[Federal Register Volume 80, Number 75 (Monday, April 20, 2015)]
[Notices]
[Pages 21767-21769]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2015-09029]


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NUCLEAR REGULATORY COMMISSION

[Docket Nos. 50-387 and 50-388; License Nos. NPF-14 and NPF-22; NRC-
2014-0211]


In the Matter of PPL Susquehanna, LLC; Susquehanna Steam Electric 
Station, Units 1 and 2

AGENCY: Nuclear Regulatory Commission.

ACTION: Indirect transfer of license; order; issuance.

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SUMMARY: The U.S. Nuclear Regulatory Commission (NRC) is issuing an 
order to PPL Susquehanna, LLC (PPL Susquehanna), approving the indirect 
transfer of PPL Susquehanna's interests in Renewed Facility Operating 
License Nos. NPF-14 and NPF-22, as well as the general license for the 
independent spent fuel storage installation, for Susquehanna Steam 
Electric Station, Units 1 and 2. As a result of the transaction, PPL 
Susquehanna will become indirectly controlled by two new entities, and 
will be renamed Susquehanna Nuclear, LLC. Conforming license amendments 
will replace references to PPL Corporation in the license with 
references to Talen Energy to reflect the transfer of ownership, and 
will replace references to PPL

[[Page 21768]]

Susquehanna, LLC with references to Susquehanna Nuclear, LLC to reflect 
the new name. No physical changes to the facilities or operational 
changes were proposed in the application, and Susquehanna Nuclear, LLC 
will be owner and operator of the facility. This Order is effective 
upon issuance.

DATES: The Order was issued on April 10, 2015, and is effective for one 
year.

ADDRESSES: Please refer to Docket ID NRC-2014-0211 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:
    <bullet> Federal Rulemaking Web site: Go to http://www.regulations.gov and search for Docket ID NRC-2014-0211. Address 
questions about NRC dockets to Carol Gallagher; telephone: 301-415-
3463; email: <a href="/cdn-cgi/l/email-protection#286b495a4744066f494444494f404d5a68465a4b064f475e"><span class="__cf_email__" data-cfemail="5d1e3c2f3231731a3c31313c3a35382f1d332f3e733a322b">[email protected]</span></a>. For technical questions, contact 
the individual listed in the FOR FURTHER INFORMATION CONTACT section of 
this document.
    <bullet> NRC's Agencywide Documents Access and Management System 
(ADAMS): You may obtain publicly available documents online in the 
ADAMS Public Documents collection at http://www.nrc.gov/reading-rm/adams.html. To begin the search, select ``ADAMS Public Documents'' and 
then 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, 301-415-4737, or by email to <a href="/cdn-cgi/l/email-protection#1d6d796f336f786e72686f7e785d736f7e337a726b"><span class="__cf_email__" data-cfemail="6e1e0a1c401c0b1d011b1c0d0b2e001c0d40090118">[email protected]</span></a>. The 
ADAMS accession number for each document referenced (if it available in 
ADAMS) is provided the first time that a document is referenced.
    <bullet> NRC's PDR: You may examine and purchase copies of public 
documents at the NRC's PDR, Room O1-F21, One White Flint North, 11555 
Rockville Pike, Rockville, Maryland 20852.

FOR FURTHER INFORMATION CONTACT: Jeffrey A. Whited, Office of Nuclear 
Reactor Regulation, U.S. Nuclear Regulatory Commission, Washington, DC 
20555-0001; telephone: 301-415-4090; email: <a href="/cdn-cgi/l/email-protection#a2e8c7c4c4d0c7db8cf5cacbd6c7c6e2ccd0c18cc5cdd4"><span class="__cf_email__" data-cfemail="bcf6d9dadaced9c592ebd4d5c8d9d8fcd2cedf92dbd3ca">[email protected]</span></a>.

SUPPLEMENTARY INFORMATION: 
    The text of the Order is attached.

    Dated at Rockville, Maryland this 13th day of April 2015.

    For the Nuclear Regulatory Commission.
Jeffrey A. Whited,
Project Manager, Plant Licensing Branch I-2, Division of Operating 
Reactor Licensing, Office of Nuclear Reactor Regulation.

Attachment--Order Approving Transfer of Licenses and Conforming 
Amendments

United States of America Nuclear Regulatory Commission

In the Matter of PPL Susquehanna, LLC; Susquehanna Steam Electric 
Station, Units 1 and 2, Docket Nos. 50-387 and 50-388, Renewed License 
Nos. NPF-14 and NPF-22, Order Approving Transfer of Licenses and 
Conforming Amendments

I.

    PPL Susquehanna, LLC (PPL Susquehanna, or the applicant) and 
Allegheny Electric Cooperative, Inc. (Allegheny) are holders of Renewed 
Facility Operating License Nos. NPF-14, NPF-22, and the general license 
of the Independent Spent Fuel Storage Installation (ISFSI), which 
authorizes the possession, use, and operation of the Susquehanna Steam 
Electric Station (SSES), Units 1 and 2, and the ISFSI. PPL Susquehanna 
(currently owner of 90 percent of SSES) is authorized to possess, use, 
and operate SSES, Units 1 and 2, as well as the general license for the 
SSES ISFSI. Allegheny (currently owner of 10 percent of SSES) is 
authorized to possess SSES, Units 1 and 2, as well as the general 
license for the SSES ISFSI. SSES is located in Luzerne County, 
Pennsylvania.

II.

    By application dated July 11, 2014, as supplemented by letters 
dated October 24, 2014, November 6, 2014, November 25, 2014, December 
10, 2014, January 5, 2015, January 13, 2015, March 9, 2015, March 13, 
2015, March 18, 2015, and March 31, 2015 (collectively, the 
application), PPL Susquehanna requested on behalf of itself, that the 
U.S. Nuclear Regulatory Commission (NRC) approve the indirect transfer 
of control of PPL Susquehanna's interests in Renewed Facility Operating 
License Nos. NPF-14 and NPF-22, as well as the general license for the 
ISFSI. PPL Susquehanna is licensed as the sole operator and has a 90 
percent undivided ownership interest in SSES. The proposed indirect 
transfer of licenses does not involve Allegheny, the other (10-percent) 
owner and a nonoperating licensee for SSES. The indirect transfer of 
control will result from a series of transactions, in which PPL 
Corporation, PPL Susquehanna's ultimate parent, will spin off PPL 
Energy Supply, LLC (Energy Supply), which holds domestic competitive 
generation and ancillary assets including PPL Susquehanna. The 
transaction will involve the creation of and changes to intermediate 
holding companies, with Energy Supply eventually becoming a direct 
wholly owned subsidiary of a new intermediate parent named Talen Energy 
Holdings, Inc. (Talen Holdings), which in turn will be a direct wholly 
owned subsidiary of a new, publicly owned ultimate parent, named Talen 
Energy Corporation (Talen Energy). As a result of the transaction, PPL 
Susquehanna will become indirectly controlled by two new entities 
(Talen Energy and Talen Holdings). Immediately following the 
transaction, PPL Susquehanna will be renamed Susquehanna Nuclear, LLC 
(Susquehanna Nuclear).
    The applicant also requested approval of conforming license 
amendments that would replace references to PPL Corporation in the 
license with references to Talen Energy to reflect the indirect 
transfer of ownership, and would replace references to PPL Susquehanna, 
LLC with references to Susquehanna Nuclear, LLC to reflect the new 
name. No physical changes to the facilities or operational changes were 
proposed in the application. After completion of the proposed transfer, 
Susquehanna Nuclear will be owner and operator of the facility.
    Approval of the indirect transfer of the renewed facility operating 
licenses, and conforming license amendments was requested by the 
applicant pursuant to Sections 50.80 and 50.90, of Title 10 of the Code 
of Federal Regulations (10 CFR). A notice entitled, ``Susquehanna Steam 
Electric Station, Units 1 and 2; Consideration of Approval of Transfer 
of Licenses and Conforming Amendments,'' was published in the Federal 
Register on October 6, 2014 (79 FR 60192). Three public comments were 
received regarding the proposed License Transfer. The NRC staff has 
addressed these comments in the safety evaluation dated April 10, 2015, 
supporting this Order. A petition for leave to intervene pursuant to 10 
CFR 2.309 was received on October 24, 2014, from Mr. Douglas B. Ritter 
of Berwick, Pennsylvania. The petition is under consideration by the 
Commission.
    Under 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. Upon 
review of the information in the licensee's application and other 
information before the Commission, and relying

[[Page 21769]]

upon the representations and agreements contained in the application, 
the NRC has determined that the proposed indirect license transfer of 
control of the subject licenses held by the licensee to the extent such 
will result from the corporate spin-off whereby Talen Energy will 
become the ultimate parent company of Susquehanna Nuclear to the extent 
affected by the proposed transaction, as described in the application, 
is otherwise consistent with applicable provisions of law, regulations, 
and orders issued by the NRC, pursuant thereto, subject to the 
conditions set forth below. The NRC staff has also found that 
Susquehanna Nuclear remains qualified to hold the license. The NRC 
staff has further found that the application for the proposed license 
amendment complies with the standards and requirements of the Atomic 
Energy Act of 1954, as amended (the Act), and the Commission's rules 
and regulations set forth in 10 CFR Chapter I; the facilities will 
operate in conformity with the applications, the provisions of the Act, 
and the rules and regulations of the Commission; there is reasonable 
assurance that the activities authorized by the proposed license 
amendment 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; the issuance of the proposed license 
amendment will not be inimical to the common defense and security or to 
the health and safety of the public; and the issuance of the proposed 
amendment 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 NRC safety evaluation 
dated April 10, 2015.

III.

    Accordingly, pursuant to Sections 161b, 161i, 161o and 184 of the 
Act, 42 U.S.C. Sections 2201(b), 2201(i), 2201(o) and 2234; and 10 CFR 
50.80, IT IS HEREBY ORDERED that the indirect transfer of the licenses, 
as described herein, to Talen Energy is approved, subject to the 
following conditions:
    1. Susquehanna Nuclear, LLC shall not take any action that would 
cause Talen Energy Corporation or any other direct or indirect parent 
of Susquehanna Nuclear, LLC or other entity, to void, cancel, or 
diminish the commitment to fund an extended plant shutdown, as 
represented in the application for approval of the indirect transfer of 
the license for Susquehanna SES, Unit [1 or 2, as applicable].
    2. The Support Agreement containing the commitment to fund an 
extended shutdown by Talen Energy Corporation, as represented in the 
application, shall be executed on or before the transfer date and shall 
be submitted to the NRC no later than five (5) days after the transfer 
is consummated.
    3. The decommissioning trust agreement for Susquehanna SES, Units 1 
and 2, is subject to the following:
    (a) The trust agreement must be in a form acceptable to the NRC
    (b) With respect to the decommissioning trust funds, investments in 
securities or other obligations of Talen Energy Corporation or its 
affiliates, successors, or assigns shall be prohibited. Except for 
investments tied to market indexes or other non-nuclear-sector mutual 
funds, investments in any entity owning one or more nuclear power 
plants are prohibited.
    (c) The decommissioning trust agreement for Susquehanna SES, Units 
1 and 2, must provide that no disbursements or payments from the trust 
shall be made by the trustee unless the trustee has first given the NRC 
30-day prior written notice of payment. The decommissioning trust 
agreement shall further contain a provision that no disbursements or 
payments from the trust shall be made if the trustee received prior 
written notice of objection from the Director, Office of Nuclear 
Reactor Regulation.
    (d) The decommissioning trust agreements must provide that the 
agreements cannot be amended in any material respect without 30-days 
prior written notification to the Director, Office of Nuclear Reactor 
Regulation.
    (e) The appropriate section of the decommissioning trust agreement 
shall state that the trustee, investment advisor, or anyone else 
directing the investments made in the trust shall adhere to a ``prudent 
investor'' standard, as specified in 18 CFR 35.32(a)(3) of the Federal 
Energy Regulatory Commission's regulations.
    It is further ordered that, consistent with 10 CFR 2.1315(b), the 
license amendments that makes changes, as indicated in Enclosures 2 and 
3 to the cover letter forwarding this Order, to conform the licenses to 
reflect the subject indirect license transfer are approved. The license 
amendments shall be issued and made effective at the time the proposed 
indirect transfers are completed.
    It is further ordered that after receipt of all required regulatory 
approvals of the proposed indirect transfer action Susquehanna Nuclear 
shall inform the Director of the Office of Nuclear Reactor Regulation 
in writing of such receipt, and the date of closing of the transfer no 
later than 2 business days prior to the date of the closing of the 
indirect transfer. Should the indirect transfer not be completed within 
one year of this Order's date of issue, this Order shall become null 
and void, provided, however, that upon written application and good 
cause shown, such date may be extended by order.
    This Order is effective upon issuance.
    For further details with respect to this Order, see the initial 
application dated July 11, 2014, (Agencywide Documents Access and 
Management System (ADAMS) Accession No. ML14195A110), as supplemented 
by additional letters dated October 24, 2014 (ADAMS Accession No. 
ML14311A672); November 6, 2014 (ADAMS Accession No. ML14311A292); 
November 25, 2014 (ADAMS Accession No. ML15002A215); December 10, 2014 
(ADAMS Accession No. ML14344A207); January 5, 2015 (ADAMS Accession No. 
ML15007A408); January 13, 2015 (ADAMS Accession No. ML15016A050); March 
9, 2015 (ADAMS Accession No. ML15076A113); March 13, 2015 (ADAMS 
Accession No. ML15093A180); March 18, 2015 (ADAMS Accession No. 
ML15091A320); and March 31, 2015 (ADAMS Accession No. ML15090A395), and 
the non-proprietary safety evaluation dated April 10, 2015, which are 
available for public inspection at the Commission's Public Document 
Room (PDR), located at One White Flint North, 11555 Rockville Pike, 
Room O-1 F21 (First Floor), Rockville, Maryland and accessible 
electronically though the 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, 301-415-4737, or by 
email at <a href="/cdn-cgi/l/email-protection#adddc9df83dfc8dec2d8dfcec8edc3dfce83cac2db"><span class="__cf_email__" data-cfemail="403024326e3225332f35322325002e32236e272f36">[email protected]</span></a>.

    Dated at Rockville, Maryland this 10th day of April 2015.

    For The Nuclear Regulatory Commission.

A. Louise Lund,
Acting Director, Division of Operating Reactor Licensing, Office of 
Nuclear Reactor Regulation.

[FR Doc. 2015-09029 Filed 4-17-15; 8:45 am]
 BILLING CODE 7590-01-P


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