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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) 

Jessica Liou (pro hac vice) 

(jessica.liou@weil.com) 

Matthew Goren (pro hac vice) 

(matthew.goren@weil.com) 

767 Fifth Avenue 

New York, NY 10153-0119 

Tel: 212 310 8000 

Fax: 212 310 8007 

KELLER & BENVENUTTI LLP 

Tobias S. Keller (#151445) 

(tkeller@kellerbenvenutti.com) 

Jane Kim (#298192) 

(jkim@kellerbenvenutti.com) 

650 California Street, Suite 1900 

San Francisco, CA 94108 

Tel: 415 496 6723 

Fax: 650 636 9251 

Attorneys for Debtors and Debtors in Possession

CRAVATH, SWAINE & MOORE LLP

Paul H. Zumbro (pro hac vice) 

(pzumbro@cravath.com) 

Kevin J. Orsini (pro hac vice) 

(korsini@cravath.com) 

Omid H. Nasab (pro hac vice) 

(onasab@cravath.com) 

825 Eighth Avenue 

New York, NY 10019

Tel: 212 474 1000 

Fax: 212 474 3700 

UNITED STATES BANKRUPTCY COURT 

 NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re: 

PG&E CORPORATION,

 - and - 

PACIFIC GAS AND ELECTRIC 

COMPANY,

Bankruptcy Case No. 19-30088 (DM)

Chapter 11 

(Lead Case) (Jointly Administered) 

DECLARATION OF KEVIN ORSINI IN 

SUPPORT OF DEBTORS’ MOTION 

PURSUANT TO 11 U.S.C. §§ 105(a) AND 107(b) 

AND FED. R. BANKR. P. 9018 FOR ENTRY OF 

AN ORDER AUTHORIZING REDACTION 

AND SEALING OF CONFIDENTIAL 

INFORMATION FROM TUBBS 

SETTLEMENT DOCUMENTS 

[No Hearing Requested] 

Related Document: Dkt. [XXXX] 

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). 

Case: 19-30088 Doc# 5286 Filed: 01/06/20 Entered: 01/06/20 22:17:09 Page 1 of

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I, Kevin Orsini, pursuant to section 1746 of title 28 of the United States Code, hereby declare 

under penalty of perjury that the following is true and correct to the best of my knowledge, 

information, and belief: 

1. I am a partner at Cravath, Swaine & Moore, LLP, attorneys for PG&E Corporation and 

Pacific Gas and Electric Company, as debtors and debtors in possession (collectively, “PG&E” or the 

“Debtors”). 

2. I submit this Declaration in support of the Debtors’ Motion Pursuant to 11 U.S.C. 

§§ 105(a) and 107(b) and Fed. R. Bankr. P. 9018 for Entry of an Order Authorizing Redaction and 

Sealing of Confidential Information from Tubbs Settlement Documents (the “Motion to Redact”), 

filed contemporaneously herewith.1 Except as otherwise indicated herein, the facts set forth in this 

Declaration are based upon my personal knowledge, information provided to me by the Debtors’ 

employees, or my opinion based upon my knowledge and experience. I am authorized to submit this 

Declaration on behalf of the Debtors. 

3. Upon their entry into that certain Restructuring Support Agreement, dated as of 

December 6, 2019 (as amended on December 16, 2019, the “Tort Claimants RSA”), the Debtors 

promptly entered into settlement discussions with the Tubbs Preference Claimants, in accordance with 

the terms thereof. The settlement discussions culminated in the Debtors and each of the Tubbs 

Preference Claimants entering into settlement agreements to resolve the Tubbs Cases and settle and 

liquidate the claims of the Tubbs Preference Claimants asserted against the Debtors. 

4. Contemporaneously herewith, the Debtors have filed the Tubbs Settlement Motion and 

supporting Loduca Declaration seeking this Court’s approval of the Tubbs Settlements a motion 

seeking to have the Tubbs Settlement Motion heard on an expedited basis at 10:00 a.m. (prevailing 

Pacific Time) on January 21, 2020. 

1

 Capitalized terms used but not defined herein have the meanings ascribed to them in the Debtors’ 

Motion Pursuant to 11 U.S.C. §§ 363(b) and 105(b) and Fed. R. Bankr. P. 6004 and 9019 For Entry 

of an Order (i) Authorizing the Debtors to Settle the Claims of Tubbs Preference Claimants and (ii) 

Granting Related Relief (the “Tubbs Settlement Motion”) or the Motion to Redact, as applicable. 

Case: 19-30088 Doc# 5286 Filed: 01/06/20 Entered: 01/06/20 22:17:09 Page 2 of

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5. The Tubbs Settlements and Aggregate Claim Amount (the cumulative settled amount 

of the claims of the Tubbs Preference Claimants, as defined in the Loduca Declaration) are highly 

sensitive and confidential information. As a result, the parties have agreed to keep the terms of the 

Tubbs Settlements and the Aggregate Claim Amount strictly confidential, providing limited access 

only to certain parties. This requirement to maintain confidentiality is embodied in the Tort Claimants 

RSA and the individual settlements with the Tubbs Preference Claimants. 

6. The Debtors and the Tubbs Preference Claimants have agreed that unredacted copies 

of the Tubbs Settlement Documents will be provided only to (i) this Court, (ii) counsel to the respective 

parties to the Tubbs Settlements, (iii) the professionals for the Creditors Committee and for the TCC, 

(iv) the United States Trustee for Region 17, and (v) any other party as otherwise permitted by the 

Tubbs Settlements (collectively, the “Permitted Parties”) on a confidential and “Professional Eyes 

Only” basis. 

7. The Debtors have tailored their redactions to the Tubbs Settlement Documents 

according to the Local Procedures, redacting only the Aggregate Claim Amount and requesting 

authority to seal only the individual Tubbs Settlements. 

8. I believe the confidentiality of the Tubbs Settlements and Aggregate Claim Amount is 

fundamental to the Tort Claimants RSA and the global settlement embodied therein. Further, I believe 

maintaining the confidentiality of the Tubbs Settlements and the Aggregate Claim Amount as provided 

in the Tort Claimants RSA will preserve and further the carefully negotiated resolution struck by the 

key constituencies in these Chapter 11 Cases, and in turn, the expeditious and successful conclusion 

of the Chapter 11 Cases and resolution of all Fire Victim Claims—an outcome that will benefit all 

creditors. 

9. The importance of maintaining confidentiality is underscored by the explicit 

requirement imposed by the Tort Claimants RSA, and agreed to by the TCC and representatives of 

individuals holding over 70% in number of the Fire Victim Claims, that the terms of the Tubbs 

Settlements would be “confidential and sealed” and “not be admissible or introduced into evidence for 

any purpose in any proceeding, including without limitation the Estimation Matters or in any other 

case or proceeding in or related to the Chapter 11 Cases.” Tort Claimants RSA § 2(h). 

Case: 19-30088 Doc# 5286 Filed: 01/06/20 Entered: 01/06/20 22:17:09 Page 3 of

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10. I believe section 2(h) of the Tort Claimants RSA, which requires, among other things, 

the terms of the Tubbs Settlements to be confidential and sealed, was important to enable the parties 

to reach a resolution of the individual claims of the Tubbs Preference Claimants and to the ultimate 

dismissal of the Tubbs Cases. 

11. In my opinion, the relief requested in the Motion to Redact is consistent with the 

Court’s previously approved and entered Confidentiality and Protective Order, dated August 6, 2019 

[Docket No. 3405], which permitted parties to designate as “highly confidential” or “professional eyes 

only” information that poses a material risk to the Debtors’ development of a plan of reorganization 

or emergence from chapter 11. Id. at § 5.2. 

12. For all the reasons discussed herein, in the Motion to Redact, and in the Tubbs 

Settlement Motion, disclosure of the highly sensitive and confidential information would violate the 

terms of the Tort Claimants RSA and Tubbs Settlements, undermine the global resolution negotiated 

by the parties thereto, and be detrimental to the successful and timely administration of the Chapter 

11 Cases. 

 

Case: 19-30088 Doc# 5286 Filed: 01/06/20 Entered: 01/06/20 22:17:09 Page 4 of

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I declare under penalty of perjury that, to the best of my knowledge and after reasonable 

inquiry, the foregoing is true and correct and that this Declaration was executed in New York, NY, on 

January 6, 2020. 

/s/ Kevin Orsini

 Kevin Orsini 

Case: 19-30088 Doc# 5286 Filed: 01/06/20 Entered: 01/06/20 22:17:09 Page 5 of

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