ML23053A071
| ML23053A071 | |
| Person / Time | |
|---|---|
| Site: | Westinghouse |
| Issue date: | 02/17/2023 |
| From: | Sweeney M Westinghouse |
| To: | Office of Nuclear Material Safety and Safeguards, Document Control Desk |
| Shared Package | |
| ML23053A070 | List: |
| References | |
| Download: ML23053A071 (1) | |
Text
Westinghouse Proprietary Class 2 Withhold from Public Disclosure under 10 CFR 2.390 Non-Proprietary upon removal of Attachment 3
@ Westinghouse Michael T. Sweeney Executive Vice President and Westinghouse Electric Company 1000 Westinghouse Drive Cranberry Township, PA 16066 Chief Legal Officer USA February 17, 2023 10 CFR 70.36 10 CFR 110.50 & 110.51 SNM-1107 Via Electronic Information Exchange ATTN: Document Control Desk Direct tel: (412) 374-4526 U.S. Nuclear Regulatory Commission Mobile: (412) 251-1469 e-mail: sweenemt@westinghouse.com One White Flint North 11555 Rockville Pike Rockville, MD 20852 Re: Supplement to Application for Consent to Indirect Change of Control with Respect to a Materials License, Export Licenses, and Notification Regarding Other Approvals and Request for Threshold Determination
Dear Sir or Madam:
Westinghouse Electric Company LLC (Westinghouse), on behalf of itself, Brookfield WEC Holdings Inc. (WEC Holdings), BGTF Bermuda GP Limited, Brookfield Renewable Partners L.P. (BEP), and Cameco Corporation (Cameco), submits this letter as a supplement (Supplement) to and in further support of its December 20, 2022 application (Application) filed with the U.S. Nuclear Regulatory Commission (NRC) for Consent to Indirect Change of Control with Respect to a Materials License, Export Licenses, and Notification Regarding Other Approvals and Request for Threshold Determination due to the indirect change of control of Westinghouse, within the meaning of 10 CFR § 70.36 and implementing guidance.
This letter and its Attachments supplement the Application and provide more detail about the expected ownership of Westinghouse after the closing of the Transaction.
The enclosed Attachment 3 provides more detailed information regarding the anticipated ownership of Westinghouse upon the closing of the Transaction, depicting both limited partnership owners who have only economic interests as well as the general partners with control rights that were included in the exhibits provided in the Application.
Attachment 3 to this letter contains proprietru.y information regarding the ownership and organization of BEP and its ultimate parent Brookfield Corporation, which is also the ultimate parent of BGTF Bermuda GP Limited. Attachment 3 also contains Cameco proprietru.y information. Affidavits requesting withholding of Attachment 3 from public disclosure are enclosed as Attachments 1 and 2.
If the NRC has any questions concerning this Supplement, please contact us.
Ve1y truly yours,
~
- q;;,..-~L)O~'\KA Michael T . Sweeney Executive Vice President and Chief Legal Officer Attachments cc: Administrator, USNRC Region II Director, Office of Nuclear Materials Safety and Safeguards Director, Office of International Programs Director, Office of New Reactors Executive Director for Operations Office of the General Counsel 2
ATTACHMENT 1 APPLICATION FOR WITHHOLDING AND AFFIDAVIT OF JAMES BODI UNITED STATES OF AMERICA NUCLEAR REGULATORY COMMISSION In the Matter of )
)
Application for Consent to )
Indirect Change of Control of )
Westinghouse Electric Company LLC )
AFFIDAVIT I, James Bodi, am a Director of BGTF Bermuda GP Limited (Brookfield); and that I am duly authorized to sign and file with the U.S. Nuclear Regulatory Commission (the NRC) this affidavit on behalf of Brookfield and state:
- 1. I have been specifically delegated the function of reviewing the proprietary information sought to be withheld from public disclosure in connection with Westinghouse Electric Company LLCs (Westinghouses) submittal to the NRC of a Supplement to Application for Consent to Indirect Change of Control with Respect to a Materials License, Export Licenses, and Notification Regarding Other Approvals and Request for Threshold Determination (Supplement) and am authorized to execute this affidavit on behalf of Brookfield.
- 2. Brookfield is providing this information in support of Westinghouses Supplement to Application for Consent to Indirect Change of Control with Respect to a Materials License, Export Licenses, and Notification Regarding Other Approvals and Request for Threshold Determination. The proprietary information sought to be withheld in this submittal is that which is appropriately marked in: Attachment 3, Updated Westinghouse Organization Chart After the Transaction. This document includes proprietary commercial and financial information that should be held in confidence by the NRC pursuant to the policy reflected in 10 CFR § 2.390(a)(4) because:
- i. The information sought to be withheld from public disclosure is owned by Brookfield. Brookfield holds this information in confidence.
ii. The information is of a type customarily held in confidence by Brookfield and not customarily disclosed to the public. Brookfield has a rational basis for doing so because the information contains sensitive legal and financial information concerning organizational and financial arrangements.
iii. The information is being transmitted to the Commission in confidence and, under the provisions of 10 CFR § 2.390, is to be received in confidence by the Commission.
iv. The information sought to be protected is not available in public sources and could not be gathered readily from other publicly available information.
- v. Public disclosure of this proprietary information is likely to cause substantial harm to Brookfield competitive position by disclosing non-public commercial and financial information. The information requested to be withheld reveals commercially valuable and sensitive information and its disclosure could adversely affect Brookfield because it would enhance the ability of third parties, including competitors, to gain knowledge of our commercial strategies.
- 3. Accordingly, Brookfield requests that the designated document be withheld from public disclosure pursuant to 10 CFR § 2.390(a)(4).
- 4. I declare under penalty of perjury under the laws of the United States of America that the foregoing is true and correct.
BGTF BERMUDA GP LIMITED By:
Name: James Bodi
Title:
Director Company: BGTF Bermuda GP Limited DB1/ 136105454.3 2
ATTACHMENT 2 APPLICATION FOR WITHHOLDING AND AFFIDAVIT OF R. LIAM MOONEY UNITED STATES OF AMERICA NUCLEAR REGULATORY COMMISSION In the Matter of )
)
Application for Consent to )
Indirect Change of Control of )
Westinghouse Electric Company LLC )
AFFIDAVIT I, R. Liam Mooney, am the Vice-President, Safety, Health, Environment & Quality and Regulatory Relations of Cameco Corporation ("Cameco"); and that I am duly authorized to sign and file with the Nuclear Regulatory Commission (the "NRC") this affidavit on behalf of Cameco and state:
- 1. I have been specifically delegated the function of reviewing the proprietary information sought to be withheld from public disclosure in connection with Westinghouse Electric Company LLC's ("Westinghouse's") submittal to the NRC of a Supplement to Application for Consent to Indirect Change of Control with Respect to a Materials L icense, Exp01i L icenses, and Notification Regarding Other Approvals and Request for Threshold Determination and am authorized to execute this affidavit on behalf of Cameco.
- 2. Cameco is providing this information in support of Westinghouse's Supplement to Application for Consent to Indirect Change of Control with Respect to a Materials License, Exp01i Licenses, and Notification Regarding Other Approvals and Request for Threshold Determination. The proprietary information sought to be withheld in this submittal is Attachment 3, Updated Westinghouse Organization Chart after the Transaction. This document includes proprietaiy commercial and financial information that should be held in confidence by the NRC pursuant to the policy reflected in 10 CFR § 2.390(a)(4) because:
- 1. The information sought to be withheld from public disclosure is owned by Cameco. Cameco holds this information in confidence.
- 11. The information is of a type customarily held in confidence by Cameco and not customarily disclosed to the public. Cameco has a rational basis for doing so because the information contains sensitive legal and financial information concerning organizational and financial arrangements.
111. The information is being transmitted to the Commission in confidence and, under the provisions of 10 CFR § 2.390, is to be received in confidence by the Commission.
1v. The information sought to be protected is not available in public sources and could not be gathered readily from other publicly available information.
- v. Public disclosure of this proprietary information is likely to cause substantial harm to Cameco competitive position by disclosing non-public commercial and financial information. The information requested to be withheld reveals commercially valuable and sensitive information and its disclosure could adversely affect Cameco because it would enhance the ability of third parties, including competitors, to gain knowledge of our commercial strategies.
- 3. Accordingly, Cameco requests that the designated document be withheld from public disclosure pursuant to 10 CFR § 2.390(a)(4).
- 4. I declare under penalty of perjury under the laws of the United Sta es of America that the foregoing is true and correct.
By:
Name:
Title:
Safety, Health, Environment & Quality and Regulatory Relations Company: Cameco Corporation Date: February 8, 2023 2