Control Number : 14406 Item Number : 656 Addendum StartPage : 0
14^^'^ J th 701 8 Street, N.W., Suite 700 Washington, D.C. 20001 Telephone: 202-220-6900 Fax: 202-220-6945 www.lockelord.com Bruce A. Grabow Direct Telephone: 202-220-6991 September 17, 2015 Kimberly D. Bose Secretary Federal Energy Regulatory Commission 888 First Street, N.E. Washington, D.C. 20426..r; ^., Re: Grandview Wind Farm, LLC Docket No. EG14-45-000 Notice of Non-Material Change in Facts Dear Secretary Bose: ^. c.^ cr! Pursuant to Section 366.7(c) of the regulations of the Federal Energy Regulatory Commission ("FERC" or "Commission"), 18 C.F.R. 366.7(c) (2015), Grandview Wind Farm, LLC ("Grandview") hereby notifies the Commission of a non-material change in facts concerning Grandview's status as an Exempt Wholesale Generator ("EWG"). The change in facts arises out of becoming a party to co-tenancy agreement with affiliates that will own and operate facilities for the purpose of selling electric energy and capacity produced from the facilities exclusively at wholesale and thus will be EWGs. As explained below, the co-tenancy agreement does not affect Grandview's status as an EWG. 1. COMMUNICATIONS All communications concerning this proceeding should be addressed to the following individuals: Bruce A. Grabow Locke Lord LLP 701 8" Street, NW Suite 700 Washington, DC 20001 (202) 220-6991 bgrabow@lockelord.com Jim Klempir E.ON Climate & Renewables North America, LLC 353 N. Clark Street, 30th Floor Chicago, IL 60654 (312) 245-3010 james.klempir@eon.com ^6J
II. CHANGE IN FACTS Grandview has entered into a co-tenancy agreement with Colbeck's Corner, LLC, a Delaware limited liability company ("Colbeck's Corner"), EC&R Development, LLC, a Delaware limited liability company ("Phase III Generator") (collectively herein "GV Companies") and EC&R O&M, LLC, a Delaware limited liability company (the "Co-Tenancy Manager"). The GV Companies will be located adjacent to each other. The GV Companies and the Co-Tenancy Manager are subsidiaries of E.ON Climate & Renewables North America, LLC. Colbeck's Corner is constructing and will own and operate an approximate 200.48 MW wind powered electric generation facility and certain related generation interconnection facilities located in Carson and Gray Counties, Texas. That facility is expected to commence commercial operations by the end of July 2016. ' Colbeck's Corner will be connected to the transmission grid of Sharyland Utilities, L.P. ("Sharyland"). A notice of self-certification as an EWG is being submitted to the Commission today. Phase III Generator is projected to be a 187.5 MW wind farm located in Carson and Gray Counties, Texas. Phase III Generator is anticipated to achieve commercial operation in 2016. Phase III Generator will obtain EWG status. The co-tenancy agreement provides for the joint ownership and use right of certain interconnection and transmission facilities ("co-tenant facilities") that connect to Sharyland's grid to facilitate wholesale sales of power. The co-tenant facilities will include (1) a gen-tie line (the 345 kv co-tenant transmission line from the common co-tenant substation to Sharyland's dead-end structure within its Alibates Substation, (2) co-tenant substation, (3) co-tenant transmission lines and (4) necessary poles, switching station and all other interconnection and transmission facilities and improvements contemplated for shared ownership and use to connect to Sharyland's grid. The co-tenancy agreement and/or the underlying shared premises easements (as defined in the co-tenancy agreement) provide for joint ownership and use of access and patrol roads to facilitate development and maintenance of the respective wind farm projects. The co-tenancy agreement and/or the underlying shared premises easements also provide that costs to operate and maintain the co-tenancy facilities, the shared easements and the roads will be shared pro rata based on their respective undivided ownership interests as described in the co-tenancy agreement. Further, if one party incurs costs to support the needs of another party in connection with the jointly-owned facilities, the co-tenancy agreement provides for the benefiting party to reimburse the initial party for its costs incurred. This non-material change in facts does not affect the status of Grandview as an EWG. Other than as discussed above, all the information in Grandview's notice of self-certification remains the same. Grandview continues to be engaged exclusively in the business of owning and/or operating the same "eligible facility" (which includes the co-tenant facilities) and selling electric energy at wholesale. The Commission has found that an EWG's undivided ownership interest in interconnection facilities and related infrastructure used among EWC'is to effectuate 2
wholesale sales of power is permissible.' Grandview submits this notice to ensure that the Commission's records accurately reflect this updated information. III. CONCLUSION WHEREFORE, Grandview submits this notice of non-material change in facts and for the reasons explained above notifies the Commission that this change in facts does not affect the EWG status of Grandview. Respectfully submitted, /s/bruce A. Grabow Bruce A. Grabow Locke Lord LLP 701 8th Street, NW Suite 700 Washington, DC 20001 Counsel for Grandview Wind Farm, LLC See, e.g., Notices of Self-Certification of EWG Status filed by Grand Ridge Energy LLC, Grand Ridge Energy 11 LLC, Grand Ridge Energy III LLC, Grand Ridge Energy IV LLC and Grand Ridge Energy V LLC, Docket Nos. EG09-60-000, EG09-61-000, EG09-62-000, EG09-63-000 and EG09-64-000, Jun. 25, 2009. These EWG self-certifications were granted by the Commission. See Grand Ridge Energy, LLC, et a!., Docket Nos. EG09-60-000, el al., Notice Of Effectiveness Of Exempt Wholesale Generator Status, issued Sept. 10, 2009. Each self-certification explained that the EWG would own undivided ownership interests in interconnection facilities and related infrastructure with the other EWGs.
CERTIFICATE OF SERVICE I hereby certify that I have this day served the foregoing document upon each person designated on the official service list compiled by the Secretary in this proceeding, as well as on the Public Utility Commission of Texas by first-class mail, postage prepaid. Dated at Washington, D.C. this 17th day of September, 2015. /s/bruce A. Grabow Bruce A. Grabow Locke Lord LLP 701 8th Street, NW Suite 700 Washington, DC 20001 4
UNITED STATES OF AMERICA BEFORE THE FEDERAL ENERGY REGULATORY COMMISSION Colbeck's Corner, LLC ) Docket No. EG15- -000 NOTICE OF SELF-CERTIFICATION OF EXEMPT WHOLESALE GENERATOR STATUS Pursuant to the Public Utility Holding Company Act of 2005 ("PUHCA 2005")' and Section 366.7(a) of the regulations of the Federal Energy Regulatory Commission ("Commission"),2 Colbeck's Corner, LLC ("Colbeck's Corner") hereby submits this notice of self-certification that it is an exempt wholesale generator ("EWG") as defined in Section 366.1 of the Commission's regulations.3 1. CORRESPONDENCE AND COMMUNICATIONS All correspondence and communications regarding this notice should be sent to the following persons who are authorized to receive service: Bruce A. Grabow Locke Lord LLP 701 8r" Street, NW Suite 700 Washington, DC 20001 (202) 220-6991 bgrabow@lockelord.com Jim Klempir E.ON Climate & Renewables North America, LLC 353 N. Clark Street, 30th Floor Chicago, IL 60654 (312) 245-3010 james.klempir@eon.com II. DESCRIPTION OF COLBECK'S CORNER, FACILITY AND ACTIVITIES A. Colbeck's Corner Colbeck's Corner is a limited liability company formed under the laws of the State of Delaware (f/k/a and now d/b/a Grandview Wind Farm II, LLC, a Delaware limited liability company). Colbeck's Corner is an indirect, wholly-owned subsidiary of E.ON Climate & ' Pub. L. No. 109-58, 119 Stat. 594 (2005). 2 18 C.F.R. 366.7(a)(2015). 3!d. 366.1. 1
Renewables North America, LLC ("ECRNA"), a Delaware limited liability company, which is an exempt holding company in the business of developing or acquiring, through subsidiaries, electric generation facilities in the United States. ECRNA is wholly-owned by E.ON US Corporation ("E.ON US"), a Delaware corporation. In turn, E.ON US is an indirect, wholly-owned subsidiary of E.ON SE, a German company. Colbeck's Corner is constructing and will own and operate an approximate 200.48 MW wind powered electric generation facility and certain related generation interconnection facilities located in Carson and Gray Counties, Texas (the "Facility"). The Facility is expected to commence commercial operations by the end of July 2016. The Facility will be comprised of wind turbine generators and associated facilities and equipment necessary for the generation of power at wholesale. The Facility will include electric interconnection facilities necessary to effectuate Colbeck's Corner's wholesale power sales. Colbeck's Corner will own the electric interconnection facilities that consist of generator leads, step-up transformers, substations and/or other related appurtenant equipment to the point of interconnection. The Facility will be interconnected with the transmission system owned by Sharyland Utilities, L.P. ("Sharyland") located within the Electric Reliability Council of Texas. Colbeck's Corner will sell electric energy and capacity produced from the Facility exclusively at wholesale. B. Co-Tenancy Agreement Colbeck's Corner has entered into a co-tenancy agreement with Grandview Wind Farm, LLC, a Delaware limited liability company ("GV"), EC&R Development, LLC, a Delaware limited liability company ("Phase III Generator") (collectively herein "GV Companies") and EC&R O&M, LLC, a Delaware limited liability company (the "Co-Tenancy Manager"). The 2
GV Companies will be located adjacent to each other. The GV Companies and the Co-Tenancy Manager are subsidiaries of ECRNA. GV is an approximate 211.22 MW wind farm located in Carson County, Texas. GV is connected to Sharyland's grid. GV is an EWG.4 Phase III Generator is projected to be a 187.5 MW wind farm located in Carson and Gray Counties, Texas. Phase III Generator is anticipated to achieve commercial operation in 2016. Phase III Generator will obtain EWG status. The co-tenancy agreement provides for the joint ownership and use right of certain interconnection and transmission facilities ("co-tenant facilities") that connect to Sharyland's grid to facilitate wholesale sales of power. The co-tenant facilities will include (1) a gen-tie line (the 345 kv co-tenant transmission line from the common co-tenant substation to Sharyland's dead-end structure within its Alibates Substation, (2) co-tenant substation, (3) co-tenant transmission lines and (4) necessary poles, switching station and all other interconnection and transmission facilities and improvements contemplated for shared ownership and use to connect to Sharyland's grid. The co-tenancy agreement and/or the underlying shared premises easements (as defined in the co-tenancy agreement) provide for joint ownership and use of access and patrol roads to facilitate development and maintenance of the respective wind farm projects. The co-tenancy agreement and/or the underlying shared premises easements also provide that costs to operate and maintain the co-tenancy facilities, the shared easements and the roads will be shared pro rata based on their respective undivided ownership interests as described in the co-tenancy agreement. Further, if one party incurs costs to support the needs of another party in connection See Grandview Wind Farm, LLC, et al., Notice Of Effectiveness Of Exempt Wholesale Generator Or Foreign Utility Company Status, Docket No. EG14-45-000, el al.. issued Aug. 4. 2014; G andview Wind Farm, LLC, Notice of Non- Material Change in Facts, No. EG14-45-000, Jan. 14, 2015. 3
with the jointly-owned facilities, the co-tenancy agreement provides for the benefiting party to reimburse the initial party for its costs incurred. The Commission has found that an EWG's undivided ownership interest in interconnection facilities and related infrastructure used among EWGs to effectuate wholesale sales of power is permissible.5 C. Other Incidental Activity In connection with owning and operating the Facility, Colbeck's Corner may also engage in the following incidental activities that the Commission has found to be permissible EWG activities: sell ancillary services available from the Facility which are incidental to, and by-products of, the Facility's operations as a wholesale power generator;6 reassign excess transmission rights consistent with the Commission's requirement that such reassignment be limited to transmission rights that Colbeck's Corner obtains for the purpose of making wholesale sales of electric energy;7 purchase and sell congestion revenue rights that Colbeck's Corner needs for the Facility's wholesale power sales;8 resell excess fuel supplies or assign its excess fuel transportation capacity provided that such sales be made only if such fuel supplies or transportation were originally contracted by Colbeck's Corner to operate the Facility;`' 5 See, e.g., Notices of Self-Certification of EWG Status filed by Grand Ridge Energy LLC, Grand Ridge Energy II LLC, Grand Ridge Energy III LLC, Grand Ridge Energy IV LLC and Grand Ridge Energy V LLC, Docket Nos. EG09-60-000, EG09-61-000, EG09-62-000, EG09-63-000 and EG09-64-000, Jun. 25, 2009. These EWG selfcertifications were granted by the Commission. See Grand Ridge Energy, LLC, et al., Docket Nos. EG09-60-000, al., et Notice Of Effectiveness Of Exempt Wholesale Generator Status, issued Sept. 10, 2009, Each self-certification explained that the EWG would own undivided ownership interests in interconnection facilities and related infrastructure with the other EWGs. 6 The Commission has recognized that the sale of the following ancillary services are consistent with EWG status: reactive power and voltage support, regulation and frequency response services, load following, energy balancing services, spinning and supplemental reserves, and blackstart capability, and other ancillary services consistent with the Commission's rules or as otherwise permitted by the Commission. See, e.g., Duke Energy Oakland, LLC, 83 FERC 61,304 (1998); 7 Sithe Framingham, LLC, 83 FERC 61,106 (1998). See CNG Power Services Corp., 71 FERC 61,026 at 61,103-04 (1995). 8 See Duquesne Power, LP, 106 FERC 61,104 (2004). 9 See Selkirk Cogen Partners, L.P., 69 FERC 61,037 at 61,168-69 (1994). 4
trade emission allowances consistent with the Commission's limitation that an EWG may only engage in such trading so long as the emission allowances were originally obtained in the normal course of operating the Facility;10 sell "green" power certificates or renewable energy credits consistent with the Commission's limitation that an EWG may sell such certificates or credits where they are associated with power produced by the Facility;" lease or rent property to third parties, but to the extent a lease arrangement is not reasonably related to Colbeck's Corner's generation business and a rental fee is received above a nominal amount, Colbeck's Corner will, consistent with EWG precedent, donate or transfer such rental revenues to a nonaffiliated entity;12 engage in project development activities associated with the Facility. Such project development activities may include, but are not necessarily limited to, the following activities: due diligence; site investigations; feasibility studies; preliminary design and engineering; licensing and permitting; negotiation of asset and land acquisitions; negotiation of contractual commitments with lenders, equity investors, governmental authorities and other project participants and such other activities as may be necessary to financially close on eligible facilities; negotiation of power sales contracts; equipment purchases; fuel supply; engineering, construction, interconnection, and related matters; preparation and submission of bid proposals; and development of financing programs related to owning or operating the Facility and/or additional electric generation facilities that satisfy the criteria for EWG status; 13 and engage in other activities incidental to the sale of electric energy at wholesale that are consistent with the Commission's EWG precedent. III. COLBECK'S CORNER'S REPRESENTATIONS REGARDING EWG STATUS Consistent with Section 366.1 of the Commission's regulations, Colbeck's Corner makes the following representations to demonstrate that it satisfies the requirements for EWG status: 10 See UGI Development Co., 89 FERC 61,192 (1999). " See Madison Windpower, LLC, 93 FERC 61,270 (2000). 12 See, e.g., Duke Energy Hot Spring, LLC, 98 FERC 61,287 (2002); PSEG Fossil, LLC, et al., 95 FERC 61,405 (2001). 13 See Coastal Nejapa Ltd., 71 FERC 61,081 (1995). Cotbeck's Corner will, to the extent required by the Commission, file a new notification of EWG status if it acquires ownership and/or operating interests in any additional Eligible Facilities or EWGs not described herein. 5
A. Colbeck's Corner will be engaged directly and exclusively in the business of owning or operating, or both owning and operating, all or part of one or more Eligible Facilities14 and selling electric energy at wholesale. The Facility, as described in Section II above including the co-tenancy facilities, is an Eligible Facility because it will be used for the generation of electric energy exclusively for sale at wholesale. The other activities described in Section II above in which Colbeck's Corner may engage are, consistent with Commission precedent, incidental to the wholesale generation business and will not violate the EWG exclusivity requirement. B. Colbeck's Corner will not make any sales of power at retail. C. The Facility will be interconnected with the transmission facilities of Sharyland. Other than those interconnection facilities (including the co-tenancy facilities) that are necessary to effectuate the Facility's wholesale power sales, the Facility does not include any transmission or distribution facilities. D. There will be no lease of the Facility to any Public-Utility Company.15 E. No rate or charge for, or in connection with, the construction of the Facility or for electric energy produced by the Facility was in effect under the laws of any state as of October 24, 1992. Accordingly, no state commission determinations pursuant to Section 32(c) of PUHCA 1935 are required. F. No portion of the Facility will be owned or operated by an Electric Utility Company that is an Affiliate or Associate Company16 of Colbeck's Corner." 14 Section 366.1 of the Commission's regulations adopts by reference Section 32(a)(2) of the Public Utility Holding Company Act of 1935 (as amended, "PUHCA 1935"), 15 U.S.C. 79a-5a(a)(2), which defines the term eligible facilities ("Eligible Facilities"). Thus, the term Eligible Facilities as used herein has the meaning ascribed to it in Section 32(a)(2) of PUHCA 1935. 15 The term "Public-Utility Company" has the meaning ascribed to it in Section 366.1 of the Commission's regulations. 16 The terms "Electric Utility Company," "Affiliate" and "Associate Company" have the meanings ascribed to them in Section 366.1 of the Commission's regulations. 6
In accordance with Section 366.7(a) of the Commission's regulations,18 a copy of this notice of self-certification is being served upon the Public Utility Commission of Texas. IV. CONCLUSION For the reasons set forth in this notice of self-certification, Colbeck's Corner satisfies the requirements for EWG status. Dated: September 17, 2015 Respectfully submitted, /s/bruce A Grabow Bruce A. Grabow Locke Lord LLP 7018 th Street, NW, Suite 700 Washington, DC 20001 Counsel for Colbeck's Corner, LLC 17 The Commission has interpreted Section 32(d)(1) of PUHCA 1935, incorporating the definition of "exempt wholesale generator" in Section 366.1 of the Commission's regulations, "as not precluding co-ownership (or joint operation) by affiliated EWGs." See Buffalo Gap Wind Farm 2, LLC, 118 FERC 61,069 at P 13 (2007). 18 18 C.F.R. 366.7(a).
UNITED STATES OF AMERICA FEDERAL ENERGY REGULATORY COMMISSION Colbeck's Corner, LLC Docket No. EG15- -000 NOTICE OF SELF-CERTIFICATION OF EXEMPT WHOLESALE GENERATOR STATUS (September _, 2015) Take notice that on September 17, 2015, Colbeck's Corner, LLC ("Applicant") filed a Notice of Self-Certification demonstrating that the Applicant is an exempt wholesale generator within the meaning of section 366.1 of the Commission's regulations. Any person desiring to intervene or to protest this filing must file in accordance with Rules 211 and 214 of the Commission's Rules of Practice and Procedure (18 C.F.R. 385.211 and 385.214). Protests will be considered by the Commission in determining the appropriate action to be taken, but will not serve to make protestants parties to the proceeding. Any person wishing to become a party must file a notice of intervention or motion to intervene, as appropriate, pursuant to 18 C.F.R. 385.214. Anyone filing an intervention or protest must serve a copy of that document on the Applicant. Anyone filing an intervention or protest on or before the intervention or protest date need not serve motions to intervene or protests on persons other than the Applicant. The Commission encourages electronic submission of protests and interventions in lieu of paper using the "efiling" link at http://www.ferc.gov. Persons unable to file electronically should submit an original and 14 copies of the protest or intervention to the Federal Energy Regulatory Commission, 888 First Street, N.E., Washington, D.C. 20426. This filing is accessible on-line at http://www.ferc.gov, using the "elibrary" link and is available for review in the Commission's Public Reference Room in Washington, D.C. There is an "esubscription" link on the web site that enables subscribers to receive email notification when a document is added to a subscribed docket(s). For assistance with any FERC Online service, please email FERCOnIineSupport@ferc.gov, or call (866) 208-3676 (toll free). For TTY, call (202) 502-8659. Kimberly D. Bose Secretary
CERTIFICATE OF SERVICE I hereby certify that the foregoing Notice of Self-Certifi cation of Exempt Wholesale Generator Status was served this 17th day of September, 2015, by first-class mail, postage prepaid, upon the Public Utility Commission of Texas. /s/brucea Grabow Bruce A. Grabow Locke Lord LLP 701 8'h Street, NW Suite 700 Washington, DC 20001 Tel: (202) 220-6991 bgrabow@lockelord.com