[Federal Register Volume 87, Number 90 (Tuesday, May 10, 2022)]
[Notices]
[Pages 28038-28040]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-09971]


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NUCLEAR REGULATORY COMMISSION

[Docket Nos. 50-295, 50-304, 72-1037, 50-320, 50-409, 72-046, 50-305, 
72-64, 030-39013, 11005620, and 11005897; NRC-2021-0232 and NRC-2022-
0092]


In the Matter of EnergySolutions, LLC; Zion Nuclear Power 
Station, Units 1 and 2; Three Mile Island Nuclear Station, Unit 2; La 
Crosse Boiling Water Reactor; Kewaunee Power Station; EnergySolutions, 
LLC Radioactive Materials License; EnergySolutions, LLC Export Licenses

AGENCY: Nuclear Regulatory Commission.

ACTION: Indirect transfer of licenses; order.

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SUMMARY: The U.S. Nuclear Regulatory Commission (NRC) is issuing an 
order to EnergySolutions, LLC (EnergySolutions) approving the indirect 
transfer of control of Facility Operating License Nos. DPR-39 and DPR-
48 for Zion Nuclear Power Station, Units 1 and 2, respectively, and the 
general license for the Zion independent spent fuel storage 
installation (ISFSI); Possession Only License No. DPR-73 for Three Mile 
Island Nuclear Station, Unit 2; Possession Only License No. DPR-45 for 
La Crosse Boiling Water Reactor and the general license for the La 
Crosse ISFSI; Renewed Facility Operating License No. DPR-43 for 
Kewaunee Power Station and the general license for the Kewaunee ISFSI; 
Radioactive Materials License No. 39-35044-01; Export License XW010/04; 
and Export License XW018/01, to the extent that these licenses may be 
held by EnergySolutions or its wholly-owned subsidiaries at the time of 
the consummation of the indirect transfer. The indirect transfer of 
control of these licenses would result from the consummation of a stock 
purchase agreement dated November 16, 2021, involving the current 
principal shareholders of the corporate parent company of 
EnergySolutions and other investors.

DATES: The order was issued on May 3, 2022, and is effective for 1 
year.

ADDRESSES: Please refer to Docket ID NRC-2021-0232 and NRC-2022-0092 
when contacting the NRC about the availability of information regarding 
this document. You may obtain publicly available information related to 
this document by using any of the following methods:
    <bullet> Federal Rulemaking Website: Go to https://www.regulations.gov and search for Docket ID NRC-2021-0232 and NRC-
2022-0092. Address questions about Docket IDs in Regulations.gov to 
Stacy Schumann; telephone: 301-287-0624; email: <a href="/cdn-cgi/l/email-protection#95c6e1f4f6ecbbc6f6fde0f8f4fbfbd5fbe7f6bbf2fae3"><span class="__cf_email__" data-cfemail="3a694e5b5943146959524f575b54547a544859145d554c">[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 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, 301-415-4737, or 
by email to <a href="/cdn-cgi/l/email-protection#164652443844736579636475735678647538717960"><span class="__cf_email__" data-cfemail="411105136f1324322e34332224012f33226f262e37">[email protected]</span></a>. The indirect license transfer order 
and the NRC staff safety evaluation supporting the order are available 
in ADAMS under Package Accession No. ML22076A008.
    <bullet> NRC's PDR: You may examine and purchase copies of public 
documents, by appointment, at the NRC's PDR, Room P1 B35, One White 
Flint North, 11555 Rockville Pike, Rockville, Maryland 20852. To make 
an appointment to visit the PDR, please send an email to 
<a href="/cdn-cgi/l/email-protection#5a0a1e0874083f29352f28393f1a342839743d352c"><span class="__cf_email__" data-cfemail="7f2f3b2d512d1a0c100a0d1c1a3f110d1c51181009">[email protected]</span></a> or call 1-800-397-4209 or 301-415-4737, between 
8:00 a.m. and 4:00 p.m. (ET), Monday through Friday, except Federal 
holidays.

FOR FURTHER INFORMATION CONTACT: Jack D. Parrott, Office of Nuclear 
Material Safety and Safeguards, U.S. Nuclear Regulatory Commission, 
Washington, DC 20555-0001; telephone: 301-415-3178; email: 
<a href="/cdn-cgi/l/email-protection#5f153e3c34710f3e2d2d302b2b1f312d3c71383029"><span class="__cf_email__" data-cfemail="cd87acaea6e39dacbfbfa2b9b98da3bfaee3aaa2bb">[email protected]</span></a>.

SUPPLEMENTARY INFORMATION: The text of the order is attached.

    Dated: May 4, 2022.

    For the Nuclear Regulatory Commission.

Jack D. Parrott,
Senior Project Manager, Reactor Decommissioning Branch, Division of 
Decommissioning, Uranium Recovery, and Waste Programs, Office of 
Nuclear Material Safety and Safeguards.

Attachment--Order Approving Indirect Transfer of Licenses

United States of America Nuclear Regulatory Commission

    In the Matter of ENERGYSOLUTIONS, LLC Zion Nuclear Power 
Station, Units 1 and 2, and the Associated Independent Spent Fuel 
Storage Installation; Three Mile Island Nuclear Station, Unit 2; La 
Crosse Boiling Water Reactor, and the Associated Independent Spent 
Fuel Storage Installation; Kewaunee Power Station, and the 
Associated Independent Spent Fuel Storage Installation; Radioactive 
Materials License; and Export Licenses EA-22-024


[[Page 28039]]


Docket Nos. 50-295, 50-304, 72-1037, 50-320, 50-409, 72-046, 50-305, 
72-64, 030-39013, 11005620, and 11005897

License Nos. DPR-39, DPR-48, DPR-73, DPR-45, DPR-43, 39-35044-01, 
W010/04, and XW018/01

Order Approving Indirect Transfer of Licenses

I.

    This order pertains to the following licenses held, or 
potentially held during the effectiveness of this order, by 
EnergySolutions, LLC (EnergySolutions, the Applicant) or its wholly-
owned subsidiaries (collectively, the Licenses):
    <bullet> Facility Operating License Nos. DPR-39 and DPR-48 for 
Zion Nuclear Power Station (ZNPS), Units 1 and 2, respectively, and 
the general license for the ZNPS independent spent fuel storage 
installation (ISFSI) located in Zion, Illinois. The ZNPS licenses 
are currently held by the Applicant's licensed subsidiary, 
ZionSolutions, LLC, a wholly-owned special purpose subsidiary under 
the Applicant, for the purpose of decommissioning the site. However, 
there is a pending U.S. Nuclear Regulatory Commission (NRC, the 
Commission) order approving the transfer of the ZNPS licenses from 
ZionSolutions, LLC to Exelon Generation Company, LLC (Agencywide 
Documents Access and Management System (ADAMS) Accession No. 
ML21229A027).
    <bullet> Possession Only License No. DPR-73 for Three Mile 
Island Nuclear Station, Unit 2 (TMI-2) located near Middletown, 
Pennsylvania. The TMI-2 facility and site are owned and operated by 
the Applicant's licensed subsidiary, TMI-2 Solutions, LLC, a wholly-
owned special purpose subsidiary under the Applicant, for the 
purpose of decommissioning the site.
    <bullet> Possession Only License No. DPR-45 for La Crosse 
Boiling Water Reactor (LACBWR), located on the east bank of the 
Mississippi River in Vernon County, Wisconsin, and the general 
license for the LACBWR ISFSI. The LACBWR licenses are currently held 
by LaCrosseSolutions, LLC, a wholly-owned special purpose subsidiary 
under the Applicant, for the purpose of decommissioning the site. 
However, there is a pending NRC order approving the transfer of the 
LACBWR licenses from LaCrosseSolutions, LLC to Dairyland Power 
Cooperative (ADAMS Accession No. ML21228A107).
    <bullet> Renewed Facility Operating License No. DPR-43 for 
Kewaunee Power Station (KPS), located in the Town of Carlton along 
the coast of Lake Michigan in Kewaunee County, Wisconsin, and the 
general license for the KPS ISFSI. The KPS licenses are currently 
indirectly held by Dominion Nuclear Projects, Inc.; however, there 
is a pending NRC order approving the transfer of the KPS licenses 
from Dominion Nuclear Projects, Inc. to EnergySolutions (ADAMS 
Accession No. ML22014A387).
    <bullet> Radioactive Materials License No. 39-35044-01 for use 
at temporary job sites to support a variety of possible work scope 
activities at those sites.
    <bullet> Export License XW010/04 for return of radioactive waste 
to Canada.
    <bullet> Export License XW018/01 for return of radioactive waste 
to Germany.

II.

    By application dated December 7, 2021, as supplemented by 
letters dated March 30, 2022, and April 18, 2022 (ADAMS Accession 
Nos. ML21344A114, ML22091A275, and ML22110A030, respectively), the 
Applicant, on behalf of itself and its wholly-owned subsidiaries, 
requested that the NRC consent to the indirect transfer of control 
of the Licenses, to the extent that the Licenses may be held by the 
Applicant or its wholly owned subsidiaries at the time of the 
indirect transfer, 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 30.34(b), 50.80, 72.50, and 110.50(d).
    Specifically, the Applicant requested that the NRC consent to 
the indirect transfer of control of the Licenses to support a 
proposed stock purchase transaction involving the current principal 
shareholders of the corporate parent company of the Applicant and 
other investors. The Applicant is a wholly-owned subsidiary of 
EnergySolutions Finance Holdings, LLC, which is a privately held 
company whose shares are directly owned by EnergySolutions, Inc., 
which in turn is a privately held company whose shares are directly 
owned by Rockwell Holdco, Inc. (Rockwell).
    Rockwell is approximately 58 percent owned primarily by a number 
of affiliated passive investment funds controlled by Energy Capital 
Partners GP II, LP (collectively, the ECP II Partnerships). The ECP 
II Partnerships are each controlled by Energy Capital Partners GP 
II, LP as general partner. The general partner in turn is controlled 
by Energy Capital Partners II, LLC. Collectively, these entities are 
referred to as ``ECP.'' Rockwell is also approximately 40 percent 
owned by passive investment funds controlled by TriArtisan ES 
Partners, LLC. TriArtisan ES Partners, LLC is in turn controlled by 
TriArtisan ES MM LLC, which is in turn managed by TriArtisan Capital 
Advisors LLC. Collectively, these entities are referred to as the 
``TriArtisan Entities.''
    The indirect transfer arises from a Stock Purchase Agreement 
(SPA) dated November 16, 2021. Pursuant to the SPA, a passive 
investment fund established by the TriArtisan Entities, known as 
TriArtisan ES Partners II LP, will acquire most of the existing 
majority shareholder interest held by ECP, as well as most of the 
current TriArtisan Entities' shares. As a result, TriArtisan ES 
Partners II LP and the TriArtisan Entities (collectively, 
TriArtisan) would own a majority shareholder interest of 
approximately 88 percent and would have governance control over 
Rockwell.
    On January 21, 2022, the NRC published a notice of consideration 
of approval of the application in the Federal Register (87 FR 3372). 
The supplemental letter dated March 30, 2022, provided additional 
information that expanded the scope of the application as originally 
noticed and, therefore, the NRC published a notice of consideration 
of approval of the application, as supplemented, in the Federal 
Register on April 8, 2022 (87 FR 20889). The supplemental letter 
dated April 18, 2022, provided additional information that clarified 
the application and did not expand the scope of the application as 
noticed. The notices provided an opportunity to comment, request a 
hearing, and petition for leave to intervene on the application. One 
request for a hearing on the application was filed by Eric Epstein, 
on behalf of himself, on February 10, 2022 (ADAMS Accession No. 
ML22041A773). This hearing request is pending before the Commission. 
The NRC received no comment submissions on the license transfer 
application.
    In accordance with 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. In accordance with 10 CFR 
72.50, no license or any part included in a license 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. In 
accordance with 10 CFR 30.34, no license issued or granted pursuant 
to 10 CFR part 30 nor any right under a license shall be 
transferred, either voluntarily or involuntarily, directly or 
indirectly, through transfer of control of any license to any 
person, unless the Commission shall, after securing full 
information, find that the transfer is in accordance with the 
provision of the Act and shall give its consent in writing. In 
accordance with 10 CFR 110.50, a specific license may be transferred 
to another person only with the approval of the Commission.
    Upon review of the information in the application, as 
supplemented, and other information before the NRC, and relying upon 
the representations and agreements contained in the application, the 
NRC staff has determined that EnergySolutions is qualified to hold 
the Licenses, to the extent described in the application, 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. The NRC 
staff has also determined that: (1) There is reasonable assurance 
that the health and safety of the public will not be endangered by 
operation in the proposed manner, (2) there is reasonable assurance 
that such activities will be conducted in compliance with the 
Commission's regulations, and (3) the transfer will not be inimical 
to the common defense and security or to the health and safety of 
the public. The findings set forth above are supported by an NRC 
staff safety evaluation dated May 3, 2022.

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 30.34(b), 
50.80, 72.50, and 110.50(d), it is hereby ordered that the 
application regarding the proposed indirect license transfer is 
approved, subject to the following conditions:

[[Page 28040]]

    (1) The NRC staff's approval of the license transfer is subject 
to the Commission's authority to rescind, modify, or condition the 
approved transfer based on the outcome of any post-effectiveness 
hearing on the license transfer application.
    (2) If EnergySolutions does not indirectly hold Facility 
Operating License Nos. DPR-39 and DPR-48 for ZNPS, Units 1 and 2, 
respectively, and the general license for the ZNPS ISFSI, at the 
time of the closing of the proposed indirect license transfer, then 
the ZNPS licenses shall not be transferred as part of the indirect 
license transfer.
    (3) If EnergySolutions does not indirectly hold Possession Only 
License No. DPR-45 for LACBWR, and the general license for the 
LACBWR ISFSI, at the time of the closing of the proposed indirect 
license transfer, then the LACBWR licenses shall not be transferred 
as part of the indirect license transfer.
    (4) If EnergySolutions does not indirectly hold Renewed Facility 
Operating License No. DPR-43 for KPS, and the general license for 
the KPS ISFSI, at the time of the closing of the proposed indirect 
license transfer, then the KPS licenses shall not be transferred as 
part of the indirect license transfer.
    Should the proposed indirect license transfer not be completed 
within one 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 
Applicant and approval by the NRC.
    This order is effective upon issuance.
    For further details with respect to this order, see the 
application dated December 7, 2021, as supplemented by letters dated 
March 30, 2022, and April 18, 2022, and the associated NRC staff 
safety evaluation dated May 3, 2022. 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 <a href="/cdn-cgi/l/email-protection" class="__cf_email__" data-cfemail="176773653965726478626574725779657439707861">[email protected]</a>.

    Dated: May 3, 2022.

    For the Nuclear Regulatory Commission.

/RA/

John W. Lubinski,
Director, Office of Nuclear Material Safety and Safeguards.

[FR Doc. 2022-09971 Filed 5-9-22; 8:45 am]
BILLING CODE 7590-01-P


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