Case KJC Doc 336 Filed 08/29/17 Page 1 of 3

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1 Case KJC Doc 336 Filed 08/29/17 Page 1 of 3 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 AEI WINDDOWN, INC., Debtor. Case No (KJC) Objection Deadline: September 12, 2017 at 4:00 p.m. (ET) MONTHLY STAFFING REPORT BY PROTIVITI, INC. F012 THE PERIOD OF JUNE 1, 2017 THROUGH JUNE 30, 2017 Pursuant to the DebtoN's Motion to Employ and Retain Protivitz, Inc, to PNovide a Chief RestNucturing OfficeN and Additional RestNucturing SuppoNt Personnel for the Debtor Pui suant Co 11 U.S,C. ~~ 363(B), 105(A) Nunc Pro Tunc to the Petition Date, filed March 9, 2017 (the "Motion") [Docket No. 21 ~, and further modified by the CeNtifzcation of Counsel Submitting Revised PNoposed ONdeN AuthoNizing and AppNoving Employment and Retention of Protiviti, Inc, to Provide a Chief Restructuring Officer and Additional PeNsonnel for the Debtor Pursuant to 11 U.S.C. ~'~ 363(B), 105(A) Nunc Pro Tunc to the Petition Date, filed May 1, 2017 (the "Revised Order") [Docket No. 129], Protiviti Inc. ("Protiviti") hereby files its monthly staffing report (the "Staffing Report") for the period of June 1, 2017 through June 30, 2017 (the "Reporting Period"), and in support of such report represents as follows: 1, Pursuant to the terms of Protiviti's engagement letter (the "~nga eg~ment Letter") with the Debtors, dated February 20, 2017, Protiviti was proposed to provide a chief restructuring officer ("CRO") and restructuring support services. The functions filled by such personnel encompass a wide scope of services related to the chapter 11 case, and include, without limitation, preparing and monitoring financial reports, preparing financial forecasts and

2 Case KJC Doc 336 Filed 08/29/17 Page 2 of 3 projections, and assisting with financial analysis and modeling in support of the closing of a sale trans action, ~Docicet No. 1X21 2. `I'l~e Court approved and entered tl~e Revised Order on May 2, Protiviti filed its March Staffing Report an June 9, 201'7. ~Dacicet No, 223 4, Protiviti filed its April Staffing Repot o~ June 29, [Docket Na, 264] 5. Protiviti filed its May Staffing Report on 7uly 19, ZQ~7, [Dacicet Na. 283] 6. Per the Motion and Revised Order, Suzanne R~ski serves as the Debtors' CRO dining the pendency of this chapter 11 case, 7. Pursuant Co the Motion., Protiviti is required to ale monthly staffing reports ("Staffz~ Reports") with the Bankruptcy Gaurt and serve same on the Notzce Partzes, P~ otiviti shall file with the CaLu~C and serve by or first class mail on the U.S. Trustee and any statutory cornt~ittges appointed in this case (collectively, the "Notica Parties") a Staffing Report by the 20th of each month. for the previous month, which shall include; (i) the names,positions, and functions filed by all Prativiti Professionals assigned to the engagement; (ii) the total hours worked by each Protiviti Professional assigned to the engagement; and (iii) the itemized expenses incurxed, including expense detail, Coi~sistetlt with t(~e Motian, the Staffing Report shall remain subject to z~eview by the Banlc~uptcy Court in the event sa requested by the Notice Parties. services to the Debtor; $, During tlae Reporting Period, the following Proti~viti Pzofessio7lals provided Name Title Description of Function Hours Suzan7~e Roslci~ Managing Director CRO 198,2 Heaihex Williams Director CRO Operational Support 164,9 Jolu1 Sima Senior Consultant CRO Operational Support Sian Sterlir~ Consultant CRO Operational Suppo~ t 7.9 Total I Iou~~s 577,1

3 Case KJC Doc 336 Filed 08/29/17 Page 3 of 3 9, Protidrti's itemized expenses for the Reporting Period are attached here as Exhibits A, Dated; I~L1g11St Z~, 201'1 PROTIVI' I, INC, ~~~.. Suzanne B, Roslci Managing Director 1X51 East Cary Street, Suite 602 Richmond, VA 23219

4 Case KJC Doc Filed 08/29/17 Page 1 of 2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 AQUION ENERGY, INC.,1 Case No (KJC) Debtor. Objection Deadline: September 12, 2017 at 4:00 p.m. (ET) NOTICE OF FILING OF MONTHLY STAFI+ING REPORT BY PROTIVITI, INC. FOR THE PERIOD OF JUNE 1, 2017 THROUGH JUNE 30, 2017 TO: (i) Office of the United States Trustee; and (ii) Counsel to the Official Committee of unsecured Creditors. PLEASE TAKE NOTICE that Protiviti, Inc. ("Protiviti") has filed the attached monthly stafring report for the period from June 1, 2017 through June 30, 2017 (the "Staffin Report") with the United Staties Bankruptcy Court for the District of Delaware, 824 North Market Street, 3rd Floor, Wilmington, Delaware (the `Bankruptcy Court") pursuant to the Bankruptcy Court's order entered on May 2, 2017 approving the employment of Protiviti (the "Retention Order") [Docket No. 132]. PLEASE TAKE FURTHER NOTICE that, pursuant to the Retention Order, any objection or response to the Staffing Report must be filed with Bankruptcy Court on or before September 12, 2017 at 4:00 p.iil. pt~e~~ailing Eastern Time. PLEASE TAKE FURTHER NOTICE that at the same time, you must also serve a copy of the objection or response upon: (i) counsel for the Debtor: Pachulslci Stang Ziehl & Jones LLP, 919 North Market Street, 17th Floor, P.O. Box 8705, Wilmington, Delaware 19801, (Attn: Laura Davis Jones, Esq. (ljones@pszjlaw.com)); (ii) counsel to the Official ' The Debtor in this chapter 11 case and the last four digits of the Debtor's U.S. tax identification number is Aquion Energy, Inc. (1370). The Debtor's headquarters is located at 32 39th Street, Pittsburgh, PA ROCS Dr /001

5 Case KJC Doc Filed 08/29/17 Page 2 of 2 Committee of Unsecured Creditors: (a) Lowenstein Sandler LLP, 1251 Avenue of the Americas, New York, New York 10020, Attn: Jeffrey Cohen, Esq. (jcohen@lowenstein.com) and Barry Z. Bazian, Esq. (bbazian@lowenstein.com);(b) Lowenstein Sandler LLP, 65 Livingston Avenue, Roseland, NJ 07068, Attn: Andrew David Behlmann, Esq. (abehlmann@lowenstein.com);(c) Klehr Harrison Harvey Branzburg LLP, 919 Market Street, Suite 1000, Wilmington, Delaware 19801, Attn: Richard M. Beck, Esq. (rbeck@klehr.com) and Sally E. Veghte, Esq. (sveghte@klehr.com); and (iii) the Office of the United States Trustee for the District of Delaware: United States Trustee, 844 King Street, Suite 2207, Lockbox #35, Wilmington, Delaware 19801, (Fax: ) (Attn: Hannah Mufson McCollum, Esq. (hannah.mccollum@usdoj. gov)). Dated: August 29, 2017 PACHULSKI STANG ZIEHL &JONES LLP /s/joseph M. Mulvihill Laura Davis Jones (DE Bar No. 2436) David M. Bertenthal (CA Bar No ) Joseph M. Mulvihill (Bar No. 6061) 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, Delaware (Courier 19801) Telephone: (302) Facsimile: (302) ljones@pszjlaw.com dbertenthal@pszj law. com j mulvihill@pszj law. com Counsel to the Debtor and Debtor in Possession DOGS DF,: /001 2

6 Case KJC Doc Filed 08/29/17 Page 1 of 2 Exhibit A AEI W inddown, Inc. Protiviti Staffing Report -June 2017 Expenses Incurred by CRO and Support Pt opessionals Date Professional Expense Description Amount 06/01/17 Sima, John Steven Rental car $ /01/17 Siena, John Steven Rental Caf - Puel /01/17 Koski, Suzanne B Hotel lodging /01/17 Siena, John Steven Hotel lodging /01/17 Siena, John Steven Hotel parking /01/17 Siena, John Steven Taxi from airport to home /01/17 Roski, Suzanne I3 Taxi from airport to home /02/17 Williams, Heather G Airport parking /05/17 Williams, Heather G Airfare /05/17 Williams, Heather G Baggage Fee /05/17 Williams, Heather G Seat Assignment /05/17 Williams, Heather G Hotel parking /06/17 Siena, John Steven Airfare /06/17 Roski, Suzanne I3 Airfare /06/17 Williams, Heather G Hotel parking /06/17 Taylor, Brian L Sale data room hosted by V-Rooms /06/17 IZoski, Suzanne B Taxi fi om airport to client /06/17 Siena, john Steven Taxi from home to airport /06/17 Siena, John Steven Taxi fi om airport to client /07/17 Williams, Heather G ~ Baggage Fee /07/17 Williams, Heather G Hotel lodging /07/17 Williams, Heather G Airport parking /07/17 Williams, Heather G Taxi fi om client to airport /08/17 Siena, John Steven Aii-Pare -change fee /08/17 Siena, John Steven Airfare /08/17 Williams, Heather G Rental car /08/17 Siena, John Steven Rental Car -Fuel /08/17 Roski, Suzanne B I-Intel lodging /08/17 Siena, John Steven Hotel lodging /08/17 Siena, John Steven Hotel parking /08/17 Siena,.iohn Steven 'Taxi fi om airport to home /08/17 Roski, Suzanne B "Taxi from airport to home /08/17 Roski, Suzanne I3 Taxi fi~om client to airport /12/17 Williams, Heather G Airfat e /12/17 Roski, Suzanne I3 Airfare /12/17 Roski, Suzanne B Taxi from airport to client /13/17 Siena, John Steven Airfare /13/17 Siena, John Steven Taxi fi om home to airport /13/17 Siena, John Steven Taxi from airport to client /14/17 Williams, Heather U Airport parking /14/17 Siena, John Steven Office supplies -hard drives for client data storage /14/17 Siena, John Steven Office supplies for client site /15/17 Siena, John Steven Air fai e /15/17 Williams, Heather G Rental car /15/17 Williams, Heather G Seat Assignment /15/17 Williams, Heather G Baggage -Fee /15/17 Roski, Suzanne B Hotel lodging /] 5/17 Siena, John Steven Hotel lodging /15/17 Williams, T-leather G Hotel lodging Page 1 of 2

7 Case KJC Doc Filed 08/29/17 Page 2 of 2 Exhibit A AEI Winddown, Inc. Protiviti Staffing Report -June 2017 Expenses Incurred by CRO and Suppof t Professionals Date Professional expense Description Amount 06/15/17 Williams, I-Ieather G Hotel parking /15/17 Sima, John Steven Taxi from client to airport /15/17 Sima, John Steven Taxi fi om airport to home /19/17 Sima, John Steven Airfare /19/17 Williams, I~3eather G Airfare /19/17 Roski, Suzanne B Airfare /19/17 Rosl<i, Suzanne B Taxi from airport to hotel /19/17 Williams, Heather G 'Taxi from airport to hotel /19/17 Sima, John Steven Toll to airport /20/17 Williams, Heather G Hotel lodging /20/17 Williams, Heather U Taxi from airport to hotel /21/17 Sima, John Steven Seat Assignment /21/17 Roski, Suzanne B Hotel lodging /21/17 Sima, John Steven Hotel lodging /21/17 Sima, John Steven Taxi from airport to client /22/17 Sima, John Steven Rental car -flight re-routing /22/17 Roski, Suzanne I3 I-hotel lodging /22/17 Sima, John SCeven Airport parking /22/17 Roski, Suzanne I3 'Taxi from airport to hotel /22/17 Roski, Suzanne B Taxi from hotel to client /22/l7 Roski, Suzanne I3 'taxi from client to airport /22/17 Roski, Suzanne I3 Taxi from airport to home /22/17 Sima, John SCeven Toll fi om airport /25/17 Roski, Suzanne 13 Cell phone charges /25/17 Roski, Suzanne B Taxi to airport from home /26/17 Sima, John Steven Airfare /26/17 Williams, Heather G Airfare /26/17 Williams, Heather G Baggage Fee /26/17 Williams, Heather G Taxi from airport to client /27/17 Roski, Suzanne B Airfat e /27/17 Roski, Suzanne I3 Hotel lodging /27/17 Roski, Suzanne B 'Taxi fi om client to airport /27/17 Roski, Suzanne T3 Taxi from airport to home /28/17 Sima, John Stieven Airfare /28/17 Sima, John Steven Kental car /28/17 Williams, I-leather G Baggage Fee /28/17 Williams, Heather G Seat Assignment /28/17 Williams, Heather G Seat Assignment /28/17 Sima, John Steven I-Intel lodging /28/17 Williams, F-Ieather C Hotel lodging /28/17 Sima, John Steven Ait pol~t parking 36 06/28/17 Sima, John Steven IIotel parking 32 06/28/17 Williams, Feather G Taxi fi om client to airport 34 06/28/17 Williams, I-Ieather G Taxi fi om airport to home Total $ 16, Page 2 of 2

8 Case KJC Doc Filed 08/29/17 Page 1 of 2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re; Chapter 11 AQUION ENERGY, INC.,1 Case No (KJC) Debtor. CERTIFICATE OF SERVICE I, Joseph M. Mulvihill, hereby certify that on the 29th day of August, 2017, I caused a copy of the following documents) to be served on the individuals on the attached service lists) in the manner indicated: Notice of Fling of Monthly Staffing Report By Protiviti, Inc. for the Period of June 1, 2017 through June 30, 2017 Monthly Staffing Report By Protiviti, Inc. far the Period of June 1, 2017 through June 30, 2017 /s/joser~h M. Mulvihill Joseph M. Mulvihill (DE Bar No. 6061) ` The Debtor in this chapter 11 case and the last four digits of the Debtor's U.S. tax identification number is Aquion Energy, Inc. (1.370). The Debtor's headquarters is located at 32 39th Street, Pittsburgh, PA DOCS DL' /001

9 Case KJC Doc Filed 08/29/17 Page 2 of 2 Aquion Service List re Staffing Reports Case No (KJC) Dac. Na Hand Delivery 02 First Class Mail Hand Delivery (United States Trustee) Hannah Mufson McCallum, Esq. Ofrice of the United States Trustee US Department of Justice 844 King Street, Suite 2207 Locicbox #35 Wilmington, DE Hand Delivery (Counsel to the Official Committee of Unsecured Creditors) Richard M. Beck, Esq. Sally E. Veghte, Esq. Klehr Harrison Harvey Branzburg LLP 919 Market Street, Suite 1000 Wilmington, DE 19$01 First Class Mail (Counsel to the Official Committee of Unsecured Creditors) Jeffrey Cohen, Esq. Barry Z, Bazian, Esq. Lowenstein Sandler LLP 12S 1 Avenue of the Americas New York, NY First Class Mail (Counsel to the Official Committee of Unsecured Creditors) Andrew David Behlmann, Esq. Lowenstein Sandler LLP 6S Livingston Avenue Roseland, NJ Q7068 ROCS DE: /001