Item 1.01  Entry into Material Definitive Agreements
Basic Transaction
On September 23, 2021, the Bankruptcy Court approved the previously announced
Asset Purchase Agreement, by and among Ranger Energy Acquisition, LLC (the
"Buyer"), a Delaware corporation and controlled subsidiary of Ranger Energy
Services, Inc. (the "Company"), Basic Energy Services, Inc. ("Basic") and
certain of its subsidiaries (the "Basic Sellers") pursuant to which, the Buyer
will acquire assets associated with the business lines of the Basic Sellers
outside the State of California (excluding the water logistic business),
specifically all assets within the well servicing service line, all assets
within the fishing and rental tool service lines, all assets within the coiled
tubing service line, all rolling stock assets required to support the operating
assets being purchased and real property locations inclusive of, but not limited
to, real property owned in New Mexico, Oklahoma and Texas (collectively, the
"Basic Assets") (the "Basic Transaction").
The Basic Transaction represents an offer under sections 363 and 365 of the U.S.
Bankruptcy Code in connection with the chapter 11 filing of Basic. The Basic APA
was agreed to in accordance with the bidding procedures approved by the
Bankruptcy Court. The Basic Transaction was approved by the Bankruptcy Court at
a hearing on September 23, 2021. The section 363 sale process for the Basic
Assets is expected to be concluded by the end of September 2021.
The foregoing summary is qualified in its entirety by the full text of the Basic
APA, which the Company will file with or before the Company's next periodic
report.
Loan and Security Agreement
On September 27, 2021, RNGR Energy Services, LLC ("Ranger LLC"), a Delaware
limited liability company and controlled subsidiary of the Company, entered into
a loan and security agreement (the "Loan Agreement") with Eclipse Business
Capital LLC ("EBC") and Eclipse Business Capital SPV, LLC ("EBC SPV"), providing
Ranger LLC with the previously announced senior secured credit facility in an
aggregate principal amount of $77.5 million (the "Credit Facility"), consisting
of (i) a revolving credit facility in an aggregate principal amount of $50
million (the "Revolving Credit Facility"), (ii) a M&E term loan facility in an
aggregate principal amount of up to $12.5 million (the "M&E Term Loan Facility")
and (iii) a term loan B facility in an aggregate principal amount of up to $15
million (the "Term Loan B Facility").
On September 27, 2021, the M&E Term Loan Facility was drawn in full to repay
existing indebtedness owed to (x) Wells Fargo Bank, National Association with
respect to a Credit Agreement dated as of August 16, 2017, and (y) Encina
Equipment Finance SPV, LLC with respect to a Financing Agreement dated as of
June 22, 2018. The Revolving Credit Facility was drawn in part on September 27,
2021, to (x) repay existing indebtedness owed to Wells Fargo Bank, National
Association with respect to a Credit Agreement dated as of August 16, 2017, and
(y) pay for the fees, costs and expenses incurred in connection with the Credit
Facility. The undrawn portion of the Revolving Credit Facility is available (a)
to fund working capital and other general corporate expenses and (b) for other
permitted uses, including the financing of permitted investments and restricted
payments. The Term Loan B Facility is currently undrawn.
EBC is the sole administrative and collateral agent for the Credit Facility. EBC
SPV is the sole lender for the Credit Facility.
The Credit Facility is guaranteed by the Company and certain controlled
subsidiaries of Ranger LLC. The Credit Facility is secured by substantially all
assets of the Company, Ranger LLC and the guarantors, subject to certain
customary exceptions.
The Credit Facility is scheduled to mature on September 26, 2025. Optional
prepayments of borrowings under the Credit Facility will be permitted at any
time.
The interest rate for the Revolving Credit Facility is LIBOR + 5.00%, with
future step downs as Ranger LLC's excess availability increases under the
Revolving Credit Facility. The interest rate for the M&E Term Loan Facility is
LIBOR + 8.00%, and the interest rate for the Term Loan B Facility is LIBOR +
12.00%.
The Loan Agreement includes customary representations, warranties, affirmative
covenants, negative covenants and events of default.

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The foregoing description of the Loan Agreement is not complete and is qualified
in its entirety by reference to the full text of the Loan Agreement, which is
attached as Exhibit 10.2 to this Current Report on Form 8-K and incorporated by
reference herein.
Amended LLC Agreement
In connection with Ranger LLC's and its subsidiaries' entry into the Loan
Agreement, the Company, in its capacity as managing member of Ranger LLC,
entered into the First Amendment to Amended and Restated Limited Liability
Company Agreement of Ranger LLC to provide that units of Ranger LLC shall be
exclusively in uncertified form.
The foregoing description of the First Amendment to Amended and Restated Limited
Liability Company Agreement of Ranger LLC is not complete and is qualified in
its entirety by reference to the full text of the amendment, which is attached
as Exhibit 10.3 to this Current Report on Form 8-K and incorporated by reference
herein.
Item 2.03  Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant
The information in this Item 7.01 (including Exhibit 99.1) shall not be deemed
to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the "Exchange Act"), or otherwise subject to the liabilities of that
section, and is not incorporated by reference into any filing under the
Securities Act or the Exchange Act.
Item 9.01  Financial Statements and Exhibits
Exhibits.
    Exhibit No.           Description
         10.1               Debt, Commitment Letter, dated as of September

10, 2021, by and among RNGR

Energy Services, LLC, Eclipse Business Capital,

LLC and Eclipse Business

Capital SPV, LLC
         10.2               Loan and Security Agreement, dated as of

September 27, 2021, by and among

RNGR Energy Services, LLC and certain of its

subsidiaries, Ranger Energy

Services, Inc., the lenders party thereto, and

Eclipse Business Capital LLC,


                          as agent
         10.3               First Amendment to Amended and Restated Limited Liability Company
                          Agreement of RNGR Energy Services, LLC
          104             Cover Page Interactive Data File (embedded within

the Inline XBRL document)





THE INFORMATION FURNISHED UNDER ITEM 7.01 OF THIS CURRENT REPORT, INCLUDING
EXHIBIT 99.1 ATTACHED HERETO, SHALL NOT BE DEEMED "FILED" FOR THE PURPOSES OF
SECTION 18 OF THE SECURITIES AND EXCHANGE ACT OF 1934, NOR SHALL IT BE DEEMED
INCORPORATED BY REFERENCE INTO ANY REGISTRATION STATEMENT OR OTHER FILING
PURSUANT TO THE SECURITIES ACT OF 1933, EXCEPT AS OTHERWISE EXPRESSLY STATED IN
SUCHxFILING.

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