rngr-20220331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 001-38183

RANGER ENERGY SERVICES, INC.

(Exact name of registrant as specified in its charter)


Delaware			81-5449572
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

10350 Richmond, Suite 550

Houston, Texas 77042

(Address of principal executive offices) (Zip Code)

(713) 935-8900

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A Common Stock, $0.01 par value

RNGR

New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐

Accelerated filer ☐

Non-accelerated Filer ☒

Smaller reporting company ☒

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 27, 2022, the registrant had 24,700,212 shares of Class A Common Stock and zero shares of Class B Common Stock outstanding.

RANGER ENERGY SERVICES, INC.

TABLE OF CONTENTS


						Page
PART I – FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets						3
Condensed Consolidated Statements of Operations						4
Condensed Consolidated Statements of Stockholders’ Equity						5
Condensed Consolidated Statements of Cash Flows						6
Notes to Condensed Consolidated Financial Statements						7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations						18
Item 3. Quantitative and Qualitative Disclosures About Market Risks						29
Item 4. Controls and Procedures						29

PART II – OTHER INFORMATION
Item 1. Legal Proceedings						31
Item 1A. Risk Factors						31
Item 2. Unregistered Sales of Securities and Use of Proceeds						32
Item 6. Exhibits						33

SIGNATURES						34

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

RANGER ENERGY SERVICES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in millions, except share amounts)


	March 31, 2022		December 31, 2021
Assets
Cash and cash equivalents	$	3.8	$	0.6
Accounts receivable, net	88.6		80.8
Contract assets	20.3		13.0
Inventory	3.9		2.5
Prepaid expenses	4.2		8.3
Assets held for sale	5.6		—
Total current assets	126.4		105.2

Property and equipment, net	250.5		270.6
Intangible assets, net	7.6		7.8
Operating leases, right-of-use assets	6.3		6.8
Other assets	3.7		2.7
Total assets	$	394.5	$	393.1

Liabilities and Stockholders' Equity
Accounts payable	$	23.1	$	20.7
Accrued expenses	24.4		30.3
Other financing liability, current portion	1.1		2.2
Long-term debt, current portion	61.1		44.1
Other current liabilities	5.0		5.4
Total current liabilities	114.7		102.7

Operating leases, right-of-use obligations	5.6		5.8
Other financing liability	12.1		12.5
Long-term debt, net	15.6		18.4
Other long-term liabilities	3.8		5.0
Total liabilities	151.8		144.4

Commitments and contingencies (Note 15)

Stockholders' equity
Preferred stock, $0.01 per share; 50,000,000 shares authorized; 6,000,001 shares issued and outstanding as of March 31, 2022 and December 31, 2021	0.1		0.1
Class A Common Stock, $0.01 par value, 100,000,000 shares authorized; 19,223,189 shares issued and 18,671,361 shares outstanding as of March 31, 2022; 18,981,172 shares issued and 18,429,344 shares outstanding as of December 31, 2021	0.2		0.2
Class B Common Stock, $0.01 par value, 100,000,000 shares authorized; no shares issued or outstanding as of March 31, 2022 and December 31, 2021	—		—
Less: Class A Common Stock held in treasury at cost; 551,828 treasury shares as of March 31, 2022 and December 31, 2021	(3.8)		(3.8)
Accumulated deficit	(13.7)		(8.0)
Additional paid-in capital	259.9		260.2
Total controlling stockholders' equity	242.7		248.7
Noncontrolling interest	—		—
Total stockholders' equity	242.7		248.7
Total liabilities and stockholders' equity	$	394.5	$	393.1

The accompanying notes are an integral part of these condensed consolidated financial statements.

RANGER ENERGY SERVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(in millions, except share and per share amounts)


	Three Months Ended
	March 31,
	2022		2021
Revenues
High specification rigs	$	64.9	$	21.7
Wireline services	38.6		12.1
Processing solutions and ancillary services	20.1		4.5
Total revenues	123.6		38.3

Operating expenses
Cost of services (exclusive of depreciation and amortization):
High specification rigs	50.8		19.0
Wireline services	40.4		11.3
Processing solutions and ancillary services	16.8		3.8
Total cost of services	108.0		34.1
General and administrative	9.2		3.5
Depreciation and amortization	11.6		8.0

Total operating expenses	128.8		45.6

Operating loss	(5.2)		(

SEC Form 10-Q filed by Ranger Energy Services Inc.