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 (the “Commonwealth”) (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). 

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. 17-03283-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. 17-04780-LTS 

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THE FINANCIAL OVERSIGHT AND MANAGEMENT 

BOARD FOR PUERTO RICO, 

as representative of 

THE PUERTO RICO ELECTRIC POWER AUTHORITY,

Plaintiff/ 

CounterclaimDefendant, 

PUERTO RICO FISCAL AGENCY AND FINANCIAL 

ADVISORY AUTHORITY, THE OFFICIAL COMMITTEE 

OF UNSECURED CREDITORS OF ALL TITLE III 

DEBTORS, CORTLAND CAPITAL MARKET SERVICES, 

SOLA LTD., SOLUS OPPORTUNITIES FUND 5 LP, 

ULTRA MASTER LTD, ULTRA NB LLC, UNION DE 

TRABAJADORES DE LA INDUSTRIA ELECTRICA Y 

RIEGO INC., AND SISTEMA DE RETIRO DE LOS 

EMPLEADOS DE LA AUTORIDAD DE ENERGIA 

ELECTRICA, 

Intervenor-Plaintiffs, 

v. 

U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE, 

Defendant/ 

CounterclaimPlaintiff, 

THE AD HOC GROUP OF PREPA BONDHOLDERS, 

ASSURED GUARANTY CORP., ASSURED GUARANTY 

MUNICIPAL CORP., NATIONAL PUBLIC FINANCE 

GUARANTEE CORPORATION, AND SYNCORA 

GUARANTEE, INC., 

IntervenorDefendants/ 

CounterclaimPlaintiffs. 

PROMESA Title III 

Adv. Proc. No. 19-391-LTS

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URGENT JOINT MOTION TO STAY CERTAIN CONTESTED MATTERS 

AND ADVERSARY PROCEEDINGS RELATED TO BONDS ISSUED BY THE 

PUERTO RICO ELECTRIC POWER AUTHORITY (“PREPA”) WITH RESPECT 

TO NATIONAL PUBLIC FINANCE GUARANTEE CORPORATION 

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

National Public Finance Guarantee Corporation (together with its successors and 

assigns, “National”) and the Financial Oversight and Management for Puerto Rico (“Oversight 

Board”), on behalf of itself and as sole Title III representative for the Commonwealth of Puerto 

Rico and PREPA (collectively, the “Parties”), respectfully submit this urgent joint motion to stay 

or continue the stay(s) of certain actions and motions pending in the above-captioned proceedings 

solely with respect to National. 

BACKGROUND

1. National is a party to each of the following matters concerning bonds issued by 

PREPA (“PREPA Bonds”) filed with the Title III Court (collectively, the “Matters”): 

a. Lien/Recourse Adversary. On July 1, 2019, the Oversight Board initiated the 

following adversary proceeding seeking to disallow claims by the Trustee and 

holders of PREPA Bonds: The Financial Oversight and Management Board for 

Puerto Rico v. U.S. Bank National Association, as Trustee, et al., Adv. Pro. No. 19-

00391-LTS. 

b. Motion to Dismiss Title III. On September 19, 2022, National and certain other 

holders of PREPA Bonds filed the following motion seeking to dismiss PREPA’s 

Title III Case and to lift the automatic stay to enforce their right to appoint a receiver 

of PREPA: Motion of the Ad Hoc Group of PREPA Bondholders, Assured 

Guaranty Corp., Assured Guaranty Municipal Corp., National Public Finance 

Guarantee Corporation, and Syncora Guarantee, Inc. to Dismiss PREPA’s Title III 

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Case, or for Relief from the Automatic Stay to Enforce Their Right to a Receiver, 

filed in the Commonwealth Title III Proceeding2 [ECF No. 22291] and the PREPA 

Title III Proceeding3 [ECF No. 2973]. 

c. Receiver Motion. On October 3, 2018, National and certain other holders of 

PREPA Bonds filed the following motion seeking to enforce their right to appoint 

a receiver of PREPA: Motion of National Public Finance Guarantee Corporation, 

Assured Guaranty Corp., Assured Guaranty Municipal Corp., and Syncora 

Guarantee Inc. for Relief from the Automatic Stay to Allow Movants to Enforce 

Their Statutory Right to Have a Receiver Appointed, filed in the Commonwealth 

Title III Proceeding [ECF No. 4009] and in the PREPA Title III Proceeding [ECF 

No. 975]. 

2. On February 2, 2023, the Oversight Board, on behalf of itself and as the sole 

Title III representative of PREPA, and National entered into the PREPA Plan Support Agreement

(the “PREPA PSA”) regarding the treatment of the PREPA Bonds in a plan of adjustment to be 

filed by the Oversight Board in accordance with the terms and provisions of the PREPA PSA (the 

“PREPA Plan”). The PREPA PSA embodies an agreement to settle disputes related to: (a) 

Insured Bond Claims and Asserted Reimbursement Claims held by National, and (b) related claims 

asserted and relief sought in the Matters. As a result of the PREPA PSA, the Parties thereto have 

agreed the Matters should be stayed solely with respect to National pending confirmation of the 

PREPA Plan (subject to paragraph 5 below). 

2

 ECF numbers listed in connection with the Commonwealth Title III Proceeding refer to the docket in case 

number 17-03283-LTS. 

3

 ECF numbers listed in connection with the PREPA Title III Proceeding refer to the docket in case number 

17-04780-LTS. 

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JURISDICTION & VENUE

3. This Court has subject matter jurisdiction over this matter under PROMESA 

section 306(a), 48 U.S.C. § 2166(a), and venue is proper under PROMESA section 307(a), 48 

U.S.C. § 2167(a). 

RELIEF REQUESTED

4. The Parties request that the Court stay, solely with respect to National, and continue 

any existing stay(s) of, the Matters, and without prejudice to all rights, arguments, claims, and 

defenses as they currently exist in the Matters to the extent the underlying claims are not resolved 

by the confirmation of a plan of adjustment or other order. 

5. The Parties further request that, in the event that (i) the PREPA Plan, including any 

amendment, modification, or supplement thereto, is not confirmed and made effective; (ii) a plan 

is confirmed that has or would have a materially adverse impact on National; or (iii) the PREPA 

PSA is terminated prior to confirmation of the PREPA Plan, then the Parties (or any of them) may 

seek relief from the stays requested herein by motion to the Court. 

6. The requested stays should be granted. To the extent the PREPA Plan is confirmed, 

the Oversight Board and National will have resolved the matters sought to be stayed herein. As a 

matter of judicial economy and Party resources, the Parties should not be required to actively 

litigate matters contemplated to be resolved between them under the PREPA PSA. No prejudice 

to non-movants exists, as the requested stays apply only to matters as between the Parties. 

7. Nothing herein shall or is intended to (i) affect or lift any existing stay of any 

Matter; (ii) affect the continued prosecution through final judgments and appeals of any of the 

listed Matters, to the extent not otherwise stayed, pending the stay herein or after it is lifted; or (iii) 

determine or affect the legal impact of any judgments as against National and PREPA. For the 

avoidance of doubt, and without prejudice to any non-party to the PREPA PSA, National 

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acknowledges that such judgments may impact PREPA and National, including if the settlement 

in the PREPA PSA is not approved and not included in a confirmed plan of adjustment. 

CERTIFICATION OF COMPLIANCE WITH LOCAL RULE 9013-1

AND THE SIXTEENTH AMENDED CASE MANAGEMENT PROCEDURES

8. Pursuant to Local Rule 9013-1 and I.H of the Sixteenth Amended Case 

Management Order, the undersigned hereby certify that counsel has carefully examined the matter 

and concluded there is a true need for expedited consideration of the Motion and the Parties have 

not created the urgency through lack of due diligence on their part. The undersigned further certify 

the Parties made a bona fide, reasonable, and good faith effort to resolve the issues addressed in 

this Motion prior to filing. The Parties jointly seek the relief requested herein. Certain parties 

previously indicated that they intended to object to the Motion, but the moving Parties have 

endeavored to resolve those objections and believe they have done so prior to this submission. 

[Remainder of Page Intentionally Blank] 

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Dated: March 20, 2023 

New York, New York 

ADSUAR MUÑIZ GOYCO 

SEDA & PÉREZ-OCHOA, P.S.C. 

By: /s/ Eric Pérez-Ochoa 

Eric Pérez-Ochoa 

(USDC-PR No. 206314) 

Luis Oliver-Fraticelli 

(USDC-PR No. 209204) 

Alexandra Casellas-Cabrera 

(USDC-PR No. 301010) 

PO BOX 70294 

San Juan, PR 00936 

Telephone: 787.756.9000 

Facsimile: 787.756.9010 

Email: epo@amgprlaw.com 

 loliver@amgprlaw.com 

acasellas@amgprlaw.com 

Attorneys for National Public Finance 

Guarantee Corporation

WEIL, GOTSHAL & MANGES LLP 

By: /s/ Robert S. Berezin 

Matthew S. Barr* 

Jonathan Polkes* 

Robert Berezin* 

767 Fifth Avenue 

New York, New York 10153 

Telephone: (212) 310-8000 

Facsimile: (212) 310-8007 

Email: matt.barr@weil.com 

jonathan.polkes@weil.com 

robert.berezin@weil.com

Gabriel A. Morgan* 

700 Louisiana Street, Suite 1700 

Houston, TX 77002 

Telephone: (713) 546-5000 

Facsimile: (713) 224-9511 

Email: gabriel.morgan@weil.com 

* Admitted pro hac vice 

Attorneys for National Public Finance 

Guarantee Corporation

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/s/ Hermann D. Bauer 

Hermann D. Bauer 

USDC No. 15205

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

/s Michael A Firestein 

Martin J. Bienenstock 

Brian Rosen 

Ehud Barak 

(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

jlevitan@proskauer.com

ebarak@proskauer.com

Michael A. Firestein 

Lary Alan Rappaport 

(Admitted Pro Hac Vice) 

PROSKAUER ROSE LLP

2029 Century Park East 

Suite 2400 

Los Angeles, CA 90067-3010 

Tel: (310) 557-2900 

Fax: (310) 557-2193 

Email: mfirestein@proskauer.com

lrappaport@proskauer.com

Attorneys for the Financial 

Oversight and Management Board, 

as Representative of the Puerto Rico 

Electric Power Authority 

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CERTIFICATE OF SERVICE 

I hereby certify that I filed this document electronically with the Clerk of the Court using 

the CM/ECF System, which will send notification of such filing to all parties of record in the 

captioned case. 

At New York, New York, this 20th day of March, 2023. 

By: /s/ Robert S. Berezin

 Robert S. Berezin* 

 * Admitted pro hac vice

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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 (the “Commonwealth”) (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). 

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. 17-03283-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. 17-04780-LTS 

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THE FINANCIAL OVERSIGHT AND MANAGEMENT 

BOARD FOR PUERTO RICO, 

as representative of 

THE PUERTO RICO ELECTRIC POWER AUTHORITY,

Plaintiff/ 

CounterclaimDefendant, 

PUERTO RICO FISCAL AGENCY AND FINANCIAL 

ADVISORY AUTHORITY, THE OFFICIAL COMMITTEE 

OF UNSECURED CREDITORS OF ALL TITLE III 

DEBTORS, CORTLAND CAPITAL MARKET SERVICES, 

SOLA LTD., SOLUS OPPORTUNITIES FUND 5 LP, 

ULTRA MASTER LTD, ULTRA NB LLC, UNION DE 

TRABAJADORES DE LA INDUSTRIA ELECTRICA Y 

RIEGO INC., AND SISTEMA DE RETIRO DE LOS 

EMPLEADOS DE LA AUTORIDAD DE ENERGIA 

ELECTRICA, 

Intervenor-Plaintiffs, 

v. 

U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE, 

Defendant/ 

CounterclaimPlaintiff, 

THE AD HOC GROUP OF PREPA BONDHOLDERS, 

ASSURED GUARANTY CORP., ASSURED GUARANTY 

MUNICIPAL CORP., NATIONAL PUBLIC FINANCE 

GUARANTEE CORPORATION, AND SYNCORA 

GUARANTEE, INC., 

IntervenorDefendants/ 

CounterclaimPlaintiffs. 

PROMESA Title III 

Adv. Proc. No. 19-391-LTS

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[PROPOSED] ORDER GRANTING 

URGENT JOINT MOTION TO STAY CERTAIN CONTESTED MATTERS 

AND ADVERSARY PROCEEDINGS RELATED TO BONDS ISSUED BY THE 

PUERTO RICO ELECTRIC POWER AUTHORITY (“PREPA”) WITH RESPECT 

TO NATIONAL PUBLIC FINANCE GUARANTEE CORPORATION 

Upon consideration of the Urgent Joint Motion to Stay Certain Contested Matters and 

Adversary Proceedings related to Bonds Issued by the Puerto Rico Electric Power Authority 

(“PREPA”) with respect to National Public Finance Guarantee Corporation (the “Motion”),2 and 

the Court having reviewed the Motion and the relief requested; the Court having subject matter 

jurisdiction to consider the Motion and the relief requested therein in accordance with 28 U.S.C. 

§ 1331 and PROMESA § 306(a), 48 U.S.C. § 2166(a); venue being proper before this Court 

pursuant to 28 U.S.C. § 1391(b) and PROMESA § 307(a), 48 U.S.C. § 2167(a); notice of the 

Motion being adequate and proper under the circumstances; and after due deliberation and 

sufficient cause appearing therefor; it is HEREBY ORDERED THAT: 

1. The Motion is GRANTED as set forth herein. 

2. The Court hereby stays, solely with respect to National, and continues any existing 

stays of, the following matters, subject to a further order of the Court, and without prejudice to all 

rights, arguments, claims, and defenses of the parties as they currently exist in such matters: 

a. Adv. Pro. No. 19-00391-LTS. 

b. Commonwealth Title III, Case No. 17-3283-LTS: ECF Nos. 4009, 22291. 

c. PREPA Title III, Case No. 17-3567-LTS: ECF Nos. 975, 2973. 

3. The terms and conditions of this Order shall take immediate effect and be 

enforceable upon its entry. 

2

 Capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the 

Motion. 

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4. In the event that (i) the PREPA plan of adjustment, including any amendment, 

modification or, supplement thereto in accordance with the terms and provisions of the PREPA 

PSA (the “PREPA Plan”), is not confirmed and made effective; (ii) a plan is confirmed that has or 

would have a materially adverse impact on National as compared to the PREPA Plan; or (iii) the 

PREPA PSA is terminated prior to confirmation of the PREPA Plan, then the Parties (or any of 

them) may seek relief from the stays requested herein by motion to the Court. 

5. Nothing herein shall or is intended to (i) affect or lift any existing stay of any 

Matter; (ii) affect the continued prosecution through final judgments and appeals of any of the 

listed Matters, to the extent not otherwise stayed, pending the stay herein or after it is lifted; or (iii) 

determine or affect the legal impact of any judgments as against National and PREPA. For the 

avoidance of doubt, and without prejudice to any non-party to the PREPA PSA, National 

acknowledges that such judgments may impact PREPA and National, including if the settlement 

in the PREPA PSA is not approved and not included in a confirmed plan of adjustment. 

6. This Court retains jurisdiction to resolve any dispute arising from or related to this 

Order and to interpret, implement, and enforce the provisions of this Order. 

SO ORDERED. 

Dated: ____________________ 

___________________________________ 

LAURA TAYLOR SWAIN 

UNITED STATES DISTRICT JUDGE 

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