8-K/A - RNGR - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): September 21, 2021

Ranger Energy Services, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware	001-38183	81-5449572
(State or other jurisdiction<br><br>of incorporation)	(Commission<br><br>File Number)	(IRS Employer<br><br>Identification No.)
10350 Richmond, Suite 550<br><br>Houston, Texas 77042<br><br>(713) 935-8900<br><br>(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (713) 895-8900

Check the appropriate box below if the Form 8K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☒

Introductory Note

As reported in a Current Report on Form 8-K filed with the Securities and Exchange Commission by Ranger Energy Services, Inc. (the “Company”) on July 14, 2021 (the “Original Ranger Form 8-K”), the Company, together with certain of its subsidiaries, completed the acquisition of wireline trucks, cranes and pump-down pumps from PerfX Wireline Services, LLC (“PerfX” and such acquisition, the “PerfX Acquisition”) on July 8, 2021.

This Current Report on Form 8-K/A (this “Amendment”) amends and supplements the Original Ranger Form 8-K to provide the following:

•Audited consolidated financial statements of PerfX (for the period described in Item 9.01(a) below), the notes thereto and the Independent Auditor’s Report;

•Unaudited interim condensed consolidated financial statements of PerfX (for the period described in Item 9.01(a) below) and the notes thereto; and

•Unaudited condensed combined pro forma financial information described in Item 9.01(b) below.

No other modifications to the Original Ranger Form 8-K are being made by this Amendment. This Amendment should be read in conjunction with the Original Ranger Form 8-K, which provides a more complete description of the PerfX Acquisition.

Item 9.01 Financial Statements and Exhibits

(a) Financial Statements of Businesses Acquired

•Audited consolidated financial statements of PerfX as of and for the years ended December 31, 2020 and 2019, and the related notes to the consolidated financial statements, attached as Exhibit 99.1 hereto; and

•Unaudited interim condensed consolidated financial statements of PerfX as of June 30, 2021 and for the six months ended June 30, 2021 and 2020, and the related notes to the condensed consolidated financial statements, attached as Exhibit 99.2 hereto.

(b) Pro Forma Financial Information

The following unaudited condensed combined pro forma financial information of the Company, giving effect to the PerfX Acquisition, attached as Exhibit 99.3 hereto;

•Unaudited condensed combined pro forma Balance Sheet as of June 30, 2021;

•Unaudited condensed combined pro forma Statements of Operations for the year ended December 31, 2020 and the six months ended June 30, 2021; and

•Notes to the unaudited condensed combined pro forma financial statements.

Exhibit No.	Description
23.1	Consent of BDO USA, LLP
99.1	Audited Consolidated Financial Statements of PerfX Wireline Services, LLC as of and for the years ended December 31, 2020 and 2019
99.2	Unaudited Interim Cond e nsed Consolidated Financial Statements of PerfX Wireline Services, LLC as of June 30, 2 021 and for the six months ended June 30, 2021 and 2020
99.3	Unaudited C ondensed Combinedrngr-092121ex993perfxprofo.htmPro Forma Financial information for the year ended December 31, 2020 and as of and forrngr-092121ex993perfxprofo.htmrngr-092121ex993perfxprofo.htmthe six months ended June 30, 202 1
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Ranger Energy Services, Inc.
/s/ J. Brandon Blossman	September 21, 2021
J. Brandon Blossman	Date
Chief Financial Officer
(Principal Financial Officer)

Document

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Ranger Energy Services, Inc.

Houston, Texas

We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. 333-220018 and 333-231818) of Ranger Energy Services, Inc. ("Ranger") of our report dated September 21, 2021, relating to the consolidated financial statements of PerfX Wireline Services, LLC, which appear in Ranger's Current Report on Form 8-K/A dated September 21, 2021.

/s/ BDO USA, LLP

Houston, Texas

September 21, 2021

Document

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

CONSOLIDATED FINANCIAL STATEMENTS

As of and for the Years Ended

December 31, 2020 and 2019

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

INDEX TO FINANCIAL STATEMENTS

	Page
Independent Auditor’s Report
Consolidated Balance Sheets	1
Consolidated Statements of Operations	2
Consolidated Statements of Members’ Equity	3
Consolidated Statements of Cash Flows	4
Notes to the Consolidated Financial Statements	5

Exhibit 99.1

Independent Auditor’s Report

To the Members of

PerfX Wireline Services, LLC

Houston, Texas

Opinion

We have audited the consolidated financial statements of PerfX Wireline Services, LLC and its subsidiaries (the “Company”), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, and the related consolidated statements of operations, members’ equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.

Basis for Opinion

We conducted our audits in accordance with auditing standards generally accepted in the United States of America (“GAAS”). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are required to be independent of the Company and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Other Matter

As discussed in Note 9, subsequent to year-end, PerfX Wireline Services, LLC and its subsidiaries, were sold to Ranger Energy Services, Inc.

Responsibilities of Management for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the consolidated financial statements are issued or available to be issued.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the consolidated financial statements.

In performing an audit in accordance with GAAS, we:

a.Exercise professional judgment and maintain professional skepticism throughout the audit.

b.Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.

c.Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. Accordingly, no such opinion is expressed.

Exhibit 99.1

d.Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the consolidated financial statements.

e.Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit.

/s/ BDO USA, LLP

Houston, Texas

September 21, 2021

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

CONSOLIDATED BALANCE SHEETS

	December 31,
	2020		2019
Assets
Cash	$	3,565,247	$	9,624,237
Accounts receivable	15,913,618		23,462,622
Prepaid expenses	2,260,664		2,761,584
Inventory, net	5,212,303		4,235,169
Total current assets	26,951,832		40,083,612
Property and equipment, net	20,437,777		23,984,519
Total assets	$	47,389,609	$	64,068,131
Liabilities and Members' Equity
Accounts payable	$	9,555,180	$	8,792,909
Accrued expenses	3,705,100		3,754,629
Current maturities of capital lease obligations	—		645,000
Current maturities of long-term debt	8,054,140		2,423,349
Current maturities of long-term debt - related parties	140,548		122,345
Total current liabilities	21,454,968		15,738,232
Long-term debt	6,821,885		5,139,172
Long-term debt - related parties	2,807,302		13,926,911
Total liabilities	31,084,155		34,804,315
Commitments and contingencies
Members’ equity	16,305,454		29,263,816
Total members’ equity	16,305,454		29,263,816
Total liabilities and members' equity	47,389,609		64,068,131

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

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

CONSOLIDATED STATEMENTS OF OPERATIONS

	Years Ended December 31,
	2020		2019
Revenues	$	102,669,036	$	170,152,240
Operating expenses
Cost of services (exclusive of depreciation and amortization)	95,157,172		135,724,665
General and administrative	8,947,612		10,293,509
Depreciation and amortization	7,143,291		6,148,999
Impairment	712,777		—
Gain on disposal of assets	(22,198)		(275,078)
Total operating expenses	111,938,654		151,892,095
Operating income (loss)	(9,269,618)		18,260,145
Other income (expense)
Interest expense, net	(787,636)		(1,508,404)
Other income, net	128,079		239,963
Total other expenses	(659,557)		(1,268,441)
Net income (loss)	$	(9,929,175)	$	16,991,704

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

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

CONSOLIDATED STATEMENT OF MEMBERS’ EQUITY

January 1, 2019	$	16,500,049
Distributions	(4,227,937)
Net income (loss)	16,991,704
December 31, 2019	29,263,816
Distributions	(3,029,187)
Net income (loss)	(9,929,175)
December 31, 2020	$	16,305,454

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

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS

	Year ended December 31,
	2020		2019
Cash Flows from Operating Activities
Net income (loss)	$	(9,929,175)	$	16,991,704
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	7,143,291		6,148,999
Impairment expense	712,777		—
Gain on disposal of assets	(22,198)		(275,078)
Inventory reserve	457,409		(33,961)
Changes in operating assets and liabilities
Accounts receivable	7,549,004		(6,174,085)
Accounts receivable - related parties	—		665,059
Prepaid expenses and other assets	500,920		(1,142,998)
Inventory	(1,434,542)		(804,648)
Accounts payable	762,271		3,682,131
Accrued expenses	(49,529)		2,308,926
Net cash provided by (used in) operating activities	5,690,228		21,366,049
Cash Flows from Investing Activities
Purchase of property and equipment	(5,422,270)		(8,888,347)
Proceeds from sale of property and equipment	1,135,141		713,527
Net cash used in investing activities	(4,287,129)		(8,174,820)
Cash Flows from Financing Activities
Payments on capital lease	(645,000)		(400,000)
Payments on capital lease - related parties	—		(3,582,040)
Proceeds from long term debt	6,172,047		1,373,294
Proceeds from long term debt under PPP	8,259,400		—
Payments on long-term debt	(7,117,943)		(308,627)
Payments on long-term debt - related parties	(11,101,406)		(570,918)
Member distributions	(3,029,187)		(4,227,937)
Net cash provided by financing activities	(7,462,089)		(7,716,228)
Increase (decrease) in Cash, net	(6,058,990)		5,475,001
Cash, Beginning of Year	9,624,237		4,149,236
Cash, End of Year	$	3,565,247	$	9,624,237
Supplemental Cash Flow Information
Interest paid	$	316,714	$	154,326
Supplemental Disclosure of Non-cash Investing and Financing Activities
Additions to fixed assets through finance leases	$	—	$	(1,750,705)

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

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 — Organization and Business Operations

Business Operations

PerfX Wireline Services, LLC (the “Company” or ”PerfX”) is a Nevada limited liability company formed in September of 2014. The Company owns all of the outstanding equity interests in each of its subsidiaries that consists of PerfX Wireline Services Texas, Sight Hound Logistics and Machina Perforating. The Company is a provider of wireline production services and specializes in pump down perforating, pressure control, pipe recovery and remedial well intervention services to the oil and gas industry. The Company has locations in Williston, North Dakota and Midland, Texas and has equipment that consists of 33 wireline trucks and various heavy equipment.

Risks and Uncertainties

On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus originating in Wuhan, China (the “COVID-19 outbreak”) and the risks to the international community as the virus spreads globally beyond its point of origin. In March 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally.

Management is actively monitoring the global situation arising due to the COVID-19 pandemic and its effects, if any, on the Company’s financial condition, liquidity, operations, suppliers, industry, and workforce. As a result of this active monitoring, the Company is prepared to make suitable required changes in its operations as needed.

The full impact of the COVID-19 outbreak continues to evolve as of the date of this report, and as such, if the pandemic continues, it may have a material adverse effect on the Partnership’s results of future operations, financial position, and liquidity in fiscal year 2021.

On March 27, 2020, President Trump signed into law the “Coronavirus Aid, Relief, and Economic Security (“CARES”) Act”. The CARES Act is an approximately $2 trillion emergency economic stimulus package in response to the Coronavirus outbreak, which among other things contains numerous income tax provisions. Some of these tax provisions are expected to be effective retroactively for years ending before the date of enactment. The Company has evaluated the expected impacts of the CARES Act and concluded that it will not have a material impact on the combined financial statements.

It also appropriated funds for the Small Business Association (“SBA”) Paycheck Protection Program (“PPP”) loans that are forgivable in certain situations to promote continued employment, as well as Economic Injury Disaster Loans (“EIDL”) to provide liquidity to small businesses harmed by COVID-19. The Company received both PPP and EIDL loans. See Note 5.

Note 2 — Summary of Significant Accounting Policies

Basis of Accounting

The accompanying financials have been prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP).

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expense during the reporting period. Actual results could differ from those estimates. Significant estimates include, but are not limited to, reserves for inventories, estimated useful lives and the value of property and equipment, and the estimate of allowance for doubtful accounts. Actual results could differ from these estimates.

Exhibit 99.1

Significant Accounting Policies

Cash

The Company maintains its cash accounts in financial institutions that are insured by the Federal Deposit Insurance Corporation up to $250,000. Cash balances from time to time may exceed the insured amounts; however the Company has not experienced any losses in such accounts and does not believe it is exposed to any significant credit risks on such accounts.

Accounts Receivable

The Company’s accounts receivable arise through normal billing cycles related to services performed and are generally due in 30 days. No interest is recorded on outstanding balances. The Company reviews receivables periodically for collectability, and if any items are identified as uncollectible, they are reserved. There were no allowance for doubtful accounts as of each of the years ended December 31, 2020 and 2019.

Inventory

Inventory consists of supplies and other job-site consumables that are primarily explosive-related. Inventory is carried at the lower of cost or net realizable value, which is determined on a weighted average cost basis. Inventory is periodically reviewed, and items considered to be slow moving are reduced to estimated net realizable value through an appropriate reserve. The inventory obsolescence was $642,225 and $184,816 as of each of the years ended December 31, 2020 and 2019.

Property and Equipment

Property and equipment are recorded at cost. Depreciation is computed using the straight-line method based on estimated useful lives of the assets as follows:

Assets	Useful Lives
Tools and other heavy equipment	5 years
Vehicles	5 years
Other corporate assets	5 years

Expenditures for renewals or betterments that materially extend the useful life of the asset and increase its productivity are capitalized in the property and equipment accounts. Expenditures for maintenance and repairs that do not extend asset lives or improve the productivity are charged to the appropriate expense account as incurred.

Long‑lived Asset Impairment

The Company assesses the carrying value of long-lived assets for impairment when facts and circumstances indicate that such amounts may not be recoverable from future operations. If events or circumstances indicate that the carrying amount of a long-lived asset may be impaired, the Company will make an assessment of its recoverability by estimating the undiscounted future cash flows of the asset. If the carrying amount exceeds the aggregate undiscounted future cash flows, the Company would recognize an impairment loss to the extent the carrying amount exceeds the estimated fair value of the asset. During the year ended December 31, 2020 an impairment loss of $712,000 was recognized. There was no impairment loss recognized during the year ended December 31, 2019.

Capital Lease Obligations

The Company leased certain assets under capital leases which expired at various dates. The assets and liabilities under capital leases are recorded at the lower of present value of the minimum lease payments or the fair value of the assets. The assets are amortized over the shorter of the estimated useful lives or over the lease term. The Company did not have any capital lease obligations as of December 31, 2020 and had capital lease obligations of $645,000 as of December 31, 2019.

Revenue Recognition

In determining the appropriate amount of revenue to be recognized as the Company fulfills the obligations under its contracts with customers, the following steps must be performed at contract inception: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable

Exhibit 99.1

consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when, or as the Company satisfies each performance obligation.

The services are based on mutually agreed upon pricing with the customer prior to the services being performed and, given the nature of the services, do not include any warranty or right of return. Pricing for services are offered at hourly or daily rates, where the rates are, in part, determined by when services are performed and the nature of the specific job, with consideration for the extent of equipment, labor and consumables needed. Accordingly, the agreed upon pricing is considered to be variable consideration. Pricing for equipment rentals is based on fixed monthly service fees.

We satisfy our performance obligation over time as the services are performed. The Company believes the output method is a reasonable measure of progress for the satisfaction of our performance obligations, which are satisfied over time, as it provides a faithful depiction of (i) our performance toward complete satisfaction of the performance obligation under the contract and (ii) the value transferred to the customer of the services performed under the contract. The Company elected the “right to invoice” practical expedient for recognizing revenue. The Company invoices customers upon completion of the specified services and collection generally occurs within the payment terms agreed with customers. Accordingly, there is no financing component to our arrangements with customers.

All revenue transactions are presented on a net of sales tax in the Consolidated Statement of Operations.

Contract assets representing the Company’s rights to consideration for work competed but not billed amounted to $1,877,956 and $4,470,217 as of December 31, 2020 and 2019, respectively. Contract assets are included on the Consolidated Balance Sheets within Accounts Receivable, net. Substantially all of the contract assets as of December 31, 2020 and 2019 were invoiced during the subsequent periods.

Income Taxes

The Company is a limited liability company. As a result, the Company files its tax return as a pass through entity for federal income tax purposes. Under the provisions of the Internal Revenue Code, the Company has no liability for federal income taxes. All income and losses are included in the federal income tax returns of the members.

The Company records tax related interest and penalties, if applicable. However, there were no amounts recognized relating to interest and penalties in the consolidated Statements of Operations for the years ended December 31, 2020 and 2019. Furthermore, none of the Company’s state income tax returns are currently under examination by state authorities. The Company’s income tax returns since 2017 are subject to examination by the Internal Revenue Service and state taxing authorities.

The Company recognizes in its financial statements the financial effect of a tax position, if that position is more likely than not to be sustained upon examination, including resolution of any appeals or litigation processes, based upon the technical merits of the position. The Company has evaluated tax positions anticipated to be taken on its federal and state tax returns. As of December 31, 2020 and 2019, the Company has no uncertain tax positions that qualify for either recognition or disclosure in the consolidated financial statements.

Fair Value Measurements

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. In valuing certain assets and liabilities, the inputs used to measure fair value may fall into different levels of the fair value hierarchy, which are summarized as follows:

Level 1—Quoted prices in active markets for identical assets and liabilities.

Level 2—Other significant observable inputs.

Level 3—Significant unobservable inputs.

The Company’s financial instruments consist of cash and cash equivalents, trade receivables and trade payables, where the carrying amount approximates fair value due to the short‑term nature of each instrument. The fair value of long‑term debt and capital lease obligations approximates its carrying value based on the borrowing rates currently available to the Company for bank loans with similar terms and maturities. The Company did not have any assets or liabilities that were measured at fair value on a recurring basis as of December 31, 2020 and 2019.

Concentrations

The Company is involved in the wireline production services within the oil and gas industry, in and around the State of Texas and North Dakota, with a significant portion of its customers being located in that area. In the ordinary course of business, the Company grants credit to these customers.

Exhibit 99.1

For the year ended December 31, 2020, two customers, Parsley Energy and Marathon Oil Company, accounted for 16% and 13% of the Company’s consolidated revenues. As of December 31, 2020, approximately 31% of the accounts receivable balance was due from these customers.

For the year ended December 31, 2019, four customers, Parsley Energy, WPX Energy, Inc., Kraken Oil and Gas, LLC and Marathon Oil Company, accounted for 20%, 16%, 12% and 11% of the Company’s consolidated revenues. As of December 31, 2019, approximately 70% of the accounts receivable balance was due from these customers.

Recently Issued Accounting Pronouncements

In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2016-02, Leases (“ASU 2016-02”), Leases Topic 842, also known as ASC 842. The objective of this ASU is to increase transparency and comparability among organizations by recognizing lease assets and liabilities on the balance sheet and disclosing key information about leasing arrangements. Furthermore, the single most significant change being put forth in ASC 842 is its lessee model, which aims to bring leases onto the balance sheet. For non-public business entities, ASU 2016-02 is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2021. Early adoption is permitted. The Company is currently evaluating the impact of this standard on its consolidated financial statements.

Note 3 — Property and Equipment

Property and equipment as of December 31, 2020 and 2019 were as follows:

	December 31, 2020		December 31, 2019
Tools and other heavy equipment	$	31,740,392	$	29,059,916
Vehicles	7,302,833		6,041,399
Other corporate assets	1,473,418		245,561
Assets under construction	723,251		2,535,856
Property and equipment	41,239,894		37,882,732
Less: Accumulated depreciation	(20,089,340)		(13,898,213)
Less: Impairment	(712,777)		—
Property and equipment, net	$	20,437,777	$	23,984,519

Depreciation expense for the years ended December 31, 2020 and 2019 was $7,143,291 and $ 6,148,999, respectively. During the year ended December 31, 2020, the Company recognized an impairment loss of $712,777. There was no impairment loss recognized during the year ended December 31, 2019.

Note 4 — Accrued Liabilities

Accrued expenses as of December 31, 2020 and 2019 were comprised of the following:

	December 31, 2020		December 31, 2019
Accrued payables	$	1,556,439	$	1,749,222
Accrued compensation	894,881		1,398,433
Accrued taxes	1,022,905		482,633
Accrued interest	42,480		74,341
Accrued insurance	188,395		50,000
Accrued expenses	$	3,705,100	$	3,754,629

Exhibit 99.1

Note 5 — Debt

The aggregate carrying amounts of the Company’s debt consists of the following:

		December 31, 2020		December 31, 2019
Third-Party Debt
Zions Credit Corporation
	Equipment Finance Loan I	$	5,734,407	$	7,562,521
	Equipment Finance Loans II	732,218
	Line of Credit	—		—
	Small Business Administration Loan	8,259,400		—
Other
	Economic Injury Disaster Loan	150,000		—
Related-Party Debt
	Jeff Thomas - Line of Credit	—		10,036,923
	Z-C, Inc. - Line of Credit	2,500,000		2,500,000
	Thomas Financial and Consulting, Inc. - Line of Credit	447,850		557,333
	Charlie Thomas - Line of Credit	—		955,000
	Total Debt	17,823,875		21,611,777
	Less: current maturities of long-term debt	(8,194,688)		(2,545,694)
	Long-term debt	$	9,629,187	$	19,066,083

Third-Party Debt

Zions Credit Corporation

Equipment Finance Loans

On December 27, 2019, the Company entered into a $8,600,000 Note Payable with Zions Credit Corporation. The Company had outstanding borrowings of $5,734,407 and $7,562,521 as of December 31, 2020 and 2019, respectively. The Note Payable matures in April 2022 and bears an interest rate of 3.9% per annum. This Note Payable was entered into as a loan consolidation for previously leased vehicles and such vehicles, and certain heavy equipment, became collateralized under this agreement. The Company was in compliance with the covenants as of December 31, 2020.

On January 27, 2020, the Company entered into a $1,022,047 Promissory Note with Zions Credit Corporation. The Company had outstanding borrowings of $732,218 and $0 as of December 31, 2020 and 2019, respectively. The Promissory Note matures in January 2023 and bears an interest rate of 3.98% per annum. The Company was in compliance with the covenants as of December 31, 2020. Certain of the Company’s equipment serves as collateral under this Promissory Note.

Line of Credit

On April 3, 2019, the Company entered into a $5,000,000 revolving line of credit, as borrower with Zions Bancorporation, N.A. Vectra Bank of Colorado. The Company did not have any outstanding borrowings as of December 31, 2020 and 2019. The maturity date of the line of credit was in April of 2021 and was subsequently extended and matured in July 2021 , and bears an interest rate of 3.9% per annum. The Company was in compliance with the covenants as of December 31, 2020.

Small Business Administration Loan

The Company received a PPP Loan in the amount $8,259,400 on April 11, 2020. The loan amount was advanced at an interest rate of 1.00% and is payable in monthly payments of principal and interest starting August 2021. At December 31, 2020, the current and long-term maturities of the PPP loan was $4,588,556 and $3,670,844, respectively.

The application for these funds required the Company to, in good faith, certify that the current economic uncertainty made the loan request necessary to support the ongoing operations of the Company. This certification further requires the Company to take into account its current business activity and ability to access other sources of liquidity sufficient to support ongoing operations in a manner that is not significantly detrimental to the business. The Company submitted the loan forgiveness application in November 2020. The forgiveness of the loan attendant to these funds is dependent on the Company having

Exhibit 99.1

initially qualified for the loan and qualifying for forgiveness of such loan based on its adherence to the forgiveness criteria. The Company was granted forgiveness in July 2021.

The SBA has stated that all PPP loans in excess of $2,000,000, and other PPP loans as appropriate, will be subject to review by the SBA for compliance with program requirements. If the SBA determines in the course of its review that a borrower lacked an adequate basis for the required certification concerning the necessity of the loan request or the subsequent use of loan proceeds, the SBA will seek repayment of the PPP loan, including interest and potential penalties. While we believe our loan was properly obtained and forgiven, there can be no assurance regarding the outcome of an SBA review.

Economic Injury Disaster Loan

On June 2, 2020, the Company entered into a Loan Authorization and Agreement with the SBA, specifically for working capital needs to alleviate economic injury caused by disaster occurring during the first quarter of 2020. As of December 31, 2020 the principal balance outstanding under the EIDL was $150,000. The EIDL monthly payments are to begin 12 months from the Effective Date of the Promissory Note and is payable over 30 years from the Effective Date of the Promissory Note. Borrowings on the EIDL bear interest at a rate of 3.75% per annum. On July 2, 2021, the EIDL loan and interest was paid in full.

Related Party Debt

Jeff Thomas

On January 1, 2016, the Company entered into a $10,000,000 revolving line of credit with Jeff Thomas, a related party. In January 2019, the agreement was amended to extend the maturity to January 1, 2021 and increase the borrowing capacity to $12,000,000. The Company had outstanding borrowings of $0 and $10,036,923 as of December 31, 2020 and 2019, respectively. Borrowings under the credit facility bear interest at a rate of 6.0% as of December 31, 2020 and 2019. Subsequent to December 31, 2020, the agreement was amended further to extend the maturity to December 31, 2021. On April 6, 2021, the Company borrowed $1,500,000 under the line of credit.

Z-C, Inc. (“ZC”)

On January 1, 2016, the Company entered into a $2,500,000 revolving line of credit with ZC, a related party. The Company had outstanding borrowings of $2,500,000 as of December 31, 2020 and 2019. Borrowings under the credit facility bear interest at a rate of 6.5% as of December 31, 2020 and 2019, and matures in December 2022.

Thomas Financial and Consulting, Inc. (“TFC”)

On March 6, 2017, the Company entered into a $863,603 revolving line of credit, as a borrower with TFC, a related party. The Company had outstanding borrowings of $447,850 and $557,333 as of December 31, 2020 and 2019, respectively. Borrowings under the credit facility bear interest at a rate of 4.65% as of December 31, 2020 and 2019, and matures in March 2022.

Charlie Thomas

On January 1, 2017, the Company entered into a $2,000,000 revolving line of credit with Charlie Thomas, a related party. In January 2019, the Company entered into an amended agreement to extend the maturity to January 1, 2021. The Company had outstanding borrowings of $955,000 as of December 31, 2019 and did not have any borrowings outstanding as of December 31, 2020. Borrowings under the credit facility bear interest at a rate of 6.0% as of December 31, 2020 and 2019.

Scheduled Debt Maturities

As of December 31, 2020, aggregate principal repayments of total debt for the next five years were as follows:

For the twelve months ending December 31,
2021	$	8,194,689
2022	9,453,992
2023	33,281
2024	3,326
2025	3,442
Thereafter	135,145
Total	$	17,823,875

Exhibit 99.1

Note 6 — Members’ Equity

The membership interests in the Company are divided into two classes of membership interests, referred to as Capital Interests and Profits Interests. Capital Interests have voting agreements per the Limited Liability Company Agreement of PerfX Wireline Services, LLC (“LLC Agreement”). Holders of the Profits Interests have no voting rights and the ability to transfer the Profits Interests is restricted based on provisions within the LLC Agreement. The Capital Interests represent an 80% ownership while the Profits Interests represent a 20% ownership. No Capital or Profit Interests were issued or forfeited during the years ended December 31, 2020 and 2019.

The Profits Interests are equity based awards under US GAAP, were fully vested on the date of grant and are not subject to forfeiture.

The LLC Agreement describes the allocation of profits and losses to the respective members’ capital accounts and the waterfall distribution to each member interests at such time of distribution. The preferences to the class of interests are as follows in order of descending preference: Capital Interests and Profits Interests. The LLC Agreement provides for distributions for tax purposes outside the waterfall distributions described herein.

Note 7 — Related Party Transactions

The Company transacts with related parties for operational activities and management services. Total purchases made during the year ended December 31, 2020 and 2019 were approximately $2.3 million and $6.1 million, respectively. Amounts due to related parties at December 31, 2020 were approximately $865,000 of which $305,000 is included in accounts payable and $560,000 was included in accrued expenses on the consolidated balance sheet. Amounts due to related parties at December 31, 2019 were approximately $247,000 of which $147,000 is included in accounts payable and $100,000 was included in accrued expenses on the consolidated balance sheet.

Note 8 — Commitment and Contingencies

Operating Leases

The Company has entered into various lease agreements with 1Oak, LLC, an entity co-owned by Charlie and Jeff Thomas, for various facility leases. The facility leases have maturities up to 15 years. Annual rent under related-party leases was approximately $1,215,000 and $360,000 for the years ended December 31, 2020 and 2019, respectively.

The future minimum lease payments under non-cancelable operating leases as of December 31, 2020 were as follows:

For the twelve months ending December 31,	Related Party		Third Party		Total
2021	$	1,380,000	$	28,000	$	1,408,000
2022	565,000		—		565,000
2023	535,000		—		535,000
2024	540,000		—		540,000
2025	560,000		—		560,000
Thereafter	4,644,000		—		4,644,000
Total operating lease obligations	$	8,224,000	$	28,000	$	8,252,000

Operating lease expense totaled approximately $1,569,371 and $625,261 for the years ended December 31, 2020 and 2019, respectively.

Other Litigation Matters

Commitments and Contingencies

The Company is subject to certain legal proceedings in the ordinary course of business. Accruals for contingencies are recorded when it is probable that a liability has been incurred. A loss is recognized for all contingencies deemed probable and estimable, regardless of amount. For unresolved contingencies with potentially material exposure that are deemed reasonably possible, we evaluate whether a potential loss or a range of loss can be reasonably estimated. No amounts have been accrued in the consolidated financial statements with respect to any currently pending matters.

Exhibit 99.1

Note 9 — Subsequent Events

The Company has performed an evaluation of subsequent events through September 21, 2021, the date the consolidated financial statements were made available for issuance.

Ranger Energy Services, Inc.’s Acquisition of the Company

On July 8, 2021, the Company was acquired by Ranger Energy Services, Inc. (“Ranger”) in exchange for 1,000,000 shares of Ranger Class A Common Stock and a Secured Note Receivable from Ranger of $11,400,000, which bears an interest rate of 8.5% per annum and matures January 31, 2024.

Small Business Administration Loan

The Company entered into a $2,000,000 Promissory Note under the PPP associated with the Small Business Administration in April 2021. The Promissory Note bears an interest rate of 1% per annum. On August 26, 2021, the principal balance outstanding of $2,000,000, and any unpaid interest, was forgiven.

Document

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

As of June 30, 2021 and December 31, 2020,

and for the Six Months Ended

June 30, 2021 and June 30, 2020

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

INDEX TO INTERIM FINANCIAL STATEMENTS

	Page
Unaudited Interim Condensed Consolidated Balance Sheets	1
Unaudited Interim Condensed Consolidated Statements of Operations	2
Unaudited Interim Condensed Consolidated Statements of Members’ Equity	3
Unaudited Interim Condensed Consolidated Statements of Cash Flows	4
Notes to the Unaudited Interim Condensed Consolidated Financial Statements	5

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

UNAUDITED INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS

	June 30,		December 31,
	2021		2020
Assets
Cash	$	5,665,823	$	3,565,247
Accounts receivable	14,242,922		15,913,618
Inventory, net	6,467,253		5,212,303
Prepaid expenses	1,114,876		2,260,664
Total current assets	27,490,874		26,951,832
Property and equipment, net	18,589,198		20,437,777
Total assets	$	46,080,072	$	47,389,609
Liabilities and Members' Equity
Accounts payable	$	6,323,842	$	9,555,180
Accrued expenses	3,720,331		3,705,100
Current maturities of capital lease obligations - related parties	144,107		—
Current maturities of long-term debt	13,477,095		8,054,140
Current maturities of long-term debt - related parties	1,625,977		140,548
Total current liabilities	25,291,352		21,454,968
Long-term debt	3,510,468		6,821,885
Long-term debt - related parties	2,500,000		2,807,302
Total liabilities	31,301,820		31,084,155
Commitments and contingencies
Members’ equity	14,778,252		16,305,454
Total members’ equity	14,778,252		16,305,454
Total liabilities and members' equity	$	46,080,072	$	47,389,609

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

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

	Six Months Ended June 30, 2021		Six Months Ended June 30, 2020
Revenues	$	54,887,550	$	57,835,213
Operating expenses
Cost of services (excluding depreciation and amortization)	50,395,474		51,744,479
General and administrative	2,581,037		5,147,388
Depreciation and amortization	3,608,139		3,605,475
Impairment	—		712,777
Gain on asset disposal	(401,128)		44,182
Total operating expenses	56,183,522		61,254,301
Operating loss	(1,295,972)		(3,419,088)
Other income (expense)
Interest expense, net	(284,552)		(524,398)
Other income, net	209,932		77,601
Total other expenses	(74,620)		(446,797)
Net loss	$	(1,370,592)	$	(3,865,885)

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

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF MEMBERS’ EQUITY

January 1, 2020	$	29,263,816
Net loss	(3,865,885)
June 30, 2020	$	25,397,931
January 1, 2021	$	16,305,454
---	---	---
Distributions	(156,610)
Net loss	(1,370,592)
June 30, 2021	$	14,778,252

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

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

	Six Months Ended		Six Months Ended
	June 30, 2021		June 30, 2020
Cash Flows from Operating Activities
Net loss	$	(1,370,592)	$	(3,865,885)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	3,608,139		3,605,475
Impairment expense	—		712,777
Gain (loss) on disposal of assets	(401,128)		44,182
Inventory reserve	—		309,691
Changes in operating assets and liabilities
Accounts receivables	1,670,695		20,195,928
Prepaid expenses	1,145,787		1,424,082
Inventory	(1,254,948)		2,021,454
Accounts payable	(3,231,339)		(7,104,134)
Accrued expenses	15,232		(2,097,722)
Net cash provided by operating activities	181,846		15,245,848
Cash Flows from Investing Activities
Purchase of property, plant and equipment	(2,210,713)		(2,849,660)
Proceeds from sale of property, plant and equipment	1,005,437		869,497
Net cash used in investing activities	(1,205,276)		(1,980,163)
Cash Flows from Financing Activities
Payments on capital lease obligations	—		(645,000)
Payments on capital lease obligations - related parties	(9,049)		—
Proceeds from long term debt obligations	3,000,000		6,022,047
Proceeds from long term debt obligations under PPP	2,000,000		8,259,400
Proceeds from long term debt obligations - related parties	1,500,000		10,098
Payments on long-term debt	(2,888,463)		(1,135,023)
Payments on long-term debt - related parties	(321,872)		(7,975,082)
Member distributions	(156,610)
Net cash provided by financing activities	3,124,006		4,536,440
Increase in Cash, net	2,100,576		17,802,125
Cash, Beginning of Period	3,565,247		9,624,237
Cash, End of Period	$	5,665,823	$	27,426,362
Supplemental Cash Flow Information
Interest paid	$	110,405	$	410,133
Supplemental Disclosure of Non-cash Investing and Financing Activities
Additions to fixed assets through finance leases	$	153,156	$	—

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

Exhibit 99.1

PERFX WIRELINE SERVICES, LLC

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1 — Organization and Business Operations

Business Operations

PerfX Wireline Services, LLC (the “Company” or ”PerfX”) is a Nevada limited liability company formed in September of 2014. The Company owns all of the outstanding equity interests in each of its subsidiaries, PerfX Wireline Services Texas, Sight Hound Logistics and Machina Perforating. The Company is a provider of wireline production services and specializes in pump down perforating, pressure control, pipe recovery and remedial well intervention services to the oil and gas industry. The Company has locations in Williston, North Dakota and Midland, Texas and has equipment that consists of 33 wireline trucks and various heavy equipment.

Risks and Uncertainties

Note 2 — Summary of Significant Accounting Policies

Basis of Presentation

The accompanying interim condensed consolidated financials are unaudited. These interim financials have been prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP) regarding interim financial reporting. Accordingly, they do not include all of the information required by US GAAP for complete consolidated financial statements and should be read in conjunction with the Company’s audited consolidated financial statements as of and for the year ended December 31, 2020.

Principles of Consolidation

The interim condensed consolidated financial statements include the financial statements of PerfX Wireline Services, LLC and its wholly-owned subsidiaries. Intercompany balances and transactions are eliminated upon consolidation.

Significant Accounting Policies

The significant accounting policies followed by the Company are set forth in Note 2 to the Company’s consolidated financial statements in its 2020 Annual Report and are supplemented by the notes to the unaudited interim condensed consolidated financial statements in this report. The unaudited interim condensed consolidated financial statements in this report should be read in conjunction with the consolidated financial statements and notes included in the Company’s 2020 Annual Report.

Exhibit 99.1

Use of Estimates

Significant Accounting Policies

Inventory

Inventory consists of supplies and other job-site consumables that are primarily explosive-related. Inventory is carried at the lower of cost or net realizable value, which is determined on a weighted average cost basis. Inventory is periodically reviewed, and items considered to be slow moving are reduced to estimated net realizable value through an appropriate reserve. The reserve for inventory obsolescence was $642,225 as of June 30, 2021 and December 31, 2020.

Revenue Recognition

The services of each segment are based on mutually agreed upon pricing with the customer prior to the services being performed and, given the nature of the services, do not include any warranty or right of return. Pricing for services are offered at hourly or daily rates, where the rates are, in part, determined by when services are performed and the nature of the specific job, with consideration for the extent of equipment, labor and consumables needed. Accordingly, the agreed upon pricing is considered to be variable consideration. Pricing for equipment rentals is based on fixed monthly service fees.

All revenue transactions are presented on a net of sales tax in the interim condensed consolidated statements of operations.

Contract assets representing the Company’s rights to consideration for work competed but not billed amounted to $1,799,428 and $1,877,956 as of June 30, 2021 and December 31, 2020, respectively.

Concentrations

For the six months ended June 30, 2021, four customers, Pioneer Energy Services, SM Energy Company, Devon Energy Corporation and Enerplus Corporation, accounted for 19%, 15%, 14% and 11% of the Company’s consolidated revenues. As of June 30, 2021, approximately 67% of the accounts receivable balance was due from these customers.

Exhibit 99.1

For the six months ended June 30, 2020, three customers, Parsley Energy, EOG Resources and Marathon Oil Company, accounted for 16%, 12% and 11% of the Company’s consolidated revenues. As of June 30, 2020, approximately 46% of the accounts receivable balance was due from these customers.

Note 3 — Property and Equipment

Property and equipment, net include the following:

	June 30, 2021		December 31, 2020
Tools and other heavy equipment	$	31,003,868	$	31,740,392
Vehicles	7,453,324		7,302,833
Other corporate assets	1,783,021		1,473,418
Assets under construction	853,515		723,251
Property and equipment	41,093,728		41,239,894
Less: Accumulated depreciation	(22,504,530)		(20,089,340)
Less: Impairment	—		(712,777)
Property and equipment, net	$	18,589,198	$	20,437,777

Depreciation expense for the six months ended June 30, 2021 and 2020 was $3,608,139 and $3,605,475, respectively. There was no impairment loss recognized during the six months ended June 30, 2021. The Company recognized an impairment loss of $712,777 during the six months ended June 30, 2020.

Note 4 — Accrued Expenses

Accrued expenses include the following:

	June 30, 2021		December 31, 2020
Accrued payables	$	955,817	$	1,556,439
Accrued compensation	1,209,197		894,881
Accrued taxes	1,145,742		1,022,905
Accrued interest	155,520		42,480
Accrued insurance	254,055		188,395
Accrued expenses	$	3,720,331	$	3,705,100

Exhibit 99.1

Note 5 — Debt

The aggregate carrying amounts of the Company’s debt consists of the following:

		June 30, 2021		December 31, 2020
Third-Party Debt
Zions Credit Corporation
	Equipment Finance Loan I	$	4,889,434	$	5,734,407
	Equipment Finance Loans II	688,729		732,218
	Line of Credit	1,000,000		—
	Small Business Administration Loan I	8,259,400		8,259,400
	Small Business Administration Loan II	2,000,000		—
Other
	Economic Injury Disaster Loan	150,000		150,000
Related-Party Debt
	Jeff Thomas - Line of Credit	1,500,000		—
	Z-C, Inc. - Line of Credit	2,500,000		2,500,000
	Thomas Financial and Consulting, Inc - Line of Credit	125,977		447,850
	Total Debt	21,113,540		17,823,875
	Less: current maturities of long-term debt	(15,103,072)		(8,194,688)
	Long-term debt	$	6,010,468	$	9,629,187

Third-Party Debt

Zions Credit Corporation

Equipment Finance Loans

On December 27, 2019, the Company entered into a $8,600,000 Note Payable with Zions Credit Corporation. The Company had outstanding borrowings of $4,889,434 as of June 30, 2021 and $5,734,407 as of December 31, 2020. The Note Payable matures in April 2022 and bears an interest rate of 3.9% per annum. This Note Payable is collateralized by certain vehicles, and heavy equipment. The Company was in compliance with the covenants as of June 30, 2021.

On January 27, 2020, the Company entered into a $1,022,047 Promissory Note with Zions Credit Corporation. The Company had outstanding borrowings of $688,729 as of June 30, 2021 and $732, 218 as of December 31, 2020. The Promissory Note matures in January 2023 and bears an interest rate of 3.98% per annum. The Company was in compliance with the covenants as of June 30, 2021. Certain of the Company’s equipment serves as collateral under this Promissory Note.

Line of Credit

On April 3, 2019, the Company entered into a $5,000,000 revolving line of credit, as borrower with Zions Bancorporation, N.A. Vectra Bank of Colorado. The Company had outstanding borrowings of $1,000,000 as of June 30, 2021 and no outstanding borrowings as of December 31, 2020. The line of credit bears an interest rate of 3.9% per annum. The Company was in compliance with the covenants as of June 30, 2021. The line of credit matured in July 2021.

Small Business Administration (“SBA”) Loans

The Company received two PPP Loans in the amount $10,259,400. SBA Loan I was received in April 2020 and had an interest rate of 1.00% and is payable in monthly payments of principal and interest starting in August 2021 SBA Loan II was received

Exhibit 99.1

in April 2021 and had an interest rate of 1.00% and is payable in monthly payments of principal and interest starting March 2022. At June 30, 2021, the current and long term portions were $8,426,067 and $1,833,333, respectively.

The application for these funds required the Company to, in good faith, certify that the current economic uncertainty made the loan request necessary to support the ongoing operations of the Company. This certification further requires the Company to take into account its current business activity and ability to access other sources of liquidity sufficient to support ongoing operations in a manner that is not significantly detrimental to the business. The Company submitted the loan forgiveness application for both SBA loans. The forgiveness of the loan attendant to these funds is dependent on the Company having initially qualified for the loan and qualifying for forgiveness of such loan based on its adherence to the forgiveness criteria. The Company was granted forgiveness on SBA Loan I and SBA Loan II in July 2021 and August 2021, respectively.

Economic Injury Disaster Loan

On June 2, 2020, the Company entered into a Loan Authorization and Agreement with the SBA, specifically for working capital needs to alleviate economic injury caused by disaster occurring during the first quarter of 2020. As of June 30, 2021 and December 31, 2020, the principal balance outstanding under the EIDL were $150,000. The EIDL monthly payments are to begin 12 months from the Effective Date of the Promissory Note and is payable over 30 years from the Effective Date of the Promissory Note. Borrowings on the EIDL bear interest at a rate of 3.75% per annum. On July 2, 2021, the EIDL loan and interest was paid in full.

Related Party Debt

Jeff Thomas

On January 1, 2016, the Company entered into a $10,000,000 revolving line of credit with Jeff Thomas, a related party. In January 2019, the agreement was amended to extend the maturity to January 1, 2021 and increase the borrowing capacity to $12,000,000. In January 2021, the agreement was further amended to extend the maturity date to December 31, 2021 and in July 2021, the agreement was amended to extend the maturity date to December 31, 2022. The Company had outstanding borrowings of $1,500,000 as of June 30, 2021 and no outstanding borrowings as of December 31, 2020. Borrowings under the credit facility bear interest at a rate of 6.0% as of June 30, 2021.

Z-C, Inc. (“ZC”)

On January 1, 2016, the Company entered into a $2,500,000 revolving line of credit with ZC, a related party. The Company had outstanding borrowings of $2,500,000 as of June 30, 2021 and December 31, 2020. Borrowings under the credit facility bear interest at a rate of 6.5% as of June 30, 2021, and matures in December 2022.

Thomas Financial and Consulting, Inc. (“TFC”)

On March 6, 2017, the Company entered into a $863,603 revolving line of credit with TFC, a related party. The Company had outstanding borrowings of $125,977 as of June 30, 2021 and $447,850 as of December 31, 2020. Borrowings under the credit facility bear interest at a rate of 4.65% as of June 30, 2021, and matures in March 2022.

Exhibit 99.1

Scheduled Debt Maturities

Aggregate principal repayments of total debt were as follows:

For the six months ending June 30,
2022	$	15,103,072
2023	4,533,600
2024	503,270
2025	503,384
2026	336,834
Thereafter	133,380
Total	$	21,113,540

Note 6 — Members’ Equity

The Profits Interests are equity based awards under US GAAP, were fully vested on the date of grant and are not subject to forfeiture.

Note 7 — Related Parties

The Company transacts with related parties for operational activities and management services. Total purchases made during the six months ended June 30, 2021 and 2020 were approximately $5.2 million and $0.5 million, respectively.

Amounts due to related parties at June 30, 2021 was approximately $470,000 which is included in accounts payable on the interim condensed consolidated balance sheets. Amounts due to related parties at December 31, 2020 was approximately $865,000 of which $305,000 is included in accounts payable and $560,000 was included in accrued expenses on the interim condensed consolidated balance sheets.

Note 8 — Commitment and Contingencies

Operating Leases

The Company has entered into various lease agreements with 1Oak, LLC, an entity co-owned by Charlie and Jeff Thomas, for various properties. Annual rents under related-party leases for the six months ended June 30, 2021 and 2020 were approximately $510,000 and $555,000, respectively.

The Company has entered into various facility leases and for a corporate office space ranging up to 15 years. The future minimum lease payments under the terms of non-cancelable lease agreements as of June 30, 2021 were as follows:

Exhibit 99.1

For the six months ending June 30,	Related Party		Third Party		Total
2022	$	1,005,000	$	36,000	$	1,041,000
2023	515,000		—		515,000
2024	540,000		—		540,000
2025	540,000		—		540,000
2026	590,000		—		590,000
Thereafter	4,144,000		—		4,144,000
Total operating lease obligations	$	7,334,000	$	36,000	$	7,370,000

Operating lease expense totaled approximately $626,000 and $785,380 for the six months ended June 30, 2021 and 2020, respectively.

Commitments and Contingencies

The Company is subject to certain legal proceedings in the ordinary course of business. Accruals for contingencies are recorded when it is probable that a liability has been incurred. A loss is recognized for all contingencies deemed probable and estimable, regardless of amount. For unresolved contingencies with potentially material exposure that are deemed reasonably possible, we evaluate whether a potential loss or a range of loss can be reasonably estimated. No amounts have been accrued in the interim condensed consolidated financial statements with respect to any currently pending matters as of June 30, 2021 and as of December 31, 2020.

Note 9 — Subsequent Events

The Company has performed an evaluation of subsequent events through September 21, 2021, the date the interim condensed consolidated financial statements were made available for issuance.

Ranger Energy Services, Inc.’s Acquisition of the Company

Document

Exhibit 99.3

PERFX WIRELINE SERVICES, LLC

UNAUDITED CONDENSED COMBINED PRO FORMA

FINANCIAL STATEMENTS

For the Year Ended

December 31, 2020

and

As of and for the Six Months Ended

June 30, 2021

Exhibit 99.3

Introduction

On July 8, 2021, Ranger Energy Services, Inc. (the “Company” or “Ranger”) acquired PerfX Wireline Services, LLC (“PerfX”), a provider of wireline services that operate in Williston, North Dakota and Midland, Texas; excluding the assets of its XConnect Business (hereinafter “PerfX Acquisition”). The following unaudited condensed combined pro forma financial information presents the unaudited condensed combined pro forma balance sheet and statement of operations based upon the consolidated historical financial statements of Ranger and its subsidiaries and PerfX and its subsidiaries after giving effect to the business combination between Ranger and PerfX.

The underlying historical financial information has been derived from the unaudited condensed consolidated financial statements as of and for the six months ended June 30, 2021 and the audited consolidated financial statements as of and for the year ended December 31, 2020 of Ranger and PerfX.

Information in the unaudited condensed combined pro forma financial statements is presented as follows:

•The unaudited condensed combined pro forma statement of operations for the six months ended June 30, 2021 and for the year ended December 31, 2020 includes adjustments for the acquisition of PerfX as if the PerfX Acquisition had been completed as of January 1, 2020.

•The unaudited condensed combined pro forma balance sheet as of June 30, 2021 includes adjustments for the acquisition of PerfX, as if the PerfX Acquisition had been completed on June 30, 2021.

The unaudited pro forma condensed financial information was prepared in accordance with Article 11 of Regulation S-X. The PerfX Acquisition was accounted for using the acquisition method of accounting under the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 805, Business Combinations (“ASC 805”). Accordingly, the preliminary purchase price as it relates to PerfX was allocated to the assets acquired and liabilities assumed based upon management’s preliminary estimates of fair value. The determination of the final fair values is dependent upon valuations as of the acquisition date and the final adjustments to the purchase price, which when they occur may result in an adjustment to the value of the acquired assets reflected in the unaudited condensed combined pro forma financial statements.

The unaudited condensed combined pro forma financial statements should be read in conjunction with the accompanying notes and with:

•Unaudited interim condensed consolidated financial statements of Ranger as of and for the six months ended June 30, 2021 contained in the Form 10-Q filed on July 30, 2021.

•Audited consolidated financial statements of Ranger as of and for the year ended December 31, 2020, contained in the Form 10-K filed on February 25, 2021.

•Audited consolidated financial statements of PerfX as of and for the year ended December 31, 2020 contained in this Form 8-K/A filed on September 21, 2021.

•Unaudited interim condensed consolidated financial statements of PerfX as of and for and for the six months ended June 30, 2021 contained in this Form 8-K/A filed on September 21, 2021.

The unaudited condensed combined pro forma financial information is presented for illustrative purposes only and does not purport to indicate that the financial condition or results of operations of future periods or the financial condition or results of operations that actually would have been realized had the PerfX Acquisition been consummated on the dates or for the periods presented. The unaudited condensed combined pro forma financial statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those illustrated.

Exhibit 99.3

RANGER ENERGY SERVICES, INC.

UNAUDITED CONDENSED COMBINED PRO FORMA BALANCE SHEET

AS OF JUNE 30, 2021

	Ranger (Historical)		PerfX (Historical)		Transaction Accounting Adjustments			Total Pro Forma
Assets
Cash and cash equivalents	$	3,373,468	$	5,665,823	$	(4,665,823)	(a)	$	4,373,468
Accounts receivable, net	35,497,360		14,242,922		(9,642,175)		(a)	40,098,107
Contract assets	3,022,174		—		—			3,022,174
Inventory	2,713,246		6,467,253		(4,062,876)		(a)/(b)	5,117,623
Prepaid expenses	6,057,495		1,114,876		(175,986)		(a)	6,996,385
Total current assets	50,663,743		27,490,874		(18,546,860)			59,607,757
Property and equipment, net	182,591,238		18,589,198		(1,040,563)		(b)/(e)	200,139,873
Goodwill	1,759,286		—		—			1,759,286
Intangible assets, net	8,158,849		—		—			8,158,849
Operating leases, right-of-use assets	6,279,352		—		1,135,664		(e)	7,415,016
Other assets	1,056,730		—		—			1,056,730
Total assets	250,509,198		46,080,072		(18,451,759)			278,137,511
Liabilities and Stockholders' Equity
Accounts payable	13,523,909		6,323,842		(924,204)		(a)	18,923,547
Accrued expenses	9,946,804		3,720,331		(2,438,316)		(a)/(g)	11,228,819
Other financing liability, current portion	2,550,525		—		—			2,550,525
Capital lease obligations, current portion, related parties	—		144,107		(144,107)		(c)	—
Long-term debt, current portion	10,400,634		13,477,095		(10,878,345)		(c)	12,999,384
Long-term debt, current portion, related parties	—		1,625,977		(1,625,977)		(c)	—
Other current liabilities	3,845,319		—		66,087		(e)	3,911,406
Total current liabilities	40,267,191		25,291,352		(15,944,862)			49,613,681
Operating leases, right-of-use obligations	5,024,752		—		1,069,576		(e)	6,094,328
Other financing liability	13,359,303		—		—			13,359,303
Long-term debt, net	12,536,380		3,510,468		5,290,784		(c)	21,337,632
Long-term debt, net related parties	—		2,500,000		(2,500,000)		(c)	—
Other long-term liabilities	3,047,853		—		—			3,047,853
Total liabilities	74,235,479		31,301,820		(12,084,502)			93,452,797
Commitments and contingencies
Controlling stockholders' equity	107,346,156		14,778,252		(9,576,052)		(d)	112,548,356
Noncontrolling interest	68,927,563		—		3,208,795		(f)	72,136,358
Total stockholders' equity	176,273,719		14,778,252		(6,367,257)			184,684,714
Total liabilities and stockholders' equity	$	250,509,198	$	46,080,072	$	(18,451,759)		$	278,137,511

The accompanying notes are an integral part of the unaudited condensed combined pro forma financial statements

Exhibit 99.3

RANGER ENERGY SERVICES, INC.

UNAUDITED CONDENSED COMBINED PRO FORMA STATEMENT OF OPERATIONS

FOR THE SIX MONTHS ENDED JUNE 30, 2021

	Ranger (Historical)		PerfX (Historical)		Transaction<br>Accounting Adjustments			Total Pro Forma
Revenues
High specification rigs	$	50,737,072	$	—	$	—		$	50,737,072
Completion and other services	35,263,660		54,887,550		—			90,151,210
Processing solutions	2,287,482		—		—			2,287,482
Total revenues	88,288,214		54,887,550		—			143,175,764
Operating expenses
Cost of services (exclusive of depreciation and amortization):
High specification rigs	43,048,120		—		—			43,048,120
Completion and other services	33,760,224		50,395,474		(71,367)		(a)	84,084,331
Processing solutions	1,447,060		—		—			1,447,060
Total cost of services	78,255,404		50,395,474		(71,367)			128,579,511
General and administrative	9,655,475		2,581,037		1,663		(a)/(d)	12,238,175
Depreciation and amortization	16,199,808		3,608,139		(180,179)		(a)	19,627,768
Gain on asset disposal	—		(401,128)		—			(401,128)
Total operating expenses	104,110,687		56,183,522		(249,883)			160,044,326
Operating (loss) Income	(15,822,473)		(1,295,972)		249,883			(16,868,562)
Other expenses
Interest expense, net	1,306,667		284,552		199,948		(b)/(c)	1,791,167
Other income, net	—		(209,932)		—			(209,932)
Total other expenses	1,306,667		74,620		199,948			1,581,235
Loss before income tax expense	(17,129,140)		(1,370,592)		49,935			(18,449,797)
Tax expense	278,179		—		—			278,179
Net loss	(17,407,319)		(1,370,592)		49,935			(18,727,976)
Less: Net loss attributable to noncontrolling interests	(7,170,989)		—		(537,706)		(e)	(7,708,695)
Net loss attributable to Ranger Energy Services, Inc.	$	(10,236,330)	$	(1,370,592)	$	587,641		$	(11,019,281)
Net loss per share
Basic	$	(1.13)						$	(1.10)
Diluted	$	(1.13)						$	(1.10)
Weighted Average Shares Outstanding
Basic	$	9,055,077			$	1,000,000		$	10,055,077
Diluted	$	9,055,077			$	1,000,000		$	10,055,077

The accompanying notes are an integral part of the unaudited condensed combined pro forma financial statements

Exhibit 99.3

RANGER ENERGY SERVICES, INC.

UNAUDITED CONDENSED COMBINED PRO FORMA STATEMENT OF OPERATIONS

FOR THE YEAR ENDED DECEMBER 31, 2020

	Ranger (Historical)		PerfX (Historical)		Transaction<br>Accounting Adjustments			Total Pro Forma
Revenues
High specification rigs	$	82,512,354	$	—	$	—		$	82,512,354
Completion and other services	98,501,854		102,669,036		—			201,170,890
Processing solutions	6,826,840		—		—			6,826,840
Total revenues	187,841,048		102,669,036		—			290,510,084
Operating expenses
Cost of services (exclusive of depreciation and amortization):
High specification rigs	71,492,590		—		—			71,492,590
Completion and other services	73,669,308		95,157,172		—			168,826,480
Processing solutions	2,756,963		—		—			2,756,963
Total cost of services	147,918,861		95,157,172		—			243,076,033
General and administrative	22,118,454		8,947,612		(636,967)		(a)	30,429,099
Depreciation and amortization	34,965,748		7,143,291		(152,092)		(a)	41,956,947
Impairment	—		712,777		—			712,777
Gain on disposal of assets	—		(22,198)		—			(22,198)
Gain on debt retirement	(2,124,342)		—		—			(2,124,342)
Total operating expenses	202,878,721		111,938,654		(789,059)			314,028,316
Operating loss	(15,037,673)		(9,269,618)		789,059			(23,518,232)
Other expenses
Interest expense, net	3,393,203		787,636		181,364		(b)/(c)	4,362,203
Other income, net	—		(128,079)		—			(128,079)
Total other expenses	3,393,203		659,557		181,364			4,234,124
Loss before income tax expense	(18,430,876)		(9,929,175)		607,695			(27,752,356)
Tax benefit	(23,282)		—		—			(23,282)
Net loss	(18,407,594)		(9,929,175)		607,695			(27,729,074)
Less: Net loss attributable to noncontrolling interests	(8,227,864)		—		(3,903,018)		(d)	(12,130,882)
Net loss attributable to Ranger Energy Services, Inc.	$	(10,179,730)	$	(9,929,175)	$	4,510,713		$	(15,598,192)
Net loss per share
Basic	$	(1.21)						$	(1.64)
Diluted	$	(1.21)						$	(1.64)
Weighted Average Shares Outstanding
Basic	8,532,923				1,000,000			9,532,923
Diluted	8,532,923				1,000,000			9,532,923

The accompanying notes are an integral part of the unaudited condensed combined pro forma financial statements

Exhibit 99.3

Note 1 — Description of Transaction

As consideration for the assets acquired, the Company issued 900,000 shares of Class A Common Stock at the acquisition date with an additional 100,000 shares of Class A Common Stock to be issued by the Company on the 12-month anniversary of the acquisition date. Additionally, the Company entered into a Secured Promissory Note of $11.4 million in consideration for the net assets acquired.

The PerfX purchase price includes a warrant to acquire a 30% ownership in the XConnect Business (“XConnect”), which expires on July 8, 2031. XConnect is the manufacturer of a perforating gun system developed by the PerfX sellers alongside the PerfX wireline service business. The warrant requires the Company to maintain a specific minimum level of purchases of XConnect’s manufactured products. Should the Company fail to maintain the specified minimum level of purchases, a forfeiture event would occur. The Company may elect to cure the forfeiture event through a cash payment to XConnect. If the Company elects to not cure the forfeiture event, the ownership percentage would reduce to 15%. Upon the occurrence of a second uncured forfeiture event, the warrant is deemed to be cancelled. No value was allocated to the warrant within in the preliminary purchase price allocation in Note 3.

Note 2 — Basis of Presentation

The unaudited condensed combined pro forma financial information has been prepared to give effect to the PerfX Acquisition. The unaudited condensed combined pro forma financial information has been derived from historical financial statements of Ranger and PerfX.

Ranger’s consolidated financial information has been prepared in accordance with Generally Accepted Accounting Principles in the United States (“GAAP”) as issued by the Financial Accounting Standards Board (“FASB”). PerfX’s consolidated financial information has been prepared in accordance with GAAP.

The unaudited condensed combined pro forma financial information was prepared in accordance with Article 11 of Regulation S-X. The PerfX Acquisition was accounted for as using the acquisition method of accounting under the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 805, Business Combinations (“ASC 805”). Management utilized their best estimates and assumptions to assign preliminary fair value to the assets acquired and liabilities assumed at the acquisition date. The determination of the final fair values and purchase price allocation is based on preliminary estimates and subject to final adjustments. Such adjustments could be material.

The unaudited condensed combined pro forma balance sheet as of June 30, 2021, has been prepared assuming that PerfX acquisition was consummated at that date. There are no significant transactions to be reflected in the historical financial information between June 30, 2021 and July 8, 2021.

Information in the unaudited condensed combined pro forma financial statements is presented as follows:

•The unaudited condensed combined pro forma balance sheet as of June 30, 2021 includes adjustments for the acquisition of PerfX, as if the PerfX Acquisition had been completed on June 30, 2021.

The historical condensed financial information has been adjusted to give effect to transaction accounting adjustments that are necessary to account for the acquisition. The transaction accounting adjustments are based on currently available information and certain estimates and assumptions and therefore the actual effects of these transactions will differ from the pro forma adjustments The unaudited condensed combined pro forma financial information has been compiled in a manner consistent with the accounting policies of Ranger. All material adjustments required to reflect the PerfX Acquisition are set forth in the column labeled in “Transaction Accounting Adjustments.”

The unaudited condensed combined pro forma financial statements have been prepared on the assumption that PerfX will be treated as a corporation for federal income tax purposes. The Company does not initially expect to recognize any income tax effects as a result of the acquisition.

The unaudited condensed combined pro forma financial information is provided for illustrative purposes only and does not purport to represent what the actual results of operations or the financial position of the company would have been had the

Exhibit 99.3

acquisition occurred on the dates assumed, nor are they necessarily indicative of future results of operations or financial position.

Note 3 — Preliminary Purchase Price Allocation and Consideration Transferred

On July 8, 2021, Ranger acquired PerfX’s net assets excluding XConnect Business for $20.1 Million. .As consideration for the assets acquired pursuant to the Asset Purchase Agreement, the Company issued 900,000 shares of Class A Common Stock at the acquisition date and an additional 100,000 shares of Class A Common Stock will be issued by the Company on the 12-month anniversary of the acquisition date. Additionally, the Company entered into a Secured Promissory Note of $11.4 million in consideration for the net assets acquired.

The following table shows the consideration transferred and the preliminary allocation of the purchase price for PerfX to the acquired identifiable assets and assumed liabilities at the preliminary fair value on the acquisition date. The preliminary purchase price was based on the net assets acquired on the June 30, 2021 in accordance with ASC Topic 805, Business Combinations as follows:

Cash	$	1,000,000
Accounts receivable	4,600,748
Inventory	2,404,377
Prepaid and other current assets	938,890
Property and equipment	17,620,000
Total assets acquired	26,564,015
Accounts payable	5,399,638
Accrued expenses	1,044,377
Total liabilities assumed	6,444,015
Total estimated purchase consideration transferred:
Promissory Note	11,400,000
Equity issued	8,720,000
Total estimated consideration transferred	$	20,120,000

Note 4 — Unaudited condensed combined pro forma balance sheet adjustments and assumptions

a.Reflects the net working capital preliminary adjustments as agreed in the Asset Purchase Agreement.

b.Reflects the carve out of the XConnect Business (Property and equipment, net $0.7 million and inventories $3.7 million).

c.Reflects the exclusion of historical debt obligations $21.3 million that were not assumed as part of the PerfX Acquisition and the Secured Promissory Note of $11.4 million issued as consideration for the net assets acquired.

(in Millions)
Decrease for debt obligation not assumed	$	(21.3)
Increase for Secured Promissory note issued as consideration	11.4
Net adjustment to long-term liabilities	$	(9.9)

Exhibit 99.3

d.Reflects adjustments to Controlling Stockholders’ Equity as follows:

(in Millions)
Elimination of PerfX historical Stockholder’s Equity	$	(14.7)
Transaction adjustments
Carve out XConnect Business	$	(4.4)
Preliminary working capital adjustments	(10.9)
Exclusion of historical debt and capital leases	21.3
Elimination of transaction adjustments	(6.0)
Other	(0.4)
Issuance of one million of equity of Class A Common Stock	8.7
Noncontrolling interest adjustment	(3.2)
Total	$	(9.6)

e.Reflects the adjustments to align Plant and Equipment $70 thousand and ASC 842 Lease accounting policies $1.1 million of PerfX with Ranger.

f.Reflects the adjustment noncontrolling interest related to the equity shift caused by the issuance of 1 million shares.

g.Reflects the adjustment to accrue additional transaction costs of $0.3 million incurred by the Company subsequent to June 30, 2021.

Note 5 — Unaudited condensed combined pro forma statements of operations adjustments and assumptions for the

Six Months Ended June 30, 2021

a.Reflects the exclusion of cost of services expenses of approximately $70 thousand and general and administrative expenses of approximately $0.3 related to the carve out of XConnect Business.

b.Reflects the exclusion of interest expense of approximately $0.3 million related to PerfX debt obligations not assumed.

c.Reflects interest expense of approximately $0.5 million on the Secured Promissory note issued in consideration for the net assets acquired.

d.Reflects adjustment to accrue additional transaction costs of $0.3 million incurred by the Company subsequent to June 30, 2021.

e.Reflect the impact to Net loss attributable to noncontrolling interests due to the operations of PerfX and issuance of one million shares.

Note 6 — Unaudited condensed combined pro forma statements of operations adjustments and assumptions for the

Year Ended December 31, 2020

a.Reflects the exclusion of general and administrative expenses of approximately $0.6 million and $0.2 million of depreciation expense related to the carve out of XConnect Business.

b.Reflects the exclusion of interest expense of approximately $0.8 million related to PerfX debt obligations not assumed.

c.Reflects interest expense of approximately $1.0 million on the Secured Promissory note issued in consideration for the net assets acquired.

d.Reflect the impact to Net loss attributable to noncontrolling interests due to the operations of PerfX and issuance of one million shares.