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, 

Debtor. 

PROMESA 

Title III 

Case No. 17-BK-3283 (LTS) 

VERIFIED STATEMENT OF PRASA SECURED 

CREDITORS PURSUANT TO BANKRUPTCY RULE 2019 

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

Rules”), certain creditors as identified on Exhibit A hereto (collectively, the “PRASA Secured 

Creditors”) hereby submit this verified statement (this “Verified Statement”), and in support 

hereof state as follows: 

1. Certain of the PRASA Secured Creditors or the investment advisors or 

managers on behalf of the PRASA Secured Creditors retained (a) Jones Day beginning in June 

2015 and (b) Orlando Fernandez Law Offices, P.S.C. (“OF Law,” and together with Jones Day, 

“Counsel”) beginning in August 2018, in each case, to represent them as counsel in connection 

with a potential restructuring of the secured bonds (the “PRASA Bonds”) issued by the Puerto 

Rico Aqueduct and Sewer Authority (“PRASA”). 

2. As of the date of this Verified Statement, Counsel represents (as that term is 

defined in Bankruptcy Rule 2019(a)(2)) the PRASA Secured Creditors in their capacities as 

beneficial holders of the PRASA Bonds. Counsel does not represent the PRASA Secured 

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Creditors in their capacities as beneficial holders of any bonds issued or guaranteed by the 

Commonwealth of Puerto Rico (“Constitutional Debt”). 

3. Other than the parties described in this Verified Statement and the Verified 

Statement of the ERS Secured Creditors Pursuant to Bankruptcy Rule 2019, as supplemented 

(Docket 3745), Counsel does not represent or purport to represent any other entities in 

connection with the Title III case of the Commonwealth of Puerto Rico (the “Debtor”). Counsel 

does not represent the PRASA Secured Creditors as a “committee” (as such term is used in the 

Bankruptcy Code and Bankruptcy Rules) and does not undertake to represent the interests of, 

and is not a fiduciary for, any creditor, party in interest, or other entity. In addition, the PRASA 

Secured Creditors do not represent or purport to represent any other entities in connection with 

the Debtor’s Title III case. 

4. Upon information and belief formed after due inquiry, neither Counsel nor 

any of the PRASA Secured Creditors holds any disclosable economic interests (as that term is 

defined in Bankruptcy Rule 2019(a)(1)) in relation to the Debtor other than (a) the claims arising 

from the PRASA debt instruments and related documents or the PRASA Secured Creditors’ 

ownership of the PRASA Bonds, and (b) the Constitutional Debt and related claims arising from 

such debt instruments or related documents or the PRASA Secured Creditors’ ownership of such 

debt. 

5. The names and addresses of each of the PRASA Secured Creditors, together 

with the nature and amount of each disclosable economic interest held by each of them1

 in 

relation to the Debtor, are set forth in Exhibit A attached hereto. The information set forth in 

 

1

 For the avoidance of doubt, the information set forth on Exhibit A relates solely to the PRASA Secured Creditors 

and not any affiliated entities. 

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Exhibit A is based on information provided to Jones Day by the PRASA Secured Creditors and 

is intended only to comply with Bankruptcy Rule 2019 and not provided for any other purpose. 

6. Nothing contained in this Verified Statement is intended or shall be construed 

(a) to constitute consent to the jurisdiction of the Court over any matter, (b) as an admission with 

respect to any fact or legal theory, (c) as an acknowledgment that this Title III case was 

appropriately or lawfully commenced, or (d) as a waiver or release of any rights, claims, actions, 

or defenses to which the PRASA Secured Creditors are or may be entitled, in law or in equity, 

under any agreement, any constitution or otherwise, with all such rights, claims, actions, and 

defenses being expressly reserved. 

7. The undersigned verify that the foregoing is true and correct to the best of 

their knowledge. 

 

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8. The PRASA Secured Creditors, through their undersigned counsel, reserve the 

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

Bankruptcy Rule 2019 at any time in the future. 

August 14, 2018 

/s/ Orlando Fernandez 

ORLANDO FERNANDEZ LAW 

OFFICES, P.S.C. 

#27 Calle González Giusti Ste. 300 

Guaynabo, P.R. 00968-3076 

Tel. (787) 294-5698 

Fax: (787)759-6768 

ofernandez@oflawoffice.com 

Puerto Rico Counsel for the PRASA Secured 

Creditors

/s/ Bruce Bennett

Bruce Bennett (pro hac vice) 

JONES DAY 

555 South Flower Street 

Fiftieth Floor 

Los Angeles, California 90071 

Tel. (213) 489-3939 

Fax: (213) 243-2539 

bbennett@jonesday.com 

Benjamin Rosenblum (pro hac vice) 

JONES DAY 

250 Vesey Street 

New York, NY 10281 

Tel. (212) 326-3939 

Fax: (212) 755-7306 

brosenblum@jonesday.com 

Counsel for the PRASA Secured Creditors 

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EXHIBIT A 

 Each of the PRASA Secured Creditors has filed proofs of claim and requests for 

administrative expense treatment with respect to the Debtor on account of amounts owed to the 

PRASA Secured Creditors from the ownership of the PRASA Bonds and related claims and 

causes of action. 

 The amounts set forth on the following table with respect to Constitutional Debt reflect 

only outstanding principal amounts and do not include any other amounts that may be owing 

under or in connection with the Constitutional Debt, the PRASA Bonds or applicable law. 

Name and Address Disclosable Economic Interests

Davidson Kempner International, Ltd. 

Davidson Kempner Institutional Partners, L.P. 

Davidson Kempner Partners 

Davidson Kempner Distressed Opportunities Fund LP 

M.H. Davidson & Co. 

Davidson Kempner Distressed Opportunities 

International Ltd. 

520 Madison Avenue, 30th Floor 

New York, NY 10022 

$302,142,000 Constitutional Debt1

GoldenTree Asset Management LP on behalf of funds 

and accounts for which it serves as investment 

manager 

300 Park Avenue, 20th Floor 

New York, NY 10022 

$162,799,000 Constitutional Debt2

GMO Global Real Return (UCITS) Fund, a sub-fund 

of GMO Funds plc 

GMO Implementation Fund, a series of GMO Trust 

GMO Credit Opportunities Fund, L.P. 

40 Rowes Wharf 

Boston, MA 02110 

$5,000,000 Constitutional Debt 

 

1

 Davidson Kempner has also filed proofs of claim with respect to the Commonwealth on account of amounts owing 

under or in connection with Constitutional Debt and with ownership of bonds in a non-Title III debtor and related 

claims and causes of action. 

2

 GoldenTree has also filed proofs of claim with respect to the Commonwealth on account of amounts owing under 

or in connection with ownership of bonds in COFINA and a non-Title III debtor and related claims and causes of 

action. 

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Name and Address Disclosable Economic Interests

Laguna Ray, L.L.C. 

909 3rd Avenue, P.O. Box 13 

New York, NY 10022 

$5,100,000 Constitutional Debt 

Silver Point Capital Offshore Master Fund, L.P. 

Silver Point Capital Fund, L.P. 

2 Greenwich Plaza, 1st Floor 

Greenwich CT 06830 

$137,229,000 Constitutional Debt3

Taconic Opportunity Master Fund L.P. 

Taconic Master Fund 1.5 L.P. 

280 Park Avenue, 5th Floor 

New York, NY 10017 

$97,841,161 Constitutional Debt4

 

3

 Silver Point has also filed proofs of claim with respect to the Commonwealth on account of amounts owing under 

or in connection with Constitutional Debt and with ownership of bonds in PREPA, COFINA and non-Title III 

debtors and related claims and causes of action. 

4

 Taconic Capital has also filed proofs of claim with respect to the Commonwealth on account of amounts owing 

under or in connection with Constitutional Debt and with ownership of bonds in COFINA, HTA, and a non-Title III 

debtor and related claims and causes of action. 

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