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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) 

Jessica Liou (pro hac vice) 

(jessica.liou@weil.com) 

Theodore E. Tsekerides (pro hac vice) 

(theodore.tsekerides@weil.com) 

767 Fifth Avenue 

New York, NY 10153-0119 

Tel: 212 310 8000 

Fax: 212 310 8007 

Attorneys for Debtors 

and Debtors in Possession 

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: 650 636 9251 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re: 

PG&E CORPORATION, 

 - and - 

PACIFIC GAS AND ELECTRIC 

COMPANY, 

Debtors. 

Case Nos. 19-30088 (DM) 

(Lead Case) (Jointly Administered) 

Chapter 11 

DECLARATION OF THEODORE E. 

TSEKERIDES, ESQ. IN SUPPORT OF 

DEBTORS’ MOVING BRIEF REGARDING 

UTILITY FUNDED DEBT CLAIMS’ 

ENTITLEMENT TO MAKE-WHOLE 

PREMIUMS 

Date: January 14, 2019 

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

Place: United States Bankruptcy Court 

 Courtroom 17, 16th Floor 

 San Francisco, CA 94102 

Opposition Deadline: December 20, 2019 

Case: 19-30088 Doc# 4898 Filed: 11/27/19 Entered: 11/27/19 15:18:36 Page 1 of

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

I, Theodore E. Tsekerides, Esq., hereby make the following declaration under penalty of 

perjury, pursuant to 28 U.S.C. § 1746: 

1. I am a partner at the law firm of Weil, Gotshal & Manges LLP, counsel to PG&E 

Corporation and Pacific Gas and Electric Company (collectively, the “Debtors”) in the abovecaptioned chapter 11 cases. I respectfully submit this declaration in support of Debtors’ Moving Brief 

Regarding Utility Funded Debt Claims’ Entitlement to Make-Whole Premiums (the “Brief”).1

2. Attached hereto as Exhibit 1 is a true and correct copy of the 2005 Base Indenture. 

The 2005 Base Indenture governs the 6.05% Notes that were due March 1, 2034. The 2005 Base 

Indenture also governs the 6.35% Notes that were due February 15, 2038, the 6.25% Notes due March 

1, 2039, the 5.40% Notes that were due January 15, 2040, the 3.50% Notes that were due October 1, 

2020, the 4.25% Notes that were due May 15, 2021, the 3.25% Notes that were due September 15, 

2021, the 4.50% Notes that were due December 15, 2041, the 4.45% Notes that were due April 15, 

2042, the 2.45% Notes that were due August 15, 2022, the 3.75% Notes that were due August 15, 

2042, the 3.25% Notes that were due June 15, 2023, the 4.60% Notes that were due June 15, 2043, the 

3.85% Notes that were due November 15, 2023, the 5.125% Notes that were due November 15, 2043, 

the 3.75% Notes that were due February 15, 2024, the 4.75% Notes that were due February 15, 2044, 

the 3.40% Notes that were due August 15, 2024, the 4.30% Notes that were due March 15, 2045, the 

3.50% Notes that were due June 15, 2025, the 4.25% Notes that were due March 15, 2046, the 2.95% 

Notes that were due March 1, 2026, the 4.00% Notes that were due December 1, 2046, and the 3.30% 

Notes that were due March 15, 2027, together with each series of Notes’ applicable Supplemental 

Indenture, as identified in Appendix A attached to the Brief. 

3. Attached hereto as Exhibit 2 is a true and correct copy of the Sixth Supplemental 

Indenture to the 2005 Base Indenture, which established and now governs, together with the 2005 

Base Indenture, the 6.25% Notes that were due March 1, 2039, as referred to in the Brief. 

1

 All capitalized terms not otherwise defined in this Declaration shall have the meaning set forth in 

the Brief. 

Case: 19-30088 Doc# 4898 Filed: 11/27/19 Entered: 11/27/19 15:18:36 Page 2 of

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

4. Attached hereto as Exhibit 3 is a true and correct copy of the Tenth Supplemental 

Indenture to the 2005 Base Indenture, which established and now governs, together with the 2005 

Base Indenture, the 3.50% Notes that were due October 1, 2020, as referred to in the Brief. 

5. Attached hereto as Exhibit 4 is a true and correct copy of the Twenty-Third 

Supplemental Indenture to the 2005 Base Indenture, which established and now governs, together with 

the 2005 Base Indenture, the 3.40% Notes that were due August 15, 2024, as referred to in the Brief. 

6. Attached hereto as Exhibit 5 is a true and correct copy of the 2017 Base Indenture. 

The 2017 Base Indenture established and now governs the 3.30% Notes that were due December 1, 

2027 and 3.95% Notes that were due December 1, 2047. 

7. Attached hereto as Exhibit 6 is a true and correct copy of the 2018 Base Indenture. 

The 2018 Indenture, together with the first supplemental indenture dated August 6, 2018, governs the 

4.25% Notes that were due August 1, 2023, and the 4.65% Notes that were due August 1, 2028. 

Dated: November 27, 2019 

WEIL, GOTSHAL & MANGES LLP 

KELLER & BENVENUTTI LLP 

By: /s/ Theodore E. Tsekerides 

 Theodore E. Tsekerides 

Attorneys for Debtors and Debtors in 

Possession

Case: 19-30088 Doc# 4898 Filed: 11/27/19 Entered: 11/27/19 15:18:36 Page 3 of

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