IN THE UNITED STATES BANKRUPTCY COURT FOR THE … · practicing before bankruptcy courts, including...

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

) In re: ) Chapter 11 ) MTE HOLDINGS LLC, et al.,1 ) Case No. 19-12269 (KBO) ) Debtors. ) Jointly Administered

Hearing Date: January 8, 2020, at 1:30 p.m. (ET) Objection Deadline: December 10, 2019, at 4:00 p.m. (ET)

)

DEBTORS’ APPLICATION FOR ENTRY OF AN ORDER AUTHORIZING THE RETENTION AND EMPLOYMENT OF KASOWITZ BENSON TORRES LLP

AS ATTORNEYS FOR THE DEBTORS AND DEBTORS IN POSSESSION NUNC PRO TUNC TO THE PETITION DATE

The debtors and debtors in possession (collectively, the “Debtors”) in the above-

captioned chapter 11 cases (the “Chapter 11 Cases”) respectfully submit this application for

entry of an order (the “Order”), pursuant to section 327(a) of title 11, United States Code (the

“Bankruptcy Code”), substantially in the form attached hereto as Exhibit A (the “Proposed

Order”), authorizing the Debtors to retain and employ Kasowitz Benson Torres LLP (“Kasowitz”

or the “Firm”) as their attorneys nunc pro tunc to the Petition Date (as defined herein). In

support of this Application, the Debtors submit the declaration of Andrew K. Glenn, a partner at

Kasowitz (the “Glenn Declaration”), which is attached hereto as Exhibit B, and the declaration

of Mark Siffin, the Debtors’ Chief Executive Officer, which is attached hereto as Exhibit C (the

“Siffin Declaration,” and together with the Glenn Declaration, the “Declarations”). In further

support of this application, the Debtors respectfully state as follows:

1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are: MTE Holdings LLC (7894); MTE Partners LLC (1158); Olam Energy Resources I LLC (0770); MDC Energy LLC (9140); MDC Texas Operator LLC (1087); Ward I, LLC (6817); and MDC Reeves Energy LLC (3644). The Debtors’ address is 280 East 96th Street, Suite 210, Indianapolis, Indiana 46240.

Case 19-12269-KBO Doc 138 Filed 11/26/19 Page 1 of 8

2

JURISDICTION AND VENUE

1. The Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334

and the Amended Standing Order of Reference from the United States District Court for the

District of Delaware, dated February 29, 2012. This matter is a core proceeding within the

meaning of 28 U.S.C. § 157(b)(2). Venue is proper pursuant to 28 U.S.C. §§ 1408 and 1409.

2. The statutory bases for the relief requested herein are section 327(a) of the

Bankruptcy Code, Rules 2014(a) and 2016 of the Federal Rules of Bankruptcy Procedure (the

“Bankruptcy Rules”), and Rule 9013-1(f) of the Local Bankruptcy Rules for the District of

Delaware (the “Local Rules”), pursuant to which the Debtors confirm their consent.

BACKGROUND

3. On October 22, 2019 (the “Petition Date”) Debtor MTE Holdings LLC filed a

voluntary petition for relief under chapter 11 of the Bankruptcy Code in this Court.

Subsequently, on October 23, 2019, Debtors Olam Energy Resources I LLC and MTE Partners

LLC filed voluntary petitions for relief under chapter 11. The remaining debtors, including

MDC Energy LLC, filed chapter 11 petitions on November 8, 2019.

4. The Debtors continue to operate their businesses and manage their properties as

debtors in possession pursuant to Bankruptcy Code sections 1107(a) and 1108. On November

12, 2019, lender Natixis, New York Branch filed a motion seeking the appointment of a trustee

or examiner [Doc. No. 71], but the court has not yet held a hearing on that motion and neither an

examiner nor trustee has been appointed.

5. A committee of unsecured creditors has not yet been appointed.

RELIEF REQUESTED

6. By this Application, the Debtors seek entry of an order, pursuant to section 327(a)

of the Bankruptcy Code, authorizing the employment and retention of Kasowitz as general


3

bankruptcy counsel to the Debtors, to perform necessary legal services pertaining to the Debtors’

Chapter 11 Cases, effective as of the Petition Date. The Debtors request that Kasowitz’s

retention be made nunc pro tunc to the Petition Date to allow the Firm to be compensated for

work performed on behalf of the Debtors on and after the Petition Date, but prior to the Court’s

consideration and approval of this Application.

A. Kasowitz’s Qualifications

7. Kasowitz is a law firm with approximately 250 attorneys with its principal office

in New York, New York, and other offices in Atlanta, Georgia; Houston, Texas; Los Angeles,

California; Miami, Florida; Newark, New Jersey; Redwood Shores, California; San Francisco,

California; and Washington, D.C. The Debtors have selected Kasowitz as their counsel because

of the Firm’s extensive experience and knowledge in the field of debtors’ and creditors’ rights,

business reorganizations, and liquidations, and its expertise, experience, and knowledge

practicing before bankruptcy courts, including this Court.

8. Attorneys at Kasowitz have served as counsel to debtors, trustees, creditors’

committees and creditors in many of the country’s largest bankruptcy proceedings, including but

not limited to: In re Fred’s Inc., Ch. 11 Case No. 19-11984 (CSS) (Bankr D. Del. 2019); In re

White Eagle Asset Portfolio, LP, Ch. 11 Case No. 18-12808 (KG) (Bankr. D. Del. 2018); In re

Exco Resources, Ch. 11 Case No. 18-30155 (MI) (Bankr. S.D. Tex. 2018); In re Toys “R” Us,

Inc., Case No. 17-34665 (KLP) (Bankr. E.D.V.A. 2017); In re SunEdison Inc., Ch. 11 Case No.

16-10992 (SMB) (Bankr. S.D.N.Y. 2016); In re Hercules Offshore, Inc., et al., Case No. 16-

11385 (KJC) (Bankr. D. Del. 2016); In re Energy Future Holdings Corp., et al., Case No. 14-

10979 (CSS) (Bankr. D. Del. 2014); In re LightSquared Inc., et al., Case No. 12-12080 (SCC)

(Bankr. S.D.N.Y. 2012); In re Dewey & LeBoeuf LLP, Case No. 12-12321 (MG) (Bankr.

S.D.N.Y. 2012); In re Borders Group, Inc., Case No. 11-10614 (MG) (Bankr. S.D.N.Y. 2011);


4

In re Adelphia Communications Corp., Case No. 02-41729 (REG) (Bankr. S.D.N.Y. 2002); and

In re Enron Corp., Case No. 01- 16034 (AJG) (Bankr. S.D.N.Y. 2001).

9. Kasowitz has worked closely with the Debtors both as litigation counsel and in

anticipation of potential chapter 11 filings since September 2019. As a result of this prepetition

representation, Kasowitz is familiar with the Debtors and their affairs, including the Debtors’

business and organizational structure, asset monetization plans, and the steps necessary to carry

out successful chapter 11 cases for the Debtors.

10. Accordingly, Kasowitz has the necessary background to deal effectively with

many of the potential legal issues and difficulties that may arise in the context of the Debtors’

Chapter 11 Cases. The Debtors believe that Kasowitz is both well qualified and uniquely able to

represent the Debtors in their Chapter 11 Cases in an efficient and timely manner.

B. Scope of Services

11. Subject to further order of the Court, and consistent with the engagement letter

between the Debtors and Kasowitz executed prior to the Petition Date (the “Engagement

Letter”), the Debtors request the retention and employment of Kasowitz for rendering the

following necessary legal services required in this case, including, among others:

(a) advising the Debtors with respect to their powers and duties as debtors in possession;

(b) advising and consulting on the conduct of these Chapter 11 Cases, including all of the legal and administrative requirements of chapter 11;

(c) attending meetings and negotiating with representatives of creditors and other parties in interest;

(d) taking all necessary actions to protect, preserve, and maximize the value of the Debtors’ estates, including prosecuting actions on the Debtors’ behalf, defending any action commenced against the Debtors, and representing the Debtors in negotiations concerning litigation, including objections to claims filed against the Debtors’ estates;


5

(e) preparing pleadings in connection with these Chapter 11 Cases, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtors’ estates;

(f) advising the Debtors in connection with obtaining financing and the sales and dispositions of assets;

(g) appearing before the Court and any appellate courts to represent the interests of the Debtors’ estates;

(h) taking any necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a chapter 11 plan and all documents related thereto; and

(i) performing all other necessary legal services for the Debtors in connection with the prosecution of these Chapter 11 Cases, including: (i) analyzing the Debtors’ leases and contracts and the assumption and assignment or rejection thereof; (ii) analyzing the validity of liens against the Debtors’ property; and (iii) advising the Debtors on other legal matters.

C. Professional Compensation

12. The Debtors, subject to the provisions of the Bankruptcy Code, the Bankruptcy

Rules, the Local Rules, and further orders of the Court, propose to compensate Kasowitz at the

Firm’s regular hourly rates for legal and non-legal personnel, and to reimburse Kasowitz for all

reasonable and necessary expenses pursuant to the provisions of sections 330 and 331 of the

Bankruptcy Code. The hourly rates and corresponding rate structure Kasowitz will use in these

Chapter 11 Cases, which are commensurate with (if not lower than) rates charged by similarly

situated firms, are the same as those Kasowitz uses in other restructuring matters, as well as in

similarly complex nonbankruptcy matters, whether in court or otherwise, regardless of whether a

fee application is required.

13. Kasowitz’s hourly rates are set at a level designed to compensate Kasowitz fairly

for the work of its attorneys and paraprofessionals and to cover fixed and routine expenses.

Hourly rates vary with the experience and seniority of the individuals assigned.


6

14. Kasowitz’s current hourly rates range as follows:

Partners $650 - $1,900 Special Counsel $600 - $1,500 Associates $375 - $750 Staff Attorneys $350 - $650 Paralegals $250 - $375

These rates may change from time to time in accordance with the Firm’s established billing

practices and procedures to reflect economic and other conditions, and, generally, are adjusted in

January of each year.

D. Kasowitz’s Disinterestedness

15. To the best of the Debtors’ knowledge, the members of, counsel to, and associates

of Kasowitz do not have any connection with, or any interest adverse to, the Debtors, their

creditors, or any other party in interest, or their respective attorneys and accountants, except as

forth in the Glenn Declaration.

16. Based upon the Glenn Declaration, Kasowitz is a “disinterested person” as that

term is defined in section 101(14) of the Bankruptcy Code as modified by section 1107(b) of the

Bankruptcy Code. The Debtors have been informed that Kasowitz will conduct an ongoing

review of its files to ensure that no disqualifying circumstances arise. If any new relevant facts

or relationships are discovered, Kasowitz will supplement its disclosure to the Court accordingly.

NUNC PRO TUNC RELIEF IS WARRANTED

17. The Debtors believe that employment of Kasowitz effective nunc pro tunc to the

Petition Date is warranted under the circumstances of these Chapter 11 Cases so that Kasowitz

may be compensated for its services prior to entry of an order approving Kasowitz’s retention.

Further, the Debtors believe that no party in interest will be prejudiced by the granting of the

nunc pro tunc employment because Kasowitz has provided, and will continue to provide,

valuable services to the Debtors’ estates in the interim period.


7

NOTICE

18. Notice of this Motion shall be given to (a) the Office of the United States Trustee

for the District of Delaware, (b) the Debtors' thirty (30) largest unsecured creditors on a

consolidated basis, (c) counsel to Natixis and counsel to BMO Harris Bank N.A., (d) counsel to

Riverstone Credit Management, LLC, (e) the United States Attorney's Office for the District of

Delaware, (f) the Internal Revenue Service, (g) the Securities and Exchange Commission, (h)

any party that has requested notice pursuant to Bankruptcy Rule 2002 as of the time of service,

and (i) any other party required to be provided notice under Local Rule 9013-1(m). Due to the

nature of the relief requested herein, the Debtors submit that no other or further notice need be

provided. Due to the nature of the relief requested herein, the Debtors submit that no other or

further notice need be provided.

NO PRIOR REQUEST

19. No prior request for the relief sought in this Application has been made to this or

any court.

[Remainder of page intentionally left blank.]


8

WHEREFORE the Debtors respectfully request entry of an order granting the relief

requested herein and such other and further relief as the Court may deem just and appropriate.

Dated: November 26, 2019

Indianapolis, Indiana

By: /s/ Mark A. Siffin Mark A Siffin Chief Executive Officer of MTE Holdings LLC and MDC Energy LLC



) In re: ) Chapter 11 ) MTE HOLDINGS LLC, et al.,1 ) Case No. 19-12269 (KBO) ) Debtors. )

) ) ) )

Jointly Administered Hearing Date: January 8, 2020, at 1:30 p.m. (ET)

Objection Deadline: December 10, 2019, at 4:00 p.m. (ET)

)

NOTICE OF HEARING REGARDING DEBTORS’ APPLICATION FOR ENTRY OF AN ORDER AUTHORIZING THE RETENTION AND EMPLOYMENT OF

KASOWITZ BENSON TORRES LLP AS ATTORNEYS FOR THE DEBTORS AND DEBTORS IN POSSESSION NUNC PRO TUNC TO THE PETITION DATE

PLEASE TAKE NOTICE that on November 26, 2019, the above-captioned

debtors and debtors-in-possession (the “Debtors”) filed the Debtors’ Application for Entry of an Order Authorizing the Retention and Employment of Kasowitz Benson Torres LLP as Attorneys for the Debtors and Debtors in Possession Nunc Pro Tunc to the Petition Date (the “Application”).

PLEASE TAKE FURTHER NOTICE that objections, if any, to approval of the Application must (a) be in writing; (b) be filed with the Clerk of the Bankruptcy Court, 824 Market Street, 3rd Floor, Wilmington, Delaware 19801, on or before December 10, 2019, at 4:00 p.m. (Eastern Time) (the “Objection Deadline”); and (c) served so as to be received on or before the Objection Deadline by the undersigned counsel to the Debtors.

PLEASE TAKE FURTHER NOTICE THAT only objections made in writing and timely filed and received, in accordance with the procedures above, will be considered by the Bankruptcy Court at such hearing.

PLEASE TAKE FURTHER NOTICE THAT A HEARING ON THE

APLICATION WILL BE HELD ON JANUARY 8, 2020, AT 1:30 P.M. (ET) BEFORE THE HONORABLE KAREN B. OWENS, AT THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE, 824 MARKET STREET, 6TH FLOOR, COURTROOM #3, WILMINGTON, DELAWARE 19801.

1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification

number, are: MTE Holdings LLC (7894); MTE Partners LLC (1158); Olam Energy Resources I LLC (0770); MDC Energy LLC (9140); MDC Texas Operator LLC (1087); Ward I, LLC (6817); and MDC Reeves Energy LLC (3644). The Debtors’ address is 280 East 96th Street, Suite 210, Indianapolis, Indiana 46240.

Case 19-12269-KBO Doc 138-1 Filed 11/26/19 Page 1 of 2

2

IF YOU FAIL TO RESPOND IN ACCORDANCE WITH THIS NOTICE, THE COURT MAY GRANT THE RELIEF REQUESTED IN THE APPLICATION WITHOUT FURTHER NOTICE OR HEARING. Dated: November 26, 2019 Wilmington, Delaware

MORRIS, NICHOLS, ARSHT & TUNNELL LLP /s/ Daniel B. Butz Robert J. Dehney (No. 3578) Eric D. Schwartz (No. 3134) Daniel Butz (No. 4227) 1201 North Market Street, 16th Floor P.O. Box 1347 Wilmington, Delaware 19899-1347 Telephone: (302) 658-9200 Facsimile: (302) 658-3989 Email: [email protected]

[email protected] [email protected]

- and - Andrew K. Glenn (admitted pro hac vice) Matthew B. Stein (admitted pro hac vice) David J. Mark (admitted pro hac vice) KASOWITZ BENSON TORRES LLP 1633 Broadway New York, New York 10019 Telephone: (212) 506-1700 Facsimile: (212) 506-1800 Email: [email protected]

[email protected] [email protected]

Proposed Counsel for Debtors and Debtors in Possession


EXHIBIT A

Proposed Order



) In re: ) Chapter 11 ) MTE HOLDINGS LLC, et al.,1 ) Case No. 19-12269 (KBO) ) Debtors. ) Jointly Administered )

ORDER AUTHORIZING THE RETENTION AND EMPLOYMENT OF KASOWITZ BENSON TORRES LLP AS ATTORNEYS FOR THE DEBTORS

AND DEBTORS IN POSSESSION NUNC PRO TUNC TO THE PETITION DATE

Upon consideration of the Application, dated November 26, 2019 (the “Application”), of

the above-captioned debtors and debtors in possession (the “Debtors”), pursuant to section

327(a) of title 11 of the United States Code (the “Bankruptcy Code”), for authorization to

employ and retain, nunc pro tunc to the Petition Date, Kasowitz Benson Torres LLP

(“Kasowitz”) as general bankruptcy counsel; and upon the Declaration of Andrew K. Glenn (the

“Glenn Declaration”), a partner at Kasowitz, and the declaration of Mark Siffin, the Chief

Executive Officer of MTE Holdings LLC and MDC Energy LLC, which were filed with the

Court as Exhibits B and C, respectively, to the Application; and the Court being satisfied, based

on the representations made in the Application and the Declarations,2 that (i) Kasowitz does not

hold or represent any interest adverse to the Debtors, and (ii) Kasowitz is a “disinterested

person” as that phrase is defined in section 101(14) of the Bankruptcy Code, as modified by

section 1107(b) of the Bankruptcy Code; and the Court having jurisdiction to consider the

Application and the relief requested therein in accordance with 28 U.S.C. §§ 157 and 1334 and

1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are: MTE Holdings LLC (7894); MTE Partners LLC (1158); Olam Energy Resources I LLC (0770); MDC Energy LLC (9140); MDC Texas Operator LLC (1087); Ward I, LLC (6817); and MDC Reeves Energy LLC (3644). The Debtors’ address is 280 East 96th Street, Suite 210, Indianapolis, Indiana 46240. 2 Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Application.


2

the Amended Standing Order of Reference from the United States District Court for the District

of Delaware, dated February 29, 2012; and consideration of the Application and the relief

requested therein being a core proceeding pursuant to 28 U.S.C. § 157(b); and venue being

proper before this Court pursuant to 28 U.S.C. §§ 1408 and 1409; and due and proper notice of

the Application having been provided, and it appearing that no other or further notice need be

provided; and the Court having found and determined that the relief sought in the Application is

in the best interests of the Debtors, their estates and creditors, and all parties in interest, and that

the legal and factual bases set forth in the Application establish just cause for the relief granted

herein; and after due deliberation and sufficient cause appearing therefore, it is

ORDERED that the Application is granted; and it is further

ORDERED that, in accordance with section 327(a) of the Bankruptcy Code, Bankruptcy

Rules 2014 and 2016, and Local Rules 2014-1 and 2016-1, the Debtors are hereby authorized to

employ and to retain Kasowitz as counsel to the Debtors on the terms set forth in the

Application, the Glenn Declaration, and this Order, effective nunc pro tunc to the Petition Date;

and it is further

ORDERED that if Kasowitz’s rates, as set forth in the Application and Glenn

Declaration, are adjusted, Kasowitz will provide notice of such changes to the U.S. Trustee; and

it is further

ORDERED that Kasowitz shall apply for compensation and reimbursement of expenses

in accordance with the procedures set forth in sections 330 and 331 of the Bankruptcy Code,

applicable Bankruptcy Rules, the Local Rules, and orders of the Court, guidelines established by

the U.S. Trustee, and such other procedures that have been or may be fixed by order of this

Court; and it is further


3

ORDERED that the terms and conditions of this Order shall be immediately effective and

enforceable upon its entry; and it is further

ORDERED that the Court retains jurisdiction with respect to all matters arising from or

related to the implementation of this Order.

Dated: ___________, 2019 Wilmington, Delaware

__________________________________________ THE HONORABLE KAREN B. OWENS UNITED STATES BANKRUPTCY JUDGE


EXHIBIT B

Glenn Declaration



) In re: ) Chapter 11 ) MTE HOLDINGS LLC, et al.,1 ) Case No. 19-12269 (KBO) ) Debtors. ) Jointly Administered )

DECLARATION OF ANDREW K. GLENN IN SUPPORT OF THE DEBTORS’ APPLICATION FOR ENTRY OF AN ORDER AUTHORIZING THE RETENTION

AND EMPLOYMENT OF KASOWITZ BENSON TORRES LLP AS ATTORNEYS FOR THE DEBTORS AND DEBTORS IN POSSESSION

NUNC PRO TUNC TO THE PETITION DATE

I, Andrew K. Glenn, pursuant to 28 U.S.C. § 1746, hereby declare that the following is

true and correct to the best of my knowledge, information and belief:

1. I am a member of Kasowitz Benson Torres LLP (“Kasowitz” or the “Firm”), a

national law firm with its principal office at 1633 Broadway, New York, New York 10019,

and other offices in Atlanta, Georgia; Houston, Texas; Los Angeles, California; Miami,

Florida; Newark, New Jersey; San Francisco, California; Redwood Shores, California; and

Washington, D.C.

2. I am an attorney at law duly admitted to (i) the bar of the State of New York; (ii)

the United States District Courts for the Southern District of New York; and (iii) the United

States Court of Appeals for the Third Circuit and have been admitted pro hac vice in the above-

captioned Chapter 11 Cases. No disciplinary proceedings are pending against me.

3. I submit this Declaration in connection with the application (the “Application”)2

of the above-captioned debtors and debtors in possession (the “Debtors”) to retain and to employ

1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are: MTE Holdings LLC (7894); MTE Partners LLC (1158); Olam Energy Resources I LLC (0770); MDC Energy LLC (9140); MDC Texas Operator LLC (1087); Ward I, LLC (6817); and MDC Reeves Energy LLC (3644). The Debtors’ address is 280 East 96th Street, Suite 210, Indianapolis, Indiana 46240.


2

Kasowitz as general bankruptcy counsel to the Debtors nunc pro tunc to the Petition Date, at its

normal hourly rates in effect from time to time and in accordance with its normal reimbursement

policies, and to provide the disclosures required under sections 327(a) and 329 of title 11 of the

United States Code (the “Bankruptcy Code”), Rule 2014 and 2016(b) of the Federal Rules of

Bankruptcy Procedure (the “Bankruptcy Rules”) and Rule 2014-1 of the Local Bankruptcy Rules

for the District of Delaware (the “Local Rules”).

4. Unless otherwise stated in this Declaration, I have personal knowledge of the

facts set forth herein. To the extent any information disclosed herein requires amendment or

modification upon Kasowitz’s completion of further review, or as additional information

regarding parties in interest becomes available, a supplemental declaration will be submitted to

the Court reflecting such amended, supplemented, or otherwise modified information.

5. Neither I, Kasowitz, nor any member, counsel to, or associate of the Firm

represents any entity other than the Debtors in connection with these Chapter 11 Cases. In

addition, to the best of my knowledge, after due inquiry, neither I, Kasowitz, nor any member,

counsel to, or associate of the Firm represents any party in interest in these Chapter 11 Cases

other than the Debtors and the entities listed on the Match List (as defined below). Additionally,

Kasowitz is not a creditor of the Debtors.

6. Attorneys at Kasowitz have served as counsel to debtors, trustees, creditors’

committees and creditors in many of the country’s largest bankruptcy proceedings including, but

not limited to: In re Fred’s Inc., Ch. 11 Case No. 19-11984 (CSS) (Bankr D. Del. 2019); In re

White Eagle Asset Portfolio, LP, Ch. 11 Case No. 18-12808 (KG) (Bankr. D. Del. 2018); In re

Exco Resources, Ch. 11 Case No. 18-30155 (MI) (Bankr. S.D. Tex. 2018); In re Toys “R” Us,

2 Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Application.


3

Inc., Case No. 17-34665 (KLP) (Bankr. E.D.V.A. 2017); In re SunEdison Inc., Ch. 11 Case No.

16-10992 (SMB) (Bankr. S.D.N.Y. 2016); In re Hercules Offshore, Inc., et al., Case No. 16-

11385 (KJC) (Bankr. D. Del. 2016); In re Energy Future Holdings Corp., et al., Case No. 14-

10979 (CSS) (Bankr. D. Del. 2014); In re LightSquared Inc., et al., Case No. 12-12080 (SCC)

(Bankr. S.D.N.Y. 2012); In re Dewey & LeBoeuf LLP, Case No. 12-12321 (MG) (Bankr.

S.D.N.Y. 2012); In re Borders Group, Inc., Case No. 11-10614 (MG) (Bankr. S.D.N.Y. 2011);

In re Adelphia Communications Corp., Case No. 02-41729 (REG) (Bankr. S.D.N.Y. 2002); and

In re Enron Corp., Case No. 01- 16034 (AJG) (Bankr. S.D.N.Y. 2001).

7. Accordingly, Kasowitz is well qualified to represent the Debtors and to address

both effectively and efficiently the potential legal issues and problems that may arise in the

context of these Chapter 11 Cases.

SCOPE OF SERVICES

8. The professional services for which the Debtors desire to employ Kasowitz

include, without limitation, the following:

(a) advising the Debtors with respect to their powers and duties as debtors in possession;

(b) advising and consulting on the conduct of these Chapter 11 Cases, including all of the legal and administrative requirements of chapter 11;

(c) attending meetings and negotiating with representatives of creditors and other parties in interest;

(d) taking all necessary actions to protect, preserve, and maximize the value of the Debtors’ estates, including prosecuting actions on the Debtors’ behalf, defending any action commenced against the Debtors, and representing the Debtors in negotiations concerning litigation, including objections to claims filed against the Debtors’ estates;

(e) preparing pleadings in connection with these Chapter 11 Cases, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtors’ estates;


4

(f) advising the Debtors in connection with obtaining financing and the sales and dispositions of assets;

(g) appearing before the Court and any appellate courts to represent the interests of the Debtors’ estates;

(h) taking any necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a chapter 11 plan and all documents related thereto; and

(i) performing all other necessary legal services for the Debtors in connection with the prosecution of these Chapter 11 Cases, including: (i) analyzing the Debtors’ leases and contracts and the assumption and assignment or rejection thereof; (ii) analyzing the validity of liens against the Debtors’ property; and (iii) advising the Debtors on other legal matters.

KASOWITZ’S CONNECTION WITH THE DEBTORS

9. Kasowitz utilizes a number of procedures (the “Procedures”) to determine its

relationships, if any, to parties that may have connections to a client debtor. In implementing the

Procedures, Kasowitz took the following actions to identify parties that may have connections

with the Debtors and Kasowitz’s connections with such parties:

• Kasowitz reviewed a list of parties in interest, including, but not limited to, the Debtors, their directors, creditors of the Debtors, the Debtors’ largest equityholders, and recent contract counterparties to the Debtors, each of which is identified on Schedule 1 hereto (the “Retention Checklist”).

• Kasowitz compared the Retention Checklist with the names of its current and former clients3 in its electronic database. This database generally includes the name of each client of Kasowitz, the contact person at each corporate client, and the names of each party known to be adverse or potentially adverse to the client.

• A memo was distributed to all of Kasowitz’s attorneys asking whether they were aware of any representations adverse to the Debtors.

3 As referenced in Schedule 2, the term “current client” means an entity listed as a client in Kasowitz’s conflicts search system to whom time was posted in the last 12 months preceding the Petition Date and the term “former client” means an entity listed as a client in Kasowitz’s conflicts search system to whom time was posted between 12 and 36 months preceding the Petition Date but for which the client representation has been closed. Whether an actual client relationship exists can only be determined by reference to the documents governing Kasowitz’s representation rather than its potential listing in Kasowitz’s conflicts search system. The list generated from Kasowitz’s conflicts search system is over-inclusive. As a general matter, Kasowitz discloses connections with “former clients” or “closed clients” for whom time was posted in the last 36 months but does not disclose connections if time was billed more than 36 months before the Petition date.


5

10. As part of its practice, Kasowitz appears in cases, proceedings, and transactions

involving many different creditors, shareholders, attorneys, accountants, financial consultants,

investment bankers, and other entities, some of which may be or may represent claimants and

parties in interest in these Chapter 11 Cases. Kasowitz does not represent any such entity in

connection with these Chapter 11 Cases or have a relationship with any such entity or

professionals which would be adverse to the Debtors. Additionally, Kasowitz has represented,

and may currently represent, entities which hold or may in the future hold certain of the Debtors’

debt or securities in beneficial accounts on behalf of unidentified parties. Because distressed

debt and securities are actively traded in the commercial markets, Kasowitz may be unaware of

the actual holder of such debt or securities at any given moment. Kasowitz represents numerous

entities in unrelated matters that may buy and/or sell debt or securities of Debtors.

11. In addition, if Kasowitz has or hires professionals who worked at a prior firm on

any matter in a material way for any party actually or potentially adverse to the Debtors,

Kasowitz will procedurally “wall off” such professionals from those that work on these Chapter

11 Cases.

12. Despite the efforts described above to identify and disclose Kasowitz’s

connections with parties in interest in these cases, Kasowitz is unable to state with certainty that

every client relationship or other connection has been disclosed. In this regard, if Kasowitz

discovers additional information that requires disclosure, Kasowitz will file a supplemental

disclosure statement with the Court.

SPECIFIC DISCLOSURES

13. The list attached hereto as Schedule 2 (the “Match List”) is the product of

implementing the Procedures. Kasowitz previously has represented, currently represents, and

may represent in the future the entities described on the Match List (or their affiliates) in matters


6

completely unrelated to the Debtors. An entity is listed as a “Current Client” on the Match List

if Kasowitz has any open matters for such entity or a known affiliate of such entity and attorney

time charges have been recorded on any such matters within the past year. An entity is listed as

a “Former Client” on the Match List if Kasowitz represented such entity or a known affiliate of

such entity within the past three years based on recorded attorney time charges on a matter, but

such entity is not a Current Client. To the best of my knowledge and information, aside from

Ford Motor Co. and its affiliates, from which Kasowitz has received fees over the last 12 months

representing 3.2% of Kasowitz’s annual revenues, none of the other individuals or entities listed

on the Match List are clients or affiliates of clients that represent more than 1% of Kasowitz’s

annual revenues over the past twelve months or twenty-four months.

14. Kasowitz has not represented, does not represent, and will not represent any of

such foregoing entities in matters related to the Debtors or these Chapter 11 Cases.

15. Neither I, Kasowitz, nor any member, counsel or associate thereof, insofar as I

have been able to ascertain, or have been informed, has any current connection with the Debtors’

creditors or any other party in interest herein, or their respective attorneys, other than the parties

listed in the Match List. In addition to the foregoing, through diligent inquiry, I have ascertained

no connection, as such term is used in section 101(14)(C) of the Bankruptcy Code, as modified

by section 1107(b), and Bankruptcy Rule 2014(a), between Kasowitz and (i) the United States

Trustee or any person employed by the Office of the U.S. Trustee, (ii) any attorneys,

accountants, or financial consultants in the Chapter 11 Cases, or (iii) any claimants or other

parties in interest in these Chapter 11 Cases, except as set forth herein. I know of no other

connections of Kasowitz to the Chapter 11 Cases.


7

16. To the extent issues may arise that would cause the Debtors to be adverse to the

entities listed on the Match List, or any other client of Kasowitz, such that it would not be

appropriate for Kasowitz to represent the Debtors with respect to the matters, Delaware counsel

or special conflicts counsel will be retained if needed, to represent the Debtors with respect to

such matters.

KASOWITZ’S DISINTERESTEDNESS

17. Based upon the above, I believe that Kasowitz is a “disinterested person” as that

term is defined in section 101(14) and as required by section 327(a) of the Bankruptcy Code, and

as further modified by section 1107(b) of the Bankruptcy Code in that Kasowitz, its partners,

associates, and counsel: are not creditors, equity security holders or insiders of the Debtors; are

not and were not within two years before the date of the filing of the petition, managers or

employees of the Debtors; and do not have an interest materially adverse to the interest of the

estate or of any class of creditors or equity security holders, by reason of any direct or indirect

relationship to, connection with, or interest in, the Debtors, or for any other reason.

KASOWITZ’S COMPENSATION

18. The Debtors paid advance payment retainers in the following amounts to

Kasowitz:

Transaction Date Amount Retainer Remaining Initial Retainer – MTE and MDC 9/24/2019 $50,000.00 $50,000.00 Invoice4 10/22/2019 ($50,000.00) $0.00 Retainer Replenishment – MDC 10/23/2019 $250,000.00 $250,000.00 Retainer Replenishment – MDC 11/1/2019 $350,000.00 $600,000.00

4 In connection with the invoice informally issued on October 22, 2019, prior to commencing the chapter 11 case of MTE Holdings LLC, Kasowitz waived all outstanding fees and expenses not covered by the initial retainer.


8

Payment of Co-Counsel Retainer5 11/1/2019 ($100,000.00) $500,000.00

19. As of the respective petition dates, the Debtors did not owe Kasowitz any

amounts for legal services rendered before the respective petition dates. Although certain fees

and expenses may have been incurred, but not yet applied to Kasowitz’s advance payment

retainers, Kasowitz’s total advance payment retainers always exceeded any amounts listed or to

be listed on statements describing services rendered and expenses incurred prior to the Petition

Date.6

20. The Debtors, subject to the provisions of the Bankruptcy Code, the Bankruptcy

Rules, the Local Rules, and further orders of the Court, propose to compensate Kasowitz at the

Firm’s regular hourly rates for legal and non-legal personnel, and to reimburse reasonable and

necessary expenses pursuant to sections 330 and 331 of the Bankruptcy Code.

21. The principal attorneys designated to represent the Debtors and their current

standard hourly rates are the following:7

Marc E. Kasowitz $1,900 per hour Andrew K. Glenn $1,150 per hour Matthew B. Stein $975 per hour Kenneth R. David $950 per hour David J. Mark $1,000 per hour Michele L. Angell $750 per hour Andrew S. Golden $380 per hour

22. Kasowitz’s hourly rates are set at a level designed to compensate Kasowitz fairly

for the work of its attorneys and paraprofessionals and to cover fixed routine expenses. Hourly

5 Pursuant to an agreement between all parties concerned, Kasowitz immediately furnished $100,000.00 of the $350,000.00 it received from the Debtors on November 1, 2019 to Morris, Nichols, Arsht & Tunnell LLP, its co-counsel in the Chapter 11 Cases. 6 Kasowitz is currently reconciling the amount of its retainer with the fees and expenses incurred by MDC prior to the commencement of its chapter 11 case. 7 Kasowitz’s rates are subject to periodic adjustment. If Kasowitz adjusts these rates for 2020, it will provide notice of such changes.


9

rates vary with the experience and seniority of the individuals assigned. The hourly rates and

corresponding rate structure Kasowitz will use in these Chapter 11 Cases are the same as those

Kasowitz uses in other restructuring matters, as well as in similarly complex nonbankruptcy

matters, whether in court or otherwise, regardless of whether a fee application is required.

Current hourly rates range as follows:

Partners $650 - $1,900 Special Counsel $600 - $1,500 Associates $375 - $750 Staff Attorneys $350 - $650 Paralegals $250 - $375

23. These rates may change from time to time in accordance with the Firm’s

established billing practices and procedures to reflect economic and other conditions, and,

generally are adjusted January of each year.

24. The Debtors, subject to orders of this Court, the Bankruptcy Code, the

Bankruptcy Rules, the Local Rules, and the guidelines promulgated by the U.S. Trustee (the

“U.S. Trustee Guidelines”), will reimburse Kasowitz’s expenses incurred in connection with its

representation of the Debtors in accordance with Kasowitz’s normal reimbursement policies.

Kasowitz’s disbursement policies pass through all out-of-pocket expenses at actual cost or an

estimated actual cost when the actual cost is difficult to determine. Other reimbursable expenses

(whether the service is performed by Kasowitz in house or through a third-party vendor) include,

but are not limited to, facsimiles, overtime meals, deliveries, court costs, transcript fees, travel,

and clerk fees.

25. No promises have been received by Kasowitz, or any member, counsel, or

associate thereof, as to payment or compensation in connection with these Chapter 11 Cases

other than in accordance with the provisions of the Bankruptcy Code, the Bankruptcy Rules, the

Local Rules, the guidelines established by the U.S. Trustee, and such other procedures that have


10

been or may be fixed by order of this Court. Kasowitz has no agreement with any other entity to

share with such entity any compensation received by Kasowitz or by such entity.

STATEMENT REGARDING U.S. TRUSTEE GUIDELINES

26. Kasowitz shall apply for compensation for professional services rendered and

reimbursement of expenses incurred in connection with the Debtors’ Chapter 11 Cases in

compliance with sections 330 and 331 of the Bankruptcy Code and applicable provisions of the

Bankruptcy Rules, Local Rules, and any other applicable procedures and orders of the

Bankruptcy Court. Kasowitz also intends to make a reasonable effort to comply with the U.S.

Trustee’s requests for information and additional disclosures as set forth in the Guidelines for

Reviewing Applications for Compensation and Reimbursement of Expenses Filed Under 11

U.S.C. § 330 by Attorneys in Larger Chapter 11 Cases Effective As of November 1, 2013 (the

“Revised UST Guidelines”), both in connection with this application and the interim and final

fee applications to be filed by Kasowitz in these Chapter 11 Cases.

ATTORNEY STATEMENT PURSUANT TO REVISED UST GUIDELINES

27. The following is provided in response to the request for additional information set

forth in Paragraph D.1. of the Revised UST Guidelines:

Question: Did Kasowitz agree to any variations from, or alternatives to, Kasowitz’s standard billing arrangements for this engagement?

Answer: No. Kasowitz and the Debtors have not agreed to any variations from, or alternatives to, Kasowitz’s standard billing arrangements for this engagement. The rate structure provided by Kasowitz is appropriate and is not significantly different from (a) the rates that Kasowitz charges for other nonbankruptcy representations or (b) the rates of other comparably skilled professionals.

Question: Did any of the Kasowitz professionals in this engagement vary their rate based on the geographic location of the Debtors’ Chapter 11 Cases?

Answer: No. The hourly rates used by Kasowitz in representing the Debtors are consistent with the rates that Kasowitz charges other comparable chapter 11 clients, regardless of the location of the chapter 11 case.


11

Question: If Kasowitz has represented the Debtors in the 12 months prepetition, disclose Kasowitz’s billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If Kasowitz’s billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference.

Answer: Kasowitz’s billing rates and material financial terms have not changed postpetition from the rates and financial terms that were agreed to in the Engagement Letter.

Question: Did the Debtors approve Kasowitz’s budget and staffing plan, and, if so, for what budget period?

Answer: Kasowitz, in conjunction with the Debtors, is developing a budget and staffing plan for these Chapter 11 Cases for the period beginning October 22, 2019, ending January 31, 2020. Kasowitz and the Debtors will review such budget following the close of the budget period to determine a budget for the following period.

COORDINATION WITH OTHER PROFESSIONALS OF THE DEBTOR

28. Kasowitz is aware that the Debtors may submit applications to retain other

professionals and advisors. Kasowitz intends to carefully monitor and coordinate efforts with

such professionals throughout these Chapter 11 Cases and will clearly delineate its respective

duties so as to prevent duplication of effort whenever possible.

CONCLUSION

29. The Application requests approval of the Debtors’ retention of Kasowitz at

Kasowitz’s normal hourly rates in effect at the time the services are rendered and in accordance

with Kasowitz’s normal reimbursement policies, subject to any modifications to such policies

that Kasowitz may be required to make to comply with orders of this Court, the Bankruptcy

Code, the Bankruptcy Rules, the Local Rules, and the U.S. Trustee Guidelines. Subject to these

terms and conditions, Kasowitz intends to apply, pursuant to section 330 of the Bankruptcy

Code, for allowances of compensation for professional services rendered in these Chapter 11

Cases and for reimbursement of actual and necessary expenses incurred in connection therewith


12

in accordance with the provisions of the Bankruptcy Code, the Bankruptcy Rules, the Local

Rules, and the U.S. Trustee Guidelines.

30. I declare under penalty of perjury that the foregoing is true and correct to the best

of my knowledge, information and belief.

KASOWITZ BENSON TORRES LLP By: /s/ Andrew K. Glenn Andrew K. Glenn Partner, Kasowitz Benson Torres LLP


Schedule 1

Schedule Category 1(a) Debtors

1(b) Non-Debtor Affiliates

1(c) Officers/Officers of Affiliates

1(d) Equity Holders/Affiliates and/or Officers

1(e) Banks

1(f) Utilities

1(g) Judges

1(h) Advisors

1(i) U.S. Trustee

1(j) Lenders

1(k) Insurance

1(l) Trade and/or Unsecured Creditors/Other Interest Holders

1(m) Litigation Parties

1(n) Lessee-Lessor


SCHEDULE 1(a)

Debtors

MDC Energy LLC MDC Energy Reeves LLC MDC Texas Operator LLC MTE Holdings LLC MTE Partners LLC Olam Energy Resources I LLC Ward I, LLC


2

SCHEDULE 1(b)

Non-Debtor Affiliates

iStar Financial IUC Olam Holdings LLC MDC Acquisition LLC MTE Holdings II LLC MTE Olam Holdings LLC MTE Parent LLC


3

SCHEDULE 1(c)

Officers/Officers of Affiliates

Bob Quinn David Entzminger Donnabelle Hutt Jason Kincaid Kent Williams Kirk Farquhar Paul Cyphers Paul M. Boardman


4

SCHEDULE 1(d)

Equity Holders/Affiliates and/or Officers

Etienne E. Locoh Isaac S. Franco John Cooper Larrez Green Maefield Development Mark A. Siffin Steven J. Kassin


5

SCHEDULE 1(e)

Banks

BNY Mellon Prosperity Bank, USA


6

SCHEDULE 1(f)

Utilities

Grande Communications MidAmerican Energy Services, LLC


7

SCHEDULE 1(g)

Judges

Ashely M. Chan Brendan L. Shannon Christopher S. Sontchi John T. Dorsey Karen B. Owens Kevin Gross Laurie Selber Silverstein Mary F. Walrath


8

SCHEDULE 1(h)

Advisors

Conway Mackenzie Kasowitz Benson Torres LLP Morris, Nichols, Asrht & Tunnell LLP Stretto


9

SCHEDULE 1(i)

U.S. Trustee

Lauren Attix David Buchbinder Linda Casey Holly Dice Shakima L. Dortch Timothy J. Fox, Jr. Diane Giordano Christine Green Benjamin Hackman Jefferey Heck Jane Leamy Hannah M. McCollum James R. O'Malley Michael Panacio Linda Richenderfer Juliet Sarkessian Richard Schepacarter Edith A. Serrano Karen Starr T. Patrick Tinker Andy R. Vara David Villagrana Ramona Vinson Dion Wynn


10

SCHEDULE 1(j)

Lenders

AG Energy Funding, LLC Bank of New York Mellon BMO Capital Markets Corp. BMO Harris Bank N.A. Centaurus Capital LP CPPIB Credit Investments III Inc. Fenwood Road Capital Partners, LP Melody Business Finance, LLC Natixis New York Natixis, New York Branch New Jutland Partners, LP Riverstone Credit Management, LLC Riverstone Credit Partners I Direct, LP Riverstone Credit Partners II Direct, LP Riverstone Strategic Credit Partners A-1 AIV, L.P. VP Rattlesnake LLC


11

SCHEDULE 1(k)

Insurance

Convington Specialty Insurance Gemini Insurance Company Travelers Market American Travelers Property Casualty Comp. Market International Ins. Co. LTD The Travelers Casualty and Surety Evanston Insurance Company Ford Credit Ford Motor Credit Ford Motor Credit Co.


12

SCHEDULE 1(l)

Trade and/or Unsecured Creditors/Other Interest Holders

1993 Jean Camp Robillard Mcintosh 2T Partnership, Ltd 3:23 Trucking LLC 3D Hotshot Service, LLC 3H Trucking, LLC 4C Construction 4-H Flowback Services, Inc. 5J Oilfield Services, LLC A & E Briercrest, LLC A & G Reed Enterprises, LLC A-1 Sign Engravers, Inc. AAA Well Service, LLC Aba Disposal Abacus Computers Inc. ABCD GIS Mapping, LLC Abigail Grilley Accretive Royalties Ltd Acid Specialists LLC Acid Tech Services Adamandt Oilfield Services, LLC Addax Minerals Fund 2012 LP Adkins Septic Services, LLC Admarc Adnan Alimahomed Adrian Zuniga Advanced Solids Control LLC Advanced Stimulation Technologies AES Water Solutions AFD Petroleum, Inc. Aggietech Energy Services, LLC Aguilar Royalties, LP AIM Directional Services Id 2138 AJ's Drilling Rig Supplies, LLC Alamo Pressure Pumping LLC Alan Dean Waller Alan R. Trucking Alday Trucking LLC Alden Oestreich Alex Lorte & Mario A. Ortega Alex Ortega Alexander Oil & Gas, LLC

Alexis Anderson Alfred J. Thiede Allana L. Harris Alldale Minerals II, LP Alldale Minerals, LP Allen W. Hamill Jr. Family Allied Wireline Services, LLC Ally Consulting, LLC ALM Investments, Inc. Alnc Inc. Alpha & Omega, Contract Alpha King Electric LLC. Alpha Twenty One Corporation Alpine Royalties, LLC Alron Jonah, LLC Alton L Hillger, Trustee Altus Intervention USA, Inc. Amanda Blankenship Amanda Chapman Amanda Eagle George Amanda Henry Amanda Holly Amber Denise Hillger Amega-West Services, LLC American Eagle Logistics, LLC American Safety Services Inc Americawest Energy Group LLC Ameriflush Amicus Services, Inc. Amy Diane Allen Fullerton Anaya Trucking, LLC Anchor Drilling Fluids USA LLC Anderson Perforating Services, LLC Andrews Royalty LP Angela Dawn Parten Angela Essman Spencer Angela Harris Kilgore Angela K. Allen Ann Elaine Glenn Ann Osborn Suttee Ann Vaughn Farwell


13

Ann W. Walzer Living Trust Anna K. Meyers Anna Nelsene Tutt Anne Burnett Phillips Anne Dickson Daniel Anne Irene Wallace Roger-Mcgovney Anne M. Perry Annie Ladonia Runyon Family Trust Anytime Hotshot, LLC Apergy Esp Systems, LLC Apollo Lighting Solutions Inc. Apollo Perforators Inc. Applied Us Energy, Inc. Aquarius Chemical, LLC Arc Electric LLC Archie Robert & Gwendolyn Reed Archrock Services, L.P. Aries Well Service, Inc. Armand Smith, Jr. Armando Madrid Armstrong Gas Labs, Inc. Armstrong, Backus & Co. LLP Arnette Elizabeth Maxwell Lee Arrow Fence Co Arthur J. Brune, Iii Art's Inspection & Pipe Service AT&T Atlas Sand Company,LLC Atlas Tubular, LLC August Resources, Ltd. Aurora Cisneros Garcia Austen S. Campbell, Trustee Austin I. King Auters Corp Avatar Systems, Inc. Aveda Transportation and Energy Avey Rayos Aviare Place Apartments Aviation Investment Corp. Axis Energy Services Axis Pressure Control Services, LLC Azoulay Family Trust Azoulay, Moshe Azteca Fabrication, Inc. B & S No. 1 LLC B&L Pipeco Services, Inc.

B&T Rentals B&W Chemical Toilets, Inc. B&W Southern Petroleum B. R. Griffin Oil & Gas, Ltd. Badger BMB Services, Inc. Bailey & Glasser LLP Baker Botts LLP Baker Hughes Ballparks Future, LLC Bank of Montreal Barbara A. Snell Barbara Ann Meriwether Barbara Armstrong Barbara C. Tocco Barbara Harris Barbara Jean Pansorosa Barbara M. Goede Barbara M. Goede Barbara M. Riester Barbara P. Hilliard Barbara Priddy Clark Barbara S. Stark Barbara W. Currie Ratliff Baron Honea Barry Hailey Barton, East & Caldwell, P.L.L.C. Baseline Energy Services, LP Basic Energy Services Basin Engine & Pump, Inc. Basin Packer Company, Inc. Basin Ridge Technologies, LLC Basin Supply, LP, Wb Supply, LLC Baxsto LLC Bayswater Fund IV-B, LLC Baywater Resources, LLC BB Free Mineral Holdings, LLC Beacon Bedrock Petroleum Consultants, LLC Beekman Enterprises Inc. Bell Family Minerals, LP Ben M. Anderson Ben R. Young Ben Rubinett Benedict Payeff Benjamin Ralph Bickley Benjamin Ransom Bean


14

Berkley Donavan Anderson Bernadette Mary Kiely Bernice Brodksy Declaration Of Bert H Hillger Best Buy Betty Jane Rogers Crawford Bettye Ann Key, Trustee Beverly A Lentz Beverly Wilson Bhl Boresight, Inc. Bhw Charitable Trust Big B Crane, LLC Big D Equipment Company Big E Drilling Company Big E Services, LLC Big Game Oilfield Services,LLC Big H Transport, LLC Big Lake Kay Construction, Inc. Bill B. Day & Vernene F. Day Billie J. Saylor Billy Grace Cawley Billy Joe Hillger Birdie Slack Investments LLC Bison Trucking, LLC Black Gold Rental Tools, Inc. Black Pearl Energy, LLC Black Stone Minerals Company, LP Blackhawk Measurement Blackhawk Services, LLC Blackstone Minerals Company, L.P. Blair Tool LLC Blairbax Energy LLC Blake Oil & Gas Corporation Blaxtone Energy,LLC Blaze Interests, LLC Blaze Oil Company, LLC Bloomer Living Trust Blue Mesa Limited Partnership Blue Streak Transportation, Inc. Bluma A. Seigal Rev. Living Trust BML, Inc. BNB Consulting Services Inc. BNN West Texas Board of Regents of Tx A&M Univ. Bobbie E. Glidewell Bobby Baker

Bobby Free Bobby Shannon Moss Boldrick Family Properties LP Bond-Coat, Inc. Boomerang Trucking Boomslang Resources, LLC Boots Smith Completion Services LLC Borden Exploration & Development LP Bos Solutions,Inc. Bosque Disposal Systems, LLC Bossier Land Management, LLC Bounty Family Trust Bracewell LLP Bradco Services Braden Henry Turek Bradford Bradford L. Saums Bradley T. Sauters Brandon Clinton Hamner Brannco Wireline Services, Inc. Brazos Bend 2012 Trust Bren Marr Davis Brigham Minerals, LLC Briley Trucking, Ltd Britt Trucking Company Bronco Services, Ramon Ponce Brower Family Partnership LP Browning Oil Company, Inc. Bruce Stephens Bryan D. Chenault Bst Oil & Gas, LLC BT & S Trucking Services LLC BT Midstream, LLC Buck Oil & Gas, LLC Buckeye, Inc. Buffalo Oil & Gas Buffy Energy LLC Buford Tipton Chesney Bullseye Testing LLC Bullzeye Oilfield Services, LLC Burdine Anderson Giese Bush/Griffin Living Trust Butch's Rat Hole & Anchor Service Bwb Land & Minerals, LLC Byrd Oilfield Services LLC C & A Royalties, LP


15

C & G Family Trust C & R Oilfield Services Inc. C Hinton Enterprises C&G Electrical, LLC C&J Spec-Rent Services, Inc. C. Fagg Sanford, Iii C.A. Daugherty Caballo Loco Midstream, LLC Cabrito Ltd Cactus Fuel, LLC Caddo Minerals, Inc. Cagle Fishing & Rental Tools, Ltd Callie Doris Freetage Stevens Callie Stevens Caltech Global, LLC Calvin Campbell Calvin Donaghey Calvyn Tool Company Cambridge Royalty Company Cameron International Corporation Canary Drilling Services Canon Safety Services, Ltd. Canrig Drilling Technology Ltd. Cantrell Trucking,Inc. Capital One Bank, USA Capital Premium Financing Caprock Oil Tools, Inc. Caprock Title Midland, LLC Carla M. Hunter Carly Jo Underwood Carol A. Noonan Carole Elizabeth Lattner Steinmetz Caroline N. Hoagland Carolyn Ann Bell Saras Scarborough Carrizo Oil & Gas Carrollton Mineral Partners IV, LP Carson Bryan Carter Bloodcare Casey G. Riggan Casey Nolen Castle Peak Development, Ltd Catalyst Oilfield Services, LLC Cathryn Withrow Cathryn Withrow Revocable Trust Cathy C. Lucas Cavalry Energy Services, Inc.

Cavco Investments, LP Cawley Gillespie & Associates CC Forbes LLC CC Oil & Gas Ventures, LLC Cdk Perforatring,LLC Cecilia Castillo Cement Specialists LLC Centennial Resource Development Inc. Centennial Resource Production, LLC Central Texas Reclamation, LLC Chad Austin Brown Chad Butler Chad L. Bunn Chance Tool, Ltd Chandler Sinclair Means Charger Services, LLC Charlaine Mccoy Spurlock Charles Cotter Charles E. Colwell Charles Edward Jordan Charles F. Chambers, Iii Charles H Priddy Charles Heald Charles M Frede Charles M. Miranda Charles Meyers Charles R Meeker Trust Charles R. Anderson & Charles Steven Kolb Charles W. Elrod Charlotte Hudson Charlotte R. Odell Charlotte T. Slack Chase Harris, Inc. Chenault-Vaughan Family Cherry Creek Minerals, LLC Cherry Transport Cheryl Lynn Mcgahey Chester J & Patsy P Kesey Life Chevron Products Company Cheyenne Snapp Chief Oilfield Services, LLC Chief Services Chock's Inc. Chris Stephenson Christine B Motycka


16

Christine L. Fisher Living Trust Christine Saras Vladeck Christopher Cotten Christopher L. Free Christopher Michelsen Christopher Shawn Guthrie Christopher Stephenson Christy Leona Coates Cjm Energy Partners, LP Cjm Partners, LP Claire Strain Duesing Claud B Hamill Estate Clauda Crossler Clayton Wayne Armstrong Family Clean Chemistry, Inc. Clearwater Resources, LLC CMP Acquisitions, LLC CMP Permian, LP CMS Trucking, LLC Coastal Energy Services, LLC Cody Ben Sims Cody Dennis Trucking LLC Cogent Energy Services Coil Tubing Partners, LLC Colgate Colgate Operate, LLC Commercial Steel Products, LLC Commissioner of the Texas Complete Services Concentric Mineral Partners, L.P. Connection Field Services, LLC Connie Rae Kesey Coats Conquest Completion Services, LLC Contender Energy Partners, LP Contender Permian II, LP Control Equipment, Inc. Cooper Henderson Askins Copper Creek Royalty, LLC Cordax Dba Datalog Lwt, Inc. Core & Main LP Cornelia Campbell Grilley Cornelia Campbell Grilley Estate Cornell University Corp., RRC Construction Corrosion Ltd Cougar Drilling Solutions

County of Reeves Courtney Heath Carswell Covenant Testing Technologies, LLC CPR Hotshot Services, Charles Rosa Craft Office Systems Inc. Craig M. Mcdonnold Craig Patrick Glenn Craig W Barr Craig William Beckner Creed Trucking, LLC Creek Pipe Company Crescent Drilling Foreman Crest Pumping Technologies, LLC Cretic Energy Services LLC Crown Geochemistry, Inc. Csi Compressco Operating, Inc Csp-Permian,LLC , Capital Sand CTAP, LLC Cudd Pressure Control, Inc. Culligan Water of West Texas, Inc. Cutter Drilling Systems Cynthia Copeland Spurlock Cynthia Gayle Barthelme Cynthia Kay Alley Cynthia Suzanne Kesey Alexander D. Covington Family Trust D.G. Rentals Inc. Dalton H Cobb Jr Dan R. Honeyfield Daniel D. Harkin Daniel H. Pappas Daniel Roy Stevens Daniel Wesley Reynolds Danny R. O'Brien Dark Energy, Inc. Datalog Geological Services, LLC Dave's Tubing Testing Hot David B Wilson David C Wilson David Cox David Crow, Bullet Enterprises David Dennis and Sharlene Dennis David E. & Shelley W. Sheinkopf David Earl Glenn David Earl Hageman David Edward Haubegger


17

David Farmer Exploration LLC David Henry Hillger David Henry Hillger, Jr. David Hunter Strain David J. Entzminger David Jess St. Clair David L. Frakes FLP LLP David M Cook David Oliver Daniel David Strain, Trustee of The David Y. Chung DB Coring Solutions, LLC DCC Services, LLC DCP Midstream, LLC Deal Commission Dean L. Greenburg Revocable Trust Deborah Davidson Napoli Deborah K. Perry Noyes Deborah Lynn Fowler Dec Global Dede Spiva Powell Deepwell Energy Services, LLC Deirdre Appel Delana F. Huston Delaware State Treasury Delbert L. Runyon Del's Fluid Calipers, Inc Del's Inspection Service Dependable Well Service LLC Desert Partners IV LP Desert Partners V LP Desert Wolfpack Mobile, Inc. DGM Supply, Inc. Diahn Ehlers Dialog Wireline Services, LLC Diamond G. Oilfield Services Diamond G. Oilfield Supply Diamond M. Trucking Diana C. Dunn Diana Saenz Diane E. Benson Dick Glover Company, Inc. Dill Land & Cattle, LLC Dinosaur Petroleum LLC Discount Tire Diversified Detection Services, Inc

Diverterplus, LLC D-Jax Corporation DKL Investments LP DNS Trucking, LLC Doc's Reverse Units & Rental Tools Document Shredding and Storage Dodson Family LLC Don Chambers Don Harris Donald Bradley, Bradley Measurement Donald E. Jahncke Living Trust Donald L. Callahan Jr Donald R Wallace Donna Caldwell Properties, LLC Donna Pepper Donna Ruth Kirk Donnabelle Hutt Don-Nan Pump & Supply Doreen L Stauffer Dorr Petroleum Land Management, LLC Double E Trucking Double H Services Doublepine Investments, Ltd. Douglas Earl Bell Douglas G Heck Douglas M. Chenault Douglas Ray Hart Douglas W Ferguson Down Hole Inspection, Inc Downhole Technology, LLC Drilformance, LLC Drill2frac Drillchem Drilling Solutions,LLC Drilling Info Inc. Drillingpro DTC Energy Group, Inc. D-Tech Drilling Tools,Inc. Durachem Production Services, LLC Dustin Creek Dwj Real Properties, LLC Dynamic Downhole Services, LLC Dynamic Oilfield Services Inc Dynasty Downhole Services Dynomax Drilling Tools USA Inc. E & R Reed Enterprises, LLC E&V Oil Field Services


18

E. F. Humphries E3 Land & Minerals, LLC Eagle Propane & Fuels Eagleclaw Midstream Ventures, LLC Earl and Ruth Reed Earl and Ruth Reed Revocable Trust Earl Michael Rogers Echo Minerals Ac III, LLC Echo Minerals, LP Ed C. Barrett Eddie B. Gomez Edge Manufacturing & Technology Edward P. Mellon, II, Tuw Edward W Hopper Edward Warren Hopper Edwin Finley Holdings, LLC Eggelhof Inc. Elah Properties Ltd Elaine Barnes Elicia Green Elisa Castillo Elisa Noble Family Ltd. Elizabeth Cody Rutter Elizabeth Pendleton Reynolds Ella Ring Ellen Colwell Hall Ellison Fluid Calipers, LLC ELSR, LP Emmet, Marvin & Martin, LLP Employbridge Holding Company Encore Wellhead Systems, LLC Endeavor Energy Resources, LP Energy Personnel International Energy Transfer Partners, LP Energy, Fishing & Rental Enterprise Crude Oil Enterprise Products Partners, LP Enventure Global Technology, Inc. Enviro Vat, LP Envirologic Solutions, Inc. Dba ELS Epic Management Resources, LLC Eric Eschberger Erica Haro Erma Meuth Ervin Well Site Consultants, LLC Erwin Schwartz Sr.

Essman Family Partnership LP Estate Claud B. Hamill Estate of Christopher Franks, Decd. Estate of E.F. Humphries Estate of Edwin C. Finley, Deceased Estate of Gerald W. Currie Estate of James Edward Brooks Estate of James W Carmack, Deceased Estate of John G. Auld Estate of O. Barton Bush Estate of P.A. Meyers Estate of Patsy Ruth Young Estate of Raymound A. Young Estate of Rodney L. Gills Estate of Viola Barnes Estate of W. D. Bush ETC Field Services, LLC ETC Texas Pipeline,Ltd Eugene Pica Eva May O'brien Evalie Grigg Evan Michael Robinson Evans Petroleum Consultants Evelyn A. Maley Evelyn Carpenter Evelyn Doyle Spearman Evergreen Natural Resources, LLC Evo Incorporated Ewing's Blue Streak LLC Exile Royalty Company, LLC Express Energy Services External Systems Exterran Energy Solutions, LP F&C Transports, Inc. F. L. Stephens F.S. Trucking, Inc. Fab Tech Drilling Equipment, Inc. Fairmount Land & Minerals, LLC Falcon Energy Services Feagan Gathering Company Federico Enterprises, Inc. Ferguson Resources Inc Fern Hill Village Apartments Fesco Ltd , Petroleum Engineers Firethorne Downhole First National Bank of Granbury


19

Fleaux Services of Louisiana, LLC Flexpipe Systems, A. Shawcor Company Flexsteel Pipeline Flexsteel Usa, LLC Florence Marie Hall Trusts Florence Thelma Hall Trusts Flotek Chemistry, LLC, PCM Division Flo-Test, Inc. Flowco Production Solutions, LLC Floyd C. Dodson, Jr. Trust Floyd Cummings Dodson Keeble Trust Floyd Randolph Humphries Fluid Delivery Solutions, LLC Flying A. Pumping Services, LLC FM Hall LP FMH Foundation Ford Motor Credit Forrister Generation-Skipping Trust Fortress Bank Fortress Energy Partners II, LP Fortress Exchange Properties, LLC Fortress-Third Party Closing Costs Fortuna Minerals, LLC Foster & Foster Law, PC Foster Royalties, LP Foundation Minerals, LLC Fox Tank Company FR Energy, LLC Frac Specialists, LLC Frances Farwell Diabeti Frances Lucido Frances M Williams Frances Ratliff Francis C. Sanders Francis Montgomery Williams Frank & Billie M Slack Rev Trust Frank K Hopper Frazee Arledge Fred A. Cecere Fred Haines Fred L. Phillips Freda Blahosky Trust Freeland Roustabout & Equipment LLC Fried Frank Friendly Trucking Frozen Food Express

FTS International Services, LLC G & N Pumping & Compressor Service G. Alan Chapman G.C. & Sons Trucking, Inc. G6 Energy Services Gabriel Gold Garland Pumping & Gary B. Smith 1992 Revocable Gary Earl Reed & Christine Gary Earl Reed, SSP Gary Philip Rogers Gaurav Rai Ge Oil & Gas Esp, Inc. Ge Oil & Gas Pressure Control LP Genesis Energy Geoff Hawkins, Inc. George C. Neale, Attorneys At Law George F. Meyers George L. Runyon George Ray Sparks George Susat George W Gantt III Georgia Elrod Congleton Geosystems LLP Gesch Contracting, Inc. Gills Family Revocable Trust Gilmore Fabrication & Service, LP Girard Exploration & Production LLC Gladiator Energy Services, LLC Glasscock County Glen C. Bickley Glenn H. Liebowitz Trust Globe Energy Services Glyneth J. Holmes Gm Oilfield & Trucking Services LLC Gordon King Humphries Gordon W Mixon Jr. GR Energy Services Gradiant Energy Services, Inc. Grady's Western Supply Co., Inc. Grande Communications Gravity Oilfield Services, LLC Gray Surface Specialties Great Plains Well Logging, Inc. Green Tree Country Club, Inc. Greenhill School


20

Greenwell Energy Solutions, LLC Gregory P. Miller Grether Family Trust Greyson George Seymour Griffin Ricker Trust Gringotts 5404 LLC Grissom's Oilfield Service, LLC Gulf Coast Business Credit Gwendolyn B. Geltemeyer Gyrodata Incorporated H & M Buie Investments, Ltd. H.T. Hilliard Estate H2Oil Disposal & Recovery Services Hackberry, LLC Hadco Services, Inc. Hailey's Hot Shot, LLC Hair Family Limited Partnership Hall-Free Energy Investments Halliburton Energy Services, Inc. Hammer Perforating, LLC Hanging H. Ranch Hannathon Petroleum LLC Happy Otter Holdings, LP Harris Acoustics of Midland, Inc. Harris Family Trust Harrison Heritage Enterprises, Inc. Harvey H. Mueller, II Headwaters Minerals II, LP Hed Enterprises, LP Hedloc Investment Company LP Helen Bickley Poole Helen Christine Yancy, Life Estate Helen Hanan Helen Taylor Galbraith Hell's Gate Resources Helmerich & Payne, Inc. Henski Oilfield Services Herbert R. Rehders III HFLP E&P LLC Hidalgo Falls LP High Peak Rental & Construction LLC Hillger Becknell Family Hillger Legacy, LP Holten G. Campbell Hooker Energy Holdings, LLC Horizontal Solutions International

Horton Royalty, LLC Hot Rod's Hot Shot Service, LLC Howard Mantle Howard Measurement Co., Inc. Hse Integrated, LLC Huckaby LP Hughes Oilfield Transportation Inc Hugo G. Meuth Hunter Family Partnership, Ltd Hybrid Lodging, LLC Hyde Oil & Gas Corporation Hydrocarbons Unlimited Hydrotx Cleaning Services, LLC IHS Global Inc. IITFWI, LLC Impac Exploration Services, Inc. Innovex Downhole Solutions, Inc. Innovex Production Solutions Insignificant Oil, LLC Integrity Directional Services, LLC Integrity Gas Services, LLC Integrity Services, LLC Internal Revenue Service Investigations & Security, Inc Ira Plus Southwest LLC, Custodian Ira Pump & Supply Co. Iron Horse Tools, LLC Ironman Specialty Fluids LLC Isaacs Transport Isabel Cole Brooks J Ray's Rentals J&R Reverse Units & Rental Tools Ll J&W Services & Equipment Company J. B. Royalties, LLC J. Devin Alsup, Trustee J. Douglas Bradley, LLP J. G. Eichstaedt 1997 Trust J. Jan Jircik, P.C. J. W. Perry J.E. Carmack J.L. Henry Corporation J6 Energy Services JA Oilfield Manufacturing, Inc. Jack Bickley Jack Louis Mcgowen Jack Millsap Company Inc.


21

Jack P. Wolfe Jack Phariss Jacqueline Campbell Sheetz Estate Jacqueline Waller Morehead Jacqueline Yvetter Morehead James (Ron) Wilson James A. Heck James A. Reichert James A. Yancy James A. Carter James B & Tracy M Anderson Trust James B. Bickley James Brian Anderson James Brown Ratliff, Iii James Burns James G. Smith James H. Essman James H. Limbright James M. Trester & Holly M. Trester James Micheal Wilson James R Cunningham Jr James R Doyle James R. Berens James Richard Hillger James Robert Bird James Robert Story, Jr. James Thomas Daniel Iii James W. Carmack Ii James W. Essman James W. Spence Jr James W. Essman Jan Electric LLC Jan M Murphy Jana Gills Morris Jana Rice Janan White Little, Trustee Jane Danis Jane L Brodsky Declaration of Trust Janet Lorena Byrnes Janet Pruitt Janice Campbell Estate Janice Hillger Melton Janie B Nichols Janszen Revocable Living Trust Janyss S. Sullivan 1999 Trust Jason Brandes

Jason Galindo Jay Bickley Je Carmack LLC Jeben's Petroleum Engineering, LLC Jeff and Nada Mae Davis Jeff Harkin Jeff Heald Jeffery D. Sammons Jeffery Griffith Jeffrey D. Chenault Jeffrey D. Hart Jeffrey Grasty Jennifer Jo George Jensen Kohl Angelloz Jerrad Chance Young Jerry D. Cotter Jerry M. Moore Jerry Stansell Jerry T. Doyle Jerry Thompson Jerry Vela Jerry W Bayless & Rhonda W Bayless Jerry Wayne Bell Jesus Orosco Jet Specialty, Inc. Jetstream Oil and Gas Partners, LP JGT Oilfield Service LLC Jim Sam Camp, Trustee Jimmy R. Cox, JRC Well Consulting JL Butler Resources, LLC Jo Ann Rogers Lannom Jody's Oilfield Service, Inc. Joe Campbell Estate Joe D. Rainey & Michelle D. Rainey Joey Ben Sims Joey Sims John & Theresa Hillman John B. Ashmun John B. Poole John Collins Prewit, Trustee John Cooper John D. Wilson John D. Sauters, III John E. Coonan John F Barkwell John H. Crilly & Carolyn R. Crilly


22

John Henry Vogel John Huddleston John J. Cody John Kruger John M. James John Passmore John Paul Shaby John Peery Searls John R Atkinson Jr John R. Finley John Robert Cravey John Sheldon Clark Johnnie Marie Powell Ashley Johnston & Cloud Jon Christopher St. Clair Jonathon Cotten Jose Chavez Jose David Tovar Joseph A. Courtemanche Joseph Mark Gregory Joseph W. Spence Joslyn Priddy JSJ Lee Trucking, LLC Juanita Humphries Hampton Juanita Ratliff Johnson Judith Camp Sauer, Trustee Judith A. Mosley Bench Julia Workman Julie Canon Julie E. Barnes Julie Grammer Shusko Julie Mosley June Sanford Tharp Justin Dallas St. Clair Justin Sullivan J-W Power Company JW Powerline JW Trucking, LLC K&G Rental Service, Inc. Kale Capital Advisors, LLC Karen Ann Rogers Edgemon Karen Hood Karen Jane Alexander Karl Harris Karrie Ann Self Katch Kan USA

Katherine A. Rogers Hearn Katherine Gaynor Saums Cornett Katherine Mcaden Katherine Meyers Garon Katherine Stephenson Kathie Gail Courtemanche Kathleen Anne Gatts Cubine Kathleen Elaine Young Kathy Lee Parr Ferreira Kathy Stephenson Katlynn O'Brien Michael Katt Portable Solutions Kay Grammer Camp KC Pipe KE andrews & Company Keith Camp Keith J. Obermaier Kelly H. Baxter Estate Kelly Lynn Colwell Yancy Kendall Smith Kennedy Minerals Ltd Kenneth A. Hedrick Kenneth D. Brown Kenneth R. Poole Inc , KRP Rentals Kenneth S. Gunter Revocable Trust Kerry Lott Kevin Cook Kevin Debbs Kevin Glaspie Kevin Louis Roberson Kim Dyess Kimberly Ann Torrez Kimberly Kay Teague Kimberly Roberson Reynolds Kings Kinler Oil & Gas, Inc. Kirk Farquhar KKW 2003 Trust Klamath Oil & Gas, LLC KLT Minerals, LLC KLX Energy Services, LLC KM Resources KMF Land, LLC KMP Resources, LLC Knebel Family Holdings, LLC Knight Oil Tools, LLC


23

Knockout Trucking, LLC Kodiak Gas Services, LLC Kristen Cooper Kristen Priddy Kristi L. Reynolds Krysta O'Brien KSW Oilfield Rental,LLC Kutner Land Company, LLC KW International, LLC , KWI-Midland KWF Enterprises, LP Kyle H. Mcdonnold Kym Comer L&R Bit Company L. K. Adamson L.F. Manufacturing, Inc. Lacie Nicole Living Trust Laine A. Day Laine Valle Lamar Loyd Lambert Land Company, LLC Landshark Hydroexcavation Service Landy R. Baxter Laredo Petroleum, Inc. Larrez Green Larry Edward Day Larry F. Ray Larry Milton Bell Latisha Jean Pullen Latshaw Drilling Company, LLC Laura Anderson Davis Laura Beckner Holm Laura Mcdonald Laura Suzanne Alley Lauren Davis Lauren Grilley Laurie Barr Family Trust Law Office of David Gross Law Offices of Dakshini R. Sen, PC Law Offices of Jay E. Reedy Lda, Limited Partnership Leek Safety & Fire Equipment, Inc. Legacy Artificial Lift Legacy Directional Drilling, LLC Legacy Royalties, Ltd Legend Energy Services, LLC Legend Well Site Solutions, LLC

Legends Drilling Management Leo Villareal Leonard G. Miller Leonard G. Siegal Rev. Living Trust Les T. Toma Lesley Carmack Lewis Gills Lewis M Vasquez & Shauna Vasquez Lezlie Sue Watkins Tipton LG Pump, Inc. Liberty Energy Liberty Fishing & Rental Tools, Inc Liberty Well Service,LLC Liebowitz Living Trust Light Duty Services, LLC Light Tower Rentals, Inc Lightning Oilfield Services, Inc. Linda Grilley Linda H. Stevens Linda Jane Myers Linda S. Meuth Linda Searls Neidert Linda Sue Hillger Lindley Energy, LLC Lisa Cotter Lisa Marie Powell Lisa Nichols LLG Energy Services, LLC Lobo Transport Inc. Lois H. Lawless Lois Heffington Lois Jean Hillger Page Lois Young Walker Lona Spruill Estate Lone Star Trucking Lone Star Wireline Services, LLC Long Star Trucking and Field Service Loren Winslow Means Lori Helman Pogoda Revocable Trust Lori Tudor Lotus LLC Lubbock Audio Visual, Inc. Lucky MCD Petroleum, LLC Lucky Mcdermott Petroleum, LLC Lucky Rental Tool LLC Lucky Services Inc.


24

Lucy Johnette Williams Lufkin Industries, LLC Luis A Martinez & Rosie Martinez Luxe Operating, LLC Luxe Royalties, LLC Lynn Hughes Lynne C. Parsley M & W Hot Oil, Inc. M Mcdonnold Jr M&M General Contractors, Inc. M. F. Lawless Testamentary M.D. Abel Co. Maciel Trucking, LLC Mac's Bbq & Catering Macy Anderson Maefield Development Company Maggie Kay Key Magnum Oil Tools International Ltd Mai Ling Slaughter Majestic Minerals and Royalty Mgmt Majestic Minerals and Royalty, LP Mandana B Livingston Irrevoc Trust Manti Tarka Permian, LP Manuel Herrera Map Resources, Inc. Marcelle W. Reed Trust Margaret A. Murphy Margaret M. Reese Margaret S. Mallard Estate Margaret Stacy Reynolds Margie B. Gentry Marian Miller Montgomery Maribeth Stephens Marie C. Lodowaski, Trustee Marie C. Lodowski Marie C. Lodowski Testamentary Marilyn Horne Marilyn Matheny Casto Marilyn Ruth Maxwell Hatfield Mario A. Ortega, Dba Man On Fire Marisa Borrego Mark A Smith Trust Fbo Evalie Grigg Mark A. Smith Irrevocable Tua Fbo Mark Alvin Wagner, MKW Consulting Mark C. Humphries Mark E. Sauters

Mark Griffin Mark. A. Smith Trust Mars Advertising, Inc. Marsha S. Clifford Marsha Sue Clifford Revocable Trust Martha Ann Slack Reid Martha Meyers Martha Mixon Gagnon Martha Strain Wilkinson Marvin Gardens Capital, LLC Marvos Minerals, LLC Mary Anderson Abell Mary Ann Kawaja Mary Ann Mclnnis Mary Arnett Mary Carolyn Puckett Mary Combest Arnett Mary E Eschberger Mary G. Flynt Mary Hickey Bell Mary Jane Crawford Mary Lynlee Sayles Darby Mary R Callahan Mary Susan Arditi & Edward Adams Mary Virginia Harkin Mary Wanda Rogers Black Mason Askins Mason David Hounshell Mason Well Service Matador Drilling Corp Matagorda B1, LP Matheny Motor Truck Company Matthew Gregory Daniel Matthew J. Hillger Matthew R & Tiffany Daugherty Matthew Therrell Maverick Field Services Mavros Minerals II, LLC Mavros Minerals, LLC Mcada Drilling Fluids, Inc McCauley Family Trust McClatchy Bros., Inc. McClinton Energy Group, LLC McDermott Trust McDonnold Petroleum LLC McElroy, Sullivan, Miller,


25

McMullen Minerals, LLC MDC Acquisition LLC MDC Reeves Energy LLC MDC Texas Energy LLC Meadowbrook Lane, LLC Meg Brooks, Independent Executrix Megan M. Booth Melanie Lee Melanie M. Kolby Melanie S. Lee Melinda McEntee Hilliard Shaw Melissa O'Kelley Melody Delong Melvin L Cowan, Ii Management Trust Mendford Trucking, LLC Meredith Mcbee Meredith S. Baker Merrill Communications, LLC Mesa Natural Gas Solutions Meyer Energy Services, LLC MGHJR, Ltd. M-I LLC , Sulfatreat Mi Swaco, M-I LLC Mica Powell Hopkins Mica Tool & Tubular Michael A. Kulenguski Michael A. Mcdermott Michael Allan Harris Michael B. Cobb Michael Banschbach Michael D & Phillip S Hillger Michael Dale Hillger Michael J. Canon, P.C. Michael Kent Williams Michael Lester Ratliff Michael Matheny Michael R. Drake Michael Runyon Micheal Hedrick Michele C. Healy Midamerican Energy Company Midamerican Energy Services, LLC Midcentral Energy Services, LLC Midessa Telephone Systems Midland Central Appraisal District Midland Drilling Products

Midland Map Company, LLC Midland Pipe & Equipment Inc. Midland Safety and Health Sales Mikal Scott Young Mike Womack, Inc. Mildred A Bell Estate Milestone Environmental Mimipa Kahle Trust Mitchell Royalty, LP MJP Investments, Inc. MMV and JLM Family Trust Momentum Minerals Operating, LP Momentum Operating Co., Inc. Monahans Nipple-Up Service Moneral, Ltd. Monta Sewell Moonlight Energy Services Moore Capital Ltd. Morado Energy Minerals, LLC Morris Colwell Moser Engine Service Motley Asset Management, LLC Mountain Supply & Service, LLC Movest Capital Mps Enterprises, Inc., Milford Pipe MRC, McJunkin Red Man Corporation MS Energy Services, Multi-Shot, LLC Mt.Snow Construction,LLC MTE Holdings LLC Muckleroy Energy Company Mulholland Energy Services, LLC Muriel E. Graf Family Trust Murphree Tool Company, Inc. Mustang Well Service, LLC Myanmar Oil & Gas, LLC N Noble FLP LLP N&B Well Service, LLC Nabors Completion & Production Nabors Drilling Technologies Namp Holdings, LLC Nancy Catherine Rogers Stout Nancy K. Cook Falk Nancy Sue Colwell Savoy Nancy White Dennis Natalie Nichols Stroup Nathan D. Hillger


26

National Oilwell Dht - Md Totco National Oilwell Varco, L.P. National Tank & Equipment NCS Multistage NES Global, LLC, HSBC NES New Tech Global Ventures, LLC Newfork Royalties Nextera Energy Marketing, LLC Nexus II, Directional Drilling NGL Water Solutions Permian, LLC Nick Tipton Nick Westby Nicolas Brissette Nitro Construction Nitro Fluids Noble Royalties, Inc. Noble Royalties, Inc. Fund III LP Noble Royalties, Inc. Fund IV LP Noble Royalties, Inc. Fund V LP Noble Royalty Access Fund I LP Noble Royalty Access Fund II LP Noble Royalty Access Fund VII LP Noel Upfall Revocable Trust Noemi Armendariz Norma Dwight Rogers Norma Jean Kolb Norman A. Pappas Trust Norman Robert Hailey Notary Public Unit Nov Dht, L.P. , Wells Fargo Bank NA O. F. Hedrick Jr. Oak Valley Mineral and Land, LP Occidental Oil and Gas Corporation Odessa Packer Service, Inc. Odessa Pumps & Equipment, Inc. Odie B. Finley Office Depot Office of The United States Trustee Oil Patch Group, Inc. Oil States Energy Services, LLC Oilfield Chemical Solutions, LLC Oilfield Safety & Environmental Oil-Tech Construction, LLC Old School Services Oliver H. Daniel One Eleven Mineral Partnership

One Source Energy Services O'Neill Minerals I, LLC Opportune, LLP Orbit Construction Original Services, Inc. Orlando L. Cisneros Orman Blackwell Orwell J. & Beverly J. Oryx Southern Delware Holdings, LLC Osado Properties Ltd Oscar Dane, Iii Oso Capital LP O-Tex Pumping LLC Ouwa Oil, LLC Owen Haggard P. A. Meyers P. O'b Montgomery P. O'b Montgomery, Sr. & Wife P.E. Rentals, Inc P.O'b Montgomery, Jr., Trustee For Pajual Enterprise, LLC Paladin Completion Services Panther Well Service LLC Parker Group Pason Systems Usa Corp Pate Trucking Company, LLC Patricia Ann Edens Patricia L. Poole Patricia Lynn Dixon Patrick Gray Patriot Mudlogging, LLC Patriot Premium Threading Patsy Nell Ramsey Patterson Rental Tools Patterson Services, Inc. Patterson-Uti Drilling Company, LLC Patti Wolfe Mitchell Paul & Tara Schwartz Farms Inc. Paul Christopher Daniel Paul Cyphers Paul J. Sims Paul L. Louchis Revocable Trust Paul L. Sossi Living Trust Paul Lynn Rogers Paul Ricker Estate Trust Paul Schwartz


27

Paul W. Funkhouser Paul W. White, Trustee Paula E. Sullivan Paula Faye Rogers Stafford Payzone Directional Services, Inc. PBR Properties Joint Venture PCL Partners, Ltd. PDM Services LLC Peak Oilfield Services, LLC Pecan Bayou Energy, LLC Pecos Bend Royalties, LP Pecos Enterprise Pecos Farm Trust Pecos Valley Production Service Pegasus Resources, LLC Peggi Wolfe Morgan Peggy Adams Peggy Angela Rambo Peggy M Cook Peggy Selden Revocable Trust Peloton Computer Enterprises, Inc. Pennell & Marlowe Land Surveyors Permian Anchors Permian Enterprises, Ltd Permian Equipment Rentals Permian Equipment Rentals Permian Geological Services, LLC Permian Petroleum Services, Inc. Permian Power Tong, LLC Permian Sign Co. Permian Water Solutions, LLC Permico Partners Ii, LLC Permico Royalties, LLC Perry Colwell Estate Petco Limited Peter F. Corbett Peter Faufman and Elizabeth Kaufman Petra Rental and Supply, LLC Petra Reyes Petro Amigos Supply Inc. Petro Waste Environmental, LP Petroleo, LLC Petrolero, LLC Petroplex Acidizing Inc. Petroplex Swd, LLC Petrosmith Equipment, LP

PGH Petroleum & Environmental Phares Edwin Lemond, Jr. Philip L. Elkus Trust Philip O'b Montgomery Sr & Wife Tru Phillip Scott Hillger Phillip Tyler Yenzer Phillips Investments, LLC Phoenix Technology Services USA, I Pierson Family Trust Pilot Thomas Logistics, LLC Pinkston Royalties, LP Pioneer Natural Resources USA Inc. Pioneer Wireline Services, LLC Pirate Oilfield Services, Inc. Platform II, LLC Platinum Collision Repair Center Platinum Pipe Rentals, LLC Plungers & More Poco Minerals LLC Pollard Petroleum Consulting Polyflow, LLC Powersat Communications USA LP Pradon Construction & Trucking Precision Drilling Company, LP Precision Pressure Data, Inc. Predator Drilling, LLC Preferred Personnel Inc. Premier Directional Drilling, LLC Premier Oilfield Group Premium Clean Premium Oilfield Technologies, LLC. Premium Tools, LLC Prewit Land and Minerals, Ltd. Primal Energy O&G, LLC Primavera Resources, Inc. Prime Rock Minerals II, LLC Prime Rock Minerals, LLC Prime Time Water Supply, LLC Primitive Petroleum, Inc. Priority Artificial Lift PRL Energy Holding, LLC Pro Select Swd 4 LLC , Probity Swd Pro Welding, LLC Production Lift Companies, Inc. Professional Directional Property Resources Company, Inc.


28

Propetro Services, Inc. Prosperity Bank, USA Pro-Tech Hardbanding Services, Inc. Pro-Test, Inc. PSG Resources, LLC PSI Wireline, Inc. Pumpco Energy Services, Inc. Purchase Power, Pitney Bowes Purple Land Management, LLC Pyote Water Solutions, LLC Qes Directional Drilling, LLC Qes Pressure Control, LLC Qpc3, LP Qualitas Oilfield Services Quality Fluids, LLC Quanah Exploration, LLC Quest Electrical & Mechanical Corp Quorum Business Solutions Qwikpipe Inc. R 360 Environmental Solutions, LLC R F Steiner Heirs R. B. McGowen III Rachel Reynolds Leigh Railroad Commissi

Date post:	19-Oct-2020
Category:	Documents
Upload:	others
View:	0 times
Download:	0 times

IN THE UNITED STATES BANKRUPTCY COURT FOR THE … · practicing before bankruptcy courts, including...

Documents