NOC-AE-06002023, Completion of Nrg Entergy, Inc. Corporate Restructuring Affecting Nrg South Texas LP and Effectiveness of Support Agreement

Completion of Nrg Entergy, Inc. Corporate Restructuring Affecting Nrg South Texas LP and Effectiveness of Support Agreement

ML062260413
Person / Time
Site:	South Texas
Issue date:	05/25/2006
From:	Crenshaw J South Texas
To:	Document Control Desk, Office of Nuclear Reactor Regulation
References
NOC-AE-06002023, STN 50-498, STN 50-499
Download: ML062260413 (3)

Text

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, ,&SrSf$oon , Ter= 77493 May 25, 2006 NOC-AE-06002023 U. S. Nuclear Regulatory Commission Attention: Document Control Desk One White Flint North 11555 Rockville Pike Rockville, MD 20852-2738 South Texas Project Units 1 and 2 Docket No. STN 50-498 and STN 50-499 Completion of NRG Energy, Inc. Corporate Restructuring Affecting NRG South Texas LP and Effectiveness of Support Agreement This letter provides notice that NRG Energy, Inc. has completed the restructuring described in our letter dated April 13, 2006 (ML061110194). In that letter, STP Nuclear Operating Company (STPNOC) also requested NRC consent to the modification of an existing $120 million financial "Support Agreement" dated April 13, 2005 between NRG Texas LLC (formerly "Texas Genco LLC") and NRG South Texas LP (April 2005 Agreement). In addition, STPNOC submitted a copy of a supplemental "Support Agreement" executed by NRG Energy, Inc. that is substantially similar to the existing April 2005 Agreement, but which also provides NRG South Texas LP with the right to $120 million in financial support directly from NRG Energy, Inc. effective upon completion of the restructuring (2006 Agreement).

NRG Energy, Inc. completed the restructuring as described in the April 13, 2006 letter, except that 80.23% of the non-voting stock of Texas Genco Holdings, Inc. (TGN) is being held by a wholly-owned subsidiary of NRG Energy, rather than 100% as previously contemplated. This entity which was previously identified as "NRG Texas Generation Holdings, Inc." will instead be known as "NRG Generation Holdings Inc," NRG Energy, Inc. holds the remaining 19.77%

of the non-voting stock, as well as 100% of the voting stock of TGN. A simplified organizational chart showing the post-restructuring ownership of NRG South Texas LP and both voting and non-voting classes of TGN common stock is provided as Attachment 1.

With the restructuring having been completed, the 2006 Agreement between NRG Energy, Inc.

and NRG South Texas LP is now fully effective. STPNOC renews its request for NRC's written consent to the proposed amendments to the April 2005 Agreement and further requests that NRC confirm its agreement that the rcstructuring described in the April 13, 2006 letter and this letter does not involve any direct or indirect transfer of control that would have required NRC's prior written consent in accordance with 10 CFR 50.80.

There are no commitments in this letter.

STI: 32009631

NOC-AE-06002023 Page 2 of 2 If there are any questions regarding this letter, please contact John Conly at (361) 972-7336 or me at (361) 972-7074.

John W. Crenshaw General Manager, Oversight jtc -- Simplified Organization Chart for NRG South Texas LP cc:

(paper copy) (electronic copy)

Regional Administrator, Region IV A. H. Gutterman, Esquire U. S. Nuclear Regulatory Commission Morgan, Lewis & Bockius LLP 611 Ryan Plaza Drive, Suite 400 Arlington, Texas 76011-8064 Mohan C. Thadani Susan Uttal Steve Horn U. S. Nuclear Regulatory Commission Richard A. Ratliff Steve Winn Bureau of Radiation Control Chris tine Jacobs Texas Department of State Health Services Michael A. Reed 1100 West 49th Street NRG South Texas LP Austin, TX 78756-3189 Senior Resident Inspector J. J. Nesrsta U. S. Nuclear Regulatory Commission R. K. Temple P. 0. Box 289, Mail Code: MN1 16 E. Alarcon Wadsworth, TX 77483 City Public Service C. M. Canady Jon C. Wood City of Austin Cox Smith Matthews Electric Utility Department 721 Barton Springs Road C. Kirksey Austin, TX 78704 City of Austin

NOC-AE-.06002023 Attachment I Simplified Organization Chart for NRG South Texas LP Voting Stock (100%)

Non.votirig Slock (19.77%)

Non-Voting Stocx (91.23%)

40% 16%

SOUTH TEXAS PROJECT UNITS 1 & 2 TCTRL P.0*