PAGE
|
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GLOSSARY
|
ii
|
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1
|
||||
PG&E Corporation
|
||||
1
|
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2
|
||||
3
|
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5
|
||||
Pacific Gas and Electric Company
|
||||
6
|
||||
7
|
||||
8
|
||||
10
|
||||
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
11
|
||||
11
|
||||
15
|
||||
16
|
||||
17
|
||||
17
|
||||
18
|
||||
20
|
||||
26
|
||||
27
|
||||
32
|
||||
34
|
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37
|
||||
41
|
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44
|
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46
|
||||
46
|
||||
46
|
||||
47
|
||||
47
|
||||
48
|
||||
49
|
||||
49
|
||||
50
|
||||
52
|
||||
53
|
||||
53
|
||||
54
|
||||
55
|
PG&E Corporation's and Pacific Gas and Electric Company's combined Annual Report on Form 10-K for the year ended December 31, 2013
|
|
AFUDC
|
allowance for funds used during construction
|
ALJ
|
administrative law judge
|
CAISO
|
California Independent System Operator
|
CPUC
|
California Public Utilities Commission
|
CRRs
|
congestion revenue rights
|
EPA
|
Environmental Protection Agency
|
EPS
|
earnings per common share
|
FERC
|
Federal Energy Regulatory Commission
|
GAAP
|
generally accepted accounting principles
|
GHG
|
greenhouse gas
|
GRC
|
general rate case
|
GT&S
|
gas transmission and storage
|
IRS
|
Internal Revenue Service
|
NEIL
|
Nuclear Electric Insurance Limited
|
NRC
|
Nuclear Regulatory Commission
|
NTSB | National Transportation Safety Board |
ORA
|
Office of Ratepayer Advocates
|
PSEP
|
pipeline safety enhancement plan
|
SEC
|
U.S. Securities and Exchange Commission
|
SED
|
Safety and Enforcement Division of the CPUC, formerly known as the Consumer Protection and Safety Division or the CPSD
|
TURN
|
The Utility Reform Network
|
Utility
|
Pacific Gas and Electric Company
|
VIE(s)
|
variable interest entity(ies)
|
(Unaudited)
|
||||||||||||||||
Three Months Ended
|
Six Months Ended
|
|||||||||||||||
June 30,
|
June 30,
|
|||||||||||||||
(in millions, except per share amounts)
|
2014
|
2013
|
2014
|
2013
|
||||||||||||
Operating Revenues
|
||||||||||||||||
Electric
|
$ | 3,233 | $ | 3,059 | $ | 6,234 | $ | 5,858 | ||||||||
Natural gas
|
719 | 717 | 1,609 | 1,590 | ||||||||||||
Total operating revenues
|
3,952 | 3,776 | 7,843 | 7,448 | ||||||||||||
Operating Expenses
|
||||||||||||||||
Cost of electricity
|
1,349 | 1,189 | 2,559 | 2,172 | ||||||||||||
Cost of natural gas
|
200 | 179 | 560 | 525 | ||||||||||||
Operating and maintenance
|
1,328 | 1,256 | 2,627 | 2,594 | ||||||||||||
Depreciation, amortization, and decommissioning
|
557 | 516 | 1,095 | 1,019 | ||||||||||||
Total operating expenses
|
3,434 | 3,140 | 6,841 | 6,310 | ||||||||||||
Operating Income
|
518 | 636 | 1,002 | 1,138 | ||||||||||||
Interest income
|
2 | 2 | 5 | 4 | ||||||||||||
Interest expense
|
(188 | ) | (177 | ) | (373 | ) | (353 | ) | ||||||||
Other income, net
|
43 | 24 | 62 | 52 | ||||||||||||
Income Before Income Taxes
|
375 | 485 | 696 | 841 | ||||||||||||
Income tax provision
|
104 | 153 | 195 | 267 | ||||||||||||
Net Income
|
271 | 332 | 501 | 574 | ||||||||||||
Preferred stock dividend requirement of subsidiary
|
4 | 4 | 7 | 7 | ||||||||||||
Income Available for Common Shareholders
|
$ | 267 | $ | 328 | $ | 494 | $ | 567 | ||||||||
Weighted Average Common Shares Outstanding, Basic
|
467 | 442 | 463 | 438 | ||||||||||||
Weighted Average Common Shares Outstanding, Diluted
|
469 | 443 | 465 | 439 | ||||||||||||
Net Earnings Per Common Share, Basic
|
$ | 0.57 | $ | 0.74 | $ | 1.07 | $ | 1.29 | ||||||||
Net Earnings Per Common Share, Diluted
|
$ | 0.57 | $ | 0.74 | $ | 1.06 | $ | 1.29 | ||||||||
Dividends Declared Per Common Share
|
$ | 0.46 | $ | 0.46 | $ | 0.91 | $ | 0.91 | ||||||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
|
(Unaudited)
|
||||||||||||||||
Three Months Ended
June 30,
|
Six Months Ended
June 30,
|
|||||||||||||||
(in millions)
|
2014
|
2013
|
2014
|
2013
|
||||||||||||
Net Income
|
$ | 271 | $ | 332 | $ | 501 | $ | 574 | ||||||||
Other Comprehensive Income
|
||||||||||||||||
Pension and other postretirement benefit plans obligations
|
||||||||||||||||
(net of taxes of $0, $3, $0 and $6, at respective dates)
|
- | 4 | - | 8 | ||||||||||||
Net change in investments
|
||||||||||||||||
(net of taxes of $7, $11, $3, $15 at respective dates)
|
(11 | ) | 16 | (6 | ) | 22 | ||||||||||
Total other comprehensive income (loss)
|
(11 | ) | 20 | (6 | ) | 30 | ||||||||||
Comprehensive Income
|
260 | 352 | 495 | 604 | ||||||||||||
Preferred stock dividend requirement of subsidiary
|
4 | 4 | 7 | 7 | ||||||||||||
Comprehensive Income Attributable to Common Shareholders
|
$ | 256 | $ | 348 | $ | 488 | $ | 597 | ||||||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
|
(Unaudited)
|
||||||||
Balance At
|
||||||||
June 30,
|
December 31,
|
|||||||
(in millions)
|
2014
|
2013
|
||||||
ASSETS
|
||||||||
Current Assets
|
||||||||
Cash and cash equivalents
|
$ | 132 | $ | 296 | ||||
Restricted cash
|
299 | 301 | ||||||
Accounts receivable:
|
||||||||
Customers (net of allowance for doubtful accounts of $68 and $80
|
||||||||
at respective dates)
|
1,009 | 1,091 | ||||||
Accrued unbilled revenue
|
870 | 766 | ||||||
Regulatory balancing accounts
|
1,745 | 1,124 | ||||||
Other
|
304 | 312 | ||||||
Regulatory assets
|
404 | 448 | ||||||
Inventories:
|
||||||||
Gas stored underground and fuel oil
|
141 | 137 | ||||||
Materials and supplies
|
320 | 317 | ||||||
Income taxes receivable
|
613 | 574 | ||||||
Other
|
360 | 611 | ||||||
Total current assets
|
6,197 | 5,977 | ||||||
Property, Plant, and Equipment
|
||||||||
Electric
|
43,990 | 42,881 | ||||||
Gas
|
15,040 | 14,379 | ||||||
Construction work in progress
|
1,981 | 1,834 | ||||||
Other
|
2 | 2 | ||||||
Total property, plant, and equipment
|
61,013 | 59,096 | ||||||
Accumulated depreciation
|
(18,530 | ) | (17,844 | ) | ||||
Net property, plant, and equipment
|
42,483 | 41,252 | ||||||
Other Noncurrent Assets
|
||||||||
Regulatory assets
|
4,821 | 4,913 | ||||||
Nuclear decommissioning trusts
|
2,428 | 2,342 | ||||||
Income taxes receivable
|
88 | 85 | ||||||
Other
|
1,008 | 1,036 | ||||||
Total other noncurrent assets
|
8,345 | 8,376 | ||||||
TOTAL ASSETS
|
$ | 57,025 | $ | 55,605 | ||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
|
(Unaudited)
|
||||||||
Balance At
|
||||||||
June 30,
|
December 31,
|
|||||||
(in millions, except share amounts)
|
2014
|
2013
|
||||||
LIABILITIES AND EQUITY
|
||||||||
Current Liabilities
|
||||||||
Short-term borrowings
|
$ | 1,452 | $ | 1,174 | ||||
Long-term debt, classified as current
|
- | 889 | ||||||
Accounts payable:
|
||||||||
Trade creditors
|
1,161 | 1,293 | ||||||
Disputed claims and customer refunds
|
86 | 154 | ||||||
Regulatory balancing accounts
|
1,069 | 1,008 | ||||||
Other
|
472 | 471 | ||||||
Interest payable
|
865 | 892 | ||||||
Other
|
1,544 | 1,612 | ||||||
Total current liabilities
|
6,649 | 7,493 | ||||||
Noncurrent Liabilities
|
||||||||
Long-term debt
|
13,966 | 12,717 | ||||||
Regulatory liabilities
|
5,966 | 5,660 | ||||||
Pension and other postretirement benefits
|
1,578 | 1,601 | ||||||
Asset retirement obligations
|
3,561 | 3,539 | ||||||
Deferred income taxes
|
7,874 | 7,823 | ||||||
Other
|
2,151 | 2,178 | ||||||
Total noncurrent liabilities
|
35,096 | 33,518 | ||||||
Commitments and Contingencies (Note 10)
|
||||||||
Equity
|
||||||||
Shareholders' Equity
|
||||||||
Common stock, no par value, authorized 800,000,000 shares,
|
||||||||
470,950,685 and 456,670,424 shares outstanding at respective dates
|
10,176 | 9,550 | ||||||
Reinvested earnings
|
4,808 | 4,742 | ||||||
Accumulated other comprehensive income
|
44 | 50 | ||||||
Total shareholders' equity
|
15,028 | 14,342 | ||||||
Noncontrolling Interest - Preferred Stock of Subsidiary
|
252 | 252 | ||||||
Total equity
|
15,280 | 14,594 | ||||||
TOTAL LIABILITIES AND EQUITY
|
$ | 57,025 | $ | 55,605 | ||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
|
(Unaudited)
|
||||||||
Six Months Ended June 30,
|
||||||||
(in millions)
|
2014
|
2013
|
||||||
Cash Flows from Operating Activities
|
||||||||
Net income
|
$ | 501 | $ | 574 | ||||
Adjustments to reconcile net income to net cash provided by
|
||||||||
operating activities:
|
||||||||
Depreciation, amortization, and decommissioning
|
1,095 | 1,019 | ||||||
Allowance for equity funds used during construction
|
(46 | ) | (52 | ) | ||||
Deferred income taxes and tax credits, net
|
51 | 346 | ||||||
Other
|
139 | 157 | ||||||
Effect of changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
(30 | ) | (22 | ) | ||||
Inventories
|
(7 | ) | (31 | ) | ||||
Accounts payable
|
(101 | ) | 28 | |||||
Income taxes receivable/payable
|
(39 | ) | (143 | ) | ||||
Other current assets and liabilities
|
94 | (367 | ) | |||||
Regulatory assets, liabilities, and balancing accounts, net
|
(311 | ) | (192 | ) | ||||
Other noncurrent assets and liabilities
|
(66 | ) | 142 | |||||
Net cash provided by operating activities
|
1,280 | 1,459 | ||||||
Cash Flows from Investing Activities
|
||||||||
Capital expenditures
|
(2,320 | ) | (2,521 | ) | ||||
Decrease in restricted cash
|
2 | 25 | ||||||
Proceeds from sales and maturities of nuclear decommissioning
|
||||||||
trust investments
|
877 | 795 | ||||||
Purchases of nuclear decommissioning trust investments
|
(873 | ) | (786 | ) | ||||
Other
|
21 | 16 | ||||||
Net cash used in investing activities
|
(2,293 | ) | (2,471 | ) | ||||
Cash Flows from Financing Activities
|
||||||||
Borrowings (repayments) under revolving credit facilities
|
(260 | ) | 140 | |||||
Net issuances of commercial paper, net of discount of $1 at respective dates
|
237 | 321 | ||||||
Proceeds from issuance of short-term debt, net of issuance costs
|
300 | - | ||||||
Proceeds from issuance of long-term debt, net of premium, discount, and issuance
|
||||||||
costs of $14 and $8 at respective dates
|
1,236 | 742 | ||||||
Repayments of long-term debt
|
(889 | ) | (461 | ) | ||||
Common stock issued
|
589 | 562 | ||||||
Common stock dividends paid
|
(408 | ) | (386 | ) | ||||
Other
|
44 | (26 | ) | |||||
Net cash provided by financing activities
|
849 | 892 | ||||||
Net change in cash and cash equivalents
|
(164 | ) | (120 | ) | ||||
Cash and cash equivalents at January 1
|
296 | 401 | ||||||
Cash and cash equivalents at June 30
|
$ | 132 | $ | 281 | ||||
Supplemental disclosures of cash flow information
|
||||||||
Cash paid for:
|
||||||||
Interest, net of amounts capitalized
|
$ | (318 | ) | $ | (312 | ) | ||
Income taxes, net
|
(1 | ) | (65 | ) |
Supplemental disclosures of noncash investing and financing activities
|
||||||||
Common stock dividends declared but not yet paid
|
$ | 215 | $ | 202 | ||||
Capital expenditures financed through accounts payable
|
224 | 253 | ||||||
Noncash common stock issuances
|
10 | 11 | ||||||
Terminated capital leases
|
68 | - | ||||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
|
(Unaudited)
|
||||||||||||||||
Three Months Ended
|
Six Months Ended
|
|||||||||||||||
June 30,
|
June 30,
|
|||||||||||||||
(in millions)
|
2014
|
2013
|
2014
|
2013
|
||||||||||||
Operating Revenues
|
||||||||||||||||
Electric
|
$ | 3,232 | $ | 3,057 | $ | 6,232 | $ | 5,855 | ||||||||
Natural gas
|
719 | 718 | 1,609 | 1,591 | ||||||||||||
Total operating revenues
|
3,951 | 3,775 | 7,841 | 7,446 | ||||||||||||
Operating Expenses
|
||||||||||||||||
Cost of electricity
|
1,349 | 1,189 | 2,559 | 2,172 | ||||||||||||
Cost of natural gas
|
200 | 179 | 560 | 525 | ||||||||||||
Operating and maintenance
|
1,321 | 1,256 | 2,618 | 2,592 | ||||||||||||
Depreciation, amortization, and decommissioning
|
556 | 516 | 1,094 | 1,019 | ||||||||||||
Total operating expenses
|
3,426 | 3,140 | 6,831 | 6,308 | ||||||||||||
Operating Income
|
525 | 635 | 1,010 | 1,138 | ||||||||||||
Interest income
|
3 | 3 | 5 | 4 | ||||||||||||
Interest expense
|
(185 | ) | (171 | ) | (364 | ) | (341 | ) | ||||||||
Other income, net
|
17 | 22 | 37 | 46 | ||||||||||||
Income Before Income Taxes
|
360 | 489 | 688 | 847 | ||||||||||||
Income tax provision
|
110 | 160 | 210 | 281 | ||||||||||||
Net Income
|
250 | 329 | 478 | 566 | ||||||||||||
Preferred stock dividend requirement
|
4 | 4 | 7 | 7 | ||||||||||||
Income Available for Common Stock
|
$ | 246 | $ | 325 | $ | 471 | $ | 559 | ||||||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
|
(Unaudited)
|
||||||||||||||||
Three Months Ended
June 30,
|
Six Months Ended
June 30,
|
|||||||||||||||
(in millions)
|
2014
|
2013
|
2014
|
2013
|
||||||||||||
Net Income
|
$ | 250 | $ | 329 | $ | 478 | $ | 566 | ||||||||
Other Comprehensive Income
|
||||||||||||||||
Pension and other postretirement benefit plans obligations
|
||||||||||||||||
(net of taxes of $0, $3, $0 and $6 at respective dates)
|
- | 4 | - | 9 | ||||||||||||
Total other comprehensive income
|
- | 4 | - | 9 | ||||||||||||
Comprehensive Income
|
$ | 250 | $ | 333 | $ | 478 | $ | 575 | ||||||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
|
(Unaudited)
|
||||||||
Balance At
|
||||||||
June 30,
|
December 31,
|
|||||||
(in millions)
|
2014
|
2013
|
||||||
ASSETS
|
||||||||
Current Assets
|
||||||||
Cash and cash equivalents
|
$ | 70 | $ | 65 | ||||
Restricted cash
|
299 | 301 | ||||||
Accounts receivable:
|
||||||||
Customers (net of allowance for doubtful accounts of $68 and $80
|
||||||||
at respective dates)
|
1,009 | 1,091 | ||||||
Accrued unbilled revenue
|
870 | 766 | ||||||
Regulatory balancing accounts
|
1,745 | 1,124 | ||||||
Other
|
306 | 313 | ||||||
Regulatory assets
|
404 | 448 | ||||||
Inventories:
|
||||||||
Gas stored underground and fuel oil
|
141 | 137 | ||||||
Materials and supplies
|
320 | 317 | ||||||
Income taxes receivable
|
598 | 563 | ||||||
Other
|
208 | 523 | ||||||
Total current assets
|
5,970 | 5,648 | ||||||
Property, Plant, and Equipment
|
||||||||
Electric
|
43,990 | 42,881 | ||||||
Gas
|
15,040 | 14,379 | ||||||
Construction work in progress
|
1,981 | 1,834 | ||||||
Total property, plant, and equipment
|
61,011 | 59,094 | ||||||
Accumulated depreciation
|
(18,529 | ) | (17,843 | ) | ||||
Net property, plant, and equipment
|
42,482 | 41,251 | ||||||
Other Noncurrent Assets
|
||||||||
Regulatory assets
|
4,821 | 4,913 | ||||||
Nuclear decommissioning trusts
|
2,428 | 2,342 | ||||||
Income taxes receivable
|
83 | 81 | ||||||
Other
|
824 | 814 | ||||||
Total other noncurrent assets
|
8,156 | 8,150 | ||||||
TOTAL ASSETS
|
$ | 56,608 | $ | 55,049 | ||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
|
(Unaudited)
|
||||||||
Balance At
|
||||||||
June 30,
|
December 31,
|
|||||||
(in millions, except share amounts)
|
2014
|
2013
|
||||||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
||||||||
Current Liabilities
|
||||||||
Short-term borrowings
|
$ | 1,340 | $ | 914 | ||||
Long-term debt, classified as current
|
- | 539 | ||||||
Accounts payable:
|
||||||||
Trade creditors
|
1,161 | 1,293 | ||||||
Disputed claims and customer refunds
|
86 | 154 | ||||||
Regulatory balancing accounts
|
1,069 | 1,008 | ||||||
Other
|
462 | 432 | ||||||
Interest payable
|
862 | 887 | ||||||
Other
|
1,285 | 1,382 | ||||||
Total current liabilities
|
6,265 | 6,609 | ||||||
Noncurrent Liabilities
|
||||||||
Long-term debt
|
13,616 | 12,717 | ||||||
Regulatory liabilities
|
5,966 | 5,660 | ||||||
Pension and other postretirement benefits
|
1,505 | 1,530 | ||||||
Asset retirement obligations
|
3,561 | 3,539 | ||||||
Deferred income taxes
|
8,060 | 8,042 | ||||||
Other
|
2,106 | 2,111 | ||||||
Total noncurrent liabilities
|
34,814 | 33,599 | ||||||
Commitments and Contingencies (Note 10)
|
||||||||
Shareholders' Equity
|
||||||||
Preferred stock
|
258 | 258 | ||||||
Common stock, $5 par value, authorized 800,000,000 shares, 264,374,809
|
||||||||
shares outstanding at respective dates
|
1,322 | 1,322 | ||||||
Additional paid-in capital
|
6,396 | 5,821 | ||||||
Reinvested earnings
|
7,540 | 7,427 | ||||||
Accumulated other comprehensive income
|
13 | 13 | ||||||
Total shareholders' equity
|
15,529 | 14,841 | ||||||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
|
$ | 56,608 | $ | 55,049 | ||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
|
(Unaudited)
|
||||||||
Six Months Ended June 30,
|
||||||||
(in millions)
|
2014
|
2013
|
||||||
Cash Flows from Operating Activities
|
||||||||
Net income
|
$ | 478 | $ | 566 | ||||
Adjustments to reconcile net income to net cash provided by
|
||||||||
operating activities:
|
||||||||
Depreciation, amortization, and decommissioning
|
1,094 | 1,019 | ||||||
Allowance for equity funds used during construction
|
(46 | ) | (52 | ) | ||||
Deferred income taxes and tax credits, net
|
18 | 337 | ||||||
Other
|
108 | 126 | ||||||
Effect of changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
(31 | ) | (24 | ) | ||||
Inventories
|
(7 | ) | (31 | ) | ||||
Accounts payable
|
(72 | ) | 68 | |||||
Income taxes receivable/payable
|
(35 | ) | (162 | ) | ||||
Other current assets and liabilities
|
141 | (317 | ) | |||||
Regulatory assets, liabilities, and balancing accounts, net
|
(311 | ) | (192 | ) | ||||
Other noncurrent assets and liabilities
|
(76 | ) | 126 | |||||
Net cash provided by operating activities
|
1,261 | 1,464 | ||||||
Cash Flows from Investing Activities
|
||||||||
Capital expenditures
|
(2,320 | ) | (2,521 | ) | ||||
Decrease in restricted cash
|
2 | 25 | ||||||
Proceeds from sales and maturities of nuclear decommissioning
|
||||||||
trust investments
|
877 | 795 | ||||||
Purchases of nuclear decommissioning trust investments
|
(873 | ) | (786 | ) | ||||
Other
|
17 | 8 | ||||||
Net cash used in investing activities
|
(2,297 | ) | (2,479 | ) | ||||
Cash Flows from Financing Activities
|
||||||||
Net issuances of commercial paper, net of discount of $1 at respective dates
|
125 | 321 | ||||||
Proceeds from issuance of short-term debt, net of issuance costs
|
300 | - | ||||||
Proceeds from issuance of long-term debt, net of premium, discount, and issuance
|
||||||||
costs of $11 and $8 at respective dates
|
889 | 742 | ||||||
Repayments of long-term debt
|
(539 | ) | (461 | ) | ||||
Preferred stock dividends paid
|
(7 | ) | (7 | ) | ||||
Common stock dividends paid
|
(358 | ) | (358 | ) | ||||
Equity contribution
|
580 | 665 | ||||||
Other
|
51 | (20 | ) | |||||
Net cash provided by financing activities
|
1,041 | 882 | ||||||
Net change in cash and cash equivalents
|
5 | (133 | ) | |||||
Cash and cash equivalents at January 1
|
65 | 194 | ||||||
Cash and cash equivalents at June 30
|
$ | 70 | $ | 61 | ||||
Supplemental disclosures of cash flow information
|
||||||||
Cash paid for:
|
||||||||
Interest, net of amounts capitalized
|
$ | (307 | ) | $ | (300 | ) | ||
Income taxes, net
|
(1 | ) | (86 | ) | ||||
Supplemental disclosures of noncash investing and financing activities
|
||||||||
Capital expenditures financed through accounts payable
|
$ | 224 | $ | 253 | ||||
Terminated capital leases
|
68 | - | ||||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
|
Pension Benefits
|
Other Benefits
|
|||||||||||||||
Three Months Ended June 30,
|
||||||||||||||||
(in millions)
|
2014
|
2013
|
2014
|
2013
|
||||||||||||
Service cost for benefits earned
|
$ | 96 | $ | 115 | $ | 11 | $ | 13 | ||||||||
Interest cost
|
173 | 156 | 19 | 18 | ||||||||||||
Expected return on plan assets
|
(201 | ) | (163 | ) | (26 | ) | (20 | ) | ||||||||
Amortization of prior service cost
|
5 | 5 | 5 | 5 | ||||||||||||
Amortization of net actuarial loss
|
1 | 28 | 1 | 2 | ||||||||||||
Net periodic benefit cost
|
74 | 141 | 10 | 18 | ||||||||||||
Less: transfer to regulatory account
(1)
|
9 | (56 | ) | - | - | |||||||||||
Total
|
$ | 83 | $ | 85 | $ | 10 | $ | 18 | ||||||||
Pension Benefits
|
Other Benefits
|
|||||||||||||||
Six Months Ended June 30,
|
||||||||||||||||
(in millions)
|
2014
|
2013
|
2014
|
2013
|
||||||||||||
Service cost for benefits earned
|
$ | 195 | $ | 230 | $ | 22 | $ | 26 | ||||||||
Interest cost
|
346 | 312 | 38 | 37 | ||||||||||||
Expected return on plan assets
|
(403 | ) | (325 | ) | (52 | ) | (40 | ) | ||||||||
Amortization of prior service cost
|
10 | 10 | 11 | 11 | ||||||||||||
Amortization of net actuarial loss
|
1 | 55 | 1 | 3 | ||||||||||||
Net periodic benefit cost
|
149 | 282 | 20 | 37 | ||||||||||||
Less: transfer to regulatory account
(1)
|
19 | (113 | ) | - | - | |||||||||||
Total
|
$ | 168 | $ | 169 | $ | 20 | $ | 37 | ||||||||
Pension
|
Other
|
Other
|
||||||||||||||
Benefits
|
Benefits
|
Investments
|
Total
|
|||||||||||||
(in millions, net of income tax)
|
Three Months Ended June 30, 2014
|
|||||||||||||||
Beginning balance
|
$ | (7 | ) | $ | 15 | $ | 47 | $ | 55 | |||||||
Other comprehensive income before reclassifications:
|
||||||||||||||||
Gain on investments (net of taxes of $0, $0, and $3,
|
||||||||||||||||
respectively)
|
- | - | 5 | 5 | ||||||||||||
Amounts reclassified from other comprehensive income:
|
||||||||||||||||
Amortization of prior service cost (net of taxes of
|
||||||||||||||||
$2, $2, and $0, respectively)
(1)
|
3 | 3 | - | 6 | ||||||||||||
Amortization of net actuarial loss (net of taxes of
|
||||||||||||||||
$0, $0, and $0, respectively)
(1)
|
1 | 1 | - | 2 | ||||||||||||
Transfer to regulatory account (net of taxes of
|
||||||||||||||||
$2, $2, and $0, respectively)
(1)
|
(4 | ) | (4 | ) | - | (8 | ) | |||||||||
Realized gain on investments (net of taxes of
|
||||||||||||||||
$0, $0, and $10, respectively)
|
- | - | (16 | ) | (16 | ) | ||||||||||
Net current period other comprehensive loss
|
- | - | (11 | ) | (11 | ) | ||||||||||
Ending balance
|
$ | (7 | ) | $ | 15 | $ | 36 | $ | 44 | |||||||
Pension
|
Other
|
Other
|
||||||||||||||
Benefits
|
Benefits
|
Investments
|
Total
|
|||||||||||||
(in millions, net of income tax)
|
Three Months Ended June 30, 2013
|
|||||||||||||||
Beginning balance
|
$ | (28 | ) | $ | (73 | ) | $ | 10 | $ | (91 | ) | |||||
Other comprehensive income before reclassifications:
|
||||||||||||||||
Gain on investments (net of taxes of $0, $0, and $11,
|
||||||||||||||||
respectively)
|
- | - | 16 | 16 | ||||||||||||
Amounts reclassified from other comprehensive income:
(1)
|
||||||||||||||||
Amortization of prior service cost (net of taxes of
|
||||||||||||||||
$2, $2, and $0, respectively)
|
3 | 3 | - | 6 | ||||||||||||
Amortization of net actuarial loss (net of taxes of
|
||||||||||||||||
$12, $1, and $0, respectively)
|
16 | 1 | - | 17 | ||||||||||||
Transfer to regulatory account (net of taxes of
|
||||||||||||||||
$13, $0, and $0, respectively)
|
(19 | ) | - | - | (19 | ) | ||||||||||
Net current period other comprehensive income
|
- | 4 | 16 | 20 | ||||||||||||
Ending balance
|
$ | (28 | ) | $ | (69 | ) | $ | 26 | $ | (71 | ) | |||||
Pension
|
Other
|
Other
|
||||||||||||||
Benefits
|
Benefits
|
Investments
|
Total
|
|||||||||||||
(in millions, net of income tax)
|
Six Months Ended June 30, 2014
|
|||||||||||||||
Beginning balance
|
$ | (7 | ) | $ | 15 | $ | 42 | $ | 50 | |||||||
Other comprehensive income before reclassifications:
|
||||||||||||||||
Gain on investments (net of taxes of $0, $0, and $7,
|
||||||||||||||||
respectively)
|
- | - | 10 | 10 | ||||||||||||
Amounts reclassified from other comprehensive income:
|
||||||||||||||||
Amortization of prior service cost (net of taxes of
|
||||||||||||||||
$4, $4, and $0, respectively)
(1)
|
6 | 7 | - | 13 | ||||||||||||
Amortization of net actuarial loss (net of taxes of
|
||||||||||||||||
$0, $0, and $0, respectively)
(1)
|
1 | 1 | - | 2 | ||||||||||||
Transfer to regulatory account (net of taxes of
|
||||||||||||||||
$4, $4, and $0, respectively)
(1)
|
(7 | ) | (8 | ) | - | (15 | ) | |||||||||
Realized gain on investments (net of taxes of
|
||||||||||||||||
$0, $0, and $10, respectively)
|
- | - | (16 | ) | (16 | ) | ||||||||||
Net current period other comprehensive loss
|
- | - | (6 | ) | (6 | ) | ||||||||||
Ending balance
|
$ | (7 | ) | $ | 15 | $ | 36 | $ | 44 | |||||||
Pension
|
Other
|
Other
|
||||||||||||||
Benefits
|
Benefits
|
Investments
|
Total
|
|||||||||||||
(in millions, net of income tax)
|
Six Months Ended June 30, 2013
|
|||||||||||||||
Beginning balance
|
$ | (28 | ) | $ | (77 | ) | $ | 4 | $ | (101 | ) | |||||
Other comprehensive income before reclassifications:
|
||||||||||||||||
Gain on investments (net of taxes of $0, $0, and $15,
|
||||||||||||||||
respectively)
|
- | - | 22 | 22 | ||||||||||||
Amounts reclassified from other comprehensive income:
(1)
|
||||||||||||||||
Amortization of prior service cost (net of taxes of
|
||||||||||||||||
$4, $5, and $0, respectively)
|
6 | 6 | - | 12 | ||||||||||||
Amortization of net actuarial loss (net of taxes of
|
||||||||||||||||
$23, $1, and $0, respectively)
|
32 | 2 | - | 34 | ||||||||||||
Transfer to regulatory account (net of taxes of
|
||||||||||||||||
$26, $0, and $0, respectively)
|
(38 | ) | - | - | (38 | ) | ||||||||||
Net current period other comprehensive income
|
- | 8 | 22 | 30 | ||||||||||||
Ending balance
|
$ | (28 | ) | $ | (69 | ) | $ | 26 | $ | (71 | ) | |||||
Balance at
|
||||||||
June 30,
|
December 31,
|
|||||||
(in millions)
|
2014
|
2013
|
||||||
Pension benefits
|
$ | 1,415 | $ | 1,444 | ||||
Deferred income taxes
|
1,932 | 1,835 | ||||||
Utility retained generation
|
479 | 503 | ||||||
Environmental compliance costs
|
599 | 628 | ||||||
Price risk management
|
83 | 106 | ||||||
Electromechanical meters
|
103 | 135 | ||||||
Unamortized loss, net of gain, on reacquired debt
|
124 | 135 | ||||||
Other
|
86 | 127 | ||||||
Total long-term regulatory assets
|
$ | 4,821 | $ | 4,913 |
Balance at
|
||||||||
June 30,
|
December 31,
|
|||||||
(in millions)
|
2014
|
2013
|
||||||
Cost of removal obligations
|
$ | 3,978 | $ | 3,844 | ||||
Recoveries in excess of asset retirement obligations
|
754 | 748 | ||||||
Public purpose programs
|
677 | 587 | ||||||
Other
|
557 | 481 | ||||||
Total long-term regulatory liabilities
|
$ | 5,966 | $ | 5,660 |
Receivable
|
||||||||
Balance at
|
||||||||
June 30,
|
December 31,
|
|||||||
(in millions)
|
2014
|
2013
|
||||||
Electric distribution
|
$ | 455 | $ | 102 | ||||
Utility generation
|
257 | 57 | ||||||
Gas distribution
|
154 | 70 | ||||||
Energy procurement
|
486 | 410 | ||||||
Public purpose programs
|
39 | 56 | ||||||
Other
|
354 | 429 | ||||||
Total regulatory balancing accounts receivable
|
$ | 1,745 | $ | 1,124 |
Payable
|
||||||||
Balance at
|
||||||||
June 30,
|
December 31,
|
|||||||
(in millions)
|
2014
|
2013
|
||||||
Energy procurement
|
$ | 298 | $ | 298 | ||||
Public purpose programs
|
199 | 171 | ||||||
Other
|
572 | 539 | ||||||
Total regulatory balancing accounts payable
|
$ | 1,069 | $ | 1,008 |
Letters of
|
|||||||||||||||||||||||||
Termination
|
Facility
|
Credit
|
Commercial
|
Facility
|
|||||||||||||||||||||
(in millions)
|
Date
|
Limit
|
Outstanding
|
Borrowings
|
Paper
|
Availability
|
|||||||||||||||||||
PG&E Corporation
|
April 2019
|
$ | 300 | (1) | $ | - | $ | - | $ | 112 | $ | 188 | |||||||||||||
Utility
|
April 2019
|
3,000 | (2) | 86 | $ | - | 1,041 | 1,873 | |||||||||||||||||
Total revolving
|
|||||||||||||||||||||||||
credit facilities
|
$ | 3,300 | $ | 86 | $ | - | $ | 1,153 | $ | 2,061 | |||||||||||||||
PG&E Corporation
|
Utility
|
|||||||
Total
|
Total
|
|||||||
(in millions)
|
Equity
|
Shareholders' Equity
|
||||||
Balance at December 31, 2013
|
$ | 14,594 | $ | 14,841 | ||||
Comprehensive income
|
495 | 478 | ||||||
Equity contributions
|
- | 580 | ||||||
Common stock issued
|
599 | - | ||||||
Share-based compensation
|
27 | (5 | ) | |||||
Common stock dividends declared
|
(428 | ) | (358 | ) | ||||
Preferred stock dividend requirement
|
- | (7 | ) | |||||
Preferred stock dividend requirement of subsidiary
|
(7 | ) | - | |||||
Balance at June 30, 2014
|
$ | 15,280 | $ | 15,529 | ||||
·
|
During the six months ended June 30, 2014, 4 million shares were issued for cash proceeds of $160 million under the PG&E Corporation 401(k) plan, the Dividend Reinvestment and Stock Purchase Plan, and share-based compensation plans; and
|
·
|
During the three and six months ended June 30, 2014, PG&E Corporation sold 5 and 10 million shares under the February 2014 equity distribution agreement for cash proceeds of $206 and $429 million, net of commissions paid of $2 and $4 million, respectively.
|
Three Months Ended
|
Six Months Ended
|
|||||||||||||||
June 30,
|
June 30,
|
|||||||||||||||
(in millions, except per share amounts)
|
2014
|
2013
|
2014
|
2013
|
||||||||||||
Income available for common shareholders
|
$ | 267 | $ | 328 | $ | 494 | $ | 567 | ||||||||
Weighted average common shares outstanding, basic
|
467 | 442 | 463 | 438 | ||||||||||||
Add incremental shares from assumed conversions:
|
||||||||||||||||
Employee share-based compensation
|
2 | 1 | 2 | 1 | ||||||||||||
Weighted average common share outstanding, diluted
|
469 | 443 | 465 | 439 | ||||||||||||
Total earnings per common share, diluted
|
$ | 0.57 | $ | 0.74 | $ | 1.06 | $ | 1.29 |
Contract Volume
(1)
|
|||||||||||||||||
1 Year or
|
3 Years or
|
||||||||||||||||
Greater but
|
Greater but
|
||||||||||||||||
Less Than 1
|
Less Than 3
|
Less Than 5
|
5 Years or
|
||||||||||||||
Underlying Product
|
Instruments
|
Year
|
Years
|
Years
|
Greater
(2)
|
||||||||||||
Natural Gas
(3)
|
Forwards and
|
||||||||||||||||
(MMBtus
(4)
)
|
Swaps
|
253,455,503 | 68,107,500 | 5,370,000 | - | ||||||||||||
Options
|
118,345,529 | 56,101,311 | 1,800,000 | - | |||||||||||||
Electricity
|
Forwards and
|
||||||||||||||||
(Megawatt-hours)
|
Swaps
|
1,750,584 | 1,956,498 | 1,735,012 | 1,200,183 | ||||||||||||
Congestion
|
|||||||||||||||||
Revenue Rights
|
60,291,148 | 86,200,035 | 50,662,422 | 25,365,949 | |||||||||||||
Contract Volume
(1)
|
|||||||||||||||||
1 Year or
|
3 Years or
|
||||||||||||||||
Greater but
|
Greater but
|
||||||||||||||||
Less Than 1
|
Less Than 3
|
Less Than 5
|
5 Years or
|
||||||||||||||
Underlying Product
|
Instruments
|
Year
|
Years
|
Years
|
Greater
(2)
|
||||||||||||
Natural Gas
(3)
|
Forwards and
|
||||||||||||||||
(MMBtus
(4)
)
|
Swaps
|
243,213,288 | 79,735,000 | 8,892,500 | - | ||||||||||||
Options
|
169,123,208 | 87,689,708 | 3,450,000 | - | |||||||||||||
Electricity
|
Forwards and
|
||||||||||||||||
(Megawatt-hours)
|
Swaps
|
2,537,023 | 2,009,505 | 2,008,046 | 1,534,695 | ||||||||||||
Congestion
|
|||||||||||||||||
Revenue Rights
|
73,510,440 | 83,747,782 | 63,718,517 | 29,945,852 | |||||||||||||
Commodity Risk
|
||||||||||||||||
Gross Derivative
|
Total Derivative
|
|||||||||||||||
(in millions)
|
Balance
|
Netting
|
Cash Collateral
|
Balance
|
||||||||||||
Current assets – other
|
$ | 61 | $ | (6 | ) | $ | 8 | $ | 63 | |||||||
Other noncurrent assets – other
|
88 | (2 | ) | - | 86 | |||||||||||
Current liabilities – other
|
(70 | ) | 6 | 18 | (46 | ) | ||||||||||
Noncurrent liabilities – other
|
(85 | ) | 2 | - | (83 | ) | ||||||||||
Net commodity risk
|
$ | (6 | ) | $ | - | $ | 26 | $ | 20 |
Commodity Risk
|
||||||||||||||||
Gross Derivative
|
Total Derivative
|
|||||||||||||||
(in millions)
|
Balance
|
Netting
|
Cash Collateral
|
Balance
|
||||||||||||
Current assets – other
|
$ | 42 | $ | (10 | ) | $ | 16 | $ | 48 | |||||||
Other noncurrent assets – other
|
99 | (4 | ) | - | 95 | |||||||||||
Current liabilities – other
|
(122 | ) | 10 | 69 | (43 | ) | ||||||||||
Noncurrent liabilities – other
|
(110 | ) | 4 | 2 | (104 | ) | ||||||||||
Net commodity risk
|
$ | (91 | ) | $ | - | $ | 87 | $ | (4 | ) |
Commodity Risk
|
||||||||||||||||
Three Months Ended
|
Six Months Ended
|
|||||||||||||||
June 30,
|
June 30,
|
|||||||||||||||
(in millions)
|
2014
|
2013
|
2014
|
2013
|
||||||||||||
Unrealized gain (loss) - regulatory assets and liabilities
(1)
|
$ | 27 | $ | (23 | ) | $ | 85 | $ | 75 | |||||||
Realized loss - cost of electricity
(2)
|
(8 | ) | (31 | ) | (26 | ) | (79 | ) | ||||||||
Realized loss - cost of natural gas
(2)
|
(3 | ) | (4 | ) | (3 | ) | (12 | ) | ||||||||
Net commodity risk
|
$ | 16 | $ | (58 | ) | $ | 56 | $ | (16 | ) | ||||||
Balance at
|
||||||||
June 30,
|
December 31,
|
|||||||
(in millions)
|
2014
|
2013
|
||||||
Derivatives in a liability position with credit risk-related
|
||||||||
contingencies that are not fully collateralized
|
$ | (36 | ) | $ | (79 | ) | ||
Related derivatives in an asset position
|
2 | 4 | ||||||
Collateral posting in the normal course of business related to
|
||||||||
these derivatives
|
21 | 65 | ||||||
Net position of derivative contracts/additional collateral
|
||||||||
posting requirements
(1)
|
$ | (13 | ) | $ | (10 | ) | ||
·
|
Level 1 –
Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.
|
·
|
Level 2 –
Other inputs that are directly or indirectly observable in the marketplace.
|
·
|
Level 3 –
Unobservable inputs which are supported by little or no market activities.
|
Fair Value Measurements
|
||||||||||||||||||||
At June 30, 2014
|
||||||||||||||||||||
(in millions)
|
Level 1
|
Level 2
|
Level 3
|
Netting
(1)
|
Total
|
|||||||||||||||
Assets:
|
||||||||||||||||||||
Money market investments
|
$ | 63 | $ | - | $ | - | $ | - | $ | 63 | ||||||||||
Nuclear decommissioning trusts
|
||||||||||||||||||||
Money market investments
|
19 | - | - | - | 19 | |||||||||||||||
U.S. equity securities
|
1,128 | 12 | - | - | 1,140 | |||||||||||||||
Non-U.S. equity securities
|
457 | 2 | - | - | 459 | |||||||||||||||
U.S. government and agency securities
|
732 | 173 | - | - | 905 | |||||||||||||||
Municipal securities
|
- | 55 | - | - | 55 | |||||||||||||||
Other fixed-income securities
|
- | 172 | - | - | 172 | |||||||||||||||
Total nuclear decommissioning trusts
(2)
|
2,336 | 414 | - | - | 2,750 | |||||||||||||||
Price risk management instruments
|
||||||||||||||||||||
(Note 7)
|
||||||||||||||||||||
Electricity
|
5 | 31 | 105 | 1 | 142 | |||||||||||||||
Gas
|
- | 8 | - | (1 | ) | 7 | ||||||||||||||
Total price risk management instruments
|
5 | 39 | 105 | - | 149 | |||||||||||||||
Rabbi trusts
|
||||||||||||||||||||
Fixed-income securities
|
- | 41 | - | - | 41 | |||||||||||||||
Life insurance contracts
|
- | 72 | - | - | 72 | |||||||||||||||
Total rabbi trusts
|
- | 113 | - | - | 113 | |||||||||||||||
Long-term disability trust
|
||||||||||||||||||||
Money market investments
|
5 | - | - | - | 5 | |||||||||||||||
U.S. equity securities
|
- | 12 | - | - | 12 | |||||||||||||||
Non-U.S. equity securities
|
- | 11 | - | - | 11 | |||||||||||||||
Fixed-income securities
|
- | 114 | - | - | 114 | |||||||||||||||
Total long-term disability trust
|
5 | 137 | - | - | 142 | |||||||||||||||
Other investments
|
71 | - | - | - | 71 | |||||||||||||||
Total assets
|
$ | 2,480 | $ | 703 | $ | 105 | $ | - | $ | 3,288 | ||||||||||
Liabilities:
|
||||||||||||||||||||
Price risk management instruments
|
||||||||||||||||||||
(Note 7)
|
||||||||||||||||||||
Electricity
|
$ | 6 | $ | 29 | $ | 116 | $ | (25 | ) | $ | 126 | |||||||||
Gas
|
- | 4 | - | (1 | ) | 3 | ||||||||||||||
Total liabilities
|
$ | 6 | $ | 33 | $ | 116 | $ | (26 | ) | $ | 129 | |||||||||
Fair Value Measurements
|
||||||||||||||||||||
At December 31, 2013
|
||||||||||||||||||||
(in millions)
|
Level 1
|
Level 2
|
Level 3
|
Netting
(1)
|
Total
|
|||||||||||||||
Assets:
|
||||||||||||||||||||
Money market investments
|
$ | 226 | $ | - | $ | - | $ | - | $ | 226 | ||||||||||
Nuclear decommissioning trusts
|
||||||||||||||||||||
Money market investments
|
38 | - | - | - | 38 | |||||||||||||||
U.S. equity securities
|
1,046 | 11 | - | - | 1,057 | |||||||||||||||
Non-U.S. equity securities
|
457 | - | - | - | 457 | |||||||||||||||
U.S. government and agency securities
|
760 | 156 | - | - | 916 | |||||||||||||||
Municipal securities
|
- | 25 | - | - | 25 | |||||||||||||||
Other fixed-income securities
|
- | 162 | - | - | 162 | |||||||||||||||
Total nuclear decommissioning trusts
(2)
|
2,301 | 354 | - | - | 2,655 | |||||||||||||||
Price risk management instruments
|
||||||||||||||||||||
(Note 7)
|
||||||||||||||||||||
Electricity
|
2 | 27 | 107 | 3 | 139 | |||||||||||||||
Gas
|
- | 5 | - | (1 | ) | 4 | ||||||||||||||
Total price risk management instruments
|
2 | 32 | 107 | 2 | 143 | |||||||||||||||
Rabbi trusts
|
||||||||||||||||||||
Fixed-income securities
|
- | 39 | - | - | 39 | |||||||||||||||
Life insurance contracts
|
- | 70 | - | - | 70 | |||||||||||||||
Total rabbi trusts
|
- | 109 | - | - | 109 | |||||||||||||||
Long-term disability trust
|
||||||||||||||||||||
Money market investments
|
9 | - | - | - | 9 | |||||||||||||||
U.S. equity securities
|
- | 14 | - | - | 14 | |||||||||||||||
Non-U.S. equity securities
|
- | 12 | - | - | 12 | |||||||||||||||
Fixed-income securities
|
- | 122 | - | - | 122 | |||||||||||||||
Total long-term disability trust
|
9 | 148 | - | - | 157 | |||||||||||||||
Other investments
|
84 | - | - | - | 84 | |||||||||||||||
Total assets
|
$ | 2,622 | $ | 643 | $ | 107 | $ | 2 | $ | 3,374 | ||||||||||
Liabilities:
|
||||||||||||||||||||
Price risk management instruments
|
||||||||||||||||||||
(Note 7)
|
||||||||||||||||||||
Electricity
|
$ | 19 | $ | 72 | $ | 137 | $ | (84 | ) | $ | 144 | |||||||||
Gas
|
1 | 3 | - | (1 | ) | 3 | ||||||||||||||
Total liabilities
|
$ | 20 | $ | 75 | $ | 137 | $ | (85 | ) | $ | 147 | |||||||||
Fair Value at
|
||||||||||||||
(in millions)
|
December 31, 2013
|
|||||||||||||
Fair Value Measurement
|
Assets
|
Liabilities
|
Valuation Technique
|
Unobservable Input
|
Range
(1)
|
|||||||||
Congestion revenue rights
|
$ | 107 | $ | 32 |
Market approach
|
CRR auction prices
|
$ | (6.47) - 12.04 | ||||||
Power purchase agreements
|
$ | - | $ | 105 |
Discounted cash flow
|
Forward prices
|
$ | 23.43 - 51.75 | ||||||
Price Risk Management Instruments
|
||||||||
(in millions)
|
2014
|
2013
|
||||||
Liability balance as of April 1
|
$ | (22 | ) | $ | (75 | ) | ||
Net realized and unrealized gains:
|
||||||||
Included in regulatory assets and liabilities or balancing accounts
(1)
|
11 | (1 | ) | |||||
Liability balance as of June 30
|
$ | (11 | ) | $ | (76 | ) | ||
Price Risk Management Instruments
|
||||||||
(in millions)
|
2014
|
2013
|
||||||
Liability balance as of January 1
|
$ | (30 | ) | $ | (79 | ) | ||
Realized and unrealized gains (losses):
|
||||||||
Included in regulatory assets and liabilities or balancing accounts
(1)
|
19 | 3 | ||||||
Liability balance as of June 30
|
$ | (11 | ) | $ | (76 | ) | ||
·
|
The fair values of cash, restricted cash, net accounts receivable, short-term borrowings, accounts payable, customer deposits, and the Utility’s variable rate pollution control bond loan agreements approximate their carrying values at June 30, 2014 and December 31, 2013, as they are short-term in nature or have interest rates that reset daily.
|
·
|
The fair values of the Utility’s fixed-rate senior notes and fixed-rate pollution control bonds and PG&E Corporation’s fixed-rate senior notes were based on quoted market prices at June 30, 2014 and December 31, 2013.
|
At June 30, 2014
|
At December 31, 2013
|
|||||||||||||||
(in millions)
|
Carrying Amount
|
Level 2 Fair Value
|
Carrying Amount
|
Level 2 Fair Value
|
||||||||||||
PG&E Corporation
|
$ | 349 | $ | 354 | $ | 350 | $ | 354 | ||||||||
Utility
|
12,694 | 14,402 | 12,334 | 13,444 |
Total
|
Total
|
|||||||||||||||
Amortized
|
Unrealized
|
Unrealized
|
Total Fair
|
|||||||||||||
(in millions)
|
Cost
|
Gains
|
Losses
|
Value
|
||||||||||||
As of June 30, 2014
|
||||||||||||||||
Nuclear decommissioning trusts
|
||||||||||||||||
Money market investments
|
$ | 19 | $ | - | $ | - | $ | 19 | ||||||||
Equity securities
|
||||||||||||||||
U.S.
|
266 | 874 | - | 1,140 | ||||||||||||
Non-U.S.
|
253 | 207 | (1 | ) | 459 | |||||||||||
Debt securities
|
||||||||||||||||
U.S. government and agency securities
|
847 | 60 | (2 | ) | 905 | |||||||||||
Municipal securities
|
52 | 3 | - | 55 | ||||||||||||
Other fixed-income securities
|
171 | 2 | (1 | ) | 172 | |||||||||||
Total nuclear decommissioning trusts
(1)
|
1,608 | 1,146 | (4 | ) | 2,750 | |||||||||||
Other investments
|
9 | 62 | - | 71 | ||||||||||||
Total
|
$ | 1,617 | $ | 1,208 | $ | (4 | ) | $ | 2,821 | |||||||
As of December 31, 2013
|
||||||||||||||||
Nuclear decommissioning trusts
|
||||||||||||||||
Money market investments
|
$ | 38 | $ | - | $ | - | $ | 38 | ||||||||
Equity securities
|
||||||||||||||||
U.S.
|
246 | 811 | - | 1,057 | ||||||||||||
Non-U.S.
|
215 | 242 | - | 457 | ||||||||||||
Debt securities
|
||||||||||||||||
U.S. government and agency securities
|
870 | 51 | (5 | ) | 916 | |||||||||||
Municipal securities
|
24 | 2 | (1 | ) | 25 | |||||||||||
Other fixed-income securities
|
163 | 1 | (2 | ) | 162 | |||||||||||
Total nuclear decommissioning trusts
(1)
|
1,556 | 1,107 | (8 | ) | 2,655 | |||||||||||
Other investments
|
13 | 71 | - | 84 | ||||||||||||
Total
|
$ | 1,569 | $ | 1,178 | $ | (8 | ) | $ | 2,739 | |||||||
As of
|
||||
(in millions)
|
June 30, 2014
|
|||
Less than 1 year
|
$ | 16 | ||
1–5 years
|
502 | |||
5–10 years
|
248 | |||
More than 10 years
|
366 | |||
Total maturities of debt securities
|
$ | 1,132 |
Three Months Ended
|
Six Months Ended
|
|||||||||||||||
June 30,
|
June 30,
|
|||||||||||||||
2014
|
2013
|
2014
|
2013
|
|||||||||||||
(in millions)
|
||||||||||||||||
Proceeds from sales and maturities of nuclear decommissioning
|
||||||||||||||||
trust investments
|
$ | 347 | $ | 432 | $ | 877 | $ | 795 | ||||||||
Gross realized gains on securities held as available-for-sale
|
28 | 25 | 84 | 37 | ||||||||||||
Gross realized losses on securities held as available-for-sale
|
(2 | ) | (5 | ) | (3 | ) | (6 | ) |
Balance at
|
||||||||
(in millions)
|
June 30, 2014
|
December 31, 2013
|
||||||
Topock natural gas compressor station
(1)
|
$ | 269 | $ | 264 | ||||
Hinkley natural gas compressor station
(1)
|
170 | 190 | ||||||
Former manufactured gas plant sites owned by the Utility or third parties
|
183 | 184 | ||||||
Utility-owned generation facilities (other than fossil fuel-fired),
other facilities, and third-party disposal sites
|
157 | 160 | ||||||
Fossil fuel-fired generation facilities and sites
|
99 | 102 | ||||||
Total environmental remediation liability
|
$ | 878 | $ | 900 | ||||
Three Months
|
Six Months
|
|||||||||||||||
Ended June 30,
|
Ended June 30,
|
|||||||||||||||
EPS
|
EPS
|
|||||||||||||||
(in millions, except per share amounts)
|
Earnings
|
(Diluted)
|
Earnings
|
(Diluted)
|
||||||||||||
Income Available for Common Shareholders - 2013
|
$ | 328 | $ | 0.74 | $ | 567 | $ | 1.29 | ||||||||
Natural gas matters
(1)
|
(40 | ) | (0.08 | ) | (27 | ) | (0.06 | ) | ||||||||
Growth in rate base earnings
(2)
|
6 | 0.01 | 11 | 0.02 | ||||||||||||
Timing of 2014 GRC expense recovery
(3)
|
(21 | ) | (0.04 | ) | (41 | ) | (0.08 | ) | ||||||||
Increase in shares outstanding
(4)
|
- | (0.04 | ) | - | (0.07 | ) | ||||||||||
Other
|
(6 | ) | (0.02 | ) | (16 | ) | (0.04 | ) | ||||||||
Income Available for Common Shareholders - 2014
|
$ | 267 | $ | 0.57 | $ | 494 | $ | 1.06 | ||||||||
|
(1)
Represents the increase in net costs related to natural gas matters during t
he three and
six
months ended
June 30,
2014 as compared to the same periods in 2013. These amounts are not recoverable through rates. See “Operating and Maintenance” below.
|
|
(2)
Represents the impact of the increase in rate base as authorized in
various rate cases during the three and
six
months ended
June 30,
2014 as compared to the same periods in 2013
.
|
|
(3)
Represents additional capital-related expenses during the three and
six
months ended June 30, 2014 as compared to the same periods in 2013, with no corresponding increase in revenue. The CPUC has not yet issued a final decision on the Utility’s 2014 GRC request to increase revenues beginning on January 1, 2014. Upon receipt of a final decision, the Utility has been authorized to collect any final adopted increase in revenue requirements from January 1, 2014.
|
|
(4)
Represents the impact of a higher number of weighted average shares of common stock outstanding during t
he three and
six
months ended
June 30,
2014 as compared to the same periods in 2013. PG&E Corporation issues shares to fund its equity contributions to the Utility to maintain the Utility’s capital structure and fund operations, including unrecovered expenses related to natural gas matters.
|
·
|
The Timing and Outcome of Ratemaking Proceedings
. The majority of the Utility’s revenue requirements for the next several years will be determined by the outcomes of the 2014 GRC and the 2015 GT&S rate case. A proposed decision was recently issued in the Utility’s GRC that recommended an increase in 2014 revenue requirements of $453 million, or 6.8% over currently authorized amounts, compared to the Utility’s requested increase of $1,160 million. The proposed decision also recommended attrition increases of $322 million for 2015 and $371 million for 2016. Upon receipt of a final decision, the Utility has been authorized to collect any final adopted increase in revenue requirements from January 1, 2014. (See “2014 General Rate Case” below.) In the GT&S rate case, the Utility is seeking an increase in its 2015 revenue requirements of $555 million over the comparable authorized revenues for 2014, as well as attrition increases for 2016 and 2017. After the CPUC issues a final decision, the Utility’s authorized revenue requirements will be adjusted as of January 1, 2015. (See “2015 Gas Transmission and Storage Rate Case” below.) In addition, the Utility has two transmission owner rate cases pending at the FERC. (See “FERC Transmission Owner Rate Cases” below.) The positions taken by the intervening parties in these proceedings are often contentious and the outcome can be affected by many factors, including general economic conditions, the level of customer rates, regulatory policies, and political considerations.
|
·
|
The Ability of the Utility to Control Operating Costs and Capital Expenditures.
Net income is negatively affected when the authorized revenues are not sufficient for the Utility to recover the costs it actually incurs to provide utility services. (See “Results of Operations – Utility Revenues and Costs That Impact Earnings” below.) During the last GRC and GT&S rate case periods, the Utility incurred costs to improve the safety and reliability of its electric and natural gas operations that materially exceeded annual authorized revenues. PG&E Corporation’s and the Utility’s future results of operations, financial condition, and cash flows could be materially affected if the Utility’s actual costs differ from the amounts assumed or authorized in the final 2014 GRC and 2015 GT&S rate case decisions. (See “Regulatory Matters” below.) The Utility also forecasts that in 2014 it will incur unrecovered pipeline-related expenses ranging from $350 million to $450 million, including costs to perform continuing work under the Utility’s PSEP and other gas transmission safety work, as well as legal and other expenses. The Utility also could record charges in 2014 for PSEP capital if the Utility’s cost forecasts increase. (See “Pipeline Safety Enhancement Plan” below.) Differences between the amount or timing of the Utility’s actual costs and forecasted or authorized amounts may affect the Utility’s ability to earn its authorized ROE.
|
·
|
The Outcome of Pending Investigations and Enforcement Matters.
Three CPUC investigations are still pending against the Utility related to its natural gas operations and the San Bruno accident. It is uncertain when the outcome of these investigations will be determined. Under the SED’s penalty recommendation, the Utility estimates that its total unrecovered costs and fines related to natural gas transmission operations would be about $4.5 billion. (See “Pending CPUC Investigations” below.)
The U.S. Attorney’s Office has filed a superseding criminal indictment against the Utility alleging that it violated the Pipeline Safety Act and illegally obstructed the NTSB’s investigation of the San Bruno accident that occurred on September 9, 2010. Based on the superseding indictment’s allegation that the Utility derived gross gains of approximately $281 million, and that victims suffered losses of approximately $565 million, the maximum alternative fine would be approximately $1.13 billion.
(See “Criminal Indictment” and “Item 1.A. Risk Factors” below.) In addition, fines may be imposed, or other regulatory or governmental enforcement action could be taken, with respect to the natural gas matters described under “Other Enforcement Matters” below.
|
·
|
The Amount and Timing of the Utility’s Financing Needs
. PG&E Corporation contributes equity to the Utility as needed to maintain the Utility’s CPUC-authorized capital structure. For the six months ended June 30, 2014, PG&E Corporation issued common stock of $589 million and made equity contributions to the Utility of $580 million. PG&E Corporation forecasts that it will continue issuing a material amount of equity in 2014, primarily to support the Utility’s capital expenditures and to fund unrecovered costs. Depending on the outcome of the pending investigations and other enforcement matters described above, PG&E Corporation may be required to issue additional common stock to fund its equity contributions as the Utility pays fines and incurs additional unrecovered pipeline-related costs. These additional issuances could have a material dilutive effect on PG&E Corporation’s EPS. PG&E Corporation’s and the Utility’s ability to access the capital markets and the terms and rates of future financings could be affected by changes in their respective credit ratings, the outcome of the matters discussed under “Natural Gas Matters” below, general economic and market conditions, and other factors.
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
|||||||||||||||
(in millions)
|
2014
|
2013
|
2014
|
2013
|
||||||||||||
Consolidated Total
|
$ | 267 | $ | 328 | $ | 494 | $ | 567 | ||||||||
PG&E Corporation
|
21 | 3 | 23 | 8 | ||||||||||||
Utility
|
$ | 246 | $ | 325 | $ | 471 | $ | 559 |
Three Months Ended June 30, 2014
|
Three Months Ended June 30, 2013
|
|||||||||||||||||||||||
Revenues/Costs:
|
Revenues/Costs:
|
|||||||||||||||||||||||
(in millions)
|
That Impacted Earnings
|
That Did Not Impact Earnings
|
Total Utility
|
That Impacted Earnings
|
That Did Not Impact Earnings
|
Total Utility
|
||||||||||||||||||
Electric operating revenues
|
$ | 1,632 | $ | 1,600 | $ | 3,232 | $ | 1,611 | $ | 1,446 | $ | 3,057 | ||||||||||||
Natural gas operating revenues
|
454 | 265 | 719 | 431 | 287 | 718 | ||||||||||||||||||
Total operating revenues
|
2,086 | 1,865 | 3,951 | 2,042 | 1,733 | 3,775 | ||||||||||||||||||
Cost of electricity
|
- | 1,349 | 1,349 | - | 1,189 | 1,189 | ||||||||||||||||||
Cost of natural gas
|
- | 200 | 200 | - | 179 | 179 | ||||||||||||||||||
Operating and maintenance
|
1,005 | 316 | 1,321 | 891 | 365 | 1,256 | ||||||||||||||||||
Depreciation, amortization, and decommissioning
|
556 | - | 556 | 516 | - | 516 | ||||||||||||||||||
Total operating expenses
|
1,561 | 1,865 | 3,426 | 1,407 | 1,733 | 3,140 | ||||||||||||||||||
Operating income
|
525 | - | 525 | 635 | - | 635 | ||||||||||||||||||
Interest income
(1)
|
3 | 3 | ||||||||||||||||||||||
Interest expense
(1)
|
(185 | ) | (171 | ) | ||||||||||||||||||||
Other income, net
(1)
|
17 | 22 | ||||||||||||||||||||||
Income before income taxes
|
360 | 489 | ||||||||||||||||||||||
Income tax provision
(1)
|
110 | 160 | ||||||||||||||||||||||
Net income
|
250 | 329 | ||||||||||||||||||||||
Preferred stock dividend requirement
(1)
|
4 | 4 | ||||||||||||||||||||||
Income Available for Common Stock
|
$ | 246 | $ | 325 | ||||||||||||||||||||
Six Months Ended June 30, 2014
|
Six Months Ended June 30, 2013
|
|||||||||||||||||||||||
Revenues/Costs:
|
Revenues/Costs:
|
|||||||||||||||||||||||
(in millions)
|
That Impacted Earnings
|
That Did Not Impact Earnings
|
Total Utility
|
That Impacted Earnings
|
That Did Not Impact Earnings
|
Total Utility
|
||||||||||||||||||
Electric operating revenues
|
$ | 3,217 | $ | 3,015 | $ | 6,232 | $ | 3,198 | $ | 2,657 | $ | 5,855 | ||||||||||||
Natural gas operating revenues
|
925 | 684 | 1,609 | 870 | 721 | 1,591 | ||||||||||||||||||
Total operating revenues
|
4,142 | 3,699 | 7,841 | 4,068 | 3,378 | 7,446 | ||||||||||||||||||
Cost of electricity
|
- | 2,559 | 2,559 | - | 2,172 | 2,172 | ||||||||||||||||||
Cost of natural gas
|
- | 560 | 560 | - | 525 | 525 | ||||||||||||||||||
Operating and maintenance
|
2,038 | 580 | 2,618 | 1,911 | 681 | 2,592 | ||||||||||||||||||
Depreciation, amortization, and decommissioning
|
1,094 | - | 1,094 | 1,019 | - | 1,019 | ||||||||||||||||||
Total operating expenses
|
3,132 | 3,699 | 6,831 | 2,930 | 3,378 | 6,308 | ||||||||||||||||||
Operating income
|
1,010 | - | 1,010 | 1,138 | - | 1,138 | ||||||||||||||||||
Interest income
(1)
|
5 | 4 | ||||||||||||||||||||||
Interest expense
(1)
|
(364 | ) | (341 | ) | ||||||||||||||||||||
Other income, net
(1)
|
37 | 46 | ||||||||||||||||||||||
Income before income taxes
|
688 | 847 | ||||||||||||||||||||||
Income tax provision
(1)
|
210 | 281 | ||||||||||||||||||||||
Net income
|
478 | 566 | ||||||||||||||||||||||
Preferred stock dividend requirement
(1)
|
7 | 7 | ||||||||||||||||||||||
Income Available for Common Stock
|
$ | 471 | $ | 559 | ||||||||||||||||||||
Three Months Ended June 30,
|
Six Months Ended June 30,
|
|||||||||||||||
(in millions)
|
2014
|
2013
|
2014
|
2013
|
||||||||||||
Pipeline-related expenses
(1)
|
$ | 97 | $ | 74 | $ | 137 | $ | 136 | ||||||||
Insurance recoveries
|
- | (45 | ) | - | (45 | ) | ||||||||||
Total natural gas matters
|
$ | 97 | $ | 29 | $ | 137 | $ | 91 | ||||||||
|
(1)
Includes $58 million for work performed under the PSEP and $64 million for other gas safety-related work for the six months ended June 30, 2014. See “Natural Gas Matters” below.
|
·
|
During the six months ended June 30, 2014, 4 million shares were issued for cash proceeds of $160 million under the PG&E Corporation 401(k) plan, the Dividend Reinvestment and Stock Purchase Plan, and share-based compensation plans; and
|
·
|
During the three and six months ended June 30, 2014, PG&E Corporation sold 5 and 10 million shares under the February 2014 equity distribution agreement for cash proceeds of $206 and $429 million, net of commissions paid of $2 and $4 million, respectively.
|
Letters of
|
||||||||||||||||||||||
Termination
|
Facility
|
Credit
|
Commercial
|
Facility
|
||||||||||||||||||
(in millions)
|
Date
|
Limit
|
Outstanding
|
Borrowings
|
Paper
|
Availability
|
||||||||||||||||
PG&E Corporation
|
April 2019
|
$ | 300 | (1) | $ | - | $ | - | $ | 112 | $ | 188 | ||||||||||
Utility
|
April 2019
|
3,000 | (2) | 86 | - | 1,041 | 1,873 | |||||||||||||||
Total revolving
|
||||||||||||||||||||||
credit facilities
|
$ | 3,300 | $ | 86 | $ | - | $ | 1,153 | $ | 2,061 | ||||||||||||
Six Months Ended June 30,
|
||||||||
(in millions)
|
2014
|
2013
|
||||||
Net income
|
$ | 478 | $ | 566 | ||||
Adjustments to reconcile net income to net cash provided by operating
|
||||||||
activities:
|
||||||||
Depreciation, amortization, and decommissioning
|
1,094 | 1,019 | ||||||
Allowance for equity funds used during construction
|
(46 | ) | (52 | ) | ||||
Deferred income taxes and tax credits, net
|
18 | 337 | ||||||
Other
|
108 | 126 | ||||||
Net effect of changes in operating assets and liabilities
|
(391 | ) | (532 | ) | ||||
Net cash provided by operating activities
|
$ | 1,261 | $ | 1,464 |
·
|
the timing and outcome of ratemaking proceedings, including the 2014 GRC and 2015 GT&S rate cases;
|
·
|
the timing and amount of tax payments, tax refunds, net collateral payments, and interest payments;
|
·
|
the timing and amount of insurance recoveries related to third-party claims (see “Natural Gas Matters” below);
|
·
|
the timing and amount of fines or penalties that may be imposed, as well as any costs associated with remedial actions the Utility may be required to implement (see “Natural Gas Matters” below);
|
·
|
the timing and amount of costs the Utility incurs, but does not recover, to improve the safety and reliability of its natural gas system (see “Operating and Maintenance” above and “Natural Gas Matters” below); and
|
·
|
the timing of the resolution of the Chapter 11 disputed claims and the amount of interest on these claims that the Utility will be required to pay (see Note 9 of the Notes to the Condensed Consolidated Financial Statements).
|
Six Months Ended June 30,
|
||||||||
(in millions)
|
2014
|
2013
|
||||||
Capital expenditures
|
$ | (2,320 | ) | $ | (2,521 | ) | ||
Decrease in restricted cash
|
2 | 25 | ||||||
Proceeds from sales and maturities of nuclear decommissioning trust investments
|
877 | 795 | ||||||
Purchases of nuclear decommissioning trust investments
|
(873 | ) | (786 | ) | ||||
Other
|
17 | 8 | ||||||
Net cash used in investing activities
|
$ | (2,297 | ) | $ | (2,479 | ) |
Six Months Ended June 30,
|
||||||||
(in millions)
|
2014
|
2013
|
||||||
Net issuances of commercial paper, net of discount of $1 at respective dates
|
$ | 125 | $ | 321 | ||||
Proceeds from issuance of short-term debt, net of issuance costs
|
300 | - | ||||||
Proceeds from issuance of long-term debt, net of premium, discount, and issuance
|
||||||||
costs of $11 and $8 at respective dates
|
889 | 742 | ||||||
Repayments of long-term debt
|
(539 | ) | (461 | ) | ||||
Preferred stock dividends paid
|
(7 | ) | (7 | ) | ||||
Common stock dividends paid
|
(358 | ) | (358 | ) | ||||
Equity contribution
|
580 | 665 | ||||||
Other
|
51 | (20 | ) | |||||
Net cash provided by financing activities
|
$ | 1,041 | $ | 882 |
Cumulative | Six Months Ended | Cumulative | ||||||||||
(in millions)
|
December 31, 2013
|
June 30, 2014
|
June 30, 2014
|
|||||||||
Pipeline-related expenses
(1)
|
$ | 1,410 | $ | 137 | $ | 1,547 | ||||||
Disallowed capital
(2)
|
549 | - | 549 | |||||||||
Accrued fines
(3)
|
239 | - | 239 | |||||||||
Third-party liability claims
(4)
|
565 | - | 565 | |||||||||
Insurance recoveries
(4)
|
(354 | ) | - | (354 | ) | |||||||
Contribution to City of San Bruno
|
70 | - | 70 | |||||||||
Total natural gas matters
|
$ | 2,479 | $ | 137 | $ | 2,616 | ||||||
(1)
|
Cumulative costs through June 30, 2014 included PSEP expenses of approximately $794 million and other gas safety-related work of $411 million. The Utility forecasts that it will incur total unrecovered pipeline-related expenses ranging from $350 million to $450 million in 2014.
|
(2)
|
See “Pipeline Safety Enhancement Plan” below.
|
(3)
|
See “Pending CPUC Investigations” below.
|
(4)
|
See “Third-Party Liability Claims” below.
|
Proposed
|
Requested
|
|||||||||||
(in millions)
|
Decision
|
by the Utility
|
Difference
|
|||||||||
Line of business
|
||||||||||||
Electric distribution
|
$ | 127 | $ | 514 | $ | (387 | ) | |||||
Gas distribution
|
242 | 446 | (204 | ) | ||||||||
Electric generation
|
84 | 200 | (116 | ) | ||||||||
Total revenue increase
|
$ | 453 | $ | 1,160 | $ | (707 | ) |
·
|
the timing and outcome of the pending CPUC investigations and enforcement matters related to the Utility’s natural gas system operating practices and the San Bruno accident, including the ultimate amount of fines the Utility will be required to pay to the State General Fund, the ultimate amount of costs the Utility will incur in its natural gas transmission business that it will not recover through rates, including the cost of any remedial actions the Utility may be ordered to perform;
|
·
|
the timing and outcome of the federal criminal prosecution of the Utility, including the amount of any criminal fines or penalties imposed;
|
·
|
whether the CPUC or a federal judge in the criminal case appoints a monitor to oversee the Utility’s natural gas operations;
|
·
|
whether additional investigations are commenced relating to the Utility’s natural gas operating practices or specific incidents;
|
·
|
whether PG&E Corporation and the Utility are able to repair the harm to their reputations caused by negative publicity about the San Bruno accident, the CPUC investigations, the criminal prosecution, the Utility’s self-reports of noncompliance with certain natural gas safety regulations, and the ongoing work to remove encroachments from transmission pipeline rights-of-way;
|
·
|
the outcomes of ratemaking proceedings, such as the 2014 GRC, the 2015 GT&S rate case, and the transmission owner rate cases and whether the cost and revenue forecasts assumed in such outcomes prove to be accurate;
|
·
|
the amount and timing of additional common stock issuances by PG&E Corporation, the proceeds of which are contributed as equity to maintain the Utility’s authorized capital structure as the Utility incurs charges and costs that it cannot recover through rates, including costs and fines associated with natural gas matters and the pending investigations;
|
·
|
the outcome of future investigations, citations, or other enforcement proceedings, that may be commenced relating to the Utility’s compliance with laws, rules, regulations, or orders applicable to its operations, including the construction, expansion or replacement of its electric and gas facilities; inspection and maintenance practices, customer billing and privacy, and physical and cyber security;
|
·
|
the impact of environmental remediation laws, regulations, and orders; the ultimate amount of costs incurred to discharge the Utility’s known and unknown remediation obligations; the extent to which the Utility is able to recover environmental compliance and remediation costs in rates or from other sources; and the ultimate amount of environmental remediation costs the Utility incurs but does not recover, such as the remediation costs associated with the Utility’s natural gas compressor station site located near Hinkley, California;
|
·
|
the impact of new legislation or NRC regulations, recommendations, policies, decisions, or orders relating to the nuclear industry, including operations, seismic design, security, safety, relicensing, the storage of spent nuclear fuel, decommissioning, cooling water intake, or other issues; and whether the Utility decides to request that the NRC resume processing the Utility’s renewal application for the two Diablo Canyon operating licenses, and if so, whether the NRC grants the renewal;
|
·
|
the impact of droughts or other weather-related conditions or events, climate change, natural disasters, acts of terrorism, war, or vandalism (including cyber-attacks), and other events, that can cause unplanned outages, reduce generating output, disrupt the Utility’s service to customers, or damage or disrupt the facilities, operations, or information technology and systems owned by the Utility, its customers, or third parties on which the Utility relies; and subject the Utility to third-party liability for property damage or personal injury, or result in the imposition of civil, criminal, or regulatory penalties on the Utility;
|
·
|
the impact of environmental laws and regulations aimed at the reduction of carbon dioxide and GHGs, and whether the Utility is able to continue recovering associated compliance costs, such as the cost of emission allowances and offsets under cap-and-trade regulations and the cost of renewable energy procurement;
|
·
|
changes in customer demand for electricity and natural gas resulting from unanticipated population growth or decline in the Utility’s service area; general and regional economic and financial market conditions; municipalization of the Utility’s electric or gas distribution facilities; changing levels of “direct access” customers who procure electricity from alternative energy providers; changing levels of customers who purchase electricity from governmental bodies that act as “community choice aggregators”; the development of alternative energy technologies including self-generation, storage and distributed generation technologies; and changing levels of “core gas aggregation” customers who procure gas from core transport agents (alternative gas providers);
|
·
|
the supply and price of electricity, natural gas, and nuclear fuel; the extent to which the Utility can manage and respond to the volatility of energy commodity prices; the ability of the Utility and its counterparties to post or return collateral in connection with price risk management activities; and whether the Utility is able to recover timely its electric generation and energy commodity costs through rates, especially if the integration of renewable generation resources force conventional generation resource providers to curtail production, triggering “take or pay” provisions in the Utility’s power purchase agreements;
|
·
|
whether the Utility’s information technology, operating systems and networks, including the advanced metering system infrastructure, customer billing, financial, and other systems, can continue to function accurately while meeting regulatory requirements; whether the Utility is able to protect its operating systems and networks from damage, disruption, or failure caused by cyber-attacks, computer viruses, or other hazards; whether the Utility’s security measures are sufficient to protect against unauthorized or inadvertent disclosure of information contained in such systems and networks; and whether the Utility can continue to rely on third-party vendors and contractors that maintain and support some of the Utility’s operating systems;
|
·
|
the extent to which costs incurred in connection with third-party claims or litigation can be recovered through insurance, rates, or from other third parties; including the timing and amount of insurance recoveries related to third party claims arising from the San Bruno accident;
|
·
|
the ability of PG&E Corporation and the Utility to access capital markets and other sources of debt and equity financing in a timely manner on acceptable terms;
|
·
|
changes in credit ratings which could result in increased borrowing costs especially if PG&E Corporation or the Utility were to lose its investment grade credit ratings;
|
·
|
the impact of federal or state laws or regulations, or their interpretation, on energy policy and the regulation of utilities and their holding companies, including how the CPUC interprets and enforces the financial and other conditions imposed on PG&E Corporation when it became the Utility’s holding company, and whether the ultimate outcomes of the matters discussed under “Natural Gas Matters” below affect the Utility’s ability to make distributions to PG&E Corporation, and, in turn, PG&E Corporation’s ability to pay dividends;
|
·
|
the outcome of federal or state tax audits and the impact of any changes in federal or state tax laws, policies, regulations, or their interpretation; and
|
·
|
the impact of changes in GAAP, standards, rules, or policies, including those related to regulatory accounting, and the impact of changes in their interpretation or application.
|
PG&E CORPORATION
|
KENT M. HARVEY
|
Kent M. Harvey
Senior Vice President and Chief Financial Officer
(duly authorized officer and principal financial officer)
|
PACIFIC GAS AND ELECTRIC COMPANY
|
DINYAR B. MISTRY
|
Dinyar B. Mistry
Vice President, Chief Financial Officer and Controller
(duly authorized officer and principal financial officer)
|
4.1
|
Twenty-Second Supplemental Indenture, dated as of May 12, 2014, relating to the issuance of $300,000,000 aggregate principal amount of Pacific Gas and Electric Company’s Floating Rate Senior Notes due May 11, 2015 (incorporated by reference to Pacific Gas and Electric Company’s Form 8-K dated May 12, 2014 (File No. 12348), Exhibit 4.1)
|
*10.1
|
PG&E Corporation 2014 Long-Term Incentive Plan effective May 12, 2014 (incorporated by reference to PG&E Corporation’s Registration Statement on Form S-8, No. 333-195902, Exhibit 99)
|
*10.2
|
PG&E Corporation Officer Severance Policy, as amended effective as of May 12, 2014
|
*10.3
|
Form of Restricted Stock Unit Agreement for 2014 grants to directors under the PG&E Corporation 2014 Long-Term Incentive Plan
|
12.1
|
Computation of Ratios of Earnings to Fixed Charges for Pacific Gas and Electric Company
|
12.2
|
Computation of Ratios of Earnings to Combined Fixed Charges and Preferred Stock Dividends for Pacific Gas and Electric Company
|
12.3
|
Computation of Ratios of Earnings to Fixed Charges for PG&E Corporation
|
31.1
|
Certifications of the Chief Executive Officer and the Chief Financial Officer of PG&E Corporation required by Section 302 of the Sarbanes-Oxley Act of 2002
|
31.2
|
Certifications of the Chief Executive Officer and the Chief Financial Officer of Pacific Gas and Electric Company required by Section 302 of the Sarbanes-Oxley Act of 2002
|
**32.1
|
Certifications of the Chief Executive Officer and the Chief Financial Officer of PG&E Corporation required by Section 906 of the Sarbanes-Oxley Act of 2002
|
**32.2
|
Certifications of the Chief Executive Officer and the Chief Financial Officer of Pacific Gas and Electric Company required by Section 906 of the Sarbanes-Oxley Act of 2002
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.LAB
|
XBRL Taxonomy Extension Labels Linkbase Document
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
Six Months Ended
June 30,
|
Year Ended December 31,
|
|||||||||||||||||||||||
2014
|
2013
|
2012
|
2011
|
2010
|
2009
|
|||||||||||||||||||
Earnings:
|
||||||||||||||||||||||||
Net income
|
$ | 478 | $ | 866 | $ | 811 | $ | 845 | $ | 1,121 | $ | 1,250 | ||||||||||||
Income tax provision
|
210 | 326 | 298 | 480 | 574 | 482 | ||||||||||||||||||
Fixed charges
|
553 | 971 | 891 | 880 | 799 | 817 | ||||||||||||||||||
Total earnings
|
$ | 1,241 | $ | 2,163 | $ | 2,000 | $ | 2,205 | $ | 2,494 | $ | 2,549 | ||||||||||||
Fixed charges:
|
||||||||||||||||||||||||
Interest on short-term borrowings and
long-term debt, net
|
$ | 529 | $ | 917 | $ | 834 | $ | 824 | $ | 731 | $ | 754 | ||||||||||||
Interest on capital leases
|
3 | 7 | 9 | 16 | 18 | 19 | ||||||||||||||||||
AFUDC debt
|
21 | 47 | 48 | 40 | 50 | 44 | ||||||||||||||||||
Total fixed charges
|
$ | 553 | $ | 971 | $ | 891 | $ | 880 | $ | 799 | $ | 817 | ||||||||||||
Ratios of earnings to fixed charges
|
2.24 | 2.23 | 2.24 | 2.51 | 3.12 | 3.12 |
Note:
For the purpose of computing Pacific Gas and Electric Company’s ratios of earnings to fixed charges, “earnings” represent net income adjusted for the income or loss from equity investees of less than 100% owned affiliates, equity in undistributed income or losses of less than 50% owned affiliates, income taxes and fixed charges (excluding capitalized interest). “Fixed charges” include interest on long-term debt and short-term borrowings (including a representative portion of rental expense), amortization of bond premium, discount and expense, interest on capital leases, AFUDC debt, and earnings required to cover the preferred stock dividend requirements. Fixed charges exclude interest on tax liabilities.
|
Six Months Ended
June 30,
|
Year ended December 31,
|
|||||||||||||||||||||||
2014
|
2013
|
2012
|
2011
|
2010
|
2009
|
|||||||||||||||||||
Earnings:
|
||||||||||||||||||||||||
Net income
|
$ | 478 | $ | 866 | $ | 811 | $ | 845 | $ | 1,121 | $ | 1,250 | ||||||||||||
Income tax provision
|
210 | 326 | 298 | 480 | 574 | 482 | ||||||||||||||||||
Fixed charges
|
553 | 971 | 891 | 880 | 799 | 817 | ||||||||||||||||||
Total earnings
|
$ | 1,241 | $ | 2,163 | $ | 2,000 | $ | 2,205 | $ | 2,494 | $ | 2,549 | ||||||||||||
Fixed charges:
|
||||||||||||||||||||||||
Interest on short-term borrowings and
|
||||||||||||||||||||||||
long-term debt, net
|
$ | 529 | $ | 917 | $ | 834 | $ | 824 | $ | 731 | $ | 754 | ||||||||||||
Interest on capital leases
|
3 | 7 | 9 | 16 | 18 | 19 | ||||||||||||||||||
AFUDC debt
|
21 | 47 | 48 | 40 | 50 | 44 | ||||||||||||||||||
Total fixed charges
|
$ | 553 | $ | 971 | $ | 891 | $ | 880 | $ | 799 | $ | 817 | ||||||||||||
Preferred stock dividends:
|
||||||||||||||||||||||||
Tax deductible dividends
|
$ | 4 | $ | 9 | $ | 9 | $ | 9 | $ | 9 | $ | 9 | ||||||||||||
Pre-tax earnings required to cover non-tax
|
||||||||||||||||||||||||
deductible preferred stock dividend
|
||||||||||||||||||||||||
requirements
|
4 | 7 | 7 | 8 | 7 | 7 | ||||||||||||||||||
Total preferred stock dividends
|
8 | 16 | 16 | 17 | 16 | 16 | ||||||||||||||||||
Total combined fixed charges and
|
||||||||||||||||||||||||
preferred stock dividends
|
$ | 561 | $ | 987 | $ | 907 | $ | 897 | $ | 815 | $ | 833 | ||||||||||||
Ratios of earnings to combined fixed charges and preferred stock dividends
|
||||||||||||||||||||||||
2.21 | 2.19 | 2.21 | 2.46 | 3.06 | 3.06 |
Six Months Ended
June 30,
|
Year Ended December 31,
|
|||||||||||||||||||||||
2014
|
2013
|
2012
|
2011
|
2010
|
2009
|
|||||||||||||||||||
Earnings:
|
||||||||||||||||||||||||
Net income
|
$ | 501 | $ | 828 | $ | 830 | $ | 858 | $ | 1,113 | $ | 1,234 | ||||||||||||
Income tax provision
|
195 | 268 | 237 | 440 | 547 | 460 | ||||||||||||||||||
Fixed charges
|
570 | 1,012 | 931 | 919 | 850 | 877 | ||||||||||||||||||
Pre-tax earnings required to cover the
|
||||||||||||||||||||||||
preferred stock dividend of consolidated
|
||||||||||||||||||||||||
subsidiaries
|
(8 | ) | (16 | ) | (15 | ) | (17 | ) | (16 | ) | (16 | ) | ||||||||||||
Total earnings
|
$ | 1,258 | $ | 2,092 | $ | 1,983 | $ | 2,200 | $ | 2,494 | $ | 2,555 | ||||||||||||
Fixed charges:
|
||||||||||||||||||||||||
Interest on short-term borrowings and
|
||||||||||||||||||||||||
long-term debt, net
|
$ | 538 | $ | 942 | $ | 859 | $ | 846 | $ | 766 | $ | 798 | ||||||||||||
Interest on capital leases
|
3 | 7 | 9 | 16 | 18 | 19 | ||||||||||||||||||
AFUDC debt
|
21 | 47 | 48 | 40 | 50 | 44 | ||||||||||||||||||
Pre-tax earnings required to cover the
|
||||||||||||||||||||||||
preferred stock dividend of consolidated
|
||||||||||||||||||||||||
subsidiaries
|
8 | 16 | 15 | 17 | 16 | 16 | ||||||||||||||||||
Total fixed charges
|
$ | 570 | $ | 1,012 | $ | 931 | $ | 919 | $ | 850 | $ | 877 | ||||||||||||
Ratios of earnings to fixed charges
|
2.21 | 2.07 | 2.13 | 2.39 | 2.93 | 2.91 |
1
|
Severance benefits for Officers who are currently covered by an employment agreement will continue to be provided solely under such agreements until their expiration at which time this Policy will become effective for such Officers. Any Officer’s waiver of benefits under this Policy shall take precedence over the terms of this Policy. If an employee becomes a covered Officer under this Policy as a result of a promotion, and if such Officer was then covered by a severance arrangement subject to Section 409A of the Internal Revenue Code of 1986 (“Code Section 409A”), the severance benefits under this Policy provided to such person shall comply with the time and form of payment provisions of such prior severance arrangement, to the extent required by Code Section 409A.
|
|
Officers subject to the Predecessor Policy as of February 29, 2012 will continue to be subject to the terms of that Prececessor Policy until three years after receiving notice of the adoption of this Policy and its terms, to the extent that becoming subject to this Policy would reduce such officers’ aggregate level of benefits, as per Section 6 of the Predecessor Policy.
|
2
|
Officers described in the second paragraph of the preceding footnote and officers subject to this Policy as of May 11, 2014 will continue to be subject to the definition of Change in Control in the Predecessor Policy or the Policy, as applicable, in effect on May 11, 2014, until three years after receiving notice of the adoption of the revised definition of Change in Control, to the extent that becoming subject to such revision would reduce such officers’ aggregate level of benefits, as per Section 6 of the Predecessor Policy and this Policy.
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q for the quarter ended June 30, 2014 of PG&E Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
|
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: July 31, 2014
|
ANTHONY F. EARLEY, JR.
|
Anthony F. Earley, Jr.
|
|
Chairman, Chief Executive Officer, and President
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q for the quarter ended June 30, 2014 of PG&E Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
|
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: July 31, 2014
|
KENT M. HARVEY
|
Kent M. Harvey
|
|
Senior Vice President and Chief Financial Officer
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q for the quarter ended June 30, 2014 of Pacific Gas and Electric Company;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
|
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: July 31, 2014
|
CHRISTOPHER P. JOHNS
|
Christopher P. Johns
|
|
President
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q for the quarter ended June 30, 2014 of Pacific Gas and Electric Company;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
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a.
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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b.
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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Date: July 31, 2014
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DINYAR B. MISTRY
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Dinyar B. Mistry
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Vice President, Chief Financial Officer and Controller
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(1)
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the Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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|
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(2)
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the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of PG&E Corporation.
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ANTHONY F. EARLEY, JR.
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ANTHONY F. EARLEY, JR.
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Chairman, Chief Executive Officer and President
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(1)
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the Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
|
the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of PG&E Corporation.
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KENT M. HARVEY
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KENT M. HARVEY
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Senior Vice President and
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Chief Financial Officer
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(1)
|
the Form 10-Q fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
|
the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of Pacific Gas and Electric Company.
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CHRISTOPHER P. JOHNS
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CHRISTOPHER P. JOHNS
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President
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(1)
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the Form 10-Q fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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|
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(2)
|
the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of Pacific Gas and Electric Company.
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DINYAR B. MISTRY
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DINYAR B. MISTRY
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|
Vice President, Chief Financial Officer and Controller
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