Federal Register / Vol. 88, No. 192 / Thursday, October 5, 2023 / Notices 69237 

NUCLEAR REGULATORY 

COMMISSION 

[Docket Nos. 50–445, 50–446, 72–74, 50– 

334, 50–412, 72–1043, 50–346, 72–14, 50– 

440, and 72–69; NRC–2023–0100] 

In the Matter of Vistra Operations 

Company LLC; Energy Harbor Nuclear 

Corp.; Comanche Peak Nuclear Power 

Plant, Unit Nos. 1 and 2; Beaver Valley 

Power Station, Unit Nos. 1 and 2; 

Davis-Besse Nuclear Power Station, 

Unit No. 1; Perry Nuclear Power Plant, 

Unit No. 1; and the Associated 

Independent Spent Fuel Storage 

Installations 

AGENCY: Nuclear Regulatory 

Commission. 

ACTION: Direct and indirect transfer of 

licenses, order. 

SUMMARY: The U.S. Nuclear Regulatory 

Commission (NRC) is issuing an order 

approving the application filed by Vistra 

Operations Company LLC (VistraOps) 

and Energy Harbor Nuclear Corp. 

(collectively, the applicants) on April 

14, 2023, as supplemented by letters 

dated April 20, 2023, August 7, 2023, 

and September 12, 2023. Specifically, 

the order approves the direct and 

indirect transfer of the facility operating 

licenses and general licenses held by the 

applicants and conforming amendments 

to the licenses related to VistraOps 

indirectly acquiring Energy Harbor 

Corp. and its subsidiaries and 

restructuring the upstream ownership of 

Comanche Peak Nuclear Power Plant, 

Unit Nos. 1 and 2. 

DATES: The order was issued on 

September 28, 2023, and is effective for 

1 year. 

ADDRESSES: Please refer to Docket ID 

NRC–2023–0100 when contacting the 

NRC about the availability of 

information regarding this document. 

You may obtain publicly available 

information related to this document 

using any of the following methods: 

• Federal Rulemaking Website: Go to 

https://www.regulations.gov and search 

for Docket ID NRC–2023–0100. Address 

questions about Docket IDs in 

Regulations.gov to Stacy Schumann; 

telephone: 301–415–0624; email: 

Stacy.Schumann@nrc.gov. For technical 

questions, contact the individual listed 

in the ‘‘For Further Information 

Contact’’ section of this document. 

• NRC’s Agencywide Documents 

Access and Management System 

(ADAMS): You may obtain publicly 

available documents online in the 

ADAMS Public Documents collection at 

https://www.nrc.gov/reading-rm/ 

adams.html. To begin the search, select 

‘‘Begin Web-based ADAMS Search.’’ For 

problems with ADAMS, please contact 

the NRC’s Public Document Room (PDR) 

reference staff at 1–800–397–4209, at 

301–415–4737, or by email to 

PDR.Resource@nrc.gov. The order, the 

NRC staff safety evaluation, and the 

draft conforming amendments are 

available in ADAMS under Package 

Accession No. ML23237B448. 

• NRC’s PDR: The PDR, where you 

may examine and order copies of 

publicly available documents, is open 

by appointment. To make an 

appointment to visit the PDR, please 

send an email to PDR.Resource@nrc.gov 

or call 1–800–397–4209 or 301–415– 

4737, between 8 a.m. and 4 p.m. eastern 

time (ET), Monday through Friday, 

except Federal holidays. 

FOR FURTHER INFORMATION CONTACT: 

Robert Kuntz, Office of Nuclear Reactor 

Regulation, U.S. Nuclear Regulatory 

Commission, Washington, DC 20555– 

0001; telephone: 301–415–3733; email: 

Robert.Kuntz@nrc.gov. 

SUPPLEMENTARY INFORMATION: The text of 

the order is attached. 

Dated: September 29, 2023. 

For the Nuclear Regulatory Commission. 

Robert F. Kuntz, 

Senior Project Manager, Plant Licensing 

Branch III, Division of Operating Reactor 

Licensing, Office of Nuclear Reactor 

Regulation. 

Attachment—Order Approving Direct 

and Indirect Transfer of Licenses 

Comanche Peak Nuclear Power Plant, 

Unit Nos. 1 and 2; Beaver Valley Power 

Station, Unit Nos. 1 and 2; Davis-Besse 

Nuclear Power Station, Unit No. 1; 

Perry Nuclear Power Plant, Unit No. 1; 

and the Associated Independent Spent 

Fuel Storage Installations 

UNITED STATES OF AMERICA 

NUCLEAR REGULATORY 

COMMISSION 

In the Matter of: VISTRA OPERATIONS 

COMPANY LLC, COMMANCHE 

PEAK POWER COMPANY LLC, 

ENERGY HARBOR NUCLEAR CORP., 

AND ENERGY HARBOR NUCLEAR 

GENERATION LLC; (Comanche Peak 

Nuclear Power Plant, Unit Nos. 1 and 

2; Beaver Valley Power Station, Unit 

Nos. 1 and 2; Davis-Besse Nuclear 

Power Station, Unit No. 1; Perry 

Nuclear Power Plant, Unit No. 1; and 

the Associated Independent Spent 

Fuel Storage Installations) 

Docket Nos. 50–445, 50–446, 72–74, 50– 

334, 50–412, 72–1043, 50–346, 72–14, 

50–440, and 72–69 

License Nos. NFP–87, NFP–89, DPR–66, 

NPF–73, NPF–3, and NPF–58 

ORDER APPROVING DIRECT AND 

INDIRECT TRANSFER OF LICENSES 

AND DRAFT CONFORMING LICENSE 

AMENDMENTS 

I. 

This order pertains to the following 

licenses (collectively, the Licenses): 

• Facility Operating License Nos. 

NFP–87 and NFP–89 for Comanche 

Peak Nuclear Power Plant, Unit Nos. 1 

and 2 (Comanche Peak), respectively, 

and the general license for the 

associated independent spent fuel 

storage installation (ISFSI). Comanche 

Peak is located in Somervell County, 

Texas, and Vistra Operations Company 

LLC (VistraOps) and Comanche Peak 

Power Company LLC (CPPC) are the 

licensees. 

• Renewed Facility Operating License 

Nos. DPR–66 and NPF–73 for Beaver 

Valley Power Station, Unit Nos. 1 and 

2 (Beaver Valley), respectively, and the 

general license for the associated ISFSI. 

Beaver Valley is located in Beaver 

County, Pennsylvania, and Energy 

Harbor Nuclear Corp. (EHNC) and 

Energy Harbor Nuclear Generation LLC 

(EHNG) are the licensees. 

• Renewed Facility Operating License 

No. NPF–3 for Davis-Besse Nuclear 

Power Station, Unit No. 1 (Davis-Besse) 

and the general license for the 

associated ISFSI. Davis-Besse is located 

in Ottawa County, Ohio, and EHNC and 

EHNG are the licensees. 

• Facility Operating License No. 

NPF–58 for Perry Nuclear Power Plant, 

Unit No. 1 (Perry) and the general 

license for the associated ISFSI. Perry is 

located in Lake County, Ohio, and 

EHNC and EHNG are the licensees. 

II. 

By application dated April 14, 2023 

(Agencywide Documents Access and 

Management System (ADAMS) 

Accession No. ML23104A423), as 

supplemented by letters dated April 20, 

2023 (ML23110A788), August 7, 2023 

(ML23219A106), and September 12, 

2023 (ML23255A061), VistraOps, on 

behalf of itself, CPPC and certain other 

affiliates, and EHNC, acting on behalf of 

itself and EHNG (collectively, the 

Applicants), requested, pursuant to 

Section 184 of the Atomic Energy Act of 

1954, as amended (the Act), and Title 10 

of the Code of Federal Regulations (10 

CFR) sections 50.80, ‘‘Transfer of 

licenses,’’ and 72.50, ‘‘Transfer of 

license,’’ that the U.S. Nuclear 

Regulatory Commission (NRC, the 

Commission) consent to the direct and 

indirect transfer of control of the 

Licenses. 

Specifically, the application requests 

that the NRC consent to the license 


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69238 Federal Register / Vol. 88, No. 192 / Thursday, October 5, 2023 / Notices 

transfers resulting from a proposed 

transaction, as further described in a 

Transaction Agreement, pursuant to 

which VistraOps will acquire Energy 

Harbor Corp. (EHC) and its subsidiaries 

and will restructure the upstream 

ownership of Comanche Peak. As part of 

the proposed transaction, EHNC’s and 

EHNG’s parent, EHC, will become an 

indirect subsidiary of VistraOps via 

merger (such indirect subsidiary that 

will survive the merger is referred to 

herein as VOC Sub). Following such 

merger, VOC Sub’s indirect parent 

company, tentatively referred to as 

Special Purpose Entity 2 LLC (Vistra 

Vision), will be indirectly owned and 

controlled by VistraOps, which will 

have an 85 percent ownership interest 

in Vistra Vision, and the remaining 15 

percent ownership interest will be held 

by certain former shareholders of EHC, 

accounts managed by Avenue Capital 

Management II, L.P. and Nuveen Asset 

Management, LLC, and potentially 

certain other investors. As a result of the 

proposed transaction, EHNC and EHNG 

will become indirect subsidiaries of 

VistraOps. For business and tax 

purposes, the proposed transaction will 

also create three new indirect 

subsidiaries of VistraOps between 

VistraOps and CPPC, resulting in an 

indirect transfer of control of the 

Comanche Peak licenses. 

Pursuant to 10 CFR 50.90, 

‘‘Application for amendment of license, 

construction permit, or early site 

permit,’’ the application also requests 

conforming amendments to the Licenses 

to reflect the proposed transfer. 

On May 22, 2023, the NRC published 

a notice of consideration of approval of 

the application in the Federal Register 

(88 FR 32807). This notice provided an 

opportunity to comment, request a 

hearing, and petition for leave to 

intervene on the application. No 

requests for hearing or public comments 

were received. 

Pursuant to 10 CFR 50.80, no license 

for a production or utilization facility, 

or any right thereunder, shall be 

transferred, either voluntarily or 

involuntarily, directly or indirectly, 

through transfer of control of the license 

to any person, unless the Commission 

gives its consent in writing. Pursuant to 

10 CFR 72.50, no license or any part 

included in a license issued under 10 

CFR part 72 for an ISFSI shall be 

transferred, either voluntarily or 

involuntarily, directly or indirectly, 

through transfer of control of the license 

to any person, unless the Commission 

gives its consent in writing. Upon 

review of the information in the 

application, as supplemented, and other 

information before the Commission, the 

NRC staff has determined that VistraOps 

is qualified to hold the Licenses to the 

extent proposed in the application, as 

supplemented, and that transfer of the 

Licenses is otherwise consistent with 

applicable provisions of law, 

regulations, and orders issued by the 

Commission pursuant thereto, subject to 

the conditions set forth below. 

Upon review of the application, as 

supplemented, for conforming license 

amendments to reflect the transfer, the 

NRC staff has determined that: 

(1) The application, as supplemented, 

complies with the standards and 

requirements of the Act and the 

Commission’s rules and regulations set 

forth in 10 CFR chapter I. 

(2) The facilities will operate in 

conformity with the application, as 

supplemented, the provisions of the 

Act, and the rules and regulations of the 

Commission. 

(3) There is reasonable assurance that 

the activities authorized by the 

amendments can be conducted without 

endangering the health and safety of the 

public and that such activities will be 

conducted in compliance with the 

Commission’s regulations. 

(4) The issuance of the amendments 

will not be inimical to the common 

defense and security or to the health 

and safety of the public. 

(5) The issuance of the amendments 

will be in accordance with 10 CFR part 

51 of the Commission’s regulations and 

all applicable requirements have been 

satisfied. The findings set forth above 

are supported by an NRC staff safety 

evaluation dated the same date as this 

order, which is available at ADAMS 

Accession No. ML23237B430 (nonproprietary). 

III. 

Accordingly, pursuant to Sections 

161b, 161i, and 184 of the Act, 42 U.S.C. 

2201(b), 2201(i), and 2234, and 10 CFR 

50.80, 10 CFR 72.50, and 10 CFR 50.90, 

it is hereby ordered that the license 

transfer application, as described 

herein, is approved, subject to the 

following conditions: 

1. At least 5 business days before the 

closing of the proposed transaction, the 

Applicants shall submit, under oath or 

affirmation, the following information to 

the NRC in accordance with 10 CFR part 

50: the names, addresses, and 

citizenship of the directors and 

principal officers of Special Purpose 

Entity 1 LLC, Special Purpose Entity 2 

LLC, Special Purpose Entity 3 LLC, and 

Special Purpose Entity 2 LLC Managing 

Member LLC. 

2. VistraOps shall provide satisfactory 

documentary evidence to the Director of 

the Office of Nuclear Reactor Regulation 

that, as of the date of the license 

transfer, the licensees reflected in the 

amended licenses have obtained the 

appropriate amount of insurance 

required of a licensee under 10 CFR part 

140 and 10 CFR 50.54(w). 

It is further ordered that after receipt 

of all required regulatory approvals of 

the proposed license transfer, the 

Applicants shall inform the Directors of 

the Office of Nuclear Reactor Regulation 

and the Office of Nuclear Material 

Safety and Safeguards in writing of such 

receipt no later than 5 business days 

prior to the date of the closing of the 

proposed transaction. Should the 

proposed transaction not be completed 

within 1 year of the date of this order, 

this order shall become null and void, 

provided, however, that upon written 

application and for good cause shown, 

such date may be extended by order. 

The conditions of this order may be 

amended upon application by the 

Applicants and approval by the NRC. 

It is further ordered that consistent 

with 10 CFR 2.1315(b), the license 

amendments that make changes, as 

indicated in Enclosure 2 to the letter 

forwarding this order, to reflect the 

subject license transfer, are approved. 

The amendments shall be issued and 

made effective at the time the proposed 

transfer actions are completed. 

This order is effective upon issuance. 

For further details with respect to this 

order, see the application dated April 

14, 2023, as supplemented by letters 

dated April 20, 2023, August 7, 2023, 

and September 12, 2023, and the 

associated NRC staff safety evaluation 

dated the same date as this order. 

Publicly available documents created or 

received at the NRC are accessible 

electronically through ADAMS in the 

NRC Library at https://www.nrc.gov/ 

reading-rm/adams.html. Persons who 

do not have access to ADAMS or who 

encounter problems accessing the 

documents located in ADAMS should 

contact the NRC Public Document Room 

reference staff by telephone at 1–800– 

397–4209 or 301–415–4737 or by email 

to pdr.resource@nrc.gov. 

Dated: September 28, 2023. 

For the Nuclear Regulatory Commission. 

/RA Michael King for/ 

Andrea D. Veil, 

Director, Office of Nuclear Reactor 

Regulation. 

/RA Robert Lewis for/ 

John W. Lubinski, 

Director, Office of Nuclear Material Safety 

and Safeguards. 

[FR Doc. 2023–22135 Filed 10–4–23; 8:45 am] 

BILLING CODE 7590–01–P 


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