0001193125-19-067239.txt : 20190307 0001193125-19-067239.hdr.sgml : 20190307 20190307162205 ACCESSION NUMBER: 0001193125-19-067239 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20190307 DATE AS OF CHANGE: 20190307 GROUP MEMBERS: SCF-VII(A), G.P., LIMITED PARTNERSHIP GROUP MEMBERS: SCF-VII(A), L.P. GROUP MEMBERS: SCF-VII, G.P., LIMITED PARTNERSHIP GROUP MEMBERS: SCF-VII, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Nine Energy Service, Inc. CENTRAL INDEX KEY: 0001532286 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 800759121 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-90688 FILM NUMBER: 19666099 BUSINESS ADDRESS: STREET 1: 2001 KIRBY DRIVE STREET 2: SUITE 200 CITY: HOUSTON STATE: TX ZIP: 77019 BUSINESS PHONE: (713) 227-7888 MAIL ADDRESS: STREET 1: 2001 KIRBY DRIVE STREET 2: SUITE 200 CITY: HOUSTON STATE: TX ZIP: 77019 FORMER COMPANY: FORMER CONFORMED NAME: NSC-Tripoint, Inc. DATE OF NAME CHANGE: 20111007 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SCF GP LLC CENTRAL INDEX KEY: 0001769679 IRS NUMBER: 461574543 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 600 TRAVIS STREET STREET 2: SUITE 6600 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: (713) 227-7888 MAIL ADDRESS: STREET 1: 600 TRAVIS STREET STREET 2: SUITE 6600 CITY: HOUSTON STATE: TX ZIP: 77002 SC 13G/A 1 d718245dsc13ga.htm SC 13G/A SC 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

 

Nine Energy Service, Inc.

(Name of Issuer)

Common Stock, Par Value $0.01 Per Share

(Title of Class of Securities)

65441V101

(CUSIP Number)

February 26, 2019

(Date of Event Which Requires Filing of This Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d–1(b)

☐ Rule 13d–1(c)

☒ Rule 13d–1(d)

 

*

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

CUSIP No. 65441V101  

 

  1  

Name of Reporting Person

 

SCF-VII, L.P.

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3  

SEC Use Only

 

    

  4  

Citizenship or Place of Organization

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

Sole Voting Power

 

0

   6   

Shared Voting Power

 

7,528,550(1)

   7   

Sole Dispositive Power

 

0

   8   

Shared Dispositive Power

 

7,528,550(1)

  9  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,528,550

10  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐

 

    

11  

Percent of Class Represented by Amount in Row (9)

 

25.0%(2)

12  

Type of Reporting Person (See Instructions)

 

PN

 

(1)

Power is exercised through Reporting Person’s general partner, SCF-VII, G.P. (as defined below) and its sole general partner, SCF GP (as defined below).

(2)

Based on 30,169,216 shares of Common Stock (as defined below) of the Issuer outstanding as of November 9, 2018.

 

2

CUSIP No. 65441V101

 

  1  

Name of Reporting Person

 

SCF-VII, G.P., Limited Partnership

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3  

SEC Use Only

 

    

  4  

Citizenship or Place of Organization

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

Sole Voting Power

 

0

   6   

Shared Voting Power

 

7,528,550 (1)

   7   

Sole Dispositive Power

 

0

   8   

Shared Dispositive Power

 

7,528,550 (1)

  9  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,528,550

10  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐

 

    

11  

Percent of Class Represented by Amount in Row (9)

 

25.0%(2)

12  

Type of Reporting Person (See Instructions)

 

PN

 

(1)

Reporting Person holds power over shares held by SCF-VII, L.P. Reporting Person’s power is exercised by its sole general partner, SCF GP.

(2)

Based on 30,169,216 shares of Common Stock of the Issuer outstanding as of November 9, 2018.

 

3

CUSIP No. 65441V101

 

  1  

Name of Reporting Person

 

SCF-VII(A), L.P.

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3  

SEC Use Only

 

    

  4  

Citizenship or Place of Organization

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

Sole Voting Power

 

0

   6   

Shared Voting Power

 

1,558,334(1)

   7   

Sole Dispositive Power

 

0

   8   

Shared Dispositive Power

 

1,558,334 (1)

  9  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

1,558,334

10  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐

 

    

11  

Percent of Class Represented by Amount in Row (9)

 

5.2%(2)

12  

Type of Reporting Person (See Instructions)

 

PN

 

(1)

Power is exercised through Reporting Person’s general partner, SCF-VII(A), G.P. (as defined below), and its sole general partner, SCF GP.

(2)

Based on 30,169,216 shares of Common Stock of the Issuer outstanding as of November 9, 2018.

 

4

CUSIP No. 65441V101

 

  1  

Name of Reporting Person

 

SCF-VII(A), G.P., Limited Partnership

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3  

SEC Use Only

 

    

  4  

Citizenship or Place of Organization

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

Sole Voting Power

 

0

   6   

Shared Voting Power

 

1,558,334 (1)

   7   

Sole Dispositive Power

 

0

   8   

Shared Dispositive Power

 

1,558,334 (1)

  9  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

1,558,334

10  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐

 

    

11  

Percent of Class Represented by Amount in Row (9)

 

5.2%(2)

12  

Type of Reporting Person (See Instructions)

 

PN

 

(1)

Reporting Person holds power over shares held by SCF-VII(A), L.P. Reporting Person’s power is exercised by its sole general partner, SCF GP.

(2)

Based on 30,169,216 shares of Common Stock of the Issuer outstanding as of November 9, 2018.

 

5

CUSIP No. 65441V101

 

  1  

Name of Reporting Person

 

SCF GP LLC

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3  

SEC Use Only

 

    

  4  

Citizenship or Place of Organization

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

Sole Voting Power

 

0

   6   

Shared Voting Power

 

9,086,884(1)

   7   

Sole Dispositive Power

 

0

   8   

Shared Dispositive Power

 

9,086,884 (1)

  9  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

9,086,884

10  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐

 

    

11  

Percent of Class Represented by Amount in Row (9)

 

30.1%(2)

12  

Type of Reporting Person (See Instructions)

 

OO

 

(1)

Reporting Person holds power over shares held by SCF-VII, L.P. and SCF-VII(A), L.P. through their respective general partners, and holds power over shares held by SCF-VII, G.P. and SCF-VII(A), G.P.

(2)

Based on 30,169,216 shares of Common Stock of the Issuer outstanding as of November 9, 2018.

 

6

Item 1(a).

Name of issuer:

Nine Energy Service, Inc. (the “Issuer”)

 

Item 1(b).

Address of issuer’s principal executive offices:

2001 Kirby Drive, Suite 200, Houston, Texas 77019.

 

Item 2(a).

Names of persons filing:

 

  1.

SCF-VII, L.P.;

 

  2.

SCF-VII, G.P., Limited Partnership (“SCF-VII, G.P.”);

 

  3.

SCF-VII(A), L.P.;

 

  4.

SCF-VII(A), G.P., Limited Partnership (“SCF-VII(A), G.P.”); and

 

  5.

SCF GP LLC, a Delaware limited liability company (“SCF GP”).

 

Item 2(b).

Address or principal business office or, if none, residence of each Reporting Person is:

600 Travis Street, Suite 6600, Houston, Texas 77002.

 

Item 2(c).

Citizenship:

 

  1.

SCF-VII, L.P., a Delaware limited partnership;

 

  2.

SCF-VII, G.P., a Delaware limited partnership;

 

  3.

SCF-VII(A), L.P., a Delaware limited partnership;

 

  4.

SCF-VII(A), G.P., a Delaware limited partnership; and

 

  5.

SCF GP, a Delaware limited liability company.

 

Item 2(d).

Title of class of securities:

Common stock, par value $0.01 per share, of the Issuer (“Common Stock”).

 

Item 2(e).

CUSIP number:

65441V101

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable.

 

Item 4.

Ownership

The information in items 1 through 11 on the cover pages to this Schedule 13G is incorporated by reference.

 

7

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following  ☐.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group

Not applicable.

 

Item 9.

Notice of Dissolution of Group

Not applicable.

 

Item 10.

Certification

Not applicable.

 

8

Signatures

After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned hereby certifies that the information set forth in this statement is true, complete and correct.

Date: March 7, 2019

 

SCF-VII, L.P.
By:   SCF-VII, G.P., Limited Partnership, its General Partner
By:   SCF GP LLC, its General Partner

/s/ Anthony DeLuca

Name:   Anthony DeLuca
Title:   Managing Director
SCF-VII, G.P., Limited Partnership
By:   SCF GP LLC, its General Partner

/s/ Anthony DeLuca

Name:   Anthony DeLuca
Title:   Managing Director
SCF-VII(A), L.P.
By:   SCF-VII(A), G.P., Limited Partnership, its General Partner
By:   SCF GP LLC, its General Partner

/s/ Anthony DeLuca

Name:   Anthony DeLuca
Title:   Managing Director
SCF-VII(A), G.P., Limited Partnership
By:   SCF GP LLC, its General Partner

/s/ Anthony DeLuca

Name:   Anthony DeLuca
Title:   Managing Director
SCF GP LLC

/s/ Anthony DeLuca

Name:   Anthony DeLuca
Title:   Managing Director
 EX-99.1 2 d718245dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13G (including amendments thereto) with respect to the common stock, par value $0.01 per share, of Nine Energy Service, Inc., a Delaware corporation, and further agrees that this Joint Filing Agreement be included as an exhibit to such filing provided that, as contemplated by Section 13d-1(k)(l)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

In evidence thereof, the undersigned, being duly authorized, hereby execute this Agreement this March 7, 2019.

 

SCF-VII, L.P.
By:   SCF-VII, G.P., Limited Partnership, its General Partner
By:   SCF GP LLC, its General Partner

/s/ Anthony DeLuca

Name:   Anthony DeLuca
Title:   Managing Director
SCF-VII, G.P., Limited Partnership
By:   SCF GP LLC, its General Partner

/s/ Anthony DeLuca

Name:   Anthony DeLuca
Title:   Managing Director
SCF-VII(A), L.P.
By:   SCF-VII(A), G.P., Limited Partnership, its General Partner
By:   SCF GP LLC, its General Partner

/s/ Anthony DeLuca

Name:   Anthony DeLuca
Title:   Managing Director
SCF-VII(A), G.P., Limited Partnership
By:   SCF GP LLC, its General Partner

/s/ Anthony DeLuca

Name:   Anthony DeLuca
Title:   Managing Director

SCF GP LLC

/s/ Anthony DeLuca

Name:   Anthony DeLuca
Title:   Managing Director