Hearing Date: February 7, 2018 at 9:30 a.m. (Atlantic Standard Time)

UNITED STATES DISTRICT COURT

DISTRICT OF PUERTO RICO

-------------------------------------------------------------x

In re:

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

 as representative of 

THE COMMONWEALTH OF PUERTO RICO, et al.

 Debtors.1

-------------------------------------------------------------x

PROMESA

Title III

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 

(“PREPA”), 

 Debtor.

-------------------------------------------------------------x

PROMESA

Title III

No. 17 BK 4780-LTS

Court Filing Relates Only to PREPA 

and Shall Only be Filed in Case No. 

17-BK-4780 (LTS) 

NOTICE OF FILING SECURED SUPERPRIORITY POST-PETITION REVOLVING 

CREDIT LOAN AND SECURITY AGREEMENT IN CONNECTION WITH

URGENT JOINT MOTION OF THE FINANCIAL OVERSIGHT AND MANAGEMENT 

BOARD FOR PUERTO RICO AND THE PUERTO RICO FISCAL AGENCY AND 

FINANCIAL ADVISORY AUTHORITY FOR ENTRY OF INTERIM AND FINAL 

ORDERS (A) AUTHORIZING POSTPETITION SECURED FINANCING,

(B) GRANTING PRIMING LIENS AND PROVIDING SUPERPRIORITY 

ADMINISTRATIVE EXPENSE CLAIMS, (C) MODIFYING THE AUTOMATIC STAY, 

(D) SCHEDULING A FINAL HEARING, AND (E) GRANTING RELATED RELIEF 

PLEASE TAKE NOTICE THAT on January 27, 2018 the Puerto Rico Electric Power 

Authority (“PREPA” or the “Debtor”), by and through the Financial Oversight and Management 

 

1 The Debtors in these Title III Cases, along with each Debtor’s respective Title III case number listed as a 

bankruptcy case number due to software limitations 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 

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

Employees Retirement System of the Government of the Commonwealth of Puerto Rico (“ERS”) (Bankruptcy 

Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax ID: 9686); (iv) Puerto Rico Highways and 

Transportation Authority (“HTA”) (Bankruptcy Case No. 17 BK 3567-LTS) (Last Four Digits of Federal Tax 

ID: 3808); and (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17 BK 4780 (LTS)) 

(Last Four Digits of Federal Tax ID: 3747).

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Board for Puerto Rico (the “Oversight Board”), as the Debtor’s representative pursuant to section 

315(b) of the Puerto Rico Oversight, Management, and Economic Stability Act (“PROMESA”),2

and the Puerto Rico Fiscal Agency and Financial Authority (“AAFAF”), as the entity authorized 

to act on behalf of PREPA pursuant to the authority granted to it under the Enabling Act of the 

Fiscal Agency and Financial Advisory Authority, Act 2-2017, filed Urgent Joint Motion of the 

Financial Oversight and Management Board for Puerto Rico and the Puerto Rico Fiscal Agency 

and Financial Advisory Authority for Entry of Interim and Final Orders (a) Authorizing 

Postpetition Secured Financing, (b) Granting Priming Liens and Providing Superpriority 

Administrative Expense Claims, (c) Modifying the Automatic Stay, (d) Scheduling a Final 

Hearing, and (e) Granting Related Relief [ECF No. 2298] (the “Urgent Motion”).

PLEASE TAKE FURTHER NOTICE that in connection with the Urgent Motion, 

attached hereto as Exhibit A is the form of Secured Superpriority Post-Petition Revolving Credit 

Loan and Security Agreement (the “Credit Agreement”) by and between PREPA, as borrower, 

and the Commonwealth of Puerto Rico, as lender, as of the date hereof, which form Credit 

Agreement remains subject to final approval by the parties. 

Dated: February 1, 2018

San Juan, Puerto Rico

Respectfully submitted,

/s/ Martin J. Bienenstock

Martin J. Bienenstock (pro hac vice)

Paul V. Possinger (pro hac vice)

Ehud Barak (pro hac vice)

Maja Zerjal (pro hac vice)

PROSKAUER ROSE LLP

Eleven Times Square

New York, NY 10036

Tel: (212) 969-3000

Fax: (212) 969-2900

 

2

PROMESA is codified at 48 U.S.C. §§ 2101-2241.

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Attorneys for the Financial Oversight and 

Management Board as representative for the 

Debtor

THE PUERTO RICO FISCAL AGENCY 

AND FINANCIAL ADVISORY 

AUTHORITY, as Fiscal agent for PREPA

By its attorneys,

/s/ Nancy A. Mitchell 

Nancy A. Mitchell (admitted pro hac vice)

Greenberg Traurig, LLP

200 Park Avenue

New York, NY 10166

Phone: 212.801.9200

Fax : 212.801.6400

Email: mitchelln@gtlaw.com

David D. Cleary (admitted pro hac vice)

Kevin D. Finger (admitted pro hac vice)

Greenberg Traurig, LLP

77 West Wacker Drive

Suite 3100

Chicago, IL 60601

Phone: 312.456.8400

Fax : 312.456.8435

Email: clearyd@gtlaw.com

fingerk@gtlaw.com

/s/ Hermann D. Bauer 

Hermann D. Bauer

USDC No. 215205

O’NEILL & BORGES LLC

250 Muñoz Rivera Ave., Suite 800

San Juan, PR 00918-1813

Tel: (787) 764-8181

Fax: (787) 753-8944

Co-Attorneys for the Financial Oversight and 

Management Board as representative for the 

Debtor

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