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PG&E 8-K Report, Corporate Update (Feb 28, 2024)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed February 28, 2024
Period End
February 26, 2024
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. Leadership change8-K · Jul ’18Jul ’18
  2. Bankruptcy8-K · Jun ’20Jun ’20
  3. Material agreement8-K · Apr ’22Apr ’22
  4. Material agreement8-K · Jun ’26Jun ’26

01—Abstract

Summary

Summary of the 8-K filed February 28, 2024. Cited figures are marked; the original filing is the authoritative source.

On February 28, 2024, Pacific Gas and Electric Company (the "Utility") completed the sale of three series of First Mortgage Bonds: $850,000,000a of 5.550% bonds due 2029, $1,100,000,000 of 5.800% bonds due 2034, and $300,000,000 of 6.750% bonds due 2053.

The 2053 Bonds are part of the same series previously issued on January 6, 2023 and June 5, 2023, and after this offering the aggregate outstanding principal of the 2053 Bonds is $1,550,000,000b. The filing is a Form 8-K under Item 8.01 (Other Events), so it reports a debt financing rather than operating results. The filing's exhibits include the Underwriting Agreement dated February 26, 2024 with Barclays Capital Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp. and BofA Securities, Inc.; the Twenty-Fourth Supplemental Indenture dated February 28, 2024 covering the 2029 and 2034 Bonds, with The Bank of New York Mellon Trust Company, N.A. as Trustee; and an opinion of Hunton Andrews Kurth LLP dated February 28, 2024.

The filing does not state the use of proceeds, pricing, or the effect on the Utility's overall leverage. For investors, the key takeaway is that the Utility raised a total of $2.25 billionc in new long-term secured debt through the first mortgage bond market on this date, with the 2029, 2034 and 2053 maturities and coupons as listed above.

02—Key points

Key Highlights

  1. Pacific Gas and Electric Company completed the sale of $850 million of 5.550% First Mortgage Bonds due 2029 on February 28, 2024.
  2. $1.1 billion of 5.800% First Mortgage Bonds due 2034 were sold in the same transaction.
  3. $300 million of 6.750% First Mortgage Bonds due 2053 were sold, bringing the aggregate outstanding 2053 Bonds to $1.55 billion.
  4. The 2053 Bonds are part of the same series previously issued on January 6, 2023 and June 5, 2023.
  5. The underwriters named in the Underwriting Agreement dated February 26, 2024 are Barclays Capital Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp. and BofA Securities, Inc.
  6. The Bank of New York Mellon Trust Company, N.A. serves as Trustee under the Twenty-Fourth Supplemental Indenture.

03—Questions

Frequently Asked Questions

  1. What did Pacific Gas and Electric Company sell on February 28, 2024?

    It sold three series of First Mortgage Bonds: $850 million of 5.550% bonds due 2029, $1.1 billion of 5.800% bonds due 2034, and $300 million of 6.750% bonds due 2053.

  2. How much 2053 Bonds are now outstanding?

    After this offering, the aggregate principal amount of outstanding 2053 Bonds is $1.55 billion.

  3. Who were the underwriters for this offering?

    The Underwriting Agreement dated February 26, 2024 was entered into with Barclays Capital Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp. and BofA Securities, Inc.

  4. Who is the trustee for the bonds?

    The Bank of New York Mellon Trust Company, N.A. is the Trustee under the Twenty-Fourth Supplemental Indenture dated February 28, 2024, covering the 2029 and 2034 Bonds.

  5. Does this filing report the company's financial results?

    No. The filing is made under Item 8.01 (Other Events) and reports only the completed bond sale and related exhibits.

04—Continue

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