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PG&E Annual Report (Amendment), Year Ended Dec 31, 2002

Filing Date
Filed March 12, 2003
Period End
December 31, 2002
In the record · 2016–202610-K1310-Q338-K367

PCG filed 13 annual reports (10-K), 33 quarterly reports (10-Q) and 367 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Apr ’18Apr ’18
  2. Bankruptcy8-K · Jun ’20Jun ’20
  3. Leadership change8-K · Mar ’22Mar ’22
  4. Leadership change8-K · Dec ’25Dec ’25

Summary

Summary of the 10-K/A filed March 12, 2003. Cited figures are marked; the original filing is the authoritative source.

This Amendment No. 2 on Form 10-K/A is a joint filing by PG&E Corporation and Pacific Gas and Electric Company that amends their annual report for the fiscal year ended December 31, 2002.

Its stated purpose is to add Exhibits 10.47, 10.47.1, 10.47.2, and 10.47.3 to Part IV, Item 15, which were omitted from the original report filed February 27, 2003, as amended by Amendment No. 1 filed March 6, 2003. The new exhibits are the PG&E National Energy Group, Inc. Management Retention/Performance Award Program and retention award letters dated September 9, 2002 to Thomas B. King, P.

Chrisman Iribe, and Lyn E. Maddox. The filing states that no other changes have been made and that it does not update any disclosures for developments after the original filing date.

The annual report's financial statements, selected financial data, and Management's Discussion and Analysis are incorporated by reference from the 2002 Annual Report to Shareholders, as set out in Exhibit 13 in Amendment No. 1, rather than reproduced in this filing. The exhibit index points to financing and restructuring agreements tied to PG&E National Energy Group, Inc., including the Second Amended and Restated Credit Agreement of October 18, 2002 with Lehman Commercial Paper Inc. as administrative agent, GenHoldings I waiver and amendment agreements from September 2002 through January 2003, and December 4, 2002 restructuring agreements for La Paloma and Lake Road. It also references the Gas Accord II Settlement Agreement approved by the California Public Utilities Commission on August 22, 2002.

The cover page reports an aggregate market value of $6,559 milliona for PG&E Corporation common stock held by non-affiliates as of June 28, 2002, and 407,576,505 common shares outstanding as of February 1, 2003. Pacific Gas and Electric Company is wholly owned by PG&E Corporation. Officer certifications under the Sarbanes-Oxley Act are dated March 11, 2003.

Key Highlights

  1. Amendment No. 2 adds Exhibits 10.47 through 10.47.3, which were omitted from the original report, and states that no other changes were made.
  2. Aggregate market value of PG&E Corporation common stock held by non-affiliates was $6,559 million as of June 28, 2002.
  3. PG&E Corporation had 407,576,505 common shares outstanding as of February 1, 2003; Pacific Gas and Electric Company is wholly owned by PG&E Corporation.
  4. The Gas Accord II Settlement Agreement was approved by the California Public Utilities Commission on August 22, 2002 in Decision 01-09-016.
  5. A Second Amended and Restated Credit Agreement for PG&E Corporation, dated October 18, 2002, names Lehman Commercial Paper Inc. as administrative agent.
  6. PG&E Corporation's convertible subordinated notes include 7.5% notes due June 2007 and 9.50% notes due June 2010.
  7. Financial statements and MD&A are incorporated by reference from the 2002 Annual Report to Shareholders (Exhibit 13), not reproduced in this filing.

Frequently Asked Questions

  1. Why was this amendment filed?

    The filing states it was made to include Exhibits 10.47, 10.47.1, 10.47.2, and 10.47.3 in Part IV, Item 15, which were omitted from the original report filed February 27, 2003. These exhibits are the PG&E National Energy Group, Inc. Management Retention/Performance Award Program and related retention award letters dated September 9, 2002.

  2. Does this amendment change previously reported results or disclosures?

    No. The filing states that, except for adding the omitted exhibits, no other changes have been made to the report, and that it does not update other disclosures to reflect developments since the original filing date.

  3. Where are the financial statements in this filing?

    The filing incorporates them by reference. The selected financial data, MD&A, auditors' report, and financial statements for both PG&E Corporation and Pacific Gas and Electric Company come from the 2002 Annual Report to Shareholders, included as Exhibit 13 in Form 10-K/A Amendment No. 1.

  4. How many shares are outstanding and what was the public float?

    As of February 1, 2003, PG&E Corporation had 407,576,505 common shares outstanding. The aggregate market value of common stock held by non-affiliates was $6,559 million as of June 28, 2002, the last business day of the second fiscal quarter.