ML20195D378
| ML20195D378 | |
| Person / Time | |
|---|---|
| Site: | 07000036 |
| Issue date: | 06/03/1999 |
| From: | Bell R ABB COMBUSTION ENGINEERING NUCLEAR FUEL (FORMERLY, ASEA BROWN BOVERI, INC. |
| To: | |
| Shared Package | |
| ML20195D377 | List: |
| References | |
| NUDOCS 9906090148 | |
| Download: ML20195D378 (11) | |
Text
l APPLICATION FOR TRANSFERS AND AMENDMENTS OF MATERIALS LICENSES June 3,1999 I.
INTRODUCTION This application for transfers and amendments of certain materials licenses arises from the acquisition by ABB Combustion Engineering Nuclear Power, Inc. of all assets and liabilities related to current NRC licensed activities of Combustion Engineering, Inc.
Combustion Engineering, Inc. is currently the holder oflicenses, quality assurance program approvals and certificates of compliance issued by the Nuclear Regulatory Commission
("NRC") pursuant to 10 C.F.R. Parts 30,70,71 and 110 (" licensees, approvals and certificates"). Combustion Engineering, Inc. and ABB Combustion Engineering Nuclear Power, Inc. request that the NRC approve the transfers of the licenses, approvals and certificates listed on Exhibit "A" to ABB Combustion Engineering Nuclear Power, Inc., and that the NRC approve the corresponding amendments to those licenses, approvals and certificates necessary to effectuate such transfers.
Closing of the transaction cannot take place until receipt of NRC's approval.
Therefore, Combustion Engineering,Inc. and ABB Combustion Engineering Nuclear Power, Inc. request the NRC to approve the transfers and amendments to be effective as of the Closing Date of the transaction. As it is currently anticipated that the Closing Date will be on or about June 29,1999, Combustion Engineering, Inc. and ABB Combustion Engineering Nuclear Power, Inc. request that the NRC issue its approval prior to that date. Combustion Engineering, Inc. and ABB Combustion Engineering Nuclear Power, Inc. will keep the NRC 9906090148 990603 PDR ADOCK 07000036 C
PDR s
t
I 9
informed of progress in obtaining other regulatory approvals and the timetable established for g
l' the Closing Date.
From and after the Closing Date, as discussed herein, ABB Combustion Engineering
- Nuclear Power, Inc. will be technically and financially qualified to be the holder of the
' licenses,' approvals,'and certificates that are the subject of this Application for transfers and amendments and will fulfill the responsibilities of such a holder. As of the Closing Date, current Combustion Engmeermg, Inc. employees responsible for the licensed materials and '
L i
activities that are subject of this application, as currently described the dockets for such j
j licenses, approvals and certificates, will become ABB Combustion Engineering Nuclear Power, Inc. employees and will continue to be responsible for such activities. The transfers of these licensed activities will not affect the operational structure described in the licenses.
There will be no changes in operating organizations,' locations, facilities, equipment or procedures associated with the licensed activities, and there will be no charges in the use, j
. possession, locations or storage oflicensed materials as a result of the transaction. Licensed activities will continue in their current form without interruption resulting from the transfers.
II.
THE TRANSACTION l
ABB Combustion Engineering Nuclear Power, Inc. will acquire from Combustion l
Engineering, Inc. all ofits assets and liabilities related to current NRC licensed activities, with the exception of ownership of certain real estate as described below. Upon Closing of the
' transaction, ABB Combustion Engineering Nuclear Power, Inc. will be a wholly owned i
subsidiary of Asea Brown Boveri, Inc., a U.S. corporation which is currently the parent of Combustion Engineering, Inc. As an intermediate step in the transaction, ABB Combustion 2
j
r Engineering Nuclear Power, Inc. will be established as a wholly owned subsidiary of l
Combustion Engineering, Inc.
l l
III.
DESCRIPTION OF BUSINESSES TO BE TRANSFERRED The NRC licensed activities to be transferred supply services, fuel and equipment for the nuclear energy market. These include the nuclear fuel manufacturing facilities in Missouri and the various nuclear business ar.tivities located in Windsor, Connecticut. The specific license affected by this application is identified in Exhibit A.
IV.
INFORMATION REQUIRED FOR TRANSFER OF LICENSES, APPROVALS AND CERTIFICATES Set forth below is information in response to NRC regulations and Information Notice 89-25, Rev.1, dated December 7,1994 to support the transfers of the licenses requested by this Application.
A.
Name of Transferee:
ABB Combustion Engineering Nuclear Power, Inc.
B.
Address:
ABB Combustion Engineering Nuclear Power, Inc.
2000 Day Hill Road Windsor, CT 06095-05000 C.
Organization and Management:
The names and addresses of directors and officers of ABB Combustion Engineering Nuclear Power, Inc. are as follows:
Michael F. Barnoski President Harold D. Folsom Vice President and Treasurer Robert S. Bell, Jr.
Director, Vice President, Secretary and General Counsel 3
t
Gilles J. Page Vice President, Nuclear Fuels James E. McConnell Vice President, Field Services Regis A. Matzie Vice President, Nuclear Systems William J. Gill Vice President, Engineering Services Valdemar B. Probst Assistant Secretary E. Barry Lyon Assistant Secretary Julietta Guarino Assistant Secretary and Assistant Treasurer Timothy D. Boehm Assistant Secretary and Assistant Treasurer All of the above are citizens of the United States. The business addresses are: for Mr. Page, 3300 State Road P, Festus, MO 63028; for Ms. Guarino and Mr. Boehm, One Stamford Plaza,- Stamford, CT 06901, for Mr. Lyon,501 Merritt 7, Norwalk, CT 06856, and for the other officers and director,2000 Day Hill Road, Windsor, CT 06095.
D.
Information Provided Pursuant to NRC Information Notice 89-25, Rev.1, Attachment 1 1.
The new name of the licensed organization The new name of the licensed organization will be ABB Combustion Engineering Nuclear Power,Inc.
2.
The new licensee contact and telephone number (s) to facilitate communications i
i Mr. Robert S. Bell, Esq.,
i Vice President and General Counsel ABB Combustion Engineering Nuclear Power, Inc.
Telephone:
(860) 285-9780 Fax:
(860) 285-3671 E-mail:
robert.s. bell @us.abb.com 3.
Any changes in personnel having control oflicensed activities (e.g., officers of a corporation) and any changes in personnel named in the license such as radiation safety officer, authorized users or any other persons identified in previous license
. applications as responsiblefor radiation safety or use oflicensed material. The licensee should include information concerning the qualifications, training, and responsibilities of new individuals.
4
1 No changes are expected to occur in personnel having control over licensed activities or in personnel named in the license. The officers and directors of ABB Combustion Engineering Nuclear Power, Inc. are set forth in item C. above. See also the response to item 5.
4.
An indication of whether the transferor will remain in non-licensed business without the license.
Combustion Engineering, Inc. is expected to remain in non-licensed businesses without the licenses identified in the attachment. Following the proposed transaction, Combustion Engineering, Inc. is expected to become a subsidiary of a proposedjoint venture corporation to be known as ABB Alstom Power.
5.
A complete, clear description ofthe transactions, including any transfer ofstock or assets, mergers, etc., so that legal counselis able, when necessary to differentiate between name changes and changes ofownership.
Combustion Engineering, Inc. has, since early 1990, been a wholly owned subsidiary 1
of Asea Brown Boveri Inc., as described to the NRC in correspondence dated November 21, 1989 from Combustion Engineering, Inc. and Asea Brown Boveri Inc. Since about that time,
)
the licensed activities which are the subject of this application have been conducted by an unincorporated part of Combustion Engineering, Inc. which is now called ABB Combustion Engineering Nuclear Power.
The proposed transaction will result in the incorporation of the ABB Combustion Engineering Nuclear Power business as a subsidiary of Asea Brown Boveri Inc., separate and apart from Combustion Engineering, Inc. The mechanics of this will most likely involve an intermediate step during which ABB Combustion Engineering Nuclear Power, Inc. will, for a limited time, be a subsidiary of Combustion Engineering, Inc. It is intended that the effect of j
the proposed transaction on the licensed activities will be negligible.
5
ABB Combustion Engineering Nuclear Power, Inc. will acquire all assets and liabilities and assume all obligations of Combustion Engineering, Inc. related to the NRC licensed activities. It is anticipated that real estate owned by Combustion Engineering, Inc. in Festus (formerly Hematite), Missouri will be deeded to ABB Combustion Engineering Nuclear Power, Inc.; the real estate at the Combustion Engineering, Inc. site in Windsor, Connecticut will remain the property of Combustion Engineering, Inc. and parts ofit will be leased by ABB Combustion Engineering Nuclear Power, Inc. as necessary to support licensed activities, including, but not limited to, ultimate decontamination and decommissioning under the NRC licenses.
It is intended that there will be no material change in the conduct oflicensed activities as a result of the proposed transaction. Those officers of Combustion Engineering, Inc. who are involved with the cunent ABB Combustion Engineering Nuclear Power business will assume similar offices in ABB Combustion Engineering Nuclear Power, Inc., and employees of ABB Combustion Engineering Nuclear Power will become employees of ABB Combustion Engineering Nuclear Power, Inc. Various procedures and other documents will j
be revised to reflect the change in the name of the licensee to ABB Combustion Engineering Nuclear Power, Inc., but will otherwise be unaffected by this transaction.
6.
A complete description ofany planned changes in organization, locationfacility, equipment, orprocedures (i.e.,
changes in operating or emergencyprocedures).
Except as described in the response to item 5, there are no planned changes in organization, location, facilities, equipment, or procedures as a result of this transaction.
7.
A detailed description of any changes in the use, possession, location or storage ofthe licensed material.
6
I l
l l
There will be no changes in the use, possession, location or storage oflicensed material as a result of this transaction. As noted in the response to item 5, the premises in Windsor, Connecticut will be leased by the new corporation, rather than owned, 1
8.
Any changes in organization, location, facilities, equipment, procedures orpersonnel that uvuld require a license l
amendment even without the change in ownership.
l No changes are planned to organization, location, facilities, equipment, procedures or 1
personnel that would require a license amendment even without the change of ownership.
9.
An indication of whether allsurveillance items and
)
records (e.g., calibrations, leak tests, surveys, inventories, and accountability requirements) will be current at the time oftransfer. A l
description ofthe status ofallsurveillance requirements and records 1
should also beprovided.
l All licensed activities will continue without interruption at and aner the time of J
transfer. All surveillance items and records will be maintained in their existing state in j
accordance with applicable regulations.
10.
Con)irmation that all records concerning the safe and effective decomudssioning ofthefacility pursuant to 10 CFR 1
30.35(g),40.36(f), 70.25(g) and 72.30(d);public dose; and waste disposal by release to sewers, incineration, radioactive material spills, and on-site burials, have been transferred to the new licensee, if license activities will continue at the same location, or to the NRCfor license termination.
Combustion Engineering, Inc. and ABB Combustion Engineering Nuclear Power, Inc.
will submit a letter to the NRC confirming that all records of Combustion Engineering, Inc.
concerning the safe and effective decommissioning of the facilities involved will be transferred to the new licensee. The transfer of records occurs as a result of the nature of the transaction, as described in item 5. These records are already in the possession of ABB Combustion Engineering Nuclear Power.
7
11.
A description ofthe status ofthefacility. Specifically, the presence or absence ofcontamination should be documented. If l
contamination is present, will decommissioning occur before transfer? Ifnot, does the successor congpany agree to assumefull liabilityfor[ decommissioning and the costs ofdecommissioning]?
Both the Hematite facility and the Windsor facility contain some contamination from l
NRC licensed activities. This contamination will be managed in accordance with the same 1
plans and schedules which would have applied if the proposed transaction did not occur.
Decontamination will not occur before the proposed transaction. ABB Combustion Engineering Nuclear Power, Inc. agrees to assume full liability for the removal of this contamination from these facilities.
12.
A description of any decommissioningplans, including financial assurance arrangements ofthe transferee, as specified in 10 CFR 30.35,40.36 and 70.25. This shouldinclude information about how the transferee and transferorpropose to divide th.* transferor's assets, and responsibilityfor any cleanup needed at the time of transfer..
Combustion Engineering, Inc. has in place approved decontamination funding plans under licenses SNM-33, SNM-1067, and 06-00217-06. These will either be transferred as part of this transaction, or substantially the same plans will be implemented for ABB Combustion Engineering Nuclear Power, Inc., together with an identical mechanism for assuring the NRC of funding, or an equivalent NRC-approved funding mechanism.
13.
Confirmation that the transferee agrees to abide by all commitments and representations previously made to the NRC by the l
transferor. These include, but are not limited to: maintaining 1
decommissioning records required by the 10 CFR 30.35(g);
implementing decontamination activities and decommissioning of the site; and completing corrective actionsfor open inspection items and enforcement actions.
With regard to contamination offacilities and equipment, the l
transferee should confirm, in writing, that it acceptsfullliabilityfor the site, and shouldprovide evidence ofadequate resources tofund 8
decommissioningt or the transferor shouldprovide a commitment to decontaminate thefacility before change ofcontrol or ownership.
With regard to open inspection items, etc., the transferee should confirm, in writing, that it acceptsfull responsibilityfor open inspection items and/or any resulting enforcement actions; or the transferee proposes alternative measuresfor meeting the requirements; or the transferorprovides a commitment to close out allsuch actions with NRC beforelicense transfer.
(a) ABB Combustion Engineering Nuclear Power,Inc. hereby confirms its agreement to abide by all commitments and representations previously made to the NRC by Combustion Engineering, Inc. in connection with the NRC licenses in question.
(b) ABB Combustion Engineering Nuclear Power, Inc. hereby confirms that it accepts i
full liability for the Windsor and Hematite sites in connection with NRC licensed operations.
A copy of the applicable decommissioning funding plan standby trust agreements and surety i
bonds will be provided to the NRC by June 17,1999.
1 (c) ABB Combustion Engineering Nuclear Power, Inc. hereby confirms that it accepts full responsibility for open inspection items and/or any resulting enforcement actions.
14.
Documentation that the transferor and transferee agree to the change in ownership or control of the licensed material and activity, and the conditions oftransfer; and the transferee is made aware of all open inspection items and its responsibilityfor possible resulting enforcement actions.
Combustion Engineering, Inc. and ABB Combustion Engineering Nuclear Power, Inc.
hereby indicate their agreement to the change in ownership or control as described herein.
Because of the continuity of management, ABB Combustion Engineering Nuclear Power, Inc.
will be aware of open inspection items and its responsibility for possible resulting enforcement actions.
15.
A commitment by the transferee to abide by all 1
constraints, conditions, requirements, representations and commitments identified in the existing license. Ifnot, the transferee l
9
1 6
e mustprovide a description ofits program to ensure compliance with j
thelicense andregulations.
ABB Combustion Engineering Nuclear Power, Inc. will abide by all constraints, conditions, requirements, representations, and commitments identified in the existing licenses.
V.
CONCLUSION For the reasons stated above, Combustion Engineering, Inc. and ABB Combustion Engineering Nuclear Power, Inc. reqtiest that the NRC approve the transfer of the licenses, approvals and certificates listed in Exhibit A and that NRC approve the corresponding
. amendments to those licenses, approvals and certificates to change the name of the holder of I
such licenses, approvals and certificates from Combustion Engineering, Inc. to ABB Combustion Engineering Nuclear Power, Inc., effective as of the Closing Date referenced above.
Combustion Engineering,Inc.
ABB Combustion Engineering Nuclear Power, Inc.
- By:
/
/
By:
obert S. Bell, Jr.
/
obert S. Bell,.fr.
[
Vice President and General Cotmsel Vice President, Secretary and General ABB Combustion Engineering Counsel Nuclear Power 10 L_
I
+
f e
e EXHIBIT A 1
AFFECTED NRC LICENSE l
SNM-33 i
i 1
l 1
l 4
t 11 s.
I t
.-