IN THE 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., 

PROMESA 

Title III 

Case No. 17-BK-3283 (LTS) 

(Jointly Administered) 

Debtors.1

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-BK-4780 (LTS) 

 

1

 The Debtors in these title III cases, along with each Debtor’s respective title III case number listed as a bankruptcy 

case number due to software limitations 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) 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), (iii) 

Puerto Rico Highways and Transportation Authority (“HTA”) (Bankruptcy Case No. 17-BK-3567 (LTS)) (Last

Four Digits of Federal Tax ID: 3808), (iv) Puerto Rico Sales Tax Financing Corporation (“COFINA”) (Bankruptcy 

Case No. 17-BK-3284 (LTS)) (Last Four Digits of Federal Tax ID: 8474); and (v) Puerto Rico Electric Power 

Authority (“PREPA”) (Bankruptcy Case No. 17-BK-4780) (Last Four Digits of Federal Tax ID: 3747). 

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PUERTO RICO ENERGY COMMISSION, 

Plaintiff, 

v. 

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO; 

PUERTO RICO ELECTRIC POWER 

AUTHORITY 

Defendants. 

Adv. Proc. No. 18-021 (LTS) 

in 17-BK-4780 (LTS) 

UNOPPOSED URGENT MOTION OF U.S. BANK NATIONAL ASSOCIATION AS 

TRUSTEE TO INTERVENE UNDER FEDERAL RULE OF BANKRUPTCY 

PROCEDURE 7024. 

TO THE HONORABLE COURT: 

U.S. Bank National Association, solely in its capacity as Trustee under the terms of that 

certain Trust Agreement with the Puerto Rico Electric Power Authority dated January 1, 1974 

(as amended and supplemented, the “Trust Agreement”) (hereafter “Trustee”), by and through its 

undersigned counsel, respectfully moves to intervene, pursuant to Federal Rule of Bankruptcy 

Procedure 7024,2 to the same extent granted to certain holders and insurers of PREPA bonds as 

Movants in that Order Resolving Motion to Intervene (See PREC Dkt. Nos. 36) (the “Intervention 

Order”). The defendant Financial Oversight and Management Board for Puerto Rico (the 

“FOMB”) and the Plaintiff Puerto Rico Energy Commission have both consented to the Trustee’s 

intervention on the same basis as previously granted to the Movants. In bringing this Motion the 

Trustee seeks to participate in this adversary proceeding only to the extent permitted by the 

 

2

 Bankruptcy Rule 7024 is applicable to these title III cases pursuant to PROMESA section 210, and Rule 7024 

applies Federal Rule of Civil Procedure 24 to this adversary proceeding. 

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Intervention Order3

 in order to join its constituent PREPA bondholders and bond insurers as 

parties in support PREC’s motion for a preliminary injunction and the other relief sought by 

PREC herein. See PREC Dkt. Nos. 2, 3. 

INTRODUCTION 

PREC is the independent regulatory agency tasked under Commonwealth law with 

regulating PREPA. On March 4, 2018, PREC initiated this adversary proceeding seeking 

declarations and injunctive relief to prevent the FOMB and PREPA from acting contravention of 

PREC’s regulatory orders and directives. The FOMB submits a broad right under PROMESA to 

certify a fiscal plan having provisions in direct contravention of PREC’s regulatory authority and 

orders. Trustee seeks to intervene to the extent contemplated by the Intervention Order, in order 

to present or join in arguments in support of PREC’s position and the relief it is seeking. The 

Trustee does not intend for its intervention to result in duplication of briefing before this Court. 

JURISDICTION AND VENUE 

PROMESA section 306(a) grants this Court subject matter jurisdiction over this matter, 

and venue is proper pursuant to PROMESA section 307(a). 

ARGUMENT 

1. PROMESA “expressly incorporates . . . the entirety of the Federal Rules of 

Bankruptcy Procedure,” as well as section 1109 of the Bankruptcy Code. In re Fin. Oversight & 

Mgmt. Bd. for Puerto Rico, 872 F.3d 57, 59–60 (1st Cir. 2017). The First Circuit has held that 

section 1109(b) grants any “party in interest” – including any “creditor” – an “unconditional 

right to intervene . . . on any issue” raised in any “adversary proceeding.” Id. at 62–64. As the 

Trustee for approximately $8.3 billion in outstanding principal amount of PREPA bonds, Trustee 

 

3

 Capitalized terms used herein but not otherwise defined shall have the meaning ascribed to them in the 

Intervention Order and if not defined therein, in the Trust Agreement. 

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is a “creditor” within the meaning of section 1109(b), and thus has an “unconditional right to 

intervene.” On information and belief the revised PREPA fiscal plan, the final version of which 

has not been made available to the Trustee, will include provisions contrary to the interests of the 

Trustee and Bondholders. Trustee seeks to file, oppose, and reply to motions to the extent 

permitted in the Intervention Order to protect Trustee’s interests to the extent presented in this 

adversary proceeding. 

2. In its papers replying to PREC’s motion for a preliminary injunction, the FOMB 

seems to suggest that it has the authority in advance of any confirmed PROMESA plan of debt 

adjustment to use the PROMESA fiscal plan certification along or in combination with its other 

powers as a preemptive federal act to override existing Puerto Rico law and regulations with 

respect to PREPA. See PREC Dkt. No. 37 at p. 9-10. The Trustee respectfully submits that the 

FOMB’s powers are limited by existing PREPA laws and regulations at this time and seeks to 

support PREC’s position that PREPA is subject to the constraints of existing Puerto Rico law 

and regulations. 

3. Accordingly, the Trustee respectfully requests that it be permitted to intervene to 

the extent granted to the Movants in the Intervention Order, and that it be permitted to file, 

oppose, and reply to motions, participate in hearings to the extent permitted the Movants under 

Section 1109(b) and the Intervention Order.4

 

4

 The Trustee further submits that any potential motion to intervene need not “be accompanied by a pleading.” In re 

Fin. Oversight & Mgmt. Bd. for Puerto Rico, 872 F.3d at 65 (internal quotations omitted).

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RELIEF REQUESTED 

Trustee requests an order granting it the right to intervene to the same extent granted 

Movants in the Intervention Order as set forth in the proposed order attached hereto as Exhibit 

A. 

RESPECTFULLY SUBMITTED, in San Juan, Puerto Rico, this 19th day of March,

2018.

WE HEREBY CERTIFY that on this same date a true and exact copy of this motion 

was filed with the Clerk of Court using the CM/ECF system, which will notify a copy to counsel 

of record. Also, a copy of this document will be notified via electronic mail to all case 

participants. 

RIVERA, TULLA AND FERRER, LLC 

 

Eric A. Tulla 

USDC-DPR No. 118313 

Email: etulla@ riveratulla.com 

s/Iris J. Cabrera-Gómez

Iris J. Cabrera-Gómez 

USDC-DPR No. 221101 

Email: icabrera@riveratulla.com 

Rivera Tulla & Ferrer Building 

San Juan, PR 00917-1212 

Tel: (787)753-0438 

Fax: (787)767-5784 

MASLON LLP 

By: /s/ Clark T. Whitmore 

William Z. Pentelovitch (admitted pro hac vice) 

Clark T. Whitmore (admitted pro hac vice) 

90 South Seventh Street, Suite 3300 

Minneapolis, MN 55402 

Telephone: 612-672-8200 

Facsimile: 612-672-8397 

E-Mail: bill.pentelovitch@maslon.com 

 clark.whitmore@maslon.com 

 

ATTORNEYS FOR U.S. BANK NATIONAL 

ASSOCIATION, IN ITS CAPACITY AS 

TRUSTEE 

 

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Exhibit A 

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IN THE 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., 

PROMESA 

Title III 

Case No. 17-BK-3283 (LTS) 

(Jointly Administered) 

Debtors1.

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-BK-4780 (LTS) 

 

1

 The Debtors in these title III cases, along with each Debtor’s respective title III case number listed as a bankruptcy 

case number due to software limitations 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) 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), (iii) 

Puerto Rico Highways and Transportation Authority (“HTA”) (Bankruptcy Case No. 17-BK-3567 (LTS)) (Last

Four Digits of Federal Tax ID: 3808), (iv) Puerto Rico Sales Tax Financing Corporation (“COFINA”) (Bankruptcy 

Case No. 17-BK-3284 (LTS)) (Last Four Digits of Federal Tax ID: 8474); and (v) Puerto Rico Electric Power 

Authority (“PREPA”) (Bankruptcy Case No. 17-BK-4780) (Last Four Digits of Federal Tax ID: 3747). 

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PUERTO RICO ENERGY COMMISSION, 

Plaintiff, 

v. 

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO; 

PUERTO RICO ELECTRIC POWER 

AUTHORITY 

Defendants. 

Adv. Proc. No. 18-021 (LTS) 

in 17-BK-4780 (LTS) 

ORDER GRANTING UNOPPOSED URGENT MOTION OF U.S. BANK NATIONAL 

ASSOCIATION AS TRUSTEE TO INTERVENE UNDER FEDERAL RULE OF 

BANKRUPTCY PROCEDURE 7024. 

This matter is before the Court on the Unopposed Urgent Motion of U.S. Bank National 

Association, solely in its capacity as Trustee under the terms of that certain Trust Agreement 

with the Puerto Rico Electric Power Authority dated January 1, 1974 (as amended and 

supplemented, the “Trust Agreement”) (hereafter “Trustee”), intervene pursuant to 11 U.S.C. 

1109(b) and Federal Rule of Bankruptcy Procedure 7024. 

Upon consideration of the Motion, the Court has concluded that no hearing is necessary 

and that the Trustee satisfies the requirements to join the Intervention Motion under 11 U.S.C. 

§°1109(b) and Federal Rule of Civil Procedure 24(a)(1), with Federal Rule of Civil Procedure 

Rule 24 being made applicable herein by Rule 7024 of the Federal Rules of Bankruptcy 

Procedure, and PROMESA section 310; and it is HEREBY ORDERED THAT:

1. The Trustee shall have the right to file briefs stating its positions, restricted to 

those issues already raised by the parties in connection with the preliminary injunction 

proceedings. The Trustee may be heard at the preliminary injunction hearing concerning 

issues raised by the existing parties, subject to any restrictions by the hearing Court. 

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2. The Trustee is not entitled to present evidence either as attachments to its brief or 

at the hearing on the preliminary injunction motion. 

3. Counsel for PREC shall use reasonable and good faith efforts to confer with 

counsel to the Trustee in advance of the preliminary injunction hearing to discuss any 

concerns of the Trustee. 

SO ORDERED. 

Dated: March __, 2018 _______________________________ 

HONORABLE JUDITH GAIL DEIN 

UNITED STATES MAGISTRATE JUDGE 

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