ML21272A277
| ML21272A277 | |
| Person / Time | |
|---|---|
| Site: | Calvert Cliffs, Dresden, Peach Bottom, Salem, Nine Mile Point, Byron, Braidwood, Limerick, Ginna, Clinton, Quad Cities, Zion, FitzPatrick, LaSalle, Crane  |
| Issue date: | 09/29/2021 |
| From: | Kaegi G Exelon Generation Co |
| To: | Document Control Desk, Office of Nuclear Material Safety and Safeguards, Office of Nuclear Reactor Regulation |
| Shared Package | |
| ML21272A276 | List: |
| References | |
| Download: ML21272A277 (15) | |
Text
INCLUDES PROPRIETARY INFORMATION - WITHHOLD UNDER 10 CFR 2.390 AND 9.17(a)(4)
Unrestricted Upon Removal of Enclosures 1A and 3A 10 CFR 50.80 10 CFR 50.90 10 CFR 72.50 September 29, 2021 U.S. Nuclear Regulatory Commission ATTN: Document Control Desk Washington, DC 20555-0001 Braidwood Station, Units 1 and 2 Renewed Facility Operating License Nos. NPF-72 and NPF-77 NRC Docket Nos. STN 50-456, STN 50-457, and 72-73 Byron Station, Units 1 and 2 Renewed Facility Operating License Nos. NPF-37 and NPF-66 NRC Docket Nos. STN 50-454, STN 50-455, and 72-68 Calvert Cliffs Nuclear Power Plant, Units 1 and 2 Renewed Facility Operating License Nos. DPR-53 and DPR-69 NRC Docket Nos. 50-317 and 50-318 Calvert Cliffs Nuclear Power Plant, Units 1 and 2 Independent Spent Fuel Storage Installation Materials License No. SNM-2505 NRC Docket No. 72-08 Clinton Power Station, Unit 1 Facility Operating License No. NPF-62 NRC Docket No. 50-461 and 72-1046 Dresden Nuclear Power Station, Units 1, 2 and 3 Facility Operating License No. DPR-2 Renewed Facility Operating License Nos. DPR-19 and DPR-25 NRC Docket Nos. 50-10, 50-237, 50-249, and 72-37 James A. FitzPatrick Nuclear Power Plant Renewed Facility Operating License No. DPR-59 NRC Docket Nos. 50-333 and 72-012 LaSalle County Station, Units 1 and 2 Renewed Facility Operating License Nos. NPF-11 and NPF-18 NRC Docket Nos. 50-373, 50-374, and 72-70
INCLUDES PROPRIETARY INFORMATION - WITHHOLD UNDER 10 CFR 2.390 AND 9.17(a)(4)
Unrestricted Upon Removal of Enclosures 1A and 3A U.S. Nuclear Regulatory Commission Update to Application for Order Approving License Transfers and Proposed Conforming License Amendments September 29, 2021 Page 2 Limerick Generating Station, Units 1 and 2 Renewed Facility Operating License Nos. NPF-39 and NPF-85 NRC Docket Nos. 50-352, 50-353, and 72-65 Nine Mile Point Nuclear Station, Units 1 and 2 Renewed Facility Operating License Nos. DPR-63 and NPF-69 NRC Docket Nos. 50-220, 50-410, and 72-1036 Peach Bottom Atomic Power Station, Units 1, 2 and 3 Facility Operating License No. DPR-12 Subsequent Renewed Facility Operating License Nos. DPR-44 and DPR-56 NRC Docket Nos. 50-171, 50-277, 50-278, and 72-29 Quad Cities Nuclear Power Station, Units 1 and 2 Renewed Facility Operating License Nos. DPR-29 and DPR-30 NRC Docket Nos. 50-254, 50-265, and 72-53 R.E. Ginna Nuclear Power Plant Renewed Facility Operating License No. DPR-18 NRC Docket Nos. 50-244 and 72-67 Salem Generating Station, Units 1 and 2 Renewed Facility Operating License Nos. DPR-70 and DPR-75 NRC Docket Nos. 50-272, 50-311, and 72-48 Three Mile Island Nuclear Station, Unit 1 Renewed Facility Operating License No. DPR-50 NRC Docket No. 50-289 and 72-77 Zion Nuclear Power Station, Units 1 and 2 Facility Operating License Nos. DPR-39 and DPR-48 NRC Docket Nos. 50-295 and 50-304, 72-1037
Subject:
Update to Application for Order Approving License Transfers and Proposed Conforming License Amendments
References:
(A)
Letter from J. Bradley Fewell, Exelon Generation, to NRC Document Control Desk, Application for Order Approving License Transfers and Proposed Conforming License Amendments, (February 25, 2021)
INCLUDES PROPRIETARY INFORMATION - WITHHOLD UNDER 10 CFR 2.390 AND 9.17(a)(4)
Unrestricted Upon Removal of Enclosures 1A and 3A U.S. Nuclear Regulatory Commission Update to Application for Order Approving License Transfers and Proposed Conforming License Amendments September 29, 2021 Page 3 (B)
Letter from David P. Helker (Exelon Generation) to Document Control Desk (NRC), dated March 25, 2021, RS-21-039, JAFP-21-0017, NMP1L3387, TMI-21-014, Supplemental Information Regarding Application for Order Approving Transfer and Proposed Conforming License Amendments, (March 25, 2021) (ML21084A165)
In Reference A, Exelon Generation Company, LLC (Exelon Generation), on behalf of itself and Exelon Corporation, Exelon FitzPatrick, LLC (Exelon FitzPatrick, LLC), Nine Mile Point Nuclear Station, LLC (NMP LLC), R.E. Ginna Nuclear Power Plant, LLC (Ginna LLC), and Calvert Cliffs Nuclear Power Plant, LLC (Calvert LLC) (collectively, Applicants), submitted an Application for Order Approving License Transfers and Proposed Conforming License Amendments (the Application). That letter requested Nuclear Regulatory Commission (NRC) consent related to a proposed transaction in which Exelon Corporation will transfer its 100% ownership of Exelon Generation to a newly-created subsidiary that will then be spun-off to Exelon Corporation shareholders, becoming Exelon Generations new ultimate parent company, so that neither the new ultimate parent company nor Exelon Generation nor its subsidiaries will be affiliated with Exelon Corporation (Spin Transaction). As further explained in Reference A, as part of the Spin Transaction, Exelon Generation will remain the same Pennsylvania limited liability company as today, but will be renamed (consistent with its complete separation from Exelon Corporation). Because the new name of Exelon Generation is yet to be determined, it was described in Reference A by using the generic name SpinCo.
As noted in the Application (Reference A), the five-year pro forma consolidated financial statements submitted with the Application reflected the conservative assumption that four of Exelon Generations plants in Illinois - Byron and Dresden as previously announced and Braidwood and LaSalle - prematurely retire during the five-year period (2022 - 2026) due to flaws in the electricity market leading to revenue shortfalls.1 (Reference A, Encl. 1, pp. 9-10.) In its Application, Applicants recognized that market reforms or legislative action that enabled these units to realize value for their zero-carbon, reliable, baseload generation could, if set sufficiently, address the economic distress being experienced by the Illinois units and avoid these premature retirements. Applicants explained that, in that case, Exelon Generation would reevaluate the retirement assumptions reflected in the financial statements and, as relevant, provide updated financial scenarios that assume continued operations of one or more of these units. (Reference A,, p. 10, n. 12.)
1 The financial statements also reflected Exelon Generations 100% indirect ownership interest in Calvert LLC, Ginna LLC, and NMP LLC based on the expectation that Exelon Generations purchase of EDFs indirect minority interests in these Facilities would close prior to the Spin Transaction. (Reference A, Encl. 1, p. 6; Encl. 6,
- p. 3; Encl. 8, p. 21.) Exelon Generation, through its subsidiary, acquired EDFs ownership interest in these three Facilities on August 6, 2021. Letter from J. Bradley Fewell, Exelon Generation, to NRC Document Control Desk, RS-20-061 and NMP1L3419, Notification of Closing of Sale of Ownership Interest in Constellation Energy Nuclear Group, LLC, (August 11, 2021) (ML21223A147). Exelon Generation now owns a 100% indirect interest in Calvert LLC, Ginna LLC, and NMP LLC.
INCLUDES PROPRIETARY INFORMATION - WITHHOLD UNDER 10 CFR 2.390 AND 9.17(a)(4)
Unrestricted Upon Removal of Enclosures 1A and 3A U.S. Nuclear Regulatory Commission Update to Application for Order Approving License Transfers and Proposed Conforming License Amendments September 29, 2021 Page 4 With respect to decommissioning, Applicants explained that based on the previously announced premature retirement of Byron Units 1 and 2, a shortfall in decommissioning funding existed for these two units as reflected in the decommissioning funding status report Exelon Generation submitted on February 24, 2021. (Reference A, Encl. 1, p. 12.) Consistent with its conservative assumption that Braidwood and LaSalle prematurely retired during the five-year period included in Applicants financial projections, Applicants also provided additional decommissioning funding analyses to reflect the alternative assumptions regarding assumed dates for permanent termination of operations of Braidwood and LaSalle which could result in potential assumed decommissioning funding shortfalls for certain units. (Reference A, Encl. 1, pp. 13-14.)
Applicants also noted in the Application that prior to the Spin Transaction closing, Exelon Generation expected that it would be the direct owner and licensed operator of the generally licensed independent spent fuel storage installation (ISFSI) on the site of the former Zion Nuclear Power Station, Units 1 and 2 (Zion) (ISFSI only site) pursuant to the NRCs prior approval of the transfer of those licenses to Exelon Generation. (Reference A, Encl. 1, at pp. 3, 12 and n. 18.) Applicants also included in its license amendment request proposed mark-ups to the licenses for Zion Units 1 and 2 to replace all references to Exelon Generation with SpinCo for each of the licenses and corresponding technical specifications. (Reference A, Encl. 1, Attachment A, pp. 1-2; Reference B, Encl. 15.)
The purpose of this update is to provide updated financial information and an update on the status of decommissioning funding assurance in light of new developments in Illinois and to request, if the Zion Units 1 and 2 licenses have not transferred to Exelon Generation as of the Spin Transaction closing, that the NRC hold the amended licenses reflecting SpinCos name as the licensed owner and operator until such time as Zion Units 1 and 2 transfer to Exelon Generation renamed as SpinCo.
A. ILLINOIS CLEAN ENERGY LEGISLATION On September 15, 2021, the State of Illinois enacted sweeping legislation designed to achieve 100% carbon-free power by 2045 to enable it to transition to a clean energy economy. The legislation establishes decarbonization requirements for the State as well as programs to support the retention and development of emissions-free sources of electricity. In particular, the General Assembly found that [t]he health, welfare, and prosperity of all Illinois citizens require that the State of Illinois act to avoid and not increase carbon emissions from electric generation sources while continuing to ensure affordable, stable, and reliable electricity to all citizens2 and that nuclear power generation is necessary for the States transition to 100% clean energy, and ensuring continued operation of nuclear plants advances environmental and public health interests through providing carbon-free electricity while reducing the air pollution profile of the Illinois energy generation fleet.3 2
Illinois Public Act 102-0662 enacted September 15, 2021, Section 90-30, amending the Illinois Power Agency Act (referred to as Public Act 102-0662), 20 ILCS § 3855/1-75(d-10)(1)(A).
3 Public Act 102-0662, 20 ILCS § 3855/1-75(d-10)(1)(C).
INCLUDES PROPRIETARY INFORMATION - WITHHOLD UNDER 10 CFR 2.390 AND 9.17(a)(4)
Unrestricted Upon Removal of Enclosures 1A and 3A U.S. Nuclear Regulatory Commission Update to Application for Order Approving License Transfers and Proposed Conforming License Amendments September 29, 2021 Page 5 To that end, the Illinois Power Agency is now authorized by statute to procure carbon mitigation credits4 from qualifying nuclear plants for a five-year period beginning on June 1, 2022.5 Exelon Generations Byron, Dresden, and Braidwood Stations will be eligible to participate in the Illinois Power Agencys procurement process and, if awarded contracts, those stations would be committed to operate through May 31, 2027.6 The contracts would provide revenue certainty for the Byron, Dresden, and Braidwood Stations through a new stream of payments for these plants carbon free emission attributes.7 As a result of the legislation and the opportunity to obtain some level of compensation for these plants carbon free emission attributes, Exelon Generation also has committed to continue operating LaSalle Station through May 31, 2027.8 B. UPDATED FINANCIAL PROJECTIONS TO FURTHER DEMONSTRATE FINANCIAL QUALIFICATIONS Given this opportunity for additional revenue, on September 15, 2021, Exelon Generation informed the NRC of its decision to reverse its previously announced decisions9 to retire Byron and Dresden Stations before the end of their licensed operating lives.10 In addition, as a result of the legislation, Exelon Generation no longer considers its Braidwood and LaSalle Stations to be at risk for premature retirement during the five-year period included in its pro forma financial projections. As such, Exelon Generation is updating its Application (Reference A) with updated 4
A carbon mitigation credit is a tradable credit that represents the carbon emission reduction attributes of one megawatt-hour of energy produced from a nuclear power plant interconnected in the PJM Interconnection, LLC region. (Public Act 102-0662, 20 ILCS § 3855/1-75(d-10)(2) (see also id., definition of carbon-free energy resource).) The Exelon Generation plants interconnected in the PJM Interconnection region include Byron, Dresden, and Braidwood Stations.
5 Public Act 102-0662, 20 ILCS § 3855/1-75(d-10)(3)(A).
6 Public Act 102-0662, § 3855/1-75(d-10)(3)(C)(ii).
7 The fixed payments are based on a baseline cost for each delivery year ranging from $30.30 per megawatt-hour in the first delivery year to $34.50 per megawatt-hour in the fifth delivery year. Public Act 102-0662, 20 ILCS
§ 3855/1-75(d-10)(1)(C)(iv)(I-V) ($30.30, $32.50, $33.43, $33.50, and $34.50 per megawatt-hour for delivery years beginning on June 1 of 2022, 2023, 2024, 2025, 2026, respectively).
8 LaSalle will not be eligible to participate in the carbon mitigation credit program.
9 Letter from J. B. Fewell, Exelon Generation, to NRC Document Control Desk, RS-20-107, Certification of Permanent Cessation of Power Operations for Byron Station, Units 1 and 2 (September. 2, 2020) (ML20246G613); Letter from J. B. Fewell, Exelon Generation, to NRC Document Control Desk, RS-20-108, Certification of Permanent Cessation of Power Operations for Dresden Nuclear Power Station, Units 2 and 3 (September 2, 2020) (ML20246G627).
10 Letter from J. Bradley Fewell, Exelon Generation, to NRC Document Control Desk, RS-21-096, Withdrawal of Certification of Permanent Cessation of Power Operations for Byron Station, Units 1 and 2, and Previously Submitted Licensing Actions in Support of Decommissioning, (September 15, 2021) (ML21258A276); Letter from J. Bradley Fewell, Exelon Generation, to NRC Document Control Desk, RS-21-097, Withdrawal of Certification of Permanent Cessation of Power Operations for Dresden Nuclear Power Station, Units 2 and 3, and Previously Submitted Licensing Actions in Support of Decommissioning, (September 15, 2021) (ML21258A281).
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Unrestricted Upon Removal of Enclosures 1A and 3A U.S. Nuclear Regulatory Commission Update to Application for Order Approving License Transfers and Proposed Conforming License Amendments September 29, 2021 Page 6 five-year pro forma consolidated financial statements for SpinCo (Enclosures 1 (non-proprietary) and 1A (proprietary)) and for SpinCos nuclear fleet (Enclosures 3 (non-proprietary) and 3A (proprietary)).11 The enclosures reflect Exelon Generations updated assumptions that its Byron, Dresden, Braidwood, and LaSalle Stations will continue to operate during the entire period covered by the five-year projections. The projections have been updated to reflect market pricing for energy and capacity for all generation sources as of July 31, 2021 and to include revenues for Braidwood, Byron, and Dresden from the carbon free emission attribute program recently adopted in the Illinois clean energy legislation discussed above. As with the pro forma financial projections in the original Application, the updated projections also include a sensitivity analysis that assumes a 10% reduction in the market prices for energy and capacity for the nuclear units.
Collectively, this information continues to demonstrate that, following the Spin Transaction, SpinCo (the renamed Exelon Generation) will remain financially qualified to own and operate the Facilities as described in the Application (Reference A). Moreover, SpinCos projected assets, revenues, and cash flows remain sufficient to cover its share of fixed operating and maintenance (Fixed O&M)12 costs that might be associated with simultaneous six-month shutdowns of several of the nuclear units that it owns. As reflected in the updated financial statements, during each year of the five-year period, SpinCo will have substantial cash from operations, net operating revenue, total current assets, and total assets. Furthermore, SpinCo continues to anticipate maintaining a substantial revolving credit facility, in addition to other sources of short-term liquidity and open access to capital markets consistent with its anticipated investment grade credit rating. Collectively, this information continues to demonstrate that SpinCo will remain financially qualified to continue owning and operating the Facilities as described in the Application (Reference A).
The Illinois legislation does not impact the five-year pro forma financial statements (projected income statements and net cash flows) for each of the Subsidiary Owner LLCs (Exelon FitzPatrick LLC, NMP LLC, Ginna LLC, and Calvert LLC). However, Exelon Generation is providing updated pro forma financial statements for the Subsidiary Owner LLCs in Enclosures 3 (non-proprietary) and 3A (proprietary) to reflect updates to Exelon Generations long-range plan update, including market pricing for energy and capacity as of July 31, 2021. This information shows the projected revenues from sales of energy and capacity (and for New FitzPatrick, LLC, NMP LLC, and Ginna LLC, additional projected revenues from the sales of zero-emission credits (ZEC) under the New York Clean Energy Standard Tier 3 program), and the respective projected costs incurred by SpinCo in operating the respective Facilities pursuant to the Nuclear 11 Enclosures 1A and 3A are proprietary because they contain Applicants confidential commercial and financial information as described in the 2.390 Affidavit provided in Enclosure 2. Applicants request that Enclosures 1A and 3A be withheld from public disclosure pursuant to 10 CFR 9.17(a)(4) and 10 CFR 2.390(a)(4). Non-proprietary versions of Enclosures 1A and 3A suitable for public disclosure are provided as Enclosures 1 and 3, respectively.
12 These include: O&M Non-Outage, O&M Outage, and Property Taxes.
INCLUDES PROPRIETARY INFORMATION - WITHHOLD UNDER 10 CFR 2.390 AND 9.17(a)(4)
Unrestricted Upon Removal of Enclosures 1A and 3A U.S. Nuclear Regulatory Commission Update to Application for Order Approving License Transfers and Proposed Conforming License Amendments September 29, 2021 Page 7 Operating Services Agreements (NOSA) for the five-year period summarized in the projections.13 Collectively, this information continues to demonstrate that each of the Subsidiary Owner LLCs will remain financially qualified to own its respective Facilities, as described in the Application (Reference A).
C. DECOMMISSIONING FUNDING ASSURANCE In the Application and decommissioning funding status report submitted on February 24, 2021,14 Exelon Generation explained that the trust fund balances as of December 31, 2020, with projected growth, are sufficient to provide decommissioning funding assurance for Dresden Units 1 (already shutdown), 2, and 3, but that a shortfall in decommissioning funding assurance existed for Byron Units 1 and 2 as of December 31, 2020 based on the premature retirement of those units in 2021. As explained above, Exelon Generation reversed its shutdown decisions for both plants and anticipates that Dresden Units 2 and 3 and Byron Units 1 and 2 will continue to operate through May 31, 2027. As such, for decommissioning funding purposes, Exelon Generation currently assumes that it will operate those units to the end of each units current licensed life. On September 28, 2021, Exelon Generation submitted an update to the decommissioning funding report it submitted on February 24, 2021.15 Its updated calculations reflect that based on operations to the end of licensed life, the trust fund balances as of December 31, 2020, with projected growth, are sufficient to provide decommissioning funding assurance for Byron Units 1 and 2 and remain sufficient to provide decommissioning funding assurance for Dresden Units 2 and 3. Therefore, because no shortfall exists, there is no need to provide an alternate decommissioning funding mechanism for these units.
Similarly, Exelon Generation no longer assumes that Braidwood and LaSalle are at risk of premature retirement during the five-year period included in the pro forma financial statements.
13 As noted in the Application (Reference A), SpinCo will maintain separate support agreements for the benefit of each of the Subsidiary Owner LLCs in the amounts of $85 million for FitzPatrick, $126 million for Calvert Cliffs,
$128 million for NMP, and $118 million for Ginna. These amounts were calculated based on the original pro forma financial projections provided with the Application and reflected the greater of (1) negative net income over the five-year period or (2) estimated Fixed O&M costs that might be associated with simultaneous six-month shutdowns of all units owned by a Subsidiary Owner LLC. Collectively, these agreements total $457 million.
Calculating these amounts under the updated pro forma financial statements, the collective amount would be approximately $420 million. Nevertheless, Exelon Generation is not proposing any reduction to the support amounts described in the original Application (Reference A).
14 Letter from Patrick R. Simpson, Exelon Generation, to NRC Document Control Desk, RS-21-030, Report on Status of Decommissioning Funding for Reactors and Independent Spent Fuel Storage Installations, (February 24, 2021) (ML21055A776).
15 Letter from Patrick R. Simpson, Exelon Generation, to NRC Document Control Desk, RS-21-103, Updated Report on Status of Decommissioning Funding for Reactors and Independent Spent Fuel Storage Installations for Byron Station and Dresden Nuclear Power Station, (September 28, 2021) (ML21271A113).
INCLUDES PROPRIETARY INFORMATION - WITHHOLD UNDER 10 CFR 2.390 AND 9.17(a)(4)
Unrestricted Upon Removal of Enclosures 1A and 3A U.S. Nuclear Regulatory Commission Update to Application for Order Approving License Transfers and Proposed Conforming License Amendments September 29, 2021 Page 8 The potential assumed decommissioning funding shortfalls in the event of the premature retirement of Braidwood and LaSalle Stations referenced in the Application (Reference A, Encl.
1, pp. 13-14) are no longer an issue, and the additional decommissioning funding analyses provided in Enclosures 10 (non-proprietary) and 10A (proprietary) of the Application are now moot. As demonstrated in Exelon Generations decommissioning funding status report submitted on February 24, 2021,16 which assumed that Exelon Generation would operate the Braidwood and LaSalle units to the end of each units current licensed life, the trust fund balances, with projected growth, are sufficient to provide decommissioning funding assurance for both Braidwood and LaSalle units.
Collectively, this information demonstrates that, after the Spin Transaction, there will continue to be reasonable assurance of decommissioning funds necessary to cover the estimated decommissioning costs of the Facilities at the end of licensed operations.
D. LICENSE AMENDMENTS FOR ZION UNITS 1 AND 2 At the time Applicants submitted the Application (Reference A), Exelon Generation expected that the licenses to possess, maintain, and decommission the generally licensed ISFSI for Zion Units 1 and 2 would have transferred back to Exelon Generation pursuant to an Order issued by the NRC on November 26, 2019. (Reference A, Encl. 1, at pp. 3, 12 and n. 18.) As such, Exelon Generation sought conforming license amendments to the licenses for Zion Units 1 and 2 to reflect the new name for Exelon Generation following closing of the Spin Transaction. (Reference A, Encl. 1, Attachment A, pp. 1-2; Reference B, Encl. 15.)
Due to factors beyond Exelon Generations control, transfer of the Zion licenses to Exelon Generation has been delayed. Recently, the NRC issued an Order extending the effective date of the Zion Units 1 and 2 transfer order through November 26, 2022.17 The proposed direct license transfers must now be completed no later than November 26, 2022.
To account for the potential that the licenses for Zion Units 1 and 2 have not yet transferred to Exelon Generation by the time the Spin Transaction closes, Exelon Generation requests that the NRC hold the license amendment markups for Zion Units 1 and 2 (Reference B, Encl. 15) until such time as Zion Units 1 and 2 timely transfer to SpinCo. As explained in the Application, SpinCo is a placeholder until the new name for Exelon Generation is announced. Following the Spin Transaction, Exelon Generation will be the same Pennsylvania limited liability company as it is today. (Reference A, Encl. 1, pp. 2, 5.) The change in name only reflects Exelon Generations separation from Exelon Corporation.
16 See note 14, supra.
17 Order Extending the Effectiveness of the Approval of the Transfer of Licenses and Conforming Amendments, Docket Nos. 50-295, 50-304, and 72-1037, License Nos. DPR-39 and DPR-48, August 30, 2021 (extending to November 26, 2022 date by which transfer of licenses must occur).
INCLUDES PROPRIETARY INFORMATION -WITHHOLD UNDER 10 CFR 2.390 AND 9.17(a)(4)
Unrestricted Upon Removal of Enclosures lA and 3A U.S. Nuclear Regulatory Commission Update to Application for Order Approving License Transfers and Proposed Conforming License Amendments September 29, 2021 Page 9 If, on the other hand, the Zion Units 1 and 2 licenses have transferred to Exelon Generation prior to the closing of the Spin Transaction, the conforming license amendments for Zion Units 1 and 2 should be issued to reflect Exelon Generation's name change.
This letter contains no new regulatory commitments.
Please contact me if you have any questions or require additional information.
Respectfully, Glen T. Kaegi Vice President, Nuclear Security & Licensing EXELON GENERATION COMPANY, LLC
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Unrestricted Upon Removal of Enclosures IA and 3A U.S. Nuclear Regulatory Commission Update to Application for Order Approving License Transfers and Proposed Conforming License Amendments September 29, 2021 Page 10 STATE OF ILLINOIS To wit:
COUNTY OF DUPAGE I, Glen T. Kaegi, state that I am a Vice President of Exelon Generation Company, LLC and that I am duly authorized to execute and file this application update on behalf of Exelon Generation, its subsidiaries, and Exelon Corporation. To the best of my knowledge and belief, the statements contained in this document with respect to Exelon Generation, its subsidiaries, and Exelon Corporation are true and correct. To the extent that these statements are not based on my personal knowledge, they are based upon information provided by employees and/or consultants of Exelon Generation. Such information has been reviewed in accordance with company practice, and I believe it to be reliable.
S scribed and sworn before me, a Notary Public in and for the State of Illinois this J.,'/4aay of
.....a..~~~~~-' 2021.
WITNESS my Hand and Notarial Seal:
dill( <<~
Notary Public My Commission Expires:
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Unrestricted Upon Removal of Enclosures 1A and 3A U.S. Nuclear Regulatory Commission Update to Application for Order Approving License Transfers and Proposed Conforming License Amendments September 29, 2021 Page 11
Enclosures:
, Updated Projected Financial Statements for SpinCo Consolidated (Non-Proprietary Version) A, Updated Projected Financial Statements for SpinCo Consolidated (Proprietary Version), 10 CFR 2.390 Affidavit, Updated Projected Financial Statements for Nuclear Fleet and Subsidiary Owner LLCs (Non-Proprietary Version) A, Updated Projected Financial Statements for Nuclear Fleet and Subsidiary Owner LLCs (Proprietary Version)
INCLUDES PROPRIETARY INFORMATION - WITHHOLD UNDER 10 CFR 2.390 AND 9.17(a)(4)
Unrestricted Upon Removal of Enclosures 1A and 3A U.S. Nuclear Regulatory Commission Update to Application for Order Approving License Transfers and Proposed Conforming License Amendments September 29, 2021 Page 12 cc: (w/Enclosures, except Enclosures 1A and 3A)
Regional Administrator - NRC Region I Regional Administrator - NRC Region III NRC Senior Resident Inspector - Braidwood Station NRC Senior Resident Inspector - Byron Station NRC Senior Resident Inspector - Calvert Cliffs Nuclear Power Plant NRC Senior Resident Inspector - Clinton Power Station NRC Senior Resident Inspector - Dresden Nuclear Power Station NRC Senior Resident Inspector - LaSalle County Station NRC Senior Resident Inspector - Limerick Generating Station NRC Senior Resident Inspector - Nine Mile Point Nuclear Station NRC Senior Resident Inspector - Peach Bottom Atomic Power Station NRC Senior Resident Inspector - Quad Cities Nuclear Power Station NRC Senior Resident Inspector - R. E. Ginna Nuclear Power Plant NRC Senior Resident Inspector - Salem Generating Station NRC Project Manager, NMSS - Three Mile Island Nuclear Station NRC Project Manager, NMSS - Zion Nuclear Power Station NRC Project Manager, NRR - Exelon Generation Fleet Illinois Emergency Management Agency - Division of Nuclear Safety Director, Bureau of Radiation Protection - Pennsylvania Department of Environmental Resources W. DeHaas - Pennsylvania Bureau of Radiation Protection S. Seaman - State of Maryland P. Mulligan - New Jersey Bureau of Nuclear Engineering A. L. Peterson, NYSERDA B. Frymire, NYSPSC
INCLUDES PROPRIETARY INFORMATION - WITHHOLD UNDER 10 CFR 2.390 AND 9.17(a)(4)
Unrestricted Upon Removal of Enclosures 1A and 3A ENCLOSURE 2 10 CFR 2.390 AFFIDAVIT
I NCLUDES PROPRI ETARY I NFORMATI ON - WI THHOLD UNDER l O CFR 2. 390( a) ( 4) AND 9. 17( a) ( 4)
Unrest ri ct ed Upon Removal of EncI osures I A and 3A EncI osure 2 Pagel of 2 EncI osure 2 10 CFR 2. 390 AFFI DAVI T I, Bryan P. Wri ght, Seni or Vi ce Presi dent and Chi ef Fi nanci al Ocer, Exel on Generat i on Company, LLC ( Exel on Generat i on ), do hereby af f i m and st at e:
- 1. I an auori zed t o execut ei s adavi t on behal f of Exel on Generat i on Company, LLC.
- 2. Exel on Generat i on, On behal f of i t sel f and Exel on Coxporat i on, Exel on Fi t zPat ri ck, LLC, Ni ne Mi l e Poi nt Nucl ear Power St at i on, LLC, RE. Gi ma Nucl ear Power Pl ant, LLC, and Cal vert Cl i i Nucl ear Power Pl ant, LLC ( COl l ect i vel y, e Appl i cant s ), i s provi di ng updat ed i nf omat i on i n support of i t s appl i cat i on f or wri t t en consent rel at ed t o a proposed t ransact i on i n whi ch Exel on Corporat i on wi l l t rausf er i t s l OO% ownershi p of Exel on Generat i on t o a newl y-Creat ed subsi di ary t hat wi l l en be spun-Of f ; becomi ng Exel on Generat i on s new ul t i mat e parent company, SO t hat nei t here new ul t i mat e parent mPany nor Exel on Generat i on nor i t s subsi di ari es wi l l be aI i at ed wi Exel on Corporat i on ( Spi n Transact i on ). As part of e Spi n Transact i on, Exel on Generat i on wi 11 remai ne same Pemsyl vahi a l i mi t ed l i abi l i t y company as t oday, but i t wi l l be renamed ( COnSi st ent wi t h i t s COmPl et e separat i on f rom Exel on Corporat i on). The new name of Exel on Generat i on i s yet t o be det emi ned and t heref ore i s descri bed usi ng t he generi c name ``Spi nCo.
- 3. The docunent s bei ng provi ded i n Encl osures I A and 3A cont ai n propri et ary f i nanci al i nf omat i on and updat ednanci al prect i ous rel at ed t o t he ownershi p and operat i on of t he Appl i cant s generat i on asset s. These dunent S COnSt i t ut e propri et ary commeroi al and f i nanci al i nf omat i on t hat shoul d be hel d i n conf i dence by t he NRC pursuant t o t he pol i cy ref l ect ed i n l O CFR § § 2. 390( a) ( 4) and 9. 17( a) ( 4), because:
i. Thi s i nf ormat i on i s and has been hel d i n conf i dence by Appl i cant s.
i i. Thi s i nf omat i on i s of a t ype t hat i s cust omari l y hel d i n conf i dence bye Appl i cari t s, and t here i s a rat i onal basi s f or doi ng so because t he i nf ormat i on cont ai ns sensi t i ve f i nanci al i nf ormat i on.
i i i. Thi s i nf omat i on i s bei ng t rausmi t t ed t oe NRC vol unt ay and i n conf i dence.
i v. Thi s i nf omat i on i s not avai l abl e i n publ i c sourees and coul d not be gat hered readi l y f rom ot her publ i cl y avai l abl e i nf omat i on.
I NCLUDES PROPRI ETARY I NFORMATI ON - WI THHOLD UNDER 10 CFR 2. 390( a) ( 4) AND 9. 17( a) ( 4)
Unrest ri ct ed Upon Removal of Enc10SureS I A and 3A EncI osure 2 Page2of 2 V. Publ i c di scI osure of t hi s i nf omat i on woul d creat e subst ant i al ham t o t he compet i t i ve posi t i on of t he Appl i cant s by di scI osi ngei r i nt emal dat a. 1
- 4. Accordi ngl y, t he Appl i cant s request t hat e desi gnat ed docunent s be wi t hhel d f rom publ i c di scI osure pursuant t o t he pol i cy ref l ect ed i n l O CFR § § 2. 390( a) ( 4) and 9. 17( a) ( 4).
i n and f or t he St at e of SouCarol i na, Count y WI TNESS my hand and Not ari al Seal :
CHERROGERSCOUCHE Not ayPub=c-St at eof Sout hCaro=na MyCommi ssi onExpi resSept ember26, 2027 My Commi ssi on Expi res: 5a4 2o7
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Dat e l Based one U. S. Supreme Court s ml i ng i n FoodMarket i ngJ St i t ut e v Ars Leader Medi a, 139 S. Ct. 2356
( 201 9), a Showi ng of subst ant i al han no I onger appl i es t o Freedom of f ormat i on Act Exempt i on 4. Regardl ess, e Appl i cant s conf i mat ey coul d suf f er such ham i f e NRC rel eases t he i nf omat i on request ed t o be Wi t hhel d.