Hearing Date: March 13, 2019 at 9:30 a.m. AST 

Objection Deadline: December 6, 2018 (for parties other than the Fee Examiner) 

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.

 Debtors.1

PROMESA 

Title III 

No. 17 BK 3283-LTS 

(Jointly Administered) 

SUMMARY COVER SHEET TO THE 

FOURTH INTERIM APPLICATION OF MARCHAND ICS 

GROUP FOR ALLOWANCE OF COMPENSATION FOR SERVICES 

RENDERED AND REIMBURSEMENT OF EXPENSES INCURRED 

AS INFORMATION AGENT TO THE OFFICIAL COMMITTEE OF 

RETIRED EMPLOYEES OF THE COMMONWEALTH OF PUERTO 

RICO FROM JUNE 1, 2018 THROUGH SEPTEMBER 30, 2018 

Name of Applicant: Marchand ICS Group 

Authorized to Provide Services To: The Official Committee of Retired 

Employees of the Commonwealth 

of Puerto Rico 

Date of Retention: July 21, 2017 

 

1

 The Debtors in these jointly-administered PROMESA 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: (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 (Bankruptcy Case No. 17 BK 3284) (Last Four Digits of Federal Tax ID: 

8474); (iii) Puerto Rico Highways and Transportation Authority (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 (Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax 

ID: 9686); and (v) Puerto Rico Electric and Power Authority (Bankruptcy Case No. 17 BK 4780) (Last 

Four Digits of Federal Tax ID: 3747). 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 1 of 20
ii 

Period for which compensation is sought: June 1, 2018 through September 

30, 2018 

Amount of interim compensation sought as actual, 

reasonable, and necessary: $68,067.25 

Amount of interim expense reimbursement sought as 

actual, reasonable, and necessary: $1,496.72 

Are your fee or expense totals different from the sum of 

previously served monthly statements? No 

Blended rate in this application for all timekeepers: $124.77 

This is an interim application. 

Total compensation approved by interim order to date: $162,867.75 

Total expenses approved by interim order to date: $16,590.28 

Total compensation paid to date: $224,147.93 

Total expenses paid to date: $18,087.00 

Total compensation subject to objection: None 

Total expenses subject to objection: None 

Number of Professionals Included in this Application: 4 

Difference Between Fees Budgeted and Compensation 

Sought: $12,987.75 less than the amount 

budgeted 

Number of Professionals Billing Fewer than 15 Hours 

to this Case: 0 

Rates Higher than Those Disclosed at Retention: None 

Objection Deadline: December 6, 2018 (for parties 

other than the Fee Examiner) 

 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 2 of 20
iii 

Name of Professional Title Hourly Billing 

Rate 

Total Billed 

Hours 

Total Compensation 

Ferdinand Díaz Project Manager $125.00 73.40 $9,175.00 

Jorge Marchand Principal $175.00 152.60 $26,705.00 

Male Noguera Media Manager $95.00 197.55 $18,767.25 

María Schell Business Editor $110.00 122.00 $13,420.00 

Total 545.55 $68,067.25 

FEE EXAMINER’S REQUESTED ATTACHMENTS TO FEE APPLICATIONS 

List of Professionals by Matter – Exhibit D 

Expense Summary – Exhibit E 

Compensation by Project Category – Exhibit F 

Detailed Time Records – Exhibit G 

Detailed Expense Records – Exhibit H 

Customary and Comparable Disclosures – N/A 

Budget & Staffing Plan – Submitted to the Fee Examiner under separate cover 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 3 of 20
Hearing Date: March 13, 2019 at 9:30 a.m. AST 

Objection Deadline: December 6, 2018 (for parties other than the Fee Examiner) 

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.

 Debtors.1

PROMESA 

Title III 

No. 17 BK 3283-LTS 

(Jointly Administered) 

FOURTH INTERIM APPLICATION OF MARCHAND ICS GROUP FOR 

ALLOWANCE OF COMPENSATION FOR SERVICES 

RENDERED AND REIMBURSEMENT OF EXPENSES INCURRED AS 

INFORMATION AGENT TO THE OFFICIAL COMMITTEE OF 

RETIRED EMPLOYEES OF THE COMMONWEALTH OF PUERTO 

RICO FROM JUNE 1, 2018 THROUGH SETPEMBER 30, 2018 

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

Marchand ICS Group (“Marchand”), Information Agent for The Official Committee of 

Retired Employees of the Commonwealth of Puerto Rico (the “Retiree Committee”) in the abovecaptioned Title III cases (the “Title III Cases”), hereby submits this fourth application (the 

 

1

The Debtors in these jointly-administered PROMESA 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: (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 (Bankruptcy Case No. 17 BK 3284) (Last Four Digits of Federal Tax ID: 

8474); (iii) Puerto Rico Highways and Transportation Authority (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 (Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax 

ID: 9686); and (v) Puerto Rico Electric and Power Authority (Bankruptcy Case No. 17 BK 4780) (Last 

Four Digits of Federal Tax ID: 3747). 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 4 of 20
2 

“Application”) for an award of interim compensation for professional services rendered, and 

reimbursement for actual and necessary expenses incurred in connection with such services, for 

the period from June 1, 2018 through September 30, 2018 (the “Interim Period”). Marchand 

submits this Application pursuant to sections 316 and 317 of the Puerto Rico Oversight, 

Management, and Economic Stability Act (“PROMESA”),2 48 U.S.C. §§ 2176, 2177; sections 

105(a) and 503(b) of the Bankruptcy Code,3

 11 U.S.C. § 503(b); Rule 2016(a) of the Federal Rules 

of Bankruptcy Procedure (the “Bankruptcy Rules”)4; Rule 2016-1 of the Bankruptcy Rules for 

the United States Bankruptcy Court for the District of Puerto Rico (the “Local Rules”)5

; the Order 

Establishing Procedures for Retiree Access to Information Pursuant to 11 U.S.C. §§ 105(a), 

1102(b)(3), and 1103(a), and (II) Employing Marchand ICS Group (“Retention Order”) [Dkt. 

No. 1415]; the Second Amended Order Setting Procedures for Interim Compensation and 

Reimbursement of Expenses of Professionals (“Interim Compensation Order”) [Dkt. No. 3269]; 

the United States Trustee’s Guidelines for Reviewing Applications for Compensation and 

Reimbursement of Expenses Filed Under 11 U.S.C. § 330 by Attorneys in Large Chapter 11 Cases 

Effective as of November 1, 2013 (the “UST Guidelines”); the First Amended Order Pursuant to 

PROMESA §§ 316 and 317 and Bankruptcy Code Section 105(a) Appointed a Fee Examiner and 

Related Relief (“Amended Fee Examiner Order”) [Dkt. No. 3324]; the Order on Fee Examiner’s 

 

2

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

3

 The Bankruptcy Code is codified at 11 U.S.C. §§ 101–1532. Unless otherwise noted, all Bankruptcy Code 

sections cited in the Application are made applicable to these Title III Cases pursuant to section 301(a) of 

PROMESA. 

4

All Bankruptcy Rules referenced in this Application are made applicable to these Title III Cases pursuant 

to section 310 of PROMESA. 

5

 The Local Rules are made applicable here by the Court’s Order (A) Imposing and Rendering Applicable 

Local Bankruptcy Rules to these Title III Cases, (B) Authorizing Establishment of Certain Notice, Case 

Management, and Administrative Procedures, and (C) Granting Related Relief [Dkt. No. 249]. 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 5 of 20
3 

Motion to Impose Presumptive Standards and Timeliness Requirements for Professional Fee 

Applications [Dkt. No. 3932]; and the Fee Examiner’s November 10, 2017 Memorandum (the 

“Fee Examiner Memorandum”). In support of the Application, Marchand submits the 

Certification of Jorge Marchand Sifre (the “Marchand Certification”), attached hereto as Exhibit 

A, and respectfully represents as follows: 

Preliminary Statement 

1. On September 5, 2017, Marchand was retained as Information Agent to the Retiree 

Committee, effective July 21, 2017. The Retiree Committee represents approximately 167,000 

retired employees of the Commonwealth and various governmental bodies and their surviving 

beneficiaries, including Puerto Rico’s retired teachers, police officers, firefighters, judges, 

municipal clerks, engineers, and other government workers of all categories (the “Retirees”). The 

Retirees’ pensions are underfunded by at least $58 billion. They are the largest group of creditors 

in these Title III Cases. 

2. During the Interim Period, Marchand performed a variety of services designed to 

provide retirees timely updates on the status of the Title III Cases and their impact on the Retirees 

and to assist the Retiree Committee in delivering clear and consistent messaging to retirees. 

3. Marchand’s work during the Interim Period was necessary for, and beneficial to, 

the Retirees and served to ensure that the interests of the Retirees are protected, and that the 

Retirees have access to information concerning these Title III Cases. Marchand respectfully 

requests that the Court award the fees and expenses requested in this Application. 

Jurisdiction 

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

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

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 6 of 20
4 

5. Venue is proper pursuant to PROMESA section 307(a). 

6. Marchand makes this Application pursuant to PROMESA sections 316 and 317, 

Bankruptcy Code sections 105(a) and 503(b), Bankruptcy Rule 2016, Local Rule 2016-1, the 

Retention Order, the Interim Compensation Order, and the UST Guidelines. 

Background 

7. On May 3, 2017, the Commonwealth of Puerto Rico (the “Commonwealth”), by 

and through the Financial Oversight and Management Board for Puerto Rico (the “FOMB”), as 

the Commonwealth’s representative pursuant to section 315(b) of PROMESA, filed a petition with 

the Court under title III of PROMESA. 

8. On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation (“COFINA”), 

by and through the FOMB, as COFINA’s representative pursuant to PROMESA section 315(b), 

filed a petition with the Court under title III of PROMESA. 

9. On May 21, 2017, the Puerto Rico Highways and Transportation Authority 

(“HTA”), by and through the FOMB, as HTA’s representative pursuant to PROMESA section 

315(b), filed a petition with the Court under title III of PROMESA. 

10. On May 21, 2017, the Employees Retirement System for the Commonwealth of 

Puerto Rico (“ERS”), by and through the FOMB, as ERS’s representative pursuant to PROMESA 

section 315(b), filed a petition with the Court under title III of PROMESA. 

11. On July 3, 2017, the Puerto Rico Electric Power Authority (“PREPA”), by and 

through the FOMB, as PREPA’s representative pursuant to PROMESA section 315(b), filed a 

petition with the Court under title III of PROMESA. 

12. Through Orders of this Court, the Commonwealth, COFINA, HTA, ERS, and 

PREPA title III cases (collectively, the “Title III Cases”) are jointly administered for procedural 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 7 of 20
5 

purposes only, pursuant to PROMESA section 304(g) and Bankruptcy Rule 1015. [See Dkt. Nos. 

242, 537, 1417.] 

13. On June 15, 2017, the U.S. Trustee, pursuant to section 1102(a)(1) of the 

Bankruptcy Code, appointed the Retiree Committee, consisting of the following nine individuals: 

Blanca Paniagua, Carmen Nunez, José Marin, Juan Ortiz, Lydia Pellot, Marcos A. Lopez, Miguel 

Fabre, Milagros Acevedo, and Rosario Pacheco. [Dkt. No. 340.]6 

Marchand’s Retention and Fee Request 

14. On September 5, 2017, the Retiree Committee elected to employ Marchand to 

represent the Retiree Committee. A copy of the Engagement Letter is attached hereto as 

Exhibit B. 

15. On September 12, 2017, the Retiree Committee filed its Motion of the Official 

Committee of Retired Employees of the Commonwealth of Puerto Rico for Order (I) Establishing 

Procedures for Retiree Access to Information Pursuant to 11 U.S.C. §§ 105(a), 1102(b)(3) and 

1103(a) and (II) Employing Marchand ICS Group in Connection Therewith [Dkt. No. 1280] (the 

“Retention Application”) pursuant to sections 105(a) , 1120, and 1103 of the Bankruptcy Code.7

16. On October 6, 2017, the Court entered the Retention Order approving Marchand’s 

retention as counsel to the Retiree Committee, effective July 21, 2017, on the terms and conditions 

identified in the Retention Application. A copy of the Retention Order is attached hereto as 

Exhibit C. Pursuant to the Retention Order, Marchand is entitled to compensation for reasonable, 

 

6

 As of April 12, 2018, José Marin resigned from the Retiree Committee. 

7

 In a chapter 11 case, a committee appointed under section 1102 of the Bankruptcy Code ordinarily would 

seek authority to employ professionals pursuant to section 327. Because PROMESA does not incorporate 

section 327 of the Bankruptcy Code, the Retiree Committee moved for approval of its Retention 

Application pursuant to sections 105(a) and 1103(a). See PROMESA § 301(a) (omitting Bankruptcy Code 

sections 327 and 328 from incorporation into PROMESA). 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 8 of 20
6 

actual, and necessary professional services rendered and reimbursement of expenses incurred in 

connection with the Title III Cases. 

17. On October 6, 2017, the Court entered an Order appointing Brady Williamson as 

the fee examiner (“Fee Examiner”) in these Title III Cases. [Dkt. No. 1416.] 

18. On December 15, 2017, Marchand filed its First Interim Application for Allowance 

of Compensation for Services Rendered and Reimbursement of Expenses Incurred From July 21, 

2017 through September 30, 2017 (“First Interim Application”) [Dkt. No. 2048], seeking 

$11,946.50 in compensation and $497.88 in expenses. 

19. On March 7, 2018, the Court entered an Order approving the First Interim 

Application (the “First Interim Order”) [Dkt. No. 2685] in the amount of $11,946.50 in 

compensation and $497.88 in expenses. Marchand has received the amounts approved under the 

First Interim Order. 

20. On March 15, 2018, Marchand filed its Second Interim Application for Allowance 

of Compensation for Services Rendered and Reimbursement of Expenses Incurred From October 

1, 2017 through January 31, 2018 (“Second Interim Application”) [Dkt. No. 2736], seeking 

$68,402.25 in compensation and $6,534.29 in expenses. 

21. On July 20, 2018, the Court entered an Order approving the Second Interim 

Application (the “Second Interim Order”) [Dkt. No. 3656] in the amount of $68,402.25 in 

expenses and $6,534.29 in expenses. Marchand has received payment of the amounts approved in 

the Second Interim Order. 

22. On July 16, 2018, Marchand filed its Third Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred From February 1, 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 9 of 20
7 

2018 through May 31, 2018 (“Third Interim Application”) [Dkt. No. 9558], seeking $82,519.00 

in compensation and $9,558.11 in expenses. 

23. On November 9, 2018, the Court entered an Order approving the Third Interim 

Application (the “Third Interim Order”) [Dkt. No. 4200] in the amount of $82,519.00 in 

compensation and $9,558.11 in expenses. Marchand has received payment of the amounts 

approved in the Third Interim Order. 

24. By this Application, Marchand seeks allowance of compensation in the amount of 

$68,067.25 and reimbursement of expenses in the amount of $1,496.72. As of the date of this 

Application, Marchand has received $61,280.18 of payment for services performed and $1,496.72 

in reimbursement for expenses incurred during the Interim Period. 

25. Marchand’s fees are based upon hours charged, recorded in tenth of an hour 

increments, at Marchand’s ordinary and customary hourly rates, plus reimbursement of actual, 

necessary out-of-pocket expenses and other charges incurred by Marchand on behalf of the Retiree 

Committee. The rates set forth herein are consistent with the rates Marchand charges other clients. 

26. The cover sheet to this Application contains a schedule setting forth all Marchand 

professionals who have performed services in the Title III Cases during the Interim Period, the 

capacity in which each individual is employed by Marchand, the hourly billing rate charged for 

services performed by such individual, and the aggregate number of hours expended in this case 

and fees billed therefore. 

27. This is Marchand’s fourth request for interim compensation in these Title III Cases. 

As set forth in the Marchand Certification, all of the services for which interim compensation is 

sought herein were rendered for and on behalf of the Retiree Committee in connection with these 

Title III Cases. To the best of Marchand’s knowledge and as disclosed in the Declaration of Jorge 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 10 of 20
8 

Marchand [Dkt. No. 1280-3] (the “Marchand Declaration”), Marchand is a “disinterested 

person” as defined in section 101(14) of the Bankruptcy Code, and Marchand’s professionals do 

not hold or represent any interest adverse to the Retiree Committee. 

28. Marchand performed the services for which it is seeking compensation on behalf 

of the Retiree Committee and not on behalf of any other committee, creditor, or other entity. 

29. Marchand has not received payment or promise of payment from any source other 

than the Commonwealth for its services rendered and expenses incurred on behalf of the Retiree 

Committee or to be provided in any capacity whatsoever in connection with the Title III Cases. 

Fees and Expenses Incurred During Interim Period 

A. Customary Billing Disclosures 

30. Marchand’s hourly rates are set at a level designed to compensate Marchand fairly 

for the work of its professionals and to cover fixed and routine expenses. The hourly rates and 

corresponding rate structure utilized by Marchand in the Title III Cases are equivalent to the hourly 

rates and corresponding rate structure used by Marchand hourly are commensurate with industry 

standards and not significantly different from the rates and fees that Marchand charges for other 

similar types of services. 

B. Fees Incurred During Interim Period 

31. In the ordinary course of Marchand’s practice, Marchand maintains records of the 

time spent on the professional services provided to the Retiree Committee. Exhibit D to this 

Application is a summary of fees incurred and hours worked during the Interim Period for which 

compensation is sought on an hourly basis in this Application, setting forth the following 

information: 

 the name of each professional for whose work compensation is sought; 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 11 of 20
9 

 the aggregate time worked and fees billed by each professional during the Interim 

Period; 

 the hourly billing rate for each professional at Marchand’s current billing rates; and 

 a calculation of total compensation requested using the rates disclosed in the Marchand 

Application. 

C. Expenses Incurred During Interim Period 

32. In the ordinary course of Marchand’s practice, Marchand maintains a record of 

expenses incurred in rendering professional services to the Retiree Committee and for which 

reimbursement is sought. Exhibit E to this Application is a summary for the Interim Period of the 

total amount of expenses for which Marchand seeks reimbursement with respect to each category 

of expenses. The out-of-pocket disbursement sum is broken down into categories of charges. 

Summary of Services Provided During the Interim Period 

33. During the Interim Period, Marchand provided important services to the Retiree 

Committee in connection with the Title III Cases. A summary of the services Marchand provided 

to the Retiree Committee during the Interim Period is set forth in paragraphs 36 through 38 below. 

34. Marchand has established, in accordance with its internal billing procedures, 

subject matters categories (each, a “Matter Category”) for keeping time records of the work 

performed for the Retiree Committee. A schedule setting forth a description of each Matter 

Category utilized in this case, the number of hours worked by Marchand professionals for each 

Matter Category, and the aggregate fees associated with each Matter Category is attached as 

Exhibit F. Marchand’s records of time worked providing professional services to the Retiree 

Committee are attached hereto as Exhibit G, and Marchand’s records of expenses incurred during 

the Interim Period in the rendition of professional services to the Retiree Committee are attached 

as Exhibit H. 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 12 of 20
10 

35. The following is a summary, by Matter Category, of the professional services 

provided by Marchand during the Interim Period. This summary is organized in accordance with 

Marchand’s internal system of matter numbers. 

Project Meetings 

Total Hours: 232.90 Fees: $31,653 

36. Marchand’s recorded time entries in this category reflect (a) internal conference 

calls, meetings, and strategic planning; and (b) external communications with the Retiree 

Committee, other Retiree Committee professionals, and other third parties. 

Project Management 

Total Hours: 175.20 Fees: $23,193.50 

37. Marchand’s recorded time entries in this category reflect (a) strategic planning and 

content development for the Retiree Committee’s digital platforms; (b) reviewing and developing 

answers to retiree questions and comments received through the Retiree Committee’s digital 

platforms and promotional brochure; (c) preparing, developing and summarizing communications 

and documents to be posted on the Retiree Committee’s digital platforms and promotional 

brochure; (d) reviewing documents and communications to be posted on the Retiree Committee’s 

digital platforms and promotional brochure, and (e) translation of news articles, official documents 

and/or any type of communication between the Retiree Committee, other Retiree Committee 

professionals, and other third parties . 

Website Development and Management 

Total Hours: 137.45 Fees: $13,220.75 

38. Marchand’s recorded time entries in this category reflect research, content 

development, and management of website, social media, and other digital properties for 

communication with retirees. 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 13 of 20
11 

Actual and Necessary Expenses Incurred by Marchand During the Interim Period 

39. As summarized in Exhibit E and as set forth in detail in Exhibit H, Marchand has 

incurred a total of $1,496.72 in expenses on behalf of the Retiree Committee during the Interim 

Period. These charges are intended to reimburse Marchand’s direct costs that are not included in 

Marchand’s hourly billing rates. 

Marchand’s Requested Compensation and Reimbursement Should be Allowed 

40. The services for which Marchand seeks compensation in this Application were, at 

the time provided, necessary for and beneficial to the Retiree Committee. Marchand performed 

these services economically, effectively, and efficiently. Marchand submits that the compensation 

requested is reasonable in light of the nature, extent, and value of such services to the Retiree 

Committee. Accordingly, Marchand submits the compensation sought in this Application is 

warranted and should be approved. 

A. Compensation Under Sections 316 and 317 of PROMESA. 

41. Section 317 of PROMESA authorizes interim compensation of professionals and 

incorporates the substantive standards of section 316 of PROMESA to govern the Court’s award 

of interim compensation. Section 316 of PROMESA provides that a court may award a 

professional employed under section 1103 of the Bankruptcy Code “reasonable compensation for 

actual, necessary services rendered,” and “reimbursement for actual, necessary expenses.” 48 

U.S.C. § 2176(a)(1), (2). Section 316(c) sets forth the criteria for such an award: 

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— 

 (1) the time spent on such services; 

 (2) the rates charged for such services; 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 14 of 20
12 

(3) 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; 

 (4) 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; 

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

board certified or otherwise has demonstrated skill and experience 

in the restructuring field; and 

(6) whether the compensation is reasonable based on the 

customary compensation charged by comparably skilled 

practitioners in cases other than cases under this subchapter or Title 

11. 

48 U.S.C. § 2176(c). 

42. As analyzed below, Marchand submits the elements governing awards of 

compensation under PROMESA justify the allowance requested. 

1. The Time and Labor Required 

43. During the Interim Period, Marchand’s professionals spent 545.55 hours providing 

professional services to the Retiree Committee for which Marchand seeks compensation on an 

hourly basis. Marchand required this amount of time to satisfy the Retiree Committee’s 

obligations to provide information to retirees under section 1102(b)(3) of the Bankruptcy Code 

and perform additional communications services and other tasks described herein. 

2. The Rates Charged for Such Services 

44. During the Interim Period, Marchand’s hourly billing rates ranged from $95 for 

Media Managers to $175 for Principals. Based on the recorded hours expended by Marchand’s 

professionals, the average hourly billing rate was $124.77 for Marchand timekeepers. 

45. Marchand’s hourly rates are set at a level designed to compensate Marchand fairly 

for the work of its professionals and to cover certain fixed and routine overhead expenses. Hourly 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 15 of 20
13 

rates vary with the experience and seniority of the individuals assigned. These hourly rates are 

subject to periodic adjustments to reflect economic and other conditions and are consistent with 

the rates charged elsewhere. 

46. The hourly rates and corresponding rate structure that Marchand charges in these 

cases are equivalent to or less than the hourly rates and corresponding rate structure that Marchand 

charges for similar services, whether in court or otherwise, regardless of whether a fee application 

is required. 

3. The Necessity of the Services and the Benefit to the Estate’s Retirees 

47. As described herein, the services rendered by Marchand were necessary for the 

efficient and economical resolution of the Retiree Committee’s interests in the Title III Cases. All 

of those services directly benefitted the Retiree Committee and the Retirees. 

48. The Retiree Committee has reviewed the Application and has approved the 

compensation and reimbursement of expenses requested herein. 

4. The Reasonableness of the Time Spent, Based on the Complexity, 

Importance, and Nature of the Issues 

49. Marchand’s work involved the representation of the Title III Cases’ largest creditor 

constituency—Puerto Rico’s approximately 167,000 retired teachers, police officers, firefighters, 

judges, municipal clerks, engineers, and other government workers of all categories. Marchand’s 

professional services during the Interim Period were necessary to provide the Retirees timely 

updates on the status of the Title III Cases and their impact on retirees and to assist the Retiree 

Committee in delivering clear and consistent messaging to retirees. In light of the foregoing, 

Marchand submits that the compensation requested is reasonable. 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 16 of 20
14 

5. The Experience, Reputation, and Ability of the Professionals Providing 

Services 

50. As set forth in the Retention Application, the Retiree Committee selected Marchand 

as its Information Agent because Marchand has deep roots in Puerto Rico and is one of Puerto 

Rico’s leading strategic communications firms with decades of experience in media relations, 

community relations, litigation support, and strategic communications services. Through its work, 

Marchand has earned a reputation as an honest and reliable source of information throughout the 

Commonwealth. 

6. Customary Compensation 

51. The work for which Marchand seeks compensation in this Application is of the type 

and nature for which Marchand customarily would seek compensation at the rates identified in this 

Application. In addition, the compensation Marchand seeks in this Application is comparable to 

the compensation it would have sought for comparable work outside of the Title III Cases. 

52. Marchand submits that the compensation requested is reasonable under all the 

factors considered under sections 316 and 317 of PROMESA and that the factors justify the 

allowance in full of Marchand’s compensation and reimbursement request. 

53. In view of the foregoing, Marchand respectfully requests that it be allowed interim 

compensation in the amount of $68,067.25 for services rendered during the Interim Period. 

B. Reasonable and Necessary Expenses Incurred in Providing Services to the Retiree 

Committee. 

54. For the Interim Period, Marchand requests reimbursement of $1,496.72 for 

reasonable and necessary costs and expenses incurred on behalf of the Retiree Committee. 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 17 of 20
15 

55. Marchand’s normal billing rates do not take these costs and expenses into 

consideration. Rather, Marchand bills each cost and expense to the applicable client separately, in 

each case, at Marchand’s costs. 

56. Marchand does not include the amortization of the cost of any investment, 

equipment, or capital outlay in its charges for these services. Any services billed by a third-party 

vendor are charged to the Retiree Committee in the amount billed to and paid by Marchand. 

57. Marchand has made reasonable efforts to minimize its costs and expenses in 

connection with its representation of the Retiree Committee. Each of the costs and expenses 

Marchand has incurred in providing professional services to the Retiree Committee was necessary, 

reasonable, and justified under the circumstances to serve the needs of the Retiree Committee. 

Statement by Marchand Under Paragraph C(5) of the UST Guidelines 

58. This engagement does not involve variations from Marchand’s standard and 

customary billing rates. 

59. None of the professionals included in this Application varied their hourly rate based 

on the geographic location of their cases. 

60. The Application does not include time or fees related to reviewing or revising time 

records or preparing, reviewing, or revising invoices. 

61. The Application does not include time or fees for reviewing time records to redact 

any privileged or other confidential information. 

62. The hourly rates specified in the Retention Application were effective January 1, 

2017, and have not increased since that time. For certain services rendered prior to January 1, 

2017, Marchand’s hourly rates were lower than the rates described in the Retention Application. 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 18 of 20
16 

Marchand’s engagement letter with the Retiree Committee provides that Marchand’s hourly rates 

are subject to periodic adjustment to reflect economic and other conditions. 

63. Consistent with the UST Guidelines and the Fee Examiner Memorandum, 

Marchand submits monthly budgets to the Fee Examiner. Marchand’s budgets estimated fees for 

the Interim Period at $81,055.00. Marchand is requesting compensation of $68,067.25 for the 

Interim Period—$12,987.75 less than the amount budgeted. 

Reservation of Rights and Notice 

64. It is possible that some professional time expended or expenses incurred during the 

Interim Period are not reflected in the Application. Marchand reserves the right to include such 

amounts in future fee applications. 

65. Pursuant to the Interim Compensation Order, the Retiree Committee has provided 

notice of this Application to: (a) the U.S. Trustee; (b) counsel to the FOMB; (c) counsel to 

AAFAF; (d) counsel to the UCC; (e) the Fee Examiner; and (f) all parties that have filed a notice 

of appearance with the Clerk of this Court, pursuant to Bankruptcy Rule 2002 and applicable 

provisions of the Local Rules, and requested such notice. 

No Prior Request 

66. No prior application for the relief requested by this Application has been made to 

this or any other court. 

WHEREFORE, Marchand respectfully requests that the Court enter an order: (a) awarding 

Marchand compensation for professional services provided during the Interim Period in the 

amount of $68,067.25; (b) reimbursement of actual, reasonable, and necessary expenses incurred 

in the Interim Period in the amount of $1,496.72; (c) granting such other relief as is appropriate 

under the circumstances. 

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 19 of 20
17 

Dated: November 16, 2018 

San Juan, Puerto Rico 

Respectfully submitted, 

MARCHAND ICS GROUP 

By: 

/s/ Jorge Marchand Sifre 

Jorge Marchand Sifre 

161 San Jorge St., Suite 402-E 

San Juan, Puerto Rico 00911 

(787) 765-0444 

jorge@marchandics.com

Information Agent for The Official Committee 

of Retired Employees of Puerto Rico

Case:17-03283-LTS Doc#:4272 Filed:11/16/18 Entered:11/16/18 15:23:00 Desc: Main

Document Page 20 of 20