In the Matter of Constellation Energy Nuclear Group, LLC; EDF Development, Inc.; Calvert Cliffs Nuclear Power Plant, Inc.; Calvert Cliffs Nuclear Power Plant, LLC (Calvert Cliffs Nuclear Power Plant, Unit Nos. 1 and 2, and Calvert Cliffs Independent Spent Fuel Storage Installation); Order Approving Application Regarding Proposed Corporate Restructuring and Approving Conforming Amendments, 53770-53772 [E9-25166]

Agencies

• NUCLEAR REGULATORY COMMISSION

[Federal Register Volume 74, Number 201 (Tuesday, October 20, 2009)]
[Notices]
[Pages 53770-53772]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E9-25166]


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NUCLEAR REGULATORY COMMISSION

[NRC-2009-0194; Docket Nos. 50-317, 50-318, 72-8; Renewed License No. 
DPR-53; Renewed License No. DPR-69; License No. SNM-2505]


In the Matter of Constellation Energy Nuclear Group, LLC; EDF 
Development, Inc.; Calvert Cliffs Nuclear Power Plant, Inc.; Calvert 
Cliffs Nuclear Power Plant, LLC (Calvert Cliffs Nuclear Power Plant, 
Unit Nos. 1 and 2, and Calvert Cliffs Independent Spent Fuel Storage 
Installation); Order Approving Application Regarding Proposed Corporate 
Restructuring and Approving Conforming Amendments

I

    Calvert Cliffs Nuclear Power Plant, Inc. (CCNPP, Inc. or the 
licensee) is the holder of Renewed Facility Operating License Nos. DPR-
53 and DPR-69, which authorize the possession, use, and operation of 
Calvert Cliffs Nuclear Power Plant, Unit Nos. 1 and 2 (CCNPP 1 and 2), 
and of Material License No. SNM-2505, which authorizes the possession, 
use, and operation of the Calvert Cliffs Independent Spent Fuel Storage 
Installation (Calvert Cliffs ISFSI), and authorizes CCNPP, Inc. to 
receive, possess, transfer, and store power reactor spent fuel at the 
Calvert Cliffs ISFSI. The facilities are located at the licensee's site 
in Calvert County, Maryland.

II

    By letter dated January 22, 2009, as supplemented on February 26, 
April 8, June 25, and July 27, 2009 (together, the application), 
Constellation Energy Nuclear Group, LLC (CENG), on behalf of the 
licensee and EDF Development, Inc. (EDF Development) (together, the 
applicants), requested that the Nuclear Regulatory Commission (NRC, the 
Commission), pursuant to Title 10 of the Code of Federal Regulations 
(10 CFR) 50.80 and 10 CFR 72.50, consent to the indirect license 
transfers that would be affected by the indirect transfer of control of 
CENG's ownership and operating interests in CCNPP 1 and 2. The actions 
being sought as a result of certain proposed corporate restructuring 
actions in connection with a planned investment by EDF Development 
whereby it would acquire a 49.99% ownership interest in CENG from 
Constellation Energy Group, Inc. (CEG), the current 100% owner of CENG. 
EDF Development is a U.S. corporation organized under the laws of the 
State of Delaware and a wholly-owned subsidiary of E.D.F. International 
S.A., a public limited company organized under the laws of France, 
which is in turn a wholly-owned subsidiary of [Eacute]lectricit[eacute] 
de France S.A., a French limited company. The applicants also requested 
approval of the proposed direct transfer of licenses held under CCNPP, 
Inc. to a new legal entity, CCNPP, LLC and approval of conforming 
license amendments that would replace references to CCNPP, Inc. in the 
license with references to CCNPP, LLC to reflect the transfer of 
ownership and operating authority, specifically, to possess, use and 
operate CCNPP 1 and 2 and to receive, possess, or use related licensed 
materials under the applicable conditions and authorizations in the 
CCNPP 1 and 2 license and for the ISFSI license.
    Following the proposed transaction, EDF Development will hold a 
49.99% ownership interest in CENG; CEG will hold a 50.01% ownership 
interest in CENG through two new intermediate parent companies, 
Constellation Nuclear, LLC and CE Nuclear, LLC, formed for non-
operational purposes. In addition, Constellation Nuclear Power Plants, 
Inc., which is currently an intermediate holding company between CENG 
and Nine Mile Point Nuclear Station, LLC and R.E. Ginna Nuclear Power 
Plant, LLC, will convert to a Delaware limited liability company and 
become Constellation Nuclear Power Plants, LLC, and will exist as an 
intermediate holding company between CENG and CCNPP, LLC, Nine Mile 
Point Nuclear Station, LLC, and R.E. Ginna Nuclear Power Plant, LLC.

[[Page 53771]]

CCNPP, Inc. will convert to CCNPP, LLC.
    No physical changes to the facilities or operational changes are 
being proposed in the application. The proposed conforming license 
amendment would replace references to CCNPP, Inc. in the license with 
references to CCNPP, LLC to reflect the proposed direct transfer of the 
licenses.
    Approval of the transfer of the license and the conforming license 
amendment is requested by the applicants pursuant to 10 CFR 50.80, 10 
CFR 50.90, and 10 CFR 72.50. Notice of the request for approval and 
opportunity for a hearing was published in the Federal Register on May 
7, 2009 (74 FR 21413). No hearing requests or petitions to intervene 
were received. The NRC received comments from a member of the public in 
Seattle, Washington, in an e-mail dated May 22, 2009. The comments did 
not provide any information additional to that in the application, nor 
did they provide any information contradictory to that provided in the 
application.
    Pursuant to 10 CFR 50.80 and 10 CFR 72.50, no license, or any right 
thereunder, shall be transferred, directly or indirectly, through 
transfer of control of the license, unless the Commission shall give 
its consent in writing. Upon review of the information in the 
application and other information before the Commission, and relying 
upon the representations and agreements contained in the application, 
the NRC staff has determined that the proposed indirect license 
transfer of control of the subject license held by the licensee to the 
extent such will result from the proposed corporate restructuring 
actions in connection with the planned investment by EDF Development 
whereby it will acquire a 49.99% ownership interest in CENG, and that 
the direct transfer of CCNPP, Inc. to CCNPP, LLC, to the extent 
affected by the proposed transaction as described in the application, 
is otherwise consistent with applicable provisions of law, regulations, 
and Orders issued by the NRC, pursuant thereto, subject to the 
conditions set forth below. The NRC staff has further found that the 
application for the proposed license amendment complies with the 
standards and requirements of the Atomic Energy Act of 1954, as amended 
(the Act), and the Commission's rules and regulations set forth in 10 
CFR Chapter I; the facility will operate in conformity with the 
application, the provisions of the Act, and the rules and regulations 
of the Commission; there is reasonable assurance that the activities 
authorized by the proposed license amendment can be conducted without 
endangering the health and safety of the public and that such 
activities will be conducted in compliance with the Commission's 
regulations; the issuance of the proposed license amendments will not 
be inimical to the common defense and security or to the health and 
safety of the public; and the issuance of the proposed amendments will 
be in accordance with 10 CFR part 51 of the Commission's regulations 
and all applicable requirements have been satisfied.
    The findings set forth above are supported by the NRC staff's 
safety evaluation (SE) dated the same day as this Order.

III

    Accordingly, pursuant to Sections 161b, 161i, 161o, and 184 of the 
Act, 42 U.S.C. Sections 2201(b), 2201(i), 2201(o), and 2234; and 10 CFR 
50.80 and 10 CFR 72.50, it is hereby ordered that the application 
regarding the indirect license transfers and direct license transfers 
related to the proposed corporate restructuring actions in connection 
with the planned investment by EDF Development, as described herein, is 
approved, subject to the following conditions:
    (1) Before completion of the proposed transaction, CENG shall 
provide the Director of the Office of Nuclear Reactor Regulation 
satisfactory documentary evidence that CCNPP, LLC has obtained the 
appropriate amount of insurance required of licensees under 10 CFR part 
140 of the Commission's regulations.
    (2) CCNPP, LLC may no longer rely exclusively on an external 
sinking fund as its decommissioning funding assurance mechanism and 
will be required to implement an alternate decommissioning funding 
assurance mechanism, acceptable per NRC requirements outlined in 10 CFR 
50.75(e)(1), which will be used to provide decommissioning funding 
assurance.
    (3) The ownership and governance arrangements as a result of the 
proposed transaction, are subject to the following:
    (a) The Operating Agreement included with the application dated 
January 22, 2009, may not be modified in any material respect 
concerning decision-making authority over ``safety issues'' as defined 
therein without the prior written consent of the Director, Office of 
Nuclear Reactor Regulation.
    (b) At least half the members of CENG's Board of Directors must be 
U.S. citizens.
    (c) The Chief Executive Officer (CEO), Chief Nuclear Officer (CNO) 
and Chairman of the Board of Directors of CENG must be U.S. citizens. 
These individuals shall have the responsibility and exclusive authority 
to ensure and shall ensure that the business and activities of CENG 
with respect to the Calvert Cliffs, Unit Nos. 1 and 2, Calvert Cliffs 
ISFSI, Nine Mile Point, Unit Nos. 1 and 2, and R.E. Ginna licenses are 
at all times conducted in a manner consistent with the public health 
and safety and common defense and security of the United States.
    (d) CENG will establish a Nuclear Advisory Committee (NAC) composed 
of U.S. citizens who are not officers, directors, or employees of CENG, 
CEG or EDF Development. The NAC will report to and provide transparency 
to the NRC and other U.S. governmental agencies regarding foreign 
ownership and control of nuclear operations.
    (e) CENG shall cause to be transmitted to the Director, Office of 
Nuclear Reactor Regulation, within 30 days of knowledge of a filing 
with the U.S. Securities and Exchange Commission, any Schedules 13D or 
13G filed pursuant to the Securities and Exchange Act of 1934 that 
disclose beneficial ownership of any registered classes of CEG stock.
    (4) The financial arrangements resulting from the proposed 
transaction, are subject to the following:
    (a) The working capital and cash pooling arrangements described in 
Article IV of the Operating Agreement included with the application 
dated January 22, 2009, and supplement dated July 27, 2009, shall be 
effective as of the date of the transfer and shall be consistent with 
the representations contained in the application. CENG and CCNPP, LLC 
shall take no action to cause CEG and/or EDF Development, or their 
successors and assigns, to void, cancel or materially modify the 
working capital and cash pooling arrangements in the Operating 
Agreement without the prior written consent of the NRC staff.
    (b) The Support Agreements described in the supplement to the 
application dated February 26, 2009 (up to $290 million) shall be 
effective as of the date of the transfer and shall be consistent with 
the representations contained in the application. CENG and CCNPP, LLC 
shall take no action to cause CEG and/or EDF Development, or their 
successors and assigns, to void, cancel or materially modify the 
Support Agreements as submitted without the prior written consent of 
the NRC staff. CENG shall inform the Director of the Office of Nuclear 
Reactor Regulation, in writing, no later than ten days after any funds 
are provided to CENG or any of the licensees by CEG or EDF

[[Page 53772]]

Development under any Support Agreement.
    (c) The Master Demand Notes described in the supplement to the 
application dated July 27, 2009, shall be effective as of the date of 
the transfer and shall be consistent with the representations contained 
in the application. CENG and CCNPP, LLC, shall take no action to cause 
CEG and/or EDF Development, or their successors and assigns, to void, 
cancel or materially modify the Master Demand Notes without the prior 
written consent of the NRC staff.
    It is further ordered that, consistent with 10 CFR 2.1315(b), the 
license amendment that makes changes, as indicated in Enclosure 2 to 
the cover letter forwarding this Order, to conform the license to 
reflect the subject direct license transfer is approved. The amendment 
shall be issued and made effective at the time the proposed direct 
license transfer is completed.
    It is further ordered that CENG shall inform the Director of the 
Office of Nuclear Reactor Regulation, in writing, of the date of 
closing of the transfer of EDF Development's ownership and operating 
interests in CENG at least 1 business day before the closing. Should 
the transfer of the license not be completed within 1 year of this 
Order's date of issuance, this Order shall become null and void, 
provided, however, that upon written application and for good cause 
shown, such date may be extended by Order.
    This Order is effective upon issuance.
    For further details with respect to this Order, see the initial 
application dated January 22, 2009 (Agencywide Documents Access and 
Management System (ADAMS) Accession No. ML090290101), as supplemented 
by letters dated February 26 (ML090630426), April 8 (ML091000665), June 
25 (ML091811094), and July 27, 2009 (ML092150712), and the SE with the 
same date as this Order, which are available for public inspection at 
the Commission's Public Document Room (PDR), located at One White Flint 
North, 11555 Rockville Pike, Room O-1 F21 (First Floor), Rockville, 
Maryland, and accessible electronically from the ADAMS Public 
Electronic Reading Room on the Internet at the NRC Web site, https://www.nrc.gov/reading-rm/adams.html. Persons who do not have access to 
ADAMS, or who encounter problems in accessing the documents located in 
ADAMS, should contact the NRC PDR Reference staff by telephone at 1-
800-397-4209 or 301-415-4737, or by e-mail at pdr.resource@nrc.gov.

    Dated at Rockville, Maryland, this 9th day of October 2009.

    For the Nuclear Regulatory Commission.
Bruce S. Mallett,
Deputy Executive Director for Reactor and Preparedness Programs.
Michael F. Weber,
Director, Office of Nuclear Material Safety.
[FR Doc. E9-25166 Filed 10-19-09; 8:45 am]
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