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IN THE UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF PUERTO RICO

In re: PROMESA

Title III

THE FINANCIAL OVERSIGHT AND

MANAGEMENT BOARD FOR PUERTO No. 17-BK-3283 (LTS)

RICO, as representative of

(Jointly Administered)

THE COMMONWEALTH OF PUERTO

RICO, et al.

Debtors,1

In re: PROMESA

Title III

THE FINANCIAL OVERSIGHT AND

MANAGEMENT BOARD FOR PUERTO RICO,

as a representative of

No. 17-BK-03567 (LTS)

PUERTO RICO HIGHWAYS AND This motion relates only to HTA

TRANSPORTATION AUTHORITY, and shall be filed in the lead Case

No. 17 BK 3283 (LTS) and Case

Debtor. No. 17 BK 3567 (LTS).

VERIFIED STATEMENT OF THE AD HOC GROUP OF NOTEHOLDERS OF FGICINSURED NOTES PURSUANT TO BANKRUPTCY RULE 2019

Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy 

Rules”), certain beneficial holders, or investment advisors or managers of beneficial holders, as 

 

1 The Debtors in the various 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 (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); and (v) Puerto Rico 

Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17 BK 4780-LTS) (Last Four Digits of Federal 

Tax ID: 3747). (Title III case numbers are listed as Bankruptcy Case numbers due to software limitations).

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identified on Exhibit A hereto (collectively, the “Ad Hoc Group of FGIC Noteholders”), of certain 

series of notes issued by the Commonwealth of Puerto Rico and/or its various instrumentalities, 

agencies and authorities and guaranteed by the Financial Guaranty Insurance Company, including 

those series of notes issued pursuant to Resolution 98-06 by the HTA (collectively, the “FGICInsured HTA Notes”), by and through their undersigned counsel, hereby submit this verified 

statement (the “Verified Statement”),

2

and in support thereof state and represent to the Court as 

follows:

1. In January 2018, the Ad Hoc Group of FGIC Noteholdersretained Stroock & Stroock 

& Lavan LLP (“Stroock”) as counsel in connection with the restructuring of the FGIC-Insured HTA 

Notes and the HTA’s Title III cases pending before this Court (the “HTA Title IIICase”). In February 

2018, the Ad Hoc Group of FGIC Noteholders also retained Córdova & Dick, LLC (“Córdova & 

Dick”) as local counsel, in connection with the restructuring of the FGIC-Insured HTA Notes and the 

HTA Title III Case.

2. As of the date of this Verified Statement, Stroock and Córdova & Dick represent only 

the members of the Ad Hoc Group of FGIC Noteholders and do not represent or purport to represent 

any persons or entities other than the Ad Hoc Group of FGIC Noteholders in connection with the 

HTA Title III Case (provided, however, that other attorneys at Stroock, separated by an ethical wall 

from counsel of record for the Ad Hoc Group of FGIC Noteholders, represent an unrelated creditor 

in the Title III Cases). In addition, as of the date of this Verified Statement, the Ad Hoc Group of 

FGIC Noteholders, both collectively and through its individual members, does not represent or 

purport to represent any other entities in connection with the HTA Title III Cases. Likewise, members 

 

2 The Ad Hoc Group of FGIC Noteholders are filing this Verified Statement only in connection with the Title 

III case of the HTA.

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of the Ad Hoc Group of FGIC Noteholders are filing this Verified Statement exclusively on their 

own behalves, and do not assume any fiduciary or other duties to any other creditor or person.

3. Stroock and Córdova & Dick have been advised by the members of the Ad Hoc 

Group of FGIC Noteholders that, as of February 9, 2018, the individual members of the Ad Hoc 

Group of FGIC Noteholders (and/or their affiliates and/or managed funds or accounts) hold, or are 

the investment advisors or managers for funds or accounts that hold, in the aggregate, 

$206,695,000 in original face amount of claims against HTA arising from one or more series of 

FGIC-Insured HTA Notes. Specifically, in accordance with Bankruptcy Rule 2019, attached 

hereto as Exhibit A is a list setting forth the name, address and the nature and amount of all 

disclosable economic interests held or managed by each member of the Ad Hoc Group of FGIC

Noteholders (and/or their affiliates and/or managed funds or accounts), in the aggregate, in relation 

to the HTA as of February 9, 2018. 

4. The information set forth in Exhibit A and herein is intended only to comply with 

Bankruptcy Rule 2019 and is not intended for any other purpose. Nothing contained in this 

Verified Statement (including Exhibit A hereto) should be construed as a limitation upon, or 

waiver of the right of any individual member of the Ad Hoc Group of FGIC Noteholders, 

including, without limitation, the right to assert, file and/or amend its claims in accordance with 

applicable law and any orders entered in the HTA Title III Case.

5. The information contained in Exhibit A is based upon information provided by the 

applicable members of the Ad Hoc Group of FGIC Noteholders to Stroock and Córdova & Dick. 

Stroock and Córdova & Dick do not make any representation regarding the validity, amount, 

allowance, or priority of such claims, and reserves all rights with respect thereto. Stroock and 

Córdova & Dick do not own, nor has Stroock and Córdova & Dick ever owned, any claims against 

or interests in the HTA.

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6. The Ad Hoc Group of FGIC Noteholders, through its undersigned counsel, reserves

the right to amend and/or supplement this Verified Statement in accordance with the requirements 

set forth in Bankruptcy Rule 2019 at any time in the future.

[Remainder of Page Intentionally Left Blank]

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Dated: February 12, 2018 Respectfully submitted,

CÓRDOVA & DICK, LLC

/s/BRIAN M. DICK BIASCOECHEA

Brian M. Dick Biascoechea

#403 Calle 12 de Octubre

Urb. El Vedado

San Juan, PR 00918

P.O. Box 194021

San Juan, PR 00919-4021

Telephone: (787) 452-6425

USDC No.: 230,903

bmd@bmdcounselors.com

Local Counsel to the Ad Hoc Group of FGIC Noteholders

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STROOCK & STROOCK & LAVAN LLP

Kristopher M. Hansen (pro hac vice admission pending)

Jonathan D. Canfield (pro hac vice admission pending)

180 Maiden Lane

New York, New York 10038

Telephone: (212) 806-5400

Facsimile: (212) 806-6006

Counsel to the Ad Hoc Group of FGIC Noteholders

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Exhibit A1

Name Address Nature and Amount of

Disclosable Economic Interest2

Taconic Capital Advisors L.P., as a 

beneficial holder, or investment advisor 

or manager of beneficial holders

280 Park Avenue, 5th Floor

New York, NY 10017

$149,964,000.00 in FGIC-Insured HTA Notes

Monarch Alternative Capital LP, as a 

beneficial holder, or investment 

advisor or manager of beneficial 

holders

535 Madison Ave A

New York, NY 10022

$56,731,000.00 in FGIC-Insured HTA Notes

 

1 Nothing contained in the Verified Statement or in this Exhibit A should be construed as a limitation upon, or waiver of, any rights or claims of the Ad 

Hoc Group of FGIC Noteholders or any individual member thereof.

2 Disclosable economic interests are reflected in original face amount.

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