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. 3210

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of

PUERTO RICO ELECTRIC POWER AUTHORITY,

Movant,

v.

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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AD HOC GROUP OF PREPA BONDHOLDERS; HON. 

RAFAEL HERNÁNDEZ-MONTAÑEZ, in his capacity as 

Speaker of the Puerto Rico House of Representatives; 

HON. JOSÉ L. DALMAU-SANTIAGO, in his capacity as 

President of the Puerto Rico Senate; PV PROPERTIES, 

INC.; SISTEMA DE RETIRO DE LOS EMPLEADOS DE 

LA AUTORIDAD DE ENERGÍA ELÉCTRICA; UNIÓN 

DE TRABAJADORES DE LA INDUSTRIA ELÉCTRICA 

Y RIEGO, INC.; MANUEL GONZALEZ JOY; 

WHITEFISH ENERGY HOLDINGS, LLC; OFFICIAL 

COMMITTEE OF UNSECURED CREDITORS; U.S. 

BANK NATIONAL ASSOCIATION, in its capacity as 

bond trustee; SYNCORA GUARANTEE INC.; ASSURED 

GUARANTY CORP.; ASSURED GUARANTY 

MUNICIPAL CORP.; AHIMSA FOUNDATION; AD 

HOC COMMITTEE OF NATIONAL ASSIGNED 

CLAIMS

Respondents.

URGENT MOTION FOR LEAVE TO EXCEED PAGE LIMIT FOR 

SUPPLEMENTAL OMNIBUS REPLY OF THE PUERTO RICO ELECTRIC

POWER AUTHORITY TO OBJECTIONS TO THE (I) ADEQUACY

OF THE DISCLOSURE STATEMENT, (II) RELIEF REQUESTED IN 

THE DISCLOSURE STATEMENT MOTION, AND (III) RELIEF REQUESTED 

IN THE CONFIRMATION DISCOVERY PROCEDURES MOTION

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

The Oversight Board,2as PREPA’s sole Title III representative, respectfully submits this

urgent motion (“Urgent Motion”) requesting the entry of an order, substantially in the form 

annexed hereto as Exhibit A (the “Proposed Order”), granting the Oversight Board leave to exceed 

the fifteen (15) page limit for reply briefs set forth in the Sixteenth Amended Notice, Case 

Management and Administrative Procedures [Case No. 17-3283, ECF No. 20190-1] (the “Case 

Management Procedures”) ¶ I.E and file a supplemental omnibus reply (the “Supplemental

Omnibus Reply”) to the supplemental objections interposed to the Disclosure Statement, of no 

more than thirty (30) pages (exclusive of the cover page, the table of contents, the table of 

authorities, the signature page, the certificate of service, and exhibits), and an exhibit chart of no 

more than twenty (20) pages. In support of this Urgent Motion, the Oversight Board respectfully 

states as follows:

RELEVANT PROCEDURAL BACKGROUND

1. On February 9, 2023, the Oversight Board filed the Amended Plan and an amended 

Disclosure Statement. 

2. On February 10, 2023, the Oversight Board filed the Omnibus Reply. 

3. That same day, the AHG filed an Urgent Motion to File Supplemental Objection to 

Disclosure Statement for First Amended Title III Plan of Adjustment of the Puerto Rico Electric 

Power Authority [ECF No. 3204], requesting permission for the AHG and other parties in interest 

to file supplemental objections to the amended Disclosure Statement. Thereafter, several parties2 Capitalized terms used in this Urgent Motion but not defined herein shall have the meaning ascribed to such terms in 

the Omnibus Reply of the Puerto Rico Electric Power Authority to Objections to the (I) Adequacy of the Disclosure 

Statement, (II) Relief Requested in the Disclosure Statement Motion, and (III) Relief Requested in the Confirmation 

Discovery Procedures Motion [ECF No. 3206] (the “Omnibus Reply”).

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in-interest filed joinder motions, requesting the same relief, including the Committee [ECF No. 

3208], UTIER [ECF No. 3211], the SREAEE [ECF No. 3213] and PV Properties [ECF No. 3214]. 

4. On February 13, 2023, the Court entered the Order Granting Urgent Motion to File 

Supplemental Objection to Disclosure Statement For First Amended Title III Plan of Adjustment 

of the Puerto Rico Electric Power Authority [ECF No. 3210], granting the AHG, and any other 

parties-in-interest, permission to file supplemental objections to the amended Disclosure 

Statement on or before 3:00 p.m. (AST) on February 17, 2023, with replies due on or before 3:00 

p.m. (AST) on February 21, 2023. 

5. The following ten (10) objections were filed to the amended Disclosure Statement

(collectively, the “Supplemental Objections”). 

ECF No. Date Filed Objection Party

3220; 

23557

02/17/23 SREAEE’s Supplemental Disclosure 

Statement Objection (“SREAEE 

Supplemental Objection”)

Sistema de Retiro de 

los Empleados de la

Autoridad de Energía 

Eléctrica 

(“SREAEE”)

3221; 

23558

02/17/23 UTIER’s Supplemental Disclosure 

Statement Objection and Joinder to 

SREAEE’s Supplemental Disclosure 

Statement Objection (“UTIER 

Supplemental Objection”)

Unión de 

Trabajadores de la 

Industria

Eléctrica y Riego, 

Inc. (“UTIER”)

3222 02/17/23 Objection of the Ad Hoc Committee of 

National Claim Assignees to the 

Disclosure Statement for First Amended 

Title III Plan of Adjustment of the Puerto 

Rico Electric Power Authority (“AHC 

Objection”)

Taconic Capital 

Advisors LP, and 

Whitebox Advisors 

LLC (each, an “Ad 

Hoc Committee 

Member”, and 

collectively, the “Ad 

Hoc Committee”)

3223; 

23563

02/17/23 Supplemental Objection of Syncora 

Guarantee, Inc. to the Motion of Puerto 

Rico Electric Power Authority for an 

Order (1) Approving Disclosure 

Statement, (II) Fixing Voting Record 

Date, (III) Approving Confirmation 

Hearing Notice and Confirmation 

Syncora Guarantee, 

Inc. (“Syncora”)

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ECF No. Date Filed Objection Party

Schedule, (IV) Approving Solicitation 

Packages and Distribution Procedures, 

(V) Approving Forms of Ballots and 

Voting Procedures, (VI) Approving Notice 

of Non-voting Status, (VII) Fixing Voting 

and Confirmation Deadlines, and (VIII) 

Approving Vote Tabulation Procedures

(“Syncora Supplemental Objection”)

3224; 

23564

02/17/23 Supplemental Objection and Reservation 

of Rights of PREPA Bond Trustee 

Regarding Motion for Approval of 

Disclosure Statement for First Amended 

Title III Plan of Adjustment of the Puerto 

Rico Electric Power Authority (“Trustee 

Supplemental Objection”)

PREPA Bond Trustee

3225; 

23566

02/17/23 Supplemental Objections of the Ad Hoc 

Group of the PREPA Bondholders to the 

Disclosure Statement for the First 

Amended Title III Plan of Adjustment of 

the Puerto Rico Electric Power Authority

[ECF No. 3201] (“AHG Supplemental 

Objection”)

Ad Hoc Group of 

PREPA Bondholders 

(the “AHG”)

3226; 

23565

02/17/23 Supplemental Objection of Official 

Committee of Unsecured Creditors in 

Response to Disclosure Statement for 

First Amended Title III Plan od 

Adjustment of the Puerto Rico Electric 

Power Authority (“Committee 

Supplemental Objection”)

The Official 

Committee of 

Unsecured Creditors 

(the “Committee”)

3228; 

23569

02/17/23 Objection by AHIMSA Foundation to 

Disclosure Statement for First Amended 

Title III Plan of Adjustment of the Puerto 

Rico Electric Power Authority (“AHIMSA 

Objection”)

Ahimsa Foundation 

(“Ahimsa”)

3229; 

23570

02/17/23 Partial Joinder of Assured Guaranty 

Corp. and Assured Guaranty Municipal 

Corp. to the Relief Requested in the 

Supplemental Objections of the Ad Hoc 

Group of PREPA Bondholders to the 

Disclosure Statement for the First 

Amended Title III Plan of Adjustment of 

the Puerto Rico Electric Power Authority 

[ECF No. 3225] (“Assured Supplemental 

Objection”)

Assured Guaranty 

Corp. and Assured 

Guaranty Municipal 

Corp. (collectively, 

“Assured”)

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ECF No. Date Filed Objection Party

3230; 

23567

02/17/23 PV Properties, Inc.’s Supplemental 

Objection to the Disclosure Statement 

(“PV Properties Supplemental Objection”)

PV Properties, Inc.

RELIEF REQUESTED AND BASIS FOR SUCH RELIEF

6. The Oversight Board respectfully requests leave to exceed the page limit for the 

Supplemental Omnibus Reply. Paragraph I.E. of the Case Management Procedures provides that 

“[u]nless prior permission has been granted . . . memoranda of law in support of Replies are limited 

to fifteen (15) pages.” Case Management Procedures I.E. 

7. The Oversight Board received ten (10) Supplemental Objections, totaling an 

aggregate amount of seventy-eight (78) pages, excluding exhibits. The Supplemental Objections 

raised a significant variety of different arguments in connection with the Disclosure Statement, 

and some were filed by parties that had not previously filed objections. To adequately summarize 

and address all the issues raised by these various Supplemental Objections in the space of the 

Presidents Day holiday weekend, the Oversight Board is unable to meet the 15-page limit for 

replies set forth in the Case Management Procedures. Accordingly, the Oversight Board 

respectfully requests leave to file the Supplemental Omnibus Reply with a length not to exceed 

thirty (30) pages, exclusive of the cover page, the table of contents, the table of authorities, the 

signature page, the certificate of service, and exhibits. The Oversight Board also respectfully 

requests leave to include an exhibit of no more than twenty (20) pages providing an explanatory 

chart summarizing certain miscellaneous Supplemental Objections to the relief requested and 

containing a brief reply with respect thereto.

8. In accordance with Paragraph I.H of the Case Management Procedures, the 

Oversight Board informed the objecting parties of its intent to seek leave to file a request for excess 

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pages. Counsel for the Ad Hoc Group, the Committee, the Ad Hoc Committee, Ahimsa, and 

Syncora indicated they do not object to the relief requested in this Urgent Motion. The Bond 

Trustee stated it neither objected nor consented. At the time of this filing, the Oversight Board has 

not received a response from any other objecting party.

9. Pursuant to Paragraph I.H of the Case Management Procedures, the undersigned 

counsel hereby certify that they have (a) carefully examined the matter and concluded that there is 

a true need for an urgent decision; (b) not created the urgency through any lack of due diligence; 

and (c) made reasonable, good-faith communications in an effort to resolve or narrow the issues 

before the Court. 

10. The Oversight Board hereby certifies that there is a true need for urgent relief and 

that such urgency was not created through any lack of due diligence.

11. No prior request for the relief sought in this Urgent Motion has been made to this 

or any other court. 

[Remainder of Page Left Intentionally Blank]

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WHEREFORE the Oversight Board requests the Court enter the Proposed Order attached 

hereto as Exhibit A and grant it such other relief as it deems just and proper.

Dated: February 20, 2023

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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CERTIFICATE OF SERVICE

I hereby certify that, on this same date, I electronically filed the foregoing with the Clerk 

of the Court using the CM/ECF system, which will send notifications of such filing to all CM/ECF 

participants in this case.

/s/ Hermann D. Bauer

Hermann D. Bauer

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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. 3210

ORDER GRANTING URGENT MOTION FOR LEAVE TO EXCEED PAGE LIMIT 

FOR SUPPLEMENTAL OMNIBUS REPLY OF THE PUERTO RICO ELECTRIC 

POWER AUTHORITY TO OBJECTIONS TO THE (I) ADEQUACY 

OF THE DISCLOSURE STATEMENT, (II) RELIEF REQUESTED IN THE 

DISCLOSURE STATEMENT MOTION, AND (III) RELIEF REQUESTED IN THE 

CONFIRMATION DISCOVERY PROCEDURES MOTION

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 for Leave to Exceed Page Limit for Supplemental Omnibus Reply 

of the Puerto Rico Power Authority to Objections to the (I) Adequacy of the Disclosure Statement, 

(II) Relief Requested in the Disclosure Statement Motion, and (III) Relief Requested in the 

Confirmation Discovery Procedures Motion (Docket Entry No. ____ in Case No. 17-3283; Docket 

Entry No. ____ in Case No. 17-4780) (the “Urgent Motion”)

2

and the Court having found the 

Oversight Board provided adequate and appropriate notice of the Urgent Motion under the 

circumstances and that no other or further notice is required; and upon the record herein, after due 

deliberation thereon, the Court having found that good and sufficient cause exists for the granting 

of the relief set forth herein:

1. The Urgent Motion is GRANTED as set forth herein. 

2. The Oversight Board may file a Supplemental Omnibus Reply of no more than 

thirty (30) pages, exclusive of the cover page, the table of contents, the table of authorities, the 

signature page, the certificate of service, and exhibits, as well as an exhibit of approximately 

twenty (20) pages providing an explanatory chart summarizing certain Supplemental Objections

and the Oversight Board’s response thereto.

3. This Court shall retain jurisdiction to hear and determine all matters arising from 

implementation of this Order. 

SO ORDERED.

Dated: ___________, 2023

_________________________________

 HONORABLE LAURA TAYLOR SWAIN

United States District Judge

2 Capitalized terms not otherwise defined herein shall have the meanings given to them in the Urgent Motion.

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