UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report: May 3, 2022
(Date of earliest event reported)
| Commission File Number |
Exact Name of Registrant as specified in its charter |
State or Other Jurisdiction of Incorporation or Organization |
IRS Employer Identification Number | |||
 |
PG&E WILDFIRE RECOVERY FUNDING LLC | |
| |
C/O Pacific Gas and Electric Company | |
(Address of principal executive offices) (Zip Code) |
(Address of principal executive offices) (Zip Code) | |
( |
( | |
(Registrant’s telephone number, including area code) |
(Registrant’s telephone number, including area code) | |
Check the appropriate box below if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting Material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act: None
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934 (§240.12b-2
of this chapter). | Emerging growth company |
Pacific Gas and Electric Company | |
| Emerging growth company |
PG&E Wildfire Recovery Funding LLC |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Pacific Gas and Electric Company ☐
PG&E Wildfire Recovery Funding LLC ☐
Item 8.01. |
Other Events |
On May 3, 2022, Pacific Gas and Electric Company (the “Utility”) and PG&E Wildfire Recovery Funding LLC (the “Issuing Entity”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as representatives of the underwriters party thereto with respect to the purchase and sale of $3,600,000,000 of Senior Secured Recovery Bonds, Series
2022-A
(the “Recovery Bonds”), to be issued by the Issuing Entity pursuant to an Indenture and Series Supplement (together, the “Indenture”), each to be dated as of May 10, 2022, the forms of which are annexed hereto as Exhibits 4.1 and 4.2, respectively. The Recovery Bonds were offered pursuant to the prospectus dated May 3, 2022 (the “Prospectus”). In connection with the issuance of the Recovery Bonds, the Utility and the Issuing Entity also expect to enter into a Recovery Property Servicing Agreement, Recovery Property Purchase and Sale Agreement, and Administration Agreement, each to be dated as of May 10, 2022, the forms of which are annexed hereto as Exhibits 10.1, 10.2 and 10.3, respectively, and the Underwriting Agreement is annexed hereto as Exhibit 1.1. Additionally, effective as of May 3, 2022, the Issuing Entity adopted an Amended and Restated Limited Liability Company Agreement (the “A&R LLC Agreement”) in connection with the issuance of the Recovery Bonds. The A&R LLC Agreement, which is described in the Prospectus, was previously approved by the Utility, the sole member of the Issuing Entity. The description of the A&R LLC Agreement in the Prospectus is not complete and is qualified in its entirety by reference to the full text of the A&R LLC Agreement, which is annexed hereto as Exhibit 3.2 and is incorporated by reference herein.
Item 9.01. |
Financial Statements and Exhibits |
(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.
PACIFIC GAS AND ELECTRIC COMPANY | ||||||
| By: | /s/ David S. Thomason | |||||
| Dated: May 5, 2022 | David S. Thomason Vice President, Chief Financial Officer and Controller | |||||
PG&E WILDFIRE RECOVERY FUNDING LLC | ||||||
| By: | /s/ Margaret K. Becker | |||||
| Dated: May 5, 2022 | Margaret K. Becker President | |||||