DEBTORS’ MOTION DIRECTING JOINT 

ADMINISTRATION

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Weil, Gotshal & Manges LLP

767 Fifth Avenue

New York, NY 10153-0119

WEIL, GOTSHAL & MANGES LLP

Stephen Karotkin (pro hac vice pending)

(stephen.karotkin@weil.com)

Jessica Liou (pro hac vice pending)

(jessica.liou@weil.com) 

Matthew Goren (pro hac vice pending)

(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

Proposed Attorneys for Debtors 

and Debtors in Possession

UNITED STATES BANKRUPTCY COURT

NORTHERN DISTRICT OF CALIFORNIA

SAN FRANCISCO DIVISION

In re:

PG&E CORPORATION,

Debtor.

Tax I.D. No. 94-3234914

Case Nos. 19 - _______ (___)

19 - _______ (___)

Chapter 11

MOTION OF DEBTORS PURSUANT TO 

FED. R. BANKR. P. 1015(b) FOR ENTRY OF 

ORDER DIRECTING JOINT 

ADMINISTRATION OF CHAPTER 11 

CASES

Date:

Time:

Place:

In re:

PACIFIC GAS AND ELECTRIC 

COMPANY,

Debtor.

Tax I.D. No. 94-0742640

Case: 19-30088 Doc# 5 Filed: 01/29/19 Entered: 01/29/19 00:26:33 Page 1 of 6
DEBTORS’ MOTION DIRECTING JOINT 

ADMINISTRATION

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PG&E Corporation (“PG&E Corp.”) and Pacific Gas and Electric Company (the “Utility”), as 

debtors and debtors in possession (collectively, “PG&E” or the “Debtors”) in the above-captioned 

chapter 11 cases (the “Chapter 11 Cases”), hereby submit this Motion (the “Motion”), pursuant to 

Rule 1015(b) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), seeking joint 

administration of the Chapter 11 Cases for procedural purposes only. 

A proposed form of order granting the relief requested herein is annexed hereto as Exhibit A

(the “Proposed Order”).

Case: 19-30088 Doc# 5 Filed: 01/29/19 Entered: 01/29/19 00:26:33 Page 2 of 6
DEBTORS’ MOTION DIRECTING JOINT 

ADMINISTRATION

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Weil, Gotshal & Manges LLP

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MEMORANDUM OF POINTS AND AUTHORITIES

I. JURISDICTION

The Court has jurisdiction to consider this matter 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.). This is a core proceeding pursuant to 28 U.S.C. § 157(b). Venue is proper before the Court 

pursuant to 28 U.S.C. §§ 1408 and 1409. 

II. BACKGROUND

On the date hereof (the “Petition Date”), the Debtors commenced with the Court voluntary 

cases under chapter 11 of the Bankruptcy Code. The Debtors continue to operate their businesses and 

manage their properties as debtors in possession pursuant to sections 1107(a) and 1108 of the 

Bankruptcy Code. No trustee, examiner, or statutory committee has been appointed in either of the 

Chapter 11 Cases.

Additional information regarding the circumstances leading to the commencement of the 

Chapter 11 Cases and information regarding the Debtors’ businesses and capital structure is set forth in 

the Declaration of Jason P. Wells, Senior Vice President and Chief Financial Officer of PG&E Corp., 

filed contemporaneously herewith in support of the Debtors’ chapter 11 petitions and related first day

relief (the “Wells Declaration”).

III. RELIEF REQUESTED

Pursuant to Bankruptcy Rule 1015(b), the Debtors request entry of an order directing 

consolidation of their Chapter 11 Cases for procedural purposes only. The Debtors respectfully request 

that each of their Chapter 11 Cases be administered under a consolidated caption, in the following form:

Case: 19-30088 Doc# 5 Filed: 01/29/19 Entered: 01/29/19 00:26:33 Page 3 of 6
DEBTORS’ MOTION DIRECTING JOINT 

ADMINISTRATION

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Weil, Gotshal & Manges LLP

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UNITED STATES BANKRUPTCY COURT

FOR THE NORTHERN DISTRICT OF CALIFORNIA

SAN FRANCISCO DIVISION

In re:

PG&E CORPORATION et al.,

Debtors.1

§

§

§

§

§

Case No. 19-______ (___)

Chapter 11

(Jointly Administered)

The Debtors further request the Court’s direction that a notation substantially similar to the 

following language be entered on the docket maintained by the Clerk of the Court to reflect the joint 

administration of the Chapter 11 Cases:

An order has been entered in accordance with Bankruptcy Rule 1015(b) directing the 

procedural consolidation and joint administration of the Chapter 11 Cases as set forth in 

the Motion of Debtors Pursuant to Fed. R. Bankr. P. 1015(b) for Entry of Order Directing 

Joint Administration of Chapter 11 Cases, as filed on the docket in Case No. 19-[_____] 

( ). The docket in Case No. 19-[_____] ( ) should be consulted for all matters affecting 

the case.

Bankruptcy Rule 1015(b) provides, in relevant part, that “[i]f . . . two or more petitions are 

pending in the same court by or against . . . a debtor and an affiliate, the court may order a joint 

administration of the estates.” Under section 101(2) of the Bankruptcy Code, the term “affiliate” 

includes:

[a] corporation 20 percent or more of whose outstanding voting securities are directly or 

indirectly owned, controlled, or held with power to vote, by the debtor, or by an entity 

that directly or indirectly owns, controls, or holds with power to vote, 20 percent or more 

of the outstanding voting securities of the debtor, other than an entity that holds such 

securities—

(i) in a fiduciary or agency capacity without sole discretionary power to vote such 

securities; or

(ii) solely to secure a debt, if such entity has not in fact exercised such power to vote . . . 

.

 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax 

identification number, as applicable, are: PG&E Corporation [4914] and Pacific Gas and Electric 

Company [2640]. The Debtors’ mailing address is 77 Beale Street, P.O. Box 770000, San Francisco, 

California 94177.

Case: 19-30088 Doc# 5 Filed: 01/29/19 Entered: 01/29/19 00:26:33 Page 4 of 6
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The term “affiliate” also includes parents and subsidiaries of the debtor and entities that operate 

or are operated by the debtor. See 11 U.S.C. § 101(2); Collier on Bankruptcy, § 101 (16th ed. rev. 

2018). As set forth in the Wells Declaration, PG&E Corp. owns 100% of the common stock of the 

Utility, which represents approximately 96% of the Utility’s total outstanding voting securities. 

Accordingly, this Court is authorized to jointly administer these Chapter 11 Cases for procedural 

purposes.

Joint administration of these Chapter 11 Cases will save the Debtors and their estates time and 

expense because it will remove the need to prepare, replicate, file, and serve duplicative notices, 

applications, and orders. Further, joint administration will relieve the Court from entering duplicative 

orders and maintaining duplicative files and dockets. The United States Trustee for Region 17 (the 

“U.S. Trustee”) and other parties in interest will similarly benefit from joint administration of these 

Chapter 11 Cases, being spared the time and effort of reviewing duplicative dockets, pleadings, and 

papers. 

Joint administration will not adversely affect the rights of parties in interest because this Motion 

requests only the administrative consolidation of the estates for procedural purposes, not substantive 

consolidation. Accordingly, for example, each creditor will continue to hold its claim against a 

particular Debtor’s estate after this Motion is approved.

Finally, in connection with the joint administration of these Chapter 11 Cases, the Debtors 

request authority to file the monthly operating reports required by the Region 17 United States Trustee 

Guidelines dated December 16, 2016, on a consolidated basis. L.B.R. 2015-2(e).

The Debtors submit that the relief requested herein is necessary and appropriate, is in the best 

interests of their estates and all parties in interest, and should be granted.

IV. NOTICE

Notice of this Motion will be provided to (i) the Office of the United States Trustee for Region 

17 (Attn: James L. Snyder, Esq. and Timothy Laffredi, Esq.); (ii) the Debtors’ fifty (50) largest 

unsecured creditors on a consolidated basis; (iii) the Securities and Exchange Commission; (iv) the 

Internal Revenue Service; (v) the Office of the California Attorney General; (vi) the California Public 

Utilities Commission; (vii) the Nuclear Regulatory Commission; (viii) the Federal Energy Regulatory 

Case: 19-30088 Doc# 5 Filed: 01/29/19 Entered: 01/29/19 00:26:33 Page 5 of 6
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Commission; (ix) the Office of the United States Attorney for the Northern District of California; (x) 

counsel for the agent under the Debtors’ proposed debtor in possession financing facilities; and (xi) 

those persons who have formally appeared in these Chapter 11 Cases and requested service pursuant 

to Bankruptcy Rule 2002. Based on the urgency of the circumstances surrounding this Motion and the 

nature of the relief requested herein, the Debtors respectfully submit that no further notice is required.

No previous request for the relief sought herein has been made by the Debtors to this or any 

other court.

WHEREFORE the Debtors respectfully request entry of an order granting the relief requested 

herein and such other and further relief as the Court may deem just and appropriate.

Dated: January 29, 2019

WEIL, GOTSHAL & MANGES LLP

KELLER & BENVENUTTI LLP

By: /s/ Tobias S. Keller

Tobias S. Keller

Proposed Attorneys for Debtors

and Debtors in Possession

Case: 19-30088 Doc# 5 Filed: 01/29/19 Entered: 01/29/19 00:26:33 Page 6 of 6