IN THE UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF PUERTO RICO

In re:

PROMESA

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD OF PUERTO RICO,

 as representative of

THE COMMONWEALTH OF PUERTO RICO,

et al., 

Title III

No. 17 BK 3283-LTS

(Jointly Administered)

 Debtors.

SUPPLEMENTAL VERIFIED STATEMENT OF THE QTCB NOTEHOLDER GROUP 

PURSUANT TO BANKRUPTCY RULE 2019

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

Rules”), made applicable to this Title III case by Section 310 of the Puerto Rico Oversight, 

Management, and Economic Stability Act (“PROMESA”), 48 U.S.C. § 2170, and in accordance 

with the Order Further Amending Case Management Procedures to (A) Reschedule the 

September 2018 Omnibus Hearing, (B) Provide that Parties are no Longer Required to Provide 

Service of Paper Courtesy Copies on the Court, and (C) Provide Certain Clarifying Changes 

Regarding the Disclosure Requirements for Rule 2019(b) Groups [ECF No. 3730] (the “Order”), 

this verified supplemental statement (this “Supplemental Statement”) is hereby submitted by an 

ad hoc group of holders (the “QTCB Noteholder Group”)

1

of those certain Qualified School 

Construction Bonds and Qualified Zone Academy Bonds issued by the Puerto Rico Public 

Buildings Authority (“PBA”) and guaranteed by the Commonwealth of Puerto Rico (the 

“Commonwealth”) (collectively, the “QTCBs” and, together with all other bonds issued or 

 

1 The QTCB Noteholder Group shall have the same meaning as set forth in Notice of Appearance 

and Request for Notice [ECF No. 134].

Case:17-03283-LTS Doc#:3765 Filed:08/14/18 Entered:08/14/18 11:14:05 Desc: Main

Document Page 1 of 6
-2-

guaranteed by the Commonwealth the “General Obligation Bonds”). In support of this 

Supplemental Statement, the QTCB Noteholder Group respectfully states as follows:

1. In or around August 2015, certain members of the QTCB Noteholder Group 

engaged Bracewell LLP (“Bracewell”) to represent their interests as holders of QTCBs. From 

time to time thereafter, certain additional holders of QTCBs have joined the QTCB Noteholder 

Group. In May 2017, the QTCB Noteholder Group retained Correa-Acevedo & Abesada Law 

Offices, P.S.C. as its Puerto Rico counsel (together with Bracewell, “Counsel”).

2. On August 16, 2017, the QTCB Noteholder Group submitted the Verified 

Statement of the QTCB Noteholder Group Pursuant to Bankruptcy Rule 2019 [ECF No. 1053]. 

Counsel to the QTCB Noteholder Group submits this Supplemental Statement to update the 

information regarding the disclosable economic interests held by members of the QTCB 

Noteholder Group since August 8, 2017, in relation to the Commonwealth and COFINA. The 

information set forth herein (including Exhibit A) is based upon information provided to Counsel 

by the members of the QTCB Noteholder Group and is intended only to comply with Bankruptcy 

Rule 2019 and the Order. 

3. As of the date of this Supplemental Statement, Counsel represents only the QTCB 

Noteholder Group and does not represent or purport to represent any other entities other than the 

QTCB Noteholder Group with respect to the Debtors’ Title III cases. In addition, neither the 

QTCB Noteholder Group nor any member of the QTCB Noteholder Group (a) assumes any 

fiduciary or other duties to any other creditor or person and (b) does not purport to act, represent 

or speak on behalf of any other entities in connection with the Debtors’ Title III cases.

4. In accordance with Bankruptcy Rule 2019 and the Order, attached hereto as 

Exhibit A is a list of the names, addresses of each member of the QTCB Noteholder Group—and 

Case:17-03283-LTS Doc#:3765 Filed:08/14/18 Entered:08/14/18 11:14:05 Desc: Main

Document Page 2 of 6
-3-

each such member’s disclosable economic interests as of certain dates on which Counsel has 

determined that the filing of a supplemental verified statement would have been required had the 

Order been in effect at such times. 

5. Nothing contained in this Supplemental Statement (including Exhibit A hereto) is 

intended to or should be construed as (a) a limitation upon, or waiver of any right to assert, file 

and/or amend its claims in accordance with applicable law and any orders entered in this or any 

other related Title III cases by any QTCB Noteholder Group member, its affiliates or any other 

entity, or (b) an admission with respect to any fact or legal theory.

6. Additional holders of QTCBs may become members of the QTCB Noteholder 

Group, and certain members of the QTCB Noteholder Group may cease to be members in the 

future. The QTCB Noteholder Group, through its undersigned Counsel, reserves the right to 

amend or supplement this Supplemental Statement as necessary for that or any other reason in 

accordance with the requirements set forth in Bankruptcy Rule 2019 and the Order.

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

knowledge.

[Remainder of Page Intentionally Blank; Signatures Follow]

Case:17-03283-LTS Doc#:3765 Filed:08/14/18 Entered:08/14/18 11:14:05 Desc: Main

Document Page 3 of 6
-4-

Dated: August 14, 2018 

BRACEWELL LLP

/s/ Kurt A. Mayr

Kurt A. Mayr (pro hac vice)

David L. Lawton (pro hac vice)

City Place I, 34th Floor

185 Asylum Street

Hartford, CT 06103

Telephone: (860) 256-8534

Facsimile: (860) 760-6814

Email: kurt.mayr@bracewell.com

Counsel to the QTCB Noteholder Group

CORREA ACEVEDO & ABESADA LAW OFFICES,

P.S.C.

/s/ Roberto Abesada-Agüet

Roberto Abesada-Agüet

USDC-PR No. 216706

/s/ Sergio E. Criado

Sergio E. Criado

USDC-PR No. 226307

E-Mail: scriado@calopsc.com

Centro Internacional de Mercadeo, Torre II

# 90 Carr. 165, Suite 407

Guaynabo, P.R. 00968

Tel. (787) 273-8300; Fax (787) 273-8379

E-Mail: ra@calopsc.com

Puerto Rico Counsel to the QTCB Noteholder 

Group

Case:17-03283-LTS Doc#:3765 Filed:08/14/18 Entered:08/14/18 11:14:05 Desc: Main

Document Page 4 of 6
Exhibit A

Names, Addresses and Disclosable Economic Interests of the Members of 

the QTCB Noteholder Group1

NAME2 ADDRESS

NATURE AND AMOUNT OF DISCLOSABLE ECONOMIC INTEREST

As of 

8/16/2017

As of 

11/1/2017

As of 3/1/2018 As of 

6/1/2018

As of 

6/20/2018

Canyon Capital 

Advisors LLC (on 

behalf of its 

participating 

clients)

2000 

Avenue of 

the Stars

11th Floor

Los 

Angeles, 

CA 90067

General 

Obligation 

Bonds

Uninsured:

$311,357,895

Insured: 

$10,433,800

COFINA Bonds

Senior:

$303,080,000

General 

Obligation 

Bonds

Uninsured:

$353,462,895

Insured: 

$9,432,550

COFINA 

Bonds

Senior:

$301,655,000

General 

Obligation Bonds

Uninsured:

$451,856,895

Insured: 

$9,223,750

COFINA Bonds

Senior:

$270,620,000

General 

Obligation 

Bonds

Uninsured:

$440,059,895

Insured: 

$9,223,750

COFINA Bonds

Senior:

$266,175,000

General 

Obligation 

Bonds

Uninsured:

$581,984,895

Insured: 

$9,223,750

COFINA 

Bonds

Senior:

$246,075,000

Davidson 

Kempner Capital 

Management LP, 

as investment 

advisor to its 

affiliated funds

520 

Madison 

Avenue 

30th Floor

New York, 

NY 10022

General 

Obligation 

Bonds

Uninsured:

$116,648,000

General 

Obligation 

Bonds

Uninsured:

$120,146,000

General 

Obligation Bonds

Uninsured:

$124,028,000

General 

Obligation 

Bonds

Uninsured:

$123,928,000

General 

Obligation 

Bonds

Uninsured:

$123,928,000

COFINA 

Bonds

Senior:

$12,620,000

Sub:

$16,200,000

 

1 To the best of Counsel’s knowledge, the information included herein is accurate as of August 

14, 2018. The amounts set forth herein include only outstanding principal and do not include any other 

amounts that may be due and owing under the applicable debt documents and laws, including but not 

limited to any overdue or compounded interest. In addition, the amounts set forth herein do not include 

any disclosable economic interests that are subject to pending trades or other transfers that have not 

settled or otherwise been closed as of August 14, 2018.

2 Each entity on this Exhibit A holds disclosable economic interests, or acts as investment advisor 

or manager to funds, entities and/or accounts or their respective subsidiaries that hold disclosable 

economic interests, in relation to the Commonwealth of Puerto Rico or COFINA. 

Case:17-03283-LTS Doc#:3765 Filed:08/14/18 Entered:08/14/18 11:14:05 Desc: Main

Document Page 5 of 6
-6-

OZ Management 

LP and OZ 

Management II 

LP (on behalf of 

certain of their 

funds)

9 West 57th

Street

39th Floor

New York, 

NY 10019

General 

Obligation 

Bonds

Uninsured:

$252,476,000

General 

Obligation 

Bonds

Uninsured:

$248,891,000

COFINA 

Bonds

Senior:

$61,288,550

General 

Obligation Bonds

Uninsured:

$284,716,000

COFINA Bonds

Senior:

$15,936,019

General 

Obligation 

Bonds

Uninsured:

$236,116,000

COFINA Bonds

Senior:

$78,860,000

Sub:

$54,330,142

General 

Obligation 

Bonds

Uninsured:

$236,116,000

COFINA 

Bonds

Senior:

$123,095,000

Sub:

$104,225,142

QTCB 

Noteholder 

Group 

(Aggregate)

n/a

General 

Obligation 

Bonds

Uninsured:

$680,481,895

Insured: 

$10,433,800

COFINA Bonds

Senior: 

$303,080,000

Sub: none

General 

Obligation 

Bonds

Uninsured:

$722,499,895

Insured: 

$9,432,550

COFINA 

Bonds

Senior:

$362,943,550

Sub: none

General 

Obligation Bonds

Uninsured:

$860,600,895

Insured: 

$9,223,750

COFINA Bonds

Senior:

$286,556,019

Sub: none

General 

Obligation 

Bonds

Uninsured:

$800,103,895

Insured: 

$9,223,750

COFINA Bonds

Senior:

$345,035,000

Sub:

$54,330,142

General 

Obligation 

Bonds

Uninsured:

$942,028,895

Insured: 

$9,223,750

COFINA 

Bonds

Senior:

$381,790,000

Sub:

$120,424,142

Case:17-03283-LTS Doc#:3765 Filed:08/14/18 Entered:08/14/18 11:14:05 Desc: Main

Document Page 6 of 6