[Federal Register: August 4, 2008 (Volume 73, Number 150)]
[Notices]
[Page 45253-45255]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr04au08-71]
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NUCLEAR REGULATORY COMMISSION
[Docket Nos. 50-247 and 72-51; Docket No. 50-286]
In the Matter of Entergy Nuclear Operations, Inc.; Entergy
Nuclear Indian Point 2, LLC (Indian Point Nuclear Generating Unit No.
2); Entergy Nuclear Indian Point 3, LLC (Indian Point Nuclear
Generating Unit No. 3); Order Approving Indirect Transfer of Facility
Operating Licenses
I
Entergy Nuclear Operations, Inc. (ENO) and Entergy Nuclear Indian
Point 2, LLC (ENIP2) are co-holders of the Facility Operating License,
No. DPR-26, which authorizes the possession, use, and operation of the
Indian Point Nuclear Generating Unit No. 2 (IP2). ENO and Entergy
Nuclear Indian Point 3, LLC (ENIP3) are co-holders of the Facility
Operating License, No. DPR-64, which authorizes the possession, use,
and operation of the Indian Point Nuclear Generating Unit No. 3 (IP3).
IP2 and IP3 are both pressurized water nuclear reactors that are owned
by ENIP2 and ENIP3, respectively, and operated by ENO. The facilities
are located in Westchester County, New York.
II
By application dated July 30, 2007, as supplemented by letters
dated October 31, and December 5, 2007, and January 24, March 17, April
22, and May 2, 2008, ENO, acting on behalf of itself, ENIP2, and ENIP3,
requested that the U.S. Nuclear Regulatory Commission (NRC, the
Commission), pursuant to Section 50.80 of Title 10 of the Code of
Federal Regulations (10 CFR), consent to the proposed indirect transfer
of control of the IP2 and IP3 licenses, including the general license
for the independent spent fuel storage installation.
ENIP2 is currently a direct wholly owned subsidiary of Entergy
Nuclear Holding Company 3, LLC. Entergy Nuclear Holding
Company 3, LLC is a direct wholly owned subsidiary of Entergy
Nuclear Holding Company which, in turn, is a direct wholly owned
subsidiary of Entergy Corporation. Therefore, under the current
corporate structure, Entergy Corporation is the indirect owner of 100
percent of ENIP2.
Under the proposed corporate restructuring, a new holding company,
Enexus Energy Corporation (Enexus), will be created. Initially, the
public shareholders of Entergy Corporation will separately own the
shares of Enexus and, as such, Enexus will be owned by the public.
Entergy Nuclear Holding Company, an indirect parent company of ENIP2,
will become a direct wholly owned subsidiary of Enexus. Accordingly,
following the corporate restructuring, Enexus will acquire indirect
control of 100 percent of ENIP2.
ENIP3 is currently a direct wholly owned subsidiary of Entergy
Nuclear New York Investment Company 1 which, in turn, is a direct
wholly owned subsidiary of Entergy Nuclear Holding Company 1.
Seventy-five percent of Entergy Nuclear Holding Company 1 is
directly owned by Entergy Corporation while the remaining 25 percent is
directly owned by Entergy Global, LLC. Entergy Global, LLC is a direct
wholly owned subsidiary of Entergy International Holdings LTD which, in
turn, is a direct wholly owned subsidiary of Entergy Corporation.
Therefore, under the current corporate structure, Entergy Corporation
is the indirect owner of 100 percent of ENIP3.
Under the proposed restructuring, Entergy Nuclear Holding Company
1 will become a direct wholly owned subsidiary of Enexus.
Entergy Global, LLC, Entergy International Holdings LTD, and Entergy
Nuclear New York Investment Company 1 will be eliminated. Accordingly,
following the corporate restructuring, Enexus will
[[Page 45254]]
acquire indirect control of 100 percent of ENIP3.
ENO is currently a direct wholly owned subsidiary of Entergy
Nuclear Holding Company 2 which, in turn, is a direct wholly
owned subsidiary of Entergy Corporation. Therefore, Entergy Corporation
is currently the indirect owner of 100 percent of ENO.
Under the proposed corporate restructuring, Entergy Nuclear Holding
Company 2 will be eliminated and ENO will become a direct
subsidiary of a new parent company called EquaGen LLC. EquaGen LLC will
be owned in equal shares by two new intermediate holding companies as
follows. Entergy EquaGen, Inc. is being created as a direct subsidiary
of Entergy Corporation and will own 50 percent of EquaGen LLC.
Similarly, Enexus EquaGen, LLC is being created as a direct subsidiary
of Enexus and will also own 50 percent of EquaGen LLC. Accordingly,
following the corporate restructuring, Entergy Corporation and Enexus
will each have indirect control of 50 percent of ENO.
Finally, ENO will be converted from a corporation to a limited
liability company and its name will be changed from Entergy Nuclear
Operations, Inc. to EquaGen Nuclear LLC. Under Delaware law, EquaGen
Nuclear LLC will assume all of the rights and responsibilities of ENO,
and it will be the same company (legal entity) both before and after
the conversion and name change. Also, ENIP2 and ENIP3 will undergo name
changes to become Enexus Nuclear Indian Point 2, LLC and Enexus Nuclear
Indian Point 3, LLC, respectively. The staff understands that ENO will
submit requests for administrative license amendments to conform the
affected licenses in the near future.
Notice of the requests for approval and an opportunity for a
hearing was published in the Federal Register on January 16, 2008 (73
FR 2955). By petition dated February 5, 2008, Locals 369 and 590,
Utility Workers Union of America (UWUA), American Federation of Labor-
Congress of Industrial Organization, representing plant workers at the
Pilgrim Nuclear Power Station located in Plymouth, Massachusetts,
responded to the Federal Register notice and requested a hearing and
leave to intervene as a party in the proceedings for the Indian Point
Nuclear Generating Unit Nos. 2 and 3. On June 12, 2008, Local 369 filed
a notice of withdrawal of its petition to intervene. The notice of
withdrawal did not apply to Local 590. In addition, by petition dated
February 5, 2008, the Westchester Citizen's Awareness Network, Rockland
County Conservation Association, Promoting Health and Sustainable
Energy, Sierra Club--North East Chapter, and Richard Brodsky
collectively filed a request for hearing and petition for leave to
intervene as a party in the proceedings for the Indian Point Nuclear
Generating Unit Nos. 2 and 3.
Both of these requests for hearings are currently pending before
the Commission. Pursuant to 10 CFR 2.1316, during the pendency of a
hearing, the staff is expected to promptly proceed with the approval or
denial of license transfer requests consistent with the staff's
findings in its safety evaluation. Notice of the staff's action shall
be promptly transmitted to the presiding officer and parties to the
proceeding. Commission action on the pending hearing requests is being
handled independently of this action.
Also, an intervenor from Oswego, New York, submitted two letters to
the Commission with public comments dated January 21, 2008, along with
an electronic transmission containing public comments dated January 27,
2008. The public comments are addressed by the NRC's safety evaluation
dated July 28, 2008.
Pursuant to 10 CFR 50.80(a), 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 as
supplemented, the NRC staff concludes that the proposed indirect
transfer of control of the licenses held by ENIP2 and ENIP3 to Enexus,
as described herein, will not affect the qualifications of ENIP2 and
ENIP3 as holders of the IP2 and IP3 licenses, respectively. The
indirect transfer of control of the licenses is otherwise consistent
with applicable provisions of law, regulations, and orders issued by
the NRC. Furthermore, the NRC staff concludes that the proposed
corporate restructuring involving new intermediate and ultimate parent
companies over ENO, as described herein, will not affect the
qualifications of ENO as holder of the IP2 and IP3 licenses. The
indirect transfer of control of the licenses as held by ENO, to the
extent affected by the proposed restructuring, is otherwise consistent
with applicable provisions of law, regulations, and orders issued by
the Commission.
The NRC staff concludes that the conversion of Entergy Nuclear
Operations, Inc. to EquaGen Nuclear LLC would not constitute a direct
transfer of the licenses to the extent held by ENO. Therefore, no
consent to the proposed conversion is necessary.
The findings set forth above are supported by the NRC's safety
evaluation dated July 28, 2008.
III.
Accordingly, pursuant to Sections 161b, 161i, 161o, and 184 of the
Atomic Energy Act of 1954, as amended, 42 U.S.C. 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 discussed above
related to the proposed corporate restructuring and establishment of
Enexus is approved, subject to the following conditions:
1. ENIP2 and ENIP3 shall enter into the $700 million Support
Agreement with Enexus Energy Corporation as described in the
application, no later than the time the proposed transactions and
indirect license transfer occurs. ENIP2 and ENIP3 shall take no action
to cause Enexus Energy Corporation, or its successors and assigns, to
void, cancel, or modify the Support Agreement or cause it to fail to
perform, or impair its performance under the Support Agreement, without
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 transactions
and the indirect license transfer. ENIP2 and ENIP3 shall inform the NRC
in writing anytime it draws upon the Support Agreement.
2. The ten separate support guarantees from various Entergy
subsidiaries, which total $315 million, including the support
guarantees relating to IP2 and IP3, may be revoked when, and
conditioned upon, implementation of the new $700 million Support
Agreement at the time the proposed restructuring and indirect license
transfer are completed.
3. Should the proposed corporate restructuring and establishment of
Enexus not be completed within one 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.
This Order is effective upon issuance.
For further details with respect to this Order, see the application
dated July 30, 2007, as supplemented by letters dated October 31, and
December 5, 2007, and
[[Page 45255]]
January 24, March 17, April 22, and May 2, 2008, and the NRC's safety
evaluation dated July 28, 2008, 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, Maryland, and accessible electronically from
the Agencywide Documents Access and Management System (ADAMS) Public
Electronic Reading Room on the Internet at the NRC Web site, http://
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, 301-415-4737, or by e-mail to pdr@nrc.gov.
Dated at Rockville, Maryland, this 28th day of July 2008.
For the Nuclear Regulatory Commission.
Timothy J. McGinty,
Acting Director, Division of Operating Reactor Licensing, Office of
Nuclear Reactor Regulation.
[FR Doc. E8-17780 Filed 8-1-08; 8:45 am]
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