Business Combinations

12 Months Ended

Dec. 31, 2025

Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]

Business Combinations

Note 3 — Business Combinations

The Company completed one acquisition during the year ended December 31, 2025, where the purchase was accounted for using the acquisition method of accounting under the FASB Accounting Standards Codification 805, Business Combinations (“ASC 805”). The results of operations for the acquisition are included in the accompanying Consolidated Statement of Operations from the date of the acquisition. Under the acquisition method of accounting, the assets acquired and liabilities assumed have been recorded at their respective estimated fair values as of the date of completion of the acquisition and reported into Ranger’s Consolidated Balance Sheet.

The Company utilized valuation techniques consistent with the market approach to measure the fair value of the assets acquired and liabilities assumed in the business combination. The Company’s market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets. The estimates of fair value required the use of significant unobservable inputs, representative of a Level 3 fair value measurement, including assumptions related to the future performance of the assets.

The supplemental pro forma information presented below presents the results of operations as if the Company owned and operated the assets since January 1, 2024. The pro forma information reflects adjustments necessary to give effect to the acquisition and does not reflect the Company’s actual results for these periods and does not include any material non-recurring pro forma adjustments.

American Well Intermediate Holdings, LLC Acquisition

On November 7, 2025 (the “Acquisition Date”), the Company entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with American Well Holdings, LLC to acquire 100% of the ownership interests of American Well Intermediate Holdings, LLC (“AWS Intermediate”), the sole owner of 100% of the ownership interests of American Well Services, LLC (“American Well Services,” and together with AWS Intermediate, “AWS” and the acquisition, the “AWS Acquisition”), which operates a fleet of high specification rigs and complementary supporting equipment primarily within the Permian Basin. The acquisition was completed to strengthen the Company’s existing service offerings in its current operating segments. In January 2026, AWS Intermediate was renamed Ranger AWS Intermediate Holdings, LLC and American Well Services was renamed Ranger AWS, LLC. The financial results of AWS subsequent to the acquisition date are included within the High Specification Rigs and Processing Solutions and Ancillary Services reporting segments.

The preliminary purchase price allocation previously disclosed in the Company’s Current Report on Form 8-K/A filed on January 20, 2026 has been updated to reflect revised estimates, including an update for the working capital adjustment, refinements to the fair value of certain acquired assets and liabilities, and the fair value of the contingent consideration based on updated information. As a result of these adjustments, goodwill previously recognized was reduced to zero, and total consideration transferred was revised compared to the amounts previously reported. The allocation of the purchase price remains preliminary as of December 31, 2025.

The total estimated fair value of consideration transferred in the AWS Acquisition was of $88.6 million, consisting of $61.8 million in cash paid at closing, net of a $3.0 million working capital adjustment, 1,998,401 shares of Class A Common Stock issued to the seller, and a $2.3 million contingent consideration measured at fair value that the seller is eligible to receive based on the performance of the AWS Acquisition during the 12 months following the Acquisition Date.

The following table presents the total estimated fair value of assets acquired and liabilities assumed in accordance with ASC 805 (in millions):

Cash	$	6.3
Accounts receivable	26.1
Inventory	0.2
Prepaid and other current assets	0.1
Property and equipment	68.3
Operating leases, right-of-use asset	6.9
Finance lease right-of-use assets, net	4.0
Total assets acquired	111.9
Accounts payable	7.8
Accrued expenses	4.0
Short-term lease liability	3.8
Long-term lease liability	7.7
Total liabilities assumed	23.3
Total estimated purchase consideration transferred:
Cash	61.8
Net working capital adjustment	(3.0)
Equity issued	27.5
Fair value of contingent consideration	2.3
Total estimated fair value of consideration transferred	$	88.6

Net working capital adjustment represents the difference between specified current assets and current liabilities, as defined in the Purchase Agreement, measured as of the Acquisition Date. The preliminary net working capital adjustment is subject to final settlement in accordance with the terms of the Purchase Agreement.

Equity issued represents the 1,998,401 shares of Class A Common Stock issued pursuant to the acquisition, valued at the Company’s stock price on the Acquisition Date of $13.75 per share.

Contingent consideration represents the fair value of the earnout payable to the sellers based on the achievement of defined post-closing performance targets. The contingent consideration was measured at fair value as of the Acquisition Date and classified as a Level 3 liability due to the use of unobservable inputs. The estimated fair value of $2.3 million was determined using a probability-weighted scenario analysis, which incorporates management’s estimates of the likelihood of achieving the applicable performance targets, discounted at the Company’s cost of debt as of the Acquisition Date. The maximum earnout payable to the sellers is $5.0 million. The contingent consideration is recorded as a liability in the Consolidated Balance Sheet in accordance with ASC 805, Business Combinations. Subsequent changes in the fair value of the contingent consideration, if any, will be recognized in the period in which such change occurs.

The fair value of trade receivables acquired was $26.1 million. The gross contractual amounts receivable were approximately $26.2 million, of which management estimates approximately $0.1 million will not be collected.

The following pro forma financial results considers that the AWS Acquisition occurred as of January 1, 2024 (in millions):

	December 31,
	2025		2024
Revenue	$	691.6	$	740.5
Net income	$	33.1	$	31.7

From the acquisition date through December 31, 2025, the acquired business contributed approximately $26.7 million of revenue and $3.9 million of net income to the Company’s consolidated results. The transaction costs related to the AWS Acquisition approximated $2.0 million and are included as part of general and administrative expense.