PG&E Emerges from Chapter 11
SEPTEMBER 25, 2020
On July 1, 2020, PG&E Corporation and Pacific Gas & Electric Company (together, “PG&E”) announced that PG&E has emerged from Chapter 11, successfully completing its restructuring process and implementing PG&E’s Plan of Reorganization that was confirmed by the United States Bankruptcy Court on June 20, 2020. Cravath has represented PG&E as corporate, financing and litigation counsel in its Chapter 11 bankruptcy proceedings, as counsel in the arrangement of its Debtor‑in‑Possession financing, committed debt bridge financing, committed backstop equity financing and marketed equity exit financing, and in litigation related to the 2017 and 2018 Northern California Wildfires.
As lead counsel for various related financing matters, Cravath arranged $5.5 billion of Debtor‑in‑Possession (“DIP”) financing in February 2019, one of the largest DIP facilities in history; negotiated a January 2020 settlement with the ad hoc group of senior unsecured noteholders related to over $22 billion in pre‑petition funded debt; and arranged and secured court approval in March 2020 of $12 billion of equity commitments, which underpinned the largest utility public equity offering in history, and $10.825 billion of debt commitments. In addition, Cravath represented PG&E Corporation in connection with its aggregate $9.24 billion equity raise in July 2020, comprised of a $4.02 billion registered primary offering of common stock, a $3.25 billion private placement of common stock, a $1.45 billion registered equity units offering and $522 million of prepaid forward stock purchase contracts.
Cravath also served as counsel for PG&E in various litigation and bankruptcy matters related to over two dozen wildfires that occurred in 2017 and 2018 in PG&E’s service territory in Northern California. In October of 2017 and November of 2018, Northern California experienced two of the most devastating wildfire seasons in history. Prior to PG&E filing a petition for Chapter 11 relief, individuals and entities collectively filed over 2,500 lawsuits against PG&E related to the 2017 and 2018 wildfires. Cravath served as lead counsel in these litigations, which involved extensive fact investigation, discovery, motion practice and briefing in numerous state courts. After the Chapter 11 filing, approximately 80,000 individuals and entities were identified as victims of the wildfires and potential bankruptcy creditors. Cravath represented the company in reaching a $13.5 billion settlement to resolve the approximately 80,000 wildfire claims asserted by the wildfire victims. In addition, Cravath represented PG&E in reaching an $11 billion settlement with numerous insurance companies resolving subrogation claims arising from the wildfires, a $1 billion settlement with certain public entities affected by the wildfires, and a settlement of $4 billion in disaster relief claims asserted by FEMA and California’s Office of Emergency Services. During the bankruptcy proceedings, Cravath was also successful in arguing for dismissal of a $2.5 billion putative class action against PG&E brought in connection with PG&E’s 2019 Public Safety Power Shutoff events, which PG&E implemented to reduce the risk of wildfires. At the same time as its representation of PG&E during its bankruptcy proceedings, Cravath represented PG&E in connection with regulatory investigations by the California Public Utilities Commission (“CPUC”) into the 2017 and 2018 wildfires and wildfire-related proceedings before District Judge William Alsup, the federal judge appointed to oversee PG&E’s criminal probation resulting from the 2010 San Bruno incident.
Cravath’s corporate team included partners Richard Hall, George E. Zobitz, Paul H. Zumbro, Nicholas A. Dorsey and C. Daniel Haaren.
Cravath’s litigation team included partners Evan R. Chesler, Peter T. Barbur, Julie A. North, Darin P. McAtee, Timothy G. Cameron, Kevin J. Orsini, Omid H. Nasab, Damaris Hernández and Evan Norris.
RELATED PRACTICES & INDUSTRIES
- CORPORATE
- FINANCIAL RESTRUCTURING AND REORGANIZATION
- CAPITAL MARKETS
- DERIVATIVES
- BANKING AND CREDIT
- CORPORATE GOVERNANCE AND BOARD ADVISORY
- BANKRUPTCY LITIGATION
- CLASS ACTION DEFENSE
- GENERAL COMMERCIAL DISPUTES
- INVESTIGATIONS AND REGULATORY ENFORCEMENT
- MASS TORTS AND PRODUCT LIABILITY
- ENERGY AND NATURAL RESOURCES
