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Pacific Gas Electric Co (75488) SEC Filing 8-K Material Event for the period ending Tuesday, May 3, 2022

Pacific Gas Electric Co

CIK: 75488
00019180720000075488falsefalse 0001918072 2022-05-03 2022-05-03 0001918072 pcg:PacificGasAndElectricCompanyMember 2022-05-03 2022-05-03
 
 
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
1-2348
 
PACIFIC GAS AND ELECTRIC COMPANY
 
California
 
94-0742640
333-263719-01
 
PG&E WILDFIRE RECOVERY FUNDING LLC
 
Delaware
 
88-1113018
 
 
PG&E WILDFIRE RECOVERY FUNDING LLC
77 Beale Street
P.O. Box 770000
San Francisco, California 94177
 
C/O Pacific Gas and Electric Company
77 Beale Street
P.O. Box 770000
San Francisco, California 94177
(Address of principal executive offices) (Zip Code)
 
(Address of principal executive offices) (Zip Code)
(415)
973-7000
 
(415)
973-7000
(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.
 
Exhibit
No.
  
Description
1.1    Underwriting Agreement among PG&E Wildfire Recovery Funding LLC, Pacific Gas and Electric Company, Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC as representatives for the Underwriters party thereto, dated May 3, 2022
3.2    Amended and Restated Limited Liability Company Agreement, dated as of May 3, 2022, of PG&E Wildfire Recovery Funding LLC
4.1    Indenture between PG&E Wildfire Recovery Funding LLC and the Indenture Trustee (including forms of the Senior Secured Recovery Bonds) dated as of May 10, 2022
4.2    Series Supplement between PG&E Wildfire Recovery Funding LLC and the Indenture Trustee, dated as of May 10, 2022
10.1    Recovery Property Servicing Agreement between PG&E Wildfire Recovery Funding LLC and Pacific Gas and Electric Company, as Servicer, dated as of May 10, 2022
10.2    Recovery Property Purchase and Sale Agreement between PG&E Wildfire Recovery Funding LLC and Pacific Gas and Electric Company, as Seller, dated as of May 10, 2022
10.3    Administration Agreement between PG&E Wildfire Recovery Funding LLC and Pacific Gas and Electric Company, as Administrator, dated as of May 10, 2022
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

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
     

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Inside this 8-K Corporate News

CIK: 75488
Form Type: 8-K Corporate News
Accession Number: 0001193125-22-142328
Submitted to the SEC: Thu May 05 2022 4:16:56 PM EST
Accepted by the SEC: Thu May 05 2022
Period: Tuesday, May 3, 2022
Industry: Electric And Other Services Combined
Events:
  1. Financial Exhibit
  2. Other Events

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