ML090760564

Notice of Consideration of Approval of Application Proposed Ownership Interest in Ceng by Edf Development and 10 CFR 50.80 and 72.50 License Transfer and Opportunity for a Hearing - Calvert Cliffs Nuclear Power Plant, Unit Nos. 1 and 2

ML090760564
Person / Time
Site:	Calvert Cliffs
Issue date:	04/28/2009
From:	Pickett D V Plant Licensing Branch 1
To:	Wallace M J Constellation Energy Group
Guzman R V, NRR/DORL, 415-1030
References
TAC ME0443, TAC ME0444
Download: ML090760564 (9)

Text

III .......I\ REGU, UNITED STATES

.;;;c, ",<I:' NUCLEAR REGULATORY WASHINGTON, D.C. " C( 0 April 28, 2009 'C/. ****i' Mr. Michael J. Vice Chairman, Constellation Energy, 100 Constellation Suite Baltimore, MD NOTICE OF CONSIDERATION OF APPROVAL OF APPLICATION REGARDING PROPOSED CORPORATE RESTRUCTURING AND OF DIRECT TRANSFER OF LICENSES PURSUANT TO 10 CFR 50.80 AND 10 CFR 72.50, AND OF APPROVAL OF CONFORMING LICENSE AMENDMENTS PURSUANT TO 10 CFR 50.90 AND 10 CFR 72.56 AND OPPORTUNITY FOR A HEARING CALVERT CLIFFS NUCLEAR POWER PLANT, UNIT NOS. 1 AND 2, RENEWED FACILITY OPERATING LICENSES DPR-53 AND DPR-69, AND CALVERT CLIFFS INDEPENDENT SPENT FUEL STORAGE INSTALLATION, MATERIALS LICENSE SNM-2505 (TAC NOS.

ME0443 AND ME0444)

Dear Mr. Wallace:

Enclosed is a copy of a "Notice of Consideration of Approval of Application Regarding Proposed Corporate Restructuring and of Direct Transfer of Licenses Pursuant to 10 CFR 50.80 and 10 CFR 72.50, and of Approval of Conforming License Amendments Pursuant to 10 CFR 50.90 and 10 CFR 72.56, and Opportunity for a Hearing," related to the application dated January 22, 2009, filed by Constellation Energy Nuclear Group, LLC (CENG) and EDF Development, Inc. (EDF Development) as supplemented on February 26 and April 8, 2009. The application seeks approval pursuant to 10 CFR 50.80 and 10 CFR 72.56 of the indirect transfer of control of the subject licenses held by Calvert Cliffs Nuclear Power Plant, Inc. (CCNPPI) to the extent such would result from certain proposed corporate restructuring actions in connection with a planned investment by EDF Development whereby it would acquire a 49.99% ownership interest in CENG. Furthermore, the application seeks approval of the proposed direct transfer of licenses held by CCNPPI to a new legal entity, Calvert Cliffs Nuclear Power Plant, LLC, and approval of conforming license amendments.

This notice is being forwarded to the Office of the Federal Register for publication.

Sincerely, Douglas V. Pickett, Senior Project Manager Plant Licensing Branch 1-1 Division of Operating Reactor Licensing Office of Nuclear Reactor Regulation Docket Nos. 50-317, 50-318,72-8 cc: Distribution via ListServ 7590-01-P UNITED STATES NUCLEAR REGULATORY CALVERT CLIFFS NUCLEAR POWER PLANT, CALVERT CLIFFS NUCLEAR POWER PLANT, UNIT NOS. 1 AND DOCKET NOS. 50-317 AND CALVERT CLIFFS INDEPENDENT SPENT FUEL STORAGE DOCKET NO. NOTICE OF CONSIDERATION OF APPROVAL OF REGARDING PROPOSED RESTRUCTURING AND OF DIRECT TRANSFER OF PURSUANT TO 10 CFR 50.80 AND 10 CFR 72.50, AND OF APPROVAL OF LICENSE AMENDMENTS PURSUANT TO 10 CFR 50.90 AND 10 CFR 72.56 OPPORTUNITY FOR A The U.S. Nuclear Regulatory Commission (NRC, the Commission) is considering the issuance of an Order under 10 CFR 50.80 and 10 CFR 72.50 approving the indirect transfer as well as the direct transfer of the Renewed Facility Operating Licenses. Nos. DPR-53 and 69, for the Calvert Cliffs Nuclear Power Plant, Unit Nos. 1 and 2, respectively, and Material License No.

SNM-2505 for the Calvert Cliffs Independent Spent Fuel Storage Installation (ISFSI), currently held by Calvert Cliffs Nuclear Power Plant, Inc. (CCNPPI) as owner and licensed operator. CCNPPI is owned by Constellation Energy Nuclear Group, LLC (CENG). CENG is a wholly-owned SUbsidiary of Constellation Energy Group, Inc. (CEG).

According to an application dated January 22. 2009, filed by CENG. on behalf of CCNPPI, and EDF Development, Inc. (EDF Development), as supplemented by letters dated February 26 and April 8.2009, the applicants seek approval pursuant to 10 CFR 50.80 and 10 CFR 72.56 of the indirect transfer of control of the subject licenses held by CCf\IPPI to the

-extent such would result from certain proposed corporate restructuring actions in connection with a planned investment by EDF Development whereby it would acquire a 49.99% ownership interest in CENG. EDF Development is a U.S. corporation organized under the laws of the State of Delaware and a wholly-owned subsidiary of E.D.F.

International S.A., a public limited company organized under the laws of France, which is in turn a wholly-owned subsidiary of Electrlcite de France S.A., a French limited company.

Furthermore, the application seeks approval of the proposed direct transfer of licenses held by CCNPPI to a new legal entity, Calvert Cliffs Nuclear Power Plant, LLC, and approval of conforming license amendments. Following the proposed transaction, CEG will hold a 50.01% ownership interest in CENG through two new intermediate parent companies which will be formed for non-operational purposes. In addition, an intermediate holding company will exist between CENG and CCNPP, LLC. No physical changes to the facilities or operational changes are being proposed in the application. The proposed conforming license amendment would replace references to Calvert Cliffs Nuclear Power Plants, Inc. in the license with references to Calvert Cliffs Nuclear Power Plant Plant, LLC, to reflect the proposed direct transfer of the licenses.

Pursuant to 10 CFR 50.80, no license, or any right thereunder, shall be transferred, directly or indirectly, through transfer of control of the license, unless the Commission shall give its consent in writing. The Commission will approve an application for the direct transfer of a license, if the Commission determines that the proposed transferee is qualified to hold the license, and that the transfer is otherwise consistent with applicable provisions of law, regulations, and orders issued by the Commission pursuant thereto. The Commission will approve an application for the indirect transfer of a license, if the Commission determines that the proposed underlying transaction, i.e., the proposed corporate restructuring, will not affect the qualifications of the licensee to hold the license, and that the transfer is otherwise consistent

-3 with applicable provisions of law, regulations, and Orders issued by the Commission pursuant thereto. In connection with the direct license transfers, before issuance of the proposed conforming license amendment, the Commission will have made findings required by the Atomic Energy Act of 1954, as amended (the Act), and the Commission's regulations. As provided in 10 CFR 2.1315, unless otherwise determined by the Commission with regard to a specific application, the Commission has determined that any amendment to the license of a utilization facility or to the license of an Independent Spent Fuel Storage Installation which does no more than conform the license to reflect the transfer action involves no significant hazards consideration and no genuine issue as to whether the health and safety of the public will be significantly affected. No contrary determination has been made with respect to this specific license amendment application. In light of the generic determination reflected in 10 CFR 2.1315, no public comments with respect to significant hazards considerations are being solicited, notwithstanding the general comment procedures contained in 10 CFR 50.91. The filing of requests for hearing and petitions for leave to intervene, and written comments with regard to the license transfer application, are discussed below. Within 20 days from the date of publication of this notice, any person(s) whose interest may be affected by the Commission's action on the application may request a hearing and intervention through the NRC E-filing system.

Requests for a hearing and petitions for leave to intervene should be filed in accordance with the Commission's rules of practice set forth in Subpart C "Rules of General Applicability: Hearing Requests, Petitions to Intervene, Availability of Documents, Selection of Specific Hearing Procedures, Presiding Officer Powers, and General Hearing Management for NRC Adjudicatory' Hearings," of 10 CFR Part 2. In particular, such requests and petitions must comply with the requirements set forth in 10 CFR 2.309. Untimely requests and petitions may be denied, as provided in 10 CFR 2.309(c)(1), unless good cause for failure to file on time is established. In addition, an untimely request or petition should address the factors that the Commission will also consider, in reviewing untimely requests or petitions, set forth in 10 CFR 2.309(c)(1)(i)-(viii).

All documents filed in NRC adjudicatory proceedings, including a request for hearing, a petition for leave to intervene, any motion or other document filed in the proceeding prior to the submission of a request for hearing or petition to intervene, and documents filed by interested governmental entities participating under 10 CFR 2.315(c), must be filed in accordance with the NRC E-Filing rule, which the NRC promulgated in August 2007 (72 FR 49139). The E-Filing process requires participants to submit and serve documents over the internet, or in some cases to mail copies on electronic storage media. Participants may not submit paper copies of their filings unless they seek an exemption in accordance with the procedures described below. To comply with the procedural requirements of E-Filing, at least ten (10) days prior to the filing deadline, the petitioner/requestor should contact the Office of the Secretary bye-mail at HEARING.DOCKET@NRC.GOV, or by calling (301) 415-1677, to request (1) a digital 10 certificate, which allows the participant (or its counselor representative) to digitally sign documents and access the E-Submittal server for any proceeding in which it is participating; and/or (2) creation of an electronic docket for the proceeding (even in instances in which the petitioner/requestor (or its counselor representative) already holds an NRC-issued digital 10 certificate). Each petitioner/requestor will need to download the Workplace Forms Viewert to access the Electronic Information Exchange (EIE), a component of the E-Filing system. The Workplace Forms Vlewer" is free and is available at submittals/install-viewer.html. Information about applying for a digital 10 certificate is available on NRC's public website at http://www.nrc.gov/site-help/e-submittals/apply-certificates.html. Once a petitioner/requestor has obtained a digital 10 certificate, had a docket created, and downloaded the EIE viewer, it can then submit a request for hearing or petition for leave to intervene.

Submissions should be in Portable Document Format (PDF) in accordance with NRC guidance available on the NRC public website at http://www.nrc.gov/site-help/e-submittals.html.

-5 A filing is considered complete at the time the filer submits its documents through EIE. To be timely, an electronic filing must be submitted to the EIE system no later than 11:59 p.m. Eastern Time on the due date. Upon receipt of a transmission, the E-Filing system time-stamps the document and sends the submitter an e-mail notice confirming receipt of the document. The EIE system also distributes an e-mail notice that provides access to the document to the NRC Office of the General Counsel and any others who have advised the Office of the Secretary that they wish to participate in the proceeding, so that the filer need not serve the documents on those participants separately.

Therefore, applicants and other participants (or their counselor representative) must apply for and receive a digitallD certificate before a hearing request/petition to intervene is filed so that they can obtain access to the document via the E-Filing system. A person filing electronically may seek assistance through the "Contact Us" link located on the NRC website at http://www.nrc.gov/site-help/e-submittals.htmlor by calling the NRC technical help line, which is available between 8:30 a.m. and 8:00 p.m., Eastern Time, Monday through Friday, excluding government holidays. The toll-free help line number is (800) 4209 or locally, (301) 415-4737. A person filing electronically may also seek assistance by sending an e-mail to the NRC electronic filing Help Desk at MSHD.Resource@NRC.gov. Participants who believe that they have a good cause for not submitting documents electronically must file an exemption request, in accordance with 10 CFR 2.302(g), with their initial paper filing requesting authorization to continue to submit documents in paper format.

Such filings must be submitted by: (1) first class mail addressed to the Office of the Secretary of the Commission, U.S. Nuclear Regulatory Commission, Washington, DC 20555-0001, Attention:

Rulemaking and AdjUdications Staff; or (2) courier, express mail, or expedited delivery service to the Office of the Secretary, Sixteenth Floor, One White Flint North, 11555 Rockville Pike, Rockville, Maryland, 20852, Attention: Rulemaking and Adjudications Staff. Participants filing a document in this manner are responsible for serving the document on all other participants.

-Filing is considered complete by first-class mail as of the time of deposit in the mail, or by courier, express mail, or expedited delivery service upon depositing the document with the provider of the service.

Documents submitted in adjudicatory proceedings will appear in NRC's electronic hearing docket which is available to the public at http://ehd.nrc.gov/EHD Proceeding/home.asp, unless excluded pursuant to an order of the Commission, an Atomic Safety and Licensing Board, or a Presiding Officer.

Participants are requested not to include personal privacy information, such as social security numbers, home addresses, or home phone numbers in their filings. With respect to copyrighted works, except for limited excerpts that serve the purpose of the adjudicatory filings and would constitute a Fair Use application, participants are requested not to include copyrighted materials in their submissions.

The Commission will issue a notice or order granting or denying a hearing request or intervention petition, designating the issues for any hearing that will be held and designating the Presiding Officer. A notice granting a hearing will be published in the FEDERAL REGISTER and served on the parties to the hearing. Within 30 days from the date of publication of this notice, persons may submit written comments regarding the license transfer application, as provided for in 10 CFR 2.1305. The Commission will consider and, if appropriate, respond to these comments, but such comments will not otherwise constitute part of the decisional record. Comments are not subject to the E-filing rule and should be submitted to the Secretary, U.S. Nuclear Regulatory Commission, Washington, DC 20555-0001, Attention: Rulemakings and Adjudications Staff, and should cite the publication date and page number of this FEDERAL REGISTER notice.

Comments may also be sent bye-mail to HEARINGDOCKET@NRC.GOV.

For further details with respect to this license transfer application, see the application dated January 22, 2009, available for public inspection at the Commission's Public Document Room (PDR), located at One White Flint North, Public File Area 01 F21, 11555 Rockville Pike

-7(first floor), Rockville, Maryland. Publicly available records will be accessible electronically from the Agency wide Documents Access and Management System's (ADAMS) Public Electronic Reading Room on the Internet at the NRC web site, http://www.nrc.gov/reading-rm/adams.html. Persons who do not have access to ADAMS or who encounter problems in accessing the documents located in ADAMS should contact the NRC PDR Reference staff by telephone at 1-800-397-4209, or 301-415-4737 or bye-mail to pdr.resource@nrc.gov.

Attorneys for applicants: Daniel F. Stenger, Hogan

& Hartson LLP, 555 Thirteenth Street, NW, Washington.

DC 20004, tel: 202.637.5691, email: DFStenger@hhlaw.com (counsel for CENG); and John E.

Matthews, Morgan, Lewis, & Bockius, 1111 Pennsylvania Ave., NW, Washington, DC 20004, tel.

202.739.5524, email:jmatthews@morganlewis.com (counsel for EDF Development). Dated at Rockville, Maryland this 28th day of April 2009. FOR THE NUCLEAR REGULATORY COMMISSION Douglas V. Pickett, Senior Project Manager Plant Licensing Branch 1-1 Division of Operating Reactor Licensing Office of Nuclear Reactor Regulation April 28, 2009 Mr. Michael J.

Wallace Vice Chairman, Constellation Energy, Inc.

100 Constellation Way Suite 1800P Baltimore, MD 21202 SUB..NOTICE OF CONSIDERATION OF APPROVAL OF APPLICATION REGARDING PROPOSED CORPORATE RESTRUCTURING AND OF DIRECT TRANSFER OF LICENSES PURSUANT TO 10 CFR 50.80 AND 10 CFR 72.50, AND OF APPROVAL OF CONFORMING LICENSE AMENDMENTS PURSUANT TO 10 CFR 50.90 AND 10 CFR 72.56 AND OPPORTUNITY FOR A CALVERT CLIFFS NUCLEAR POWER PLANT, UNIT NOS. 1 AND 2, RENEWED FACILITY OPERATING LICENSES DPR-53 AND DPR-69, AND CALVERT CLIFFS INDEPENDENT SPENT FUEL STORAGE INSTALLATION, MATERIALS LICENSE SNM-2505 (TAC NOS. ME0443 AND ME0444)

Dear Mr. Wallace:

Enclosed is a copy of a "Notice of Consideration of Approval of Application Regarding Proposed Corporate Restructuring and of Direct Transfer of Licenses Pursuant to 10 CFR 50.80 and 10 CFR 50.72, and of Approval of Conforming License Amendments Pursuant to 10 CFR 50.90 and 10 CFR 72.56, and Opportunity for a Hearing," related to the application dated January 22, 2009, filed by Constellation Energy Nuclear Group, LLC (CENG) and EDF Development, Inc. (EDF Development) as supplemented on February 26 and April 8, 2009. The application seeks approval pursuant to 10 CFR 50.80 and 10 CFR 72.56 of the indirect transfer of control of the subject licenses held by Calvert Cliffs Nuclear Power Plant, Inc. (CCNPPI) to the extent such would result from certain proposed corporate restructuring actions in connection with a planned investment by EDF Development whereby it would acquire a 49.99% ownership interest in CENG.

Furthermore, the application seeks approval of the proposed direct transfer of licenses held by CCNPPI to a new legal entity, Calvert Cliffs Nuclear Power Plant, LLC, and approval of conforming license amendments. This notice is being forwarded to the Office of the Federal Register for publication.

Sincerely, IRA! Douglas V. Pickett, Senior Project Manager Plant Licensing Branch 1-1 Division of Operating Reactor Licensing Office of Nuclear Reactor Regulation Docket Nos. 50-317, 50-318, 72-8

Enclosure:

Notice cc: Distribution via ListServ Distribution: PUBLIC RidsNrrDorlLpll-1 RidsNrrLASUtttle RidsAcrsAcnw_MailCTR Resource LPLI-1 r/f RidsNrrPMDPickett RidsNrrPMRGuzman RidsRgn1MailCenter Resource RidsOgcRp Resource RidsNrrDorlDpr Resource ADAMS Accession No'.. ML090760564 OFFICE LPLI-1/PM LPLI-1/PM LPLI-1/LA OGC LPLI-1/BC(A)

NAME RGuzman DPickett ABaxter for SUttle SUttal JBoska DATE 3/19/09 3/17/09 3/19/09 4/27/09 4/28/09 OFFICIAL RECORD COpy