1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

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

WEIL, GOTSHAL & MANGES LLP 

Stephen Karotkin (pro hac vice) 

(stephen.karotkin@weil.com) 

Ray C. Schrock, P.C. (pro hac vice) 

(ray.schrock@weil.com) 

Theodore Tsekerides (pro hac vice) 

(theodore.tsekerides@weil.com) 

Jessica Liou (pro hac vice) 

(jessica.liou@weil.com) 

Matthew Goren (pro hac vice) 

(matthew.goren@weil.com) 

New York, NY 10153-0119 

Tel: (212) 310-8000 

Fax: (212) 310-8007 

KELLER & BENVENUTTI LLP 

Tobias S. Keller (#151445) 

(tkeller@kellerbenvenutti.com) 

Peter J. Benvenutti (#60566) 

(pbenvenutti@kellerbenvenutti.com) 

Jane Kim (#298192) 

(jkim@kellerbenvenutti.com) 

650 California Street, Suite 1900 

San Francisco, CA 94108 

Tel: (415) 496-6723 

Fax: (415) 636-9251 

Attorneys for Debtors and Debtors in Possession 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re:

PG&E CORPORATION, 

 - and - 

Bankruptcy Case

No. 19-30088 (DM) 

Chapter 11 

(Lead Case) (Jointly Administered) 

ORDER APPROVING CORRECTED 

STIPULATION BETWEEN DEBTOR 

PACIFIC GAS AND ELECTRIC 

COMPANY AND HENRIETTA D 

ENERGY STORAGE LLC FOR LIMITED 

RELIEF FROM THE AUTOMATIC STAY

[Relates to Dkt. Nos. 4850-4852] 

[Resolving Motion Now Set for Hearing 

January 14, 2020 at 10:00 am] 

PACIFIC GAS AND ELECTRIC 

COMPANY, 

 Debtors. 

 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) 

Signed and Filed: January 10, 2020

________________________________________

DENNIS MONTALI

U.S. Bankruptcy Judge

Entered on Docket 

January 10, 2020

EDWARD J. EMMONS, CLERK 

U.S. BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA

Case: 19-30088 Doc# 5349 Filed: 01/10/20 Entered: 01/10/20 17:16:40 Page 1 of

3
1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

 

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

On consideration of the Corrected Stipulation Between Debtor Pacific Gas and Electric 

Company and Henrietta D Energy Storage LLC for Limited Relief from the Automatic Stay, filed 

January 10, 2020 as Docket No. 5341 (the “Stipulation”),1 between Henrietta D Energy Storage 

LLC ( “Henrietta”) and Pacific Gas and Electric Company (the “Utility” or “Debtor”), one of the 

debtors and debtors in possession in the above-captioned chapter 11 cases (the “Chapter 11 

Cases”), entered in settlement of the Motion of Henrietta D Energy Storage LLC for Entry of an 

Order Modifying the Automatic Stay to Permit Contract Termination [Dkt. 4850] (the “Motion”); 

and this Court having jurisdiction to consider the Motion and the relief requested therein pursuant 

to 28 U.S.C. §§ 157 and 1334, the Order Referring Bankruptcy Cases and Proceedings to 

Bankruptcy Judges, General Order 24 (N.D. Cal.), and Rule 5011-1(a) of the Bankruptcy Local 

Rules for the United States District Court for the Northern District of California, and to consider 

the Stipulation and its provisions pursuant to that same authority and Federal Rule of Bankruptcy 

Procedure 4001(d)(4); and consideration of the Motion, the Stipulation and the requested relief 

being a core proceeding pursuant to 28 U.S.C. § 157(b); and venue being proper before this Court 

pursuant to 28 U.S.C. §§ 1408 and 1409; and the Court having found and determined that notice 

of the Motion as provided to the parties listed therein is reasonable and sufficient under the 

circumstances, and sufficient to afford reasonable notice of the material provisions of the 

Stipulation and opportunity for hearing; and it appearing that no other or further notice need be 

provided; and this Court having determined that the legal and factual bases set forth in the Motion 

establish just cause for approval of the Stipulation; and upon all of the proceedings had before this 

Court and after due deliberation and sufficient cause appearing therefor, and good cause appearing, 

IT IS HEREBY ORDERED: 

1. The Stipulation is approved and resolves the Motion. 

2. The hearing on the Motion shall be taken off calendar. 

3. The automatic stay shall immediately be modified solely as follows: 

1

 Capitalized terms defined in the Stipulation shall have the same meaning in this Order. 

Case: 19-30088 Doc# 5349 Filed: 01/10/20 Entered: 01/10/20 17:16:40 Page 2 of

3
1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

 

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

a. To permit Henrietta to serve upon the Utility a notice of termination of the 

ESA; and 

b. To require the Parties to resolve their dispute in accordance with the dispute 

resolution processes articulated in Article 22 of the ESA. 

4. The automatic stay shall remain in place for all other purposes. Nothing in this 

Order shall permit Henrietta to enforce against the Utility, its estate, or its property any judgment 

it may obtain in its favor. 

5. The outcome of the dispute resolution processes articulated in Article 22 of the ESA 

will be binding on both Parties. If the outcome results from a settlement, that settlement shall be 

subject to approval under the terms of the Order Pursuant to 11 U.S.C. §§ 363(b) and 105(a) and 

Fed. R. Bankr. P. 9019 Authorizing the Debtors to Establish Procedures to Settle and Compromise 

Certain Claims and Causes of Action, entered September 10, 2019, as Docket No. 3855 in case no. 

19-30088. 

6. Any monetary award obtained by Henrietta will supersede the Henrietta Proof of 

Claim, which shall be deemed amended and allowed as an unsecured, non-priority claim in the 

amount of such award, if any. 

7. Except as provided in Recital G of the Stipulation, nothing in the Stipulation or in 

this Order shall be deemed to diminish, modify, or alter in any way either Party’s rights or 

arguments in the dispute resolution process. 

APPROVED: 

Dated: January 10, 2020 

,MORGAN, LEWIS & BOCKIUS LLP

/s/ Richard W. Esterkin 

Richard W. Esterkin

Attorneys for Henrietta D Energy Storage 

LLC 

* * * END OF ORDER * * * 

Case: 19-30088 Doc# 5349 Filed: 01/10/20 Entered: 01/10/20 17:16:40 Page 3 of

3