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) 

REPLY OF THE FINANCIAL OVERSIGHT AND MANAGEMENT BOARD FOR 

PUERTO RICO TO THE OPPOSITION OF THE AD HOC GROUP OF PREPA 

BONDHOLDERS TO THE OVERSIGHT BOARD’S URGENT MOTION 

TO SEAL AND FOR LEAVE TO FILE REDACTED DOCUMENT 

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-BK-3567-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:

 Pursuant to the Court’s Order Granting Motion to Seal for Limited Duration and for 

Supplemental Briefing [ECF No. 3429], the Puerto Rico Electric Power Authority (“PREPA” or 

the “Debtor”), by and through the Financial Oversight and Management Board for Puerto Rico 

(the “Oversight Board”), as the Debtor’s sole representative pursuant to section 315(b) of the 

Puerto Rico Oversight, Management, and Economic Stability Act (“PROMESA”),2 respectfully 

submits this reply to the Opposition of the Ad Hoc Group of PREPA Bondholders to the Urgent 

Motion of the Financial Oversight and Management Board to Seal and for Leave to File Redacted 

Document [ECF No. 3447] (the “Opposition” or “Opp.”). 

ARGUMENT 

A. The George Report Contains Confidential Information that Warrants Sealing and 

Redaction

1. In the Response of the Financial Oversight and Management Board for Puerto Rico 

to the Court’s Order Granting Motion to Seal for Limited Duration and for Supplemental Briefing 

[ECF No. 3449] (the “Sealing Brief”), the Oversight Board explained that it inadvertently filed the 

George Report3 on the PREPA Title III docket without redacting confidential information included 

in portions of two sentences therein. Sealing Br. ¶ 5. 

2. For the reasons stated in the Sealing Brief, the limited information that the 

Oversight Board seeks to redact from the George Report is indeed confidential. See id. ¶¶ 9-13. 

Such confidential information consists of LUMA’s sensitive analyses of PREPA’s future operating 

costs and capital expenditure needs. These analyses are subject to ongoing review and revision, 

2

 PROMESA has been codified in 48 U.S.C. §§ 2101-2241. 

3

 Capitalized terms not defined herein shall have the meanings ascribed to them in the Sealing 

Brief. 

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and their disclosure could hinder LUMA’s operations. Id. Further, there is no public interest in 

the disclosure of such preliminary analyses, as they cannot accurately inform the public of 

LUMA’s current opinions or assessments. Id. ¶¶ 12-13. 

3. Contrary to the Bondholders’ implications (Opp. ¶ 10), the Oversight Board is not 

taking a needlessly broad view of what constitutes confidential information in order to justify 

sealing portions of two sentences in the George Report. As explained in the Sealing Brief (¶ 8), 

the Oversight Board is only seeking to redact portions of two sentences in the 58-page George 

Report, and neither redaction affects the context or comprehensibility of the Report as a whole. 

Should the Court grant the Oversight Board’s Motion to Seal, the public will be able to access, 

read, and understand nearly the entirety of the George Report even with these limited redactions. 

Moreover, the Oversight Board’s dealings with the Bondholders demonstrate that the Oversight 

Board is not applying an expansive view of confidentiality in this matter, as it has informed 

Bondholders’ counsel that it does not believe the expert reports of Dr. Maureen Chakraborty or 

Sebastian Edwards, both of which were proffered by the Bondholders, include any confidential 

information. Accordingly, on May 3 and 8, the Oversight Board informed counsel for the 

Bondholders that those reports could be refiled without redactions. This demonstrates the 

Oversight Board’s goal is not, as the Bondholders contend, to unnecessarily or unreasonably 

restrict public access to these materials. Id. n.3. Rather, the Oversight Board interprets the 

Confirmation Procedures Order’s provisions on confidentiality narrowly and only seeks to redact 

information that is truly confidential, potentially harmful if disclosed, and not necessary for the 

general public to access. 

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4. For these reasons, and those stated in the Sealing Brief, the Oversight Board 

respectfully submits that the George Report contains confidential information that warrants its 

continued sealing and refiling in redacted form. 

B. The George Report Should Be Sealed Despite Availability on Paid Third-Party 

Websites and Limited Availability on the Public Docket

5. The public availability of the George Report should not determine the outcome of 

this motion. The Oversight Board acknowledges that the George Report was available on the 

public docket from the evening of Friday, April 28 to the morning of Monday, May 1. However, 

this was not due to any delay by the Oversight Board, as the Bondholders imply. Rather, because 

the George Report was filed after hours on a Friday evening, the Oversight Board was not able to 

contact a staff member of the clerk’s office until the following Monday morning (which it did 

shortly after the clerk’s office opened). The Report was promptly sealed on a temporary basis 

thereafter. Thus, the length of time that the George Report remained on the public docket was due 

to factors outside the Oversight Board’s control (i.e., the closure of the clerk’s office for the 

weekend). This “delay” does not warrant unsealing the George Report. USI Ins. Servs. LLC v. 

Miner, 801 F. Supp. 2d 175, 196-197 (S.D.N.Y. 2011) (finding no undue delay in seeking 

injunctive relief where plaintiff was not responsible for procedural delays). 

6. The Oversight Board also acknowledges that the George Report has been 

summarized and quoted in an article published by Reorg Research, a third-party subscription-based 

data and analysis service. As noted by the Bondholders (Opp. ¶ 8), this article also includes a link 

to the unredacted George Report. However, such dissemination does not justify unsealing the 

George Report on the public docket. 

7. Importantly, the article published by Reorg Research is not accessible to the general 

public. Only individuals with a paid subscription to Reorg Research can view it. In contrast, an 

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unsealed George Report would be available in perpetuity on the court docket and could be 

accessed, free of charge, by any individual who visits Kroll Restructuring’s website. The 

Bondholders’ cited case, United States v. Doe (In re l 98 Cr. 1101), 891 F. Supp. 2d 296 (E.D.N.Y. 

2012), does not compel otherwise, because the confidential information there had already been 

widely disseminated by the time the court was evaluating whether it should be sealed. In Doe, the 

court found that sealing information that had been publicly disclosed would be “futile” because 

the information had not only been available on the court’s public docket, but was also highly 

publicized by outlets like The New York Times and The Miami Herald. It was also contained in a 

government press release and in a court opinion available on Lexis and Westlaw. Id. at 299-300. 

In contrast, the information in the George Report has been disseminated only to Reorg Research’s 

limited paid-subscriber base and to those who reviewed the Commonwealth or PREPA Title III 

dockets between the evening of Friday, April 28 to the morning of Monday, May 1. 

8. In addition, contrary to the Bondholders’ assertion (see Opp. ¶ 9), this Court may 

choose to keep information under seal even if it cannot completely put the “genie back in the 

bottle.” In Gambale v. Deutsche Bank AG, 377 F.3d 133, 144 (2d Cir. 2004), the court declined 

to seal a court opinion that contained a confidential settlement amount that had been disclosed to 

the judge during a conference. However, the court chose to keep under seal the transcript of the 

conference in which the amount had been disclosed. Even though the confidential information it 

contained had already been disclosed, the court still held that it would be an abuse of discretion to 

unseal the transcript unless all confidential information within it was redacted. Id.

9. The same outcome is warranted here. While the Oversight Board cannot compel 

Reorg Research to remove its article discussing the George Report, the Court can limit the further 

dissemination of LUMA’s confidential information by allowing the George Report to remain 

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under seal and to be refiled with the confidential information redacted.4 In requesting this 

outcome, the Oversight Board seeks to follow the procedures imposed by this Court which permit 

confidential information to be filed under seal. 

 

4

 It is worth noting that, by attaching the Reorg Research article as an exhibit to its Opposition—

despite knowing the Oversight Board’s position that the George Report contains confidential 

information—the Bondholders have further disseminated the George Report beyond its initial 

limited audience. This is improper given the pendency of this dispute. The Oversight Board 

respectfully requests that, should the Court grant the Oversight Board’s request to seal, it also 

remove the Opposition, including its exhibit, from the public docket, and authorize the filing of a 

redacted version of the Opposition that redacts the last sentence in the citation at the end of 

paragraph 8. That said, even if the Opposition continues to be publicly available, it does not quote 

all of the confidential information that the Oversight Board is seeking to redact. Thus, sealing is 

still appropriate notwithstanding the Bondholders’ conduct. 

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Dated: May 8, 2023 

New York, New York 

Respectfully submitted, 

/s/ Margaret A. Dale 

Martin J. Bienenstock 

Paul V. Possinger 

Ehud Barak

Margaret A. Dale 

Michael T. Mervis 

Julia D. Alonzo

Laura Stafford 

Javier F. Sosa 

(Admitted Pro Hac Vice) 

PROSKAUER ROSE LLP

Eleven Times Square 

New York, NY 10036 

Tel: (212) 969-3000 

Fax: (212) 969-2900 

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 

Co-Attorneys 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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