1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28 BAKER

& HOSTETLER LLP

ATTORNEYS AT LAW

SAB FRANCISCO, CA 

 

Robert A. Julian (SBN 99469) 

Cecily A. Dumas (SBN 111449) 

BAKER & HOSTETLER LLP 

1160 Battery Street, Suite 100 

San Francisco, CA 94111 

Telephone: 628.208.6434 

Facsimile: 310.820.8859 

Email: rjulian@bakerlaw.com 

Email: cdumas@bakerlaw.com 

Eric E. Sagerman (SBN 155496) 

Lauren T. Attard (SBN 320898) 

BAKER & HOSTETLER LLP 

11601 Wilshire Blvd., Suite 1400 

Los Angeles, CA 90025-0509 

Telephone: 310.442.8875 

Facsimile: 310.820.8859 

Email: esagerman@bakerlaw.com 

Email: lattard@bakerlaw.com 

Counsel for Official 

Committee of Tort Claimants 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA

SAN FRANCISCO DIVISION 

In re:

PG&E CORPORATION 

-andPACIFIC GAS AND ELECTRIC 

COMPANY, 

 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) 

Bankruptcy Case 

No. 19-30088 (DM) 

Chapter 11 

(Lead Case) 

(Jointly Administered) 

ORDER APPROVING THE 

APPLICATION OF THE OFFICIAL 

COMMITTEE OF TORT CLAIMANTS 

PURSUANT TO 11 U.S.C. § 1103 AND 

FED. R. BANKR. P. 2014 AND 5002 TO 

RETAIN AND EMPLOY 

DEVELOPMENT SPECIALISTS, INC. 

AS A FINANCIAL ADVISOR 

EFFECTIVE AS OF MARCH 20, 2019 

Signed and Filed: May 10, 2019

________________________________________

DENNIS MONTALI

U.S. Bankruptcy Judge

Entered on Docket 

May 10, 2019

EDWARD J. EMMONS, CLERK 

U.S. BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA

Case: 19-30088 Doc# 1977 Filed: 05/10/19 Entered: 05/10/19 14:20:45 Page 1 of

4
1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

BAKER 

&

HOSTETLER LLP

ATTORNEYS AT LAW

SAN FRANCISCO, CA 

Upon the Application, dated April 15, 2019, (the “Application”)1, of the Official 

Committee of Tort Claimants (the “Committee”) of PG&E Corporation and Pacific Gas and 

Electric Company (collectively the “Debtors”) for an order authorizing the Committee to retain 

and employ Development Specialists, Inc. (“DSI”) as financial advisor to the Committee, effective 

as of March 20, 2019, pursuant to section 1103(a) of title 11 of the United States Code (the 

“Bankruptcy Code”), and Rules 2014 and 5002 of the Federal Rules of Bankruptcy Procedure 

(the “Bankruptcy Rules”), and in accordance with the terms and conditions set forth in the 

engagement letter between the Committee and DSI dated March 20, 2019 (the “Engagement 

Letter”) attached to the Application as Exhibit B, and the Supplement to the Applications of the 

Official Committee of Tort Claimants to Retain and Employ Lincoln Partners Advisors LLC and 

Development Specialists, Inc. as its Financial Advisors, dated May 3, 2019, (the “Supplement”), 

and this Court having jurisdiction to consider the Application and the relief requested therein 

pursuant to 28 U.S.C. §§ 157 and 1334, Order Referring Bankruptcy Cases and Proceedings to 

Bankruptcy Judges, General Order 24 (N.D. Cal.), and Rule 5011-1(a) of the Bankruptcy Local 

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

Local Rules”); and consideration of the Application and the requested relief being a core 

proceeding pursuant to 28 U.S.C. § 157(b); and venue being proper before this Court pursuant to 

28 U.S.C. §§ 1408 and 1409; and the Court having found and determined that notice of the 

Application as provided to the parties listed therein is reasonable and sufficient, and it appearing 

that no other or further notice need be provided; and this Court having reviewed the Application 

and the Sharp Declaration; and it appearing that the relief requested in the Application is in the 

best interests of the Debtors, their estates, creditors, shareholders, and all parties in interest; and 

upon all of the proceedings had before this Court and after due deliberation and sufficient cause 

appearing therefor, 

IT IS HEREBY ORDERED THAT: 

 

1

 Capitalized terms used but not otherwise herein defined shall have the meanings ascribed to such terms in the 

Application. 

Case: 19-30088 Doc# 1977 Filed: 05/10/19 Entered: 05/10/19 14:20:45 Page 2 of

4
1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

BAKER 

&

HOSTETLER LLP

ATTORNEYS AT LAW

SAN FRANCISCO, CA 

1. The Application is approved solely to the extent set forth herein. 

2. The Committee is authorized, pursuant to section 1103 of the Bankruptcy Code and 

Bankruptcy Rules 2014(a) and 5002, to engage DSI as its financial advisor in these Cases, effective 

as of March 20, 2019. The terms of DSI’s engagement, with the exception of DSI’s compensation 

and reimbursement of expenses, will be pursuant to the terms of the Engagement Letter, which 

scope shall be amended as reflected in the Supplement. 

3. DSI shall be compensated for fees and reimbursed for reasonable and necessary 

expenses and shall file monthly fee statements and interim and final fee applications for the 

allowance of compensation for services rendered and reimbursement of expenses incurred in 

accordance with sections 330 and 331 of the Bankruptcy Code, the Bankruptcy Rules, the 

Bankruptcy Local Rules, the order entered by this Court on February 28, 2019 establishing the 

procedures for interim compensation and reimbursement of expenses of professionals [Doc. No. 

701], the United States Bankruptcy Court Northern District of California Guidelines for 

Compensation and Expense Reimbursement of Professionals and Trustees, effective February 19, 

2014, and the U.S. Trustee Guidelines for Reviewing Applications for Compensation and 

Reimbursement of Expenses Filed Under 11 U.S.C. § 330 by Attorneys in Larger Chapter 11 

Cases, effective November 1, 2013, and any other order of the Court. 

4. In connection with any increases in DSI’s rates, as set forth in paragraph 19 of the 

Application, DSI shall file a supplemental declaration with this Court and provide ten [10] business 

days’ notice to the United States Trustee and the Debtors prior to filing a fee statement or fee 

application reflecting an increase in such rates. The supplemental declaration shall set forth the 

requested rate increases, explain the basis for the requested rate increases in accordance with 

section 330(a)(3)(F) of the Bankruptcy Code and certify that the Committee has consented to the 

requested rate increases. The United States Trustee retains all rights to object to any rate increase 

on all grounds including, but not limited to, the reasonableness standard provided for in section 

330 of the Bankruptcy Code, and all rates and rate increases are subject to review by the Court. 

5. Notwithstanding anything to the contrary herein, the Office of the United States 

Trustee shall have the right to object to DSI’s interim and final fee applications (including expense 

Case: 19-30088 Doc# 1977 Filed: 05/10/19 Entered: 05/10/19 14:20:45 Page 3 of

4
1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

BAKER 

&

HOSTETLER LLP

ATTORNEYS AT LAW

SAN FRANCISCO, CA 

reimbursement) on all grounds, including the reasonableness standard provided in section 330 of 

the Bankruptcy Code. 

6. To the extent that there may be any inconsistency between the terms of the 

Application, the Engagement Letter and this Order, the terms of this Order shall govern. 

7. Notwithstanding anything to the contrary in the Application, any of its attachments, 

or the Engagement Letter, DSI shall not seek reimbursement of any fees or costs arising from the 

defense of any of DSI’s monthly fee statements or fee applications in these Cases. Approval of 

the Application and any terms of the Engagement Agreement shall not alter the result dictated by 

the holding in Baker Botts L.L.P. v. ASARCO LLC, 135 S. Ct. 2158, 2169 (2015) and its 

construction of 11 U.S.C. § 330(a)(1). 

8. Notwithstanding anything to the contrary in the Application, any of its attachments, 

or the Engagement Letter, DSI’s allowed compensation, including expense reimbursement and 

indemnification, shall have the same priority as the allowed professional fees and expenses of other 

professionals retained in the Cases. 

9. The relief granted herein shall be binding upon any chapter 11 trustee appointed in 

the Cases, or upon any chapter 7 trustee appointed in the event of a subsequent conversion of the 

Cases to cases under chapter 7. 

10. The Committee is authorized to take all steps necessary or appropriate to carry out 

this Order. 

11. This Court shall retain jurisdiction to hear and determine all matters arising from 

or related to the implementation, interpretation, or enforcement of this Order. For the avoidance 

of doubt, notwithstanding any provision in the Engagement Letter to the contrary, during the 

pendency of these Cases, this Court shall have exclusive jurisdiction over the approval of fees due 

and owing to DSI for this retention. 

** END OF ORDER ** 

Case: 19-30088 Doc# 1977 Filed: 05/10/19 Entered: 05/10/19 14:20:45 Page 4 of

4