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 SOUTHERN DISTRICT REPORTERS, P.C.

 (212) 805-0300

N2SDPROH 

UNITED STATES DISTRICT COURT 

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. 

------------------------------------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) 

 Debtors. 

------------------------------------x 

 New York, N.Y. 

 February 28, 2023 

 8:30 a.m. 

Before: 

HON. LAURA TAYLOR SWAIN, 

 Chief U.S. District Judge 

 HON. JUDITH GAIL DEIN 

 Magistrate Judge 

APPEARANCES: 

For the Financial 

Oversight and Management 

Board for Puerto Rico: Martin J. Bienenstock, Esq. 

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Case:17-03283-LTS Doc#:24544-1 Filed:06/12/23 Entered:06/12/23 23:57:03 Desc:

Exhibit A Page 1 of 4
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 SOUTHERN DISTRICT REPORTERS, P.C.

 (212) 805-0300

N2SDPROH 

APPEARANCES, Continued: 

For the Financial 

Oversight and Management 

Board for Puerto Rico: 

 Ehud Barak, Esq. 

 Paul Possinger, Esq. 

 Laura Stafford, Esq. 

 Steven Ma, Esq. 

 Margaret A. Dale, Esq. 

For the Official Committee 

of Unsecured Creditors 

(the "Committee"): Luc A. Despins, Esq. 

 Alex Bongartz, Esq. 

 

For Assured Guaranty 

Corp. and Assured 

Guaranty Municipal Corp: William J. Natbony, Esq.

 Mark C. Ellenberg, Esq. 

For The Puerto Rico 

Fiscal Agency and 

Financial Advisory 

Authority: Peter Friedman, Esq. 

 

For The Ad Hoc Group 

of PREPA Bondholders: Amy Caton, Esq. 

 

For U.S. Bank: Clark Whitmore, Esq. 

For Syncora: Susheel Kirpalani, Esq. 

For PV Properties: Fernando Agrait-Betancourt, Esq. 

 Charles Cuprill, Esq. 

For National Public 

Finance Guarantee 

Corporation: Robert Berezin, Esq. 

For Fuel Line Lenders: Amy Wolf, Esq. 

 Emil A. Kleinhaus, Esq. 

 

For the Ad Hoc Group of 

PREPA Bondholders: Gary Orseck, Esq. 

 Matthew Madden, Esq. 

For Ahimsa: William Kannel, Esq. 

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Case:17-03283-LTS Doc#:24544-1 Filed:06/12/23 Entered:06/12/23 23:57:03 Desc:

Exhibit A Page 2 of 4
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 SOUTHERN DISTRICT REPORTERS, P.C.

 (212) 805-0300

N2SDPROH 

APPEARANCES, Continued: 

For the Ad Hoc Committee 

of National Claim 

Assignees: Lawrence Larose, Esq. 

For UTIER: Zoe Negron-Comas, Esq. 

For SREAEE: Rafael Ortiz-Mendoza, Esq. 

For the Puerto Rico 

House and Senate: Jorge Martinez-Luciano, Esq. 

For Manuel Gonzalez-Joy: David Carrion-Baralt, Esq. 

 

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Case:17-03283-LTS Doc#:24544-1 Filed:06/12/23 Entered:06/12/23 23:57:03 Desc:

Exhibit A Page 3 of 4
118

 SOUTHERN DISTRICT REPORTERS, P.C.

 (212) 805-0300

N2SDPROH 

Martin Bienenstock, Proskauer Rose, LLP, for the Oversight

Board, as Title III representative.

Can you hear me okay?

THE COURT: Yes, I can hear you and see you now.

Thank you.

MR. BIENENSTOCK: Okay. I will start, and I'll have

to go somewhat quickly. Mr. Friedman, on behalf of AAFAF,

raised the important issue of PREB, and I just want to say

something now that also has implications for some of the

subsequent statements, arguments that were made and our

responses.

For starters, it is clear that Bankruptcy Code Section

1129(a)(6) and PROMESA section 314(b)(5) together constitute

what we refer to as a reverse preemption, whereby while other

provisions of federal law are supreme over local law, Congress

has reversed the preemption when it comes to regulatory rate

approvals. So PREB is an important actor in this confirmation,

or in the process of implementing it certainly. And while we

do think that the Court might have a role, because there are

local laws requiring PREB to approve rates necessary to pay

debts, the fact is that PREB, as part of its underpinning,

statutory underpinning and public role, does take into account

concepts such as affordability, implications of rate increases,

et cetera. And we are working with PREB hoping that it will

give approval to the rates we need to implement the Plan

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Case:17-03283-LTS Doc#:24544-1 Filed:06/12/23 Entered:06/12/23 23:57:03 Desc:

Exhibit A Page 4 of 4