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; Consideration of Approval of Indirect Transfer of Licenses

AGENCY:

Nuclear Regulatory Commission.

ACTION:

Application for indirect transfer of licenses; opportunity to comment, request a hearing, and petition for leave to intervene.

SUMMARY:

The U.S. Nuclear Regulatory Commission (NRC, the Commission) received and is considering approval of a license transfer application filed by Energy Solutions, LLC (Energy Solutions ) on December 7, 2021, as supplemented by letter dated March 30, 2022. The application seeks NRC approval of the indirect transfer of Facility Operating License Nos. DPR-39 and DPR-48 for Zion Nuclear Power Station (Zion), 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 (TMI-2); Possession Only License No. DPR-45 for La Crosse Boiling Water Reactor (La Crosse) and the general license for the La Crosse ISFSI; Renewed Facility Operating License No. DPR-43 for Kewaunee Power Station (KPS) and the general license for the KPS ISFSI; Radioactive Materials License No. 39-35044-01; and Export Licenses XW010/04 and XW018/01, to the extent that these licenses may be held by Energy Solutions or its wholly owned subsidiaries at the time of the indirect transfer, from the current principal shareholders of the Energy Solutions parent company Rockwell Holdco, Inc. (Rockwell) and other investors to a majority ownership by TriArtisan ES Partners II LP, established by TriArtisan ES Partners, LLC, TriArtisan ES MM LLC, and TriArtisan Capital Advisors LLC (collectively, TriArtisan). The application contains sensitive unclassified non-safeguards information (SUNSI).

DATES:

Comments must be filed by May 9, 2022. A request for a hearing must be filed by April 28, 2022. Any potential party as defined in § 2.4 of title 10 of the Code of Federal Regulations (10 CFR), who believes access to SUNSI is necessary to respond to this notice must follow the instructions in Section VI of the SUPPLEMENTARY INFORMATION section of this notice.

ADDRESSES:

You may submit comments by any of the following methods; however, the NRC encourages electronic comment submission through the Federal Rulemaking Website :

• Federal Rulemaking Website: Go to https://www.regulations.gov and search for Docket ID NRC-2022-0092. 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.

• Mail comments to: Office of Administration, Mail Stop: TWFN-7-A60M, U.S. Nuclear Regulatory Commission, Washington, DC 20555-0001, ATTN: Program Management, Announcements and Editing Staff.

For additional direction on obtaining information and submitting comments, see “Obtaining Information and Submitting Comments” in the SUPPLEMENTARY INFORMATION section of this document.

FOR FURTHER INFORMATION CONTACT:

Jack D. Parrott, Office of Nuclear Material Safety and Safeguards, U.S. Nuclear Regulatory Commission, Washington, DC 20555-0001; telephone: 301-415-6634, email: Jack.Parrott@nrc.gov.

SUPPLEMENTARY INFORMATION:

I. Obtaining Information and Submitting Comments

A. Obtaining Information

Please refer to Docket ID NRC-2022-0092 when contacting the NRC about the availability of information for this action. You may obtain publicly available information related to this action by any of the following methods:

• Federal Rulemaking Website: Go to https://www.regulations.gov and search for Docket ID NRC-2022-0092.

• 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 PDR.Resource@nrc.gov. The application, as supplemented, is available in ADAMS under Package Accession No. ML21344A114 and Accession No. ML22091A275, respectively.

• 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 PDR.Resource@nrc.gov 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.

B. Submitting Comments

The NRC encourages electronic comment submission through the Federal rulemaking website ( https://www.regulations.gov ). Please include Docket ID NRC-2022-0092 in your comment submission.

The NRC cautions you not to include identifying or contact information that you do not want to be publicly disclosed in your comment submission. The NRC will post all comment submissions at https://www.regulations.gov as well as enter the comment submissions into ADAMS. The NRC does not routinely edit comment submissions to remove identifying or contact information.

If you are requesting or aggregating comments from other persons for submission to the NRC, then you should inform those persons not to include identifying or contact information that they do not want to be publicly disclosed in their comment submission. Your request should state that the NRC does not routinely edit comment submissions to remove such information before making the comment submissions available to the public or entering the comment into ADAMS.

II. Introduction

The NRC is considering the issuance of an order under 10 CFR 30.34(b), 50.80, 72.50, and 110.50(d) approving the indirect transfer of control of Facility Operating License Nos. DPR-39 and DPR-48 for Zion, Units 1 and 2, respectively, and the general license for the Zion ISFSI; Possession Only License No. DPR-73 for TMI-2; Possession Only License No. DPR-45 for La Crosse and the general license for the La Crosse ISFSI; Renewed Facility Operating License No. DPR-43 for KPS and the general license for the KPS ISFSI; Radioactive Materials License No. 39-35044-01; and Export Licenses XW010/04 and XW018/01, to the extent that these licenses may be held by Energy Solutions or its wholly owned subsidiaries at the time of the indirect transfer, from the current principal shareholders of the Energy Solutions parent company Rockwell and other investors to a majority ownership by TriArtisan. Rockwell is currently approximately 58 percent owned and controlled by passive investment funds affiliated with Energy Capital Partners GP II, LP and approximately 40 percent owned by passive investment funds affiliated with TriArtisan. As described in the application, as supplemented, through the proposed transaction, passive investment funds affiliated with TriArtisan would acquire majority ownership of Rockwell and governance control.

According to the application, as supplemented, Energy Solutions and its wholly owned subsidiaries that hold or may potentially hold the referenced NRC licenses will maintain responsibility for all licensed activities at the facilities, including the responsibility to complete decommissioning and carry out spent nuclear fuel management in accordance with NRC regulations, and the proposed transaction would not affect their organizations or operations, nor would it have any material impact on their existing technical and financial qualifications.

The NRC's regulations at 10 CFR 30.34(b), 50.80, and 72.50 provide that no license, or any right under the license, shall be transferred, either voluntarily or involuntarily, directly or indirectly, through transfer of control of the license, unless the Commission gives its consent in writing. The NRC's regulations at 10 CFR 110.50(d) state that a specific export license may be transferred only with the approval of the Commission. The Commission will approve an application for the indirect transfer of a license, if the Commission determines that the proposed transfer will not affect the qualifications of the licensee to hold the license, and that the transfer is otherwise consistent with applicable provisions of law, regulations, and orders issued by the Commission.

There is a pending NRC order approving the transfer of the Zion licenses from the Energy Solutions subsidiary, Zion Solutions, LLC, to Exelon Generation Company, LLC. There is also a pending NRC order approving the transfer of the KPS licenses from the indirect holder of those licenses, Dominion Nuclear Projects, Inc., to Energy Solutions. Therefore, by letter dated March 30, 2022, Energy Solutions clarified that any order approving the proposed indirect license transfer should include approval of the transfer of control of the KPS licenses even though they may not be held by Energy Solutions' subsidiary Kewaunee Solutions, Inc. at the time of the indirect transfer. Similarly, Energy Solutions clarified that any order approving the proposed indirect license transfer should include approval of the transfer of control of the Zion licenses even though they may not be held by Energy Solutions' subsidiary Zion Solutions, LLC at the time of the indirect transfer. To account for the fact that these licenses may not be indirectly held by Energy Solutions at the time of the proposed indirect license transfer, Energy Solutions proposed that any order approving the indirect license transfer be subject to conditions to address these circumstances.

On January 21, 2022, the NRC published a notice of consideration of approval of the application in the Federal Register (87 FR 3372). One request for a hearing on the application was filed and is pending before the Commission; no comments were filed. The supplemental letter dated March 30, 2022, provided additional information that expanded the scope of the application as originally noticed and, therefore, the NRC is publishing a notice of consideration of approval of the application, as supplemented.

III. Opportunity To Comment

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 should be submitted as described in the ADDRESSES section of this document.

IV. Opportunity To Request a Hearing and Petition for Leave To Intervene

Within 20 days after the date of publication of this notice, any person (petitioner) whose interest may be affected by this action may file a request for a hearing and petition for leave to intervene (petition) with respect to the action. Petitions shall be filed in accordance with the Commission's “Agency Rules of Practice and Procedure” in 10 CFR part 2. Interested persons should consult 10 CFR 2.309. If a petition is filed, the presiding officer will rule on the petition and, if appropriate, a notice of a hearing will be issued.

Petitions must be filed no later than 20 days from the date of publication of this notice in accordance with the filing instructions in the “Electronic Submissions (E-Filing)” section of this document. Petitions and motions for leave to file new or amended contentions that are filed after the deadline will not be entertained absent a determination by the presiding officer that the filing demonstrates good cause by satisfying the three factors in 10 CFR 2.309(c)(1)(i) through (iii).

A State, local governmental body, Federally recognized Indian Tribe, or designated agency thereof, may submit a petition to the Commission to participate as a party under 10 CFR 2.309(h) no later than 20 days from the date of publication of this notice. Alternatively, a State, local governmental body, Federally recognized Indian Tribe, or agency thereof may participate as a non-party under 10 CFR 2.315(c).

For information about filing a petition and about participation by a person not a party under 10 CFR 2.315, see ADAMS Accession No. ML20340A053 ( https://adamswebsearch2.nrc.gov/webSearch2/main.jsp?AccessionNumber=ML20340A053 ) and on the NRC website at https://www.nrc.gov/about-nrc/regulatory/adjudicatory/hearing.html#participate .

V. Electronic Submissions (E-Filing)

All documents filed in NRC adjudicatory proceedings including documents filed by an interested State, local governmental body, Federally recognized Indian Tribe, or designated agency thereof that requests to participate under 10 CFR 2.315(c), must be filed in accordance with 10 CFR 2.302. The E-Filing process requires participants to submit and serve all adjudicatory documents over the internet, or in some cases, to mail copies on electronic storage media, unless an exemption permitting an alternative filing method, as discussed below, is granted. Detailed guidance on electronic submissions is located in the Guidance for Electronic Submissions to the NRC (ADAMS Accession No. ML13031A056) and on the NRC website at https://www.nrc.gov/site-help/e-submittals.html.

To comply with the procedural requirements of E-Filing, at least 10 days prior to the filing deadline, the participant should contact the Office of the Secretary by email at Hearing.Docket@nrc.gov, or by telephone at 301-415-1677, to (1) request a digital identification (ID) certificate, which allows the participant (or its counsel or representative) to digitally sign submissions and access the E-Filing system for any proceeding in which it is participating; and (2) advise the Secretary that the participant will be submitting a petition or other adjudicatory document (even in instances in which the participant, or its counsel or representative, already holds an NRC-issued digital ID certificate). Based upon this information, the Secretary will establish an electronic docket for the proceeding if the Secretary has not already established an electronic docket.

Information about applying for a digital ID certificate is available on the NRC's public website at https://www.nrc.gov/site-help/e-submittals/getting-started.html. After a digital ID certificate is obtained and a docket created, the participant must submit adjudicatory documents in Portable Document Format. Guidance on submissions is available on the NRC's public website at https://www.nrc.gov/site-help/electronic-sub-ref-mat.html. A filing is considered complete at the time the document is submitted through the NRC's E-Filing system. To be timely, an electronic filing must be submitted to the E-Filing system no later than 11:59 p.m. Eastern Time on the due date. Upon receipt of a transmission, the E-Filing system timestamps the document and sends the submitter an email confirming receipt of the document. The E-Filing system also distributes an email that provides access to the document to the NRC's 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 document on those participants separately. Therefore, applicants and other participants (or their counsel or representative) must apply for and receive a digital ID certificate before adjudicatory documents are filed to obtain access to the documents via the E-Filing system.

A person filing electronically using the NRC's adjudicatory E-Filing system may seek assistance by contacting the NRC's Electronic Filing Help Desk through the “Contact Us” link located on the NRC's public website at https://www.nrc.gov/site-help/e-submittals.html , by email to MSHD.Resource@nrc.gov, or by a toll-free call at 1-866-672-7640. The NRC Electronic Filing Help Desk is available between 9 a.m. and 6 p.m., Eastern Time, Monday through Friday, excluding government holidays.

Participants who believe that they have 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 stating why there is good cause for not filing electronically and requesting authorization to continue to submit documents in paper format. Such filings must be submitted in accordance with 10 CFR 2.302(b)-(d). Participants filing adjudicatory documents in this manner are responsible for serving their documents on all other participants. Participants granted an exemption under 10 CFR 2.302(g)(2) must still meet the electronic formatting requirement in 10 CFR 2.302(g)(1), unless the participant also seeks and is granted an exemption from 10 CFR 2.302(g)(1).

Documents submitted in adjudicatory proceedings will appear in the NRC's electronic hearing docket, which is publicly available at https://adams.nrc.gov/ehd, unless excluded pursuant to an order of the presiding officer. If you do not have an NRC-issued digital ID certificate as described above, click “cancel” when the link requests certificates and you will be automatically directed to the NRC's electronic hearing dockets where you will be able to access any publicly available documents in a particular hearing docket. Participants are requested not to include personal privacy information such as social security numbers, home addresses, or personal phone numbers in their filings unless an NRC regulation or other law requires submission of such information. 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 should not include copyrighted materials in their submission.

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.

For further details with respect to this application, see the application dated December 7, 2021 (ADAMS Package Accession No. ML21344A114), as supplemented by letter dated March 30, 2022 (ADAMS Accession No. ML22091A275).

VI. Access to Sensitive Unclassified Non-Safeguards Information for Contention Preparation

Any person who desires access to proprietary, confidential commercial information that has been redacted from the application should contact the applicant by telephoning Gerard P. van Noordennen, Senior Vice President Regulatory Affairs, Energy Solutions, LLC, 121 West Trade Street, Charlotte, North Carolina 28202, at 860-462-9707 for the purpose of negotiating a confidentiality agreement or a proposed protective order with the applicant. If no agreement can be reached, persons who desire access to this information may file a motion with the Secretary and addressed to the Commission that requests the issuance of a protective order.