Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to .

Commission File Number 1-13455

TETRA Technologies, Inc.

(Exact name of registrant as specified in its charter)


Delaware			74-2148293
(State or Other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification No.)

24955 Interstate 45 North
The Woodlands,
Texas			77380
(Address of Principal Executive Offices)			(Zip Code)

(281) 367-1983

(Registrant’s Telephone Number, Including Area Code)

_______________________________________________________________________

Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	TTI	New York Stock Exchange
Preferred Share Purchase Right	N/A	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☐
		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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of July 30, 2024, there were 131,448,790 shares outstanding of the Company’s Common Stock, $0.01 par value per share.


TETRA Technologies, Inc. and Subsidiaries
Table of Contents
			Page
PART I—FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Statements of Operations			1
Consolidated Statements of Comprehensive Income			2
Consolidated Balance Sheets			3
Consolidated Statements of Equity			5
Consolidated Statements of Cash Flows			6
Notes to Consolidated Financial Statements			7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			19
Item 3. Quantitative and Qualitative Disclosures about Market Risk			32
Item 4. Controls and Procedures			32

PART II—OTHER INFORMATION
Item 1. Legal Proceedings			33
Item 1A. Risk Factors			33
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			33
Item 3. Defaults Upon Senior Securities			33
Item 4. Mine Safety Disclosures			33
Item 5. Other Information			33
Item 6. Exhibits			34
SIGNATURES			35

Table of Contents

PART I

FINANCIAL INFORMATION

Item 1. Financial Statements.

TETRA Technologies, Inc. and Subsidiaries

Consolidated Statements of Operations

(In Thousands, Except Per Share Amounts)

(Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Revenues:
Product sales	$	96,622	$	96,217	$	169,959	$	161,752
Services	75,313		79,246		152,948		159,920
Total revenues	171,935		175,463		322,907		321,672
Cost of revenues:
Cost of product sales	61,078		55,873		106,484		98,268
Cost of services	58,830		61,201		124,538		122,872
Depreciation, amortization, and accretion	8,774		8,457		17,530		17,127
Impairments and other charges	—		777		—		777
Insurance recoveries	—		—		—		(2,850)
Total cost of revenues	128,682		126,308		248,552		236,194
Gross profit	43,253		49,155		74,355		85,478
Exploration and pre-development costs	—		2,341		—		3,061
General and administrative expense	22,137		26,225		44,435		49,416
Interest expense, net	6,185		5,944		12,137		11,036


Loss on debt extinguishment	—		—		5,535		—
Other (income) expense, net	2,452		(6,435)		(1,526)		(6,649)
Income before taxes and discontinued operations	12,479		21,080		13,774		28,614
Provision for income taxes	4,839		2,875		5,219		4,364
Income before discontinued operations	7,640		18,205		8,555		24,250
Discontinued operations:
Loss from discontinued operations, net of taxes	—		(8)		—		(20)
Net income	7,640		18,197		8,555		24,230
Loss attributable to noncontrolling interests	3		18		3		25
Net income attributable to TETRA stockholders	$	7,643	$	18,215	$	8,558	$	24,255
Basic net income per common share:
Income from continuing operations	$	0.06	$	0.14	$	0.07	$	0.19
Income from discontinued operations	—		—		—		—
Net income attributable to TETRA stockholders	$	0.06	$	0.14	$	0.07	$	0.19
Weighted average basic shares outstanding	131,263		129,460		130,858		129,201
Diluted net income per common share:
Income from continuing operations	$	0.06	$	0.14	$	0.06	$	0.19
Income from discontinued operations	—		—		—		—
Net income attributable to TETRA stockholders	$	0.06	$	0.14	$	0.06	$	0.19
Weighted average diluted shares outstanding	132,169		129,925		132,115		129,953

See Notes to Consolidated Financial Statements

Table of Contents

TETRA Technologies, Inc. and Subsidiaries

Consolidated Statements of Comprehensive Income

(In Thousands)

(Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Net income	$	7,640	$	18,197	$	8,555	$	24,230
Foreign currency translation adjustment from continuing operations, net of taxes of $0 in 2024 and 2023	(1,959)		1,045		(3,593)		2,466
Unrealized gain (loss) on investment in CarbonFree	(5)		207		232		328
Comprehensive income	5,676		19,449		5,194		27,024
Less: Comprehensive loss attributable to noncontrolling interests	3		18		3		25
Comprehensive income attributable to TETRA stockholders	$	5,679	$	19,467	$	5,197	$	27,049

See Notes to Consolidated Financial Statements

Table of Contents

TETRA Technologies, Inc. and Subsidiaries

Consolidated Balance Sheets

(In Thousands)


	June 30, 2024		December 31, 2023
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	37,713	$	52,485
Restricted cash	5,039		—
Trade accounts receivable, net of allowances of $369 in 2024 and $614 in 2023	140,805		111,798
Inventories	82,780		96,536


Prepaid expenses and other current assets	23,284		21,196
Total current assets	289,621		282,015
Property, plant, and equipment:
Land and building	23,572		23,173
Machinery and equipment	314,504		304,884
Automobiles and trucks	10,371		10,148
Chemical plants	66,763		67,114
Construction in progress	21,014		10,323
Total property, plant, and equipment	436,224		415,642
Less accumulated depreciation	(314,640)		(307,926)
Net property, plant, and equipment	121,584		107,716
Other assets:
Patents, trademarks and other intangible assets, net of accumulated amortization of $53,480 in 2024 and $51,509 in 2023	27,026		29,132


Operating lease right-of-use assets	30,217		31,915
Investments	20,427		17,354
Other assets	10,850		10,829
Total other assets	88,520		89,230
Total assets	$	499,725	$	478,961

See Notes to Consolidated Financial Statements

Table of Contents

TETRA Technologies, Inc. and Subsidiaries

Consolidated Balance Sheets

(In Thousands, Except Share Amounts)


	June 30, 2024		December 31, 2023
	(Unaudited)
LIABILITIES AND EQUITY
Current liabilities:
Trade accounts payable	$	53,069	$	52,290

Compensation and employee benefits	17,111		26,918
Operating lease liabilities, current portion	8,595		9,101
Accrued taxes	13,977		10,350
Accrued liabilities and other	27,584		27,303

Total current liabilities	120,336		125,962
Long-term debt, net	179,670		157,505
Operating lease liabilities	25,957		27,538
Asset retirement obligations	14,772		14,199
Deferred income taxes	2,284		2,279

Other liabilities	3,128		4,144
Total long-term liabilities	225,811		205,665
Commitments and contingencies (Note 6)
Equity:
TETRA stockholders’ equity:
Common stock, par value 0.01 per share; 250,000,000 shares authorized at June 30, 2024 and December 31, 2023; 134,587,465 shares issued at June 30, 2024 and 133,217,848 shares issued at December 31, 2023	1,346		1,332
Additional paid-in capital	490,192		489,156
Treasury stock, at cost; 3,138,675 shares held at June 30, 2024 and December 31, 2023	(19,957)		(19,957)
Accumulated other comprehensive loss	(48,592)		(45,231)
Retained deficit	(268,151)		(276,709)
Total TETRA stockholders’ equity	154,838		148,591
Noncontrolling interests	(1,260)		(1,257)
Total equity	153,578		147,334
Total liabilities and equity	$	499,725	$	478,961

See Notes to Consolidated Financial Statements

Table of Contents

TETRA Technologies, Inc. and Subsidiaries

Consolidated Statements of Equity

(In Thousands)

(Unaudited)


	Common Stock Par Value		Additional Paid-In Capital		Treasury Stock		Accumulated Other Comprehensive Income (Loss)				Retained Deficit		Noncontrolling Interest		Total Equity
							Currency Translation		Unrealized Gain (Loss) on Investment

Balance at December 31, 2023	$	1,332	$	489,156	$	(19,957)	$	(45,886)	$	655	$	(276,709)	$	(1,257)	$	147,334
Net income for first quarter 2024	—		—		—		—		—		915		—		915
Translation adjustment, net of taxes of $0	—		—		—		(1,634)		—		—		—		(1,634)
Other comprehensive income	—		—		—		—		237		—		—		237
Comprehensive loss															(482)




Equity-based compensation	—		1,623		—		—		—		—		—		1,623

Other	11		(2,339)		—		—		—		—		—		(2,328)
Balance at March 31, 2024	$	1,343	$	488,440	$	(19,957)	$	(47,520)	$	892	$	(275,794)	$	(1,257)	$	146,147
Net income (loss) for second quarter 2024	—		—		—		—		—		7,643		(3)		7,640
Translation adjustment, net of taxes of $0	—		—		—		(1,959)		—		—		—		(1,959)
Other comprehensive loss	—		—		—		—		(5)		—		—		(5)
Comprehensive income															5,676



Equity-based compensation	—		1,800		—		—		—		—		—		1,800
Other	3		(48)		—		—		—		—		—		(45)
Balance at June 30, 2024	$	1,346	$	490,192	$	(19,957)	$	(49,479)	$	887	$	(268,151)	$	(1,260)	$	153,578


	Common Stock Par Value		Additional Paid-In Capital		Treasury Stock		Accumulated Other Comprehensive Income (Loss)				Retained Deficit		Noncontrolling Interest		Total Equity
							Currency Translation		Unrealized Gain (Loss) on Investment

Balance at December 31, 2022	$	1,318	$	477,820	$	(19,957)	$	(48,991)	$	(72)	$	(302,493)	$	(1,228)	$	106,397
Net income (loss) for first quarter 2023	—		—		—		—		—		6,040		(7)		6,033
Translation adjustment, net of taxes of $0	—		—		—		1,421		—		—		—		1,421
Other comprehensive income	—		—		—		—		121		—		—		121
Comprehensive income															7,575



Equity-based compensation(1)	—		3,514		—		—		—		—		—		3,514
Other	7		(1,341)		—		—		—		—		1		(1,333)
Balance at March 31, 2023	$	1,325	$	479,993	$	(19,957)	$	(47,570)	$	49	$	(296,453)	$	(1,234)	$	116,153
Net income (loss) for second quarter 2023	—		—		—		—		—		18,215		(18)		18,197
Translation adjustment, net of taxes of $0	—		—		—		1,045		—		—		—		1,045
Other comprehensive income	—		—		—		—		207		—		—		207
Comprehensive income															19,449



Equity compensation expense	—		1,507		—		—		—		—		—		1,507
Other	2		(52)		—		—		—		—		(2)		(52)
Balance at June 30, 2023	$	1,327	$	481,448	$	(19,957)	$	(46,525)	$	256	$	(278,238)	$	(1,254)	$	137,057

(1) Equity-based compensation for the three months ended March 31, 2023 includes $2.3 million for a portion of short-term incentive compensation that was settled through grants of restricted stock units rather than cash.

See Notes to Consolidated Financial Statements

Table of Contents

TETRA Technologies, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(In Thousands, Unaudited)


	Six Months Ended June 30,
	2024		2023
Operating activities:
Net income	$	8,555	$	24,230
Reconciliation of net income to net cash provided by operating activities:
Depreciation, amortization, and accretion	17,530		17,127

Impairment and other charges	—		777
Gain on investments	(2,841)		(403)
Equity-based compensation expense	3,423		2,768
(Recovery of) provision for credit losses	(167)		720

Amortization and expense of financing costs	884		1,781
Loss on debt extinguishment	5,535		—
Insurance recoveries associated with damaged equipment	—		(2,850)





Gain on sale of assets	(67)		(281)

Other non-cash credits	(686)		(737)
Changes in operating assets and liabilities:
Accounts receivable	(23,625)		(514)
Inventories	11,995		(8,549)
Prepaid expenses and other current assets	(3,160)		2,242
Trade accounts payable and accrued expenses	(6,490)		443
Other	129		603
Net cash provided by operating activities	11,015		37,357
Investing activities:
Purchases of property, plant, and equipment, net	(31,219)		(23,274)

Proceeds from sale of property, plant, and equipment	372		497
Proceeds from insurance recoveries associated with damaged equipment	—		2,850
Purchase of investments	—		(250)
Other investing activities	(194)		(1,827)
Net cash used in investing activities	(31,041)		(22,004)
Financing activities:
Proceeds from credit agreements and long-term debt	184,613		97,169
Principal payments on credit agreements and long-term debt	(163,372)		(98,237)
Payments on financing lease obligations	(640)		(689)

Debt issuance costs	(5,956)		—
Shares withheld for taxes on equity-based compensation	(2,387)		—


Other financing activities	(1,280)		—
Net cash provided by (used in) financing activities	10,978		(1,757)
Effect of exchange rate changes on cash	(685)		487
Increase (decrease) in cash and cash equivalents	(9,733)		14,083
Cash and cash equivalents at beginning of period	52,485		13,592




Cash, cash equivalents, and restricted cash at end of period	$	42,752	$	27,675

Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets
Cash and cash equivalents at end of period	$	37,713	$	27,675
Restricted cash at end of period	5,039		—
Total cash, cash equivalents, and restricted cash at end of period shown in the consolidated statements of cash flows	$	42,752	$	27,675

See Notes to Consolidated Financial Statements

Table of Contents

TETRA Technologies, Inc. and Subsidiaries

Notes to Consolidated Financial Statements

(Unaudited)

NOTE 1 – ORGANIZATION, BASIS OF PRESENTATION, AND SIGNIFICANT ACCOUNTING POLICIES

Organization

We are an energy services and solutions company with operations on six continents focused on developing environmentally conscious services and solutions that help make people's lives better. In addition to providing products and services to the oil and gas industry and calcium chloride for diverse applications, TETRA is expanding into the low-carbon energy market with chemistry expertise, key mineral acreage, and global infrastructure, helping to meet the demand for sustainable energy in the twenty-first century. We were incorporated in Delaware in 1981. Our products and services are delivered through two reporting segments – Completion Fluids & Products Division and Water & Flowback Services Division.

Our Completion Fluids & Products Division manufactures and markets clear brine fluids (“CBFs”), additives, and associated products and services to the oil and gas industry for use in well drilling, completion, and workover operations in the United States and in certain countries in Latin America, Europe, Asia, the Middle East, and Africa. The Division also markets liquid and dry calcium chloride products manufactured at its production facilities or purchased from third-party suppliers to a variety of markets outside the energy industry. Calcium chloride is used in the oil and gas industry, and also has broad industrial applications to the agricultural, road, food and beverage, and lithium production markets. Our Completion Fluids & Products Division also markets TETRA PureFlow, an ultra-pure zinc bromide, as well as TETRA PureFlow Plus, an ultra-pure zinc bromide/zinc chloride blend, to battery technology companies.

Our Water & Flowback Services Division provides onshore oil and gas operators with comprehensive water management services. The Division also provides frac flowback, production well testing, and other associated services in many of the major oil and gas producing regions in the United States, as well as in oil and gas basins in certain countries in Latin America, Europe, and the Middle East.

Unless the context requires otherwise, when we refer to “we,” “us,” and “our,” we are describing TETRA Technologies, Inc. and its subsidiaries on a consolidated basis.

Presentation

Our unaudited consolidated financial statements include the accounts of our wholly owned or controlled subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The information furnished reflects all normal recurring adjustments, which are, in the opinion of management, necessary to provide a fair statement of the results for the interim periods. Operating results for the period ended June 30, 2024 are not necessarily indicative of results that may be expected for the twelve months ended December 31, 2024.

The accompanying unaudited consolidated financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X for interim financial statements required to be filed with the U.S. Securities and Exchange Commission (“SEC”) and do not include all information and footnotes required by U.S. generally accepted accounting principles (“U.S. GAAP”) for complete financial statements. These financial statements should be read in conjunction with the financial statements for the year ended December 31, 2023 and notes thereto included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 27, 2024 (the “2023 Annual Report”).

Table of Contents

Significant Accounting Policies

Our significant accounting policies are described in the notes to our consolidated financial statements for the year ended December 31, 2023 included in our 2023 Annual Report. Other than reporting restricted cash as described below, there have been no significant changes in our accounting policies or the application thereof during the second quarter of 2024.

Out-of-Period Correction

During the three months ended June 30, 2024, we discovered an error in which a prepaid tax balance denominated in a foreign currency was not remeasured at current rates, resulting in an overstatement of prepaid expenses and understatement of foreign exchange losses from 2018 through the current period. We have corrected this error by making an out-of-period adjustment during the three months ended June 30, 2024, which reduced prepaid expenses and other current assets and retained deficit as of June 30, 2024 in the consolidated balance sheets, increased other (income) expense, net by $1.4 million and reduced net income per share attributable to TETRA stockholders by $0.01 in the consolidated statement of operations for the three and six months ended June 30, 2024. The Company assessed the impact of this out-of-period adjustment and concluded that it was not material to the financial statements previously issued for any interim or annual period, and the cumulative adjustment during the quarter ended June 30, 2024 is not expected to be material to the annual financial statements for 2024. The out-of-period adjustment is included in the Water & Flowback Services Division results.

Restricted Cash

Restricted cash is classified as a current asset when it is expected to be repaid or settled in the next twelve-month period. In connection with the May 2024 amendment to our ABL Credit Agreement, our former administrative agent required us to collateralize our credit card facility and outstanding letters of credit. See Note 5 - “Long-Term Debt and Other Borrowings” for additional discussion of the ABL Amendment. Restricted cash as of June 30, 2024 consists of $4.4 million to secure our credit card facility and $0.6 million to secure our outstanding letters of credit with our former administrative agent. The restriction for the credit card facility is expected to terminate during the third quarter of 2024 and the restriction for the outstanding letters of credit are expected to terminate as the letters of credit expire between September 2024 and March 2025.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues, expenses, and impairments during the reporting period. Actual results could differ from those estimates, and such differences could be material.

Mineral Resources Arrangement

We have rights to the brine underlying our approximately 40,000 gross acres of brine leases in the Smackover Formation in Southwest Arkansas, including rights to the bromine and lithium contained in the brine. In June 2023, we entered into a memorandum of understanding (“MOU”) with Saltwerx LLC (“Saltwerx”), an indirect wholly owned subsidiary of ExxonMobil Corporation, relating to a newly formed Brine Unit and potential bromine and lithium production from brine produced from the unit. We completed an initial preliminary economic assessment in early 2023 for a bromine extraction plant. On January 8, 2024, we announced the completion of a technical resources report for our Brine Unit in Arkansas. During the three and six months ended June 30, 2024, we capitalized approximately $9.8 million and $13.2 million, respectively, of costs associated with the development of our properties in Arkansas. We recognized $2.3 million and $3.1 million of expenses during the three and six months ended June 30, 2023, respectively, for exploration and pre-development costs representing expenditures incurred to evaluate potential future development of our lithium and bromine properties in Arkansas.

Foreign Currency Translation

We have designated the Euro, the British pound, the Canadian dollar, the Brazilian real, and the Mexican peso as the functional currencies for our operations in Finland and Sweden, the United Kingdom, Canada, Brazil, and certain of our operations in Mexico, respectively. The United States dollar is the designated functional currency

Table of Contents

for all of our other non-U.S. operations. The cumulative translation effects of translating the applicable accounts from the functional currencies into the United States dollar at current exchange rates are included as a separate component of equity. Foreign currency exchange losses are included in other (income) expense, net and totaled $2.5 million and $2.4 million during the three and six months ended June 30, 2024, respectively, including the $1.4 million out-of-period correction described above, and less than $0.1 million and $0.2 million during the three and six months ended June 30, 2023, respectively.

Fair Value Measurements

We utilize fair value measurements to account for certain items and account balances within our consolidated financial statements. Fair value measurements are utilized on a recurring basis in the determination of the carrying values of certain investments. See Note 7 - “Fair Value Measurements” for further discussion. Fair value measurements are also utilized on a nonrecurring basis in certain circumstances, including the impairment of long-lived assets (a Level 3 fair value measurement).

Supplemental Cash Flow Information

Supplemental cash flow information is as follows:


	Six Months Ended June 30,
	2024		2023
	(in thousands)
Interest paid	$	10,830	$	9,412
Income taxes paid	$	2,991	$	2,012

	June 30, 2024		December 31, 2023
	(in thousands)
Accrued capital expenditures	$	8,073	$	5,171

New Accounting Pronouncements

Standards not yet adopted

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which is intended to improve reportable segments disclosures in annual and interim financial statements, primarily through expanded disclosures of significant segment expenses. ASU 2023-07 is effective for annual reporting periods beginning after December 15, 2023 and interim reporting periods beginning after December 15, 2024, with early adoption permitted.

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” The new standard requires companies to disclose specific categories in the income tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted.

The Company is currently evaluating the expected impact of these standards but does not expect them to have a significant impact on its consolidated financial statements upon adoption as the standards expand disclosures only.

NOTE 2 – REVENUE FROM CONTRACTS WITH CUSTOMERS

Our contract asset balances, primarily associated with contractual invoicing milestones and/or customer documentation requirements, were $30.8 million and $30.6 million as of June 30, 2024 and December 31, 2023, respectively. Contract assets, along with billed trade accounts receivable, are included in trade accounts receivable in our consolidated balance sheets.

Unearned income includes amounts in which the Company was contractually allowed to invoice prior to satisfying the associated performance obligations. Unearned income balances were $3.6 million and $3.1 million as of June 30, 2024 and December 31, 2023, respectively, and vary based on the timing of invoicing and performance

Table of Contents

obligations being met. Unearned income is included in accrued liabilities and other in our consolidated balance sheets. We recognized approximately $2.0 million and $1.0 million during the three and six months ended June 30, 2024, respectively, and $1.4 million and $0.9 million of revenue during the three and six months ended June 30, 2023, respectively, deferred in unearned income as of the beginning of the period. During the six months ended June 30, 2024 and June 30, 2023, contract costs were not significant.

We disaggregate revenue from contracts with customers into Product Sales and Services within each segment, as noted in our two reportable segments in Note 9 - “Industry Segments.” In addition, we disaggregate revenue from contracts with customers by geography based on the following table below.


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(in thousands)
Completion Fluids & Products
United States	$	41,560	$	45,859	$	82,996	$	78,682
International	58,459		52,363		94,305		88,582
	100,019		98,222		177,301		167,264
Water & Flowback Services
United States	60,765		68,231		125,476		136,569
International	11,151		9,010		20,130		17,839
	71,916		77,241		145,606		154,408




Total Revenue
United States	102,325		114,090		208,472		215,251
International	69,610		61,373		114,435		106,421
	$	171,935	$	175,463	$	322,907	$	321,672

NOTE 3 – INVENTORIES

Components of inventories as of June 30, 2024 and December 31, 2023 are as follows:


	June 30, 2024		December 31, 2023
	(in thousands)
Finished goods	$	67,497	$	79,769
Raw materials	5,794		8,329
Parts and supplies	7,632		6,868
Work in progress	1,857		1,570
Total inventories	$	82,780	$	96,536

Finished goods inventories include newly manufactured clear brine fluids as well as used brines that are repurchased from certain customers for recycling.

NOTE 4 – INVESTMENTS

Our investments as of June 30, 2024 and December 31, 2023 consist of the following:


	June 30, 2024		December 31, 2023
	(in thousands)
Investment in Kodiak(1)	$	12,279	$	8,538
Investment in CarbonFree	6,798		6,850
Investment in Standard Lithium	1,000		1,616
Other investments	350		350
Total Investments	$	20,427	$	17,354

(1) Kodiak Gas Services, Inc. (NYSE: KGS) (“Kodiak”) acquired CSI Compressco LP (“CSI Compressco”) on April 1, 2024.

Table of Contents

CarbonFree Chemicals Holdings LLC (“CarbonFree”) is a carbon capture company with patented technologies that capture CO2 and mineralize emissions to make commercial, carbon-negative chemicals. In December 2021, we invested $5.0 million in a convertible note issued by CarbonFree. During the three month period ended March 31, 2024, the convertible note agreement was amended and, in connection with that amendment, note holders agreed to defer their right to electively convert the convertible notes to common units of CarbonFree (“CarbonFree Units”) for two years. In exchange for the amendment, we received CarbonFree Units representing less than 1% of the CarbonFree Units outstanding as of June 30, 2024. The CarbonFree Units are not publicly traded and may not be offered, sold, transferred or pledged until such common units are registered pursuant to an effective registration statement or pursuant to an exemption from registration. Our exposure to potential losses by CarbonFree is limited to our investment, including capitalized and accrued interest associated with the CarbonFree convertible note and CarbonFree Units.

We are party to agreements whereby Standard Lithium Ltd. (NYSE: SLI) (“Standard Lithium”) has the rights to produce and extract lithium in a portion of our Arkansas leases. The Company received stock of Standard Lithium under the terms of its arrangements.

See Note 7 - “Fair Value Measurements” for further information.

NOTE 5 – LONG-TERM DEBT AND OTHER BORROWINGS

Consolidated long-term debt as of June 30, 2024 and December 31, 2023 consists of the following:


	Scheduled Maturity	June 30, 2024		December 31, 2023

		(in thousands)
Term Credit Agreement(1)	January 1, 2030	$	179,670	$	157,505




Total long-term debt		$	179,670	$	157,505

(1) Net of unamortized discount of $5.4 million and $2.2 million as of June 30, 2024 and December 31, 2023, respectively, and net of unamortized deferred financing costs of $5.0 million and $3.3 million as of June 30, 2024 and December 31, 2023, respectively.

Term Credit Agreement

On January 12, 2024, the Company entered into a definitive agreement for a $265.0 million credit facility, consisting of a $190.0 million funded term loan and a $75.0 million delayed-draw term loan (collectively the “Term Credit Agreement”) that refinanced the Company’s prior credit facility outstanding as of December 31, 2023 and provided capital to advance the Company’s Arkansas bromine processing project. Pricing on the Term Credit Agreement is the secured overnight financing rate plus 5.75%. The Company is required to pay a commitment fee on the unutilized commitments with respect to the delayed-draw term loan at the rate of 1.5% per annum. The interest rate per annum on borrowings under the Term Credit Agreement is 11.17% as of June 30, 2024 and the maturity date of the Term Credit Agreement is January 1, 2030. The Company used the net proceeds to repay in full the balance of its prior credit facility, with approximately $15.2 million of additional cash, net of discounts and transaction expenses. In connection with the Term Credit Agreement, we incurred approximately $5.3 million of fees which were deferred and will be amortized over the term of the Term Credit Agreement. As a result of termination of the prior credit facility, a loss of $5.5 million was recognized during the three-month period ended March 31, 2024 primarily for unamortized deferred financing costs.

The Term Credit Agreement contains certain affirmative and negative covenants, including covenants that restrict the ability of the Company and certain of its subsidiaries to take certain actions including, among other things and subject to certain significant exceptions, the incurrence of debt, the granting of liens, engaging in mergers and other fundamental changes, the making of investments, entering into transactions with affiliates, the payment of dividends and other restricted payments, the prepayment of other indebtedness and the sale of assets. The Term Credit Agreement also requires the Company to maintain a Leverage Ratio (as defined in the new term loan credit agreement) of not more than 4.0 to 1.0 as of the end of each fiscal quarter and Liquidity (as defined in the Term Credit Agreement) of not less than $50.0 million at all times.

All obligations under the Term Credit Agreement and the guarantees of those obligations are secured, subject to certain exceptions, by a security interest on substantially all of the property of the Company and its

Table of Contents

domestic subsidiaries, subject to the lien priorities set forth in the intercreditor agreement with the agent under our ABL Credit Agreement.

Our Term Credit Agreement requires us to offer to prepay a percentage of Excess Cash Flow (as defined in the Term Credit Agreement) within five business days of filing our Annual Report beginning with the financial statements for the year ending December 31, 2024.

The Term Credit Agreement includes customary events of default including non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations or warranties, cross-default to other material indebtedness, bankruptcy and insolvency events, invalidity or impairment of security interests or invalidity of loan documents, certain ERISA events, unsatisfied or unstayed judgments and change of control.

ABL Credit Agreement

On May 13, 2024, we entered into an amendment (the “ABL Amendment”) to the Asset-Based Lending agreement dated as of September 10, 2018 (as amended, the “ABL Credit Agreement”). In connection with the ABL Amendment, Bank of America, N.A. became successor administrative agent to JPMorgan Chase Bank, N.A. Furthermore, approximately $0.6 million of fees were incurred in connection with the ABL Amendment, which were deferred and will be amortized over the term of the ABL Credit Agreement.

As of June 30, 2024, our ABL Credit Agreement provides, with certain restrictions, for a senior secured revolving credit facility of up to $100.0 million with a $25.0 million accordion. The credit facility is subject to a borrowing base determined monthly by reference to the value of inventory and accounts receivable, and includes a sublimit of $20.0 million for letters of credit, and a swingline loan sublimit of $11.5 million. The ABL Credit Agreement matures on May 13, 2029.

As of June 30, 2024, we had no borrowings outstanding and no letters of credit or guarantees under our ABL Credit Agreement. Deferred financing costs of $0.8 million and $0.6 million as of June 30, 2024 and December 31, 2023, respectively, were classified as other long-term assets on the accompanying consolidated balance sheet as there was no outstanding balance on our ABL Credit Agreement. Subject to compliance with the covenants, borrowing base, and other provisions of the ABL Credit Agreement that may limit borrowings, we had availability of $62.6 million under this agreement.

Borrowings under the ABL Credit Agreement bear interest at a rate per annum equal to, at the option of TETRA, either (i) the standard overnight financing rate plus 0.10%, (ii) a base rate plus a margin based on a fixed charge coverage ratio, or (iii) the Daily Simple Risk Free Rate plus 0.10%. The base rate is determined by reference to the highest of (a) the prime rate of interest as announced from time to time by Bank of America, N.A. (b) the Federal Funds Effective Rate (as defined in the ABL Credit Agreement) plus 0.5% per annum and (c) the standard overnight financing rate (adjusted to reflect any required bank reserves) for a one-month period on such day plus 1.0% per annum, provided that the base rate shall not be less than 1.0%. Borrowings outstanding have an applicable margin ranging from 2.00% to 2.50% per annum for SOFR-based loans and 1.00% to 1.50% per annum for base-rate loans, based upon the applicable fixed charge coverage ratio. In addition to paying interest on the outstanding principal under the ABL Credit Agreement, TETRA is required to pay a commitment fee in respect of the unutilized commitments at an applicable rate of 0.375% per annum. TETRA is also required to pay a customary letter of credit fee equal to the applicable margin on loans and fronting fees.

All obligations under the ABL Credit Agreement and the guarantees of those obligations are secured, subject to certain exceptions, by a security interest for the benefit of the ABL Lenders on substantially all of the personal property of TETRA and certain subsidiaries of TETRA, the equity interests in certain domestic subsidiaries, and a maximum of 65% of the equity interests in certain foreign subsidiaries.

Swedish Credit Facility

In January 2022, the Company entered into a revolving credit facility for seasonal working capital needs of subsidiaries in Sweden (“Swedish Credit Facility”). As of June 30, 2024, we had no balance outstanding and availability of approximately $4.7 million under the Swedish Credit Facility. During each year, all outstanding loans under the Swedish Credit Facility must be repaid for at least 30 consecutive days. Borrowings bear interest at a rate of 2.95% per annum. The Swedish Credit Facility expires on December 31, 2024 and the Company intends to renew it annually.

Table of Contents

Finland Credit Agreement

In January 2022, the Company also entered into an agreement guaranteed by certain accounts receivable and inventory in Finland (“Finland Credit Agreement”). As of June 30, 2024, there were $1.5 million of letters of credit outstanding against the Finland Credit Agreement. The Finland Credit Agreement expires on January 31, 2025 and the Company intends to renew it annually.

Covenants

Our credit agreements contain certain affirmative and negative covenants, including covenants that restrict the ability to pay dividends or other restricted payments. As of June 30, 2024, we are in compliance with all covenants under the credit agreements.

NOTE 6 – COMMITMENTS AND CONTINGENCIES

Litigation

We are named defendants in several lawsuits and respondents in certain governmental proceedings arising in the ordinary course of business. On April 25, 2024, a purported stockholder of the Company filed a putative class action complaint in the Delaware Court of Chancery naming as defendants all current members of the Board, the Company and the Rights Agent. The litigation is captioned Webb, et al. v. Murphy, et al., C.A. No. 2024-0445 (Del. Ch.). The plaintiff alleged that the Board breached their fiduciary duties by adopting and maintaining the Company’s Tax Benefits Preservation Plan (the “Tax Plan”). The plaintiff seeks, among other relief, to enjoin the Tax Plan. On May 14, 2024, the plaintiff filed an Amended Motion for Dismissal without prejudice and the Court entered an Order Granting Plaintiff’s Amended Motion for Dismissal without prejudice on May 14, 2024. For additional discussion of our legal proceedings, please see our 2023 Annual Report.

While the outcome of lawsuits or other proceedings against us cannot be predicted with certainty, management does not consider it reasonably possible that a loss resulting from such lawsuits or other proceedings in excess of any amounts accrued has been incurred that is expected to have a material adverse impact on our financial condition, results of operations, or liquidity.

Product Purchase Obligations

In the normal course of our Completion Fluids & Products Division operations, we enter into supply agreements with certain manufacturers of various raw materials and finished products. Some of these agreements have terms and conditions that specify a minimum or maximum level of purchases over the term of the agreement. Other agreements require us to purchase the entire output of the raw material or finished product produced by the manufacturer. Our purchase obligations under these agreements apply only with regard to raw materials and finished products that meet specifications set forth in the agreements. We recognize a liability for the purchase of such products at the time we receive them. As of June 30, 2024, the aggregate amount of the fixed and determinable portion of the purchase obligation pursuant to our Completion Fluids & Products Division’s supply agreements was approximately $57.7 million, including $10.7 million for the remainder of 2024, $21.9 million in 2025, $15.6 million in 2026, $7.2 million in 2027, and $2.3 million in 2028. As of June 30, 2024, we also have commitments of $5.6 million related to long-lead infrastructure for our Completion Fluids & Products Division’s planned bromine plant in Arkansas.

Contingencies Related to Discontinued Operations

In early 2018, we closed the Maritech Asset Purchase and Sale Agreement (“Maritech APA") and Maritech Membership Interest Purchase Agreement (“Maritech MIPA”) with Orinoco Natural Resources, LLC (“Orinoco”) that together provided for the purchase by Orinoco of all of Maritech’s membership interests and remaining oil and gas properties and related assets. Under the Maritech APA, Orinoco assumed responsibility for all of Maritech’s decommissioning liabilities related to the leases sold to Orinoco (the “Orinoco Lease Liabilities”) and, under the Maritech MIPA, Orinoco assumed all other liabilities of Maritech, including the decommissioning liabilities associated with Maritech’s interests in oil and gas properties previously sold by Maritech and select infrastructure still operated by Maritech (the “Legacy Liabilities”), subject to certain limited exceptions unrelated to the decommissioning liabilities. To the extent that Maritech or Orinoco fails to satisfy decommissioning liabilities associated with any of the

Table of Contents

Orinoco Lease Liabilities or the Legacy Liabilities, we may be required to satisfy such liabilities under third party indemnity agreements and corporate guarantees that we previously provided to the U.S. Department of the Interior (“BSEE”) and other parties, respectively, for which costs may be significant. Pursuant to a Bonding Agreement entered into as part of these Orinoco transactions (the “Bonding Agreement”), Orinoco provided non-revocable performance bonds from a surety company in an aggregate amount of $46.8 million to cover the performance by Orinoco and Maritech of certain specific asset retirement obligations of Maritech (the “Initial Bonds”) and agreed to replace the Initial Bonds with other non-revocable performance bonds in the aggregate sum of $47.0 million (collectively, the “Replacement Bonds”). In the event Orinoco does not provide the Replacement Bonds, Orinoco is required to make certain cash escrow payments to us. To date, no cash escrow payments have been made. In addition, Maritech has received decommissioning orders from BSEE and could receive additional decommissioning orders in the future. From time to time, we receive demand notices from third parties related to certain corporate guarantees related to such decommissioning liabilities. While the ultimate outcome of such matters cannot be predicted at this time, if Maritech or other interest owners default on their decommissioning obligations, BSEE or third parties may seek to enforce certain corporate guarantees or third party indemnity agreements, as applicable, in which event we could become liable, in certain scenarios, for a portion of such decommissioning obligations. We have recently been advised that decommissioning work to plug and abandon certain wells is expected to commence later in 2024 and that the cost to abandon those wells is now projected to be significantly higher than a bond supporting the liability, which was put in place based on earlier cost estimates. While the ultimate outcome of this matter cannot be predicted, if Maritech were to default on this decommissioning obligation, we could potentially become liable for an estimated amount in the range of $15 million to $18 million, depending on whether other partners or property owners in the chain of title fulfill their obligations.

NOTE 7 – FAIR VALUE MEASUREMENTS

Financial Instruments

Investments

We retained an interest in CSI Compressco, which was acquired by Kodiak on April 1, 2024; we received shares of Kodiak in exchange for our common units in CSI Compressco in connection with such acquisition. In December 2021, we invested in a $5.0 million convertible note issued by CarbonFree. In addition, we receive stock of Standard Lithium under the terms of our arrangements as noted in Note 4 - “Investments.”

Our investments in Kodiak, Standard Lithium, and, formerly, CSI Compressco are recorded in investments on our consolidated balance sheets based on the quoted market stock price (Level 1 fair value measurements). The stock component of consideration received from Standard Lithium was initially recorded as unearned income based on the quoted market price at the time the stock is received, then recognized in income over the contract term. Changes in the value of stock are recorded in other (income) expense, net in our consolidated statements of operations.

Our investment in convertible notes and common units issued by CarbonFree is recorded in our consolidated financial statements based on an internal valuation with assistance from a third-party valuation specialist (Level 3 fair value measurement). The valuation is impacted by key assumptions, including the assumed probability and timing of potential debt or equity offerings. The convertible note includes an option to convert the note into equity interests issued by CarbonFree. The change in the fair value of the embedded option is included in other (income) expense, net in our consolidated statements of operations. The change in the fair value of the convertible note, excluding the embedded option, and common units are included in other comprehensive income (loss) in our consolidated statements of comprehensive income.

Table of Contents

The change in our investments for the three-month and six-month periods ended June 30, 2024 and 2023 are as follows:


	Three Months Ended June 30, 2024
	Fair Value Measurements Using
	Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Unobservable Inputs
	(Level 1)		(Level 3)		Total
	(in thousands)
Investment balance at beginning of period	$	13,148	$	7,238	$	20,386
Unrealized gain on equity securities	131		—		131
Unrealized loss on embedded option	—		(85)		(85)
Unrealized loss on convertible note, excluding embedded option	—		(5)		(5)
Investment balance at end of period	$	13,279	$	7,148	$	20,427

	Three Months Ended June 30, 2023
	Fair Value Measurements Using
	Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Unobservable Inputs
	(Level 1)		(Level 3)		Total
	(in thousands)
Investment balance at beginning of period	$	7,963	$	5,939	$	13,902
Purchase of investments	—		250		250
Unrealized gain on equity securities	2,236		—		2,236
Unrealized gain on embedded option	—		123		123
Unrealized gain on convertible note, excluding embedded option	—		207		207
Investment balance at end of period	$	10,199	$	6,519	$	16,718

Table of Contents


	Six Months Ended June 30, 2024
	Fair Value Measurements Using
	Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Unobservable Inputs
	(Level 1)		(Level 3)		Total
	(in thousands)
Investment balance at beginning of period	$	10,154	$	7,200	$	17,354
Unrealized gain on equity securities	3,125		—		3,125
Unrealized loss on embedded option	—		(284)		(284)
Unrealized gain on convertible note, excluding embedded option	—		232		232
Investment balance at end of period	$	13,279	$	7,148	$	20,427

	Six Months Ended June 30, 2023
	Fair Value Measurements Using
	Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Unobservable Inputs
	(Level 1)		(Level 3)		Total
	(in thousands)
Investment balance at beginning of period	$	8,147	$	6,139	$	14,286
Purchase of investments	—		250		250
Unrealized gain on equity securities	2,052		—		2,052
Unrealized loss on embedded option	—		(198)		(198)
Unrealized gain on convertible note, excluding embedded option	—		328		328
Investment balance at end of period	$	10,199	$	6,519	$	16,718

Recurring fair value measurements by valuation hierarchy as of June 30, 2024 and December 31, 2023 are as follows:


			Fair Value Measurements Using
	Total as of		Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Other Observable Inputs		Significant Unobservable Inputs
Description	June 30, 2024		(Level 1)		(Level 2)		(Level 3)
	(in thousands)
Investment in Kodiak	$	12,279	$	12,279	$	—	$	—
Investment in CarbonFree	6,798		—		—		6,798
Investment in Standard Lithium	1,000		1,000		—		—
Other investments	350		—		—		350

Total investments	$	20,427

Table of Contents


			Fair Value Measurements Using
	Total as of		Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Other Observable Inputs		Significant Unobservable Inputs
Description	December 31, 2023		(Level 1)		(Level 2)		(Level 3)
	(in thousands)
Investment in CSI Compressco	$	8,538	$	8,538	$	—	$	—
Investment in CarbonFree	6,850		—		—		6,850
Investment in Standard Lithium	1,616		1,616		—		—
Other investments	350		—		—		350

Investments	$	17,354

Other

The fair values of cash, restricted cash, accounts receivable, accounts payable, accrued liabilities, short-term borrowings and long-term debt approximate their carrying amounts. See Note 5 - “Long-Term Debt and Other Borrowings” for further discussion.

NOTE 8 – NET INCOME PER SHARE

The following is a reconciliation of the weighted average number of common shares outstanding with the number of shares used in the computations of net income per common and common equivalent share:


	Three Months Ended June 30,		Six Months Ended June 30,
	2024	2023	2024	2023
	(in thousands)
Number of weighted average common shares outstanding	131,263	129,460	130,858	129,201
Assumed vesting of equity awards	906	465	1,257	752
Average diluted shares outstanding	132,169	129,925	132,115	129,953

Table of Contents

NOTE 9 – INDUSTRY SEGMENTS

We manage our operations through two segments: Completion Fluids & Products Division and Water & Flowback Services Division.

Summarized financial information concerning the business segments is as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

	(in thousands)
Revenues from external customers
Product sales
Completion Fluids & Products Division	$	95,019	$	94,368	$	167,772	$	159,883
Water & Flowback Services Division	1,603		1,849		2,187		1,869
Consolidated	$	96,622	$	96,217	$	169,959	$	161,752

Services
Completion Fluids & Products Division	$	5,000	$	3,854	$	9,529	$	7,381
Water & Flowback Services Division	70,313		75,392		143,419		152,539
Consolidated	$	75,313	$	79,246	$	152,948	$	159,920

Total revenues
Completion Fluids & Products Division	$	100,019	$	98,222	$	177,301	$	167,264
Water & Flowback Services Division	71,916		77,241		145,606		154,408
Consolidated	$	171,935	$	175,463	$	322,907	$	321,672

Income (loss) before taxes and discontinued operations
Completion Fluids & Products Division	$	26,653	$	31,956	$	46,445	$	50,398
Water & Flowback Services Division	3,156		8,014		3,877		14,394

Corporate Overhead(1)	(17,330)		(18,890)		(36,548)		(36,178)
Consolidated	$	12,479	$	21,080	$	13,774	$	28,614

(1) Amounts reflected include the following general corporate expenses:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

	(in thousands)
General and administrative expense	$	10,689	$	12,594	$	21,790	$	23,654
Depreciation and amortization	84		92		165		202
Impairments and other charges	—		777		—		777
Interest expense	6,252		5,813		12,397		11,273
Loss on debt extinguishment	—		—		5,535		—
Other general corporate (income) expense, net	305		(386)		(3,339)		272
Total	$	17,330	$	18,890	$	36,548	$	36,178

Table of Contents

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of financial condition and results of operations should be read in conjunction with our unaudited consolidated financial statements and accompanying notes included in this Quarterly Report. In addition, the following discussion and analysis should also be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the Securities and Exchange Commission (“SEC”) on February 27, 2024 (“2023 Annual Report”). This discussion includes forward-looking statements that involve certain risks and uncertainties.

Business Overview

We are an energy services and solutions company with operations on six continents focused on developing environmentally conscious services and solutions that help make people's lives better. In addition to providing products and services to the oil and gas industry and calcium chloride for diverse applications, TETRA is expanding into the low-carbon energy market with chemistry expertise, key mineral acreage, and global infrastructure, helping to meet the demand for sustainable energy in the twenty-first century. We are composed of two segments – Completion Fluids & Products Division and Water & Flowback Services Division.

Consolidated revenue for the first six months of 2024 of $322.9 million is consistent with the prior year, reflecting growth in our Completion Fluids & Products Division offset by declines in our Water & Flowback Services Division.

Completion Fluids & Products Division revenues for the first six months of 2024 increased 6.0% compared to the first six months of 2023 as pricing and market share have continued to improve. Completion Fluids & Products Division revenues for the second quarter increased 29.4% sequentially, driven primarily by strong seasonal European industrial chemicals volumes.

Our Water & Flowback Services revenues decreased 6.9% compared to the first six months of 2023 and decreased 2.4% sequentially, reflecting a slowdown in North America onshore completion activity, partially offset by higher revenues from our early production facilities in Latin America. Adjusted EBITDA margins of 15.2% for the second quarter improved sequentially as further deployment of automation and digital technology allowed us to reduce well site costs. Investments in technologies including BlueLinx automation, TETRA SandStorm sand filtration TETRA SandStorm Advanced Cyclone Technology and TETRA Automated Drillout Systems Technology have allowed us to gain market share as the North America onshore market weakens.

We are committed to pursuing low-carbon energy initiatives that leverage our fluids and aqueous chemistry core competencies, our significant bromine and lithium assets and technologies, and our leading calcium chloride production capabilities. In June 2023, we entered into the MOU with Saltwerx, an indirect wholly owned subsidiary of ExxonMobil Corporation, relating to a newly formed Brine Unit and potential bromine and lithium production from brine produced from the unit. The MOU with Saltwerx includes provisions relating to: (i) initial brine ownership percentages within the Brine Unit, including the bromine and lithium contained in the brine, (ii) the transfer of certain leased acres outside the proposed Brine Unit from us to Saltwerx, (iii) reimbursement by Saltwerx of certain expenses that we incurred for the development of leased acreage to be included in the Brine Unit, and (iv) an allocation of certain future costs for the drilling of a brine production test well and other development operations, including front-end engineering and design studies for bromine and lithium production facilities. We and Saltwerx continue to evaluate the development of the Brine Unit, including the negotiation of the joint venture for the Brine Unit. The extraction of lithium and bromine from these brine leases would likely require a significant amount of time and capital, which we are not able to estimate at this time. We completed an initial preliminary economic assessment in early 2023 for a bromine extraction plant. On January 8, 2024, we announced the completion of a technical resources report (the “Resources Report”) for our Brine Unit in Arkansas. We expect an initial economic assessment to follow in the third quarter of 2024 for a lithium extraction plant, subject to the progress of early engineering. We have continued to advance the definitive feasibility study for the Arkansas bromine processing facility and pursue the development of our bromine.

Table of Contents

Results of Operations

The following information should be read in conjunction with the Consolidated Financial Statements and the associated Notes contained elsewhere in this report. The analysis herein reflects the optional approach to discuss results of operations on a sequential-quarter basis, which we believe provides information that is most useful in assessing our quarterly results of operations.

Three months ended June 30, 2024 compared with three months ended March 31, 2024.

Consolidated Comparisons


	Three Months Ended						Period to Period Change
	June 30,			March 31,			$ Change		% Change
	2024			2024
	(in thousands, except percentages)
Revenues	$	171,935		$	150,972		$	20,963	13.9	%
Gross profit	43,253			31,102			12,151		39.1	%
Gross profit as a percentage of revenue	25.2		%	20.6		%

General and administrative expense	22,137			22,298			(161)		(0.7)	%
General and administrative expense as a percentage of revenue	12.9		%	14.8		%
Interest expense, net	6,185			5,952			233		3.9	%
Loss on debt extinguishment	—			5,535			(5,535)		(100.0)	%
Other (income) expense, net	2,452			(3,978)			(6,430)		NM(1)
Income before taxes and discontinued operations	12,479			1,295			11,184		863.6	%
Income before taxes and discontinued operations as a percentage of revenue	7.3		%	0.9		%
Provision for income taxes	4,839			380			4,459		1,173.4	%



Net income	7,640			915			6,725		735.0	%
Loss attributable to noncontrolling interests	3			—			3		100.0	%
Net income attributable to TETRA stockholders	$	7,643		$	915		$	6,728	735.3	%

(1) Percent change is not meaningful

Consolidated revenues increased between the current and previous quarters primarily due to an increase in revenues from the Completion Fluids & Products Division lead by increased volume sales in the Northern European industrial chemicals market, slightly offset by lower revenues from the Water & Flowback Services Division. See Divisional Comparisons section below for a more detailed discussion of the change in our revenues.

Consolidated gross profit increased primarily due to higher activity levels from the Completion Fluids & Products Division as well as improved margins from our Water & Flowback Services Division. Consolidated gross profit as a percentage of revenue increased primarily due to a higher portion of revenues generated by the higher-margin Completion Fluids & Products Division. See Divisional Comparisons section below for additional discussion.

Consolidated loss on debt extinguishment decreased $5.5 million due to the non-cash unamortized finance costs expensed in connection with the repayment of our prior Term Credit Agreement in January 2024.

Consolidated other (income) expense, net, decreased compared to the prior quarter primarily due to a decrease in unrealized gains on investments, primarily due to the $3.6 million decrease in unrealized gains from the change in the unit price of the CSI Compressco common units we owned during the prior quarter driven by CSI Compressco’s acquisition by Kodiak in April 2024, and a $2.7 million increase in foreign exchange losses, including a $1.4 million out-of-period correction for remeasurement of a prepaid tax balance. These changes were partially offset by a $0.7 million decrease in unrealized losses from our Standard Lithium shares.

Consolidated provision for income tax was $4.8 million during the current quarter, compared to $0.4 million during the prior quarter. Our consolidated effective tax rate for the three months ended June 30, 2024 was 38.8% due to a significant portion of income being generated in jurisdictions for which we were not able to utilize net operating losses for which we had established valuation allowances. We establish a valuation allowance to reduce

Table of Contents

the deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Included in our deferred tax assets are net operating loss carryforwards and tax credits that are available to offset future income tax liabilities in the United States and certain other non-U.S. jurisdictions.

Divisional Comparisons

Completion Fluids & Products Division


	Three Months Ended						Period to Period Change
	June 30,			March 31,			$ Change		% Change
	2024			2024
	(in thousands, except percentages)
Revenues	$	100,019		$	77,282		$	22,737	29.4	%
Gross profit	33,631			26,431			7,200		27.2	%
Gross profit as a percentage of revenue	33.6		%	34.2		%

General and administrative expense	6,991			6,693			298		4.5	%
General and administrative expense as a percentage of revenue	7.0		%	8.7		%
Interest income, net	(135)			(269)			134		49.8	%
Other expense, net	122			215			(93)		(43.3)	%
Income before taxes and discontinued operations	$	26,653		$	19,792		$	6,861	34.7	%
Income before taxes and discontinued operations as a percentage of revenue	26.6		%	25.6		%

Revenues for our Completion Fluids & Products Division increased primarily due to increased volumes and continued favorable pricing for industrial chemical sales, including higher sales volume from the seasonal uplift in Northern Europe during the second quarter.

Gross profit for our Completion Fluids & Products Division increased compared to the prior quarter primarily due to the increase in revenues mentioned above. Gross profit margin slightly decreased primarily due to the mix of fluid product sales. Our profitability in future periods will continue to be affected by the mix of our products and services, market demand for our products and services, and drilling and completions activity.

Water & Flowback Services Division


	Three Months Ended						Period to Period Change
	June 30,			March 31,			$ Change		% Change
	2024			2024
	(in thousands, except percentages)
Revenues	$	71,916		$	73,690		$	(1,774)	(2.4)	%
Gross profit	9,707			4,752			4,955		104.3	%
Gross profit as a percentage of revenue	13.5		%	6.4		%
General and administrative expense	4,459			4,503			(44)		(1.0)	%
General and administrative expense as a percentage of revenue	6.2		%	6.1		%

Interest (income) expense, net	68			76			(8)		(10.5)	%
Other (income) expense, net	2,024			(548)			(2,572)		NM(1)
Income before taxes and discontinued operations	$	3,156		$	721		$	2,435	337.7	%
Income before taxes and discontinued operations as a percentage of revenue	4.4		%	1.0		%

(1) Percent change is not meaningful

Revenues for our Water & Flowback Services Division decreased in the current quarter compared to the prior quarter, primarily due to the lower overall customer activity in the North America onshore business, which was impacted by the timing of customer completion schedules, partially offset by higher revenues from our early production facilities in Latin America.

Table of Contents

Gross profit for our Water & Flowback Services Division increased compared to the previous quarter primarily due to improved cost control and the mix of projects between water management and production testing. We also maintained staff and equipment levels during the temporary slowdown through the first quarter in order to be prepared to respond to opportunities from the second quarter onwards.

The Water & Flowback Services Division income before taxes and discontinued operations increased primarily due to an increase in gross profits described above partially offset by a $2.2 million increase in foreign exchange losses, including a $1.4 million out-of-period correction for remeasurement of a prepaid tax balance.

Corporate Overhead


	Three Months Ended				Period to Period Change
	June 30,		March 31,		$ Change		% Change
	2024		2024
	(in thousands, except percentages)
Depreciation and amortization	$	84	$	81	$	3	3.7	%

General and administrative expense	10,689		11,102		(413)		(3.7)	%
Interest expense, net	6,252		6,145		107		1.7	%
Loss on debt extinguishment	—		5,535		(5,535)		(100.0)	%

Other (income) expense, net	305		(3,645)		(3,950)		NM(1)
Loss before taxes and discontinued operations	$	(17,330)	$	(19,218)	$	(1,888)	(9.8)	%

(1) Percent change is not meaningful

Corporate overhead loss before taxes and discontinued operations decreased compared to the prior quarter primarily due to a $5.5 million decrease from the recorded loss associated with the early extinguishment of our prior term credit agreement during the first quarter, partially offset by the $3.6 million decrease in unrealized gains related to unit price changes during the first quarter of our investment in CSI Compressco, which was acquired by Kodiak in April 2024.

Six months ended June 30, 2024 compared with six months ended June 30, 2023.

Consolidated Comparisons


	Six Months Ended
	June 30,						Period to Period Change
	2024			2023			$ Change		% Change
	(in thousands, except percentages)
Revenues	$	322,907		$	321,672		$	1,235	0.4	%
Gross profit	74,355			85,478			(11,123)		(13.0)	%
Gross profit as a percentage of revenue	23.0		%	26.6		%
Exploration and pre-development costs	—			3,061			(3,061)		100.0	%
General and administrative expense	44,435			49,416			(4,981)		(10.1)	%
General and administrative expense as a percentage of revenue	13.8		%	15.4		%
Interest expense, net	12,137			11,036			1,101		10.0	%
Loss on debt extinguishment	5,535			—			5,535		100.0	%

Other income, net	(1,526)			(6,649)			(5,123)		(77.0)	%
Income before taxes and discontinued operations	13,774			28,614			(14,840)		(51.9)	%
Income before taxes and discontinued operations as a percentage of revenue	4.3		%	8.9		%
Provision for income taxes	5,219			4,364			855		19.6	%
Income before discontinued operations	8,555			24,250			(15,695)		(64.7)	%
Discontinued operations:
Income from discontinued operations, net of taxes	—			(20)			(20)		(100.0)	%
Net income	8,555			24,230			(15,675)		(64.7)	%
Loss attributable to noncontrolling interests	3			25			(22)		(88.0)	%
Net income attributable to TETRA stockholders	$	8,558		$	24,255		$	(15,697)	(64.7)	%

Table of Contents

Consolidated revenues remained comparable to the prior year as higher revenues from our Completion Fluids & Products Division were substantially offset by lower revenues from our Water & Flowback Services Division. See Divisional Comparisons section below for a more detailed discussion of the change in our revenues.

Consolidated gross profit decreased in the current year primarily due an increase in operating costs from our Water & Flowback Services Division, partially offset by an increase in European and North American sales from our Completion Fluids & Products Division. Profit margins for both divisions declined primarily due to the effect of changes in product mix.

Consolidated exploration and pre-development costs decreased $3.1 million due to the capitalization of certain pre-development costs related to our leased acreage in Arkansas beginning in January 2024.

Consolidated general and administrative expenses decreased compared to the prior year, primarily due to a $3.4 million decrease in compensation expense primarily from lower incentive compensation, a $0.9 million decrease in provision for credit losses on trade accounts receivable and a $0.6 million decrease in professional services.

Consolidated interest expense, net, increased in the current year primarily due to increased borrowing on our Term Credit Agreement.

Consolidated loss on debt extinguishment increased $5.5 million from non-cash unamortized finance costs expensed in connection with the repayment of our prior Term Credit Agreement in January 2024.

Consolidated other income, net, decreased in the current year compared to the prior year primarily due to a $4.7 million decrease in income from collaborative arrangements representing the portion of exploration and pre-development costs that were reimbursable by Saltwerx included in other income, net prior to capitalization of net pre-development costs beginning in January 2024, a $2.1 million increase in foreign exchange loss, including a $1.4 million out-of-period correction for remeasurement of a prepaid tax balance, and a $1.6 million increase in unrealized losses from our investment in Standard Lithium shares, partially offset by $4.1 million increase in unrealized gains due to the change in the unit price of the CSI Compressco common units we owned, which were exchanged for common shares of Kodiak in connection with its acquisition of CSI Compressco in April 2024.

Consolidated provision for income taxes was $5.2 million during the current year, compared to $4.4 million during the prior year. Our consolidated effective tax rate for the current year is 37.9%, compared to 15.3% during the prior year. Our effective tax rate increase was primarily the result of a significant portion of income generated in jurisdictions for which we were not able to utilize net operating losses for which we had established valuation allowances. We establish a valuation allowance to reduce the deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Included in our deferred tax assets are net operating loss carryforwards and tax credits that are available to offset future income tax liabilities in the United States as well as in certain non-U.S. jurisdictions.

Table of Contents

Divisional Comparisons

Completion Fluids & Products Division


	Six Months Ended
	June 30,						Period to Period Change
	2024			2023			$ Change		% Change
	(in thousands, except percentages)
Revenues	$	177,301		$	167,264		$	10,037	6.0	%
Gross profit	60,062			62,142			(2,080)		(3.3)	%
Gross profit as a percentage of revenue	33.9		%	37.2		%
Exploration and pre-development costs	—			3,061			(3,061)		(100.0)	%
General and administrative expense	13,684			15,723			(2,039)		(13.0)	%
General and administrative expense as a percentage of revenue	7.7		%	9.4		%
Interest income, net	(404)			(291)			113		38.8	%
Other (income) expense, net	337			(6,749)			(7,086)		NM(1)
Income before taxes and discontinued operations	$	46,445		$	50,398		$	(3,953)	(7.8)	%
Income before taxes and discontinued operations as a percentage of revenue	26.2		%	30.1		%

(1) Percent change is not meaningful

Revenues for our Completion Fluids & Products Division increased compared to the prior year primarily due to higher European and North America industrial chemical sales volumes.

Gross profit for our Completion Fluids & Products Division decreased compared to the prior year due to an unfavorable mix of fluid sales. Our profitability in future periods will continue to be affected by the mix of our products and services, market demand for our products and services, and drilling and completions activity.

Consolidated exploration and pre-development costs decreased $3.1 million due to the capitalization of costs beginning in January 2024 following project developments, including the completion of a technical resources report, compared to expensing of costs associated with the front-end engineering and design study and appraisal costs associated with the activity in the prior year.

Income before taxes and discontinued operations for our Completion Fluids & Products Division decreased compared to the prior year driven by lower gross profit, a $4.7 million decrease in income from collaborative arrangements representing the portion of exploration and pre-development costs related to our Arkansas development that were reimbursable by Saltwerx and included in other income, net prior to capitalization of net pre-development costs beginning in January 2024. In addition, unrealized losses from our investment in Standard Lithium shares increased $1.6 million to a loss in the current year from a gain in the prior year, which are also included in other income, net. These were partially offset by the $3.1 million decrease in costs associated with the exploratory brine project following the capitalization of costs beginning in January 2024, and a $2.0 million decrease in general and administrative expense from lower compensation expense, professional services and provision for credit losses on trade accounts receivable.

Table of Contents

Water & Flowback Services Division


	Six Months Ended
	June 30,						Period to Period Change
	2024			2023			$ Change		% Change
	(in thousands, except percentages)
Revenues	$	145,606		$	154,408		$	(8,802)	(5.7)	%
Gross profit	14,459			24,315			(9,856)		(40.5)	%
Gross profit as a percentage of revenue	9.9		%	15.7		%
General and administrative expense	8,962			10,039			(1,077)		(10.7)	%
General and administrative expense as a percentage of revenue	6.2		%	6.5		%
Interest expense, net	144			54			90		166.7%
Other (income) expense, net	1,476			(172)			(1,648)		NM(1)
Income before taxes and discontinued operations	$	3,877		$	14,394		$	(10,517)	(73.1)	%
Income before taxes and discontinued operations as a percentage of revenue	2.7		%	9.3		%

(1) Percent change is not meaningful

Revenues for our Water & Flowback Services Division decreased primarily for water management due to lower customer drilling and completion activity, partially offset by slightly higher production testing revenues from our early production facilities in Latin America.

Gross profit for our Water & Flowback Services Division decreased from the prior year primarily due to lower revenues resulting from the decreased activity levels described above and operating cost inflation.

Income before taxes and discontinued operations for our Water & Flowback Services Division decreased primarily due to a decline in the gross profit described above and a $2.2 million increase in foreign exchange losses, including a $1.4 million out-of-period correction for remeasurement of a prepaid tax balance, partially offset by a $1.1 million decrease in general and administrative expense primarily from lower compensation expenses.

Corporate Overhead


	Six Months Ended
	June 30,				Period to Period Change
	2024		2023		$ Change		% Change
	(in thousands, except percentages)
Depreciation and amortization	$	165	$	202	$	(37)	(18.3)	%
Impairments and other charges	—		777		(777)		100.0	%
General and administrative expense	21,790		23,654		(1,864)		(7.9)	%
Interest expense, net	12,397		11,273		1,124		10.0	%
Loss on debt extinguishment	5,535		—		5,535		100.0	%
Other (income) expense, net	(3,339)		272		(3,611)		1,327.6	%
Loss before taxes and discontinued operations	$	(36,548)	$	(36,178)	$	370	1.0	%

Corporate overhead loss before taxes and discontinued operations increased primarily due to a $5.5 million loss associated with the early extinguishment of our prior term credit agreement in January 2024 and a $1.1 million increase in interest expense, net due to an increase in borrowing on our Term Credit Agreement, partially offset by a $4.1 million increase in unrealized gains related to unit price changes of our investment in CSI Compressco, which was acquired by Kodiak in April 2024, and a $1.9 million decrease in general and administrative expenses primarily from lower compensation costs.

Table of Contents

Non-GAAP Financial Measures

We use U.S. GAAP financial measures such as revenues, gross profit, income (loss) before taxes and discontinued operations, and net cash provided by operating activities, as well as certain non-GAAP financial measures, including Adjusted EBITDA, as performance measures for our business.

Adjusted EBITDA. We define Adjusted EBITDA as net income (loss) before taxes and discontinued operations, excluding impairments, exploration and pre-development costs, certain special, non-recurring or other charges (or credits), including loss on debt extinguishment, interest, depreciation and amortization, income from collaborative arrangement and certain non-cash items such as equity-based compensation expense. The most directly comparable GAAP financial measure is net income (loss) before taxes and discontinued operations. Exploration and pre-development costs represent expenditures incurred to evaluate potential future development of TETRA’s lithium and bromine properties in Arkansas. Such costs include exploratory drilling and associated engineering studies. Income from collaborative arrangement represents the portion of exploration and pre-development costs that are reimbursable by our strategic partner. We began capitalizing certain exploration and pre-development costs in January 2024 and therefore these costs are only excluded to the extent they were expensed. Exploration and pre-development costs and the associated income from collaborative arrangement were excluded from Adjusted EBITDA in prior periods because they did not relate to the Company’s current business operations. Adjustments to long-term incentives represent adjustments to valuation of long-term cash incentive compensation awards that are related to prior years. These costs are excluded from Adjusted EBITDA because they did not relate to the periods presented and are considered to be outside of normal operations. Long-term incentives are earned over a three-year period and the costs are recorded over the three-year period they are earned. The amounts accrued or incurred are based on a cumulative of the three-year period. Equity-based compensation expense represents compensation that has been or will be paid in equity and is excluded from Adjusted EBITDA because it is a non-cash item.

Adjusted EBITDA is used by management as a supplemental financial measure to assess financial performance, without regard to charges or credits that are considered by management to be outside of its normal operations and without regard to financing methods, capital structure or historical cost basis, and to assess the Company’s ability to incur and service debt and fund capital expenditures.

Table of Contents

The following tables reconcile net income (loss) before taxes and discontinued operations to Adjusted EBITDA for the periods indicated:


	Three Months Ended
	June 30, 2024
	Completion Fluids & Products			Water & Flowback Services			Corporate SG&A		Corporate Other		Total
	(in thousands, except percentages)
Revenue	$	100,019		$	71,916		$	—	$	—	$	171,935
Net income (loss) before taxes and discontinued operations	26,653			3,156			(10,689)		(6,641)		12,479




Former CEO stock appreciation right expense	—			—			(428)		—		(428)
Transactions, restructuring, and other expenses	37			—			—		—		37


Unusual foreign exchange loss	—			1,387			—		—		1,387
Interest (income) expense, net	(135)			68			—		6,252		6,185
Depreciation, amortization, and accretion	2,361			6,329			—		84		8,774
Equity-based compensation expense	—			—			1,800		—		1,800
Adjusted EBITDA	$	28,916		$	10,940		$	(9,317)	$	(305)	$	30,234

Adjusted EBITDA as % of revenue	28.9		%	15.2		%					17.6		%

	Three Months Ended
	March 31, 2024
	Completion Fluids & Products			Water & Flowback Services			Corporate SG&A		Corporate Other		Total
	(in thousands, except percentages)
Revenue	$	77,282		$	73,690		$	—	$	—	$	150,972
Net income (loss) before taxes and discontinued operations	19,792			721			(11,101)		(8,117)		1,295




Former CEO stock appreciation right expense	—			—			(186)		—		(186)
Transaction, restructuring, and other expenses	(159)			—			24		—		(135)
Loss on debt extinguishment	—			—			—		5,535		5,535


Interest (income) expense, net	(269)			76			—		6,145		5,952
Depreciation, amortization, and accretion	2,387			6,288			—		81		8,756
Equity-based compensation expense	—			—			1,623		—		1,623
Adjusted EBITDA	$	21,751		$	7,085		$	(9,640)	$	3,644	$	22,840

Adjusted EBITDA as % of revenue	28.1		%	9.6		%					15.1		%

Adjusted EBITDA is a financial measure that is not in accordance with U.S. GAAP and should not be considered an alternative to net income, operating income, cash provided by operating activities, or any other measure of financial performance presented in accordance with U.S. GAAP. This measure may not be comparable to similarly titled financial metrics of other companies, as other companies may not calculate Adjusted EBITDA in the same manner as we do. Management compensates for the limitations of Adjusted EBITDA as an analytical tool by reviewing the comparable U.S. GAAP measures, understanding the differences between the measures, and incorporating this knowledge into management’s decision-making processes.

Liquidity and Capital Resources

We believe that our capital structure allows us to meet our financial obligations on both a short-term and long-term basis. Our liquidity at the end of the second quarter was $180.0 million. Liquidity is defined as unrestricted cash plus availability under the delayed draw from our Term Credit Agreement and availability under our credit agreements. Information about the terms and covenants of our debt agreements can be found in Note 5 - Long Term Debt and Other Borrowings.

Table of Contents

Our consolidated sources and uses of cash are as follows:


	Six Months Ended June 30,
	2024		2023
	(in thousands)
Operating activities	$	11,015	$	37,357
Investing activities	$	(31,041)	$	(22,004)
Financing activities	$	10,978	$	(1,757)

Operating Activities

Consolidated cash flows provided by operating activities decreased compared to the first six months of 2023 primarily due to a decrease in gross profit and working capital changes.

Investing Activities

Total cash capital expenditures during the first six months of 2024 were $31.2 million, which reflects increased expenditures for advancement of our Arkansas brine resource development and additions to accommodate industry-wide activity. Our Completion Fluids & Products Division spent $17.8 million on capital expenditures, including $13.2 million for our Arkansas brine resource development, and additional investments to support projected activity levels in the United States and Europe. Our Water & Flowback Services Division spent $13.1 million on capital expenditures to maintain, automate and upgrade its water management and flowback equipment fleet. Water and Flowback Services Division capital expenditures also included expenditures related to expansion of early production facilities in Latin America.

Investing activities during the first six months of 2023 also included $2.9 million of proceeds for insurance settlements from damage to our Lake Charles facility in 2020.

Historically, a significant majority of our planned capital expenditures have been related to identified opportunities to grow and expand our existing businesses. We are also focused on enhancing shareholder value by capitalizing on our key mineral assets, brine mineral extraction expertise, and deep chemistry competency to expand our offerings into the low carbon energy markets. However, we continue to review all capital expenditure plans carefully in an effort to conserve cash. As of June 30, 2024, we have commitments of $5.6 million related to long-lead infrastructure for our Completion Fluids & Products Division’s planned bromine plant in Arkansas. We currently have no other significant long-term capital expenditure commitments. If the forecasted demand for our products and services increases or decreases, the amount of planned expenditures on growth and expansion may be adjusted.

Lithium and Bromine Resources

We have rights to the brine underlying our approximately 40,000 gross acres of brine leases in the Smackover Formation in Southwest Arkansas, including rights to the bromine and lithium contained in the brine. Additional information on these inferred, indicated and measured resources is described in Part I, “Item 2. Properties” in our 2023 Annual Report.

The extraction of lithium and bromine from these brine leases and the work needed to undertake these operations would likely require a significant amount of time and capital. We completed an initial preliminary economic assessment in early 2023 for a bromine extraction plant. We expect an initial economic assessment to follow in late 2024 for a lithium extraction plant, subject to the progress of early engineering. We have continued to advance the definitive feasibility study for the Arkansas bromine processing facility and pursue the development of

Table of Contents

our bromine. We and Saltwerx continue to evaluate the development of the Brine Unit, including the negotiation of the joint venture for the Brine Unit.

Financing Activities

Our financing activities for the first six months of 2024 include $184.6 million of borrowings primarily under our new Term Credit Agreement, net of discount, and $163.4 million of repayments primarily for our prior term credit agreement, and $6.0 million of debt issuance costs associated with our new term loan in January 2024 and the ABL Amendment in May 2024, as well as $0.6 million of capital lease payments associated with equipment leased primarily for the early production facilities in Latin America. We may supplement our existing cash balances and cash flow from operating activities with short-term borrowings, long-term borrowings, issuances of equity and debt securities, and other sources of capital. We are aggressively managing our working capital and capital expenditure needs in order to maximize our liquidity in the current environment.

For additional information on our credit agreements, see Note 5 - “Long-Term Debt and Other Borrowings” in the Notes to Consolidated Financial Statements.

Other Sources and Uses of Cash

In addition to our credit facilities, we fund our short-term liquidity requirements from cash generated by our operations and from short-term vendor financing. In addition, as of June 30, 2024, the market value of our investments in Kodiak, which acquired CSI Compressco in April 2024, and Standard Lithium were $12.3 million and $1.0 million, respectively, with no holding restrictions on our ability to monetize our interests. In addition, we are party to agreements in which Standard Lithium has the right to explore for, and an option to acquire the right to produce and extract lithium in our Arkansas leases as well as additional potential resources, in the Mojave region of California. Standard Lithium exercised its option with respect to our Arkansas leases on October 6, 2023. We also hold an investment in a convertible note and common units issued by CarbonFree valued at $6.8 million as of June 30, 2024.

In May 2022, we filed a universal shelf Registration Statement on Form S-3 with the SEC, which was declared effective by the SEC. Pursuant to this registration statement, we have the ability to sell debt or equity securities in one or more public offerings up to an aggregate public offering price of $400 million. This shelf registration statement currently provides us additional flexibility with regards to potential financing that we may undertake when market conditions permit or our financial condition may require.

Should additional capital be required, the ability to raise such capital through the issuance of additional debt or equity securities may currently be limited. Instability or volatility in the capital markets at the times we need to access capital may affect the cost of capital and the ability to raise capital for an indeterminable length of time. If it is necessary to issue additional equity to fund our capital needs, additional dilution of our common stockholders will occur. We periodically evaluate engaging in strategic transactions and may consider divesting non-core assets where our evaluation suggests such transactions are in the best interest of our business. In challenging economic environments, we may experience increased delays and failures by customers to pay our invoices. If our customers delay paying or fail to pay us a significant amount of our outstanding receivables, it could have an adverse effect on our liquidity. An increase in unpaid aged receivables would also negatively affect our borrowing availability under the ABL Credit Agreement.

As of June 30, 2024, we had no “off balance sheet arrangements” that may have a current or future material effect on our consolidated financial condition or results of operations.

Critical Accounting Policies and Estimates

There have been no material changes or developments in the evaluation of the accounting estimates and

the underlying assumptions or methodologies pertaining to our Critical Accounting Policies and Estimates disclosed

in our 2023 Annual Report. In preparing our consolidated financial statements, we make assumptions, estimates, and judgments that affect the amounts reported. These judgments and estimates may change as new events occur, as new information is acquired, and as changes in our operating environments are encountered. Actual results are likely to differ from our current estimates, and those differences may be material.

Table of Contents

Commitments and Contingencies

Litigation

For discussion of our legal proceedings, please see our 2023 Annual Report and Note 6 - “Commitments and Contingencies” in the Notes to Consolidated Financial Statements included in this Quarterly Report.

Long-Term Debt

For information on our credit agreements, see Note 5 - “Long-Term Debt and Other Borrowings” in the Notes to Consolidated Financial Statements.

Leases

We have operating leases for some of our transportation equipment, office space, warehouse space, operating locations, and machinery and equipment. We have finance leases for certain facility storage tanks and equipment rentals. Information about the terms of our lease agreements can be found in our 2023 Annual Report.

Product and Asset Purchase Obligations

For information on product and asset purchase obligations, see Note 6 - “Commitments and Contingencies” in the Notes to Consolidated Financial Statements.

Cautionary Statement for Purposes of Forward-Looking Statements

This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements in this Quarterly Report are identifiable by the use of the following words, the negative of such words, and other similar words: “anticipates”, “assumes”, “believes”, “budgets”, “could”, “estimates”, “expects”, “forecasts”, “goal”, “intends”, “may”, “might”, “plans”, “predicts”, “projects”, “schedules”, “seeks”, “should”, “targets”, “will”, and “would”.

Table of Contents

These forward-looking statements reflect our current views with respect to future events and financial performance and are based on assumptions that we believe to be reasonable, but such forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to: economic and operating conditions that are outside of our control, including the trading price of our common stock, and the supply, demand, and prices of oil and natural gas; the availability of adequate sources of capital to us; the effect of inflation on the cost of goods and services; the activity levels of our customers; our operational performance; actions taken by our customers, suppliers, competitors and third-party operators; the availability of raw materials and labor at reasonable prices; risks related to acquisitions and our growth strategy; restrictions under our debt agreements and the consequences of any failure to comply with debt covenants; the effect and results of litigation, commercial disputes, regulatory matters, settlements, audits, assessments, and contingencies; potential regulatory initiatives to restrict hydraulic fracturing activities on federal lands as well as other actions to more stringently regulate certain aspects of oil and gas development such as air emissions and water discharges; risks related to our foreign operations; risks related to our non-controlling equity investments; information and operational technology risks, including the risk of cyberattack; our health, safety and environmental performance; the effects of consolidation on our customers and competitors; global or national health concerns, including the outbreak of pandemics or epidemics such as the coronavirus (COVID-19); acts of terrorism, war or political or civil unrest in the United States or elsewhere, including the current conflict between Russia and Ukraine, the conflict in the Israel-Gaza region and continued hostilities in the Middle East, maritime piracy attacks, changes in laws and regulations, or the imposition of economic or trade sanctions affecting international commercial transactions; and statements regarding our beliefs, expectations, plans, goals, future events and performance and other statements that are not purely historical. These statements include statements concerning the mineral resources of lithium and bromine, the potential extraction of lithium and bromine from the leased acreage, the development of the assets including construction of lithium and bromine extraction plants, the economic viability thereof, the demand for such resources, and the timing and cost of such activities; the ability to obtain an initial economic assessment and/or pre-feasibility or feasibility studies regarding our lithium acreage; the ability to obtain pre-feasibility or feasibility studies regarding our bromine acreage; and the ability to obtain a resources report that moves the remaining portion of our bromine and lithium inferred resources to a higher resource or reserve category. With respect to our disclosures of measured, indicated and inferred mineral resources, including bromine and lithium carbonate equivalent concentrations, it is unclear whether they will ever be economically developed. Investors are cautioned that mineral resources do not have demonstrated economic value and further exploration may not result in the estimation of a mineral reserve. Further there are a number of uncertainties related to processing lithium, which is an inherently difficult process, including, for example, the development of the technology to do so successfully and economically. Therefore, investors are cautioned not to assume that all or any part of our resources can be economically or legally commercialized. In particular, investors are cautioned not to assume that all or any part of an inferred mineral resource exists, that it can be economically or legally commercialized, or that it will ever be upgraded to a higher category. With respect to the Company’s disclosures of the MOU with Saltwerx, it is uncertain about the ability of the parties to successfully negotiate one or more definitive agreements, the future relationship between the parties, and the ability to successfully and economically produce lithium and bromine from the Brine Unit.

Management believes that these forward-looking statements are reasonable as and when made. However, investors are cautioned not to place undue reliance on any such forward-looking statements. Such statements speak only as of the date on which they are made, and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. In addition, forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our historical experience and our present expectations, forecasts or projections. These risks and uncertainties include, but are not limited to, those described in Part II, “Item 1A. Risk Factors” and elsewhere in this report and in our 2023 Annual Report, and those described from time to time in our future reports filed with the SEC.

Table of Contents

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Interest Rate Risk

The interest on our borrowings is subject to market risk exposure related to changes in applicable interest rates. Borrowings under the Term Credit Agreement bear interest at a rate per annum of SOFR plus 5.75%. The Company is required to pay a commitment fee on the unutilized commitments with respect to the delayed-draw term loan at the rate of 1.5% per annum. Borrowings under our ABL Credit Agreement, if any, bear interest at an agreed-upon percentage rate spread above SOFR. Borrowings under our Swedish Credit Facility, if any, bear interest at fixed rates of 2.95%. We are not a party to an interest rate swap contract or other derivative instrument designed to hedge our exposure to interest rate fluctuation risk. As of June 30, 2024, we had no borrowings outstanding under our ABL Credit Agreement or Swedish Credit Facility. The following table sets forth as of June 30, 2024, the principal amount due under our long-term debt obligations and their respective weighted average interest rates.

Interest

June 30, 2024

Scheduled Maturity

Rate

(in thousands)

Term Credit Agreement

January 1, 2030

11.17%

190,000

TETRA total debt

190,000

Exchange Rate Risk

We have currency exchange rate risk exposure related to revenues, expenses, operating receivables, and payables denominated in foreign currencies. We may enter into short-term foreign-currency forward derivative contracts as part of a program designed to mitigate the currency exchange rate risk exposure on selected transactions of certain foreign subsidiaries. Although contracts pursuant to this program will serve as an economic hedge of the cash flow of our currency exchange risk exposure, they are not expected to be formally designated as hedge contracts or qualify for hedge accounting treatment. Accordingly, any change in the fair value of these derivative instruments during a period will be included in the determination of earnings for that period. As of June 30, 2024, we did not have any foreign currency exchange contracts outstanding.

Item 4. Controls and Procedures.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of June 30, 2024, the end of the period covered by this quarterly report.

There were no changes in our internal controls over financial reporting that occurred during the quarter ended June 30, 2024, that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

Table of Contents

PART II

OTHER INFORMATION

Item 1. Legal Proceedings.

For information regarding litigation, see “Item 1. Legal Proceedings” in our 2023 Annual Report and

Note 6 - “Commitments and Contingencies” in the Notes to Consolidated Financial Statements included in this Quarterly Report.

Item 1A. Risk Factors.

As of the date of this filing, TETRA and its operations continue to be subject to the risk factors previously disclosed in the “Risk Factors” sections contained in our 2023 Annual Report.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

None.

Item 5. Other Information.

Rule 10b5-1 Trading Arrangements

During the three months ended June 30, 2024, no director or officer of TETRA adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

Table of Contents

Item 6. Exhibits.

Exhibits:


3.1			Certificate of Designation of Series A Junior Participating Preferred Stock (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on March 1, 2023 (SEC File No. 001-13455)).
3.2			Amended and Restated Certificate of Incorporation of TETRA Technologies, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on May 25, 2023 (SEC File No. 001-13455)).
3.3			Second Amended and Restated Bylaws of TETRA Technologies, Inc. (incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K filed on May 25, 2023 (SEC File No. 001-13455)).
4.1			Tax Benefits Preservation Plan, dated February 28, 2023, between TETRA Technologies, Inc. and Computershare Trust Company, N.A., as Rights Agent (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on March 1, 2023 (SEC File No. 001-13455)).
10.1			Agency Resignation, Appointment and Acceptance Agreement dated May 13, 2024 between TETRA Technologies, Inc. and certain subsidiary borrowers, JPMorgan Chase Bank, N.A. and Bank of America, N.A. (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on May 17, 2024 (SEC File No. 001-13455))
10.2			Sixth Amendment to Credit Agreement and Second Amendment to Pledge and Security Agreement dated May 13, 2024 between TETRA Technologies, Inc., certain subsidiaries of the company, and Bank of America, N.A (incorporated by reference to Exhibit 10.2 to the Company's Form 8-K/A filed on May 20, 2024 (SEC File No. 001-13455)).
31.1*			Certification Pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act, As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*			Certification Pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act, As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**			Certification Furnished Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**			Certification Furnished Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.SCH++			XBRL Taxonomy Extension Schema Document.
101.CAL++			XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF++			XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB++			XBRL Taxonomy Extension Label Linkbase Document.
101.PRE++			XBRL Taxonomy Extension Presentation Linkbase Document.
104*			Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL documents

* Filed with this report.

** Furnished with this report.

++ Attached as Exhibit 101 to this report are the following documents formatted in XBRL (Extensible Business Reporting Language): (i) Consolidated Statements of Operations for the three and six-month periods ended June 30, 2024 and 2023; (ii) Consolidated Statements of Comprehensive Income for the three and six-month periods ended June 30, 2024 and 2023; (iii) Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023; (iv) Consolidated Statements of Equity for the six-month periods ended June 30, 2024 and 2023; (v) Consolidated Statements of Cash Flows for the six-month periods ended June 30, 2024 and 2023; and (vi) Notes to Consolidated Financial Statements for the six months ended June 30, 2024.

Table of Contents

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 thereunto duly authorized.


		TETRA Technologies, Inc.


Date:	July 31, 2024	By:	/s/Brady M. Murphy
			Brady M. Murphy
			President and Chief Executive Officer
			Principal Executive Officer


Date:	July 31, 2024	By:	/s/Elijio V. Serrano
			Elijio V. Serrano
			Senior Vice President and Chief Financial Officer
			Principal Financial Officer


Date:	July 31, 2024	By:	/s/Richard D. O’Brien
			Richard D. O’Brien
			Vice President – Finance and Global Controller
			Principal Accounting Officer

Exhibit 31.1

Certification Pursuant to

Rule 13a-14(a) or 15d-14(a) of the Exchange Act

As Adopted Pursuant to

Section 302 of the Sarbanes-Oxley Act of 2002

I, Brady M. Murphy, certify that:

1.I have reviewed this report on Form 10-Q for the fiscal quarter ended June 30, 2024, of TETRA Technologies, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation;

d)disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):

a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.


Date:	July 31, 2024	/s/Brady M. Murphy
		Brady M. Murphy
		President and
		Chief Executive Officer

Exhibit 31.2

Certification Pursuant to

Rule 13a-14(a) or 15d-14(a) of the Exchange Act

As Adopted Pursuant to

Section 302 of the Sarbanes-Oxley Act of 2002

I, Elijio V. Serrano, certify that:

1.I have reviewed this report on Form 10-Q for the fiscal quarter ended June 30, 2024, of TETRA Technologies, Inc.;

b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.


Date:	July 31, 2024	/s/Elijio V. Serrano
		Elijio V. Serrano
		Senior Vice President and Chief Financial Officer

Exhibit 32.1

Certification Pursuant to

18 U.S.C. Section 1350

As Adopted Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of TETRA Technologies, Inc. (the “Company”) on Form 10-Q for the period ending June 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Brady M. Murphy, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


Dated:	July 31, 2024	/s/Brady M. Murphy
		Brady M. Murphy
		President and Chief Executive Officer
		TETRA Technologies, Inc.

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Exhibit 32.2

Certification Pursuant to

18 U.S.C. Section 1350

As Adopted Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of TETRA Technologies, Inc. (the “Company”) on Form 10-Q for the period ending June 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Elijio V. Serrano, Senior Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


Dated:	July 31, 2024	/s/Elijio V. Serrano
		Elijio V. Serrano
		Senior Vice President and Chief Financial Officer
		TETRA Technologies, Inc.

Cover Page - shares	6 Months Ended
Cover Page - shares	Jun. 30, 2024	Jul. 30, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2024
Document Transition Report	false
Entity File Number	1-13455
Entity Registrant Name	TETRA Technologies, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	74-2148293
Entity Address, Address Line One	24955 Interstate 45 North
Entity Address, City or Town	The Woodlands,
Entity Address, Postal Zip Code	77380
Entity Address, State or Province	TX
City Area Code	281
Local Phone Number	367-1983
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Shell Company	false
Entity Common Stock Shares Outstanding		131,448,790
Entity Central Index Key	0000844965
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Amendment Flag	false
Common Stock
Document Information [Line Items]
Title of 12(b) Security	Common Stock
Trading Symbol	TTI
Security Exchange Name	NYSE
Series A Preferred Stock
Document Information [Line Items]
Title of 12(b) Security	Preferred Share Purchase Right
Security Exchange Name	NYSE
No Trading Symbol Flag	true

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Revenues:
Revenues from product sales and services	$ 171,935	$ 175,463	$ 322,907	$ 321,672
Cost of revenues:
Depreciation, amortization, and accretion	8,774	8,457	17,530	17,127
Impairment and other charges	0	777	0	777
Insurance recoveries associated with damaged equipment	0	0	0	2,850
Total cost of revenues	128,682	126,308	248,552	236,194
Gross profit	43,253	49,155	74,355	85,478
Exploration and pre-development costs	0	2,341	0	3,061
General and administrative expense	22,137	26,225	44,435	49,416
Interest expense, net	6,185	5,944	12,137	11,036
Loss on debt extinguishment	0	0	5,535	0
Other (income) expense, net	2,452	(6,435)	(1,526)	(6,649)
Income before taxes and discontinued operations	12,479	21,080	13,774	28,614
Provision for income taxes	4,839	2,875	5,219	4,364
Income before discontinued operations	7,640	18,205	8,555	24,250
Discontinued operations:
Loss from discontinued operations, net of taxes	0	(8)	0	(20)
Net income	7,640	18,197	8,555	24,230
Loss attributable to noncontrolling interests	3	18	3	25
Net income attributable to TETRA stockholders	$ 7,643	$ 18,215	$ 8,558	$ 24,255
Basic net income per common share:
Income from continuing operations (in dollars per share)	$ 0.06	$ 0.14	$ 0.07	$ 0.19
Income from discontinued operations (in dollars per share)	0	0	0	0
Net income attributable to TETRA stockholders (in dollars per share)	$ 0.06	$ 0.14	$ 0.07	$ 0.19
Weighted average basic shares outstanding (in shares)	131,263	129,460	130,858	129,201
Diluted net income per common share:
Income from continuing operations (in dollars per share)	$ 0.06	$ 0.14	$ 0.06	$ 0.19
Income from discontinued operations (in dollars per share)	0	0	0	0
Net income attributable to TETRA stockholders (in dollars per share)	$ 0.06	$ 0.14	$ 0.06	$ 0.19
Weighted average diluted shares outstanding (in shares)	132,169	129,925	132,115	129,953
Product sales
Revenues:
Revenues from product sales and services	$ 96,622	$ 96,217	$ 169,959	$ 161,752
Cost of revenues:
Cost of product sales and services	61,078	55,873	106,484	98,268
Services
Revenues:
Revenues from product sales and services	75,313	79,246	152,948	159,920
Cost of revenues:
Cost of product sales and services	$ 58,830	$ 61,201	$ 124,538	$ 122,872

Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Net income	$ 7,640	$ 18,197	$ 8,555	$ 24,230
Foreign currency translation adjustment from continuing operations, net of taxes of $0 in 2024 and 2023	(1,959)	1,045	(3,593)	2,466
Unrealized gain (loss) on investment in CarbonFree	(5)	207	232	328
Comprehensive income	5,676	19,449	5,194	27,024
Less: Comprehensive loss attributable to noncontrolling interests	3	18	3	25
Comprehensive income attributable to TETRA stockholders	5,679	19,467	$ 5,197	$ 27,049
Unrealized Gain (Loss) on Investment
Unrealized gain (loss) on investment in CarbonFree	$ (5)	$ 207

Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Statement of Comprehensive Income [Abstract]
Taxes related to foreign currency translation adjustment from continuing operations	$ 0	$ 0	$ 0	$ 0

Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 37,713	$ 52,485
Restricted cash	5,039	0
Trade accounts receivable, net of allowances of $369 in 2024 and $614 in 2023	140,805	111,798
Inventories	82,780	96,536
Prepaid expenses and other current assets	23,284	21,196
Total current assets	289,621	282,015
Property, plant, and equipment:
Land and building	23,572	23,173
Machinery and equipment	314,504	304,884
Automobiles and trucks	10,371	10,148
Chemical plants	66,763	67,114
Construction in progress	21,014	10,323
Total property, plant, and equipment	436,224	415,642
Less accumulated depreciation	(314,640)	(307,926)
Net property, plant, and equipment	121,584	107,716
Other assets:
Patents, trademarks and other intangible assets, net of accumulated amortization of $53,480 in 2024 and $51,509 in 2023	27,026	29,132
Operating lease right-of-use assets	30,217	31,915
Investments	20,427	17,354
Other assets	10,850	10,829
Total other assets	88,520	89,230
Total assets	499,725	478,961
Current liabilities:
Trade accounts payable	53,069	52,290
Compensation and employee benefits	17,111	26,918
Operating lease liabilities, current portion	8,595	9,101
Accrued taxes	13,977	10,350
Accrued liabilities and other	27,584	27,303
Total current liabilities	120,336	125,962
Long-term debt, net	179,670	157,505
Operating lease liabilities	25,957	27,538
Asset retirement obligations	14,772	14,199
Deferred income taxes	2,284	2,279
Other liabilities	3,128	4,144
Total long-term liabilities	225,811	205,665
Commitments and contingencies (Note 6)
Equity:
Common stock, par value 0.01 per share; 250,000,000 shares authorized at June 30, 2024 and December 31, 2023; 134,587,465 shares issued at June 30, 2024 and 133,217,848 shares issued at December 31, 2023	1,346	1,332
Additional paid-in capital	490,192	489,156
Treasury stock, at cost; 3,138,675 shares held at June 30, 2024 and December 31, 2023	(19,957)	(19,957)
Accumulated other comprehensive loss	(48,592)	(45,231)
Retained deficit	(268,151)	(276,709)
Total TETRA stockholders’ equity	154,838	148,591
Noncontrolling interests	(1,260)	(1,257)
Total equity	153,578	147,334
Total liabilities and equity	$ 499,725	$ 478,961

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Trade accounts receivable, allowances for doubtful accounts	$ 369	$ 614
Patents, trademarks, and other intangible assets, accumulated amortization	$ 53,480	$ 51,509
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	250,000,000	250,000,000
Common stock, shares issued (in shares)	134,587,465	133,217,848
Treasury stock, shares held (in shares)	3,138,675	3,138,675

Consolidated Statement of Equity Statement - USD ($)
$ in Thousands

Total

Common Stock Par Value

Additional Paid-In Capital

Treasury Stock

Accumulated Other Comprehensive Income (Loss)

Unrealized Gain (Loss) on Investment

Retained Deficit

Noncontrolling Interest

Balance at beginning of period at Dec. 31, 2022

$ 106,397

$ 1,318

$ 477,820

$ (19,957)

$ (48,991)

$ (72)

$ (302,493)

$ (1,228)

Net income (loss), retained deficit

6,040

Net income (loss)

6,033

(7)

Translation adjustment, net of taxes

1,421

Other comprehensive income (loss)

121

Comprehensive income

7,575

Equity-based compensation

^[1]

3,514

Other

(1,333)

(1,341)

Balance at end of period at Mar. 31, 2023

116,153

1,325

479,993

(19,957)

(47,570)

(296,453)

(1,234)

Balance at beginning of period at Dec. 31, 2022

106,397

1,318

477,820

(19,957)

(48,991)

(72)

(302,493)

(1,228)

Net income (loss), retained deficit

24,255

Net income (loss)

24,230

Other comprehensive income (loss)

328

Comprehensive income

27,024

Balance at end of period at Jun. 30, 2023

137,057

1,327

481,448

(19,957)

(46,525)

256

(278,238)

(1,254)

Balance at beginning of period at Mar. 31, 2023

116,153

1,325

479,993

(19,957)

(47,570)

(296,453)

(1,234)

Net income (loss), retained deficit

18,215

Net income (loss)

18,197

(18)

Translation adjustment, net of taxes

1,045

Other comprehensive income (loss)

207

Comprehensive income

19,449

Equity-based compensation

1,507

Other

(52)

(2)

Balance at end of period at Jun. 30, 2023

137,057

1,327

481,448

(19,957)

(46,525)

256

(278,238)

(1,254)

Balance at beginning of period at Dec. 31, 2023

147,334

1,332

489,156

(19,957)

(45,886)

655

(276,709)

(1,257)

Net income (loss), retained deficit

915

Net income (loss)

915

Translation adjustment, net of taxes

(1,634)

Other comprehensive income (loss)

237

Comprehensive income

(482)

Equity-based compensation

1,623

Balance at end of period at Mar. 31, 2024

146,147

1,343

488,440

(19,957)

(47,520)

892

(275,794)

(1,257)

Balance at beginning of period at Dec. 31, 2023

147,334

1,332

489,156

(19,957)

(45,886)

655

(276,709)

(1,257)

Net income (loss), retained deficit

8,558

Net income (loss)

8,555

Other comprehensive income (loss)

232

Comprehensive income

5,194

Other

(2,328)

(2,339)

Balance at end of period at Jun. 30, 2024

153,578

1,346

490,192

(19,957)

(49,479)

887

(268,151)

(1,260)

Balance at beginning of period at Mar. 31, 2024

146,147

1,343

488,440

(19,957)

(47,520)

892

(275,794)

(1,257)

Net income (loss), retained deficit

7,643

Net income (loss)

7,640

(3)

Translation adjustment, net of taxes

(1,959)

Other comprehensive income (loss)

(5)

Comprehensive income

5,676

Equity-based compensation

1,800

Other

(45)

(48)

Balance at end of period at Jun. 30, 2024

$ 153,578

$ 1,346

$ 490,192

$ (19,957)

$ (49,479)

$ 887

$ (268,151)

$ (1,260)

[1]	Equity-based compensation for the three months ended March 31, 2023 includes $2.3 million for a portion of short-term incentive compensation that was settled through grants of restricted stock units rather than cash.

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Operating activities:
Net income	$ 8,555	$ 24,230
Reconciliation of net income to net cash provided by operating activities:
Depreciation, amortization, and accretion	17,530	17,127
Impairment and other charges	0	777
Gain on investments	(2,841)	(403)
Equity-based compensation expense	3,423	2,768
(Recovery of) provision for credit losses	(167)	720
Amortization and expense of financing costs	884	1,781
Loss on debt extinguishment	5,535	0
Insurance recoveries associated with damaged equipment	0	(2,850)
Gain on sale of assets	(67)	(281)
Other non-cash credits	(686)	(737)
Changes in operating assets and liabilities:
Accounts receivable	(23,625)	(514)
Inventories	11,995	(8,549)
Prepaid expenses and other current assets	(3,160)	2,242
Trade accounts payable and accrued expenses	(6,490)	443
Other	129	603
Net cash provided by (used in) operating activities	11,015	37,357
Investing activities:
Purchases of property, plant, and equipment, net	(31,219)	(23,274)
Proceeds from sale of property, plant, and equipment	372	497
Proceeds from insurance recoveries associated with damaged equipment	0	2,850
Purchase of investments	0	(250)
Other investing activities	(194)	(1,827)
Net cash used in investing activities	(31,041)	(22,004)
Financing activities:
Proceeds from credit agreements and long-term debt	184,613	97,169
Principal payments on credit agreements and long-term debt	(163,372)	(98,237)
Payments on financing lease obligations	(640)	(689)
Debt issuance costs	(5,956)	0
Shares withheld for taxes on equity-based compensation	(2,387)	0
Other financing activities	(1,280)	0
Net cash provided by (used in) financing activities	10,978	(1,757)
Effect of exchange rate changes on cash	(685)	487
Increase (decrease) in cash and cash equivalents	(9,733)	14,083
Cash and cash equivalents at beginning of period	52,485	13,592
Cash and cash equivalents at beginning of period	42,752	27,675
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets
Cash and cash equivalents at end of period	37,713	27,675
Restricted cash at end of period	5,039	0
Total cash, cash equivalents, and restricted cash at end of period shown in the consolidated statements of cash flows	$ 42,752	$ 27,675

Consolidated Statement of Equity (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023
Statement of Stockholders' Equity [Abstract]
Tax related to translation adjustment	$ 0	$ 0	$ 0	$ 0
Equity-based compensation				$ 2,300

Organization, Basis of Presentation, and Significant Accounting Policies

6 Months Ended

Jun. 30, 2024

Accounting Policies [Abstract]

Organization, Basis of Presentation, and Significant Accounting Policies

ORGANIZATION, BASIS OF PRESENTATION, AND SIGNIFICANT ACCOUNTING POLICIES

Organization

Unless the context requires otherwise, when we refer to “we,” “us,” and “our,” we are describing TETRA Technologies, Inc. and its subsidiaries on a consolidated basis.

Presentation

Significant Accounting Policies

Out-of-Period Correction

Restricted Cash

Use of Estimates

Mineral Resources Arrangement

Foreign Currency Translation

Fair Value Measurements

Supplemental Cash Flow Information

Supplemental cash flow information is as follows:


	Six Months Ended June 30,
	2024		2023
	(in thousands)
Interest paid	$	10,830	$	9,412
Income taxes paid	$	2,991	$	2,012

	June 30, 2024		December 31, 2023
	(in thousands)
Accrued capital expenditures	$	8,073	$	5,171

New Accounting Pronouncements

Standards not yet adopted

Revenue from Contracts with Customers

6 Months Ended

Jun. 30, 2024

Revenue from Contract with Customer [Abstract]

Revenue from Contract with Customer

REVENUE FROM CONTRACTS WITH CUSTOMERS


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(in thousands)
Completion Fluids & Products
United States	$	41,560	$	45,859	$	82,996	$	78,682
International	58,459		52,363		94,305		88,582
	100,019		98,222		177,301		167,264
Water & Flowback Services
United States	60,765		68,231		125,476		136,569
International	11,151		9,010		20,130		17,839
	71,916		77,241		145,606		154,408




Total Revenue
United States	102,325		114,090		208,472		215,251
International	69,610		61,373		114,435		106,421
	$	171,935	$	175,463	$	322,907	$	321,672

Inventories

6 Months Ended

Jun. 30, 2024

Inventory Disclosure [Abstract]

Inventories

INVENTORIES

Components of inventories as of June 30, 2024 and December 31, 2023 are as follows:


	June 30, 2024		December 31, 2023
	(in thousands)
Finished goods	$	67,497	$	79,769
Raw materials	5,794		8,329
Parts and supplies	7,632		6,868
Work in progress	1,857		1,570
Total inventories	$	82,780	$	96,536

Finished goods inventories include newly manufactured clear brine fluids as well as used brines that are repurchased from certain customers for recycling

Investments

6 Months Ended

Jun. 30, 2024

Investments in and Advances to Affiliates [Abstract]

Investments

INVESTMENTS

Our investments as of June 30, 2024 and December 31, 2023 consist of the following:


	June 30, 2024		December 31, 2023
	(in thousands)
Investment in Kodiak(1)	$	12,279	$	8,538
Investment in CarbonFree	6,798		6,850
Investment in Standard Lithium	1,000		1,616
Other investments	350		350
Total Investments	$	20,427	$	17,354

(1) Kodiak Gas Services, Inc. (NYSE: KGS) (“Kodiak”) acquired CSI Compressco LP (“CSI Compressco”) on April 1, 2024.

See Note 7 - “Fair Value Measurements” for further information.

Long-Term Debt and Other Borrowings

6 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

Long-Term Debt and Other Borrowings

LONG-TERM DEBT AND OTHER BORROWINGS

Consolidated long-term debt as of June 30, 2024 and December 31, 2023 consists of the following:


	Scheduled Maturity	June 30, 2024		December 31, 2023

		(in thousands)
Term Credit Agreement(1)	January 1, 2030	$	179,670	$	157,505




Total long-term debt		$	179,670	$	157,505

Term Credit Agreement

domestic subsidiaries, subject to the lien priorities set forth in the intercreditor agreement with the agent under our ABL Credit Agreement.

ABL Credit Agreement

Swedish Credit Facility

Finland Credit Agreement

Covenants

Commitments and Contingencies	6 Months Ended
Commitments and Contingencies	Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	COMMITMENTS AND CONTINGENCIES Litigation We are named defendants in several lawsuits and respondents in certain governmental proceedings arising in the ordinary course of business. On April 25, 2024, a purported stockholder of the Company filed a putative class action complaint in the Delaware Court of Chancery naming as defendants all current members of the Board, the Company and the Rights Agent. The litigation is captioned Webb, et al. v. Murphy, et al., C.A. No. 2024-0445 (Del. Ch.). The plaintiff alleged that the Board breached their fiduciary duties by adopting and maintaining the Company’s Tax Benefits Preservation Plan (the “Tax Plan”). The plaintiff seeks, among other relief, to enjoin the Tax Plan. On May 14, 2024, the plaintiff filed an Amended Motion for Dismissal without prejudice and the Court entered an Order Granting Plaintiff’s Amended Motion for Dismissal without prejudice on May 14, 2024. For additional discussion of our legal proceedings, please see our 2023 Annual Report. While the outcome of lawsuits or other proceedings against us cannot be predicted with certainty, management does not consider it reasonably possible that a loss resulting from such lawsuits or other proceedings in excess of any amounts accrued has been incurred that is expected to have a material adverse impact on our financial condition, results of operations, or liquidity. Product Purchase Obligations In the normal course of our Completion Fluids & Products Division operations, we enter into supply agreements with certain manufacturers of various raw materials and finished products. Some of these agreements have terms and conditions that specify a minimum or maximum level of purchases over the term of the agreement. Other agreements require us to purchase the entire output of the raw material or finished product produced by the manufacturer. Our purchase obligations under these agreements apply only with regard to raw materials and finished products that meet specifications set forth in the agreements. We recognize a liability for the purchase of such products at the time we receive them. As of June 30, 2024, the aggregate amount of the fixed and determinable portion of the purchase obligation pursuant to our Completion Fluids & Products Division’s supply agreements was approximately $57.7 million, including $10.7 million for the remainder of 2024, $21.9 million in 2025, $15.6 million in 2026, $7.2 million in 2027, and $2.3 million in 2028. As of June 30, 2024, we also have commitments of $5.6 million related to long-lead infrastructure for our Completion Fluids & Products Division’s planned bromine plant in Arkansas. Contingencies Related to Discontinued Operations In early 2018, we closed the Maritech Asset Purchase and Sale Agreement (“Maritech APA") and Maritech Membership Interest Purchase Agreement (“Maritech MIPA”) with Orinoco Natural Resources, LLC (“Orinoco”) that together provided for the purchase by Orinoco of all of Maritech’s membership interests and remaining oil and gas properties and related assets. Under the Maritech APA, Orinoco assumed responsibility for all of Maritech’s decommissioning liabilities related to the leases sold to Orinoco (the “Orinoco Lease Liabilities”) and, under the Maritech MIPA, Orinoco assumed all other liabilities of Maritech, including the decommissioning liabilities associated with Maritech’s interests in oil and gas properties previously sold by Maritech and select infrastructure still operated by Maritech (the “Legacy Liabilities”), subject to certain limited exceptions unrelated to the decommissioning liabilities. To the extent that Maritech or Orinoco fails to satisfy decommissioning liabilities associated with any of the Orinoco Lease Liabilities or the Legacy Liabilities, we may be required to satisfy such liabilities under third party indemnity agreements and corporate guarantees that we previously provided to the U.S. Department of the Interior (“BSEE”) and other parties, respectively, for which costs may be significant. Pursuant to a Bonding Agreement entered into as part of these Orinoco transactions (the “Bonding Agreement”), Orinoco provided non-revocable performance bonds from a surety company in an aggregate amount of $46.8 million to cover the performance by Orinoco and Maritech of certain specific asset retirement obligations of Maritech (the “Initial Bonds”) and agreed to replace the Initial Bonds with other non-revocable performance bonds in the aggregate sum of $47.0 million (collectively, the “Replacement Bonds”). In the event Orinoco does not provide the Replacement Bonds, Orinoco is required to make certain cash escrow payments to us. To date, no cash escrow payments have been made. In addition, Maritech has received decommissioning orders from BSEE and could receive additional decommissioning orders in the future. From time to time, we receive demand notices from third parties related to certain corporate guarantees related to such decommissioning liabilities. While the ultimate outcome of such matters cannot be predicted at this time, if Maritech or other interest owners default on their decommissioning obligations, BSEE or third parties may seek to enforce certain corporate guarantees or third party indemnity agreements, as applicable, in which event we could become liable, in certain scenarios, for a portion of such decommissioning obligations. We have recently been advised that decommissioning work to plug and abandon certain wells is expected to commence later in 2024 and that the cost to abandon those wells is now projected to be significantly higher than a bond supporting the liability, which was put in place based on earlier cost estimates. While the ultimate outcome of this matter cannot be predicted, if Maritech were to default on this decommissioning obligation, we could potentially become liable for an estimated amount in the range of $15 million to $18 million, depending on whether other partners or property owners in the chain of title fulfill their obligations.

Fair Value Measurements

6 Months Ended

Jun. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Fair Value Measurements

FAIR VALUE MEASUREMENTS

Financial Instruments

Investments

The change in our investments for the three-month and six-month periods ended June 30, 2024 and 2023 are as follows:


	Three Months Ended June 30, 2024
	Fair Value Measurements Using
	Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Unobservable Inputs
	(Level 1)		(Level 3)		Total
	(in thousands)
Investment balance at beginning of period	$	13,148	$	7,238	$	20,386
Unrealized gain on equity securities	131		—		131
Unrealized loss on embedded option	—		(85)		(85)
Unrealized loss on convertible note, excluding embedded option	—		(5)		(5)
Investment balance at end of period	$	13,279	$	7,148	$	20,427

	Three Months Ended June 30, 2023
	Fair Value Measurements Using
	Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Unobservable Inputs
	(Level 1)		(Level 3)		Total
	(in thousands)
Investment balance at beginning of period	$	7,963	$	5,939	$	13,902
Purchase of investments	—		250		250
Unrealized gain on equity securities	2,236		—		2,236
Unrealized gain on embedded option	—		123		123
Unrealized gain on convertible note, excluding embedded option	—		207		207
Investment balance at end of period	$	10,199	$	6,519	$	16,718


	Six Months Ended June 30, 2024
	Fair Value Measurements Using
	Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Unobservable Inputs
	(Level 1)		(Level 3)		Total
	(in thousands)
Investment balance at beginning of period	$	10,154	$	7,200	$	17,354
Unrealized gain on equity securities	3,125		—		3,125
Unrealized loss on embedded option	—		(284)		(284)
Unrealized gain on convertible note, excluding embedded option	—		232		232
Investment balance at end of period	$	13,279	$	7,148	$	20,427

	Six Months Ended June 30, 2023
	Fair Value Measurements Using
	Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Unobservable Inputs
	(Level 1)		(Level 3)		Total
	(in thousands)
Investment balance at beginning of period	$	8,147	$	6,139	$	14,286
Purchase of investments	—		250		250
Unrealized gain on equity securities	2,052		—		2,052
Unrealized loss on embedded option	—		(198)		(198)
Unrealized gain on convertible note, excluding embedded option	—		328		328
Investment balance at end of period	$	10,199	$	6,519	$	16,718

Recurring fair value measurements by valuation hierarchy as of June 30, 2024 and December 31, 2023 are as follows:


			Fair Value Measurements Using
	Total as of		Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Other Observable Inputs		Significant Unobservable Inputs
Description	June 30, 2024		(Level 1)		(Level 2)		(Level 3)
	(in thousands)
Investment in Kodiak	$	12,279	$	12,279	$	—	$	—
Investment in CarbonFree	6,798		—		—		6,798
Investment in Standard Lithium	1,000		1,000		—		—
Other investments	350		—		—		350

Total investments	$	20,427


			Fair Value Measurements Using
	Total as of		Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Other Observable Inputs		Significant Unobservable Inputs
Description	December 31, 2023		(Level 1)		(Level 2)		(Level 3)
	(in thousands)
Investment in CSI Compressco	$	8,538	$	8,538	$	—	$	—
Investment in CarbonFree	6,850		—		—		6,850
Investment in Standard Lithium	1,616		1,616		—		—
Other investments	350		—		—		350

Investments	$	17,354

Other

Net Income per Share

6 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Net Income Per Share

NET INCOME PER SHARE

The following is a reconciliation of the weighted average number of common shares outstanding with the number of shares used in the computations of net income per common and common equivalent share:


	Three Months Ended June 30,		Six Months Ended June 30,
	2024	2023	2024	2023
	(in thousands)
Number of weighted average common shares outstanding	131,263	129,460	130,858	129,201
Assumed vesting of equity awards	906	465	1,257	752
Average diluted shares outstanding	132,169	129,925	132,115	129,953

Industry Segments

6 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

Industry Segments

INDUSTRY SEGMENTS

We manage our operations through two segments: Completion Fluids & Products Division and Water & Flowback Services Division.

Summarized financial information concerning the business segments is as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

	(in thousands)
Revenues from external customers
Product sales
Completion Fluids & Products Division	$	95,019	$	94,368	$	167,772	$	159,883
Water & Flowback Services Division	1,603		1,849		2,187		1,869
Consolidated	$	96,622	$	96,217	$	169,959	$	161,752

Services
Completion Fluids & Products Division	$	5,000	$	3,854	$	9,529	$	7,381
Water & Flowback Services Division	70,313		75,392		143,419		152,539
Consolidated	$	75,313	$	79,246	$	152,948	$	159,920

Total revenues
Completion Fluids & Products Division	$	100,019	$	98,222	$	177,301	$	167,264
Water & Flowback Services Division	71,916		77,241		145,606		154,408
Consolidated	$	171,935	$	175,463	$	322,907	$	321,672

Income (loss) before taxes and discontinued operations
Completion Fluids & Products Division	$	26,653	$	31,956	$	46,445	$	50,398
Water & Flowback Services Division	3,156		8,014		3,877		14,394

Corporate Overhead(1)	(17,330)		(18,890)		(36,548)		(36,178)
Consolidated	$	12,479	$	21,080	$	13,774	$	28,614

(1) Amounts reflected include the following general corporate expenses:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

	(in thousands)
General and administrative expense	$	10,689	$	12,594	$	21,790	$	23,654
Depreciation and amortization	84		92		165		202
Impairments and other charges	—		777		—		777
Interest expense	6,252		5,813		12,397		11,273
Loss on debt extinguishment	—		—		5,535		—
Other general corporate (income) expense, net	305		(386)		(3,339)		272
Total	$	17,330	$	18,890	$	36,548	$	36,178

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Pay vs Performance Disclosure
Net income (loss), retained deficit	$ 7,643	$ 18,215	$ 8,558	$ 24,255

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Jun. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Organization, Basis of Presentation, and Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Principles of consolidation policy	Presentation Our unaudited consolidated financial statements include the accounts of our wholly owned or controlled subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The information furnished reflects all normal recurring adjustments, which are, in the opinion of management, necessary to provide a fair statement of the results for the interim periods. Operating results for the period ended June 30, 2024 are not necessarily indicative of results that may be expected for the twelve months ended December 31, 2024. The accompanying unaudited consolidated financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X for interim financial statements required to be filed with the U.S. Securities and Exchange Commission (“SEC”) and do not include all information and footnotes required by U.S. generally accepted accounting principles (“U.S. GAAP”) for complete financial statements. These financial statements should be read in conjunction with the financial statements for the year ended December 31, 2023 and notes thereto included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 27, 2024 (the “2023 Annual Report”).
Restricted Cash	Restricted Cash Restricted cash is classified as a current asset when it is expected to be repaid or settled in the next twelve-month period. In connection with the May 2024 amendment to our ABL Credit Agreement, our former administrative agent required us to collateralize our credit card facility and outstanding letters of credit. See Note 5 - “Long-Term Debt and Other Borrowings” for additional discussion of the ABL Amendment. Restricted cash as of June 30, 2024 consists of $4.4 million to secure our credit card facility and $0.6 million to secure our outstanding letters of credit with our former administrative agent. The restriction for the credit card facility is expected to terminate during the third quarter of 2024 and the restriction for the outstanding letters of credit are expected to terminate as the letters of credit expire between September 2024 and March 2025.
Use of estimates policy	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues, expenses, and impairments during the reporting period. Actual results could differ from those estimates, and such differences could be material.
Mineral Resources Arrangement	Mineral Resources Arrangement We have rights to the brine underlying our approximately 40,000 gross acres of brine leases in the Smackover Formation in Southwest Arkansas, including rights to the bromine and lithium contained in the brine. In June 2023, we entered into a memorandum of understanding (“MOU”) with Saltwerx LLC (“Saltwerx”), an indirect wholly owned subsidiary of ExxonMobil Corporation, relating to a newly formed Brine Unit and potential bromine and lithium production from brine produced from the unit. We completed an initial preliminary economic assessment in early 2023 for a bromine extraction plant. On January 8, 2024, we announced the completion of a technical resources report for our Brine Unit in Arkansas. During the three and six months ended June 30, 2024, we capitalized approximately $9.8 million and $13.2 million, respectively, of costs associated with the development of our properties in Arkansas. We recognized $2.3 million and $3.1 million of expenses during the three and six months ended June 30, 2023, respectively, for exploration and pre-development costs representing expenditures incurred to evaluate potential future development of our lithium and bromine properties in Arkansas.
Foreign currency translation policy	Foreign Currency Translation We have designated the Euro, the British pound, the Canadian dollar, the Brazilian real, and the Mexican peso as the functional currencies for our operations in Finland and Sweden, the United Kingdom, Canada, Brazil, and certain of our operations in Mexico, respectively. The United States dollar is the designated functional currency for all of our other non-U.S. operations. The cumulative translation effects of translating the applicable accounts from the functional currencies into the United States dollar at current exchange rates are included as a separate component of equity. Foreign currency exchange losses are included in other (income) expense, net and totaled $2.5 million and $2.4 million during the three and six months ended June 30, 2024, respectively, including the $1.4 million out-of-period correction described above, and less than $0.1 million and $0.2 million during the three and six months ended June 30, 2023, respectively.
Fair value measurements	Fair Value Measurements We utilize fair value measurements to account for certain items and account balances within our consolidated financial statements. Fair value measurements are utilized on a recurring basis in the determination of the carrying values of certain investments. See Note 7 - “Fair Value Measurements” for further discussion. Fair value measurements are also utilized on a nonrecurring basis in certain circumstances, including the impairment of long-lived assets (a Level 3 fair value measurement).
New accounting pronouncements	New Accounting Pronouncements Standards not yet adopted In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which is intended to improve reportable segments disclosures in annual and interim financial statements, primarily through expanded disclosures of significant segment expenses. ASU 2023-07 is effective for annual reporting periods beginning after December 15, 2023 and interim reporting periods beginning after December 15, 2024, with early adoption permitted. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” The new standard requires companies to disclose specific categories in the income tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the expected impact of these standards but does not expect them to have a significant impact on its consolidated financial statements upon adoption as the standards expand disclosures only.

Organization, Basis of Presentation, and Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2024

Accounting Policies [Abstract]

Schedule of Supplemental Cash Flow Information

Supplemental cash flow information is as follows:


	Six Months Ended June 30,
	2024		2023
	(in thousands)
Interest paid	$	10,830	$	9,412
Income taxes paid	$	2,991	$	2,012

	June 30, 2024		December 31, 2023
	(in thousands)
Accrued capital expenditures	$	8,073	$	5,171

Revenue from Contracts with Customers (Tables)

6 Months Ended

Jun. 30, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

In addition, we disaggregate revenue from contracts with customers by geography based on the following table below.


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(in thousands)
Completion Fluids & Products
United States	$	41,560	$	45,859	$	82,996	$	78,682
International	58,459		52,363		94,305		88,582
	100,019		98,222		177,301		167,264
Water & Flowback Services
United States	60,765		68,231		125,476		136,569
International	11,151		9,010		20,130		17,839
	71,916		77,241		145,606		154,408




Total Revenue
United States	102,325		114,090		208,472		215,251
International	69,610		61,373		114,435		106,421
	$	171,935	$	175,463	$	322,907	$	321,672

Inventories (Tables)

6 Months Ended

Jun. 30, 2024

Inventory Disclosure [Abstract]

Schedule of Inventory

Components of inventories as of June 30, 2024 and December 31, 2023 are as follows:


	June 30, 2024		December 31, 2023
	(in thousands)
Finished goods	$	67,497	$	79,769
Raw materials	5,794		8,329
Parts and supplies	7,632		6,868
Work in progress	1,857		1,570
Total inventories	$	82,780	$	96,536

Investments (Tables)

6 Months Ended

Jun. 30, 2024

Investments in and Advances to Affiliates [Abstract]

Schedule of Investments

Our investments as of June 30, 2024 and December 31, 2023 consist of the following:


	June 30, 2024		December 31, 2023
	(in thousands)
Investment in Kodiak(1)	$	12,279	$	8,538
Investment in CarbonFree	6,798		6,850
Investment in Standard Lithium	1,000		1,616
Other investments	350		350
Total Investments	$	20,427	$	17,354

(1) Kodiak Gas Services, Inc. (NYSE: KGS) (“Kodiak”) acquired CSI Compressco LP (“CSI Compressco”) on April 1, 2024.

Long-Term Debt and Other Borrowings (Table)

6 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

Schedule of Long-Term Debt

Consolidated long-term debt as of June 30, 2024 and December 31, 2023 consists of the following:


	Scheduled Maturity	June 30, 2024		December 31, 2023

		(in thousands)
Term Credit Agreement(1)	January 1, 2030	$	179,670	$	157,505




Total long-term debt		$	179,670	$	157,505

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of changes in Investments

The change in our investments for the three-month and six-month periods ended June 30, 2024 and 2023 are as follows:


	Three Months Ended June 30, 2024
	Fair Value Measurements Using
	Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Unobservable Inputs
	(Level 1)		(Level 3)		Total
	(in thousands)
Investment balance at beginning of period	$	13,148	$	7,238	$	20,386
Unrealized gain on equity securities	131		—		131
Unrealized loss on embedded option	—		(85)		(85)
Unrealized loss on convertible note, excluding embedded option	—		(5)		(5)
Investment balance at end of period	$	13,279	$	7,148	$	20,427

	Three Months Ended June 30, 2023
	Fair Value Measurements Using
	Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Unobservable Inputs
	(Level 1)		(Level 3)		Total
	(in thousands)
Investment balance at beginning of period	$	7,963	$	5,939	$	13,902
Purchase of investments	—		250		250
Unrealized gain on equity securities	2,236		—		2,236
Unrealized gain on embedded option	—		123		123
Unrealized gain on convertible note, excluding embedded option	—		207		207
Investment balance at end of period	$	10,199	$	6,519	$	16,718


	Six Months Ended June 30, 2024
	Fair Value Measurements Using
	Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Unobservable Inputs
	(Level 1)		(Level 3)		Total
	(in thousands)
Investment balance at beginning of period	$	10,154	$	7,200	$	17,354
Unrealized gain on equity securities	3,125		—		3,125
Unrealized loss on embedded option	—		(284)		(284)
Unrealized gain on convertible note, excluding embedded option	—		232		232
Investment balance at end of period	$	13,279	$	7,148	$	20,427

	Six Months Ended June 30, 2023
	Fair Value Measurements Using
	Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Unobservable Inputs
	(Level 1)		(Level 3)		Total
	(in thousands)
Investment balance at beginning of period	$	8,147	$	6,139	$	14,286
Purchase of investments	—		250		250
Unrealized gain on equity securities	2,052		—		2,052
Unrealized loss on embedded option	—		(198)		(198)
Unrealized gain on convertible note, excluding embedded option	—		328		328
Investment balance at end of period	$	10,199	$	6,519	$	16,718

Schedule of Recurring Fair Value Measurements

Recurring fair value measurements by valuation hierarchy as of June 30, 2024 and December 31, 2023 are as follows:


			Fair Value Measurements Using
	Total as of		Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Other Observable Inputs		Significant Unobservable Inputs
Description	June 30, 2024		(Level 1)		(Level 2)		(Level 3)
	(in thousands)
Investment in Kodiak	$	12,279	$	12,279	$	—	$	—
Investment in CarbonFree	6,798		—		—		6,798
Investment in Standard Lithium	1,000		1,000		—		—
Other investments	350		—		—		350

Total investments	$	20,427


			Fair Value Measurements Using
	Total as of		Quoted Prices in Active Markets for Identical Assets or Liabilities		Significant Other Observable Inputs		Significant Unobservable Inputs
Description	December 31, 2023		(Level 1)		(Level 2)		(Level 3)
	(in thousands)
Investment in CSI Compressco	$	8,538	$	8,538	$	—	$	—
Investment in CarbonFree	6,850		—		—		6,850
Investment in Standard Lithium	1,616		1,616		—		—
Other investments	350		—		—		350

Investments	$	17,354

Net Income per Share (Tables)

6 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Schedule of Weighted Average Number of Share

The following is a reconciliation of the weighted average number of common shares outstanding with the number of shares used in the computations of net income per common and common equivalent share:


	Three Months Ended June 30,		Six Months Ended June 30,
	2024	2023	2024	2023
	(in thousands)
Number of weighted average common shares outstanding	131,263	129,460	130,858	129,201
Assumed vesting of equity awards	906	465	1,257	752
Average diluted shares outstanding	132,169	129,925	132,115	129,953

Industry Segments (Tables)

6 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

Schedule of Financial Information of Segments

Summarized financial information concerning the business segments is as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

	(in thousands)
Revenues from external customers
Product sales
Completion Fluids & Products Division	$	95,019	$	94,368	$	167,772	$	159,883
Water & Flowback Services Division	1,603		1,849		2,187		1,869
Consolidated	$	96,622	$	96,217	$	169,959	$	161,752

Services
Completion Fluids & Products Division	$	5,000	$	3,854	$	9,529	$	7,381
Water & Flowback Services Division	70,313		75,392		143,419		152,539
Consolidated	$	75,313	$	79,246	$	152,948	$	159,920

Total revenues
Completion Fluids & Products Division	$	100,019	$	98,222	$	177,301	$	167,264
Water & Flowback Services Division	71,916		77,241		145,606		154,408
Consolidated	$	171,935	$	175,463	$	322,907	$	321,672

Income (loss) before taxes and discontinued operations
Completion Fluids & Products Division	$	26,653	$	31,956	$	46,445	$	50,398
Water & Flowback Services Division	3,156		8,014		3,877		14,394

Corporate Overhead(1)	(17,330)		(18,890)		(36,548)		(36,178)
Consolidated	$	12,479	$	21,080	$	13,774	$	28,614

(1) Amounts reflected include the following general corporate expenses:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

	(in thousands)
General and administrative expense	$	10,689	$	12,594	$	21,790	$	23,654
Depreciation and amortization	84		92		165		202
Impairments and other charges	—		777		—		777
Interest expense	6,252		5,813		12,397		11,273
Loss on debt extinguishment	—		—		5,535		—
Other general corporate (income) expense, net	305		(386)		(3,339)		272
Total	$	17,330	$	18,890	$	36,548	$	36,178

Organization, Basis of Presentation, and Significant Accounting Policies - Additional Information (Details) $ / shares in Units, a in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024 USD ($) a $ / shares	Jun. 30, 2023 USD ($) $ / shares	Jun. 30, 2024 USD ($) a segment $ / shares	Jun. 30, 2023 USD ($) $ / shares	Dec. 31, 2023 USD ($)
Dividends Payable [Line Items]
Number of reporting segments \| segment			2
Prepaid expenses and other current assets	$ (23,284)		$ (23,284)		$ (21,196)
Retained deficit	(268,151)		(268,151)		(276,709)
Other (income) expense, net	$ 2,452	$ (6,435)	$ (1,526)	$ (6,649)
Net income attributable to TETRA stockholders, basic (in dollars per share) \| $ / shares	$ (0.06)	$ (0.14)	$ (0.07)	$ (0.19)
Net income attributable to TETRA stockholders, diluted (in dollars per share) \| $ / shares	$ (0.06)	$ (0.14)	$ (0.06)	$ (0.19)
Restricted cash	$ 5,039	$ 0	$ 5,039	$ 0	$ 0
Gross brine lease acres \| a	40		40
Capitalized development costs	$ 9,800		$ 13,200
Exploration and pre-development costs	0	2,341	0	3,061
Foreign currency exchange gains (losses)	(2,500)	$ (100)	(2,400)	$ (200)
Revision of Prior Period, Error Correction, Adjustment
Dividends Payable [Line Items]
Prepaid expenses and other current assets	1,400		1,400
Retained deficit	1,400		$ 1,400
Other (income) expense, net	$ 1,400
Net income attributable to TETRA stockholders, basic (in dollars per share) \| $ / shares	$ 0.01		$ 0.01
Net income attributable to TETRA stockholders, diluted (in dollars per share) \| $ / shares	$ 0.01		$ 0.01
Credit Card Facility
Dividends Payable [Line Items]
Restricted cash	$ 4,400		$ 4,400
Letter of Credit
Dividends Payable [Line Items]
Restricted cash	$ 600		$ 600

Organization, Basis of Presentation, and Significant Accounting Policies - Supplemental Cash Flows (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Mar. 31, 2024	Jun. 30, 2024	Jun. 30, 2023
Accounting Policies [Abstract]
Interest paid		$ 10,830	$ 9,412
Income taxes paid		2,991	$ 2,012
Capital Expenditures Incurred but Not yet Paid	$ 5,171	$ 8,073

Revenue from Contracts with Customers - Additional Information (Details) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) segment	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Revenue from Contract with Customer [Abstract]
Contract assets	$ 30.8		$ 30.8		$ 30.6
Unearned income balances	3.6		3.6		$ 3.1
Deferred revenue recognized	$ 2.0	$ 1.4	$ 1.0	$ 0.9
Number of reportable segments \| segment			2

Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Disaggregation of Revenue [Line Items]
Total Revenue	$ 171,935	$ 175,463	$ 322,907	$ 321,672
United States
Disaggregation of Revenue [Line Items]
Total Revenue	102,325	114,090	208,472	215,251
International
Disaggregation of Revenue [Line Items]
Total Revenue	69,610	61,373	114,435	106,421
Completion Fluids & Products
Disaggregation of Revenue [Line Items]
Total Revenue	100,019	98,222	177,301	167,264
Completion Fluids & Products \| United States
Disaggregation of Revenue [Line Items]
Total Revenue	41,560	45,859	82,996	78,682
Completion Fluids & Products \| International
Disaggregation of Revenue [Line Items]
Total Revenue	58,459	52,363	94,305	88,582
Water & Flowback Services
Disaggregation of Revenue [Line Items]
Total Revenue	71,916	77,241	145,606	154,408
Water & Flowback Services \| United States
Disaggregation of Revenue [Line Items]
Total Revenue	60,765	68,231	125,476	136,569
Water & Flowback Services \| International
Disaggregation of Revenue [Line Items]
Total Revenue	$ 11,151	$ 9,010	$ 20,130	$ 17,839

Inventories (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Finished goods	$ 67,497	$ 79,769
Raw materials	5,794	8,329
Parts and supplies	7,632	6,868
Work in progress	1,857	1,570
Total inventories	$ 82,780	$ 96,536

Investments (Details) - USD ($) $ in Thousands	6 Months Ended
Investments (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Mar. 31, 2024	Dec. 31, 2023	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Investments in and Advances to Affiliates [Line Items]
Investments	$ 20,427	$ 20,386	$ 17,354	$ 16,718	$ 13,902	$ 14,286
Kodiak
Investments in and Advances to Affiliates [Line Items]
Investments	12,279		8,538
CarbonFree
Investments in and Advances to Affiliates [Line Items]
Investments	$ 6,798		6,850				$ 5,000
Deferred conversion period	2 years
Ownership percentage	1.00%
Standard Lithium
Investments in and Advances to Affiliates [Line Items]
Investments	$ 1,000		1,616
Other Investments
Investments in and Advances to Affiliates [Line Items]
Investments	$ 350		$ 350

Long-Term Debt and Other Borrowings - Schedule of Long Term Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Long-term debt	$ 179,670	$ 157,505
Secured Debt \| Term Loan
Debt Instrument [Line Items]
Long-term debt	179,670	157,505
Unamortized discount	5,400	2,200
Unamortized deferred finance costs	$ 5,000	$ 3,300

Long-Term Debt and Other Borrowings - Additional Information (Details) - USD ($)		3 Months Ended			6 Months Ended
	Jan. 12, 2024	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	May 13, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Repayments of long-term debt					$ 163,372,000	$ 98,237,000
Loss on debt extinguishment		$ 0		$ 0	$ 5,535,000	$ 0
Secured Debt \| Term Loan
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 265,000,000
Basis spread on variable rate	5.75%
Commitment fee rate					1.50%
Interest rate		11.17%			11.17%
Repayments of long-term debt	$ 15,200,000
Fees incurred	5,300,000
Loss on debt extinguishment			$ 5,500,000
Maximum leverage ratio		4.0			4.0
Maximum liquidity amount		$ 50,000,000			$ 50,000,000
Secured Debt \| Term Loan \| Funded Term Loan
Debt Instrument [Line Items]
Maximum borrowing capacity	190,000,000
Secured Debt \| Term Loan \| Delayed-Draw Term Loan
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 75,000,000
Secured Debt \| Asset-Based Credit Agreement
Debt Instrument [Line Items]
Maximum borrowing capacity		100,000,000			$ 100,000,000
Commitment fee rate					0.375%
Accordion feature		25,000,000			$ 25,000,000
Outstanding debt		0			0			$ 0
Letters of credit outstanding		0			0
Deferred financing costs		800,000			800,000			$ 600,000
Availability under agreement		$ 62,600,000			$ 62,600,000
Equity interest in certain foreign subsidiaries		65.00%			65.00%
Secured Debt \| Asset-Based Credit Agreement \| Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Basis spread on variable rate					0.10%
Secured Debt \| Asset-Based Credit Agreement \| Secured Overnight Financing Rate (SOFR) \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate					2.00%
Secured Debt \| Asset-Based Credit Agreement \| Secured Overnight Financing Rate (SOFR) \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate					2.50%
Secured Debt \| Asset-Based Credit Agreement \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate					0.10%
Secured Debt \| Asset-Based Credit Agreement \| Base Rate \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate					1.00%
Secured Debt \| Asset-Based Credit Agreement \| Base Rate \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate					1.50%
Secured Debt \| Asset-Based Credit Agreement \| Fed Funds Effective Rate
Debt Instrument [Line Items]
Basis spread on variable rate					0.50%
Secured Debt \| Asset-Based Credit Agreement \| Secured Overnight Financing Rate (SOFR) Adjusted For Required Bank Reserves
Debt Instrument [Line Items]
Basis spread on variable rate					1.00%
Secured Debt \| Asset-Based Credit Agreement \| Letter of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity		$ 20,000,000			$ 20,000,000
Secured Debt \| Asset-Based Credit Agreement \| Singline Loan
Debt Instrument [Line Items]
Maximum borrowing capacity		$ 11,500,000			$ 11,500,000
Secured Debt \| ABL Amendment
Debt Instrument [Line Items]
Fees incurred							$ 600,000
Secured Debt \| Swedish Credit Facility
Debt Instrument [Line Items]
Interest rate		2.95%			2.95%
Outstanding debt		$ 0			$ 0
Availability under agreement		4,700,000			$ 4,700,000
Term					30 days
Secured Debt \| Finland Credit Agreement
Debt Instrument [Line Items]
Outstanding debt		$ 1,500,000			$ 1,500,000

Commitment and Contingencies (Details) - USD ($) $ in Millions	Jun. 30, 2024	Mar. 31, 2018
Discontinued Operations, Disposed of by Sale \| Offshore Division \| Initial Bonds
Loss Contingencies [Line Items]
Aggregate amount of performance bonds		$ 46.8
Discontinued Operations, Disposed of by Sale \| Offshore Division \| Interim Replacement Bonds
Loss Contingencies [Line Items]
Aggregate amount of performance bonds		$ 47.0
Discontinued Operations \| Minimum
Loss Contingencies [Line Items]
Estimated amount of potential loss liability	$ 15.0
Discontinued Operations \| Maximum
Loss Contingencies [Line Items]
Estimated amount of potential loss liability	18.0
Supply Agreements
Loss Contingencies [Line Items]
Purchase obligation	57.7
Purchase obligation, remainder of 2024	10.7
Purchase obligation, 2025	21.9
Purchase obligation, 2026	15.6
Purchase obligation, 2027	7.2
Purchase obligation, 2028	2.3
Long-lead Infrastructure
Loss Contingencies [Line Items]
Purchase obligation	$ 5.6

Fair Value Measurements - Change in Our Investments (Details) - USD ($) $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Investment balance at beginning of period	$ 20,386	$ 17,354	$ 13,902	$ 14,286	$ 17,354	$ 14,286
Other comprehensive income (loss)	(5)	237	207	121	232	328
Investment balance at end of period	20,427	20,386	16,718	13,902	20,427	16,718
Unrealized Gain (Loss) on Investment
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Other comprehensive income (loss)	(5)	237	207	121
Equity Securities
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Purchase of investments			250			250
Unrealized gain (loss)	131		2,236		3,125	2,052
Embedded Option
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Unrealized gain (loss)	(85)		123		(284)	(198)
Convertible Note
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Unrealized gain (loss)	(5)		207		232	328
(Level 1)
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Investment balance at beginning of period	13,148	10,154	7,963	8,147	10,154	8,147
Investment balance at end of period	13,279	13,148	10,199	7,963	13,279	10,199
(Level 1) \| Equity Securities
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Purchase of investments			0			0
Unrealized gain (loss)	131		2,236		3,125	2,052
(Level 1) \| Embedded Option
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Unrealized gain (loss)	0		0		0	0
(Level 1) \| Convertible Note
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Unrealized gain (loss)	0		0		0	0
(Level 3)
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Investment balance at beginning of period	7,238	7,200	5,939	6,139	7,200	6,139
Investment balance at end of period	7,148	$ 7,238	6,519	$ 5,939	7,148	6,519
(Level 3) \| Equity Securities
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Purchase of investments			250			250
Unrealized gain (loss)	0		0		0	0
(Level 3) \| Embedded Option
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Unrealized gain (loss)	$ (85)		123		$ (284)	(198)
(Level 3) \| Convertible Note
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Unrealized gain (loss)			$ 207			$ 328

Fair Value Measurements - Market Risks and Derivative Hedge Contracts (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Derivatives, Fair Value [Line Items]
Total investments	$ 20,427	$ 17,354
Kodiak
Derivatives, Fair Value [Line Items]
Total investments	12,279
CarbonFree
Derivatives, Fair Value [Line Items]
Total investments	6,798
Standard Lithium
Derivatives, Fair Value [Line Items]
Total investments	1,000
Other Investments
Derivatives, Fair Value [Line Items]
Total investments	350
(Level 1) \| Kodiak
Derivatives, Fair Value [Line Items]
Total investments	12,279
(Level 1) \| CSI Compressco
Derivatives, Fair Value [Line Items]
Total investments		8,538
(Level 1) \| CarbonFree
Derivatives, Fair Value [Line Items]
Total investments	0	0
(Level 1) \| Standard Lithium
Derivatives, Fair Value [Line Items]
Total investments	1,000	1,616
(Level 1) \| Other Investments
Derivatives, Fair Value [Line Items]
Total investments	0	0
(Level 2) \| Kodiak
Derivatives, Fair Value [Line Items]
Total investments	0
(Level 2) \| CSI Compressco
Derivatives, Fair Value [Line Items]
Total investments		0
(Level 2) \| CarbonFree
Derivatives, Fair Value [Line Items]
Total investments	0	0
(Level 2) \| Standard Lithium
Derivatives, Fair Value [Line Items]
Total investments	0	0
(Level 2) \| Other Investments
Derivatives, Fair Value [Line Items]
Total investments	0	0
(Level 3) \| Kodiak
Derivatives, Fair Value [Line Items]
Total investments	0
(Level 3) \| CSI Compressco
Derivatives, Fair Value [Line Items]
Total investments		0
(Level 3) \| CarbonFree
Derivatives, Fair Value [Line Items]
Total investments	6,798	6,850
(Level 3) \| Standard Lithium
Derivatives, Fair Value [Line Items]
Total investments	0	0
(Level 3) \| Other Investments
Derivatives, Fair Value [Line Items]
Total investments	$ 350	$ 350

Net Income per Share - Reconciliation of the Weighted Average Number of Common Shares Outstanding (Details) - shares shares in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Weighted Average Number of Shares Outstanding Reconciliation [Abstract]
Number of weighted average common shares outstanding ( in shares)	131,263	129,460	130,858	129,201
Assumed exercise of equity awards (in shares)	906	465	1,257	752
Average diluted shares outstanding (in shares)	132,169	129,925	132,115	129,953

Industry Segments - Additional Details (Details)	6 Months Ended
Industry Segments - Additional Details (Details)	Jun. 30, 2024 segment
Segment Reporting [Abstract]
Number of segment operations	2

Industry Segments - Revenue, Income from Operations, and Assets by Reporting Segment (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Industry Segments Details [Line Items]
Total Revenue	$ 171,935	$ 175,463	$ 322,907	$ 321,672
Income before taxes and discontinued operations	12,479	21,080	13,774	28,614
Product sales
Industry Segments Details [Line Items]
Total Revenue	96,622	96,217	169,959	161,752
Services
Industry Segments Details [Line Items]
Total Revenue	75,313	79,246	152,948	159,920
Completion Fluids & Products Division
Industry Segments Details [Line Items]
Total Revenue	100,019	98,222	177,301	167,264
Water & Flowback Services Division
Industry Segments Details [Line Items]
Total Revenue	71,916	77,241	145,606	154,408
Operating Segments \| Completion Fluids & Products Division
Industry Segments Details [Line Items]
Total Revenue	100,019	98,222	177,301	167,264
Income before taxes and discontinued operations	26,653	31,956	46,445	50,398
Operating Segments \| Completion Fluids & Products Division \| Product sales
Industry Segments Details [Line Items]
Total Revenue	95,019	94,368	167,772	159,883
Operating Segments \| Completion Fluids & Products Division \| Services
Industry Segments Details [Line Items]
Total Revenue	5,000	3,854	9,529	7,381
Operating Segments \| Water & Flowback Services Division
Industry Segments Details [Line Items]
Total Revenue	71,916	77,241	145,606	154,408
Income before taxes and discontinued operations	3,156	8,014	3,877	14,394
Operating Segments \| Water & Flowback Services Division \| Product sales
Industry Segments Details [Line Items]
Total Revenue	1,603	1,849	2,187	1,869
Operating Segments \| Water & Flowback Services Division \| Services
Industry Segments Details [Line Items]
Total Revenue	70,313	75,392	143,419	152,539
Corporate, Non-Segment
Industry Segments Details [Line Items]
Income before taxes and discontinued operations	$ (17,330)	$ (18,890)	$ (36,548)	$ (36,178)

Industry Segments - Corporate Expenses (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Segment Reporting Information [Line Items]
General and administrative expense	$ (22,137)	$ (26,225)	$ (44,435)	$ (49,416)
Depreciation, amortization, and accretion	(8,774)	(8,457)	(17,530)	(17,127)
Impairment and other charges	0	(777)	0	(777)
Interest expense, net	(6,185)	(5,944)	(12,137)	(11,036)
Loss on debt extinguishment	0	0	5,535	0
Other general corporate (income) expense, net	2,452	(6,435)	(1,526)	(6,649)
Income (loss) before taxes and discontinued operations	(12,479)	(21,080)	(13,774)	(28,614)
Corporate, Non-Segment
Segment Reporting Information [Line Items]
General and administrative expense	10,689	12,594	21,790	23,654
Depreciation, amortization, and accretion	84	92	165	202
Impairment and other charges	0	777	0	777
Interest expense, net	6,252	5,813	12,397	11,273
Loss on debt extinguishment	0	0	5,535	0
Other general corporate (income) expense, net	305	(386)	(3,339)	272
Income (loss) before taxes and discontinued operations	$ 17,330	$ 18,890	$ 36,548	$ 36,178

Grafico Azioni TETRA Technologies (NYSE:TTI)
Storico
Da Ott 2024 a Nov 2024

Clicca qui per i Grafici di TETRA Technologies

Grafico Azioni TETRA Technologies (NYSE:TTI)
Storico
Da Nov 2023 a Nov 2024

TTI TETRA Technologies

Notizie TETRA Technologies - TTI

La tua Cronologia

Più Attivi

Toplist

TTI TETRA Technologies

Notizie TETRA Technologies - TTI

La tua Cronologia