UNITED STATES DISTRICT COURT 

FOR THE DISTRICT OF PUERTO RICO 

---------------------------------------------------------------------- X 

 : 

In re: : 

 : 

THE FINANCIAL OVERSIGHT AND : PROMESA 

MANAGEMENT BOARD FOR PUERTO RICO, : Title III 

 : 

as representative of : Case No. 17-BK-3283 (LTS) 

 : 

THE COMMONWEALTH OF PUERTO RICO et al., : (Jointly Administered) 

 : 

Debtors.1

 : 

---------------------------------------------------------------------- X 

 : 

In re: : 

 : 

THE FINANCIAL OVERSIGHT AND : PROMESA 

MANAGEMENT BOARD FOR PUERTO RICO, : Title III 

 : 

as representative of : Case No. 17-BK-4780 (LTS) 

 : 

PUERTO RICO ELECTRIC POWER AUTHORITY, : (Jointly Administered)

 : 

Debtor. : 

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OFFICIAL COMMITTEE OF UNSECURED CREDITORS’ MOTION TO EXCLUDE 

EXPERT TESTIMONY OF MARK SHANKWEILER

 

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). 

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TABLE OF CONTENTS

Page

 

PRELIMINARY STATEMENT ................................................................................................... 1 

BACKGROUND ........................................................................................................................... 4 

JURISDICTION AND VENUE .................................................................................................... 6 

ARUGMENT ................................................................................................................................. 6 

I. Mr. Shankweiler Is Unqualified to Provide Opinion Regarding GUC Pool 

Estimate.............................................................................................................................. 7 

II. Mr. Shankweiler Improperly Relied on Opinions of PREPA’s and Oversight 

Board’s Attorneys .............................................................................................................. 9 

III. Mr. Shankweiler’s Testimony Will Be Inadmissible Legal Opinion .............................. 12 

IV. Oversight Board Cannot Use Privilege Claims to Prevent Scrutiny of Mr. 

Shankweiler’s Opinion..................................................................................................... 13 

CONCLUSION ............................................................................................................................ 16 

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TABLE OF AUTHORITIES 

 Page(s) 

Cases 

Beck’s Off. Furniture & Supplies, Inc. v. Haworth, Inc., 

Nos. 95-4018, 95-4029, 1996 WL 466673 (10th Cir. Aug. 16, 1996) ....................................10 

Berry v. City of Detroit, 

25 F.3d 1342 (6th Cir. 1994) .....................................................................................................8 

Fed. Deposit Ins. Corp. v. Galan-lvarez, 

No. 12-1029 (PAD), 2018 WL 11417749 (D.P.R. June 25, 2018) ..........................................15 

In re Fin. Oversight & Mgmt. Bd. for Puerto Rico, 

649 B.R. 381 (D.P.R. 2023), motion to certify appeal denied (D.P.R. May 3, 

2023) ..........................................................................................................................................6 

Learning Care Grp., Inc. v. Armetta, 

No. 3:13-cv-1540 (VAB), 2016 WL 3248178 (D. Conn. June 12, 2016) .................................9 

Levin v. Dalva Bros., Inc., 

459 F.3d 68 (1st Cir. 2006) ........................................................................................................7 

Nieves-Villanueva v. Soto-Rivera, 

133 F.3d 92 (1st Cir. 1997) ......................................................................................................13 

Noel v. City of New York, 

No. 15-cv-5236-LTS, 2023 WL 3170430 (S.D.N.Y. Apr. 28, 2023) ..................................8, 12 

Nook v. Long Island R.R. Co., 

190 F.Supp.2d 639 (S.D.N.Y. 2002) ..........................................................................................9 

Perez-Garcia v. P.R. Ports Auth., 

874 F. Supp. 2d 70 (D.P.R. 2012) ..............................................................................................7 

Rivera-Cruz v. Latimer, Biaggi, Rachid & Godreau, LLP, 

No. 04-2377 (ADC), 2008 WL 2446331 (D.P.R. June 16, 2008) ...........................................12 

Sec. & Exch. Comm’n v. Rio Tinto PLC, 

No. 17-cv-7994 (AT) (DF), 2021 WL 2186433 (S.D.N.Y. May 28, 2021) ............................15 

Tokio Marine & Fire Ins. Co. v. Grove Mfg. Co., 

958 F.2d 1169 (1st Cir. 1992) ....................................................................................................8 

Vadala v. Teledyne Indus., Inc., 

44 F.3d 36 (1st Cir. 1995) ........................................................................................................14 

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ii 

Vargas v. Laguer, 

No. 14-1597 (CVR), 2017 WL 1230303 (D.P.R. Mar. 24, 2017) .........................................7, 8 

Wells Fargo Bank, N.A. v. LaSalle Bank Nat’l Assoc., 

No. 2:08-CV-1448 JCM (RJJ), 2011 WL 743748 (D. Nev. Feb. 23, 2011) ............................10 

Statutes 

28 U.S.C. § 1391 ..............................................................................................................................6 

Other Authorities 

Wright & Miller, 29 Fed. Prac. & Proc. Evid. § 6264.3 (2d ed. 2020) ............................................7 

Fed. R. Civ. P. 26(b)(4)(C)(ii)-(iii) ................................................................................................15 

Fed. R. Civ. P. 30(b)(6)....................................................................................................................6 

Fed. R. Evid. 702 ................................................................................................................... passim

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To the Honorable United States District Judge Laura Taylor Swain: 

Pursuant to Federal Rules of Evidence 702, 401, and 402 and Daubert v. Merrell Dow 

Pharmaceuticals, Inc., 509 U.S. 579 (1993), the Official Committee of Unsecured Creditors (the 

“Committee”) hereby moves to exclude the expert testimony of Mark Shankweiler to be offered 

by the Financial Oversight and Management Board for Puerto Rico (the “Oversight Board”) in 

support of its Modified Second Amended Plan of Adjustment for the Puerto Rico Electric Power 

Authority (Dkt. 3296). 

PRELIMINARY STATEMENT 

1. Despite the fact that these cases began almost six year ago, the Oversight Board 

has yet to file any substantive objections to PREPA claims—much less obtain any rulings from 

this Court regarding the allowance of such claims. As a result, rather than knowing the actual 

allowed amount of unsecured claims asserted against PREPA, the Oversight Board is now trying 

to confirm the proposed plan of adjustment with an estimate of allowable unsecured claims. But 

the Oversight Board has every incentive to minimize the estimated amount of those claims: a 

lower estimate would create the appearance of an inflated recovery to the Committee’s 

constituents. This is especially true and critical in light of the enormous recoveries the Oversight 

Board plans to provide to the Fuel Line Lenders and National. 

2. The Oversight Board has estimated the total amount of allowed general unsecured 

claims asserted against PREPA will be approximately $800 million. This is far less than the 

$5,927 million of asserted general unsecured claims (i.e., only 13.5% of the total). In support of 

this meager estimate, the Oversight Board has provided a single table that lists twelve categories 

of general unsecured claims, the amount asserted for each category, and three estimates for the 

total allowable claim amount: a “low,” a “high,” and an “adjusted estimated value.” In less than 

a month’s time, those estimates have swung widely without explanation, before settling on a 

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fixed “adjusted estimated value” that is wholly unsubstantiated. On February 9, 2023, those 

estimates ranged from $246 million to $4.87 billion (a 1,900% differential). Less than three 

weeks later, on March 1, 2023, they ranged from $305 million to $1.44 billion (a 470% 

differential). Within both of those ranges, the Oversight Board proffered a fixed, $800 million 

estimate for PREPA’s plan of adjustment. 

3. The Oversight Board has stated that the only explanation or justification for the 

Oversight Board’s $800 million estimate will come from the expert testimony of Mark 

Shankweiler of Berkeley Research Group LLC (“BRG”). But Mr. Shankweiler’s deposition 

made plain that he is wholly unqualified to opine on an estimated allowed amount of the 

unsecured claims asserted against PREPA. He lacks any meaningful experience or expertise that 

would permit him to render such an opinion, and the $800 million estimate is actually the work 

of PREPA’s and the Oversight Board’s lawyers (over which, of course, various privileges have 

been asserted). Mr. Shankweiler is a mere mouthpiece for the impermissible legal opinion of the 

Oversight Board, which is using Mr. Shankweiler as cover to propound a low-ball estimate for 

the claims of PREPA’s unsecured creditors. Mr. Shankweiler must be precluded from providing 

any testimony in support of the plan of adjustment. 

4. First, the Oversight Board cannot satisfy its burden to show that Mr. Shankweiler 

is an expert qualified to opine on the allowed amount of the estimated claims pool for general 

unsecured claims (Class 5) (the “GUC pool”). Although Mr. Shankweiler is a restructuring 

professional, he has no apparent experience relating to the allowance of claims filed against 

governmental entities, has never been qualified as an expert before (on this or any other topic, for 

that matter), has no relevant educational background, and has never published any articles or 

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treatises. Mr. Shankweiler also has no experience or ability to evaluate any litigation claim filed 

against PREPA, given that he lacks any legal training or experience. 

5. Second, because he is unable to evaluate the legal aspects of the most significant 

claims asserted against PREPA, Mr. Shankweiler is forced to rely wholly upon the opinions of 

others to evaluate the allowed amount of those claims. In particular, Mr. Shankweiler relied so 

heavily on counsel, employees, and advisors for PREPA and the Oversight Board that it is hard 

to discern what part of the estimated valuation of the GUC pool was actually done by Mr. 

Shankweiler himself. This mere “parroting” of the opinions of another expert, without any 

separate analysis or inquiry, renders Mr. Shankweiler’s opinion inadmissible. 

6. Third, Mr. Shankweiler’s expert opinion should be excluded because it is founded 

upon legal opinion. Expert testimony comprised merely of legal conclusions is improper 

because it cannot properly assist the trier of fact. Mr. Shankweiler’s opinion regarding the 

allowed amount of the litigation claims or other claims (such as the Power Purchase Operating 

Agreement (“PPOA”) claims) where legal issues control the allowance is therefore inadmissible. 

7. Finally, Mr. Shankweiler’s opinion must be excluded because no support exists 

for it. Mr. Shankweiler has not provided an expert report explaining his conclusion or how he 

arrived at it. The documents that have been produced relating to the valuation of the GUC pool 

contain essentially no information. Mr. Shankweiler’s deposition testimony provided nothing 

but mere generalities regarding how the estimated allowed amount of the GUC pool was 

calculated. And Mr. Shankweiler explained that the estimated allowed amount of many of the 

claims in the GUC pool came from memoranda and email correspondence from law firms, none 

of which have been produced by the Oversight Board. 

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8. For each of these reasons, Mr. Shankweiler should be precluded from testifying in 

support of the plan of adjustment. 

BACKGROUND 

9. On December 16, 2022, the Oversight Board filed the disclosure statement 

(PREPA Dkt. No. 3111) for the proposed Title III Joint Plan of Adjustment of the Puerto Rico 

Electric Power Authority (PREPA Dkt. No. 3110), specifying the GUC pool was $800 million. 

PREPA Dkt. 3111, at 26. 

10. On February 9, 2023, the Oversight Board filed the disclosure statement for the 

first amended plan of adjustment. PREPA Dkt. No. 3201. This disclosure statement included an 

“estimation of general unsecured claims pool” table, which listed twelve categories of unsecured 

claims, and for each category listed the number of claims, the amount of claims asserted, and two 

estimated allowed amounts for each of the categories—one on the “low” end (totaling 

approximately $246 million) and one on the “high” end (totaling approximately $4.87 billion). 

Id., Ex. O. 

11. On March 1, 2023, the Oversight Board filed the disclosure statement for the 

second amended plan of adjustment. PREPA Dkt. No. 3297. In contrast to the table included 

with the prior disclosure statement, this version listed three estimated allowed amounts for the 12 

categories of unsecured claims. Id., Ex. O. In addition to a “low” estimated allowed amount 

($305 million) and a “high” estimated allowed amount ($1.44 billion), the statement listed an 

“adjusted estimated value” for general unsecured claims totaling $773 million. Id. at Ex. O. 

12. On March 11, 2023, the Oversight Board filed its preliminary list of witnesses to 

be offered in support of the plan of adjustment. PREPA Dkt. No. 3329. This list identified Mr. 

Shankweiler as a Managing Director at BRG, and stated, among other things, he “[m]ay provide 

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testimony showing the reasonableness of the assumptions made with respect to . . . the estimated 

total amount of allowed general unsecured claims asserted against the Debtor.” Id. at 4. 

13. On April 28, 2023, the Oversight Board filed its opening expert report and 

disclosures (“Expert Disclosure”). PREPA Dkt. No. 3418. The Expert Disclosure contains only 

two paragraphs regarding Mr. Shankweiler. The only support for Mr. Shankweiler’s 

qualifications to serve as an expert is a single unsupported statement that he has “extensive 

experience in complex restructuring, including claims reconciliation and analysis.” Id. at 10. 

The Expert Disclosure says nothing about valuing litigation claims, claims brought against 

governmental entities, claims brought against power companies, or claims brought against 

entities with union employees. 

14. The Expert Disclosure indicated that Mr. Shankweiler would discuss “the 

reasonableness of the assumptions made with respect to (i) the estimated total amount of allowed 

general unsecured claims asserted against PREPA, which is $800 million.” Id. at 9. Mr. 

Shankweiler’s testimony would be based on “the review and analysis of the proofs of claim filed 

against PREPA by the Oversight Board, PREPA and their respective advisors, including but not 

limited to analysis of PPOA claims, UTIER grievance claims, litigation claims, the UITICE 

litigation claim, and employee claims.” Id. at 9-10. 

15. Aside from those two paragraphs, no report, affidavit, or other disclosures have 

been provided to support Mr. Shankweiler’s credentials or opinion. Moreover, the Oversight 

Board directed the clerk remove the Expert Report from the docket (see PREPA Dkt. No. 3418), 

and no replacement document has been filed. As a result, notwithstanding the April 28, 2023 

deadline set by the court for opening expert reports (PREPA Dkt. No. 3294 ¶ 25), there is 

currently no expert disclosure or report from the Oversight Board on the docket. 

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16. On May 8, 2023, in response to the Committee’s Rule 30(b)(6) deposition notice 

seeking testimony regarding “[t]he estimated value, range of potential values, and cap applicable 

to General Unsecured Claims,” the Oversight Board designated Mr. Shankweiler to testify 

regarding that topic. Shankweiler Dep., Ex. 1, at 7. 

17. The Committee took Mr. Shankweiler’s deposition on May 22, 2023. 

Shankweiler Dep. Tr. (Exhibit 1). 

JURISDICTION AND VENUE 

18. The Court has subject-matter jurisdiction to consider this matter and the relief 

requested herein pursuant to PROMESA § 306(a). 

19. Venue is appropriate in this District pursuant to PROMESA §§ 106(a) and 307(a) 

and 28 U.S.C. § 1391. 

ARUGMENT 

20. “Rule 702 of the Federal Rules of Evidence governs the admission of expert 

testimony.” In re Fin. Oversight & Mgmt. Bd. for Puerto Rico, 649 B.R. 381, 425 (D.P.R. 

2023), motion to certify appeal denied, (D.P.R. May 3, 2023) (quoting Bradley v. Sugarbaker, 

809 F.3d 8, 16 (1st Cir. 2015)). “Rule 702 requires that the ‘testimony be (1) based upon 

sufficient facts or data, (2) the product of reliable principles and methods, and (3) that the 

witness apply the principles and methods reliably to the facts of the case.’” Id. (quoting PagésRamírez v. Ramírez-Gonzalez, 605 F.3d 109, 113 (1st Cir. 2010)) (internal quotations omitted). 

“When faced with a proffer of expert testimony, the district court must determine whether the 

expert witness is qualified and has specialized knowledge that will ‘assist the trier of fact to 

understand the evidence or to determine a fact in issue.’” Id. (quoting Bogosian v. MercedesBenz of N. Am., Inc., 104 F.3d 472, 476 (1st Cir. 1997)). “The trial court is given wide discretion 

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to admit or exclude expert testimony.” Id. (citing United States ex rel. Jones v. Brigham & 

Women’s Hosp., 678 F.3d 72, 83 (1st Cir. 2012)). 

21. “The proponent of the expert always bears the burden to show that his expert is 

qualified to testify competently regarding the matters he intend[ed] to address; [ ] the 

methodology by which the expert reach[ed] his conclusions is sufficiently reliable; and [ ] the 

testimony assists the trier of fact.” Vargas v. Laguer, No. 14-1597 (CVR), 2017 WL 1230303, at 

*2 (D.P.R. Mar. 24, 2017) (citation and internal quotations omitted). 

I. MR. SHANKWEILER IS UNQUALIFIED TO PROVIDE OPINION 

REGARDING GUC POOL ESTIMATE 

22. The Oversight Board cannot meet its burden to qualify Mr. Shankweiler as an 

expert in estimating the allowed amount of the GUC pool for PREPA. Every “party proffering a 

witness as an expert has the burden of laying a foundation that establishes the witness is 

qualified.” Wright & Miller, 29 Fed. Prac. & Proc. Evid. § 6264.3 (2d ed. 2020) (citing Apostol 

v. U.S., 838 F.2d 595, 599 (1st Cir. 1988) (excluding expert testimony where proponent did not 

meet burden of establishing expert’s qualifications)). 

23. Before a witness can offer expert testimony, the witness must first qualify as an 

expert “in a particular field” through the five bases enumerated in Rule 702—“knowledge, skill, 

experience, training, or education.” Perez-Garcia v. P.R. Ports Auth., 874 F. Supp. 2d 70, 74 

(D.P.R. 2012). These bases are stand-ins for one main question—whether the expert has 

“‘achieved a meaningful threshold of experience’ in the given area.” Levin v. Dalva Bros., Inc., 

459 F.3d 68, 78 (1st Cir. 2006) (affirming exclusion of expert opinion due to insufficient 

experience in proffered area of expertise) (citations omitted). 

24. The Oversight Board cannot not qualify Mr. Shankweiler as an expert capable of 

opining on the size of the GUC pool. First, there is nothing in the record to suggest that Mr. 

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Shankweiler is an expert in anything. He has never testified as an expert before (Shankweiler 

Dep. Tr. 16:10-12), nor has he ever been deposed. Id. at 8:4-8. Mr. Shankweiler’s degrees do 

not relate to bankruptcy or restructuring issues (id. at 15:14-16:6), and he has never published 

any articles or treatises regarding restructuring. Id. at 16:13-16. 

25. To the extent that Mr. Shankweiler is an expert in anything, that expertise does 

not render him able to opine on an estimated allowed amount of the GUC pool. An expert’s 

qualifications must relate to the object of their testimony. See, e.g., Noel v. City of New York,

No. 15-cv-5236-LTS, 2023 WL 3170430 at *3 (S.D.N.Y. Apr. 28, 2023) (Swain, C.J.) 

(reiterating that “courts focus on whether there is a rational relationship between the expert’s 

experience and the opinion rendered”) (citations omitted). In other words, “[t]he issue with 

regard to expert testimony is not the qualifications of a witness in the abstract, but whether those 

qualifications provide a foundation for a witness to answer a specific question.” Berry v. City of 

Detroit, 25 F.3d 1342, 1351 (6th Cir. 1994). But the only proffer from the Oversight Board to 

establish that Mr. Shankweiler is an expert is a single sentence in the Expert Disclosure stating 

that he has “extensive experience in complex restructuring, including claims reconciliation and 

analysis.” PREPA Dkt. No. 3418, at 10 (emphasis added). During his deposition, Mr. 

Shankweiler claimed that he has “been in the restructuring practice since the early 1990s,” and 

he has “had to deal with the claims estimation process.” Shankweiler Dep. Tr. at 18:6-22. But at 

no point does the Oversight Board or Mr. Shankweiler explain how this experience would allow 

him to render an expert opinion on the area that will be the subject of his testimony: the 

estimation of the allowed amount of general unsecured claims in PREPA’s restructuring. See 

Tokio Marine & Fire Ins. Co. v. Grove Mfg. Co., 958 F.2d 1169, 1173-74 (1st Cir. 1992) 

(affirming exclusion of civil engineer’s proposed expert testimony on mechanical engineering 

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matters); Nook v. Long Island R.R. Co., 190 F.Supp.2d 639, 642-43 (S.D.N.Y. 2002) (Swain, J.) 

(excluding industrial hygienist’s proposed testimony on medical diagnosis). 

26. Mr. Shankweiler admits that his lack of legal expertise renders him and his team 

unable to evaluate many of the claims in the GUC pool. Mr. Shankweiler is not a lawyer, and 

has no legal training. Shankweiler Dep. Tr. at 16:7-9; see also id. at 131:21-23 (“I’m not an 

attorney. So I don’t have a legal view of that.”). Mr. Shankweiler conceded that neither he or 

his team have expertise in valuing litigation claims: 

Q: “Do you believe that you have the expertise . . . to estimate the 

allowed amount of what you referred to as litigation claims? A: 

So me personally and my team personally as it relates to valuation 

of litigation claims, the answer is no. 

Id. at 45:4-11. Nor does Mr. Shankweilver have the ability to analyze whether a contractual 

claim is valid: 

I would not have. Me personally, I would not feel comfortable, 

and I don’t think I have the expertise to analyze a legal document 

and determine, you know, whether or not an asserted claim is a 

valid claim pursuant to a contract. 

Id. at 49:20-50:2. Because Mr. Shankweiler is not qualified to opine on the allowed amount of 

such claims, his testimony must be excluded. Learning Care Grp., Inc. v. Armetta, No. 3:13-cv1540 (VAB), 2016 WL 3248178, at *7 (D. Conn. June 12, 2016) (“Mr. Cenatempo has no legal 

training whatsoever, and, thus, is unqualified to opine on matters of law.”). 

II. MR. SHANKWEILER IMPROPERLY RELIED ON OPINIONS OF PREPA’S 

AND OVERSIGHT BOARD’S ATTORNEYS 

27. Recognizing that he was not qualified to evaluate many of the claims in the GUC 

pool, Mr. Shankweiler instead simply parroted the opinions of others, especially the opinions of 

PREPA’s and the Oversight Board’s lawyers. 

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28. During his deposition, Mr. Shankweiler made plain that much of the valuation of 

the GUC pool was dictated by attorneys at Diaz & Vazquez (counsel to PREPA) and Proskauer 

(counsel to the Oversight Board). See, e.g., Shankweiler Dep. Tr. 34:20-23 (“[W]e relied on 

their [Diaz & Vazquez] expertise, their legal expertise in order to come up with a value for that 

particular claim.”); id. at 59:10-21 (stating that adjustment of allowed amounts was “informed by 

our discussions with both Diaz & Vazquez and Proskauer”); id. at 110:14-111:5 (stating that he 

relied on input from Diaz & Vazquez and Proskauer regarding the validity of PPOA claims for 

lost profits and developmental costs); id. at 123:19-124:2 (explaining that D&V was “intricately 

involved” in evaluating claims); id. at 160:17-161:17 (explaining that the discounts he applied 

for the PPOA claims was based on “the guidance I was provided by both Diaz & Vazquez, as 

well as Proskauer”). 

29. Mr. Shankweiler’s wholesale reliance on the opinions of others is improper. “As 

courts have repeatedly held, and can be implied from rule 702, an expert cannot merely base his 

opinions upon the opinions of others without having an independent basis for his opinion.” 

Wells Fargo Bank, N.A. v. LaSalle Bank Nat’l Assoc., No. 2:08-CV-1448 JCM (RJJ), 2011 WL 

743748, at *3 (D. Nev. Feb. 23, 2011); see also Beck’s Off. Furniture & Supplies, Inc. v. 

Haworth, Inc., Nos. 95-4018, 95-4029, 1996 WL 466673, at *7 (10th Cir. Aug. 16, 1996) 

(experts “may not merely parrot the opinions of other experts whose conclusions are not 

themselves in the record”). In fact, Mr. Shankweiler referred to Diaz & Vazquez as “experts” in 

evaluating litigation claims, Shankweiler Dep. Tr. at 45:11-14, and notes that he could not have 

come up with his $800 million estimation of the GUC pool without Diaz & Vazquez’ input. Id. 

at 45:17-25. 

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30. The actual work of reviewing relevant documents to evaluate the claims was 

completed not by Mr. Shankweiler or his firm, but by these law firms. Mr. Shankweiler 

explained that for litigation claims, it was Diaz & Vazquez that would “obtain the case files,” 

would “evaluate the case files” and would “come up with a determination as to what in their 

legal opinion the litigation claim would be worth.” Id. 34:5-23. Those allowed amounts would 

then be directly incorporated into the $800 million estimate. Id. at 34:24-25:8. Mr. Shankweiler 

also explained how Diaz & Vazquez looked at documents “for us” to evaluate the inverse 

condemnation and eminent domain claims. Id. at 139:12-140:14.2

 Mr. Shankweiler’s reliance 

on Diaz & Vazquez’s opinion is especially suspect in light of that firm’s deep and ongoing 

relationship with PREPA. Diaz & Vazquez was “retained by PREPA over the years to deal with 

the litigation and normal course legal work for PREPA on behalf of PREPA,” id. at 21:15-21, 

and “they are generally at PREPA’s offices several times a week.” Id. at 70:17-71:7. In fact, 

Diaz & Vazquez is counsel to PREPA for “litigation actions that PREPA is involved with or that 

were asserted against PREPA.” Id. at 34:5-10; see also id. at 84:8-20 (explaining that PREPA 

engaged Diaz & Vazquez to evaluate the grievance claims); id. at 124:13-16 (“PREPA did retain 

or as part of the retention of Diaz & Vazquez, that was part of their charge, to help resolve the 

UTIER claims.”). 

 

2

 Mr. Shankweiler’s dependence on the opinions of others was not limited only to PREPA’s and the Oversight 

Board’s lawyers. Mr. Shankweiler explained that the valuation of certain claims was “essentially developed by 

third-parties or by PREPA’s financial group,” including vacation claims, reemployment claims, and Christmas 

bonus claims. Shankweiler Dep. Tr. at 125:12-127-20 (explaining, for example, that Ankura estimated the allowed 

amount of the vacation claims). Mr. Shankweiler also relied on PREPA employees to assign specific allowed 

amounts to particular grievance claims. Id. at 118:8-119:3; see also id. at 137:7-11 (explaining that for certain 

claims, “we’re including the asserted amount until further analysis can be done by the HR department to determine 

whether that’s actually going to be a valid claim”). But even for these, it was Diaz & Vazquez that was “intricately 

involved” in that process, in PREPA’s office “a day or two a week,” “evaluat[ing] the claims that were provided.” 

Id. at 123:25-127:2. At no point did Mr. Shankweiler explain what role he or his firm had in valuing the grievance 

claims. 

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31. Mr. Shankweiler admitted that the estimate of the GUC pool was not the result of 

his own analysis, but instead arose from “a combination of judgment” among “plenty of people,” 

including Diaz & Vazquez and Proskauer. Id. at 58:14-20. For example, when asked whether he 

had made a determination that there was insufficient documentation about the UTIER claim, Mr. 

Shankweiler said that “I think that was everyone’s assessment that there was insufficient 

documentation. So that was not solely BRG. That was Diaz & Vazquez, it was Proskauer, it 

was PREPA.” Id. at 115:7-21. 

32. The same is true for the PPOA claims, which represent the largest category of the 

GUC pool ($2.78 billion) and the largest component of the adjusted estimated allowed amount of 

the GUC pool ($462 million). According to Mr. Shankweiler, the 83.4% discount to the PPOA 

claims was arrived out of a “consensus” out of conversations with Proskauer. Id. at 162:23-

163:22; see also id. at 165:11-14 (“And based on our discussions with the attorneys at PREPA, 

we felt that was an appropriate level, not too high, not too low”). Mr. Shankweiler’s lack of 

expertise thus led him to simply adopt counsel’s opinions, thereby creating a “one-sided 

narrative of the evidence . . . which embodies the perspective of [Debtor’s] attorneys.” Noel v. 

City of New York, 2023 WL 3170430, at *4; see also Rivera-Cruz v. Latimer, Biaggi, Rachid & 

Godreau, LLP, No. 04-2377 (ADC), 2008 WL 2446331, at *5 (D.P.R. June 16, 2008) (“It is not 

the job of an expert to parrot the opinions of counsel, but to ‘bring to the [trier of fact] more than 

the lawyers can offer in argument.’”). 

III. MR. SHANKWEILER’S TESTIMONY WILL BE INADMISSIBLE LEGAL 

OPINION 

33. Even if Mr. Shankweiler were able to rely on the opinions of PREPA’s and the 

Oversight Board’s lawyers in valuing the claims in the GUC pool—and as explained above, he 

cannot—such opinions would be inadmissible. Mr. Shankweiler’s opinion is nothing more than 

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a collection of improper legal opinions regarding the allowed amounts of various claims asserted 

against PREPA, including litigation claims. See, e.g., Shankweiler Dep. Tr. at 53:25-54:7; 

110:24-111:5 (explaining that it was Diaz & Vazquez and Proskauer that concluded that a lost 

profit claim on the PPOAs would not be a valid claim under Puerto Rico law, regardless of 

whether a particular PPOA contained a provision prohibiting a claim for lost profits); id. at 

140:24-141:7 (“BRG was involved in evaluating the claims and speaking with attorneys who are 

involved in reviewing those [federal] claims and potentially litigating, disputing those claims.”). 

34. The Oversight Board cannot use a purported expert to inject its own legal 

opinions regarding an estimate of the GUC pool. The First Circuit has recognized expert 

testimony comprised merely of legal conclusions cannot properly assist the trier of fact and is 

therefore inadmissible. See, e.g., Nieves-Villanueva v. Soto-Rivera, 133 F.3d 92, 100 (1st Cir. 

1997) (“Expert testimony that consists of legal conclusions cannot properly assist the trier of fact 

in [understanding the evidence or determining a fact in issue] . . . .” (citation omitted)); Fed. R. 

Evid. 702(a) (requiring “the expert’s scientific, technical, or other specialized knowledge” to 

“help the trier of fact to understand the evidence or to determine a fact in issue”) (emphasis 

added); see also Opinion and Order Denying UTIER’s Motions to Exclude Expert Testimony, at 

13-14, 13 n.10, Adv. Proc. No. 17-00229-LTS, Dkt. No. 225 (stating legal issue before the court, 

i.e., question of whether certain laws were legally reasonable and necessary, “is reserved for trier 

of fact” and if expert witnesses attempted “to offer such [] [legal] conclusions, their testimony 

would likely be inadmissible”).

IV. OVERSIGHT BOARD CANNOT USE PRIVILEGE CLAIMS TO PREVENT 

SCRUTINY OF MR. SHANKWEILER’S OPINION 

35. Even if Mr. Shankweiler were entitled to rely on the opinions of PREPA’s and the 

Oversight Board’s lawyers in valuing the various claims in the GUC pool, his opinion would still 

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be inadmissible because the Oversight Board has refused to provide the materials that would 

allow the Committee to properly analyze and evaluate Mr. Shankweiler’s opinion. 

36. Under Rule 702, an expert opinion must be “the product of reliable principles and 

methods,” and the expert must have “reliably applied the principles and methods to the facts of 

the case.” To satisfy this reliability requirement, the expert’s report must expressly “include the 

factual basis and the process of reasoning which makes the conclusion viable.” Vadala v. 

Teledyne Indus., Inc., 44 F.3d 36, 38 (1st Cir. 1995). Because Mr. Shankweiler did not prepare a 

report, the Committee has no way of understanding how Mr. Shankweiler (or the attorneys and 

advisors whose work he incorporated) came to their conclusions regarding an estimated allowed 

amount of the GUC pool. Mr. Shankweiler’s explanation during his deposition of the “process” 

by which he and his “team followed to come up with the $800 million estimate” likewise 

contained nothing but vague generalities. See, e.g., Shankweiler Dep. Tr. at 23:5-24:21. 

37. During his deposition, Mr. Shankweiler explained that much of his analysis was 

based upon communications and memoranda provided by various attorneys. See, e.g., id. at 

69:23-70:9 (explaining that Diaz & Vazquez would send Mr. Shankweiler emails on litigation 

claims, which “would include memos that would discuss the litigation claims, the merits, the 

background and what a proposed settlement amount would be or what a proposed value of that 

claim would be”); id. at 160:11-12 (noting that Diaz & Vazquez prepared memos on certain 

claims); see also id. at 71:20-72:6 (explaining that he “did receive e‐mails from Eduardo 

Corretjer as it relates to certain of the PPOA claims that he was ‐‐ his firm was responsible for 

representing PREPA on”). 

38. The Federal Rules are clear that such communication between attorneys and 

expert witnesses should be produced where such communications “identify facts or data that the 

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party’s attorney provided and that the expert considered in forming the opinions to be 

expressed,” or “identify assumptions that the party’s attorney provided and that the expert relied 

on in forming the opinions to be expressed.” Fed. R. Civ. P. 26(b)(4)(C)(ii)-(iii); see also Sec. & 

Exch. Comm’n v. Rio Tinto PLC, No. 17-cv-7994 (AT) (DF), 2021 WL 2186433, at *4 

(S.D.N.Y. May 28, 2021) (quoting Fed. R. Civ. P. 26 Advisory Committee Notes to 2010 

Amendment) (“[T]he intention is that ‘facts or data’ be interpreted broadly to require disclosure 

of any material considered by the expert, from whatever source, that contains factual 

ingredients.”); Fed. Deposit Ins. Corp. v. Galan-lvarez, No. 12-1029 (PAD), 2018 WL 

11417749, at *4 (D.P.R. June 25, 2018) (ordering the production of “the compilation of facts and 

data that . . . was prepared by the . . . attorneys and was provided to the expert to work on”). 

39. To date, the Oversight Board has refused to produce such materials, claiming that 

they are privileged. See Shankweiler Dep. Tr. at 74:1-10 (counsel for the Oversight Board 

stating that the advice Diaz & Vazquez provided regarding the merits of the PPOA claims “will 

not be produced”); id. at 77:8-12 (counsel for the Oversight Board stating that reports regarding 

the estimated claim amounts for the GUC pool “won’t be produced”). Having refused to 

produce such documents, the Oversight Board cannot use Mr. Shankweiler as a conduit for its 

own unchallenged legal opinions regarding the GUC pool. 

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CONCLUSION 

WHEREFORE the Committee respectfully requests the Court exclude the expert 

testimony of Mark Shankweiler offered in support of the proposed plan of adjustment, and grant 

the Committee such other relief as is just and proper. 

Dated: June 2, 2023 /s/ Luc A. Despins 

PAUL HASTINGS LLP 

Luc A. Despins, Esq. (Pro Hac Vice)

G. Alexander Bongartz, Esq. (Pro Hac Vice)

200 Park Avenue 

New York, New York 10166 

Tel: (212) 318-6000 

lucdespins@paulhastings.com 

alexbongartz@paulhastings.com 

Nicholas A. Bassett, Esq. (Pro Hac Vice) 

875 15th Street, N.W. 

Washington, D.C. 20005 

Tel: (202) 551-1700 

nicholasbassett@paulhastings.com 

Counsel to the Official Committee of Unsecured Creditors

/s/ Juan J. Casillas Ayala 

CASILLAS, SANTIAGO & TORRES LLC 

Juan J. Casillas Ayala, Esq. (USDC - PR 218312) 

Israel Fernández Rodríguez, Esq. (USDC – PR 225004) 

Juan C. Nieves González, Esq. (USDC - PR 231707) 

Cristina B. Fernández Niggemann, Esq. (USDC – PR 

306008) 

PO Box 195075 

San Juan, Puerto Rico 00919-5075 

Telephone: (787) 523-3434 Fax: (787) 523-3433 

jcasillas@cstlawpr.com 

ifernandez@cstlawpr.com 

jnieves@cstlawpr.com 

crernandez@cstlawpr.com 

Local Counsel to the Official Committee of Unsecured 

Creditors 

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