What changed in this filing

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Item 1. Business

2025-03-04 compared with 2024-03-05 · 58 added, 44 removed, 245 unchanged (29% of the section changed)

10 unchanged sentences

Provides other services often utilized in conjunction with our High Specification Rigs and Wireline Services segments.

These services include equipment rentals, plug and abandonment, logistics, snubbing and coil tubing, and processing solutions.

These services include equipment rentals, plug and abandonment, logistics, coil tubing, and processing solutions.

The Company’s operations take place in most of the active oil and natural gas basins in the U.S., including the Permian Basin, Denver-Julesburg Basin, Bakken Shale, Eagle Ford Shale, Haynesville Shale, Gulf Coast, South Central Oklahoma Oil Province and Sooner Trend, Anadarko Basin, and Canadian and Kingfisher Counties plays.

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became a holding company, and its sole material assets consist of membership interests in RNGR Energy Services, LLC, a Delaware limited liability company (“Ranger LLC”).

Ranger LLC owns all of the outstanding equity interests in Ranger Energy Services, LLC (“Ranger Services”) and Torrent Energy Services, LLC (“Torrent Services”), and the other subsidiaries through which it operates its assets.

Ranger LLC owns all of the outstanding equity interests in Ranger Energy Services, LLC (“Ranger Services”), Torrent Energy Services, LLC (“Torrent Services”), and the other subsidiaries through which it operates its assets.

Ranger LLC is the sole managing member of Ranger Services and Torrent Services, and is responsible for all operational, management and administrative decisions relating to Ranger Services, its subsidiaries, and Torrent Services’ business and consolidates the financial results of Ranger Services, its subsidiaries, and Torrent Services.

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(1) CSL and Bayou Well Holdings Company, LLC (collectively the “Legacy Owners”) own the equity interests, where CSL holds a majority.

(1) CSL and Bayou Well Holdings Company, LLC (collectively the “Legacy Owners”) own the equity interests, with CSL holding a majority of such interests.

(2) Inclusive of unvested restricted share awards.

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We provide services to E&P companies, particularly to those operating in unconventional oil and natural gas reservoirs and requiring technically and operationally advanced services.

Our high‑spec well service rigs are designed to support U.S.

Our high specification well service rigs are designed to support U.S.

horizontal well demands.

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The ability of our well service rigs to accommodate the needs of our E&P customers in a variety of economic conditions has historically allowed us to maintain relatively high rig utilization.

We currently have a fleet of 402 well service rigs, which we believe to be among the newest and most advanced in the industry and are considered to be high specification rigs, with higher operating horsepower (“HP”) (450 HP or greater) and taller mast heights (102 feet or higher) than traditional well servicing rigs.

HP Rating (1)

Mast Height Mast Rating (2)

Number of High Specification Rigs

550 — 600 112’ — 117’ 250,000 — 300,000’ 94

500 104’ — 108’ 240,000 — 250,000’ 234

450 — 475 102’ — 104’ 200,000 — 250,000’ 74

Total High Specification Rigs 402

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(1) Per manufacturer or historical records obtained through acquisitions.

(2) The mast ratings of our high specification well service rigs complement their high operating HP and tall mast heights by allowing such rigs to safely support the higher weights associated with the long tubing strings used in long-lateral well completion operations and is measured in pounds.

Wireline Services

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Ranger provides a range of high-pressure mobile pumps including ones that meet tier four emissions standards.

We have a fleet of 66 wireline units and 29 high-pressure pump trucks that are utilized in our wireline services.

Our wireline services utilize high-pressure pump trucks to pump fracturing plugs and perforating guns into extended reach horizontal wells for pump down perforating completion purposes.

From time-to-time our wireline units will be used in conjunction with our Ancillary Services.

Processing Solutions and Ancillary Services

Our processing solutions and ancillary services, which are described below, can be utilized exclusively or in conjunction with our High Specification Rigs and Wireline Services to establish and enhance the productive life of a well.

Specifically, in connection with the operations of our high‑spec well service rigs, we also maintain a supply of additional service and rental equipment, including accumulators, acid and frac tanks, motor vehicles, trailers, tractors, catwalks, cementing units, pipe racks, power swivels, ram block assemblies, fluid pumps and related items.

Specifically, in connection with the operations of our high specification well service rigs, we also maintain a supply of additional service and rental equipment, including accumulators, acid and frac tanks, motor vehicles, trailers, tractors, catwalks, cementing units, pipe racks, power swivels, ram block assemblies, fluid pumps and related items.

• Well Service‑Related Equipment Rentals.

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Decommissioning work is typically less sensitive to oil and natural gas prices than our service lines as a result of decommissioning obligations imposed by state regulations.

• Snubbing Services .

Our snubbing services consist of using our snubbing units together with our well service rigs in order to perform well completion, workover or maintenance activities.

Our snubbing services enable operators to safely run or remove pipe and other associated downhole tools into pressurized or highly deviated wellbores.

• Processing Solutions .

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Our Processing Solutions segment provides a range of proprietary, modular equipment for the processing of rich natural gas streams at the wellhead or central gathering points in basins where drilling and completion activity has outpaced the development of permanent processing infrastructure.

Ranger relies heavily on its fleet of capital equipment to generate revenue for the business.

As part of our strategy, our asset fleet is highly complementary, and a single asset can serve multiple business segments.

An asset may operate on a standalone basis to generate revenue;

alternatively, an asset may operate in conjunction with one or more other fleet assets within the Ranger portfolio.

We have a fleet of 406 well service rigs as of December 31, 2024 of which 180 rigs are active and marketable;

168 rigs are available for reactivation;

35 rigs are classified as assets held for sale;

and 23 rigs are identified as retirement candidates recorded at scrap value that do not meet the criteria to be classified as asset held for sale.

We believe our active and marketable rig fleet is among the newest and most advanced in the industry.

High specification rigs are generally considered to be rigs with higher operating horsepower (“HP”) (450 HP or greater) and/or taller mast heights (102 feet or higher) than traditional well servicing rigs (1) .

Rig Classification (2)

Number of Rigs

Mast Height >102' or Operating HP >450 329

Mast Height <102' and Operating HP <450 19

Rigs classified as assets held for sale 35

Retirement rigs candidates at scrap value 23

Total Rigs 406

Our rig fleet assets are utilized both within our High Specification Rigs segment as well as our processing solutions and ancillary services segment in support of our plug and abandonment service line.

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(1) The high operating HP and taller mast heights of our high specification well service rigs allow such rigs to safely support the higher weights associated with the long tubing strings used in long-lateral well completion operations.

(2) Per manufacturer or historical records obtained through acquisitions.

Wireline Units

We have a fleet of 72 wireline trucks as of December 31, 2024 that includes both single and dual drum units running a variety of line types in cased hole operations and 29 high-pressure pump trucks that are utilized in our wireline services.

Our wireline services utilize high-pressure pump trucks to pump fracturing plugs and perforating guns into extended reach horizontal wells for pump down perforating completion purposes.

Our wireline fleet assets are utilized both within our wireline services segment as well as our processing solutions and ancillary services segment in support of our plug and abandonment service line.

Gas Processing and Other Assets

As part of our gas processing operations in support of field level recapture and power generation, we manage a group of 30 mechanical refrigeration units, 60 gas coolers and 13 generators as of December 31, 2024.

Our business relies on a fleet of light duty trucks and vehicles that assist our crews in operations activities across all segments.

As of December 31, 2024 we had a total of approximately 1,100 trucks and vehicles either owned or under finance lease in our fleet.

We incur general corporate and administrative costs that are not attributable to any of the operating segments or business lines, which are reported as Other.

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Our competitors include many large and small oilfield service providers.

Our largest competitors in the current market include RPC, Inc., ProPetro Holding Corp., Select Water Solutions, Inc., Oil States International, Inc., KLX Energy Services Holdings, Inc., Dril-Quip, Inc., Mammoth Energy Services, Inc., Solaris Oilfield Infrastructure, Inc., and NINE Energy Service, Inc.

Our largest competitors in the current market include RPC, Inc., ProPetro Holding Corp., Select Water Solutions, Inc., Oil States International, Inc., KLX Energy Services Holdings, Inc., Innovex International, Inc., Mammoth Energy Services, Inc., Solaris Oilfield Infrastructure, Inc., and NINE Energy Service, Inc..

In addition, our industry is highly fragmented and we compete regionally with a significant number of smaller service providers that are not publicly traded.

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Cyclical Nature of Industry

We operate in a highly cyclical industry and the key factor driving demand for our services is the level of drilling activity by E&P companies.

We operate in a cyclical industry and a factor driving demand for our services is the level of drilling activity by E&P companies.

In turn, the level of drilling depends largely on the current and anticipated economics of new well completions.

Global supply and demand for oil and the domestic supply and demand for natural gas are critical in assessing industry outlook.

Demand for oil and natural gas is cyclical and subject to large, rapid fluctuations.

E&P companies tend to increase capital expenditures in response to increases in oil and natural gas prices, which generally results in greater revenue and profits for oilfield service companies.

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Additionally, some of the areas in which we have operations, including the Denver-Julesburg Basin and the Bakken Shale, are adversely affected by seasonal weather conditions, primarily during the winter months.

During periods of heavy snow, ice, wind or rain, we may be unable to operate or move our equipment between locations, thereby reducing our ability to provide services and generate revenue, or we could suffer weather-related damage to our facilities and equipment resulting in delays in operations.

During periods of heavy snow, ice, wind or rain, we may be unable to operate

or move our equipment between locations, thereby reducing our ability to provide services and generate revenue, or we could suffer weather-related damage to our facilities and equipment resulting in delays in operations.

Sales and Marketing

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Significant Customers

During the year ended December 31, 2024, four customers, accounted for approximately 22%, 13%, 13% and 11%, respectively, of our consolidated revenue.

During the year ended December 31, 2023, two customers accounted for approximately 10% each of our consolidated revenue.

During the year ended December 31, 2022, one customer accounted for approximately 10% of our consolidated revenue.

For the years ended December 31, 2024 and 2023, our top five revenue-generating customers represented approximately 65% and 43% of our consolidated revenue, respectively.

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We believe that our efficient operational performance, executed at a high level of integrity, strong safety record and low leverage provides a competitive advantage.

As of December 31, 2023, we had approximately 2,000 full-time and part-time employees and we hire independent contractors on an as-needed basis.

As of December 31, 2024, we had approximately 1,950 full-time employees and we hire independent contractors on an as-needed basis.

We are not a party to collective bargaining agreements, nor do we have any unionized labor.

13 unchanged sentences

and governmental or private claims for personal injury or property or natural resource damages.

The trend in environmental regulation has been to place more restrictions and limitations on activities that may adversely affect the environment, and thus any changes in environmental laws and regulations or re-interpretation of enforcement policies that result in more stringent and costly regulatory requirements could have a material adverse effect on our business, liquidity position, financial condition, results of operations and prospects.

our business, liquidity position, financial condition, results of operations and prospects.

We may be unable to pass on such increased compliance costs to our customers.

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We may incur significant costs or liabilities associated with elevated levels of NORM.

Hazardous Substances and Wastes and Naturally Occurring Radioactive Materials

Hazardous Substances and Wastes

The RCRA, and comparable state statutes, regulate the generation, treatment, storage, transportation, disposal and clean-up of hazardous and non-hazardous wastes.

Pursuant to rules issued by the EPA, individual states can have delegated

authority to administer some or all of the provisions of RCRA, sometimes in conjunction with their own, more stringent requirements.

Pursuant to rules issued by the EPA, individual states can have delegated authority to administer some or all of the provisions of RCRA, sometimes in conjunction with their own, more stringent requirements.

In the course of our operations, we generate industrial wastes, such as paint wastes, waste solvents and oils that are regulated as hazardous materials.

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In addition, the CWA and analogous state laws require individual permits or coverage under general permits for discharges of stormwater runoff from certain types of facilities.

The CWA also prohibits the discharge of dredge and fill material in regulated waters, including wetlands, unless authorized by permit.

The CWA also prohibits the discharge of dredge and fill

material in regulated waters, including wetlands, unless authorized by permit.

There has been substantial uncertainty regarding the scope of regulated waters in recent years, and any expansion in this scope could result in increased costs or timeframes to complete activities.

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The Oil Pollution Act of 1990 (“OPA”) sets minimum standards for prevention, containment and cleanup of oil spills.

The OPA applies to vessels, offshore facilities and onshore facilities, including exploration and production facilities that may affect waters of the United States.

The OPA applies to vessels, offshore facilities and onshore facilities, including E&P facilities that may affect waters of the United States.

Under the OPA, responsible parties including owners and operators of onshore facilities may be held strictly liable for oil cleanup costs and natural resource damages as well as a variety of public and private damages that may result from oil spills.

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In addition, a number of lawsuits have alleged that disposal well operations have caused damage to neighboring properties or otherwise violated state and federal rules regulating waste disposal.

These developments could result in additional regulation and restrictions on the use of injection wells by our customers to dispose of flowback and

produced water and certain other oilfield fluids.

These developments could result in additional regulation and restrictions on the use of injection wells by our customers to dispose of flowback and produced water and certain other oilfield fluids.

Increased regulation and attention given to induced seismicity also could lead to greater opposition to, and litigation concerning, oil and natural gas activities utilizing injection wells for waste disposal.

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Numerous proposals have been made and could continue to be made at the international, national, regional and state levels of government to monitor and limit existing emissions of greenhouse gases (“GHG”) as well as to restrict or eliminate such future emissions.

As a result, our operations as well as the operations of our oil and natural gas exploration and production customers are subject to a series of regulatory, political, litigation, and financial risks associated with the production and processing of fossil fuels and emission of GHG.

As a result, our operations as well as the operations of our oil and natural gas E&P customers are subject to a series of regulatory, political, litigation, and financial risks associated with the production and processing of fossil fuels and emission of GHG.

In the United States, no comprehensive climate change legislation has been implemented at the federal level.

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Limitation of investments in and financings for fossil fuel energy companies could result in the restriction, delay or cancellation of drilling programs or development or production activities.

Additionally, the Securities and Exchange Commission (the “SEC”) has proposed new rules relating to the disclosure of a range of climate-related risks.

We are currently assessing this proposed rule but at this time we cannot predict the costs of implementation or any potential adverse impacts resulting from the proposed rule.

To the extent this rule is finalized, we could incur increased costs related to the assessment and disclosure of climate-related risks.

In addition, enhanced climate disclosure requirements could accelerate the trend of certain stakeholders and lenders restricting or seeking more stringent conditions with respect to their investments in certain carbon intensive sectors.

Additionally, the Securities and Exchange Commission (the “SEC”) proposed new rules relating to the disclosure of a range of climate-related risks.

However, the SEC has stayed the final rule pending the resolution of consolidated legal challenges that are currently proceeding before the U.S.

Court of Appeals for the Eight Circuit.

Enhanced climate disclosure requirements could result in additional legal and accounting costs and accelerate the trend of certain stakeholders and lenders restricting or seeking more stringent conditions with respect to their investments in certain carbon intensive sectors.

The adoption and implementation of new or more stringent international, federal or state legislation, regulations or other regulatory initiatives that impose more stringent standards for GHG emissions from the oil and natural gas sector or otherwise restrict the areas in which this sector may produce oil and natural gas or generate GHG emissions could result in increased costs of compliance or costs of consuming, and thereby reduce demand for, oil and natural gas, which could reduce demand for our services and products.

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Hydraulic Fracturing

Our customers are reliant on hydraulic fracturing services in connection with their production of oil and natural gas.

Many of our customers utilize hydraulic fracturing services in connection with their production of oil and natural gas.

Hydraulic fracturing stimulates production of oil and/or natural gas from dense subsurface rock formations by injecting water, sand and chemicals under pressure into the formation to fracture the surrounding rock and stimulate production.

Hydraulic fracturing typically is regulated by state oil and natural gas commissions, however the EPA has asserted federal regulatory authority pursuant to the Safe Drinking Water Act over certain hydraulic fracturing activities involving the use of diesel fuel and issued permitting guidance that applies to such activities.

Hydraulic fracturing typically is regulated by state oil and natural gas commissions.

However, the EPA has asserted federal regulatory authority pursuant to the Safe Drinking Water Act over certain hydraulic fracturing activities involving the use of diesel fuel and issued permitting guidance that applies to such activities.

The EPA also finalized rules that prohibit the discharge of wastewater from hydraulic fracturing operations to publicly-owned wastewater treatment plants.

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DOT regulations also mandate drug testing of drivers.

From time to time, various legislative proposals are introduced, including proposals to increase federal, state or local taxes, including taxes on motor fuels, which may increase our costs or adversely impact the recruitment of drivers.

From time to time, various legislative proposals are introduced, including proposals to increase federal, state or local taxes, including

taxes on motor fuels, which may increase our costs or adversely impact the recruitment of drivers.

We cannot predict whether, or in what form, any increase in such taxes applicable to us will be enacted.

4 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business