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Application for a Presidential Permit To Operate and Maintain Pipeline Facilities (Line 39) on the Border of the United States and Canada


Bureau of Energy Resources
   
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KING & SPALDING

King & Spalding LLP
1700 Pennsylvania Avenue, N.W.
Washington, D.C 20006-4706
www.kslaw.com

Main Telephone: (202) 737-0500
Main Fax: (202) 626-3737

August 7, 2012

By HAND

Douglas R. Kramer
Acting Deputy Director
Bureau of Energy Resources
Office of Americas and Asia
U.S. Department of State
2201 C Street, NW, Room 4843
Washington, DC 20520

Re: NOVA Chemicals Inc.
Notice of Succession to Presidential Permit (re Line 39)

Dear Mr. Kramer:
 

NOVA Chemicals Inc. (“NOVA Inc.”) hereby notifies the United States Department of State (“DOS”) that NOVA Inc. is the successor in interest to a Presidential Permit issued in 1991 in connection with the operation of a pipeline for the transportation of brine at the U.S. – Canada border.1 As detailed herein, by way of corporate succession, NOVA Inc. now owns and operates the relevant pipeline facilities. NOVA Inc. respectfully requests that, in accordance with the procedures outlined in DOS Public Notice 5092,2 a new Presidential Permit be issued under its name with respect to the pipeline facilities described more fully below.

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1 See Permit Authorizing NOVA Petrochemicals, Inc. To Construct, Connect, Operate, And Maintain A Pipeline At The International Boundary Line Between The United States And Canada (Mar. 21, 1991) (“1991 Presidential Permit”) (attached as Exhibit 1).

2 Procedures for Issuance of a Presidential Permit Where There Has Been a Transfer of the Underlying Facility, Bridge or Border Crossing for Land Transportation [DOS Public Notice 5092] (May 24, 2005), available at http://www.state.gov/p/wha/rls/110952.htm.

 

I. Communications

All correspondence, communications, and other documents related to this proceeding should be addressed to the following persons:

Ronald E.J. Kemle Vice President and Deputy General Counsel

NOVA Chemicals Corporation

1000 Seventh Avenue, S.W.

P.O. Box 2518

Calgary, Alberta T2P 5C6

CANADA

(403) 750-3834

(403) 750-3942 (facsimile)

KEMLER@novachem.com

James F. Bowe, Jr.

KING & SPALDING LLP

1700 Pennsylvania Ave., NW

Washington, DC 20006

(202) 626-9601

(202) 626-3737 (facsimile)

jbowe@kslaw.com

 

II. Identifying Information

NOVA Inc. is incorporated in the state of Delaware, and is a wholly-owned subsidiary of NOVA Chemicals Corporation (“NOVA Corporation”). NOVA Corporation is a global company continued under the laws of the Province of New Brunswick, Canada; its head office is located at 1000-7th Avenue S.W., Calgary, Alberta, Canada T2P 5C6, and its United States commercial center is located at 1555 Coraopolis Heights Road, Moon Township, PA 15108. All of the issued and outstanding shares of NOVA Corporation are owned by a wholly owned subsidiary of International Petroleum Investment Company (“IPIC”), which is wholly owned by the government of the Emirate of Abu Dhabi, United Arab Emirates.

The following list includes all significant subsidiaries of NOVA Corporation and indicates their respective jurisdictions of incorporation, continuance, or organization. All of the voting securities of each significant subsidiary are held directly or indirectly by NOVA Corporation:3

Name

Jurisdiction

NOVA Chemicals (Canada) Ltd./NOVA Chimie (Canada) Ltée.

Canada

NOVA Chemicals Inc.

Delaware, USA

NOVA Petrochemicals Ltd.

Alberta, Canada

NC Holdings USA Inc.

Delaware, USA

In addition, NOVA Corporation indirectly owns 100% of the voting securities of Genesis Pipeline Canada Ltd., which is incorporated under the laws of Canada and owns the Canadian pipeline facilities interconnected to Line 39.

---------------------------------

3 See also NOVA Chemicals Corporation, Annual SEC Filing on Form 20-F (filed Mar. 13, 2012), available at http://www.novachem.com/Pages/financials-investor/investor-sec-filings.aspx.

 

NOVA Corporation develops and manufactures a variety of chemical and plastic products. NOVA Inc., which is NOVA Corporation’s principal U.S. subsidiary, markets NOVA Corporation products in the United States, owns interests in expandable polystyrene and resin production facilities4 in Monaca, Pennsylvania and Painesville, Ohio, and owns interests in pipeline facilities in the United States, including the brine pipeline that is the subject of this notice (Line 39), and other pipeline facilities located in the vicinity (Lines 16, 18, 19 and 20).

NOVA Corporation and NOVA Inc. have operated pipeline facilities in the southern Ontario and eastern Michigan areas since 1975 and 1986, respectively. They currently own and operate 33 pipelines with an aggregate length of approximately 110 miles, including Lines 16, 18, 19, 20 and 39. NOVA Inc.’s U.S. pipeline operations are subject to the requirements of the U.S. Department of Transportation’s Pipeline and Hazardous Materials Safety Administration (“PHMSA”)5 and NOVA Corporation’s Ontario pipeline operations are regulated by the National Energy Board of Canada and the Technical Standards and Safety Authority of Ontario.

III. Notice of Succession

Line 39 was constructed in 1990-91 and was authorized by the 1991 Presidential Permit to transport brine between the United States and Canada. The pipeline was initially constructed and owned by Polysar Hydrocarbons Inc. (“Polysar”) and the application for the 1991 Presidential Permit (attached as Exhibit 2) requested that a Presidential Permit be issued to Polysar. The 1991 Presidential Permit was issued instead to NOVA Petrochemicals Inc., an affiliate of Polysar that was mentioned in the application as owning the brine that would be transported on Line 39.

In February 1991, through a series of internal transactions, Polysar’s direct parent was merged into NOVA Inc. and Polysar changed its name to Novacor Hydrocarbons Inc.6 In March 1996, Novacor Hydrocarbons Inc.’s name was changed to NOVA Hydrocarbons Inc., and then two weeks later its name was changed to NOVA Chemicals Hydrocarbons Inc. Effective December 31, 1996, NOVA Chemicals Hydrocarbons Inc. was merged into NOVA Inc.7

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4 NOVA Corporation and PFB Corporation (“PFB”) announced on May 9, 2012 that they have signed a letter of intent for PFB, through its subsidiary PFB International Corporation, to acquire NOVA Chemicals’ Performance Styrenics business, including the expandable polystyrene and ARCEL® resin products. Following closing, which is anticipated in the fourth quarter of 2012, NOVA Corporation will have an equity stake in PFB and hold two seats on PFB’s Board of Directors.

5 Additional information is available at the PHMSA website, available at http://phmsa.dot.gov/portal/site/PHMSA. NOVA Inc.’s registration number is DOT ID # 32215.

6 Also included in Exhibit 2 is a June 6, 1991 letter notifying DOS of the name change from Polysar to Novacor Hydrocarbons, Inc.

7 The relevant articles of amendment are included in Exhibit 3 hereto.

 

Although since 1996 there have been several corporate transactions involving changes in ownership of NOVA Inc.’s corporate parent, none has affected NOVA Inc. itself. NOVA Inc. has retained its existence as a downstream subsidiary of NOVA Corporation and has continuously owned the border crossing facilities subject to the 1991 Presidential Permit.

Line 39 consists of approximately 1,315 feet of 6-inch pipeline extending from a block valve site in St. Clair County, Michigan near the City of Marysville to the international border between the United States and Canada, as well as certain appurtenant facilities. NOVA Inc. represents that use of the facilities has remained essentially unchanged from the use authorized by the 1991 Presidential Permit.

NOVA Inc. anticipates no change in the operations of Line 39 relative to those that were authorized by the 1991 Presidential Permit, and hereby agrees to continue to abide by the terms and conditions of that Permit. Accordingly, as Public Notice 5092 provides, DOS may treat this application as one involving a “routine administrative function” within the meaning of its Regulations for Implementation of the National Environmental Policy Act, 22 C.F.R. § 161.7(b)(3) (2012), for which no environmental review is required.

IV. Conclusion

For the reasons set forth above, NOVA Inc. respectfully requests that DOS accept this notice of succession regarding the 1991 Presidential Permit for the operation and maintenance of Line 39 for the transportation of brine at the United States – Canada Border, and issue a new Presidential Permit with respect to this pipeline in the name of NOVA Chemicals Inc., containing in substance the terms and conditions of the 1991 Presidential Permit.

Please do not hesitate to contact the undersigned with any questions.

Respectfully submitted,

James F. Bowe, Jr.

Counsel for NOVA Chemicals Inc.

Attachment

cc: David Huitema, Esq.

 

NOVA Chemicals Inc.

Notice of Succession to Presidential Permit

Exhibit I

1991 Presidential Permit

Note: Screen-readable versions are unavailable for this specific exhibit in this application. If you require assistance accessing any of the documents, please contact Mike Brennan at BrennanMF@state.gov.

 

NOVA Chemicals Inc.

Notice of Succession to Presidential Permit

Exhibit 2

Application and Correspondence Regarding 1991 Presidential Permit

Note: Screen-readable versions are unavailable for this specific exhibit in this application. If you require assistance accessing any of the documents, please contact Mike Brennan at BrennanMF@state.gov.

 

NOVA Chemicals Inc.

Notice of Succession to Presidential Permit

Exhibit 3

Articles of Amendment

Note: Screen-readable versions are unavailable for this specific exhibit in this application. If you require assistance accessing any of the documents, please contact Mike Brennan at BrennanMF@state.gov.



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