Item 7.01 Regulation FD Disclosure.
On September 28, 2022, Pacific Gas and Electric Company (the "Utility"), a
subsidiary of PG&E Corporation, filed an application (the "Application") with
the California Public Utilities Commission (the "CPUC") regarding the separation
of its non-nuclear generation assets into a stand-alone Utility subsidiary and
the potential sale of a minority ownership stake in the newly-formed subsidiary
to one or more investors to be identified. PG&E Corporation made available a
presentation (the "Presentation") regarding the Application. A copy of the
Presentation is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
In addition, PG&E Corporation is reaffirming its previously announced non-GAAP
core earnings guidance for fiscal year 2022.
The information set forth in this Item 7.01 of this Current Report on Form 8-K
and in Exhibit 99.1 is being furnished hereby and shall not be deemed "filed"
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), or otherwise subject to the liabilities of that section,
nor shall it be deemed incorporated by reference into any of the filings of PG&E
Corporation or Pacific Gas and Electric Company under the Securities Act of
1933, as amended, or the Exchange Act, whether made before or after the date
hereof and regardless of any general incorporation language in such filings,
except to the extent expressly set forth by specific reference in such filings.
The filing of this Current Report on Form 8-K (including the exhibit hereto or
any information included herein or therein) shall not be deemed an admission as
to the materiality of any information herein that is required to be disclosed
solely by reason of Regulation FD.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
The following exhibits are furnished with this Current Report on Form 8-K:
Exhibit Number Description
99.1 Presentation dated September 28, 2022
104 Cover Page Interactive Data File - the cover page XBRL tags are
embedded within the Inline XBRL document
Cautionary Statement Concerning Forward-Looking Statements
This current report on Form 8-K contains forward-looking statements that are not
historical facts, including statements about the beliefs, expectations,
estimates, future plans and strategies of PG&E Corporation and the Utility,
including but not limited to the potential sale of a minority ownership stake in
a subsidiary owning the Utility's non-nuclear generation assets, as well as the
financial impacts and the timing for CPUC review of the Utility's application
for the potential sale, and forecasts and estimates regarding PG&E Corporation's
earnings guidance for 2022. These statements are based on current expectations
and assumptions, which management believes are reasonable, and on information
currently available to management, but are necessarily subject to various risks
and uncertainties. In addition to the risk that these assumptions prove to be
inaccurate, factors that could cause actual results to differ materially from
those contemplated by the forward-looking statements include factors disclosed
in PG&E Corporation and the Utility's joint annual report on Form 10-K for the
year ended December 31, 2021, their most recent quarterly report on Form 10-Q
for the quarter ended June 30, 2022, and other reports filed with the SEC, which
are available on PG&E Corporation's website at www.pgecorp.com and on the
Securities and Exchange Commission website at www.sec.gov. PG&E Corporation and
the Utility undertake no obligation to publicly update or revise any
forward-looking s presentation contains forward-looking statements that are not
historical facts, including statements about statements, whether due to new
information, future events or otherwise, except to the extent required by law.
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