Hearing Date: December 6, 2023 at 8:30 a.m. (ET) / 9:30 a.m. (AST) 

Objection Deadline: August 3, 2023 at 4:00 p.m. (ET) / 4:00 p.m. (AST) 

UNITED STATES DISTRICT COURT 

FOR THE 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.1

 : 

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

NOTICE OF HEARING ON FOURTH INTERIM FEE APPLICATION OF LONDON 

ECONOMICS INTERNATIONAL LLC, AS FINANCIAL ADVISOR TO OFFICIAL 

COMMITTEE OF UNSECURED CREDITORS, FOR SERVICES RENDERED AND 

REIMBURSEMENT OF EXPENSES FOR PERIOD FROM 

FEBRUARY 1, 2023 THROUGH MAY 31, 2023 

PLEASE TAKE NOTICE that a hearing on the annexed Fourth Interim Fee 

Application of London Economics International LLC, as Financial Advisor to Official Committee 

of Unsecured Creditors, for Services Rendered and Reimbursement of Expenses for Period from 

February 1, 2023 through May 31, 2023 (the “Application”) filed by the Official Committee of 

Unsecured Creditors of all title III Debtors (other than PBA and COFINA), pursuant to section 

1103(a)(1) of the Bankruptcy Code, made applicable to these cases by section 301 of the Puerto 

 

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-BK3283 (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); (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17-BK-4780) (Last Four 

Digits of Federal Tax ID: 3747); and (vi) Puerto Rico Public Buildings Authority (“PBA”) (Bankruptcy Case 

No. 19-BK-5233) (Last Four Digits of Federal Tax ID: 3801). 

Case:17-03283-LTS Doc#:24745 Filed:07/14/23 Entered:07/14/23 18:50:10 Desc: Main

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2 

Rico Oversight, Management and Economic Stability Act of 2016 or “PROMESA”, will be held 

before the Honorable Laura Taylor Swain, United States District Court Judge, at the United 

States District Court for the District of Puerto Rico, in Room 3, 150 Carlos Chardón Street, 

Federal Building, Office 150, San Juan, Puerto Rico 00918-1767 on December 8, 2023 at 8:30 

a.m. (ET) / 9:30 a.m. (AST) (the “Hearing”).

PLEASE TAKE FURTHER NOTICE that any responses or objections (“Objections”) 

to the Application by any party other than the Fee Examiner shall be in writing, shall conform to 

the Federal Rules of Bankruptcy Procedure and the Local Bankruptcy Rules for the District of 

Puerto Rico, shall be filed with the Court (a) by attorneys practicing in the District Court, 

including attorneys admitted pro hac vice, electronically in accordance with rule 5 of the Local 

Rules for the District of Puerto Rico, and (b) by all other parties in interest, by submitting a hard 

copy via mail to the Clerk’s Office, United States District Court, Room 150 Federal Building, 

San Juan, PR 00918-1767 or by hand delivery to the Clerk’s Office, United States District Court, 

150 Carlos Chardon Avenue, Room 150, San Juan, PR 00918, to the extent applicable, and shall 

be served in accordance with the Third Amended Order Setting Procedures for Interim 

Compensation and Reimbursement of Expenses of Professionals [Docket No. 20546] (the 

“Interim Compensation Order”), so as to be so filed and received by the Notice Parties (as 

defined in the Interim Compensation Order) no later than August 3, 2022 at 4:00 p.m. (ET) / 

4:00 p.m. (AST) (the “Objection Deadline”). 

[Remainder of page intentionally left blank.] 

Case:17-03283-LTS Doc#:24745 Filed:07/14/23 Entered:07/14/23 18:50:10 Desc: Main

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3 

PLEASE TAKE FURTHER NOTICE that, in accordance with the Interim 

Compensation Order, if no Objections are timely filed, and if the Fee Examiner issues the Fee 

Examiner Report (as defined in the Interim Compensation Order) recommending approval of the 

Application in full or in part, the court may grant the Application without a hearing. 

Dated: July 14, 2023 

 

/s/ G. Alexander Bongartz 

PAUL HASTINGS LLP 

Luc. A. Despins, Esq. (Pro Hac Vice) 

Nicholas A. Bassett, Esq. (Pro Hac Vice) 

G. Alexander Bongartz, Esq. (Pro Hac Vice) 

200 Park Avenue 

New York, New York 10166 

Telephone: (212) 318-6000 

lucdespins@paulhastings.com 

nicholasbassett@paulhastings.com 

alexbongartz@paulhastings.com 

Counsel to the Official Committee of Unsecured Creditors

- and - 

/s/ Juan J. Casillas 

CASILLAS, SANTIAGO & TORRES LLC 

Juan J. Casillas Ayala, Esq., USDC - PR 218312 

Diana M. Batlle-Barasorda, Esq., USDC - PR 213103 

Alberto J. E. Añeses Negrón, Esq., USDC - PR 302710 

Ericka C. Montull-Novoa, Esq., USDC - PR 230601 

El Caribe Office Building 

53 Palmeras Street, Ste. 1601 

San Juan, Puerto Rico 00901-2419 

Telephone: (787)523-3434 

jcasillas@cstlawpr.com 

dbatlle@cstlawpr.com 

aaneses@cstlawpr.com 

emontull@cstlawpr.com 

Local Counsel to Official Committee of Unsecured Creditors 

Case:17-03283-LTS Doc#:24745 Filed:07/14/23 Entered:07/14/23 18:50:10 Desc: Main

Document Page 3 of 20
Hearing Date: December 6, 2023 at 8:30 a.m. (ET) / 9:30 a.m. (AST) 

Objection Deadline: August 3, 2023 at 4:00 p.m. (ET) / 4:00 p.m. (AST) 

UNITED STATES DISTRICT COURT 

FOR THE 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.1 : 

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

FOURTH INTERIM APPLICATION OF LONDON ECONOMICS INTERNATIONAL 

LLC, AS FINANCIAL ADVISOR TO THE OFFICIAL COMMITTEE OF UNSECURED 

CREDITORS, FOR ALLOWANCE OF COMPENSATION FOR SERVICES 

RENDERED AND REIMBURSEMENT OF EXPENSES FOR PERIOD FROM 

FEBRUARY 1, 2023 THROUGH MAY 31, 2023 

Name of Applicant: London Economics International LLC 

Authorized to Provide Professional Services 

to: 

The Official Committee of Unsecured 

Creditors 

Date of Retention: Effective as of April 26, 2022 

Period for Which 

Compensation and Reimbursement is Sought: February 1, 2023 through May 31, 2023 

Amount of Interim Compensation Sought as 

Actual, Reasonable, and Necessary: $715,255.50

 

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-BK3283 (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); (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17-BK-4780) (Last Four 

Digits of Federal Tax ID: 3747); and (vi) Puerto Rico Public Buildings Authority (“PBA”) (Bankruptcy Case 

No. 19-BK-5233) (Last Four Digits of Federal Tax ID: 3801). 

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2 

Amount of Interim Expense Reimbursement 

Sought as Actual, Reasonable, and Necessary: $15,099.98 

Are your fee or expense totals different from 

the sum of previously-served monthly 

statements? 

No 

Blended hourly rate in this application for all 

professionals: $475.81 

If applicable, difference between fees 

budgeted and compensation sought for the 

Application Period: 

Not applicable. 

This is an interim application. 

Number of professionals with time included in this application: 16

Are any timekeeper’s hourly rates higher than those charged and approved upon retention: No 

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3 

MONTHLY FEE REQUESTS TO DATE 

Date 

Submitted 

Monthly 

Period 

Covered 

Requested 

Fees (90%) 

Requested 

Expenses 

(100%) 

Fees Paid Expenses 

Paid 

10% Fee 

Holdback 

First Interim Fee Period (April 26, 2022 through May 31, 2022) 

6/17/22 4/26/22 - 

5/31/22 

$135,077.40 $8,004.06 $125,639.13 $8,004.06 $15,008.60 

Total $135,077.40 $8,004.06 $125,639.13 $8,004.06 $15,008.60 

Second Interim Fee Period (June 1, 2022 through September 30, 2022) 

07/20/22 06/01/22 – 

06/30/22 

$154,385.10 $3,207.78 $154,385.10 $3,207.78 $17,153.90 

08/26/22 07/01/22 – 

07/31/22 

$107,000.10 $2,223.22 $107,000.10 $2,223.22 $11,888.90 

09/28/22 08/01/22 – 

08/31/22 

$80,655.30 $1,675.84 $80,655.30 $1,675.84 $8,961.70 

11/03/22 09/01/22 – 

09/30/22 

$39,834.00 $827.66 $39,824.00 $827.66 $4,426.00 

Total $381,874.50 $7,934.50 $381,874.50 $7,934.50 $42,430.50 

Third Interim Fee Period (October 1, 2022 through January 31, 2023) 

11/18/22 10/01/22 – 

10/31/22 

$5,830.65 $121.15 $5,830.65 $121.15 $647.85 

01/11/23 11/01/22 – 

11/30/22 

$29,524.50 $613.45 $29,524.50 $613.45 $3,280.50 

01/20/23 12/01/22 – 

12/31/22 

$37,739.70 $784.15 $37,739.70 $784.15 $4,193.30 

03/07/23 01/01/23 – 

01/31/23 

$47,608.65 $989.20 $47,608.65 $989.20 $5,289.85 

Total $120,703.50 $2,507.95 $120,703.5 $2,507.95 $13,411.50 

Fourth Interim Fee Period (February 1, 2023 through May 31, 2023) 

03/24/23 02/01/23 – 

02/28/23 

$38,875.50 $807.75 $38,875.50 $807.75 $4,319.50 

04/25/23 03/01/23 – 

03/31/23 

$156,020.85 $3,241.77 $156,020.85 $3,241.77 $17,335.65 

05/31/23 04/01/23 – 

04/30/23 

$181,945.80 $5,505.12 $181,945.80 $5,505.12 $20,216.20 

06/13/23 05/01/23 – 

05/31/23 

$266,887.80 $5,545.34 $266,887.80 $5,545.34 $29,654.20 

Total $643,729.95 $15,099.98 $643,729.95 $15,099.98 $71,525.55 

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4 

PRIOR INTERIM FEE APPLICATIONS 

Date Filed 

[Docket 

No.] 

Period 

Covered 

Requested 

Fees 

Requested 

Expenses 

Order 

[Docket 

No.] 

Fees Allowed and 

Paid 

Expenses Allowed 

and Paid 

07/15/22 

Dkt. No. 

21518 

04/26/22 – 

05/31/22 

$150,086.00 $8,004.06 Dkt. No. 

22727 

Allowed: 

$150,086.00 

Paid: $150,086.00 

less $9,438.27 in 

withholding tax 

Allowed: $8,004.06 

Paid: $8,004.06 

11/15/22 

Dkt. No. 

22876 

06/01/22 – 

09/30/22 

$424,305.00 $7,934.50 Dkt. No. 

23408 

Allowed: 

$421,569.50 

Paid: $421,569.50 

Allowed: $7,934.50 

Paid: $7,934.50 

03/15/23 

Dkt. No. 

23811 

10/01/22 – 

01/31/23 

$134,115.00 $2,507.95 Dkt. No. 

24548 

Allowed: 

$132,262.50 

Paid: $132,262.50 

Allowed: $2,507.95 

Paid: $2,507.95 

Case:17-03283-LTS Doc#:24745 Filed:07/14/23 Entered:07/14/23 18:50:10 Desc: Main

Document Page 7 of 20
Hearing Date: December 6, 2023 at 8:30 a.m. (ET) / 9:30 a.m. (AST) 

Objection Deadline: August 3, 2023 at 4:00 p.m. (ET) / 4:00 p.m. (AST) 

UNITED STATES DISTRICT COURT 

FOR THE 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.1 : 

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

FOURTH INTERIM FEE APPLICATION OF LONDON ECONOMICS 

INTERNATIONAL LLC, AS FINANCIAL ADVISOR TO OFFICIAL COMMITTEE OF 

UNSECURED CREDITORS, FOR SERVICES RENDERED AND REIMBURSEMENT 

OF EXPENSES FOR PERIOD FROM FEBRUARY 1, 2023 THROUGH MAY 31, 2023 

London Economics International LLC (“LEI”), as financial advisor to the 

Official Committee of Unsecured Creditors (the “Committee”), hereby submits its fourth 

interim application for compensation and reimbursement of expenses (the “Application”), 

pursuant to sections 316 and 317 of the Puerto Rico Oversight, Management, and Economic 

Stability Act of 2016 (“PROMESA”), 2

 section 503(b) of title 11, United States Code (the 

“Bankruptcy Code”) as made applicable to these cases by section 301(a) of PROMESA, 

 

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-BK3283 (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); (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17-BK-4780) (Last Four 

Digits of Federal Tax ID: 3747); and (vi) Puerto Rico Public Buildings Authority (“PBA”) (Bankruptcy Case 

No. 19-BK-5233) (Last Four Digits of Federal Tax ID: 3801). 

2

 References to PROMESA are references to 48 U.S.C. §§ 2101 et. seq.

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2 

Rule 2016 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), and 

Rule 2016-1 of the Local Bankruptcy Rules for the United States Bankruptcy Court for the 

District of Puerto Rico (the “Local Rules”) for the interim allowance of compensation for 

professional services performed by LEI for the period from February 1, 2023 through and 

including May 31, 2023 (the “Application Period”) and for reimbursement of its actual and 

necessary expenses incurred during the Application Period. In support of this Application, LEI 

respectfully states as follows: 

PRELIMINARY STATEMENT 

1. LEI, as financial advisor to the Committee in the PREPA case, has advised the 

Committee on a host of critical issues related to PREPA’s case, including the mediation directed 

by the Court pursuant to its orders, dated April 8, 2022 [Docket No. 20526 and 20527]. During 

the Application Period, LEI professionals performed a variety of services in connection with two 

principal workstreams: the Committee’s objection to confirmation of the PREPA plan of 

adjustment and the proceedings to estimate the PREPA bondholders’ net revenue claim. In 

connection with these two workstreams, LEI (a) analyzed PREPA’s financial circumstances and 

conducted diligence regarding same, (b) analyzed PREPA’s plan of adjustment and related 

filings, (c) analyzed expert reports submitted by other parties, and (d) communicated with the 

Committee’s other professionals (including Paul Hastings and Zolfo Cooper) as well as other 

professionals involved in the PREPA case (including advisors to the Oversight Board) regarding 

the foregoing matters. In addition, as the Court is aware, LEI prepared an expert rebuttal report 

in connection with the estimation proceedings. 

2. LEI has performed these services in an economic, effective, and efficient manner 

commensurate with the complexity and importance of the issues involved. For example, the 

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3 

work performed by LEI was carefully assigned to appropriate professionals according to the 

experience and level of expertise required for each particular task. Moreover, LEI coordinated 

with Zolfo Cooper, the Committee’s financial advisor in the Title III cases generally, to avoid 

duplication of efforts. 

3. In sum, LEI respectfully submits that the services for which it seeks compensation 

in this Application were necessary for and beneficial to the Committee, the Debtors, and their 

stakeholders and were rendered to protect, preserve, and maximize the value for unsecured 

creditors during the pendency of these title III cases. 

4. Accordingly, in light of the nature and complexity of these Title III cases, LEI’s 

charges for professional services performed and expenses incurred are reasonable under 

applicable standards. For all these reasons, LEI respectfully requests that the Court grant the 

Application and allow interim compensation for professional services performed and 

reimbursement for expenses as requested. 

5. In accordance with the U.S. Trustee Guidelines, at the end of this Application are 

the following Exhibits:3

 Exhibit A contains a summary of LEI’s timekeepers included in this Application. 

 Exhibit B contains detailed time descriptions.4 

 Exhibit C contains a summary of expenses incurred during the Application 

Period. 

 Exhibit D contains a detailed listing of expenses incurred during the Application 

Period. 

 

3

 Given that LEI’s engagement is limited to the PREPA case, LEI did not separate out its services into categories. 

4

 Following discussions with the Fee Examiner, LEI has updated its time descriptions to provide additional detail 

compared to the time descriptions provided with the monthly fee statements. To be clear, no changes have been 

made the amounts charged. 

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4 

 Exhibit E contains the budgets for the Application Period and a comparison to 

actual fees incurred. 

BACKGROUND 

6. On May 3, 2017, the Financial Oversight and Management Board for Puerto Rico 

(“Oversight Board”) commenced a Title III case for the Commonwealth of Puerto Rico by filing 

a voluntary petition for relief pursuant to section 304 (a) of PROMESA (the “Commonwealth 

Title III Case”). Thereafter, the Oversight Board commenced a Title III case for each of 

COFINA, the Employees Retirement System of the Government of the Commonwealth of Puerto 

Rico (“ERS Title III Case”), the Puerto Rico Highways and Transportation Authority (“HTA 

Title III Case”), the Puerto Rico Electric Power Authority (“PREPA Title III Case”), and PBA 

(and together with the Commonwealth Title III Case, the “Title III Cases”).5 By orders dated 

June 29, 2017 [Docket No. 537] and October 6, 2017 [Docket No. 1417], the Court approved the 

joint administration of the Title III Cases. 

7. On June 15, 2017, the Office of the United States Trustee for the District of 

Puerto Rico (the “U.S. Trustee”) filed a Notice Appointing Creditors Committee for Unsecured 

Creditors [Docket No. 338]. 

8. On August 23, 2017, the Court entered the Order Setting Procedures for Interim 

Compensation and Reimbursement of Expenses of Professionals (as amended, the “Interim 

Compensation Order”). 

9. On August 25, 2017, the U.S. Trustee filed an Amended Notice of Appointment of 

Official Committee of Unsecured Creditors [Docket No. 1171], which expanded the role of the 

 

5

 Unless otherwise indicated, references to docket numbers shall be to the docket of the Commonwealth Title III 

Case. 

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5 

Committee to be the official committee for the HTA Title III Case, the ERS Title III Case, and 

the PREPA Title III Case. 

10. On October 6, 2017, the Court entered the Order Pursuant to PROMESA 

Sections 316 and 317 and Bankruptcy Code Section 105(a) Appointing a Fee Examiner and 

Related Relief (the “Fee Examiner Order”) [Docket No. 1416]. The Court appointed Brady 

Williamson as the Fee Examiner in the Title III Cases. 

11. On April 26, 2022, the Committee filed the Urgent Application of The Official 

Committee of Unsecured Creditors for Entry of Order Authorizing Employment and Retention of 

London Economics International LLC as Financial Advisor, Effective as of April 26, 2022, in 

PREPA’s Title III Case [Docket No. 20623] (the “Retention Application”). 

12. On May 9, 2022, the Court entered the Order Authorizing Employment and 

Retention of London Economics International LLC as Financial Advisor, Effective as of April 26, 

2022, in PREPA’s Title III Case [Docket No. 20700] (the “Retention Order”). 

13. The Retention Order authorized LEI to be compensated on an hourly basis and 

reimbursed for actual and necessary out-of-pocket expenses pursuant to sections 316 and 317 of 

PROMESA, the Bankruptcy Rules, the Local Rules, and such orders as the Court may direct. 

14. LEI submitted its first interim fee application, covering the period from April 26, 

2022 through May 31, 2022, on July 15, 2022 [Docket No. 21518], which was subsequently 

approved on October 28, 2022 [Docket No. 22727] (the “First Interim Fee Application”). 

15. LEI submitted its second interim fee application, covering the period from June 1, 

2022 through September 30, 2022 on November 15, 2023 [Docket No. 22876] (the “Second 

Interim Fee Application”), which was subsequently approved on January 27, 2023 [Docket No. 

23408] with certain agreed upon reductions. 

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6 

16. LEI submitted its third interim fee application, covering the period from October 

1, 2022 through January 31, 2023 on March 15, 2023 [Docket No. 23811] (the “Third Interim 

Fee Application”), which was subsequently approved on June 13, 2023 [Docket No. 24548] with 

certain agreed upon reductions. 

17. This is LEI’s fourth interim fee application, covering the period from February 1, 

2023 through May 31, 2023. All services for which compensation is requested were performed 

for or on behalf of the Committee. 

JURISDICTION AND VENUE 

18. This Court has jurisdiction over this matter pursuant to section 306(a) of 

PROMESA. Venue is proper in this Court pursuant to section 307(a) of PROMESA. 

BILLING PRACTICES 

19. LEI hereby seeks compensation in accordance with its customary practices and in 

accordance with the applicable provisions of the Bankruptcy Code, the Bankruptcy Rules, Local 

Rules, Interim Compensation Order, and U.S. Trustee Guidelines. 

20. LEI charges for its professional services based on actual hours expended to 

perform its services at standard hourly rates established for each employee, which hourly rates 

are subject to adjustment annually. It is the customary practice of LEI to bill clients for travel 

time consistent with the guidelines of the jurisdiction at a 50% discount rate to non-working 

travel time billed, if applicable. LEI records time entries in six-minute increments. LEI’s fees 

reflect economies resulting from the use of paraprofessional and support personnel, including 

Research Associates, to develop schedules and analyses, input computer data, perform research, 

work on fee applications, and other activities necessary to efficiently provide services to the 

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7 

Committee in PREPA’s Title III case. Billing rates are generally representative of prevailing 

market rates. 

21. LEI charges for reasonably incurred, out-of-pocket expenses, including, but not 

limited to, travel expenses, a standard charge for a pro rata allocation of LEI’s extensive data 

subscription services which are required for LEI staff to perform quantitative and analytical 

analysis, and other direct expenses. Except in certain instances which may be listed in the 

expense detail attached hereto, all expenses are billed at actual cost. 

22. LEI maintains contemporaneous records of the time expended and out-of-pocket 

expenses incurred in support of its billings for services. 

COMPENSATION AND REIMBURSEMENT REQUEST 

23. By this Application, LEI seeks interim allowance of compensation for 

professional services rendered to the Committee during the Application Period in the aggregate 

amount of $715,255.50 and expense reimbursements in the aggregate amount of $15,099.98, all 

of which amounts were incurred with respect to PREPA’s Title III case. 

24. The Committee has approved the amounts requested by LEI for services 

performed and expenses incurred in the monthly fee statements for the period of (i) February 1, 

2023 through February 28, 2023 (“February 2023 Monthly Fee Statement”) (ii) March 1, 2023 

through March 31, 2023 (“March 2023 Monthly Fee Statement”) (iii) April 1, 2023 through 

April 20, 2023 (“April 2023 Monthly Fee Statement”) and (iv) May 1, 2023 through May 31, 

2023 (“May 2023 Monthly Fee Statement”), and together with the February 2023 Monthly Fee 

Statement, the March 2023 Monthly Fee Statement, and the April 2023 Monthly Fee Statement, 

the “Monthly Fee Statements”) which have been submitted to, among others, the Oversight 

Board, AAFAF, the Fee Examiner and the U.S. Trustee during the Application Period. 

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8 

25. As of the date of filing this Application, LEI has received payments on account of 

the February 2023 Monthly Fee Statement, the March 2023 Monthly Fee Statement, the April 

2023 Monthly Fee Statement, and the May 2023 Monthly Fee Statement in the aggregate 

amounts of $643,729.95 in fees (representing 90% of the $715,255.50 in total fees incurred from 

February 1, 2023 through May 31, 2023) and $15,099.98 in expenses (representing 100% of the 

expenses incurred during from February 1, 2023 through May 31, 2023). 

SUMMARY OF PROFESSIONAL SERVICES RENDERED 

26. During the Application Period, LEI professionals performed a variety of services 

in connection with two principal workstreams: the Committee’s objection to confirmation of the 

PREPA plan of adjustment and the proceedings to estimate the PREPA bondholders’ net revenue 

claim. In connection with these two workstreams, LEI (a) analyzed PREPA’s financial 

circumstances and conducted diligence regarding same, (b) analyzed PREPA’s plan of 

adjustment and related filings, (c) analyzed expert reports submitted by other parties, and (d) 

communicated with the Committee’s other professionals (including Paul Hastings and Zolfo 

Cooper) as well as other professionals involved in the PREPA case (including advisors to the 

Oversight Board) regarding the foregoing matters. In addition, as the Court is aware, LEI 

prepared an expert rebuttal report in connection with the estimation proceedings. The 

preparation of that report also required LEI to develop its own model to estimate the 

bondholders’ net revenue claims. Moreover, in connection with LEI’s expert rebuttal report in 

the estimation proceeding, Julia Frayer was deposed by the PREPA bondholders and testified at 

the estimation hearing. 

27. LEI believes that the fees and expenses requested are reasonable, and all amounts 

requested are for actual and necessary services rendered on behalf of the Committee. 

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28. LEI has not entered into any agreement, express or implied, with any other party 

for the purpose of fixing or sharing fees or other compensation to be paid for professional 

services rendered in these cases. No promises have been received by LEI or any member thereof 

as to compensation in connection with these cases other than in accordance with the provisions 

of the Bankruptcy Code. 

ALLOWANCE OF COMPENSATION 

29. Section 316 provides for the compensation of professionals. Specifically, 

section 316 provides that a court may award a professional employed by a committee under 

section 1103 of the Bankruptcy Code “reasonable compensation for actual, necessary services 

rendered . . . and reimbursement for actual, necessary expenses.” PROMESA § 316(a). Section 

316 of PROMESA also sets forth the criteria for the award of such compensation and 

reimbursement: 

(a) In determining the amount of reasonable compensation to be awarded 

to a professional person, the court shall consider the nature, the extent, 

and the value of such services, taking into account all relevant factors, 

including: 

(i) the time spent on such services; 

(ii) the rates charged for such services; 

(iii) whether the services were necessary to the administration of, or 

beneficial at the time at which the service was rendered toward 

the completion of, a case under this chapter; 

(iv) whether the services were performed within a reasonable 

amount of time commensurate with the complexity, importance, 

and nature of the problem, issue, or task addressed; 

(v) with respect to a professional person, whether the person is 

board certified or otherwise has demonstrated skill and 

experience in the restructuring field; and 

(vi) whether the compensation is reasonable based on the customary 

compensation charged by comparably skilled practitioners in 

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cases other than cases under this title or title 11, United States 

Code. 

For all of the foregoing reasons, LEI believes the amounts herein are reasonable in light of the 

nature, extent and value of the services to the Committee, the Debtors, and all parties in interest. 

NOTICE 

30. In accordance with the Interim Compensation Order, LEI will provide notice of 

this Application to (i) the attorneys for the Oversight Board, Proskauer Rose LLP and O’Neill & 

Borges LLC; (ii) the attorneys for the Puerto Rico Fiscal Agency and Financial Advisory 

Authority, O’Melveny & Myers LLP and Marini Pietrantoni Muniz LLC; (iii) the Office of the 

United States Trustee for the District of Puerto Rico; (iv) the attorneys for the Official 

Committee of Unsecured Creditors, Paul Hastings LLP and Casillas, Santiago & Torres LLC; (v) 

the attorneys for the Official Committee of Retired Employees, Jenner & Block LLP and 

Bennazar, Garcia & Milian, C.S.P; (vi) Puerto Rico Department of Treasury; (vii) the Fee 

Examiner, Brady Williamson; and (viii) counsel to the Fee Examiner, Godfrey & Kahn, S.C. and 

EDGE Legal Strategies, PSC. In addition, the notice of hearing with respect to this Application 

will be served on all parties that have filed a notice of appearance in the Title III Cases. 

[Remainder of page intentionally left blank.]

 

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CONCLUSION 

WHEREFORE, LEI respectfully requests entry of an order (i) allowing LEI’s claims for 

fees and expenses for professional services rendered during the Application Period in the amount 

of $715,255.50 and expense reimbursements in the amount of $15,099.98; (ii) directing the 

Debtors’ payment of the difference between the sum of 90% of the fees allowed plus 100% of 

the expenses allowed and the amounts previously paid by the Debtors pursuant to the Interim 

Compensation Order; and (iii) granting LEI such other and further relief as is just. 

Dated: July 14, 2023 

 New York, New York 

 /s/ Julia Frayer 

Julia Frayer 

LONDON ECONOMICS INTERNATIONAL 

LLC 

717 Atlantic Avenue, Suite 1A 

Boston, MA 02111 

(617) 933-7200 

Financial Advisor to the Committee 

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Hearing Date: December 6, 2023 at 8:30 a.m. (ET) / 9:30 a.m. (AST) 

Objection Deadline: August 3, 2023 at 4:00 p.m. (ET) / 4:00 p.m. (AST) 

UNITED STATES DISTRICT COURT 

FOR THE 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.1

 : 

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

DECLARATION OF JULIA FRAYER IN SUPPORT OF FOURTH INTERIM FEE 

APPLICATION OF LONDON ECONOMICS INTERNATIONAL LLC, AS FINANCIAL 

ADVISOR TO OFFICIAL COMMITTEE OF UNSECURED CREDITORS, FOR 

SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES FOR PERIOD 

FROM FEBRUARY 1, 2023 THROUGH MAY 31, 2023 

Pursuant to Rule 2014(a) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy 

Rules”), I, Julia Frayer, declare that the following is true to the best of my knowledge, 

information, and belief: 

31. I am an authorized signatory for London Economics International LLC (“LEI”), a 

financial advisory firm with its principal office located at 717 Atlantic Ave, Suite 1A, Boston, 

 

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-BK3283 (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); (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17-BK-4780) (Last Four 

Digits of Federal Tax ID: 3747); and (vi) Puerto Rico Public Buildings Authority (“PBA”) (Bankruptcy Case 

No. 19-BK-5233) (Last Four Digits of Federal Tax ID: 3801). 

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MA 02111. I make this Declaration in support of the Fourth Interim Application of London 

Economics International LLC, Financial Advisor to Official Committee of Unsecured Creditors, 

for Services Rendered and Reimbursement of Expenses for the Period from February 1, 2023 

through May 31, 2023 (the “Application”).2

 

32. The facts set forth in this Declaration are based upon my personal knowledge, 

discussions with other LEI professionals, and the firm’s client/matter records that were reviewed 

by me or LEI professionals acting under my supervision and direction. 

33. I hereby certify that I have read the Application and, to the best of my knowledge, 

information, and belief, formed after reasonable inquiry, (a) the compensation and 

reimbursement of expenses sought in the Application conform with the Bankruptcy Code, the 

Bankruptcy Rules, the U.S. Trustee Guidelines, and the Local Rules (collectively, the 

“Guidelines”), and (b) the compensation and reimbursement of expenses are billed at rates no 

less favorable to the Debtors than those customarily employed by LEI generally. 

34. I declare under penalty of perjury that, to the best of my knowledge and after 

reasonable inquiry, the foregoing is true and correct. 

Executed this 14th day of July, 2023 

/s/ Julia Frayer _______________________

Julia Frayer 

 

2 Capitalized terms used but not defined herein have the meanings set forth in the Application.

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