POWER OF ATTORNEY
FOR EXECUTING FORM ID, FORMS 3, FORMS 4 AND FORMS 5,
FORM 144 AND SCHEDULE 13D AND SCHEDULE 13G
The undersigned hereby constitutes and appoints Ann G. Fox, Clinton Roeder and
Theodore R. Moore, or any of them acting without the others, with full power of
substitution, as the undersigned's true and lawful attorney-in-fact to:
(1) Execute for and on behalf of the undersigned a Form ID (including
amendments thereto), or any other forms prescribed by the
Securities and Exchange Commission, that may be necessary to obtain
codes and passwords enabling the undersigned to make electronic
filings with the Securities and Exchange Commission of the forms
referenced in clause (2) below;
(2) Execute for and on behalf of the undersigned any (a) Form 3, Form
4 and Form 5 (including amendments thereto) in accordance with
Section 16(a) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), and the rules thereunder, (b) Form 144
(including amendments thereto) and (c) Schedule 13D and Schedule
13G (including amendments thereto) in accordance with Sections
13(d) and 13(g) of the Exchange Act, but only to the extent each
form or schedule relates to the undersigned's beneficial ownership
of securities of Nine Energy Service, Inc. or any of its
subsidiaries;
(3) Do and perform any and all acts for and on behalf of the
undersigned that may be necessary or desirable to complete and
execute any Form ID, Form 3, Form 4, Form 5, Form 144, Schedule 13D
or Schedule 13G (including amendments thereto) and timely file the
forms or schedules with the Securities and Exchange Commission and
any stock exchange or quotation system, self-regulatory association
or any other authority, and provide a copy as required by law or
advisable to such persons as the attorney-in-fact deems
appropriate; and
(4) Take any other action in connection with the foregoing that, in
the opinion of the attorney-in-fact, may be of benefit to, in the
best interest of or legally required of the undersigned, it being
understood that the documents executed by the attorney- in-fact on
behalf of the undersigned pursuant to this Power of Attorney shall
be in the form and shall contain the terms and conditions as the
attorney-in-fact may approve in the attorney-in- fact's discretion.
The undersigned hereby grants to the attorney-in-fact full power and authority
to do and perform all and every act requisite, necessary or proper to be done
in the exercise of any of the rights and powers granted herein, as fully to all
intents and purposes as the undersigned might or could do if personally
present, with full power of substitution or revocation, hereby ratifying and
confirming all that the attorney-in-fact shall lawfully do or cause to be done
by virtue of this Power of Attorney and the rights and powers granted herein.
The undersigned acknowledges that the attorney-in-fact, in serving in such
capacity at the request of the undersigned, are not assuming (nor is Nine
Energy Service, Inc. assuming) any of the undersigned's responsibilities to
comply with Section 16 of the Exchange Act.
The undersigned agrees that the attorney-in-fact may rely entirely on
information furnished orally or in writing by or at the direction of the
undersigned to the attorney- in-fact. The undersigned also agrees to indemnify
and hold harmless Nine Energy Service, Inc. and the attorney-in-fact against
any losses, claims, damages or liabilities (or actions in these respects) that
arise out of or are based upon any untrue statements or omissions of necessary
facts in the information provided by or at the direction of the undersigned, or
upon the lack of timeliness in the delivery of information by or at the
direction of the undersigned, to the attorney-in fact for purposes of
executing, acknowledging, delivering or filing a Form ID, Form 3, Form 4, Form
5, Form 144, Schedule 13D or Schedule 13G (including amendments thereto) with
respect to the undersigned's holdings of and transactions in securities issued
by Nine Energy Service, Inc. and agrees to reimburse Nine Energy Service, Inc.
and the attorney-in-fact on demand for any legal or other expenses reasonably
incurred in connection with investigating or defending against any such loss,
claim, damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Form ID, Form 3, Form 4, Form 5, Form
144, Schedule 13D and Schedule 13G (including amendments thereto) with respect
to the undersigned's holdings of and transactions in securities issued by Nine
Energy Service, Inc., unless earlier revoked by the undersigned in a signed
writing delivered to the attorney-in-fact. This Power of Attorney does not
revoke any other power of attorney that the undersigned has previously granted.
[Signature Page Follows]
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date written below.
SCF-VII, L.P.
By: SCF-VII, G.P., Limited Partnership,
its general partner
By: L.E. Simmons & Associates,
Incorporated, its general partner
By: /s/ Anthony Deluca
-----------------------------------
Name: Anthony Deluca
Title: Managing Director
Date: January 18, 2018
Signature Page to Power of Attorney