13D Filing: Orange Capital Cuts Bellatrix Exploration Ltd. (BXE) Position, Daniel Lewis Resigns from Board

Page 7 of 9 SEC Filing

This Amendment No. 12 (“Amendment No. 12”) amends
and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on August
19, 2014 (as amended, the “Schedule 13D”) with respect to the common shares, no par value (the “Common Shares”),
of Bellatrix Exploration Ltd., a Canadian limited company (the “Issuer”). Capitalized terms used herein and not otherwise
defined in this Amendment No. 12 have the meanings set forth in the Schedule 13D. This Amendment No. 12 amends Items 3, 4, 5 and
6 as set forth below.

Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The first sentence of Item 3 of the Schedule 13D is hereby amended and restated in its entirety as follows:
The Reporting Persons used approximately $181,000,000 (CAD $200,000,000) (including brokerage commissions) in the aggregate to purchase the Common Shares reported in this Schedule 13D.
Item 4. PURPOSE OF TRANSACTION.
Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
Mr. Daniel Lewis resigned from the Board effective as of February 10, 2016.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
The first sentence of paragraph (a) and paragraph (c) of Item 5 of the Schedule 13D are hereby amended and restated in their entirety as follows:

(a) The aggregate number and percentage of Common
Shares to which this Schedule 13D relates is 30,827,712 Common Shares, constituting approximately 16.1% of the Issuer’s currently
outstanding Common Shares.

(c) Information concerning transactions
in the Common Shares effected by the Reporting Persons during the past sixty days is set forth in Appendix B hereto and
is incorporated herein by reference.

Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
Item 6 of the Schedule 13D is hereby amended and supplemented by the addition of the following:

On January 6, 2016 the Reporting Persons acquired
an additional $5,300,000 in aggregate principal amount of the Notes and on January 15, 2016, the Reporting Persons sold $5,000,000
in aggregate principal amount of the Notes, such that the Reporting Persons now beneficially own approximately 6.1% of the outstanding
Notes.

Other than the Notes or as previously reported
in the Schedule 13D, there are no contracts, arrangements, understandings or relationships among the Reporting Persons or between
the Reporting Persons and any other person with respect to securities of the Issuer.