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REBECCA J. WINTHROP (CA Bar No. 116386)

ROBIN BALL (CA Bar No. 159698)

NORTON ROSE FULBRIGHT US LLP

555 South Flower Street, Forty-First Floor

Los Angeles, California 90071

Telephone: (213) 892-9200

Facsimile: (213) 892-9494

rebecca.winthrop@nortonrosefulbright.com

robin.ball@nortonrosefulbright.com

Attorneys for ADVENTIST HEALTH 

SYSTEM/WEST and FEATHER RIVER 

HOSPITAL D/B/A ADVENTIST HEALTH 

FEATHER RIVER

UNITED STATES BANKRUPTCY COURT

NORTHERN DISTRICT OF CALIFORNIA

SAN FRANCISCO DIVISION

In re:

PG&E CORPORATION,

- and -

PACIFIC GAS AND ELECTRIC 

COMPANY

Debtors.

Case No. 19 - 30088 (DM)

Chapter 11

(Lead Case)

(Jointly Administered)

STIPULATION AMONG THE 

ADVENTIST HEALTH CLAIMANTS, 

THE DEBTORS, AND THE AD HOC 

GROUP OF SUBROGATION CLAIM 

HOLDERS TO RESOLVE ADVENTIST 

HEALTH CLAIMANTS’ OBJECTION 

TO SUBROGATION SETTLEMENT 

AND RSA MOTION 

Related Docket No. 3992

 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).

[No Hearing Date Requested]

Case: 19-30088 Doc# 5153 Filed: 12/17/19 Entered: 12/17/19 15:43:13 Page 1 of

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PG&E Corporation and Pacific Gas and Electric Company, as debtors and debtors in 

possession (collectively, the “Debtors”), Creditors Adventist Health System/West and Feather 

River Hospital d/b/a Adventist Health Feather River, each a California religious non-profit 

corporation (together, the “Adventist Health Claimants”), and the Ad Hoc Group of Subrogation 

Claim Holders (the “Ad Hoc Subrogation Group”), by and through their counsel of record, hereby 

stipulate and agree as follows:

RECITALS

WHEREAS, the Debtors filed a motion seeking approval of a restructuring support 

agreement (the “RSA” and the agreement to resolve the subrogation claims described therein, the 

“Subrogation Claims Settlement”) and a settlement with the Ad Hoc Subrogation Group [Dkt. No. 

3992] (the “RSA Motion”). The RSA was thereafter amended, including on November 2, 2019 

[Dkt. No. 4554] (together, with any further amendments, modifications, or supplements thereof, 

including any future amendments, modifications, or supplements not requiring court approval, the 

“Amended RSA”).

WHEREAS, the Adventist Health Claimants filed objections to the RSA Motion on October 

16 and November 8, 2019 [Dkt. Nos. 4239 and 4637, respectively] (collectively, the “Objections”).

WHEREAS, the Debtors filed the Debtors’ and Shareholder Proponents’ Joint Chapter 11 

Plan of Reorganization Dated December 12, 2019 [Dkt. No. 5101] (the “December 12 Plan”) 

addressing the Objections.1 

STIPULATION

NOW, THEREFORE, and subject to the approval of this Court, the Debtors, the Adventist 

Health Claimants, and the Ad Hoc Subrogation Group hereby agree as follows:

1. The recitals set forth above are hereby incorporated by reference as though set forth 

in full herein.

2. The Adventist Health Claimants hereby agree that their Objections to approval of 

the RSA Motion and the Subrogation Claims Settlement are resolved as set forth herein.

 

1

 Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the December 12 

Plan.

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3. The Adventists Health Claimants hereby agree that the revisions to Section 

4.19(f)(ii) of the Debtors’ Plan (now set out in Section 4.18(f)(ii)), as filed with the Court in the 

December 12 Plan, fully resolve and address the Objections of the Adventist Health Claimants to 

the RSA Motion. The exception applicable to the Adventist Claimants as set forth in Section 

4.18(f)(ii) of the Debtor’s Plan shall be included in any further amendments to the December 12 

Plan or any other amended plan proposed by the Debtors or the Ad Hoc Subrogation Group so long 

as the Amended RSA remains in effect. 

4. Nothing in the Amended RSA or this Stipulation shall obligate the Adventist Health 

Claimants to execute and deliver a release or waiver of any claims against any present or former 

holders of a Subrogation Wildfire Claim or its assignee(s) that insured the Adventist Health 

Claimants, as a condition to entering into a settlement or other agreement with respect to its Fire 

Victim Claims.

5. Except as provided herein with respect to Section 4.18(f)(ii), nothing herein shall be 

deemed a waiver of any of the Adventist Health Claimants’ rights and claims with respect to settling 

any claims against the estates, or with respect to the December 12 Plan or any other chapter 11 

plan, including, without limitation, the right to vote for or against any plan or object to confirmation 

of the Debtors’ or any other parties’ proposed plan, or to timely object to the motion filed by the 

Debtors for approval of the Restructuring Support Agreement entered into by and among the 

Debtors and the Official Committee of Tort Claimants [Dkt. No. 5038].

Dated: December 17, 2019 RESPECTFULLY SUBMITTED:

NORTON ROSE FULBRIGHT US LLP 

By: /s/ Rebecca J. Winthrop

REBECCA J. WINTHROP

Counsel for Adventist Health 

System/West and Feather River Hospital 

d/b/a Adventist Health Feather River

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Dated: December 17, 2019 WILLKIE FARR & GALLAGHER LLP

DIEMER & WEI LLP

By: _/s/ Matthew A. Feldman_ ___ 

 MATTHEW A. FELDMAN

Counsel for the Ad Hoc Group of 

Subrogation Claim Holders 

Dated: December 17, 2019 WEIL, GOTSHAL & MANGES LLP

KELLER & BENVENUTTI LLP

By: _/s/ Matthew P. Goren_______

 MATTHEW P. GOREN

Counsel for the Debtors and Debtors in 

Possession

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