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 x Act x ☐
Item 2.01 Completion of Acquisition or Disposition of Assets As previously disclosed in the Current Report on Form 8-K filed by Ranger Energy Services, Inc., (the “Company”) on August 31, 2026, the Company entered into an Asset Purchase Agreement (the “Purchase Agreement”) with STEP Energy Services (USA) Ltd., STEP Energy Services (Leasing) LLC, STEP Energy Services Holdings Ltd., and STEP Nitrogen Industrial Services (USA) Ltd. (collectively, “STEP” or the “Sellers”), pursuant to which the Company agreed to acquire certain assets associated with STEP’s coiled tubing, fluid and nitrogen pumping, and related well services business in the United States (the “Acquisition”). On October 8, 2026, the Company completed the transactions contemplated by the Purchase Agreement.
Pursuant to the Purchase Agreement, the Company acquired certain coiled tubing units and related equipment and other operating assets, and certain rights under leases associated with the acquired operations, among other assets. In connection with the Acquisition, the Company also assumed certain obligations relating to certain facility, vehicle and equipment leases.
The aggregate consideration paid in connection with the Acquisition was approximately $27.5 million, subject to customary post-closing adjustments set forth in the Purchase Agreement. The consideration consisted of $22.5 million in cash and 307,503 shares of the Company’s Class A Common Stock. The stock consideration was valued at $5.0 million based on the volume-weighted average trading price of the Company’s Class A Common Stock over the 30 trading-day period ending on the trading day immediately preceding the closing date. The cash portion of the purchase price was funded through borrowings under the Company’s Wells Fargo Revolving Credit Facility.
The foregoing description of the Purchase Agreement and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Purchase Agreement. The Company intends to file the Purchase Agreement as an exhibit to its Quarterly Report on Form 10-Q for the quarterly period ending September 30, 2026.
Item 9.01 Financial Statements and Exhibits ( a) Financial Statements of Business Acquired.