Case 19-10547 Doc 370 Filed 08/23/19 Entered 08/23/19 15:05:43 Page 1 of 11

UNITED STATES BANKRUPTCY COURT MIDDLE DISTRICT OF

IN RE: CHAPTER 11

FALCON V, L.L.C., et al.,1 CASE NO. 19-10547

DEBTORS. JOINTLY ADMINISTERED

CERTIFICATE OF SERVICE

I certify that on August 23, 2019, I served a complete copy of the following:

(i) CLASS 1: PREPETITION LENDER SECURED CLAIMS - BALLOT FOR ACCEPTING OR REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES DATED AUGUST 16, 2019 (ATTACHED AS EXHIBIT A)

(ii) FIRST AMENDED DISCLOSURE STATEMENT FOR THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 19, 2019 (ECF. #349); with THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 16, 2019 attached thereto as Exhibit A.

on the following parties by placing same in the United States mail, postage prepaid, addressed to the following party at the following address (and any and all parties who have requested electronic notice through the court’s CM/ECF system) in compliance with the Federal Rules of Bankruptcy Procedure and the Court’s Local Rules:

405 Baxterville LLC 405 Baxterville LLC c/o Tad Davidson 405 Lexington Ave, 59th Floor Hunton Andrews Kurth LLP New York, NY 10174 600 Travis Street, Suite 4200 Houston, TX 77002

I certify that on August 23, 2019, I served a complete copy of the following:

1 The “Debtors” are the following entities (the corresponding bankruptcy case numbers follow in parentheses): Falcon V, L.L.C. (Case No. 19-10547), ORX Resources, L.L.C. (Case No. 19-10548), and Falcon V Holdings, L.L.C. (Case No. 19-10561). The address of the Debtors is 400 , Suite 1100, , Louisiana 70130.

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(i) CLASS 2: TRADE CLAIMS - BALLOT FOR ACCEPTING OR REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES DATED AUGUST 16, 2019 (ATTACHED AS EXHIBIT B)

(ii) FIRST AMENDED DISCLOSURE STATEMENT FOR THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 19, 2019 (ECF. #349), with THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 16, 2019 attached thereto as Exhibit A.

on the following parties by placing same in the United States mail, postage prepaid, addressed to the following party at the following address (and any and all parties who have requested electronic notice through the court’s CM/ECF system) in compliance with the Federal Rules of Bankruptcy Procedure and the Court’s Local Rules:

A&B VALVE ACME TRUCK LINE INC ACCU LINE WIRELINE SERVICES, LLC Dept 172 MSC-410683 1040 Wall Rd. PO Box 4458 PO Box 415000 Broussard, LA 70518 Houston, TX 77210-4458 Nashville, TN 37241-5000

AMERICAN EAGLE ASA ENERGY SERVICES, LLC BRAMMER ENGINEERING INC LOGISTICS LLC PO Box 80183 PO Box 301670 P.O. Box 3307 Lafayette, LA 70598-0183 Dallas, TX 75303-1670 Lafayette, LA 70502

BROTHERS OILFIELD SERVICE & CAJUN PROCESS CAMERON INT'L CORPORATION SUPPLY SOLUTIONS LLC c/o Carl Dore, Dore Law Group, PC

PO Box 53408 PO Box 2394 17171 Park Row, Suite 160 Lafayette, LA 70505 Gonzales, LA 70707 Houston, TX 77084

CARDINAL COIL TUBING, LLC CARLISLE ENERGY GROUP CF & S TANK EQUIPMENT CO. John A. Mouton, III PO Box 81367 PO Box 10070 1200 Camelia Blvd., Suite A Lafayette, LA 70598-1367 New Iberia, LA 70562 Lafayette, LA 70508

CHAFFE MCCALL LLP CRESCENT DRILLING FOREMAN, INC DAIGLE WELDING SUPPLY 2300 2400 Veterans Memorial Blvd, 1706 West Landry St 1100 Poydras St Suite 110 Opelousas, LA 70570 New Orleans, LA 70163-2300 Kenner, LA 70062

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DELTA OIL TOOLS, LLC ELEMENT MATERIALS ELLIOTT ELECTRIC SUPPLY INC PO Box 753 7500 Callegan Rd E PO Box 206524 Vidalia, LA 71373 Morganza, LA 70759 Dallas, TX 75320-6524

GROSSE TETE WELL SERVICE FLOWCO PRODUCTION GAS MEASUREMENT SERVICES, LLC PO Box 422 P.O. Box 398 PO Box 3917 77925 McBay Rd LaPlace, LA 70069 Houma, LA 70361 Grosse Tete, LA 70740

HEBERT OILFIELD SERVICES HLP ENGINEERING INC HUB CITY INDUSTRIAL 222 Snipe Rd PO Box 52805 PO Box 62265 Lafayette, LA 70506 Lafayette, LA 70505 Lafayette, LA 70596

HUDSON SERVICES, INC John M. Dubreuil, Daigle Fisse & JACQUELINE RITCHIE K&C PNEUMATIC SALVAGE Kessenich 3421 LA Hwy 78 PO Box 846 227 Highway 21 Livonia, LA 70755 Bourg, LA 70343 Madisonville, LA 70447

KNIGHT OIL TOOLS, LLC KENNY DESSELLE KENT & SMITH HOLDINGS, LLC c/o Carl Dore, Dore Law Group, PC 130 Sunset Lane 1555 Beaulieu Rd 17171 Park Row, Suite 160 Marksville, LA 71351 Port Allen, LA 70767 Houston, TX 77084

LOUISIANA CRANE LLOX, LLC CONSTRUCTION LLC MAGNOLIA TORQUE & TESTING INC 1001 Ochsner Blvd., Suite A Department 373 PO Box 206 Covington, LA 70433 PO Box 4652 Scott, LA 70583-0206 Houston, TX 77210-4652

NETHERLAND, SEWELL & ASSOCIATES, INC. OMI ENVIRONMENTAL SOLUTIONS OQSG Bradley C. Knapp, Locke Lord LLP PO Box 840920 2301 E Lamar Blvd, Suite 250 601 Poydras St, Suite 2660 Dallas, TX 75284-0920 Arlington, TX 76006 New Orleans, LA 70130

PRECISION DRILLING COMPANY, LP PETROLEUM CO-ORDINATORS, INC POWER TORQUE SERVICES, LLC Karen Bennett 219 Rue Fontaine PO Box 539 10350 Richmond Ave., Suite 700 Lafayette, LA 70508 Bourg, LA 70343 Houston, TX 77042

PREMIUM THRU TUBING PREMIUM EQPT PROJECT CONSULTING SERVICES INC Justin T. Scott PO Box 203763 3300 W. Esplanade Ave. S., Suite 500 600 Travis, Suite 4800 Dallas, TX 75320-2763 Metairie, LA 70002-3447 Houston, TX 77002

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R360 ENVIRONMENTAL SOLUTIONS LLC RELIABLE PRODUCTION SERVICE, LLC RUSCO SERVICES, INC PO Box 671766 PO Box 176 1050 QCP Park Drive Dallas, TX 75267-1766 Livonia, LA 70755 Broussard, LA 70518

SWIVEL RENTAL THE PARADIGM ALLIANCE TOP SCREENING, LLC PO Box 82539 PO Box 9123 7500 Callegen Rd E Lafayette, LA 70598 Wichita, KS 67277 Morganza, LA 70759

TOTAL ENERGY SOLUTIONS LLC TOTAL PUMP & SUPPLY TUBE TECH SERVICES 1338 Petroleum Parkway PO Box 548 PO Box 68 Broussard, LA 70518 Carencro, LA 70520 Scott, LA 70583

USA COMPRESSION PARTNERS, LLC VESCO RENTAL WAMCO, LLC Eric M. English, Porter Hedges LLP PO Box 11612 PO Box 2193 1000 Main Street, 36th Floor New Iberia, LA 70562-1612 Houma, LA 70361 Houston, TX 77002

ZEALOUS ENERGY WHITETAIL YELLOWJACKET OILFIELD SERVICES Kenneth J. Leblanc 210 Industrial Avenue B PO Box 678349 PO Box 92007 Houma, LA 70363 Dallas, TX 75267-8349 Lafayette, LA 70509

I certify that on August 23, 2019, I served a complete copy of the following:

(i) CLASS 3: GENERAL UNSECURED CLAIMS - BALLOT FOR ACCEPTING OR REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES DATED AUGUST 16, 2019 (ATTACHED AS EXHIBIT C)

(ii) FIRST AMENDED DISCLOSURE STATEMENT FOR THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 19, 2019 (ECF. #349), with THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 16, 2019 attached thereto as Exhibit A.

on the following parties by placing same in the United States mail, postage prepaid, addressed to the following party at the following address (and any and all parties who have requested electronic notice through the court’s CM/ECF system) in compliance with the Federal Rules of Bankruptcy Procedure and the Court’s Local Rules:

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Catapult Exploration, Inc Crescent City Litigation Support Crowe LLP 8889 Pelican Bay Blvd, Suite 403 1100 Poydras St, Suite 2780 P.O. Box 71570 Naples, FL 34108-0504 New Orleans, LA 70163 Chicago, IL 60694-1570

KPMG, LLP ORX Exploration, Inc. Randazzo Giglio & Bailey LLC Dept 0754 400 Poydras St, Suite 1100 PO Box 51347 P O Box 120754 New Orleans, LA 70130 Lafayette, LA 70505-1347 Dallas, TX 75312-0754

405 Baxterville LLC Seismic Exhange, Inc. Thompson Knight c/o Tad Davidson Bruce J. Ruzinsky/Jackson Walker LLP P.O. Box 660684 Hunton Andrews Kurth LLP 1401 McKinney St, Suite 1900 Dallas, TX 75266-0684 600 Travis Street, Suite 4200 Houston, TX 77010 Houston, TX 77002

Carver, Darden, Koretzky, HILCORP ENERGY I, L.P. 405 Baxterville LLC Tessier, Finn, Blossman c/o HILCORP ENERGY CO 405 Lexington Ave, 59th Floor 1100 Poydras Street, Suite 3100 1111 TRAVIS STREET New York, NY 10174 New Orleans, LA 70163 Houston, TX 77002

Hilcorp Energy Company 3867 Plaza Tower Dr Baton Rouge, LA 70816-0000

I certify that on August 23, 2019, I served a complete copy of the following:

(i) CLASS 3: GENERAL UNSECURED CLAIMS - BALLOT FOR ACCEPTING OR REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES DATED AUGUST 16, 2019 (ATTACHED AS EXHIBIT C)

(ii) FIRST AMENDED DISCLOSURE STATEMENT FOR THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 19, 2019 (ECF. #349), with THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 16, 2019 attached thereto as Exhibit A.

on the following parties by placing same in Fed Ex International Priority, addressed to the following parties at the following addresses (and any and all parties who have requested electronic notice through the court’s CM/ECF system) in compliance with the Federal Rules of Bankruptcy Procedure and the Court’s Local Rules:

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Cantor Fitzgerald One Churchhill Place Canary Wharf London E14 5RB Fed Ex Tracking # 776061387430

I certify that on August 23, 2019, I served a complete copy of the following:

(i) CLASS 3: GENERAL UNSECURED CLAIMS - BALLOT FOR ACCEPTING OR REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES DATED AUGUST 16, 2019 (ATTACHED AS EXHIBIT C)

(ii) FIRST AMENDED DISCLOSURE STATEMENT FOR THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 19, 2019 (ECF. #349), with THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 16, 2019 attached thereto as Exhibit A.

(iii) Amended Schedules E/F (ECF. #357)

(iv) ORDER SETTING EXTENDED BAR DATE FOR CERTAIN DISPUTED CLAIMANTS AND APPROVE FORM OF NOTICE THEREOF (ECF. #363)

(v) Official Form B10 – Proof of Claim

on the following parties by placing same in the United States mail, postage prepaid, addressed to the following party at the following address (and any and all parties who have requested electronic notice through the court’s CM/ECF system) in compliance with the Federal Rules of Bankruptcy Procedure and the Court’s Local Rules:

Slattery, Marino & Roberts Anthony C. Marino

70Poydras Street, Suite 5000 New Orleans, LA 70139

I certify that on August 23, 2019, I served a complete copy of the following:

(i) CLASS 3: GENERAL UNSECURED CLAIMS - BALLOT FOR ACCEPTING OR REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES DATED AUGUST 16, 2019 (ATTACHED AS EXHIBIT C)

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(ii) FIRST AMENDED DISCLOSURE STATEMENT FOR THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 19, 2019 (ECF. #349)

(iii) Amended Schedules E/F (ECF. #357)

(iv) ORDER SETTING EXTENDED BAR DATE FOR CERTAIN DISPUTED CLAIMANTS AND APPROVE FORM OF NOTICE THEREOF (ECF. #363)

(v) Official Form B10 – Proof of Claim

on the following parties by placing same in Fed Ex International Priority, addressed to the following parties at the following addresses (and any and all parties who have requested electronic notice through the court’s CM/ECF system) in compliance with the Federal Rules of Bankruptcy Procedure and the Court’s Local Rules:

Robert Guy Lane ABG Sundal Collier ASA Wikborg Rein 70 Delancey Street Munkedamsveien 45 E, 7th floor Dronning Mauds gate 11,

London NW1 7SA 0250 Oslo, Norway 0250 Oslo, Norge Fed Ex Tracking # 776061342169 Fed Ex Tracking # 776061570337 Fed Ex Tracking # 776061546696

Crowe Clark Whitehill, LLP Bird & Bird, LLP Blacks Country House 12 New Fetter Lane Rounds Green Road London EC4A1JP Oldbury, West Midlands B69 2DG Fed Ex Tracking # 776061416040 Fed Ex Tracking # 776061609250

I certify that on August 23, 2019, I served a complete copy of the following:

(i) CLASS 4: ANGELO GORDON CLAIM - BALLOT FOR ACCEPTING OR REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES DATED AUGUST 16, 2019 (ATTACHED AS EXHIBIT D)

(ii) FIRST AMENDED DISCLOSURE STATEMENT FOR THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 19, 2019 (ECF. #349), with THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 16, 2019 attached thereto as Exhibit A.

on the following parties by placing same in the United States mail, postage prepaid, addressed to the following party at the following address (and any and all parties who have requested electronic notice through the court’s CM/ECF system) in compliance with the Federal Rules of Bankruptcy Procedure and the Court’s Local Rules:

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Angelo Gordon Angelo Gordon c/o Doug Stewart 712 Main Street, Suite 1300 301 Main St #1640 Houston, TX 77002 Baton Rouge, LA 70801

I certify that on August 23, 2019, I served a complete copy of the following:

(i) FIRST AMENDED DISCLOSURE STATEMENT FOR THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 19, 2019 (ECF. #349), with THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 16, 2019 attached thereto as Exhibit A.

on the following parties by placing same in the United States mail, postage prepaid, addressed to the following party at the following address (and any and all parties who have requested electronic notice through the court’s CM/ECF system) in compliance with the Federal Rules of Bankruptcy Procedure and the Court’s Local Rules:

Airespring Inc AmSouth Bank - Visa Card Ansercall, Inc FILE 1422 International Department P.O. Box 4231 1801 W Olympic Blvd AmSouth Center, Ninth Floor Laurel, MS 39441 Pasadena, CA 91199 Nashville, TN 37237

Archrock Services, L.P. Argonaut Insurance Co. ARPENT ENERGY LLC P.O. Box 201160 13100 Wortham Center Drive, Suite 290 1101 DEALERS AVE STE 200

Dallas, TX 75320 Houston, TX 77065 NEW ORLEANS, LA 70123

AT&T AT&T Mobility Bellwether Technology Corp. P.O. Box 105262 P.O. Box 6463 525 St Charles Ave, Suite 400

Atlanta, GA 30348 Carol Stream, IL 60197 New Orleans, LA 70130

BP America Production Company BP Energy Company BRIS Engineering LLC 3867 Plaza Tower Dr 201 Hellos Way, 77079 8585 Archives Ave Suite 210

Baton Rouge, LA 70816 Houston, TX 77079 Baton Rouge, LA 70809

Carver, Darden, Koretzky, Tessier, Finn, Canon Financial Services, Inc. Certified Professional Engineers, LLC Blossman 14904 Collections Center Drive 328 Country Club Drive 1100 Poydras Street, Suite 3100 Chicago, IL 60693 New Orleans, LA 70124 New Orleans, LA 70163

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CIT Communication Fin Corp Deepwell Energy Services, LLC Costa Energy, LLC dba Avaya Fiancial Servs Dept #0944 1212 Corporate Drive, Suite 200 21146 Network Place P.O.Box 1000 Irving, TX 75038 Chicago, IL 60673 Memphis, TN 38148

Dennis Bickham Test Trust DIRECTV Dixie Electric Membership Corp. c/o Regions Bank P.O. Box 105249 P.O. Box 15659 P.O. Box 57 Atlanta, GA 30348 Baton Rouge, LA 70895 Shreveport, LA 71161

DS Waters of America Inc Eagle Energy Services LLC Energy Mgt. Consultants, LLC dba Kentwood Spring Water 151 Tourist Dr. P. O. Box 73250 P.O. Box 660579 Gray, LA 70359 Metairie, LA 70033 Dallas, TX 75266

ENTERGY Flow Services & Consulting, Inc Hilcorp Energy Company P.O. Box 8103 230 Industrial parkway 3867 Plaza Tower Dr

Baton Rouge, LA 70891 Lafayette, LA 70508 Baton Rouge, LA 70816

HILCORP ENERGY I, L.P. Internal Revenue Service Louisiana Department of Natural Resource c/o HILCORP ENERGY CO Centralized Insolvency Operations LA State Mineral and Energy Board 1111 TRAVIS STREET P.O. Box 7346 P.O. Box 2827 Houston, TX 77002 Philadelphia, PA 19101 Baton Rouge, LA 70821

McGriff, Seibels & Williams Inc Louisiana Department of Revenue Louisiana Office Products, Inc Drawer #456 P.O. Box 66658 210 Edwards Avenue P.O. Box 11407 Baton Rouge, LA 70896 Harahan, LA 70123 Birmingham, AL 35246

Mississippi Department of Revenue Multi-Chem Group LLC National Oilwell Varco LP Bankruptcy Section P.O. Box 301341 P.O. Box 201177 P.O. Box 22808 Dallas, TX 75303 Dallas, TX 75320 Jackson, MS 39225

ORX RESOURCES, LLC Partridge-Sibley Industrial Services Refreshment Solutions, LLC 400 Poydras Street, Suite 1100 4273 I-55 N, Suite 1-B 225 Apple St

New Orleans, LA 70130 Jackson, MS 39206 Norco, LA 70079

Renee L Bickham Children's Class Trust SBS Energy Services LLC Scada Integrators & Service LLC P.O.Box 57 1598 Ochsner Blvd, Suite 100 P.O.Box 1290

Shreveport, LA 71161 Covington, LA 70433 Broussard, LA 70518

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State of Louisiana Star Communications Sun Coast Resources, Inc Department of Natural Resources P.O. Box 269 PO Box 202603 Office of Mineral Resources Rockland, ID 83271 Dallas, TX 75320 617 North Third Street

Baton Rouge, LA 70802

Talmadge D Bickham III Children's Class Techsavers Texas Comptroller of Public Accounts c/o Regions 2398 Soult St PO Box 12548, MC-008 P.O. Box 57 Mandeville, LA 70448 Austin, TX 78711 Shreveport, LA 71161

Treads and Care Tire United States Department of the Interior Ward 2 Water District Co New Roads Bureau of Land Management P.O. Box 1869

1713 Hospital Road Southeastern States Field Office Denham Springs, LA 70727 New Roads, LA 70760 Jackson, MS 39206

West Baton Rouge White Castle Lumber and Shingle Co., LLC Waste Management Ex-Officio Tax Collector c/o Kevin Huddell P.O.Box 55558 PO Box 129 601 Poydras, Street, Suite 2655 Boston, MA 2205 Port Allen, LA 70767 New Orleans, LA 70130

Xerox Corporation P.O. Box 7405 Pasadena, CA 91109

I certify that on August 23, 2019, I served a complete copy of the following:

(i) NOTICE OF IMPAIRED NON-VOTING STATUS REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C., ET AL., PURSUANT TO CHAPTER 11 OF THE BANKRUPTCY CODE AND RELEASE OPT OUT FORM (ATTACHED AS EXHIBIT E)

(ii) FIRST AMENDED DISCLOSURE STATEMENT FOR THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 19, 2019 (ECF. #349), with THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES WITH IMMATERIAL MODIFICATIONS DATED AUGUST 16, 2019 attached thereto as Exhibit A.

on the following parties by placing same in the United States mail, postage prepaid, addressed to the following party at the following address (and any and all parties who have requested electronic notice through the court’s CM/ECF system) in compliance with the Federal Rules of Bankruptcy Procedure and the Court’s Local Rules:

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Falcon V LLC Luis Baños, Jr. Falcon V Holdings, LLC Yorktown Energy Partners XI, L.P. James Orth ORX Resources, LLC, ORX LLC 410 Park Avenue Marx Jarvis ORX Exploration, Inc. 19th Floor 400 Poydras Street, Suite 1100 400 Poydras Street, Suite 1100 New York, New York 10022 New Orleans, Louisiana 70130 New Orleans, Louisiana 70130 Lexington Co-Investment Yorktown Energy Partners XI, L.P. Lexington Co-Investment Partners Energy, L.P. c/o Jesse E. Betts Partners Energy, L.P. c/o Shari K. Krouner One Arts Plaza, 1722 Routh Street, 660 Madison Avenue Kramer Levin Naftalis & Frankel LLP Suite 1500 23rd Floor 1177 Avenue of the Americas, Dallas, Texas 75201 New York, New York 10065 New York, New York 10036

Dated: August 23, 2019

Respectfully submitted, KELLY HART PITRE /s/ Louis M. Phillips Louis M. Phillips (#10505) Patrick (Rick) M. Shelby (#31963) Amelia L. Bueche (#36817) One American Place 301 Main Street, Suite 1600 Baton Rouge, LA 70801-1916 Telephone: (225) 381-9643 Facsimile: (225) 336-9763 Email: [email protected] Email: [email protected] Email: [email protected] Counsel for the Debtors

Page 11 of 11 Case 19-10547 Doc 370-1 Filed 08/23/19 Entered 08/23/19 15:05:43 Page 1 of 7 EXHIBIT A

UNITED STATES BANKRUPTCY COURT MIDDLE DISTRICT OF LOUISIANA

IN RE: CHAPTER 11

FALCON V, L.L.C., et al.,1 CASE NO. 19-10547

DEBTORS. JOINTLY ADMINISTERED

BALLOT FOR ACCEPTING OR REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES DATED AUGUST 16, 2019

CLASS 1: PREPETITION LENDER SECURED CLAIMS

PLEASE CAREFULLY READ AND FOLLOW THE ENCLOSED VOTING INSTRUCTIONS BEFORE COMPLETING THIS BALLOT.

THE VOTING DEADLINE TO ACCEPT OR REJECT THE PLAN IS SEPTEMBER 25, 2019 AT 4:00 P.M. (PREVAILING CENTRAL TIME).

Falcon V, L.L.C. and its affiliated debtors, as debtors in possession (collectively, the “Debtors”) are providing this ballot (the “Ballot”) to you to solicit your vote to accept or reject the First Amended Chapter 11 Plan of Reorganization of Falcon V, L.L.C. and its Debtor Affiliates with Immaterial Modifications dated August 16, 2019 [Dkt. No. 341] (as modified, amended, or supplemented from time to time, the “Plan”). The Bankruptcy Court has approved the First Amended Disclosure Statement for the First Amended Chapter 11 Plan of Reorganization of Falcon V, L.L.C. and its Debtor Affiliates with Immaterial Modifications Dated August 19, 2019 [Dkt. No. 349] (the “Disclosure Statement”). The Disclosure Statement provides information to assist you in deciding how to vote your Ballot. The Bankruptcy Court’s approval of the Disclosure Statement does not indicate Bankruptcy Court approval of the Plan.

If you do not have the Plan and/or Disclosure Statement, you may obtain a copy by sending a written request via U.S. mail to Kelly Hart Pitre (“Kelly Hart”), Attention: Falcon V, L.L.C. Voting, One American Place, 301 Main Street, Suite 1600, Baton Rouge, Louisiana 70801, or by calling the Kelly Hart at (225) 381-9643. The Disclosure Statement and Plan can also be downloaded from the electronic docket maintained by Kelly Hart at:

https://www.kellyhart.com/component/content/article/2-uncategorised/2598-bankruptcy-pleadings

1 The “Debtors” are the following entities (the corresponding bankruptcy case numbers follow in parentheses): Falcon V, L.L.C. (Case No. 19-10547), ORX Resources, L.L.C. (Case No. 19-10548), and Falcon V Holdings, L.L.C. (Case No. 19-10561). The address of the Debtors is 400 Poydras Street, Suite 1100, New Orleans, Louisiana 70130.

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To have your vote counted and to opt-out of the third-party releases under the Plan (“Third Party Releases”), you must complete, sign and return this Ballot so that it is received by 4:00 p.m., central time, on September 25, 2019 (the “Voting Deadline”), to Kelly Hart:

By Hand Delivery, Certified, Registered, or Regular Mail, or Overnight Carrier:

KELLY HART PITRE Attention: Falcon V, L.L.C. Claims Balloting One American Place 301 Main Street, Suite 1600 Baton Rouge, Louisiana 70801

Please review the Disclosure Statement, the Plan, and the voting information and instructions before you vote. You may wish to seek legal advice concerning the Plan and your classification and treatment under the Plan.

This Ballot is for voting all of your Class 1 Prepetition Secured Claim against the Debtors. You will receive a Class 3 Ballot for your Prepetition Lender Deficiency Claim. You must complete that separate Class 3 Ballot for your Prepetition Lender Deficiency Claim.

If your ballot is not received by Kelly Hart by the Voting Deadline and the Voting Deadline is not extended, your vote will not count as either an acceptance or rejection of the Plan. If the Plan is confirmed by the Bankruptcy Court, it will be binding on you whether or not you vote.

IF YOU NEITHER CHECK THE “ACCEPT” NOR “REJECT” BOX IN ITEM 2 OR IF YOU CHECK BOTH BOXES IN ITEM 2, THIS BALLOT WILL NOT BE COUNTED. IF THIS BALLOT IS NOT SIGNED ON THE APPROPRIATE LINES BELOW, THIS BALLOT WILL NOT BE VALID OR COUNTED AS HAVING BEEN CAST.

IF IN ITEM 2 BELOW YOU VOTE TO ACCEPT THE PLAN, YOU ARE AGREEING TO GRANT THE THIRD PARTY RELEASES (CONTAINED IN SCHEDULE 1, ATTACHED TO THIS BALLOT). IF IN ITEM 2 YOU VOTE TO REJECT THE PLAN OR IF YOU DO NOT VOTE, YOU MAY CHECK THE BOX IN ITEM 3 BELOW (“OPT-OUT BOX”) TO ELECT NOT TO GRANT THE THIRD PARTY RELEASES. IF YOU (A) SUBMIT YOUR BALLOT WITHOUT CHECKING THE OPT-OUT BOX IN ITEM 3 OR (B) DO NOT TIMELY SUBMIT A BALLOT IN WHICH YOU OPT OUT OF THE THIRD PARTY RELEASES, YOU WILL BE DEEMED TO GRANT THE THIRD PARTY RELEASES.

SEE SCHEDULE 1 ATTACHED HERETO FOR THIRD PARTY RELEASES AND THE DEFINITION OF WHO IS A RELEASED PARTY AND WHO ARE THE RELEASING PARTIES UNDER THE PLAN.

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IMPORTANT NOTICE REGARDING TREATMENT FOR CLASS 1

Claims in Class 1 consist solely of the Prepetition Lender Secured Claims.

If the Plan is confirmed and the Effective Date occurs, each Holder of an Allowed Prepetition Lender Secured Claim shall receive, through its ownership of Newco Holdings, its respective Pro Rata share of 100% of the New Equity Interests in Reorganized Falcon Holdings (subject to possible dilution by the Warrants and the Management Incentive Plan and the DIP Claims to the extent the Plan Sponsor elects to convert the DIP Claims into New Equity Interests).

Item 1. Voting Amount of Class 1 Prepetition Lender Secured Claims. The undersigned certifies that, for purposes of voting to accept or reject the Plan, the undersigned is a holder of a Class 1 Prepetition Lender Secured Claim in the following aggregate amount:

$

Item 2. Vote to Accept or Reject the Plan. The undersigned, a holder of Class 1 Prepetition Lender Secured Claim in the amount set forth in Item 1, votes all such Claim as follows (check only one box below):

 ACCEPT (vote FOR) the Plan  REJECT (vote AGAINST) the Plan

Item 3. OPTIONAL: Opt Out of Third Party Releases.

The Holder of the Class 1 Prepetition Secured Claim set forth in Item 1 elects to:

 Opt Out of the Third Party Releases

ANY HOLDER OF A CLAIM IN CLASS 1 THAT RECEIVES THIS BALLOT AND ELECTS PROPERLY TO OPT OUT OF THE THIRD PARTY RELEASES BY CHECKING THE ABOVE OPT-OUT BOX AND SUBMITTING THIS BALLOT TO KELLY HART BY THE VOTING DEADLINE SHALL NOT BE A “RELEASED PARTY.” OPTING OUT OF THE THIRD PARTY RELEASES DOES NOT OTHERWISE AFFECT YOUR TREATMENT UNDER THE PLAN.

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Item 4. Acknowledgments. By signing this Ballot, the undersigned certifies that he/she is the Holder of the specified Claim, in the amount set forth above, as of August 19, 2019, the Voting Record Date, or has the power to vote to accept or reject the Plan on behalf of the Holder of such Claim. The undersigned understands that, if this Ballot does not indicate either acceptance or rejection of the Plan, this Ballot will not count as a vote to accept or reject the Plan.

Dated:

Print or type Name:

Signature:

Name of Corporation or partnership:

Title (if corporation or partnership):

Address:

Email Address:

THE VOTING DEADLINE IS 4:00 P.M. CENTRAL TIME ON SEPTEMBER 25, 2019.

BALLOTS RECEIVED VIA EMAIL OR FACSIMILE WILL NOT BE COUNTED.

BALLOTS SHOULD NOT BE SENT TO THE BANKRUPTCY COURT.

IF YOU HAVE RECEIVED A DAMAGED BALLOT OR HAVE LOST YOUR BALLOT, OR IF YOU HAVE ANY QUESTIONS CONCERNING THIS BALLOT OR THE VOTING PROCEDURES, PLEASE CONTACT KELLY HART AT 225-381-9643. PLEASE NOTE THAT KELLY HART CANNOT PROVIDE YOU WITH LEGAL ADVICE.

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VOTING INFORMATION AND INSTRUCTIONS FOR COMPLETING THE BALLOT FOR HOLDERS OF CLASS 1 PREPETITION LENDER SECURED CLAIMS

1. The Debtors are soliciting votes of holders of Claims with respect to the Plan that accompanies the Ballot. Capitalized terms used but not otherwise defined in the Ballot or these instructions shall have the meanings ascribed to them in the Plan, the Disclosure Statement, or the order approving the Disclosure Statement, copies of which also accompany the Ballot. 2. This Ballot is submitted to you to solicit your vote to accept or reject the Plan. The Court may confirm the Plan and thereby bind you to the terms of the Plan. PLEASE READ THE PLAN AND DISCLOSURE STATEMENT CAREFULLY BEFORE COMPLETING THE BALLOT. 3. Please review the information contained in Item 1 for accuracy. 4. In the boxes provided in Item 2 of the Ballot, please cast ONE vote to either accept or reject the Plan. 5. You must vote your entire Class 1 Prepetition Lender Secured Claim to accept or reject the Plan. You may not split your vote. A Ballot that partially rejects and partially accepts the Plan will not be counted. 6. Pursuant to the Plan, you are deemed to have given the Third Party Releases if you (a) vote to accept the Plan, (b) abstain from voting to accept or reject the Plan without checking the Opt-Out Box in Item 3 of the Ballot, or (c) submit the ballot and vote to reject the Plan without checking the Opt-Out Box in Item 3.. 7. Complete the Ballot by providing all the information requested and sign, date, and return the Ballot by mail, overnight courier, or hand delivery to Kelly Hart at the applicable following address: KELLY HART PITRE Attention: Falcon V, L.L.C. Claims Balloting One American Place 301 Main Street, Suite 1600 Baton Rouge, Louisiana 70801

Ballots must be actually received by Kelly Hart by 4:00 p.m., Central Time, on September 25, 2019 (the “Voting Deadline”). If a Ballot is received after the Voting Deadline, it will not be counted. If this Ballot is illegible, contains insufficient information to identify the Holder, or is not signed on the appropriate lines, this Ballot will not be valid or counted as having been cast on the Plan. Ballots submitted by facsimile transmission will not be accepted. Ballots should not be sent to the Bankruptcy Court. 8. You will receive a separate Class 3 Ballot for your Prepetition Lender Deficiency Claim. Each Ballot you receive is for voting only those Claims described on the Ballot. Please complete and return each Ballot you receive. The attached Ballot is designated only for voting your Class 1 Prepetition Lender Secured Claim. 9. If you are completing this Ballot on behalf of another person or entity, indicate your relationship with such person or entity and the capacity in which you are signing and, if requested, submit satisfactory evidence of your authority to do so (i.e., a power of attorney).

5 Case 19-10547 Doc 370-1 Filed 08/23/19 Entered 08/23/19 15:05:43 Page 6 of 7

Schedule 1

THE PLAN PROVIDES FOR THE FOLLOWING THIRD PARTY RELEASES BY HOLDERS OF CLAIMS AND INTERESTS:

Except as otherwise provided in the Plan, as of the Effective Date and to the fullest extent permissible under applicable law, each Releasing Party expressly, unconditionally, generally, and individually and collectively releases, acquits, and discharges the Debtors, Reorganized debtors, and Released Parties from any and all claims, obligations, rights, suits, damages, causes of action, remedies and liabilities whatsoever, including any derivative claims asserted or assertable on behalf of the Debtors, any Claims asserted or assertable on behalf of any Holder of any Claim against or interest in the Debtors and any Claims or interests asserted or assertable against or interest in the Debtors on behalf of any other entity, whether known or unknown, foreseen or unforeseen, matured or unmatured, existing or hereinafter arising, in law, equity, contract, tort or otherwise, by statute or otherwise, that such Releasing Party (whether individually or collectively), ever had, now has or hereafter can, shall or may have, based on or relating to, or in any manner arising from, in whole or in part, the Debtors, the Debtors' restructuring efforts, the Debtors' intercompany transactions (including dividends paid), any Avoidance Action, the purchase, sale, or rescission of the purchase or sale of any security of the Debtors, or any other transaction relating to any security of the Debtors, or any other transaction or other arrangement with the Debtors whether before or during the Restructuring Transactions implemented by the Plan, the subject matter of, or the transactions or events giving rise to, any Claim, Equity Interest or interest that is affected by or classified in the Plan, the Restructuring Transactions before or during the Restructuring Transactions implemented by the Plan, the negotiation, formulation, or preparation of such Restructuring Transactions, the Plan, the Plan Supplement, the Disclosure Statement, or any related agreements, any asset purchase agreement, instruments, or other documents (including, for the avoidance of doubt, providing any legal opinion requested by any Entity regarding any transaction, contract, instrument, document, or other agreement contemplated by the Plan or the reliance by any Released Party on the Plan or the Confirmation Order in lieu of such legal opinion) created or entered into in connection the Disclosure Statement, the Plan, the Chapter 11 Cases, the filing of the Chapter 11 Cases, the pursuit of Confirmation, the pursuit of consummation, the administration and implementation of the Plan, including the issuance or distribution of securities pursuant to the Plan, or the distribution of property under the Plan, or any other related agreement, or upon any other act or omission, transaction, agreement, event, or other occurrence taking place or arising on or before the Effective Date related or relating to any of the foregoing; provided that nothing in the foregoing shall result in any of the Debtors' officers and directors waiving any indemnification claims against any of their insurance carriers or any rights as beneficiaries of any insurance policies, which insurance policies shall be assumed by the Reorganized Debtors, except to the extent provided for in the plan. Notwithstanding anything contained herein to the contrary, the foregoing releases by the Releasing Parties do not release (i) acts of actual fraud, gross negligence, or willful misconduct as adjudicated by Final Order of the Bankruptcy Court, which shall have exclusive jurisdiction over any such claim, to the fullest extent provided by law, or (ii) any obligations of any party under the Plan or any document, instrument, or agreement executed to implement the Plan.

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THE PLAN DEFINES “RELEASED PARTY” AS FOLLOWS:

"Released Parties" means each of the following in their respective capacity as such: (a) the Prepetition Lenders; (b) the Prepetition Agent; (c) the DIP Lenders; (d) the DIP Agent; (e) the Plan Sponsor; (f) the Committee; (g) Holders of Equity Interests; (h) with respect to each of the Debtors, the Reorganized Debtors, and each of the foregoing Entities in clauses (a) through (h), each such Entity's current and former predecessors, successors, Affiliates (regardless of whether such interests are held directly or indirectly), subsidiaries, funds, portfolio companies, management companies; and (i) with respect to the Debtors and the Reorganized Debtors and each of the foregoing Entities in clauses (a) through (h), each of their respective current and former directors, officers, members, employees, partners, advisers, sub-advisers, managers, independent contractors, agents, representatives, principals, professionals, consultants, financial advisors, attorneys, accountants, investment bankers, and other current and former professional advisors (with respect to clause (i), each solely in their respective capacity as such); provided that any Holder of a Claim or Equity Interest, or a Person otherwise named herein as one of the “Released Parties,” that opts out of the releases contained in the Plan shall not be a "Released Party."

THE PLAN DEFINES “RELEASING PARTY” AS FOLLOWS:

"Releasing Party" means each of the following in their respective capacity as such: (a) the Prepetition Lenders; (b) the Prepetition Agent; (c) the DIP Lenders; (d) the DIP Agent; (e) the Plan Sponsor; (f) the Committee; (g) Holders of Equity Interests; (h) with respect to each of the Debtors, the Reorganized Debtors, and each of the foregoing Entities in clauses (a) through (g), each such entity's current and former predecessors, successors, Affiliates (regardless of whether such interests are held directly or indirectly), subsidiaries, funds, portfolio companies, management companies; (i) with respect to each of the foregoing Entities in clauses (a) through (g), each of their respective current and former directors, officers, members, employees, partners, advisers, sub-advisers, managers, independent contractors, agents, representatives, principals, professionals, consultants, financial advisors, attorneys, accountants, investment bankers, and other professional advisors (with respect to clause (i), each solely in their respective capacity as such); (j) all Holders of Claims and Interests that are deemed to accept the Plan; (k) all Holders of Claims and Interests who vote to accept the Plan; (l) all Holders in voting Classes who receive a Ballot but abstain from voting on the Plan and do not check the appropriate box on such Holder's timely submitted Ballot to indicate such Holder opts out of the releases set forth in Article XIV of the Plan (“Release Opt Out Box”); (m) each Holder of a Claim entitled to vote who votes to reject the Plan and does not check the Release Opt Out Box on such Holder's timely submitted Ballot to indicate such Holder opts out of the releases set forth in Article XIV of the Plan; (n) each Holder of a Claim or Equity Interest deemed to have rejected the Plan but does not send a notice to the Debtor to opt out of the releases set forth in Article XIV of the Plan; and (o) all other Holders of Claims and Equity Interests to the extent permitted by law.

7 Case 19-10547 Doc 370-2 Filed 08/23/19 Entered 08/23/19 15:05:43 Page 1 of 7 EXHIBIT B

UNITED STATES BANKRUPTCY COURT MIDDLE DISTRICT OF LOUISIANA

IN RE: CHAPTER 11

FALCON V, L.L.C., et al.,1 CASE NO. 19-10547

DEBTORS. JOINTLY ADMINISTERED

BALLOT FOR ACCEPTING OR REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES DATED AUGUST 16, 2019

CLASS 2: TRADE CLAIMS PLEASE CAREFULLY READ AND FOLLOW THE ENCLOSED VOTING INSTRUCTIONS BEFORE COMPLETING THIS BALLOT.

THE VOTING DEADLINE TO ACCEPT OR REJECT THE PLAN IS SEPTEMBER 25, 2019 AT 4:00 P.M. (PREVAILING CENTRAL TIME).

Falcon V, L.L.C. and its affiliated debtors, as debtors in possession (collectively, the “Debtors”) are providing this ballot (the “Ballot”) to you to solicit your vote to accept or reject the First Amended Chapter 11 Plan of Reorganization of Falcon V, L.L.C. and its Debtor Affiliates with Immaterial Modifications dated August 16, 2019 [Dkt. No. 341] (as modified, amended, or supplemented from time to time, the “Plan”). The Bankruptcy Court has approved the First Amended Disclosure Statement for the First Amended Chapter 11 Plan of Reorganization of Falcon V, L.L.C. and its Debtor Affiliates with Immaterial Modifications Dated August 19, 2019 [Dkt. No. 349] (the “Disclosure Statement”). The Disclosure Statement provides information to assist you in deciding how to vote your Ballot. The Bankruptcy Court’s approval of the Disclosure Statement does not indicate Bankruptcy Court approval of the Plan.

If you do not have the Plan and/or Disclosure Statement, you may obtain a copy by sending a written request via U.S. mail to Kelly Hart Pitre (“Kelly Hart”), Attention: Falcon V, L.L.C. Voting, One American Place, 301 Main Street, Suite 1600, Baton Rouge, Louisiana 70801, or by calling the Kelly Hart at (225) 381-9643. The Disclosure Statement and Plan can also be downloaded from the electronic docket maintained by Kelly Hart at:

https://www.kellyhart.com/component/content/article/2-uncategorised/2598-bankruptcy-pleadings

1 The “Debtors” are the following entities (the corresponding bankruptcy case numbers follow in parentheses): Falcon V, L.L.C. (Case No. 19-10547), ORX Resources, L.L.C. (Case No. 19-10548), and Falcon V Holdings, L.L.C. (Case No. 19-10561). The address of the Debtors is 400 Poydras Street, Suite 1100, New Orleans, Louisiana 70130.

1 Case 19-10547 Doc 370-2 Filed 08/23/19 Entered 08/23/19 15:05:43 Page 2 of 7

To have your vote counted and to opt-out of the third-party releases under the Plan (“Third Party Releases”), you must complete, sign and return this Ballot so that it is received by 4:00 p.m., central time, on September 25, 2019 (the “Voting Deadline”), to Kelly Hart:

By Hand Delivery, Certified, Registered, or Regular Mail, or Overnight Carrier:

KELLY HART PITRE Attention: Falcon V, L.L.C. Claims Balloting One American Place 301 Main Street, Suite 1600 Baton Rouge, Louisiana 70801

Please review the Disclosure Statement, the Plan, and the voting information and instructions before you vote. You may wish to seek legal advice concerning the Plan and your classification and treatment under the Plan.

This Ballot is for voting all of your Class 2 Trade Claim against the Debtors.

If your ballot is not received by Kelly Hart by the Voting Deadline and the Voting Deadline is not extended, your vote will not count as either an acceptance or rejection of the Plan. If the Plan is confirmed by the Bankruptcy Court, it will be binding on you whether or not you vote.

IF YOU NEITHER CHECK THE “ACCEPT” NOR “REJECT” BOX IN ITEM 2 OR IF YOU CHECK BOTH BOXES IN ITEM 2, THIS BALLOT WILL NOT BE COUNTED. IF THIS BALLOT IS NOT SIGNED ON THE APPROPRIATE LINES BELOW, THIS BALLOT WILL NOT BE VALID OR COUNTED AS HAVING BEEN CAST.

IF IN ITEM 2 BELOW YOU VOTE TO ACCEPT THE PLAN, YOU ARE AGREEING TO GRANT THE THIRD PARTY RELEASES (CONTAINED IN SCHEDULE 1, ATTACHED TO THIS BALLOT). IF IN ITEM 2 YOU VOTE TO REJECT THE PLAN OR IF YOU DO NOT VOTE, YOU MAY CHECK THE BOX IN ITEM 3 BELOW (“OPT-OUT BOX”) TO ELECT NOT TO GRANT THE THIRD PARTY RELEASES. IF YOU (A) SUBMIT YOUR BALLOT WITHOUT CHECKING THE OPT-OUT BOX IN ITEM 3 OR (B) DO NOT TIMELY SUBMIT A BALLOT IN WHICH YOU OPT OUT OF THE THIRD PARTY RELEASES, YOU WILL BE DEEMED TO GRANT THE THIRD PARTY RELEASES.

SEE SCHEDULE 1 ATTACHED HERETO FOR THIRD PARTY RELEASES AND THE DEFINITION OF WHO IS A RELEASED PARTY AND WHO ARE THE RELEASING PARTIES UNDER THE PLAN.

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IMPORTANT NOTICE REGARDING TREATMENT FOR CLASS 2

Claims in Class 2 consist solely of the Trade Claims.

If the Plan is confirmed and the Effective Date occurs, each Holder of an Allowed Trade Claim shall receive its Pro Rata Share (determined exclusive of Prepetition Lender Deficiency Claims, the Prepetition Lender Adequate Protection Claim, Class 3 Claims and Class 4 Claims and in each case without interest) of the Class 2 Cash Distribution Amount ($500,000), on or as soon as practical after the Effective Date or, if such Claim is not Allowed as of the Effective Date, as soon as practicable after such Claim becomes Allowed.

Item 1. Voting Amount of Class 2 Trade Claims. The undersigned certifies that, for purposes of voting to accept or reject the Plan, the undersigned is a holder of a Class 2 Trade Claim in the following aggregate amount against the applicable Debtor(s) as set forth in Item 3 below:

$ (A)

$ (B)

$ (C)

Item 2. Vote to Accept or Reject the Plan. The undersigned, a holder of Class 2 Trade Claim in the amount set forth in Item 1, votes all such Claim as follows (check only one box below):

 ACCEPT (vote FOR) the Plan  REJECT (vote AGAINST) the Plan

Item 3. Applicable Debtors. The undersigned holds a Trade Claim in Class 2 of the Plan against the following Debtor(s) (check as many boxes as applicable):

 (A) FALCON V, LLC  (B) ORX RESOURCES, LLC  (C) FALCON V HOLDINGS, LLC

Item 4. OPTIONAL: Opt Out of Third Party Releases.

The Holder of the Class 2 Trade Claim set forth in Item 1 elects to:

 Opt Out of the Third Party Releases

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ANY HOLDER OF A CLAIM IN CLASS 2 THAT RECEIVES THIS BALLOT AND ELECTS PROPERLY TO OPT OUT OF THE THIRD PARTY RELEASES BY CHECKING THE ABOVE OPT-OUT BOX AND SUBMITTING THIS BALLOT TO KELLY HART BY THE VOTING DEADLINE SHALL NOT BE A “RELEASED PARTY.” OPTING OUT OF THE THIRD PARTY RELEASES DOES NOT OTHERWISE AFFECT YOUR TREATMENT UNDER THE PLAN EXCEPT THAT IF THE HOLDER OF A CLASS 2 CLAIM OPTS OUT OF THE THIRD PARTY RELEASES, SUCH HOLDER WILL NOT RECEIVE THE BENEFIT OF HAVING ANY AVOIDANCE ACTION WAIVED AGAINST SUCH HOLDER.

Item 5. Acknowledgments. By signing this Ballot, the undersigned certifies that he/she is the Holder of the specified Claim, in the amount set forth above, as of August 19, 2019, the Voting Record Date, or has the power to vote to accept or reject the Plan on behalf of the Holder of such Claim. The undersigned understands that, if this Ballot does not indicate either acceptance or rejection of the Plan, this Ballot will not count as a vote to accept or reject the Plan.

Dated:

Print or type Name:

Signature:

Name of Corporation or partnership:

Title (if corporation or partnership):

Address:

Email Address:

THE VOTING DEADLINE IS 4:00 P.M. CENTRAL TIME ON SEPTEMBER 25, 2019. BALLOTS RECEIVED VIA EMAIL OR FACSIMILE WILL NOT BE COUNTED. BALLOTS SHOULD NOT BE SENT TO THE BANKRUPTCY COURT. IF YOU HAVE RECEIVED A DAMAGED BALLOT OR HAVE LOST YOUR BALLOT, OR IF YOU HAVE ANY QUESTIONS CONCERNING THIS BALLOT OR THE VOTING PROCEDURES, PLEASE CONTACT KELLY HART AT 225-381-9643. PLEASE NOTE THAT KELLY HART CANNOT PROVIDE YOU WITH LEGAL ADVICE.

4 Case 19-10547 Doc 370-2 Filed 08/23/19 Entered 08/23/19 15:05:43 Page 5 of 7

VOTING INFORMATION AND INSTRUCTIONS FOR COMPLETING THE BALLOT FOR HOLDERS OF CLASS 2 TRADE CLAIMS

1. The Debtors are soliciting votes of holders of Claims with respect to the Plan that accompanies the Ballot. Capitalized terms used but not otherwise defined in the Ballot or these instructions shall have the meanings ascribed to them in the Plan, the Disclosure Statement, or the order approving the Disclosure Statement, copies of which also accompany the Ballot. 2. This Ballot is submitted to you to solicit your vote to accept or reject the Plan. The Court may confirm the Plan and thereby bind you to the terms of the Plan. PLEASE READ THE PLAN AND DISCLOSURE STATEMENT CAREFULLY BEFORE COMPLETING THE BALLOT. 3. Please review the information contained in Item 1 for accuracy. 4. In the boxes provided in Item 2 of the Ballot, please cast ONE vote to either accept or reject the Plan. 5. You must vote your entire Class 2 Trade Claim to accept or reject the Plan. You may not split your vote. A Ballot that partially rejects and partially accepts the Plan will not be counted. 6. Pursuant to the Plan, you are deemed to have given the Third Party Releases if you (a) vote to accept the Plan, (b) abstain from voting to accept or reject the Plan without checking the Opt-Out Box in Item 4 of the Ballot, or (c) submit the ballot and vote to reject the Plan without checking the Opt-Out Box in Item 4. 7. Complete the Ballot by providing all the information requested and sign, date, and return the Ballot by mail, overnight courier, or hand delivery to Kelly Hart at the following address: KELLY HART PITRE Attention: Falcon V, L.L.C. Claims Balloting One American Place 301 Main Street, Suite 1600 Baton Rouge, Louisiana 70801

Ballots must be actually received by Kelly Hart by 4:00 p.m., Central Time, on September 25, 2019 (the “Voting Deadline”). If a Ballot is received after the Voting Deadline, it will not be counted. If this Ballot is illegible, contains insufficient information to identify the Holder, or is not signed on the appropriate lines, this Ballot will not be valid or counted as having been cast on the Plan. Ballots submitted by facsimile transmission will not be accepted. Ballots should not be sent to the Bankruptcy Court. 8. If you are completing this Ballot on behalf of another person or entity, indicate your relationship with such person or entity and the capacity in which you are signing and, if requested, submit satisfactory evidence of your authority to do so (i.e., a power of attorney).

5 Case 19-10547 Doc 370-2 Filed 08/23/19 Entered 08/23/19 15:05:43 Page 6 of 7

Schedule 1

THE PLAN PROVIDES FOR THE FOLLOWING THIRD PARTY RELEASES BY HOLDERS OF CLAIMS AND INTERESTS:

Except as otherwise provided in the Plan, as of the Effective Date and to the fullest extent permissible under applicable law, each Releasing Party expressly, unconditionally, generally, and individually and collectively releases, acquits, and discharges the Debtors, Reorganized debtors, and Released Parties from any and all claims, obligations, rights, suits, damages, causes of action, remedies and liabilities whatsoever, including any derivative claims asserted or assertable on behalf of the Debtors, any Claims asserted or assertable on behalf of any Holder of any Claim against or interest in the Debtors and any Claims or interests asserted or assertable against or interest in the Debtors on behalf of any other entity, whether known or unknown, foreseen or unforeseen, matured or unmatured, existing or hereinafter arising, in law, equity, contract, tort or otherwise, by statute or otherwise, that such Releasing Party (whether individually or collectively), ever had, now has or hereafter can, shall or may have, based on or relating to, or in any manner arising from, in whole or in part, the Debtors, the Debtors' restructuring efforts, the Debtors' intercompany transactions (including dividends paid), any Avoidance Action, the purchase, sale, or rescission of the purchase or sale of any security of the Debtors, or any other transaction relating to any security of the Debtors, or any other transaction or other arrangement with the Debtors whether before or during the Restructuring Transactions implemented by the Plan, the subject matter of, or the transactions or events giving rise to, any Claim, Equity Interest or interest that is affected by or classified in the Plan, the Restructuring Transactions before or during the Restructuring Transactions implemented by the Plan, the negotiation, formulation, or preparation of such Restructuring Transactions, the Plan, the Plan Supplement, the Disclosure Statement, or any related agreements, any asset purchase agreement, instruments, or other documents (including, for the avoidance of doubt, providing any legal opinion requested by any Entity regarding any transaction, contract, instrument, document, or other agreement contemplated by the Plan or the reliance by any Released Party on the Plan or the Confirmation Order in lieu of such legal opinion) created or entered into in connection the Disclosure Statement, the Plan, the Chapter 11 Cases, the filing of the Chapter 11 Cases, the pursuit of Confirmation, the pursuit of consummation, the administration and implementation of the Plan, including the issuance or distribution of securities pursuant to the Plan, or the distribution of property under the Plan, or any other related agreement, or upon any other act or omission, transaction, agreement, event, or other occurrence taking place or arising on or before the Effective Date related or relating to any of the foregoing; provided that nothing in the foregoing shall result in any of the Debtors' officers and directors waiving any indemnification claims against any of their insurance carriers or any rights as beneficiaries of any insurance policies, which insurance policies shall be assumed by the Reorganized Debtors, except to the extent provided for in the plan. Notwithstanding anything contained herein to the contrary, the foregoing releases by the Releasing Parties do not release (i) acts of actual fraud, gross negligence, or willful misconduct as adjudicated by Final Order of the Bankruptcy Court, which shall have exclusive jurisdiction over any such claim, to the fullest extent provided by law, or (ii) any obligations of any party under the Plan or any document, instrument, or agreement executed to implement the Plan.

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THE PLAN DEFINES “RELEASED PARTY” AS FOLLOWS:

"Released Parties" means each of the following in their respective capacity as such: (a) the Prepetition Lenders; (b) the Prepetition Agent; (c) the DIP Lenders; (d) the DIP Agent; (e) the Plan Sponsor; (f) the Committee; (g) Holders of Equity Interests; (h) with respect to each of the Debtors, the Reorganized Debtors, and each of the foregoing Entities in clauses (a) through (h), each such Entity's current and former predecessors, successors, Affiliates (regardless of whether such interests are held directly or indirectly), subsidiaries, funds, portfolio companies, management companies; and (i) with respect to the Debtors and the Reorganized Debtors and each of the foregoing Entities in clauses (a) through (h), each of their respective current and former directors, officers, members, employees, partners, advisers, sub-advisers, managers, independent contractors, agents, representatives, principals, professionals, consultants, financial advisors, attorneys, accountants, investment bankers, and other current and former professional advisors (with respect to clause (i), each solely in their respective capacity as such); provided that any Holder of a Claim or Equity Interest, or a Person otherwise named herein as one of the “Released Parties,” that opts out of the releases contained in the Plan shall not be a "Released Party."

THE PLAN DEFINES “RELEASING PARTY” AS FOLLOWS:

"Releasing Party" means each of the following in their respective capacity as such: (a) the Prepetition Lenders; (b) the Prepetition Agent; (c) the DIP Lenders; (d) the DIP Agent; (e) the Plan Sponsor; (f) the Committee; (g) Holders of Equity Interests; (h) with respect to each of the Debtors, the Reorganized Debtors, and each of the foregoing Entities in clauses (a) through (g), each such entity's current and former predecessors, successors, Affiliates (regardless of whether such interests are held directly or indirectly), subsidiaries, funds, portfolio companies, management companies; (i) with respect to each of the foregoing Entities in clauses (a) through (g), each of their respective current and former directors, officers, members, employees, partners, advisers, sub-advisers, managers, independent contractors, agents, representatives, principals, professionals, consultants, financial advisors, attorneys, accountants, investment bankers, and other professional advisors (with respect to clause (i), each solely in their respective capacity as such); (j) all Holders of Claims and Interests that are deemed to accept the Plan; (k) all Holders of Claims and Interests who vote to accept the Plan; (l) all Holders in voting Classes who receive a Ballot but abstain from voting on the Plan and do not check the appropriate box on such Holder's timely submitted Ballot to indicate such Holder opts out of the releases set forth in Article XIV of the Plan (“Release Opt Out Box”); (m) each Holder of a Claim entitled to vote who votes to reject the Plan and does not check the Release Opt Out Box on such Holder's timely submitted Ballot to indicate such Holder opts out of the releases set forth in Article XIV of the Plan; (n) each Holder of a Claim or Equity Interest deemed to have rejected the Plan but does not send a notice to the Debtor to opt out of the releases set forth in Article XIV of the Plan; and (o) all other Holders of Claims and Equity Interests to the extent permitted by law.

7 Case 19-10547 Doc 370-3 Filed 08/23/19 Entered 08/23/19 15:05:43 EXHIBITPage 1 of 7 C

UNITED STATES BANKRUPTCY COURT MIDDLE DISTRICT OF LOUISIANA

IN RE: CHAPTER 11

FALCON V, L.L.C., et al.,1 CASE NO. 19-10547

DEBTORS. JOINTLY ADMINISTERED

BALLOT FOR ACCEPTING OR REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES DATED AUGUST 16, 2019

CLASS 3: GENERAL UNSECURED CLAIMS FOR USE BY HOLDERS OF GENERAL UNSECURED CLAIMS OTHER THAN CLASS 2 TRADE CLAIMS AND THE CLASS 4 ANGELO GORDON CLAIM.

PLEASE CAREFULLY READ AND FOLLOW THE ENCLOSED VOTING INSTRUCTIONS BEFORE COMPLETING THIS BALLOT.

THE VOTING DEADLINE TO ACCEPT OR REJECT THE PLAN IS SEPTEMBER 25, 2019 AT 4:00 P.M. (PREVAILING CENTRAL TIME).

Falcon V, L.L.C. and its affiliated debtors, as debtors in possession (collectively, the “Debtors”) are providing this ballot (the “Ballot”) to you to solicit your vote to accept or reject the First Amended Chapter 11 Plan of Reorganization of Falcon V, L.L.C. and its Debtor Affiliates with Immaterial Modifications dated August 16, 2019 [Dkt. No. 341] (as modified, amended, or supplemented from time to time, the “Plan”). The Bankruptcy Court has approved the First Amended Disclosure Statement for the First Amended Chapter 11 Plan of Reorganization of Falcon V, L.L.C. and its Debtor Affiliates with Immaterial Modifications Dated August 19, 2019 [Dkt. No. 349] (the “Disclosure Statement”). The Disclosure Statement provides information to assist you in deciding how to vote your Ballot. The Bankruptcy Court’s approval of the Disclosure Statement does not indicate Bankruptcy Court approval of the Plan.

If you do not have the Plan and/or Disclosure Statement, you may obtain a copy by sending a written request via U.S. mail to Kelly Hart Pitre (“Kelly Hart”), Attention: Falcon V, L.L.C. Voting, One American Place, 301 Main Street, Suite 1600, Baton Rouge, Louisiana 70801, or by calling the Kelly Hart at (225) 381-9643. The Disclosure Statement and Plan can also be downloaded from the electronic docket maintained by Kelly Hart at: https://www.kellyhart.com/component/content/article/2-uncategorised/2598-bankruptcy-pleadings.

1 The “Debtors” are the following entities (the corresponding bankruptcy case numbers follow in parentheses): Falcon V, L.L.C. (Case No. 19-10547), ORX Resources, L.L.C. (Case No. 19-10548), and Falcon V Holdings, L.L.C. (Case No. 19-10561). The address of the Debtors is 400 Poydras Street, Suite 1100, New Orleans, Louisiana 70130.

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To have your vote counted and to opt-out of the third-party releases under the Plan (“Third Party Releases”), you must complete, sign and return this Ballot so that it is received by 4:00 p.m., central time, on September 25, 2019 (the “Voting Deadline”), to Kelly Hart:

By Hand Delivery, Certified, Registered, or Regular Mail, or Overnight Carrier:

KELLY HART PITRE Attention: Falcon V, L.L.C. Claims Balloting One American Place 301 Main Street, Suite 1600 Baton Rouge, Louisiana 70801

Please review the Disclosure Statement, the Plan, and the voting information and instructions before you vote. You may wish to seek legal advice concerning the Plan and your classification and treatment under the Plan.

This Ballot is for voting all of your Class 3 General Unsecured Claim against the Debtors. If you hold a Class 1 Prepetition Lender Claim, you will receive a separate Ballot for such Class and must complete that Ballot for your Class 3 Prepetition Lender Secured Claim.

If your ballot is not received by Kelly Hart by the Voting Deadline and the Voting Deadline is not extended, your vote will not count as either an acceptance or rejection of the Plan. If the Plan is confirmed by the Bankruptcy Court, it will be binding on you whether or not you vote.

IF YOU NEITHER CHECK THE “ACCEPT” NOR “REJECT” BOX IN ITEM 2 OR IF YOU CHECK BOTH BOXES IN ITEM 2, THIS BALLOT WILL NOT BE COUNTED. IF THIS BALLOT IS NOT SIGNED ON THE APPROPRIATE LINES BELOW, THIS BALLOT WILL NOT BE VALID OR COUNTED AS HAVING BEEN CAST.

IF IN ITEM 2 BELOW YOU VOTE TO ACCEPT THE PLAN, YOU ARE AGREEING TO GRANT THE THIRD PARTY RELEASES (CONTAINED IN SCHEDULE 1, ATTACHED TO THIS BALLOT). IF IN ITEM 2 YOU VOTE TO REJECT THE PLAN OR IF YOU DO NOT VOTE, YOU MAY CHECK THE BOX IN ITEM 4 BELOW (“OPT-OUT BOX”) TO ELECT NOT TO GRANT THE THIRD PARTY RELEASES. IF YOU (A) SUBMIT YOUR BALLOT WITHOUT CHECKING THE OPT-OUT BOX IN ITEM 4 OR (B) DO NOT TIMELY SUBMIT A BALLOT IN WHICH YOU OPT OUT OF THE THIRD PARTY RELEASES, YOU WILL BE DEEMED TO GRANT THE THIRD PARTY RELEASES.

SEE SCHEDULE 1 ATTACHED HERETO FOR THIRD PARTY RELEASES AND THE DEFINITION OF WHO IS A RELEASED PARTY AND WHO ARE THE RELEASING PARTIES UNDER THE PLAN.

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IMPORTANT NOTICE REGARDING TREATMENT FOR CLASS 3

Claims in Class 3 consist solely of the General Unsecured Claims (other than Trade Claims and the Angelo Gordon Claim)..

If the Plan is confirmed and the Effective Date occurs, each Holder of an Allowed Trade Claim shall receive its Pro Rata Share (determined exclusive of Prepetition Lender Deficiency Claims but inclusive of the Class 4 Claims and in each case without interest) of (i) the Creditors Trust Beneficial Interests and (ii) the Class 3 Warrant Share. Each Prepetition Lender shall for purposes of determining the Class 3 Class Distribution only, waive any recovery or distribution as Holders of Class 3 Claims on account of (but not voting rights in respect of) its Class 3 Prepetition Lender Deficiency Claims.

Item 1. Voting Amount of Class 3 General Unsecured Claims. The undersigned certifies that, for purposes of voting to accept or reject the Plan, the undersigned is a holder of a Class 3 General Unsecured Claim in the following aggregate amount against the applicable Debtor(s) as set forth in Item 3 below:

$ (A)

$ (B)

$ (C)

Item 2. Vote to Accept or Reject the Plan. The undersigned, a holder of Class 3 General Unsecured Claim in the amount set forth in Item 1, votes all such Claim as follows (check only one box below):

 ACCEPT (vote FOR) the Plan  REJECT (vote AGAINST) the Plan

Item 3. Applicable Debtors. The undersigned holds a General Unsecured Claim in Class 3 of the Plan against the following Debtor(s) (check as many boxes as applicable):

 (A) Falcon V, LLC  (B) ORX Resources, LLC  (C) Falcon V Holdings, LLC

Item 4. OPTIONAL: Opt Out of Third Party Releases.

The Holder of the Class 3 General Unsecured Claim set forth in Item 1 elects to:

 Opt Out of the Third Party Releases

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ANY HOLDER OF A CLAIM IN CLASS 3 THAT RECEIVES THIS BALLOT AND ELECTS PROPERLY TO OPT OUT OF THE THIRD PARTY RELEASES BY CHECKING THE ABOVE OPT-OUT BOX AND SUBMITTING THIS BALLOT TO KELLY HART BY THE VOTING DEADLINE SHALL NOT BE A “RELEASED PARTY.” OPTING OUT OF THE THIRD PARTY RELEASES DOES NOT OTHERWISE AFFECT YOUR TREATMENT UNDER THE PLAN.

Item 5. Acknowledgments. By signing this Ballot, the undersigned certifies that he/she is the Holder of the specified Claim, in the amount set forth above, as of August 19, 2019, the Voting Record Date, or has the power to vote to accept or reject the Plan on behalf of the Holder of such Claim. The undersigned understands that, if this Ballot does not indicate either acceptance or rejection of the Plan, this Ballot will not count as a vote to accept or reject the Plan.

Dated:

Print or type Name:

Signature:

Name of Corporation or partnership:

Title (if corporation or partnership):

Address:

Email Address:

BALLOTS RECEIVED VIA EMAIL OR FACSIMILE WILL NOT BE COUNTED. BALLOTS SHOULD NOT BE SENT TO THE BANKRUPTCY COURT. IF YOU HAVE RECEIVED A DAMAGED BALLOT OR HAVE LOST YOUR BALLOT, PLEASE CONTACT KELLY HART AT 225-381-9643. PLEASE NOTE THAT KELLY HART CANNOT PROVIDE YOU WITH LEGAL ADVICE.

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VOTING INFORMATION AND INSTRUCTIONS FOR COMPLETING THE BALLOT FOR HOLDERS OF CLASS 3 GENERAL UNSECURED CLAIMS

1. The Debtors are soliciting votes of holders of Claims with respect to the Plan that accompanies the Ballot. Capitalized terms used but not otherwise defined in the Ballot or these instructions shall have the meanings ascribed to them in the Plan, the Disclosure Statement, or the order approving the Disclosure Statement, copies of which also accompany the Ballot. 2. This Ballot is submitted to you to solicit your vote to accept or reject the Plan. The Court may confirm the Plan and thereby bind you to the terms of the Plan. PLEASE READ THE PLAN AND DISCLOSURE STATEMENT CAREFULLY BEFORE COMPLETING THE BALLOT. 3. Please review the information contained in Item 1 for accuracy. 4. In the boxes provided in Item 2 of the Ballot, please cast ONE vote to either accept or reject the Plan. 5. You must vote your entire Class 3 General Unsecured Claim to accept or reject the Plan. You may not split your vote. A Ballot that partially rejects and partially accepts the Plan will not be counted. 6. Pursuant to the Plan, you are deemed to have given the Third Party Releases if you (a) vote to accept the Plan, (b) abstain from voting to accept or reject the Plan without checking the Opt-Out Box in Item 4 of the Ballot, or (c) submit the ballot and vote to reject the Plan without checking the Opt-Out Box in Item 4. 7. Complete the Ballot by providing all the information requested and sign, date, and return the Ballot by mail, overnight courier, or hand delivery to Kelly Hart at the following address: KELLY HART PITRE Attention: Falcon V, L.L.C. Claims Balloting One American Place 301 Main Street, Suite 1600 Baton Rouge, Louisiana 70801

Ballots must be actually received by Kelly Hart by 4:00 p.m., Central Time, on September 25, 2019 (the “Voting Deadline”). If a Ballot is received after the Voting Deadline, it will not be counted. If this Ballot is illegible, contains insufficient information to identify the Holder, or is not signed on the appropriate lines, this Ballot will not be valid or counted as having been cast on the Plan. Ballots submitted by facsimile transmission will not be accepted. Ballots should not be sent to the Bankruptcy Court. 8. If you hold Claims in Class 1, you will receive more than one Ballot. Each Ballot you receive is for voting only those Claims described on the Ballot. Please complete and return each Ballot you receive. The attached Ballot is designated only for voting General Unsecured Claims in Class 3. 9. If you are completing this Ballot on behalf of another person or entity, indicate your relationship with such person or entity and the capacity in which you are signing and, if requested, submit satisfactory evidence of your authority to do so (i.e., a power of attorney).

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Schedule 1

THE PLAN PROVIDES FOR THE FOLLOWING THIRD PARTY RELEASES BY HOLDERS OF CLAIMS AND INTERESTS:

Except as otherwise provided in the Plan, as of the Effective Date and to the fullest extent permissible under applicable law, each Releasing Party expressly, unconditionally, generally, and individually and collectively releases, acquits, and discharges the Debtors, Reorganized debtors, and Released Parties from any and all claims, obligations, rights, suits, damages, causes of action, remedies and liabilities whatsoever, including any derivative claims asserted or assertable on behalf of the Debtors, any Claims asserted or assertable on behalf of any Holder of any Claim against or interest in the Debtors and any Claims or interests asserted or assertable against or interest in the Debtors on behalf of any other entity, whether known or unknown, foreseen or unforeseen, matured or unmatured, existing or hereinafter arising, in law, equity, contract, tort or otherwise, by statute or otherwise, that such Releasing Party (whether individually or collectively), ever had, now has or hereafter can, shall or may have, based on or relating to, or in any manner arising from, in whole or in part, the Debtors, the Debtors' restructuring efforts, the Debtors' intercompany transactions (including dividends paid), any Avoidance Action, the purchase, sale, or rescission of the purchase or sale of any security of the Debtors, or any other transaction relating to any security of the Debtors, or any other transaction or other arrangement with the Debtors whether before or during the Restructuring Transactions implemented by the Plan, the subject matter of, or the transactions or events giving rise to, any Claim, Equity Interest or interest that is affected by or classified in the Plan, the Restructuring Transactions before or during the Restructuring Transactions implemented by the Plan, the negotiation, formulation, or preparation of such Restructuring Transactions, the Plan, the Plan Supplement, the Disclosure Statement, or any related agreements, any asset purchase agreement, instruments, or other documents (including, for the avoidance of doubt, providing any legal opinion requested by any Entity regarding any transaction, contract, instrument, document, or other agreement contemplated by the Plan or the reliance by any Released Party on the Plan or the Confirmation Order in lieu of such legal opinion) created or entered into in connection the Disclosure Statement, the Plan, the Chapter 11 Cases, the filing of the Chapter 11 Cases, the pursuit of Confirmation, the pursuit of consummation, the administration and implementation of the Plan, including the issuance or distribution of securities pursuant to the Plan, or the distribution of property under the Plan, or any other related agreement, or upon any other act or omission, transaction, agreement, event, or other occurrence taking place or arising on or before the Effective Date related or relating to any of the foregoing; provided that nothing in the foregoing shall result in any of the Debtors' officers and directors waiving any indemnification claims against any of their insurance carriers or any rights as beneficiaries of any insurance policies, which insurance policies shall be assumed by the Reorganized Debtors, except to the extent provided for in the plan. Notwithstanding anything contained herein to the contrary, the foregoing releases by the Releasing Parties do not release (i) acts of actual fraud, gross negligence, or willful misconduct as adjudicated by Final Order of the Bankruptcy Court, which shall have exclusive jurisdiction over any such claim, to the fullest extent provided by law, or (ii) any obligations of any party under the Plan or any document, instrument, or agreement executed to implement the Plan.

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THE PLAN DEFINES “RELEASED PARTY” AS FOLLOWS:

"Released Parties" means each of the following in their respective capacity as such: (a) the Prepetition Lenders; (b) the Prepetition Agent; (c) the DIP Lenders; (d) the DIP Agent; (e) the Plan Sponsor; (f) the Committee; (g) Holders of Equity Interests; (h) with respect to each of the Debtors, the Reorganized Debtors, and each of the foregoing Entities in clauses (a) through (h), each such Entity's current and former predecessors, successors, Affiliates (regardless of whether such interests are held directly or indirectly), subsidiaries, funds, portfolio companies, management companies; and (i) with respect to the Debtors and the Reorganized Debtors and each of the foregoing Entities in clauses (a) through (h), each of their respective current and former directors, officers, members, employees, partners, advisers, sub-advisers, managers, independent contractors, agents, representatives, principals, professionals, consultants, financial advisors, attorneys, accountants, investment bankers, and other current and former professional advisors (with respect to clause (i), each solely in their respective capacity as such); provided that any Holder of a Claim or Equity Interest, or a Person otherwise named herein as one of the “Released Parties,” that opts out of the releases contained in the Plan shall not be a "Released Party."

THE PLAN DEFINES “RELEASING PARTY” AS FOLLOWS:

"Releasing Party" means each of the following in their respective capacity as such: (a) the Prepetition Lenders; (b) the Prepetition Agent; (c) the DIP Lenders; (d) the DIP Agent; (e) the Plan Sponsor; (f) the Committee; (g) Holders of Equity Interests; (h) with respect to each of the Debtors, the Reorganized Debtors, and each of the foregoing Entities in clauses (a) through (g), each such entity's current and former predecessors, successors, Affiliates (regardless of whether such interests are held directly or indirectly), subsidiaries, funds, portfolio companies, management companies; (i) with respect to each of the foregoing Entities in clauses (a) through (g), each of their respective current and former directors, officers, members, employees, partners, advisers, sub-advisers, managers, independent contractors, agents, representatives, principals, professionals, consultants, financial advisors, attorneys, accountants, investment bankers, and other professional advisors (with respect to clause (i), each solely in their respective capacity as such); (j) all Holders of Claims and Interests that are deemed to accept the Plan; (k) all Holders of Claims and Interests who vote to accept the Plan; (l) all Holders in voting Classes who receive a Ballot but abstain from voting on the Plan and do not check the appropriate box on such Holder's timely submitted Ballot to indicate such Holder opts out of the releases set forth in Article XIV of the Plan (“Release Opt Out Box”); (m) each Holder of a Claim entitled to vote who votes to reject the Plan and does not check the Release Opt Out Box on such Holder's timely submitted Ballot to indicate such Holder opts out of the releases set forth in Article XIV of the Plan; (n) each Holder of a Claim or Equity Interest deemed to have rejected the Plan but does not send a notice to the Debtor to opt out of the releases set forth in Article XIV of the Plan; and (o) all other Holders of Claims and Equity Interests to the extent permitted by law.

7 Case 19-10547 Doc 370-4 Filed 08/23/19 Entered 08/23/19 15:05:43 Page 1 of 7 EXHIBIT D

UNITED STATES BANKRUPTCY COURT MIDDLE DISTRICT OF LOUISIANA

IN RE: CHAPTER 11

FALCON V, L.L.C., et al.,1 CASE NO. 19-10547

DEBTORS. JOINTLY ADMINISTERED

BALLOT FOR ACCEPTING OR REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C. AND ITS DEBTOR AFFILIATES DATED AUGUST 16, 2019

CLASS 4: ANGELO GORDON CLAIM PLEASE CAREFULLY READ AND FOLLOW THE ENCLOSED VOTING INSTRUCTIONS BEFORE COMPLETING THIS BALLOT.

THE VOTING DEADLINE TO ACCEPT OR REJECT THE PLAN IS SEPTEMBER 25, 2019 AT 4:00 P.M. (PREVAILING CENTRAL TIME).

Falcon V, L.L.C. and its affiliated debtors, as debtors in possession (collectively, the “Debtors”) are providing this ballot (the “Ballot”) to you to solicit your vote to accept or reject the First Amended Chapter 11 Plan of Reorganization of Falcon V, L.L.C. and its Debtor Affiliates with Immaterial Modifications dated August 16, 2019 [Dkt. No. 341] (as modified, amended, or supplemented from time to time, the “Plan”). The Bankruptcy Court has approved the First Amended Disclosure Statement for the First Amended Chapter 11 Plan of Reorganization of Falcon V, L.L.C. and its Debtor Affiliates with Immaterial Modifications Dated August 19, 2019 [Dkt. No. 349] (the “Disclosure Statement”). The Disclosure Statement provides information to assist you in deciding how to vote your Ballot. The Bankruptcy Court’s approval of the Disclosure Statement does not indicate Bankruptcy Court approval of the Plan.

If you do not have the Plan and/or Disclosure Statement, you may obtain a copy by sending a written request via U.S. mail to Kelly Hart Pitre (“Kelly Hart”), Attention: Falcon V, L.L.C. Voting, One American Place, 301 Main Street, Suite 1600, Baton Rouge, Louisiana 70801, or by calling the Kelly Hart at (225) 381-9643. The Disclosure Statement and Plan can also be downloaded from the electronic docket maintained by Kelly Hart at:

https://www.kellyhart.com/component/content/article/2-uncategorised/2598-bankruptcy-pleadings

1 The “Debtors” are the following entities (the corresponding bankruptcy case numbers follow in parentheses): Falcon V, L.L.C. (Case No. 19-10547), ORX Resources, L.L.C. (Case No. 19-10548), and Falcon V Holdings, L.L.C. (Case No. 19-10561). The address of the Debtors is 400 Poydras Street, Suite 1100, New Orleans, Louisiana 70130.

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To have your vote counted and to opt-out of the third-party releases under the Plan (“Third Party Releases”), you must complete, sign and return this Ballot so that it is received by 4:00 p.m., central time, on September 25, 2019 (the “Voting Deadline”), to Kelly Hart:

By Hand Delivery, Certified, Registered, or Regular Mail, or Overnight Carrier:

KELLY HART PITRE Attention: Falcon V, L.L.C. Claims Balloting One American Place 301 Main Street, Suite 1600 Baton Rouge, Louisiana 70801

Please review the Disclosure Statement, the Plan, and the voting information and instructions before you vote. You may wish to seek legal advice concerning the Plan and your classification and treatment under the Plan.

This Ballot is for voting all of your Class 4 Angelo Gordon Claim against the Debtors.

If your ballot is not received by Kelly Hart by the Voting Deadline and the Voting Deadline is not extended, your vote will not count as either an acceptance or rejection of the Plan. If the Plan is confirmed by the Bankruptcy Court, it will be binding on you whether or not you vote.

IF YOU NEITHER CHECK THE “ACCEPT” NOR “REJECT” BOX IN ITEM 2 OR IF YOU CHECK BOTH BOXES IN ITEM 2, THIS BALLOT WILL NOT BE COUNTED. IF THIS BALLOT IS NOT SIGNED ON THE APPROPRIATE LINES BELOW, THIS BALLOT WILL NOT BE VALID OR COUNTED AS HAVING BEEN CAST.

IF IN ITEM 2 BELOW YOU VOTE TO ACCEPT THE PLAN, YOU ARE AGREEING TO GRANT THE THIRD PARTY RELEASES (CONTAINED IN SCHEDULE 1, ATTACHED TO THIS BALLOT). IF IN ITEM 2 YOU VOTE TO REJECT THE PLAN OR IF YOU DO NOT VOTE, YOU MAY CHECK THE BOX IN ITEM 3 BELOW (“OPT-OUT BOX”) TO ELECT NOT TO GRANT THE THIRD PARTY RELEASES. IF YOU (A) SUBMIT YOUR BALLOT WITHOUT CHECKING THE OPT-OUT BOX IN ITEM 3 OR (B) DO NOT TIMELY SUBMIT A BALLOT IN WHICH YOU OPT OUT OF THE THIRD PARTY RELEASES, YOU WILL BE DEEMED TO GRANT THE THIRD PARTY RELEASES.

SEE SCHEDULE 1 ATTACHED HERETO FOR THIRD PARTY RELEASES AND THE DEFINITION OF WHO IS A RELEASED PARTY AND WHO ARE THE RELEASING PARTIES UNDER THE PLAN.

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IMPORTANT NOTICE REGARDING TREATMENT FOR CLASS 4

Claims in Class 4 consist solely of the Angelo Gordon Claim.

If the Plan is confirmed and the Effective Date occurs, each Holder of an Allowed Angelo Gordon Claim shall receive, for the benefit of the Holders of the Prepetition Lender Deficiency Claims, its Pro Rata share (determined inclusive of the Class 3 Claims and in each case without interest) of (i) the beneficial interests in the Falcon Creditors Trust and (ii) the Warrants. Confirmation shall, without any further action by the Bankruptcy Court or any Person or Entity, constitute (i) the subordination of the Allowed Class 4 Angelo Gordon Claims to the Class 3 Prepetition Lender Deficiency Claims and (ii) the transfer by the Holders of Allowed Class 4 Claims of the recovery/distribution to the Holders of the Prepetition Lender Deficiency Claims.

Item 1. Voting Amount of Class 4 Angelo Gordon Claim. The undersigned certifies that, for purposes of voting to accept or reject the Plan, the undersigned is a holder of a Class 4 Angelo Gordon Claim in the following aggregate amount:

$

Item 2. Vote to Accept or Reject the Plan. The undersigned, a holder of Class 4 Angelo Gordon Claim in the amount set forth in Item 1, votes all such Claim as follows (check only one box below):

 ACCEPT (vote FOR) the Plan  REJECT (vote AGAINST) the Plan

Item 3. OPTIONAL: Opt Out of Third Party Releases.

The Holder of the Class 4 Angelo Gordon Claim set forth in Item 1 elects to:

 Opt Out of the Third Party Releases

ANY HOLDER OF A CLAIM IN CLASS 4 THAT RECEIVES THIS BALLOT AND ELECTS PROPERLY TO OPT OUT OF THE THIRD PARTY RELEASES BY CHECKING THE ABOVE OPT-OUT BOX AND SUBMITTING THIS BALLOT TO KELLY HART BY THE VOTING DEADLINE SHALL NOT BE A “RELEASED PARTY.” OPTING OUT OF THE THIRD PARTY RELEASES DOES NOT OTHERWISE AFFECT YOUR TREATMENT UNDER THE PLAN.

Item 4. Acknowledgments. By signing this Ballot, the undersigned certifies that he/she is the Holder of the specified Claim, in the amount set forth above, as of August 19, 2019, the Voting

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Record Date, or has the power to vote to accept or reject the Plan on behalf of the Holder of such Claim. The undersigned understands that, if this Ballot does not indicate either acceptance or rejection of the Plan, this Ballot will not count as a vote to accept or reject the Plan.

Dated:

Print or type Name:

Signature:

Name of Corporation or partnership:

Title (if corporation or partnership):

Address:

Email Address:

THE VOTING DEADLINE IS 4:00 P.M. CENTRAL TIME ON SEPTEMBER 25, 2019.

BALLOTS RECEIVED VIA EMAIL OR FACSIMILE WILL NOT BE COUNTED.

BALLOTS SHOULD NOT BE SENT TO THE BANKRUPTCY COURT.

IF YOU HAVE RECEIVED A DAMAGED BALLOT OR HAVE LOST YOUR BALLOT, OR IF YOU HAVE ANY QUESTIONS CONCERNING THIS BALLOT OR THE VOTING PROCEDURES, PLEASE CONTACT KELLY HART AT 225-381-9643. PLEASE NOTE THAT KELLY HART CANNOT PROVIDE YOU WITH LEGAL ADVICE.

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VOTING INFORMATION AND INSTRUCTIONS FOR COMPLETING THE BALLOT FOR HOLDERS OF THE CLASS 4 ANGELO GORDON CLAIM

1. The Debtors are soliciting votes of holders of Claims with respect to the Plan that accompanies the Ballot. Capitalized terms used but not otherwise defined in the Ballot or these instructions shall have the meanings ascribed to them in the Plan, the Disclosure Statement, or the order approving the Disclosure Statement, copies of which also accompany the Ballot. 2. This Ballot is submitted to you to solicit your vote to accept or reject the Plan. The Court may confirm the Plan and thereby bind you to the terms of the Plan. PLEASE READ THE PLAN AND DISCLOSURE STATEMENT CAREFULLY BEFORE COMPLETING THE BALLOT. 3. Please review the information contained in Item 1 for accuracy. 4. In the boxes provided in Item 2 of the Ballot, please cast ONE vote to either accept or reject the Plan. 5. You must vote your entire Class 4 Angelo Gordon Claim to accept or reject the Plan. You may not split your vote. A Ballot that partially rejects and partially accepts the Plan will not be counted. 6. Pursuant to the Plan, you are deemed to have given the Third Party Releases if you (a) vote to accept the Plan, (b) abstain from voting to accept or reject the Plan without checking the Opt-Out Box in Item 3 of the Ballot, or (c) submit the ballot and vote to reject the Plan without checking the Opt-Out Box in Item 3. 7. Complete the Ballot by providing all the information requested and sign, date, and return the Ballot by mail, overnight courier, or hand delivery to Kelly Hart at the following address: KELLY HART PITRE Attention: Falcon V, L.L.C. Claims Balloting One American Place 301 Main Street, Suite 1600 Baton Rouge, Louisiana 70801

Ballots must be actually received by Kelly Hart by 4:00 p.m., Central Time, on September 25, 2019 (the “Voting Deadline”). If a Ballot is received after the Voting Deadline, it will not be counted. If this Ballot is illegible, contains insufficient information to identify the Holder, or is not signed on the appropriate lines, this Ballot will not be valid or counted as having been cast on the Plan. Ballots submitted by facsimile transmission will not be accepted. Ballots should not be sent to the Bankruptcy Court. 8. If you are completing this Ballot on behalf of another person or entity, indicate your relationship with such person or entity and the capacity in which you are signing and, if requested, submit satisfactory evidence of your authority to do so (i.e., a power of attorney).

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Schedule 1

THE PLAN PROVIDES FOR THE FOLLOWING THIRD PARTY RELEASES BY HOLDERS OF CLAIMS AND INTERESTS:

Except as otherwise provided in the Plan, as of the Effective Date and to the fullest extent permissible under applicable law, each Releasing Party expressly, unconditionally, generally, and individually and collectively releases, acquits, and discharges the Debtors, Reorganized debtors, and Released Parties from any and all claims, obligations, rights, suits, damages, causes of action, remedies and liabilities whatsoever, including any derivative claims asserted or assertable on behalf of the Debtors, any Claims asserted or assertable on behalf of any Holder of any Claim against or interest in the Debtors and any Claims or interests asserted or assertable against or interest in the Debtors on behalf of any other entity, whether known or unknown, foreseen or unforeseen, matured or unmatured, existing or hereinafter arising, in law, equity, contract, tort or otherwise, by statute or otherwise, that such Releasing Party (whether individually or collectively), ever had, now has or hereafter can, shall or may have, based on or relating to, or in any manner arising from, in whole or in part, the Debtors, the Debtors' restructuring efforts, the Debtors' intercompany transactions (including dividends paid), any Avoidance Action, the purchase, sale, or rescission of the purchase or sale of any security of the Debtors, or any other transaction relating to any security of the Debtors, or any other transaction or other arrangement with the Debtors whether before or during the Restructuring Transactions implemented by the Plan, the subject matter of, or the transactions or events giving rise to, any Claim, Equity Interest or interest that is affected by or classified in the Plan, the Restructuring Transactions before or during the Restructuring Transactions implemented by the Plan, the negotiation, formulation, or preparation of such Restructuring Transactions, the Plan, the Plan Supplement, the Disclosure Statement, or any related agreements, any asset purchase agreement, instruments, or other documents (including, for the avoidance of doubt, providing any legal opinion requested by any Entity regarding any transaction, contract, instrument, document, or other agreement contemplated by the Plan or the reliance by any Released Party on the Plan or the Confirmation Order in lieu of such legal opinion) created or entered into in connection the Disclosure Statement, the Plan, the Chapter 11 Cases, the filing of the Chapter 11 Cases, the pursuit of Confirmation, the pursuit of consummation, the administration and implementation of the Plan, including the issuance or distribution of securities pursuant to the Plan, or the distribution of property under the Plan, or any other related agreement, or upon any other act or omission, transaction, agreement, event, or other occurrence taking place or arising on or before the Effective Date related or relating to any of the foregoing; provided that nothing in the foregoing shall result in any of the Debtors' officers and directors waiving any indemnification claims against any of their insurance carriers or any rights as beneficiaries of any insurance policies, which insurance policies shall be assumed by the Reorganized Debtors, except to the extent provided for in the plan. Notwithstanding anything contained herein to the contrary, the foregoing releases by the Releasing Parties do not release (i) acts of actual fraud, gross negligence, or willful misconduct as adjudicated by Final Order of the Bankruptcy Court, which shall have exclusive jurisdiction over any such claim, to the fullest extent provided by law, or (ii) any obligations of any party under the Plan or any document, instrument, or agreement executed to implement the Plan.

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THE PLAN DEFINES “RELEASED PARTY” AS FOLLOWS:

"Released Parties" means each of the following in their respective capacity as such: (a) the Prepetition Lenders; (b) the Prepetition Agent; (c) the DIP Lenders; (d) the DIP Agent; (e) the Plan Sponsor; (f) the Committee; (g) Holders of Equity Interests; (h) with respect to each of the Debtors, the Reorganized Debtors, and each of the foregoing Entities in clauses (a) through (h), each such Entity's current and former predecessors, successors, Affiliates (regardless of whether such interests are held directly or indirectly), subsidiaries, funds, portfolio companies, management companies; and (i) with respect to the Debtors and the Reorganized Debtors and each of the foregoing Entities in clauses (a) through (h), each of their respective current and former directors, officers, members, employees, partners, advisers, sub-advisers, managers, independent contractors, agents, representatives, principals, professionals, consultants, financial advisors, attorneys, accountants, investment bankers, and other current and former professional advisors (with respect to clause (i), each solely in their respective capacity as such); provided that any Holder of a Claim or Equity Interest, or a Person otherwise named herein as one of the “Released Parties,” that opts out of the releases contained in the Plan shall not be a "Released Party."

THE PLAN DEFINES “RELEASING PARTY” AS FOLLOWS:

"Releasing Party" means each of the following in their respective capacity as such: (a) the Prepetition Lenders; (b) the Prepetition Agent; (c) the DIP Lenders; (d) the DIP Agent; (e) the Plan Sponsor; (f) the Committee; (g) Holders of Equity Interests; (h) with respect to each of the Debtors, the Reorganized Debtors, and each of the foregoing Entities in clauses (a) through (g), each such entity's current and former predecessors, successors, Affiliates (regardless of whether such interests are held directly or indirectly), subsidiaries, funds, portfolio companies, management companies; (i) with respect to each of the foregoing Entities in clauses (a) through (g), each of their respective current and former directors, officers, members, employees, partners, advisers, sub-advisers, managers, independent contractors, agents, representatives, principals, professionals, consultants, financial advisors, attorneys, accountants, investment bankers, and other professional advisors (with respect to clause (i), each solely in their respective capacity as such); (j) all Holders of Claims and Interests that are deemed to accept the Plan; (k) all Holders of Claims and Interests who vote to accept the Plan; (l) all Holders in voting Classes who receive a Ballot but abstain from voting on the Plan and do not check the appropriate box on such Holder's timely submitted Ballot to indicate such Holder opts out of the releases set forth in Article XIV of the Plan (“Release Opt Out Box”); (m) each Holder of a Claim entitled to vote who votes to reject the Plan and does not check the Release Opt Out Box on such Holder's timely submitted Ballot to indicate such Holder opts out of the releases set forth in Article XIV of the Plan; (n) each Holder of a Claim or Equity Interest deemed to have rejected the Plan but does not send a notice to the Debtor to opt out of the releases set forth in Article XIV of the Plan; and (o) all other Holders of Claims and Equity Interests to the extent permitted by law.

7 Case 19-10547 Doc 370-5 Filed 08/23/19 Entered 08/23/19 15:05:43 PageEXHIBIT 1 of 6 E

UNITED STATES BANKRUPTCY COURT MIDDLE DISTRICT OF LOUISIANA

IN RE: CHAPTER 11

FALCON V, L.L.C., et al.,1 CASE NO. 19-10547

DEBTORS. JOINTLY ADMINISTERED

NOTICE OF IMPAIRED NON-VOTING STATUS REJECTING THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION OF FALCON V, L.L.C., ET AL., PURSUANT TO CHAPTER 11 OF THE BANKRUPTCY CODE AND RELEASE OPT OUT FORM2

PLEASE TAKE NOTICE OF THE FOLLOWING: On May 10, 2019, Falcon V, L.L.C. and its affiliated debtors, as debtors in possession (collectively, the “Debtors”) commenced voluntary petitions for relief under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Middle District of Louisiana (the “Bankruptcy Court”). On August 20, 2019, the Bankruptcy Court entered an order [Dkt. No. 353] (the “Disclosure Statement Order”) approving the solicitation version of the First Amended Disclosure Statement for the First Amended Chapter 11 Plan of Reorganization of Falcon V, L.L.C. and its Debtor Affiliates with Immaterial Modifications Dated August 19, 2019 [Dkt. No. 349] (the “Disclosure Statement”) with respect to the solicitation version of the First Amended Chapter 11 Plan of Reorganization of Falcon V, L.L.C. and its Debtor Affiliates with Immaterial Modifications dated August 16, 2019 [Dkt. No. 341] (as modified, amended, or supplemented from time to time, the “Plan”). Capitalized terms used herein and not otherwise defined have the meanings given to them in the Plan. The Disclosure Statement Order authorizes the Debtors to solicit votes to accept or reject the Plan. Under the terms of the Plan, you are not entitled to receive or retain any property on account of your Claim(s) against or Interest(s) in the Debtors. Therefore, pursuant to section 1126(g) of the Bankruptcy Code you are (i) deemed to have rejected the Plan, and (ii) not entitled to vote on the Plan. Copies of the Disclosure Statement, the Plan, and the Disclosure Statement Order, are enclosed with this notice. The Disclosure Statement and Plan can also be downloaded from the electronic docket maintained by Kelly Hart at: https://www.kellyhart.com/component/content/article/2-uncategorised/2598-bankruptcy-pleadings This notice is being provided to you to advise you of the hearing to consider confirmation of the Plan and the opportunity to opt out of the third party releases contained in the Plan (“Third Party Releases”). The hearing to consider the confirmation of the Plan shall be held on September 30, 2019

1 The “Debtors” are the following entities (the corresponding bankruptcy case numbers follow in parentheses): Falcon V, L.L.C. (Case No. 19-10547), ORX Resources, L.L.C. (Case No. 19-10548), and Falcon V Holdings, L.L.C. (Case No. 19-10561). The address of the Debtors is 400 Poydras Street, Suite 1100, New Orleans, Louisiana 70130. 2 Impaired Non-Voting Classes consist of Class 5 (Intercompany Claims) and Class 6 (Equity Interests in ORX Resources, LLC and Falcon V, LLC).

1 Case 19-10547 Doc 370-5 Filed 08/23/19 Entered 08/23/19 15:05:43 Page 2 of 6 at 10:00 a.m. (prevailing Central Time) before the Honorable Douglas Dodd, United States Bankruptcy Judge, 707 Florida Street, Baton Rouge, Louisiana 70801. Objections or responses to confirmation of the Plan, if any, must be filed no later than September 24, 2019. This notice contains a box allowing each Holder of a Claim or Interest in Class 5 or 6 to opt-out of granting Third Party Releases (“Opt-Out Box”). UNLESS you timely sign and return the attached form opting out of the Third Party Releases, you will be deemed to grant the Third Party Releases. ANY HOLDER OF A CLAIM OR INTEREST IN CLASS 5 OR 6 THAT RECEIVES THIS NOTICE AND ELECTS PROPERLY TO OPT OUT OF THE RELEASES SET FORTH IN THE PLAN BY CHECKING THE OPT OUT BOX IN ITEM 2 IN THE ATTACHED FORM AND SUBMITTING THE FORM TIMELY TO KELLY HART SHALL NOT BE A “RELEASED PARTY.” SEE SCHEDULE 1 ATTACHED HERETO FOR THIRD PARTY RELEASES CONTAINED IN THE PLAN AND THE DEFINITION OF WHO IS A RELEASED PARTY AND WHO ARE THE RELEASING PARTIES UNDER THE PLAN. OPTIONAL: Release Opt Out Form. If you choose to opt of the Third Party Releases, complete this form (“Release Opt-Out Form”) by providing all the information requested, check the Opt-Out Box below, and sign, date, and return this form by mail, overnight courier, or hand delivery to Kelly Hart at the applicable following address: KELLY HART PITRE Attention: Falcon V, L.L.C. Claims Balloting One American Place 301 Main Street, Suite 1600 Baton Rouge, Louisiana 70801 This Release Opt Out Form must be actually received by Kelly Hart by 4:00 p.m., Central Time, on September 25, 2019 (the “Voting Deadline”). If received after the Voting Deadline, it will not be counted, and you will be deemed to grant the Third Party Releases. Item 1. The undersigned certifies that, as of August 19, 2019 and for purposes of opting out of the Third Party Releases, the undersigned is a holder of either a Class 5 Intercompany Claim in the following aggregate amount or Class 6 ORX Resources, LLC or Falcon V, LLC Equity Interest in the following percentage(s):

Intercompany Claim Amount $ OR ORX Resources, LLC Equity Interest Percentage: % OR Falcon V, LLC Equity Interest Percentage: %

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Item 2. OPTIONAL: Opt Out of Releases.

YOU MAY CHECK THE OPT-OUT BOX BELOW TO ELECT NOT TO GRANT THE THIRD PARTY RELEASES. IF YOU DO NOT OPT OF THE THIRD PARTY RELEASES, YOU WILL BE DEEMED TO CONSENT TO THE THIRD PARTY RELEASES.

The Holder of the Claim or Interest set forth in Item 1 elects to:

 Opt Out of the Releases

Item 3. Acknowledgments. By signing this Release Opt Out Form, the undersigned certifies that: 1. as of the August 19, 2019, the undersigned was (a) the Holder of the Claim or Interest set forth in Item 1 or (b) the authorized signatory for a holder of the Claim or Interest set forth in Item 1;

2. the Holder understands that, if this Release Opt Out Form is otherwise validly executed but does not indicate that the Holder is opting out of the Third Party Releases in the Plan; such Holder will be deemed to have consented to such Third Party Releases, and

3. the Holder understands and acknowledges that all authority conferred or agreed to be conferred pursuant to this Notice, and every obligation of the Holder hereunder, shall be binding upon the transferees, successors, assigns, heirs, executors, administrators, and legal representatives of the Holder and shall not be affected by, and shall survive, the death or incapacity of the Holder.

Dated:

Print or type Name:

Signature:

Name of Corporation or partnership:

Title (if corporation or partnership):

Address:

Email Address:

THE VOTING DEADLINE IS 4:00 P.M. CENTRAL TIME ON SEPTEMBER 25, 2019.

OPT-OUT FORMS RECEIVED VIA EMAIL OR FACSIMILE WILL NOT BE COUNTED. OPT-OUT FORMS SHOULD NOT BE SENT TO THE BANKRUPTCY COURT. IF YOU HAVE RECEIVED A DAMAGED FORM OR HAVE LOST YOUR FORM, OR IF YOU HAVE ANY QUESTIONS CONCERNING THIS FORM, PLEASE CONTACT KELLY

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HART AT 225-381-9643. PLEASE NOTE THAT KELLY HART CANNOT PROVIDE YOU WITH LEGAL ADVICE.

Dated: August 20, 2019.

KELLY HART PITRE

/s/ Louis M. Phillips Louis M. Phillips (#10505) Patrick (Rick) M. Shelby (#31963) Amelia L. Bueche (#36817) One American Place 301 Main Street, Suite 1600 Baton Rouge, LA 70801-1916 Telephone: (225) 381-9643 Email: [email protected] Email: [email protected] Email: [email protected] COUNSEL FOR THE DEBTORS

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Schedule 1

THE PLAN PROVIDES FOR THE FOLLOWING RELEASES BY HOLDERS OF CLAIMS AND INTERESTS (THE “THIRD PARTY RELEASES”):

Except as otherwise provided in the Plan, as of the Effective Date and to the fullest extent permissible under applicable law, each Releasing Party expressly, unconditionally, generally, and individually and collectively releases, acquits, and discharges the Debtors, Reorganized debtors, and Released Parties from any and all claims, obligations, rights, suits, damages, causes of action, remedies and liabilities whatsoever, including any derivative claims asserted or assertable on behalf of the Debtors, any Claims asserted or assertable on behalf of any Holder of any Claim against or interest in the Debtors and any Claims or interests asserted or assertable against or interest in the Debtors on behalf of any other entity, whether known or unknown, foreseen or unforeseen, matured or unmatured, existing or hereinafter arising, in law, equity, contract, tort or otherwise, by statute or otherwise, that such Releasing Party (whether individually or collectively), ever had, now has or hereafter can, shall or may have, based on or relating to, or in any manner arising from, in whole or in part, the Debtors, the Debtors' restructuring efforts, the Debtors' intercompany transactions (including dividends paid), any Avoidance Action, the purchase, sale, or rescission of the purchase or sale of any security of the Debtors, or any other transaction relating to any security of the Debtors, or any other transaction or other arrangement with the Debtors whether before or during the Restructuring Transactions implemented by the Plan, the subject matter of, or the transactions or events giving rise to, any Claim, Equity Interest or interest that is affected by or classified in the Plan, the Restructuring Transactions before or during the Restructuring Transactions implemented by the Plan, the negotiation, formulation, or preparation of such Restructuring Transactions, the Plan, the Plan Supplement, the Disclosure Statement, or any related agreements, any asset purchase agreement, instruments, or other documents (including, for the avoidance of doubt, providing any legal opinion requested by any Entity regarding any transaction, contract, instrument, document, or other agreement contemplated by the Plan or the reliance by any Released Party on the Plan or the Confirmation Order in lieu of such legal opinion) created or entered into in connection the Disclosure Statement, the Plan, the Chapter 11 Cases, the filing of the Chapter 11 Cases, the pursuit of Confirmation, the pursuit of consummation, the administration and implementation of the Plan, including the issuance or distribution of securities pursuant to the Plan, or the distribution of property under the Plan, or any other related agreement, or upon any other act or omission, transaction, agreement, event, or other occurrence taking place or arising on or before the Effective Date related or relating to any of the foregoing; provided that nothing in the foregoing shall result in any of the Debtors' officers and directors waiving any indemnification claims against any of their insurance carriers or any rights as beneficiaries of any insurance policies, which insurance policies shall be assumed by the Reorganized Debtors, except to the extent provided for in the plan. Notwithstanding anything contained herein to the contrary, the foregoing releases by the Releasing Parties do not release (i) acts of actual fraud, gross negligence, or willful misconduct as adjudicated by Final Order of the Bankruptcy Court, which shall have exclusive jurisdiction over any such claim, to the fullest extent provided by law, or (ii) any obligations of any party under the Plan or any document, instrument, or agreement executed to implement the Plan.

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THE PLAN DEFINES “RELEASED PARTY” AS FOLLOWS:

"Released Parties" means each of the following in their respective capacity as such: (a) the Prepetition Lenders; (b) the Prepetition Agent; (c) the DIP Lenders; (d) the DIP Agent; (e) the Plan Sponsor; (f) the Committee; (g) Holders of Equity Interests; (h) with respect to each of the Debtors, the Reorganized Debtors, and each of the foregoing Entities in clauses (a) through (h), each such Entity's current and former predecessors, successors, Affiliates (regardless of whether such interests are held directly or indirectly), subsidiaries, funds, portfolio companies, management companies; and (i) with respect to the Debtors and the Reorganized Debtors and each of the foregoing Entities in clauses (a) through (h), each of their respective current and former directors, officers, members, employees, partners, advisers, sub-advisers, managers, independent contractors, agents, representatives, principals, professionals, consultants, financial advisors, attorneys, accountants, investment bankers, and other current and former professional advisors (with respect to clause (i), each solely in their respective capacity as such); provided that any Holder of a Claim or Equity Interest, or a Person otherwise named herein as one of the “Released Parties,” that opts out of the releases contained in the Plan shall not be a "Released Party."

THE PLAN DEFINES “RELEASING PARTY” AS FOLLOWS:

"Releasing Party" means each of the following in their respective capacity as such: (a) the Prepetition Lenders; (b) the Prepetition Agent; (c) the DIP Lenders; (d) the DIP Agent; (e) the Plan Sponsor; (f) the Committee; (g) Holders of Equity Interests; (h) with respect to each of the Debtors, the Reorganized Debtors, and each of the foregoing Entities in clauses (a) through (g), each such entity's current and former predecessors, successors, Affiliates (regardless of whether such interests are held directly or indirectly), subsidiaries, funds, portfolio companies, management companies; (i) with respect to each of the foregoing Entities in clauses (a) through (g), each of their respective current and former directors, officers, members, employees, partners, advisers, sub-advisers, managers, independent contractors, agents, representatives, principals, professionals, consultants, financial advisors, attorneys, accountants, investment bankers, and other professional advisors (with respect to clause (i), each solely in their respective capacity as such); (j) all Holders of Claims and Interests that are deemed to accept the Plan; (k) all Holders of Claims and Interests who vote to accept the Plan; (l) all Holders in voting Classes who receive a Ballot but abstain from voting on the Plan and do not check the appropriate box on such Holder's timely submitted Ballot to indicate such Holder opts out of the releases set forth in Article XIV of the Plan (“Release Opt Out Box”); (m) each Holder of a Claim entitled to vote who votes to reject the Plan and does not check the Release Opt Out Box on such Holder's timely submitted Ballot to indicate such Holder opts out of the releases set forth in Article XIV of the Plan; (n) each Holder of a Claim or Equity Interest deemed to have rejected the Plan but does not send a notice to the Debtor to opt out of the releases set forth in Article XIV of the Plan; and (o) all other Holders of Claims and Equity Interests to the extent permitted by law.

6