NMP1L3419, Independent Spent Fuel Storage Installation, Nine Mile Point, Units 1 and 2, R. E. Ginna, Notification of Closing of Sale of Ownership Interest in Constellation Energy Nuclear Group, LLC

Independent Spent Fuel Storage Installation, Nine Mile Point, Units 1 and 2, R. E. Ginna, Notification of Closing of Sale of Ownership Interest in Constellation Energy Nuclear Group, LLC

ML21223A147
Person / Time
Site:	Calvert Cliffs, Nine Mile Point, Ginna, 07201036
Issue date:	08/11/2021
From:	Fewell J Exelon Generation Co
To:	Document Control Desk, Office of Nuclear Material Safety and Safeguards, Office of Nuclear Reactor Regulation
References
NMP1L3419, RS-20-061
Download: ML21223A147 (5)

Text

200 Exelon Way Kennett Square, PA 19348 www.exeloncorp.com RS-20-061 NMP1L3419 August 11, 2021 U.S. Nuclear Regulatory Commission ATTN: Document Control Desk Washington, DC 20555-0001 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 Independent Spent Fuel Storage Installation Materials License No. SNM-2505 Docket No. 72-8 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 R. E. Ginna Nuclear Power Plant Renewed Facility Operating License No. DPR-18 NRC Docket Nos. 50-244 and 72-67

Subject:

Notification of Closing of Sale of Ownership Interest in Constellation Energy Nuclear Group, LLC

Reference:

1) Letter from J. Bradley Fewell, Exelon Generation Company, LLC and Michael Hill, EDF Inc., to U.S Nuclear Regulatory Commission -

Notification of Change in Indirect Ownership, dated April 24, 2020 (ADAMS Accession No. ML20115E609)

2) Letter from J. Bradley Fewell, Exelon Generation Company, LLC, to U.S Nuclear Regulatory Commission - Application for Order Approving License Transfers and Proposed Conforming License Amendments, dated February 25, 2021 (ADAMS Accession Nos. ML21057A273 (Non-Proprietary) and ML21057A272 (Proprietary))

In Reference 1, Exelon Generation Company, LLC ("ExGen") and EDF Inc. provided notice of a transaction ("Put Transaction") involving ExGen directly or indirectly through its subsidiary acquiring EDF Inc.s 49.99% interest in Constellation Energy Nuclear Group, LLC ("CENG") and the change in indirect ownership and to existing operational support

U.S. Nuclear Regulatory Commission Notification of Change in Indirect Ownership Docket Nos. 50-317, 50-318, 72-8, 50-220, 50-410, 72-1036, 50-244, and 72-67 August 11, 2021 Page 2 funding arrangements for the following nuclear plant facilities which are indirectly owned by CENG (referred to individually as an "Owner Licensee" and collectively as the "Owner Licensees"):

• Calvert Cliffs Nuclear Power Plant, LLC ("Calvert LLC"), which owns Calvert Cliffs, Units 1 and 2

• Nine Mile Point Nuclear Power Station, LLC ('NMP LLC"), which owns Nine Mile Point, Units 1 and 2

• R.E. Ginna Nuclear Power Plant, LLC ("Ginna LLC"), which owns Ginna Unit 1.

(Calvert Cliffs Units 1 and 2, Nine Mile Point Units 1 and 2, and Ginna Unit 1 are referred to individually as a "Facility" and collectively as the "Facilities").

In Reference 2, ExGen, on behalf of itself and Exelon Corporation, Exelon FitzPatrick, LLC, NMP LLC, Ginna LLC, and Calvert LLC, requested certain written consents related to a proposed transaction in which Exelon Corporation will transfer its 100% ownership of ExGen 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 ExGen nor its subsidiaries will be affiliated with Exelon Corporation (Spin Transaction). Reference 2 cited to Reference 1 and explained that the Put Transaction was expected to close before the Spin Transaction.

This letter serves as notice that the Put Transaction closed on August 6, 2021. More specifically, ExGens wholly owned subsidiary, Constellation Nuclear, LLC ("Constellation Nuclear"), acquired EDF Inc.s 49.99% interest in CENG. As a result, effective August 6, 2021, Constellation Nuclear directly owns a 99.10% interest in CENG. Constellation Nuclears wholly owned subsidiary, CE Nuclear, LLC, continues to own a 0.90% interest in CENG. As a result, ExGen through its subsidiaries, indirectly owns a 100% interest in CENG. An updated organizational chart, showing the current corporate structure following the closing of the Put Transaction, is enclosed.

As further explained in Reference 1, at the time the transaction closed, the EDF International SAS Support Agreement terminated automatically as did its obligation to provide operational support for the Owner Licensees.

The indirect ownership change did not result in any changes to the licensed owners or licensed operator of the Facilities. Each Owner Licensee is licensed by the NRC to own its respective units and ExGen is licensed by the NRC to operate the Facilities. In addition, the indirect ownership change did not result in any changes to the Exelon Corporation Support Agreement and Exelon Corporation Guaranty.

This letter contains no regulatory commitments.

U.S. Nuclear Regulatory Commission Notification of Change in Indirect Ownership Docket Nos. 50-317, 50-318, 72-8, 50-220, 50-410, 72-1036, 50-244, and 72-67 August 11, 2021 Page 3 If you have any questions regarding this letter, please contact David P. Helker, ExGen Licensing, at (610) 765-5525.

Respectfully, J. Bradley Fewell Senior Vice President Nuclear Security & Regulatory Affairs Exelon Generation Company, LLC

Enclosure:

Current Corporate Organization Structure as of August 6, 2021 cc: w/ Enclosure Regional Administrator - NRC Region I NRC Senior Resident Inspector - Calvert Cliffs Nuclear Power Station NRC Senior Resident Inspector - Nine Mile Point Nuclear Station NRC Senior Resident Inspector - R.E. Ginna Nuclear Power Station NRC Project Manager, NRR - Calvert Cliffs Nuclear Power Station NRC Project Manager, NRR - Nine Mile Point Nuclear Station NRC Project Manager, NRR - R.E. Ginna Nuclear Power Station NRC Project Manager for Exelon Fleet, NRR A. L. Peterson, NYSERDA B. Frymire, NYSPSC S. Seaman, State of Maryland

Enclosure Current Corporate Organization Structure as of August 6, 2021

Enclosure Current Corporate Structure As of August 6, 2021 Exelon Corporation (Pennsylvania)

Exelon Generation Company, LLC (Pennsylvania)

Constellation Nuclear, LLC (CN) Exelon FitzPatrick, LLC Other Nuclear Assets:

95% ExGen; 5% Constellation (Delaware)

Holdings (Non-Voting) (Delaware) - Braidwood

- Byron

- Clinton

- Dresden CE Nuclear, LLC Constellation Energy Nuclear Group, LLC - LaSalle (CEN) 99.10% CN; 0.90% CEN - Limerick (Delaware) (Maryland) - Peach Bottom (50%)

- Quad Cities (75%)

- Salem (42.59%)

- TMI-1 (shutdown)

Constellation Nuclear Power Plants, LLC (Delaware)

Calvert Cliffs Nuclear Nine Mile Point R.E. Ginna Nuclear Power Plant, LLC Nuclear Station, LLC Power Plant, LLC (Maryland) (Delaware) (Maryland)