UNITED STATES DISTRICT COURT 

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.,

Debtors.1

PROMESA

Title III

No. 17 BK 3283-LTS

(Jointly Administered)

Re: ECF No. 1512-1

In re:

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of 

PUERTO RICO ELECTRIC POWER AUTHORITY 

(“PREPA”), 

Debtor.

PROMESA

Title III

No. 17 BK 4780-LTS

This Motion relates only to PREPA and 

shall only be filed in the lead Case No. 17 

BK-4780-LTS and Case No. 17-BK-3283-

LTS.

 

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 (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).

Case:17-03283-LTS Doc#:2540 Filed:02/18/18 Entered:02/18/18 13:57:09 Desc: Main

Document Page 1 of 4
2

AMENDED URGENT MOTION FOR LEAVE TO FILE OMNIBUS REPLY

TO RESPONSES TO THE URGENT APPLICATION AND NOTICE

OF REVISED $300 MILLION LOAN FROM THE COMMONWEALTH TO

PREPA IN EXCESS PAGES IN CONNECTION WITH THIRD AMENDED

NOTICE, CASE MANAGEMENT AND ADMINISTRATIVE PROCEDURES

To the Honorable United States District Court Judge Laura Taylor Swain:

The Puerto Rico Electric Power Authority (“PREPA”), as a Title III debtor, by and

through the Financial Oversight and Management Board for Puerto Rico (the “Oversight 

Board”), as PREPA’s representative pursuant to section 315(b) of the Puerto Rico Oversight, 

Management, and Economic Stability Act (“PROMESA”),2 respectfully submits this urgent 

motion for leave to file its omnibus reply in excess of the page limit set forth in Paragraph I.E. of 

the Third Amended Notice, Case Management and Administrative Procedures [ECF No. 1512-

1].

Jurisdiction and Venue

1. The United States District Court for the District of Puerto Rico (the “Court”) has 

subject matter jurisdiction over this matter pursuant to PROMESA § 306(a). 

2. Venue is proper pursuant to PROMESA § 307(a). 

Relief Requested

3. Paragraph I.E. of the Case Management Procedures provides that “[u]nless prior 

permission has been granted ... memoranda of law in support of Replies are limited to fifteen 

(15) pages....” Case Management Procedures ¶ I.E. 

4. On February 16, 2018, the Oversight Board filed the Urgent Application and 

Notice of Revised $300 Million Loan from the Commonwealth to PREPA [ECF No. 722]. 

5. On February 17, 2018, six (6) separate Responses and Joinders with numerous 

markups of the proposed order and credit agreement [ECF Nos. 730, 731, 732, 734, 735 and 736]

 2 PROMESA is codified at 48 U.S.C. §§ 2101-2241.

Case:17-03283-LTS Doc#:2540 Filed:02/18/18 Entered:02/18/18 13:57:09 Desc: Main

Document Page 2 of 4
3

were filed in connection with the Postpetition Financing Motion [ECF Nos. 722] in Case No. 17-

04780-LTS and [ECF No. 2531] in Case No. 17-03283-LTS.

6. Rather than filing six (6) separate Replies to the aforementioned Responses, in the 

interest of efficiency and for the convenience of the Court, the Oversight Board will file a single 

omnibus reply jointly addressing all six (6) Responses which total hundreds of pages in which 

the Respondents have proposed material changes to both the proposed order and the Credit 

Agreement (the “Omnibus Reply”).

7. In the interest of providing the court with clarity as to how the Debtor has treated 

the material changes proposed the Respondents, the Omnibus Reply is intended to include a

comprehensive 14-page chart reflecting the same.

8. Given the number and length of the Responses that are addressed in the Omnibus 

Reply, the material changes proposed to the proposed order and the Credit Agreement, and the 

Oversight Board was unable to meet the fifteen-page limit set forth in the Third Amended Notice, 

Case Management and Administrative Procedures [Case No. 17-03283- LTS; ECF No.1512-1].

9. Accordingly, the Oversight Board respectfully requests leave to file a Reply not to 

exceed twenty-five (25) pages, exclusive of the cover page, the table of contents, the table of 

authorities, caption page, signature pages, exhibits, and the certificate of service. 

10. This Court has acknowledged the serious and urgent nature of the relief sought in 

the Urgent Application and Notice of Revised $300 Million Loan from the Commonwealth to 

PREPA, for which reason this request is intended to provide the Court with sufficient pertinent 

information for the Court to make its determination and is reasonable in light of the 

circumstances described above. 

11. Moreover, the Oversight Board hereby certifies that there is a true need for urgent 

relief and that such urgency was not created through any lack of due diligence. 

Case:17-03283-LTS Doc#:2540 Filed:02/18/18 Entered:02/18/18 13:57:09 Desc: Main

Document Page 3 of 4
4

12. Finally, no prior request for the relief sought in this Urgent Motion has been made 

to this or any other court. 

WHEREFORE the Oversight Board respectfully requests the Court to enter the Amended 

Proposed Order attached as Exhibit A, granting the relief requested herein and all other relief as 

is just and proper. 

Dated: February 18, 2018

San Juan, Puerto Rico

Respectfully submitted,

/s/ Martin J. Bienenstock

Martin J. Bienenstock (pro hac vice)

Paul V. Possinger (pro hac vice)

Ehud Barak (pro hac vice)

Maja Zerjal (pro hac vice)

PROSKAUER ROSE LLP

Eleven Times Square

New York, NY 10036

Tel: (212) 969-3000

Fax: (212) 969-2900

Attorneys for the Financial Oversight and 

Management Board as Representative for 

PREPA

/s/ Hermann D. Bauer

Hermann D. Bauer

USDC No. 215205

O’NEILL & BORGES LLC

250 Muñoz Rivera Ave., Suite 800

San Juan, PR 00918-1813

Tel: (787) 764-8181

Fax: (787) 753-8944

Co-Attorneys for the Financial Oversight and 

Management Board as Representative for 

PREPA

Case:17-03283-LTS Doc#:2540 Filed:02/18/18 Entered:02/18/18 13:57:09 Desc: Main

Document Page 4 of 4