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Bruce S. Bennett (SBN 105430) 

Joshua M. Mester (SBN 194783) 

James O. Johnston (SBN 167330) 

JONES DAY 

555 South Flower Street 

Fiftieth Floor 

Los Angeles, CA 90071.2300 

Telephone: (213) 489-3939 

Facsimile: (213) 243-2539 

E-mail: bbennett@jonesday.com 

 jmester@jonesday.com 

 jjohnston@jonesday.com 

Attorneys for PG&E Shareholders 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re: 

PG&E CORPORATION 

- and - 

PACIFIC GAS AND ELECTRIC 

COMPANY, 

Debtors. 

Bankruptcy Case 

No. 19-30088 (DM) 

Chapter 11 

(Lead Case) 

(Jointly Administered) 

THIRD AMENDED VERIFIED 

STATEMENT OF JONES DAY 

PURSUANT TO FEDERAL RULE OF 

BANKRUPTCY PROCEDURE 2019

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).

Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy 

Rules”), Jones Day submits this third amended verified statement (the “Third Amended 

Statement”) with respect to certain beneficial holders or investment advisers or managers for 

certain beneficial holders of (a) common stock in PG&E Corporation (“PG&E”) and (b) preferred 

stock in Pacific Gas and Electric Company (the “Utility” and together with PG&E, the 

Case: 19-30088 Doc# 3964 Filed: 09/23/19 Entered: 09/23/19 09:56:12 Page 1 of

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“Debtors”), as identified on Exhibit A or Exhibit B hereto (each, a “PG&E Shareholder”), and in 

support hereof states as follows: 

In January 2019, certain PG&E Shareholders retained Jones Day to advise them in 

connection with the Debtors’ chapter 11 cases. Other PG&E Shareholders subsequently retained 

Jones Day for the same purpose. The PG&E Shareholders hold, or manage or advise funds 

and/or accounts that hold disclosable economic interests in relation to the Debtors. On May 17, 

2019, Jones Day filed its Verified Statement Of Jones Day Pursuant To Federal Rule Of 

Bankruptcy Procedure 2019 [Docket No. 2071]. On July 18, 2019, Jones Day filed its First 

Amended Verified Statement of Jones Day Pursuant to Federal Rule of Bankruptcy Procedure 

2019 [Docket No. 3066]. On July 23, 2019, Jones Day filed its Second Amended Verified 

Statement of Jones Day Pursuant to Federal Rule of Bankruptcy Procedure 2019 [Docket No. 

3158] (the “Second Amended Statement”). This Third Amended Statement amends and replaces 

the Second Amended Statement. Attached hereto as Exhibit A and Exhibit B is a list of the 

names, addresses, nature, and amount of all disclosable economic interests of each PG&E 

Shareholder in relation to the Debtors as of September 3, 2019 (unless otherwise indicated). The 

information set forth in Exhibit A and Exhibit B for each PG&E Shareholder is based on 

information provided to Jones Day by such PG&E Shareholder. Jones Day submits this Third 

Amended Statement in an abundance of caution and without conceding that the provisions of 

Bankruptcy Rule 2019 apply to its representation of the PG&E Shareholders. 

As of the date of this Third Amended Statement, Jones Day continues to represent each 

PG&E Shareholder. Jones Day does not represent or purport to represent any other person or 

entities with respect to these chapter 11 cases. Jones Day does not represent the PG&E 

Shareholders as a “committee” (as such term is used in the Bankruptcy Code and Bankruptcy 

Rules) and does not undertake to represent the interests of, and is not a fiduciary for, any other 

creditor, party in interest, or other entity. In addition, as of the date of this Third Amended 

Statement, no PG&E Shareholder represents or purports to represent any other entity in 

connection with these chapter 11 cases. 

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No PG&E Shareholder listed on Exhibit A has or is a party to any agreement to act as a 

group or in concert with respect to its interests in the Debtors and each PG&E Shareholder listed 

on Exhibit A has the unrestricted right to act as it chooses in respect of such interests without 

respect to the actions or interests of any other party. 

On or about August 3, 2019, the PG&E Shareholders listed on Exhibit B formed a group 

within the meaning of Section 13(d)(3) of Securities Exchange Act of 1934 for the purpose of 

discussing terms by which they may be willing to provide capital commitments in connection 

with the Debtors’ restructuring. 

Upon information and belief formed after due inquiry, Jones Day does not hold any 

disclosable economic interest (as that term is defined in Bankruptcy Rule 2019(a)(1)) in relation 

to PG&E. 

The undersigned verify that the foregoing is true and correct to the best of their 

knowledge, as of the date of this Third Amended Statement. 

Nothing contained in this Third Amended Statement is intended or shall be construed to 

constitute: (a) a waiver or release of the rights of any PG&E Shareholder to have any final order 

entered by, or other exercise of the judicial power of the United States performed by, an Article 

III court; (b) a waiver or release of the rights of any PG&E Shareholder to have any and all final 

orders in any and all non-core matters entered only after de novo review by a United States 

District Judge; (c) consent to the jurisdiction of the Court over any matter; (d) an election of 

remedy; (e) a waiver or release of any rights any PG&E Shareholder may have to a jury trial; (f) a 

waiver or release of the right to move to withdraw the reference with respect to any matter or 

proceeding that may be commenced in the chapter 11 cases against or otherwise involving any 

PG&E Shareholder; (g) a waiver or release of any other rights, claims, actions, defenses, setoffs 

or recoupments to which any PG&E Shareholder is or may be entitled, in law or in equity, under 

any agreement or otherwise, with all such rights, claims, actions, defenses, setoffs or recoupments 

being expressly reserved; or (h) an admission or acknowledgement that Bankruptcy Rule 2019 

applies to Jones Days’ representation of the PG&E Shareholders. 

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Jones Day reserves the right to amend or supplement this Third Amended Statement in 

accordance with the requirements of Bankruptcy Rule 2019 with any additional information that 

may become available. 

Dated: September 23, 2019 JONES DAY 

By: /s/ Joshua M. Mester 

Joshua M. Mester 

Attorney for PG&E Shareholders 

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Exhibit A 

 

Case: 19-30088 Doc# 3964 Filed: 09/23/19 Entered: 09/23/19 09:56:12 Page 5 of

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Exhibit A 

Name and Address of PG&E 

Shareholder Disclosable Economic Interests 

683 Capital Partners, LP 

3 Columbus Circle, Suite 2205 

New York, NY 10019 

PG&E Common Shares: 

Short Call Options:1 

Short Put Options: 

850,000 

50,000 

150,000 

Anchorage Capital Group, L.L.C., on 

behalf of certain funds and accounts 

610 Broadway, 6th Floor 

New York, NY 10012 

PG&E Common Shares: 

Utility Bonds: 

DIP Loan Obligations:2

21,367,400 

$212,000,000 

$22,500,000 

BlueMountain Capital Management, 

LLC, on behalf of certain funds and 

accounts3

280 Park Avenue, 12th Floor, 

New York, NY 10017 

PG&E Common Shares: 

PG&E Common Shares Swaps: 

Call Options: 

Put Options: 

1,377,097 

12,815,127 

4,840,000 

3,840,000 

Caspian Capital LP, on behalf of 

certain funds and accounts 

10 East 53rd Street, 35th Floor, 

New York, NY 10022 

PG&E Common Shares: 

Utility Preferred Shares: 

Utility Bonds: 

DIP Loan Obligations: 

PG&E Revolver: 

PG&E Term Loan: 

1,984,375 

144,595 

$29,138,000 

$10,000,000 

$11,464,886 

$18,535,114 

Centerbridge Partners, L.P., on behalf 

of certain funds and accounts 

375 Park Avenue, 11th Floor 

New York, NY 10152 

 

PG&E Common Shares: 

Call Options: 

Utility Preferred Shares: 

Utility Bonds: 

Utility Revolver: 

Subrogation Claims: 

8,874,417 

339,900 

80,884 

$308,249,000 

$4,940,653 

$117,988,281 

 1

 Options are shown herein as exercisable shares. 

2

 DIP Loan Obligations include undrawn commitments, if any. 

3

 Disclosable economic interests held as of September 11, 2019. 

Case: 19-30088 Doc# 3964 Filed: 09/23/19 Entered: 09/23/19 09:56:12 Page 6 of

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Name and Address of PG&E 

Shareholder Disclosable Economic Interests 

CSS, LLC4

175 W. Jackson Blvd., Suite 440 

Chicago, IL 60604 

PG&E Common Shares: 

Utility Preferred Shares: 

Utility Bonds: 

Net Option Exposure:5

 

738,483

52,702 

$2,000,000 

(197,000) 

D.E. Shaw Galvanic Portfolios, 

L.L.C., D.E. Shaw Kalon Portfolios, 

L.L.C., and D.E. Shaw Orienteer 

Portfolios, L.L.C., 

1166 Ave. of the Americas, 9th Floor 

New York, NY 10036 

PG&E Common Shares: 5,960,732 

Empyrean Capital Partners, LP, on 

behalf of certain funds and accounts 

10250 Constellation Blvd., Suite 2950 

Los Angeles, CA 90067 

PG&E Common Shares: 

Call Options: 

Utility Revolver: 

Utility Bonds: 

748,000 

2,100,000 

$10,000,000 

$44,989,000 

Fidelity Management & Research 

Company, on behalf of certain funds 

and accounts 

245 Summer Street 

Boston, MA 02210 

PG&E Common Shares: 

Utility Bonds: 

12,893,052 

$339,000,000 

First Pacific Advisors, LP, on behalf 

of certain funds and accounts 

11601 Wilshire Blvd #1200 

Los Angeles, CA 90025 

PG&E Common Shares: 4,702,923 

Governors Lane LP, on behalf of 

certain funds and accounts 

510 Madison Avenue 

New York, NY 10022 

PG&E Common Shares: 

Utility Bonds: 

1,209,598 

$48,691,000 

 4

 Disclosable economic interests held as of September 18, 2019. 

5

 CSS has various long and short call and put options, with various strike prices and expirations. 

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Name and Address of PG&E 

Shareholder Disclosable Economic Interests 

HBK Master Fund L.P., 

c/o HBK Services LLC 

2300 North Field Street, Suite 2200 

Dallas, TX 75201 

PG&E Common Shares: 

Utility Bonds: 

DIP Loan Obligations: 

Utility Revolver: 

Utility L/C Reimbursement: 

1,195,000 

$38,235,000 

$125,000,000 

$321,668,518 

$139,585,867 

Latigo Partners, LP, on behalf of 

certain funds and accounts 

450 Park Avenue, 12th Floor 

New York, NY 10022 

PG&E Common Shares: 

Utility Bonds: 

560,000 

$17,000,000 

Meadowfin, L.L.C. 

299 Park Avenue, 40th Floor 

New York, NY 10171 

PG&E Common Shares: 

Utility Bonds: 

8,800,000 

$480,236,000 

Monarch Alternative Capital LP, on 

its own behalf and on behalf of its 

advisory clients 

535 Madison Ave. 

New York, NY 10022 

PG&E Common Shares: 2,801,610 

Newtyn Management, LLC, on behalf 

of certain funds and accounts 

60 East 42nd Street, 9th Floor, 

New York, NY 10165 

PG&E Common Shares: 

Call Options: 

3,892,175 

200,000 

Nut Tree Master Fund, LP, by its 

investment advisor, Nut Tree Capital 

Management, LP 

Two Penn Plaza, 24th Floor 

New York, NY 10121 

PG&E Common Shares: 1,999,800 

Owl Creek Asset Management, L.P., 

on behalf of certain funds and 

accounts 

640 Fifth Avenue, 20th Floor 

New York, NY 10019 

PG&E Common Shares: 

Subrogation Claims: 

3,208,171 

$23,293,187 

Paulson & Co., Inc., on behalf of 

certain funds and accounts 

1133 Avenue of the Americas, 

New York, NY 10036 

PG&E Common Shares: 2,624,240 

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Name and Address of PG&E 

Shareholder Disclosable Economic Interests 

Pentwater Capital Management LP, on 

behalf of certain funds and accounts6 

614 Davis Street 

Evanston, IL 60201 

PG&E Common Shares: 

Utility Bonds: 

Net Exposure Equity 

Derivatives:7

8,427,100 

3,839,000 

(270,900) 

Redwood Capital Management, LLC, 

on behalf of certain funds and 

accounts 

910 Sylvan Ave 

Englewood Cliffs, NJ 07632 

PG&E Common Shares: 

Short Call Options: 

Utility Bonds: 

10,514,313 

508,000 

$85,462,000 

Sachem Head Capital Management 

LP, on behalf of certain funds and 

accounts 

250 West 55th St., 34th Floor 

New York, NY 10019 

PG&E Common Shares: 3,458,644 

Serengeti Asset Management LP, on 

behalf of certain funds and accounts 

632 Broadway, 12th Floor 

New York, NY 10012 

PG&E Common Shares: 1,300,000 

Silver Point Capital, L.P., on behalf of 

certain funds and accounts 

Two Greenwich Plaza 

Greenwich, CT 06830 

PG&E Common Shares: 

PG&E Common Shares Swaps: 

Utility Bonds: 

Subrogation Claims: 

Trade Vendor Claims: 

PG&E Revolver and Term 

Loans: 

13,663,527 

1,240,473 

$215,330,666 

$74,934,854 

$10,869,220 

$69,200,000 

Steadfast Capital Management LP 

(“SCM”), on behalf of certain funds, 

whether advised directly by SCM or 

an affiliate thereof 

450 Park Avenue, 20th Floor 

New York, NY 10022 

PG&E Common Shares: 6,335,857 

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 Disclosable economic interests held as of September 19, 2019. 

7

 Equity derivatives (long and short options and swaps) with various maturities and strike prices, net 

exposure if executed, whether or not contracts have any intrinsic value presently. 

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Name and Address of PG&E 

Shareholder Disclosable Economic Interests 

SteelMill Master Fund LP 

c/o PointState Capital LP 

40 West 57th Street, 25th Floor 

New York, NY 10019 

PG&E Common Shares: 

Utility Bonds: 

8,543,847 

$309,325,000 

Stonehill Capital Management LLC, 

on behalf of certain funds8

885 Third Ave., 30th Floor 

New York, NY 10022 

PG&E Common Shares: 

Utility Preferred Shares: 

Utility Bonds: 

9,211,649 

796,633 

$28,464,000 

Warlander Asset Management, LP, on 

behalf of certain funds and accounts9 

250 West 55th Street, 33rd Floor 

New York, NY 10019 

 

PG&E Common Shares: 

Call Options (Long Position): 

200,000 

500,000 

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 Disclosable economic interests held as of September 18, 2019. 

9

 Disclosable economic interests held as of September 17, 2019. 

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Exhibit B 

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Exhibit B 

Name and Address of PG&E 

Shareholder Disclosable Economic Interests 

Abrams Capital Management, LP, on 

behalf of certain funds and accounts 

222 Berkeley Street, 21st Floor 

Boston, MA 02116 

PG&E Common Shares: 

Subrogation Claims: 

25,000,000 

$72,302,208 

Knighthead Capital Management, 

LLC, on behalf of certain funds and 

accounts 

1140 Avenue of the Americas, 12th Fl 

New York, NY 10036 

PG&E Common Shares: 

Call Options:1

Utility Bonds: 

14,383,521 

2,748,000 

$51,760,000 

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 Options are shown herein as exercisable shares. 

Case: 19-30088 Doc# 3964 Filed: 09/23/19 Entered: 09/23/19 09:56:12 Page 12

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