Puerto Rico’s Debt Restructuring Process
The Data Room is currently an online repository for documents supporting the Disclosure Statement that accompanies the Plan of Adjustment for the Commonwealth, ERS, and PBA (as amended or modified from time to time, and including all exhibits thereto, the “Plan”). The Oversight Board created the Data Room to provide creditors with additional information and documents in connection with the approval of the Disclosure Statement. The Data Room is available to all creditors of the Commonwealth, ERS, and/or PBA and their representatives.
When PROMESA was enacted, Puerto Rico faced an unsustainable burden of more than $70 billion in debt and more than $55 billion in unfunded pension liabilities with no legal path to restructure its liabilities and stabilize its finances. Puerto Rico had lost access to capital markets.
PROMESA provides mechanisms for restructuring this debt:
- PROMESA’s Title III follows roughly the U.S. bankruptcy law. Puerto Rico’s creditors are separated into groups based on the different legal rights of their claims, such as the kind of bonds they own or other claims, such as pensions. The Oversight Board negotiates plans of adjustments to lower Puerto Rico’s debt to sustainable levels, subject to a confirmation process by the federal court. Some creditor groups might reject the plan, but once the court confirms the plan it becomes binding on all groups, even those who rejected it.
- PROMESA’s Title VI requires that all groups of creditors accept the plan before the court can confirm it, and is primarily aimed at financial debt, not pensions or other types of claims.
The Oversight Board, together with the Government of Puerto Rico, so far restructured about 80% of Puerto Rico’s outstanding debt, lowering total liabilities from more than $70 billion to a sustainable $37 billion, which will save Puerto Rico more than $50 billion in debt service payments. The debt restructuring process continues.
- Pre-PROMESA Claims include ~$9 billion of bonded debt and ~$1 million est. GUCs pool per PREPA Title III Amended Disclosure Statement filed on March 3, 2023
- Post-Plan Obligations of ~$2.5 billion represents the estimated value PREPA can provide to support creditors pursuant to the Debt Sustainability Analysis included in the PREPA certified 2023 Fiscal Plan, dated June 23, 2023
- Post-Plan Obligations of ~$1 billion settles ~$6 billion of CW related claims under the HTA Plan of Adjustment and supported by HTA toll revenues
- Pre-PROMESA Claims include GO/PBA of ~$19 billion, est. GUCs of ~$3 billion, and ERS of ~$3 billion, as well as ~$2 billion PRIFA and ~$450 million CCDA and MBA (other-clawback entities)
- Post-Plan Obligations Includes General Obligation claims,; but excludes CVI Claims
- Pre-PROMESA Debt Service from 2022 Certified Fiscal Plan and Moody’s Investor Service “State Government – U.S. Medians,” 2020. (Moody’s 2015 number was adjusted to exclude HTA debt service).
- Post-Plan Debt Service represents FY23 Commonwealth debt service, including COFINA, as a percent of own-source revenues.
Completed Debt Restructurings
- Reduces the Commonwealth’s total debt service payments (including COFINA senior bonds) by more than 60%, from $90.4 billion to $34.1 billion, saving Puerto Rico more than $50 billion in debt service payments.
- Reduces the burden of debt payments from 25 cents of every dollar in taxes and fees collected by the government before PROMESA to less than 7 cents
- Protects and preserves pensions through the establishment of a pension reserve trust that is forecasted to receive $10 billion in contributions over 10 years
- Enrolls teachers and judges in Social Security for first time, only remaining civil servants without access
- Restores more than $1.2 bn of 50,000 employee contributions to Sistema 2000 notional pensions
- Provides AFSCME/SPU union members with signing bonuses and increased healthcare
- Settles hundreds of litigations otherwise costing tens of millions of dollars in legal fees
- Provides payment in full for small government vendors with small claims and certain public employee claims
- Reduced $18 billion of COFINA debt by $6 billion, to $12 billion.
- Reduced debt service payments by 32%, saving the people of Puerto Rico approximately $17.5 billion that will now be available to support the financial needs of the central government.
- Reduced about $5 billion of debt by more than $2 billion, to about $3 billion, reducing the face value of claims by 45%.
- Debt payments are secured by GDB cash flow from certain legacy assets without recourse to the Puerto Rico Government.
- Effect of the restructuring cushions municipalities by offsetting the loans they owed to the GDB by the full amount of their deposits at GDB.
- Lowers PRASA’s debt service payments on the U.S. Government program loans by about $380 million over the next 10 years.
- Eliminates approximately $1 billion in guaranty claims against the Puerto Rico Government.
- Provides PRASA with access to $400 million in new federal funding through various clean water programs over the next five years to support PRASA’s ongoing effort to improve water quality and safety for the people of Puerto Rico.
On October 12, 2022, Judge Laura Taylor Swain of the U.S. District Court for the District of Puerto Rico confirmed the Plan of Adjustment for the Puerto Rico Highway and Transportation Authority (HTA).
The Plan became effective on December 6, 2022. It reduced HTA’s $6.4 billion in claims by more than 80% and saves Puerto Rico more than $3 billion in debt service payments.
The Plan of Adjustment creates a solid financial foundation to ensure Puerto Rico’s roads and public transportation system are maintained and improved. HTA will now be able to implement the transportation sector reforms set forth in the certified HTA and Commonwealth Fiscal Plans.
Debt restructurings in progress
- FOMB – PREPA – Third Amended PDA
- FOMB – PREPA – Third Amended PDA – Schedule A
- FOMB – PREPA – Third Amended PDA – Schedule B
- FOMB – PREPA – Third Amended PDA – Schedule C
- FOMB – PREPA – Third Amended PDA – Schedule D
- FOMB – PREPA – Third Amended PDA – Schedule E
- FOMB – Media Release – Amended PREPA POA
- PREPA – FLL PSA – First Amendment (Fully Executed)
- FOMB – Media Release – PREPA 2023 Fiscal Plan
- FOMB – PREPA – 2nd Amended Plan of Adjustment
- FOMB – PREPA – POA – 2nd Amended Disclosure Statement
- FOMB – Media Release – PREPA POA – Legacy Charge
- FOMB – PREPA – POA – Amended Disclosure Statement
- FOMB – PREPA – First Amended Title III Plan of Adjustment
- FOMB – PREPA – First Amended PDA – Schedule A
- FOMB – PREPA – First Amended PDA – Schedule B
- FOMB – PREPA – First Amended PDA – Schedule C
- FOMB – PREPA – First Amended PDA – Schedule D
- FOMB – PREPA – First Amended PDA – Schedule E
- FOMB – Media Release – PREPA Plan of Adjustment – National
- FOMB – Statement by Justin Peterson – PREPA POA
- FOMB – PREPA – Plan of Adjustment
- FROM – PREPA – Disclosure Statement
- FOMB – Media Release – PREPA mediation
- FOMB – PREPA – Mediation documents
- FOMB – Statement by Justin Peterson about PREPA
PROMESA opened a path to end this crisis. The law gives Puerto Rico an opportunity no U.S. state has: a formal process similar to municipal bankruptcy to restructure its debt to levels it can afford. The Oversight Board filed a Plan of Adjustment with the U.S. District Court for the District of Puerto Rico that reduces the debt by 80% and saves Puerto Rico more than $50 billion in debt service payments.
Puerto Rico’s debt was issued by more than a dozen public entities, ranging from the central government itself and the public employee retirement system to separate public corporations such as the Puerto Rico Electric Power Authority and the University of Puerto Rico.
Comprehensive review of the debt
- The report investigated Puerto Rico’s debt going back to 2006. It investigated how much debt was issued and the use of the proceeds. It dug deep into debt issuance and selling practices; the range of debt instruments; how Puerto Rico’s debt practices compare to those of states and large municipal jurisdictions; and how the debt ultimately contributed to Puerto Rico’s structural budget deficit.
- The independent investigator reviewed approximately 260,800 documents consisting of approximately 2.7 million pages and interviewed 120 witnesses, including former and current senior government officers, underwriters, rating agencies, and outside professionals and advisors.
Based on the Report, the Oversight Board, along with the Unsecured Creditors Committee challenged the legitimacy of $6 billion of Commonwealth debt in the U.S. District Court for the District of Puerto Rico. Ultimately, the issues as to the “validity” of the debt was settled with the Plan of Adjustment.
Towards the future…
The Plan of Adjustment established a Debt Management Policy to prevent Puerto Rico from repeating past mistakes that led to the accumulation of its unsustainable debt.
- New debt may only be used to finance capital improvements, not operating deficits.
- Refinancing debt is only permitted if it saves Puerto Rico money and the principal outstanding is not increased. Refinancing without savings is only allowed in direct response to a natural disaster or other similar emergency.
- New debt may not have a maturity greater than thirty years, and refinancing debt may not extend the repayment terms of existing debt (with a few exceptions, such as for public housing).
- All new debt must begin to be repaid within 2-5 years of issuance.