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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

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, 

 Debtors. 

 

Bankruptcy Case 

No. 19-30088 (DM) 

Chapter 11 

(Lead Case) 

(Jointly Administered) 

DECLARATION OF JOHN BOKEN IN 

SUPPORT OF 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)

☐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# 4482 Filed: 10/25/19 Entered: 10/25/19 15:24:03 Page 1 of

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

I, John Boken, pursuant to section 1746 of title 28 of the United States Code, hereby declare 

under penalty of perjury that the following is true and correct to the best of my knowledge, 

information, and belief: 

1. I am a Managing Director in the Turnaround Restructuring Services practice of 

AlixPartners, LLP, which is an affiliate of both AlixPartners, LLC and AP Services, LLC, (“APS”), 

which provides interim management services to Pacific Gas and Electric Corporation (“PG&E 

Corp.”) and Pacific Gas and Electric Company (the “Utility”), as debtors and debtors in possession 

(collectively, “PG&E” or the “Debtors” and together with their non-Debtor subsidiaries, the 

“Company”)1 in the above-captioned chapter 11 cases (the “Chapter 11 Cases”). I currently serve as 

the Deputy Chief Restructuring Officer (“Deputy CRO”) for the Debtors as authorized by this Court 

by Order dated April 9, 2019 [Docket No. 1299].2 

2. Except as otherwise indicated herein, the facts set forth in this Declaration are based 

upon my personal knowledge, my review of relevant documents, and information provided to me by 

the Debtors’ other employees or the Debtors’ legal, restructuring, and financial advisors. If called 

upon to testify, I would testify competently to the facts set forth in this Declaration. I am authorized to 

submit this Declaration on behalf of the Debtors. 

3. This Declaration is submitted in further support of the 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 filed contemporaneously herewith. 

Litigation to Which the Debtors are a Party 

4. As noted in the Wells Declaration, before January 29, 2019 (the “Petition Date”), the 

Debtors were party to numerous civil actions related to the 2017 and 2018 Northern California 

wildfires. See Amended Declaration of Jason P. Wells in Support of First Day Motions and Related 

Relief [Docket No. 263] (the “Wells Declaration”) at 11–17. In addition, as part of my role as Deputy 

CRO, I am aware that the Debtors are party, including as a plaintiff, to over 300 civil actions and 

1

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

in the Motion. 

2

 My education, background, and professional experience is described in the Declaration of John Boken 

in Further Support of First Day Motions and Related Relief [Docket No. 653] at 2–3. 

Case: 19-30088 Doc# 4482 Filed: 10/25/19 Entered: 10/25/19 15:24:03 Page 2 of

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

proceedings entirely unrelated to the 2017 and 2018 Northern California wildfires. 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. 

Enlarging the Time to Seek Removal 

5. I understand that under Federal Rule of Bankruptcy Procedure 9027, for cases 

commenced before the Petition Date, the Debtors have 90 days from the Petition Date to remove 

claims or causes of action from state to federal court. I also understand this Court granted an initial 

extension of the deadline for such removal through and including October 28, 2019. 

6. 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 of safety and industry 

experience, and have made several other senior leadership changes with respect 

to their gas and electric businesses; 

Case: 19-30088 Doc# 4482 Filed: 10/25/19 Entered: 10/25/19 15:24:03 Page 3 of

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

 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 

 Commenced a proceeding before the California Public Utilities Commission to 

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

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

Case: 19-30088 Doc# 4482 Filed: 10/25/19 Entered: 10/25/19 15:24:03 Page 4 of

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

these Chapter 11 Cases to a resolution within the deadline imposed by AB 1054. In addition, the 

Debtors have devoted substantial litigation resources to the trials regarding the Tubbs fire that are 

proceeding in state court. 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. 

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

benefit their estates to remove any of the Civil Actions. To date, however, the Debtors have not made 

a determination as to which, if any, of the Civil Actions they may seek to remove. Therefore, I 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 the Debtors’ right to remove those Civil 

Actions if they deem it to be appropriate. I believe 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. 

Case: 19-30088 Doc# 4482 Filed: 10/25/19 Entered: 10/25/19 15:24:03 Page 5 of

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Weil, Gotshal & Manges LLP

767 Fifth Avenue

New York, NY 10153-0119

Pursuant to 28 U.S.C. § 1746, I declare under the penalty of perjury, that the foregoing is true

and correct to the best of my knowledge, information, and belief.

Dated: October 25, 2019

Philadelphia, PA

John Boken

Case: 19-30088 Doc# 4482 Filed: 10/25/19 Entered: 10/25/19 15:24:03 Page 6 of

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