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1 expressed a similar sentiment: "[PG&E] have simply been caught red-handed over and over 

2 again, lying, manipulating or misleading the public . .. They cannot be trusted." The article 

3 contrasted the lack of safety focus at the Company with the approach taken by another California 

4 utility facing similar risks, SDG&E, that had significantly revamped its safety protocols to 

5 respond to increased wildfire dangers. According to one industry expert quoted in the article, if 

6 PG&E had followed the lead of SDG&E its equipment would have caused far fewer destructive 

7 fires. This expert concluded that "[PG&E's] culture of a lack of safety is unique" amongst 

8 utilities. 

9 622. On April 2, 2019, Judge Alsup held a hearing on his second order to show cause 

10 in PG&E's probation proceedings. At the hearing, Judge Alsup stated: "PG&E over several 

11 years allowed the trees that needed to be removed to be built up and did not remove them, 

12 did not trim them so that we wound up with a large number of trees that should have been 

13 removed by PG&E but weren't. And that was a major contributing factor, maybe the single14 biggest factor, in causing the fires in 2017 and 2018 in Northern California." 176 Judge Alsup 

15 also explained "as we've gotten into the evidence, and I've studied quite a lot of it, again I want 

16 to say it's quite clear that PG&E pumped out $4.5 billion in the last five years in dividends and 

17 let the tree budget wither so that a lot of trees that should have been taken down were not." 

18 As Judge Alsup concluded, "[t]his is a crisis, a crisis that California faces on these wildfires, and 

19 PG&E is the single-most culpable entity in the mix. . . . PG&E has started more than - way 

20 more than its share of these fires. This is a problem of your own making. A lot of money 

21 went out in dividends that should have gone to the tree budget." 

22 623. On April 12, 2019, NBC Bay Area published an article titled "PG&E Inspectors 

23 Find Hundreds of Safety Issues on Electrical Towers." The article indicated that "PG&E' s 

24 

25 

26 

27 

28 

176 Transcript of Proceedings at 6-7, PG&E Criminal Proceedings (N.D. Cal. Apr. 4, 2019), 

ECF No. 1047. 

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1 inspections of thousands of transmission towers since the deadly Camp Fire in Butte County 

2 found more than 450 safety violations, including 59 that posed serious safety hazards." 177 

3 624. On May 2, 2019, PG&E filed its Ql 2019 Form 10-Q with the SEC wherein, 

4 PG&E reinforced that "PG&E Corporation and the Utility are facing extraordinary challenges 

5 relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 

6 2018 .... Uncertainty regarding these matters raises substantial doubt about PG&E 

7 Corporation's and the Utility's abilities to continue as going concerns." 

8 625. According to PG&E's Ql 2019 Form 10-Q, it estimates that its liabilities for 

9 wildfire-related claims remains at over $14.2 billion, including the 2015 Butte Fire ($212 

10 million), the North Bay Fires ($3.5 billion) and the Camp Fire ($10.5 billion). These estimated 

11 liabilities do not include liabilities for the Camp Fire or North Bay Fires for, among other things, 

12 "potential penalties or fines that may be imposed by governmental entities on PG&E Corporation 

13 or the Utility, or punitive damages, if any, or any losses related to future claims for damages that 

14 have not manifested yet, each of which could be significant." As reported in the same Form 10-

15 Q, PG&E' s "liability could exceed $30 billion" if it were found to be liable for the Camp Fire 

16 and the North Bay Fires. 

17 626. PG&E also remains subject to criminal liability. According to PG&E's Ql 2019 

18 Form 10-Q, the Butte County District Attorney's Office and the California Attorney General are 

19 investigating the Camp Fire and that a grand jury has been empaneled in Butte County. 

20 627. PG&E also reported in its Ql 2019 Form 10-Q that its operating and maintenance 

21 expenses had increased by $443 million, or 35%, over the same quarter the prior year "primarily 

22 due to $210 million related to enhanced and accelerated inspections and repairs of transmission 

23 and distribution assets and $179 million for clean-up and repair costs relating to the 2018 Camp 

24 Fire." 

25 

26 

27 

28 

177 J axon van Derbeken, PG&E Inspectors Find Hundreds of Safety Issues on Electrical 

Towers, NBC Bay Area (Apr. 12, 2019), https://www.nbcbayarea.com/investigations/PGEInspectors-F ind-Hundreds-of-Safety-Issues-on-Electrical-Towers-508344011. html. 

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1 628. On May 7, 2019, Judge Alsup conducted a sentencing hearing for PG&E's 

2 violation of probation. When speaking to PG&E' s new CEO Johnson he noted that PG&E 

3 "admitted that it started 17 of those fires in 2017 just in the Wine Country." 178 He further 

4 exclaimed that here in California "We have six to seven months of no rain. And you can't 

5 blame it on global warming because I have been here a long time and it's been that way every 

6 summer." During the sentencing hearing, Judge Alsup also observed that while there are other 

7 causes of fire, "no one has started more fires than PG&E." 

8 629. On May 15, 2019, Cal Fire issued a release finding PG&E at fault for the Camp 

9 Fire: "[a]fter a very meticulous and thorough investigation, Cal Fire has determined that the 

10 Camp Fire was caused by electrical transmission lines owned and operated by [PG&E] 

11 located in the Pulga area." As to the second ignition site of the Camp Fire Cal Fire found: "[t]he 

12 cause of the second fire was determined to be vegetation into electrical distribution lines 

13 owned and operated by PG&E." PG&E issued a press release the following day accepting the 

14 determination that PG&E electrical lines located near Pulga were a cause of the Camp Fire. On 

15 May 22, 2019, PG&E acknowledged in a Schedule 14A filing with the SEC that "[t]he tragic 

16 wildfires of the past two years have been extraordinarily challenging, and have made clear that 

17 the energy status quo is no longer working for California." 

18 XVIII. THE SECURITIES ACT DEFENDANTS' MATERIALLY FALSE AND 

MISLEADING STATEMENTS IN THE OFFERING DOCUMENTS FOR THE 

19 NOTES OFFERINGS 

20 630. Each of PG&E's Prospectuses filed on February 24, 2016, November 29, 2016, 

21 March 8, 2017, and April 13, 2018, incorporated by reference the corresponding registration 

22 statement (hereinafter, "Offering Documents"), as well as a number of other PG&E filings and 

23 reports including the following: 

24 

25 

26 

27 

28 

178 Transcript of Proceedings at 11, PG&E Criminal Proceedings (N.D. Cal. May 7, 2019), 

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1 (a) The February 24, 2016 Offering Documents for the March 2016 Notes 

2 Offering incorporated by reference PG&E's: Annual Report on Form 10-K for FY15 filed with 

3 the SEC on February 18, 2016; 

4 (b) The November 29, 2016 Offering Documents for the December 2016 

5 Notes Offering incorporated by reference PG&E's: Annual Report on Form 10-K for FY15 filed 

6 with the SEC on February 18, 2016; 

7 (c) The March 8, 2017 Offering Documents for the March 2017 Notes 

8 Offering incorporated by reference PG&E's: Annual Report on Form 10-K for FY15 filed with 

9 the SEC on February 18, 2016; Annual Report on Form 10-K for FY16 filed with the SEC on 

10 February 16, 2017; and Press release, filed on Form 8-K with the SEC on May 23, 2016; and 

11 (d) The April 13, 2018 Offering Documents for the April 2018 Notes Offering 

12 incorporated by reference PG&E' s: Annual Report on Form 10-K for FY 17 filed with the SEC 

13 on February 9, 2018. 

14 631. The statements in or incorporated by the Offering Documents alleged to be 

15 materially false and/or misleading for purposes of the Securities Act Claims alleged herein are 

16 set out in Exhibit A attached hereto. 179 

17 

18 

19 

20 

21 

22 

23 

24 

25 

26 

27 

28 

A. The Securities Act Defendants Misled Investors Regarding PG&E's Safety 

Practices, Policies and Compliance 

632. The Offering Documents, including the documents incorporated by reference 

therein, omitted material adverse information from investors regarding PG&E' s deficient safety 

practices and policies while simultaneously falsely assuring investors that PG&E complied with 

safety laws and regulations, sufficiently invested in safety, and provided for public safety by 

clearing vegetation around its equipment, updating equipment, and inspecting its equipment. In 

contrast to what investors were led to believe in the Offering Documents, PG&E' s "unsafe 

179 For purposes of this complaint not all of the statements alleged to be materially false and 

misleading are set forth in the text of the complaint as many are repetitive and are false and 

misleading for the same reasons as nearly identical statements. They are however, alleged in 

Exhibit A and incorporated by reference herein. References to Exhibit A are referred to herein 

as "Ex. A." 

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1 conduct" led to deadly wildfires and "PG&E' s performance with respect to vegetation 

2 management has been dismal." Nor had PG&E expended sufficient resources to reasonably 

3 prevent wildfires. 

4 

5 

6 

1. The Offering Documents Omitted PG&E's Widespread Safety 

Failures and the Existing Risks Associated with Its Inadequate Safety 

Practices 

633. Each of the Offering Documents referenced risk factors, including warnings that 

7 droughts, climate change, wildfires and other events could cause a material impact on PG&E' s 

8 financial results. These statements were materially misleading because they did not disclose the 

9 already existing negative impact on PG&E as a result of PG&E's subpar safety practices that 

10 caused wildfires resulting in death, destruction and liability. PG&E faces more than $30 billion 

11 in potential liability and has filed bankruptcy as a result. Cal Fire has found PG&E caused 

12 wildfires in 2015, 2017 and 2018. 

13 634. The Offering Documents for each of the Notes Offerings did not disclose the true 

14 existing risks facing PG&E as a result of its deficient safety practices and policies, including the 

15 extent of the risks or that they had already come to fruition. For example, the prospectus filed on 

16 February 24, 2016, pursuant to the March 2016 Notes Offering, stated: 

17 Some of the factors that could cause future results to differ 

materially from those expressed or implied by the forward18 looking statements, or from historical results, include ... 

19 

20 

21 

22 

23 

24 

25 

26 

27 

28 

* * * 

• the impact of droughts or other weather-related 

conditions or events, wildfires (including the Butte fire in 

September 2015, which affected portions of Amador and 

Calaveras counties), climate change, natural disasters, acts 

of terrorism, war, or vandalism (including cyber-attacks), 

and other events, that can cause unplanned outages, reduce 

generating output, disrupt the our [sic] service to 

customers, or damage or disrupt the facilities, operations, 

or information technology and systems owned by us, our 

customers, or third parties on which we rely; whether we 

incur liability to third parties for property damage or 

personal injury caused by such events; and whether the 

we [sic] are subject to civil, criminal, or regulatory 

penalties in connection with such events. See Ex. A, 

Stmt. No. 1. 

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1 635. The Offering Documents for the December 2016 Notes Offering, the March 2017 

2 Notes Offering and the April 2018 Notes Offering each repeated in substantially similar 

3 language the same purported warning. See Ex. A, Stmt. Nos. 10-11, 20. So too did the FY15 

4 Form 10-K, FY16 Form 10-K, and FY17 Form 10-K. See Ex. A, Stmt. Nos. 2, 23, 24. 

5 636. Similarly, PG&E's annual report for FYI 7 filed with the SEC on Form 10-K 

6 incorporated by the Offering Documents for the April 2018 Notes Offering misleadingly 

7 purported to warn that: 

8 Severe weather conditions, extended drought and shifting climate 

patterns could materially affect PG&E Corporation's and the 

9 Utility's business,financial condition, results of operations, 

liquidity, and cash flows. 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 

20 

21 

Extreme weather, extended drought and shifting climate patterns 

have intensified the challenges associated with wildfire 

management in California. Environmental extremes, such as 

drought conditions followed by periods of wet weather, can drive 

additional vegetation growth (which then fuel any fires) and 

influence both the likelihood and severity of extraordinary wildfire 

events. In California, over the past five years, inconsistent and 

extreme precipitation, coupled with more hot summer days, have 

increased the wild.fire risk and made wild.fire outbreaks 

increasingly difficult to manage. In particular, the risk posed by 

wild.fires has increased in the Utility's service area (the Utility 

has approximately 82,000 distribution overhead circuit miles and 

18,000 transmission overhead circuit miles) as a result of an 

extended period of drought, bark beetle infestations in the 

Cal~{ ornia forest and wildfire fuel increases due to record 

rainfall following the drought, among other environmental 

factors. Other contributing factors include local land use policies 

and historical forestry management practices. The combined 

effects of extreme weather and climate change also impact this 

risk. See Ex. A, Stmt. No. 26. 

637. In addition, each of the Company's Forms 10-K referenced by the Offering 

22 Documents also represented climate change as a risk to the Company's financial condition while 

23 omitting the real risks stemming from PG&E's woefully inadequate safety practices. For 

24 example, the "Risk Factors" section of PG&E's FY15 and FY16 annual reports on Forms 10-K 

25 purported to warn that "The Utility's future operations may be affected by climate change that 

26 may have a material impact on PG&E Corporation's and the Utility's _financial condition, 

27 results of operations, and cash flows," and that climate change could "increase the occurrence 

28 of wild.fires." Ex. A, Stmt. Nos. 5, 13. 

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1 638. The same FY15 and FY16 Forms 10-K, along with PG&E's FYI 7 Form 10-K, 

2 went on to falsely reassure investors, in substantially similar language, that PG&E had studied 

3 climate change but omitted the negative impact and risk of PG&E's safety violations and 

4 deficient safety practices: 

5 The Utility has been studying the potential effects of climate 

change (increased temperatures, changing precipitation patterns, 

6 rising sea levels) on the Utility's operations and is developing 

contingency plans to adapt to those events and conditions that the 

7 Utility believes are most significant. Scientists project that climate 

change will increase electricity demand due to more extreme, 

8 persistent and hot weather. Increasing temperatures and changing 

levels of precipitation in the Utility's service territory would 

9 reduce snowpack in the Sierra Mountains. If the levels of 

snowpack were reduced, the Utility's hydroelectric generation 

10 would decrease and the Utility would need to acquire additional 

generation from other sources at a greater cost. 

11 

12 

13 

14 

15 

16 

17 

18 

19 

20 

21 

If the Utility increases its reliance on conventional generation 

resources to replace hydroelectric generation and to meet increased 

customer demand, it may become more costly for the Utility to 

comply with GHG emissions limits. In addition, increasing 

temperatures and lower levels of precipitation could increase the 

occurrence of wildfires in the Utility's service territory causing 

damage to the Utility's facilities or the facilities of third parties 

on which the Utility relies to provide service, damage to third 

parties for loss of property, personal injury, or loss of life. In 

addition, flooding caused by rising sea levels could damage the 

Utility's facilities, including hydroelectric assets such as dams and 

canals, and the electric transmission and distribution assets. The 

Utility could incur substantial costs to repair or replace facilities, 

restore senJice, compensate customers and other third parties for 

damages or injuries. The Utility anticipates that the increased 

costs would be recovered through rates, but as rate pressures 

increase, the likelihood of disallowance or non-recovery may 

increase. See Ex. A, Stmt. Nos. 6, 14, 27. 

639. The foregoing statements in ~~634-638 were materially false and misleading 

22 because contrary to the impression created by the Offering Documents, PG&E's safety practices 

23 were deficient and the Company's deficient safety practices had already caused wildfires. The 

24 Offering Documents' repeatedly represented that: (i) PG&E's financial results could be impacted 

25 by weather-related conditions, wildfires, climate change or other events, or that they could incur 

26 liability caused by such events; and (ii) the climate change, increasing temperatures, or other 

27 events could increase the occurrence of wildfires which could result in substantial costs or 

28 

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1 damages. These representations were contradicted by material adverse facts that existed at the 

2 time of the statements, including, inter alia, that: 

3 (a) PG&E' s widespread safety deficiencies and violations had already 

4 increased the risk of wildfires, caused wildfires and liability for those wildfires (see generally 

5 §XVII.A.2.); 

6 (b) PG&E had caused hundreds or thousands of fires across California since 

7 June 2014, averaging more than one fire a day - significantly more than, SoCalEd, for example, 

8 a utility operating under similar conditions and legal and regulatory framework (i]i]600, 610, 628; 

9 see also i]621 ); 

10 (c) Rather than weather related events, the real risk of wildfires (and in fact 

11 the cause of many) were a result of PG&E not sufficiently investing in providing its services in a 

12 safe manner. For example, PG&E's "dismal" vegetation management practices resulted in 

13 wildfires (iJ619). As Judge Alsup noted, PG&E has admitted that: (i) vegetation contact was the 

14 primary risk driver with respect to ignitions along PG&E's distribution lines; (ii) in 2016 alone, 

15 PG&E had experienced approximately 1,400 downed wires caused by vegetation contact; and 

16 (iii) during 2015 and 2016, PG&E had reported to the CPUC that vegetation contact with 

17 conductors was the leading cause of the 486 fire ignitions associated with PG&E facilities, 

18 causing 3 7% of such fires. (,i618). Further, as PG&E Vegetation Program Manager Richard 

19 Yarnell testified, for the entire period from September 2015 to April 10, 2017, "PG&E-to the 

20 best of my knowledge, we have not made any changes" to improve safety. (iJ22); 

21 (d) In addition, PG&E's lax tree clearing practices threatened the safety of 

22 PG&E's operations. For example, PG&E auditors had given PG&E a passing grade despite too 

23 many trees found to violate state regulations by improperly expanding the area under review to 

24 artificially increase PG&E's compliance rate (i]575). Similarly, an internal PG&E audit, 

25 conducted in the summer of 2015 revealed a negative trend of non-compliant trees in the same 

26 district in which the Butte Fire started (i]570). And, as Judge Alsup observed, PG&E has 

27 admitted that as late as June 2017, there remained 3,962 unworked trees which PG&E had 

28 identified in 2016 as hazardous with the potential to "fall into or otherwise impact the 

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1 conductors, towers or guy wires before the next inspection cycle" rn618). Judge Alsup also 

2 indicated that "PG&E over several years allowed the trees that needed to be removed to be built 

3 up and did not remove them, did not trim them so that we wound up with a large number of trees 

4 that should have been removed by PG&E but weren't" which was a contributing factor to the 

5 causes of wildfires (i]622); 

6 (e) PG&E had incentivized its contractors to identify and clear fewer trees 

7 and vegetation by paying them for reporting under the target number (i]569); 

8 (f) Outdated PG&E equipment was not replaced or updated -for example, 

9 the Company had never, as planned, addressed dangerously encroaching vegetation by replacing 

10 old lattice towers with modern tubular steel poles or replacing wire and hardware connecting 

11 those to towers, or updated the 100 year-old Caribou-Palermo transmission line that presented a 

12 high likelihood of failure (iJiJ612, 620; see also iJ613-615). Likewise, despite assurances in 2015 

13 that the Company would be able to shut down reclosers in high risk fire areas, they did not have 

14 the system in place to do so causing wildfires (iJiJ577, 606); 

15 (g) PG&E did not sufficiently invest in wildfire safety. For example, Judge 

16 Alsup observed, PG&E "let the tree budget wither so that a lot of trees that should have been 

17 taken down were not" (iJ622). And PG&E internal documents show that tree-related outages 

18 could have been reduced if PG&E was willing to invest more (iJiJ620-622). Likewise, safety was 

19 up for debate at the Company but not earnings growth (iJiJ567, 606); 

20 (h) At the time of the issuance of each of the Offering Documents, PG&E' s 

21 warning of weather-related conditions or climate change potentially impacting PG&E did not 

22 disclose the then existing risks as a result of the safety violations and deficient practices (i]i]568, 

23 570-571, 575, 577, 594-596, 598-599, 603, 605, 607-608, 610, 612-618, 620-623). As Judge 

24 Alsup indicated, you can't blame the fires "on global warming because I have been here a long 

25 time and it's been that way every summer" (i]628); 

26 (i) As a result of the extent and nature of PG&E's safety deficiencies and 

27 numerous violations, PG&E was unable to prove "it reasonably and prudently operated and 

28 managed its system" rendering it liable for the wildfires that it had already caused (iJ558); 

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1 G) At the time of the issuance of the March 2016, December 2016 and March 

2 2017 Notes Offerings' Offering Documents, rather than the risk of wildfires (including the 2015 

3 Butte Fire) potentially impacting PG&E (see ~~566, 579, 584, 588, 599, 600, 617, 628, 629), the 

4 true facts were that PG&E's safety deficiencies and violations caused wildfires. The Offering 

5 Documents failed to disclose the then existing risk to PG&E' s financial condition as a result of 

6 the Company's widespread safety violations. For example, the 2015 Butte Fire- which killed 

7 two people and destroyed more than 500 homes - was caused by PG&E' s safety violations 

8 (~566). Additionally, the Offering Documents omitted the existing risk of wildfires from the 

9 already identified problems with PG&E's equipment along the Caribou-Palermo transmission 

10 line, the likely source of the Camp Fire and PG&E's overall dismal vegetation management 

11 practices (~~619-622). PG&E's own inspections of transmission towers showed 450 safety 

12 violations, with 59 posing a serious safety hazard (~623). When speaking on risks relating to 

13 wildfires, the Securities Act Defendants did not disclose the extent of PG&E' s wildfire inducing 

14 safety deficiencies and violations rn~568, 570-571, 575, 577, 594-596, 598-599, 603, 605, 607-

15 608, 610, 612-618, 620-623); and 

16 (k) At the time of the issuance of the April 2018 Notes Offerings' Offering 

17 Documents, the Securities Act Defendants warned of conditions that could impact PG&E' s 

18 financial results (~~582, 583, 685-686, 601-602, 604, 616, 625; see also ~624; ~667) without 

19 disclosing the then existing widespread safety violations and insufficient safety practices (~~568, 

20 570-571, 575, 577, 594-596, 598-599, 603, 605, 607-608, 610, 612-618, 620-623). Nor did the 

21 Offering Documents disclose what PG&E has now admitted to Judge Alsup- "that it started 17 

22 of those fires in 2017 just in the Wine Country" (~628). At the time of the issuance of the 

23 Offering Documents for the April 2018 Notes Offering, the Securities Act Defendants' misled 

24 investors regarding the then existing risks as a result of adverse facts, including the likelihood of 

25 failed structures, use of a transmission tower a quarter-century past its useful life, or the "dismal" 

26 vegetation practices of the Company rn~619-621). When speaking on the risks related to 

27 wildfires, the Securities Act Defendants did not disclose PG&E's widespread safety lapses and 

28 

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1 violations rn~568, 570-571, 575, 577, 594-596, 598-599, 603, 605, 607-608, 610, 612-618, 620-

2 623). 

3 

4 

5 

6 

7 

8 

9 

2. The Offering Documents Did Not Disclose PG&E's Investments in, 

Commitment to, and Practices Related to Safety Were Inadequate 

640. PG&E's Forms 10-K incorporated by reference in the Offering Documents falsely 

emphasized PG&E's safety efforts by investing in its energy distribution system, in particular by 

clearing vegetation to prevent wildfires. For example, the annual reports for FY15 and FY16 

filed with the SEC on Forms 10-K incorporated in the Offering Documents for the March 2016, 

December 2016 and March 2017 Notes Offerings misleadingly stated as follows: 

With respect to electric operations, climate scientists project that, 

sometime in the next several decades, climate change will lead to 

increased electricity demand due to more extreme, persistent, and 

frequent hot weather. The Utility believes its strategies to reduce 

GHG emissions through energy efficiency and demand response 

programs, infrastructure improvements, and the use of renewable 

energy and energy storage are effective strategies for adapting to 

the expected increase [changes] in demand for electricity. The 

Utility is making substantial investments to build a more modern 

and resilient system that can better withstand extreme weather 

and related emergencies. The Utility's vegetation management 

activities also reduce the risk of wildfire impacts on electric and 

gas facilities. Over the long-term, the Utility also faces the risk of 

higher flooding and inundation potential at coastal and low 

elevation facilities due to sea level rise combined with high tides, 

storm runoff and storm surges. See Ex. A, Stmt. Nos. 4, 12. 

10 

11 

12 

13 

14 

15 

16 

17 

18 641. The Company's FYI 7 Form 10-K, incorporated in the Offering Documents for 

19 the April 2018 Notes Offering contained similarly false language: 

20 With respect to electric operations, climate scientists project that, 

sometime in the next several decades, climate change will lead to 

21 increased electricity demand due to more extreme, persistent, and 

frequent hot weather. The Utility believes its strategies to reduce 

22 GHG emissions through energy efficiency and demand response 

programs, infrastructure improvements, and the use of renewable 

23 energy and energy storage are effective strategies for adapting to 

the expected changes in demand for electricity. The Utility is 

24 making substantial investments to build a more modern and 

resilient system that can better withstand extreme weather and 

25 related emergencies. Over the long-term, the Utility also faces the 

risk of higher flooding and inundation potential at coastal and low 

26 elevation facilities due to sea level rise combined with high tides, 

storm runoff and storm surges. As the state continues to face 

27 increased risk of wildfire, the Utility's vegetation management 

activities will continue to play an important role to help reduce 

28 the risk of wildfire and its impact on electric and gas facilities. 

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See Ex. A, Stmt. No. 29. 

642. PG&E's FY15 and FY16 Forms 10-K referenced in the Offering Documents for 

3 the March 2016, December 2016 and March 2017 Notes Offerings also misleadingly emphasized 

4 that PG&E had developed plans and strategies to mitigate the impact of climate change and 

5 respond effectively to emergencies as well as prioritizing infrastructure investments minimizing 

6 the real risks PG&E faced with respect to wildfires as a result of dismal safety practices and 

7 insufficient funding to prevent wildfires: 

8 Climate Change Mitigation and Adaptation Strategies. During 

2015 [2016], the Utility continued its programs to develop 

9 strategies to mitigate the impact of the Utility's operations 

(including customer energy usage) on the environment and to plan 

10 for the actions that it will need to take to adapt to the likely impacts 

of climate change on the Utility's future operations. The Utility 

11 regularly reviews the most relevant scientific literature on climate 

change such as sea level rise, temperature changes, rainfall and 

12 runoff patterns, and wildfire risk, to help the Utility identify and 

evaluate climate change-related risk<. and develop the neces,mry 

13 adaptation strategies. The Utility maintains emergency response 

plans and procedures to address a range of near-term risks, 

14 including extreme storms, heat waves and wildfires and uses its 

risk-assessment process to prioritize infrastructure investments 

15 for longer-term risks associated with climate change. The Utility 

also engages with leaders from business, government, academia, 

16 and non-profit organizations to share information and plan for the 

future. See Ex. A, Stmt. Nos. 3, 15. 

17 

18 

19 

20 

21 

22 

23 

24 

25 

26 

27 

28 

643. Following the 2017 North Bay Fires, the Company's 2017 Form 10-K 

incorporated in the Offering Documents for the April 2018 Notes Offering misleadingly 

represented that PG&E had developed "resilience strategies" to mitigate the impacts of climate 

change on PG&E: 

Climate Change Resilience Strategies 

During 2017, the Utility continued its programs to mitigate the 

impact of the Utility's operations (including customer energy 

usage) on the environment and to plan for the actions that it will 

need to take to increase its resilience in light of the likely impacts 

of climate change on the Utility's operations. The Utility 

regularly reviews the most relevant scientific literature on climate 

change such as rising sea levels, major storm events, increasing 

temperatures and heatwaves, wildfires, drought and land 

subsidence, to help the Utility identify and evaluate climate 

change-related risks and develop the necessary resilience 

strategies. The Utility maintains emergency response plans and 

procedures to address a range of near-term risks, including 

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wildfires, extreme storms, and heat waves and uses its riskassessment process to prioritize infrastructure investments for 

longer-term risks associated with climate change. The Utility also 

engages with leaders from business, government, academia, and 

non-profit organizations to share information and plan for the 

future. See Ex. A, Stmt. No. 28. 

1 

2 

3 

4 

5 

6 

7 

8 

9 

644. Similarly, each of PG&E's Forms 10-K incorporated by the Offering Documents 

also materially misled investors by regarding the safety of its operations emphasizing the 

Company's upgrades to its equipment. For example, the Company's FY15, FY16 and FYI 7 

Forms 10-K stated: 

At December 31, 2015 [2016; 2017], the Utility owned 

approximately 18,400 [19,200] circuit miles of interconnected 

transmission lines operating at voltages ranging from 60 kV to 500 

kV. The Utility also operated 91 [92] electric transmission 

substations with a capacity of approximately 63,400 [64,600; 

64,700] MV A. 

* * * 

Throughout 2015 [2016; 2017], the Utility upgraded several 

critical substations and re-conductored a number of transmission 

lines to improve maintenance and system flexibility, reliability 

and safety. The Utility expects to undertake various additional 

transmission projects over the next several years to upgrade and 

expand the capacity of its transmission system to accommodate 

system load growth, secure access to renewable generation 

resources, replace aging or obsolete equipment and improve 

system reliability. The Utility also has taken steps to improve the 

physical security of its transmission substations and equipment. 

See Ex. A, Stmt. Nos. 7, 16, 30. 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 645. The same electricity distribution passage from each of PG&E's Forms 10-K for 

20 FY15, FY16, and FYI 7 thereafter concluded with the following materially misleading statement, 

21 which did not disclose that PG&E did not have adequate systems or policies in place to shut 

22 down reclosers to prevent wildfires: 

23 In 2015 [2016; 2017], the Utility continued to deploy its Fault 

Location, Isolation, and Service Restoration circuit technology 

24 which involves the rapid operation of smart switches to reduce 

the duration of customer outages. Another 83 {89; 92] circuits 

25 were ouifitted with this equipment, bringing the total deployment 

to 700 [789; 882] of the Utility's 3,200 distribution circuits. [The 

26 Utility also installed or replaced 20 distribution substation 

transformer banks to improve reliability and provide capacity to 

27 accommodate growing demand] The Utility plans to continue 

performing work to improve the reliability and safety of its 

28 electricity distribution operations in 2016 [2017; 2018]. See Ex. 

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A, Stmt. Nos. 8, 17, 31. 

646. In addition, each of PG&E's Forms 10-K incorporated by the Offering 

3 Documents materially misled investors by warning that the Company's equipment might fail, a 

4 risk falsely described as "beyond the Utility's control." For example, PG&E's Forms 10-K for 

5 FY15 and FY16, as well as PG&E's Form 10-K for FYI 7, misleadingly purported to warn 

6 investors as follows: 

7 Utility's ability to safely and reliably operate, maintain, construct 

and decommission its facilities is subject to numerous risks, many 

8 of which are beyond the Utility's control, including those that 

arise from: 

• the breakdown or failure of equipment, electric 

transmission or distribution lines, or natural gas 

transmission and distribution pipelines, that can cause 

explosions,fires, or other catastrophic events;[ 180

] 

* * * 

• the failure to take expeditious or sufficient action to 

mitigate operating conditions, facilities, or equipment, 

that the Utility has identified, or reasonably should have 

identified, as unsafe, which failure then leads to a 

catastrophic event (such as a wild land fire or natural gas 

explosion), [and the failure to respond effectively to a 

catastrophic event.] 181 See Ex. A, Stmt. Nos. 9, 18, 32. 

9 

10 

11 

12 

13 

14 

15 

16 

17 647. PG&E' s 2017 Farm 10-K incorporated by reference in the Offering Documents 

18 for the April 2018 N ates Offering added false assurances to investors that PG&E had taken steps 

19 to safely operate and maintain its equipment: 

20 On April 12, 2017, the Utility retained a third-party monitor at the 

Utility's expense as part of its compliance with the sentencing 

21 terms of the Utility's January 27, 2017 federal criminal conviction, 

which sentenced the Utility to, among other things, a five-year 

22 corporate probation period and oversight by a third-party monitor 

for a period of five years, with the ability to apply for early 

23 termination after three years. The goal of the monitor is to help 

ensure that the Utility takes reasonable and appropriate steps to 

24 maintain the safety of its gas and electric operations and 

maintains effective ethics, compliance, and safety related 

25 

26 

27 

28 

180 This language is included in each of PG&E's Forms 10-K incorporated in the Offering 

Documents, and similar language is also included in the registration statement for the April 2018 

Notes Offering. See Ex. A, Stmt. Nos. 9, 18, 21, 22, 32. 

181 The Form 10-K for FY 2017 removed the part of the sentence ending "and the failure to 

respond effectively to a catastrophic event." 

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2 

3 

4 

5 

6 

7 

8 

9 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 

20 

21 

22 

23 

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incentive programs on a Utility-wide basis. See Ex. A, Stmt. No. 

33. 

648. In addition to PG&E's annual reports, the Company's May 23, 2016 press release 

filed with the SEC on a Fonn 8-K (and as incorporated by the March 2017 Offering Documents), 

also falsely represented that PG&E "'continued to demonstrate leadership and commitment on 

safety'": 

PG&E Corporation (NYSE: PCG) today announced that it is 

raising its quarterly common stock dividend to 49 cents per share, 

an increase of 3. 5 cents per share, beginning with dividends for the 

second quarter of 2016. 

* * * 

The increase, which is the company's first in six years, is a 

meaningful step toward gradually returning the company's 

dividend payout to levels that are comparable with those of similar 

utilities. 

* * * 

[Earley:] "We've continued to demonstrate leadership and 

commitment on safety. We 're delivering the most reliable service 

in our company's history." See Ex. A, Stmt. No. 19. 

649. The foregoing statements in ,r,r640-648 were materially false and misleading 

because contrary to the impression created by the Offering Documents, PG&E was not making 

substantial investments in its systems, its safety practices were deficient and the Company's 

deficient safety practices had already caused wildfires. The Offering Documents repeatedly 

represented that: (i) PG&E was making "substantial investments" in its system; (ii) the Utility 

had a risk-assessment process to prioritize infrastructure investments for risks associated with 

climate change; (iii) the Utility's vegetation management activities were adequate and reduced 

the risk of wildfire impact; (iv) the Utility had the programs and strategies to address wildfire 

risks as a result of climate change; (v) the Utility had upgraded critical substations and improved 

a number of transmission lines; (vi) the Utility continued to deploy technology related to its 

reclosers to improve reliability and safety; (vii) the risk of equipment failures or the failure to 

sufficiently mitigate operating conditions could have an adverse material impact of the Company 

implying that such adverse events were "beyond the Utility's control"; and (viii) that PG&E 

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1 "demonstrated leadership and commitment on safety." These representations misled investors 

2 because they omitted the true state of PG&E's operations related to safety- namely, PG&E's 

3 systemic safety deficiencies. 

4 650. At the time the issuance of each of the Offering Documents for each of the Note 

5 Offerings material adverse facts existed that contradicted the representations made therein, 

6 including that: (i) PG&E had committed widespread safety violations including violations of 

7 California law and regulations as well as federal law (i]i]571, 595, 599; 618; see generally i]i]568 

8 570-571, 575, 577, 594-596, 598-599, 603, 605, 607-608, 610, 612-618, 620-623 for safety 

9 violations); (ii) PG&E's vegetation management programs were deficient (i]i]568, 570-571, 575, 

10 577, 594-596, 598-599, 603, 605, 607-608, 610, 612-618, 620-623); (iii) compared to the 

11 industry in California, PG&E's electrical equipment caused far more wildfires (iJiJ610, 628); (iv) 

12 PG&E had not updated its outdated equipment (iJiJ599, 605, 612-616, 618-623); and (v) PG&E 

13 had not sufficiently invested in safety and had not made safety a priority (iJiJ582, 583, 585-586, 

14 601-602, 604, 616, 625; see also iJ624; iJ667). 

15 651. Contrary to assurances in the Offering Documents for the March 2016, December 

16 2016, March 2017 and April 2018 Notes Offerings that PG&E's vegetation management 

17 practices reduced the risk of wildfire impact, PG&E's practices were dismal and increased, not 

18 reduced, wildfire impact and caused wildfires (iJ619; see generally iJiJ568, 570-571, 575, 577, 

19 594-596, 598-599, 603, 605, 607-608, 610, 612-618, 620-629). As Judge Alsup noted, PG&E 

20 has admitted that: (i) vegetation contact was the primary risk driver with respect to ignitions 

21 along PG&E's distribution lines; (ii) in 2016 alone, PG&E had experienced approximately 1,400 

22 downed wires caused by vegetation contact; and (iii) during 2015 and 2016, PG&E had reported 

23 to the CPUC that vegetation contact with conductors was the leading cause of the 486 fire 

24 ignitions associated with PG&E facilities, causing 37% of such fires. A 2013 NERC study also 

25 determined that that well over 100 transmission line spans, out of 455 total spans, were 

26 perilously close to vegetation or trees (i]6 l 5). Further, PG&E had incentivized its contractors to 

27 identify and clear fewer trees and vegetation by paying them for reporting under the target 

28 number (iJ569). And, as PG&E Vegetation Program Manager Richard Yarnell testified, for the 

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1 entire period from September 2015 to April 10, 2017, "PG&E-to the best of my knowledge, we 

2 have not made any changes" to improve safety (~22). 

3 652. Contrary to the impression the Offering Documents for the March 2016, 

4 December 2016, March 2017 and April 2018 Notes Offerings gave investors by emphasizing the 

5 substantial investments PG&E was purportedly making with respect to the Utility's system, 

6 PG&E was not sufficiently investing in safety, and any risk-assessment process it had to 

7 prioritize infrastructure investments was inadequate. Instead, PG&E had: "let the tree budget 

8 wither so that a lot of trees that should have been taken down were not" (~622); engaged in 

9 dismal vegetation management practices (~619); did not have a sufficient system in place to 

10 shutdown reclosers (~~577, 606); failed to update equipment known to be outdated (~~599, 605, 

11 612-616, 618-623); "focused mainly on spending its allotted budget, not ensuring expenditures 

12 were prudent and effective" (~612); failed, according to the CPUC, "to develop a comprehensive 

13 enterprise-wide approach to address safety" (~596); and had not engaged in a level of 

14 investment that would promote safety (~22, 78, 568-569, 571, 594-595, 599, 605, 607-608, 612-

15 616, 618-623). In addition, PG&E's 2019 wildfire plan illustrates that a dramatic increase in 

16 resources to mitigate wildfires was needed; it calls for more than doubling tree removal, and 

17 increasing vegetation management by 320% and inspections from 9,400 transmission structures 

18 to 40,600 (~608). 

19 653. For the same reasons as ~652 above, the representations in the Offering 

20 Documents for the March 2016, December 2016 and March 2017 Notes Offerings that PG&E 

21 had: (i) the necessary adaption strategies with respect to wildfire risk; and (ii) procedures to 

22 address wildfires were materially false and misleading. These representations omitted that 

23 PG&E was plagued with safety deficiencies. And rather than prioritizing infrastructure 

24 investments, PG&E had not committed sufficient resources for safety. 

25 654. For the same reasons as ~651 above, the similar representations in the Offering 

26 Documents for the April 2018 Notes Offering regarding procedures to address wildfires, 

27 prioritizing infrastructure and mitigation programs were materially false and misleading. In 

28 

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1 addition, rather than prioritizing infrastructure in 2017, PG&E spent only $201,456,193 on 

2 vegetation management in 2017, failing to keep pace with inflation (~78); 

3 655. Contrary to the representations in the Offering Documents for the March 2016, 

4 December 2016, March 2017 and April 2018 Notes Offerings that PG&E had "re-conductored a 

5 number of transmission lines to improve ... safety" and made other upgrades, PG&E's 

6 equipment was outdated and hazardous. For example, there was significant damage to and other 

7 problems with PG&E' s equipment along the Caribou-Palermo transmission line, the likely 

8 source of the Camp Fire including: (i) the collapse of aging towers in 2012; (ii) the 

9 acknowledgment in 2014 that "the likelihood of failed structures happening is high"; (iii) the 

10 identification of failed hardware in 2016; and (iv) the acknowledgement that the transmission 

11 tower implicated in the Camp Fire was at risk of collapse long before the blaze was ignited and 

12 that it was a quarter-century past its useful life (~~612-615, 619-622). In addition, contrary to the 

13 Utility's technology improving safety, PG&E did not have adequate systems in place to shut 

14 down reclosers (~~577, 606). 

15 656. Purported warnings in the Offering Documents for the March 2016, December 

16 2016, March 2017 and April 2018 Notes Offerings that equipment might fail or that the failure 

17 to sufficiently mitigate operating conditions could impact the Company, while implying that 

18 such adverse events were "beyond the Utility's control," were materially false and misleading. 

19 The Securities Act Defendants omitted that these risks had, in fact, already materialized as a 

20 result of the Utility's conduct- including inadequate vegetation management programs and tree 

21 clearing practices and the failure to update PG&E's system as described above. The Utility's 

22 choice not to provide adequate resources towards safety or, for example, to incentivize its 

23 contractors to not report or clear hazardous trees was within its control (~569). 

24 657. In addition, investors were misled by the representation in PG&E's May 23, 2016 

25 press release specifically incorporated by reference in the Offering Documents for the March 

26 2017 Offering that PG&E "continued to demonstrate leadership and commitment on safety". 

27 Rather than being a leader with respect to safety, PG&E's electrical equipment caused far more 

28 wildfires than industry peers in California (~~610, 621, 628). And rather than being committed 

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1 to safety the truth was that PG&E was plagued with safety deficiencies and did not sufficiently 

2 invest in fire mitigation. For example, the following contradicts that PG&E was committed to 

3 safety: 

4 (a) Judge Alsup has observed that: "There is one very clear-cut pattern here: 

5 That PG&E is starting these fires." He continued, "What do we do[?] Does the judge just turn a 

6 blind eye and say, 'PG&E, continue your business as usual. Kill more people by starting more 

7 fires'?" When Company representatives stated that PG&E had made safety a priority, Judge 

8 Alsup reportedly responded: "It's not really true. Safety is not your number one thing." Judge 

9 Alsup has also found that the "record demonstrates that PG&E' s performance with respect to 

10 vegetation management has been dismal." (iJ619); 

11 (b) Judge Alsup has also observed in January 2019 that "PG&E pumped out 

12 $4.5 billion in the last five years in dividends and let the tree budget wither so that a lot of trees 

13 that should have been taken down were not" (iJ622); 

14 (c) PG&E had not, according to PG&E Vegetation Manager Richard Yarnell, 

15 made any changes to improve safety from September 2015 to April 10, 2017 (iJ22); and 

16 (d) The CPUC ruled in December 2018: "PG&E has had serious safety 

17 problems with both its gas and electric operations for many years" and the Company had failed 

18 "to develop a comprehensive enterprise-wide approach to address safety." The Ruling stated tha 

19 the CPUC "was, and remains, concerned that the safety problems being experienced by PG&E 

20 were not just one-off situations or bad luck, but indicated a deeper and more systemic problem" 

21 (iJ596). 

22 658. For the same reasons as set forth in i]i]650-652 above, the representation in the 

23 Offering Documents for the April 2018 Notes Offering that assured investors that PG&E had 

24 taken steps to safely operate and maintain its equipment when explaining the role of third-party 

25 monitor "to help ensure" such steps were taken was materially false and misleading. Contrary to 

26 this statement, PG&E had systemic failures with respect to wildfire safety and failed to update or 

27 maintain its equipment as explained above. In addition, the representation misled investors with 

28 

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1 regard to its "safety related incentive programs" by not disclosing that it had incentivized its 

2 contractors to not report or clear hazardous trees (~569). 

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 

B. The Securities Act Def end ants Materially Misled Investors Regarding 

PG&E's Liability for Wildfires 

659. The Offering Documents for the April 2018 Notes Offering, including the 

documents incorporated by reference therein, misled investors by insinuating that PG&E may 

not have caused and might not be liable for the destruction oflife and property resulting from 

fires that PG&E caused, or the costs associated with wildfires. 

660. PG&E's Offering Documents for the April 2018 Notes Offering (including the 

registration statement for the offering and PG&E' s FYI 7 Form 10-K incorporated by reference), 

misleadingly represented that it was only a possibility that PG&E caused or would face liability 

for the fires following investigations, stating: 

[T]he impact of the Northern California wildfire,-., including the 

costs of restoration of service to customers and repairs to the 

[Company] facilities, and whether the [Company] is able to 

recover such costs through a [Catastrophic Event Memorandum 

Account]; the timing and outcome of the wildfire investigations, 

including into the causes of the wildfires; whether the 

[Company] may have liability associated with these fires; if liable 

for one or more fires, whether the [Company] would be able to 

recover all or part of such costs through insurance or through 

regulatory mechanisms, to the extent insurance is not available or 

exhausted; and potential liabilities in connection with fines or 

penalties that could be imposed on the [Company] if the 

[California Department of Forestry and Fire Protection and the 

California Public Utilities Commission] ("CPUC") or any other 

law enforcement agency brought an enforcement action and 

determined that the [Company] failed to comply with applicable 

laws and regulations. See Ex. A, Stmt. Nos. 24, 34. 

661. The same Form 10-K for FYI 7 incorporated into the April 2018 Offering 

Documents also misleadingly claimed that it was not "probable" that PG&E would face liability 

for the fires, stating that PG&E "could be liable for property damage, interest, and attorneys' 

fees without having been found negligent ... [i]fthe Utility's facilities, such as its electric 

distribution and transmission lines, are determined to be the cause of one or more fires, and the 

doctrine of inverse condemnation applies." The Form 10-K for FYI 7 also stressed that "[g]iven 

the preliminary stages of investigations and the uncertainty llS to the causes of the fires, 

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1 PG&E Corporation and the Utility do not believe a loss is probable at this time." See Ex. A, 

2 Stmt. No. 25. 182 

3 662. PG&E's 10-K for FYI 7 further misleadingly claimed that even if PG&E were 

4 found liable for the fires, PG&E's liability insurance and ability to recover through regulatory 

5 mechanisms would mitigate any costs to PG&E arising from its liability for the fires. As stated 

6 in PG&E's Form 10-K, while additional facts "could emerge" rendering a loss probable, "[t]he 

7 Utility has liability insurance from various insurers, which provides coverage for third-party 

8 liability attributable to the Northern California Fires in an aggregate amount of approximately 

9 $800 million" and could also "apply for cost recovery." See Ex. A, Stmt. No. 25. 

10 663. The foregoing statements in ~~660-662 were materially false and misleading 

11 because contrary to the impression created by the Offering Documents for the April 2018 Notes 

12 Offering regarding PG&E's liability for the North Bay Fires, the Company's deficient safety 

13 practices had caused the majority of those wildfires and liability for those wildfires. There was 

14 no reasonable basis for the Securities Act Individual Defendants to claim that there was 

15 "uncertainty as to the causes of the fires" or that additional facts were necessary to render a loss 

16 probable. Given PG&E' s safety deficiencies and the facts known at the time, it was probable 

17 that PG&E caused many of the North Bay Fires. 

18 664. Sufficient facts pertaining to the causes of the Northern California wildfires 

19 existed to properly conclude that a loss was probable as of December 31, 2017, in accordance 

20 with Generally Accepted Accounting Principles ("GAAP"), Accounting Standards Codification 

21 ("ASC") 450, Loss Contingencies. 183 As a result, PG&E materially understated operating 

22 

23 

24 

25 

26 

27 

28 

182 PG&E' s consolidated balance sheet as of December 31, 2017 filed with the SEC on 

PG&E's FY17 Form 10-K materially understated operating expenses (reported-$14.2 billion) 

and pretax income (reported -$2.2 billion) by $10.0 billion, and materially understated total 

liabilities (reported ~$48.5 billion) and overstated total equity (reported ~$13 billion) by $10.0 

billion. 

183 GAAP are the principles established by the Financial Accounting Standards Board that 

are recognized by the accounting profession as the conventions, rules, and procedures necessary 

to define accepted accounting practice at a particular time. SEC Regulation S-X (17 C.F .R. 

§210.4-0l(a)(l)) states that financial statements filed with the SEC that are not prepared in 

compliance with GAAP are presumed to be misleading and inaccurate, despite footnotes and 

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1 expenses and pretax income by $10.0 billion on PG&E's consolidated statement of income for 

2 FY 2017, and materially understated total liabilities and overstated total equity by $10.0 billion 

3 on PG&E' s consolidated balance sheet as of December 31, 2017. 

4 665. According to GAAP, an estimated loss from a loss contingency shall be accrued 

5 by a charge to income and by the establishment of a liability when both of the following 

6 conditions are met: 

7 a. Information available before the financial statements are issued 

or are available to be issued [] indicates that it is probable that an 

8 asset had been impaired or a liability had been incurred at the date 

of the financial statements 

9 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 

20 

21 

22 

23 

24 

25 

26 

27 

28 

b. The amount of loss can be reasonably estimated. 184 

ASC 450-20-25-2. 185 

666. GAAP also provided specific instructions to the Company on assessing the 

probability of the occurrence (ASC 450-20-55-12) and required PG&E to assess whether the 

events were probable, reasonably possible or remote (ASC-450-20-55-14). 

667. PG&E was obligated to report and properly disclose wildfire-related operating 

expenses and wildfire-related liabilities as of December 31, 2017 because both requirements of 

(continued) 

other disclosure. Regulation S-X requires that interim financial statements must also comply 

with GAAP, with the exception that interim financial statements need not include disclosures 

that would be duplicative of disclosures accompanying annual disclosures, pursuant to 17 C.F.R. 

§210.10-0l(a). 

184 GAAP states regarding this second provision that the "requirement shall not delay accrual 

of a loss until only a single amount can be reasonably estimated." ASC 450-20-25-5. "To the 

contrary, when the condition in [ASC] 450-20-25-2(a) is met and information available indicates 

that the estimated amount of loss is within a range of amounts, it follow that some amount of loss 

has occurred and can be reasonably estimated." Id GAAP further instructs that "[i]f some 

amount within a range of loss appears at the time to be a better estimate than any other amount 

within the range, that amount shall be accrued." ASC 450-20-30-1. "When no amount within 

the range is a better estimate than any other amount, however, the minimum amount in the range 

shall be accrued." Id 

185 In assessing ASC 450's requirements, Defendants were also required by ASC 855 to 

consider "subsequent events" that occurred after the December 31, 2017 balance sheet date, but 

before PG&E filed the FYI 7 Form 10-K on February 9, 2018, including, subsequent events that 

provide additional evidence about conditions that existed at the balance sheet date that should be 

recognized in the financial statements. 

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1 ASC 450 were met when PG&E issued its FYI 7 Form 10-K incorporated into the Offering 

2 Documents for the April 2018 Notes Offering; specifically that: (i) the wildfire-related expenses 

3 and liabilities were probable as a result of the Northern California wildfires; and (ii) the 

4 minimum amount of the potential damages in connection with the Northern California wildfires 

5 was estimable. 

6 668. A loss was probable because: (i) PG&E had for years before the North Bay Fires 

7 engaged in a pattern and practice of ignoring laws and California safety regulations and failed to 

8 take appropriate measures to mitigate or prevent wildfire hazards from occurring; (ii) the facts, 

9 evidence, and circumstances that existed strongly supported that PG&E's liability for damages in 

10 connection with the 2017 wildfires was probable as of December 31, 2017; and (iii) "inverse 

11 condemnation" liability laws applied to the 2017 North Bay Fires. 

12 669. PG&E did not properly maintain its power lines (including the Utility's failure to 

13 maintain and repair distribution and transmission lines), and had failed to properly perform 

14 vegetation management in the regions affected by the 2017 North Bay Fires (~~579-580). In 

15 addition, in November 2017 it was reported that PG&E auditors permitted one out of 100 trees 

16 checked to violate clearance standards (~575) and in January 2018 that PG&E had only engaged 

17 in a limited recloser shutdown rn~577, 606). "The conditions [pertaining to the recognition of 

18 loss contingencies] are not intended to be so rigid that they required virtual certainty before a 

19 loss is accrued." ASC 450-20-25-3. GAAP did not permit PG&E to wait until the ongoing 

20 investigations by the California Department of Forestry and Fire Protection and the California 

21 Public Utilities Commission made it a "virtual certainty" that PG&E would be held liable before 

22 recognizing that a loss was probable. As one analyst observed, when signs pointed to PG&E 

23 being "imprudent operators in the majority of instances ... it should assume liability." (~582). 

24 670. The loss also could have been reasonably estimated under ASC 450-20-25-2(b ). 

25 First, On January 31, 2018, the California Department of Insurance issued a press release 

26 announcing an update on property losses in connection with the October and December 2017 

27 wildfires in California, stating that, as of such date, "insurers have received nearly 45,000 

28 

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1 insurance claims totaling more than $11.79 billion in losses," of which approximately $10.0 

2 billion related to statewide claims from the October 2017 wildfires. 186 

3 671. Second, PG&E admitted that the magnitude of the loss from the North Bay Fires 

4 could be greater than $10.0 billion in its FYI 7 Form 10-K. 

5 If the Utility were to be found liable for certain or all of such other 

costs and expenses, the amount of PG&E Corporation's and the 

6 Utility's liability could be higher than the approximately $10 

billion estimated in respect of the wildfires that occurred in 

7 October 2017, depending on the extent of the damage in 

connection with such fire or fires. 

8 

9 

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672. The Offering Documents were false and misleading because they claimed further 

investigation was needed and uncertainty surrounding PG&E's liability for the 2017 North Bay 

wildfires was such that a loss was not probable at the time. There was no reasonable basis for 

these representations based on the adverse facts existing at the time or reasonably available to th 

issuers of the Offering Documents. 

673. In addition to the above, the foregoing statements in i]672 were contradicted by 

adverse facts that existed at the time of the statements including, inter alia, that: 

(a) PG&E started and was at fault for the vast majority of the 2017 North Bay 

Fires. (,ii]579-580, 584, 586). Cal Fire investigations have confirmed that PG&E equipment 

caused at least the significant majority of these fires. Cal Fire has referred the cases of many of 

the individual fires to the appropriate District Attorneys' offices, and the Company faced 

potential criminal liability as well, for offenses ranging from misdemeanors to implied-malice 

murder. (iJiJ582, 583, 585-586, 601-602, 604, 616, 625; see also iJ624; iJ667); 

(b) PG&E - unlike other utilities - did not shut off reclosers, increasing the 

danger and likelihood of wildfires in cases where vegetation has fallen onto power lines, 

including in 132 high risk areas in 2017 (iJiJ577, 606); 

186 The press release does not account for uninsured losses, interest, attorneys' fees, fire 

suppression costs, evacuation costs, medical expenses, personal injury and wrongful death 

damages or other costs. 

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1 (c) In the two years prior to the Camp Fire, including roughly the year before 

2 the 2017 North Bay Fires, PG&E did "absolutely nothing" to produce an annual wildfire safety 

3 plan, as required by state law (iJ594), and indeed failed to develop any "comprehensive 

4 enterprise-wide approach to address safety," a sign of"systemic problem[s]" at the Company 

5 (iJ596); 

6 (d) PG&E Vegetation Program Manager, Richard Yarnell, testified that for 

7 the entire period from September 2015 to April 10, 2017, "PG&E-to the best of my knowledge, 

8 we have not made any changes" to improve safety (,i22); and 

9 (e) As demonstrated by admissions made by PG&E in PG&E's probation 

10 proceedings before Judge Alsup, in 2016 alone, PG&E had experienced approximately 1,400 

11 downed wires caused by vegetation contact, and, as of June 2017, there remained 3,962 

12 unworked trees which PG&E had identified in 2016 as hazardous with the potential to "fall into 

13 or otherwise impact the conductors, towers or guy wires before the next inspection cycle" (iJ618). 

14 

15 

16 

17 

18 

19 

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21 

22 

23 

24 

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C. PG&E's Offering Documents Misled Investors by Failing to Comply with 

Item 303's Disclosure Requirements and Disclosure Safety Violations 

674. Item 303 of SEC Regulation S-K requires the Management's Discussion & 

Analysis ("MD&A") section ofregistration statements to "[d]escribe any unusual or infrequent 

events or transactions ... that materially affected the amount of reported income from continuin 

operations and, in each case, indicate the extent to which income was so affected" and 

"[ d]escribe any known trends or uncertainties that have had or that the registrant reasonably 

expects will have a material favorable or unfavorable impact on net sales or revenues or income 

from continuing operations." 17 C.F.R. §229.303(a)(3)(i)-(ii). 

675. The SEC has provided guidance concerning the MD&A requirements, including 

Item 303: 

The purpose of MD&A is not complicated. It is to provide readers 

information "necessary to an understanding of [a company's] 

financial condition, changes in financial condition and results of 

operations." The MD&A requirements are intended to satisfy 

three principal objectives: 

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• to provide a narrative explanation of a company's financial 

statements that enables investors to see the company 

through the eyes of management; 

• to enhance the overall financial disclosure and provide the 

context within which financial information should be 

analyzed; and 

• to provide information about the quality of, and potential 

variability of, a company's earnings and cash flow, so that 

investors can ascertain the likelihood that past performance 

is indicative of future performance. 

676. To effectuate that purpose, Item 303 requires "companies to provide investors and 

other users with material information that is necessary to an understanding of the company's 

financial condition and operating performance, as well as its prospects for the future." 

677. The Offering Documents (including the registration statements) for the Notes 

Offerings failed to provide the information required by Item 303, including the omission of 

information necessary to understand the Company's financial condition, changes in financial 

condition, and results of operations. 

678. The March 2016, December 2016, March 2017, and April 2018 Notes Offering' 

Offering Documents (specifically the registration statements associated with each of the Notes 

Offerings) failed to disclose that PG&E had systematically violated California regulations 

regarding fire prevention and failed to take reasonable steps or investments to mitigate fire 

dangers. They also violated 17 C.F.R. §229.303(a)(3)(ii), 187 because they did not disclose facts 

that were known to PG&E and would (and did) have an unfavorable impact on the Company's 

earnings and income from continuing operations. This failure also violated 17 C.F .R. 

§229.503(c), because specific risks were not adequately disclosed, or disclosed at all, even 

187 Item 303 of SEC Regulation S-K, 17 C.F.R. §229.303(a)(3)(ii) ("Item 303"), requires 

Defendants to "[d]escribe any known trends or uncertainties that have had or that the registrant 

reasonably expects will have a material favorable or unfavorable impact on net sales or revenues 

or income from continuing operations." Similarly, Item 503 of SEC Regulation S-K, 17 C.F.R. 

§229.503(c) ("Item 503"), requires, in the "Risk Factors" section ofregistration statements and 

prospectuses, "a discussion of the most significant factors that make ... the offering speculative 

or risky" and requires each risk factor to "adequately describe[] the risk." 

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1 though they were some of the most significant factors that made an investment in PG&E notes 

2 speculative or risky. 

3 679. At the time of the issuance of the Offering Documents for each of the Notes 

4 Offerings (including the registration statements for each offering) the known trends adversely 

5 impacting PG&E included: (i) the fact that despite suffering from serious safety problems for 

6 years, the Company had failed to develop a comprehensive approach to address safety (,r22, 594, 

7 596); (ii) the Company's deficient safety practices related to wildfire safety and widespread 

8 safety violations, including the systemic failure to clear vegetation and trees as required by 

9 regulations (ifif568, 570-571, 575, 577, 594-596, 598-599, 603, 605, 607-608, 610, 612-618, 620-

10 623); (iii) PG&E's failure to update outdated equipment or flawed systems (ifif599, 605, 612-

11 616, 618-623); and (iv) the Company's failure to allocate sufficient resources or investments in 

12 safety (ifif22, 78, 568-569, 571, 594-595, 599, 605, 607-608, 612-618, 618-623). Each of these 

13 adverse trends increased the risk of wildfires and liability which the Offering Documents 

14 (including the registration statements) did not sufficiently disclose so that investors understood 

15 the true state of PG&E' s financial condition (including the quality of its earnings) or operations. 

16 680. These known trends impacting PG&E's financial condition, operations and future 

17 performance were not disclosed when the Offering Documents for the March 2016 and 

18 December 2016 Notes Offerings (including the registration statements) were filed with the SEC 

19 despite adverse facts existing at the time including, inter alia, that: (i) PG&E had caused 

20 hundreds or thousands of fires across California since June 2014, averaging more than one fire a 

21 day (if600); (ii) its vegetation management practices were deficient (ifif568, 570-571, 575, 577, 

22 594-596, 598-599, 603, 605, 607-608, 610, 612-618, 620-623;); (iii) in 2014 the Company had 

23 documented that the "likelihood of failed structures happening [was] high" with respect to the 

24 transmission line at the center of the subsequent Camp Fire (,r620); and (iv) as PG&E Vegetation 

25 Program Manager Richard Yarnell testified, for the entire period from September 2015 to April 

26 10, 2017, "PG&E-to the best of my knowledge, we have not made any changes" to improve 

27 safety (if22). 

28 

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1 681. These known trends were similarly not disclosed when the Offering Documents 

2 for the March 2017 Notes Offering (including the registration statement) were filed with the SEC 

3 despite adverse facts existing at the time including those above (iJiJ679-680) and inter alia, that: 

4 (i) the Company had never, as planned, addressed dangerously encroaching vegetation or 

5 replaced old lattice towers with modern tubular steel poles or replaced wire and hardware 

6 connecting those to towers (i]612); (ii) there remained 3,962 unworked trees which PG&E had 

7 identified in 2016 as hazardous with the potential to "fall into or otherwise impact the 

8 conductors, towers or guy wires before the next inspection cycle" (,i618); and (iii) the 

9 Company's vegetation management was dismal, inadequate, and it had allowed its tree budget to 

10 wither (iJiJ619, 622). The March 2017 registration statement failed to disclose the known adverse 

11 safety trends that were unfavorably impacting PG&E. 

12 682. Likewise, at the time the Offering Documents for the April 2018 Notes Offering 

13 (including the registration statement), these known trends were not disclosed despite adverse 

14 facts existing at the time include those above (iJiJ679-681) and inter alia, that the Company still 

15 had failed to create a "comprehensive enterprise-wide approach to address safety" or address the 

16 "systemic problem[s]" at the Company, with the result that a "very clear-cut pattern" had 

17 established itself by 2018: "PG&E is starting these fires" (iJiJ596, 605). The April 2018 

18 registration statement failed to disclose PG&E' s known adverse safety trends that were 

19 unfavorably impacting PG&E. 

20 XIX. NO SAFE HARBOR FOR THE SECURITIES ACT CLAIMS 

21 683. The statutory safe harbor and/or bespeaks caution doctrine applicable to forward22 looking statements under certain circumstances do not apply to any of the false or misleading 

23 statements or material omissions pleaded with respect to the Securities Act claims. 

24 684. First, none of the misstatements complained of herein were forward-looking 

25 statements. Rather, they were misstatements concerning current facts and conditions existing at 

26 the time the statements were made. None of the historic or present tense statements made by the 

27 Securities Act Defendants were assumptions underlying or relating to any plan, projection or 

28 statement of future economic performance, as they were not stated to be such assumptions 

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1 underlying or relating to any projection or statement of future economic performance when 

2 made, nor were any of the projections or forecasts made by the Securities Act Defendants 

3 expressly related to or stated to be dependent on those historic or present tense statements when 

4 made. 

5 685. Second, to the extent that any statements may be construed as forward-looking, 

6 those statements were not accompanied by meaningful cautionary language identifying importan 

7 facts that could cause actual results to differ materially from those in the statements. As set forth 

8 in detail above, then-existing facts contradicted the Securities Act Defendants' statements. 

9 Given the then-existing facts contradicting the Securities Act Defendants' statements, the 

10 generalized risk disclosures made by the Securities Act Defendants were not sufficient to 

11 insulate the Securities Act Defendants from liability for their materially false or misleading 

12 statements and material omissions. 

13 686. Third, to the extent any statement that may be construed as a false or misleading 

14 forward-looking statement, at the time each forward-looking statement was purportedly made, 

15 the speaker also knew the forward-looking statement was false or misleading and the forward16 looking statement was authorized and/or approved by an executive officer of PG&E who knew 

17 that the forward-looking statement was false. 

18 XX. CLASS ACTION ALLEGATIONS FOR THE SECURITIES ACT CLAIMS 

19 687. The Securities Act Plaintiffs bring the Securities Act claims on behalf of 

20 themselves and as a class action pursuant to Rule 23 of the Federal Rules of Civil Procedure 

21 consisting of all persons or entities that acquired PG&E senior notes in or traceable to one or 

22 more of the Notes Offerings and corresponding Offering Documents, and who were damaged 

23 thereby (the "Securities Act Subclass"). Excluded from the Securities Act Subclass are: (i) all 

24 defendants in the Action; (ii) members of the immediate family of any individual defendant; (iii) 

25 any person who is or was an officer or director of PG&E during or after the Class Period; (iv) 

26 any firm, trust, corporation, or other entity in which any defendant has or had a controlling 

27 interest; (v) PG&E's employee retirement and benefit plan(s) and their participants or 

28 

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1 beneficiaries, to the extent they made purchases through such plan(s); and (vi) the legal 

2 representatives, affiliates, heirs, successors-in-interest, or assigns of any such excluded person. 

3 688. The members of the Securities Act Subclass are so numerous that joinder of all 

4 members is impracticable. PG&E notes are traded on the New York Stock Exchange ("NYSE"), 

5 and over $4 billion worth of PG&E notes were sold in the Notes Offerings. While the exact 

6 number of the Securities Act Subclass members is unknown to the Securities Act Plaintiffs at 

7 this time and can only be ascertained through appropriate discovery, the Securities Act Plaintiffs 

8 believe that there are hundreds of members in the proposed Securities Act Subclass. Record 

9 owners and other members of the Subclass may be identified from records maintained by PG&E 

10 or its transfer agent and may be notified of the pendency of this action by mail, using the form of 

11 notice similar to that customarily used in securities class actions. 

12 689. Securities Act Plaintiffs' claims are typical of the claims of the members of the 

13 Securities Act Subclass, as all members of the Securities Act Subclass are similarly affected by 

14 Securities Act Defendants' conduct in violation of the Securities Act that is complained of 

15 herein. 

16 690. Securities Act Plaintiffs will fairly and adequately protect the interests of the 

17 members of the Securities Act Subclass and have retained counsel competent and experienced in 

18 class and securities litigation. 

19 691. Common questions of law and fact exist as to all members of the Securities Act 

20 Subclass and predominate over any questions solely affecting individual members of the 

21 Securities Act Subclass. Among the questions of law and fact common to the Securities Act 

22 subclass are: 

23 

24 

(a) 

(b) 

whether the Securities Act Defendants violated the Securities Act; 

whether statements made by the Securities Act Defendants to the investing 

25 public in the Offering Documents for the Notes Offerings misrepresented or omitted material 

26 facts about the business and operations of PG&E; and 

27 (c) to what extent the members of the Securities Act Subclass have sustained 

28 damages and the proper measure of damages. 

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1 692. A class action is superior to all other available methods for the fair and efficient 

2 adjudication of this controversy since joinder of all members is impracticable. Furthermore, as 

3 the damages suffered by individual Securities Act Subclass members may be relatively small, the 

4 expense and burden of individual litigation make it impossible for members of the Securities Act 

5 Subclass to individually redress the wrongs done to them. There will be no difficulty in the 

6 management of the Securities Act Subclass as a class in this action. 

7 XXI. CLAIMS FOR RELIEF UNDER THE SECURITIES ACT 

8 FIFTH CLAIM 

9 For Violations of §11 of the Securities Act 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 

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21 

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23 

24 

25 

26 

27 

28 

Against All Securities Act Defendants 

693. This Claim is brought pursuant to §11 of the Securities Act, 15 U.S.C. §77k, on 

behalf of the Securities Act Subclass, against all Securities Act Defendants. 

694. This Claim does not sound in fraud Securities Act Plaintiffs do not allege that 

the Securities Act Individual Defendants or the Underwriter Defendants had scienter or 

fraudulent intent for this Claim, which are not elements of a § 11 claim. This Claim is based 

solely on negligence. Securities Act Plaintiffs specifically disclaim any allegation of fraud, 

sci enter or recklessness in this § 11 claim. 

695. Securities Act Plaintiffs repeat and reallege ,r,rl2-15 & 496-694 by reference. 

696. The registration statements for the Notes Offerings were inaccurate and 

misleading, contained untrue statements of material fact, omitted to state other facts necessary to 

make the statements made not misleading, and omitted to state material facts required to be 

stated therein. 

697. The Utility, a subsidiary of PG&E Corporation, is the registrant for the senior 

notes sold in the Notes Offerings. The Utility and PG&E Corporation would be named as 

defendants herein for this Claim but for their declaration of bankruptcy and the imposition of the 

automatic bankruptcy stay under federal law. 

698. The Securities Act Defendants named herein were responsible for the contents 

and dissemination of the registration statements for the Notes Offerings. None of the Securities 

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1 Act Defendants named herein made a reasonable investigation or possessed reasonable grounds 

2 for the belief that the statements contained in the registration statements for the Notes Offerings 

3 were true and without omissions of any material facts and were not misleading. 

4 699. By reason of the conduct alleged herein, each Securities Act Defendant violated, 

5 and/or controlled a person who violated, § 11 of the Securities Act. 

6 700. Securities Act Plaintiffs acquired PG&E senior notes sold in the Notes Offerings 

7 traceable to the registration statements for the Notes Offerings. 

8 

9 

701. Securities Act Plaintiffs and the Securities Act Subclass have sustained damages. 

702. At the time of their purchases of the PG&E notes sold in the Notes Offerings, 

10 Securities Act Plaintiffs and other members of the Securities Act Subclass were without 

11 knowledge of the facts concerning the wrongful conduct alleged herein. Less than one year has 

12 elapsed from the time that Securities Act Plaintiffs discovered or reasonably could have 

13 discovered the facts upon which this Complaint is based to the time that Securities Act Plaintiffs 

14 filed their initial complaint on February 22, 2019. Less than three years elapsed between the 

15 time that the securities upon which this Count is brought were offered to the public and the time 

16 Securities Act Plaintiffs filed their initial complaint. 

17 SIXTH CLAIM 

18 For Violation of§ 15 of the Securities Act 

19 

20 

21 

22 

23 

24 

25 

26 

27 

28 

Against the Securities Act Individual Defendants 

703. This Claim is brought pursuant to §15 of the Securities Act, 15 U.S.C. §770, on 

behalf of all members of the Securities Act Subclass against the Securities Act Individual 

Defendants. 

704. This Claim does not sound in fraud. Securities Act Plaintiffs do not allege that 

the Securities Act Individual Defendants had scienter or fraudulent intent, which are not 

elements of a § 15 claim. This Claim is based solely on negligence. Securities Act Plaintiffs 

specifically disclaim any allegation of fraud, sci enter or recklessness in this § 15 claim. 

705. Securities Act Plaintiffs repeat and reallege ~~12-15 & 496-704 by reference. 

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1 706. The Securities Act Individual Defendants each were control persons of PG&E by 

2 virtue of their positions as directors and/or senior officers of PG&E. The Individual Securities 

3 Act Defendants oversaw the Notes Offerings, including the preparation and dissemination of the 

4 registration statements for the Notes Offerings, and took steps to ensure that the Notes Offerings 

5 were successfully completed, including, for example, by signing the registration statements for 

6 the Notes Offerings. 

7 XXII. PRAYER FOR RELIEF 

8 WHEREFORE, Plaintiffs demand judgment against Defendants as follows: 

9 A. Determining that this action may be maintained as a class action under Rule 23 of 

10 the Federal Rules of Civil Procedure, and certifying Lead Plaintiff as the Class representative 

11 and the Securities Act Plaintiffs as representatives of the Securities Act Subclass; 

12 B. Requiring Defendants to pay damages sustained by Plaintiffs and the Class by 

13 reason of the acts and transactions alleged herein; 

14 C. Awarding Plaintiffs and the other members of the Class prejudgment and post15 judgment interest, as well as their reasonable attorneys' fees, expert fees and other costs; and 

16 

17 

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19 

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22 

23 

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25 

26 

27 

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D. A warding such other and further relief as this Court may deem just and proper. 

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DEl\'IAND FOR TRIAL BY JURY 

Plaintiffs hereby demand a trial by jury. 

DATED: May 28, 2019 /s/ Thomas A. Dubbs 

THOMAS A. DUBBS (pro hac vice) 

LOUIS GOTTLIEB (pro hac vice) 

JEFFREY A. DUBBIN (#287199) 

ARAM BOGHOSIAN (pro hac vice) 

LABATON SUCHAROW LLP 

140 Broadway 

New York, NY 10005 

Telephone: (212) 907-0700 

Facsimile: (212) 818-0477 

Email: tdubbs@labaton.com 

lgottlieb@labaton.com 

jdubbin@labaton.com 

aboghosian@labaton.com 

Counsel for Lead Plaintiff the Public 

Employees Retirement Association of New 

Mexico and Lead Counsel for the Class 

WA GS TAFFE, VON LOEWENFELDT, 

BUSCH & RADWICK, LLP 

JAMES M. WAGSTAFFE (#95535) 

FRANK BUSCH (#258288) 

100 Pine Street, Suite 725 

San Francisco, California 94111 

Telephone: (415) 357-8900 

Facsimile: (415) 371-0500 

Email: wagstaffe@wvbrlaw.com 

busch@wvbrlaw.com 

Liaison Counsel for the Class 

ROBBINS GELLER RUDMAN 

&DOWDLLP 

DARREN J. ROBBINS (#168593) 

BRIAN E. COCHRAN (#286202) 

655 West Broadway, Suite 1900 

San Diego, CA 92101 

Telephone: (619) 231-1058 

Facsimile: (619) 231-7423 

Email: darrenr@rgrdlaw.com 

bcochran@rgrdlaw.com 

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ROBBINS GELLER RUDMAN 

&DOWDLLP 

WILLOW E. RADCLIFFE (#200087) 

KENNETH J. BLACK (#291871) 

Post Montgomery Center 

One Montgomery Street, Suite 1800 

San Francisco, CA 94104 

Telephone: ( 415) 288-4545 

Facsimile: ( 415) 288-4534 

Email: will owr@rgrdlaw.com 

kennyb@rgrdlaw.com 

Counsel for the Securities Act Plaintiffs 

VANOVERBEKE, MICHAUD & 

TIMMONY, P.C. 

THOMAS C. MICHAUD 

79 Alfred Street 

Detroit, Ml 48201 

Telephone: (313) 578-1200 

Facsimile: (313) 578-1201 

Email: tmichaud@vmtlaw.com 

Additional Counsel for the Securities Act 

Plaintiffs 

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1 CERTIFICATE OF SERVICE 

2 I HEREBY CERTIFY that on May 28, 2019, I electronically filed the foregoing with the 

3 Clerk of Court using the CM/ECF system, which will send a Notice of Electronic Filing to all 

4 counsel of record. 

5 Is/ Thomas A. Dubbs 

THOMAS A. DUBBS 

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CERTIFICATE OF SERVICE 

CIVIL AcnoK No. 3: 18-cv-03509-EJD 

PGE-BK-0000001515 

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