Document_And_Entity_Informatio
Document And Entity Information (USD $) | 3 Months Ended | ||
Mar. 31, 2014 | 8-May-14 | Jun. 30, 2013 | |
Document Line Items [Abstract] | ' | ' | ' |
Entity Registrant Name | 'TETRA TECHNOLOGIES INC | ' | ' |
Entity Central Index Key | '0000844965 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Entity Public Float | ' | ' | $784,876,118 |
Entity Common Stock Shares Outstanding | ' | 78,928,443 | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Document Fiscal Period Focus | 'Q1 | ' | ' |
Document Type | '10-Q | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Mar-14 | ' | ' |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Revenues: | ' | ' |
Product sales | $76,752 | $71,538 |
Services and rentals | 136,105 | 137,021 |
Total revenues | 212,857 | 208,559 |
Cost of revenues: | ' | ' |
Cost of product sales | 65,029 | 55,738 |
Cost of services and rentals | 99,938 | 94,790 |
Depreciation, amortization, and accretion | 23,040 | 19,671 |
Total cost of revenues | 188,007 | 170,199 |
Gross profit | 24,850 | 38,360 |
General and administrative expense | 33,420 | 33,228 |
Interest expense, net | 4,711 | 4,200 |
Other (income) expense, net | -2,598 | -2,279 |
Income before taxes and discontinued operations | -10,683 | 3,211 |
Provision for income taxes | -4,593 | 1,111 |
Income before discontinued operations | -6,090 | 2,100 |
Income (loss) from discontinued operations, net of taxes | 0 | 0 |
Net income (loss) | -6,090 | 2,100 |
Net (income) attributable to noncontrolling interest | -844 | -797 |
Net income attributable to TETRA stockholders | ($6,934) | $1,303 |
Basic net income per common share: | ' | ' |
Income before discontinued operations attributable to TETRA stockholders | ($0.09) | $0.02 |
Income (loss) from discontinued operations attributable to TETRA stockholders | $0 | $0 |
Net income attributable to TETRA stockholders | ($0.09) | $0.02 |
Average shares outstanding | 78,306 | 77,671 |
Diluted net income per common share: | ' | ' |
Income before discontinued operations attributable to TETRA stockholders | ($0.09) | $0.02 |
Income (loss) from discontinued operations attributable to TETRA stockholders | $0 | $0 |
Net income attributable to TETRA stockholders | ($0.09) | $0.02 |
Average diluted shares outstanding | 78,306 | 78,395 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' |
Net income (loss) | ($6,090) | $2,100 |
Foreign currency translation adjustment, including taxes of $1,196 in 2014 and $(264) in 2013 | -2,467 | -5,936 |
Comprehensive income | -8,557 | -3,836 |
Less: comprehensive income attributable to noncontrolling interest | -844 | -797 |
Comprehensive income attributable to TETRA stockholders | ($9,401) | ($4,633) |
Consolidated_Statements_of_Com1
Consolidated Statements of Comprehensive Income (Parenthetical) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' |
Foreign currency translation adjustment, taxes | $1,196 | ($264) |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $30,302 | $38,754 |
Restricted cash | 9,070 | 9,067 |
Trade accounts receivable, net of allowances for doubtful accounts of $1,237 in 2014 and $1,349 in 2013 | 169,555 | 180,659 |
Deferred tax asset | 13,002 | 14,740 |
Inventories | 98,325 | 100,792 |
Assets held for sale | 2,536 | 5,541 |
Prepaid expenses and other current assets | 27,660 | 24,386 |
Total current assets | 350,450 | 373,939 |
Property, plant, and equipment: | ' | ' |
Land and building | 42,982 | 42,954 |
Machinery and equipment | 699,878 | 682,836 |
Automobiles and trucks | 55,772 | 57,588 |
Chemical plants | 175,693 | 175,494 |
Construction in progress | 24,193 | 14,170 |
Total property, plant, and equipment | 998,518 | 973,042 |
Less accumulated depreciation | -415,702 | -400,426 |
Net property, plant, and equipment | 582,816 | 572,616 |
Other assets: | ' | ' |
Goodwill | 202,882 | 188,159 |
Patents, trademarks and other intangible assets, net of accumulated amortization of $33,212 in 2014 and $31,956 in 2013 | 54,853 | 31,980 |
Deferred tax assets | 2,888 | 2,170 |
Other assets | 24,397 | 37,669 |
Total other assets | 285,020 | 259,978 |
Total assets | 1,218,286 | 1,206,533 |
Current liabilities: | ' | ' |
Trade accounts payable | 89,387 | 69,220 |
Accrued liabilities | 71,169 | 65,017 |
Current portion of long-term debt | 0 | 89 |
Decommissioning and other asset retirement obligations, current | 31,326 | 38,700 |
Total current liabilities | 191,882 | 173,026 |
Long-term debt, net | 389,974 | 387,727 |
Deferred income taxes | 11,071 | 17,651 |
Decommissioning and other asset retirement obligations, net | 15,841 | 12,204 |
Other liabilities | 19,871 | 18,427 |
Total long-term liabilities | 436,757 | 436,009 |
Equity: | ' | ' |
Common stock, par value $0.01 per share; 100,000,000 shares authorized; 81,393,372 shares issued at March 31, 2014, and 81,333,631 shares issued at December 31, 2013 | 814 | 813 |
Additional paid-in capital | 236,307 | 234,360 |
Treasury stock, at cost; 2,491,187 shares held at March 31, 2014, and 2,478,084 shares held at December 31, 2013 | -15,788 | -15,765 |
Accumulated other comprehensive income (loss) | -6,370 | -3,903 |
Retained earnings | 333,102 | 340,036 |
Total TETRA stockholders' equity | 548,065 | 555,541 |
Noncontrolling interests | 41,582 | 41,957 |
Total equity | 589,647 | 597,498 |
Total liabilities and equity | $1,218,286 | $1,206,533 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Current assets: | ' | ' |
Trade accounts receivable, allowances for doubtful accounts | $1,237 | $1,349 |
Other assets: | ' | ' |
Patents, trademarks, and other intangible assets, accumulated amortization | $33,212 | $31,956 |
Equity: | ' | ' |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 81,393,372 | 81,333,631 |
Treasury stock, shares held | 2,491,187 | 2,478,084 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Operating activities: | ' | ' |
Net income (loss) | ($6,090) | $2,100 |
Reconciliation of net income (loss) to cash provided by (used in) operating activities: | ' | ' |
Depreciation, amortization, and accretion | 23,040 | 19,671 |
Provision (benefit) for deferred income taxes | -8,168 | -204 |
Equity-based compensation expense | 1,855 | 1,854 |
Provision for doubtful accounts | -141 | 224 |
Gain on sale of assets | -102 | -61 |
Excess decommissioning/abandoning costs | 7,882 | 9,304 |
Other non-cash charges and credits | -3,331 | -1,916 |
Changes in operating assets and liabilities, net of assets acquired: | ' | ' |
Accounts receivable | 20,261 | 7,234 |
Inventories | 3,304 | 2,444 |
Prepaid expenses and other current assets | -2,161 | 4,426 |
Trade accounts payable and accrued expenses | 13,763 | -4,362 |
Decommissioning liabilities, net | -13,307 | -25,658 |
Other | -735 | -8 |
Net cash provided by (used in) operating activities | 36,070 | 15,048 |
Investing activities: | ' | ' |
Purchases of property, plant, and equipment | -28,835 | -26,412 |
Acquisition of businesses, net | -18,337 | 0 |
Proceeds on sale of property, plant, and equipment | 3,999 | 490 |
Other investing activities | -1,574 | 187 |
Net cash provided by (used in) investing activities | -44,747 | -25,735 |
Financing activities: | ' | ' |
Proceeds from long-term debt | 11,350 | 4,250 |
Payments of long-term debt | -9,423 | -38,189 |
Compressco Partners' distributions | -1,245 | -1,191 |
Proceeds from exercise of stock options | 273 | 795 |
Excess tax benefit from equity compensation | 0 | 0 |
Other financing activities | 0 | 0 |
Net cash provided by (used in) financing activities | 955 | -34,335 |
Effect of exchange rate changes on cash | -730 | -443 |
Increase (decrease) in cash and cash equivalents | -8,452 | -45,465 |
Cash and cash equivalents at beginning of period | 38,754 | 74,048 |
Cash and cash equivalents at end of period | 30,302 | 28,583 |
Supplemental cash flow information: | ' | ' |
Interest paid | 429 | 439 |
Income taxes paid | $3,327 | $1,995 |
Basis_of_Presentation_and_Sign
Basis of Presentation and Significant Accounting Policies | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Notes to Financial Statements [Abstract] | ' | ||||||||||||
Basis of Presentation and Significant Accounting Policies | ' | ||||||||||||
NOTE A – BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||
We are a geographically diversified oil and gas services company, focused on completion fluids and associated products and services, water management, after-frac flow back, production well testing, offshore rig cooling, compression-based production enhancement, and selected offshore services including well plugging and abandonment, decommissioning, and diving. We also have a limited domestic oil and gas production business. We were incorporated in Delaware in 1981 and are composed of five reporting segments organized into three divisions – Fluids, Production Enhancement, and Offshore. Unless the context requires otherwise, when we refer to “we,” “us,” and “our,” we are describing TETRA Technologies, Inc. and its consolidated subsidiaries on a consolidated basis. | |||||||||||||
The consolidated financial statements include the accounts of our wholly owned subsidiaries. We consolidate the financial statements of Compressco Partners, L.P. and its subsidiaries (Compressco Partners) as part of our Compressco segment. We control Compressco Partners through our ownership of its general partner. The public ownership share of Compressco Partners' net assets and earnings is presented as a component of noncontrolling interest in our consolidated financial statements. Investments in unconsolidated joint ventures in which we participate are accounted for using the equity method. Our interests in oil and gas properties are proportionately consolidated. All significant intercompany accounts and transactions have been eliminated in consolidation. | |||||||||||||
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 Securities and Exchange Commission (SEC) and do not include all information and footnotes required by generally accepted accounting principles for complete financial statements. However, 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. The accompanying unaudited consolidated financial statements should be read in conjunction with the audited financial statements for the year ended December 31, 2013. | |||||||||||||
Beginning in September 2013, certain ad valorem tax expenses for operating equipment of our Compressco segment have been classified as cost of revenues instead of being included in general and administrative expense as reported in prior periods. Prior period amounts have been reclassified to conform to the current year period's presentation. The amount of such reclassification is $0.3 million for the three month period ended March 31, 2013. This reclassification had no effect on net income for any of the periods presented. | |||||||||||||
Certain other previously reported financial information has been reclassified to conform to the current year period’s presentation. The impact of such reclassifications was not significant to the prior year period’s overall presentation. | |||||||||||||
Cash Equivalents | |||||||||||||
We consider all highly liquid cash investments, with a maturity of three months or less when purchased, to be cash equivalents. | |||||||||||||
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. Restricted cash reported on our balance sheet as of March 31, 2014, consists primarily of escrowed cash associated with our July 2011 purchase of a heavy lift derrick barge. The escrowed cash will be released to the sellers or us in accordance with the terms of the escrow agreement. | |||||||||||||
Inventories | |||||||||||||
Inventories are stated at the lower of cost or market value and consist primarily of finished goods. Cost is determined using the weighted average method. Significant components of inventories as of March 31, 2014, and December 31, 2013, are as follows: | |||||||||||||
March 31, 2014 | December 31, 2013 | ||||||||||||
(In Thousands) | |||||||||||||
Finished goods | $ | 70,574 | $ | 73,515 | |||||||||
Raw materials | 3,974 | 3,894 | |||||||||||
Parts and supplies | 22,855 | 22,668 | |||||||||||
Work in progress | 922 | 715 | |||||||||||
Total inventories | $ | 98,325 | $ | 100,792 | |||||||||
Finished goods inventories include newly manufactured clear brine fluids as well as recycled brines that are repurchased from certain customers. Recycled brines are recorded at cost using the weighted average method. We provide a reserve for estimated unrealizable inventory equal to the difference between the cost of inventory and its estimated realizable value. | |||||||||||||
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 | |||||||||||||
March 31, | |||||||||||||
2014 | 2013 | ||||||||||||
(In Thousands) | |||||||||||||
Number of weighted average common shares outstanding | 78,306 | 77,671 | |||||||||||
Assumed exercise of stock awards | — | 724 | |||||||||||
Average diluted shares outstanding | 78,306 | 78,395 | |||||||||||
For the three months ended March 31, 2014, the average shares outstanding excludes the impact of all outstanding stock options as the inclusion of these shares would have been antidilutive due to the net loss recorded during the period. For the three months ended March 31, 2013, the average diluted shares outstanding excludes the impact of 2,434,093 outstanding stock options that have exercise prices in excess of the average market price, as the inclusion of these shares would have been antidilutive. | |||||||||||||
Environmental Liabilities | |||||||||||||
Environmental expenditures that result in additions to property and equipment are capitalized, while other environmental expenditures are expensed. Environmental remediation liabilities are recorded on an undiscounted basis when environmental assessments or cleanups are probable and the costs can be reasonably estimated. Estimates of future environmental remediation expenditures often consist of a range of possible expenditure amounts, a portion of which may be in excess of amounts of liabilities recorded. In such an instance, we disclose the full range of amounts reasonably possible of being incurred. Any changes or developments in environmental remediation efforts are accounted for and disclosed each quarter as they occur. Any recoveries of environmental remediation costs from other parties are recorded as assets when their receipt is deemed probable. | |||||||||||||
Complexities involving environmental remediation efforts can cause estimates of the associated liability to be imprecise. Factors that cause uncertainties regarding the estimation of future expenditures include, but are not limited to, the effectiveness of the anticipated work plans in achieving targeted results and changes in the desired remediation methods and outcomes as prescribed by regulatory agencies. Uncertainties associated with environmental remediation contingencies are pervasive and often result in wide ranges of reasonably possible outcomes. Estimates developed in the early stages of remediation can vary significantly. Normally, a finite estimate of cost does not become fixed and determinable at a specific point in time. Rather, the costs associated with environmental remediation become estimable as the work is performed and the range of ultimate cost becomes more defined. It is possible that cash flows and results of operations could be materially affected by the impact of the ultimate resolution of these contingencies. | |||||||||||||
Repair Costs and Insurance Recoveries | |||||||||||||
During December 2010, we initiated legal proceedings against one of Maritech’s insurance underwriters that had disputed that certain hurricane damage related costs incurred or to be incurred qualified as covered costs pursuant to Maritech’s windstorm insurance policies. In February 2013, we entered into a settlement agreement with the underwriter whereby we received $7.6 million, a portion of which was credited to operating expenses during the three months ended March 31, 2013. | |||||||||||||
Foreign Currency Translation | |||||||||||||
We have designated the euro, the British pound, the Norwegian krone, the Canadian dollar, the Brazilian real, and the Mexican peso as the functional currency for our operations in Finland and Sweden, the United Kingdom, Norway, Canada, Brazil, and certain of our operations in Mexico, respectively. Effective January 1, 2014, we changed the functional currency in Argentina from the U.S. dollar to the Argentina peso. The U.S. dollar is the designated functional currency for all of our other foreign operations. The cumulative translation effects of translating the accounts from the functional currencies into the U.S. dollar at current exchange rates are included as a separate component of equity. | |||||||||||||
Fair Value Measurements | |||||||||||||
Fair value is defined as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date” within an entity’s principal market, if any. The principal market is the market in which the reporting entity would sell the asset or transfer the liability with the greatest volume and level of activity, regardless of whether it is the market in which the entity will ultimately transact for a particular asset or liability or if a different market is potentially more advantageous. Accordingly, this exit price concept may result in a fair value that may differ from the transaction price or market price of the asset or liability. | |||||||||||||
Under generally accepted accounting principles, the fair value hierarchy prioritizes inputs to valuation techniques used to measure fair value. Fair value measurements should maximize the use of observable inputs and minimize the use of unobservable inputs, where possible. Observable inputs are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs may be needed to measure fair value in situations where there is little or no market activity for the asset or liability at the measurement date and are developed based on the best information available in the circumstances, which could include the reporting entity’s own judgments about the assumptions market participants would utilize in pricing the asset or liability. | |||||||||||||
We utilize fair value measurements to account for certain items and account balances within our consolidated financial statements. Fair value measurements are utilized in the allocation of purchase consideration for acquisition transactions to the assets and liabilities acquired, including intangible assets and goodwill. In addition, we utilize fair value measurements in the initial recording of our decommissioning and other asset retirement obligations. Fair value measurements may also be utilized on a nonrecurring basis, such as for the impairment of long-lived assets, including goodwill. The fair value of our financial instruments, which may include cash, temporary investments, accounts receivable, short-term borrowings, and long-term debt pursuant to our bank credit agreement, approximate their carrying amounts. The fair values of our long-term Senior Notes at March 31, 2014, and December 31, 2013, were approximately $313.3 million and $318.4 million, respectively, compared to a carrying amount of $305.0 million, as current rates on those dates were more favorable than the stated interest rates on the Senior Notes. We calculate the fair value of our Senior Notes internally, using current market conditions and average cost of debt (a level 2 fair value measurement). The fair value of the liability for the WIT Water Transfer, LLC (doing business as TD Water Transfer) contingent purchase price consideration at March 31, 2014, was approximately $2.4 million. We calculate the fair value of the liability for our contingent purchase price consideration obligation in accordance with the TD Water Transfer share purchase agreement based upon the actual and anticipated earnings of our TD Water Transfer operations (a level 3 fair value measurement). | |||||||||||||
We also utilize fair value measurements on a recurring basis in the accounting for our foreign currency forward sale derivative contracts. For these fair value measurements, we utilize the quoted value as determined by our counterparty financial institution (a Level 2 measurement). A summary of these fair value measurements as of March 31, 2014, is 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 | ||||||||||
31-Mar-14 | |||||||||||||
Description | (Level 1) | (Level 2) | (Level 3) | ||||||||||
Asset for foreign currency derivative contracts | $ | 195 | — | 195 | — | ||||||||
Liability for foreign currency derivative contracts | (88 | ) | — | (88 | ) | — | |||||||
Total | $ | 107 | |||||||||||
New Accounting Pronouncements | |||||||||||||
In July 2013, the Financial Accounting Standards Board (FASB) published ASU No. 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists" (ASU 2013-11). The amendments in this ASU provide guidance on presentation of unrecognized tax benefits and are expected to reduce diversity in practice and better reflect the manner in which an entity would settle at the reporting date any additional income taxes that would result from the disallowance of a tax position when net operating loss carryforwards, similar tax losses, or tax credit carryforwards exist. The amendments in this ASU are effective prospectively for interim and annual periods beginning after December 15, 2013, with early adoption and retrospective application permitted. The adoption of this standard did not have a material impact on our consolidated financial statements. | |||||||||||||
In April 2014, the FASB issued ASU No. 2014-08, "Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity", which modifies the criteria for disposals to quality as discontinued operations and expands related disclosures. The guidance is effective for annual and interim reporting periods beginning after December 15, 2014. We believe that the adoption of this amendment will not have a material impact on our consolidated financial statements. |
Acquisitions_and_Dispositions
Acquisitions and Dispositions | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Notes to Financial Statements [Abstract] | ' | |||||||
Acquisitions and Dispositions | ' | |||||||
NOTE B – ACQUISITIONS | ||||||||
Acquisition of Limited Liability Company Interest | ||||||||
On January 16, 2014, we finalized the purchase of the 50% ownership interest of Ahmad Albinali & TETRA Arabia Company Ltd. (TETRA Arabia, a Saudi Arabian limited liability company) that we did not previously own for consideration of $25.2 million. The closing of this transaction was pursuant to the terms of the Share Sale and Purchase Agreement entered into as of October 1, 2013, with the other shareholder in TETRA Arabia. TETRA Arabia is a provider of production testing services, offshore rig cooling services, and clear brine fluids products and related services to its customer in Saudi Arabia. The acquisition of the other 50% interest of TETRA Arabia results in the Production Testing and Fluids segments owning a 100% interest in their Saudi Arabian operations, which they will operate directly through the TETRA Arabia entity. Prior to the transaction, our 50% ownership interest in TETRA Arabia was accounted for under the equity method of accounting, whereby our investment was classified as Other Assets in our consolidated balance sheets, and our share of company earnings was classified as Other Income in the consolidated statements of operations. Following the acquisition, TETRA Arabia was consolidated as a wholly owned subsidiary. The $25.2 million purchase price for the 50% ownership interest includes $15.0 million in cash that was paid at closing, and an additional $10.2 million in cash that will be payable July 16, 2014. | ||||||||
As a result of the purchase of the remaining 50% ownership interest of TETRA Arabia during the first quarter of 2014, we remeasured the fair value of our existing investment carrying value in TETRA Arabia based on estimated future cash flows which resulted in a calculated fair value of approximately $21.8 million (a Level 3 measurement). We allocated this calculated fair value to the consolidated balance sheet line items and recorded a remeasurement gain of approximately $5.7 million. Additionally, we recorded a charge to earnings of approximately $2.9 million associated with a similar fair value measurement related to the termination of our previous relationship with the other shareholder. The charge to earnings and the remeasurement gain were included in Other (Income) Expense in the accompanying Consolidated Statement of Operations for the period ended March 31, 2014. We allocated the purchase price as well as the remeasured value of our existing investment based on the fair values of the assets and liabilities acquired or remeasured, which consisted of a total of approximately $18.5 million of net working capital, $1.3 million of property, plant, and equipment, approximately $22.5 million of certain intangible assets (primarily a customer relationship asset), $4.5 million of deferred tax liabilities, and approximately $6.3 million of nondeductible goodwill (allocated between the Fluids and Production Testing segments). This allocation of the purchase price to TETRA Arabia’s net assets and liabilities is preliminary, and subject to the potential identification of additional assets and contingencies or revisions to the fair value calculations. These fair value calculations and allocations are expected to be finalized later during 2014, and could result in adjustments to the deferred tax liabilities and the calculated depreciation and amortization of the tangible and intangible assets, respectively. For the three month period ended March 31, 2014, our revenues, depreciation and amortization, and income before taxes included $6.8 million, $0.3 million, and $0.2 million, respectively, associated with the acquired operations of TETRA Arabia after the closing in January 2014. | ||||||||
Acquisition of TD Water Transfer | ||||||||
On January 29, 2014, we acquired the assets and operations of WIT Water Transfer, LLC (doing business as TD Water Transfer) for a cash purchase price of $15.0 million. In addition, contingent consideration ranging from $0 to $8.0 million in cash may be paid, depending on a defined measure of earnings over each of the two year periods subsequent to closing. TD Water Transfer is a provider of water management services to oil and gas operators in the South Texas and North Dakota regions, and the acquisition represented a strategic geographic expansion of our Fluids segment operations, allowing it to serve customers in additional basins in the U.S. | ||||||||
We allocated the purchase price to the fair value of the assets and liabilities acquired, which consisted of approximately $6.7 million of property, plant and equipment, approximately $1.8 million of certain intangible assets, approximately $8.9 million of nondeductible goodwill, and approximately $2.4 million of liabilities associated with the contingent purchase price consideration. This allocation of the purchase price to TD Water Transfer’s net assets and liabilities is preliminary, and subject to the potential identification of additional assets and contingencies or revisions to the fair value calculations. These fair value calculations and allocations are expected to be finalized later during 2014, and could result in adjustments to the calculated depreciation and amortization of the tangible and intangible assets, respectively. | ||||||||
Pro Forma Financial Information | ||||||||
The pro forma information presented below has been prepared to give effect to the acquisition of the remaining 50% ownership interest of TETRA Arabia as if it had occurred at the beginning of the periods presented and include the impact from the preliminary allocation of the purchase price on depreciation and amortization. The pro forma information also excludes the impact of the remeasurement gain and charge to earnings recorded during the 2014 period. The pro forma information is presented for illustrative purposes only and is based on estimates and assumptions we deemed appropriate. The impact of the acquisition of TD Water Transfer is not significant and is therefore not included in the pro forma information below. The following pro forma information is not necessarily indicative of the historical results that would have been achieved if the acquisition transaction had occurred in the past, and our operating results may have been different from those reflected in the pro forma information below. Therefore, the pro forma information should not be relied upon as an indication of the operating results that we would have achieved if the transaction had occurred at the beginning of the periods presented or the future results that we will achieve after the acquisition. | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2013 | |||||||
(In Thousands, Except Per Share Amounts) | ||||||||
Revenues | $ | 214,451 | $ | 216,102 | ||||
Depreciation, depletion, amortization, and accretion | $ | 23,123 | $ | 20,527 | ||||
Gross profit | $ | 25,525 | $ | 41,605 | ||||
Income (loss) before discontinued operations | $ | (8,903 | ) | $ | 2,228 | |||
Net income (loss) | $ | (8,903 | ) | $ | 2,228 | |||
Net income (loss) attributable to TETRA stockholders | $ | (9,747 | ) | $ | 1,470 | |||
Per share information: | ||||||||
Income (loss) before discontinued operations attributable to TETRA stockholders | ||||||||
Basic | $ | (0.12 | ) | $ | 0.02 | |||
Diluted | $ | (0.12 | ) | $ | 0.02 | |||
Net income (loss) attributable to TETRA stockholders | ||||||||
Basic | $ | (0.12 | ) | $ | 0.02 | |||
Diluted | $ | (0.12 | ) | $ | 0.02 | |||
LongTerm_Debt_and_Other_Borrow
Long-Term Debt and Other Borrowings | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Notes to Financial Statements [Abstract] | ' | ||||||||
Long-Term Debt and Other Borrowings | ' | ||||||||
NOTE C – LONG-TERM DEBT AND OTHER BORROWINGS | |||||||||
Long-term debt consists of the following: | |||||||||
March 31, 2014 | December 31, 2013 | ||||||||
(In Thousands) | |||||||||
Scheduled Maturity | |||||||||
Bank revolving line of credit facility | October 29, 2015 | $ | 52,754 | $ | 52,768 | ||||
Compressco Partners' bank credit facility | October 15, 2017 | 32,220 | 29,959 | ||||||
5.90% Senior Notes, Series 2006-A | April 30, 2016 | 90,000 | 90,000 | ||||||
6.56% Senior Notes, Series 2008-B | April 30, 2015 | 90,000 | 90,000 | ||||||
5.09% Senior Notes, Series 2010-A | December 15, 2017 | 65,000 | 65,000 | ||||||
5.67% Senior Notes, Series 2010-B | December 15, 2020 | 25,000 | 25,000 | ||||||
4.00% Senior Notes, Series 2013 | 29-Apr-20 | 35,000 | 35,000 | ||||||
European bank credit facility | — | — | |||||||
Other | — | 89 | |||||||
Total debt | 389,974 | 387,816 | |||||||
Less current portion | — | (89 | ) | ||||||
Total long-term debt | $ | 389,974 | $ | 387,727 | |||||
Decommissioning_and_Other_Asse
Decommissioning and Other Asset Retirement Obligations | 3 Months Ended | |||
Mar. 31, 2014 | ||||
Notes to Financial Statements [Abstract] | ' | |||
Decommissioning and Other Asset Retirement Obligations | ' | |||
NOTE D – DECOMMISSIONING AND OTHER ASSET RETIREMENT OBLIGATIONS | ||||
The large majority of our asset retirement obligations consists of the future well abandonment and decommissioning costs for offshore oil and gas properties and platforms owned by our Maritech subsidiary, including the decommissioning and debris removal costs associated with its remaining offshore platforms previously destroyed by hurricanes. The amount of decommissioning liabilities recorded by Maritech is reduced by amounts allocable to joint interest owners. We also operate facilities in various U.S. and foreign locations that are used in the manufacture, storage, and sale of our products, inventories, and equipment. These facilities are a combination of owned and leased assets. The value of our asset retirement obligations for non-Maritech properties was approximately $7.8 million and $7.6 million as of March 31, 2014 and December 31, 2013, respectively. We are required to take certain actions in connection with the retirement of these assets. The changes in consolidated asset retirement obligations during the three month period ended March 31, 2014, are as follows: | ||||
Three Months Ended | ||||
March 31, 2014 | ||||
(In Thousands) | ||||
Beginning balance for the period, as reported | $ | 50,904 | ||
Activity in the period: | ||||
Accretion of liability | 190 | |||
Revisions in estimated cash flows | 9,380 | |||
Settlement of retirement obligations | (13,307 | ) | ||
Ending balance as of March 31 | $ | 47,167 | ||
Revisions in estimated cash flows during the first three months of 2014 resulted primarily from additional work incurred and anticipated to be required on Maritech’s offshore oil and gas properties, including remediation work required on certain wells that had been previously plugged. |
Market_Risks_and_Derivative_He
Market Risks and Derivative Hedge Contracts | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Notes to Financial Statements [Abstract] | ' | ||||||||
Hedge Contracts | ' | ||||||||
NOTE E – MARKET RISKS AND DERIVATIVE AND HEDGE CONTRACTS | |||||||||
We are exposed to financial and market risks that affect our businesses. We have currency exchange rate risk exposure related to transactions denominated in a foreign currency as well as to investments in certain of our international operations. As a result of our variable rate bank credit facilities, including the variable rate credit facility of Compressco Partners, we face market risk exposure related to changes in applicable interest rates. We have concentrations of credit risk as a result of trade receivables owed to us by companies in the energy industry. Our financial risk management activities may at times involve, among other measures, the use of derivative financial instruments, such as swap and collar agreements, to hedge the impact of market price risk exposures. For hedge contracts qualifying for hedge accounting treatment, we formally document the relationships between hedging instruments and hedged items, as well as our risk management objectives, our strategies for undertaking various hedge transactions, and our methods for assessing and testing correlation and hedge ineffectiveness. All hedging instruments are linked to the hedged asset, liability, firm commitment, or forecasted transaction. We also assess, both at the inception of the hedge and on an ongoing basis, whether the derivatives that are used in these hedging transactions are highly effective in offsetting changes in cash flows of the hedged items. | |||||||||
Derivative Contracts | |||||||||
Foreign Currency Derivative Contracts. In October 2013, we and Compressco Partners began entering into 30-day 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. As of March 31, 2014, we and Compressco Partners had the following foreign currency derivative contracts outstanding relating to portions of our foreign operations: | |||||||||
Derivative Contracts | US Dollar Notional Amount | Traded Exchange Rate | Settlement Date | ||||||
(In Thousands) | |||||||||
Forward purchase Mexican peso | $ | 2,374 | 13.07 | 4/15/14 | |||||
Forward sale Mexican pesos | $ | 9,454 | 13.06 | 4/15/14 | |||||
Forward purchase pounds sterling | $ | 3,170 | 1.67 | 4/15/14 | |||||
Forward purchase Canadian dollar | $ | 3,375 | 1.1 | 4/15/14 | |||||
Forward purchase Canadian dollar | $ | 2,238 | 1.1 | 4/15/14 | |||||
Forward purchase Argentina peso | $ | 3,173 | 8.06 | 4/15/14 | |||||
Under this program, we and Compressco Partners may enter into similar derivative contracts from time to time. Although contracts pursuant to this program will serve as an economic hedge of the cash flow of our currency exchange risk exposure, they will not 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. | |||||||||
The fair value of foreign currency derivative instruments are based on quoted market values as reported to us by our counterparty (a Level 2 measurement) . The fair values of our foreign currency derivative instruments as of March 31, 2014, are as follows: | |||||||||
Foreign currency derivative instruments | Balance Sheet Location | Fair Value at | |||||||
31-Mar-14 | |||||||||
(In Thousands) | |||||||||
Forward purchase contracts | Current assets | $ | 36 | ||||||
Forward sale contracts | Current assets | 159 | |||||||
Forward purchase contracts | Current liabilities | (88 | ) | ||||||
Total | $ | 107 | |||||||
None of the foreign currency derivative contracts contain credit risk related contingent features that would require us to post assets or collateral for contracts that are classified as liabilities. During the three month period ended March 31, 2014, we recognized approximately $0.3 million of net losses associated with our foreign currency derivative program. | |||||||||
Other Hedge Contracts | |||||||||
Transaction gains and losses attributable to a foreign currency transaction that is designated as, and is effective as, an economic hedge of a net investment in a foreign entity is subject to the same accounting as translation adjustments. As such, the effect of a rate change on a foreign currency hedge is the same as the accounting for the effect of the rate change on the net foreign investment; both are recorded in the cumulative translation account, a component of stockholders’ equity, and are partially or fully offsetting. In July 2012, we borrowed 10.0 million euros (approximately $13.7 million equivalent as of March 31, 2014) and designated the borrowing as a hedge of our net investment in our European operations. Changes in the foreign currency exchange rate have resulted in a cumulative loss charged to the cumulative translation adjustment account of $1.1 million net of taxes, at March 31, 2014, with no ineffectiveness recorded. |
Equity
Equity | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Notes to Financial Statements [Abstract] | ' | |||||||||||||||||||||||
Equity | ' | |||||||||||||||||||||||
NOTE F – EQUITY | ||||||||||||||||||||||||
Changes in equity for the three month periods ended March 31, 2014 and 2013, are as follows: | ||||||||||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||
TETRA | Non- | Total | TETRA | Non- | Total | |||||||||||||||||||
controlling | controlling | |||||||||||||||||||||||
Interest | Interest | |||||||||||||||||||||||
(In Thousands) | ||||||||||||||||||||||||
Beginning balance for the period | $ | 555,541 | $ | 41,957 | $ | 597,498 | $ | 551,120 | $ | 42,188 | $ | 593,308 | ||||||||||||
Net income (loss) | (6,934 | ) | 844 | (6,090 | ) | 1,303 | 797 | 2,100 | ||||||||||||||||
Foreign currency translation adjustment, including taxes of $1,196 in 2014 and taxes of $(264) in 2013 | (2,467 | ) | — | (2,467 | ) | (5,936 | ) | — | (5,936 | ) | ||||||||||||||
Comprehensive income (loss) | (9,401 | ) | 844 | (8,557 | ) | (4,633 | ) | 797 | (3,836 | ) | ||||||||||||||
Exercise of common stock options | 273 | — | 273 | 782 | — | 782 | ||||||||||||||||||
Distributions to public unitholders | — | (1,245 | ) | (1,245 | ) | — | (1,191 | ) | (1,191 | ) | ||||||||||||||
Equity-based compensation | 1,653 | 202 | 1,855 | 1,532 | 322 | 1,854 | ||||||||||||||||||
Treasury stock and other | (1 | ) | (176 | ) | (177 | ) | 12 | (22 | ) | (10 | ) | |||||||||||||
Tax benefit upon exercise of stock options | — | — | — | (236 | ) | — | (236 | ) | ||||||||||||||||
Ending balance as of March 31 | $ | 548,065 | $ | 41,582 | $ | 589,647 | $ | 548,577 | $ | 42,094 | $ | 590,671 | ||||||||||||
Activity within the foreign currency translation adjustment account during the periods includes no reclassifications to net income. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2014 | |
Notes to Financial Statements [Abstract] | ' |
Commitments and Contingencies | ' |
NOTE G – COMMITMENTS AND CONTINGENCIES | |
Litigation | |
We are named defendants in several lawsuits and respondents in certain governmental proceedings arising in the ordinary course of business. 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. | |
Environmental | |
One of our subsidiaries, TETRA Micronutrients, Inc. (TMI), previously owned and operated a production facility located in Fairbury, Nebraska. TMI is subject to an Administrative Order on Consent issued to American Microtrace, Inc. (n/k/a/ TETRA Micronutrients, Inc.) in the proceeding styled In the Matter of American Microtrace Corporation, EPA I.D. No. NED00610550, Respondent, Docket No. VII-98-H-0016, dated September 25, 1998 (the Consent Order), with regard to the Fairbury facility. TMI is liable for future remediation costs and ongoing environmental monitoring at the Fairbury facility under the Consent Order; however, the current owner of the Fairbury facility is responsible for costs associated with the closure of that facility. While the outcome cannot be predicted with certainty, management does not consider it reasonably possible that a loss in excess of any amounts accrued has been incurred or is expected to have a material adverse impact on our financial condition, results of operations, or liquidity. |
Industry_Segments
Industry Segments | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Notes to Financial Statements [Abstract] | ' | |||||||
Industry Segments | ' | |||||||
NOTE H – INDUSTRY SEGMENTS | ||||||||
We manage our operations through five operating segments: Fluids, Production Testing, Compressco, Offshore Services, and Maritech. | ||||||||
Our Fluids Division manufactures and markets clear brine fluids, 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. The Fluids Division also provides domestic onshore oil and gas operators with comprehensive water management services. | ||||||||
Our Production Enhancement Division consists of two operating segments: Production Testing and Compressco. The Production Testing segment provides after-frac flow back, production well testing, offshore rig cooling, and other associated services in many of the major oil and gas producing regions in the United States, Mexico, and Canada, as well as in certain basins in certain regions in South America, Africa, Europe, the Middle East, and Australia. | ||||||||
The Compressco segment provides compression-based production enhancement services, which are used in both conventional wellhead compression applications and unconventional compression applications, and, in certain circumstances, well monitoring and sand separation services. The Compressco segment provides these services throughout many of the onshore oil and gas producing regions of the United States, as well as certain basins in Mexico, Canada, and certain countries in South America, Eastern Europe, and the Asia-Pacific region. Beginning June 20, 2011, following the initial public offering of Compressco Partners, we allocate and charge certain corporate and divisional direct and indirect administrative costs to Compressco Partners. | ||||||||
Our Offshore Division consists of two operating segments: Offshore Services and Maritech. The Offshore Services segment provides (1) downhole and subsea services such as well plugging and abandonment and workover services, (2) decommissioning and certain construction services utilizing heavy lift barges and various cutting technologies with regard to offshore oil and gas production platforms and pipelines, and (3) conventional and saturated air diving services. | ||||||||
The Maritech segment is a limited oil and gas production operation. During 2011 and the first quarter of 2012, Maritech sold substantially all of its oil and gas producing property interests. Maritech’s operations consist primarily of the ongoing abandonment and decommissioning associated with its remaining offshore wells and production platforms. Maritech intends to acquire a significant portion of these services from the Offshore Division’s Offshore Services segment. | ||||||||
We generally evaluate the performance of and allocate resources to our segments based on profit or loss from their operations before income taxes and nonrecurring charges, return on investment, and other criteria. Transfers between segments and geographic areas are priced at the estimated fair value of the products or services as negotiated between the operating units. “Corporate overhead” includes corporate general and administrative expenses, corporate depreciation and amortization, interest income and expense, and other income and expense. | ||||||||
Summarized financial information concerning the business segments from continuing operations is as follows: | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
(In Thousands) | ||||||||
Revenues from external customers | ||||||||
Product sales | ||||||||
Fluids Division | $ | 73,420 | $ | 69,161 | ||||
Production Enhancement Division | ||||||||
Production Testing | — | — | ||||||
Compressco | 1,837 | 1,088 | ||||||
Total Production Enhancement Division | 1,837 | 1,088 | ||||||
Offshore Division | ||||||||
Offshore Services | 119 | 129 | ||||||
Maritech | 1,376 | 1,160 | ||||||
Total Offshore Division | 1,495 | 1,289 | ||||||
Consolidated | $ | 76,752 | $ | 71,538 | ||||
Services and rentals | ||||||||
Fluids Division | $ | 31,740 | $ | 24,831 | ||||
Production Enhancement Division | ||||||||
Production Testing | 43,638 | 54,607 | ||||||
Compressco | 27,927 | 29,737 | ||||||
Intersegment eliminations | (624 | ) | (280 | ) | ||||
Total Production Enhancement Division | 70,941 | 84,064 | ||||||
Offshore Division | ||||||||
Offshore Services | 35,211 | 37,520 | ||||||
Maritech | — | — | ||||||
Intersegment eliminations | (1,787 | ) | (9,394 | ) | ||||
Total Offshore Division | 33,424 | 28,126 | ||||||
Consolidated | $ | 136,105 | $ | 137,021 | ||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
(In Thousands) | ||||||||
Intersegment revenues | ||||||||
Fluids Division | $ | (15 | ) | $ | 48 | |||
Production Enhancement Division | ||||||||
Production Testing | — | — | ||||||
Compressco | — | — | ||||||
Total Production Enhancement Division | — | — | ||||||
Offshore Division | ||||||||
Offshore Services | — | — | ||||||
Maritech | — | — | ||||||
Intersegment eliminations | — | — | ||||||
Total Offshore Division | — | — | ||||||
Intersegment eliminations | 15 | (48 | ) | |||||
Consolidated | $ | — | $ | — | ||||
Total revenues | ||||||||
Fluids Division | $ | 105,145 | $ | 94,040 | ||||
Production Enhancement Division | ||||||||
Production Testing | 43,638 | 54,607 | ||||||
Compressco | 29,764 | 30,825 | ||||||
Intersegment eliminations | (624 | ) | (280 | ) | ||||
Total Production Enhancement Division | 72,778 | 85,152 | ||||||
Offshore Division | ||||||||
Offshore Services | 35,330 | 37,649 | ||||||
Maritech | 1,376 | 1,160 | ||||||
Intersegment eliminations | (1,787 | ) | (9,394 | ) | ||||
Total Offshore Division | 34,919 | 29,415 | ||||||
Intersegment eliminations | 15 | (48 | ) | |||||
Consolidated | $ | 212,857 | $ | 208,559 | ||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
(In Thousands) | ||||||||
Income (loss) before taxes and | ||||||||
discontinued operations | ||||||||
Fluids Division | $ | 18,477 | $ | 17,005 | ||||
Production Enhancement Division | ||||||||
Production Testing | (2,798 | ) | 6,298 | |||||
Compressco | 5,187 | 5,225 | ||||||
Intersegment eliminations | 3 | — | ||||||
Total Production Enhancement Division | 2,392 | 11,523 | ||||||
Offshore Division | ||||||||
Offshore Services | (7,972 | ) | (5,203 | ) | ||||
Maritech | (6,539 | ) | (4,908 | ) | ||||
Intersegment eliminations | — | — | ||||||
Total Offshore Division | (14,511 | ) | (10,111 | ) | ||||
Corporate overhead(1) | (17,041 | ) | (15,206 | ) | ||||
Consolidated | $ | (10,683 | ) | $ | 3,211 | |||
March 31, | ||||||||
2014 | 2013 | |||||||
(In Thousands) | ||||||||
Total assets | ||||||||
Fluids Division | $ | 433,401 | $ | 391,229 | ||||
Production Enhancement Division | ||||||||
Production Testing | 334,628 | 321,788 | ||||||
Compressco | 230,189 | 231,840 | ||||||
Total Production Enhancement Division | 564,817 | 553,628 | ||||||
Offshore Division | ||||||||
Offshore Services | 169,321 | 180,505 | ||||||
Maritech | 22,092 | 63,992 | ||||||
Intersegment eliminations | — | — | ||||||
Total Offshore Division | 191,413 | 244,497 | ||||||
Corporate overhead | 28,655 | 10,683 | ||||||
Consolidated | $ | 1,218,286 | $ | 1,200,037 | ||||
-1 | Amounts reflected include the following general corporate expenses: | |||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
(In Thousands) | ||||||||
General and administrative expense | $ | 11,394 | $ | 9,911 | ||||
Depreciation and amortization | 554 | 581 | ||||||
Interest expense | 4,531 | 4,152 | ||||||
Other general corporate (income) expense, net | 562 | 562 | ||||||
Total | $ | 17,041 | $ | 15,206 | ||||
Basis_of_Presentation_and_Sign1
Basis of Presentation and Significant Accounting Policies (Policies) | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Policy Text Block [Abstract] | ' | ||||||||||||
Principles of consolidation policy | ' | ||||||||||||
The consolidated financial statements include the accounts of our wholly owned subsidiaries. We consolidate the financial statements of Compressco Partners, L.P. and its subsidiaries (Compressco Partners) as part of our Compressco segment. We control Compressco Partners through our ownership of its general partner. The public ownership share of Compressco Partners' net assets and earnings is presented as a component of noncontrolling interest in our consolidated financial statements. Investments in unconsolidated joint ventures in which we participate are accounted for using the equity method. Our interests in oil and gas properties are proportionately consolidated. All significant intercompany accounts and transactions have been eliminated in consolidation. | |||||||||||||
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 Securities and Exchange Commission (SEC) and do not include all information and footnotes required by generally accepted accounting principles for complete financial statements. However, 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. The accompanying unaudited consolidated financial statements should be read in conjunction with the audited financial statements for the year ended December 31, 2013. | |||||||||||||
Reclassifications policy | ' | ||||||||||||
Beginning in September 2013, certain ad valorem tax expenses for operating equipment of our Compressco segment have been classified as cost of revenues instead of being included in general and administrative expense as reported in prior periods. Prior period amounts have been reclassified to conform to the current year period's presentation. The amount of such reclassification is $0.3 million for the three month period ended March 31, 2013. This reclassification had no effect on net income for any of the periods presented. | |||||||||||||
Certain other previously reported financial information has been reclassified to conform to the current year period’s presentation. The impact of such reclassifications was not significant to the prior year period’s overall presentation. | |||||||||||||
Cash and cash equivalents policy | ' | ||||||||||||
Cash Equivalents | |||||||||||||
We consider all highly liquid cash investments, with a maturity of three months or less when purchased, to be cash equivalents. | |||||||||||||
Restricted cash policy | ' | ||||||||||||
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. Restricted cash reported on our balance sheet as of March 31, 2014, consists primarily of escrowed cash associated with our July 2011 purchase of a heavy lift derrick barge. The escrowed cash will be released to the sellers or us in accordance with the terms of the escrow agreement. | |||||||||||||
Inventories policy | ' | ||||||||||||
Inventories | |||||||||||||
Inventories are stated at the lower of cost or market value and consist primarily of finished goods. Cost is determined using the weighted average method. Significant components of inventories as of March 31, 2014, and December 31, 2013, are as follows: | |||||||||||||
March 31, 2014 | December 31, 2013 | ||||||||||||
(In Thousands) | |||||||||||||
Finished goods | $ | 70,574 | $ | 73,515 | |||||||||
Raw materials | 3,974 | 3,894 | |||||||||||
Parts and supplies | 22,855 | 22,668 | |||||||||||
Work in progress | 922 | 715 | |||||||||||
Total inventories | $ | 98,325 | $ | 100,792 | |||||||||
Finished goods inventories include newly manufactured clear brine fluids as well as recycled brines that are repurchased from certain customers. Recycled brines are recorded at cost using the weighted average method. We provide a reserve for estimated unrealizable inventory equal to the difference between the cost of inventory and its estimated realizable value. | |||||||||||||
Net income per share policy | ' | ||||||||||||
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 | |||||||||||||
March 31, | |||||||||||||
2014 | 2013 | ||||||||||||
(In Thousands) | |||||||||||||
Number of weighted average common shares outstanding | 78,306 | 77,671 | |||||||||||
Assumed exercise of stock awards | — | 724 | |||||||||||
Average diluted shares outstanding | 78,306 | 78,395 | |||||||||||
For the three months ended March 31, 2014, the average shares outstanding excludes the impact of all outstanding stock options as the inclusion of these shares would have been antidilutive due to the net loss recorded during the period. For the three months ended March 31, 2013, the average diluted shares outstanding excludes the impact of 2,434,093 outstanding stock options that have exercise prices in excess of the average market price, as the inclusion of these shares would have been antidilutive. | |||||||||||||
Environmental liabilities policy | ' | ||||||||||||
Environmental Liabilities | |||||||||||||
Environmental expenditures that result in additions to property and equipment are capitalized, while other environmental expenditures are expensed. Environmental remediation liabilities are recorded on an undiscounted basis when environmental assessments or cleanups are probable and the costs can be reasonably estimated. Estimates of future environmental remediation expenditures often consist of a range of possible expenditure amounts, a portion of which may be in excess of amounts of liabilities recorded. In such an instance, we disclose the full range of amounts reasonably possible of being incurred. Any changes or developments in environmental remediation efforts are accounted for and disclosed each quarter as they occur. Any recoveries of environmental remediation costs from other parties are recorded as assets when their receipt is deemed probable. | |||||||||||||
Complexities involving environmental remediation efforts can cause estimates of the associated liability to be imprecise. Factors that cause uncertainties regarding the estimation of future expenditures include, but are not limited to, the effectiveness of the anticipated work plans in achieving targeted results and changes in the desired remediation methods and outcomes as prescribed by regulatory agencies. Uncertainties associated with environmental remediation contingencies are pervasive and often result in wide ranges of reasonably possible outcomes. Estimates developed in the early stages of remediation can vary significantly. Normally, a finite estimate of cost does not become fixed and determinable at a specific point in time. Rather, the costs associated with environmental remediation become estimable as the work is performed and the range of ultimate cost becomes more defined. It is possible that cash flows and results of operations could be materially affected by the impact of the ultimate resolution of these contingencies. | |||||||||||||
Repair costs and insurance recoveries policy | ' | ||||||||||||
Repair Costs and Insurance Recoveries | |||||||||||||
During December 2010, we initiated legal proceedings against one of Maritech’s insurance underwriters that had disputed that certain hurricane damage related costs incurred or to be incurred qualified as covered costs pursuant to Maritech’s windstorm insurance policies. In February 2013, we entered into a settlement agreement with the underwriter whereby we received $7.6 million, a portion of which was credited to operating expenses during the three months ended March 31, 2013. | |||||||||||||
Foreign currency translation policy | ' | ||||||||||||
Foreign Currency Translation | |||||||||||||
We have designated the euro, the British pound, the Norwegian krone, the Canadian dollar, the Brazilian real, and the Mexican peso as the functional currency for our operations in Finland and Sweden, the United Kingdom, Norway, Canada, Brazil, and certain of our operations in Mexico, respectively. Effective January 1, 2014, we changed the functional currency in Argentina from the U.S. dollar to the Argentina peso. The U.S. dollar is the designated functional currency for all of our other foreign operations. The cumulative translation effects of translating the accounts from the functional currencies into the U.S. dollar at current exchange rates are included as a separate component of equity. | |||||||||||||
Fair value measurements policy | ' | ||||||||||||
Fair Value Measurements | |||||||||||||
Fair value is defined as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date” within an entity’s principal market, if any. The principal market is the market in which the reporting entity would sell the asset or transfer the liability with the greatest volume and level of activity, regardless of whether it is the market in which the entity will ultimately transact for a particular asset or liability or if a different market is potentially more advantageous. Accordingly, this exit price concept may result in a fair value that may differ from the transaction price or market price of the asset or liability. | |||||||||||||
Under generally accepted accounting principles, the fair value hierarchy prioritizes inputs to valuation techniques used to measure fair value. Fair value measurements should maximize the use of observable inputs and minimize the use of unobservable inputs, where possible. Observable inputs are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs may be needed to measure fair value in situations where there is little or no market activity for the asset or liability at the measurement date and are developed based on the best information available in the circumstances, which could include the reporting entity’s own judgments about the assumptions market participants would utilize in pricing the asset or liability. | |||||||||||||
We utilize fair value measurements to account for certain items and account balances within our consolidated financial statements. Fair value measurements are utilized in the allocation of purchase consideration for acquisition transactions to the assets and liabilities acquired, including intangible assets and goodwill. In addition, we utilize fair value measurements in the initial recording of our decommissioning and other asset retirement obligations. Fair value measurements may also be utilized on a nonrecurring basis, such as for the impairment of long-lived assets, including goodwill. The fair value of our financial instruments, which may include cash, temporary investments, accounts receivable, short-term borrowings, and long-term debt pursuant to our bank credit agreement, approximate their carrying amounts. The fair values of our long-term Senior Notes at March 31, 2014, and December 31, 2013, were approximately $313.3 million and $318.4 million, respectively, compared to a carrying amount of $305.0 million, as current rates on those dates were more favorable than the stated interest rates on the Senior Notes. We calculate the fair value of our Senior Notes internally, using current market conditions and average cost of debt (a level 2 fair value measurement). The fair value of the liability for the WIT Water Transfer, LLC (doing business as TD Water Transfer) contingent purchase price consideration at March 31, 2014, was approximately $2.4 million. We calculate the fair value of the liability for our contingent purchase price consideration obligation in accordance with the TD Water Transfer share purchase agreement based upon the actual and anticipated earnings of our TD Water Transfer operations (a level 3 fair value measurement). | |||||||||||||
We also utilize fair value measurements on a recurring basis in the accounting for our foreign currency forward sale derivative contracts. For these fair value measurements, we utilize the quoted value as determined by our counterparty financial institution (a Level 2 measurement). A summary of these fair value measurements as of March 31, 2014, is 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 | ||||||||||
31-Mar-14 | |||||||||||||
Description | (Level 1) | (Level 2) | (Level 3) | ||||||||||
Asset for foreign currency derivative contracts | $ | 195 | — | 195 | — | ||||||||
Liability for foreign currency derivative contracts | (88 | ) | — | (88 | ) | — | |||||||
Total | $ | 107 | |||||||||||
New Accounting Pronouncements policy | ' | ||||||||||||
New Accounting Pronouncements | |||||||||||||
In July 2013, the Financial Accounting Standards Board (FASB) published ASU No. 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists" (ASU 2013-11). The amendments in this ASU provide guidance on presentation of unrecognized tax benefits and are expected to reduce diversity in practice and better reflect the manner in which an entity would settle at the reporting date any additional income taxes that would result from the disallowance of a tax position when net operating loss carryforwards, similar tax losses, or tax credit carryforwards exist. The amendments in this ASU are effective prospectively for interim and annual periods beginning after December 15, 2013, with early adoption and retrospective application permitted. The adoption of this standard did not have a material impact on our consolidated financial statements. | |||||||||||||
In April 2014, the FASB issued ASU No. 2014-08, "Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity", which modifies the criteria for disposals to quality as discontinued operations and expands related disclosures. The guidance is effective for annual and interim reporting periods beginning after December 15, 2014. We believe that the adoption of this amendment will not have a material impact on our consolidated financial statements. |
Basis_of_Presentation_and_Sign2
Basis of Presentation and Significant Accounting Policies (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Summary of Significant Accounting Policies (Tables) | ' | ||||||||||||
Inventories Table | ' | ||||||||||||
March 31, 2014 | December 31, 2013 | ||||||||||||
(In Thousands) | |||||||||||||
Finished goods | $ | 70,574 | $ | 73,515 | |||||||||
Raw materials | 3,974 | 3,894 | |||||||||||
Parts and supplies | 22,855 | 22,668 | |||||||||||
Work in progress | 922 | 715 | |||||||||||
Total inventories | $ | 98,325 | $ | 100,792 | |||||||||
Weighted Average Shares Outstanding Table | ' | ||||||||||||
Three Months Ended | |||||||||||||
March 31, | |||||||||||||
2014 | 2013 | ||||||||||||
(In Thousands) | |||||||||||||
Number of weighted average common shares outstanding | 78,306 | 77,671 | |||||||||||
Assumed exercise of stock awards | — | 724 | |||||||||||
Average diluted shares outstanding | 78,306 | 78,395 | |||||||||||
Fair Value Measurements on a Recurring Basis Table | ' | ||||||||||||
Fair Value Measurements Using | |||||||||||||
Total as of | Quoted Prices in Active Markets for Identical Assets or Liabilities | Significant Other Observable Inputs | Significant Unobservable Inputs | ||||||||||
31-Mar-14 | |||||||||||||
Description | (Level 1) | (Level 2) | (Level 3) | ||||||||||
Asset for foreign currency derivative contracts | $ | 195 | — | 195 | — | ||||||||
Liability for foreign currency derivative contracts | (88 | ) | — | (88 | ) | — | |||||||
Total | $ | 107 | |||||||||||
Acquisitions_and_Dispositions_
Acquisitions and Dispositions (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Acquisitions and Dispositions (Tables) | ' | |||||||
Pro Forma Financial Information Table | ' | |||||||
Three Months Ended March 31, | ||||||||
2014 | 2013 | |||||||
(In Thousands, Except Per Share Amounts) | ||||||||
Revenues | $ | 214,451 | $ | 216,102 | ||||
Depreciation, depletion, amortization, and accretion | $ | 23,123 | $ | 20,527 | ||||
Gross profit | $ | 25,525 | $ | 41,605 | ||||
Income (loss) before discontinued operations | $ | (8,903 | ) | $ | 2,228 | |||
Net income (loss) | $ | (8,903 | ) | $ | 2,228 | |||
Net income (loss) attributable to TETRA stockholders | $ | (9,747 | ) | $ | 1,470 | |||
Per share information: | ||||||||
Income (loss) before discontinued operations attributable to TETRA stockholders | ||||||||
Basic | $ | (0.12 | ) | $ | 0.02 | |||
Diluted | $ | (0.12 | ) | $ | 0.02 | |||
Net income (loss) attributable to TETRA stockholders | ||||||||
Basic | $ | (0.12 | ) | $ | 0.02 | |||
Diluted | $ | (0.12 | ) | $ | 0.02 | |||
LongTerm_Debt_and_Other_Borrow1
Long-Term Debt and Other Borrowings (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Long-Term Debt (Tables) | ' | ||||||||
Long-Term Debt Table | ' | ||||||||
March 31, 2014 | December 31, 2013 | ||||||||
(In Thousands) | |||||||||
Scheduled Maturity | |||||||||
Bank revolving line of credit facility | October 29, 2015 | $ | 52,754 | $ | 52,768 | ||||
Compressco Partners' bank credit facility | October 15, 2017 | 32,220 | 29,959 | ||||||
5.90% Senior Notes, Series 2006-A | April 30, 2016 | 90,000 | 90,000 | ||||||
6.56% Senior Notes, Series 2008-B | April 30, 2015 | 90,000 | 90,000 | ||||||
5.09% Senior Notes, Series 2010-A | December 15, 2017 | 65,000 | 65,000 | ||||||
5.67% Senior Notes, Series 2010-B | December 15, 2020 | 25,000 | 25,000 | ||||||
4.00% Senior Notes, Series 2013 | 29-Apr-20 | 35,000 | 35,000 | ||||||
European bank credit facility | — | — | |||||||
Other | — | 89 | |||||||
Total debt | 389,974 | 387,816 | |||||||
Less current portion | — | (89 | ) | ||||||
Total long-term debt | $ | 389,974 | $ | 387,727 | |||||
Decommissioning_and_Other_Asse1
Decommissioning and Other Asset Retirement Obligations (Tables) | 3 Months Ended | |||
Mar. 31, 2014 | ||||
Decommissioning and Other Asset Retirement Obligations (Tables) | ' | |||
Decommissioning and Other Asset Retirement Obligations Table | ' | |||
Three Months Ended | ||||
March 31, 2014 | ||||
(In Thousands) | ||||
Beginning balance for the period, as reported | $ | 50,904 | ||
Activity in the period: | ||||
Accretion of liability | 190 | |||
Revisions in estimated cash flows | 9,380 | |||
Settlement of retirement obligations | (13,307 | ) | ||
Ending balance as of March 31 | $ | 47,167 | ||
Market_Risks_and_Derivative_He1
Market Risks and Derivative Hedge Contracts Market Risks and Derivative Hedge Contracts (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||
Schedule of Notional Amounts of Outstanding Derivative Positions Table | ' | ||||||||
Derivative Contracts | US Dollar Notional Amount | Traded Exchange Rate | Settlement Date | ||||||
(In Thousands) | |||||||||
Forward purchase Mexican peso | $ | 2,374 | 13.07 | 4/15/14 | |||||
Forward sale Mexican pesos | $ | 9,454 | 13.06 | 4/15/14 | |||||
Forward purchase pounds sterling | $ | 3,170 | 1.67 | 4/15/14 | |||||
Forward purchase Canadian dollar | $ | 3,375 | 1.1 | 4/15/14 | |||||
Forward purchase Canadian dollar | $ | 2,238 | 1.1 | 4/15/14 | |||||
Forward purchase Argentina peso | $ | 3,173 | 8.06 | 4/15/14 | |||||
Derivatives Designated as Hedging Instruments Table | ' | ||||||||
Foreign currency derivative instruments | Balance Sheet Location | Fair Value at | |||||||
31-Mar-14 | |||||||||
(In Thousands) | |||||||||
Forward purchase contracts | Current assets | $ | 36 | ||||||
Forward sale contracts | Current assets | 159 | |||||||
Forward purchase contracts | Current liabilities | (88 | ) | ||||||
Total | $ | 107 | |||||||
Equity_Tables
Equity (Tables) | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||||||||||
Changes in Equity Table | ' | |||||||||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||
TETRA | Non- | Total | TETRA | Non- | Total | |||||||||||||||||||
controlling | controlling | |||||||||||||||||||||||
Interest | Interest | |||||||||||||||||||||||
(In Thousands) | ||||||||||||||||||||||||
Beginning balance for the period | $ | 555,541 | $ | 41,957 | $ | 597,498 | $ | 551,120 | $ | 42,188 | $ | 593,308 | ||||||||||||
Net income (loss) | (6,934 | ) | 844 | (6,090 | ) | 1,303 | 797 | 2,100 | ||||||||||||||||
Foreign currency translation adjustment, including taxes of $1,196 in 2014 and taxes of $(264) in 2013 | (2,467 | ) | — | (2,467 | ) | (5,936 | ) | — | (5,936 | ) | ||||||||||||||
Comprehensive income (loss) | (9,401 | ) | 844 | (8,557 | ) | (4,633 | ) | 797 | (3,836 | ) | ||||||||||||||
Exercise of common stock options | 273 | — | 273 | 782 | — | 782 | ||||||||||||||||||
Distributions to public unitholders | — | (1,245 | ) | (1,245 | ) | — | (1,191 | ) | (1,191 | ) | ||||||||||||||
Equity-based compensation | 1,653 | 202 | 1,855 | 1,532 | 322 | 1,854 | ||||||||||||||||||
Treasury stock and other | (1 | ) | (176 | ) | (177 | ) | 12 | (22 | ) | (10 | ) | |||||||||||||
Tax benefit upon exercise of stock options | — | — | — | (236 | ) | — | (236 | ) | ||||||||||||||||
Ending balance as of March 31 | $ | 548,065 | $ | 41,582 | $ | 589,647 | $ | 548,577 | $ | 42,094 | $ | 590,671 | ||||||||||||
Industry_Segments_Tables
Industry Segments (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Industry Segments (Tables) | ' | |||||||
Segment Reporting Table | ' | |||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
(In Thousands) | ||||||||
Revenues from external customers | ||||||||
Product sales | ||||||||
Fluids Division | $ | 73,420 | $ | 69,161 | ||||
Production Enhancement Division | ||||||||
Production Testing | — | — | ||||||
Compressco | 1,837 | 1,088 | ||||||
Total Production Enhancement Division | 1,837 | 1,088 | ||||||
Offshore Division | ||||||||
Offshore Services | 119 | 129 | ||||||
Maritech | 1,376 | 1,160 | ||||||
Total Offshore Division | 1,495 | 1,289 | ||||||
Consolidated | $ | 76,752 | $ | 71,538 | ||||
Services and rentals | ||||||||
Fluids Division | $ | 31,740 | $ | 24,831 | ||||
Production Enhancement Division | ||||||||
Production Testing | 43,638 | 54,607 | ||||||
Compressco | 27,927 | 29,737 | ||||||
Intersegment eliminations | (624 | ) | (280 | ) | ||||
Total Production Enhancement Division | 70,941 | 84,064 | ||||||
Offshore Division | ||||||||
Offshore Services | 35,211 | 37,520 | ||||||
Maritech | — | — | ||||||
Intersegment eliminations | (1,787 | ) | (9,394 | ) | ||||
Total Offshore Division | 33,424 | 28,126 | ||||||
Consolidated | $ | 136,105 | $ | 137,021 | ||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
(In Thousands) | ||||||||
Intersegment revenues | ||||||||
Fluids Division | $ | (15 | ) | $ | 48 | |||
Production Enhancement Division | ||||||||
Production Testing | — | — | ||||||
Compressco | — | — | ||||||
Total Production Enhancement Division | — | — | ||||||
Offshore Division | ||||||||
Offshore Services | — | — | ||||||
Maritech | — | — | ||||||
Intersegment eliminations | — | — | ||||||
Total Offshore Division | — | — | ||||||
Intersegment eliminations | 15 | (48 | ) | |||||
Consolidated | $ | — | $ | — | ||||
Total revenues | ||||||||
Fluids Division | $ | 105,145 | $ | 94,040 | ||||
Production Enhancement Division | ||||||||
Production Testing | 43,638 | 54,607 | ||||||
Compressco | 29,764 | 30,825 | ||||||
Intersegment eliminations | (624 | ) | (280 | ) | ||||
Total Production Enhancement Division | 72,778 | 85,152 | ||||||
Offshore Division | ||||||||
Offshore Services | 35,330 | 37,649 | ||||||
Maritech | 1,376 | 1,160 | ||||||
Intersegment eliminations | (1,787 | ) | (9,394 | ) | ||||
Total Offshore Division | 34,919 | 29,415 | ||||||
Intersegment eliminations | 15 | (48 | ) | |||||
Consolidated | $ | 212,857 | $ | 208,559 | ||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
(In Thousands) | ||||||||
Income (loss) before taxes and | ||||||||
discontinued operations | ||||||||
Fluids Division | $ | 18,477 | $ | 17,005 | ||||
Production Enhancement Division | ||||||||
Production Testing | (2,798 | ) | 6,298 | |||||
Compressco | 5,187 | 5,225 | ||||||
Intersegment eliminations | 3 | — | ||||||
Total Production Enhancement Division | 2,392 | 11,523 | ||||||
Offshore Division | ||||||||
Offshore Services | (7,972 | ) | (5,203 | ) | ||||
Maritech | (6,539 | ) | (4,908 | ) | ||||
Intersegment eliminations | — | — | ||||||
Total Offshore Division | (14,511 | ) | (10,111 | ) | ||||
Corporate overhead(1) | (17,041 | ) | (15,206 | ) | ||||
Consolidated | $ | (10,683 | ) | $ | 3,211 | |||
March 31, | ||||||||
2014 | 2013 | |||||||
(In Thousands) | ||||||||
Total assets | ||||||||
Fluids Division | $ | 433,401 | $ | 391,229 | ||||
Production Enhancement Division | ||||||||
Production Testing | 334,628 | 321,788 | ||||||
Compressco | 230,189 | 231,840 | ||||||
Total Production Enhancement Division | 564,817 | 553,628 | ||||||
Offshore Division | ||||||||
Offshore Services | 169,321 | 180,505 | ||||||
Maritech | 22,092 | 63,992 | ||||||
Intersegment eliminations | — | — | ||||||
Total Offshore Division | 191,413 | 244,497 | ||||||
Corporate overhead | 28,655 | 10,683 | ||||||
Consolidated | $ | 1,218,286 | $ | 1,200,037 | ||||
-1 | Amounts reflected include the following general corporate expenses: | |||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
(In Thousands) | ||||||||
General and administrative expense | $ | 11,394 | $ | 9,911 | ||||
Depreciation and amortization | 554 | 581 | ||||||
Interest expense | 4,531 | 4,152 | ||||||
Other general corporate (income) expense, net | 562 | 562 | ||||||
Total | $ | 17,041 | $ | 15,206 | ||||
Basis_of_Presentation_and_Sign3
Basis of Presentation and Significant Accounting Policies (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |
Inventories Detail [Table] | ' | ' | ' |
Finished goods | $70,574,000 | ' | $73,515,000 |
Raw materials | 3,974,000 | ' | 3,894,000 |
Parts and supplies | 22,855,000 | ' | 22,668,000 |
Work in progress | 922,000 | ' | 715,000 |
Inventories | 98,325,000 | ' | 100,792,000 |
Weighted Average Shares Outstanding [Table] | ' | ' | ' |
Number of weighted average common shares outstanding | 78,306,000 | 77,671,000 | ' |
Assumed exercise of stock options | 0 | 724,000 | ' |
Average diluted shares outstanding | 78,306,000 | 78,395,000 | ' |
Outstanding stock options excluded from average diluted shares outstanding | ' | 2,434,093 | ' |
Proceeds from insurance settlements | ' | 7,600,000 | ' |
Fair value of Senior Notes | 313,300,000 | ' | 318,400,000 |
Carrying value of Senior Notes | 305,000,000 | ' | 305,000,000 |
Prior period reclassification adjustment | ' | 300,000 | ' |
Fair value of contingent purchase price liability | 2,400,000 | ' | ' |
Fair Value, Measurements, Recurring [Member] | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Asset for foreign currency derivative contracts | 195,000 | ' | ' |
Liability for foreign currency derivative contracts | -88,000 | ' | ' |
Total | 107,000 | ' | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Asset for foreign currency derivative contracts | 0 | ' | ' |
Liability for foreign currency derivative contracts | 0 | ' | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Asset for foreign currency derivative contracts | 195,000 | ' | ' |
Liability for foreign currency derivative contracts | -88,000 | ' | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Asset for foreign currency derivative contracts | 0 | ' | ' |
Liability for foreign currency derivative contracts | $0 | ' | ' |
Acquisitions_and_Dispositions_1
Acquisitions and Dispositions (Details 1) (USD $) | 3 Months Ended | 3 Months Ended | |||
Mar. 31, 2014 | Jan. 16, 2014 | Mar. 31, 2014 | Jan. 29, 2014 | Jan. 29, 2014 | |
Joint Venture [Member] | Joint Venture [Member] | TD EnerServ [Member] | TD EnerServ [Member] | TD EnerServ [Member] | |
Minimum [Member] | |||||
Business Acquisitions [Line Items] | ' | ' | ' | ' | ' |
Date of acquisition | 16-Jan-14 | ' | 29-Jan-14 | ' | ' |
Percentage of ownership interest acquired | ' | 50.00% | ' | ' | ' |
Total ownership interest resulting from acquisition | ' | 100.00% | ' | ' | ' |
Ownership interest immediately prior to acquisition | ' | 50.00% | ' | ' | ' |
Purchase price | $25,200,000 | ' | $15,000,000 | ' | ' |
Amount paid at closing | ' | 15,000,000 | ' | ' | ' |
Additional consideration payable at a later date | ' | 10,200,000 | ' | ' | ' |
Due date of second payment | 16-Jul-14 | ' | ' | ' | ' |
Fair value of existing investment in acquiree | 22,000,000 | ' | ' | ' | ' |
Remeasurement gain | 5,700,000 | ' | ' | ' | ' |
Charge to earnings associated with termination of prior relationship | 2,900,000 | ' | ' | ' | ' |
Contingent consideration, minimum possible payment | ' | ' | ' | ' | 0 |
Contingent consideration, maximum possible payment | ' | ' | ' | 8,000,000 | ' |
Purchase price allocation, net working capital | ' | 18,500,000 | ' | ' | ' |
Purchase price allocation, property, plant, and equipment | ' | 1,300,000 | ' | 6,700,000 | ' |
Purchase price allocation, intangible assets | ' | 22,500,000 | ' | 1,800,000 | ' |
Purchase price allocation, deferred tax liabilities | ' | 4,500,000 | ' | ' | ' |
Purchase price allocation, liabilities associated with contingent purchase price consideration | ' | ' | ' | 2,400,000 | ' |
Purchase price allocation, nondeductible goodwill | 6,300,000 | ' | 8,900,000 | ' | ' |
Revenues from acquired entitiy | 6,800,000 | ' | ' | ' | ' |
Depreciation and amortization from acquired entity | 300,000 | ' | ' | ' | ' |
Pretax earnings from acquired entity | $200,000 | ' | ' | ' | ' |
Acquisitions_and_Dispositions_2
Acquisitions and Dispositions (Details 2) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Business Acquisition, Pro Forma Information [Abstract] | ' | ' |
Revenues | $214,451 | $216,102 |
Depreciation, depletion, amortization, and accretion | 23,123 | 20,527 |
Gross profit | 25,525 | 41,605 |
Income before discontinued operations | -8,903 | 2,228 |
Net income | -8,903 | 2,228 |
Net income attributable to TETRA stockholders | ($9,747) | $1,470 |
Income before discontinued operations attributable to TETRA stockholders | ' | ' |
Basic | ($0.12) | $0.02 |
Diluted | ($0.12) | $0.02 |
Net income attributable to TETRA stockholders | ' | ' |
Basic | ($0.12) | $0.02 |
Diluted | ($0.12) | $0.02 |
LongTerm_Debt_and_Other_Borrow2
Long-Term Debt and Other Borrowings (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 |
Long-term debt [Line Items] | ' | ' |
Total debt | $389,974 | $387,816 |
Less current portion | 0 | -89 |
Long-term debt, net | 389,974 | 387,727 |
Bank revolving line of credit facility [Member] | ' | ' |
Long-term debt [Line Items] | ' | ' |
Maturity date | 29-Oct-15 | ' |
Total debt | 52,754 | 52,768 |
Senior Notes Series 2006-A [Member] | ' | ' |
Long-term debt [Line Items] | ' | ' |
Senior Note interest rate | 5.90% | 5.90% |
Maturity date | 30-Apr-16 | ' |
Total debt | 90,000 | 90,000 |
Senior Notes Series 2008-B [Member] | ' | ' |
Long-term debt [Line Items] | ' | ' |
Senior Note interest rate | 6.56% | 6.56% |
Maturity date | 30-Apr-15 | ' |
Total debt | 90,000 | 90,000 |
Senior Notes Series 2010-A [Member] | ' | ' |
Long-term debt [Line Items] | ' | ' |
Senior Note interest rate | 5.09% | 5.09% |
Maturity date | 15-Dec-17 | ' |
Total debt | 65,000 | 65,000 |
Senior Notes Series 2010-B [Member] | ' | ' |
Long-term debt [Line Items] | ' | ' |
Senior Note interest rate | 5.67% | 5.67% |
Maturity date | 15-Dec-20 | ' |
Total debt | 25,000 | 25,000 |
Senior Notes Series 2013 [Member] | ' | ' |
Long-term debt [Line Items] | ' | ' |
Senior Note interest rate | 4.00% | 4.00% |
Maturity date | 29-Apr-20 | ' |
Total debt | 35,000 | 35,000 |
European bank credit facility [Member] | ' | ' |
Long-term debt [Line Items] | ' | ' |
Total debt | 0 | 0 |
Compressco Partners' bank credit facility [Member] | ' | ' |
Long-term debt [Line Items] | ' | ' |
Maturity date | 15-Oct-17 | ' |
Total debt | 32,220 | 29,959 |
Other long-term debt [Member] | ' | ' |
Long-term debt [Line Items] | ' | ' |
Total debt | $0 | $89 |
Decommissioning_and_Other_Asse2
Decommissioning and Other Asset Retirement Obligations (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Dec. 31, 2013 | |
Decommissioning and Other Asset Retirement Obligations Detail [Table] | ' | ' |
Beginning balance for the period, as reported | $50,904,000 | ' |
Activity in the period: | ' | ' |
Accretion of liability | 190,000 | ' |
Revisions in estimated cash flows | 9,380,000 | ' |
Settlement of retirement obligations | -13,307,000 | ' |
Ending balance as of March 31 | 47,167,000 | ' |
Fair value of asset retirement obligations associated with non-operated properties | $7,800,000 | $7,600,000 |
Market_Risks_and_Derivative_He2
Market Risks and Derivative Hedge Contracts (Details) | 3 Months Ended | |||||||||
Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | |
USD ($) | EUR (€) | Forward Purchase Contract, Mexican Pesos [Member] | Forward Sale Contract, Mexican Pesos [Member] | Forward Purchase Contract, Pounds Sterling [Member] | Forward Purchase Contract, Canadian Dollar [Member] | Forward Purchase Contract, Canadian Dollar (2) [Member] | Forward Purchase Contract, Argentinian Peso [Member] | Current Assets [Member] | Current Liabilities [Member] | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | |||
Derivatives, Fair Value [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Forward purchase contracts | ' | ' | ' | ' | ' | ' | ' | ' | $36,000 | ($88,000) |
Forward sale contracts | ' | ' | ' | ' | ' | ' | ' | ' | 159,000 | ' |
Total | 107,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
U.S. Dollar notional amount | ' | ' | 2,374,000 | 9,454,000 | 3,170,000 | 3,375,000 | 2,238,000 | 3,173,000 | ' | ' |
Traded exchange rate | ' | ' | 13.07 | 13.06 | 1.67 | 1.1 | 1.1 | 8.06 | ' | ' |
Value date | ' | ' | 15-Apr-14 | 15-Apr-14 | 15-Apr-14 | 15-Apr-14 | 15-Apr-14 | 15-Apr-14 | ' | ' |
Net losses associated with foreign currency derivatives | 267,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowings designated as a hedge of a net investment in a foreign subsidiary | 13,700,000 | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Cumulative change to cumulative translation adjustment, net of tax | $1,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity_Details_1
Equity (Details 1) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Stockholders' equity rollforward | ' | ' |
Beginning balance for the period | $597,498 | $593,308 |
Net income (loss) | -6,090 | 2,100 |
Foreign currency translation adjustment, including taxes | -2,467 | -5,936 |
Comprehensive income | -8,557 | -3,836 |
Exercise of common stock options | 273 | 782 |
Distributions to public unitholders | -1,245 | -1,191 |
Equity-based compensation | 1,855 | 1,854 |
Treasury stock and other | -177 | -10 |
Tax benefit upon exercise of stock options | 0 | -236 |
Ending balance | 589,647 | 590,671 |
TETRA [Member] | ' | ' |
Stockholders' equity rollforward | ' | ' |
Beginning balance for the period | 555,541 | 551,120 |
Net income (loss) | -6,934 | 1,303 |
Foreign currency translation adjustment, including taxes | -2,467 | -5,936 |
Comprehensive income | -9,401 | -4,633 |
Exercise of common stock options | 273 | 782 |
Distributions to public unitholders | 0 | 0 |
Equity-based compensation | 1,653 | 1,532 |
Treasury stock and other | -1 | 12 |
Tax benefit upon exercise of stock options | 0 | -236 |
Ending balance | 548,065 | 548,577 |
Noncontrolling Interest [Member] | ' | ' |
Stockholders' equity rollforward | ' | ' |
Beginning balance for the period | 41,957 | 42,188 |
Net income (loss) | 844 | 797 |
Foreign currency translation adjustment, including taxes | 0 | 0 |
Comprehensive income | 844 | 797 |
Exercise of common stock options | 0 | 0 |
Distributions to public unitholders | -1,245 | -1,191 |
Equity-based compensation | 202 | 322 |
Treasury stock and other | -176 | -22 |
Tax benefit upon exercise of stock options | 0 | 0 |
Ending balance | $41,582 | $42,094 |
Equity_Details_2
Equity (Details 2) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Stockholders' Equity Note [Abstract] | ' | ' |
Foreign currency translation adjustment, taxes | $1,196 | ($264) |
Industry_Segments_Details_1
Industry Segments (Details 1) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 |
Industry Segments Details [Line Items] | ' | ' | ' |
Product sales | $76,752 | $71,538 | ' |
Services and rentals | 136,105 | 137,021 | ' |
Intersegment revenues | 0 | 0 | ' |
Total revenues | 212,857 | 208,559 | ' |
Income (loss) before taxes and discontinued operations | -10,683 | 3,211 | ' |
Assets | 1,218,286 | 1,200,037 | 1,206,533 |
Fluids Division [Member] | ' | ' | ' |
Industry Segments Details [Line Items] | ' | ' | ' |
Product sales | 73,420 | 69,161 | ' |
Services and rentals | 31,740 | 24,831 | ' |
Intersegment revenues | -15 | 48 | ' |
Total revenues | 105,145 | 94,040 | ' |
Income (loss) before taxes and discontinued operations | 18,477 | 17,005 | ' |
Assets | 433,401 | 391,229 | ' |
Production Testing [Member] | ' | ' | ' |
Industry Segments Details [Line Items] | ' | ' | ' |
Product sales | 0 | 0 | ' |
Services and rentals | 43,638 | 54,607 | ' |
Intersegment revenues | 0 | 0 | ' |
Total revenues | 43,638 | 54,607 | ' |
Income (loss) before taxes and discontinued operations | -2,798 | 6,298 | ' |
Assets | 334,628 | 321,788 | ' |
Compressco [Member] | ' | ' | ' |
Industry Segments Details [Line Items] | ' | ' | ' |
Product sales | 1,837 | 1,088 | ' |
Services and rentals | 27,927 | 29,737 | ' |
Intersegment revenues | 0 | 0 | ' |
Total revenues | 29,764 | 30,825 | ' |
Income (loss) before taxes and discontinued operations | 5,187 | 5,225 | ' |
Assets | 230,189 | 231,840 | ' |
Production Enhancement Division Eliminations [Member] | ' | ' | ' |
Industry Segments Details [Line Items] | ' | ' | ' |
Services and rentals | -624 | -280 | ' |
Total revenues | -624 | -280 | ' |
Income (loss) before taxes and discontinued operations | 3 | 0 | ' |
Total Production Enhancement Division [Member] | ' | ' | ' |
Industry Segments Details [Line Items] | ' | ' | ' |
Product sales | 1,837 | 1,088 | ' |
Services and rentals | 70,941 | 84,064 | ' |
Intersegment revenues | 0 | 0 | ' |
Total revenues | 72,778 | 85,152 | ' |
Income (loss) before taxes and discontinued operations | 2,392 | 11,523 | ' |
Assets | 564,817 | 553,628 | ' |
Offshore Services [Member] | ' | ' | ' |
Industry Segments Details [Line Items] | ' | ' | ' |
Product sales | 119 | 129 | ' |
Services and rentals | 35,211 | 37,520 | ' |
Intersegment revenues | 0 | 0 | ' |
Total revenues | 35,330 | 37,649 | ' |
Income (loss) before taxes and discontinued operations | -7,972 | -5,203 | ' |
Assets | 169,321 | 180,505 | ' |
Maritech [Member] | ' | ' | ' |
Industry Segments Details [Line Items] | ' | ' | ' |
Product sales | 1,376 | 1,160 | ' |
Services and rentals | 0 | 0 | ' |
Intersegment revenues | 0 | 0 | ' |
Total revenues | 1,376 | 1,160 | ' |
Income (loss) before taxes and discontinued operations | -6,539 | -4,908 | ' |
Assets | 22,092 | 63,992 | ' |
Offshore Division Eliminations [Member] | ' | ' | ' |
Industry Segments Details [Line Items] | ' | ' | ' |
Services and rentals | -1,787 | -9,394 | ' |
Intersegment revenues | 0 | 0 | ' |
Total revenues | -1,787 | -9,394 | ' |
Income (loss) before taxes and discontinued operations | 0 | 0 | ' |
Assets | 0 | 0 | ' |
Total Offshore Division [Member] | ' | ' | ' |
Industry Segments Details [Line Items] | ' | ' | ' |
Product sales | 1,495 | 1,289 | ' |
Services and rentals | 33,424 | 28,126 | ' |
Intersegment revenues | 0 | 0 | ' |
Total revenues | 34,919 | 29,415 | ' |
Income (loss) before taxes and discontinued operations | -14,511 | -10,111 | ' |
Assets | 191,413 | 244,497 | ' |
Intersegment Eliminations [Member] | ' | ' | ' |
Industry Segments Details [Line Items] | ' | ' | ' |
Intersegment revenues | 15 | -48 | ' |
Total revenues | 15 | -48 | ' |
Corporate Overhead [Member] | ' | ' | ' |
Industry Segments Details [Line Items] | ' | ' | ' |
Income (loss) before taxes and discontinued operations | -17,041 | -15,206 | ' |
Assets | $28,655 | $10,683 | ' |
Industry_Segments_Details_2
Industry Segments (Details 2) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Corporate Overhead Footnote | ' | ' |
General and administrative expense | $11,394 | $9,911 |
Depreciation and amortization | 554 | 581 |
Interest expense | 4,531 | 4,152 |
Other general corporate (income) expense, net | 562 | 562 |
Total | $17,041 | $15,206 |