ny-1350201

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

Case No. 17-BK-3283 (LTS)

Jointly Administered

SUPPLEMENTAL VERIFIED STATEMENT OF THE AD HOC 

GROUP OF CONSTITUTIONAL DEBTHOLDERS PURSUANT 

TO FEDERAL RULE OF BANKRUPTCY PROCEDURE 2019

The ad hoc group of certain unaffiliated funds, accounts, and/or managers of funds or 

accounts (collectively, the “Ad Hoc Group of Constitutional Debtholders”) holding bonds issued 

or guaranteed by the Commonwealth of Puerto Rico (the “Commonwealth,” and the bonds 

issued or guaranteed by the Commonwealth, the “Constitutional Debt”) hereby submits this 

verified statement (this “Supplemental Statement”), as contemplated by Rule 2019 of the Federal 

Rules of Bankruptcy Procedure (the “Bankruptcy Rules”)2and the Order Further Amending 

Case Management Procedures [ECF No. 4086]. In support of this Supplemental Statement, the 

Ad Hoc Group of Constitutional Debtholders respectfully states as follows:

1. In August 2018, the Ad Hoc Group of Constitutional Debtholders formed and, 

contemporaneously therewith, retained Morrison & Foerster LLP (“Morrison & Foerster”) and 

 

1 The Debtors in these title III cases, along with the last four digits of each Debtor’s federal tax identification 

number, are the (i) Commonwealth of Puerto Rico (the “Commonwealth”) (No. 17-BK-3283-LTS) (3481); 

(ii) Employees Retirement System of the Government of the Commonwealth of Puerto Rico (No. 17-BK-3566-LTS) 

(9686); (iii) Puerto Rico Highways and Transportation Authority (“HTA”) (No. 17-BK-3567-LTS) (3808); 

(iv) Puerto Rico Sales Tax Financing Corporation (“COFINA”) (No. 17-BK-3284-LTS) (8474); and (v) Puerto Rico 

Electric Power Authority (“PREPA”) (No. 17-BK-4780-LTS) (3747).

2 Made applicable to these Title III cases by Section 310 of PROMESA. See 48 U.S.C. § 2170.

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G. Carlo-Altieri Law Offices, LLC (“G. Carlo-Altieri” and, together with Morrison & Foerster, 

“Counsel”).

2. On August 27, 2018, Counsel submitted the Verified Statement of the Ad Hoc 

Group of Constitutional Debtholders Pursuant to Federal Rule of Bankruptcy Procedure 2019

[ECF No. 3808]. Counsel submits this Supplemental Statement to update the membership in the 

Ad Hoc Group of Constitutional Debtholders and information regarding the disclosable 

economic interests currently held by members of the Ad Hoc Group of Constitutional 

Debtholders.

3. The members of the Ad Hoc Group of Constitutional Debtholders hold 

disclosable economic interests or act as investment managers or advisors (or are affiliates of 

entities which act as investment managers or advisors) to funds and/or accounts that hold 

disclosable economic interests in relation to the Commonwealth. Based upon information 

provided to Counsel by the members of the Ad Hoc Group of Constitutional Debtholders, 

attached hereto as Exhibit A is a list of the names, addresses, nature, and amount of disclosable 

economic interests of each member of the Ad Hoc Group of Constitutional Debtholders with 

respect to the Commonwealth as of November 1, 2018.

4. In addition to the Ad Hoc Group of Constitutional Debtholders, as of the date of 

this Supplemental Statement, Counsel has also represented the PBA Funds3in connection with 

the Title III Cases.4

 

3

See Supplemental Verified Statement of the PBA Funds Pursuant to Federal Rule of Bankruptcy Procedure 2019

[ECF No. 3299].

4 G. Carlo-Altieri has also been retained by: (a) a provider of utility services to the Commonwealth and/or its related 

instrumentalities and public corporations; (b) a corporation and its related entities holding potential litigation and 

trade claims against HTA and the Commonwealth and/or its related instrumentalities and public corporations; and 

(c) a corporation holding potential trade claims against PREPA. G. Carlo-Altieri has advised these clients with 

respect to the Commonwealth’s restructuring generally, has prepared and filed proofs of claim, and has settled 

certain motions and contested matters on behalf of certain of these entities. See, e.g., ECF Nos. 3423, 3940.

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5. Nothing contained in this Supplemental Statement (or Exhibit A hereto) should be 

construed as a limitation upon, or waiver of, any rights of any member of the Ad Hoc Group of 

Constitutional Debtholders to assert, file, and/or amend any claim or proof of claim filed in 

accordance with applicable law and any orders entered in these cases.

6. Counsel reserves the right to amend this Supplemental Statement as necessary in 

accordance with the requirements set forth in Bankruptcy Rule 2019.

[Signature page follows]

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Dated: November 5, 2018

By: Gerardo A. Carlo 

Gerardo A. Carlo

USDC PR No. 112009

Telephone: (787) 247-6680

gacarlo@carlo-altierilaw.com 

By: Kendra Loomis 

Kendra Loomis

USDC PR No. 227408

Telephone: (787) 370-0255

loomislegal@gmail.com

G. CARLO-ALTIERI LAW OFFICES, LLC

254 San Jose St., Third Floor

San Juan, Puerto Rico 00901

Telephone: (787) 247-6680

Facsimile: (787) 919-0527

-andBy: Gary S. Lee 

Gary S. Lee

MORRISON & FOERSTER LLP

Gary S. Lee (admitted pro hac vice)

James M. Peck (admitted pro hac vice)

250 West 55th Street

New York, New York 10019

Telephone: (212) 468-8000

Facsimile: (212) 468-7900

JPeck@mofo.com

GLee@mofo.com

Counsel for the Ad Hoc Group of Constitutional 

Debtholders

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Exhibit A

Names, Addresses and Disclosable Economic Interests of the 

Ad Hoc Group of Constitutional Debtholders 1

Name of Creditor2 Address Nature and Amount of Disclosable 

Economic Interest

Candlewood Investment Group, LP

777 Third Avenue

Suite 19B

New York, NY 10017

Constitutional Debt

$12,141,000

Fir Tree Partners

55 West 46th Street

29th Floor

New York, NY 10036

Constitutional Debt

$535,287,000

First Pacific Advisors, LLC

11601 Wilshire Boulevard

Suite 1200

Los Angeles, CA 90025

Constitutional Debt

$199,540,000

GoldenTree Asset Management LP

300 Park Avenue

New York, NY 10022

Constitutional Debt

$227,100,000

Inglesea Capital LLC

7800 SW 57th Avenue

Unit 308

South Miami, FL 33143

Constitutional Debt

$17,480,000

Mason Capital Management, LLC 110 East 59th Street

New York, NY 10022

Constitutional Debt

$468,056,000

Silver Point Capital, L.P. Two Greenwich Plaza

Greenwich, CT 06830

Constitutional Debt

$110,539,000

Taconic Capital Advisors L.P. 280 Park Ave

New York, NY 10017

Constitutional Debt

$97,300,000

 

1 To the best of Counsel’s knowledge, the information included herein is accurate as of November 1, 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. Capital appreciation bonds are reported at their accreted value as of November 1, 2018.

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

an affiliate of entities which act as investment manager or advisors) to funds and/or accounts that hold disclosable 

economic interests in relation to the Debtors.

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Name of Creditor2 Address Nature and Amount of Disclosable 

Economic Interest

VR Global Partners, L.P.

190 Elgin Avenue, George Town

Grand Cayman, Cayman Islands, 

KYI-9005

Constitutional Debt

$433,267,000

Whitebox Advisors LLC

3033 Excelsior Boulevard

Suite 300

Minneapolis, MN 55416

Constitutional Debt

$141,850,000

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