EX-99.1 2 exhibit991-50919.htm EXHIBIT 99.1 Exhibit


EXHIBIT 99.1

MONTHLY OPERATING REPORT
(GENERAL BUSINESS CASE)

SUMMARY OF FINANCIAL STATUS
 
 
 
 
 
MONTH ENDED:
March 31, 2019
 
PETITION DATE:
January 29, 2019
 
 
 
 
 
1.
Debtors in possession (or trustee) hereby submit this Monthly Operating Report on the Accrual Basis of accounting (or if checked here      the Office of the U.S. Trustee or the Court has approved the Cash Basis of Accounting for the Debtors).
 
Dollars reported in $ millions
2.
Asset and Liability Structure
 
End of Current
 
End of Prior
 
As of Petition
 
 
 
Month
 
Month
 
Filing (1)
 
a. Current Assets
 
$
10,693

 
$
10,453

 
$
9,091

 
b. Total Assets
 
$
82,287

 
$
81,549

 
$
79,809

 
c. Current Liabilities
 
$
4,808

 
$
4,886

 
$
3,740

 
d. Total Liabilities
 
$
69,158

 
$
68,561

 
$
66,888

3.
Statement of Cash Receipts & Disbursements for Month
 
End of Current Month
 
End of Prior Month
 
Cumulative
(Case to Date)
 
a. Total Receipts
 
$
2,219

 
$
2,164

 
$
4,621

 
b. Total Disbursements
 
$
(1,497
)
 
$
(1,045
)
 
$
(2,542
)
 
c. Excess (Deficiency) of Receipts Over Disbursements (a - b)
 
$
722

 
$
1,119

 
$
2,079

 
d. Cash Balance Beginning of Month
 
$
2,267

 
$
1,148

 
$
910

 
e. Cash Balance End of Month (c + d)
 
$
2,989

 
$
2,267

 
$
2,989

 
 
 
End of Current Month
 
End of Prior Month
 
Cumulative
(Case to Date)(1)
4.
Profit/(Loss) from the Statement of Operations
 
$
136

 
$
21

 
$
135

5.
Account Receivables (Pre and Post-Petition)
 
$
4,852

 
$
5,064

 
 
6.
Post-Petition Liabilities
 
$
1,747

 
$
1,091

 
 
7.
Past Due Post-Petition Account Payables (over 30 days) (2)
 
$

 
$

 
 
 
 
 
 
 
 
 
 
(1) Data as of January 29, 2019 is not available, January 31, 2019 data used as Petition Date.
(2) In the ordinary course, in most instances the Debtors' process for validating items for payment to suppliers requires the matching of a vendor invoice with a purchase order and, additionally, with a goods receipt (reflecting the Debtors' acknowledgment of the delivery of goods or completion of services).  That matching process extends the timeline for a vendor invoice to become an actual accounts payable item until such time as the validation operation is fully complete.  The Debtors are actively engaged on an ongoing basis with its supplier base to minimize the invoice matching and validation time frame.  To the best of the Debtors' knowledge, in all instances where the invoice matching process has been satisfactorily completed for post-petition vendor activity, the Debtors do not have any past due post-petition accounts payable as of March 31, 2019.


1



At the end of this reporting month:
Yes
 
No
8.
Have any payments been made on pre-petition debt, other than payments in the normal course to secured creditors or lessors? (if yes, attach listing including date of payment, amount of payment and name of payee)
ü
 
 
9.
Have any payments been made to professionals? (if yes, attach listing including date of payment, amount of payment and name of payee)
 
 
ü
10.
If the answer is yes to 8 or 9, were all such payments approved by the court?
ü
 
 
11.
Have any payments been made to officers, insiders, shareholders, relatives? (if yes, attach listing including date of payment, amount and reason for payment, and name of payee)
ü
 
 
12.
Are the estates insured for replacement cost of assets and for general liability?
ü
 
 
13.
Are a plan and disclosure statement on file?
 
 
ü
14.
Was there any post-petition borrowing during this reporting period?
ü
 
 
15.
Check if paid:
 
 
 
Post-petition taxes:
ü
 
 
U.S. Trustee Quarterly Fees:
N/A
 
 
Tax reporting and tax returns:
ü
 
 
 
 
 
 
(Attach explanation, if post-petition taxes or U.S. Trustee Quarterly Fees are not paid current or if post-petition tax reporting and tax return filings are not current.)

I declare under penalty of perjury I have reviewed the above summary and attached financial statements, and after making reasonable inquiry believe these documents are correct.
Date:
May 9, 2019
 
/s/ DAVID S. THOMASON
 
 
 
David S. Thomason
 
 
 
Vice President, Controller, PG&E Corporation
 
 
 
Vice President, Chief Financial Officer and Controller, Pacific Gas and Electric Company


2



UNAUDITED STATEMENTS OF INCOME
FOR THE MONTH ENDED MARCH 31, 2019
(in millions)
 
Reference
 
Pacific Gas & Electric Company
 
PG&E Corporation
 
PG&E Corporation Consolidated
Operating Revenues
 
 
 
 
 
 
 
 

Electric
 
 
 
$
870

 
$

 
$
870

Natural gas
 
 
 
386

 

 
386

Total operating revenues
 
 
 
1,256

 

 
1,256

Operating Expenses
 
 
 
 
 
 
 
 
Cost of electricity
 
 
 
155

 

 
155

Cost of natural gas
 
 
 
92

 

 
92

Operating and maintenance
 
 
 
677

 
(2
)
 
675

Depreciation, amortization, and decommissioning
 
 
 
273

 

 
273

Total operating expenses
 
 
 
1,197

 
(2
)
 
1,195

Operating Income
 
 
 
59

 
2

 
61

Interest income
 
 
 
2

 
(1
)
 
1

Interest expense
 
 
 
(17
)
 

 
(17
)
Other income, net
 
 
 
22

 
3

 
25

Reorganization items
 
Item 15
 
(18
)
 

 
(18
)
Income Before Income Taxes
 
 
 
48

 
4

 
52

Income tax provision (benefit)
 
 
 
(86
)
 
2

 
(84
)
Net Income
 
 
 
134

 
2

 
136

Preferred stock dividend requirement
 
 
 
(1
)
 

 

Income Available for Common Stock
 
 
 
$
135

 
$
2

 
$
136



3



UNAUDITED BALANCE SHEETS
AS OF MARCH 31, 2019

(in millions)
 
Reference
 
Pacific Gas & Electric Company
 
PG&E Corporation
 
PG&E Corporation Consolidated
ASSETS
 
 
 
 
 
 
 
 

Current Assets
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
Items 10 and 11
 
$
2,552

 
$
412

 
$
2,964

Accounts receivable
 
 
 
 
 
 
 
 
Customers (net of allowance for doubtful accounts of $56)
 
Item 4
 
1,319

 

 
1,319

Accrued unbilled revenue
 
 
 
838

 

 
838

Regulatory balancing accounts
 
 
 
1,497

 

 
1,497

Other
 
 
 
2,716

 
117

 
2,695

Regulatory assets
 
 
 
235

 

 
235

Inventories
 
Item 3
 
 
 
 
 
 
Gas stored underground and fuel oil
 
 
 
72

 

 
72

Materials and supplies
 
 
 
464

 

 
464

Income taxes receivable
 
 
 

 
2

 

Other
 
 
 
609

 

 
609

Total current assets
 
 
 
10,302

 
531

 
10,693

Property, Plant, and Equipment
 
 
 
 
 
 
 
 
Electric
 
 
 
59,982

 

 
59,982

Gas
 
 
 
21,930

 

 
21,930

Construction work in progress
 
 
 
2,525

 

 
2,525

Other Plant in Service
 
 
 
18

 
2

 
20

Total property, plant, and equipment
 
 
 
84,455

 
2

 
84,457

Accumulated depreciation
 
 
 
(25,217
)
 
(2
)
 
(25,220
)
Net property, plant, and equipment
 
Item 7
 
59,238

 

 
59,237

Other Noncurrent Assets
 
 
 
 
 
 
 
 
Regulatory assets
 
 
 
5,151

 

 
5,151

Nuclear decommissioning trusts
 
 
 
2,932

 

 
2,932

Operating lease right of use asset
 
 
 
2,728

 
11

 
2,738

Income taxes receivable
 
 
 
66

 
82

 
69

Other
 
 
 
1,330

 
12,888

 
1,467

Total other noncurrent assets
 
 
 
12,207

 
12,981

 
12,357

TOTAL ASSETS
 
 
 
$
81,747

 
$
13,512

 
$
82,287


4



UNAUDITED BALANCE SHEETS
AS OF MARCH 31, 2019

(in millions)
 
Reference
 
Pacific Gas & Electric Company
 
PG&E Corporation
 
PG&E Corporation Consolidated
LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
 
 
 
 
 
 

Current Liabilities
 
 
 
 
 
 
 
 
Short-term borrowings
 
 
 
$

 
$

 
$

Long-term debt, classified as current
 
 
 

 

 

Accounts payable
 
Item 5
 
 
 
 
 
 
Trade creditors
 
 
 
863

 
4

 
867

Regulatory balancing accounts
 
 
 
1,345

 

 
1,345

Other
 
 
 
553

 
38

 
453

Operating lease liabilities
 
 
 
536

 
3

 
539

Disputed claims and customer refunds
 
 
 

 

 

Interest payable
 
 
 
1

 

 
1

Wildfire-related claims
 
 
 

 

 

Other
 
 
 
1,620

 
(14
)
 
1,603

Total current liabilities
 
 
 
4,918

 
31

 
4,808

Noncurrent Liabilities
 
 
 
 
 
 
 
 
Long-term debt
 
 
 

 

 

Debtor-in-possession credit facility
 
Item 6
 
350

 

 
350

Regulatory liabilities
 
 
 
8,872

 

 
8,872

Pension and other postretirement benefits
 
 
 
2,006

 

 
2,006

Asset retirement obligations
 
 
 
6,055

 

 
6,055

Deferred income taxes
 
Item 8
 
3,396

 
(122
)
 
3,273

Operating lease liabilities
 
 
 
2,192

 
8

 
2,199

Other
 
 
 
2,323

 
60

 
2,273

Total noncurrent liabilities
 
 
 
25,194

 
(54
)
 
25,028

Liabilities Subject to Compromise
 
Item 9
 
38,547

 
775

 
39,322

Shareholders' Equity
 
 
 
 
 
 
 
 
Preferred stock
 
 
 
258

 

 

Common stock
 
 
 
1,322

 
13,020

 
13,000

Additional paid-in capital
 
 
 
8,550

 

 

Reinvested earnings
 
 
 
2,959

 
(251
)
 
(114
)
Accumulated other comprehensive (loss) income
 
 
 
(1
)
 
(9
)
 
(9
)
Total shareholders' equity
 
 
 
13,088

 
12,760

 
12,877

Noncontrolling Interest - Preferred Stock of Subsidiary
 
 
 

 

 
252

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
 
$
81,747

 
$
13,512

 
$
82,287



5



1.    BASIS OF PRESENTATION

General

On January 29, 2019, PG&E Corporation (the “Corporation”) and its subsidiary, Pacific Gas and Electric Company (the “Utility”) (together with the Corporation, the “Debtors”), filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the U.S. Bankruptcy Court for the Northern District of California (the “Bankruptcy Court”). The Corporation’s and the Utility’s Chapter 11 cases are being jointly administered under the caption In re: PG&E Corporation and Pacific Gas and Electric Company, Case No. 19-30088 (DM) (the “Chapter 11 Cases”). 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 or examiner has been appointed in either of the Chapter 11 Cases.

On February 12, 2019, the United States Trustee (the “U.S. Trustee”) appointed an Official Committee of Unsecured Creditors. On February 15, 2019, the U.S. Trustee appointed an Official Committee of Tort Claimants.

Debtor-in-Possession Financial Statements

Financial Accounting Standards Board Accounting Standards Codification 852, (Reorganizations) ("ASC 852"), which is applicable to companies in Chapter 11, requires that financial statements for periods after the filing of a Chapter 11 petition distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. The financial statements have been prepared in accordance with ASC 852. The accompanying financial statements have been prepared solely for purposes of complying with the monthly operating requirements applicable in the Debtors’ Chapter 11 Cases (the “Monthly Operating Reports”). The Debtors caution investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Reports, which was not prepared for the purpose of providing the basis for an investment decision relating to any securities of the Debtors.

The financial information contained in the Monthly Operating Reports is unaudited, limited in scope, and as such, has not been subject to procedures that would typically be applied to financial statements in accordance with accounting principles generally accepted in the United States of America. The Monthly Operating Reports should not be relied upon by any persons for information relating to current or future financial condition, events, or performance of the Corporation and the Utility and any of their non-debtor subsidiaries, as the results of operations contained in the Monthly Operating Reports are not necessarily indicative of results which may be expected for any other period or for the full year, and may not necessarily reflect the combined results of operations, financial position, and schedule of receipts and disbursements in the future. These unaudited financial statements were prepared using certain assumptions and estimates.  These assumptions and estimates are subject to revision.  Further, the amounts shown in this statement may differ materially due to adjustments in accruals, changes in facts and circumstances, changes in estimates, further analysis, and other factors.

The Utility’s unaudited financial statements reflected under the column “Pacific Gas and Electric Company” are presented on a consolidated basis and include the accounts of the Utility and the following subsidiaries of the Utility that individually and in aggregate are immaterial: Eureka Energy Company, Midway Power, LLC, Pacific Energy Fuels Company, and Standard Pacific Gas Line Incorporated.

The Corporation’s unaudited financial statements reflected under the column “PG&E Corporation” are presented on a consolidated basis and include the accounts of the following subsidiaries of the Corporation that individually and in aggregate are immaterial: PCG Capital, Inc., PG&E Corporation Support Services, Inc., and PG&E Corporation Support Services II, Inc.  The Corporation’s unaudited financial statements reflected under the column “PG&E Corporation” exclude the accounts of the Utility.

The Corporation’s unaudited financial statements reflected under the column “PG&E Corporation, Consolidated” are presented on a consolidated basis and include the accounts of the Corporation, the Utility, and other wholly owned and controlled subsidiaries.

These unaudited financial statements differ from the requirements of generally accepted accounting principles in that they exclude certain financial statements (statements of cash flows, stockholders equity, and other comprehensive income), relevant footnotes and certain reclassifications.

These unaudited financial statements were prepared using certain assumptions and estimates.  These assumptions and estimates are subject to revision.  Further, the amounts shown in this statement, when reported on a quarterly basis, may differ materially due to adjustments in accruals, changes in facts and circumstances, changes in estimates, further analysis, and other factors.

6




Liabilities Subject to Compromise

As a result of the Chapter 11 Cases, the payment of prepetition indebtedness is subject to compromise or other treatment under a plan of reorganization. The determination of how liabilities will ultimately be settled or treated cannot be made until the Bankruptcy Court confirms a Chapter 11 plan of reorganization and such plan becomes effective. Accordingly, the ultimate amount of such liabilities is not determinable at this time. ASC 852 requires prepetition liabilities that are subject to compromise to be reported at the amounts expected to be allowed, even if they may be settled for lesser amounts. The amounts currently classified as liabilities subject to compromise are preliminary and may be subject to future adjustments depending on the Bankruptcy Court actions, further developments with respect to disputed claims, determinations of the secured status of certain claims, the values of any collateral securing such claims, rejection of executory contracts, continued reconciliation or other events.

Reorganization Items

ASC 852 requires expenses and income directly associated with the Chapter 11 Cases to be reported separately in the income statement. Reorganization items are reported net and include expenses related to legal advisory and representation services, other professional consulting and advisory services, debtor-in-possession financing fees and changes in liabilities subject to compromise recognized as there are changes in amounts expected to be allowed.

Post-Petition Liabilities

Post-petition liabilities reflected in the Monthly Operating Report include Accounts payable - trade creditors, Accounts payable - other, and Other current liabilities, excluding amounts pertaining to regulatory liabilities.

2.    CHAPTER 11 FILING

On January 29, 2019, the Debtors filed the Chapter 11 Cases with the Bankruptcy Court. The Debtors continue to operate their business as debtors in possession under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court.

On January 31, 2019, the Bankruptcy Court approved, on an interim basis, certain motions (the “First Day Motions”) authorizing, but not directing, the Debtors to, among other things, (a) secure $5.5 billion of debtor-in-possession financing; (b) continue to use the Debtors’ cash management system; and (c) pay certain prepetition claims relating to (i) certain safety, reliability, outage, and nuclear facility suppliers; (ii) shippers, warehousemen, and other lien claimants; (iii) taxes; (iv) employee wages, salaries, and other compensation and benefits; and (v) customer programs, including public purpose programs. The First Day Motions were subsequently approved by the Bankruptcy Court on a final basis at hearings on February 27, 2019, March 12, 2019, March 13, 2019, and March 27, 2019.

For additional information regarding the Chapter 11 Cases, refer to the website maintained by Prime Clerk, LLC, the Company’s claims and noticing agent, at http://restructuring.primeclerk.com/pge.

3.    INVENTORY

Inventories are carried at weighted-average cost and include natural gas stored underground as well as materials and supplies.  Natural gas stored underground is recorded to inventory when injected and then expensed as the gas is withdrawn for distribution to customers or to be used as fuel for electric generation.  Materials and supplies are recorded to inventory when purchased and expensed or capitalized to plant, as appropriate, when consumed or installed.


7



4.    ACCOUNTS RECEIVABLE

The following reflects the balance of the Utility's Accounts receivable - Customers as of March 31, 2019:
(in millions)
 
Accounts Receivable (Pre and Post-Petition)
Receivables Aging
 
0 -30 Days
 
$
825

31-60 Days
 
174

61-90 Days
 
59

91+ Days
 
155

Unmailed invoices
 
143

Total accounts receivable - Customers
 
1,356

Other (1)
 
19

Allowance for doubtful accounts
 
(56
)
Accounts receivable - Customers (net)
 
$
1,319

 
 
 
(1) Represents Department of Water Resources bond charge, credit balance reclassification, and unidentified receipts.

5.    ACCOUNTS PAYABLE

To the best of the Debtors’ knowledge, all undisputed, validated post-petition accounts payable have been and are being paid under agreed-upon payment terms.

In the ordinary course, in most instances the Debtors' process for validating items for payment to suppliers requires the matching of a vendor invoice with a purchase order and, additionally, with a goods receipt (reflecting the Debtors' acknowledgment of the delivery of goods or completion of services).  That matching process extends the timeline for a vendor invoice to become an actual accounts payable item until such time as the validation operation is fully complete.  The Debtors are actively engaged on an ongoing basis with its supplier base to minimize the invoice matching and validation time frame.  To the best of the Debtors' knowledge, in all instances where the invoice matching process has been satisfactorily completed for post-petition vendor activity, the Debtors do not have any past due post-petition accounts payable as of March 31, 2019.

6.    DEBTOR-IN-POSSESSION (“DIP”) FINANCING

The following table summarizes the Corporation’s and the Utility’s outstanding borrowings and availability under their DIP credit facilities at March 31, 2019:
(in millions)
Credit Facility Limit
 
 
Borrowings Against Revolver
 
Letters of Credit Outstanding
 
Available Facility
PG&E Corporation
$

 
 
$

 
$

 
$

Utility
1,500

(1)(2) 
 
350

 
131

 
1,019

Total DIP revolving credit facilities
$
1,500

 
 
$
350

 
$
131

 
$
1,019

 
 
 
 
 
 
 
 
 
(1) Includes $750 million of letter of credit subfacility.
(2) On March 27, 2019 the Bankruptcy Court approved of the entirety of the $5.5 billion DIP credit facility (including $750 million of the letter of credit subfacility, as well as the $500 million DIP term loan facility), but the conditions precedent to the full availability of the DIP Facilities were not satisfied until April 3, 2019. Accordingly, the amounts set forth in this table are based on the interim availability under the DIP Revolving Facility of $1.5 billion.

7.    PROPERTY, PLANT, AND EQUIPMENT

Property, plant, and equipment are reported at the lower of their historical cost less accumulated depreciation or fair value.  Historical costs include labor and materials, construction overhead, and allowance for funds used during construction.  The Utility’s balances of its property, plant, and equipment were as follows at March 31, 2019:
(in millions)
 
March 31, 2019
Electric (1)
 
$
59,982

Gas
 
21,930

Construction work in progress
 
2,525

Total property, plant, and equipment
 
84,437

Accumulated depreciation
 
(25,217
)
Net property, plant, and equipment
 
$
59,220

 
 
 
(1) Balance includes nuclear fuel inventories.  Stored nuclear fuel inventory is stated at weighted-average cost.  Nuclear fuel in the reactor is expensed as it is used based on the amount of energy output. 


8



8.    PAYMENT OF TAXES

To the best of the Debtors’ knowledge, the Corporation and the Utility are current on all taxes payable.

9.    LIABILITIES SUBJECT TO COMPROMISE

The following reflects the balance of liabilities subject to compromise as of March 31, 2019:
(in millions)
Pacific Gas & Electric Company
 
PG&E Corporation
 
PG&E Corporation Consolidated
Financing Debt
$
21,811

 
$
650

 
$
22,461

Wildfire-related Claims
14,212

 

 
14,212

Trade creditors
1,850

 
1

 
1,851

Non-qualified benefit plan
17

 
122

 
139

2001 bankruptcy disputed claims
221

 

 
221

Customer deposits & advances
272

 

 
272

Reserve and Others
164

 
2

 
166

Total Liabilities Subject to Compromise
$
38,547

 
$
775

 
$
39,322

 
10.    RECAPITULATION OF FUNDS HELD AT END OF MONTH

The following reflects the bank balances of the Corporation and the Utility as of March 31, 2019:
Legal Entity
 
Bank
 
Account No.
 
Balance, End of Month
PG&E Corporation
 
The Bank of New York Mellon
 
8400
 
$
411,000,000

PG&E Corporation
 
The Bank of New York Mellon
 
9023
 
493,922

PG&E Corporation
 
Bank of America
 
7107
 
745,652

PG&E Corporation
 
The Bank of New York Mellon
 
4558
 

PG&E Corporation
 
Union Bank of California
 
9557
 
737

PG&E Corporation
 
Bank of America
 
0X30
 

PG&E Corporation
 
Barclays Capital Inc.
 
1362
 

PG&E Corporation
 
BNP Paribas
 
0652
 

PG&E Corporation
 
Citigroup Global Markets
 
0473
 

PG&E Corporation
 
Goldman, Sachs & Co
 
0609
 

PG&E Corporation
 
JP Morgan Chase Bank, N.A.
 
0698
 

PG&E Corporation
 
Merrill Lynch
 
0X30
 

PG&E Corporation
 
Mitsubishi UFJ Securities USA, INC.
 
0189
 

PG&E Corporation
 
Morgan Stanley / ISG Operations
 
4966
 

PG&E Corporation
 
RBC Capital Markets
 
2226
 

PG&E Corporation
 
Royal Bank of Scotland
 
2141
 

PG&E Corporation
 
Wells Fargo Securities, LLC
 
7221
 

PG&E Corporation
 
Bank of America
 
7981
 

PG&E Corporation
 
The Bank of New York Mellon
 
9946
 

Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
8400
 
2,486,500,000

Pacific Gas & Electric Company
 
Union Bank of California
 
5581
 
20,541,457

Pacific Gas & Electric Company
 
Citibank N. A.
 
2091
 
578,429

Pacific Gas & Electric Company
 
Bank of America
 
3212
 
243,093

Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
9994
 
60,642,447

Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
7822
 


9



Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
5477
 

Pacific Gas & Electric Company
 
Royal Bank of Canada
 
0446
 
391,244

Pacific Gas & Electric Company
 
Bank of America
 
7115
 
2,500,000

Pacific Gas & Electric Company
 
U.S. Bank
 
2311
 
281,603

Pacific Gas & Electric Company
 
Bank of America
 
2988
 
46,716

Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
3044
 

Pacific Gas & Electric Company
 
Bank of America
 
2302
 
24,514

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
4XL9
 
3,040

Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
4122
 
100

Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
3532
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
43.11
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
543.7
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
550.2
 

Pacific Gas & Electric Company
 
Bank of America
 
0817
 

Pacific Gas & Electric Company
 
Bank of America
 
1675
 

Pacific Gas & Electric Company
 
Citibank N. A.
 
0901
 

Pacific Gas & Electric Company
 
Citibank N. A.
 
1958
 

Pacific Gas & Electric Company
 
Citibank N. A.
 
2316
 

Pacific Gas & Electric Company
 
Citigroup Global Markets
 
6473
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
854.1
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
854.1
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
54.11
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
54.12
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
54.13
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
54.14
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
54.15
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
54.16
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
854.2
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
854.3
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
854.4
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
854.5
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
854.6
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
854.7
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
854.8
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
854.9
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
43.10
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
43.12
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
543.6
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
543.8
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
550.1
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.10
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.11
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.12
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.13
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.14
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.15
 


10



Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.16
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.17
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.18
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.19
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.20
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.21
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.22
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.23
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
50.24
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
550.3
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
550.4
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
550.5
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
550.6
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
550.7
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
550.8
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
550.9
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
387.1
 

Pacific Gas & Electric Company
 
Deutsche Bank Trust Company Americas
 
7110
 

Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
8400
 
467,882

Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
8544
 

Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
9990
 
4,805,294

Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
4017
 

Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
0143
 

Pacific Gas & Electric Company
 
Wells Fargo Bank N.A.
 
9578
 

Pacific Gas & Electric Company
 
The Bank of New York Mellon
 
9978
 

Total Funds on Hand for all Accounts (1)
 
 
 
$
2,989,266,130

 
 
 
 
 
(1) Schedule does not include Wells Fargo accounts 5300 and 5400; these accounts are held by grantor trusts relating to post-service benefits to directors, officers, and other highly paid employees, which have a combined value of $171,079,154. The grantor trusts are considered assets of the Corporation subject to creditor claims.

11.    CASH RECEIPTS AND DISBURSEMENTS

The following reflects the cash receipts and disbursements of the Corporation and the Utility for the month ended March 31, 2019:
(in millions)
Pacific Gas & Electric Company
 
PG&E Corporation
 
PG&E Corporation Consolidated
Beginning Cash (1)(2)
$
1,785

 
$
482

 
$
2,267

Total receipts (3)
2,209

 
10

 
2,219

Total disbursements (3)
(1,417
)
 
(80
)
 
(1,497
)
DIP borrowing (net of fees)

 

 

Total Change in Cash
792

 
(70
)
 
722

Ending Cash (1)(2)
$
2,577

 
$
412

 
$
2,989

 
 
 
 
 
 
(1) Calculated using balance per bank.
(2) Balances will not tie to the Balance Sheets as they are per bank and due to the exclusion of non-debtor bank accounts.
(3) Includes intercompany receipts and disbursements between the Corporation and the Utility.

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12.     PAYMENTS ON PRE-PETITION DEBT

The following reflects the payments for the month ended March 31, 2019 made in accordance with the authority granted by the Bankruptcy Court pursuant to the First Day Motions.
(in millions)
Disbursed in Month
First Day Motions
Operational Integrity Supplier
$
23

Cash Management

NGX - CAISO
1

Public Purpose Programs
86

Shippers / Liens
10

Tax
5

Employee Wage and Benefits
162

Insurance
11

503(b)(9) (1)

Total
$
298

 
 
(1) Pursuant to the Operational Integrity Motion Debtors are allowed to pay valid 503(b)(9) claims.

13.     PAYMENTS FOR RETAINED PROFESSIONALS

There were no payments made to bankruptcy professionals retained under section 327 or 363 of the Bankruptcy Code during the month ended March 31, 2019.

14.     PAYMENTS TO INSIDERS

The following reflects the cash payments made to insiders of the Corporation and the Utility during the month ended March 31, 2019. Other than reimbursement for reasonable expenses incurred in connection with attending Board of Directors meetings, Board of Directors committee meetings, or participating in other activities undertaken on behalf of the Corporation and the Utility, there were no payments made to non-employee directors during the reporting period.
(in ones)
 
 
 
Total Payments for Month (2) (3)
Name
 
Title (1)
 
Loraine Giammona
 
Senior Vice President and Chief Customer Officer
 
$
60,000

 
Julie Kane
 
Senior Vice President, Chief Ethics and Compliance Officer, and Deputy General Counsel, PG&E Corporation and Pacific Gas and Electric Company
 
59,433

 
Kathleen Kay
 
Senior Vice President and Chief Information Officer
 
49,827

 
Michael Lewis
 
Senior Vice President, Electric Operations
 
57,500

 
Janet Loduca
 
Senior Vice President and Interim General Counsel, PG&E Corporation and Pacific Gas and Electric Company
 
101,833

(4) 
Steven Malnight
 
Senior Vice President, Energy Supply and Policy
 
68,750

 
Dinyar Mistry
 
Senior Vice President, Human Resources and Chief Diversity Officer, PG&E Corporation and Pacific Gas and Electric Company
 
62,667

 
John Simon
 
Interim Chief Executive Officer, PG&E Corporation
 
75,317

 
Jesus Soto
 
Senior Vice President, Gas Operations
 
67,917

 
David Thomason
 
Vice President, Chief Financial Officer, and Controller, Pacific Gas and Electric Company
Vice President and Controller, PG&E Corporation
 
42,083

 
Fong Wan
 
Senior Vice President, Energy Policy and Procurement
 
54,483

 
Jason Wells
 
Senior Vice President and Chief Financial Officer, PG&E Corporation
 
$
77,500

 
 
 
 
 
 
 
(1) Except as otherwise noted, all positions have been held at the Utility.
(2) Payments primarily consist of salary.
(3) Payments include annual perquisite allowances paid in March 2019.
(4) Includes temporary monthly compensation increase as a result promotion in January 2019 to position of Interim General Counsel.


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15.     REORGANIZATION ITEMS

The following reflects net reorganization items as of March 31, 2019:
 
Post-Petition Period Through March 31, 2019
(in millions)
Pacific Gas & Electric Company
 
PG&E Corporation
 
PG&E Corporation Consolidated
Debtor-in-possession financing costs
$
97

 
$
17

 
$
114

Legal and other
23

 
1

 
24

Interest income
(9
)
 
(2
)
 
(11
)
Adjustments to LSTC

 

 

Trustee fees

 

 

Total reorganization items, net
$
111

 
$
16

 
$
127



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