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PG&E 8-K Report, Corporate Update (Feb 26, 2025)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed February 26, 2025
Period End
February 24, 2025
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 26, 2025. Cited figures are marked; the original filing is the authoritative source.

On February 26, 2025, Pacific Gas and Electric Company (the "Utility") completed the sale of two series of First Mortgage Bonds, following an Underwriting Agreement signed on February 24, 2025.

The offering consisted of $1,000,000,000a aggregate principal amount of 5.700% First Mortgage Bonds due 2035 and $750,000,000 aggregate principal amount of 6.150% First Mortgage Bonds due 2055. The filing is disclosed under Item 8.01 (Other Events) and describes the transaction in terms of the bond issuance only. The underwriters named in the Underwriting Agreement are Mizuho Securities USA LLC, MUFG Securities Americas Inc., SMBC Nikko Securities America, Inc., and Wells Fargo Securities, LLC.

The bonds were issued under a Twenty-Eighth Supplemental Indenture dated February 26, 2025, between the Utility and The Bank of New York Mellon Trust Company, N.A., as Trustee. An opinion and consent from Hunton Andrews Kurth LLP are also filed as exhibits.

For investors, the filing establishes the coupon rates and maturities of the newly issued secured debt of the Utility. The filing does not discuss use of proceeds, financial results, or other operating information.

02—Key points

Key Highlights

  1. Pacific Gas and Electric Company completed the sale of Mortgage Bonds on February 26, 2025, after entering into an Underwriting Agreement on February 24, 2025.
  2. $1,000,000,000 aggregate principal amount of 5.700% First Mortgage Bonds due 2035 were issued.
  3. $750,000,000 aggregate principal amount of 6.150% First Mortgage Bonds due 2055 were issued.
  4. Mizuho Securities USA LLC, MUFG Securities Americas Inc., SMBC Nikko Securities America, Inc., and Wells Fargo Securities, LLC are the parties to the Underwriting Agreement.
  5. The bonds were issued under a Twenty-Eighth Supplemental Indenture with The Bank of New York Mellon Trust Company, N.A., as Trustee, dated February 26, 2025.
  6. Hunton Andrews Kurth LLP provided a legal opinion dated February 26, 2025, and consented to its inclusion in the filing.
  7. The filing is made under Item 8.01 (Other Events) and is a joint filing by PG&E Corporation and Pacific Gas and Electric Company.

03—Questions

Frequently Asked Questions

  1. What securities did Pacific Gas and Electric Company sell?

    The Utility sold $1,000,000,000 aggregate principal amount of 5.700% First Mortgage Bonds due 2035 and $750,000,000 aggregate principal amount of 6.150% First Mortgage Bonds due 2055.

  2. When was the offering agreed and when was it completed?

    The Underwriting Agreement was entered into on February 24, 2025, and the sale of the Mortgage Bonds was completed on February 26, 2025.

  3. Who underwrote the bond offering?

    The Underwriting Agreement was made with Mizuho Securities USA LLC, MUFG Securities Americas Inc., SMBC Nikko Securities America, Inc., and Wells Fargo Securities, LLC.

  4. Under what legal document were the bonds issued?

    The bonds were issued under a Twenty-Eighth Supplemental Indenture dated February 26, 2025, between the Utility and The Bank of New York Mellon Trust Company, N.A., as Trustee.

  5. Does this filing describe the use of the bond proceeds?

    No. The filing refers to exhibits for further information about the Mortgage Bonds but does not state how the proceeds will be used.

04—Continue

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