As previously disclosed, on January 29, 2019, the PG&E Corporation (the “Corporation”) and Pacific Gas and Electric Company (the “Utility,” and
together with the Corporation, the “Debtors”) filed voluntary petitions for relief under chapter 11 of title 11 (“Chapter 11”) of the United States Code in the U.S. Bankruptcy Court for the Northern District of California (the “Bankruptcy
Court”).
RSA Amendments
As previously disclosed, the Debtors entered into a Restructuring Support Agreement dated as of September 22, 2019 between the
Debtors and holders of insurance subrogation claims identified in the Debtors’ Form 8-K filed September 26, 2019 as “Consenting Creditors”, which was subsequently amended and restated on November 1, 2019 (as amended, the “RSA”).
On November 13, 2019, the Debtors entered into an amendment to the RSA with the Consenting Creditors. The amendment extended the
deadline for obtaining Bankruptcy Court approval of the RSA from November 14, 2019 to November 24, 2019. On November 18, 2019, the Debtors entered into a second amendment to the RSA with the Consenting Creditors. The second amendment extended the
deadline for obtaining Bankruptcy Court approval of the RSA from November 24, 2019 to December 6, 2019.
Debt Commitment Letter Amendment
As previously disclosed, the Debtors entered into debt commitment letters (the “Debt Commitment Letters”)
with each of the entities set forth in Schedule I to Exhibit 10.1 of the Debtors’ Form 8-K dated October 15, 2019 (the foregoing parties, collectively, the “Commitment Parties”), pursuant to which the Commitment Parties committed to provide $34.35
billion in bridge financing for the Debtors’ plan of reorganization.
On November 18, 2019 the Debt Commitment
Letters were amended to extend the deadline for obtaining Bankruptcy Court approval of the Debt Commitment Letters from November 20, 2019 to December 20, 2019 (the “Amendment No. 1 to Debt Commitment
Letters”).
Forward-Looking Statements
This Current Report on Form 8-K includes forward-looking statements that are not historical facts, including statements about the beliefs,
expectations, estimates, future plans and strategies of the Corporation and the Utility, including but not limited to their bankruptcy emergence plan and related financings. These statements are based on current expectations and assumptions, which
management believes are reasonable, and on information currently available to management, but are necessarily subject to various risks and uncertainties, including the possibility that the conditions to emergence in the plan, to the settlement
contemplated by the RSA, or to funding under the debt or equity financing commitments will not be satisfied. In addition to the risk that these assumptions prove to be inaccurate, factors that could cause actual results to differ materially from
those contemplated by the forward-looking statements include factors disclosed in the Corporation and the Utility’s Annual Report on Form 10-K for the year ended December 31, 2018, their Quarterly Reports on Form 10-Q for the quarters ended March
31, 2019, June 30, 2019 and September 30, 2019, and their subsequent reports filed with the Securities and Exchange Commission. Additional factors include, but are not limited to, those associated with the Corporation’s and the Utility’s Chapter 11
cases. The Corporation and the Utility undertake no obligation to publicly update or revise any forward-looking statements, whether due to new information, future events or otherwise, except to the extent required by law.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the
undersigned thereunto duly authorized.
|
PG&E CORPORATION
|
|
|
|
|
|
|
|
|
|
Date: November 19, 2019
|
By:
|
/s/ LINDA Y. H. CHENG
|
|
|
|
Name:
|
Linda Y. H. Cheng
|
|
|
|
Title:
|
Vice President, Corporate Governance
and Corporate Secretary
|
|
|
|
|
|
|
PACIFIC GAS AND ELECTRIC COMPANY
|
|
|
|
|
|
|
|
|
|
Date: November 19, 2019
|
By:
|
/s/ DAVID S. THOMASON
|
|
|
|
Name:
|
David S. Thomason
|
|
|
|
Title:
|
Vice President, Chief Financial Officer and Controller
|
|
|
|
|
|