Exhibit U

Case:17-03283-LTS Doc#:23914-3 Filed:03/31/23 Entered:03/31/23 16:47:04 Desc:

Exhibit U Page 1 of 6
Proskauer Rose LLP Eleven Times Square New York, NY 10036-8299

Beijing | Boca Raton | Boston | Chicago | Hong Kong | London | Los Angeles | New Orleans | New York | Paris | São Paulo | Washington, DC

March 31, 2023

VIA E-MAIL

Matthew M. Madden, Esq.

Kramer Levin Naftalis & Frankel LLP 

2000 K Street NW, 4th Floor 

Washington, DC 20006

Re: In re: The Financial Oversight and Management Board For Puerto Rico, as

Representative of Puerto Rico Electric Power Authority, No. 17-04780-LTS

Dear Matt:

I write on behalf of the Financial Oversight and Management Board for Puerto Rico (the 

“Oversight Board”), as Title III representative of the Puerto Rico Electric Power Authority 

(“PREPA”), in response to your letter dated March 28, 2023 regarding the parties’ meet and confer 

on March 24, 2023 (the “Letter”), and further to our previous correspondence.

Depositions. We agree that the parties have been unable to resolve their dispute regarding 

the depositions of other Oversight Board members other than Chairman David Skeel and Executive 

Director Robert Mujica. We also take note of your request to depose David Brownstein, Ojas 

Shah, and William Zarakas. In the interests of efficiency and cooperation, we intend to provide 

their availability, as well as the availability for Chairman Skeel and Director Mujica, in separate 

correspondence to you and counsel to the Ad Hoc Committee of National Claim Assignees. Thank 

you for confirming that you will not serve a Rule 30(b)(6) deposition notice on the Oversight 

Board.

Discovery Requests. We disagree with your Letter’s characterization of the Oversight 

Board’s willingness to consider proposals regarding search terms and custodians for the Requests. 

The Oversight Board is willing to consider reasonable proposals for search terms, time frames, 

and custodians for other Requests with the goal of narrowing the Bondholders’ overbroad 

Requests. With respect to Request Nos. 1 and 4, as explained further in our response to the 

Bondholders’ status report, the Oversight Board believes these requests are incredibly overbroad 

or not relevant to the confirmation of the Plan, and thus does not believe it is productive to proceed 

with such searches. As these Requests are the subject of the ongoing discovery dispute before the 

Court, we will await the Court’s determination.

The Letter addresses a number of other Requests, which we respond to in turn.

Request No. 2 (documents concerning PREPA’s ability or plans to obtain the confirmation, 

effectiveness, or consummation of the Plan, including to secure any necessary approvals of the 

Legacy Charge, New Bonds, or other Plan components by PREB or by any other entity); and 

Margaret A. Dale

Member of the Firm

d +1.212.969.3315

f 212.969.2900

mdale@proskauer.com

www.proskauer.com

Case:17-03283-LTS Doc#:23914-3 Filed:03/31/23 Entered:03/31/23 16:47:04 Desc:

Exhibit U Page 2 of 6
Matthew M. Madden, Esq.

March 31, 2023

Page 2

Request No. 6 (communications regarding the Plan or Disclosure Statement). Thank you for 

providing search terms, time frames, and custodians in an effort to narrow these Requests. We 

will agree to run these searches through promesa.gov1 emails for all Oversight Board members, 

Mr. Mujica, and for Alejandro Figueroa, Fausto Hernandez, and Fernando Bruno, each an 

Oversight Board staff member whose responsibilities include matters related to PREPA, in order 

to determine whether your proposal generates a reasonably limited set of documents for review. 

We will provide those search results as soon as we are able. 

Request No. 3 (documents concerning proposed, contemplated, or rejected PREPA rate 

changes). At the March 24 meet and confer, the Oversight Board noted that it was producing 

several documents from PREB related to rejected rate changes sought by PREPA, but that 

documents regarding PREPA’s “proposed” or “contemplated” rate changes would be 

overwhelmingly protected from disclosure by the deliberative process privilege, the mediation 

privilege, the attorney client privilege and/or the work product privilege. The Oversight Board is 

preparing a categorical privilege log. 

Request No. 26 (documents concerning LUMA requests/proposals for higher rates). The

Oversight Board believes internal deliberations or communications, to the extent they exist, would 

be privileged, but not LUMA’s requests or proposals themselves, or any related documents that 

may be in LUMA’s possession. As we have previously represented, the Oversight Board has been 

in contact with LUMA regarding this and other Requests, and has produced responsive documents 

it has received from LUMA’s counsel, even though the documents are in LUMA’s possession, 

custody, and control. 

Request No. 5 (negotiations and agreements with settling creditors). We are uploading to 

the Depository today the responsive, non-privileged emails regarding the Vitol settlement,2 and 

will add to the privilege log documents related to the National and Fuel Line Lenders settlements.

Request No. 7 (documents related to proposed interest rates and market value of the bonds 

under the Plan). Our investigation into documents responsive to Request No. 7 continues, but at 

this time we believe there are no responsive documents. 

Request Nos. 19 (distributed generation installations and costs); Request No. 20 (number 

of permanent disconnection from PREPA’s grid); Request No. 28 (documents concerning LUMA 

customers’ electrical consumption); and Request No. 29 (documents concerning capital 

expenditures). We note that these requests are also the subject of your subpoena to LUMA and 

 1 The Letter identifies as the Oversight Board’s email domain name as “promesa.org,” but the 

correct domain name is “promesa.gov”. Additionally, to date, the Oversight Board has run these 

searches only through “promesa.gov” email addresses as it is still in the process of collecting any 

potentially relevant non-promesa.gov emails and text messages. 

2 We had previously noted, as your Letter reflects, that the common interest privilege with Vitol 

attached on May 14, 2022. This was an inadvertent error––the correct date is July 14, 2022.

Case:17-03283-LTS Doc#:23914-3 Filed:03/31/23 Entered:03/31/23 16:47:04 Desc:

Exhibit U Page 3 of 6
Matthew M. Madden, Esq.

March 31, 2023

Page 3

we have been in communication with LUMA for documents responsive to these Requests. We 

have already uploaded to the Plan Depository a substantial amount of consumption data that is 

responsive to Request No. 28, and are uploading additional documents responsive to Request No. 

29 today. Thus far, we have not located any additional responsive non-privileged documents for 

Request Nos. 19 and 20 beyond what we have already produced in the Plan Depository.

Request No. 11 (documents concerning the November 8, 2022 Proposal); Request No. 12 

(documents concerning the November 2022 Materials); Request No. 13 (documents concerning 

the December 13, 2022 SOW Comparison). We are continuing our investigation regarding

Requests Nos. 11-13 by speaking with our advisors in order to collect factual source material and 

data underlying the November 8 Proposal, the November 2022 Materials, and the December 13, 

2022 SOW Comparisons that were not included in the mediation data room, if any. We will 

provide an update promptly if we identify any responsive documents. 

Request No. 18 (documents sufficient to show distributed generation interconnection 

requests). As explained in our March 22 letter, it is our understanding that customers are not 

required to make distributed generation interconnection requests to LUMA but may submit 

applications under certain circumstances. We are continuing to investigate this with LUMA and 

should we receive from LUMA any responsive documents, we will upload them to the Plan 

Depository. 

Request No. 24 (documents concerning the net metering program). We have already 

uploaded responsive documents to the Plan Depository, while also continuing to communicate

with LUMA to identify if there are additional responsive documents. We note that Request Nos.

18 and 24 are also the subject of your subpoena to LUMA.

Request No. 1(a) (PREPA’s ability to pay its legacy debt and other expenses). The 

Oversight Board is continuing to investigate this Request by speaking with its advisors, but has 

thus far not found any responsive, non-privileged analyses. This Request is also the subject of 

your subpoena to LUMA.

Request No. 1(b) (PREPA’s base and other rates for electricity). The Oversight Board 

identifies a document previously uploaded to the Plan Depository, FOMB_PREPA 00001494 –

FOMB_PREPA 00001569, as responsive to this Request.

Request No. 1(d) (PREPA electricity load). The Oversight Board is continuing to 

investigate this Request by speaking with LUMA, and will upload any responsive documents that 

we discover as a result of this investigation. Data regarding PREPA’s electricity load can be found 

in PREPA’s 2022 Fiscal Plan and related data and in documents in the folder labeled “BIT Back 

Up Materials.”

Request No. 1(e) (PREPA financial data). The Oversight Board will upload additional 

documents responsive to this Request today, and the Oversight Board is continuing to investigate 

by speaking with LUMA whether further documents responsive to this Request exist. 

Case:17-03283-LTS Doc#:23914-3 Filed:03/31/23 Entered:03/31/23 16:47:04 Desc:

Exhibit U Page 4 of 6
Matthew M. Madden, Esq. 

March 31, 2023 

Page 4 

Request No. 1(g) (PREPA’s transition to renewable energy sources). The Oversight Board 

has uploaded documents responsive to this Request, such as LUMA’s System Remediation Plan, 

and will upload additional documents to the Plan Depository today. 

Request No. 1(h) (theft of electricity from PREPA). The Oversight Board has not located 

any non-privileged documents responsive to this Request but it is continuing to investigate by 

speaking to LUMA whether additional responsive documents exist. This Request is also the 

subject of your subpoena to LUMA. 

Request No. 25 (documents concerning funds for capital expenditures). We will be 

uploading to the Plan Depository today the updated version of “Permanent Master Tracker 

06072022, Index No. 4.17.8.5.” 

Request No. 30 (documents concerning the 2023 Fiscal Plan). For Request No. 30, the 

Oversight Board’s position is the same: If there are non-privileged final models or analyses or 

factual source material that underlie the 2023 PREPA Fiscal Plan, we will identify them and 

produce them. With respect to your question about the forthcoming 2023 PREPA Fiscal Plan, 

pursuant to PROMESA section 104(j), the Plan of Adjustment must be consistent with the certified 

Fiscal Plan. 

Request No. 32 (documents produced in PREPA’s Title III case). The Oversight Board 

awaits your identification of any document productions in proceedings that the Bondholders were 

party to that you think are relevant and should be uploaded to the Plan Depository, as you 

committed to do on the March 24 meet-and-confer. For proceedings in which the Bondholders 

were not a party, we are willing to provide the initial complaint of these proceedings and you can 

identify if any of those proceedings have information that you believe is relevant to confirmability 

of the Plan, and we will consider uploading productions from those proceedings. Additionally, 

the Bondholders represented at the March 24 meet-and-confer that they would consider how to 

narrow the request for informal productions made to other parties. We look forward to your 

proposal for narrowing that part of the Request, as asking us to look for and provide information 

about any informal productions that may have occurred is not a meaningful step towards narrowing 

this aspect of the Request. 

We remain willing to meet and confer to attempt to come to an agreement and/or narrow 

these and any other issues that may arise. 

Sincerely, 

cc: Elizabeth McKeen, Esq.

William Natbony, Esq.

Case:17-03283-LTS Doc#:23914-3 Filed:03/31/23 Entered:03/31/23 16:47:04 Desc:

Exhibit U Page 5 of 6
Matthew M. Madden, Esq.

March 31, 2023

Page 5

Susheel Kirpalani, Esq.

Michael McCarthy, Esq.

Case:17-03283-LTS Doc#:23914-3 Filed:03/31/23 Entered:03/31/23 16:47:04 Desc:

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