Order Approving Application Regarding Proposed Corporate Merger and Indirect Transfer of Licenses, 11165-11167 [2012-4323]
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Federal Register / Vol. 77, No. 37 / Friday, February 24, 2012 / Notices
3. How often the collection is
required: One-time, on occasion.
4. Who is required or asked to report:
104 power reactor licensees.
5. The number of annual respondents:
104.
6. The number of hours needed
annually to complete the requirement or
request: The NRC estimates that it will
require 13,300 hours per power reactor
to respond to the information collection
request, for a total of 1,383,200 hours (or
461,067 hours annualized).
7. Abstract: Following the accident at
the Fukushima Dai-ichi nuclear power
plant resulting from the March 11, 2011,
¯
Great Tohoku Earthquake and
subsequent tsunami, the NRC
established the Near-Term Task Force
(NTTF). The NTTF Charter, dated
March 30, 2011, tasked the NTTF with
conducting a systematic and methodical
review of NRC processes and
regulations and determining if the
agency should make additional
improvements to its regulatory system.
Ultimately, a comprehensive set of
recommendations contained in a report
to the Commission (dated July 12, 2011,
SECY–11–0093 (Agencywide
Documents Access and Management
System (ADAMS) Accession No.
ML111861807)) was developed using a
decision rationale built around the
defense-in-depth concept in which each
level of defense-in-depth (namely
prevention, mitigation, and emergency
preparedness (EP)) is critically
evaluated for its completeness and
effectiveness in performing its safety
function.
On August 19, 2011, following
issuance of the NTTF report, the
Commission directed the NRC staff in
staff requirements memorandum (SRM)
for SECY 11–0093 (ADAMS Access No.
ML112310021), in part, to determine
which of the recommendations could
and should be implemented without
unnecessary delay.
On September 9, 2011, the NRC staff
provided SECY–11–0124 to the
Commission (ADAMS Accession No.
ML11245A158). The document
identified those actions from the NTTF
report that should be taken without
unnecessary delay. As part of the
October 18, 2011, SRM for SECY–11–
0124 (ADAMS Accession No.
ML112911571), the Commission
approved the staff’s proposed actions,
including the development of three
information requests under 10 CFR
50.54(f). The information collected
would be used to support the NRC
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18:34 Feb 23, 2012
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staff’s evaluation of whether further
regulatory action was needed in the
areas of seismic and flooding design,
and emergency preparedness.
On December 23, 2011, the
Consolidated Appropriations Act,
Public Law 112–074, was signed into
law. Section 402 of the law also requires
a reevaluation of licensees’ design basis
for external hazards, and expands the
scope to include other external events.
The NRC has concluded that it
requires the information requested to
verify the compliance with design bases
at nuclear power plants and to
determine if additional regulatory
actions are appropriate. Therefore, the
NRC will issue requests for information,
pursuant to Section 182(a) of the Atomic
Energy Act of 1954, as amended, and 10
CFR 50.54(f). Addressees to the NRC
information request will be required to
confirm receipt of the request for
information within 30 days. Each
attachment to the request for
information contains a topic-specific
schedule for response. The NRC is
requesting OMB review and approval of
this collection by March 6, 2012, with
a 180-day approval period.
Throughout the development of these
letters, the NRC has solicited
stakeholder input including feedback on
the burden. The NRC made draft
versions of the letters publically
available and hosted seven public
meetings to gather stakeholder feedback.
Further, the Nuclear Energy Institute
provided feedback to the NRC on the
content of the letters, including the
associated burden. The NRC considered
all feedback in generating its burden
estimate.
Submit, by March 5, 2012, comments
that address the following questions:
1. Is the proposed collection of
information necessary for the NRC to
properly perform its functions? Does the
information have practical utility?
2. Is the burden estimate accurate?
3. Is there a way to enhance the
quality, utility, and clarity of the
information to be collected?
4. How can the burden of the
information collection be minimized,
including the use of automated
collection techniques or other forms of
information technology?
The public may examine and have
copied for a fee publicly available
documents, including the final
supporting statement, at the NRC’s
Public Document Room, Room O1–F21,
One White Flint North, 11555 Rockville
Pike, Rockville, Maryland 20852. OMB
PO 00000
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11165
clearance requests are available at the
NRC Web site: https://www.nrc.gov/
public_involve/doc_comment/omb/
index.html. The document will be
available on the NRC home page site for
60 days after the signature date of this
notice.
Comments and questions should be
directed to the OMB reviewer listed
below by March 5, 2012. Comments
received after this date will be
considered if it is practical to do so, but
assurance of consideration cannot be
given to comments received after this
date.
Chad Whiteman, Desk Officer, Office of
Information and Regulatory Affairs
(3150–XXXX), NEOB–10202, Office of
Management and Budget,
Washington, DC 20503.
Comments can also be emailed to
Chad_S_Whiteman@omb.eop.gov or
submitted by telephone at (202) 395–
4718.
For additional information on the
information collections, contact G.
Edward Miller, Project Manager,
Projects Management Branch, Japan
Lessons Learned Project Directorate,
Office of Nuclear Reactor Regulation,
U.S. Nuclear Regulatory Commission,
Rockville, MD 20852. Telephone: (301)
415–2481; fax number: (301) 415–2444;
email: Edward.Miller@nrc.gov.
The NRC Clearance Officer is
Tremaine Donnell, (301) 415–6258.
Questions about the information
collection requirements may be directed
to the NRC Clearance Officer, Tremaine
Donnell (T–5 F53), U.S. Nuclear
Regulatory Commission, Washington,
DC 20555–0001, by telephone at 301–
415–6258, or by email to
INFOCOLLECTS.Resource@NRC.GOV.
Dated at Rockville, Maryland, this 21st day
of February 2012.
For the Nuclear Regulatory Commission.
Tremaine Donnell,
NRC Clearance Officer, Office of Information
Services.
[FR Doc. 2012–4360 Filed 2–23–12; 8:45 am]
BILLING CODE 7590–01–P
NUCLEAR REGULATORY
COMMISSION
[NRC–2011–0157]
Order Approving Application
Regarding Proposed Corporate Merger
and Indirect Transfer of Licenses
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11166
Federal Register / Vol. 77, No. 37 / Friday, February 24, 2012 / Notices
In the Matter of
EXELON CORPORATION.
CONSTELLATION ENERGY GROUP, INC.
CALVERT CLIFFS NUCLEAR POWER PLANT, LLC.
Calvert Cliffs Nuclear Power Plant, Units 1 and 2 ......................................................
Calvert Cliffs Independent Spent Fuel Storage Installation ........................................
I
Calvert Cliffs Nuclear Power Plant,
LLC (CCNPP, LLC or the licensee), is the
holder of Renewed Facility Operating
License Nos. DPR–53 and DPR–69,
which authorizes the possession, use,
and operation of the Calvert Cliffs
Nuclear Power Plant, Units 1 and 2
(CCNPP 1 and 2), and of Materials
License No. SNM–2505, which
authorizes the possession and use and
operation of the Calvert Cliffs
Independent Spent Fuel Storage
Installation (ISFSI), and authorizes
CCNPP, LLC 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.
srobinson on DSK4SPTVN1PROD with NOTICES
II
By letter dated May 12, 2011, as
supplemented on June 17, August 12,
October 13, November 10, November 11,
November 18, and November 22, 2011,
and January 19, and January 25, 2012
(collectively, the application), Exelon
Generation Company, LLC (Exelon
Generation), acting on behalf of itself,
Exelon Corporation (Exelon), and
Exelon Ventures Company, LLC (Exelon
Ventures), and Constellation Energy
Nuclear Group, LLC (CENG), acting on
behalf of itself, and the licensee,
requested that the U.S. 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
proposed indirect license transfer of
Renewed Facility Operating License
Nos. DPR–53 and DPR–69 and Materials
License No. SNM–2505, that would be
effected by the indirect transfer of
control of the ownership and operating
interests in CCNPP, LLC. The transfers
being sought are a result of the proposed
merger between Exelon and one of
CENG’s parent companies, Constellation
Energy Group, Inc. (CEG), whereby CEG
would be merged into Exelon and
ownership of CEG’s 50.01 percent of
CENG would be transferred to Exelon.
The remaining 49.99 percent ownership
of CENG is held by EDF, Inc.
The licensee is a direct wholly owned
subsidiary of Constellation Nuclear
Power Plants, LLC, which, in turn, is a
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direct wholly owned subsidiary of
CENG.
The proposed merger will be
accomplished in several steps and the
involvement of the following entities:
CEG, Exelon, Exelon Generation, Exelon
Ventures, Bolt Acquisition Corporation
(Bolt) (an Exelon subsidiary formed for
the sole purpose of merging with CEG),
and Constellation Nuclear, LLC (CNL) (a
wholly owned subsidiary of CEG and
intermediate parent company of CCNPP,
LLC). Following the closing of the
transfers, Exelon will be the ultimate
parent company of CNL, CENG, and the
licensee.
Exelon Ventures and Bolt are direct
wholly owned subsidiaries of Exelon.
Exelon Generation is a direct wholly
owned subsidiary of Exelon Ventures.
First, the acquisition of CEG by Exelon
will be effected by the merger of Bolt
with and into CEG, with CEG being the
surviving corporation. As a result of the
merger, CEG will be a direct wholly
owned subsidiary of Exelon, and former
CEG shareholders will become
shareholders of Exelon. Immediately
after the merger, CEG will distribute to
Exelon, as a dividend, 100 percent of
the equity interests of several companies
unrelated to CEG’s nuclear and other
generation business, including
Baltimore Gas and Electric Company.
Second, and concurrent with the
distribution of CEG’s equity interests in
RF HoldCo LLC (the holding company
for Baltimore Gas and Electric
Company), CEG will merge into Exelon,
resulting in the termination of CEG’s
corporate existence. Exelon will then
contribute 100 percent of its equity
interest in CEG to Exelon Ventures,
which, in turn, will contribute the
equity interest to Exelon Generation,
resulting in CEG becoming a direct
wholly owned subsidiary of Exelon
Generation. CEG will then cease to exist,
making CNL a direct wholly owned
subsidiary of Exelon Generation. Exelon
will indirectly own 100 percent of CNL
through its wholly owned subsidiary,
Exelon Generation.1
CNL, through wholly owned
subsidiaries, has a 50.01 percent
ownership interest in CENG; EDF Inc.
1 See Revised Figure 3, ‘‘Post-Transaction Final
Organization,’’ from letter dated November 11,
2011.
PO 00000
Frm 00104
Fmt 4703
Sfmt 4703
Docket Nos. 50–317 and 50–318.
License Nos. DPR–53 and DPR–69.
Docket No. 72–8.
Materials License No. SNM–2505.
has a 49.99 percent ownership interest
in CENG. EDF Inc. is a U.S. corporation
organized under the laws of the State of
Delaware and is a wholly owned
subsidiary of E.D.F. International SAS, a
limited company organized under the
laws of France, which is, in turn, a
´
wholly owned subsidiary of Electricite
de France SA, a French limited
company. As a result of the merger,
CNL, as a direct subsidiary of Exelon
Generation, will continue to indirectly
hold a 50.01 percent ownership interest
in CENG; EDF Inc. will continue to have
a 49.99 percent ownership interest in
CENG. EDF Inc.’s 49.99 percent
ownership interest in CENG is
unaffected by the merger of Exelon and
CEG and associated indirect license
transfers.
No physical changes to the facilities
or operational changes are being
proposed in the application.
Notice of the request for approval and
opportunity for a hearing was published
in the Federal Register on July 7, 2011
(76 FR 39908). No comments or hearing
requests were received.
Pursuant to 10 CFR 50.80(a) 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 as supplemented and other
information before the Commission, and
relying upon the representations and
agreements in the application, the NRC
staff has determined that the proposed
indirect transfer of control of the subject
licenses held by the licensee to the
extent such will result from the
proposed merger of CEG and Exelon, as
described in the application, will not
affect the qualifications of the licensee
to hold the respective licenses and is
otherwise consistent with the applicable
provisions of law, regulations, and
Orders issued by the NRC pursuant
thereto, subject to the conditions set
forth below.
The findings set forth above are
supported by a safety evaluation (SE)
dated February 15, 2012.
III
Accordingly, pursuant to Sections
161b, 161i, 161o, and 184 of the Atomic
Energy Act of 1954, as amended (the
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Federal Register / Vol. 77, No. 37 / Friday, February 24, 2012 / Notices
Act), 42 U.S.C. Sections 2201(b),
2201(i), 2201(o), and 2234; and 10 CFR
50.80, it is hereby ordered that the
application regarding the indirect
license transfers related to the proposed
corporate merger, as described herein, is
approved, subject to the following
conditions:
1. All conditions contained in the
‘‘Order Superseding Order of October 9,
2009, Approving Application Regarding
Proposed Corporate Restructuring and
Approving Conforming Amendments,’’
dated October 30, 2009, concerning the
corporate restructuring of CENG and
associated indirect and direct transfers
of control of the operating licenses held
by CCNPP, LLC, shall remain in full
force and effect and are incorporated
herein as if fully set forth, except as they
are amended herein.
2. The Nuclear Advisory Committee
of Constellation Energy Nuclear Group,
LLC, shall prepare an Annual Report
regarding the status of foreign
ownership, control, or domination of
the licensed activities of power reactors
under the control, in whole or part, of
Constellation Energy Nuclear Group,
LLC. The Report shall be submitted to
the NRC within 30 days of completion
of the Nuclear Advisory Committee
Report, or by January 31 of each year
(whichever occurs first). No action shall
be taken by Constellation Energy
Nuclear Group, LLC, or any entity to
cause Constellation Nuclear, LLC,
Exelon Generation, LLC, or their parent
companies, subsidiaries or successors to
modify the Nuclear Advisory Committee
Report before submittal to the NRC. The
Report shall be made available to the
public, with the potential exception of
information that meets the requirements
for withholding such information from
public disclosure under the regulations
of 10 CFR 2.390, ‘‘Public Inspections,
Exemptions, Requests for Withholding.’’
3. Records of all votes by EDF Inc., or
its representatives, on the Constellation
Energy Nuclear Group, LLC, Board of
Directors and the use of the Chairman’s
casting vote will be sent to the Nuclear
Advisory Committee and shall be
reviewed by the Nuclear Advisory
Committee to ensure that no foreign
interests have exercised foreign
ownership, control, or domination over
the licensed activities of Calvert Cliffs
Nuclear Power Plant, Units 1 and 2, and
the Calvert Cliffs ISFSI, and that no
action taken by a foreign interest
involved with licensed activities is
inimical to the common defense and
security. The results of the Nuclear
Advisory Committee’s review shall be
summarized in the Nuclear Advisory
Committee Report and shall include
discussions of any use of the Chairman’s
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18:34 Feb 23, 2012
Jkt 226001
casting vote, determinations whether an
exercise of foreign ownership, control,
or domination has occurred, or that
foreign involvement with licensed
activities was inimical to the common
defense and security.
4. Exelon Generation, LLC shall enter
into the $205 million Support
Agreement for Constellation Energy
Nuclear Group, LLC, as described in the
November 11, 2011, supplement to the
May 12, 2011, indirect license transfer
application, no later than the time the
proposed transactions and indirect
license transfers occur. The Exelon
Generation, LLC, Support Agreement
shall supersede the Support Agreement
provided by Constellation Energy
Group, Inc., and shall be consistent with
the representations contained in the
application. Constellation Energy
Nuclear Group, LLC, shall take no
action to cause Exelon Generation, LLC,
or its successors and assigns, to void,
cancel, or materially modify the Support
Agreement or cause it to fail to perform,
or impair its performance under the
Support Agreement, without the prior
written consent of the NRC. The
Support Agreement may not be
amended or modified without 30 days
prior written notice to the Director of
the Office of Nuclear Reactor Regulation
or his designee. An executed copy of the
Support Agreement shall be submitted
to the NRC no later than 30 days after
the completion of the proposed merger
and the indirect license transfers.
Constellation Energy Nuclear Group,
LLC, shall inform the NRC in writing no
later than 10 days after any funds are
provided to Constellation Energy
Nuclear Group, LLC, or any of the
licensees by Exelon Generation, LLC,
under the Support Agreement.
5. Upon consummation of the merger,
Constellation Energy Nuclear Group,
LLC, shall submit to the NRC, the
amended and restated Constellation
Energy Nuclear Group, LLC, Operating
Agreement, reflecting the terms set forth
in the Settlement Agreement, including
the proposed revisions provided in the
January 25, 2012, supplement to the
application. The amended and restated
Operating Agreement may not be
modified in any respect concerning
decisionmaking authority over nuclear
safety, security, and reliability without
the prior written consent of the Director,
Office of Nuclear Reactor Regulation.
6. Should the proposed corporate
merger not be completed within 1 year
from the date of this Order, this Order
shall become null and void, provided,
however, upon written application and
good cause shown, such date may be
extended by Order.
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Sfmt 9990
11167
It is further ordered that, after receipt
of all required regulatory approvals of
the proposed indirect transfer action,
Exelon Generation shall inform the
Director of the Office of Nuclear Reactor
Regulation in writing of the date of the
closing of the corporate merger of
Exelon and CEG.
This Order is effective upon issuance.
For further details with respect to this
Order, see the initial application dated
May 12, 2011 (Agencywide Documents
Access and Management System
Accession No. ML11138A159), as
supplemented by letters dated June 17
(ML11173A067), August 3
(ML112150519), August 12
(ML11234A062), October 13
(ML113050083), November 10
(ML11335A024), November 11
(ML113180265), November 18
(ML11325A258), and November 22,
2011 (ML113260456), and January 19
(ML12019A0346), and January 25, 2012
(ML12032A153), and the SE dated
February 15, 2012, which are available
for public inspection at the
Commission’s Public Document Room
(PDR), located at One White Flint North,
Public File Area 01 F21, 11555
Rockville Pike (first floor), Rockville,
MD. Publicly available documents
created or received at the NRC are
accessible electronically through
ADAMS in the NRC Library at 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 email
to pdr.resource@nrc.gov.
Dated at Rockville, Maryland, this 15th day
of February 2012.
For the Nuclear Regulatory Commission.
Michele G. Evans,
Director, Division of Operating Reactor
Licensing, Office of Nuclear Reactor
Regulation.
Catherine Haney,
Director, Office of Nuclear Material Safety
and Safeguards.
[FR Doc. 2012–4323 Filed 2–23–12; 8:45 am]
BILLING CODE 7590–01–P
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]]>Agencies
[Federal Register Volume 77, Number 37 (Friday, February 24, 2012)]
[Notices]
[Pages 11165-11167]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2012-4323]
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NUCLEAR REGULATORY COMMISSION
[NRC-2011-0157]
Order Approving Application Regarding Proposed Corporate Merger
and Indirect Transfer of Licenses
[[Page 11166]]
In the Matter of
EXELON CORPORATION.
CONSTELLATION ENERGY GROUP, INC.
CALVERT CLIFFS NUCLEAR POWER PLANT,
LLC.
Calvert Cliffs Nuclear Power Plant, Docket Nos. 50-317 and 50-318.
Units 1 and 2. License Nos. DPR-53 and DPR-69.
Calvert Cliffs Independent Spent Docket No. 72-8.
Fuel Storage Installation. Materials License No. SNM-2505.
I
Calvert Cliffs Nuclear Power Plant, LLC (CCNPP, LLC or the
licensee), is the holder of Renewed Facility Operating License Nos.
DPR-53 and DPR-69, which authorizes the possession, use, and operation
of the Calvert Cliffs Nuclear Power Plant, Units 1 and 2 (CCNPP 1 and
2), and of Materials License No. SNM-2505, which authorizes the
possession and use and operation of the Calvert Cliffs Independent
Spent Fuel Storage Installation (ISFSI), and authorizes CCNPP, LLC 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 May 12, 2011, as supplemented on June 17, August
12, October 13, November 10, November 11, November 18, and November 22,
2011, and January 19, and January 25, 2012 (collectively, the
application), Exelon Generation Company, LLC (Exelon Generation),
acting on behalf of itself, Exelon Corporation (Exelon), and Exelon
Ventures Company, LLC (Exelon Ventures), and Constellation Energy
Nuclear Group, LLC (CENG), acting on behalf of itself, and the
licensee, requested that the U.S. 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 proposed
indirect license transfer of Renewed Facility Operating License Nos.
DPR-53 and DPR-69 and Materials License No. SNM-2505, that would be
effected by the indirect transfer of control of the ownership and
operating interests in CCNPP, LLC. The transfers being sought are a
result of the proposed merger between Exelon and one of CENG's parent
companies, Constellation Energy Group, Inc. (CEG), whereby CEG would be
merged into Exelon and ownership of CEG's 50.01 percent of CENG would
be transferred to Exelon. The remaining 49.99 percent ownership of CENG
is held by EDF, Inc.
The licensee is a direct wholly owned subsidiary of Constellation
Nuclear Power Plants, LLC, which, in turn, is a direct wholly owned
subsidiary of CENG.
The proposed merger will be accomplished in several steps and the
involvement of the following entities: CEG, Exelon, Exelon Generation,
Exelon Ventures, Bolt Acquisition Corporation (Bolt) (an Exelon
subsidiary formed for the sole purpose of merging with CEG), and
Constellation Nuclear, LLC (CNL) (a wholly owned subsidiary of CEG and
intermediate parent company of CCNPP, LLC). Following the closing of
the transfers, Exelon will be the ultimate parent company of CNL, CENG,
and the licensee.
Exelon Ventures and Bolt are direct wholly owned subsidiaries of
Exelon. Exelon Generation is a direct wholly owned subsidiary of Exelon
Ventures. First, the acquisition of CEG by Exelon will be effected by
the merger of Bolt with and into CEG, with CEG being the surviving
corporation. As a result of the merger, CEG will be a direct wholly
owned subsidiary of Exelon, and former CEG shareholders will become
shareholders of Exelon. Immediately after the merger, CEG will
distribute to Exelon, as a dividend, 100 percent of the equity
interests of several companies unrelated to CEG's nuclear and other
generation business, including Baltimore Gas and Electric Company.
Second, and concurrent with the distribution of CEG's equity interests
in RF HoldCo LLC (the holding company for Baltimore Gas and Electric
Company), CEG will merge into Exelon, resulting in the termination of
CEG's corporate existence. Exelon will then contribute 100 percent of
its equity interest in CEG to Exelon Ventures, which, in turn, will
contribute the equity interest to Exelon Generation, resulting in CEG
becoming a direct wholly owned subsidiary of Exelon Generation. CEG
will then cease to exist, making CNL a direct wholly owned subsidiary
of Exelon Generation. Exelon will indirectly own 100 percent of CNL
through its wholly owned subsidiary, Exelon Generation.\1\
---------------------------------------------------------------------------
\1\ See Revised Figure 3, ``Post-Transaction Final
Organization,'' from letter dated November 11, 2011.
---------------------------------------------------------------------------
CNL, through wholly owned subsidiaries, has a 50.01 percent
ownership interest in CENG; EDF Inc. has a 49.99 percent ownership
interest in CENG. EDF Inc. is a U.S. corporation organized under the
laws of the State of Delaware and is a wholly owned subsidiary of
E.D.F. International SAS, a limited company organized under the laws of
France, which is, in turn, a wholly owned subsidiary of
Electricit[eacute] de France SA, a French limited company. As a result
of the merger, CNL, as a direct subsidiary of Exelon Generation, will
continue to indirectly hold a 50.01 percent ownership interest in CENG;
EDF Inc. will continue to have a 49.99 percent ownership interest in
CENG. EDF Inc.'s 49.99 percent ownership interest in CENG is unaffected
by the merger of Exelon and CEG and associated indirect license
transfers.
No physical changes to the facilities or operational changes are
being proposed in the application.
Notice of the request for approval and opportunity for a hearing
was published in the Federal Register on July 7, 2011 (76 FR 39908). No
comments or hearing requests were received.
Pursuant to 10 CFR 50.80(a) 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 as supplemented and other information before the
Commission, and relying upon the representations and agreements in the
application, the NRC staff has determined that the proposed indirect
transfer of control of the subject licenses held by the licensee to the
extent such will result from the proposed merger of CEG and Exelon, as
described in the application, will not affect the qualifications of the
licensee to hold the respective licenses and is otherwise consistent
with the applicable provisions of law, regulations, and Orders issued
by the NRC pursuant thereto, subject to the conditions set forth below.
The findings set forth above are supported by a safety evaluation
(SE) dated February 15, 2012.
III
Accordingly, pursuant to Sections 161b, 161i, 161o, and 184 of the
Atomic Energy Act of 1954, as amended (the
[[Page 11167]]
Act), 42 U.S.C. Sections 2201(b), 2201(i), 2201(o), and 2234; and 10
CFR 50.80, it is hereby ordered that the application regarding the
indirect license transfers related to the proposed corporate merger, as
described herein, is approved, subject to the following conditions:
1. All conditions contained in the ``Order Superseding Order of
October 9, 2009, Approving Application Regarding Proposed Corporate
Restructuring and Approving Conforming Amendments,'' dated October 30,
2009, concerning the corporate restructuring of CENG and associated
indirect and direct transfers of control of the operating licenses held
by CCNPP, LLC, shall remain in full force and effect and are
incorporated herein as if fully set forth, except as they are amended
herein.
2. The Nuclear Advisory Committee of Constellation Energy Nuclear
Group, LLC, shall prepare an Annual Report regarding the status of
foreign ownership, control, or domination of the licensed activities of
power reactors under the control, in whole or part, of Constellation
Energy Nuclear Group, LLC. The Report shall be submitted to the NRC
within 30 days of completion of the Nuclear Advisory Committee Report,
or by January 31 of each year (whichever occurs first). No action shall
be taken by Constellation Energy Nuclear Group, LLC, or any entity to
cause Constellation Nuclear, LLC, Exelon Generation, LLC, or their
parent companies, subsidiaries or successors to modify the Nuclear
Advisory Committee Report before submittal to the NRC. The Report shall
be made available to the public, with the potential exception of
information that meets the requirements for withholding such
information from public disclosure under the regulations of 10 CFR
2.390, ``Public Inspections, Exemptions, Requests for Withholding.''
3. Records of all votes by EDF Inc., or its representatives, on the
Constellation Energy Nuclear Group, LLC, Board of Directors and the use
of the Chairman's casting vote will be sent to the Nuclear Advisory
Committee and shall be reviewed by the Nuclear Advisory Committee to
ensure that no foreign interests have exercised foreign ownership,
control, or domination over the licensed activities of Calvert Cliffs
Nuclear Power Plant, Units 1 and 2, and the Calvert Cliffs ISFSI, and
that no action taken by a foreign interest involved with licensed
activities is inimical to the common defense and security. The results
of the Nuclear Advisory Committee's review shall be summarized in the
Nuclear Advisory Committee Report and shall include discussions of any
use of the Chairman's casting vote, determinations whether an exercise
of foreign ownership, control, or domination has occurred, or that
foreign involvement with licensed activities was inimical to the common
defense and security.
4. Exelon Generation, LLC shall enter into the $205 million Support
Agreement for Constellation Energy Nuclear Group, LLC, as described in
the November 11, 2011, supplement to the May 12, 2011, indirect license
transfer application, no later than the time the proposed transactions
and indirect license transfers occur. The Exelon Generation, LLC,
Support Agreement shall supersede the Support Agreement provided by
Constellation Energy Group, Inc., and shall be consistent with the
representations contained in the application. Constellation Energy
Nuclear Group, LLC, shall take no action to cause Exelon Generation,
LLC, or its successors and assigns, to void, cancel, or materially
modify the Support Agreement or cause it to fail to perform, or impair
its performance under the Support Agreement, without the prior written
consent of the NRC. The Support Agreement may not be amended or
modified without 30 days prior written notice to the Director of the
Office of Nuclear Reactor Regulation or his designee. An executed copy
of the Support Agreement shall be submitted to the NRC no later than 30
days after the completion of the proposed merger and the indirect
license transfers. Constellation Energy Nuclear Group, LLC, shall
inform the NRC in writing no later than 10 days after any funds are
provided to Constellation Energy Nuclear Group, LLC, or any of the
licensees by Exelon Generation, LLC, under the Support Agreement.
5. Upon consummation of the merger, Constellation Energy Nuclear
Group, LLC, shall submit to the NRC, the amended and restated
Constellation Energy Nuclear Group, LLC, Operating Agreement,
reflecting the terms set forth in the Settlement Agreement, including
the proposed revisions provided in the January 25, 2012, supplement to
the application. The amended and restated Operating Agreement may not
be modified in any respect concerning decisionmaking authority over
nuclear safety, security, and reliability without the prior written
consent of the Director, Office of Nuclear Reactor Regulation.
6. Should the proposed corporate merger not be completed within 1
year from the date of this Order, this Order shall become null and
void, provided, however, upon written application and good cause shown,
such date may be extended by Order.
It is further ordered that, after receipt of all required
regulatory approvals of the proposed indirect transfer action, Exelon
Generation shall inform the Director of the Office of Nuclear Reactor
Regulation in writing of the date of the closing of the corporate
merger of Exelon and CEG.
This Order is effective upon issuance.
For further details with respect to this Order, see the initial
application dated May 12, 2011 (Agencywide Documents Access and
Management System Accession No. ML11138A159), as supplemented by
letters dated June 17 (ML11173A067), August 3 (ML112150519), August 12
(ML11234A062), October 13 (ML113050083), November 10 (ML11335A024),
November 11 (ML113180265), November 18 (ML11325A258), and November 22,
2011 (ML113260456), and January 19 (ML12019A0346), and January 25, 2012
(ML12032A153), and the SE dated February 15, 2012, which are available
for public inspection at the Commission's Public Document Room (PDR),
located at One White Flint North, Public File Area 01 F21, 11555
Rockville Pike (first floor), Rockville, MD. Publicly available
documents created or received at the NRC are accessible electronically
through ADAMS in the NRC Library at 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 email to pdr.resource@nrc.gov.
Dated at Rockville, Maryland, this 15th day of February 2012.
For the Nuclear Regulatory Commission.
Michele G. Evans,
Director, Division of Operating Reactor Licensing, Office of Nuclear
Reactor Regulation.
Catherine Haney,
Director, Office of Nuclear Material Safety and Safeguards.
[FR Doc. 2012-4323 Filed 2-23-12; 8:45 am]
BILLING CODE 7590-01-P
