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IN THE UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF PUERTO RICO

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

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

No. 17-BK-4780-LTS

(Jointly Administered)

URGENT MOTION OF THE FINANCIAL OVERSIGHT

AND MANAGEMENT BOARD FOR PUERTO RICO REQUESTING

EXTENSION OF FILING DEADLINE TO DECEMBER 13, 2022 FOR 

SUBMISSION OF PREPA PLAN OF ADJUSTMENT, DISCLOSURE 

STATEMENT, & RELATED MOTIONS 

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 (“COFINA”) (Bankruptcy Case No. 17-BK-3284-LTS) (Last Four Digits of Federal 

Tax ID: 8474); (iii) Puerto Rico Highways and Transportation Authority (“HTA”) (Bankruptcy Case No. 17-BK3567-LTS) (Last Four Digits of Federal Tax ID: 3808); (iv) 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); (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17- BK-4780-LTS) 

(Last Four Digits of Federal Tax ID: 3747); and (vi) Puerto Rico Public Buildings Authority (“PBA”) (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).

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To the Honorable United States District Court Judge Laura Taylor Swain:

The Financial Oversight and Management Board for Puerto Rico (the “Oversight Board”), 

as sole Title III representative of the Puerto Rico Electric Power Authority (“PREPA” or the 

“Debtor”), pursuant to Section 315(b) of the Puerto Rico Oversight, Management, and Economic 

Stability Act (“PROMESA”),

2

respectfully submits this urgent motion for entry of an order, 

substantially in the form attached hereto as Exhibit A (the “Proposed Order”), extending the 

deadline set forth in the Order (A) Granting in Part and Denying in Part Urgent Motion of 

Financial Oversight and Management for Board for Order (I) Establishing Schedule to Continue 

Negotiations During Litigation of Gating Issues Pursuant to Litigation Schedule and (II) Granting 

Related Relief and (B) Staying Certain Motions Filed by PREPA Bondholders [Case No. 17-4780, 

ECF No. 3013]3(the “Scheduling Order”), as subsequently extended by one week [ECF No. 3092],

with respect to the submission of a proposed plan of adjustment for PREPA, corresponding 

disclosure statement, and related motions and documentation (collectively, the “PREPA Plan & 

Related Documents”) from December 8, 2022 (the “Filing Deadline”) to December 13, 2022 at 

6pm EST. 

Urgent Motion

1. The Oversight Board is ready and willing to file the PREPA Plan & Related 

Documents, and has been prepared to do so by the initial Filing Deadline of December 1, 2022. 

After conversations with the Mediation Team, however, the Oversight Board believes a five day 

extension of the Filing Deadline could facilitate the ongoing mediation with other creditor 

constituencies. 

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

3 Unless otherwise stated, all ECF Nos. shall refer to the docket in Case No. 17-4780.

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2. During mediation, the Oversight Board has made meaningful progress, including 

entering into a plan support agreement with the Fuel Line Lenders,4owners of over $700 million 

in unsecured claims with an asserted seniority over the Bonds. The agreement provides an 

additional impaired accepting class for the Plan, further clears the path for confirmation of a plan 

of adjustment, and could generate considerable momentum amongst other mediation parties to 

reach agreements to support a plan of adjustment for PREPA. The current negotiation process 

should, therefore, be given more opportunity to succeed if it can continue to lead to progress 

towards a consensual deal with additional creditors.

3. Accordingly, the Oversight Board respectfully requests a five day extension of the 

Filing Deadline to December 13, 2022 at 6pm EST, with a confirmation hearing to be targeted for 

July. All other deadlines should remain in place, including the deadlines associated with the The 

Financial Oversight and Management Board for Puerto Rico v. U.S. Bank Nat’l Ass’n, Adv. Proc. 

No. 19-00391 (D.P.R. July 1, 2019).

4. The Oversight Board is authorized to represent the Mediation Team and Ad Hoc 

Group do not object to the extension sought in the motion. National supports the extension. 

Case Management Procedures

5. Pursuant to Paragraph III.W of the Sixteenth Amended Notice, Case Management 

and Administrative Procedures [ECF No. 20190] (the “Case Management Procedures”), under the 

discretion provided to the Court by Bankruptcy Rule 9006(b), and to forestall the need for a bridge 

4 Fuel Line Lenders” shall refer to all holders of claims arising under (i) the Credit Agreement dated May 4, 2012, 

by and among PREPA, Scotiabank de Puerto Rico, and certain lenders, and (ii) the Trade Finance Facility 

Agreement, dated July 20, 2012, by and between PREPA and Citibank, N.A., as memorialized in proofs of claim 

numbers 44342, 44358, 44378, 44388, 45816, 44378, 45816 filed against PREPA in this Title III Case.

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order, the filing of this motion to extend automatically extends the Filing Deadline until the Court 

acts on the motion, without the necessity for the entry of a bridge order.

6. Pursuant to Paragraph 1.H of the Case Management Procedures, the Oversight 

Board certifies it has carefully examined the matter and concluded there is a true need for an urgent 

motion; it has not created the urgency through any lack of due diligence, and has made reasonable, 

good-faith communications in an effort to resolve or narrow the issues being brought to the Court. 

Notice

7. Notice of this Motion will be provided by facsimile, electronic mail transmission, 

regular mail and/or hand delivery to the following parties: (a) the Office of the United States 

Trustee for the District of Puerto Rico; (b) the indenture trustees and/or agents, as applicable, for 

bonds issued by PREPA; (c) counsel for the Ad Hoc Group of PREPA Bondholders; 5(d) counsel 

for Assured Guaranty Corp. and Assured Guaranty Municipal Corp.; (e) counsel for National 

Public Finance Guarantee Corp.; (f) counsel for Syncora Guarantee Corp.; (g) counsel for Unión 

de Trabajadores de la Industria Eléctrica y Riego, Inc.,; (h) counsel for Sistema de Retiro de 

Empleados de la Autoridad de Energía Eléctrica; (i) the entities on the list of creditors holding the 

20 largest unsecured claims against PREPA; (j) the statutory committees appointed in any of the 

Title III cases; (k) the Office of the United States Attorney for the District of Puerto Rico; (l) 

counsel to AAFAF; (m) the Puerto Rico Department of Justice; (n) the United States Securities

and Exchange Commission; (o) all parties filing a notice of appearance in this Title III case. The 

Debtor submits that, in light of the nature of the relief requested, no other or further notice need 

be given.

5 As of April 20, 2022, the Ad Hoc Group of PREPA Bondholders comprised (i) BlackRock Financial Management, 

Inc., (ii) Franklin Advisers, Inc., (iii) GoldenTree Asset Management, L.P., (iv) Invesco Advisers, Inc., (v) Nuveen 

Asset Management, LLC, (vi) Taconic Capital Advisors, L.P., and (vii) Whitebox Advisors, LLC. See ECF No. 

2782.

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[Remainder of Page Left Intentionally Blank]

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WHEREFORE the Debtor respectfully requests entry of the Proposed Order, substantially 

in the form attached hereto as Exhibit A, granting the relief requested herein and granting such 

other relief as is just and proper.

Dated: December 8, 2022

San Juan, Puerto Rico

Respectfully submitted,

/s/ Martin J. Bienenstock

Martin J. Bienenstock

Paul V. Possinger

Ehud Barak

Margaret A. Dale

Michael T. Mervis

Daniel S. Desatnik

(Admitted Pro Hac Vice)

PROSKAUER ROSE LLP

Eleven Times Square

New York, NY 10036

Tel: (212) 969-3000

Fax: (212) 969-2900

Email: mbienenstock@proskauer.com

 ppossinger@proskauer.com

 ebarak@proskauer.com

 ddesatnik@proskauer.com

Attorneys for the Financial 

Oversight and Management Board 

as representative for PREPA

/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

Email: hermann.bauer@oneillborges.com

Co-Attorney for the Financial Oversight and 

Management Board as representative for 

PREPA

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Exhibit A

Proposed Order

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IN THE UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF PUERTO RICO

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

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

No. 17-BK-4780-LTS

(Jointly Administered)

RE: ECF No. 3013

[PROPOSED] ORDER GRANTING URGENT 

MOTION OF THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO 

REQUESTING EXTENSION OF FILING DEADLINE TO 

DECEMBER 13, 2022 FOR SUBMISSION OF PREPA PLAN 

OF ADJUSTMENT, DISCLOSURE STATEMENT, & RELATED MOTIONS 

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 (“COFINA”) (Bankruptcy Case No. 17-BK-3284-LTS) (Last Four Digits of Federal 

Tax ID: 8474); (iii) Puerto Rico Highways and Transportation Authority (“HTA”) (Bankruptcy Case No. 17-BK3567-LTS) (Last Four Digits of Federal Tax ID: 3808); (iv) 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); (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17- BK-4780-LTS) 

(Last Four Digits of Federal Tax ID: 3747); and (vi) Puerto Rico Public Buildings Authority (“PBA”) (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).

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Upon the Urgent Motion of the Financial Oversight and Management Board for Puerto 

Rico Requesting Extension of Filing Deadline to December 13, 2022 for Submission of PREPA 

Plan of Adjustment, Disclosure Statement, & Related Motions [Case No. 17-3283, Docket Entry 

No. ____; Case No. 17-4780, Docket Entry No. ____] (the “Extension Motion”);2and the Court 

having found that the relief requested in the Extension Motion is in the best interests of the Debtor; 

and the Court having found that the Debtor provided adequate and appropriate notice of the 

Extension Motion under the circumstances and that no other or further notice is required; and the 

Court having reviewed the Extension Motion; and the Court having determined that the factual 

bases set forth in the Extension Motion establish just cause for the relief granted herein; and after 

due deliberation and sufficient cause appearing therefor, it is HEREBY ORDERED THAT: 

1. The requested relief in the Extension Motion is granted as set forth herein. 

2. The December 8, 2022 deadline set forth in the Scheduling Order for the Oversight 

Board to file a proposed plan of adjustment for PREPA, corresponding disclosure 

statement, and related motions is extended to December 13, 2022 at 6pm EST.

3. The proposed confirmation schedule shall contemplate a confirmation hearing in July

2023.

4. This Order resolves Docket Entry No. _________ in Case No. 17-3283 and Docket 

Entry No. _________ in Case No. 17-4780.

Dated: , 2022

San Juan, Puerto Rico 

Laura Taylor Swain

United States District Court Judge

2 Capitalized terms used but not otherwise defined herein have the meanings given to them in the Extension Motion. 

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