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UNITED STATES BANKRUPTCY COURT

NORTHERN DISTRICT OF CALIFORNIA

In re: 

PG&E CORPORATION,

 - and -

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).

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Bankruptcy Case

No. 19-30088-DM

Chapter 11

Jointly Administered

Date: October 23, 2019

Time: 10:00 AM

Place: Courtroom 17

 450 Golden Gate Ave.

 16th Floor

 San Francisco, CA

ORDER ESTABLISHING PRE-CONFIRMATION BRIEFING AND

HEARING SCHEDULE FOR CERTAIN LEGAL ISSUES

The Court having held a hearing on October 23, 2019,

regarding certain briefing and scheduling issues; and having 

considered the arguments presented by the parties at such 

hearing; and having determined to establish the following preconfirmation briefing and hearing schedule for certain legal 

Signed and Filed: October 31, 2019

________________________________________

DENNIS MONTALI

U.S. Bankruptcy Judge

Entered on Docket 

October 31, 2019

EDWARD J. EMMONS, CLERK 

U.S. BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA

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issues (the “Scheduling Order”), it is hereby ordered that the

following schedule shall apply:

I. Inverse Condemnation

1. The Court will hear oral argument on whether the 

doctrine of inverse condemnation applies to an investor-owned 

utility such as Pacific Gas and Electric Company (the 

“Utility”)(the “Inverse Condemnation Issue”) at the hearing on 

November 19, 2019 at 10:00 a.m. (prevailing Pacific Time).

2. The briefing schedule on the Inverse Condemnation

Issue is:

a. Debtors and any aligned parties to file opening 

briefs on October 25, 2019. The submissions, in

the aggregate, shall not exceed 35 pages.

b. Opposing parties to file one consolidated 

opposition brief on or before November 15, 2019. 

The opposition shall not exceed 35 pages.

II. Estimation of Claims of USA, Cal State Agencies and 

Adventist

3. The Court will hear oral argument on whether claims 

asserted by the United States of America (the “USA”), certain 

California state agencies (the “Cal State Agencies”) and 

Adventist Health System/West and Feather River Hospital d/b/a 

Adventist Health Feather River (“Adventist”) are unliquidated 

and subject to estimation under section 502(c) of the Bankruptcy 

Code (the “502(c) Issue”) at the hearing on December 17, 2019 at 

10:00 a.m. (prevailing Pacific Time).

4. The briefing schedule on the 502(c) Issue is:

a. Debtors to file a designation of which claims of 

the USA, the Cal State Agencies, and Adventist 

they contend to be unliquidated and subject to 

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estimation on November 1, 2019.

b. The USA, the Cal State Agencies, and Adventist to

file separate opposition briefs on or before 

November 15, 2019. Each such brief shall not 

exceed 25 pages.

c. Debtors and any aligned parties to file one 

consolidated opposition brief on or before 

December 5, 2019. The brief shall not exceed 35 

pages.

d. The USA, the Cal State Agencies, and Adventist 

may file separate reply briefs on or before 

December 12, 2019. Each reply shall not exceed 

25 pages.

III. Postpetition Interest on Unsecured Claims

5. The Court will hear oral argument on whether the 

postpetition interest rate applicable to unsecured claims under 

any chapter 11 plan of reorganization is the Federal Judgment 

Rate or some other rate, such as the rate of interest under the 

applicable contract and/or other applicable state law (the 

“Postpetition Interest Issue”) at the hearing on December 11, 

2019 at 10:00 a.m. (prevailing Pacific Time).

6. The briefing schedule on the Postpetition Interest 

Issue is:

a. Debtors and any other aligned parties, including 

PG&E Shareholders represented by Jones Day, shall 

file one consolidated brief on or before November 

8, 2019. The brief shall not exceed 50 pages. 

b. The following parties are to file one 

consolidated brief on or before November 8, 2019. 

The brief shall not exceed 60 pages: Ad Hoc 

Committee of Senior Unsecured Noteholders; BOKF, 

N.A., in its capacity as the Utility Senior Notes 

Trustee; Ad Hoc Committee of Holders of Trade 

Claims; Citibank, N.A., in its capacity as 

Utility Revolver Agent; Wilmington Trust National 

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Association, in its capacity as successor HoldCo 

Revolver Agent; holders of Utility Senior Notes 

represented by Schulte Roth & Zabel LLP; and 

Mizuho Bank, in its capacity as Utility Term Loan 

Agent.1

c. Consolidated opposition briefs are to be filed on 

or before November 22, 2019. The briefs shall 

not exceed 30 pages. 

IV. Make-Whole/Optional Redemption

7. The Court will hear oral argument on whether the 

Utility Funded Debt Claims are entitled to any makewhole/optional redemption or similar amount upon payment of the 

Utility Funded Debt Claims on the effective date of any chapter 

11 plan of reorganization (the “Make- Whole/Optional Redemption 

Issue”) at the hearing on January 14, 2020 at 10:00 a.m. 

(prevailing Pacific Time).

8. The briefing schedule on the Make-Whole/Optional 

Redemption Issue is:

a. Consolidated opening briefs to be filed on or 

before November 27, 2019. The briefs shall not 

exceed 40 pages. The alignment of parties on the 

two sides of this issue will be the same as 

indicated above regarding Postpetition Interest.

b. Consolidated opposition briefs to be filed on or 

before December 20, 2019. The briefs shall not 

exceed 25 pages. 

9. Solely for the purposes of the briefing and oral 

argument on the Postpetition Interest Issue and the MakeWhole/Optional Redemption Issue established under this 

 

1 The court is not certain as to the positions on this issue 

that will be asserted by the Creditors Committee or the Tort 

Claimants Committee. Those two entities shall be included in 

the appropriate alignments as noted in the text.

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Scheduling Order, the parties shall presume the Debtors’ estates 

are solvent.

V. Impairment of Subrogation Claims

10. The Court will hear oral argument on whether HoldCo 

Subrogation Wildfire Claims or Utility Subrogation Wildfire 

Claims that are settled and allowed as provided in the 

Subrogation Claims Settlement (as defined in the RSA Motion 

[Docket No. 3992]) are impaired for chapter 11 plan purposes 

(the “Subrogation Claim Impairment Issue”) at the hearing on 

January 14, 2020 at 10:00 a.m. (prevailing Pacific Time).

11. The briefing schedule on the Subrogation Claim 

Impairment Issue is:

a. Consolidated opening briefs to be filed on or 

before November 27, 2019. The briefs shall not 

exceed 25 pages for each side.

b. Consolidated opposition briefs to be filed on or 

before December 20, 2019. The briefs shall not 

exceed 25 pages.

12. This Scheduling Order only governs the discrete issues

specifically addressed herein and all rights with respect to all 

other issues relating to claims amounts, impairment issues or 

otherwise are preserved.

13. Debtors’ proposed order for this schedule stated that 

the decision of the court on certain discrete issues would be 

final for appeal purposes. They cited no authority for this 

unique proposition and the court knows of none. The closest

analogue appears to be when dealing with omnibus claims under 

Fed. R. Bankr. P. 3007(d), but that procedure does not fit these 

circumstances.

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When the court does issue the orders on these questions

there are several alternatives. First, any aggrieved party may 

seek interlocutory review under Fed. R. Bankr. P. 8004. Second, 

the court on its own or upon request of a party, may certify 

direct appeal under Fed. R. Bankr. P. 8006, as it did earlier in 

these cases in AP 19-3003. Finally, the court will be able to 

consider a request for certification under Fed. R. Bankr. P.

7054(b) of the discrete contested matter posed by the issue 

presented. That is what occurred in the first PG&E case (In re 

Pac. Gas & Elec. Co., 275 B.R. 1, 3 (Bankr. N.D. Cal.), rev'd on 

other grounds, 283 B.R. 41 (N.D. Cal. 2002), rev'd sub nom. Pac. 

Gas & Elec. Co. v. California ex rel. California Dept of Toxic 

Substances Control, 350 F.3d 932 (9th Cir. 2003), as amended 

(Dec. 9, 2003)) and would appear the most appropriate course 

here. When the time comes the court will invite brief 

supplemental briefing on this option.

14. This Court retains exclusive jurisdiction with respect 

to all matters arising from or related to the implementation, 

interpretation, and enforcement of this Scheduling Order.

**END OF ORDER**

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