Hunton Andrews Kurth Advises PG&E on Chapter 11 Exit Financings of $22.7 Billion New Debt Issuances and $9.75 Billion New Bank Facilities

Hunton Andrews Kurth LLP advised PG&E Corporation (“PG&E”) and its utility subsidiary Pacific Gas and Electric Company (“Utility”) in connection with various debt issuances and bank financings in connection with PG&E’s and the Utility’s exit from Chapter 11.

Hunton Andrews Kurth advised the Utility in connection with its SEC-registered offering of $500 million aggregate principal amount of Floating Rate First Mortgage Bonds due 2022, $2.5 billion aggregate principal amount of 1.75% First Mortgage Bonds due 2022, $1.0 billion aggregate principal amount of 2.10% First Mortgage Bonds due 2027, $2.0 billion aggregate principal amount of 2.50% First Mortgage Bonds due 2031, $1.0 billion aggregate principal amount of 3.30% First Mortgage Bonds due 2040 and $1.925 billion aggregate principal amount of 3.50% First Mortgage Bonds due 2050. The offering closed on June 19, 2020.

Hunton Andrews Kurth advised PG&E in connection with its SEC-registered offering of $1.0 billion aggregate principal amount of 5.000% Senior Secured Notes due 2028 and $1.0 billion aggregate principal amount of 5.250% Senior Secured Notes due 2030. The offering closed on June 23, 2020.

In connection with PG&E’s and the Utility’s emergence from Chapter 11, Hunton Andrews Kurth also advised the Utility in connection with the issuance of $11.8 billion of new First Mortgage Bonds in order to refinance certain of its pre-petition senior unsecured debt, which closed on July 1, 2020.

The firm also advised PG&E and the Utility in connection with four bank credit facilities, comprised of (i) a $3.5 billion senior secured revolving credit facility for the Utility, (ii) a $3.0 billion senior secured term loan facility for the Utility, (iii) a $500 million senior secured revolving credit facility for PG&E and (iv) a $2.75 billion senior secured term loan facility for PG&E.

PG&E Corporation is a holding company whose primary operating subsidiary is Pacific Gas and Electric Company, a public utility operating in northern and central California. The Utility was incorporated in California in 1905. The Utility provides natural gas and electric service to approximately 16 million people throughout a 70,000-square-mile service area in northern and central California. The Utility generates revenues mainly through the sale and delivery of electricity and natural gas to customers. As of December 31, 2019, approximately two-thirds of the Utility’s revenues were associated with owning and operating gas, electric, and generation infrastructure. The remaining third were pass-through costs primarily associated with commodity procurement. The Utility had approximately $86.15 billion in assets at March 31, 2020 and generated operating revenues of approximately $17.1 billion in 2019.

The Hunton Andrews Kurth capital markets team included Michael F. Fitzpatrick, Jr., Kevin Felz, Christina Kwon, Patrick Jamieson, Brendan Harney, Margaret Yi, Matthew Hayes, Flavia Vehbiu, Michelle Chan, S. Ashley Jaber, Shelby Stanton and Charles Matthews.

The Hunton Andrews Kurth banking team included Eric Nedell, Douglas Murphy and John Goswell. Henry Havre and Jerry Chandapillai provided high yield securities advice. Robert Johnson and Christopher Hasbrouck provided real estate advice, with assistance from Ryan Nolan, Mack Watson, Rebecca Hoffman, and Shane Wilson. Robert McNamara and Tim Strother provided tax advice. Drew Kintzinger provided public finance advice, and Jason Harbour provided bankruptcy advice.