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WEIL, GOTSHAL & MANGES LLP 

Stephen Karotkin (pro hac vice) 

(stephen.karotkin@weil.com) 

Ray C. Schrock, P.C. (pro hac vice) 

(ray.schrock@weil.com) 

Jessica Liou (pro hac vice) 

(jessica.liou@weil.com) 

Matthew Goren (pro hac vice) 

(matthew.goren@weil.com) 

767 Fifth Avenue 

New York, NY 10153-0119 

Tel: 212 310 8000 

Fax: 212 310 8007 

KELLER & BENVENUTTI LLP 

Tobias S. Keller (#151445) 

(tkeller@kellerbenvenutti.com) 

Jane Kim (#298192) 

(jkim@kellerbenvenutti.com) 

650 California Street, Suite 1900 

San Francisco, CA 94108 

Tel: 415 496 6723 

Fax: 650 636 9251 

Attorneys for Debtors 

and Debtors in Possession

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re: 

PG&E CORPORATION,

 - and - 

PACIFIC GAS AND ELECTRIC 

COMPANY,

Bankruptcy Case No. 19-30088 (DM)

Chapter 11 

(Lead Case) (Jointly Administered) 

MOTION OF DEBTORS PURSUANT TO 

11 U.S.C. §§ 502(b)(9) AND 105(a), 

FED. R. BANKR. P. 2002, 3003(c)(3), 5005, 

AND 9007, AND L.B.R. 3003-1 FOR 

ORDER (I) ESTABLISHING DEADLINE 

FOR FILING PROOFS OF CLAIM, 

(II) ESTABLISHING THE FORM AND 

MANNER OF NOTICE THEREOF, AND 

(III) APPROVING PROCEDURES FOR 

PROVIDING NOTICE OF BAR DATE 

AND OTHER INFORMATION TO ALL 

CREDITORS AND POTENTIAL 

CREDITORS 

(THE “BAR DATE MOTION”) 

Hearing Date: May 22, 2019 

Hearing Time: 9:30 a.m. (PDT) 

Obj. Deadline: May 15, 2019, 4:00 p.m. (PDT) 

Place: United States Bankruptcy Court 

 Courtroom 17, 16th Floor 

San Francisco, CA 94102

Debtors.

 Affects PG&E Corporation 

 Affects Pacific Gas and Electric Company 

Affects both Debtors 

* All papers shall be filed in the Lead Case, 

No. 19-30088 (DM). 

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PG&E Corporation (“PG&E Corp.”) and Pacific Gas and Electric Company (the 

“Utility”), as debtors and debtors in possession (collectively, “PG&E” or the “Debtors”) in the 

above-captioned chapter 11 cases (the “Chapter 11 Cases”), hereby submit this Motion (the 

“Motion”), pursuant to sections 502(b)(9) and 105(a) of title 11 of the United States Code (the 

“Bankruptcy Code”), Rules 2002, 3003(c)(3), 5005, and 9007 of the Federal Rules of Bankruptcy 

Procedure (the “Bankruptcy Rules”), and Rule 3003-1 of the Bankruptcy Local Rules for the 

United States District Court for the Northern District of California (the “Bankruptcy Local 

Rules”), for entry of an order: 

(a) establishing September 16, 2019 at 5:00 p.m. (Prevailing Pacific 

Time) (the “Bar Date”) as the deadline for each (i) person (as defined 

in section 101(41) of the Bankruptcy Code), including, without 

limitation, all Wildfire Claimants (as defined below), Wildfire 

Subrogation Claimants (as defined below), and Customers (as defined 

below), and (ii) governmental unit (as defined in section 101(27) of the 

Bankruptcy Code, collectively, the “Governmental Units”) to file a 

proof of claim (each a “Proof of Claim”) in respect of a prepetition 

claim (as defined in section 101(5) of the Bankruptcy Code), including, 

for the avoidance of doubt, secured claims and priority claims, against 

either of the Debtors; 

(b) approving the procedures for filing Proofs of Claim, including special 

procedures for the filing of Wildfire Proof of Claim Forms (as defined 

below); 

(c) approving the Debtors’ plan for providing notice of the Bar Date and 

the procedures related thereto (the “Notice Procedures”), including, 

among other things, (i) the form of notice of Bar Date to be sent to all 

creditors and parties in interest other than Wildfire Claimants, Wildfire 

Subrogation Claimants, and Customers (the “Standard Bar Date 

Notice”), substantially in the form annexed hereto as Exhibit B-1, 

(ii) the form of notice of Bar Date to be sent to Wildfire Claimants and 

Wildfire Subrogation Claimants (the “Wildfire Claim Bar Date 

Notice”), substantially in the form annexed hereto as Exhibit B-2, and 

(iii) the form of notice of Bar Date to be sent to Customers (the 

“Customer Bar Date Notice” and, together with the Standard Bar Date 

Notice and the Wildfire Claim Bar Date Note, the “Bar Date Notices”), 

substantially in the form annexed hereto as Exhibit B-3; 

(d) approving the model Proof of Claim forms (collectively, the “Proof of 

Claim Forms”) for (i) all creditors other than Wildfire Claimants and 

Wildfire Subrogation Claimants (the “Standard Proof of Claim 

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Form”), substantially in the form annexed hereto as Exhibit C-1, (ii) 

all Wildfire Claimants (the “Wildfire Claimant Proof of Claim 

Form”), substantially in the form annexed hereto as Exhibit C-2, and 

(iii) all Wildfire Subrogation Claimants (the “Wildfire Subrogation 

Claimant Proof of Claim Form” and together with the Wildfire 

Claimant Proof of Claim Form, the “Wildfire Proof of Claim Forms”), 

substantially in the form annexed hereto as Exhibit C-3; and 

(e) approving the Debtors’ plan for publication and other supplemental 

methods for providing notice of the Bar Date to known and unknown 

Wildfire Claimants and other unknown creditors and parties in interest. 

In support of the Motion, the Debtors submit the declarations of Kevin J. Orsini (the 

“Orsini Declaration”), Shai Y. Waisman (the “Waisman Declaration”), and Benjamin P.D. Schrag 

(the “Schrag Declaration” and, together with the Waisman Declaration, the “Prime Clerk 

Declarations”), which have been filed contemporaneously herewith. A proposed form of order 

granting the relief requested herein is annexed hereto as Exhibit A (the “Proposed Order”). 

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TABLE OF CONTENTS 

I. JURISDICTION ............................................................................................................8 

II. BACKGROUND ...........................................................................................................8 

III. THE BAR DATE ...........................................................................................................8 

IV. THE BANKRUPTCY RULES ....................................................................................12 

V. THE PROPOSED PROCEDURES FOR FILING PROOFS OF CLAIM ..................13 

a. Proposed Procedures for Filing Proofs of Claim ...................................................13 

b. Consequences of Failure to File a Proof of Claim .................................................18 

VI. BAR DATE NOTICES ................................................................................................19 

a. The Standard Bar Date Notice ...............................................................................19 

b. The Wildfire Claim Bar Date Notice and Supplemental Notice Procedures .........21 

c. The Supplemental Notice Plan...............................................................................23 

d. The Customer Bar Date Notice ..............................................................................26 

VII. PROOF OF CLAIM FORMS ......................................................................................27 

VIII. BASIS FOR RELIEF REQUESTED ..........................................................................28 

a. The Proposed Bar Date and Procedures are Reasonably Calculated to Provide 

Due and Proper Notice ...........................................................................................28 

b. The Notice Procedures and the Supplemental Notice Plan Satisfy Due Process for 

Wildfire Claimants and Other Unknown Creditors and Parties in Interest in the 

Chapter 11 Cases....................................................................................................30 

c. The Proof of Claim Forms Substantially Conform to Official Form 410 and 

Should be Approved ..............................................................................................34 

IX. RESERVATION OF RIGHTS ....................................................................................36 

X. NOTICE .......................................................................................................................37 

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TABLE OF AUTHORITIES 

 Page(s) 

Cases 

In re Archdiocese of Milwaukee, 

Case No. 11-20059 (SVK) (Bankr. E.D. Wisc. July 14, 2011) .....................................................36 

In re Argonaut Fin. Servs., Inc., 

164 B.R. 107 (N.D. Cal. 1994) ......................................................................................................30 

In re Blitz U.S.S., Inc., 

Case No. 11-13603 (PJW) (Bankr. D. Del. 2011) .........................................................................29 

In re Caracciolo, No. ADV. 05-90348-H11, 

2006 WL 6604324 (Bankr. S.D. Cal. Dec. 13, 2006) ....................................................................30 

Chemetron Corp. v. Jones, 

72 F.3d 341 (3d Cir. 1995).............................................................................................................30 

In re Energy Future Holdings Corp., 

Case No. 14-10979 (CSS) (Bankr. D. Del. Oct. 31, 2018) ......................................................33, 35 

In re Exide Techs., 

Case No. 02-11125 (KJC) (Bankr. D. Del. 2002) ..........................................................................29 

Fogel v. Zell, 

221 F.3d 955 (7th Cir. 2000) .........................................................................................................31 

Matter of GAC Corp., 

681 F.2d 1295 (11th Cir. 1982) .....................................................................................................32 

In re Garlock Sealing Technologies LLC, 

Case No. 10-31607 (Bankr. W.D.N.C. 2010) ................................................................................33 

In re Jewelart, Inc., 

71 B.R. 968 (Bankr. C.D. Cal. 1987) .............................................................................................32 

In re Lily Robotics, Inc., 

Case No. 17-10426 (Bankr. D. Del. May 23, 2017) ......................................................................33 

In re Maya Const. Co., 

78 F.3d 1395 (9th Cir. 1996) .........................................................................................................30 

Monster Content, LLC v. HOMES.COM, Inc., 

331 B.R. 438 (N.D. Cal. 2005) ......................................................................................................31 

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In re Motors Liquidation Co., 

29 B.R. 510 (Bankr. S.D.N.Y. 2015) .............................................................................................31 

PacifiCorp and Van Cott Bagley Cornwall & McCarthy v. W.R. Grace, 

2006 WL 2375371 (D. Del. 2006) .................................................................................................31 

Perez v. Safety-Kleen Sys., Inc., 

253 F.R.D. 508 (N.D. Cal. 2008) .............................................................................................30, 31 

In re Suntech Am., Inc., 

Case No. 15-10054 (CSS) (Bankr. D. Del. 2009) ..........................................................................31 

In re TK Holdings, Inc., 

Case No. 17-11375 (BLS) (Bankr. D. Del. 2017) .............................................................29, 32, 35 

Tulsa Professional Collection Serv., Inc. v. Pope, 

485 U.S. 478 (1988) .......................................................................................................................30 

In re USA Gymnastics, 

Case No. 18-09108 (RLM) (Bankr. S.D. Ind. Feb. 25, 2018) .......................................................35 

Wise v. NCD Inc., 

No. 06-02027 PHX MEA, 2006 WL 3051873 ..............................................................................31 

Statutes 

11 U.S.C § 101 ...................................................................................................................................2, 9 

11 U.S.C. § 105(a) ...............................................................................................................................16 

11 U.S.C. § 341(a) ...............................................................................................................................12 

11 U.S.C. § 365 ....................................................................................................................................36 

11 U.S.C. § 502(b)(9) ....................................................................................................................10, 12 

11 U.S.C. § 503(b)(9) ......................................................................................................................6, 16 

11 U.S.C. § 507(a)(2) ...........................................................................................................................16 

11 U.S.C. § 1107(a) ...............................................................................................................................8 

11 U.S.C. § 1108 ....................................................................................................................................8 

28 U.S.C. § 157 ......................................................................................................................................8 

28 U.S.C. § 1334 ....................................................................................................................................8 

28 U.S.C. § 1408 ....................................................................................................................................8 

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28 U.S.C. § 1409 ....................................................................................................................................8 

Other Authorities 

B.L.R. 3003-1 ......................................................................................................................................12 

B.L.R. 5011-1(a) ....................................................................................................................................8 

Bankruptcy Rule 1015(b) .......................................................................................................................8 

Bankruptcy Rule 2002 .............................................................................................................18, 19, 37 

Bankruptcy Rule 2002(a)(7) ....................................................................................................18, 20, 28 

Bankruptcy Rule 3003(c)(2) ..........................................................................................................12, 18 

Bankruptcy Rule 3003(c)(3) ................................................................................................................12 

Order Referring Bankruptcy Cases and Proceedings to Bankruptcy Judges, General 

Order 24 ...........................................................................................................................................8 

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MEMORANDUM OF POINTS AND AUTHORITIES 

I. JURISDICTION 

The Court has jurisdiction to consider this matter pursuant to 28 U.S.C. §§ 157 and 

1334, the Order Referring Bankruptcy Cases and Proceedings to Bankruptcy Judges, General 

Order 24 (N.D. Cal.), and Bankruptcy Local Rule 5011-1(a). This is a core proceeding pursuant to 

28 U.S.C. § 157(b). Venue is proper before the Court pursuant to 28 U.S.C. §§ 1408 and 1409. 

II. BACKGROUND 

On January 29, 2019 (the “Petition Date”), the Debtors commenced with the Court voluntary 

cases under chapter 11 of the Bankruptcy Code. The Debtors continue to operate their businesses and 

manage their properties as debtors in possession pursuant to sections 1107(a) and 1108 of the 

Bankruptcy Code. No trustee or examiner has been appointed in either of the Chapter 11 Cases. The 

Debtors’ Chapter 11 Cases are being jointly administered for procedural purposes only pursuant to 

Bankruptcy Rule 1015(b). 

On February 12, 2019, the United States Trustee (the “U.S. Trustee”) appointed an Official 

Committee of Unsecured Creditors (the “Creditors Committee”). On February 15, 2019, the U.S. 

Trustee appointed an Official Committee of Tort Claimants (the “Tort Claimants Committee” and, 

together with the Creditors Committee, the “Committees”). 

Additional information regarding the circumstances leading to the commencement of the 

Chapter 11 Cases and information regarding the Debtors’ businesses and capital structure is set forth 

in the Amended Declaration of Jason P. Wells in Support of the First Day Motions and Related Relief

[Docket No. 263] (the “Wells Declaration”). 

III. THE BAR DATE 

As set forth in the Wells Declaration, the Chapter 11 Cases were necessitated by a 

confluence of factors resulting from the catastrophic and tragic wildfires that occurred in Northern 

California in 2015, 2017, and 2018 (the “Northern California Wildfires1”) and the Debtors’ potential 

 

1

 The Northern California Wildfires include, but are not limited to, the following fires: 37, Adobe, 

Atlas, Blue, Butte, Camp, Cascade, Cherokee, Honey, La Porte, Lobo, Maacama, McCourtney, 

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liabilities arising therefrom. The multitude of pending claims and lawsuits, and the thousands of 

additional Wildfire Claims (as defined below) that will be asserted, made it abundantly clear that the 

Debtors could not continue to address those claims and potential liabilities in the California state court 

system, continue to deliver safe and reliable service to their 16 million customers (each, a 

“Customer”), and remain economically viable. For purposes of this Motion, and all matters related 

thereto (a) any claim (as such term is defined in section 101(5) of the Bankruptcy Code) related to or 

in any way arising from the Northern California Wildfires (including any claim held by a Wildfire 

Subrogation Claimant) is referred to herein as a “Wildfire Claim”; (b) any person or entity, including 

any Governmental Unit, holding a Wildfire Claim (other than a Wildfire Subrogation Claimant) is 

referred to herein as a “Wildfire Claimant”; and (c) any insurance carrier having made payments to 

their insureds for any damages arising out of or relating to a Wildfire Claim, or any other party who 

has acquired by assignment or otherwise obtained an interest in a claim arising out or related to such 

payments, is referred to herein as a “Wildfire Subrogation Claimant”. 

Since the Petition Date, the Debtors have been working diligently with their advisors 

and other parties in interest to stabilize their businesses and operations and collaborate with the 

Committees and other key constituencies during the early stages of these Chapter 11 Cases. However, 

if these cases are to progress to the next phase and continue on an expeditious path towards 

confirmation, the Debtors need to establish a bar date for filing claims as part of the process to 

formulate and solicit acceptances of a chapter 11 plan. In particular, in order to properly assess their 

potential liabilities, including in connection with any claims estimation hearing, the Debtors will need 

to evaluate the information submitted by Wildfire Claimants and Wildfire Subrogation Claimants that 

the Debtors are seeking in connection with their Proofs of Claim. Indeed, the ability to engage in a 

rational, reasonable, and constructive plan of reorganization formulation and negotiation process is 

dependent on the ability of all parties to assess the Debtors’ liability for Wildfire Claims to be 

 

Norrbom, Nuns, Partrick, Pocket, Point, Pressley, Pythian (a.k.a. Oakmont), Redwood, Sulphur and 

Tubbs. 

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addressed in a plan. Accordingly, establishing a Bar Date and Notice Procedures are of critical 

importance to the progress and ultimate successful resolution of these Chapter 11 Cases. 

As set forth below, with the exception of Wildfire Claimants, Wildfire Subrogation 

Claimants, and Customers2 (which are each discussed in detail below), the Debtors are proposing 

standard procedures for providing notice of the Bar Date to all creditors and parties in interest that are 

entitled to receive such notice in these Chapter 11 Cases, which include customary notice parties such 

as the Debtors’ prepetition lenders, bondholders, other financial creditors, trade creditors, parties to 

pending or threatened litigation (other than Wildfire Claimants and Wildfire Subrogation Claimants), 

current and former employees, contract and lease counterparties, and other customary creditors and 

parties in interest in these Chapter 11 Cases. Additionally, the Debtors are proposing to extend the 

deadline for Governmental Units to file Proofs of Claim beyond the standard 180 days after the Petition 

Date required under section 502(b)(9) of the Bankruptcy Code. 

Due to the unique nature of these Chapter 11 Cases, including the number of potential 

individual claimants and the destruction of structures to which notices of the Bar Date would 

customarily be sent, the Debtors are proposing special procedures to facilitate the submission and 

evaluation of Wildfire Claims, including, as discussed below, a simpler Wildfire Claim Bar Date 

Notice and customized Proof of Claim Forms for both Wildfire Claimants and Wildfire Subrogation 

Claimants which seek to identify critical information with respect to each potential Wildfire Claim, 

including, without limitation, the relevant wildfire, the type of loss or injury, the location of the loss 

or injury, the type of damages asserted, and (if applicable) whether the claim is covered by insurance 

and relevant coverage information. The Debtors are also proposing special procedures for providing 

notice of the Bar Date to their 16 million Customers, including a simpler Customer Bar Date Notice, 

which makes clear that Customers are not required to file proofs of claim for ordinary and customary 

refunds, overpayments, billing credits, deposits, or similar billing items. This shorter-form Customer 

 

2

 The Debtors do not believe that Customers, in their capacity as such, have any claims against the 

estates that will be addressed in a chapter 11 plan because of the relief approved by the Court in the 

various first day orders. 

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Bar Date Notice provides the required notice of the Bar Date and will result in substantial cost-savings 

to the estates as the Debtors’ claims and noticing agent, Prime Clerk LLC (“Prime Clerk”),3 estimates 

providing hard-copies of the Standard Bar Date Notice to the Debtors’ 16 million Customers would 

increase the cost of preparing and mailing the Bar Date Notice by approximately $14 million – $21 

million. 

In addition to serving the Bar Date Notices, the Debtors intend to provide supplemental 

notice of the Bar Date (the “Supplemental Notice Plan”) to unknown creditors, including Unknown 

Wildfire Claimants (as defined below). As set forth below, the Supplemental Notice Plan will be 

multi-faceted, and is designed to reach its target audiences in a variety of different ways, including: 

(i) multiple newspaper publication notices, (ii) digital advertising, including social media and other 

paid internet search listings, (iii) television and radio advertising, (iv) email notice, and (v) dedicated 

claim service centers. 

As set forth in the Prime Clerk Declarations, the Debtors estimate the total cost of the 

Notice Procedures, including the Supplemental Notice Plan, to be approximately $19 million - $22 

million depending on the final number of noticing parties (estimated to be 16.3 million to 16.5 million 

parties) and assuming eligibility for volume postage discounts obtained, which costs may be further 

broken down as follows: (i) approximately $18 million - $20 million for expenses relating to service 

and mailing of physical Bar Date Notices; (ii) approximately $400,000 for publication of the Bar Date 

Notices; and (iii) approximately $1.0 million - $1.5 million for other costs and expenses associated 

with the Supplemental Notice Plan, including costs and expenses relating to digital, television, and 

radio advertising and the costs and expenses of staffing the Claim Service Centers. 

The Notice Procedures, including the Supplemental Notice Plan, were designed after 

lengthy and thorough consideration by the Debtors and their advisors. The Debtors are striving to 

provide individual notice to the broadest range of potentially-affected Wildfire Claimants and other 

 

3

 Prime Clerk was retained as the Debtors’ claims and noticing agent by Order dated February 1, 

2019 [Docket No. 245]. 

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creditors and parties in interest as is practicable under the circumstances. Accordingly, the Debtors 

are proposing the Notice Procedures that go above and beyond the requirements of applicable law. 

IV. THE BANKRUPTCY RULES 

Bankruptcy Rule 3003(c)(3) provides that the Court shall fix the time within which 

Proofs of Claim may be filed. Moreover, Bankruptcy Rule 3003(c)(2) provides that any creditor 

whose claim or interest (a) is not scheduled in the Debtors’ schedules of assets and liabilities and 

statements of financial affairs (collectively, the “Schedules”)4 or (b) is scheduled as disputed, 

contingent, or unliquidated must file a Proof of Claim by a bar date fixed by the Court. Bankruptcy 

Rule 3003(c)(2) further provides that “any creditor who fails to do so shall not be treated as a creditor 

with respect to such claim for the purposes of voting and distribution.” Fed. R. Bankr. P. 3003(c)(2). 

Section 502(b)(9) of the Bankruptcy Code provides that the “claim of a governmental 

unit shall be timely filed if it is filed before 180 days after the date of the order for relief or such later 

time as the Federal Rules of Bankruptcy Procedure may provide.” 11 U.S.C. §502(b)(9). Local 

Bankruptcy Rule 3003-1 provides that unless otherwise ordered by the Court, and except as provided 

in Bankruptcy Rule 3003(c)(3), proofs of claim or interest shall be filed pursuant to Bankruptcy Rule 

3003 and “shall be filed within 90 days after the first date set for the meeting of creditors called 

pursuant to 11 U.S.C. § 341(a), unless the claimant is a government unit, in which case a proof of 

claim or interest shall be filed before 180 days after the date of the order for relief or such later time 

as the Bankruptcy Rules may provide.” B.L.R. 3003-1. As set forth above, rather than requiring 

Governmental Units to file Proofs of Claim by July 29, 2019 (i.e., within 180 days of the Petition 

Date), the Debtors are seeking to extend such deadline and allow Governmental Units until the Bar 

Date to file governmental claims. 

In order to proceed with these Chapter 11 Cases and solicitation of a chapter 11 plan 

of reorganization, the Debtors must identify all potential voting creditors by fixing and sending out 

notice to potential parties in interest of the Bar Date. Fixing the Bar Date will enable the Debtors to 

 

4

 The Debtors filed their Schedules on March 14, 2019 and April 15, 2019 [Docket Nos. 897-908, 

1459-1460]. 

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receive, process, and analyze creditor claims in a timely and efficient manner, and will expedite the 

administration of these Chapter 11 Cases and distributions to claimants. The analysis of Wildfire 

Claims in particular is of critical importance to move these Chapter 11 Cases forward. Additionally, 

setting the Bar Date will allow the Debtors to gain greater visibility into the total universe of claims 

against the estates to be addressed in a plan. Further, based on the Notice Procedures set forth below, 

including the Supplemental Notice Plan, the proposed Bar Date will give creditors ample opportunity 

to prepare and timely file Proofs of Claim. 

V. THE PROPOSED PROCEDURES FOR FILING PROOFS OF CLAIM 

a. Proposed Procedures for Filing Proofs of Claim 

The Debtors propose the following Procedures for filing Proofs of Claim: 

(a) Except as otherwise noted herein, the Bar Date for filing all Proofs of 

Claim in the Chapter 11 Cases (including all claims of Wildfire 

Claimants, Wildfire Subrogation Claimants, Governmental Units, and 

Customers) shall be September 16, 2019 at 5:00 p.m. (Prevailing 

Pacific Time). 

(b) Standard Proof of Claim Forms (which include Proofs of Claim to 

be filed by any Customers or Governmental Units (other than a 

Proof of Claim filed by a Governmental Unit on account of a 

Wildfire Claim)) must: (i) be written in the English language; (ii) be 

denominated in lawful currency of the United States as of the Petition 

Date (using the exchange rate, if applicable, as of the Petition Date); 

(iii) conform substantially to the Standard Proof of Claim Form 

annexed hereto as Exhibit C-1 or Official Bankruptcy Form No. 410;5

(iv) specify by name and case number the Debtor against which the 

Standard Proof of Claim is filed; (v) set forth with specificity the legal 

and factual basis for the alleged claim; (vi) include supporting 

documentation for the claim or an explanation as to why such 

documentation is not available; and (vii) be signed by the claimant or, 

if the claimant is not an individual, by an authorized agent of the 

claimant. 

 

5

 Official Bankruptcy Form No. 410 can be found at http://www.uscourts.gov/forms/bankruptcyforms/proof-claim-0, the Official Website for the United States Bankruptcy Courts. A Proof of 

Claim Form that has been customized to these Chapter 11 Cases can also be obtained on the website 

established in these Chapter 11 Cases, https://restructuring.primeclerk.com/pge/ (the “Case 

Website”). 

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(c) Wildfire Claimant Proof of Claim Forms must: (i) be written in the 

English language; (ii) be denominated in lawful currency of the United 

States as of the Petition Date (using the exchange rate, if applicable, as 

of the Petition Date); (iii) conform substantially to the Wildfire 

Claimant Proof of Claim Form annexed hereto as Exhibit C-2; (iv) set 

forth with specificity the legal and factual basis for the alleged claim, 

including all of the information requested in the Wildfire Claimant 

Proof of Claim Form; and (v) be signed by the Wildfire Claimant or, if 

the Wildfire Claimant is not an individual, by an authorized agent of 

the Wildfire Claimant. 

(d) Wildfire Subrogation Claimant Proof of Claim Forms must: (i) be 

written in the English language; (ii) be denominated in lawful currency 

of the United States as of the Petition Date (using the exchange rate, if 

applicable, as of the Petition Date); (iii) conform substantially to the 

Wildfire Subrogation Claimant Proof of Claim Form annexed hereto 

as Exhibit C-3; (iv) set forth with specificity the legal and factual 

basis for the alleged claim, including all of the information requested 

in the Wildfire Subrogation Claimant Proof of Claim Form; and (v) be 

signed by an authorized agent of the Wildfire Subrogation Claimant. 

(e) Any holder of a Wildfire Claim that has either (i) filed a lawsuit 

against the Debtors prior to the Petition Date or (ii) filed a Proof of 

Claim in the Chapter 11 Cases prior to the entry of the Proposed 

Order, must submit the applicable Wildfire Proof of Claim Form. Any 

holder of a Wildfire Claim must file the applicable Wildfire Proof of 

Claim Form even if such claimant may be included in, or represented 

by, a purported class action, class suit, class Proof of Claim, or similar 

representative action filed against the Debtors with respect to such 

claimant’s Wildfire Claim. 

(f) If a claimant asserts a claim against more than one Debtor or has 

claims against different Debtors, the claimant must file a separate 

Proof of Claim against each Debtor. All timely filed Wildfire Proof of 

Claim Forms will be deemed filed against both PG&E Corp. and the 

Utility. 

(g) All Proofs of Claim must be filed either (i) electronically through the 

Case Website under the link entitled “Submit a Claim” (the 

“Electronic Filing System”) or (ii) by delivering the original Proof of 

Claim Form by hand, or mailing the original Proof of Claim Form so 

that is received on or before the Bar Date as follows: 

If by first class mail: 

PG&E Corporation Claims Processing Center 

c/o Prime Clerk LLC 

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Grand Central Station, PO Box 4850 

New York, NY 10163-4850 

If by overnight courier: 

PG&E Corporation Claims Processing Center 

c/o Prime Clerk LLC 

850 Third Avenue, Suite 412 

Brooklyn, NY 11232 

If by hand delivery: 

PG&E Corporation Claims Processing Center 

c/o Prime Clerk LLC 

850 Third Avenue, Suite 412 

Brooklyn, NY 11232 

-orAt one of the Debtors’ Claim Service Centers located at the 

following PG&E locations: (i) 350 Salem Street, Chico, CA 

95928; (ii) 231 “D” Street, Marysville, CA 95901; (iii) 1567 

Huntoon Street, Oroville, CA 95965; (iv) 3600 Meadow View 

Road, Redding, CA 96002; (v) 111 Stony Circle, Santa Rosa, 

CA 95401; or (vi) 1850 Soscol Ave. Ste 105, Napa, CA 94559. 

(h) A Proof of Claim shall be deemed timely filed only if it is actually 

received by Prime Clerk (i) at the addresses listed above in 

subparagraph (g) or (ii) electronically through the Electronic Filing 

System on or before the Bar Date. 

(i) Proofs of Claim sent by facsimile, telecopy, or electronic mail 

transmission (other than Proofs of Claim filed electronically through 

the Electronic Filing System) will not be accepted. 

(j) Any person or entity (including, without limitation, individuals, 

partnerships, corporations, joint ventures, trusts, and Governmental 

Units) that asserts a claim that arises from the rejection of an executory 

contract or unexpired lease must file a Standard Proof of Claim Form 

based on such rejection by the later of (i) the Bar Date, and (ii) the date 

that is thirty (30) days following the entry of the Court order approving 

such rejection, (which order may be the order confirming a chapter 11 

plan in the Debtors’ Chapter 11 Cases) or be forever barred from doing 

so. 

(k) Notwithstanding the foregoing, a party to an executory contract or 

unexpired lease that asserts a claim on account of unpaid amounts 

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accrued and outstanding as of the Petition Date pursuant to such 

executory contract or unexpired lease (other than a rejection damages 

claim) must file a Standard Proof of Claim Form for such amounts on 

or before the Bar Date unless an exception identified in paragraph (o) 

below applies. 

(l) In the event that the Debtors amend or supplement their Schedules 

subsequent to the date of entry of the Proposed Order, the Debtors 

shall give notice of any amendment or supplement to the holders of 

claims affected thereby, and such holders shall have until the later of 

(i) the Bar Date and (ii) thirty (30) days from the date of such notice to 

file a Proof of Claim or be barred from doing so and shall be given 

notice of such deadline. 

(m) Any person or entity that relies on the Schedules has the responsibility 

to determine that its claim is accurately listed in the Schedules. 

(n) Notwithstanding anything herein to the contrary, any person asserting 

a claim arising under section 503(b)(9) of the Bankruptcy Code 

(“503(b)(9) Claims”) against either Debtor shall be required to file 

such claim by the deadline established in the Court’s Amended Order 

Pursuant to 11 U.S.C. §§ 503(b)(9) and 105(a) Establishing 

Procedures for the Assertion, Resolution, and Satisfaction of Claims 

Asserted Pursuant to 11 U.S.C. § 503(b)(9) [Docket No. 725], and 

nothing herein shall be deemed to amend, modify, extend, or toll the 

deadlines and procedures with respect to the filing of 503(b)(9) Claims 

set forth therein. 

(o) The following persons or entities are not required to file a Proof of 

Claim on or before the Bar Date, solely with respect to the claims 

described below: 

(1) any person or entity whose claim is listed on the Schedules; 

provided that (i) the claim is not listed on the Schedules as 

“disputed,” “contingent,” or “unliquidated,” (ii) the person or 

entity does not dispute the amount, nature, and priority of the 

claim as set forth in the Schedules, and (iii) the person or entity 

does not dispute that the claim is an obligation of the specific 

Debtor against which the claim is listed in the Schedules; 

(2) any person or entity whose claim has been paid in full; 

(3) any holder of a claim allowable under section 503(b) and 

507(a)(2) of the Bankruptcy Code as an administrative expense 

(other than any party asserting a 503(b)(9) Claim as set forth in 

paragraph (n) above); 

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(4) any person or entity who holds a claim that heretofore has been 

allowed by Order of this Court entered on or before the Bar 

Date; 

(5) any holder of a claim for which a separate deadline has been 

fixed by this Court; 

(6) any person or entity (other than a holder of a Wildfire Claim) 

who has already filed a Proof of Claim with Prime Clerk 

against the Debtors with respect to the claim being asserted, 

utilizing a claim form that substantially conforms to the 

Standard Proof of Claim Form or Official Form No. 4106; 

(7) any person or entity that holds an equity security interest in the 

Debtors, which interest is based exclusively upon the 

ownership of common or preferred stock, membership 

interests, partnership interests, or warrants, options, or rights to 

purchase, sell, or subscribe to such a security or interest; 

provided, however, that if any such holder asserts a claim (as 

opposed to an ownership interest) against the Debtors 

(including a claim relating to an equity interest or the purchase 

or sale of such equity interest), a Standard Proof of Claim must 

be filed on or before the Bar Date; 

(8) any person or entity whose claim is limited exclusively to the 

repayment of principal, interest, and other fees and expenses 

under any agreements (a “Debt Claim”) governing any 

prepetition, unsecured revolving credit loan, term loan, notes, 

bonds, debentures, or other debt securities, in each case, issued 

by or on behalf of any of the Debtors (collectively, the “Debt 

Instruments”); provided, however, that (i) the foregoing 

exclusion shall not apply to the indenture trustee, owner 

trustee, pass-through trustee, subordination agent, registrar, 

paying agent, administrative, loan or collateral agent, or any 

other entity serving in a similar capacity however designated 

(collectively, an “Indenture Trustee”) under the applicable 

Debt Instrument, (ii) each such Indenture Trustee shall be 

required to file a Standard Proof of Claim against the 

applicable Debtor, on or before the Bar Date, on account of all 

Debt Claims against such Debtor under the applicable Debt 

Instrument, and (iii) any holder of a Debt Claim that has a 

claim arising out of or relating to a Debt Instrument other than 

 

6

 As set forth in paragraph (e) above, any holder of a Wildfire Claim (including any Wildfire 

Subrogation Claimant) that already has filed a Proof of Claim nevertheless shall be required to file 

another timely Proof of Claim by the Bar Date in the form of the applicable Wildfire Proof of Claim 

Form. 

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a Debt Claim must file a Standard Proof of Claim with respect 

to such claim on or before the Bar Date, unless another 

exception identified herein applies; 

(9) any Customer whose claim is limited exclusively to ordinary 

and customary refunds, overpayments, billing credits, security 

deposits or similar billing items; or 

(10) either Debtor having a claim against the other Debtor in these 

Chapter 11 Cases. 

b. Consequences of Failure to File a Proof of Claim 

As stated above, Bankruptcy Rule 3003(c)(2) provides that any creditor whose claim 

is not scheduled or is scheduled as disputed, contingent, or unliquidated is required to file a Proof of 

Claim by the Bar Date. Additionally, any creditor that fails to file a Proof of Claim by the Bar Date 

“shall not be treated as a creditor with respect to such claim for the purposes of voting and 

distribution.” Fed. R. Bankr. P. 3003(c)(2). Accordingly, the Debtors request that any holder of a 

claim against the Debtors that is required to file a Proof of Claim in accordance with the Proposed 

Order, but fails to do so on or before the Bar Date shall not be treated as a creditor with respect to such 

claim for the purposes of voting and distribution in these Chapter 11 Cases on account of such claim. 

Such claim will, for the avoidance of doubt, remain subject to discharge under any chapter 11 plan of 

reorganization for the Debtors, and the holder thereof shall be subject to all applicable releases, 

injunctions, and other terms of such chapter 11 plan. 

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VI. BAR DATE NOTICES 

a. The Standard Bar Date Notice 

Pursuant to Bankruptcy Rule 2002(a)(7) and to provide sufficient notice to all parties 

in interest of the Bar Date (other than Wildfire Claimants, Wildfire Subrogation Claimants, and 

Customers as to which procedures are described below), the Debtors propose to serve via firstclass mail (i) a Standard Proof of Claim Form, and (ii) the Standard Bar Date Notice, substantially in 

the form annexed hereto as Exhibit B-1, at least ninety-five (95) days prior to the Bar Date on the 

following parties: 

(a) the U.S. Trustee; 

(b) the attorneys for the Committees; 

(c) all parties actually known to the Debtors as having claims or potential 

claims against either of the Debtors (but excluding the holders of Wildfire 

Claims) which, for the avoidance of doubt, excludes any person or entity 

that holds an equity security interest in the Debtors, which interest is based 

exclusively upon the ownership of common or preferred units, membership 

interests, partnership interests, or warrants, options, or rights to purchase, 

sell, or subscribe to such a security or interest; 

(d) all persons or entities that have filed Proofs of Claims as of the date of entry 

of the Proposed Order; 

(e) all counterparties to the Debtors’ executory contracts and unexpired leases 

as of the date of entry of the Proposed Order; 

(f) all parties to pending litigation against the Debtors as of the date of entry of 

the Proposed Order (other than holders of Wildfire Claims); 

(g) all current and former employees, directors, and officers (to the extent that 

contact information for former employees, directors, and officers is 

available in the Debtors’ records); 

(h) all regulatory authorities that regulate the Debtors’ businesses as of the date 

of entry of the Proposed Order; 

(i) the Offices of the California Attorney General and the U.S. Attorney for the 

Northern District of California; 

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(j) the office of the attorney general for each state in which the Debtors 

maintain or conduct business; 

(k) the District Director of the Internal Revenue Service for the District of 

California; 

(l) all other taxing authorities for the jurisdictions in which the Debtors 

maintain or conduct business; 

(m) all parties who have requested notice pursuant to Bankruptcy Rule 2002 as 

of the date of entry of the Proposed Order; and 

(n) such additional persons and entities deemed appropriate by the Debtors. 

Further, the Debtors shall post the Standard Proof of Claim Form and the Standard Bar 

Date Notice on the Case Website. 

The Standard Bar Date Notice (i) sets forth the Bar Date; (ii) advises creditors under 

what circumstances they must file a Standard Proof of Claim; (iii) alerts creditors to the consequences 

of failing to timely file a Standard Proof of Claim; (iv) sets forth the address to which Standard Proofs 

of Claim must be sent for filing; and (v) notifies creditors that (a) Standard Proofs of Claim must be 

filed with original signatures, and (b) facsimile, telecopy, or electronic mail transmission of Standard 

Proofs of Claim (other than Proofs of Claim filed electronically through the Electronic Filing System) 

are not acceptable and are not valid for any purpose. Service of the Standard Bar Date Notice shall be 

substantially completed by five business days after entry of the Proposed Order. The Debtors submit 

that the Standard Bar Date Notice and the noticing procedures described above will provide creditors 

with sufficient notice and information to file properly prepared and executed Standard Proofs of Claim 

in a timely manner. 

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b. The Wildfire Claim Bar Date Notice and Supplemental Notice Procedures 

The Wildfire Claim Bar Date Notice 

As set forth above, due to the unique nature of these Chapter 11 Cases, including the 

number of potential individual claimants and the destruction of structures to which notices of the Bar 

Date would customarily be sent, the Debtors are proposing special procedures with respect to Wildfire 

Claims. These procedures address (a) holders of Wildfire Claims that, as of the Petition Date, already 

had commenced actions against the Debtors or had provided actual notice to the Debtors of their 

intention to commence actions against the Debtors (“Known Wildfire Claimants”), and (b) holders 

of Wildfire Claims that, as of the Petition Date, had not commenced actions against the Debtors or 

provided actual notice to the Debtors of their intention to commence actions against the Debtors 

(“Unknown Wildfire Claimants”). As described more fully below, the Debtors are proposing a 

robust noticing plan designed to ensure widespread notice is provided to all holders and potential 

holders of Wildfire Claims of the obligation to timely file the applicable Wildfire Proof of Claim Form. 

Pursuant to Bankruptcy Rule 2002(a)(7) and to provide sufficient notice of the Bar Date 

to all Known Wildfire Claimants, the Debtors propose to serve via first-class mail (i) the Wildfire 

Claim Bar Date Notice, substantially in the form annexed hereto as Exhibit B-2, and (ii) a Wildfire 

Claimant Proof of Claim Form or Wildfire Subrogation Claimant Proof of Claim Form, as applicable, 

at least ninety-five (95) days prior to the Bar Date. Further, the Debtors shall post the Wildfire 

Claimant Proof of Claim Form, the Wildfire Subrogation Claimant Proof of Claim Form, and the 

Wildfire Claim Bar Date Notice on the Case Website. The Wildfire Claim Bar Date Notice and the 

applicable Wildfire Proof of Claim Form will be mailed to each Known Wildfire Claimant at the 

address for the attorney of record set forth in the complaint initiating the prepetition action (or other 

document or correspondence notifying the Debtors of an intention to commence a prepetition action), 

and to (i) Willkie Farr & Gallagher LLP, as attorneys for the Ad Hoc Committee of Wildfire 

Subrogation Claimants, and (ii) Stutzman, Bromberg, Esserman & Plifka, P.C., as attorneys for the 

Ad Hoc Committee of Public Entity Wildfire Claimants. Similar notice will be sent by first class mail 

to any holder of a Wildfire Claim that has filed a Proof of Claim on or prior to the entry of a Proposed 

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Order at the address listed in such Proof of Claim.7 To supplement the foregoing, the Debtors will 

make efforts to send by first class mail the foregoing notice to property owners of destroyed homes 

within the areas affected by the 2017 Northern California Wildfires using proprietary data maintained 

by Geographical Information Systems (“GIS”) satellite experts retained by the Debtors in connection 

with the prepetition litigation. In addition, the Debtors will request that certain third parties who may 

be in possession of contact information for additional potential Wildfire Claimants provide such 

information for the Debtors’ use in identifying such claimants. Information the Debtors will seek 

includes: (i) contact information stored in a database maintained by BrownGreer PLC, which lists 

persons or entities that have Wildfire Claims in connection with the State court litigation related to the 

2017 Northern California Wildfires; and (ii) contact information maintained by the subrogation 

insurance carriers for persons or entities that have filed insurance claims or have received payment 

under any insurance policy for any damages arising out of or relating to a Wildfire Claim. To the 

extent such information is provided to the Debtors reasonably in advance of the entry of the Proposed 

Order, the Debtors will send the foregoing notice by first class mail to any potential Wildfire Claimants 

identified in such sources at the addresses listed for them in those sources. 

As set forth above, the Wildfire Claim Bar Date Notice is a shorter and more 

streamlined form of Bar Date Notice that has been specifically designed and tailored for Wildfire 

Claimants and Wildfire Subrogation Claimants. The Wildfire Claim Bar Date Notice (i) sets forth 

the Bar Date; (ii) advises Wildfire Claimants and Wildfire Subrogation Claimants of their obligation 

to file the applicable Wildfire Proof of Claim Form; (iii) alerts the Wildfire Claimants and Wildfire 

Subrogation Claimants to the consequences of failing to file a timely Wildfire Proof of Claim Form; 

 

7

 The list of Known Wildfire Claimants set forth in the Debtors’ Schedule E/F (filed on March 14, 

2019) was compiled from a review of all complaints related to the North Bay, Camp and Butte 

wildfires filed as of the Petition Date. Schedule E/F also incorporates a list of individuals who may 

have contracted or corresponded with the Debtors through their claims management process 

regarding potential Wildfire Claims but who had not yet commenced formal litigation at the time of 

correspondence. The list of Wildfire Claims set forth in Schedule E/F reflects approximately 13,700 

individual Known Wildfire Claimants. Taking into account additional related notice parties 

identified in the Schedules, the total number of parties to receive the Wildfire Claim Bar Date Notice 

is estimated to be approximately 38,400. 

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and (iv) sets forth the address to which Wildfire Proof of Claim Forms must be sent for filing. Service 

of the Wildfire Claim Bar Date Notice on all Known Wildfire Claimants shall be substantially 

completed by five business days after entry of the Proposed Order. The Debtors submit that the 

Wildfire Claim Bar Date Notice and the noticing procedures described therein will provide Known 

Wildfire Claimants with sufficient notice and information to file properly prepared and executed 

Proofs of Claim in a timely manner. 

c. The Supplemental Notice Plan 

In light of the destruction of structures to which notices of a Bar Date would 

customarily be sent, the Debtors have consulted with Prime Clerk on the most efficient and practical 

way to notify Unknown Wildfire Claimants and as many other parties as practicable of the proceedings 

and the Bar Date and have developed the Supplemental Notice Plan. As further described below, the 

Supplemental Notice Plan is multi-faceted, and is designed to reach its target audiences in a variety of 

different ways, including: (i) multiple newspaper publication notices, (ii) digital advertising, including 

social media and other paid internet search listings, (iii) television and radio advertising, (iv) email 

notice, and (v) dedicated claim service centers. 

The below summarizes the noticing strategy that aims to reach individuals impacted by 

the Northern California Wildfires in Napa, Lake, Sonoma, Mendocino, Nevada, Butte, and Humboldt 

counties, all of the counties impacted by the Northern California Wildfires. As set forth in the Prime 

Clerk Declaration, the Debtors believe this Supplemental Notice Plan will maximize notice of the Bar 

Date to adults in the impacted areas and those who may have moved within or out of those counties in 

the past two years. As set forth in the Prime Clerk Declarations, the non-traditional noticing strategy 

outlined below will be delivered over a four-week period and the total cost of the Supplemental Notice 

Plan is estimated to be approximately $1.5 million – $2.0 million. These noticing media have been 

designed in combination to ensure the broadest, yet most-targeted and efficient, noticing program 

practicable. The primary components of the Supplemental Notice Plan are summarized as follows: 

(a) Publication of the Bar Date Notice. 

(i) Multiple Newspaper Publications. The information set forth in the Standard 

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Bar Date Notice will be published three times in each of the Wall Street 

Journal, USA Today, the Los Angeles Times, San Francisco Chronicle, The 

Bakersfield Californian, The Fresno Bee, The Modesto Bee, The Sacramento 

Bee, The Santa Rosa Press Democrat, The San Jose Mercury News, The East 

Bay Times, The Stockton Record, the Paradise Post, and the Chico 

Enterprise-Record. These are the same publications in which the Notice of 

Commencement was previously published. Additionally, each of the 

Standard Bar Date Notice, the Wildfire Claim Bar Date Notice, and the 

Customer Bar Date Notice will be posted on the Case Website. 

(b) Dedicated Website(s) and Toll-Free Numbers. 

(i) The Debtors, through Prime Clerk, have established a dedicated Case 

Website and toll-free numbers. The Case Website and toll-free numbers will 

be prominently displayed in all printed notice documents and other paid 

advertising and will provide notice of the Bar Date and all requirements to 

comply therewith, and other relevant information relating to the Chapter 11 

Cases. Included within the Case Website will be a page specifically tailored 

to, and designed for, the holders of Wildfire Claims, which will, among other 

things, inform them of certain key dates and deadlines, allow them to view 

certain key documents in the Chapter 11 Cases free of charge, and allow 

holders of Wildfire Claims and other creditors to register their email 

addresses and consent to e-mail service of certain notices required to be sent 

during the Chapter 11 Cases. In addition, Spanish, Mandarin, Tagolog, 

Vietnamese, and Korean language translations of the Customer Bar Date 

Notice will be available for download on the Case Website. 

(c) Digital Advertising. 

(i) As soon as practicable following entry of the Proposed Order, the Debtors, 

through Prime Clerk, will implement both (1) a broad-based geographic 

effort to provide notice to a large majority of online adults in the six affected 

counties using available data related to adult online usage, and (2) digital 

matching to precisely target a known universe of individuals who have 

moved within or out of the affected counties in the past year. 

(ii) This digital effort is estimated to reach approximately 750,000 individuals, 

or approximately 70% of the adult population estimated to be approximately 

1 million individuals, in the six affected counties through a combination of 

Facebook, Google Display NetworkTM, and targeted news website ads. 

(iii) In order to target individuals who have moved within or out of the affected 

counties, Prime Clerk will utilize U.S. Postal Service data and private 

databases. Prime Clerk will then match those names to digital advertising 

targets (e.g., using phone numbers to match to Facebook profiles) and target 

digital ads to that list. 

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(d) Television and Radio. 

(i) All of the affected counties are within four designated market areas in 

California, which render television and radio advertising fairly cost efficient 

and effective. The Debtors, through Prime Clerk, will utilize such methods to 

run advertisements – in both English and Spanish – to reach some of the 

more rural affected areas and audiences that may not be otherwise exposed to 

online noticing.8

(e) Email Notice. 

(i) The Debtors have email information for approximately 40% of their 

Customers. Accordingly, to supplement the hard-copy notice to Customers 

described above, the Debtors intend to send the Customer Bar Date Notice to 

such parties via email as well, with a link to the online proof of claim 

submission portal. 

(f) Claim Service Centers. 

(i) The Debtors intend to utilize certain of their existing customer billing service 

centers as claims service centers (“Claim Service Centers”). Prime Clerk 

staff will supplement existing staff at the Debtors’ Chico, Marysville, 

Oroville, Redding, Santa Rosa, and Napa billing center locations where 

members of the affected communities may go to ask general questions about 

the claims process. Additionally, Customers will be able to hand deliver 

Proofs of Claim to the Claim Service Centers during normal business hours 

and receive a date-stamped receipt. The individuals staffing the Claim 

Service Centers will make clear that that no legal advice would be provided. 

In addition, the Bar Date Notices will be posted in each of the Debtors’ 

approximately seventy-five (75) billing service center locations. 

 

8

 As set forth in the Prime Clerk Declarations, the Supplemental Notice Plan’s television and radio 

advertisements will deliver approximately 150 gross rating points (GRPs) or rough equivalent each 

on English television, Spanish television, English radio, and Spanish radio. GRPs are a standard 

measure of delivery in advertising. In this instance, the Supplemental Notice Plan’s advertisements 

will be seen by an average adult 1.5 times on television and heard 1.5 times on radio, although many 

individuals will see the advertisements numerous times and some may not see it at all. 

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The Supplemental Notice Plan is reasonably calculated to provide notice to all 

unknown creditors, including all Unknown Wildfire Claimants, and parties in interest, and, therefore, 

should be approved. 

d. The Customer Bar Date Notice 

The Debtors are also proposing special procedures for providing notice of the Bar Date 

to their 16 million Customers, including a simpler Customer Bar Date Notice. As noted above, this 

shorter-form Customer Bar Date Notice will result in substantial cost-savings to the estates, but, 

importantly, will provide adequate notice of the Bar Date and how to comply therewith. 

The Customer Bar Date Notice (i) sets forth the Bar Date; (ii) advises Customers under 

what circumstances they must file a Standard Proof of Claim; (iii) makes clear that Customers are not 

required to file proofs of claim for ordinary and customary refunds, overpayments, billing credits, 

deposits, or similar billing items, (iv) alerts Customers to the consequences of failing to file a timely 

Standard Proof of Claim; and (iv) sets forth the address to which Standard Proofs of Claim must be 

sent for filing. In addition, the Customer Bar Date Notice includes bold and conspicuous language 

alerting Customers that may potentially have Wildfire Claims of their obligation to file the applicable 

Wildfire Proof of Claim Form by the Bar Date (which is available for download or submission on the 

Case Website) – thereby providing actual notice of the procedures for filing Wildfire Proof of Claim 

Forms to any Unknown Wildfire Claimants that are Customers of the Debtors or have otherwise 

provided the Debtors with a forwarding address. The Customer Bar Date Notice will also direct 

Customers to the Case Website where such parties may register an email address and request electronic 

notice for the duration of the Chapter 11 Cases. Service of the Customer Bar Date Notice shall be 

given by first class mail at the last known address for each Customer as reflected in the Debtors’ 

records and shall be substantially completed within approximately fifteen business days of entry of 

the Proposed Order. 

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VII. PROOF OF CLAIM FORMS 

With the assistance of Prime Clerk, the Debtors have prepared the Standard Proof of 

Claim Form, the Wildfire Claimant Proof of Claim Form, and the Wildfire Subrogation Claimant 

Proof of Claim Form, substantially in the forms annexed hereto as Exhibits C-1, C-2, and C-3, 

respectively, which substantially conform to Official Form 410, but have been tailored to these 

Chapter 11 Cases. The substantive modifications to Official Form 410 proposed by the Debtors 

include: (a) indicating how the Debtors have identified each creditor’s respective claim, including, if 

available, the amount of the claim and whether the claim has been listed as contingent, unliquidated, 

or disputed; and (b) adding certain instructions. The Standard Proof of Claim Form, Wildfire Claimant 

Proof of Claim Form, and Wildfire Subrogation Claimant Proof of Claim Form may be further 

customized by the Debtors (to the extent possible) to contain certain information about the creditor 

and the Debtor against which the creditor may have a claim. 

Additionally, the Wildfire Claimant Proof of Claim Form and Wildfire Subrogation 

Claimant Proof of Claim Form9 request important information relating to the Wildfire Claims, 

including information to identify the relevant wildfire, the specifics of the type of loss or injury, the 

location of the loss or injury, the type of damages asserted, and (if applicable) whether the claim is 

covered by insurance and the details with respect thereto. It is abundantly clear that a gating issue in 

these cases is the magnitude of the Debtors’ liability with respect to Wildfire Claims to be addressed 

in a plan of reorganization. Although the Debtors certainly have no intention of having the Court 

address all of the Wildfire Claims on a claim by claim basis, the information being requested is critical 

to assessing the Debtors’ aggregate liability, overall and for different categories of claims. For 

 

9

 The Wildfire Subrogation Proof of Claim form allows Wildfire Subrogation Claimants to submit a 

single master Proof of Claim on account of multiple Wildfire Claims. 

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instance, identifying the relevant fire and the location of the loss or injury is necessary to ensure that 

liability findings made with respect to the individual fires are carried through to the corresponding 

claims. Information concerning the types of damages asserted is required to enable the Debtors and 

other parties to calculate an accurate measure of damages. Identifying whether a claim has been 

covered by insurance is required to value claims accurately and avoid any double-counting of losses 

recovered across the different categories of claimants (i.e., Wildfire Claimants and Wildfire 

Subrogation Claimants). The Debtors believe that obtaining this information will be essential to the 

claims estimation and resolution process whether the aggregate amount of liability relating to Wildfire 

Claims is established consensually—as is the Debtors’ hope—or otherwise. Moreover, the 

information being requested is limited and has been tailored and organized in a streamlined manner 

so that providing the same will not impose any undue burden on any Wildfire Claimant. 

In light of the sensitive nature of certain of the injuries and damages likely to be asserted 

in connection with the Wildfire Claims, the Debtors request that the supporting documentation 

submitted in connection with Wildfire Proof of Claim Forms remain confidential in these Chapter 11 

Cases and not be available to the general public. Copies of such information may be provided to 

counsel for the Committees, the U.S. Trustee and any additional parties the Court directs but only after 

each such party agrees to keep the information provided in the applicable Wildfire Proof of Claim 

Forms confidential. 

Accordingly, the Debtors submit that the Proof of Claim Forms substantially conform 

to Official Form 410 and should be approved. 

VIII. BASIS FOR RELIEF REQUESTED 

a. The Proposed Bar Date and Procedures are Reasonably 

Calculated to Provide Due and Proper Notice 

Bankruptcy Rule 2002(a)(7) requires a debtor to provide at least twenty-one (21) days’ 

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notice of the time fixed for filing Proofs of Claim. Under the Proposed Order, the Debtors will be 

providing at least ninety-five (95) days’ notice (and in some instances, as much as one hundred and 

ten (110) days’ notice) to all known creditors, including Known Wildfire Claimants, Governmental 

Units, and Customers. With respect to the Standard Bar Date Notice and Wildfire Claim Bar Date 

Notice, Prime Clerk will have five (5) business days from the date of entry of the Proposed Order to 

complete the mailing of the Standard Bar Date Notice to known claimants. With respect to the 

Customer Bar Date Notice, Prime Clerk will need approximately fifteen business (15) days upon 

entry of the Proposed Order to substantially complete the mailing of the Customer Bar Date Notice. 

Additionally, the Supplemental Notice Plan is specifically designed to ensure that all reasonably 

practicable efforts have been undertaken to provide notice to unknown claimants, including all 

Unknown Wildfire Claimants, of the Bar Date and all of the requirements to file a timely Proof of 

Claim. 

Accordingly, the Debtors submit that the proposed Bar Date and all Notice Procedures 

related thereto provide sufficient notice and time for all parties in interest, including Wildfire 

Claimants, Wildfire Subrogation Claimants, Governmental Units, and Customers, to assert their 

claims. Further, because the proposed Notice Procedures will provide notice to all known claimants 

by mail and notice to any unknown claimants pursuant to the Supplemental Notice Plan, the Debtors 

submit that the proposed Notice Procedures are reasonably calculated to provide notice to all parties 

that may wish to assert a claim in these Chapter 11 Cases and are entirely consistent with due process. 

Indeed, the Debtors’ proposed notice period of approximately ninety-five (95) days is not only 

consistent with but largely exceeds the notice periods provided claimants in other non-asbestos mass 

tort cases. See In re TK Holdings, Inc., Case No. 17-11375 (BLS) (Bankr. D. Del. 2017) (approving 

79 day bar date notice period for individuals asserting personal injury, wrongful death, or property 

damage that resulted from defective airbag inflator); In re Blitz U.S.S., Inc., Case No. 11-13603 

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(PJW) (Bankr. D. Del. 2011) (Docket No. 1619) (approving 61 day bar date notice period for personal 

injury claims that resulted from defective gasoline cans); In re Exide Techs., Case No. 02-11125 

(KJC) (Bankr. D. Del. 2002) (Docket No. 1989) (approving 52 day bar date notice period for personal 

injury, property damage, and other claims relating to exposure to lead and other heavy metals); In re 

Suntech Am., Inc., Case No. 15-10054 (CSS) (Bankr. D. Del. 2009) (Docket No. 86) (establishing 35 

day bar date notice period for creditors to file proofs of claim, including creditors in connection with 

various commercial litigations, including various antitrust, breach of contract, and products liability 

litigations). 

Prime Clerk will also post the Proof of Claim Forms, along with instructions for filing 

such claims or interests, on the Case Website. The Bar Date Notices also will provide that the 

Debtors’ Schedules may be accessed through the same websites or by contacting Prime Clerk at the 

applicable toll-free number or email address, as set forth in the Bar Date Notices. 

b. The Notice Procedures and the Supplemental Notice Plan Satisfy Due Process 

for Wildfire Claimants and Other Unknown Creditors and Parties in Interest in 

the Chapter 11 Cases 

For notice purposes, bankruptcy law divides creditors into two types, “known” and 

“unknown.” Due process requires that known creditors receive actual written notice of a debtor’s 

bankruptcy filing and claims bar date. See In re Maya Const. Co., 78 F.3d 1395, 1399 (9th Cir. 

1996); Chemetron Corp. v. Jones, 72 F.3d 341, 346 (3d Cir. 1995); In re Argonaut Fin. Servs., Inc., 

164 B.R. 107, 112 (N.D. Cal. 1994). For unknown creditors, constructive notice by publication 

typically satisfies the requirements of due process. See Id; Perez v. Safety-Kleen Sys., Inc., 253 

F.R.D. 508, 518 (N.D. Cal. 2008). As characterized by the Supreme Court, a known creditor is one 

whose identity is either known or “reasonably ascertainable by the debtor.” Tulsa Professional 

Collection Serv., Inc. v. Pope, 485 U.S. 478, 490 (1988); In re Caracciolo, No. ADV. 05-90348-H11, 

2006 WL 6604324, at *4 (Bankr. S.D. Cal. Dec. 13, 2006); Perez v. Safety-Kleen Sys., Inc., 253 

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F.R.D. at 518. In contrast, an unknown creditor is one whose “interests are either conjectural or 

future or, although they could be discovered upon investigation, do not in due course of business 

come to knowledge [of the debtor].” See Id.; In re Argonaut Fin. Servs., Inc., 164 B.R. at 112. 

The Debtors have information regarding the names and contact information for the 

attorneys of record of many holders of Wildfire Claims based on prepetition lawsuits. However, 

many potential claimants had not commenced actions as of the Petition Date (or otherwise provided 

actual notice to the Debtors of their intention to do so) and, because many homes and buildings were 

destroyed, the Debtors do not have names and addresses of many potential claimants to which they 

would otherwise mail notice. As the Third Circuit explained in Chemetron, “reasonable diligence 

does not require ‘impracticable and extended searches . . . in the name of due process. . . . The 

requisite search instead focuses on a debtor’s own books and records. Efforts beyond a careful 

examination of these documents are generally not required. Only those claimants who are identifiable 

through a diligent search are ‘reasonably ascertainable’ and hence ‘known’ creditors.” Chemetron, 

72 F.3d 346-347; Wise v. NCD Inc., No. 06-02027 PHX MEA, 2006 WL 3051873, at *3 (“A claim 

is reasonably ascertainable if the debtor has in his possession, at the very least, some specific 

information that reasonably suggests both the claim for which the debtor may be liable and the entity 

to whom he would be liable”); see also In re Motors Liquidation Co., 29 B.R. 510, 550 (Bankr. 

S.D.N.Y. 2015) (surveying decisions discussing the reasonably ascertainable standard and finding, 

“[t]he takeaway from the cases discussing the general principles helping courts decide what are 

‘known’ and ‘unknown’ claims is that the debtor must make effective use of the information already 

available, but the fact that additional claims may be ‘foreseeable’ does not make them ‘known.’”); 

Monster Content, LLC v. HOMES.COM, Inc., 331 B.R. 438, 442 (N.D. Cal. 2005) (“Reasonable 

diligence does not require ‘impracticable and extended searches ... in the name of due process.’ A 

debtor does not have a ‘duty to search out each conceivable or possible creditor and urge that person 

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or entity to make a claim against it.’”); Perez v. Safety-Kleen Sys., Inc., 253 F.R.D. at 518. 

Creditor name and address information which a debtor can only acquire from a thirdparty vendor through a time-consuming and expensive process, is not reasonably ascertainable to 

such debtor. Indeed, Courts have affirmed that debtors are not obligated to search public records for 

creditor name and address information, even if that would be helpful here. See PacifiCorp and Van 

Cott Bagley Cornwall & McCarthy v. W.R. Grace, 2006 WL 2375371, *9-10 (D. Del. 2006) 

(explaining that “reasonable diligence” is a fact specific inquiry, and, contrary to the appellant’s 

allegations, there is no obligation to search public records for claimant names and addresses in all 

situations). Moreover, in determining the appropriate level of notice, Courts will consider the cost 

and administrative burden of providing actual notice to a large class of creditors. See Fogel v. Zell, 

221 F.3d 955, 963 (7th Cir. 2000) (“Notice by publication may thus be entirely appropriate when 

potential claimants are numerous, unknown, or have small claims (whether nominally or. . . 

realistically)—all circumstances that singly or in combination may make the cost of ascertaining the 

claimants’ names and addresses and mailing each one a notice of the bar date and processing the 

responses consume a disproportionate share of the assets of the debtor’s estate.”); Matter of GAC 

Corp., 681 F.2d 1295, 1300 (11th Cir. 1982) (reasoning that constructive notice is appropriate when 

it would have been extremely burdensome and costly to serve certain individual claimants within a 

larger class of creditors with actual notice of the bar date); In re Jewelart, Inc., 71 B.R. 968, 973 

(Bankr. C.D. Cal. 1987) (approving notice by publication as the most reasonable and practical 

available, given the limited resources available to the trustee and the limited funds to be distributed). 

Despite the fact that certain of the holders of Wildfire Claims are unknown creditors 

and, consistent with the case law, are entitled to only constructive notice during the Chapter 11 Cases, 

the Debtors plan to undertake the Supplemental Notice Procedures, which, as noted, have been 

specifically-tailored and designed to notify as many holders of Wildfire Claims as practicable under 

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the circumstances, of the Bar Date and other key deadlines and information relevant to the Chapter 

11 Cases. The Supplemental Notice Procedures are expected to cost approximately $1.5 million - 

$2.0 million, comprised of approximately $400,000 for publication of the Bar Date Notices and $1.0 

million - $1.5 million for other costs and expenses relating to digital, television, and radio advertising 

and the costs and expenses of staffing the Claim Service Centers. The Debtors believe that the Notice 

Procedures are reasonable, go well-beyond the requirements of applicable law and due process 

requirements, and should be approved. 

As discussed above, the Debtors and their advisors have carefully designed the 

Supplemental Notice Plan to provide notice to Unknown Wildfire Claimants (and other unknown 

creditors) through a variety of media, including widespread dissemination of publication notices, 

social media posts, television and radio advertising, email notice, and Claim Service Centers. 

Moreover, the reach and frequency of the Supplemental Notice Plan, and its use of new media, is 

consistent with, if not more developed than, similar new media notice plans, which courts have found 

to provide sufficient notice to large groups of unknown creditors. See In re TK Holdings Inc., Case 

No. 17-11375 (Bankr. D. Del. Nov. 3, 2017) [Docket Nos. 959 and 1102] (implementing 

supplemental plan utilizing digital, print, and radio advertising to provide notice of bar date and other 

key dates and information to potential creditors residing in Puerto Rico and the U.S. Virgin Island, 

who were unable to receive mail due to recent natural disasters); In re Energy Future Holdings Corp., 

Case No. 14-10979, Hr’g Tr. 83:13-20 (Bankr. D. Del. Dec. 18, 2015) (court approved noticing plan 

for unknown asbestos claimants, which included internet banner advertisements and sponsored 

searches on Google, Bing, and Yahoo!, and subsequently denied a late-filed class proof of claim 

emphasizing that to allow the claim “would be in effect a collateral attack on what this Court has 

already done, which is set a bar date as required by the bankruptcy rules . . . and establishing and 

approving an elaborate noticing procedure that cost several million dollars designed to provide a 

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notice as adequately as possible to as many possible claimants as possible.); In re Garlock Sealing 

Technologies LLC, Case No. 10-31607 (Bankr. W.D.N.C. 2010) [Docket Nos. 4378, 4542] 

(approving noticing plan for unknown asbestos claimants which supplemented publication notice 

with internet banner advertisements and sponsored searches on Google, Bing, and Yahoo!); In re Lily 

Robotics, Inc., Case No. 17-10426 (Bankr. D. Del. May 23, 2017) [Docket No. 272] (approving 

noticing plan for customers which supplemented publication notice with weekly posts on the 

Debtors’ Facebook and Twitter pages). 

Accordingly, the Debtors submit that no further or other notice of the Bar Date is 

necessary and that the proposed Notice Procedures provide due and proper notice of the Bar Date. 

c. The Proof of Claim Forms Substantially Conform to Official Form 410 and 

Should be Approved 

As set forth above, the Debtors have prepared the Standard Proof of Claim Form, the 

Wildfire Claimant Proof of Claim Form, and the Wildfire Subrogation Claimant Proof of Claim Form, 

substantially in the forms annexed hereto as Exhibits C-1, C-2, and C-3, respectively, which 

substantially conform to Official Form 410, but have been tailored to these Chapter 11 Cases. The 

substantive modifications to Official Form 410 proposed by the Debtors include: (a) indicating how 

the Debtors have identified each creditor’s respective claim, including, if available, the amount of the 

claim and whether the claim has been listed as contingent, unliquidated, or disputed; and (b) adding 

certain instructions. The Standard Proof of Claim Form, Wildfire Claimant Proof of Claim Form, and 

Wildfire Subrogation Claimant Proof of Claim Form may be further customized by the Debtors (to 

the extent possible) to contain certain information about the creditor and the Debtor against which the 

creditor may have a claim. 

Additionally, as set forth above and in the Orsini Declaration, the Wildfire Claimant 

Proof of Claim Form and Wildfire Subrogation Claimant Proof of Claim Form request important 

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information relating to the Wildfire Claims, including information to identify the relevant wildfire, the 

specifics of the type of loss or injury, the location of the loss or injury, the type of damages asserted, 

and (if applicable) whether the claim is covered by insurance and the details with respect thereto. The 

information being requested in the Wildfire Proof of Claim Forms is critical to assessing the Debtors’ 

aggregate liability, overall and for different categories of claims. For example, as set forth in the 

Orsini Declaration, identifying the relevant fire and the location of the loss or injury is necessary to 

ensure that liability findings made with respect to the individual fires are carried through to the 

corresponding claims. Information concerning the types of damages asserted is required to enable the 

Debtors and other parties to calculate an accurate measure of damages. Identifying whether a claim 

has been covered by insurance is required to value claims accurately and avoid any double-counting 

of losses recovered across the different categories of claimants (i.e., Wildfire Claimants and Wildfire 

Subrogation Claimants). The Debtors believe that obtaining this information is not only essential to 

the claims estimation and resolution process but will also serve to expedite the administration of these 

Chapter 11 Cases. 

Moreover, the information being requested is limited and has been tailored and 

organized in a streamlined manner so that providing the same will not impose any undue burden on 

any Wildfire Claimant. Courts have previously approved specially tailored proof of claim forms that 

request similar information in the context of chapter 11 cases involving substantial tort claims. See, 

e.g., In re TK Holdings Inc., Case No. 17-11375 (Bankr. D. Del. Oct. 4, 2017) [Dkt No. 959] 

(approving special proof of claim form for potential claimants that had suffered personal injury or 

economic loss damages relating to their ownership or operation of vehicles with recalled airbag 

inflators, which form required claimants to identify, among other things, (i) the manufacturer, make, 

model, and vehicle identification number of their vehicle, (ii) whether they owned or leased said 

vehicle, (iii) the period in which they owned or leased said vehicle, and (iv) the basis of the asserted 

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claim (loss of economic value, personal injury or litigation, other) and to submit supporting 

documentation explaining or detailing the type and date of injury); In re USA Gymnastics, Case No. 

18-09108 (RLM) (Bankr. S.D. Ind. Feb. 25, 2018) [Docket No. 301] (approving special proof of claim 

form for claimants asserting claims relating to sexual misconduct, which form required claimants to, 

among other things, provide documentation and written responses to approximately thirty (30) 

separate questions regarding the nature of their claims, the damages asserted, their connections to the 

debtors, and the procedural history of their asserted claims); In re Energy Future Holdings Corp., Case 

No. 14-10979 (Bankr. D. Del. July 30, 2015) [Docket No. 5171] (approving proof of claim for 

claimants asserting unmanifested asbestos related injuries which required claimants to, among other 

things, identify the plant in which they or their family members worked, the location of said plant, the 

type of asbestos exposure, and the estimated exposure dates, if known); In re Archdiocese of 

Milwaukee, Case No. 11-20059 (SVK) (Bankr. E.D. Wisc. July 14, 2011) [Docket No. 331] 

(approving special proof of claim for claimants asserting sexual misconduct claims requiring claimants 

to submit supporting documentation and answer a series of questions relating to the nature of the claim, 

whether they had filed previously commenced a lawsuit, the impact of the abuse and damages, and 

other additional information). 

Accordingly, the Debtors submit that the Proof of Claim Forms substantially conform 

to Official Form 410 and should be approved. 

IX. RESERVATION OF RIGHTS 

Nothing contained herein is intended to be or shall be construed as (i) an admission 

as to the validity of any claim against the Debtors, (ii) a waiver of the Debtors’ or any appropriate 

party in interest’s rights to dispute any claim, or (iii) an approval or assumption of any agreement, 

contract, program, policy, or lease under section 365 of the Bankruptcy Code. Likewise, if the 

Court grants the relief sought herein, any payment made pursuant to the Court’s order is not 

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intended to be and should not be construed as an admission to the validity of any claim or a waiver 

of the Debtors’ rights to dispute such claim subsequently. 

X. NOTICE

Notice of this Motion will be provided to (i) the Office of the U.S. Trustee for Region 

17 (Attn: James L. Snyder, Esq. and Timothy Laffredi, Esq.); (ii) counsel to the Creditors Committee; 

(iii) counsel to Tort Claimants Committee; (iv) the Securities and Exchange Commission; (v) the 

Internal Revenue Service; (vi) the Office of the California Attorney General; (vii) the California Public 

Utilities Commission; (viii) the Nuclear Regulatory Commission; (ix) the Federal Energy Regulatory 

Commission; (x) the Office of the United States Attorney for the Northern District of California; (xi) 

counsel for the agent under the Debtors’ debtor in possession financing facility; and (xii) those persons 

who have formally appeared in these Chapter 11 Cases and requested service pursuant to Bankruptcy 

Rule 2002. The Debtors respectfully submit that no further notice is required. 

No previous request for the relief sought herein has been made by the Debtors to this 

or any other court. 

WHEREFORE the Debtors respectfully request entry of an order granting (i) the relief 

requested herein as a sound exercise of the Debtors’ business judgment and in the best interests of 

their estates, creditors, shareholders, and all other parties interests, and (ii) such other and further relief 

as the Court may deem just and appropriate. 

Dated: May 1, 2019 

 WEIL, GOTSHAL & MANGES LLP 

 KELLER & BENVENUTTI LLP

 

/s/ Jane Kim

 Jane Kim 

Attorneys for Debtors and Debtors in Possession

Case: 19-30088 Doc# 1784 Filed: 05/01/19 Entered: 05/01/19 15:32:50 Page 37

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