Case LSS Doc 1447 Filed 06/03/16 Page 1 of 11 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

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1 Case LSS Doc 1447 Filed 06/03/16 Page 1 of 11 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re:, et al., 1 Debtors. Chapter 11 Case No (LSS) Jointly Administered THIRTEENTH MONTHLY FEE STATEMENT FOR COMPENSATION FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES INCURRED BY DELOITTE TRANSACTIONS AND BUSINESS ANALYTICS LLP TO PROVIDE (I) JOHN LITTLE TO SERVE AS THE DEBTORS STRATEGIC ALTERNATIVES OFFICER AND (II) SERVICES RELATED THERETO FOR THE PERIOD OF APRIL 1, 2016 THROUGH APRIL 30, 2016 Name of Applicant: Authorized to Provide Professional Services as: Date of Retention: Period for which Compensation and Reimbursement is Sought: Deloitte Transactions and Business Analytics LLP Strategic Alternatives Officer and Related Services Effective Nunc Pro Tunc to March 17, 2015 by Order Entered May 6, 2015 April 1, 2016 through April 30, 2016 Amount of Compensation Sought as Actual, Reasonable, and Necessary: $ 138, Amount of Expense Reimbursement Sought: $ Total Amount of Fees and Expense Reimbursement Sought as Actual, Reasonable and Necessary (100%): $ 139, This is the Applicant's Thirteenth Monthly Fee Statement. 1 The Debtors in these chapter 11 cases, along with the last four digits of the Debtor s federal tax identification number are: Quicksilver Resources Inc. [6163]; Barnett Shale Operating LLC [0257]; Cowtown Drilling, Inc. [8899]; Cowtown Gas Processing L.P. [1404]; Cowtown Pipeline Funding, Inc. [9774]; Cowtown Pipeline L.P. [9769]; Cowtown Pipeline Management, Inc. [9771]; Makarios Resources International Holdings LLC [1765]; Makarios Resources International Inc. [7612]; QPP Holdings LLC [0057]; QPP Parent LLC [8748]; Quicksilver Production Partners GP LLC [2701]; Quicksilver Production Partners LP [9129]; and Silver Stream Pipeline Company LLC [9384]. The Debtors address is 801 Cherry Street, Suite 3700, Unit 19, Fort Worth, Texas

2 Case LSS Doc 1447 Filed 06/03/16 Page 2 of 11 Prior Monthly Fee Applications Summary Date Filed Period Covered Requested Fees Requested Expenses Paid Fees Paid Expenses 07/17/15 3/17/2015-4/30/2015 $ 552, $ 2, $ 552, $ 2, /21/15 5/1/2015-5/31/2015 $ 346, $ 4, $ 346, $ 4, /04/15 6/1/2015-6/30/2015 $ 240, $ 1, $ 240, $ 1, /28/15 7/1/2015-7/31/2015 $ 213, $ 1, $ 213, $ 1, /21/15 8/1/2015-8/31/2015 $ 190, $ $ 190, $ /23/15 9/1/2015-9/30/2015 $ 218, $ 3, $ 218, $ 3, /22/16 10/1/ /31/2015 $ 310, $ 10, $ 310, $ 10, /11/16 11/1/ /30/2015 $ 220, $ 4, $ 220, $ 4, /11/16 12/1/ /31/2015 $ 158, $ $ 158, $ /17/16 1/1/2016-1/31/2016 $ 184, $ $ 184, $ /27/16 2/1/2016-2/29/2016 $ 222, $ 3, $ 222, $ 3, pending 3/1/2016-3/30/2016 $ 200, $ $ - $ - TOTAL $ 3,059, $ 33, $ 2,858, $ 32, CUMULATIVE TIME SUMMARY For the Period of April 1, 2016 through April 30, 2016 Categories Hours Fees Analysis of Executory Contracts 5.0 $2, Asset Disposition 17.3 $8, Cash Flow Projections 90.0 $36, Claims 67.5 $27, Due Diligence Request 19.0 $8, Liquidation Analysis 86.3 $35, Monthly Operating Report 28.3 $13, Preparation of Fee Applications 29.5 $6, Strategic Alternatives Officer Duties 2.5 $1, Fees Category Subtotal : $138,701.25

3 Case LSS Doc 1447 Filed 06/03/16 Page 3 of 11 CUMULATIVE FEES BY CATEGORY SUMMARY For the Period of April 1, 2016 through April 30, 2016 Please note some numbers may not add due to rounding. Professional Level Rate Hours Fees Jackson, Anthony Partner/Principal $ $12, Little, John Partner/Principal $ $1, Senior Manager $ $38, Senior Consultant $ $24, Consultant $ $59, Gutierrez, Dalia Project Controller $ $3, Professional Subtotal : $138, Average Hourly Rate $ CUMULATIVE EXPENSE SUMMARY For the Period of April 1, 2016 through April 30, 2016 Expense Categories Total Expenses for the Period Airfare $ Meals $ Expense Category Subtotal : $571.95

4 Case LSS Doc 1447 Filed 06/03/16 Page 4 of 11 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re:, et al., 1 Debtors. Chapter 11 Case No (LSS) Jointly Administered THIRTEENTH MONTHLY FEE STATEMENT FOR COMPENSATION FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES INCURRED BY DELOITTE TRANSACTIONS AND BUSINESS ANALYTICS LLP TO PROVIDE (I) JOHN LITTLE TO SERVE AS THE DEBTORS STRATEGIC ALTERNATIVES OFFICER AND (II) SERVICES RELATED THERETO FOR THE PERIOD OF APRIL 1, 2016 THROUGH APRIL 30, 2016 ( DTBA or Applicant ), which has been engaged to provide (i) John Little to serve as strategic alternatives officer and (ii) services related thereto, to the above-captioned debtors and debtors in possession (collectively, the Debtors ) in these chapter 11 cases, hereby seeks allowance of compensation and reimbursement of expenses pursuant to sections 105(a) and 363(b) of title 11 of the United States Code, 11 U.S.C. 10 et seq. (the Bankruptcy Code ), rules 2013 and 2016 of the Federal Rules of Bankruptcy Procedures (the Bankruptcy Rules ), and 2016 of the Local Bankruptcy Rules of the Bankruptcy Court for the District of Delaware (the Local Rules ), for the period commencing April 1, 2016 through and including April 30, 2016 (the Application Period ) consistent with the Retention Order (as defined below). In support of this thirteenth monthly fee statement (the Application ), DTBA respectfully represents as follows: 1 The Debtors in these chapter 11 cases, along with the last four digits of the Debtor s federal tax identification number are: [6163]; Barnett Shale Operating LLC [0257]; Cowtown Drilling, Inc. [8899]; Cowtown Gas Processing L.P. [1404]; Cowtown Pipeline Funding, Inc. [9774]; Cowtown Pipeline L.P. [9769]; Cowtown Pipeline Management, Inc. [9771]; Makarios Resources International Holdings LLC [1765]; Makarios Resources International Inc. [7612]; QPP Holdings LLC [0057]; QPP Parent LLC [8748]; Quicksilver Production Partners GP LLC [2701]; Quicksilver Production Partners LP [9129]; and Silver Stream Pipeline Company LLC [9384]. The Debtors address is 801 Cherry Street, Suite 3700, Unit 19, Fort Worth, Texas

5 Case LSS Doc 1447 Filed 06/03/16 Page 5 of 11 JURISDICTION 1. The Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and This is a core proceeding within the meaning of 28 U.S.C. 157(b)(2). 2. Venue in this Court is proper pursuant to 28 U.S.C and STATUTORY BASIS 3. The statutory predicates for the relief requested herein are Bankruptcy Code sections 105(a) and 363(b). BACKGROUND 4. On March 17, 2015 (the Petition Date ), each of the Debtors filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code in this Court. The Debtors continue to operate their business and manage their properties as debtors in possession pursuant to Bankruptcy Code sections 1107(a) and These chapter 11 cases have been consolidated for procedural purposes only and are being jointly administered pursuant to Bankruptcy Rule 1015 and Local Rule On March 25, 2015, the U. S. Trustee appointed the official committee of unsecured creditors. No request for the appointment of a trustee or examiner has been made in these chapter 11 cases. RETENTION OF DELOITTE TRANSACTIONS AND BUSINESS ANALYTICS LLP 5. On April 15, 2015, the Debtors filed the Debtors Motion for Order Pursuant to Bankruptcy Code Sections 105(a) and 363(b) Authorizing and Approving, Nunc Pro Tunc to the Petition Date, the Agreement with to Provide (I) John Little to Serve as the Debtors Strategic Alternatives Officer and (II) Services Related Thereto (the Retention Application ) [Docket No. 219]. On May 6, 2015, this Court entered an order approving the Retention Application (the Retention Order ) [Docket No. 314]. 6. On August 12, 2015, the Debtors filed the Debtors Motion for an Order Pursuant to Bankruptcy Code Sections 105(a) and 363(b) Authorizing and Approving, Nunc Pro Tunc to July 15, 2015, the Amended Agreement with Deloitte Transactions and Business 5

6 Case LSS Doc 1447 Filed 06/03/16 Page 6 of 11 Analytics LLP (the Supplemental Application ) [Docket No. 553] to provide John Little to serve as the Debtors Strategic Alternative Officer ( SAO ) on an hourly basis. On August 31, 2015, this Court entered an order approving the Supplemental Application [Docket 603]. RELIEF REQUESTED 7. By this Application, DTBA seeks 100% of its reasonable and necessary fees incurred, in the amount of $138,701.25, together with reimbursement of its actual and necessary expenses incurred, in the amount of $571.95, for the Application Period. DTBA submits this Application in accordance with the Retention Order. All services for which DTBA requests compensation were performed for, or on behalf of, the Debtors. BASIS FOR RELIEF 8. This Application is the thirteenth monthly fee statement filed by DTBA in these cases. In connection with the professional services rendered, by this Application, DTBA seeks compensation in the amount of $138, A detailed statement of hours spent rendering professional services to the Debtors in support of DTBA s request for compensation for fees incurred during the Application Period is attached hereto as Exhibit A. Exhibit A (i) identifies the professionals and paraprofessionals who rendered services in each project category; (ii) describes each service such professional or paraprofessional performed; and (iii) sets forth the number of hours in increments of one-tenth of an hour spent by each individual providing the services for all but Mr. John Little, the Debtors SAO, whose time is recorded in hourly increments consistent with the Retention Order. 10. By this Application, DTBA also seeks expense reimbursement of $ A summary of actual and necessary expenses incurred by DTBA is attached hereto as Exhibit B. DTBA does not charge for photocopying, out-going facsimile transmissions, or long distance telephone calls on faxes. DTBA customarily charges for conference call expenses. 6

7 Case LSS Doc 1447 Filed 06/03/16 Page 7 of 11 DESCRIPTION OF SERVICES RENDERED 11. DTBA provides below an overview of the services rendered by Mr. Little as SAO and services related thereto provided by other professionals to the Debtors during the Application Period. Detailed descriptions of these services, the amount of fees incurred, and the amount of hours spent providing services throughout the Application Period are also provided in the attached exhibits. 12. DTBA served the Debtors in the following areas throughout the Application Period: 13. Analysis of Executory Contracts: During the Application Period, Applicant updated the claims database to include executory contract cure details as part of the contract cure, claims process, reviewed contracts for post-petition cure amounts, researched potential executory contacts to include in supplemental noticing and cure exhibit filings. DTBA seeks compensation for 5.0 hours of reasonable and necessary services with the fees incurred for such services totaling $2, Asset Disposition: During this Application Period, Applicant attended calls with the Debtors personnel and advisors to discuss the asset disposition process and status, reviewed bid documents for analysis considerations, provided inputs for a waterfall analysis, met with the Debtors personnel to discuss process through the sale close date and created a spreadsheet for consent tracking purposes as part of the sale process among other activities. DTBA seeks compensation for 17.3 hours of reasonable and necessary services with the fees incurred for such services totaling $8, Cash Flow Projections: During the Application Period, Applicant coordinated and prepared cash flow projections, which included; (i) preparing cash forecast models; (ii) identifying key assumptions; (iii) meeting with the Debtors personnel to review and update assumptions; (iv) preparing restructuring cash forecast overlays to adjust baseline forecast; (v) 7

8 Case LSS Doc 1447 Filed 06/03/16 Page 8 of 11 preparing reports and documentation of assumptions by line item; and (vi) preparing cash balance bridges to document key changes between forecasts. DTBA seeks compensation for 90.0 hours of reasonable and necessary services with the fees incurred for such services totaling $36, Claims: During the Application Period, Applicant reviewed and analyzed claims pursuant to the claims reconciliation process, which included: (i) reviewing claims reports; (ii) creating preliminary claims summary reports; (iii) attending meetings to discuss the claims process; and (iv) working with the Debtors personnel to pull supporting materials for claim objection exhibits. DTBA seeks compensation for 67.5 hours of reasonable and necessary services with the fees incurred for such services totaling $27, Due Diligence Request: During the Application Period, Applicant coordinated due diligence requests from secured and unsecured lender advisors and Blue Stone Natural Resources. This included tracking due diligence requests, meeting with the Debtors personnel to allocate resources to support responses to such requests and reviewing response materials with the Debtors personnel. DTBA seeks compensation for 19.0 hours of reasonable and necessary services with the fees incurred for such services totaling $8, Liquidation Analysis: During the Application Period, Applicant met with the Debtors personnel and advisors to discuss plans and requirements to wind-down their estates, drafted and reviewed action plans and a staffing matrix with the Debtors personnel, and identified IT systems and applications required for the wind-down process. DTBA seeks compensation for 86.3 hours of reasonable and necessary services with the fees incurred for such services totaling $35, Monthly Operating Report: During the Application Period, Applicant coordinated the preparation of the Debtors monthly operating reports, which included: (i) meeting with the Debtors personnel to obtain data; (ii) addressing inquiries from the Debtors personnel regarding reporting requirements and the process for preparing such reports; (iii) coordinating timeline for delivery; (iv) preparing the reporting package; and (v) reviewing each 8

9 Case LSS Doc 1447 Filed 06/03/16 Page 9 of 11 reporting package with the Debtors personnel and counsel. DTBA seeks compensation for 28.3 hours of reasonable and necessary services with the fees incurred for such services totaling $13, Preparation of Fee Applications: During the Application Period, Applicant organized and presented fees and expenses in preparation of supporting schedules and exhibits of fee applications, and attended to chapter 11 administration activities in connection with such fee application preparation. DTBA seeks compensation for 29.0 hours of reasonable and necessary services with the fees incurred for such services totaling $6, Strategic Alternatives Officer (SAO) Duties: During the Application Period, Mr. Little: (i) assisted the Debtors with the tasks outlined in the engagement letter dated September 22, 2014 and led the matters discussed in this Application; (ii) assisted with developing communications for various stakeholders; (iii) assisted with issues associated with the Debtors in other related matters. DTBA seeks compensation for 2.5 hours of reasonable and necessary services with the hourly fees incurred for such services totaling $1, ALLOWANCE OF COMPENSATION 22. Compensation Sought. Because of the benefits realized by the Debtors, the nature of the services provided, the amount of work done, the time consumed and the skills required, DTBA requests that it be allowed compensation for the professional services rendered during the Application Period in the sum of $138, Reimbursement of Expenses. DTBA has disbursed, and requests reimbursement for, $571.95, which represents actual, necessary expenses incurred in the rendition of professional services in these cases. 24. No agreement or understanding exists between DTBA and any other nonaffiliated or unrelated person or persons for the sharing of compensation received or to be received for professional services rendered in or in connection with these cases. 9

10 Case LSS Doc 1447 Filed 06/03/16 Page 10 of 11 WHEREFORE, DTBA respectfully requests that the Court: (i) grant it allowance of compensation in the amount of $138, for professional services rendered to the Debtors during the Application Period; (ii) grant it reimbursement of $ for reimbursement of 100% of the actual and necessary costs and expenses incurred by DTBA in these cases during the Application Period; and (iii) grant such other and further relief as is just and proper. DATED: June 2, 2016 Respectfully submitted, DELOITTE TRANSACTIONS AND BUSINESS ANALYTICS LLP By: /s/ John Little John Little Principal 2200 Ross Avenue, Ste 1600 Dallas, TX Telephone:

11 Case LSS Doc 1447 Filed 06/03/16 Page 11 of 11

12 Case LSS Doc Filed 06/03/16 Page 1 of 2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE ) In re: ) Chapter 11 ), et al., 1 ) Case No (LSS) ) Debtors. ) Jointly Administered ) ) Obj. Deadline: June 23, 2016 at 4:00 p.m. (ET) NOTICE OF FEE STATEMENT PLEASE TAKE NOTICE that Deloitte Transaction and Business Analytics LLP has today filed the attached Thirteenth Monthly Fee Statement for Compensation for Services Rendered and Reimbursement of Expenses Incurred by Deloitte Transactions and Business Analytics LLP to Provide (I) John Little to Serve as the Debtors Strategic Alternatives Officer and (II) Services Related Thereto for the Period of April 1, 2016 Through April 30, 2016 (the Fee Statement ) with the United States Bankruptcy Court for the District of Delaware (the Bankruptcy Court ). PLEASE TAKE FURTHER NOTICE that objections, if any, to the Fee Statement must be made in accordance with the Order Pursuant to Bankruptcy Code Sections 105(a) and 363(b) Authorizing and Approving, Nunc Pro Tunc to the Petition Date, the Agreement with to Provide (I) John Little to Serve as the Debtors Strategic Alternatives Officer and (II) Services Related Thereto [Docket No. 314]. 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number, are: [6163]; Barnett Shale Operating LLC [0257]; Cowtown Drilling, Inc. [8899]; Cowtown Gas Processing L.P. [1404]; Cowtown Pipeline Funding, Inc. [9774]; Cowtown Pipeline L.P. [9769]; Cowtown Pipeline Management, Inc. [9771]; Makarios Resources International Holdings LLC [1765]; Makarios Resources International Inc. [7612]; QPP Holdings LLC [0057]; QPP Parent LLC [8748]; Quicksilver Production Partners GP LLC [2701]; Quicksilver Production Partners LP [9129]; and Silver Stream Pipeline Company LLC [9384]. The Debtors address is 801 Cherry Street, Suite 3700, Unit 19, Fort Worth, Texas

13 Case LSS Doc Filed 06/03/16 Page 2 of 2 PLEASE TAKE FURTHER NOTICE that in the event an objection is timely raised and not consensually resolved, the Bankruptcy Court will review the Fee Statement and consider such objection. Wilmington, Delaware Date: June 3, 2016 /s/ Amanda R. Steele RICHARDS, LAYTON & FINGER, P.A. Paul N. Heath (DE 3704) Amanda R. Steele (DE 5530) Rachel L. Biblo (DE 6012) One Rodney Square 920 North King Street Wilmington, Delaware Telephone: (302) Facsimile: (302) and AKIN GUMP STRAUSS HAUER & FELD LLP Charles R. Gibbs (admitted pro hac vice) Sarah Link Schultz (admitted pro hac vice) Travis A. McRoberts (DE 5274) 1700 Pacific Avenue, Suite 4100 Dallas, Texas Telephone: (214) Facsimile: (214) COUNSEL FOR DEBTORS AND DEBTORS IN POSSESSION 2

14 Case LSS Doc Filed 06/03/16 Page 1 of 26 Exhibit A Professional Fees for the Period April 1, 2016 through April 30, 2016

15 Case LSS Doc Filed 06/03/16 Page 2 of 26 Analysis of Executory Contracts 04/01/2016 Revise cure list with wire instructions for vendors. $ $ /04/ /05/ /06/2016 Revise cure schedule for additional wire detail to assess list of counterparties for which no wire detail is available. Discussion with R. King (Conoco) regarding wire detail for cure payments. Review wire tracker to check recent payments have been reflected in cure schedule. Revise cure schedule to reflect updated wire information for certain counter parties. Call with S. Crow (Akin) on cure schedule for closing documents. Research cure payment parties by calling counterparty to confirm payment information. $ $1, Subtotal for Analysis of Executory Contracts: 5.0 $2, Asset Disposition 04/01/2016 Review contract cure exhibit for closing documents. Attend call between V. Gomez (KWK), BSNR, S. Schultz (Akin) to discuss asset sale close issues, resolutions. $ $ $ $ /04/2016 Discussion with C. Kennedy (Deloitte) regarding success fee buildout. Calls with M. Bellows (HL) to discuss sale transaction fees for HL. Attend closing documentation call with BSNR, V. Gomez (KWK), S. Schultz (Akin) for status on sale close. Meet with R. Myers (KWK) to discuss funds flow for sale close. Meet with D. Curran (KWK) to discuss cure payments. Research various closing documentation for both US, Canadian information for closing documentations. $ $ $ $

16 Case LSS Doc Filed 06/03/16 Page 3 of 26 Asset Disposition 04/04/2016 Call with J. Zammit, M. Bellows (HL) to discuss sale transaction fee calculations. Meet with R. Ahmed (Deloitte) to discuss success fee calculations for closing documents. Meet with S. Edwards, J. Westlund (KWK) to discuss cure payments, wire information. Review cure payment calculations for vendors. 04/05/2016 Meet with J. Callanan (KWK) to discuss contract counterparty cure. Call creditor to discuss cure payment, wire instructions for closing. Coordinate accounts payable team transition meeting following close. Finalize cure payment details for closing documentation. Review fund flow document, provide comments to counsel. Attend meeting with V. Gomes (KWK), S. Schultz (Akin) to discuss asset sale close status. Meet with V. Gomez (KWK) to discuss creditor cure situation, resolution. Call with M. McIlroy (KWK) to discuss cure payment wiring instructions. Call with D. Curran (KWK) to discuss cure payment status, next steps. Research contract cure with company, counterparty, read contract for payment parties. $ $ $ $ /06/2016 Calls with J. Westlund (KWK) to identify alternate wire payment instructions for cure payment to vendor. Confirm funds flow accounts, amounts owed, and payment parties following close. Meet with R. Myers (KWK) to discuss closing materials, confirm wire payments. Meetings with V. Gomez (KWK) to address funds flow inquiries. $ $ $ $1, $ $

17 Case LSS Doc Filed 06/03/16 Page 4 of 26 Asset Disposition 04/14/2016 Meet with V. Gomez (KWK) personnel to discuss BSNR request, cure payments, professional fee needs. Subtotal for Asset Disposition: 17.3 $8, Cash Flow Projections 04/04/ /05/2016 Revise master forecast model in order to prepare for monthly model update. Reconcile weekly audit report to payment tracker. 04/06/2016 Prepare summary of payment made to professionals during the month of March for forecasting purposes. Revise cash forecast for professional fees, general and administrative expenditure, and various other items. Review cash forecast and create list of outstanding items to discuss with company personnel regarding the April model update. Review previous variance reports for the month of March to assess if assumptions need to change for items with material variances. Revise payment tracker to reflect payments made through 4/1/2016. Review professional fee statements to forecast professional fee payments for the month of April. Meeting with E. Dotson, R. Myers, A. Lacroix (KWK) regarding April cash flow. Attend creditor call with V. Gomez (KWK) and secured creditors to review updated projections. Attend creditor call with V. Gomez (KWK) and unsecured creditors to review updated projections. Meet with A. Lacroix (KWK) to discuss cash forecast refresh plan. Meet with A. Lacroix, E. Dotson, R. Myers (all KWK), R. Ahmed (Deloitte) to discuss cash forecast refresh work plan. Discussion with A. Lacroix (KWK) regarding cash forecast update. $ $ $ $ $ $ $ $ $ $ $ $

18 Case LSS Doc Filed 06/03/16 Page 5 of 26 Cash Flow Projections 04/06/2016 Discussion with R. Myers (KWK) regarding cash forecast update. Review updates to the cash forecast model by R. Myers (KWK) to prepare a list of follow up questions. Jackson, Anthony Revise various items on the cash forecast for April model update. Prepare version 52 cash flow assumptions for monthly model update. Prepare a list of outstanding items to review during the cash forecast meeting. Perform analysis on employee wind down model to assess payroll amounts for cash forecast. Review general and administrative expense breakout to assess information technology costs. Revise various items on the cash forecast for April monthly model update. Review cash flow draft and prepare list of items needed from R. Myers and A. Lacroix (KWK). Review Moelis fee applications and retention documents to locate wire detail for transaction fee payments. Review updated cash flow forecast with revised information technology projections. Meet with D. Kunko (KWK) to discuss IT needs, impact on cash forecast for refresh week. $ $ $ $ $ $ $ $ $ $ $ $ $ $ /07/2016 Review US cash forecast prior to sending to V. Gomez (KWK) for final sign-off. Revise cash forecast for various items prior to meeting with V. Gomez (KWK). Meeting with R. Myers (KWK) regarding cash forecast. Meeting with R. Myers, A. Lacroix (KWK) regarding cash forecast. Discussion with L. Gross (KWK) regarding payroll estimates for cash flow. Perform analysis on wind down budget to assess forecasted amounts for payroll on the cash forecast. Correspond with V. Gomez (KWK) addressing questions regarding cash forecast. Discussion with A. Lacroix (KWK) and B. McGregor (QRCI) regarding Canadian cash flow. $ $ $ $ $ $

19 Case LSS Doc Filed 06/03/16 Page 6 of 26 Cash Flow Projections 04/07/2016 Review Canadian cash forecast aligning assumptions with estimated close date of April 29. Prepare reporting letter for weekly cash collateral report. Revise cash forecast to reflect establishment of various escrow accounts. Prepare final Canadian cash forecast for weekly variance report. Review cash flow update provided by R. Myers (KWK) to assess updates have been incorporated in the cash forecast. Prepare for cash forecast meeting with V. Gomez (KWK). Meeting with A. Lacroix, R. Myers, E. Dotson, V. Gomez (KWK), and C. Kennedy (Deloitte) regarding cash flow. Attend cash forecast meeting with R. Myers, E. Dotson, A. Lacroix (KWK). Continue to attend cash forecast meeting with R. Myers, E. Dotson, A. Lacroix (KWK). $ $ $ $ $ $ Research cash forecast refresh assumptions. $ $1, Review, finalize cash collateral package for weekly report. Meet with R. Myers (KWK) to discuss cash forecast variance, updates. Research cash variance report in support of meeting with V. Gomez (KWK). Meeting with A. Lacroix, R. Myers, E. Dotson, V. Gomez (KWK), and R. Ahmed (Deloitte) regarding cash flow. $ $ $ $ $ $ /08/2016 Revise cash forecast internal assumptions for V. Gomez (KWK). $ $ Jackson, Anthony 04/11/2016 Revise master forecast model to reflect ad hoc updates. Prepare cash forecast bridge for updated model reporting. Meet with A. Lacroix to review revised weekly cash forecasts. $ $ Revise payment tracker to reflect payments made through 4/8/2016. Reconcile weekly audit report to payment tracker. 5

20 Case LSS Doc Filed 06/03/16 Page 7 of 26 Cash Flow Projections 04/11/ /12/ /13/2016 Review wire log to assess if fee payments were made. Discussion with R. Myers (KWK) regarding cash variance and weekly reporting. Review variance report from R. Myers (KWK) to assess variances for the previous week. Revise cash forecast to reflect time period for reporting week. $ $ Prepare weekly cash collateral reporting letter. 04/14/2016 Discussion with R. Myers (KWK) regarding cash forecast. Review changes made to cash forecast by R. Myers (KWK). Review variance report / cash forecast sent by B. McGregor (QRCI). Revise updated Canadian cash forecast from B. McGregor (QRCI) to align assumptions with April cash flow. Discussion with A. Lacroix (KWK) regarding Canadian cash forecast. Prepare cash forecast for upcoming weekly report. Revise Canadian cash forecast based on discussion with A. Lacroix (KWK). Finalize US variance report for weekly cash collateral report. Prepare US cash forecast for weekly reporting. Review correspondence from A. Lacroix (KWK) regarding Canadian cash forecast and variance report. Finalize Canadian cash forecast for weekly reporting. Prepare weekly cash collateral reporting package. 04/15/2016 Distribute operational tracking report. 04/18/2016 Review payment files to assess amount paid for audit. 6

21 Case LSS Doc Filed 06/03/16 Page 8 of 26 Cash Flow Projections 04/18/2016 Revise payment tracker to reflect payments made through April 15. Reconcile payment tracker to weekly audit report. 04/19/ /20/ /21/2016 Revise cash forecast to reflect time period for reporting week. Review estimated payroll for July to revise estimates on cash flow model. Prepare for meeting with company regarding encumbered, unencumbered application to reserve report. Review cash forecast for current filing week to prepare list of questions for R. Myers (KWK) to confirm transactions are captured in the 13th week. Discussion with R. Myers (KWK) regarding variance report. Call with A. Lacroix (KWK), C. Kennedy (Deloitte) to discuss encumbered/unencumbered asset allocation application to reserve report runs. Follow up discussion with A. Lacroix (KWK) regarding reserve report and weekly cash collateral report. Call with A. Lacroix (KWK), R. Ahmed (Deloitte) to discuss encumbered/unencumbered asset allocation application to reserve report runs. $ $ $ $ Revise OCP analysis to reflect payment to certain legal advisors. Review and finalize US cash forecast for weekly reporting. Prepare Canadian cash forecast for weekly reporting. Finalize US and Canadian cash variance reports for weekly reporting. $ $ Prepare weekly cash collateral reporting package. Review pre-petition tax caps and prepare consultation file. Revise payment tracker to reflect royalty payments for the month of April. Revise footnotes on weekly cash variance report. 7

22 Case LSS Doc Filed 06/03/16 Page 9 of 26 Cash Flow Projections 04/21/ /22/ /25/2016 Discussion with A. Lacroix (KWK) regarding Canadian cash forecast. Research tax payment for pre-petition authority, compare available cap. Review weekly cash collateral package before sending to internal management for review. Review checks paid report from KWK accounts payable team to assess variances for current week. Meeting with V. Gomez, R. Myers, A. Lacroix (KWK) regarding unsecured creditor call preparation. Prepare summary breakdown analysis of payments to 1st and 2nd liens. Discussion with R. Myers (KWK) regarding breakdown of 1st and 2nd lien payments. Prepare summary of professional fees paid and forecasted for V. Gomez (KWK). Call with V. Gomez, R. Massey, R. Myers, A. Lacroix (KWK) to discuss cash balance. $ $ $ $ $ $ /26/2016 Revise payment tracker to reflect payments made through April 22. Review current week payment report to estimate variances for next week's report. Revise cash forecast professional fee schedule to project potential payments for first week of August. Revise cash forecast to reflect time period for reporting week. Review work plan for cash reporting to assess outstanding items for weekly reporting package. Discussion with A. Lacroix (KWK) regarding cash allocation summary. Discussion with A. Lacroix, C. Blum (KWK) regarding cash allocation summary. Review professional fee accrual model received from L. Morr (KWK). Prepare summary of professional fees paid by entity from March 1, 2015 to January 31, 2016 for cash allocation summary. Review cash forecast variance report for weekly cash collateral package. 8 $ $ $ $843.75

23 Case LSS Doc Filed 06/03/16 Page 10 of 26 Cash Flow Projections 04/27/ /28/2016 Prepare comments for the weekly cash collateral report. Working session with R. Myers (KWK) regarding weekly cash variance report. Discussion with C. Kennedy (Deloitte) regarding cash flow projections. Discussion with L. Gross (KWK) regarding employee work hours report and payroll forecast for current week. Discussion with C. Kennedy (Deloitte) regarding cash forecast and waterfall analysis. Discussion with R. Myers (KWK) regarding cash forecast. Prepare weekly variance reports for US and Canada. Prepare Canadian accounts receivable/accounts payable aging for monthly reporting. Prepare reporting package for weekly cash collateral reporting. Review notes from C. Kennedy (Deloitte) on cash flow assumptions summary for V. Gomez (KWK). Revise summary of cash flow assumptions. Revise US cash forecast for weekly reporting. Revise Canadian cash forecast for weekly reporting. Revise cash flow assumptions for V. Gomez (KWK) as a guide for the cash forecast model. Revise cash forecast model to reflect adjustments for projecting ending cash balance at the end of July. $ $ Jackson, Anthony Review updated weekly cash flow projections. $ $1, /29/2016 Review cash forecast assumptions, variance report for weekly package. Discussion with R. Myers (KWK) regarding cash actuals for current week. Revise operating tracker to reflect actuals for the current week. Meeting with R. Myers (KWK) to review actuals for the current week. 9

24 Case LSS Doc Filed 06/03/16 Page 11 of 26 Cash Flow Projections 04/29/2016 Finalize, distribute March transaction tracker to external recipients. Claims Subtotal for Cash Flow Projections: 90.0 $36, /01/2016 Perform claim reconciliation on total liability amounts from weekly claim register. $ $ Check weekly updates to claim database. $ $ /06/ /07/2016 Perform data loading from weekly register (GCG data) into claim database. Perform initial weekly reconciliation of claim status updates. $ $ $ $ Complete weekly reconciliation of claim status updates. $ $ Perform claim status update to claim database. $ $ /08/2016 Perform updates on reconciliation details at the claim level. $ $ Perform claim reconciliation on total liability amounts from weekly claim register. $ $ Check weekly updates to claim database. $ $ /13/ /14/2016 Perform data loading from weekly register (GCG data) into claim database. Perform initial weekly reconciliation of claim status updates. $ $ $ $ Review revised schedule amendments for CUD claims from S. Crow (Akin). Assess claim status update into claim database. $ $ Perform updates on reconciliation details at the claim level. Complete weekly reconciliation of claim status updates. $ $ $ $

25 Case LSS Doc Filed 06/03/16 Page 12 of 26 Claims 04/15/2016 Perform claim reconciliation on total liability amounts from weekly claim register. $ $ Compare weekly updates to claim database. $ $ Review contract claim mapping in claim database. $ $ /18/ /20/ /21/ /22/2016 Review claims register to assess if certain claims were withdrawn for landowners due to satisfaction of claim. Perform analysis on claims to assess outstanding claims for reconciliation. Perform data loading from weekly register (GCG data) into claim database. Perform weekly reconciliation of claim status updates. Completed weekly Reconciliation of claim status updates Validate claim status update into Deloitte claim database $ $ $ $ $ $ $ $ $ $ Perform updates on reconciliation details at the claim level. Perform claim reconciliation on total liability amounts from weekly claim register. $ $ $ $ Review weekly updates to claim database. $ $ Review contract claim mapping in claim database. $ $ /27/ /28/2016 Perform data loading from weekly register (GCG data) into claim database. Perform weekly reconciliation of claim status updates. $ $ $ $ Update claim status into claim database. $ $ Perform updates on reconciliation details at the claim level. Complete weekly reconciliation of claim status updates. $ $ $ $

26 Case LSS Doc Filed 06/03/16 Page 13 of 26 Claims 04/28/2016 Jackson, Anthony 04/29/2016 Review updated claim reconciliation summary analysis. Correspond with S. Crow (Akin) regarding claims status, unsecured creditor inquiries. $ $1, Discussion with C. Kennedy (Deloitte) regarding claims, transaction tracker, and cash flow refresh. Perform claim reconciliation on total liability amounts from weekly claim register. $ $ Perform weekly updates to claim database. $ $ Update server connectivity and mapping for database migration in claim database phase 1. Call with R. Ahmed (Deloitte) to discuss claims update, waterfall progress, transaction tracker status. Call with S. Crow (Akin) to discuss claims status, work plan to objections. $ $ Subtotal for Claims: 67.5 $27, Due Diligence Request 04/01/2016 Research responsive materials for BSNR requests. 04/05/ /12/ /13/ /14/2016 Prepare wire detail summary for investment bankers. Review contracts for third party to assess which payment detail for transfer of ownership. Review BSNR tracker and correspondence from C. Kennedy (Deloitte) regarding certain updates. Call with R. Massey (KWK) to discuss BSNR diligence requests. Review BSNR data requests to understand outstanding items. $ $ Research BSNR data request responses from accounts payable team. $ $ Research open BSNR data requests. $ $

27 Case LSS Doc Filed 06/03/16 Page 14 of 26 Due Diligence Request 04/14/ /15/ /18/ /19/2016 Meet with D. Kunko (KWK) to discuss how to provide large data files to BSNR. Meet with C. Kennedy (Deloitte) to discuss KWK project work plan, BSNR data request update, action items due for remainder of month. Meet with R. Ahmed (Deloitte) to discuss KWK project work plan, BSNR data request update, action items due for remainder of month. Revise BSNR due diligence request tracker for various items. Research BSNR data requests to respond to internal parties for approvals. $ $ $ $ Input due diligence request in tracker and prepare permission for internal approval. Address BSNR data requests. 04/21/2016 Review data request from BRG regarding the cash forecast. Prepare responses for BRG request. $ $ Review water fall request from Houlihan Lokey 04/22/2016 Review BSNR tracker and respond to inquiry regarding certain request Discussion with R. Myers and A. Lacroix (KWK) regarding BRG data request. Review and finalize BRG data request prior to sending to C. Kennedy (Deloitte). Research open items from BSNR data requests. $ $ /27/ /28/2016 Research BSNR data requests in order to respond to requestors. $ $ Meeting with A. Lacroix (KWK) understanding preparation of transaction and operating tracker. $ $ Research BSNR due diligence requests. 13

28 Case LSS Doc Filed 06/03/16 Page 15 of 26 Due Diligence Request 04/29/2016 Update BSNR data request tracker. 04/30/2016 Call with R. Wright (BRG) to discuss data requests, professional fees. Research responsive materials for creditor inquiries regarding final cash position. $ $ Subtotal for Due Diligence Request: 19.0 $8, Liquidation Analysis 04/01/ /04/ /05/ /11/2016 Update wind-down model for various iterations on reductions requested by creditors. Update assumptions slides on reduced wind-down budget. Revise success fee summary to reflect fees to be paid when sale closes. Review engagement letters for investment bankers to check elements of the transaction fee are taken into account assessing estimates for each banker. Prepare transaction and restructuring fee calculation schedule for Houlihan Lokey using their engagement letter. Prepare restructuring fee calculation schedule for PJT Partners using their engagement letter. Prepare restructuring fee calculation schedule for Moelis and Company using their engagement letter. Update wind-down budget for latest round of total cost reductions. Meet with V. Gomez (KWK) to discuss winddown budget updates, closing documentation updates. $ $1, $ $ $ $ $ $ Prepare wind down analysis by employee for A. Self (KWK). Prepare revised wind down deck to reflect changes made to Plan 1B. Perform analysis to assess amount of milestone 3 payment reduced due to employees leaving. $ $ $ $

29 Case LSS Doc Filed 06/03/16 Page 16 of 26 Liquidation Analysis 04/11/2016 Jackson, Anthony 04/12/2016 Call with C. Kennedy (Deloitte) to discuss employee contract rates table build out for employee letters. Revise wind down analysis by employee and reconcile to termination date listing. Revise wind down budget deck to provide summary of changes to C. Kennedy (Deloitte). Revise wind down model to reflect termination date changes to assess materiality of change. Revise wind down model to reflect changes and review prior to sending to V. Gomez (KWK). Discussion with C. Kennedy (Deloitte) to update employee contractor rate details, wind down budget deck. Review updated wind down budget / deck based on revised plan details. Update wind-down budget, employee payout tables. Call with R. Ahmed (Deloitte) to discuss employee contract rates table build out for employee letters. Discussion with R. Ahmed (Deloitte) to update employee contractor rate details, wind down budget deck. Review wind-down budget deck updates for finalized plan details. Review employee contractor rate summaries for employee letters. $ $ $ $ $ $ $ $ $ $ Review wind down model prior to sending to C. Kennedy (Deloitte) for review. $ $ Review disconnect between service term in HR provided severance file and wind down model severance file. Review revisions to employee summary in wind down model with C. Kennedy (Deloitte). Revise wind down summary exhibit by employee to reflect changed discussed with C. Kennedy (Deloitte). Call with C. Kennedy (Deloitte) to discuss employee compensation updates for extension model. Revise employee summary model within wind down analysis to reflect updated information provided by KWK personnel. $ $

30 Case LSS Doc Filed 06/03/16 Page 17 of 26 Liquidation Analysis 04/12/2016 Discussion with A. Catney (KWK) regarding severance model. Revise employee wind down summary exhibit to reflect update release date for certain employee. Revise wind down model to reflect update release date for certain employee. Address questions from V. Gomez (KWK), S. Schultz (Akin) regarding wind-down model. Review updates to employee compensation updates. Call with V. Gomez (KWK), S. Schultz (Akin) to discuss employee compensation, summary of benefits for extension. Call with R. Ahmed (Deloitte) to discuss employee compensation updates for extension model. Review revisions to employee summary in wind down model with R. Ahmed (Deloitte). $ $ /13/2016 Review final version of employee offer letter tables. Revise wind down model to reflect changes in release dates for certain employees. Meeting with V. Gomez (KWK) regarding severance. Discussion with C. Kennedy (Deloitte) regarding severance recalculation. Recalculate severance based on guidance from C. Kennedy (Deloitte). Review tables for employee offer letter from C. Kennedy (Deloitte). Discussion with A. Self, A. Catney (KWK) regarding accrued vacation. Recalculate severance based on revised effective date assumption. Revise employee summary model / wind down model per direction from V. Gomez (KWK). $ $ $ $ Review wind down budget / employee summary. Revise offer letter tables per discussion with A. Self, A. Catney (KWK). Discussion with C. Kennedy (Deloitte), and A. Self, A. Catney (KWK) regarding employee offer letter tables. $ $

31 Case LSS Doc Filed 06/03/16 Page 18 of 26 Liquidation Analysis 04/13/ /14/2016 Reconcile contractor true-up and medical benefits from wind down model to employee summary. Update employee wind-down tables for extension letters. Meetings with A. Self (KWK HR) to review and advise on employee extension payment tables. Call with A. Self, A. Catney (KWK), R. Ahmed (Deloitte) to discuss updates to the employee wind-down templates, tables. Meet with R. Myers (KWK) to discuss cash forecast updates, employee staffing during winddown. Meet with V. Gomez (KWK) to discuss employee wind-down, project status. $ $1, $ $ $ $ Review wind down budget prior to circulating with KWK team. Revise wind down model to reflect release date changes for various employees. Revise severance calculation worksheet to reflect term date changes from A. Catney (KWK). Revise severance calculation worksheet to reflect term date changes from A. Catney (KWK). Revise wind down budget to reflect release date for certain employees. Revise employee offer letter tables for insiders to reflect updated accruals provided by A. Self (KWK). $ $ Review employee wind-down budgets. $ $ /15/ /18/2016 Call with R. Tyler (Akin) to discuss insider exhibit A for employment letter. Review updated employee wind-down minimum contracted gross weekly amounts, extension duration prior to sending to counsel. Prepare preliminary draft of time tracker for KWK employees. $ $ Discussion with C. Kennedy (Deloitte) regarding project status update. Revise employee time tracker for various items for employees use. $ $ Review draft of liquidation plan. 17

32 Case LSS Doc Filed 06/03/16 Page 19 of 26 Liquidation Analysis 04/18/ /19/2016 Review wind-down matrix in preparation for company meeting. Research options for time recording purposes with company for wind-down period hours, details accumulation. Call with V. Gomez, A. House, R. Massey (KWK) to discuss wind-down plan, staffing, coordinate availability. Call with R. Ahmed (Deloitte) to discuss work plan for wind-down process, required reporting due this week. $ $ $ $ Meet with L. Gross (KWK) to discuss time templates for wind-down periods. Develop time keeping templates for wind-down process. Meeting with V. Gomez, A. House (KWK), S. Schultz, T. McRoberts (Akin), J. Zammit, M. Bellows (HL) to discuss waterfall updates, winddown time tracking template, general wind-down update. $ $ /20/ /22/2016 Create process for wind-down employees to submit time entries. $ $ Review waterfall listing to prepare for conference call. Perform analysis on cash forecast to assess the values for waterfall listing. Conference call with V. Gomez, A. House, R. Myers (KWK), S. Schultz, T. McRoberts (Akin), and C. Kennedy (Deloitte) to discuss updated wind down plan. Call with A. House (KWK) to discuss time keeping for employees. Conference call with V. Gomez, A. House, R. Myers (KWK), S. Schultz, T. McRoberts (Akin), and R. Ahmed (Deloitte) to discuss updated wind down plan. $ $ /25/2016 Prepare analysis of encumbered versus unencumbered assets for wind down planning. Discussion with V. Gomez (KWK) regarding liquidation waterfall. $ $

33 Case LSS Doc Filed 06/03/16 Page 20 of 26 Liquidation Analysis 04/25/2016 Discussion with C. Kennedy (Deloitte) to discuss waterfall components, work plan, outstanding data requests. Meeting with V. Gomez, L. Morr, R. Massey, C. Rich, A. Lacroix (KWK) regarding liquidation wind down analysis. Correspondence with V. Gomez (KWK) regarding reporting packages for waterfall analysis. Call with R. Ahmed (Deloitte) to discuss waterfall components, work plan, outstanding data requests. 04/27/2016 Review waterfall draft from V. Gomez (KWK). Prepare draft of waterfall analysis for V. Gomez (KWK). Review comments on daily time entries from insiders. Analyze employee time report to assess employee overtime. Discussion with C. Kennedy (Deloitte) regarding cash allocation waterfall summary. Revise preliminary draft of cash allocation summary for V. Gomez (KWK). Input employee time tracking report in to tracking model for weekly report. Revise sales proceeds allocation summary from A. Lacroix (KWK). Review cash allocation summary from C. Rich (KWK). Meet with L. Gross (KWK) to discuss time templates for wind-down periods. Meet with R. Ahmed (Deloitte) to discuss waterfall allocations. Meet with C. Rich, C. Blum (KWK) to discuss various project questions, data transfer, waterfall, etc. $ $1, $ $ /28/2016 Discussion with C. Kennedy (Deloitte) to discuss due diligence requests, waterfall progress. Prepare pro-forma operational tracker for cash allocation waterfall. Revise professional fee projection until plan for cash allocation waterfall. Prepare summary of professional fees paid during February and March for cash allocation summary. 19 $ $ $ $562.50