This discovery dispute arises in the context of an attempt by Petitioners Banca Pueyo S.A., Banco BIC Português S.A., Banco Bilbao Vizcaya Argentaria S.A., BlackRock, Inc., Carlson Capital, L.P., CQS (UK) LLP, DNCA Finance, Pacific Investment Management Company LLC, River Birch Capital LLC, TwentyFour Asset Management LLP, VR-Bank Rhein-Sieg eG, Weiss Multi-Strategy Advisers LLC, and York Capital Management Global Advisors, LLC (collectively, “Petitioners”) to obtain information and materials for use in legal proceedings pending in Portugal. The following facts, drawn from the parties' submissions, are set forth for background purposes only:

In 2014, Banco Espírito Santo, S.A., one of Portugal's largest banks at the time, was in danger of defaulting on its obligations. Mot. Quash 9. To avoid Banco Espírito's default, Banco de Portugal, the Portuguese Republic's central bank, and the Resolution Fund, an entity created to finance Banco de Portugal's “resolution measures,” established Novo Banco, S.A. and transferred certain assets from Banco Espírito to Novo Banco. Id. 10. In December 2014, Banco de Portugal and the Resolution Fund initiated the process to sell Novo Banco, but in September 2015, Banco de Portugal terminated the process. Id. Instead, in December 2015, Banco de Portugal “informed the market that it had retransferred certain of the notes” that were transferred from Banco Espírito to Novo Banco back to Banco Espírito. Id. In 2016, Banco de Portugal again began the process of selling Novo Banco, which it completed in March 2017 when it sold 75% of Novo Banco to Nani Holdings, SGPS, S.A. Id.

Respondents LSGA, LSFIX, and Hudson Advisors assert they had little to no involvement in these events. Id. According to Respondents, LSGA was not formed until December 5, 2017. Id. LSFIX is only one of three entities comprising the private equity fund, Lone Star Fund IX; LSFIX has no employees, office space, or physical assets; and LSFIX owns only 14% in Nani Holdings. Id. 10-11. Additionally, Hudson Advisors provided only minor legal support regarding Nani Holdings' acquisition of Novo Banco, which included preparing an investment committee memorandum for Lone Star Fund IX concerning the financial merits of Nani Holdings investing in Novo Banco. Id. 11.

In March and April 2016, 65 plaintiffs initiated five administrative proceedings against Banco de Portugal in the Lisbon Circuit Administrative Court, challenging the 2015 retransfer of assets from Novo Banco back to Banco Espírito. Id. 11-12. Banco de Portugal is the “public/governmental defendant” in these actions, while Banco Espírito, Novo Banco, and the Resolution Fund “are counter interested parties.” Id. 12. Banca Pueyo S.A., Banco BIC Português S.A., Banco Bilbao Vizcaya Argentaria, S.A., DNCA Finance, Pacific Investment Management Company LLC, TwentyFour Asset Management LLP, VR-Bank Rhein-Sieg eG, Weiss Multi-Strategy Advisers LLC, and River Birch Capital LLC are plaintiffs in these “retransfer” actions. Id. n.5. Whereas, BlackRock, Inc., Carlson Capital, L.P., CQS (UK) LLP, and York Capital Management Global Advisors, LLC are not. Id. n.6. The retransfer plaintiffs sent discovery requests to Banco de Portugal and Novo Banco. Id. As of the filing of Respondents' Motion to Quash, no dispute existed concerning Banco de Portugal's compliance with those requests; Novo Banco had not yet responded to requests served on it; and there had not been any ruling on the requests' “legal admissibility or merits.” Id.

*2 In June 2017, 24 plaintiffs initiated five more administrative actions against Banco de Portugal in the Lisbon Circuit Administrative Court, challenging Banco de Portugal's decision to sell 75% of Novo Banco's shares to Nani Holdings. Id. Banco de Portugal and “the Resolution Fund are the governmental defendants in [those] actions,” and “Novo Banco, Nani Holdings, LSFIX, Lone Star Fund IX (Bermuda), L.P., and Lone Star Fund IX Parallel (Bermuda), L.P. are counter interested parties.” Id. DNCA Finance and River Birch Capital are the only Petitioners that are parties to these actions concerning Nani Holdings' acquisition of Novo Banco. Id. As of the filing of Respondents' Motion to Quash, Banco de Portugal had “made certain information available to the Lisbon Circuit Administrative Court in these actions,” and “there [had] been no challenge to this production by any party,” nor had any “additional document productions ... been requested from [Banco de Portugal], the Resolution Fund, or any of the counter interested parties.” Id. 12-13.

Last, the Lisbon Public Prosecutor's Office is allegedly investigating insider trading. Id. 13. However, “the proceeding is under investigative secrecy and ... no information ... is publicly available,” including, “who the defendant is ... , what the nature of the charges are, or what ... stage the proceeding is currently in.” Id. However, according to Respondents, Petitioners' Application (ECF No. 1) notes that an affected Petitioner filed an application to join that criminal proceeding, though the Application does not name the Petitioner. Id.

Petitioners filed their “Ex Parte Application and Petition for an Order to Conduct Discovery for Use in Foreign Proceedings Pursuant to 28 U.S.C. § 1782,” on December 21, 2018, seeking authorization to serve subpoenas on Respondents requiring their representatives to appear for depositions and to produce documents. The Court granted Petitioners' Application on January 14, 2019. Order (ECF No. 12). Respondents subsequently filed their Motion to Quash challenging the Court's Order. (ECF No. 20). The Motion to Quash is fully briefed and ripe for determination.

Federal Rule of Civil Procedure 45(d)(3) provides:

Fed. R. Civ. P. 45(d)(3)(A). Rule 45 also permits the court for the district where compliance is required to quash or modify a subpoena requiring “(i) disclosing a trade secret or other confidential research, development, or commercial information; or (ii) disclosing an unretained expert's opinion or information that does not describe specific occurrences in dispute and results from the expert's study that was not requested by a party.” Id. 45(d)(3)(B). “Generally, modification of a subpoena is preferable to quashing it outright.” Wiwa v. Royal Dutch Petroleum Co., 392 F.3d 812, 818 (5th Cir. 2004) (citation omitted).

The moving party has the burden of proof on a Rule 45(d)(3)(A) motion to quash. See Wiwa, 392 F.3d at 818 (citing Williams v. City of Dallas, 178 F.R.D. 103, 109 (N.D. Tex. 1998)). Specifically, “[o]n a motion asserting undue burden, ‘[t]he moving party has the burden of proof to demonstrate “that compliance with the subpoena would be unreasonable and oppressive.” ’ ” MetroPCS v. Thomas, 327 F.R.D. 600, 609 (N.D. Tex. 2018) (quoting Wiwa, 392 F.3d at 818). “The moving party opposing discovery must show how the requested discovery was overly broad, burdensome, or oppressive by submitting affidavits or offering evidence revealing the nature of the burden.” Andra Grp., LP v. JDA Software Grp., Inc., 312 F.R.D. 444, 449 (N.D. Tex. 2015) (citing S.E.C. v. Brady, 238 F.R.D. 429, 437-38 (N.D. Tex. 2006); Merrill v. Waffle House, Inc., 227 F.R.D. 475, 477 (N.D. Tex. 2005)). However, “[w]hether a burdensome subpoena is reasonable must be determined according to the facts of the case, such as the party's need for the documents and the nature and importance of the litigation.” Wiwa, 392 F.3d at 818 (citation and internal quotation marks omitted); Andra Grp., 312 F.R.D. at 449 (quoting Wiwa, 392 F.3d at 818).

*3 A court considers the following factors to determine whether a subpoena is unduly burdensome: “(1) relevance of the information requested; (2) the need of the party for the documents; (3) the breadth of the document request; (4) the time period covered by the request; (5) the particularity with which the party describes the requested documents; and (6) the burden imposed.” Wiwa, 392 F.3d at 818 (citation omitted). The relevance of a subpoena issued as a discovery tool, “ ‘for purposes of the undue burden test[,] is measured according to the standard of Federal Rule of Civil Procedure 26(b)(1).’ ” Andra Grp., 312 F.R.D. at 449 (quoting Williams, 178 F.R.D. at 110). Rule 26(b)(1) provides “[p]arties may obtain discovery regarding any nonprivileged matter that is relevant to any party's claim or defense and proportional to the needs of the case.” Fed. R. Civ. P. 26(b)(1). A subpoena for documents from a non-party may be facially overbroad if it requests “ ‘all documents concerning the parties to [the underlying] action, regardless of whether those documents relate to that action and regardless of date’; ‘[t]he requests are not particularized’; and ‘[t]he period covered by the requests is unlimited.’ ” Andra Grp., 312 F.R.D. at 450 (quoting In re O'Hare, 2012 WL 1377891, at *2 (S.D. Tex. Apr. 19, 2012); Turnbow v. Life Partners, Inc., 2013 WL 1632795, at *1 (N.D. Tex. Apr. 16, 2013)).

Respondents style their motion a “Motion to Quash Subpoenas and for Reconsideration of the Court's Order on Petitioners' Ex Parte § 1782 Application and Petition” and state the Court should “vacate the order where, upon reconsideration, it is found that the petitioners cannot carry their burden to show that a § 1782 order was warranted.” Mot. Quash 1, 13. Respondents cite In re Microsoft Corp., 2006 WL 825250, at *2 n.3 (N.D. Cal. Mar. 29, 2006), wherein that court “[t]o the extent procedurally necessary, ... deem[ed] the motions to quash to be motions for reconsideration of [that] court's prior order.” 28 U.S.C. § 1782(a) states, however, that unless “the order [granting an application under § 1782] ... prescribe[s] otherwise, the testimony or statement shall be taken, and the document or other thing produced, in accordance with the Federal Rules of Civil Procedure.” This is because “ ‘[s]ection 1782 does not establish a standard for discovery. Instead, it provides for a threshold determination of whether to allow foreign litigants to enjoy discovery in U.S. courts in accordance with federal rules.’ ” Tex. Keystone, Inc. v. Prime Nat. Res., Inc., 694 F.3d 548, 554 (5th Cir. 2012) (per curiam) (quoting Gov't of Ghana v. ProEnergy Servs., LLC, 677 F.3d 340, 343 (8th Cir. 2012)). Therefore, “the Federal Rules of Civil Procedure governed the underlying discovery requests once the district court granted [Petitioners'] Section 1782 application.” Id. And the Court's January 14, 2019 Order provides, “if Respondents wish to object to this Order or to the subpoenas issued, an appropriate Motion to Quash all or any part of the subpoenas must be served on counsel for Petitioners and filed with this Court within 14 days after service of a subpoena on such Respondent.” Order 6-7. Accordingly, the Court finds the proper mechanism for challenging the January 14, 2019 Order, authorizing Petitioners to serve subpoenas on Respondents requiring their representatives to appear for depositions and to produce documents, is a motion to quash under Rule 45 and addresses Respondents' Rule 45 arguments first.

Respondents contend the subpoenas must be quashed under Rule 45(d)(3) because “[they] impose an unnecessary and disproportionate burden on the Respondents.” Mot. Quash 30. However, the Court finds Respondents do not carry their burden to show the requested discovery would be overly broad, burdensome, or oppressive. The moving party bears the burden to demonstrate “that compliance with the subpoena would be unreasonable and oppressive.” Wiwa, 392 F.3d at 818 (citation and internal quotation marks omitted). To carry this burden, the moving party must offer evidence that shows the discovery would be overly broad and burdensome. Andra Grp., 312 F.R.D. at 449. A court determines whether a “burdensome subpoena” is reasonable by evaluating: the “(1) relevance of the information requested; (2) the need of the party for the documents; (3) the breadth of the document request; (4) the time period covered by the request; (5) the particularity with which the party describes the requested documents; and (6) the burden imposed.” Id. (citation omitted).

*4 Here, Respondents contend the subpoenas “impose an unnecessary and disproportionate burden” on them that “greatly exceeds the benefit Petitioners are likely to receive” because: “the only information likely to be in the possession, custody, or control of any of the Respondents constitutes confidential research, trade secrets, and commercial information of Hudson Advisors”; there is a “low likelihood that any of the requested discovery could be used in the Portuguese Proceedings”; and “Petitioners can much more easily obtain the requested discovery from parties or counter interested parties in the Portuguese Proceedings.” Mot. Quash 30-31. Respondents offer only the Declaration of Sarah E. York, General Counsel of Hudson Advisors, L.P., in support of these assertions. Id.; Decl. York ¶ 2, 20 (ECF No. 20-1). In her Declaration, Ms. York explains that Hudson Advisors had “very limited involvement in the origination of ... [Nani Holdings, SGPS, S.A.'s acquisition of 75% of the shares of Novo Banco]” and that some Hudson employees reviewed an investment committee memorandum containing “confidential research and analysis and competitively sensitive commercial information ... considered trade secret information belonging to the various entities that make up Lone Star Fund IX.” Decl. York ¶ 20(d). Specifically, the investment committee memo included “proprietary valuations, risk analyses, and projected investment returns which are confidential and competitively sensitive and are not shared, even within Hudson Advisors.” Id. Ms. York also expresses concern that “[m]any of the Petitioners seeking discovery pursuant to the Application ... are private equity firms or other investment advisory firms that ... compete with Respondents.” Id.

First, as General Counsel to Hudson Advisors, Ms. York is authorized to speak on behalf of her client; however, though Hudson performed legal services for “the Funds,” Ms. York does not appear to have equal authority to speak to Lone Star Fund IX[1] or Lone Star Global Acquisitions' ability to respond to Petitioners' discovery requests. See id. ¶ 2. Second, in her declaration, Ms. York does not point to particular document requests or deposition topics to explain why they are unduly burdensome or expose Respondents' confidential or trade-secret information. She discusses an investment committee memo but does not identify any particular request requiring production of that document. “The moving party has the burden to establish that the information sought is a trade secret or otherwise confidential, and that disclosure might be harmful.” Educ. Logistics, Inc. v. Laidlaw Transit, Inc., 2011 WL 1348401, at *2 (N.D. Tex. Apr. 8, 2011) (citing Cmedia, LLC v. LifeKey Healthcare, LLC, 216 F.R.D. 387, 390-91 (N.D. Tex. 2003)). And though “[d]isclosure to a competitor is presumptively more harmful than disclosure to a non-competitor,” the Court finds that Respondents have not carried their burden under Rule 45(d)(3) because they failed to identify any specific discovery requests that are burdensome or require disclosing trade secrets. Id. Accordingly, the Motion to Quash is DENIED.

Nonetheless, if “discovery is ordered to proceed, Respondents respectfully request a ruling on [their] objections before Petitioners may insist on performance thereunder.” Mot. Quash 31 n.29; see Resp'ts' Obj. (ECF No. 20-4). Respondents have not briefed their specific objections to the subpoenas' deposition topics or requests for production, nor does it appear the parties have conferred concerning Respondents' objections. In fact, Respondents' Motion to Quash lacks a certificate of conference in violation of Local Rule 7.1(a). See N.D. Tex. L. Civ. R. 7.1 (“Before filing a motion, an attorney for the moving party must confer with an attorney for each party affected by the requested relief to determine whether the motion is opposed.”). Therefore, the Court orders the parties to meaningfully confer regarding Respondents' specific objections within 30 days of this Order's date. To the extent particular document requests or deposition topics call for the production of confidential or trade-secret information, the parties' conference should include meaningful discussions regarding an agreed protective order that would facilitate the production of discoverable materials. Should the parties fail to resolve the entire discovery dispute during that conference, Respondents may file a renewed motion to quash under Rule 45 addressing their remaining, specific objections.

*5 While Respondents' Motion to Quash is properly denied under Rule 45, Respondents' arguments for reconsideration of the Court's Order under 28 U.S.C. § 1782 also fail. Under § 1782 “the district court ... [where] a person resides or is found may order him to give his testimony or statement or to produce a document or other thing for use in a proceeding in a ... tribunal .... The order may be made ... upon the application of any interested person.” § 1782(a). An application must satisfy three statutory requirements before a district court may grant assistance under § 1782(a): “(1) the person from whom discovery is sought must reside or be found in the district in which the application is filed; (2) the discovery must be for use in a proceeding before a foreign tribunal; and (3) the application must be made by a foreign or international tribunal or any interested person.” Bravo Express Corp. v. Total Petrochemicals & Ref. U.S., 613 F. App'x 319, 322 (5th Cir. 2015) (per curiam) (quoting Tex. Keystone, 694 F.3d at 553) (internal quotation marks omitted). But even when the statutory factors are met, “a district court is not required to grant a § 1782(a) discovery application simply because it has the authority to do so.” Intel Corp. v. Advanced Micro Devices, Inc., 542 U.S. 241, 264 (2004) (citing United Kingdom v. United States, 238 F.3d 1312, 1319 (11th Cir. 2001)). Discretionary factors that courts must consider when deciding whether to grant a § 1782 application include:

Bravo Express Corp., 613 F. App'x at 323-24 (quoting Intel Corp., 542 U.S. at 264-65).

Respondents contend that Petitioners' Application must be denied because “Petitioners have not satisfied the third statutory prerequisite and because their Application seeks discovery held abroad by entities that are not the named Respondents.” Mot. Quash 14. The Court, however, finds that Respondents constitute “interested persons” within the meaning of § 1782 and determines that Respondents' concern with respect to discovery held abroad is best considered under Rule 45.

Specifically, Respondents first argue Petitioners' Application fails the third statutory requirement because “[n]o Petitioner has demonstrated that it is an ‘interested person’ in all of the Portuguese proceedings.” Mot. Quash 14. Respondents maintain this is problematic because the “Application does not differentiate between document requests intended for interested parties in separate proceedings.” Id. 16. While litigants are “[n]o doubt ... included among ... the ‘interested person[s]’ who may invoke § 1782,” § 1782(a)'s text “ ‘upon the application of any interested person,’ plainly reaches beyond the universe of persons designated ‘litigant.’ ” Intel Corp., 542 U.S. at 256 (citations omitted). To be considered an interested party, “the complainant [must] ha[ve] significant procedural rights.” See id. at 255. Here, the Court finds the Application sets forth which Portuguese proceeding each Petitioner is a party to and the requested document's relevance to that proceeding. Br. Support Application 16 n.44, 17 n.49. (ECF No. 2) (identifying the “Retransfer Decision Complainants” and the “Lone Star Acquisition Complainants,” respectively); Decl. Calamari 17-29 (ECF No. 3) (explaining the relevance of Petitioners' document requests). Further, in their Motion to Quash, Respondents do not point the Court to specific examples of undifferentiated requests.[2] See Mot. Quash.

*6 Respondents next contend Petitioners' Application fails the third statutory requirement because “four Petitioners, ... Blackrock, Inc., Carlson Capital, L.P., CQS (UK) LLP, and York Capital Management Global Advisers, LLC, ... have not demonstrated that they are participants in any of the Portuguese Proceedings”; Respondents assert the Application should be denied as to those Petitioners. Id. 15-16. Petitioners, however, stated in their initial Application that “[i]n the case of some Petitioners, the investments are ... held by, and the foreign proceedings ... are being pursued by, discrete investment funds under the management, advice, and/or control of the Petitioners,” and that “[i]n bringing [their] Application, those Petitioners are acting as agents for and on behalf of their respective Funds.” Br. Support Application 6 n.2; see also Pet'rs' Resp. 8 (ECF No. 27). As agents of their respective “Funds,” the Court finds Petitioners are interested persons within the meaning of § 1782. See Certain Funds, Accounts &/or Inv. Vehicles v. KPMG, L.L.P., 798 F.3d 113, 120 (2d Cir. 2015) (“[A]n established right to provide evidence and have the party consider it, ... or a recognized relationship, such as that of an agent and principal ... may be sufficient to make an otherwise stranger to the proceeding an ‘interested person.’ ”); In re Schlich, 2016 WL 7209565, at *3 (D. Mass. Dec. 9, 2016) (“Schlich, as an agent for Intellia, is a party to that proceeding and therefore qualifies as an ‘interested person’ for the purposes of this § 1782 petition.”), aff'd, 893 F.3d 40 (1st Cir. 2018); but see RTI Ltd. v. Aldi Marine Ltd., 523 F. App'x 750, 752 (2d Cir. 2013) (“RTI has not shown that it enjoys significant participation rights, but instead that its sister corporations do. While we have previously held that the agent of a party to a foreign litigation may qualify as an ‘interested person’ under § 1782 ‘[b]y virtue of th[e] agency and the status of its principal,’ ... the present record does not demonstrate that RTI's corporate relationships create the same alignment of interest and purpose as the agency agreement at issue in [that case].” (internal citation omitted)).

Here, Respondents contend “[m]erely having a legal relationship with an interested party and ... the willingness or ability to pass information to said party does not confer ‘interested person’ status,” but they do not challenge that Petitioners Blackrock, Carlson Capital, CQS, and York Capital are agents of their respective Funds. See Mot. Quash 16. Instead, Respondents argue in reply that in Certain Funds the Second Circuit only “state[d], in dicta, that some agency relationships ‘may be sufficient to make an otherwise stranger to the proceeding an ‘interested person,’ ” and that “Petitioners have put forward no reason here why their ‘principals’ could not have subjected themselves to this Court's jurisdiction.” Resp'ts' Reply 10 (ECF No 30). In RTI Ltd., however, the Second Circuit stated, “we have previously held that the agent of a party to a foreign litigation may qualify as an ‘interested person’ under § 1782,” indicating that though the court in Certain Funds did not rely on the principle that an agency relationship may confer interested-person status under § 1782, it is more than dicta. RTI Ltd., 523 F. App'x at 752; Certain Funds, 798 F.3d at 120. Further, Respondents cite no authority holding that a petitioner must explain why an agent's principal could not have subjected itself to a court's jurisdiction to satisfy § 1782's requirements. See Resp'ts' Reply 10. Therefore, the Court finds that Petitioners' Application satisfies the third statutory requirement, and because Respondents do not challenge the other two statutory requirements, that Petitioners' Application satisfies all of § 1782's statutory requirements.

In their discussion of § 1782's statutory requirements, Respondents assert “Petitioners' Application should be denied because § 1782 may not be used to require U.S. entities to gather and produce discovery held by foreign non-parties in foreign countries.” Mot. Quash 17. Section 1782 does not explicitly disallow “the use of § 1782 to obtain discovery located outside the U.S.,” and courts have treated this issue inconsistently. See Kestrel Coal Pty. Ltd. v. Joy Glob., Inc., 362 F.3d 401, 404 (7th Cir. 2004) (noting that “although § 1782(a) does not say whether the evidence must be present in the United States, one commentator has written: ... Section 1782 should not be used to interfere with the regular court processes in another country”); In re Barnwell Enters. Ltd., 265 F. Supp. 3d 1, 14 (D.D.C. 2017) (“[A] split in authority has developed over whether section 1782 authorizes the discovery of documents held outside the United States, albeit with an abundance of authority finding no express authorization [for permitting it].”); In re Grupo Unidos Por El Canal, S.A., 2015 WL 1810135, at *9 (D. Colo. Apr. 17, 2015) (citations omitted) (“Courts routinely hold that § 1782 does not authorize a district court to order production of documents ‘located in’ foreign countries.”); but see In re del Valle Ruiz, 939 F.3d 520, 524 (2d Cir. 2019) (“We are next tasked with deciding whether § 1782 may be used to reach documents located outside of the United States. We hold that there is no per se bar to the extraterritorial application of § 1782, and the district court may exercise its discretion as to whether to allow such discovery.”); Sergeeva v. Tripleton Int'l Ltd., 834 F.3d 1194, 1200 (11th Cir. 2016) (declining “to adopt such a provincial view [(that discovery is limited to documents held domestically)] given that the statutory text authorizes production of documents ‘in accordance with the Federal Rules of Civil Procedure’ ”). Accordingly, to the extent Respondents contend Petitioners' discovery requests are unduly burdensome because the documents are held abroad, the Court will address that concern under Rule 45, if it persists after the parties' conference.

*7 In addition to the statutory requirements, Respondents maintain “[t]he Supreme Court's discretionary factors weigh in favor of denying Petitioners' Application.” Mot. Quash 22. “The discretionary factors come into play after the statutory requirements have been satisfied, and they are guideposts which help a district court decide how to best exercise its discretion.” Dep't of Caldas v. Diageo PLC, 925 F.3d 1218, 1223 (11th Cir. 2019). And “[t]he Supreme Court has not established the appropriate burden of proof, if any, for any of the discretionary factors, or the legal standard required to meet that burden.” In re Schlich, 893 F.3d 40, 49 (1st Cir. 2018) (citing Intel Corp., 542 U.S. at 264-65; Certain Funds, 798 F.3d at 118 (noting that the Intel opinion lacks guidance regarding “minimum requirements or tests to be met”)); Dep't of Caldas, 925 F.3d at 1223 (interpreting the factors not to create “a burden for either party to meet, but rather as considerations to guide the district court's decision” (internal quotation marks and citation omitted)). Specifically, Respondents assert: “[t]he evidence sought is within Portugal's jurisdictional reach”; “Portugal is not receptive to the type of discovery being requested by Petitioners”; “[t]he Application is a blatant attempt to circumvent Portuguese proof-gathering restrictions”; and “[t]he discovery sought would impose an undue burden on Respondents that is grossly disproportionate to its value in the Portuguese Proceedings.” Mot. Quash 22-28.

Here, the Court found the Intel factors weigh in favor of the Court exercising its discretion, stating: “Respondents are not parties to the administrative proceedings and are presumably outside the Lisbon Circuit Administrative Court's jurisdictional reach[3]”; “[t]here is no evidence that the Lisbon Circuit Administrative Court or the Lisbon Criminal Court are not receptive to assistance”; “[n]othing suggests the Application conceals an attempt to circumvent proof-gathering restrictions or other policies”; and “the requests in the subpoenas are not unduly intrusive or burdensome.” Order 6. The Supreme Court has not established the appropriate burden with respect to § 1782's discretionary factors, and the Court finds persuasive the First and Eleventh Circuit's interpretation that the discretionary factors are guiding considerations rather than a threshold test. Because the Court determines that Respondents' objections to Petitioners' Application are best considered on a Rule 45 motion to quash and that Petitioners' Application meets § 1782's statutory factors, the Court pretermits review of whether the Court properly considered Intel's discretionary factors. As previously mentioned, however, the Court will address concerns related to the fourth discretionary factor, “whether the § 1782(a) request is ‘unduly intrusive or burdensome,’ ” under Rule 45, if objections with respect to specific discovery requests persist after the parties' conference.

In addition to their “Motion to Quash Subpoenas and for Reconsideration of the Court's Order,” Respondents also filed “Objections to the Declaration of Peter Calamari and its Attached Exhibits,” (ECF No. 21) and “Objections to the Declaration of Diogo Duarte de Campos and its Attached Exhibits.” (ECF No. 22). In both sets of objections, Respondents request “the Court sustain their objections, [and] strike the objectional exhibits and statements.” Mot. Strike Calamari 6 (ECF No. 21); Mot. Strike Campos 5 (ECF No. 22). Therefore, the Court construes Respondents' objections as motions to strike and denies them.

In subsection I, the Court determined the proper mechanism for challenging the Court's January 14, 2019 Order is a motion to quash under Rule 45 and denied Respondents' Motion to Quash because Respondents failed to meet their burden under Rule 45(d)(3). Since the Court did not rely on either the Declaration of Peter Calamari or Diogo Duarte de Campos in deciding Respondents' Motion to Quash, the Court DENIES Respondents' Motion to Strike Peter Calamari's Declaration and Motion to Strike Diogo Duarte de Campos's Declaration as MOOT.

*8 For the foregoing reasons, the Court DENIES Respondents' Motion to Quash Subpoenas and for Reconsideration of the Court's Order on Petitioners' Ex Parte § 1782 Application and Petition (ECF No. 20) and DENIES as MOOT Respondents' Objections to the Declaration of Peter Calamari (ECF No. 21) and Objections to the Declaration of Diogo Duarte de Campos (ECF No. 22).

Additionally, the Court ORDERS the parties to meaningfully confer regarding Respondents' specific objections within 30 days of this Order's date. The parties' conference should include meaningful discussions regarding an agreed protective order and other orders that would facilitate the production of discoverable materials. If the parties fail to resolve the entire discovery dispute during that conference, Respondents may file a motion to quash under Rule 45 addressing any remaining, specific objections.

SO ORDERED.

Ms. York notes that “the private equity fund known as ‘Lone Star Fund IX’ is comprised of three limited partnerships—one based in the United States (LSFIX) and two based in Bermuda.” Decl. York ¶ 7. The U.S.-based partnership “has no employees, no office space, and no physical assets. The right to manage, control and conduct the business and affairs of LSFIX is vested solely in its general partner, which is a Bermuda exempted limited partnership.” Id. Even if LSFIX has no physical assets, the Court would need more information regarding Lone Star Fund IX's corporate structure to determine which documents, if any, are within its control.

Respondents state that “only two Petitioners—DNCA Finance and River Birch Capital—are involved in the Acquisition Annulment Actions,” and that, therefore, “[t]he remaining Petitioners are not interested parties in the Acquisition Annulment Actions” and “lack the statutory grounds to request documents related to the Acquisition.” Mot. Quash 16. In support of this contention, Respondents cite exhibits 44-53 to Diogo Duarte de Campos's Declaration, some of which are in what the Court presumes is Portuguese, but Respondents do not include any examples of Petitioners' undifferentiated discovery requests in their Motion to Quash. Id. (citing Campos Decl. Ex. 4, 413-851 (ECF No. 4-4); Campos Decl. Ex. 5, 1-212 (ECF No. 4-5)).

The Court's Order noted that “Petitioners state[d] ... some of the documents requested in their Application [had] been requested in the administrative actions, but only a limited number of the requested documents [had] been produced, ‘many of which were already in the public domain and others of which are impermissibly redacted.’ ” Order 6 n.2. And the Court continued “[i]n [their] Application, Petitioners also [sought] discovery that is outside of the scope of the requests that have already been made.” Id.