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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) 

DEBTORS’ SECOND MOTION 

PURSUANT TO FED. R. BANKR. P. 

9006(b) AND 9027 ENLARGING THE 

TIME WITHIN WHICH TO FILE 

NOTICES OF REMOVAL OF RELATED 

PROCEEDINGS 

Date: November 19, 2019 

Time: 10:00 a.m. (Pacific Time) 

Place: United States Bankruptcy Court 

 Courtroom 17, 16th Floor 

 San Francisco, CA 94102 

Objection Deadline: November 12, 2019 

4:00 p.m. (Pacific Time)

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 Rules 9006(b) and 9027 of the Federal Rules of Bankruptcy Procedure (the 

“Bankruptcy Rules”), and Rule 9006-1 of the Bankruptcy Local Rules of the United States 

Bankruptcy Court for the Northern District of California (the “Bankruptcy Local Rules”), for a 

further extension of time for the Debtors to file notices of removal of the civil actions and 

proceedings to which the Debtors are parties (collectively, the “Civil Actions”) from October 28, 

2019 until the earlier of the effective date of a confirmed chapter 11 plan (the “Effective Date”) 

and June 30, 2020. 

In support of the Motion, the Debtors submit the Declaration of John Boken in 

Support of Debtors’ Second Motion Pursuant to Fed. R. of Bankr. P. 9006(b) and 9027 Enlarging 

the Time Within Which to File Notices of Removal of Related Proceedings (the “Boken 

Declaration”), filed contemporaneously herewith. A proposed form of order granting the relief 

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

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 Rule 5011-1(a) of the Bankruptcy Local Rules. 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 chapter 11 trustee or examiner has been appointed in either of 

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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 First Day Motions and Related 

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

III. RELIEF REQUESTED 

By prior order, this Court granted the Debtors an extension of the deadline by which 

the Debtors may file notices of removal under Bankruptcy Rule 9027(a) through and including 

October 28, 2019. See Order Pursuant to Fed. R. Bankr. P. 9006(b) and 9027 Enlarging the Time 

Within Which to File Notices of Removal of Related Proceedings [Docket No. 2278] (the “Initial 

Extension Order”). By this Motion, pursuant to 28 U.S.C. § 1452 and Bankruptcy Rules 9006(b) 

and 9027, the Debtors request entry of an order (i) further extending the deadline by which the 

Debtors may file notices of removal under Bankruptcy Rule 9027(a) from the current deadline of 

October 28, 2019 to the earlier of the Effective Date and June 30, 2020, and (ii) granting related 

relief.1 

IV. BASIS FOR RELIEF REQUESTED 

Section 1452 of title 28 of the United States Code provides for the removal of actions 

related to bankruptcy cases and provides, in pertinent part: 

1

 Pursuant to paragraph 24 of the Amended Order Implementing Certain Notice and Case 

Management Procedures, dated March 27, 2019 [Docket No. 1093], the current October 28, 2019 

removal deadline “shall automatically be extended until the Court acts on th[is] Motion, without the 

necessity for the entry of a bridge order.” 

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A party may remove any claim or cause of action in a civil action other 

than a proceeding before the United States Tax Court or a civil action 

by a governmental unit to enforce such governmental unit’s police or 

regulatory power, to the district court for the district where such civil 

action is pending, if such district court has jurisdiction of such claim or 

cause of action under section 1334 of this title. 

28 U.S.C § 1452(a). 

Bankruptcy Rule 9027 sets forth the time periods for filing notices to remove claims 

or causes of action and provides, in pertinent part: 

If the claim or cause of action in a civil action is pending when a case 

under the Code is commenced, a notice of removal may be filed only 

within the longest of (A) 90 days after the order for relief in the case 

under the Code, (B) 30 days after entry of an order terminating a stay, 

if the claim or cause of action in a civil action has been stayed under 

§ 362 of the Code, or (C) 30 days after a trustee qualifies in a chapter 

11 reorganization case but not later than 180 days after the order for 

relief. 

Fed. R. Bankr. P. 9027(a)(2). 

Bankruptcy Rule 9006 permits the Court to enlarge the removal period and provides, 

in pertinent part: 

Except as provided in paragraphs (2) and (3) of this subdivision, when 

an act is required or allowed to be done at or within a specified period 

by these rules or by a notice given thereunder or by order of court, the 

court for cause shown may at any time in its discretion (1) with or 

without motion or notice order the period enlarged if the request therefor 

is made before the expiration of the period originally prescribed or as 

extended by a previous order or (2) on motion made after the expiration 

of the specified period permit the act to be done where the failure to act 

was the result of excusable neglect. 

Id. 9006(b)(1). 

It is well-settled that this Court is authorized to extend, for cause, the removal period 

under 28 U.S.C. § 1452 and Bankruptcy Rule 9027. See Pacor, Inc. v. Higgins, 743 F.2d 984, 996 

n.17 (3d Cir. 1984), overruled on other grounds by Things Remembered, Inc. v. Petrarca, 516 U.S. 

124 (1995); see also Caperton v. A.T. Massey Coal Co., Inc., 251 B.R. 322, 325 (S.D.W. Va. 2000) 

(explaining that Bankruptcy Rule 9006 provides authority to enlarge time periods for removing 

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actions under Bankruptcy Rule 9027); Raff v. Gordon, 58 B.R. 988, 990 (E.D. Pa. 1986) (finding 

that an expansion of time to file notices of removal is authorized under the Bankruptcy Rules); In 

re Jandous Elec. Constr. Corp., 106 B.R. 48 (Bankr. S.D.N.Y. 1989) (concluding that the period 

in which to file a notice of removal may be expanded pursuant to Bankruptcy Rule 9006); In re 

World Fin. Servs. Ctr., Inc., 81 B.R. 33, 39 (Bankr. S.D. Cal. 1987) (providing that the United 

States Supreme Court intended to give bankruptcy judges the power to enlarge the filing periods 

under Bankruptcy Rule 9027(a) pursuant to Bankruptcy Rule 9006(b)). 

V. CAUSE EXISTS TO ENLARGE THE REMOVAL PERIOD 

As this Court is aware, the Debtors face a multitude of pending claims and lawsuits 

that the Debtors seek to resolve through the chapter 11 plan process. In addition to operating a 

large and complex business and actively managing the substantial risks wildfire season poses to the 

over 16 million customers and numerous communities the Debtors serve, the Debtors have made 

substantial progress in the administration of these Chapter 11 Cases and toward the timely and 

successful confirmation of a chapter 11 plan of reorganization. Among other things, the Debtors 

have accomplished the following: 

 Effected a smooth transition into chapter 11, avoiding any significant 

business disruptions or dislocations that are normally attendant to the 

commencement of any chapter 11 case; 

 Promptly restored their trade credit and their relationships with their 

suppliers and business partners, at a substantial savings to their estates; 

 Established a $100 million fund for wildfire claimants with housing and 

other urgent needs; 

 Replaced substantially all of the members of their respective Boards of 

Directors with individuals having significant safety, industry, and 

restructuring expertise and retained a new Chief Executive Officer of PG&E 

Corp. and a new Chief Executive Officer of the Utility, each with decades 

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of safety and industry experience, and have made several other senior 

leadership changes with respect to their gas and electric businesses; 

 Reached comprehensive settlements with 18 public entities (the “Public 

Entities”), resolving all of their respective wildfire claims for an aggregate 

sum of $1 billion to be implemented pursuant to the Debtors’ Plan; 

 Negotiated and filed the Debtors’ First Amended Joint Chapter 11 Plan of 

Reorganization on September 23, 2019 (the “Debtors’ Plan”) which 

incorporates a comprehensive settlement (the “Subrogation Claims 

Settlement”) the Debtors reached with the Ad Hoc Subrogation Group 

resolving the approximately $20 billion in asserted subrogation claims that 

relate to the 2017 and 2018 wildfires (the “Subrogation Claims” and the 

holders of Subrogation Claims, the “Subrogation Claimants”) for $11 

billion, a 45% discount; 

 Obtained commitments for $14 billion in new equity capital and $34.35 

billion in debt financing commitments from leading money center banks to 

implement the Debtors’ Plan; 

 Moved forward with an estimation proceeding to determine for plan 

purposes the aggregate wildfire liabilities owed to uninsured and 

underinsured wildfire claimants and certain limited public entities; 

 Established pre-confirmation briefing schedules for a multitude of plan 

confirmation-related issues, including with respect to (i) whether the 

doctrine of inverse condemnation applies to the Utility, (ii) whether certain 

public entity claims are liquidated or subject to estimation, (iii) whether the 

holders of senior unsecured bond claims are entitled to any make-whole 

premiums and thus unimpaired or impaired, and (iv) whether the holders of 

general unsecured claims are entitled to postpetition interest at the federal 

judgment rate or some other rate; and 

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 Commenced a proceeding before the California Public Utilities Commission 

to review and approve the Debtors’ Plan from a regulatory perspective. 

All of these tasks have taken significant time but have been necessary to progressing 

these Chapter 11 Cases to a resolution within the deadline imposed by AB 1054. See Boken Decl. 

¶ 7. In addition, the Debtors have devoted substantial litigation resources to the trials regarding the 

Tubbs fire that are proceeding in state court. See id. As a result, the Debtors have not yet had the 

opportunity to fully examine all of the Civil Actions to determine the feasibility or benefit of 

removing each case. See id.

The Debtors are party to numerous civil actions and proceedings. See id. ¶ 4. Given 

the sheer number of pending actions, the Debtors require additional time to consider whether to file 

notices of removal of the Civil Actions because the Debtors’ key personnel must assess these 

numerous lawsuits while concurrently attending to the day-to-day demands of these complex 

Chapter 11 Cases. See id. 

The Debtors are continuing to review their records to determine whether it would 

benefit their estates to remove any of the Civil Actions. See Boken Decl. ¶ 8. To date, however, 

the Debtors have not made a determination as to which, if any, of the Civil Actions they may seek 

to remove. See id. Therefore, the Debtors believe that it is prudent to seek an extension of the time 

prescribed under Bankruptcy Rule 9027(a), until the earlier of the Effective Date and June 30, 2020, 

to protect their right to remove those Civil Actions if they deem it to be appropriate. The extension 

sought will afford the Debtors a reasonable amount of time to determine whether to remove any 

pending Civil Actions and will help to ensure that the Debtors do not forfeit valuable rights under 

28 U.S.C. § 1452. An extension also would not prejudice the rights of the Debtors’ adversaries 

because any party to an action that is removed may seek to have the action remanded to state court 

pursuant to 28 U.S.C. § 1452(b). 

The Debtors further request that the order approving this Motion be without 

prejudice to any position the Debtors may take regarding whether section 362 of the Bankruptcy 

Code applies to stay any given Civil Action pending against the Debtors. 

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For the reasons stated above, the Debtors submit that cause exists to grant the relief 

requested and that the relief requested herein is appropriate and in the best interests of their estates, 

creditors, shareholders, and all other parties’ interests. 

VI. 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; (xii) counsel to non-Debtor parties to any Civil Actions; and (xiii) 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. 

Debtors previously sought and received an extension of the deadline to file notices of 

removal through and including October 28, 2019. No previous request for the relief sought herein 

has been made by the Debtors to this or any other court. 

 

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WHEREFORE the Debtors respectfully request entry of an order granting (i) the 

relief requested herein for cause, and as a sound exercise of the Debtors’ business judgment and in 

the best interests of their estates, creditors, shareholders, and all other parties in interest, and (ii) such 

other and further relief as the Court may deem just and appropriate. 

Dated: October 25, 2019 WEIL, GOTSHAL & MANGES LLP 

 KELLER & BENVENUTTI LLP

 

/s/ Jessica Liou

 Jessica Liou 

Attorneys for Debtors and Debtors in Possession

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