- 1 - 

1 

2 

3 

4 

5 

6 

7 

8 

9 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 

20 

21 

22 

23 

24 

25 

26 

27 

28 

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) 

FIFTH 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 fifth amended verified statement (the “Fifth 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# 5142 Filed: 12/16/19 Entered: 12/16/19 20:09:34 Page 1 of

11
- 2 - 

1 

2 

3 

4 

5 

6 

7 

8 

9 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 

20 

21 

22 

23 

24 

25 

26 

27 

28 

“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 [ECF 2071]. On July 18, 2019, Jones Day filed its First Amended 

Verified Statement of Jones Day Pursuant to Federal Rule of Bankruptcy Procedure 2019 [ECF 

3066]. On July 23, 2019, Jones Day filed its Second Amended Verified Statement of Jones Day 

Pursuant to Federal Rule of Bankruptcy Procedure 2019 [ECF 3158]. On September 23, 2019, 

Jones Day filed its Third Amended Verified Statement of Jones Day Pursuant to Federal Rule of 

Bankruptcy Procedure 2019 [ECF 3964]. On October 21, 2019, Jones Day filed its Fourth 

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

2019 [ECF 4366] (the “Fourth Amended Statement”). This Fifth Amended Statement amends 

and replaces the Fourth 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 December 10, 2019. 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 Fifth 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 Fifth Amended Statement, Jones Day continues to represent each 

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

entity 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 Fifth Amended 

Case: 19-30088 Doc# 5142 Filed: 12/16/19 Entered: 12/16/19 20:09:34 Page 2 of

11
- 3 - 

1 

2 

3 

4 

5 

6 

7 

8 

9 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 

20 

21 

22 

23 

24 

25 

26 

27 

28 

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

connection with these chapter 11 cases. 

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 Fifth Amended Statement. 

Nothing contained in this Fifth 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 

Case: 19-30088 Doc# 5142 Filed: 12/16/19 Entered: 12/16/19 20:09:34 Page 3 of

11
- 4 - 

1 

2 

3 

4 

5 

6 

7 

8 

9 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 

20 

21 

22 

23 

24 

25 

26 

27 

28 

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

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

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

may become available. 

Dated: December 16, 2019 JONES DAY 

By: /s/ Joshua M. Mester

Joshua M. Mester 

Attorneys for PG&E Shareholders 

Case: 19-30088 Doc# 5142 Filed: 12/16/19 Entered: 12/16/19 20:09:34 Page 4 of

11
1 

2 

3 

4 

5 

6 

7 

8 

9 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 

20 

21 

22 

23 

24 

25 

26 

27 

28 

Exhibit A 

 

Case: 19-30088 Doc# 5142 Filed: 12/16/19 Entered: 12/16/19 20:09:34 Page 5 of

11
1 

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: 375,000 

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: 

25,000,000 

$56,500,000 

BlueMountain Capital Management, 

LLC, on behalf of certain funds and 

accounts 

280 Park Avenue, 12th Floor, 

New York, NY 10017 

PG&E Common Shares: 0 

Centerbridge Partners, L.P., on behalf 

of certain funds and accounts 

375 Park Avenue, 11th Floor 

New York, NY 10152 

 

PG&E Common Shares: 

PG&E Swaps (Long Position): 

Utility Preferred Shares: 

Utility Bonds: 

Utility Revolver: 

Subrogation Claims: 

1,450,000 

6,288,233 

80,884 

$281,979,000 

$4,935,725 

$208,703,491 

CSS, LLC 

175 W. Jackson Blvd., Suite 440 

Chicago, IL 60604 

PG&E Common Shares: 

Utility Preferred Shares: 

Utility Bonds: 

Net Option Exposure:1 

1,279,967 

190,771 

$12,458,000 

(143,360) 

Cyrus Capital Partners, L.P., on behalf 

of certain funds and accounts 

65 E 55th St., 

New York, NY 10022 

PG&E Common Shares: 1,000,000 

 1

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

Case: 19-30088 Doc# 5142 Filed: 12/16/19 Entered: 12/16/19 20:09:34 Page 6 of

11
2 

Name and Address of PG&E 

Shareholder Disclosable Economic Interests 

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: 5,859,960 

Empyrean Capital Partners, LP, on 

behalf of certain funds and accounts 

10250 Constellation Blvd., Suite 2950 

Los Angeles, CA 90067 

PG&E Common Shares: 

Short Call Options:2

Long Put Options: 

Utility Revolver: 

Utility Bonds: 

1,800,000 

300,000 

300,000 

$14,126,000 

$98,589,000 

First Pacific Advisors, LP, on behalf 

of certain funds and accounts 

11601 Wilshire Blvd #1200 

Los Angeles, CA 90025 

PG&E Common Shares: 5,112,058 

Golden Tree Asset Management LP, 

on behalf of certain funds and 

accounts 

300 Park Avenue, 21st Floor 

New York, NY 11201 

PG&E Common Shares: 

Utility Bonds: 

PG&E Revolver and Term 

Loan: 

5,367,019 

$29,680,000 

$24,758,874 

Governors Lane LP, on behalf of 

certain funds and accounts 

510 Madison Avenue 

New York, NY 10022 

PG&E Common Shares: 

Utility Bonds: 

723,000 

$38,465,000 

HBK Master Fund L.P., 

c/o HBK Services LLC 

2300 North Field Street, Suite 2200 

Dallas, TX 75201 

PG&E Common Shares: 

Short Call Options: 

Short Put Options: 

Utility Bonds: 

Utility Revolver: 

Utility L/C Reimbursement: 

1,000,000 

75,000 

25,0000 

$28,235,000 

$465,820,950 

$154,585,869 

 2

 Options are shown herein as exercisable shares. 

Case: 19-30088 Doc# 5142 Filed: 12/16/19 Entered: 12/16/19 20:09:34 Page 7 of

11
3 

Name and Address of PG&E 

Shareholder Disclosable Economic Interests 

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: 

777,062 

$7,000,000 

Meadowfin, L.L.C. 

299 Park Avenue, 40th Floor 

New York, NY 10171 

PG&E Common Shares: 

Utility Bonds: 

Utility Revolver: 

2,500,000 

$455,769,000 

$50,050,000 

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: 3,000,000 

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: 

Call Options (Sold): 

3,050,000 

3,934,200 

800,000 

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: 3,000,000 

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 

7,282,840 

$24,008,927.56 

Pentwater Capital Management LP, on 

behalf of certain funds and accounts 

614 Davis Street 

Evanston, IL 60201 

PG&E Common Shares: 

Utility Bonds: 

Net Exposure Equity 

Derivatives:4

20,734,100 

$51,115,000 

(12,777,600) 

 3

 Amount is on account of claims paid to underlying insured parties affected by various California 

wildfires. Owl Creek holds additional claims against the Debtors based on undisclosed internal reserves and future 

unknown amounts that have neither been paid nor reserved for. 

4

 Represents 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. 

Case: 19-30088 Doc# 5142 Filed: 12/16/19 Entered: 12/16/19 20:09:34 Page 8 of

11
4 

Name and Address of PG&E 

Shareholder Disclosable Economic Interests 

Redwood Capital Management, LLC, 

on behalf of certain funds and 

accounts 

910 Sylvan Ave 

Englewood Cliffs, NJ 07632 

PG&E Common Shares: 

Utility Bonds: 

Subrogation Claims: 

12,333,752 

$74,842,000 

$9,869,354.06 

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: 3,500,000 

Serengeti Asset Management LP, on 

behalf of certain funds and accounts 

632 Broadway, 12th Floor 

New York, NY 10012 

PG&E Common Shares: 865,000 

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

certain funds and accounts 

Two Greenwich Plaza 

Greenwich, CT 06830 

PG&E Common Shares: 

Utility Bonds: 

Subrogation Claims: 

Trade Vendor Claims: 

24,937,000 

$287,937,630.54 

$76,200,175.78 

$19,556,048.53 

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: 5,318,492 

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: 

6,978,743 

$166,964,000 

Stonehill Capital Management LLC, 

on behalf of certain funds 

885 Third Ave., 30th Floor 

New York, NY 10022 

PG&E Common Shares: 

Utility Preferred Shares: 

Utility Bonds: 

10,524,776 

796,633 

$28,464,000 

Warlander Asset Management, LP, on 

behalf of certain funds and accounts 

250 West 55th Street, 33rd Floor 

New York, NY 10019 

 

PG&E Common Shares: 325,000 

Case: 19-30088 Doc# 5142 Filed: 12/16/19 Entered: 12/16/19 20:09:34 Page 9 of

11
1 

2 

3 

4 

5 

6 

7 

8 

9 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 

20 

21 

22 

23 

24 

25 

26 

27 

28 

Exhibit B 

Case: 19-30088 Doc# 5142 Filed: 12/16/19 Entered: 12/16/19 20:09:34 Page 10

of 11
5 

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:5

Utility Bonds: 

14,383,521 

1,698,200 

$51,760,000 

 5

 Options are shown herein as exercisable shares. 

Case: 19-30088 Doc# 5142 Filed: 12/16/19 Entered: 12/16/19 20:09:34 Page 11

of 11