DECLARATION OF 

CHRISTOPHER STREETER 

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MORGAN, LEWIS &

BOCKIUS LLP 

ATTORNEYS AT LAW

NEW YORK

MORGAN, LEWIS & BOCKIUS LLP

William D. Kissinger (SBN 135276) 

One Market, Spear Street Tower 

San Francisco, CA 94105-1596 

Tel: +1.415.442.1480 

Fax: +1.415.442.1001 

william.kissinger@morganlewis.com 

-andMORGAN, LEWIS & BOCKIUS LLP 

Richard W. Esterkin (SBN 70769) 

300 South Grand Ave. 

Los Angeles, CA 90071-3132 

Tel: +1.213.612.2500 

Fax: +1.213.612.2501 

richard.esterkin@morganlewis.com 

Attorneys for Henrietta D Energy Storage LLC 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO 

In re

PG&E CORPORATION 

-andPACIFIC GAS AND ELECTRIC 

COMPANY, 

Debtors.

Case No. 19-30088 (DM)

Chapter 11 

(Lead Case) (Jointly Administered) 

DECLARATION OF CHRISTOPHER 

STREETER IN SUPPORT OF 

MOTION OF HENRIETTA D ENERGY 

STORAGE, LLC FOR ENTRY OF AN 

ORDER MODIFYING THE 

AUTOMATIC STAY TO PERMIT 

CONTRACT TERMINATION 

☐ 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)

Hearing Date: December 17, 2019

Time: 10:00 a.m. (PST)

Courtroom: Hon. Dennis Montali 

450 Golden Gate A venue 

16th Floor, Courtroom 17 

San Francisco, CA 94102 

Case: 19-30088 Doc# 4852 Filed: 11/22/19 Entered: 11/22/19 15:25:53 Page 1 of

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MORGAN, LEWIS &

BOCKIUS LLP 

ATTORNEYS AT LAW

NEW YORK

I, Christopher Streeter, declare as follows: 

1. I am the chief information officer of Convergent Energy and Power LP 

(“Convergent”). I submit this declaration (the “Declaration”) on behalf of Convergent in support 

of the Motion of Henrietta D Energy Storage LLC (“Henrietta”) for an Modifying the Automatic 

Stay to Permit Contract Termination (the “Motion”). I have personal knowledge of the facts stated 

in this Declaration and am familiar with the terms of the Energy Storage Agreement, dated 

November 4, 2019 (the “ESA”) and the contents of the Facilities Study, dated April 6, 2017 (the 

“FAS”). If called as a witness I could, and would, competently testify under oath as set forth 

below. 

2. Henrietta is a Delaware limited liability company and a subsidiary of Convergent, 

a Delaware limited partnership headquartered in New York City and a leading developer of energy 

storage solutions in North America. 

3. Henrietta and Pacific Gas and Electric Company (“PG&E”) are parties to the ESA. 

The ESA generally provides that Henrietta will construct a four hour 10 megawatt (“MW”) battery 

storage facility (the “Facility”) and that PG&E would have the right over the twenty year term of 

the ESA to dispatch the battery to either discharge or charge energy to or from the grid beginning 

on May 1, 2020. 

4. Since entering into the ESA, Henrietta has invested in development expenses for 

site control and land payments, interconnection studies, permit applications (and related consulting 

costs including engineering, environmental, entitlements and architecture) in an amount no less 

than $500,000. Pursuant to the ESA, Henrietta also posted Project Development Security (as 

defined under the ESA) to PG&E in the sum of $600,000.

5. The ESA contemplates that the Facility will be capable of a certain level of 

minimum storage and daily discharge throughput. Specifically, Appendix II of the ESA specifies 

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MORGAN, LEWIS &

BOCKIUS LLP 

ATTORNEYS AT LAW

NEW YORK

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that run hour limitations could be up to 79MWh of Maximum Delivered Discharge Energy per 

day. Henrietta had initially planned to comply with the requirements under Appendix II of the 

ESA by charging the batteries two full charge and discharge cycles per day, based on the agreed 

batteries’ performance limits. The planned charging capability is essential to Henrietta achieving 

the proposed 79 MWh of daily discharge throughput specified in Appendix II. 

6. In order to develop the project, as required by the ESA, PG&E conducted a 

Facilities Study (“FAS”) regarding its existing electric distribution system to determine what 

interconnection facilities and what system upgrades would be required to enable the Facility to 

safely and reliably interconnect to PG&E’s grid while also enabling the Facility to meet the ESA’s 

performance requirements. In April 2017, PG&E provided Henrietta with the FAS, which 

assessed, among other things, how the Facility would interconnect with PG&E’s local grid, the 

upgrades that would be required, and limitations on the Facility’s operations in light of the current 

capabilities of PG&E’s distribution system. 

7. The FAS concluded that there would be significant limitations on the operation of 

the Facility, and, in particular, identified limits on the when and how much the Facility could 

charge its batteries. Specifically, based upon the FAS, PG&E required that the Facility’s batteries 

(a) could not be charged whenever the load on the local grid exceeds 20MW and (b) could only 

be charged with up to 5MW from April 1 through July 15 of each year. The FAS contained no 

information about what system upgrades and their associated costs would be necessary to 

overcome the limitations of PG&E’s distribution system. Both parties agree that unless these 

limitations could be mitigated, these charging restrictions will prevent Henrietta from being able 

to meet the ESA’s requirements. 

8. PG&E’s failure to identify what it would take to upgrade its distribution system so 

as to enable that system to meet the Facility’s charging needs was contrary to the parties’ 

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MORGAN, LEWIS &

BOCKIUS LLP 

ATTORNEYS AT LAW

NEW YORK

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expectations and to the provisions of the ESA. Under the ESA, PG&E was required to provide 

this information to Henrietta so that it could decide whether the project could bear the additional 

costs in order to upgrade the system to the extent needed. Section 5.2(e)(ii) of the ESA provides 

for a no fault termination right under which each party can walk away from the project if the cost 

to upgrade PG&E’s distribution system exceeded a particular financial threshold – $50 per kW, or 

$500,000 given the 10 MW size of the project. 

9. Henrietta shared the results of the FAS with the contract management group within 

PG&E immediately upon receipt of the study. (The FAS was prepared by a separate office within 

PG&E that handles interconnection). Henrietta pointed out this issue over many months in both 

pre-petition and post-petition commercial discussions, requesting further explanations and further 

study. In those discussions, PG&E did not suggest that the termination of the ESA was necessary. 

Instead, PG&E encouraged Henrietta to believe there was a possible work around that would lead 

to a consensual solution. But PG&E has never provided, as required in the ESA, any further 

explanation as to the nature or cost of any feasible work around that would avoid the charging 

limitations and provide Henrietta with the capability to meet ESA’s performance metrics, nor did 

it provide any further study as promised. 

10. As part of the discussions between the parties, Henrietta proposed potential 

solutions, including (a) changing the battery technology it had proposed to use to construct the 

Facility and (b) lowering the daily discharge throughput in the ESA’s Appendix II from 79MWh 

to 40MWh. PG&E has declined these proposals, without explanation. 

11. During PG&E’s chapter 11 proceedings, Henrietta has continued commercial 

discussions with PG&E about the Facility and PG&E’s required charging restrictions, including 

discussions about a mutual agreement to terminate the ESA. PG&E had continued these 

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MORGAN, LEWIS &

BOCKIUS LLP 

ATTORNEYS AT LAW

NEW YORK

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discussions, in apparent good faith, so Henrietta had refrained from taking steps to exercise its 

termination right in reliance on these discussions. 

12. On September 24, 2019, however, Henrietta received a letter from PG&E stating 

that PG&E’s charging restrictions would prevent the Facility from performing as described in the 

ESA and that PG&E would not accept the Facility with the limitations imposed on the Facility 

by its grid. . A copy of the letter dated September 24, 2019 from Ted Yura, Energy Contract 

Management at PG&E to Henrietta is attached hereto as Exhibit A. 

13. PG&E’s September 24 letter makes clear that: (a) PG&E is no longer willing to 

accept any performance that Henrietta may tender; (b) Henrietta is excused from performing its 

obligations; and, (c) Henrietta is entitled to terminate the ESA. Section 5.2(e) of the ESA states 

that: 

(e) Distribution Upgrades or Interconnection Facilities associated with 

Charging Energy. Within thirty (30) days of the date on which the final System 

Impact Study or equivalent study per PG&E’s Wholesale Distribution Tariff 

(“Interconnection Study”) is completed, Seller will make available to Buyer the 

results of the Interconnection Study. If the Interconnection Study results indicate 

constraints that may limit the Project’s ability to charge and identifies mitigations 

required to alleviate that constraint, the Seller shall elect either to fund any and all 

Distribution Upgrades or Interconnection Facilities sufficient to eliminate the 

charging constraints as required via the interconnection study process (“Charging 

Energy Interconnection Investment”) as described in Section 5.2(e)(i) or proceed 

to a no fault termination as described in Section 5.2(e)(ii). 

14. Although PG&E delivered the initial FAS in April 2017, the FAS identified no 

mitigations “required to alleviate the constraint” imposed by PG&E’s charging restrictions. 

During the months of discussions between the parties, Henrietta sought, without success, to 

identify and address the constraints created by the charging restrictions imposed by PG&E’s grid. 

PG&E’s September 24 letter makes it plain for the first time that PG&E has no intention or ability 

to find a solution to those constraints. 

15. Further, Sections 6.1(a) and (c) of the ESA, in pertinent parts, state that: 

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MORGAN, LEWIS &

BOCKIUS LLP 

ATTORNEYS AT LAW

NEW YORK

EXHIBIT A 

The September 24 Letter

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