0000899243-20-020774.txt : 20200730 0000899243-20-020774.hdr.sgml : 20200730 20200730184122 ACCESSION NUMBER: 0000899243-20-020774 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20200728 FILED AS OF DATE: 20200730 DATE AS OF CHANGE: 20200730 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ROBERTSON CORBIN J JR CENTRAL INDEX KEY: 0001194888 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38609 FILM NUMBER: 201061312 MAIL ADDRESS: STREET 1: 601 JEFFERSON STE 3600 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Quintana Energy Partners - QES Holdings, L.L.C. CENTRAL INDEX KEY: 0001730371 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38609 FILM NUMBER: 201061313 BUSINESS ADDRESS: STREET 1: C/O QUINTANA MINERALS CORPORATION STREET 2: 1415 LOUISIANA STREET, SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713-751-7500 MAIL ADDRESS: STREET 1: C/O QUINTANA MINERALS CORPORATION STREET 2: 1415 LOUISIANA STREET, SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Quintana Energy Fund FI L P CENTRAL INDEX KEY: 0001377746 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38609 FILM NUMBER: 201061314 BUSINESS ADDRESS: STREET 1: 1415 LOUISIANA STREET STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713-751-7500 MAIL ADDRESS: STREET 1: 1415 LOUISIANA STREET STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Quintana Energy Fund - TE, L.P. CENTRAL INDEX KEY: 0001377745 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38609 FILM NUMBER: 201061315 BUSINESS ADDRESS: STREET 1: 1415 LOUISIANA STREET STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713-751-7500 MAIL ADDRESS: STREET 1: 1415 LOUISIANA STREET STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 FORMER NAME: FORMER CONFORMED NAME: Quintana Energy Fund TE L P DATE OF NAME CHANGE: 20061006 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Quintana Energy Partners L P CENTRAL INDEX KEY: 0001377744 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38609 FILM NUMBER: 201061316 BUSINESS ADDRESS: STREET 1: 601 JEFFERSON ST SUITE 3600 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713-751-7527 MAIL ADDRESS: STREET 1: 601 JEFFERSON ST SUITE 3600 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Quintana Capital Group, L.P. CENTRAL INDEX KEY: 0001731274 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38609 FILM NUMBER: 201061317 BUSINESS ADDRESS: STREET 1: C/O QUINTANA MINERALS CORPORATION STREET 2: 1415 LOUISIANA STREET, SUITE 2900 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: (713) 751-7500 MAIL ADDRESS: STREET 1: C/O QUINTANA MINERALS CORPORATION STREET 2: 1415 LOUISIANA STREET, SUITE 2900 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Quintana Capital Group GP Ltd CENTRAL INDEX KEY: 0001509587 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38609 FILM NUMBER: 201061318 BUSINESS ADDRESS: STREET 1: 601 JEFFERSON STREET STREET 2: SUITE 3600 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713-751-7500 MAIL ADDRESS: STREET 1: 601 JEFFERSON STREET STREET 2: SUITE 3600 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: QEP Management Co LP CENTRAL INDEX KEY: 0001509450 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38609 FILM NUMBER: 201061319 BUSINESS ADDRESS: STREET 1: 600 JEFFERSON STREET STREET 2: SUITE 3600 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713-751-7500 MAIL ADDRESS: STREET 1: 600 JEFFERSON STREET STREET 2: SUITE 3600 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: QEP Management Co GP LLC CENTRAL INDEX KEY: 0001509451 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38609 FILM NUMBER: 201061320 BUSINESS ADDRESS: STREET 1: 600 JEFFERSON STREET STREET 2: SUITE 3600 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713-751-7500 MAIL ADDRESS: STREET 1: 600 JEFFERSON STREET STREET 2: SUITE 3600 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Robertson QES Investment LLC CENTRAL INDEX KEY: 0001709509 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38609 FILM NUMBER: 201061321 BUSINESS ADDRESS: STREET 1: 1415 LOUISIANA STREET STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: (713) 751-7500 MAIL ADDRESS: STREET 1: 1415 LOUISIANA STREET STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KLX Energy Services Holdings, Inc. CENTRAL INDEX KEY: 0001738827 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 364904146 FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 1300 CORPORATE CENTER WAY CITY: WELLINGTON STATE: FL ZIP: 33414 BUSINESS PHONE: 561 383 5100 MAIL ADDRESS: STREET 1: 1300 CORPORATE CENTER WAY CITY: WELLINGTON STATE: FL ZIP: 33414 FORMER COMPANY: FORMER CONFORMED NAME: KLX Energy Services Inc. DATE OF NAME CHANGE: 20180426 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2020-07-28 1 0001738827 KLX Energy Services Holdings, Inc. KLXE 0001194888 ROBERTSON CORBIN J JR 1415 LOUISIANA STREET, SUITE 2900 HOUSTON TX 77002 1 0 1 1 Member of 10% owner group 0001730371 Quintana Energy Partners - QES Holdings, L.L.C. 1415 LOUISIANA STREET, SUITE 2900 HOUSTON 77002 0 0 0 1 Member of 10% owner group 0001377746 Quintana Energy Fund FI L P 1415 LOUISIANA STREET, SUITE 2900 HOUSTON 77002 0 0 0 1 Member of 10% owner group 0001377745 Quintana Energy Fund - TE, L.P. 1415 LOUISIANA STREET, SUITE 2900 HOUSTON TX 77002 0 0 0 1 Member of 10% owner group 0001377744 Quintana Energy Partners L P 1415 LOUISIANA STREET, SUITE 2900 HOUSTON TX 77002 0 0 0 1 Member of 10% owner group 0001731274 Quintana Capital Group, L.P. 1415 LOUISIANA STREET, SUITE 2900 HOUSTON TX 77002 0 0 0 1 Member of 10% owner group 0001509587 Quintana Capital Group GP Ltd 1415 LOUISIANA STREET, SUITE 2900 HOUSTON TX 77002 0 0 0 1 Member of 10% owner group 0001509450 QEP Management Co LP 1415 LOUISIANA STREET, SUITE 2900 HOUSTON TX 77002 0 0 0 1 Member of 10% owner group 0001509451 QEP Management Co GP LLC 1415 LOUISIANA STREET, SUITE 2900 HOUSTON TX 77002 0 0 0 1 Member of 10% owner group 0001709509 Robertson QES Investment LLC 1415 LOUISIANA STREET, SUITE 2900 HOUSTON TX 77002 0 0 0 1 Member of 10% owner group Exhibit List: Exhibit 24.1 - Power of Attorney Exhibit 24.2 - Power of Attorney /s/ Max L. Bouthillette, attorney-in-fact for Corbin J. Robertson, Jr. 2020-07-28 /s/ Max L. Bouthillette, attorney-in-fact for Quintana Energy Partners - QES Holdings, L.L.C. 2020-07-28 /s/ Max L. Bouthillette, attorney-in-fact for Quintana Energy Fund - FI, LP 2020-07-28 /s/ Max L. Bouthillette, attorney-in-fact for Quintana Energy Fund - TE, LP 2020-07-28 /s/ Max L. Bouthillette, attorney-in-fact for Quintana Energy Partners, L.P. 2020-07-28 /s/ Max L. Bouthillette, attorney-in-fact for Quintana Capital Group, L.P. 2020-07-28 /s/ Max L. Bouthillette, attorney-in-fact for Quintana Capital Group GP Ltd. 2020-07-28 /s/ Max L. Bouthillette, attorney-in-fact for QEP Management Co., L.P. 2020-07-28 /s/ Max L. Bouthillette, attorney-in-fact for QEP Management Co. GP, LLC 2020-07-28 /s/ Max L. Bouthillette, attorney-in-fact for Robertson QES Investment LLC 2020-07-28 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT 
                               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 Max L. Bouthillette and
Christopher J. Baker, or either of them acting without the other, 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, in the undersigned's
          capacity as an officer, director or stockholder of KLX Energy Services
          Holdings, Inc., a Form ID (including amendments thereto), or any other
          forms prescribed by the Securities and Exchange Commission (the
          "SEC"), that may be necessary to obtain codes and passwords enabling
          the undersigned to make electronic filings with the SEC of the forms
          referenced in clause (2) below;

    (2)   Execute for and on behalf of the undersigned, in the undersigned's
          capacity as an officer, director or stockholder of KLX Energy Services
          Holdings, Inc., 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), in accordance
          with Rule 144 of the Securities Act of 1933, as amended (the
          "Securities Act"), and the rules thereunder, 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 KLX Energy Services Holdings, 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 SEC 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 KLX Energy Services
Holdings, Inc. assuming) any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act or Rule 144 of the Securities 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 KLX Energy Services Holdings, 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 KLX Energy Services Holdings, Inc. and agrees to reimburse KLX Energy
Services Holdings, 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 KLX
Energy Services Holdings, 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.


Dated: July 28, 2020


                                  /s/ Corbin J. Robertson, Jr.
                                  ----------------------------------------------
                                  Corbin J. Robertson, Jr.
                                  Director


                                  ROBERTSON QES INVESTMENT LLC




                                  By:  /s/ Corbin J. Robertson, Jr.
                                  ----------------------------------------------
                                  Name:  Corbin J. Robertson, Jr.
                                  Title: Manager




                      Signature Page to Power of Attorney
EX-24.2 3 attachment2.htm EX-24.2 DOCUMENT 
                               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 Max L. Bouthillette and
Christopher J. Baker, or either of them acting without the other, 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 (the "SEC"), that may be necessary to obtain
          codes and passwords enabling the undersigned to make electronic
          filings with the SEC 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), in accordance with Rule 144 of the Securities Act
          of 1933, as amended (the "Securities Act"), and the rules thereunder,
          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 KLX Energy Services Holdings,
          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 SEC 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 KLX Energy Services
Holdings, Inc. assuming) any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act or Rule 144 of the Securities 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 KLX Energy Services Holdings, 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 KLX Energy Services Holdings, Inc. and agrees to reimburse KLX Energy
Services Holdings, 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 KLX
Energy Services Holdings, 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.



Dated: July 28, 2020                QUINTANA CAPITAL GROUP, L.P.

                                    By: Quintana Capital Group GP Ltd.,
                                        its general partner




                                    By: /s/ Corbin J. Robertson, Jr.
                                        ----------------------------------------
                                    Name:   Corbin J. Robertson, Jr.
                                    Title:  Managing Partner and Director




                                    QUINTANA CAPITAL GROUP GP LTD.




                                    By: /s/ Corbin J. Robertson, Jr.
                                        ----------------------------------------
                                    Name:   Corbin J. Robertson, Jr.
                                    Title:  Managing Partner and Director




                                    QUINTANA ENERGY PARTNERS, L.P.

                                    By: Quintana Capital Group, L.P.,
                                        its general partner

                                    By: Quintana Capital Group GP Ltd.,
                                        its general partner




                                    By: /s/ Corbin J. Robertson, Jr.
                                        ----------------------------------------
                                    Name:   Corbin J. Robertson, Jr.
                                    Title:  Managing Partner and Director




                                    QUINTANA ENERGY FUND - FI, LP

                                    By: Quintana Capital Group, L.P.,
                                        its general partner

                                    By: Quintana Capital Group GP Ltd.,
                                        its general partner




                                    By: /s/ Corbin J. Robertson, Jr.
                                        ----------------------------------------
                                    Name:   Corbin J. Robertson, Jr.
                                    Title:  Managing Partner and Director




                                    QUINTANA ENERGY FUND - TE, LP

                                    By: Quintana Capital Group, L.P.,
                                         its general partner

                                    By: Quintana Capital Group GP Ltd.,
                                        its general partner




                                    By: /s/ Corbin J. Robertson, Jr.
                                        ----------------------------------------
                                    Name:   Corbin J. Robertson, Jr.
                                    Title:  Managing Partner and Director




                                    QEP MANAGEMENT CO., L.P.

                                    By: QEP Management Co. GP, LLC,
                                        its general partner

                                    By: Quintana Capital Group, L.P.,
                                        its general partner

                                    By: Quintana Capital Group GP Ltd.,
                                        its general partner




                                    By: /s/ Corbin J. Robertson, Jr.
                                        ----------------------------------------
                                    Name:   Corbin J. Robertson, Jr.
                                    Title:  Managing Partner and Director




                                    QEP MANAGEMENT CO. GP, LLC

                                    By: Quintana Capital Group, L.P.,
                                        its general partner

                                    By: Quintana Capital Group GP Ltd.,
                                        its general partner




                                    By: /s/ Corbin J. Robertson, Jr.
                                        ----------------------------------------
                                    Name:   Corbin J. Robertson, Jr.
                                    Title:  Managing Partner and Director




                                    QUINTANA ENERGY PARTNERS - QES
                                    HOLDINGS, L.L.C.

                                    By: Quintana Energy Partners, L.P.,
                                        its sole member

                                    By: Quintana Capital Group, L.P.,
                                        its general partner

                                    By: Quintana Capital Group GP Ltd.,
                                        its general partner




                                    By: /s/ Corbin J. Robertson, Jr.
                                        ----------------------------------------
                                    Name:   Corbin J. Robertson, Jr.
                                    Title:  Managing Partner and Director





                      Signature Page to Power of Attorney