NOTICE OF FILING OF PROPOSED FINAL ORDERS Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

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WEIL, GOTSHAL & MANGES LLP

Stephen Karotkin (pro hac vice) 

(stephen.karotkin@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 

Proposed 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) 

NOTICE OF FILING OF PROPOSED 

FINAL ORDERS ON FIRST DAY AND 

OTHER MOTIONS TO BE HEARD AT 

FEBRUARY 27 OMNIBUS HEARING 

Date: February 27, 2019 

Time: 9:30 a.m. (Pacific Time) 

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). 

Case: 19-30088 Doc# 491 Filed: 02/19/19 Entered: 02/19/19 19:35:25 Page 1 of 5
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NOTICE OF FILING OF PROPOSED FINAL ORDERS

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PLEASE TAKE NOTICE that on January 29, 2019 (the “Petition Date”), PG&E 

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

debtors in possession (the “Debtors”) in the above-captioned chapter 11 cases (the “Chapter 11 

Cases”), each filed a voluntary petition for relief under chapter 11 of title 11 of the United States 

Code (the “Bankruptcy Code”) with the United States Bankruptcy Court for the Northern District 

of California (San Francisco Division) (the “Bankruptcy Court”). A hearing was held on January 

31, 2019 (the “First Day Hearing”), where, among other things, the Bankruptcy Court granted 

interim relief regarding the Motions listed in Section I, below. 

PLEASE TAKE FURTHER NOTICE that, the Bankruptcy Court will hold a hearing on 

February 27, 2019, at 9:30 a.m. (Pacific Time) (the “Omnibus Hearing”) in the courtroom of the 

Honorable Dennis Montali, United States Bankruptcy Judge, Courtroom 17, 16th Floor, 450 Golden 

Gate Avenue, San Francisco, California 94102. At the Omnibus Hearing, the Bankruptcy Court will 

hear the motions and applications filed by the Debtors and listed in Sections I and II below (the 

“Motions”). 

PLEASE TAKE FURTHER NOTICE that, attached hereto as Exhibits 1-16 are the 

Debtors’ proposed final orders granting the relief requested in each of the Motions. Each of the 

Motions in Section I were filed with proposed interim orders as exhibits, which have since been 

approved by the Bankruptcy Court and entered on the docket. In the instances where the proposed 

final order or any exhibits thereto differ materially from the interim order entered by the Bankruptcy 

Court, the proposed order previously filed with the Motion, or any exhibits thereto, a redline 

comparison has been included in the Exhibit. 

I. MOTIONS WHERE INTERIM RELIEF WAS GRANTED AT THE FIRST DAY 

HEARING AND FINAL RELIEF WILL BE SOUGHT AT THE OMNIBUS 

HEARING

1. Cash Management Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 105(a), 

363(b), and 507 and Fed. R. Bankr. P. 6003 and 6004 for Interim and Final Authority to (I)(A) 

Continue Existing Cash Management System, (B) Honor Certain Prepetition Obligations Related to 

the Use Thereof, (C) Continue Intercompany Arrangements, (D) Continue to Honor Obligations 

Related to Joint Infrastructure Projects, and (E) Maintain Existing Bank Accounts and Business 

Forms; and (II) Waiving the Requirements of 11 U.S.C. § 345(b) [Dkt No. 7]. Copies of the 

proposed final order on the Cash Management Motion and a redline comparison against the interim 

order previously entered by the Court are attached hereto as Exhibit 1. 

2. Insurance Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 105(a), 362(d), 

363(b), 363(c), and 364 and Fed. Bankr. P. 4001, 6003, and 6004 for Interim and Final Orders (I) 

Authorizing the Debtors to Maintain Insurance Policies, Workers’ Compensation Program, and 

Surety Bond Program and Pay All Obligations With Respect Thereto; and (II) Granting Relief From 

the Automatic Stay with Respect to Workers’ Compensation Claims [Dkt No. 9]. Copies of the 

proposed final order on the Insurance Motion and a redline comparison against the interim order 

previously entered by the Court are attached hereto as Exhibit 2. 

3. Exchange Operator Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 105, 362, 

363, and 364 and Fed. R. Bankr. P. 6003 and 6004 to (A) Honor Prepetition Obligations to Natural 

Case: 19-30088 Doc# 491 Filed: 02/19/19 Entered: 02/19/19 19:35:25 Page 2 of 5
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NOTICE OF FILING OF PROPOSED FINAL ORDERS

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Gas and Electricity Exchange Operators, (B) Grant Administrative Expense Claims and Authorize 

Posting of Postpetition Collateral to Exchange Operators, (C) Modify the Automatic Stay, and (D) 

Grant Related Relief [Dkt No. 15]. Copies of the proposed final order on the Exchange Operator 

Motion and a redline comparison against the interim order previously entered by the Court are 

attached hereto as Exhibit 3. 

4. Operational Integrity Suppliers Motion. Motion of Debtors Pursuant to 11 U.S.C. 

§§ 105(a), 363(b), and 503(b)(9) and Fed. R. Bankr. P. 6003 and 6004 for Interim and Final 

Authority to Pay Prepetition Obligations Owed to Certain Safety and Reliability, Outage, and 

Nuclear Facility Suppliers [Dkt No. 12]. Copies of the proposed final order on the Operational 

Integrity Suppliers Motion and a redline comparison against the interim order previously entered by 

the Court are attached hereto as Exhibit 4. 

5. Lien Claimants Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 105(a), 363(b), 

and 503(b) and Fed. R. Bankr. P. 6003 and 6004 (I) for Interim and Final Authority to Pay 

Prepetition Obligations Owed to Shippers, Warehousemen, and Other Lien Claimants, and (II) 

Granting Administrative Expense Priority Status for Claims Arising from Goods Delivered to the 

Debtors Postpetition [Dkt No. 13]. Copies of the proposed final order on the Lien Claimants Motion 

and a redline comparison against the interim order previously entered by the Court are attached 

hereto as Exhibit 5. 

6. Taxes Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 105, 363, 507(a), and 

541(d) and Fed. R. Bankr. P. 6003 and 6004 for Interim and Final Authority to Pay Certain 

Prepetition Taxes and Assessments and Granting Related Relief [Dkt No. 11]. Copies of the 

proposed final order on the Taxes Motion and a redline comparison against the interim order 

previously entered by the Court are attached hereto as Exhibit 6. 

7. Customer Programs Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 105(a), 

363(b), and 507(a)(7) and Fed. R. Bankr. P. 6003 and 6004 for Interim and Final Orders (I) 

Authorizing Debtors to (A) Maintain and Administer Customer Programs, Including Public Purpose 

Programs, and (B) Honor Any Prepetition Obligations Relating Thereto; and (II) Authorizing 

Financial Institutions to Honor and Process Related Checks and Transfers [Dkt No. 16]. Copies of 

the proposed final order on the Customer Programs Motion and a redline comparison against the 

interim order previously entered by the Court are attached hereto as Exhibit 7. 

8. Employee Wages and Benefits Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 

105(a), 363(b), and 507 and Fed. R. Bankr. P. 6003 and 6004 for Interim and Final Authority to (I) 

Pay Prepetition Wages, Salaries, Withholding Obligations, and Other Compensation and Benefits; 

(II) Maintain Employee Benefits Programs; and (III) Pay Related Administrative Obligations [Dkt 

No. 8]. Copies of the proposed final order on the Employee Wages and Benefits Motion and a 

redline comparison against the interim order previously entered by the Court are attached hereto as 

Exhibit 8. 

9. NOL Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 105(A) and 362 for 

Interim and Final Orders Establishing Notification Procedures and Approving Restrictions on 

Certain Transfers of Stock of, and Claims Against, the Debtors [Dkt No. 10]. Copies of the 

proposed final order on the NOL Motion and a redline comparison against the proposed final order 

previously filed with the Motion are attached hereto as Exhibit 9. 

Case: 19-30088 Doc# 491 Filed: 02/19/19 Entered: 02/19/19 19:35:25 Page 3 of 5
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NOTICE OF FILING OF PROPOSED FINAL ORDERS

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10. DIP Financing Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 105, 362, 363, 

364, 503 and 507 and Fed. R. Bankr. P. 2002, 4001, 6003, 6004 and 9014 for Interim and Final 

Orders (I) Authorizing the Debtors to Obtain Senior Secured, Superpriority, Postpetition Financing, 

(II) Granting Liens and Superpriority Claims, (III) Modifying the Automatic Stay, (IV) Scheduling 

Final Hearing, and (V) Granting Related Relief [Dkt No. 23]. A copy of the proposed final order on 

the DIP Financing Motion will be attached as an exhibit to a subsequent notice that will be filed 

prior to the Omnibus Hearing. 

II. ADDITIONAL MOTIONS TO BE CONSIDERED AT THE OMNIBUS HEARING 

11. Reclamation Procedures Motion. Motion of Debtors for Entry of Order Pursuant to 

11 U.S.C. §§ 546(c) and 105(a) and Fed. R. Bankr. P. 9019 Establishing and Implementing 

Exclusive and Global Procedures for the Treatment of Reclamation Claims [Dkt No. 30]. A copy of 

the proposed order on the Reclamation Procedures Motion is attached hereto as Exhibit 11. 

12. Section 503(b)(9) Procedures Motion. Motion of Debtors Pursuant to 11 U.S.C. 

§§ 503(b)(9) and 105(a) for Entry of an Order Establishing Procedures for the Assertion, Resolution, 

and Satisfaction of Claims Asserted Pursuant to 11 U.S.C. § 503(b)(9) [Dkt No. 31]. Copies of the 

proposed order on the 503(b)(9) Procedures Motion and a redline comparison against the proposed 

order previously filed with the 503(b)(9) Procedures Motion are attached hereto as Exhibit 12. 

13. Utilities Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 366 and 105 

Requesting Entry of an Order (I) Approving Debtors’ Proposed Form of Adequate Assurance for 

Payment of Utility Providers, (II) Establishing Procedures Providing Adequate Assurance and 

Resolving Objections of Utility Providers, and (III) Prohibiting Utility Providers from Altering, 

Refusing, or Discontinuing Service [Dkt No. 32]. A copy of the proposed order on the Utilities 

Motion is attached hereto as Exhibit 13. 

14. Case Management Motion. Motion of Debtors for Entry of Order Implementing 

Certain Notice and Case Management Procedures [Dkt No. 352]. Copies of the proposed order on 

the Case Management Motion and a redline comparison against the proposed order previously filed 

with the Case Management Motion are attached hereto as Exhibit 14. 

15. Interim Compensation Procedures Motion. Motion of Debtors Pursuant to 11 

U.S.C. §§ 331 and 105(a) and Fed. R. Bankr. P. 2016 for Authority to Establish Procedures for 

Interim Compensation and Reimbursement of Expenses of Professionals [Dkt No. 349]. A copy of 

the proposed order on the Interim Compensation Procedures Motion is attached hereto as 

Exhibit 15. 

16. Ordinary Course Professionals Motion. Motion of Debtors Pursuant to 11 U.S.C. 

§§ 105(a), 327, 328, and 330 for Authority to Employ Professionals Used in the Ordinary Course of 

Business Nunc Pro Tunc to the Petition Date [Dkt No. 350]. Copies of the proposed final order on 

the Ordinary Course Professionals Motion and a redline comparison against the proposed order 

previously filed with the Ordinary Course Professionals Motion are attached hereto as Exhibit 16. 

PLEASE TAKE FURTHER NOTICE that copies of each pleading identified herein can be 

viewed and/or obtained: (i) by accessing the Court’s website at http://www.canb.uscourts.gov, (ii) by 

contacting the Office of the Clerk of the Court at 450 Golden Gate Avenue, San Francisco, CA 

94102, or (iii) from the Debtors’ notice and claims agent, Prime Clerk LLC (“Prime Clerk”), at 

Case: 19-30088 Doc# 491 Filed: 02/19/19 Entered: 02/19/19 19:35:25 Page 4 of 5
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NOTICE OF FILING OF PROPOSED FINAL ORDERS

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https://restructuring.primeclerk.com/pge or by calling (844) 339-4217 (toll free) for U.S.-based 

parties; or +1 (929) 333-8977 for International parties or by e-mail at: pgeinfo@primeclerk.com. 

Note that a PACER password is needed to access documents on the Bankruptcy Court’s website. 

PLEASE TAKE FURTHER NOTICE that the Debtors reserve the right to further amend, 

modify, or supplement the proposed final orders at any time up to and during the Omnibus Hearing. 

Dated: February 19, 2019 

 WEIL, GOTSHAL & MANGES LLP 

 KELLER & BENVENUTTI LLP 

/s/ Tobias S. Keller

 Tobias S. Keller 

Proposed Attorneys for Debtors and Debtors in 

Possession 

Case: 19-30088 Doc# 491 Filed: 02/19/19 Entered: 02/19/19 19:35:25 Page 5 of 5