Delaware
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81‑5449572
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Large accelerated filer ☐
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Accelerated filer ☐
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Non-accelerated filer ☒
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Smaller reporting company ☒
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Emerging growth company☒
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Class A Common Stock, $0.01 par value
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RNGR
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New York Stock Exchange
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Page
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March 31, 2019
|
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December 31, 2018
|
||||
Assets
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
5.7
|
|
|
$
|
2.6
|
|
Accounts receivable, net
|
|
51.8
|
|
|
45.4
|
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||
Contract assets
|
|
7.6
|
|
|
3.1
|
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||
Inventory
|
|
5.9
|
|
|
4.9
|
|
||
Prepaid expenses
|
|
3.7
|
|
|
5.1
|
|
||
Total current assets
|
|
74.7
|
|
|
61.1
|
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||
|
|
|
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|
||||
Property and equipment, net
|
|
230.7
|
|
|
229.8
|
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||
Intangible assets, net
|
|
9.9
|
|
|
10.0
|
|
||
Operating lease right-of-use assets
|
|
7.6
|
|
|
—
|
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||
Other assets
|
|
0.7
|
|
|
1.6
|
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||
Total assets
|
|
$
|
323.6
|
|
|
$
|
302.5
|
|
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||||
Liabilities and Stockholders' Equity
|
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||||
Accounts payable
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$
|
18.7
|
|
|
$
|
17.2
|
|
Accrued expenses
|
|
21.7
|
|
|
18.5
|
|
||
Finance lease obligations, current portion
|
|
4.6
|
|
|
4.4
|
|
||
Long-term debt, current portion
|
|
15.8
|
|
|
15.8
|
|
||
Other current liabilities
|
|
5.6
|
|
|
3.0
|
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||
Total current liabilities
|
|
66.4
|
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58.9
|
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||
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|
||||
Operating lease right-of-use obligation
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5.2
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—
|
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||
Finance lease obligations
|
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5.8
|
|
|
6.6
|
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||
Long-term debt, net
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|
49.4
|
|
|
44.7
|
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||
Other long-term liabilities
|
|
0.6
|
|
|
0.3
|
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||
Total liabilities
|
|
127.4
|
|
|
110.5
|
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||
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||||
Commitments and contingencies (Note 12)
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||||
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||||
Stockholders' equity
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Preferred stock, $0.01 per share; 50,000,000 shares authorized; no shares issued or outstanding as of March 31, 2019 and December 31, 2018
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—
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—
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Class A Common Stock, $0.01 par value, 100,000,000 shares authorized; 8,454,273 and 8,448,527 shares issued and outstanding as of March 31, 2019 and December 31, 2018, respectively
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0.1
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0.1
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||
Class B Common Stock, $0.01 par value, 100,000,000 shares authorized; 6,866,154 shares issued and outstanding as of March 31, 2019 and December 31, 2018
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0.1
|
|
|
0.1
|
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||
Accumulated deficit
|
|
(7.9
|
)
|
|
(9.9
|
)
|
||
Additional paid-in capital
|
|
112.2
|
|
|
111.6
|
|
||
Total stockholders' equity
|
|
104.5
|
|
|
101.9
|
|
||
Non-controlling interest
|
|
91.7
|
|
|
90.1
|
|
||
Total stockholders' equity
|
|
196.2
|
|
|
192.0
|
|
||
Total liabilities and stockholders' equity
|
|
$
|
323.6
|
|
|
$
|
302.5
|
|
|
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Three Months Ended
March 31,
|
||||||
|
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2019
|
|
2018
|
||||
Revenues
|
|
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|
||||
High specification rigs
|
|
$
|
31.7
|
|
|
$
|
36.3
|
|
Completion and other services
|
|
51.6
|
|
|
23.4
|
|
||
Processing solutions
|
|
5.0
|
|
|
2.9
|
|
||
Total revenues
|
|
88.3
|
|
|
62.6
|
|
||
|
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|
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|
||||
Operating expenses
|
|
|
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|
||||
Cost of services (exclusive of depreciation and amortization):
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||||
High specification rigs
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27.4
|
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31.5
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||
Completion and other services
|
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37.9
|
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18.4
|
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||
Processing solutions
|
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2.2
|
|
|
1.4
|
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||
Total cost of services
|
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67.5
|
|
|
51.3
|
|
||
General and administrative
|
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7.2
|
|
|
7.0
|
|
||
Depreciation and amortization
|
|
8.4
|
|
|
6.1
|
|
||
Impairment of goodwill
|
|
—
|
|
|
9.0
|
|
||
Total operating expenses
|
|
83.1
|
|
|
73.4
|
|
||
|
|
|
|
|
||||
Operating income (loss)
|
|
5.2
|
|
|
(10.8
|
)
|
||
|
|
|
|
|
||||
Other expenses
|
|
|
|
|
||||
Interest expense, net
|
|
(1.3
|
)
|
|
(0.4
|
)
|
||
Total other expenses
|
|
(1.3
|
)
|
|
(0.4
|
)
|
||
|
|
|
|
|
||||
Income (loss) before income tax expense
|
|
3.9
|
|
|
(11.2
|
)
|
||
Tax expense (benefit)
|
|
0.3
|
|
|
(0.9
|
)
|
||
Net income (loss)
|
|
3.6
|
|
|
(10.3
|
)
|
||
Less: Net income (loss) attributable to non-controlling interests
|
|
1.6
|
|
|
(4.6
|
)
|
||
Net income (loss) attributable to Ranger Energy Services, Inc.
|
|
$
|
2.0
|
|
|
$
|
(5.7
|
)
|
|
|
|
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|
||||
Earnings (loss) per common share
|
|
|
|
|
||||
Basic
|
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$
|
0.24
|
|
|
$
|
(0.68
|
)
|
Diluted
|
|
$
|
0.21
|
|
|
$
|
(0.68
|
)
|
Weighted average common shares outstanding
|
|
|
|
|
||||
Basic
|
|
8,448,719
|
|
|
8,423,445
|
|
||
Diluted
|
|
9,730,710
|
|
|
8,423,445
|
|
|
|
Three Months Ended
March 31,
|
|
Three Months Ended
March 31,
|
||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||
|
|
Quantity
|
|
Amount
|
||||||||||
Shares, Class A Common Stock
|
|
|
|
|
|
|
|
|
||||||
Balance, beginning of period
|
|
8,448,527
|
|
|
8,413,178
|
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
Issuance of shares under share-based compensation plans
|
|
8,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Shares withheld for taxes on equity transactions
|
|
(2,254
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Balance, end of period
|
|
8,454,273
|
|
|
8,413,178
|
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
|
|
|
|
|
|
|
|
|
||||||
Shares, Class B Common Stock
|
|
|
|
|
|
|
|
|
||||||
Balance, beginning of period
|
|
6,866,154
|
|
|
6,866,154
|
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
Balance, end of period
|
|
6,866,154
|
|
|
6,866,154
|
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
|
|
|
|
|
|
|
|
|
||||||
Accumulated deficit
|
|
|
|
|
|
|
|
|
||||||
Balance, beginning of period
|
|
|
|
|
|
$
|
(9.9
|
)
|
|
$
|
(6.6
|
)
|
||
Net income (loss) attributable to controlling interest
|
|
|
|
|
|
2.0
|
|
|
(5.7
|
)
|
||||
Balance, end of period
|
|
|
|
|
|
$
|
(7.9
|
)
|
|
$
|
(12.3
|
)
|
||
|
|
|
|
|
|
|
|
|
||||||
Additional paid-in capital
|
|
|
|
|
|
|
|
|
||||||
Balance, beginning of period
|
|
|
|
|
|
$
|
111.6
|
|
|
$
|
110.1
|
|
||
Equity based compensation amortization
|
|
|
|
|
|
0.6
|
|
|
—
|
|
||||
Balance, end of period
|
|
|
|
|
|
$
|
112.2
|
|
|
$
|
110.1
|
|
||
|
|
|
|
|
|
|
|
|
||||||
Total controlling interest shareholders’ equity
|
|
|
|
|
|
|
|
|
||||||
Balance, beginning of period
|
|
|
|
|
|
$
|
101.9
|
|
|
$
|
103.7
|
|
||
Equity based compensation amortization
|
|
|
|
|
|
0.6
|
|
|
—
|
|
||||
Net income (loss) attributable to controlling interest
|
|
|
|
|
|
2.0
|
|
|
(5.7
|
)
|
||||
Balance, end of period
|
|
|
|
|
|
$
|
104.5
|
|
|
$
|
98.0
|
|
||
|
|
|
|
|
|
|
|
|
||||||
Noncontrolling interest
|
|
|
|
|
|
|
|
|
||||||
Balance, beginning of period
|
|
|
|
|
|
$
|
90.1
|
|
|
$
|
92.0
|
|
||
Net income (loss) attributable to noncontrolling interest
|
|
|
|
|
|
1.6
|
|
|
(4.6
|
)
|
||||
Equity based compensation amortization
|
|
|
|
|
|
—
|
|
|
0.2
|
|
||||
Balance, end of period
|
|
|
|
|
|
$
|
91.7
|
|
|
$
|
87.6
|
|
||
|
|
|
|
|
|
|
|
|
||||||
Total Equity
|
|
|
|
|
|
|
|
|
||||||
Balance, beginning of period
|
|
|
|
|
|
$
|
192.0
|
|
|
$
|
195.7
|
|
||
Total income (loss)
|
|
|
|
|
|
3.6
|
|
|
(10.3
|
)
|
||||
Equity based compensation amortization
|
|
|
|
|
|
0.6
|
|
|
0.2
|
|
||||
Balance, end of period
|
|
|
|
|
|
$
|
196.2
|
|
|
$
|
185.6
|
|
|
|
Three Months Ended
March 31,
|
||||||
|
|
2019
|
|
2018
|
||||
Cash Flows from Operating Activities
|
|
|
|
|
||||
Net income (loss)
|
|
$
|
3.6
|
|
|
$
|
(10.3
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
|
|
|
|
|
||||
Depreciation and amortization
|
|
8.4
|
|
|
6.1
|
|
||
Impairment of goodwill
|
|
—
|
|
|
9.0
|
|
||
Equity based compensation
|
|
0.6
|
|
|
0.2
|
|
||
(Gain) loss on sale of property, plant and equipment
|
|
(0.2
|
)
|
|
0.7
|
|
||
Other costs, net
|
|
0.1
|
|
|
0.1
|
|
||
Changes in operating assets and liabilities, net of effect of acquisitions
|
|
|
|
|
||||
Accounts receivable
|
|
(6.4
|
)
|
|
(6.5
|
)
|
||
Contract assets
|
|
(4.5
|
)
|
|
0.7
|
|
||
Inventory
|
|
(1.0
|
)
|
|
—
|
|
||
Prepaid expenses
|
|
1.4
|
|
|
(0.8
|
)
|
||
Other assets
|
|
0.9
|
|
|
0.1
|
|
||
Accounts payable
|
|
2.9
|
|
|
(1.2
|
)
|
||
Accrued expenses
|
|
3.8
|
|
|
1.0
|
|
||
Other long-term liabilities
|
|
0.3
|
|
|
(0.2
|
)
|
||
Net cash provided by (used in) operating activities
|
|
9.9
|
|
|
(1.1
|
)
|
||
|
|
|
|
|
||||
Cash Flows from Investing Activities
|
|
|
|
|
||||
Purchase of property, plant and equipment
|
|
(10.8
|
)
|
|
(8.2
|
)
|
||
Proceeds from sale of property, plant and equipment
|
|
0.3
|
|
|
1.2
|
|
||
Acquisitions, net of cash received
|
|
—
|
|
|
(4.0
|
)
|
||
Net cash used in investing activities
|
|
(10.5
|
)
|
|
(11.0
|
)
|
||
|
|
|
|
|
||||
Cash Flows from Financing Activities
|
|
|
|
|
||||
Borrowings under line of credit facility
|
|
12.3
|
|
|
15.6
|
|
||
Principal payments on line of credit facility
|
|
(5.2
|
)
|
|
—
|
|
||
Principal payments on Encina Master Financing Agreement
|
|
(2.3
|
)
|
|
—
|
|
||
Principal payments on financing lease obligations
|
|
(1.1
|
)
|
|
(7.7
|
)
|
||
Net cash provided by financing activities
|
|
3.7
|
|
|
7.9
|
|
||
|
|
|
|
|
||||
Increase (decrease) in Cash and Cash equivalents
|
|
3.1
|
|
|
(4.2
|
)
|
||
Cash and Cash Equivalents, Beginning of Period
|
|
2.6
|
|
|
5.3
|
|
||
Cash and Cash Equivalents, End of Period
|
|
$
|
5.7
|
|
|
$
|
1.1
|
|
|
|
|
|
|
||||
Supplemental Cash Flows Information
|
|
|
|
|
||||
Interest paid
|
|
$
|
1.4
|
|
|
$
|
0.2
|
|
Supplemental Disclosure of Noncash Investing and Financing Activity
|
|
|
|
|
||||
Non-cash capital expenditures
|
|
$
|
(2.0
|
)
|
|
$
|
(5.0
|
)
|
Non-cash additions to fixed assets through financing leases
|
|
$
|
(0.5
|
)
|
|
$
|
(1.3
|
)
|
Inital non-cash operating lease right-of-use asset additions
|
|
$
|
(8.3
|
)
|
|
$
|
—
|
|
•
|
Depreciation and amortization of property, plant and equipment and intangible assets;
|
•
|
Impairment of property, plant and equipment, goodwill and intangible assets;
|
•
|
Allowance for doubtful accounts;
|
•
|
Fair value of assets acquired and liabilities assumed in an acquisition; and
|
•
|
Equity‑based compensation.
|
•
|
The optional transition method, therefore will not adjust comparative period financial information or make the new required lease disclosures for periods prior to the effective date;
|
•
|
the package of practical expedients to not reassess prior conclusions related to (i) contracts containing leases, (ii) lease classification and (iii) initial direct costs;
|
•
|
to make the accounting policy election for short-term leases, or leases with terms of 12 months or less, therefore the lease payments will be recorded as an expense on a straight line basis over the lease term; and
|
•
|
to combine lease and non-lease components.
|
|
|
Estimated Useful Life (years)
|
|
March 31, 2019
|
|
December 31, 2018
|
||||
Machinery and equipment
|
|
5 - 30
|
|
$
|
41.7
|
|
|
$
|
42.0
|
|
Vehicles
|
|
3 - 5
|
|
18.4
|
|
|
17.9
|
|
||
Mechanical refrigeration units
|
|
30
|
|
21.7
|
|
|
20.9
|
|
||
Natural gas liquid storage tanks
|
|
15
|
|
5.9
|
|
|
5.9
|
|
||
Workover rigs
|
|
5 - 20
|
|
177.7
|
|
|
175.7
|
|
||
Other property, plant and equipment
|
|
3 - 30
|
|
14.5
|
|
|
12.7
|
|
||
Property, plant and equipment
|
|
|
|
279.9
|
|
|
275.1
|
|
||
Less: accumulated depreciation
|
|
|
|
(60.6
|
)
|
|
(52.5
|
)
|
||
Construction in progress
|
|
|
|
11.4
|
|
|
7.2
|
|
||
Property, plant and equipment, net
|
|
|
|
$
|
230.7
|
|
|
$
|
229.8
|
|
|
|
Estimated Useful Life (years)
|
|
March 31, 2019
|
|
December 31, 2018
|
||||
Tradenames
|
|
3
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
Customer relationships
|
|
10-18
|
|
11.4
|
|
|
11.4
|
|
||
Less: accumulated amortization
|
|
|
|
(1.6
|
)
|
|
(1.5
|
)
|
||
Intangible assets, net
|
|
|
|
$
|
9.9
|
|
|
$
|
10.0
|
|
|
|
|
||
For the period ending March 31,
|
|
Amount
|
||
2020
|
|
$
|
0.7
|
|
2021
|
|
0.7
|
|
|
2022
|
|
0.7
|
|
|
2023
|
|
0.8
|
|
|
2024
|
|
0.8
|
|
|
Thereafter
|
|
6.2
|
|
|
|
|
$
|
9.9
|
|
|
|
March 31, 2019
|
|
December 31, 2018
|
||||
Accrued payables
|
|
$
|
6.9
|
|
|
$
|
5.6
|
|
Accrued payroll
|
|
10.1
|
|
|
6.2
|
|
||
Accrued taxes
|
|
2.2
|
|
|
2.9
|
|
||
Accrued insurance
|
|
2.5
|
|
|
3.8
|
|
||
Accrued expenses
|
|
$
|
21.7
|
|
|
$
|
18.5
|
|
|
|
March 31, 2019
|
||
Short-term lease costs
|
|
$
|
2.2
|
|
Operating lease cost
|
|
$
|
0.7
|
|
Operating cash flows from operating leases
|
|
$
|
(0.8
|
)
|
|
|
|
||
Weighted average remaining lease term
|
|
5.5 years
|
|
|
Weighted average discount rate
|
|
9.40
|
%
|
For the period ending March 31,
|
|
Total
|
||
2020
|
|
$
|
3.0
|
|
2021
|
|
2.0
|
|
|
2022
|
|
0.8
|
|
|
2023
|
|
0.7
|
|
|
2024
|
|
0.7
|
|
|
Thereafter
|
|
2.8
|
|
|
Total future minimum lease payments
|
|
10.0
|
|
|
Less: amount representing interest
|
|
(2.4
|
)
|
|
Present value of future minimum lease payments
|
|
7.6
|
|
|
Less: current portion of operating lease obligations
|
|
(2.4
|
)
|
|
Long-term portion of operating lease obligations
|
|
$
|
5.2
|
|
For the year ending December 31,
|
|
Total
|
||
2019
|
|
$
|
2.9
|
|
2020
|
|
2.3
|
|
|
2021
|
|
0.9
|
|
|
2022
|
|
0.7
|
|
|
2023
|
|
0.7
|
|
|
Thereafter
|
|
3.0
|
|
|
Total future minimum lease payments
|
|
$
|
10.5
|
|
|
|
March 31, 2019
|
||
Amortization of ROU asset
|
|
$
|
1.3
|
|
Interest on lease liabilities
|
|
$
|
0.2
|
|
Financing cash flows from finance leases
|
|
$
|
(1.1
|
)
|
|
|
|
||
Weighted average remaining lease term
|
|
2.0 years
|
|
|
Weighted average discount rate
|
|
4.6
|
%
|
For the period ending March 31,
|
|
Total
|
||
2020
|
|
$
|
3.9
|
|
2021
|
|
4.8
|
|
|
2022
|
|
2.3
|
|
|
2023
|
|
0.3
|
|
|
Thereafter
|
|
—
|
|
|
Total future minimum lease payments
|
|
11.3
|
|
|
Less: amount representing interest
|
|
(0.9
|
)
|
|
Present value of future minimum lease payments
|
|
10.4
|
|
|
Less: current portion of finance lease obligations
|
|
(4.6
|
)
|
|
Long-term portion of finance lease obligations
|
|
$
|
5.8
|
|
For the year ending December 31,
|
|
Total
|
||
2019
|
|
$
|
5.0
|
|
2020
|
|
4.6
|
|
|
2021
|
|
2.1
|
|
|
2022
|
|
0.2
|
|
|
2023
|
|
0.1
|
|
|
Thereafter
|
|
—
|
|
|
Total future minimum lease payments
|
|
12.0
|
|
|
Less: amount representing interest
|
|
(1.0
|
)
|
|
Present value of future minimum lease payments
|
|
11.0
|
|
|
Less: current portion of capital lease obligations
|
|
(4.4
|
)
|
|
Total capital lease obligations, less current portion
|
|
$
|
6.6
|
|
|
|
March 31, 2019
|
|
December 31, 2018
|
||||
ESCO Note Payable due February 2019
|
|
$
|
5.8
|
|
|
$
|
5.8
|
|
Encina Master Financing Agreement due June 2020
|
|
34.4
|
|
|
36.8
|
|
||
Wells Fargo Credit Facility due August 2022
|
|
25.0
|
|
|
17.9
|
|
||
Total Debt
|
|
65.2
|
|
|
60.5
|
|
||
Current portion of long-term debt
|
|
(15.8
|
)
|
|
(15.8
|
)
|
||
Long term-debt
|
|
$
|
49.4
|
|
|
$
|
44.7
|
|
•
|
events of default resulting from the Company’s failure or the failure of any guarantors to comply with covenants and financial ratios;
|
•
|
the occurrence of a change of control;
|
•
|
the institution of insolvency or similar proceedings against the Company or any guarantor; and
|
•
|
the occurrence of a default under any other material indebtedness the Company or any guarantor may have.
|
For the period ending March 31,
|
|
Total
|
||
2020
|
|
$
|
15.8
|
|
2021
|
|
10.0
|
|
|
2022
|
|
33.3
|
|
|
2023
|
|
7.4
|
|
|
Total
|
|
$
|
66.5
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2019
|
|
2018
|
||||
Income (loss) (numerator):
|
|
|
|
|
||||
Basic:
|
|
|
|
|
||||
Net income (loss) attributable to Ranger Energy Services, Inc.
|
|
$
|
2.0
|
|
|
$
|
(5.7
|
)
|
Less: Undistributed earnings allocable to Class B Common Stock
|
|
—
|
|
|
—
|
|
||
Net income (loss) attributable to Class A Common Stock
|
|
$
|
2.0
|
|
|
$
|
(5.7
|
)
|
|
|
|
|
|
||||
Diluted:
|
|
|
|
|
||||
Net income (loss) attributable to Ranger Energy Services, Inc.
|
|
$
|
2.0
|
|
|
$
|
(5.7
|
)
|
Less: Undistributed earnings allocable to Class B Common Stock
|
|
—
|
|
|
—
|
|
||
Net income (loss) attributable to Class A Common Stock
|
|
$
|
2.0
|
|
|
$
|
(5.7
|
)
|
|
|
|
|
|
||||
Weighted average shares (denominator):
|
|
|
|
|
||||
Weighted average number of shares - basic
|
|
8,448,719
|
|
|
8,423,445
|
|
||
Weighted average number of shares - diluted
|
|
9,730,710
|
|
|
8,423,445
|
|
||
|
|
|
|
|
||||
Basic income (loss) per share
|
|
$
|
0.24
|
|
|
$
|
(0.68
|
)
|
Diluted income (loss) per share
|
|
$
|
0.21
|
|
|
$
|
(0.68
|
)
|
|
|
Three months ended March 31, 2019
|
||||||||||||||||||
|
|
High Specification Rigs
|
|
Completion and Other Services
|
|
Processing Solutions
|
|
Other
|
|
Total
|
||||||||||
Revenues
|
|
$
|
31.7
|
|
|
$
|
51.6
|
|
|
$
|
5.0
|
|
|
$
|
—
|
|
|
$
|
88.3
|
|
Cost of services
|
|
27.4
|
|
|
37.9
|
|
|
2.2
|
|
|
—
|
|
|
67.5
|
|
|||||
Depreciation and amortization
|
|
4.8
|
|
|
2.8
|
|
|
0.5
|
|
|
0.3
|
|
|
8.4
|
|
|||||
Impairment of goodwill
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Operating income (loss)
|
|
(0.5
|
)
|
|
10.9
|
|
|
2.3
|
|
|
(7.5
|
)
|
|
5.2
|
|
|||||
Interest Expense, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.3
|
)
|
|
(1.3
|
)
|
|||||
Net Income (loss)
|
|
(0.5
|
)
|
|
10.9
|
|
|
2.3
|
|
|
(9.1
|
)
|
|
3.6
|
|
|||||
Capital expenditures
|
|
$
|
2.8
|
|
|
$
|
1.8
|
|
|
$
|
4.1
|
|
|
$
|
0.5
|
|
|
$
|
9.2
|
|
|
|
As of March 31, 2019
|
||||||||||||||||||
Property, plant and equipment
|
|
$
|
138.9
|
|
|
$
|
47.1
|
|
|
$
|
38.0
|
|
|
$
|
6.7
|
|
|
$
|
230.7
|
|
Total assets
|
|
$
|
199.3
|
|
|
$
|
67.6
|
|
|
$
|
42.5
|
|
|
$
|
14.2
|
|
|
$
|
323.6
|
|
|
|
Three Months Ended March 31, 2018
|
||||||||||||||||||
|
|
High Specification Rigs
|
|
Completion and Other Services
|
|
Processing Solutions
|
|
Other
|
|
Total
|
||||||||||
Revenues
|
|
$
|
36.3
|
|
|
$
|
23.4
|
|
|
$
|
2.9
|
|
|
$
|
—
|
|
|
$
|
62.6
|
|
Cost of services
|
|
31.5
|
|
|
18.4
|
|
|
1.4
|
|
|
—
|
|
|
51.3
|
|
|||||
Depreciation and amortization
|
|
3.9
|
|
|
1.7
|
|
|
0.3
|
|
|
0.2
|
|
|
6.1
|
|
|||||
Impairment of goodwill
|
|
9.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9.0
|
|
|||||
Operating income (loss)
|
|
(8.1
|
)
|
|
3.3
|
|
|
1.2
|
|
|
(7.2
|
)
|
|
(10.8
|
)
|
|||||
Interest expense, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.4
|
)
|
|
(0.4
|
)
|
|||||
Net income (loss)
|
|
(8.1
|
)
|
|
3.3
|
|
|
1.2
|
|
|
(6.7
|
)
|
|
(10.3
|
)
|
|||||
Capital expenditures
|
|
$
|
6.2
|
|
|
$
|
1.4
|
|
|
$
|
2.2
|
|
|
$
|
—
|
|
|
$
|
9.8
|
|
|
|
As of December 31, 2018
|
||||||||||||||||||
Property, plant and equipment
|
|
$
|
159.2
|
|
|
$
|
35.0
|
|
|
$
|
34.3
|
|
|
$
|
1.3
|
|
|
$
|
229.8
|
|
Total assets
|
|
$
|
214.1
|
|
|
$
|
47.0
|
|
|
$
|
40.1
|
|
|
$
|
1.3
|
|
|
$
|
302.5
|
|
|
|
Three Months Ended
|
|
|
|
|
||||||||
|
|
March 31,
|
|
Change
|
||||||||||
|
|
2019
|
|
2018
|
|
$
|
|
%
|
||||||
Revenues
|
|
|
|
|
|
|
|
|
||||||
High Specification Rigs
|
|
$
|
31.7
|
|
|
$
|
36.3
|
|
|
(4.6
|
)
|
|
(13
|
)%
|
Completion and Other Services
|
|
51.6
|
|
|
23.4
|
|
|
28.2
|
|
|
121
|
%
|
||
Processing Solutions
|
|
5.0
|
|
|
2.9
|
|
|
2.1
|
|
|
72
|
%
|
||
Total revenues
|
|
88.3
|
|
|
62.6
|
|
|
25.7
|
|
|
41
|
%
|
||
Operating expenses
|
|
|
|
|
|
|
|
|
||||||
Cost of services (exclusive of depreciation and amortization shown separately):
|
|
|
|
|
|
|
|
|
||||||
High Specification Rigs
|
|
27.4
|
|
|
31.5
|
|
|
(4.1
|
)
|
|
(13
|
)%
|
||
Completion and Other Services
|
|
37.9
|
|
|
18.4
|
|
|
19.5
|
|
|
106
|
%
|
||
Processing Solutions
|
|
2.2
|
|
|
1.4
|
|
|
0.8
|
|
|
57
|
%
|
||
Total cost of services
|
|
67.5
|
|
|
51.3
|
|
|
16.2
|
|
|
32
|
%
|
||
General and administrative
|
|
7.2
|
|
|
7.0
|
|
|
0.2
|
|
|
3
|
%
|
||
Depreciation and amortization
|
|
8.4
|
|
|
6.1
|
|
|
2.3
|
|
|
38
|
%
|
||
Impairment of goodwill
|
|
—
|
|
|
9.0
|
|
|
(9.0
|
)
|
|
(100
|
)%
|
||
Total operating expenses
|
|
83.1
|
|
|
73.4
|
|
|
9.7
|
|
|
13
|
%
|
||
Operating income (loss)
|
|
5.2
|
|
|
(10.8
|
)
|
|
16.0
|
|
|
148
|
%
|
||
Other expenses
|
|
|
|
|
|
|
|
|
||||||
Interest expense, net
|
|
(1.3
|
)
|
|
(0.4
|
)
|
|
(0.9
|
)
|
|
(225
|
)%
|
||
Total other expenses
|
|
(1.3
|
)
|
|
(0.4
|
)
|
|
(0.9
|
)
|
|
(225
|
)%
|
||
Income (loss) before income tax expense
|
|
3.9
|
|
|
(11.2
|
)
|
|
15.1
|
|
|
135
|
%
|
||
Tax expense (benefit)
|
|
0.3
|
|
|
(0.9
|
)
|
|
1.2
|
|
|
133
|
%
|
||
Net income (loss)
|
|
$
|
3.6
|
|
|
$
|
(10.3
|
)
|
|
13.9
|
|
|
135
|
%
|
|
|
Three Months Ended
|
||||||||||||||||||
|
|
March 31, 2019
|
||||||||||||||||||
|
|
High Specification Rigs
|
|
Completion and Other Services
|
|
Processing Solutions
|
|
Other
|
|
Total
|
||||||||||
|
|
(in millions)
|
||||||||||||||||||
Net income (loss)
|
|
$
|
(0.5
|
)
|
|
$
|
10.9
|
|
|
$
|
2.3
|
|
|
$
|
(9.1
|
)
|
|
$
|
3.6
|
|
Interest expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.5
|
|
|
1.5
|
|
|||||
Tax expense (benefit)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|
0.3
|
|
|||||
Depreciation and amortization
|
|
4.8
|
|
|
2.8
|
|
|
0.5
|
|
|
0.3
|
|
|
8.4
|
|
|||||
Equity based compensation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.6
|
|
|
0.6
|
|
|||||
Impairment of goodwill
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Gain on property, plant and equipment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
(0.2
|
)
|
|||||
Adjusted EBITDA
|
|
$
|
4.3
|
|
|
$
|
13.7
|
|
|
$
|
2.8
|
|
|
$
|
(6.6
|
)
|
|
$
|
14.2
|
|
|
|
Three Months Ended
|
||||||||||||||||||
|
|
March 31, 2018
|
||||||||||||||||||
|
|
High Specification Rigs
|
|
Completion and Other Services
|
|
Processing Solutions
|
|
Other
|
|
Total
|
||||||||||
|
|
(in millions)
|
||||||||||||||||||
Net income (loss)
|
|
$
|
(8.1
|
)
|
|
$
|
3.3
|
|
|
$
|
1.2
|
|
|
$
|
(6.7
|
)
|
|
$
|
(10.3
|
)
|
Interest expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
0.4
|
|
|||||
Tax expense (benefit)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.9
|
)
|
|
(0.9
|
)
|
|||||
Depreciation and amortization
|
|
3.9
|
|
|
1.7
|
|
|
0.3
|
|
|
0.2
|
|
|
6.1
|
|
|||||
Equity based compensation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
|
0.2
|
|
|||||
Impairment of goodwill
|
|
9.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9.0
|
|
|||||
Gain on property, plant and equipment
|
|
0.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.7
|
|
|||||
Adjusted EBITDA
|
|
$
|
5.5
|
|
|
$
|
5.0
|
|
|
$
|
1.5
|
|
|
$
|
(6.8
|
)
|
|
$
|
5.2
|
|
|
|
Change $
|
||||||||||||||||||
|
|
High Specification Rigs
|
|
Completion and Other Services
|
|
Processing Solutions
|
|
Other
|
|
Total
|
||||||||||
|
|
(in millions)
|
||||||||||||||||||
Net income (loss)
|
|
$
|
7.6
|
|
|
$
|
7.6
|
|
|
$
|
1.1
|
|
|
$
|
(2.4
|
)
|
|
$
|
13.9
|
|
Interest expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
|
1.1
|
|
|||||
Tax expense (benefit)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.2
|
|
|
1.2
|
|
|||||
Depreciation and amortization
|
|
0.9
|
|
|
1.1
|
|
|
0.2
|
|
|
0.1
|
|
|
2.3
|
|
|||||
Equity based compensation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
0.4
|
|
|||||
Impairment of goodwill
|
|
(9.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.0
|
)
|
|||||
Gain on property, plant and equipment
|
|
(0.7
|
)
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
(0.9
|
)
|
|||||
Adjusted EBITDA
|
|
$
|
(1.2
|
)
|
|
$
|
8.7
|
|
|
$
|
1.3
|
|
|
$
|
0.2
|
|
|
$
|
9.0
|
|
|
|
Three Months Ended
|
|
|
|
|
|||||||||
|
|
March 31, 2019
|
|
Change
|
|||||||||||
|
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
|
|
(in millions)
|
|||||||||||||
Cash Flows from Operating Activities
|
|
$
|
9.9
|
|
|
$
|
(1.1
|
)
|
|
$
|
11.0
|
|
|
1,000
|
%
|
Cash Flows from Investing Activities
|
|
(10.5
|
)
|
|
(11.0
|
)
|
|
0.5
|
|
|
5
|
%
|
|||
Cash Flows from Financing Activities
|
|
3.7
|
|
|
7.9
|
|
|
(4.2
|
)
|
|
(53
|
)%
|
|||
Net change in cash
|
|
$
|
3.1
|
|
|
$
|
(4.2
|
)
|
|
$
|
7.3
|
|
|
174
|
%
|
•
|
events of default resulting from our failure or the failure of any guarantors to comply with covenants and financial ratios;
|
•
|
the occurrence of a change of control;
|
•
|
the institution of insolvency or similar proceedings against us or any guarantor; and
|
•
|
the occurrence of a default under any other material indebtedness we or any guarantor may have.
|
•
|
when future sales or redemptions occur, we will record a deferred tax liability for the gross amount of the income tax effect along with an offset of 85% of this liability as payable under the TRA; the remaining difference between the deferred tax liability and tax receivable agreement liability will be recorded as additional paid‑in capital; and
|
•
|
to the extent we have recorded a deferred tax asset for an increase in tax basis to which a benefit is no longer expected to be realized due to lower future taxable income, we will reduce the deferred tax asset with a valuation allowance.
|
•
|
our business strategy;
|
•
|
our operating cash flows, the availability of capital and our liquidity;
|
•
|
our future revenue, income and operating performance;
|
•
|
our ability to sustain and improve our utilization, revenues and margins;
|
•
|
our ability to maintain acceptable pricing for our services;
|
•
|
our future capital expenditures;
|
•
|
our ability to finance equipment, working capital and capital expenditures;
|
•
|
competition and government regulations;
|
•
|
our ability to obtain permits and governmental approvals;
|
•
|
pending legal or environmental matters;
|
•
|
marketing of oil and natural gas;
|
•
|
business or asset acquisitions;
|
•
|
general economic conditions;
|
•
|
credit markets;
|
•
|
our ability to successfully develop our research and technology capabilities and implement technological developments and enhancements;
|
•
|
uncertainty regarding our future operating results; and
|
•
|
plans, objectives, expectations and intentions contained in this report that are not historical.
|
INDEX TO EXHIBITS
|
||
|
|
|
Exhibit
Number
|
|
Description
|
2.1†
|
|
|
2.2†
|
|
|
2.3†
|
|
|
3.1
|
|
|
3.2
|
|
|
4.1
|
|
|
4.2
|
|
|
10.1*
|
|
|
31.1*
|
|
|
31.2*
|
|
|
32.1**
|
|
|
32.2**
|
|
|
101.CAL*
|
|
XBRL Calculation Linkbase Document
|
101.DEF*
|
|
XBRL Definition Linkbase Document
|
101.INS*
|
|
XBRL Instance Document
|
101.LAB*
|
|
XBRL Labels Linkbase Document
|
101.PRE*
|
|
XBRL Presentation Linkbase Document
|
101.SCH*
|
|
XBRL Schema Document
|
|
|
|
Ranger Energy Services, Inc.
|
|
|
|
|
|
|
|
|
/s/ J. Brandon Blossman
|
|
May 1, 2019
|
J. Brandon Blossman
|
|
Date
|
Chief Financial Officer
|
|
|
(Principal Financial Officer)
|
|
|
|
|
|
|
|
|
/s/ Mario H. Hernandez
|
|
May 1, 2019
|
Mario H. Hernandez
|
|
Date
|
Chief Accounting Officer
|
|
|
(Principal Accounting Officer)
|
|
|
RANGER ENERGY SERVICES, INC.
|
|
|
|
|
|
_________________________________
|
_________________________
|
Name:
|
Date of Signature
|
Title:
|
|
|
|
|
|
|
|
_________________________________
|
_________________________
|
Name:
|
Date of Signature
|
1.
|
PTEN Patterson-UTI Energy, Inc.
|
2.
|
ESV Ensco plc
|
3.
|
PD Precision Drilling Corporation
|
4.
|
RDC Rowan Companies plc
|
5.
|
FET Forum Energy Technologies, Inc.
|
6.
|
HLX Helix Energy Solutions Group, Inc.
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Ranger Energy Services, Inc.
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's first fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Dated:
|
May 1, 2019
|
|
|
|
|
|
|
|
|
/s/ Darron M. Anderson
|
|
|
|
|
|
Darron M. Anderson
|
|
|
|
|
|
President, Chief Executive Officer and Director
|
|
|
|
|
|
(Principal Executive Officer)
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Ranger Energy Services, Inc.
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's first fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Dated:
|
May 1, 2019
|
|
|
|
|
|
|
|
|
/s/ J. Brandon Blossman
|
|
|
|
|
|
J. Brandon Blossman
|
|
|
|
|
|
Chief Financial Officer
|
|
|
|
|
|
(Principal Financial Officer)
|
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Dated:
|
May 1, 2019
|
|
|
|
|
|
|
|
|
/s/ Darron M. Anderson
|
|
|
|
|
|
Darron M. Anderson
|
|
|
|
|
|
President, Chief Executive Officer and Director
|
|
|
|
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Dated:
|
May 1, 2019
|
|
|
|
|
|
|
|
|
/s/ J. Brandon Blossman
|
|
|
|
|
|
J. Brandon Blossman
|
|
|
|
|
|
Chief Financial Officer
|
|
|
|
|
|
(Principal Financial Officer)
|
|
|
|
|
|
|
|