UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF PUERTO RICO

1 The Debtors in these Title III Cases, along with each Debtor’s respective Title III case number and the last four (4) 

digits of each Debtor’s federal tax identification number, as applicable, are the (i) Commonwealth of Puerto Rico 

(Bankruptcy Case No. 17-BK-3283-LTS) (Last Four Digits of Federal Tax ID: 3481); (ii) Puerto Rico Sales Tax 

Financing Corporation (Bankruptcy Case No. 17-BK-3284-LTS) (Last Four Digits of Federal Tax ID: 8474); (iii) 

Puerto Rico Highways and Transportation Authority (Bankruptcy Case No. 17-BK-3567-LTS) (Last Four Digits of 

Federal Tax ID: 3808); (iv) Employees Retirement System of the Government of the Commonwealth of Puerto Rico 

(Bankruptcy Case No. 17-BK-3566-LTS) (Last Four Digits of Federal Tax ID: 9686); (v) Puerto Rico Electric Power 

Authority (Bankruptcy Case No. 17-BK-4780-LTS) (Last Four Digits of Federal Tax ID: 3747); and (vi) Puerto Rico 

Public Buildings Authority (Bankruptcy Case No. 19-BK-5523-LTS) (Last Four Digits of Federal Tax ID: 3801) (Title 

III case numbers are listed as Bankruptcy Case numbers due to software limitations).

In re: 

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO, 

as representative of

THE COMMONWEALTH OF PUERTO RICO, et 

al.,

 

Debtors.1

PROMESA Title III

Case No. 17-BK-3283-LTS

(Jointly Administered)

In re: 

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO, 

as representative of

PUERTO RICO ELECTRIC POWER AUTHORITY, 

 

Debtor.

PROMESA Title III

Case No. 17-BK-4780-LTS

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO, 

as a representative of

PUERTO RICO ELECTRIC POWER AUTHORITY,

Plaintiff,

v.

Adv. Proc. No. 19-00391-LTS

PROMESA Title III

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STIPULATION AND AGREED ORDER BY AND AMONG THE OVERSIGHT BOARD, 

U.S. BANK NATIONAL ASSOCIATION AND THE PROPOSED INTERVENORS

This stipulation and consent order (The “Stipulation”) is made and entered into by 

and among the Financial Oversight and Management Board for Puerto Rico ( “Plaintiff”), U.S. 

Bank National Association, as Trustee (“Defendant”), Cortland Capital Market Services LLC, as 

successor administrative agent under a Credit Agreement, dated May 4, 2012, among Puerto Rico 

Electric Power Authority (“PREPA”), Scotiabank de Puerto Rico, and certain lenders, and SOLA 

LTD, Solus Opportunities Fund 5 LP, Ultra Master LTD and Ultra NB LLC, as lenders under a 

Trade Finance Facility Agreement, dated July 20, 2012, between PREPA and Citibank, N.A. 

(collectively, the “Proposed Intervenors” and, together with Plaintiff and Defendant, the “Parties”). 

The Parties hereby stipulate and agree as follows: 

RECITALS

WHEREAS the Proposed Intervenors are creditors of PREPA, and their recoveries 

may be materially economically impacted by the disposition of this adversary proceeding; 

WHEREAS the Proposed Intervenors have previously filed causes of action and 

other pleadings that raise issues that are likewise raised by Plaintiff in this adversary proceeding; 

WHEREAS the Proposed Intervenors are timely intervening consistent with Rule 

7024 of the Federal Rules of Bankruptcy Procedure and the Order (A) Granting in Part and 

Denying in Part Urgent Motion of Financial Oversight and Management Board for Order 

(I) Establishing Schedule to Continue Negotiations During Litigation of Gating Issues Pursuant 

U.S. BANK NATIONAL ASSOCIATION, AS 

TRUSTEE,

Defendant.

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To Litigation Schedule and (II) Granting Related Relief and (B) Staying Certain Motions Filed by 

PREPA Bondholders [Docket No. 22 in Adv. Proc. No. 19-00391-LTS] (the “Scheduling Order”); 

WHEREAS the Proposed Intervenors, Plaintiff and Defendant agree the 

requirements of Rule 24 of the Federal Rules of Civil Procedure have been met, permissive 

intervention by the Proposed Intervenors is warranted as set forth herein, and such intervention 

will not unduly prejudice or delay the adjudication of the original parties’ rights; 

WHEREAS the Proposed Intervenors, Plaintiff and Defendant have agreed the 

Proposed Intervenors may intervene as plaintiffs in this adversary proceeding, subject to the 

limitations set forth below; 

NOW THEREFORE, the Parties hereby stipulate and agree, and upon the Court’s 

approval the terms hereof shall be ordered and binding on all parties in interest, as follows: 

STIPULATION

1. The Proposed Intervenors may intervene as plaintiffs in this adversary proceeding

with a right to be heard with respect to any matter in the litigation, subject to the following 

limitations: 

a. The Proposed Intervenors may only file, by each applicable deadline, one 

consolidated non-duplicative brief or other submission in accordance with the 

litigation schedule attached as Schedule 1 to the Scheduling Order. 

b. One attorney for the Proposed Intervenors may be heard at any oral argument in 

this adversary proceeding, provided the attorney undertakes to avoid duplication 

with Plaintiff. 

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c. The Proposed Intervenors shall only raise arguments with respect to the counts 

asserted by Plaintiff in the Amended Complaint filed in this adversary proceeding.2 

d. The Proposed Intervenors, through one law firm, shall be entitled to receive all 

discovery produced in connection with this adversary proceeding and to attend 

depositions in this adversary proceeding, provided that they avoid duplication with 

Plaintiff. The Proposed Intervenors shall not be entitled to propound their own 

discovery requests absent the consent of the other Parties or leave of Court. 

e. The Proposed Intervenors shall not have consent rights over any settlement of the 

adversary proceeding, but shall retain all rights they have as parties in interest in 

this Title III case, including the right to object to any settlement under Federal Rule 

of Bankruptcy Procedure 9019. 

2. Past and future statements and writings of the Proposed Intervenors shall not be 

attributed to or admissions of Plaintiff for any purpose.

3. The Proposed Intervenors may seek relief from any of the foregoing limitations 

upon a showing of cause. 

4. This Order shall take immediate effect and be enforceable upon its entry. 

5. The Court shall retain jurisdiction to hear and determine all matters arising from 

the implementation of this Order. 

IT IS SO STIPULATED. 

Dated: October 7, 2022

2 Consistent with the Scheduling Order, which states that that “[t]he ‘Current Expense’ issues will only be addressed, 

if necessary, after the security and recourse issues have been resolved or, if necessary, in connection with the plan 

confirmation process,” the Proposed Intervenors do not intend to raise Current Expense issues in this adversary 

proceeding. In the event other parties-in-interest are permitted to raise those issues in this proceeding, the Proposed 

Intervenors reserve all rights to address those issues and to seek to modify the terms of their intervention in this 

proceeding.

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/s/ Nayuan Zouairabani

Nayuan Zouairabani 

USDC-PR No. 226411 

MCCONNELL VALDÉS LLC

270 Muñoz Rivera Avenue, Suite 7 

Hato Rey, Puerto Rico 00918 

P.O. Box 364225 

San Juan, Puerto Rico 00936-4225 

Telephone: (787) 250-5604 

Facsimile: (787) 759-9225 

Email: nzt@mcvpr.com 

Attorney for Cortland Capital Market Services 

LLC, as Administrative Agent, and SOLA LTD, 

Solus Opportunities Fund 5 LP, Ultra Master 

LTD and Ultra NB LLC, as Lenders

 

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PROSKAUER ROSE LLP

/s/ Martin J. Bienenstock

MARTIN J. BIENENSTOCK*

MARGARET DALE*

PAUL V. POSSINGER*

EHUD BARAK*

DANIEL S. DESATNIK*

ELLIOT R. STEVENS*

Eleven Times Square

New York, NY 10036 

Tel.: (212) 969-3000 

Fax: (212) 969-2900 

Email: mbienenstock@proskauer.com 

mdale@proskauer.com 

ppossinger@proskauer.com 

ebarak@proskauer.com

ddesatnik@proskauer.com 

estevens@proskauer.com 

* Admitted Pro Hac Vice 

Counsel for the Financial Oversight and 

Management Board as Representative for 

PREPA

/s/ Luis F. Del Valle-Emmanuelli 

LUIS F. DEL VALLE-EMMANUELLI

USDC-PR No. 209514 

P.O. Box 79897 

Carolina, PR 00984-9897 

Tel.: (787) 647-3503 

Email: dvelawoffices@gmail.com

OF COUNSEL FOR A&S LEGAL 

STUDIO, PSC

434 Avenida Hostos 

San Juan, PR 

Tel.: (787) 751-6764/763-0565 

Fax: (787) 763-8260 

Co-Attorneys for the Financial 

Oversight and Management Board as 

Representative for PREPA

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RIVERA, TULLA & FERRER

/s/ Eric A. Tulla

ERIC A. TULLA

USDC-PR No. 118313 

50 Quisqueya Street 

San Juan, PR 00917-1212 

Tel.: (787) 753-0438 

Fax: (787) 767-5784 

Email: etulla@riveratulla.com

/s/ Iris J. Cabrera Gomez 

IRIS J. CABRERA GOMEZ

USDC-PR No. 221101 

Email: icabrera@riveratulla.com

Counsel for U.S. Bank National 

Association, in its Capacity as Trustee

MASLON LLP

/s/ Clark T. Whitmore 

CLARK T. WHITMORE*

WILLIAM Z. PENTELOVITCH*

JOHN T. DUFFEY*

JASON M. REED*

90 South Seventh Street, Suite 330 

Minneapolis, MN 55402 

Tel.: (612) 672-8200 

Fax: (612) 672-8397 

Email: clark.whitmore@maslon.com 

bill.pentelovitch@maslon.com 

john.duffey@maslon.com 

jason.reed@maslon.com 

* Admitted Pro Hac Vice 

Counsel for U.S. Bank National 

Association, in its Capacity as Trustee

SO ORDERED. 

Dated: October 11, 2022 

 /s/ Judith Gail Dein 

HONORABLE JUDITH GAIL DEIN

United States Magistrate Judge 

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