THE
WOODLANDS, Texas, Feb. 27,
2023 /PRNewswire/ --TETRA Technologies, Inc. ("TETRA"
or the "Company") (NYSE:TTI) today announced fourth quarter and
full year 2022 results.
Brady Murphy, TETRA's President
and Chief Executive Officer, stated, "Fourth quarter results came
in stronger than anticipated as we were able to capitalize on
multiple opportunities with our global completion fluids network in
an increasingly active offshore market. Gross profit was
$31.1 million in the fourth
quarter compared to $19.2 million in the fourth quarter of last
year."
Fourth Quarter Results
Fourth quarter 2022 revenue of $147
million increased 9% from the third quarter of 2022 and 30%
from the fourth quarter of 2021. Net loss before discontinued
operations was $1.8 million,
inclusive of $4.3 million of
non-recurring charges and expenses. This compares to a net loss
before discontinued operations of $63,000 in the third quarter of 2022, which
included $2.7 million of
non-recurring charges and expenses and compares to a net loss
before discontinued operations of $703,000 in the fourth quarter of 2021, which
included $891,000 of non-recurring
charges and expenses. Net loss per share from continuing operations
in the fourth quarter was $0.01,
compared to break even in the third quarter of 2022 and compared to
a loss per share of $0.01 in the
fourth quarter of 2021. Adjusted net income per share from
continuing operations was $0.02 in
the fourth quarter, compared to $0.02
in the third quarter 2022 and compared to break even in the fourth
quarter of 2021.
Adjusted EBITDA for the fourth quarter of $20.3 million increased 9% from the $18.6 million in the third quarter of 2022 and
56% year-on-year from $13.1 million
in the fourth quarter of 2021. The fourth quarter of 2022 included
unrealized gains on investments of $339,000. Excluding these unrealized gains on
investments, Adjusted EBITDA for the fourth quarter of 2022 was
$20.0 million.
Cash flow from operating activities was a use of $7.0 million in the fourth quarter of 2022
compared to cash flow from operating activities of $2.1 million in the third quarter. The
fourth quarter saw a spike of activity at the end of the quarter
from large completion fluid sales that resulted in an increase of
$24 million in accounts receivables when compared to
September 30, 2022, which are expected to be monetized in the
first quarter of 2023 to get back to normalized accounts receivable
levels. Adjusted free cash flow from continuing operations was a
use of $14.2 million, which included
investments made in the fourth quarter to further support immediate
opportunities and market penetration in key offshore markets as
well as investments of more than $3 million related to
engineering and consulting expenses associated with the
Arkansas development
initiatives.
Brady Murphy, TETRA's President
and Chief Executive Officer, stated, "In the fourth quarter we
continued to improve our financial performance while also
continuing to advance our strategic initiatives, including the
acquisition of a key completion fluid business in the North Sea and
the assets of another in the Gulf of
Mexico, both to further strengthen our offshore completion
fluids business. Despite the challenges we mentioned last quarter
regarding bromine supply constraints and delays of TETRA
PureFlow® ultra-pure zinc bromide shipments, the team
was able to pivot quickly and capture good margin sale
opportunities which more than offset these headwinds. Many signals
indicate we are in the early days of an offshore growth cycle as we
generated more than 20% sequential revenue growth and 51%
year-on-year revenue growth for our Gulf
of Mexico and international completion fluids businesses
combined. Our Water & Flowback Services business grew 7%
sequentially and marks the seventh consecutive quarter of topline
growth. For the full year, our Water and Flowback Services revenue
grew 66% while income before taxes increased by $27 million
and Adjusted EBITDA increased by $29 million or 191%.
Annualized fourth quarter Water and Flowback revenue of
$325 million exceeds our full year
2018 Water and Flowback revenue on 30% lower active frac fleets,
demonstrating our solid execution to capture profitable market
share as well as our strategy to grow beyond the North America land market.
"Fourth quarter Water & Flowback Services revenue of
$81 million improved $28 million
or 52% year-on-year, and $5.4 million, or 7.1%, quarter-on-quarter.
Income before taxes was $4.9 million while Adjusted EBITDA of
$12.1 million improved by
$5.2 million, or 75%,
year-on-year. Adjusted EBITDA margins of 14.9% were down 250 basis
points quarter-on-quarter on a mix of lower margin service
offerings. Adjusted EBITDA margins are expected to rebound in the
first quarter of 2023 as we shift our focus from the significant
growth we have experienced the past two years to focus more on
EBITDA margin expansion and returns in 2023. Our growth has been
boosted from investments in our TETRA SandStormTM
advanced cyclone technology to significantly expand our fleet and
in Argentina early production
facilities ("EPFs") where we will have three operational EPFs by
the end of the second quarter of 2023. The Argentina EPFs are all
on long-term contracts and have been operating consistent within
expectations, with the option to sell two of the three assets at
the end of their respective terms, creating an incremental cash
flow to TETRA. Looking to 2023, we will continue to invest
opportunistically in new capital projects with short-term returns,
but our focus will be on EBITDA margin expansion and cash
generation.
"As mentioned in our December press release, in the fourth
quarter we obtained preliminary results from the first desalination
of produced water for a beneficial re-use pilot project in
Texas for a major oil and gas
operator. The results yielded as high as 92% desalinated water from
the produced water with total dissolved solids below the average
found in municipal tap water. The equipment has returned to our
R&D facility and is undergoing further enhancements for a final
commercial plant design. With the recent and increasing seismicity
events in the Permian Basin along with an expected increase in
produced water and disposal restrictions, we continue to see
significant customer interest in produced water beneficial re-use,
including mineral extraction.
"Completion Fluids & Products fourth-quarter 2022 revenue of
$66 million increased year-on-year by 10.7% and increased from
the third quarter of 2022 by 12% as several significant projects
materialized late in the quarter. Income before taxes for the
quarter was $10.5 million and
Adjusted EBITDA margins were 24.2%, down slightly from 24.9% in the
third quarter. The fourth quarter included $0.5 million in unrealized losses from
investments. Excluding unrealized gains and losses from investments
for both periods, Adjusted EBITDA margins increased sequentially by
40 basis points. The improvement was driven primarily by stronger
performance in the Gulf of Mexico
and our international offshore locations. The margins were also
boosted by a successfully completed first UK-based TETRA CS
Neptune® fluids project. We anticipate completing
another TETRA CS Neptune fluids project in Norway in the first half of 2023. The two key
investments mentioned earlier include the acquisition of the
Peacocks business in the North Sea and the purchase of Newpark's
completion fluids facility and completion fluids inventory in Port
Fourchon in Louisiana. We further
agreed to collaborate with Newpark on a non-exclusive basis on
opportunities where they might require completion fluids products
globally for projects they are supporting. As of year-end,
approximately 40% of the acquired Newpark inventory had already
been sold. Although both investments were smaller in size, both
will immediately grow TETRA's market position and add capacity in
key offshore markets. Our European chemicals business also
contributed to the sequential improvement reflecting the team's
continued success in obtaining price increases while continuing to
improve the supply chain constraints created by the Russia-Ukraine conflict.
"Capital Investments in 2022 were made to support both
short-term investments such as TETRA SandStormTM
advanced cyclone technology for the U.S. market as well as to
strengthen our longer-term position in international and offshore
markets through the investments in EPFs and investments to support
the offshore completion fluids business. We also continue to make
progress on evaluating the development of our bromine and lithium
resources in Arkansas. In
combination, we made significant progress in setting the foundation
for sustainable growth by expanding our earnings base within our
two segments while also making meaningful progress towards creating
sustainable growth opportunities outside of the oil and gas market.
These investments helped us achieve 42% year-on-year revenue growth
with strong momentum into 2023 where we again expect to grow over
2022. The combination of strategic investments and higher working
capital, including a 2022 year ending accounts receivable build of
$38 million over 2021 year end,
resulted in a negative adjusted free cash for the year in 2022, the
first time since 2019. In 2023 we expect further revenue growth on
lower capex investments while monetizing much of the accounts
receivables build, the combination of which should result in
significant free cash flow generation in 2023. Today, we have a
diverse revenue stream in oil and gas as well as industrial, in
domestic and international, and in onshore and offshore. The
Company is well positioned to grow with the oil and gas upcycle and
to grow with new, low carbon energy solutions.
"Simultaneous with this press release, TETRA issued a separate
press release today announcing progress on the bromine project with
a related posting on TETRA's web site of an S-K 1300 Section 19
Report that includes preliminary economics for this project. The
key milestones attained in the fourth quarter include the
completion of a FEED (front end engineering and design) study by an
engineering firm for a bromine production plant while advancing
work on a reservoir analysis for the optimal brine and bromine
production. We are now moving towards drilling a second well with
the intention to move from inferred resources to indicated
resources and towards a feasibility study. We also engaged an
investment banking firm to work with us to identify potential joint
venture partners to develop our bromine assets in Arkansas. Progress at our Conroe, Texas R&D center continues on
lithium extraction technology as we are establishing pilot units to
address each stage of the process, starting with raw Smackover brine from our well in Arkansas to successfully producing lithium
carbonate in our R&D center. We will continue to
communicate our progress as this work advances."
This press release includes the following financial measures
that are not presented in accordance with generally accepted
accounting principles in the United
States ("GAAP"): Adjusted earnings per share from continuing
operations, adjusted EBITDA, and adjusted EBITDA margin (Adjusted
EBITDA as a percent of revenue) on consolidated and segment basis,
adjusted income/(loss) from continuing operations, adjusted free
cash flow from continuing operations, and net debt. Please see
Schedules D through I for definitions and reconciliations of these
non-GAAP financial measures to the most directly comparable GAAP
measures.
A summary of key financial metrics for the fourth quarter are as
follows:
Fourth Quarter
2022 Results
|
|
Three Months
Ended
|
|
December 31,
2022
|
|
September 30,
2022
|
|
December 31,
2021
|
|
(in thousands, except
per share amounts)
|
Revenue
|
$
147,448
|
|
$
135,012
|
|
$
113,148
|
Loss before
discontinued operations
|
(1,829)
|
|
(63)
|
|
(703)
|
Adjusted EBITDA before
discontinued operations
|
20,341
|
|
18,595
|
|
13,074
|
GAAP EPS from
continuing operations
|
(0.01)
|
|
—
|
|
(0.01)
|
Adjusted EPS from
continuing operations
|
0.02
|
|
0.02
|
|
—
|
GAAP net cash (used in)
provided by operating activities
|
(6,991)
|
|
2,145
|
|
(5,767)
|
Adjusted free cash flow
from continuing operations
|
$
(14,228)
|
|
$
(9,774)
|
|
$
7,425
|
Completion Fluids & Products fourth-quarter 2022 revenue of
$66 million increased 12% from the
third quarter of 2022. Income before taxes was $10.5 million in the fourth quarter (15.8%
of revenue) compared to $12.4 million (21% of revenue) in the third
quarter of 2022. Adjusted EBITDA of $16 million, which
included a $0.5 million
unrealized loss from investments, increased $1.3 million sequentially. Completion Fluids
& Products Adjusted EBITDA margins were 24.2% in the fourth
quarter compared to 24.9% in the third quarter of 2022. Excluding
the unrealized gains and losses from investments for both periods,
Adjusted EBITDA margins increased sequentially by 40 basis
points.
Water & Flowback Services revenue was $81 million in the fourth quarter of 2022, an
increase of 7% from the third quarter. Income before taxes was
$4.9 million. Adjusted EBITDA of
$12.1 million (14.9% of revenue)
decreased 8.5% sequentially but was up 75% from the fourth quarter
of 2021 due to stronger activity in the North America onshore business as well as
growth in Latin America. Adjusted
EBITDA margins contracted 250 basis points from the third quarter
of 2022 driven by higher operating expenses but expected to rebound
in the first quarter.
Free Cash Flow and Balance Sheet
Cash from operating activities was a use of $7.0 million in the fourth quarter while
adjusted free cash flow from continuing operations was a use of
$14.2 million. Accounts
receivables increased by $24 million from the end of the third
quarter 2022 to $130 million as of the end of the year,
reflecting a strong ramp up in activity in the fourth quarter.
Working capital at the end of year was $101 million and
compares to $87.5 million at the
end the third quarter of 2022. Working capital is defined as
current assets, excluding cash and restricted cash, less current
liabilities.
At the end of the fourth quarter, unrestricted cash was
$14 million and availability under our credit agreements was
$72 million. Liquidity at the end of
the year was $85 million. As of February 24, 2023, liquidity was $94 million. Liquidity is defined as unrestricted
cash plus availability under our revolving credit facilities.
Long-term debt, with a September 2025
maturity, was $156 million, while net
debt was $143 million. TETRA's net
leverage ratio was 1.99X at the end of the fourth quarter of 2022.
Outstanding borrowings under TETRA's term loan have been reduced by
over $57 million from $220 million on September
30, 2020, to $163 million as
of December 31, 2022.
Fourth Quarter Non-Recurring Charges and Expenses
Fourth quarter 2022 non-recurring charges and expenses are
reflected on Schedule E and include $3.1 million of engineering and other
consulting expenses incurred toward advancing the Company's efforts
to quantify the costs and economics on the potential development of
its Arkansas bromine assets,
inclusive of a FEED study. Additionally, $1.1 million of restructuring and impairment
charges and a $74,000 adjustment to
long-term incentives were also incurred in the quarter.
Total Year Results
Total year revenue of $553 million
increased 42% from 2021. Income before discontinued operations
improved from a loss of $16.8 million
in 2021 (inclusive of $10.9 million of unusual charges) to income
of $7.6 million in 2022 (inclusive of
$11.4 million of unusual
charges). Adjusted EBITDA increased by $28
million on a revenue increase of $165
million. Adjusted EBITDA in 2022 was $78 million compared to $50 million in 2021, and adjusted EBITDA margins
increased 120 basis points to 14.1% from 12.9% in 2021. 2021
included net gains on investments of $13.3 million while 2022 included net
unrealized gains on investments of $0.2 million. Excluding the gains on
investments in both periods, adjusted EBITDA was up $41.1 million year-over-year or 112% growth
and represents 25% fall-through on the incremental revenue.
A summary of key financial metrics for the full year are as
follows:
|
Twelve Months
Ended
|
|
|
|
|
|
December
31, 2022
|
|
December
31, 2021
|
|
Change
|
|
%
Change
|
|
(In
Millions)
|
Revenue
|
$
553.2
|
|
$
388.3
|
|
$
164.9
|
|
42 %
|
|
|
|
|
|
|
|
|
Operating income (loss)
from continuing operations
|
$
11.2
|
|
$
(14.7)
|
|
$
25.9
|
|
(176) %
|
% of revenue
|
2.0 %
|
|
(3.8) %
|
|
5.8 %
|
|
|
|
|
|
|
|
|
|
|
Adjusted
EBITDA
|
$
78.1
|
|
$
50.1
|
|
$
28.0
|
|
56 %
|
Adjusted EBITDA
margin
|
14.1 %
|
|
12.9 %
|
|
1.2 %
|
|
|
|
|
|
|
|
|
|
|
Cash flow from
operations (including discontinued operations)
|
$
19.0
|
|
$
4.7
|
|
$
14.3
|
|
304 %
|
Adjusted free cash flow
from continuing operations
|
$
(20.5)
|
|
$
9.3
|
|
$
(29.8)
|
|
(320) %
|
|
|
|
|
|
|
|
|
Net debt
|
$
142.9
|
|
$
120.4
|
|
$
22.5
|
|
19 %
|
Completion Fluids & Products total revenue for 2022 was
$273 million with income before taxes
of $57.4 million (21.0% of revenue)
inclusive of $4.0 million of
non-recurring charges (mainly expenditures for our Arkansas assets net of a favorable insurance
settlement). Adjusted EBITDA was $67.5
million (24.7% of revenue). Revenue increased $53.7 million from 2021 as completion fluid
sales in the Gulf of Mexico
increased by 90% and international completion fluid sales increased
by 30%. 2021 also included net gains on investments of $13.7 million while 2022 included net
unrealized losses on investments of $0.6 million. Excluding the gains and losses
on investments in both periods, adjusted EBITDA was up $18.9 million year-over-year or 35%
fall-through on the incremental revenue.
Water & Flowback Services total revenue for 2022 was
$280 million with income before taxes
of $15.7 million (5.6% of revenue)
inclusive of $2.9 million of
unusual charges. Adjusted EBITDA was $43.4
million (15.5% of revenue) achieving the target of 15% for
the year. Revenue increased $111 million from 2021 driven
mostly by a strong rebound in domestic activity. US Land revenue
was up 63% attributable to deployments of TETRA
SandStormTM advanced cyclone technology and capture of
market share within the water management business. International
revenue increased by 96% driven by the Argentina early production facilities.
Adjusted EBITDA was up $29 million year-over-year or 26%
fall-through on the incremental revenue.
Total Year Non-Recurring Charges and Expenses
Total year non-recurring charges and expenses of $11.4 million ($2.8 million being non-cash charges) are
reflected on Schedule E and include the following: (a) income
of $3.75 million on a favorable
cash settlement on an insurance claim for property damage from
hurricane damage to a TETRA's facility in the Gulf of Mexico, (b) $6.6 million of expenses for drilling and
completing a test well and engineering and other consulting
expenses incurred toward advancing the Company's efforts to
quantify the costs and economics on the potential development of
its Arkansas bromine assets,
inclusive of a FEED study, (c) $4.5 million adjustment
to long-term incentives, (d) $2.8 million non-cash impairment
charges to obsolete inventory and fixed assets, and (e)
$1.2 million of severance, restructuring and legal
charges.
Conference Call
TETRA will host a conference call to discuss these results
tomorrow, February 28, 2023, at
10:30 a.m. Eastern Time. The phone
number for the call is 1-888-347-5303. The conference call will
also be available by live audio webcast and may be accessed through
the Company's investor relations website at
http://ir.tetratec.com/events-and-webcasts. A replay of the
conference call will be available at 1-877-344-7529 conference
number 6113719, for one week following the conference call and the
archived webcast will be available through the Company's website
for thirty days following the conference call.
Investor Contact
For further information, please contact Elijio Serrano, CFO, TETRA Technologies, Inc. at
(281) 367-1983 or via email at eserrano@tetratec.com or
Rigo Gonzalez, Manager of Corporate
Finance and Investor Relations, at (281) 364-2213 or via email at
rgonzalez@tetratec.com.
Financial Statements, Schedules and Non-GAAP Reconciliation
Schedules (Unaudited)
Schedule A: Consolidated Income Statement
Schedule B: Condensed Consolidated Balance Sheet
Schedule C: Consolidated Statements of Cash Flows
Schedule D: Statement Regarding Use of Non-GAAP Financial
Measures
Schedule E: Non-GAAP Reconciliation of Adjusted Income (Loss)
From Continuing Operations
Schedule F: Non-GAAP Reconciliation of Adjusted EBITDA
Schedule G: Non-GAAP Reconciliation of Net Debt
Schedule H: Non-GAAP Reconciliation to Adjusted Free Cash Flow
From Continuing Operations
Schedule I: Non-GAAP Reconciliation to Net Leverage Ratio
Company Overview
TETRA Technologies, Inc. is an energy services and solutions
company operating on six continents with a focus on bromine-based
completion fluids, calcium chloride, water management solutions,
frac flowback, and production well testing services. Calcium
chloride is used in the oil and gas, industrial, agricultural,
road, food, and beverage markets. TETRA is evolving its business
model by expanding into the low carbon energy markets with its
chemistry expertise, key mineral acreage, and global
infrastructure. Low carbon energy initiatives include
commercialization of TETRA PureFlow®, an ultra-pure zinc
bromide clear brine fluid for stationary batteries and energy
storage; advancing an innovative carbon capture utilization and
storage technology with CarbonFree to capture CO2 and
mineralize emissions to make commercial, carbon-negative chemicals;
and development of TETRA's lithium and bromine mineral acreage to
meet the growing demand for oil and gas products and energy
storage. Visit the Company's website at www.tetratec.com for more
information.
Cautionary Statement Regarding Forward Looking
Statements
This news release includes certain statements that are deemed to
be forward-looking statements. Generally, the use of words such as
"may," "see," "expectation," "expect," "intend," "estimate,"
"projects," "anticipate," "believe," "assume," "could," "should,"
"plans," "targets" or similar expressions that convey the
uncertainty of future events, activities, expectations or outcomes
identify forward-looking statements that the Company intends to be
included within the safe harbor protections provided by the federal
securities laws. These forward-looking statements include
statements concerning economic and operating conditions that are
outside of our control, including statements concerning recovery of
the oil and gas industry; customer delays for international
completion fluids related to global shipping and logistics issues;
potential revenue associated with prospective energy storage
projects or our pending carbon capture partnership; inferred
mineral resources of lithium and bromine, the potential extraction
of lithium and bromine from the leased acreage, the economic
viability thereof, the demand for such resources and related
products, and the timing and costs of such activities; the ability
to obtain an indicated resources report and initial economic
assessment regarding our lithium and bromine acreage; projections
concerning the Company's business activities, financial guidance,
profitability, estimated earnings, earnings per share, and
statements regarding the Company's beliefs, expectations, plans,
goals, future events and performance, and other statements that are
not purely historical. With respect to the Company's disclosures of
inferred mineral resources, including bromine and lithium carbonate
equivalent concentrations, it is uncertain if further exploration
will ever result in the estimation of a higher category of mineral
resource or a mineral reserve. Inferred mineral resources are
considered to have the lowest level of geological confidence of all
mineral resources. Investors are cautioned that mineral resources
do not have demonstrated economic value. Inferred mineral resources
have a high degree of uncertainty as to their existence and to
whether they can be economically or legally commercialized. A
significant amount of exploration must be completed in order to
determine whether an inferred mineral resource may be upgraded to a
higher category. Therefore, you 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. These forward-looking statements are
based on certain assumptions and analyses made by the Company in
light of its experience and its perception of historical trends,
current conditions, expected future developments and other factors
it believes are appropriate in the circumstances. Such statements
are subject to a number of risks and uncertainties, many of which
are beyond the control of the Company. Investors are cautioned that
any such statements are not guarantees of future performances or
results and that actual results or developments may differ
materially from those projected in the forward-looking statements.
Some of the factors that could affect actual results are described
in the section titled "Risk Factors" contained in the Company's
Annual Reports on Form 10-K, as well as other risks identified from
time to time in its reports on Form 10-Q and Form 8-K filed with
the Securities and Exchange Commission.
Schedule A:
Consolidated Income Statement (Unaudited)
|
|
|
Three Months
Ended
|
|
Twelve Months
Ended
|
|
December
31, 2022
|
|
September
30, 2022
|
|
December
31, 2021
|
|
December
31, 2022
|
|
December
31, 2021
|
|
(in thousands, except
per share amounts)
|
Revenues
|
$
147,448
|
|
$
135,012
|
|
$
113,148
|
|
$
553,213
|
|
$
388,272
|
|
|
|
|
|
|
|
|
|
|
Cost of product sales
and services
|
107,037
|
|
96,905
|
|
85,821
|
|
400,229
|
|
294,952
|
Depreciation,
amortization, and accretion
|
8,758
|
|
8,634
|
|
8,007
|
|
32,819
|
|
33,502
|
Impairments and other
charges
|
542
|
|
—
|
|
132
|
|
2,804
|
|
581
|
Insurance
recoveries
|
—
|
|
—
|
|
—
|
|
(3,750)
|
|
—
|
Total cost of
revenues
|
116,337
|
|
105,539
|
|
93,960
|
|
432,102
|
|
329,035
|
Gross profit
|
31,111
|
|
29,473
|
|
19,188
|
|
121,111
|
|
59,237
|
|
|
|
|
|
|
|
|
|
|
Exploration and
pre-development costs
|
3,135
|
|
936
|
|
—
|
|
6,635
|
|
—
|
General and
administrative expense
|
23,846
|
|
23,833
|
|
18,972
|
|
91,942
|
|
75,049
|
Interest expense,
net
|
4,900
|
|
3,999
|
|
4,004
|
|
15,833
|
|
16,377
|
Other (income) expense,
net
|
393
|
|
(1,410)
|
|
(3,030)
|
|
(4,465)
|
|
(17,468)
|
Income (loss) before
taxes and discontinued operations
|
(1,163)
|
|
2,115
|
|
(758)
|
|
11,166
|
|
(14,721)
|
Provision (benefit) for
income taxes
|
666
|
|
2,178
|
|
(55)
|
|
3,565
|
|
2,084
|
Income (loss) from
continuing operations
|
(1,829)
|
|
(63)
|
|
(703)
|
|
7,601
|
|
(16,805)
|
Income (loss) from
discontinued operations, net of taxes
|
(75)
|
|
319
|
|
(475)
|
|
195
|
|
120,407
|
Net income
(loss)
|
(1,904)
|
|
256
|
|
(1,178)
|
|
7,796
|
|
103,602
|
Less: (income) loss
attributable to noncontrolling interest(1)
|
—
|
|
22
|
|
37
|
|
43
|
|
(269)
|
Net income (loss)
attributable to TETRA stockholders
|
$
(1,904)
|
|
$
278
|
|
$
(1,141)
|
|
$
7,839
|
|
$
103,333
|
Basic net income
(loss) per common share:
|
|
|
|
|
|
|
|
|
|
Income (loss) from
continuing operations
|
$
(0.01)
|
|
$
0.00
|
|
$
(0.01)
|
|
$
0.06
|
|
$
(0.13)
|
Income from
discontinued operations
|
0.00
|
|
0.00
|
|
0.00
|
|
0.00
|
|
0.95
|
Net income (loss)
attributable to TETRA stockholders
|
$
(0.01)
|
|
$
0.00
|
|
$
(0.01)
|
|
$
0.06
|
|
$
0.82
|
Weighted average basic
shares outstanding
|
128,082
|
|
128,407
|
|
126,938
|
|
128,082
|
|
126,602
|
Diluted net income
(loss) per common share:
|
|
|
|
|
|
|
|
|
|
Income (loss) from
continuing operations
|
$
(0.01)
|
|
$
0.00
|
|
$
(0.01)
|
|
$
0.06
|
|
$
(0.13)
|
Income from
discontinued operations
|
0.00
|
|
0.00
|
|
0.00
|
|
0.00
|
|
0.95
|
Net income (loss)
attributable to TETRA stockholders
|
$
(0.01)
|
|
$
0.00
|
|
$
(0.01)
|
|
$
0.06
|
|
$
0.82
|
Weighted average
diluted shares outstanding
|
128,082
|
|
128,407
|
|
126,938
|
|
129,778
|
|
126,602
|
|
|
(1)
|
(Income) loss
attributable to noncontrolling interest includes income from
discontinued operations, net of taxes of $333 for the year ended
December 31, 2021 and zero for all other periods
presented.
|
Schedule B:
Condensed Consolidated Balance Sheet (Unaudited)
|
|
|
December 31,
2022
|
|
December 31,
2021
|
|
(in
thousands)
|
ASSETS
|
|
|
|
Current
assets:
|
|
|
|
Cash and cash
equivalents
|
$
13,592
|
|
$
31,551
|
Trade accounts
receivable, net
|
129,631
|
|
91,202
|
Inventories
|
72,113
|
|
69,098
|
Prepaid expenses and
other current assets
|
23,112
|
|
18,539
|
Total current
assets
|
238,448
|
|
210,390
|
Plant, property, and
equipment, net
|
101,580
|
|
88,976
|
Other intangibles,
net
|
32,955
|
|
36,958
|
Operating lease
right-of-use assets
|
33,818
|
|
36,973
|
Investments
|
14,286
|
|
11,233
|
Other assets
|
13,279
|
|
13,736
|
Total long-term
assets
|
195,918
|
|
187,876
|
Total assets
|
$
434,366
|
|
$
398,266
|
|
|
|
|
LIABILITIES AND
EQUITY
|
|
|
|
Current
liabilities:
|
|
|
|
Trade accounts
payable
|
$
49,121
|
|
$
37,943
|
Compensation and
employee benefits
|
30,958
|
|
20,811
|
Operating lease
liabilities, current portion
|
7,795
|
|
8,108
|
Accrued
taxes
|
9,913
|
|
7,085
|
Accrued liabilities and
other
|
25,560
|
|
21,810
|
Current liabilities
associated with discontinued operations
|
920
|
|
1,385
|
Total current
liabilities
|
124,267
|
|
97,142
|
Long-term debt,
net
|
156,455
|
|
151,936
|
Operating lease
liabilities
|
28,108
|
|
31,429
|
Asset retirement
obligations
|
13,671
|
|
12,984
|
Deferred income
taxes
|
2,038
|
|
1,669
|
Other
liabilities
|
3,430
|
|
4,543
|
Total long-term
liabilities
|
203,702
|
|
202,561
|
TETRA stockholders'
equity
|
107,625
|
|
99,704
|
Noncontrolling
interests
|
(1,228)
|
|
(1,141)
|
Total equity
|
106,397
|
|
98,563
|
Total liabilities and
equity
|
$
434,366
|
|
$
398,266
|
Schedule C:
Consolidated Statements of Cash Flows (Unaudited)
|
|
|
Three Months
Ended
|
|
Twelve Months
Ended
December 31,
|
|
December 31,
2022
|
|
September 30,
2022
|
|
December 31,
2021
|
|
|
|
|
|
2022
|
|
2021
|
|
(in
thousands)
|
Operating
activities:
|
|
|
|
|
|
|
|
|
|
Net income
(loss)
|
$
(1,904)
|
|
$
256
|
|
$
(1,178)
|
|
$
7,796
|
|
$
103,602
|
Adjustments to
reconcile net income (loss) to net cash provided by operating
activities:
|
|
|
|
|
|
|
|
|
|
Depreciation,
amortization, and accretion
|
8,758
|
|
8,634
|
|
8,008
|
|
32,819
|
|
33,532
|
Gain on CSI Compressco
GP Sale
|
—
|
|
—
|
|
437
|
|
—
|
|
(120,137)
|
Impairments and other
charges
|
542
|
|
—
|
|
132
|
|
2,804
|
|
581
|
(Gain) loss on
investments
|
(339)
|
|
549
|
|
(1,449)
|
|
(180)
|
|
(13,252)
|
Equity-based
compensation expense
|
3,519
|
|
1,098
|
|
1,053
|
|
6,880
|
|
4,664
|
Provision for
(recovery of) doubtful accounts
|
11
|
|
(213)
|
|
(783)
|
|
42
|
|
(654)
|
Amortization and
expense of financing costs
|
998
|
|
805
|
|
771
|
|
3,376
|
|
3,091
|
Insurance recoveries
associated with damaged equipment
|
—
|
|
—
|
|
110
|
|
(3,750)
|
|
—
|
Warrants fair value
adjustment
|
—
|
|
—
|
|
143
|
|
—
|
|
—
|
Gain on sale of
assets
|
(190)
|
|
(261)
|
|
(3)
|
|
(1,170)
|
|
(482)
|
Other non-cash charges
and credits
|
480
|
|
(112)
|
|
(446)
|
|
55
|
|
(805)
|
Changes in operating
assets and liabilities:
|
|
|
|
|
|
|
|
|
|
Accounts
receivable
|
(23,187)
|
|
(2,080)
|
|
(12,549)
|
|
(39,848)
|
|
(27,795)
|
Inventories
|
1,236
|
|
(10,226)
|
|
2,938
|
|
(4,471)
|
|
5,387
|
Prepaid expenses and
other current assets
|
(764)
|
|
(1,500)
|
|
(3,606)
|
|
(4,546)
|
|
(6,533)
|
Trade accounts payable
and accrued expenses
|
5,636
|
|
5,884
|
|
1,775
|
|
22,705
|
|
27,006
|
Other
|
(1,787)
|
|
(689)
|
|
(1,120)
|
|
(3,555)
|
|
(3,548)
|
Net cash (used in)
provided by operating activities
|
(6,991)
|
|
2,145
|
|
(5,767)
|
|
18,957
|
|
4,657
|
Investing
activities:
|
|
|
|
|
|
|
|
|
|
Purchases of property,
plant, and equipment
|
(7,378)
|
|
(12,266)
|
|
(5,913)
|
|
(40,056)
|
|
(20,533)
|
Acquisition of
businesses, net of cash acquired
|
(917)
|
|
—
|
|
—
|
|
(917)
|
|
—
|
Purchase of CarbonFree
convertible note
|
—
|
|
—
|
|
(5,000)
|
|
—
|
|
(5,000)
|
Proceeds from sale of
investment
|
—
|
|
—
|
|
17,627
|
|
—
|
|
17,627
|
Proceeds from sale of
property, plant, and equipment
|
217
|
|
295
|
|
671
|
|
1,706
|
|
1,687
|
Proceeds from
insurance recoveries associated with damaged equipment
|
—
|
|
—
|
|
—
|
|
3,750
|
|
110
|
Other investing
activities
|
(146)
|
|
(390)
|
|
(396)
|
|
(987)
|
|
934
|
Net cash provided by
(used in) investing activities
|
(8,224)
|
|
(12,361)
|
|
6,989
|
|
(36,504)
|
|
(5,175)
|
Financing
activities:
|
|
|
|
|
|
|
|
|
|
Proceeds from
long-term debt
|
12,130
|
|
28
|
|
1,614
|
|
13,825
|
|
1,614
|
Principal payments on
long-term debt
|
(9,191)
|
|
(25)
|
|
(13,000)
|
|
(12,483)
|
|
(50,477)
|
Payments on finance
lease obligations
|
(128)
|
|
—
|
|
—
|
|
(1,302)
|
|
—
|
Debt issuance costs
and other financing activities
|
—
|
|
—
|
|
(12)
|
|
—
|
|
(1,191)
|
Net cash used in
financing activities
|
2,811
|
|
3
|
|
(11,398)
|
|
40
|
|
(50,054)
|
Effect of exchange rate
changes on cash
|
749
|
|
(872)
|
|
(136)
|
|
(452)
|
|
(1,771)
|
Increase (decrease) in
cash and cash equivalents and restricted cash
|
(11,655)
|
|
(11,085)
|
|
(10,312)
|
|
(17,959)
|
|
(52,343)
|
|
|
|
|
|
|
|
|
|
|
Cash and cash
equivalents at beginning of period
|
25,247
|
|
36,332
|
|
41,863
|
|
31,551
|
|
83,894
|
Cash and cash
equivalents at beginning of period associated with discontinued
operations
|
—
|
|
—
|
|
—
|
|
—
|
|
16,577
|
Cash and cash
equivalents at beginning of period associated with continuing
operations
|
25,247
|
|
36,332
|
|
41,863
|
|
31,551
|
|
67,317
|
Cash and cash
equivalents at end of period associated with continuing
operations
|
$
13,592
|
|
$
25,247
|
|
$
31,551
|
|
$
13,592
|
|
$
31,551
|
Schedule D: Statement Regarding Use of Non-GAAP
Financial Measures
In addition to financial results determined in accordance with
U.S. GAAP, this press release may include the following non-GAAP
financial measures for the Company: adjusted income (loss) per
share from continuing operations; consolidated and segment Adjusted
EBITDA; segment Adjusted EBITDA as a percent of revenue ("Adjusted
EBITDA margin"); adjusted income (loss) from continuing operations,
adjusted free cash flow from continuing operations; net debt, and
net leverage ratio. The following schedules provide reconciliations
of these non-GAAP financial measures to their most directly
comparable U.S. GAAP measures. The non-GAAP financial measures
should be considered in addition to, not as a substitute for,
financial measures prepared in accordance with U.S. GAAP, as more
fully discussed in the Company's financial statements and filings
with the Securities and Exchange Commission.
Management believes that the exclusion of the special charges
from the historical results of operations enables management to
evaluate more effectively the Company's operations over the prior
periods and to identify operating trends that could be obscured by
the excluded items.
Adjusted income (loss) from continuing operations is defined as
the Company's income (loss) before taxes and discontinued
operations, excluding certain special or other charges (or
credits), and including noncontrolling interest attributed to
continuing operations. Adjusted income (loss) from continuing
operations 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.
Adjusted earnings (loss) per share from continuing operations is
defined as the Company's diluted earnings (loss) per share
excluding certain special or other charges (or credits),
discontinued operations and noncontrolling interest attributable to
discontinued operations. Adjusted earnings (loss) per share 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.
Adjusted EBITDA (and Adjusted EBITDA as a percent of revenue) is
defined as earnings before interest, taxes, depreciation,
amortization, impairments and certain non-cash charges,
non-recurring adjustments and discontinued operations. Adjusted
EBITDA (and adjusted EBITDA margin) is used by management as a
supplemental financial measure to assess the financial performance
of the Company's assets, 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.
Adjusted free cash flow from continuing operations is defined as
cash from operating activities less discontinued operations
Adjusted EBITDA, less continuing operations capital expenditures
net of sales proceeds, less payments on financing lease obligations
and including cash distributions to TETRA from CSI Compressco and
cash from other investments. Management uses this supplemental
financial measure to:
- assess the Company's ability to retire debt;
- evaluate the capacity of the Company to further invest and
grow; and
- to measure the performance of the Company as compared to its
peer group.
Adjusted free cash flow from continuing operations do not
necessarily imply residual cash flow available for discretionary
expenditures, as they exclude cash requirements for debt service or
other non-discretionary expenditures that are not deducted.
Net debt is defined as the sum of the carrying value of
long-term and short-term debt on its consolidated balance sheet,
less cash, excluding restricted cash on the balance sheet.
Management views net debt as a measure of TETRA's ability to reduce
debt, add to cash balances, pay dividends, repurchase stock, and
fund investing and financing activities.
Net leverage ratio is defined as debt excluding financing fees
and discount on term loan and including letters of credit and
guarantees, less cash divided by trailing twelve months adjusted
EBITDA for credit facilities. Adjusted EBITDA for credit facilities
consists of adjusted EBITDA described above, plus equity
compensation expense, less non-cash (gain) loss on sale of
investments, (gain) loss on sales of assets, acquisition trailing
EBITDA and excluding certain special or other charges (or credits).
Management primarily uses this metric to assess TETRA's ability to
borrow, reduce debt, add to cash balances, pay distributions, and
fund investing and financing activities.
Schedule E: Non-GAAP
Reconciliation of Adjusted Income (Loss) From Continuing Operations
(Unaudited)
|
|
|
Three Months
Ended
|
|
December 31,
2022
|
|
September 30,
2022
|
|
December 31,
2021
|
|
(in thousands, except
per share amounts)
|
|
|
|
|
|
|
Income (loss) before
taxes and discontinued operations
|
$
(1,163)
|
|
$
2,115
|
|
$
(758)
|
Provision (benefit) for
income taxes
|
666
|
|
2,178
|
|
(55)
|
Noncontrolling interest
attributed to continuing operations
|
—
|
|
22
|
|
37
|
Loss from continuing
operations
|
(1,829)
|
|
(85)
|
|
(740)
|
Exploration and
pre-development costs
|
3,135
|
|
936
|
|
—
|
Adjustment to long-term
incentives
|
74
|
|
1,731
|
|
495
|
Transaction,
restructuring and other expenses
|
576
|
|
82
|
|
443
|
Impairments and other
charges
|
542
|
|
—
|
|
132
|
Former CEO stock
appreciation right expense
|
—
|
|
—
|
|
107
|
Stock warrant fair
value adjustment
|
—
|
|
—
|
|
(56)
|
Allowance for bad
debt
|
—
|
|
—
|
|
(230)
|
Adjusted income from
continuing operations
|
$
2,498
|
|
$
2,664
|
|
$
151
|
|
|
|
|
|
|
Diluted per share
information
|
|
|
|
|
|
Income (loss) from
continuing operations
|
$
(0.01)
|
|
$
0.00
|
|
$
(0.01)
|
Adjusted income from
continuing operations
|
$
0.02
|
|
$
0.02
|
|
$
0.00
|
Diluted weighted
average shares outstanding
|
128,082
|
|
128,407
|
|
126,938
|
Schedule F:
Non-GAAP Reconciliation of Adjusted EBITDA
(Unaudited)
|
|
|
Three Months Ended
December 31, 2022
|
|
Completion
Fluids &
Products
|
|
Water &
Flowback
Services
|
|
Corporate
SG&A
|
|
Other and
Eliminations
|
|
Total
|
|
(in thousands, except
percents)
|
Revenues
|
$
66,219
|
|
$
81,229
|
|
$
—
|
|
$
—
|
|
$
147,448
|
Net income (loss)
before taxes and
discontinued
operations
|
10,456
|
|
4,924
|
|
(11,221)
|
|
(5,322)
|
|
(1,163)
|
Impairments and other
charges
|
342
|
|
200
|
|
—
|
|
—
|
|
542
|
Exploration and
pre-development costs
|
3,135
|
|
—
|
|
—
|
|
—
|
|
3,135
|
Adjustment to
long-term incentives
|
—
|
|
—
|
|
74
|
|
—
|
|
74
|
Transaction,
restructuring and other expenses
|
576
|
|
—
|
|
—
|
|
—
|
|
576
|
Adjusted income
(loss) before taxes and
discontinued operations
|
$
14,509
|
|
$
5,124
|
|
$
(11,147)
|
|
$
(5,322)
|
|
$
3,164
|
Adjusted interest
expense, net
|
(304)
|
|
140
|
|
—
|
|
5,064
|
|
4,900
|
Adjusted depreciation
and amortization
|
1,787
|
|
6,808
|
|
—
|
|
163
|
|
8,758
|
Equity-based
compensation expense
|
—
|
|
—
|
|
3,519
|
|
—
|
|
3,519
|
Adjusted
EBITDA
|
$
15,992
|
|
$
12,072
|
|
$
(7,628)
|
|
$
(95)
|
|
$
20,341
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA as a %
of revenue
|
24.2 %
|
|
14.9 %
|
|
|
|
|
|
13.8 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
September 30, 2022
|
|
Completion
Fluids &
Products
|
|
Water &
Flowback
Services
|
|
Corporate
SG&A
|
|
Other and
Eliminations
|
|
Total
|
|
(in thousands, except
percents)
|
Revenues
|
$
59,163
|
|
$
75,849
|
|
$
—
|
|
$
—
|
|
$
135,012
|
Net income (loss)
before taxes and
discontinued
operations
|
12,357
|
|
6,482
|
|
(11,968)
|
|
(4,756)
|
|
2,115
|
Exploration and
pre-development costs
|
936
|
|
—
|
|
—
|
|
—
|
|
936
|
Adjustment to
long-term incentives
|
—
|
|
—
|
|
1,731
|
|
—
|
|
1,731
|
Transaction,
restructuring and other expenses
|
—
|
|
82
|
|
—
|
|
—
|
|
82
|
Adjusted income
(loss) before taxes and
discontinued operations
|
$
13,293
|
|
$
6,564
|
|
$
(10,237)
|
|
$
(4,756)
|
|
$
4,864
|
Adjusted interest
expense, net
|
(436)
|
|
(2)
|
|
—
|
|
4,437
|
|
3,999
|
Adjusted depreciation
and amortization
|
1,846
|
|
6,626
|
|
—
|
|
162
|
|
8,634
|
Equity-based
compensation expense
|
—
|
|
—
|
|
1,098
|
|
—
|
|
1,098
|
Adjusted
EBITDA
|
$
14,703
|
|
$
13,188
|
|
$
(9,139)
|
|
$
(157)
|
|
$
18,595
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA as a %
of revenue
|
24.9 %
|
|
17.4 %
|
|
|
|
|
|
13.8 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
December 31, 2021
|
|
Completion
Fluids &
Products
|
|
Water &
Flowback
Services
|
|
Corporate
SG&A
|
|
Other and
Eliminations
|
|
Total
|
|
(in thousands, except
percents)
|
Revenues
|
$
59,828
|
|
$
53,320
|
|
$
—
|
|
$
—
|
|
$
113,148
|
Net income (loss)
before taxes and
discontinued
operations
|
14,868
|
|
1,148
|
|
(9,017)
|
|
(7,757)
|
|
(758)
|
Adjustment to
long-term incentives
|
—
|
|
—
|
|
495
|
|
—
|
|
495
|
Transaction,
restructuring and other expenses
|
285
|
|
96
|
|
62
|
|
—
|
|
443
|
Former CEO stock
appreciation right expense
|
—
|
|
—
|
|
107
|
|
—
|
|
107
|
Stock warrant fair
value adjustment
|
—
|
|
—
|
|
—
|
|
(56)
|
|
(56)
|
Impairments and other
charges
|
—
|
|
—
|
|
—
|
|
132
|
|
132
|
Allowance for bad
debt
|
—
|
|
(230)
|
|
—
|
|
—
|
|
(230)
|
Adjusted income
(loss) before taxes and
discontinued operations
|
$
15,153
|
|
$
1,014
|
|
$
(8,353)
|
|
$
(7,681)
|
|
$
133
|
Adjusted interest
expense, net
|
(131)
|
|
4
|
|
—
|
|
4,130
|
|
4,003
|
Adjusted depreciation
and amortization
|
1,767
|
|
5,868
|
|
—
|
|
251
|
|
7,886
|
Equity-based
compensation expense
|
—
|
|
—
|
|
1,052
|
|
—
|
|
1,052
|
Adjusted
EBITDA
|
$
16,789
|
|
$
6,886
|
|
$
(7,301)
|
|
$
(3,300)
|
|
$
13,074
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA as a %
of revenue
|
28.1 %
|
|
12.9 %
|
|
|
|
|
|
11.6 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December
31, 2022
|
|
Completion
Fluids &
Products
|
|
Water &
Flowback
Services
|
|
Corporate
SG&A
|
|
Other and
Eliminations
|
|
Total
|
|
(In Thousands, Except
Percents)
|
Revenue
|
$
273,373
|
|
$
279,840
|
|
$
—
|
|
$
—
|
|
$
553,213
|
Net income (loss)
before taxes and
discontinued operations
|
57,366
|
|
15,732
|
|
(45,077)
|
|
(16,855)
|
|
11,166
|
Insurance
recoveries
|
(3,750)
|
|
—
|
|
—
|
|
—
|
|
(3,750)
|
Impairments and other
charges
|
562
|
|
2,242
|
|
—
|
|
—
|
|
2,804
|
Exploration and
pre-development costs
|
6,635
|
|
—
|
|
—
|
|
—
|
|
6,635
|
Adjustment to
long-term incentives
|
—
|
|
—
|
|
4,510
|
|
—
|
|
4,510
|
Transaction and other
expenses
|
576
|
|
638
|
|
—
|
|
—
|
|
1,214
|
Adjusted income
(loss) before taxes and
discontinued operations
|
$
61,389
|
|
$
18,612
|
|
$
(40,567)
|
|
$
(16,855)
|
|
$
22,579
|
Adjusted interest
expense, net
|
(1,346)
|
|
138
|
|
—
|
|
17,041
|
|
15,833
|
Adjusted depreciation
and amortization
|
7,455
|
|
24,683
|
|
—
|
|
681
|
|
32,819
|
Equity-based
compensation expense
|
—
|
|
—
|
|
6,880
|
|
—
|
|
6,880
|
Adjusted
EBITDA
|
$
67,498
|
|
$
43,433
|
|
$
(33,687)
|
|
$
867
|
|
$
78,111
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA as % of
revenue
|
24.7 %
|
|
15.5 %
|
|
|
|
|
|
14.1 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December
31, 2021
|
|
Completion
Fluids &
Products
|
|
Water &
Flowback
Services
|
|
Corporate
SG&A
|
|
Other and
Eliminations
|
|
Total
|
|
(In Thousands, Except
Percents)
|
Revenue
|
$
219,648
|
|
$
168,624
|
|
$
—
|
|
$
—
|
|
$
388,272
|
Net income (loss)
before taxes and
discontinued operations
|
54,981
|
|
(11,116)
|
|
(39,990)
|
|
(18,596)
|
|
$
(14,721)
|
Adjustment to
long-term incentives
|
—
|
|
—
|
|
4,675
|
|
—
|
|
4,675
|
Transaction and other
expenses
|
1,531
|
|
1,718
|
|
2,419
|
|
—
|
|
5,668
|
Stock warrant fair
value adjustment
|
—
|
|
—
|
|
—
|
|
(198)
|
|
(198)
|
Former CEO stock
appreciation right expense
|
—
|
|
—
|
|
865
|
|
—
|
|
865
|
Impairments and other
charges
|
—
|
|
—
|
|
—
|
|
132
|
|
132
|
Allowance for bad
debt
|
—
|
|
(230)
|
|
—
|
|
—
|
|
(230)
|
Adjusted income
(loss) before taxes and
discontinued operations
|
$
56,512
|
|
$
(9,628)
|
|
$
(32,031)
|
|
$
(18,662)
|
|
$
(3,809)
|
Adjusted interest
expense, net
|
(595)
|
|
(512)
|
|
—
|
|
17,483
|
|
16,376
|
Adjusted depreciation
and amortization
|
6,885
|
|
25,045
|
|
—
|
|
889
|
|
32,819
|
Equity-based
compensation expense
|
—
|
|
—
|
|
4,664
|
|
—
|
|
4,664
|
Adjusted
EBITDA
|
$
62,802
|
|
$
14,905
|
|
$
(27,367)
|
|
$
(290)
|
|
$
50,050
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA as % of
revenue
|
28.6 %
|
|
8.8 %
|
|
|
|
|
|
12.9 %
|
Schedule G: Non-GAAP Reconciliation of Net Debt
(Unaudited)
|
|
The following
reconciliation of net debt is presented as a supplement to
financial results prepared in accordance with GAAP.
|
|
|
December 31,
2022
|
|
December 31,
2021
|
|
(in
thousands)
|
Non Restricted
Cash
|
$
13,592
|
|
$
31,551
|
|
|
|
|
Swedish Credit
Facility
|
3
|
|
—
|
Asset-Based Credit
Agreement
|
1,885
|
|
67
|
Term Credit
Agreement
|
154,570
|
|
151,869
|
Net debt
|
$
142,866
|
|
$
120,385
|
Schedule H: Non-GAAP Reconciliation
to Adjusted Free Cash Flow From Continuing Operations
(Unaudited)
|
|
|
Three Months
Ended
|
|
Twelve Months
Ended
|
|
December
31, 2022
|
|
September
30, 2022
|
|
December
31, 2021
|
|
December
31, 2022
|
|
December
31, 2021
|
|
(in
thousands)
|
Cash from operating
activities
|
$
(6,991)
|
|
$
2,145
|
|
$
(5,767)
|
|
$
18,957
|
|
$
4,657
|
Less: Discontinued
operations operating activities (adjusted EBITDA)
|
—
|
|
—
|
|
—
|
|
—
|
|
(416)
|
Cash from continued
operating activities
|
(6,991)
|
|
2,145
|
|
(5,767)
|
|
18,957
|
|
5,073
|
Less: Continuing
operations capital expenditures
|
(7,161)
|
|
(11,971)
|
|
(4,487)
|
|
(38,350)
|
|
(15,866)
|
Less: Payments on
financing lease obligations
|
(128)
|
|
—
|
|
—
|
|
(1,302)
|
|
—
|
Plus: Distributions
from CSI Compressco LP(1)
|
52
|
|
52
|
|
52
|
|
209
|
|
156
|
Plus: Cash received
from sale of investments
|
—
|
|
—
|
|
17,627
|
|
—
|
|
17,627
|
Plus: Cash from other
investments
|
—
|
|
—
|
|
—
|
|
—
|
|
2,354
|
Adjusted free cash flow
from continuing operations
|
$
(14,228)
|
|
$
(9,774)
|
|
$
7,425
|
|
$
(20,486)
|
|
$
9,344
|
|
(1)
Following the GP Sale on January 29, 2021, TETRA retained an
interest in CSI Compressco representing approximately 3.7% of the
outstanding common units as of December 31, 2022.
|
Schedule I: Non-GAAP
Reconciliation to Net Leverage Ratio (Unaudited)
|
|
|
Three Months
Ended
|
|
Twelve
Months
Ended
|
|
December 31,
2022
|
|
September
30, 2022
|
|
June 30,
2022
|
|
March 31,
2022
|
|
December 31,
2022
|
|
(in
thousands)
|
Net income (loss)
before taxes and
discontinued
operations
|
$
(1,163)
|
|
$
2,115
|
|
$
1,280
|
|
$
8,934
|
|
$
11,166
|
Insurance
settlement
|
—
|
|
—
|
|
—
|
|
(3,750)
|
|
(3,750)
|
Exploration and
pre-development costs
|
3,135
|
|
936
|
|
634
|
|
1,930
|
|
6,635
|
Adjustment to
long-term incentives
|
74
|
|
1,731
|
|
1,450
|
|
784
|
|
4,039
|
Transaction,
restructuring and other expenses
|
576
|
|
82
|
|
556
|
|
—
|
|
1,214
|
Impairments and other
charges
|
542
|
|
—
|
|
2,262
|
|
—
|
|
2,804
|
Former CEO stock
appreciation right expense
|
—
|
|
—
|
|
—
|
|
472
|
|
472
|
Provision for
(recovery of) doubtful accounts
|
—
|
|
(213)
|
|
—
|
|
—
|
|
(213)
|
Adjusted income
before taxes and
discontinued operations
|
$
3,164
|
|
$
4,651
|
|
$
6,182
|
|
$
8,370
|
|
$
22,367
|
|
|
|
|
|
|
|
|
|
|
Adjusted interest
expense, net
|
4,900
|
|
3,999
|
|
3,610
|
|
3,324
|
|
15,833
|
Adjusted depreciation
and amortization
|
8,758
|
|
8,634
|
|
7,746
|
|
7,679
|
|
32,817
|
Equity-based
compensation expense
|
3,519
|
|
1,098
|
|
1,159
|
|
1,104
|
|
6,880
|
Acquisition trailing
EBITDA
|
2,400
|
|
—
|
|
—
|
|
—
|
|
2,400
|
Non-cash (gain) loss on
investments
|
(286)
|
|
548
|
|
710
|
|
(1,100)
|
|
(128)
|
Gain on sale of
assets
|
(190)
|
|
(262)
|
|
(500)
|
|
(218)
|
|
(1,170)
|
Other debt covenant
adjustments
|
249
|
|
230
|
|
214
|
|
143
|
|
836
|
Debt covenant
adjusted EBITDA
|
$
22,514
|
|
$
18,898
|
|
$
19,121
|
|
$
19,302
|
|
$
79,835
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
2022
|
|
|
|
|
|
|
|
|
|
(in thousands,
except ratio)
|
Term credit
agreement
|
|
|
|
|
|
|
|
|
$
163,072
|
ABL credit
agreement
|
|
|
|
|
|
|
|
|
2,950
|
Swedish credit
agreement
|
|
|
|
|
|
|
|
|
3
|
ABL letters of credit
and guarantees
|
|
|
|
|
|
|
|
|
6,268
|
Total debt and
commitments
|
|
|
|
|
|
|
|
|
172,293
|
Unrestricted
cash
|
|
|
|
|
|
|
|
|
13,592
|
Net debt and
commitments
|
|
|
|
|
|
|
|
|
$
158,701
|
Net leverage
ratio
|
|
|
|
|
|
|
|
|
1.99
|
View original content to download
multimedia:https://www.prnewswire.com/news-releases/tetra-technologies-inc-announces-fourth-quarter-and-total-year-2022-results-301757121.html
SOURCE TETRA Technologies, Inc.