What the changes say
- Concentration in the Permian Basin creates heightened exposure to regional weather, pricing, and infrastructure constraints.
- Discretionary dividends and share repurchases carry no guarantees and depend on board approval.
- E&P customer activities face tighter federal methane and wastewater discharge rules.
What changed since the prior 10-K
New
- NewRisks Related to Our Operations
A significant portion of our High Specification Rig operations and related services is concentrated in the Permian Basin. As a result, our operating results are particularly sensitive to conditions affecting this geographic region
High Specification Rig operations are heavily concentrated in the Permian Basin, making results sensitive to regional drilling activity, pricing differentials, infrastructure constraints, and state regulations in Texas and New Mexico.
- NewRisks Related to Our Ownership and Capital Structure
Equity and Common Stock Risks
- NewRisks Related to Our Ownership and Capital Structure
There may be circumstances that adversely affect our ability to declare and pay dividends or repurchase shares of Class A Common Stock
Board discretion, debt covenants, and financial results could restrict our ability to pay dividends or execute share repurchases under our repurchase program.
Dropped
- DroppedRisks Related to Our Operations
inclement weather conditions could severely disrupt the normal operation of our business and adversely impact our financial condition and results of operations
- DroppedRisks Related to Our Operations
Our business could be adversely affected by general economic conditions or a weakening of the broader energy industry, and inflation or recession may adversely affect our financial position and operating results
- DroppedRisks Related to Our Operations
The EPA also released its final report on the potential impacts of hydraulic fracturing on drinking water resources. The final report concluded that “water cycle” activities associated with hydraulic fracturing may impact drinking water resources under certain limited circumstances
- DroppedRisks Related to Our Ownership and Capital Structure
We may issue preferred stock, the terms of which could adversely affect the voting power or value of our Class A Common Stock
Inclement weather and climate change physical risks.
- DroppedRisks Related to Our Ownership and Capital Structure
CSL, Bayou Holdings and their respective affiliates are not limited in their ability to compete with us, and the corporate opportunity provisions in our amended and restated certificate of incorporation could enable CSL and Bayou Holdings to benefit from corporate opportunities that might otherwise be available to us
- DroppedRisks Related to Our Ownership and Capital Structure
CSL owns a significant portion of our voting stock, and their interests may conflict with those of our other stockholders
- DroppedRisks Related to Our Ownership and Capital Structure
A significant reduction of CSL’s ownership interests in the Company could adversely affect us
General economic conditions and energy industry slowdowns.
- DroppedRisks Related to Our Ownership and Capital Structure
Certain of our directors have significant duties with, and spend significant time serving, entities that may compete with us in seeking acquisitions and business opportunities and, accordingly, may have conflicts of interest in allocating time or pursuing business opportunities
Reworded
- 90% rewrittenRisks Related to Our Ownership and Capital Structure
Future sales of our Class A Common Stock in the public market, or the perception that such sales may occur, could reduce our stock price, and any additional capital raised by us through the sale of equity or preferred stock or convertible securities may dilute your ownership in us
Added explicit warnings that future equity sales may dilute existing holders and that new investors could gain senior rights and preferences over Class A Common Stock.
- 84% rewrittenIndustry, Economic Conditions and Competitive Risks
We may have difficulty managing growth in our business, which could adversely affect our financial condition and results of operations
Text was reorganized without substantive changes to the growth and resource constraints risk.
- 84% rewrittenRegulatory and Environmental Risks
Federal and state legislative and regulatory initiatives relating to hydraulic fracturing could result in increased costs and additional operating restrictions or delays as well as adversely affect demand for our support services
Added specific mention of EPA wastewater discharge prohibitions to publicly owned treatment plants and the final drinking water impact report.
- 77% rewrittenRegulatory and Environmental Risks
Our operations, and those of our customers, are subject to a series of risks arising from climate change
Added specific mention of the U.S. EPA finalized regulations to reduce methane emissions from oil and natural gas facilities.
- 64% rewrittenFinancial Leverage and Liquidity Risks
Our Wells Fargo Revolving Credit Facility subjects us to various financial and other restrictive covenants. These restrictions may limit our operational or financial flexibility and could subject us to potential defaults under our Wells Fargo Revolving Credit Facility
Reformatted text regarding the $75.0 million Wells Fargo Revolving Credit Facility without changing core covenant risks.
- 59% rewrittenIndustry, Economic Conditions and Competitive Risks
Seasonal weather conditions, climate change, severe weather events and natural disasters could disrupt our operations
Removed a concluding sentence regarding natural disasters while retaining seasonal weather and drought risks.
Was: Seasonal weather conditions, climate change, severe weather events and natural disasters could severely disrupt normal operations and harm our business
- 48% rewrittenRisks Related to Our Ownership and Capital Structure
We may identify material weaknesses or otherwise fail to maintain an effective system of internal controls, which may result in material misstatements of our financial statements or cause us to fail to meet our periodic reporting obligations
Internal control over financial reporting risk text was maintained without altering material weakness definitions.
- 41% rewrittenRisks Related to Our Ownership and Capital Structure
For as long as we are a smaller reporting company, we will not be required to comply with certain reporting requirements that apply to other public companies
Removed references to losing emerging growth company status in 2022 and added detail on reduced executive compensation disclosures for smaller reporting companies.
- 29% rewrittenIndustry, Economic Conditions and Competitive Risks
Reliance upon a few large customers may adversely affect our revenue and operating results
- 21% rewrittenIndustry, Economic Conditions and Competitive Risks
Our business could be harmed by geographical and terrorist threats, armed conflicts or civil unrest
All 36 risk factors
Headings as the filing states them, in filing order.
Risks Related to Our Operations
- 01Our operations are subject to inherent risks, some of which are beyond our control. These risks may be self‑insured, or may not be fully covered under our insurance policies
- 02In addition, our operations are subject to, and exposed to, employee/employer liabilities and risks such as claims relating to wrongful termination, discrimination, labor organizing, retaliation and general human resource‑related matters
- 03A significant portion of our High Specification Rig operations and related services is concentrated in the Permian Basin. As a result, our operating results are particularly sensitive to conditions affecting this geographic regionNew
Industry, Economic Conditions and Competitive Risks
- 04Our business depends on domestic capital spending by the oil and natural gas industry, and reductions in such capital spending could have a material adverse effect on our business, liquidity position, financial condition, results of operations and prospects
- 05The volatility of oil and natural gas prices may adversely affect the demand for our services and negatively impact our results of operations
- 06Fuel conservation measures could reduce demand for oil and natural gas which would in turn reduce the demand for our services
- 07We face intense competition that may cause us to lose market share and could negatively affect our ability to market our services and expand our operations
- 08Our customers may be forced to curtail or shut in production due to insufficient transportation and storage capacity
- 09Seasonal weather conditions, climate change, severe weather events and natural disasters could disrupt our operations59% rewritten
- 10Our business could be harmed by geographical and terrorist threats, armed conflicts or civil unrest21% rewritten
- 11We may incur significant capital expenditures for new equipment as we grow our operations and may be required to incur further capital expenditures as a result of environmental initiatives, new regulatory requirements, and advancements in oilfield services technologies
- 12We may have difficulty managing growth in our business, which could adversely affect our financial condition and results of operations84% rewritten
- 13Reliance upon a few large customers may adversely affect our revenue and operating results29% rewritten
- 14Increasing competition for workers, as well as labor shortages, could adversely affect our business
- 15Unsatisfactory safety performance may negatively affect our current and future customer relationships and, to the extent we fail to retain existing customers or attract new customers, adversely impact our revenue
- 16We may be subject to claims for personal injury and property damage, or for catastrophic events, which could materially and adversely affect our financial condition, results of operations and prospects
Regulatory and Environmental Risks
- 17We provide services to customers who operate on federal and tribal lands, which are subject to additional regulations
- 18Increases in the scope or pace of midstream infrastructure development, or decreased federal or state regulation of natural gas pipelines, could decrease demand for our services
- 19Delays or restrictions in obtaining permits by us for our operations or by our customers for their operations could impair our business
- 20Changes in transportation regulations may increase our costs and negatively impact our results of operations
- 21We are subject to environmental and occupational health and safety laws and regulations that may expose us to significant costs and liabilities
- 22Federal and state legislative and regulatory initiatives relating to hydraulic fracturing could result in increased costs and additional operating restrictions or delays as well as adversely affect demand for our support services84% rewritten
- 23Our operations, and those of our customers, are subject to a series of risks arising from climate change77% rewritten
- 24Increased attention to sustainability, environmental, social, and governance matters and conservation measures may adversely impact our or our customers’ business
- 25Anti‑indemnity provisions enacted by many states may restrict or prohibit a party’s indemnification of us
Technology and Cybersecurity Risks
- 26We may be subject to interruptions or failures in our information technology systems
- 27We are subject to cybersecurity risks. A cyber incident could occur and result in information theft, data corruption, operational disruption and/or financial loss
Financial Leverage and Liquidity Risks
- 28As of December 31, 2025 and 2024 our total debt was $3.5 million and $0.0 million, respectively
- 29Our Wells Fargo Revolving Credit Facility subjects us to various financial and other restrictive covenants. These restrictions may limit our operational or financial flexibility and could subject us to potential defaults under our Wells Fargo Revolving Credit Facility64% rewritten
- 30Continued increases in interest rates could adversely impact the price of our shares, our ability to issue equity or incur debt for acquisitions or other purposes
Risks Related to Our Ownership and Capital Structure
- 31Equity and Common Stock RisksNew
- 32We may identify material weaknesses or otherwise fail to maintain an effective system of internal controls, which may result in material misstatements of our financial statements or cause us to fail to meet our periodic reporting obligations48% rewritten
- 33Future sales of our Class A Common Stock in the public market, or the perception that such sales may occur, could reduce our stock price, and any additional capital raised by us through the sale of equity or preferred stock or convertible securities may dilute your ownership in us90% rewritten
- 34There may be circumstances that adversely affect our ability to declare and pay dividends or repurchase shares of Class A Common StockNew
- 35For as long as we are a smaller reporting company, we will not be required to comply with certain reporting requirements that apply to other public companies41% rewritten
- 36If securities or industry analysts do not publish research or reports about our business, if they adversely change their recommendations regarding our Class A Common Stock or if our operating results do not meet their expectations, our stock price could decline
Other Ranger Energy Services 10-Ks
- FY2024 10-K risk factors41 risks
Ranger Energy Services faces risks tied to E&P capital spending, commodity price volatility, and intense labor and market competition.
Filed Mar 04, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.