Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 08, 2017 | |
Document Information [Line Items] | ||
Entity Registrant Name | TETRA TECHNOLOGIES INC | |
Entity Central Index Key | 844,965 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock Shares Outstanding | 115,887,747 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues: | ||||
Product sales | $ 73,054 | $ 55,162 | $ 227,791 | $ 177,305 |
Services and rentals | 143,310 | 121,391 | 364,943 | 344,237 |
Total revenues | 216,364 | 176,553 | 592,734 | 521,542 |
Cost of revenues: | ||||
Cost of product sales | 50,384 | 38,832 | 162,335 | 135,102 |
Cost of services and rentals | 95,625 | 77,116 | 260,793 | 226,880 |
Depreciation, amortization, and accretion | 29,200 | 31,852 | 87,298 | 98,997 |
Impairments of long-lived assets | 0 | 0 | 0 | 10,927 |
Insurance Recoveries | (2,352) | 0 | (2,352) | 0 |
Total cost of revenues | 172,857 | 147,800 | 508,074 | 471,906 |
Gross profit | 43,507 | 28,753 | 84,660 | 49,636 |
General and administrative expense | 31,208 | 28,589 | 90,896 | 89,381 |
Goodwill impairment | 0 | 0 | 0 | 106,205 |
Interest expense, net | 14,654 | 14,325 | 42,749 | 43,299 |
Fair Value Adjustment Of Warrants, Income Statement | (47) | 0 | (11,568) | 0 |
Preferred, Fair Value Adjustment | (1,137) | 6,294 | (4,340) | 6,294 |
Litigation Settlement, Amount | 38 | 0 | (10,064) | 0 |
Other (income) expense, net | (668) | 2,130 | (94) | 3,636 |
Income (loss) before taxes | (541) | (22,585) | (22,919) | (199,179) |
Provision (benefit) for income taxes | 797 | 1,443 | 4,290 | 1,804 |
Net income (loss) | (1,338) | (24,028) | (27,209) | (200,983) |
(Income) loss attributable to noncontrolling interest | 4,483 | 9,019 | 16,900 | 71,075 |
Net income (loss) attributable to TETRA stockholders | $ 3,145 | $ (15,009) | $ (10,309) | $ (129,908) |
Basic net income per common share: | ||||
Net income (loss) attributable to TETRA stockholders | $ 0.03 | $ (0.16) | $ (0.09) | $ (1.53) |
Average shares outstanding | 114,563 | 91,746 | 114,435 | 85,093 |
Diluted net income per common share: | ||||
Net income (loss) attributable to TETRA stockholders | $ 0.03 | $ (0.16) | $ (0.09) | $ (1.53) |
Average diluted shares outstanding | 114,569 | 91,746 | 114,435 | 85,093 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (1,338) | $ (24,028) | $ (27,209) | $ (200,983) |
Foreign currency translation adjustment, including taxes of $0 and $0 in 2015 and $1,198 and $1,644 in 2014 | 2,620 | (1,654) | 7,781 | (4,503) |
Comprehensive income | 1,282 | (25,682) | (19,428) | (205,486) |
Comprehensive (income) loss attributable to noncontrolling interest | 4,670 | 9,346 | 17,271 | 71,918 |
Comprehensive income (loss) attributable to TETRA stockholders | $ 5,952 | $ (16,336) | $ (2,157) | $ (133,568) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 20,850 | $ 29,840 |
Restricted cash | 262 | 6,691 |
Trade accounts receivable, net of allowances | 152,872 | 114,284 |
Inventories | 122,045 | 106,546 |
Assets held for sale | 30 | 214 |
Prepaid expenses and other current assets | 19,372 | 18,216 |
Total current assets | 315,431 | 275,791 |
Property, plant, and equipment: | ||
Land and building | 79,258 | 78,929 |
Machinery and equipment | 1,358,008 | 1,348,286 |
Automobiles and trucks | 35,359 | 36,341 |
Chemical plants | 185,663 | 182,951 |
Construction in progress | 14,458 | 11,918 |
Total property, plant, and equipment | 1,672,746 | 1,658,425 |
Less accumulated depreciation | (776,876) | (712,974) |
Net property, plant, and equipment | 895,870 | 945,451 |
Other assets: | ||
Goodwill | 6,636 | 6,636 |
Patents, trademarks and other intangible assets, net of accumulated amortization | 63,645 | 67,713 |
Deferred tax assets, net | 28 | 28 |
Other assets | 19,800 | 19,921 |
Total other assets | 90,109 | 94,298 |
Total assets | 1,301,410 | 1,315,540 |
Current liabilities: | ||
Trade accounts payable | 64,320 | 45,889 |
Unearned income | 16,659 | 13,879 |
Accrued liabilities | 59,127 | 55,666 |
Decommissioning and other asset retirement obligations, net of current portion | 492 | 1,451 |
Total current liabilities | 140,598 | 116,885 |
Long-term debt, net of current portion | 624,126 | 623,730 |
Deferred income taxes | 7,081 | 7,296 |
Decommissioning and other asset retirement obligations, net | 56,025 | 54,027 |
Preferred Units | 68,309 | 77,062 |
Warranty Liability | 6,936 | 18,503 |
Other liabilities | 15,825 | 17,571 |
Total long-term liabilities | 778,302 | 798,189 |
Equity: | ||
Common stock, par value $0.01 per share | 1,185 | 1,174 |
Additional paid-in capital | 424,129 | 419,237 |
Treasury stock, at cost | (18,612) | (18,316) |
Accumulated other comprehensive income (loss) | (43,133) | (51,285) |
Retained earnings | (127,595) | (117,287) |
Total TETRA stockholders' equity | 235,974 | 233,523 |
Noncontrolling interests | 146,536 | 166,943 |
Total equity | 382,510 | 400,466 |
Total liabilities and equity | $ 1,301,410 | $ 1,315,540 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Trade accounts receivable, allowances for doubtful accounts | $ 4,246 | $ 6,291 |
Other assets: | ||
Patents, trademarks, and other intangible assets, accumulated amortization | $ 63,225 | $ 57,663 |
Equity: | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 150,000,000 |
Common stock, shares issued | 118,518,896 | 117,351,746 |
Treasury stock, shares held | 2,606,601 | 2,536,421 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Cash Flows [Abstract] | ||
Proceeds from Issuance of Preferred Limited Partners Units | $ 0 | $ 67,321 |
Payments Related to Tax Withholding for Share-based Compensation | (624) | (1,562) |
Operating activities: | ||
Net income (loss) | (27,209) | (200,983) |
Reconciliation of net income (loss) to cash provided by (used in) operating activities: | ||
Depreciation, amortization, and accretion | 87,298 | 98,997 |
Impairments of long-lived assets | 0 | 10,927 |
Goodwill impairment | 0 | 106,205 |
Provision (benefit) for deferred income taxes | (431) | (1,002) |
Equity-based compensation expense | 7,242 | 11,549 |
Provision for doubtful accounts | 1,333 | 2,323 |
Excess decommissioning and abandoning costs | 0 | 2,795 |
Amortization of deferred financing costs | 3,491 | 2,475 |
Proceeds from Insurance Settlement, Operating Activities | (2,352) | 0 |
Offering Costs of Preferred Units | 37 | 3,046 |
Paid-in-Kind Interest | 5,606 | 723 |
Liabilities, Fair Value Adjustment | (4,340) | 6,295 |
Warrants fair value adjustment | (11,568) | 0 |
Other non-cash charges and credits | (258) | 2,966 |
Gain (Loss) on Extinguishment of Debt | 0 | (540) |
Gain on sale of assets | (605) | (2,242) |
Changes in operating assets and liabilities, net of assets acquired: | ||
Accounts receivable | (34,187) | 59,816 |
Inventories | (13,394) | (19,193) |
Prepaid expenses and other current assets | (1,659) | 3,723 |
Trade accounts payable and accrued expenses | 28,368 | (55,506) |
Decommissioning liabilities, net | (550) | (3,769) |
Other | 12 | (1,379) |
Net cash provided by (used in) operating activities | 36,834 | 27,226 |
Investing activities: | ||
Purchases of property, plant, and equipment | (28,587) | (15,438) |
Proceeds on sale of property, plant, and equipment | 786 | 2,994 |
Proceeds from Insurance Settlement, Investing Activities | 2,352 | 0 |
Other investing activities | 254 | 3,337 |
Net cash provided by (used in) investing activities | (25,195) | (9,107) |
Financing activities: | ||
Proceeds from long-term debt | 297,100 | 367,500 |
Principal payments on long-term debt | (301,250) | (485,451) |
CSI Compressco LP distributions | (14,815) | (21,642) |
Proceeds from issuance of common stock, net of offering costs | 0 | 60,152 |
Other financing activities | (1,573) | (4,094) |
Net cash provided by (used in) financing activities | (21,162) | (17,776) |
Effect of exchange rate changes on cash | 533 | (1,190) |
Decrease in cash and cash equivalents | (8,990) | (847) |
Cash and cash equivalents at beginning of period | 29,840 | 23,057 |
Cash and cash equivalents at end of period | 20,850 | 22,210 |
Supplemental cash flow information: | ||
Interest paid | 39,919 | 48,139 |
Income taxes paid | $ 5,217 | $ 3,311 |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies Basis of Presentation and Significant Accounting Policies (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | 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, frac flowback, production well testing, offshore rig cooling, compression services and equipment, 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 four divisions – Fluids, Production Testing, Compression, 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. Our consolidated financial statements include the accounts of our wholly owned subsidiaries. Our interests in oil and gas properties are proportionately consolidated. All intercompany accounts and transactions have been eliminated in consolidation. The information furnished reflects all normal recurring adjustments, which are, in the opinion of management, necessary to provide a fair statement of the results for the interim periods. Operating results for the period ended September 30, 2017 are not necessarily indicative of results that may be expected for the twelve months ended December 31, 2017 . We consolidate the financial statements of CSI Compressco LP and its subsidiaries ("CCLP") as part of our Compression Division, as we determined that CCLP is a variable interest entity and we are the primary beneficiary. We control the financial interests of CCLP and have the ability to direct the activities of CCLP that most significantly impact its economic performance through our ownership of its general partner. The share of CCLP net assets and earnings that is not owned by us is presented as noncontrolling interest in our consolidated financial statements. Our cash flows from our investment in CCLP are limited to the quarterly distributions we receive on our CCLP common units and general partner interest (including incentive distribution rights) and the amounts collected for services we perform on behalf of CCLP, as TETRA's capital structure and CCLP's capital structure are separate, and do not include cross default provisions, cross collateralization provisions, or cross guarantees. 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. These financial statements should be read in connection with the financial statements for the year ended December 31, 2016 , and notes thereto included in our Annual Report on Form 10-K, which we filed with the SEC on March 1, 2017 . In April 2017, CCLP announced a reduction to the level of cash distributions to its common unitholders, including us. We have reviewed our financial forecasts as of November 9, 2017 for the subsequent twelve month period, which consider the impact of the current distribution levels from CCLP. Based on our financial forecasts, which reflect certain operating and other business assumptions that we believe to be reasonable as of November 9, 2017 , we believe that we will have adequate liquidity, earnings, and operating cash flows to fund our operations and debt obligations and maintain compliance with our debt covenants through November 9, 2018. In May 2017, CCLP entered into an amendment of the agreement governing its bank revolving credit facility (as amended, the "CCLP Credit Agreement") that, among other things, favorably amended certain financial covenants. (See Note B - Long-Term Debt and Other Borrowings.) CCLP has reviewed its financial forecasts as of November 9, 2017 for the subsequent twelve month period, which consider the impact of the amendment of the CCLP Credit Agreement, and the current level of distributions to its common unitholders. Based on these reviews and the current market conditions as of November 9, 2017 , CCLP believes that it will have adequate liquidity, earnings, and operating cash flows to fund its operations and debt obligations and maintain compliance with its debt covenants through November 9, 2018. Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues, expenses, and impairments during the reporting period. Actual results could differ from those estimates, and such differences could be material. Reclassifications Certain previously reported financial information has been reclassified to conform to the current period’s presentation. The impact of such reclassifications was not significant to the prior period’s overall presentation. During the current quarterly period, recycled brines of $5.6 million repurchased from customers pursuant to obligations under customer sales arrangements during the six months ended June 30, 2017 were recorded as a reduction to product sales revenues and costs of product sales. 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 December 31, 2016 consisted primarily of $6.6 million of escrowed cash associated with our July 2011 purchase of a heavy lift derrick barge, which was released to the sellers during the third quarter of 2017 and therefore no longer reflected on our balance sheet as of September 30, 2017 . Inventories Inventories are stated at the lower of cost or market value. Except for work in progress inventory discussed below, cost is determined using the weighted average method. Components of inventories as of September 30, 2017 and December 31, 2016 are as follows: September 30, 2017 December 31, 2016 (In Thousands) Finished goods $ 63,947 $ 62,064 Raw materials 3,604 2,429 Parts and supplies 41,122 35,548 Work in progress 13,372 6,505 Total inventories $ 122,045 $ 106,546 Finished goods inventories include newly manufactured clear brine fluids as well as used brines that are repurchased from certain customers for recycling. Recycled brines are recorded at cost, using the weighted average method. Work in progress inventory consists primarily of new compressor packages located in the CCLP fabrication facility in Midland, Texas. The cost of work in process is determined using the specific identification method. We write down the value of inventory by an amount equal to the difference between its cost and its estimated market value. Goodwill During the first three months of 2016, low oil and natural gas commodity prices resulted in decreased demand for many of the products and services of each of our reporting units. However, based on updated assumptions as of March 31, 2016, we determined that the fair value of our Fluids Division was significantly in excess of its carrying value, which includes $6.6 million of goodwill. Our Offshore Services and Maritech Divisions had no remaining goodwill as of March 31, 2016. With regard to our Compression Division, demand for low-horsepower wellhead compression services and for sales of compressor equipment decreased significantly and as of March 31, 2016, was expected to continue to be decreased for the foreseeable future. In addition, the price per common unit of CCLP as of March 31, 2016 decreased compared to December 31, 2015. Accordingly, the fair value, including the market capitalization for CCLP, for the Compression reporting unit was less than its carrying value as of March 31, 2016, despite impairments recorded as of December 31, 2015. For our Production Testing Division, demand for production testing services decreased in each of the market areas in which we operate, resulting in decreased estimated future cash flows. As a result, the fair value of the Production Testing reporting unit was also less than its carrying value as of March 31, 2016, despite impairments recorded as of December 31, 2015. After making the hypothetical purchase price adjustments as part of the second step of the goodwill impairment test, there was $0.0 million residual purchase price to be allocated to the goodwill of both the Compression and Production Testing reporting units. Based on this analysis, we concluded that full impairments of the $92.4 million of recorded goodwill for Compression and $13.9 million of recorded goodwill for Production Testing were required. Accordingly, during the three month period ended March 31, 2016, $106.2 million was charged to Goodwill Impairment expense in the accompanying consolidated statement of operations. As of September 30, 2017 we determined that there was no additional impairment of goodwill, as it was not "more likely than not" that the fair value of our Fluids Division was less than its carrying value. Impairments of Long-Lived Assets During the first quarter of 2016, primarily as a result of continuing decreased demand due to then-current market conditions, our Compression, Production Testing, and Fluids segments recorded $7.9 million , $2.8 million , and $0.3 million respectively, of impairments associated with certain identified intangible assets. These amounts were charged to Impairments of Long-Lived Assets expense in the accompanying consolidated statement of operations. Insurance Recoveries During the fourth quarter of 2016, our Compression Division recorded $2.4 million of long-lived asset impairments associated with damages sustained on certain compression equipment packages in its fleet. During the third quarter of 2017, our insurer processed and paid $3.0 million of claim proceeds associated with this equipment damage claim. This amount was credited to earnings, with $2.4 million classified as insurance recoveries for the damaged equipment, and $0.6 million classified as other income. Net Income (Loss) 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 (loss) per common and common equivalent share: Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) Number of weighted average common shares outstanding 114,563 91,746 114,435 85,093 Assumed exercise of equity awards and warrants 6 — — — Average diluted shares outstanding 114,569 91,746 114,435 85,093 For the nine month period ended September 30, 2017 and the three and nine month periods ended September 30, 2016 , the average diluted shares outstanding excludes the impact of all outstanding equity awards and warrants, as the inclusion of these shares would have been anti-dilutive due to the net losses recorded during the periods. In addition, for the three and nine month periods ended September 30, 2017 , the calculation of diluted earnings per common share excludes the impact of the CCLP Preferred Units, as the inclusion of the impact from conversion of the CCLP Preferred Units into CCLP common units would have been anti-dilutive. Services and Rentals Revenues and Costs A portion of our services and rentals revenues consist of income pursuant to operating lease arrangements for compressor packages and other assets. For the three and nine month periods ended September 30, 2017 and 2016 , the following operating lease revenues and associated costs were included in services and rentals revenues and cost of services and rentals, respectively, in the accompanying consolidated statements of operations. Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) Rental revenue $ 16,036 $ 15,508 $ 37,800 $ 41,540 Cost of rental revenue $ 4,052 $ 3,641 $ 12,670 $ 16,147 Foreign Currency Translation We have designated the euro, the British pound, the Norwegian krone, the Canadian dollar, the Brazilian real, the Argentine peso, and the Mexican peso, respectively, as the functional currency for our operations in Finland and Sweden, the United Kingdom, Norway, Canada, Brazil, Argentina, and certain of our operations in Mexico. The U.S. dollar is the designated functional currency for all of our other foreign operations. The cumulative translation effects of translating the applicable accounts from the functional currencies into the U.S. dollar at current exchange rates are included as a separate component of equity. Foreign currency exchange gains and (losses) are included in other (income) expense, net and totaled $(0.3) million and $(1.5) million during the three and nine month periods ended September 30, 2017 and $(0.2) million and $0.5 million during the three and nine month periods ended September 30, 2016 , respectively. Income Taxes Our consolidated provision for income taxes during the first nine months of 2016 and 2017 is primarily attributable to taxes in certain foreign jurisdictions and Texas gross margin taxes. Our consolidated effective tax rates for the three and nine month periods ended September 30, 2017 of negative 147.3% and negative 18.7% were primarily the result of losses generated in entities for which no related tax benefit has been recorded. The losses generated by these entities do not result in tax benefits due to offsetting valuation allowances being recorded against the related net deferred tax assets. We establish a valuation allowance to reduce the deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Included in our deferred tax assets are net operating loss carryforwards and tax credits that are available to offset future income tax liabilities in the U.S. as well as in certain foreign jurisdictions. Further, the effective tax rate during 2016 was negatively impacted by the nondeductible portion of our goodwill impairments during the three month period ended March 31, 2016. 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 U.S. generally accepted accounting principles ("GAAP"), 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 on a recurring basis in the determination of the carrying value of the liability for the warrants to purchase 11.2 million shares of our common stock (the "Warrants") and CCLP Preferred Units. We also utilize fair value measurements on a recurring basis in the accounting for our foreign currency derivative contracts. For these fair value measurements, we utilize the quoted value as determined by our counterparty financial institution (a level 2 fair value measurement). Fair value measurements are also utilized on a nonrecurring basis, such as in the allocation of purchase consideration for acquisition transactions to the assets and liabilities acquired, including intangible assets and goodwill (a level 3 fair value measurement), the initial recording of our decommissioning and other asset retirement obligations, and for the impairment of long-lived assets, including goodwill (a level 3 fair value measurement). The fair value of certain of our financial instruments, which include cash, restricted cash, accounts receivable, short-term borrowings, and long-term debt pursuant to our bank credit agreements, approximate their carrying amounts. The aggregate fair values of our long-term 11% Senior Note at September 30, 2017 and December 31, 2016 , were approximately $128.5 million and $133.9 million , respectively, based on current interest rates on those dates, which were different from the stated interest rate on the 11% Senior Note. Those fair values compare to face amounts of the 11% Senior Note of $125.0 million both at September 30, 2017 and December 31, 2016 . The fair values of the publicly traded CCLP 7.25% Senior Notes (as herein defined) at September 30, 2017 and December 31, 2016 , were approximately $273.7 million and $278.2 million , respectively, (a level 2 fair value measurement) based on current interest rates on those dates, which were different from the stated interest rate on the CCLP 7.25% Senior Notes. Those fair values compare to a face amount of $ 295.9 million both at September 30, 2017 and December 31, 2016 . See Note C - Long-Term Debt and Other Borrowings, for further discussion. We calculated the fair values of our 11% Senior Note as of September 30, 2017 and December 31, 2016 internally, using current market conditions and average cost of debt (a level 2 fair value measurement). The CCLP Preferred Units are valued using a lattice modeling technique that, among a number of lattice structures, includes significant unobservable items (a Level 3 fair value measurement). These unobservable items include (i) the volatility of the trading price of CCLP's common units compared to a volatility analysis of equity prices of CCLP's comparable peer companies, (ii) a yield analysis that utilizes market information related to the debt yields of comparable peer companies, and (iii) a future conversion price analysis. The fair valuation of the CCLP Preferred Units liability is increased by, among other factors, projected increases in CCLP's common unit price and by increases in the volatility and decreases in the debt yields of CCLP's comparable peer companies. Increases (or decreases) in the fair value of CCLP Preferred Units will increase (decrease) the associated liability and result in future adjustments to earnings for the associated valuation losses (gains). The Warrants are valued either by using their traded market prices (a level 1 fair value measurement) or, for periods when market prices are not available, by using the Black Scholes option valuation model that includes estimates of the volatility of the Warrants implied by their trading prices (a level 3 fair value measurement). As of December 31, 2016 and September 30, 2017 , the fair valuation methodology utilized for the Warrants was a level 3 fair value measurement, as there were no available traded market prices to value the Warrants. The fair valuation of the Warrants liability is increased by, among other factors, increases in our common stock price, and by increases in the volatility of our common stock price. Increases (or decreases) in the fair value of the Warrants will increase (decrease) the associated liability and result in future adjustments to earnings for the associated valuation losses (gains). During the nine months ended September 30, 2017 , the fair value of the Warrants liability decreased by $11.6 million , which was credited to earnings in the consolidated statement of operations. During the third quarter of 2017, we issued a stand-alone, cash-settled stock appreciation rights award to an executive officer. This award is valued by using the Black Scholes option valuation model and such fair value is recognized based on the portion of the requisite service period satisfied as of each valuation date. The fair valuation of the stock appreciation rights liability is increased by, among other factors, increases in our common stock price, and by increases in the volatility of our common stock price. This stock appreciation rights award is reflected as an accrued liability in our consolidated balance sheet. Increases (or decreases) in the fair value of the stock appreciation rights award will increase (decrease) the associated liability and result in future adjustments to earnings for the associated valuation losses (gains). A summary of these fair value measurements as of September 30, 2017 and December 31, 2016 , 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 Description September 30, 2017 (Level 1) (Level 2) (Level 3) (In Thousands) CCLP Series A Preferred Units $ (68,309 ) $ — $ — $ (68,309 ) Warrants liability (6,936 ) — — (6,936 ) Cash-settled stock appreciation rights (22 ) — — (22 ) Asset for foreign currency derivative contracts 275 — 275 — Liability for foreign currency derivative contracts (172 ) — (172 ) — Net liability $ (75,164 ) Fair Value Measurements Using Total as of Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Other Observable Inputs Significant Unobservable Inputs Description December 31, 2016 (Level 1) (Level 2) (Level 3) (In Thousands) CCLP Series A Preferred Units $ (77,062 ) $ — $ — $ (77,062 ) Warrants liability (18,503 ) — — (18,503 ) Asset for foreign currency derivative contracts 81 — 81 — Liability for foreign currency derivative contracts (371 ) — (371 ) — Net liability $ (95,855 ) New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued ASU 2014-09, "Revenue from Contracts with Customers." ASU 2014-09 supersedes the revenue recognition requirements in Accounting Standards Codification ("ASC") 605, Revenue Recognition, and most industry-specific guidance. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU is effective for annual periods beginning after December 15, 2017, and interim periods within those years, under either full or modified retrospective adoption. During 2016, in preparation for the adoption of ASU 2014-09, we began a review of the various types of customer contract arrangements for each of our businesses. These reviews include 1) accumulating all customer contractual arrangements; 2) identifying individual performance obligations pursuant to each arrangement; 3) quantifying consideration under each arrangement; 4) allocating consideration among the identified performance obligations; and 5) determining the timing of revenue recognition pursuant to each arrangement. We have substantially completed these contract reviews and are implementing revised accounting system processes in order to capture information required to be disclosed under ASU 2014-09. While the timing and amount of revenue recognized for a large portion of our customer contractual arrangements under ASU 2014-09 will not change, we have determined that the presentation in the financial statements may be impacted. Adoption of ASU 2014-09 will have a significant impact on disclosures. We plan to adopt ASU 2014-09 on January 1, 2018 using the modified retrospective adoption method. In March 2016, the FASB issued ASU 2016-08, "Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net)" to clarify the guidance on principal versus agent considerations. This ASU does not change the effective date or adoption method under ASU 2014-09 which is noted above. In April 2016, the FASB issued ASU 2016-10, "Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing" to clarify the guidance on identifying performance obligations and the licensing implementation guidance. This ASU does not change the effective date or adoption method under ASU 2014-09, which is noted above. Additionally, in May 2016, the FASB issued ASU 2016-12, "Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients." This ASU addresses and amends several aspects of ASU 2014-09, but does not change the core principle of the guidance. This ASU does not change the effective date or adoption method under ASU 2014-09 which is noted above. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory” (Topic 330), which simplifies the subsequent measurement of inventory by requiring entities to measure inventory at the lower of cost or net realizable value, except for inventory measured using the last-in, first-out (LIFO) or the retail inventory methods. The ASU requires entities to compare the cost of inventory to one measure - net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods, and is to be applied prospectively with early adoption permitted. As a result of the adoption of this standard during the first quarter of 2017, there was no material impact on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, "Leases" (Topic 842) to increase comparability and transparency among different organizations. Organizations are required to recognize lease assets and lease liabilities on the balance sheet and disclose key information about the leasing arrangements and cash flows. The ASU is effective for annual periods beginning after December 15, 2018, and interim periods within those annual periods, under a modified retrospective adoption with early adoption permitted. We are currently assessing the potential effects of these changes to our consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, "Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting" as part of a simplification initiative. The update addresses and simplifies several aspects of accounting for share-based payment transactions. The ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods, with early adoption permitted, and is to be applied using either modified retrospective, retrospective, or prospective transition method based on which amendment is being applied. Upon adoption of ASU 2016-09, we elected to change our accounting policy to account for forfeitures as they occur, using a modified retrospective method and determined that a cumulative-effect adjustment to retained earnings would be immaterial at transition during the first quarter of 2017. Amendments related to accounting for excess tax benefits have been adopted using a prospective transition method and there were no unrealized excess tax benefits prior to adoption that would require a modified retrospective transition method. Prospectively, excess tax benefits for share-based payments, if any, are now included in cash flows from operating activities rather than financing activities. The ASU also requires entities to classify as financing activities on the statement of cash flows, the cash paid to tax authorities when shares are withheld to satisfy the employer’s statutory income tax withholding obligation, with the application of this requirement to be applied retrospectively. As a result of share-based compensation that vested during the third quarter of 2017 and 2016, the impact to the Consolidated Statements of Cash Flows for the nine months ended September 30, 2017 and 2016 was $0.6 million and $1.6 million , respectively, of tax remittances on equity based compensation as a financing activity. In June 2016, the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." ASU 2016-13 amends the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses. ASU 2016-13, which has an effective date of the first quarter of fiscal 2022, also applies to employee benefit plan accounting. We are currently assessing the potential effects of these changes to our consolidated financial statements and employee benefit plan accounting. In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments" to reduce diversity in practice in classification of certain transactions in the statement of cash flows. The ASU is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods, with early adoption permitted, under a retrospective transition adoption. We are currently assessing the potential effects of these changes to our consolidated financial statements. In November 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory" which requires companies to account for the income tax effects of intercompany transfers of assets other than inventory when the transfer occurs. The ASU is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods, with early adoption permitted, under a modified retrospective transition adoption. We are currently assessing the potential effects of these changes to our consolidated financial statements. Additionally, in November 2016, the FASB issued ASU 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash" to reduce diversity in the presentation of restricted cash and restricted cash equivalents in the statement of cash flows. The ASU is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods, with early adoption permitted, under a retrospective transition adoption. We are currently assessing the potential effects of these changes to our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, "Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" which simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. The ASU is effective for annual periods beginning after December 15, 2020, and interim periods within those annual periods, with early adoption permitted, under a prospective adoption. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, "Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting" to clarify when to account for a change to the terms or conditions of a share-based payment award as a modification. The ASU is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods, with early adoption permitted. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In July 2017, the FASB issued ASU 2017-11, "Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandat |
Long-Term Debt and Other Borrow
Long-Term Debt and Other Borrowings | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Other Borrowings | LONG-TERM DEBT AND OTHER BORROWINGS We believe TETRA's capital structure and CCLP's capital structure should be considered separately, as there are no cross default provisions, cross collateralization provisions, or cross guarantees between CCLP's debt and TETRA's debt. Consolidated long-term debt as of September 30, 2017 and December 31, 2016 , consists of the following: September 30, 2017 December 31, 2016 (In Thousands) TETRA Scheduled Maturity Bank revolving line of credit facility (presented net of the unamortized deferred financing costs of $2.3 million as of December 31, 2016) September 30, 2019 $ — $ 3,229 11.0% Senior Note, Series 2015 (presented net of the unamortized discount of $4.0 million as of September 30, 2017 and $4.4 million as of December 31, 2016 and net of unamortized deferred financing costs of $3.6 million as of September 30, 2017 and $4.2 million as of December 31, 2016) November 5, 2022 117,355 116,411 TETRA total debt 117,355 119,640 Less current portion — — TETRA total long-term debt $ 117,355 $ 119,640 CCLP CCLP Bank Credit Facility (presented net of the unamortized deferred financing costs of $4.4 million as of September 30, 2017 and $4.5 million as of December 31, 2016) August 4, 2019 218,977 217,467 CCLP 7.25% Senior Notes (presented net of the unamortized discount of $2.9 million as of September 30, 2017 and $3.3 million as of December 31, 2016 and net of unamortized deferred financing costs of $5.2 million as of September 30, 2017 and $6.0 million as of December 31, 2016) August 15, 2022 287,794 286,623 CCLP total debt 506,771 504,090 Less current portion $ — $ — Consolidated total long-term debt $ 624,126 $ 623,730 As of September 30, 2017 , TETRA (excluding CCLP) had no outstanding balance and $4.4 million in letters of credit against its Credit Agreement, leaving a net availability of $195.6 million . Because there was no outstanding balance on this Credit Agreement, associated deferred financing costs of $1.7 million as of September 30, 2017 , were classified as other long-term assets on the accompanying consolidated balance sheet. As of September 30, 2017 , CCLP had an outstanding balance of $223.4 million and had $1.9 million letters of credit outstanding against the CCLP Credit Agreement, leaving a net availability of $89.7 million , subject to a borrowing base limitation. Availability under each of the TETRA Credit Agreement and the CCLP Credit Agreement is subject to compliance with the covenants and other provisions in the respective credit agreements that may limit borrowings thereunder. See below for further discussion of the CCLP Credit Agreement. As described below, we and CCLP are in compliance with all covenants of our respective credit agreements and senior note agreements as of September 30, 2017 . Our Long-Term Debt Our Credit Agreement. At September 30, 2017 , our consolidated leverage ratio was 1.95 to 1 (compared to a 5.00 to 1 maximum allowed under the Credit Agreement) and our fixed charge coverage ratio was 2.77 to 1 (compared to a 1.25 to 1 minimum required under the Credit Agreement). CCLP Long-Term Debt At September 30, 2017 , CCLP's consolidated total leverage ratio was 6.33 to 1 (compared to 6.75 to 1 maximum allowed under the CCLP Credit Agreement), its consolidated secured leverage ratio was 2.75 to 1 (compared to 3.25 to 1 maximum allowed under the CCLP Credit Agreement) and its consolidated interest coverage ratio was 2.63 to 1 (compared to a 2.25 to 1 minimum required under the CCLP Credit Agreement). On May 5, 2017, CCLP entered into an amendment of the CCLP Credit Agreement (the "CCLP Fifth Amendment") that, among other things, modified certain financial covenants in the CCLP Credit Agreement, providing that (i) the consolidated total leverage ratio may not exceed (a) 5.95 to 1 as of March 31, 2017; (b) 6.75 to 1 as of June 30, 2017 and September 30, 2017; (c) 6.50 to 1 as of December 31, 2017 and March 31, 2018; (d) 6.25 to 1 as of June 30, 2018 and September 30, 2018; (e) 6.00 to 1 as of December 31, 2018; and (f) 5.75 to 1 as of March 31, 2019 and thereafter; and (ii) the consolidated secured leverage ratio may not exceed 3.25 to 1 as of the end of any fiscal quarter. The consolidated interest coverage ratio was not amended by the CCLP Fifth Amendment. In addition, the CCLP Fifth Amendment (i) increased the applicable margin by 0.25% in the event the consolidated total leverage ratio exceeds 6.00 to 1, resulting in a range for the applicable margin between 2.00% and 3.50% per annum for LIBOR-based loans and between 1.00% and 2.50% per annum for base-rate loans, depending on the consolidated total leverage ratio, and (ii) modified the appraisal delivery requirement from an annual requirement to a semi-annual requirement. In connection with the CCLP Fifth Amendment, the level of CCLP's cash distributions payable on its common units for the quarterly period ended June 30, 2017 will be limited to the current reduced level. The CCLP Fifth Amendment also included additional revisions that provide flexibility to CCLP for the issuance of preferred securities. The consolidated total leverage ratio and the consolidated secured leverage ratio, as both are calculated under the CCLP Credit Agreement, exclude the long-term liability for the CCLP Preferred Units, among other items, in the determination of total indebtedness. |
CCLP Series A Preferred Units C
CCLP Series A Preferred Units CCLP Series A Preferred Units | 9 Months Ended |
Sep. 30, 2017 | |
Series A Preferred Units [Abstract] | |
CCLP Series A Preferred Units | CCLP SERIES A CONVERTIBLE PREFERRED UNITS On August 8, 2016 and September 20, 2016 , CCLP entered into Series A Preferred Unit Purchase Agreements (the “CCLP Unit Purchase Agreements”) with certain purchasers to issue and sell in private placements (the "Initial Private Placement" and "Subsequent Private Placement," respectively) an aggregate of 6,999,126 of CSI Compressco LP Series A Convertible Preferred Units representing limited partner interests in CCLP (the “CCLP Preferred Units”) for a cash purchase price of $11.43 per CCLP Preferred Unit (the “Issue Price”), resulting in total 2016 net proceeds to CCLP, after deducting certain offering expenses, of $77.3 million . We purchased 874,891 of the CCLP Preferred Units in the Initial Private Placement at the aggregate Issue Price of $10.0 million . We and the other holders of CCLP Preferred Units (each, a “CCLP Preferred Unitholder”) will receive quarterly distributions, which are paid in kind in additional CCLP Preferred Units, equal to an annual rate of 11.00% of the Issue Price ( $1.2573 per unit annualized), subject to certain adjustments. The rights of the CCLP Preferred Units include certain anti-dilution adjustments, including adjustments for economic dilution resulting from the issuance of CCLP common units in the future below a set price. A ratable portion of the CCLP Preferred Units have been, and will continue to be, converted into CCLP common units on the eighth day of each month over a period of thirty months that began in March 2017 (each, a “Conversion Date”), subject to certain provisions of the Amended and Restated CCLP Partnership Agreement that may delay or accelerate all or a portion of such monthly conversions. On each Conversion Date, a portion of the CCLP Preferred Units will convert into CCLP common units representing limited partner interests in CCLP in an amount equal to, with respect to each CCLP Preferred Unitholder, the number of CCLP Preferred Units held by such CCLP Preferred Unitholder divided by the number of Conversion Dates remaining, subject to adjustment described in the Amended and Restated CCLP Partnership Agreement, with the conversion price (the "Conversion Price") determined by the trading prices of the common units over the prior month, among other factors, and as otherwise impacted by the existence of certain conditions related to the CCLP common units. On June, 7, 2017, as permitted under the Amended and Restated CCLP Partnership Agreement, CCLP elected to defer the monthly conversion of CCLP Preferred Units for each of the Conversion Dates during the three month period beginning July 8, 2017. As a result, no CCLP Preferred Units were converted into CCLP common units during the three month period ended September 30, 2017, and future monthly conversions will be increased beginning in October 2017. Based on the number of Preferred Units outstanding as of September 30, 2017 , the maximum aggregate number of CCLP common units that could be required to be issued pursuant to the conversion provisions of the CCLP Preferred Units is approximately 38.1 million CCLP common units; however, CCLP may, at its option, pay cash, or a combination of cash and common units, to the CCLP Preferred Unitholders instead of issuing common units on any Conversion Date, subject to certain restrictions as described in the Amended and Restated CCLP Partnership Agreement and the CCLP Credit Agreement. The total number of CCLP Preferred Units outstanding as of September 30, 2017 was 6,673,202 , of which we held 838,078 . Because the CCLP Preferred Units may be settled using a variable number of CCLP common units, the fair value of the CCLP Preferred Units, net of the units we purchased, is classified as long-term liabilities on our consolidated balance sheet in accordance with ASC 480 "Distinguishing Liabilities and Equity." The fair value of the CCLP Preferred Units as of September 30, 2017 was $68.3 million . Changes in the fair value during each quarterly period, including the $4.3 million net decrease in fair value during the nine month period ended September 30, 2017 , are charged or credited to earnings in the accompanying consolidated statements of operations. Based on the conversion provisions of the CCLP Preferred Units, and using the Conversion Price calculated as of September 30, 2017 , the theoretical number of CCLP common units that would be issued if all of the outstanding CCLP Preferred Units were converted on September 30, 2017 on the same basis as the monthly conversions would be approximately 17.3 million CCLP common units, with an aggregate market value of $90.2 million . A $1 decrease in the Conversion Price would result in the issuance of 4.9 million additional CCLP common units pursuant to these conversion provisions. |
Decommissioning and Other Asset
Decommissioning and Other Asset Retirement Obligations | 9 Months Ended |
Sep. 30, 2017 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Decommissioning and Other Asset Retirement Obligations | DECOMMISSIONING AND OTHER ASSET RETIREMENT OBLIGATIONS The large majority of our asset retirement obligations consists of the remaining 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 in these properties and platforms. 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 values of our asset retirement obligations for these non-Maritech properties were $10.0 million and $9.4 million as of September 30, 2017 and December 31, 2016 , respectively. We are required to take certain actions in connection with the retirement of these assets. We have reviewed our obligations in this regard in detail and estimated the cost of these actions. The original estimates are the fair values that have been recorded for retiring these long-lived assets. The associated asset retirement costs are capitalized as part of the carrying amount of these long-lived assets. The costs for non-oil and gas assets are depreciated on a straight-line basis over the life of the assets. The changes in the values of our asset retirement obligations during the three and nine month period ended September 30, 2017 , are as follows: Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017 (In Thousands) Beginning balance for the period, as reported $ 55,999 $ 55,478 Activity in the period: Accretion of liability 551 1,582 Retirement obligations incurred — — Revisions in estimated cash flows 26 12 Settlement of retirement obligations (59 ) (555 ) Ending balance $ 56,517 $ 56,517 We review the adequacy of our asset retirement obligation liabilities whenever indicators suggest that the estimated cash flows underlying the liabilities have changed. For our Maritech segment, the timing and amounts of these cash flows are subject to changes in the oil and gas industry environment and other factors and may result in additional liabilities and charges to earnings to be recorded. Asset retirement obligations are recorded in accordance with FASB ASC 410, "Asset Retirement and Environmental Obligations," whereby the estimated fair value of a liability for asset retirement obligations be recorded in the period in which it is incurred and in which a reasonable estimate can be made. Such estimates are based on relevant assumptions that we believe are reasonable. The cost estimates for our Maritech asset retirement obligations are considered reasonable estimates consistent with current market conditions, and we believe reflect the amount of work legally obligated to be performed in accordance with Bureau of Safety and Environmental Enforcement ("BSEE") standards, as revised from time to time. |
Market Risks and Derivative Hed
Market Risks and Derivative Hedge Contracts | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Hedge Contracts | MARKET RISKS AND DERIVATIVE CONTRACTS We are exposed to financial and market risks that affect our businesses. We have concentrations of credit risk as a result of trade receivables owed to us by companies in the energy industry. We have currency exchange rate risk exposure related to transactions denominated in foreign currencies 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 CCLP, we face market risk exposure related to changes in applicable interest rates. 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. Derivative Contracts Foreign Currency Derivative Contracts . We and CCLP enter 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 September 30, 2017 , we and CCLP 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 Euro $ 1,879 1.20 10/18/2017 Forward purchase pounds sterling 6,980 1.32 10/18/2017 Forward sale Canadian dollar 3,270 1.22 10/18/2017 Forward purchase Mexican peso 6,951 17.93 10/18/2017 Forward sale Norwegian krone 3,009 7.88 10/18/2017 Forward sale Mexican peso 5,088 17.93 10/18/2017 Under this program, we and CCLP 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 are not 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 values of foreign currency derivative instruments are based on quoted market values as reported to us by our counterparty (a level 2 fair value measurement). The fair values of our and CCLP's foreign currency derivative instruments as of September 30, 2017 and December 31, 2016 , are as follows: Foreign currency derivative instruments Balance Sheet Location Fair Value at September 30, 2017 Fair Value at December 31, 2016 (In Thousands) Forward sale contracts Current assets $ 187 $ 81 Forward purchase contracts Current assets 88 — Forward purchase contracts Current liabilities (161 ) (371 ) Net asset (liability) $ 114 $ (290 ) 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 and nine month periods ended September 30, 2017 , we recognized $0.1 million and $1.2 million of net gains (losses), respectively, reflected in other (income) expense, net, associated with our foreign currency derivative program. During the three and nine month periods ended September 30, 2016 , we recognized $(0.4) million and $(1.6) million , of net gains (losses), respectively, reflected in other income (expense), net associated with this program. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Equity | EQUITY Changes in equity for the three and nine month periods ended September 30, 2017 and 2016 are as follows: Three Months Ended September 30, 2017 2016 TETRA Non- Total TETRA Non- Total (In Thousands) Beginning balance for the period $ 228,673 $ 155,054 $ 383,727 $ 190,449 $ 197,335 $ 387,784 Net income (loss) 3,145 (4,483 ) (1,338 ) (15,009 ) (9,019 ) (24,028 ) Foreign currency translation adjustment 2,807 (187 ) 2,620 (1,327 ) (327 ) (1,654 ) Comprehensive Income (loss) 5,952 (4,670 ) 1,282 (16,336 ) (9,346 ) (25,682 ) Exercise of common stock options — — — 115 — 115 Proceeds from the issuance of stock, net of offering costs — — — (153 ) — (153 ) Conversions of CCLP Series A Preferred — — — — — — Distributions to public unitholders — (3,871 ) (3,871 ) — (7,224 ) (7,224 ) Equity-based compensation 1,537 45 1,582 1,774 774 2,548 Treasury stock and other (188 ) (22 ) (210 ) — (154 ) (154 ) Ending balance as of September 30 $ 235,974 $ 146,536 $ 382,510 $ 175,849 $ 181,385 $ 357,234 Nine Months Ended September 30, 2017 2016 TETRA Non- Total TETRA Non- Total (In Thousands) Beginning balance for the period $ 233,523 $ 166,943 $ 400,466 $ 241,217 $ 272,963 $ 514,180 Net income (loss) (10,309 ) (16,900 ) (27,209 ) (129,908 ) (71,075 ) (200,983 ) Foreign currency translation adjustment 8,152 (371 ) 7,781 (3,660 ) (843 ) (4,503 ) Comprehensive Income (loss) (2,157 ) (17,271 ) (19,428 ) (133,568 ) (71,918 ) (205,486 ) Exercise of common stock options — — — 142 — 142 Proceeds from the issuance of stock, net of offering costs (16 ) — (16 ) 60,124 — 60,124 Conversions of CCLP Series A Preferred — 10,020 10,020 — — — Distributions to public unitholders — (14,815 ) (14,815 ) — (21,642 ) (21,642 ) Equity-based compensation 5,089 1,784 6,873 9,313 2,236 11,549 Treasury stock and other (465 ) (125 ) (590 ) (1,379 ) (254 ) (1,633 ) Ending balance as of September 30 $ 235,974 $ 146,536 $ 382,510 $ 175,849 $ 181,385 $ 357,234 On May 5, 2017, our stockholders approved the amendment of our Restated Certificate of Incorporation to increase the number of authorized shares of common stock from 150,000,000 to 250,000,000 . Activity within the foreign currency translation adjustment account during the periods includes no reclassifications to net income (loss). |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Litigation We are named defendants in several lawsuits and respondents in certain governmental proceedings arising in the ordinary course of business. 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. On March 18, 2011, we filed a lawsuit in the Circuit Court of Union County, Arkansas, asserting claims of professional negligence, breach of contract and other claims against the engineering firm we hired for engineering design, equipment, procurement, advisory, testing and startup services for our El Dorado, Arkansas chemical production facility. The engineering firm disputed our claims and promptly filed a motion to compel the matter to arbitration. After a lengthy procedural dispute in Arkansas state court, arbitration proceedings were initiated on November 15, 2013. Ultimately, on December 16, 2016, the arbitration panel ruled in our favor, declared us as the prevailing party, and awarded us a total net amount of $12.8 million . We received full payment of the $12.8 million final award on January 5, 2017, and this amount was credited to earnings in the accompanying consolidated statement of operations for the nine months ended September 30, 2017 . From May 2009 to December 2014, EPIC Diving & Marine Services, LLC (“EPIC”), a wholly-owned subsidiary, was the charterer of a dive support vessel from a service provider. At the time of redelivery of the vessel there was a dispute between EPIC and the service provider that was submitted to arbitration in London pursuant to the dispute resolution provision of the charter agreement. Just prior to the scheduled arbitration proceedings in June 2017, EPIC reached a favorable settlement in relation to certain of the service provider's claims against EPIC. EPIC’s dispute with the service provider that a fee was due at the time of redelivery of the vessel proceeded to arbitration on June 20, 2017. On July 6, 2017, the arbitration panel issued its ruling against EPIC, awarding the service provider $3.0 million , plus interest and fees. A net exposure of $2.8 million was accrued and charged to earnings during 2017. Other Contingencies During 2011, in connection with the sale of a significant majority of Maritech’s oil and gas producing properties, the buyers of the properties assumed the associated decommissioning liabilities pursuant to the purchase and sale agreements. For those oil and gas properties Maritech previously operated, the buyers of the properties assumed the financial responsibilities associated with the properties' operations, including abandonment and decommissioning, and generally became the successor operator. Some buyers of these Maritech properties subsequently sold certain of these properties to other buyers who also assumed these financial responsibilities associated with the properties' operations, and these buyers also typically became the successor operator of the properties. To the extent that a buyer of these properties fails to perform the abandonment and decommissioning work required, the previous owner, including Maritech, may be required to perform the abandonment and decommissioning obligation. A significant portion of the decommissioning liabilities that were assumed by the buyers of the Maritech properties in 2011 remains unperformed and we believe the amounts of these remaining liabilities are significant. We monitor the financial condition of the buyers of these properties from Maritech, and if current oil and natural gas pricing levels continue, we expect that one or more of these buyers may be unable to perform the decommissioning work required on the properties acquired from Maritech. During the nine months ended September 30, 2017 , continued low oil and natural gas prices have resulted in reduced revenues and cash flows for all oil and gas producing companies, including those companies that bought Maritech properties in the past. Certain of these oil and gas producing companies that bought Maritech properties are currently experiencing severe financial difficulties. With regard to certain of these properties, Maritech has security in the form of bonds or cash escrows intended to secure the buyers' obligations to perform the decommissioning work. Maritech and its legal counsel continue to monitor the status of these companies. As of September 30, 2017 , we do not consider the likelihood of Maritech becoming liable for decommissioning liabilities on sold properties to be probable. Maritech has encountered situations where previously plugged and abandoned wells on its properties have later exhibited a buildup of pressure, which is evidenced by gas bubbles coming from the plugged well head. We refer to this situation as “wells under pressure” and this can either be discovered when performing additional work at the property or by notification from a third party. Wells under pressure require Maritech to return to the site to perform additional plug and abandonment procedures that were not originally anticipated and included in the estimate of the asset retirement obligation for such property. Remediation work at previously abandoned well sites is particularly costly, due to the lack of a platform from which to base these activities. Maritech is the last operator of record for its plugged wells, and bears the risk of additional future work required as a result of wells becoming pressurized in the future. |
Industry Segments
Industry Segments | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Industry Segments | NDUSTRY SEGMENTS We manage our operations through five reporting segments organized into four divisions: Fluids, Production Testing, Compression, and Offshore. 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 Testing Division provides frac flowback, 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 basins in certain regions in South America, Africa, Europe, the Middle East, and Australia. The Compression Division is a provider of compression services and equipment for natural gas and oil production, gathering, transportation, processing, and storage. The Compression Division's equipment sales business includes the fabrication and sale of standard compressor packages, custom-designed compressor packages, and oilfield pump systems designed and fabricated at the division's facilities. The Compression Division's aftermarket services business provides compressor package reconfiguration and maintenance services as well as providing compressor package parts and components manufactured by third-party suppliers. The Compression Division provides its services and equipment to a broad base of natural gas and oil exploration and production, midstream, transmission, and storage companies operating throughout many of the onshore producing regions of the United States as well as in a number of foreign countries, including Mexico, Canada, and Argentina. 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 saturation 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 portion of these services from the 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 is as follows: Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) Revenues from external customers Product sales Fluids Division $ 58,191 $ 40,922 $ 177,839 $ 133,409 Production Testing Division — — 6,130 — Compression Division 14,374 14,002 42,755 43,205 Offshore Division Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) Offshore Services 468 — 640 116 Maritech 21 238 427 575 Total Offshore Division 489 238 1,067 691 Consolidated $ 73,054 $ 55,162 $ 227,791 $ 177,305 Services and rentals Fluids Division $ 35,239 $ 21,687 $ 77,631 $ 49,061 Production Testing Division 18,634 14,046 48,935 45,202 Compression Division 57,237 56,716 169,727 185,299 Offshore Division Offshore Services 32,200 29,239 68,650 65,488 Maritech — — Intersegment eliminations — (297 ) — (813 ) Total Offshore Division 32,200 28,942 68,650 64,675 Consolidated $ 143,310 $ 121,391 $ 364,943 $ 344,237 Interdivision revenues Fluids Division $ 12 $ 1 $ 13 $ 86 Production Testing Division 293 1,019 1,311 3,118 Compression Division — — — — Offshore Division Offshore Services — — — — Maritech — — — — Intersegment eliminations — — — — Total Offshore Division — — — — Interdivision eliminations (305 ) (1,020 ) (1,324 ) (3,204 ) Consolidated $ — $ — $ — $ — Total revenues Fluids Division $ 93,442 $ 62,610 $ 255,483 $ 182,556 Production Testing Division 18,927 15,065 56,376 48,320 Compression Division 71,611 70,718 212,482 228,504 Offshore Division Offshore Services 32,668 29,239 69,290 65,604 Maritech 21 238 427 575 Intersegment eliminations — (297 ) — (813 ) Total Offshore Division 32,689 29,180 69,717 65,366 Interdivision eliminations (305 ) (1,020 ) (1,324 ) (3,204 ) Consolidated $ 216,364 $ 176,553 $ 592,734 $ 521,542 Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) Income (loss) before taxes Fluids Division $ 24,891 $ 8,835 $ 60,953 $ 8,931 Production Testing Division (1,405 ) (4,222 ) (6,565 ) (27,924 ) Compression Division (7,014 ) (14,862 ) (27,527 ) (123,602 ) Offshore Division Offshore Services 452 1,879 (12,328 ) (5,792 ) Maritech (914 ) (643 ) (1,698 ) (4,664 ) Intersegment eliminations — — — — Total Offshore Division (462 ) 1,236 (14,026 ) (10,456 ) Interdivision eliminations — (2 ) (162 ) 5 Corporate Overhead (1) (16,551 ) (13,570 ) (35,592 ) (46,133 ) Consolidated $ (541 ) $ (22,585 ) $ (22,919 ) $ (199,179 ) September 30, 2017 2016 (In Thousands) Total assets Fluids Division $ 343,881 $ 332,322 Production Testing Division 83,731 93,916 Compression Division 787,747 832,839 Offshore Division Offshore Services 120,464 127,813 Maritech 1,389 3,538 Total Offshore Division 121,853 131,351 Corporate Overhead and eliminations (35,802 ) (18,378 ) Consolidated $ 1,301,410 $ 1,372,050 (1) Amounts reflected include the following general corporate expenses: Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) General and administrative expense $ 12,277 $ 8,748 $ 33,883 $ 26,698 Depreciation and amortization 129 101 338 328 Interest expense 3,899 4,699 11,913 16,347 Warrants fair value adjustment (47 ) — (11,568 ) — Other general corporate (income) expense, net 293 22 1,026 2,760 Total $ 16,551 $ 13,570 $ 35,592 $ 46,133 |
Basis of Presentation and Sig15
Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Insurance Recoveries During the fourth quarter of 2016, our Compression Division recorded $2.4 million of long-lived asset impairments associated with damages sustained on certain compression equipment packages in its fleet. During the third quarter of 2017, our insurer processed and paid $3.0 million of claim proceeds associated with this equipment damage claim. This amount was credited to earnings, with $2.4 million classified as insurance recoveries for the damaged equipment, and $0.6 million classified as other income. |
Principles of consolidation policy | Our consolidated financial statements include the accounts of our wholly owned subsidiaries. Our interests in oil and gas properties are proportionately consolidated. All intercompany accounts and transactions have been eliminated in consolidation. The information furnished reflects all normal recurring adjustments, which are, in the opinion of management, necessary to provide a fair statement of the results for the interim periods. Operating results for the period ended September 30, 2017 are not necessarily indicative of results that may be expected for the twelve months ended December 31, 2017 . We consolidate the financial statements of CSI Compressco LP and its subsidiaries ("CCLP") as part of our Compression Division, as we determined that CCLP is a variable interest entity and we are the primary beneficiary. We control the financial interests of CCLP and have the ability to direct the activities of CCLP that most significantly impact its economic performance through our ownership of its general partner. The share of CCLP net assets and earnings that is not owned by us is presented as noncontrolling interest in our consolidated financial statements. Our cash flows from our investment in CCLP are limited to the quarterly distributions we receive on our CCLP common units and general partner interest (including incentive distribution rights) and the amounts collected for services we perform on behalf of CCLP, as TETRA's capital structure and CCLP's capital structure are separate, and do not include cross default provisions, cross collateralization provisions, or cross guarantees. 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. These financial statements should be read in connection with the financial statements for the year ended December 31, 2016 , and notes thereto included in our Annual Report on Form 10-K, which we filed with the SEC on March 1, 2017 . |
Reclassifications policy | |
Use of estimates policy | Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues, expenses, and impairments during the reporting period. Actual results could differ from those estimates, and such differences could be material. |
Reclassification, Policy [Policy Text Block] | Reclassifications Certain previously reported financial information has been reclassified to conform to the current period’s presentation. The impact of such reclassifications was not significant to the prior period’s overall presentation. During the current quarterly period, recycled brines of $5.6 million repurchased from customers pursuant to obligations under customer sales arrangements during the six months ended June 30, 2017 were recorded as a reduction to product sales revenues and costs of product sales. |
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 December 31, 2016 consisted primarily of $6.6 million of escrowed cash associated with our July 2011 purchase of a heavy lift derrick barge, which was released to the sellers during the third quarter of 2017 and therefore no longer reflected on our balance sheet as of September 30, 2017 . |
Inventories policy | Inventories Inventories are stated at the lower of cost or market value. Except for work in progress inventory discussed below, cost is determined using the weighted average method. Components of inventories as of September 30, 2017 and December 31, 2016 are as follows: September 30, 2017 December 31, 2016 (In Thousands) Finished goods $ 63,947 $ 62,064 Raw materials 3,604 2,429 Parts and supplies 41,122 35,548 Work in progress 13,372 6,505 Total inventories $ 122,045 $ 106,546 Finished goods inventories include newly manufactured clear brine fluids as well as used brines that are repurchased from certain customers for recycling. Recycled brines are recorded at cost, using the weighted average method. Work in progress inventory consists primarily of new compressor packages located in the CCLP fabrication facility in Midland, Texas. The cost of work in process is determined using the specific identification method. We write down the value of inventory by an amount equal to the difference between its cost and its estimated market value. |
Goodwill policy | Goodwill During the first three months of 2016, low oil and natural gas commodity prices resulted in decreased demand for many of the products and services of each of our reporting units. However, based on updated assumptions as of March 31, 2016, we determined that the fair value of our Fluids Division was significantly in excess of its carrying value, which includes $6.6 million of goodwill. Our Offshore Services and Maritech Divisions had no remaining goodwill as of March 31, 2016. With regard to our Compression Division, demand for low-horsepower wellhead compression services and for sales of compressor equipment decreased significantly and as of March 31, 2016, was expected to continue to be decreased for the foreseeable future. In addition, the price per common unit of CCLP as of March 31, 2016 decreased compared to December 31, 2015. Accordingly, the fair value, including the market capitalization for CCLP, for the Compression reporting unit was less than its carrying value as of March 31, 2016, despite impairments recorded as of December 31, 2015. For our Production Testing Division, demand for production testing services decreased in each of the market areas in which we operate, resulting in decreased estimated future cash flows. As a result, the fair value of the Production Testing reporting unit was also less than its carrying value as of March 31, 2016, despite impairments recorded as of December 31, 2015. After making the hypothetical purchase price adjustments as part of the second step of the goodwill impairment test, there was $0.0 million residual purchase price to be allocated to the goodwill of both the Compression and Production Testing reporting units. Based on this analysis, we concluded that full impairments of the $92.4 million of recorded goodwill for Compression and $13.9 million of recorded goodwill for Production Testing were required. Accordingly, during the three month period ended March 31, 2016, $106.2 million was charged to Goodwill Impairment expense in the accompanying consolidated statement of operations. As of September 30, 2017 we determined that there was no additional impairment of goodwill, as it was not "more likely than not" that the fair value of our Fluids Division was less than its carrying value. |
Impairment of Long-Lived Assets policy | Impairments of Long-Lived Assets During the first quarter of 2016, primarily as a result of continuing decreased demand due to then-current market conditions, our Compression, Production Testing, and Fluids segments recorded $7.9 million , $2.8 million , and $0.3 million respectively, of impairments associated with certain identified intangible assets. These amounts were charged to Impairments of Long-Lived Assets expense in the accompanying consolidated statement of operations. |
Weighted Average Shares Outstanding Table | 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 (loss) per common and common equivalent share: Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) Number of weighted average common shares outstanding 114,563 91,746 114,435 85,093 Assumed exercise of equity awards and warrants 6 — — — Average diluted shares outstanding 114,569 91,746 114,435 85,093 |
Services and rentals revenues policy | Services and Rentals Revenues and Costs A portion of our services and rentals revenues consist of income pursuant to operating lease arrangements for compressor packages and other assets. For the three and nine month periods ended September 30, 2017 and 2016 , the following operating lease revenues and associated costs were included in services and rentals revenues and cost of services and rentals, respectively, in the accompanying consolidated statements of operations. Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) Rental revenue $ 16,036 $ 15,508 $ 37,800 $ 41,540 Cost of rental revenue $ 4,052 $ 3,641 $ 12,670 $ 16,147 |
Foreign currency translation policy | Foreign Currency Translation We have designated the euro, the British pound, the Norwegian krone, the Canadian dollar, the Brazilian real, the Argentine peso, and the Mexican peso, respectively, as the functional currency for our operations in Finland and Sweden, the United Kingdom, Norway, Canada, Brazil, Argentina, and certain of our operations in Mexico. The U.S. dollar is the designated functional currency for all of our other foreign operations. The cumulative translation effects of translating the applicable accounts from the functional currencies into the U.S. dollar at current exchange rates are included as a separate component of equity. Foreign currency exchange gains and (losses) are included in other (income) expense, net and totaled $(0.3) million and $(1.5) million during the three and nine month periods ended September 30, 2017 and $(0.2) million and $0.5 million during the three and nine month periods ended September 30, 2016 , respectively. |
Income taxes policy | Income Taxes Our consolidated provision for income taxes during the first nine months of 2016 and 2017 is primarily attributable to taxes in certain foreign jurisdictions and Texas gross margin taxes. Our consolidated effective tax rates for the three and nine month periods ended September 30, 2017 of negative 147.3% and negative 18.7% were primarily the result of losses generated in entities for which no related tax benefit has been recorded. The losses generated by these entities do not result in tax benefits due to offsetting valuation allowances being recorded against the related net deferred tax assets. We establish a valuation allowance to reduce the deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Included in our deferred tax assets are net operating loss carryforwards and tax credits that are available to offset future income tax liabilities in the U.S. as well as in certain foreign jurisdictions. Further, the effective tax rate during 2016 was negatively impacted by the nondeductible portion of our goodwill impairments during the three month period ended March 31, 2016. |
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 U.S. generally accepted accounting principles ("GAAP"), 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 on a recurring basis in the determination of the carrying value of the liability for the warrants to purchase 11.2 million shares of our common stock (the "Warrants") and CCLP Preferred Units. We also utilize fair value measurements on a recurring basis in the accounting for our foreign currency derivative contracts. For these fair value measurements, we utilize the quoted value as determined by our counterparty financial institution (a level 2 fair value measurement). Fair value measurements are also utilized on a nonrecurring basis, such as in the allocation of purchase consideration for acquisition transactions to the assets and liabilities acquired, including intangible assets and goodwill (a level 3 fair value measurement), the initial recording of our decommissioning and other asset retirement obligations, and for the impairment of long-lived assets, including goodwill (a level 3 fair value measurement). The fair value of certain of our financial instruments, which include cash, restricted cash, accounts receivable, short-term borrowings, and long-term debt pursuant to our bank credit agreements, approximate their carrying amounts. The aggregate fair values of our long-term 11% Senior Note at September 30, 2017 and December 31, 2016 , were approximately $128.5 million and $133.9 million , respectively, based on current interest rates on those dates, which were different from the stated interest rate on the 11% Senior Note. Those fair values compare to face amounts of the 11% Senior Note of $125.0 million both at September 30, 2017 and December 31, 2016 . The fair values of the publicly traded CCLP 7.25% Senior Notes (as herein defined) at September 30, 2017 and December 31, 2016 , were approximately $273.7 million and $278.2 million , respectively, (a level 2 fair value measurement) based on current interest rates on those dates, which were different from the stated interest rate on the CCLP 7.25% Senior Notes. Those fair values compare to a face amount of $ 295.9 million both at September 30, 2017 and December 31, 2016 . See Note C - Long-Term Debt and Other Borrowings, for further discussion. We calculated the fair values of our 11% Senior Note as of September 30, 2017 and December 31, 2016 internally, using current market conditions and average cost of debt (a level 2 fair value measurement). The CCLP Preferred Units are valued using a lattice modeling technique that, among a number of lattice structures, includes significant unobservable items (a Level 3 fair value measurement). These unobservable items include (i) the volatility of the trading price of CCLP's common units compared to a volatility analysis of equity prices of CCLP's comparable peer companies, (ii) a yield analysis that utilizes market information related to the debt yields of comparable peer companies, and (iii) a future conversion price analysis. The fair valuation of the CCLP Preferred Units liability is increased by, among other factors, projected increases in CCLP's common unit price and by increases in the volatility and decreases in the debt yields of CCLP's comparable peer companies. Increases (or decreases) in the fair value of CCLP Preferred Units will increase (decrease) the associated liability and result in future adjustments to earnings for the associated valuation losses (gains). The Warrants are valued either by using their traded market prices (a level 1 fair value measurement) or, for periods when market prices are not available, by using the Black Scholes option valuation model that includes estimates of the volatility of the Warrants implied by their trading prices (a level 3 fair value measurement). As of December 31, 2016 and September 30, 2017 , the fair valuation methodology utilized for the Warrants was a level 3 fair value measurement, as there were no available traded market prices to value the Warrants. The fair valuation of the Warrants liability is increased by, among other factors, increases in our common stock price, and by increases in the volatility of our common stock price. Increases (or decreases) in the fair value of the Warrants will increase (decrease) the associated liability and result in future adjustments to earnings for the associated valuation losses (gains). During the nine months ended September 30, 2017 , the fair value of the Warrants liability decreased by $11.6 million , which was credited to earnings in the consolidated statement of operations. During the third quarter of 2017, we issued a stand-alone, cash-settled stock appreciation rights award to an executive officer. This award is valued by using the Black Scholes option valuation model and such fair value is recognized based on the portion of the requisite service period satisfied as of each valuation date. The fair valuation of the stock appreciation rights liability is increased by, among other factors, increases in our common stock price, and by increases in the volatility of our common stock price. This stock appreciation rights award is reflected as an accrued liability in our consolidated balance sheet. Increases (or decreases) in the fair value of the stock appreciation rights award will increase (decrease) the associated liability and result in future adjustments to earnings for the associated valuation losses (gains). A summary of these fair value measurements as of September 30, 2017 and December 31, 2016 , 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 Description September 30, 2017 (Level 1) (Level 2) (Level 3) (In Thousands) CCLP Series A Preferred Units $ (68,309 ) $ — $ — $ (68,309 ) Warrants liability (6,936 ) — — (6,936 ) Cash-settled stock appreciation rights (22 ) — — (22 ) Asset for foreign currency derivative contracts 275 — 275 — Liability for foreign currency derivative contracts (172 ) — (172 ) — Net liability $ (75,164 ) Fair Value Measurements Using Total as of Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Other Observable Inputs Significant Unobservable Inputs Description December 31, 2016 (Level 1) (Level 2) (Level 3) (In Thousands) CCLP Series A Preferred Units $ (77,062 ) $ — $ — $ (77,062 ) Warrants liability (18,503 ) — — (18,503 ) Asset for foreign currency derivative contracts 81 — 81 — Liability for foreign currency derivative contracts (371 ) — (371 ) — Net liability $ (95,855 ) |
New Accounting Pronouncements policy | New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued ASU 2014-09, "Revenue from Contracts with Customers." ASU 2014-09 supersedes the revenue recognition requirements in Accounting Standards Codification ("ASC") 605, Revenue Recognition, and most industry-specific guidance. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU is effective for annual periods beginning after December 15, 2017, and interim periods within those years, under either full or modified retrospective adoption. During 2016, in preparation for the adoption of ASU 2014-09, we began a review of the various types of customer contract arrangements for each of our businesses. These reviews include 1) accumulating all customer contractual arrangements; 2) identifying individual performance obligations pursuant to each arrangement; 3) quantifying consideration under each arrangement; 4) allocating consideration among the identified performance obligations; and 5) determining the timing of revenue recognition pursuant to each arrangement. We have substantially completed these contract reviews and are implementing revised accounting system processes in order to capture information required to be disclosed under ASU 2014-09. While the timing and amount of revenue recognized for a large portion of our customer contractual arrangements under ASU 2014-09 will not change, we have determined that the presentation in the financial statements may be impacted. Adoption of ASU 2014-09 will have a significant impact on disclosures. We plan to adopt ASU 2014-09 on January 1, 2018 using the modified retrospective adoption method. In March 2016, the FASB issued ASU 2016-08, "Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net)" to clarify the guidance on principal versus agent considerations. This ASU does not change the effective date or adoption method under ASU 2014-09 which is noted above. In April 2016, the FASB issued ASU 2016-10, "Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing" to clarify the guidance on identifying performance obligations and the licensing implementation guidance. This ASU does not change the effective date or adoption method under ASU 2014-09, which is noted above. Additionally, in May 2016, the FASB issued ASU 2016-12, "Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients." This ASU addresses and amends several aspects of ASU 2014-09, but does not change the core principle of the guidance. This ASU does not change the effective date or adoption method under ASU 2014-09 which is noted above. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory” (Topic 330), which simplifies the subsequent measurement of inventory by requiring entities to measure inventory at the lower of cost or net realizable value, except for inventory measured using the last-in, first-out (LIFO) or the retail inventory methods. The ASU requires entities to compare the cost of inventory to one measure - net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods, and is to be applied prospectively with early adoption permitted. As a result of the adoption of this standard during the first quarter of 2017, there was no material impact on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, "Leases" (Topic 842) to increase comparability and transparency among different organizations. Organizations are required to recognize lease assets and lease liabilities on the balance sheet and disclose key information about the leasing arrangements and cash flows. The ASU is effective for annual periods beginning after December 15, 2018, and interim periods within those annual periods, under a modified retrospective adoption with early adoption permitted. We are currently assessing the potential effects of these changes to our consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, "Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting" as part of a simplification initiative. The update addresses and simplifies several aspects of accounting for share-based payment transactions. The ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods, with early adoption permitted, and is to be applied using either modified retrospective, retrospective, or prospective transition method based on which amendment is being applied. Upon adoption of ASU 2016-09, we elected to change our accounting policy to account for forfeitures as they occur, using a modified retrospective method and determined that a cumulative-effect adjustment to retained earnings would be immaterial at transition during the first quarter of 2017. Amendments related to accounting for excess tax benefits have been adopted using a prospective transition method and there were no unrealized excess tax benefits prior to adoption that would require a modified retrospective transition method. Prospectively, excess tax benefits for share-based payments, if any, are now included in cash flows from operating activities rather than financing activities. The ASU also requires entities to classify as financing activities on the statement of cash flows, the cash paid to tax authorities when shares are withheld to satisfy the employer’s statutory income tax withholding obligation, with the application of this requirement to be applied retrospectively. As a result of share-based compensation that vested during the third quarter of 2017 and 2016, the impact to the Consolidated Statements of Cash Flows for the nine months ended September 30, 2017 and 2016 was $0.6 million and $1.6 million , respectively, of tax remittances on equity based compensation as a financing activity. In June 2016, the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." ASU 2016-13 amends the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses. ASU 2016-13, which has an effective date of the first quarter of fiscal 2022, also applies to employee benefit plan accounting. We are currently assessing the potential effects of these changes to our consolidated financial statements and employee benefit plan accounting. In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments" to reduce diversity in practice in classification of certain transactions in the statement of cash flows. The ASU is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods, with early adoption permitted, under a retrospective transition adoption. We are currently assessing the potential effects of these changes to our consolidated financial statements. In November 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory" which requires companies to account for the income tax effects of intercompany transfers of assets other than inventory when the transfer occurs. The ASU is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods, with early adoption permitted, under a modified retrospective transition adoption. We are currently assessing the potential effects of these changes to our consolidated financial statements. Additionally, in November 2016, the FASB issued ASU 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash" to reduce diversity in the presentation of restricted cash and restricted cash equivalents in the statement of cash flows. The ASU is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods, with early adoption permitted, under a retrospective transition adoption. We are currently assessing the potential effects of these changes to our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, "Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" which simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. The ASU is effective for annual periods beginning after December 15, 2020, and interim periods within those annual periods, with early adoption permitted, under a prospective adoption. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, "Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting" to clarify when to account for a change to the terms or conditions of a share-based payment award as a modification. The ASU is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods, with early adoption permitted. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In July 2017, the FASB issued ASU 2017-11, "Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception" to consider “down round” features when determining whether certain equity-linked financial instruments or embedded features are indexed to an entity’s own stock. Entities that present EPS under ASC 260 will recognize the effect of a down round feature in a freestanding equity-classified financial instrument only when it is triggered. The effect of triggering such a feature will be recognized as a dividend and a reduction to income available to common shareholders in basic EPS. The ASU is effective for annual periods beginning after December 15, 2018, and interim periods within those annual periods. We are currently assessing the potential effects of these changes to our consolidated financial statements. In August 2017, the FASB issued ASU 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities" to change how companies account for and disclose hedges. The ASU is effective for annual periods beginning after December 15, 2018, and interim periods within those annual periods. We are currently assessing the potential effects of these changes to our consolidated financial statements. |
Basis of Presentation and Sig16
Basis of Presentation and Significant Accounting Policies (Tables) - USD ($) shares in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Accounting Policies [Abstract] | |||||
Inventories Table | September 30, 2017 December 31, 2016 (In Thousands) Finished goods $ 63,947 $ 62,064 Raw materials 3,604 2,429 Parts and supplies 41,122 35,548 Work in progress 13,372 6,505 Total inventories $ 122,045 $ 106,546 | ||||
Inventories Detail [Table] | |||||
Finished goods | $ 63,947,000 | $ 63,947,000 | $ 62,064,000 | ||
Raw materials | 3,604,000 | 3,604,000 | 2,429,000 | ||
Parts and supplies | 41,122,000 | 41,122,000 | 35,548,000 | ||
Work in progress | 13,372,000 | 13,372,000 | 6,505,000 | ||
Inventories | $ 122,045,000 | $ 122,045,000 | 106,546,000 | ||
Net income per share policy | Net Income (Loss) 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 (loss) per common and common equivalent share: Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) Number of weighted average common shares outstanding 114,563 91,746 114,435 85,093 Assumed exercise of equity awards and warrants 6 — — — Average diluted shares outstanding 114,569 91,746 114,435 85,093 For the nine month period ended September 30, 2017 and the three and nine month periods ended September 30, 2016 , the average diluted shares outstanding excludes the impact of all outstanding equity awards and warrants, as the inclusion of these shares would have been anti-dilutive due to the net losses recorded during the periods. | ||||
Weighted Average Shares Outstanding [Table] | |||||
Number of weighted average common shares outstanding | 114,563 | 91,746 | 114,435 | 85,093 | |
Assumed exercise of stock options | 6 | 0 | 0 | 0 | |
Average diluted shares outstanding | 114,569 | 91,746 | 114,435 | 85,093 | |
Services and Rentals Revenues Table | Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) Rental revenue $ 16,036 $ 15,508 $ 37,800 $ 41,540 Cost of rental revenue $ 4,052 $ 3,641 $ 12,670 $ 16,147 | ||||
Revenue Recognition [Line Items] | |||||
Revenues | $ 216,364,000 | $ 176,553,000 | $ 592,734,000 | $ 521,542,000 | |
Cost of revenue | 95,625,000 | 77,116,000 | $ 260,793,000 | 226,880,000 | |
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 Description September 30, 2017 (Level 1) (Level 2) (Level 3) (In Thousands) CCLP Series A Preferred Units $ (68,309 ) $ — $ — $ (68,309 ) Warrants liability (6,936 ) — — (6,936 ) Cash-settled stock appreciation rights (22 ) — — (22 ) Asset for foreign currency derivative contracts 275 — 275 — Liability for foreign currency derivative contracts (172 ) — (172 ) — Net liability $ (75,164 ) Fair Value Measurements Using Total as of Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Other Observable Inputs Significant Unobservable Inputs Description December 31, 2016 (Level 1) (Level 2) (Level 3) (In Thousands) CCLP Series A Preferred Units $ (77,062 ) $ — $ — $ (77,062 ) Warrants liability (18,503 ) — — (18,503 ) Asset for foreign currency derivative contracts 81 — 81 — Liability for foreign currency derivative contracts (371 ) — (371 ) — Net liability $ (95,855 ) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Cash Settled Stock Appreciation Rights SARS | (22,000) | $ (22,000) | |||
Fair Value, Inputs, Level 1 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Liabilities, Fair Value Disclosure, Recurring | 0 | 0 | 0 | ||
Fair Value, Inputs, Level 2 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Liabilities, Fair Value Disclosure, Recurring | 0 | 0 | 0 | ||
Fair Value, Inputs, Level 3 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Liabilities, Fair Value Disclosure, Recurring | (68,309,000) | (68,309,000) | (77,062,000) | ||
Service Agreement [Member] | |||||
Revenue Recognition [Line Items] | |||||
Revenues | 16,036,000 | 15,508,000 | 37,800,000 | 41,540,000 | |
Cost of revenue | 4,052,000 | $ 3,641,000 | 12,670,000 | $ 16,147,000 | |
Fair Value, Measurements, Recurring [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Liabilities, Fair Value Disclosure, Recurring | (68,309,000) | (68,309,000) | (77,062,000) | ||
Warranty, Fair Value Disclosure, Recurring | (6,936,000) | (6,936,000) | (18,503,000) | ||
Asset for foreign currency derivative contracts | 275,000 | 275,000 | 81,000 | ||
Liability for foreign currency derivative contracts | (172,000) | (172,000) | (371,000) | ||
Total | (75,164,000) | (75,164,000) | (95,855,000) | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Warranty, Fair Value Disclosure, Recurring | 0 | 0 | 0 | ||
Cash Settled Stock Appreciation Rights SARS | 0 | 0 | |||
Asset for foreign currency derivative contracts | 0 | 0 | 0 | ||
Liability for foreign currency derivative contracts | 0 | 0 | 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] | |||||
Warranty, Fair Value Disclosure, Recurring | 0 | 0 | 0 | ||
Cash Settled Stock Appreciation Rights SARS | 0 | 0 | |||
Asset for foreign currency derivative contracts | 275,000 | 275,000 | 81,000 | ||
Liability for foreign currency derivative contracts | (172,000) | (172,000) | (371,000) | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Warranty, Fair Value Disclosure, Recurring | (6,936,000) | (6,936,000) | (18,503,000) | ||
Cash Settled Stock Appreciation Rights SARS | (22,000) | (22,000) | |||
Asset for foreign currency derivative contracts | 0 | 0 | 0 | ||
Liability for foreign currency derivative contracts | $ 0 | $ 0 | $ 0 |
Long-Term Debt and Other Borr17
Long-Term Debt and Other Borrowings Long-Term Debt and Other Borrowings (TABLE) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | ||
Long-term Debt | $ 624,126 | $ 623,730 |
Long-term Debt, Current Maturities | 0 | 0 |
Long-term Debt, Excluding Current Maturities | $ 624,126 | $ 623,730 |
Long-Term Debt Table | September 30, 2017 December 31, 2016 (In Thousands) TETRA Scheduled Maturity Bank revolving line of credit facility (presented net of the unamortized deferred financing costs of $2.3 million as of December 31, 2016) September 30, 2019 $ — $ 3,229 11.0% Senior Note, Series 2015 (presented net of the unamortized discount of $4.0 million as of September 30, 2017 and $4.4 million as of December 31, 2016 and net of unamortized deferred financing costs of $3.6 million as of September 30, 2017 and $4.2 million as of December 31, 2016) November 5, 2022 117,355 116,411 TETRA total debt 117,355 119,640 Less current portion — — TETRA total long-term debt $ 117,355 $ 119,640 CCLP CCLP Bank Credit Facility (presented net of the unamortized deferred financing costs of $4.4 million as of September 30, 2017 and $4.5 million as of December 31, 2016) August 4, 2019 218,977 217,467 CCLP 7.25% Senior Notes (presented net of the unamortized discount of $2.9 million as of September 30, 2017 and $3.3 million as of December 31, 2016 and net of unamortized deferred financing costs of $5.2 million as of September 30, 2017 and $6.0 million as of December 31, 2016) August 15, 2022 287,794 286,623 CCLP total debt 506,771 504,090 Less current portion $ — $ — Consolidated total long-term debt $ 624,126 $ 623,730 |
Decommissioning and Other Ass18
Decommissioning and Other Asset Retirement Obligations (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Decommissioning and Other Asset Retirement Obligations Table | Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017 (In Thousands) Beginning balance for the period, as reported $ 55,999 $ 55,478 Activity in the period: Accretion of liability 551 1,582 Retirement obligations incurred — — Revisions in estimated cash flows 26 12 Settlement of retirement obligations (59 ) (555 ) Ending balance $ 56,517 $ 56,517 |
Market Risks and Derivative H19
Market Risks and Derivative Hedge Contracts Market Risks and Derivative Hedge Contracts (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
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 Euro $ 1,879 1.20 10/18/2017 Forward purchase pounds sterling 6,980 1.32 10/18/2017 Forward sale Canadian dollar 3,270 1.22 10/18/2017 Forward purchase Mexican peso 6,951 17.93 10/18/2017 Forward sale Norwegian krone 3,009 7.88 10/18/2017 Forward sale Mexican peso 5,088 17.93 10/18/2017 |
Derivatives Designated as Hedging Instruments Table | Foreign currency derivative instruments Balance Sheet Location Fair Value at September 30, 2017 Fair Value at December 31, 2016 (In Thousands) Forward sale contracts Current assets $ 187 $ 81 Forward purchase contracts Current assets 88 — Forward purchase contracts Current liabilities (161 ) (371 ) Net asset (liability) $ 114 $ (290 ) |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Changes in Equity Table |
Industry Segments (Tables)
Industry Segments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Reporting Table | Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) Revenues from external customers Product sales Fluids Division $ 58,191 $ 40,922 $ 177,839 $ 133,409 Production Testing Division — — 6,130 — Compression Division 14,374 14,002 42,755 43,205 Offshore Division Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) Offshore Services 468 — 640 116 Maritech 21 238 427 575 Total Offshore Division 489 238 1,067 691 Consolidated $ 73,054 $ 55,162 $ 227,791 $ 177,305 Services and rentals Fluids Division $ 35,239 $ 21,687 $ 77,631 $ 49,061 Production Testing Division 18,634 14,046 48,935 45,202 Compression Division 57,237 56,716 169,727 185,299 Offshore Division Offshore Services 32,200 29,239 68,650 65,488 Maritech — — Intersegment eliminations — (297 ) — (813 ) Total Offshore Division 32,200 28,942 68,650 64,675 Consolidated $ 143,310 $ 121,391 $ 364,943 $ 344,237 Interdivision revenues Fluids Division $ 12 $ 1 $ 13 $ 86 Production Testing Division 293 1,019 1,311 3,118 Compression Division — — — — Offshore Division Offshore Services — — — — Maritech — — — — Intersegment eliminations — — — — Total Offshore Division — — — — Interdivision eliminations (305 ) (1,020 ) (1,324 ) (3,204 ) Consolidated $ — $ — $ — $ — Total revenues Fluids Division $ 93,442 $ 62,610 $ 255,483 $ 182,556 Production Testing Division 18,927 15,065 56,376 48,320 Compression Division 71,611 70,718 212,482 228,504 Offshore Division Offshore Services 32,668 29,239 69,290 65,604 Maritech 21 238 427 575 Intersegment eliminations — (297 ) — (813 ) Total Offshore Division 32,689 29,180 69,717 65,366 Interdivision eliminations (305 ) (1,020 ) (1,324 ) (3,204 ) Consolidated $ 216,364 $ 176,553 $ 592,734 $ 521,542 Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) Income (loss) before taxes Fluids Division $ 24,891 $ 8,835 $ 60,953 $ 8,931 Production Testing Division (1,405 ) (4,222 ) (6,565 ) (27,924 ) Compression Division (7,014 ) (14,862 ) (27,527 ) (123,602 ) Offshore Division Offshore Services 452 1,879 (12,328 ) (5,792 ) Maritech (914 ) (643 ) (1,698 ) (4,664 ) Intersegment eliminations — — — — Total Offshore Division (462 ) 1,236 (14,026 ) (10,456 ) Interdivision eliminations — (2 ) (162 ) 5 Corporate Overhead (1) (16,551 ) (13,570 ) (35,592 ) (46,133 ) Consolidated $ (541 ) $ (22,585 ) $ (22,919 ) $ (199,179 ) September 30, 2017 2016 (In Thousands) Total assets Fluids Division $ 343,881 $ 332,322 Production Testing Division 83,731 93,916 Compression Division 787,747 832,839 Offshore Division Offshore Services 120,464 127,813 Maritech 1,389 3,538 Total Offshore Division 121,853 131,351 Corporate Overhead and eliminations (35,802 ) (18,378 ) Consolidated $ 1,301,410 $ 1,372,050 (1) Amounts reflected include the following general corporate expenses: Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In Thousands) General and administrative expense $ 12,277 $ 8,748 $ 33,883 $ 26,698 Depreciation and amortization 129 101 338 328 Interest expense 3,899 4,699 11,913 16,347 Warrants fair value adjustment (47 ) — (11,568 ) — Other general corporate (income) expense, net 293 22 1,026 2,760 Total $ 16,551 $ 13,570 $ 35,592 $ 46,133 |
Industry Segments - Revenue, In
Industry Segments - Revenue, Income from Operations, and Assets by Reporting Segment - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Industry Segments Details [Line Items] | |||||
Product sales | $ 73,054 | $ 55,162 | $ 227,791 | $ 177,305 | |
Services and rentals | 143,310 | 121,391 | 364,943 | 344,237 | |
Intersegment revenues | 0 | 0 | 0 | 0 | |
Total revenues | 216,364 | 176,553 | 592,734 | 521,542 | |
Income (loss) before taxes | (541) | (22,585) | (22,919) | (199,179) | |
Assets | (1,301,410) | (1,372,050) | (1,301,410) | (1,372,050) | $ (1,315,540) |
Fluids Division [Member] | |||||
Industry Segments Details [Line Items] | |||||
Product sales | 58,191 | 40,922 | 177,839 | 133,409 | |
Services and rentals | 35,239 | 21,687 | 77,631 | 49,061 | |
Intersegment revenues | 12 | 1 | 13 | 86 | |
Total revenues | 93,442 | 62,610 | 255,483 | 182,556 | |
Income (loss) before taxes | 24,891 | 8,835 | 60,953 | 8,931 | |
Assets | (343,881) | (332,322) | (343,881) | (332,322) | |
Production Testing Division [Member] | |||||
Industry Segments Details [Line Items] | |||||
Product sales | 0 | 0 | 6,130 | 0 | |
Services and rentals | 18,634 | 14,046 | 48,935 | 45,202 | |
Intersegment revenues | 293 | 1,019 | 1,311 | 3,118 | |
Total revenues | 18,927 | 15,065 | 56,376 | 48,320 | |
Income (loss) before taxes | (1,405) | (4,222) | (6,565) | (27,924) | |
Assets | (83,731) | (93,916) | (83,731) | (93,916) | |
Compression Division [Member] | |||||
Industry Segments Details [Line Items] | |||||
Product sales | 14,374 | 14,002 | 42,755 | 43,205 | |
Services and rentals | 57,237 | 56,716 | 169,727 | 185,299 | |
Intersegment revenues | 0 | 0 | 0 | 0 | |
Total revenues | 71,611 | 70,718 | 212,482 | 228,504 | |
Income (loss) before taxes | (7,014) | (14,862) | (27,527) | (123,602) | |
Assets | (787,747) | (832,839) | (787,747) | (832,839) | |
Offshore Services [Member] | |||||
Industry Segments Details [Line Items] | |||||
Product sales | 468 | 0 | 640 | 116 | |
Services and rentals | 32,200 | 29,239 | 68,650 | 65,488 | |
Intersegment revenues | 0 | 0 | 0 | 0 | |
Total revenues | 32,668 | 29,239 | 69,290 | 65,604 | |
Income (loss) before taxes | 452 | 1,879 | (12,328) | (5,792) | |
Assets | (120,464) | (127,813) | (120,464) | (127,813) | |
Maritech [Member] | |||||
Industry Segments Details [Line Items] | |||||
Product sales | 21 | 238 | 427 | 575 | |
Services and rentals | 0 | 0 | |||
Intersegment revenues | 0 | 0 | 0 | 0 | |
Total revenues | 21 | 238 | 427 | 575 | |
Income (loss) before taxes | (914) | (643) | (1,698) | (4,664) | |
Assets | (1,389) | (3,538) | (1,389) | (3,538) | |
Offshore Division Eliminations [Member] | |||||
Industry Segments Details [Line Items] | |||||
Services and rentals | 0 | (297) | 0 | (813) | |
Intersegment revenues | 0 | 0 | 0 | 0 | |
Total revenues | 0 | (297) | 0 | (813) | |
Income (loss) before taxes | 0 | 0 | 0 | 0 | |
Total Offshore Division [Member] | |||||
Industry Segments Details [Line Items] | |||||
Product sales | 489 | 238 | 1,067 | 691 | |
Services and rentals | 32,200 | 28,942 | 68,650 | 64,675 | |
Intersegment revenues | 0 | 0 | 0 | 0 | |
Total revenues | 32,689 | 29,180 | 69,717 | 65,366 | |
Income (loss) before taxes | (462) | 1,236 | (14,026) | (10,456) | |
Assets | (121,853) | (131,351) | (121,853) | (131,351) | |
Intersegment Eliminations [Member] | |||||
Industry Segments Details [Line Items] | |||||
Intersegment revenues | (1,324) | (3,204) | |||
Interdivision Eliminations [Member] | |||||
Industry Segments Details [Line Items] | |||||
Intersegment revenues | (305) | (1,020) | |||
Total revenues | (305) | (1,020) | (1,324) | (3,204) | |
Income (loss) before taxes | 0 | (2) | (162) | 5 | |
Corporate Overhead [Member] | |||||
Industry Segments Details [Line Items] | |||||
Income (loss) before taxes | (16,551) | (13,570) | (35,592) | (46,133) | |
Assets | $ (35,802) | $ (18,378) | $ (35,802) | $ (18,378) |
Industry Segments - Corporate E
Industry Segments - Corporate Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
General and administrative expense | $ 31,208 | $ 28,589 | $ 90,896 | $ 89,381 |
Depreciation, amortization, and accretion | 29,200 | 31,852 | 87,298 | 98,997 |
Other (income) expense, net | (668) | 2,130 | (94) | 3,636 |
Warrants fair value adjustment | (11,568) | 0 | ||
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 541 | 22,585 | 22,919 | 199,179 |
Interest expense, net | 14,654 | 14,325 | 42,749 | 43,299 |
Corporate Overhead [Member] | ||||
Segment Reporting Information [Line Items] | ||||
General and administrative expense | 12,277 | 8,748 | 33,883 | 26,698 |
Depreciation, amortization, and accretion | 129 | 101 | 338 | 328 |
Other (income) expense, net | 293 | 22 | 1,026 | 2,760 |
Warrants fair value adjustment | (47) | 0 | (11,568) | 0 |
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 16,551 | 13,570 | 35,592 | 46,133 |
Interest expense, net | $ 3,899 | $ 4,699 | $ 11,913 | $ 16,347 |
Basis of Presentation and Sig24
Basis of Presentation and Significant Accounting Policies Basis of Presentation and Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands, shares in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Accounting Policies [Abstract] | |||||
Number of Reportable Segments | 5 | ||||
Number of Operating Segments | 4 | ||||
Foreign Currency Transaction Gain (Loss), Realized | $ (300) | $ (200) | $ (1,500) | $ 500 | |
Effective tax rate | 147.30% | 18.70% | |||
Debt Instrument [Line Items] | |||||
Prior Period Reclassification Adjustment | $ 5,600 | ||||
Impairments of long-lived assets | $ 0 | $ 2,400 | 0 | 0 | 10,927 |
Proceeds from Insurance Settlement, Operating Activities | 3,000 | 2,352 | 0 | ||
Insurance Recoveries | 2,352 | 0 | 2,352 | 0 | |
Restricted cash | 262 | 6,691 | 262 | ||
Payments Related to Tax Withholding for Share-based Compensation | $ 624 | 1,562 | |||
Number of Shares of Convertible Debt, Warrants | 11.2 | ||||
Fair Value Adjustment Of Warrants, Income Statement | (47) | $ 0 | $ (11,568) | $ 0 | |
Insurance recoveries, other income | $ 600 | ||||
TETRA Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 11.00% | 11.00% | |||
Fair value of Senior Notes | $ 128,500 | 133,900 | $ 128,500 | ||
Carrying value of Senior Notes | 125,000 | ||||
Compressco Partners Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 7.25% | 7.25% | |||
Fair value of Senior Notes | $ 273,700 | 278,200 | $ 273,700 | ||
Carrying value of Senior Notes | $ 295,900 | 295,900 | $ 295,900 | ||
Other Segments [Member] | |||||
Debt Instrument [Line Items] | |||||
Restricted cash | $ 6,600 |
Basis of Presentation and Sig25
Basis of Presentation and Significant Accounting Policies Basis of Presentation and Significant Accounting Policies - Goodwill and Impairment of Long-Lived Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2017 | Sep. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Goodwill [Line Items] | ||||||
Goodwill | $ 6,636 | $ 6,600 | $ 6,636 | $ 6,636 | ||
Business Acquisitions, Purchase Price Allocation, Subsequent Years, Remaining Adjustments | 0 | |||||
Goodwill impairment | $ 0 | $ 0 | 106,200 | $ 0 | $ 106,205 | |
Other Segments [Member] | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 0 | |||||
Compression Division [Member] | ||||||
Goodwill [Line Items] | ||||||
Business Acquisitions, Purchase Price Allocation, Subsequent Years, Remaining Adjustments | 92,400 | |||||
Production Testing Division [Member] | ||||||
Goodwill [Line Items] | ||||||
Business Acquisitions, Purchase Price Allocation, Subsequent Years, Remaining Adjustments | $ 13,900 | |||||
Fair Value, Measurements, Nonrecurring [Member] | Compression Division [Member] | ||||||
Goodwill [Line Items] | ||||||
Fair Value, Assets Measured on Recurring Basis, Change in Unrealized Gain (Loss) | 7,900 | |||||
Fair Value, Measurements, Nonrecurring [Member] | Production Testing Division [Member] | ||||||
Goodwill [Line Items] | ||||||
Fair Value, Assets Measured on Recurring Basis, Change in Unrealized Gain (Loss) | 2,800 | |||||
Fair Value, Measurements, Nonrecurring [Member] | Fluids Division [Member] | ||||||
Goodwill [Line Items] | ||||||
Fair Value, Assets Measured on Recurring Basis, Change in Unrealized Gain (Loss) | $ 300 |
Long-Term Debt and Other Borr26
Long-Term Debt and Other Borrowings (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017USD ($) | Dec. 31, 2016USD ($) | |
Debt Instrument [Line Items] | ||
Long-term debt | $ 624,126 | $ 623,730 |
Less current portion | 0 | 0 |
Long-term debt, net of current portion | 624,126 | 623,730 |
Parent Company [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 117,355 | 119,640 |
Less current portion | 0 | 0 |
Long-term debt, net of current portion | $ 117,355 | 119,640 |
Debt leverage ratio | 0 | |
Line of Credit [Member] | Parent Company [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Maturity Date | Sep. 30, 2019 | |
Long-term debt | $ 0 | 3,229 |
Unamortized deferred finance costs | 0 | $ 2,300 |
Bank line of credit, outstanding balance | 0 | |
Bank line of credit, letters of credit and guarantees | 4,400 | |
Bank line of credit, net availability | $ 195,600 | |
Debt instrument, covenant terms description | On May 5, 2017, CCLP entered into an amendment of the CCLP Credit Agreement (the "CCLP Fifth Amendment") that, among other things, modified certain financial covenants in the CCLP Credit Agreement, providing that (i) the consolidated total leverage ratio may not exceed (a) 5.95 to 1 as of March 31, 2017; (b) 6.75 to 1 as of June 30, 2017 and September 30, 2017; (c) 6.50 to 1 as of December 31, 2017 and March 31, 2018; (d) 6.25 to 1 as of June 30, 2018 and September 30, 2018; (e) 6.00 to 1 as of December 31, 2018; and (f) 5.75 to 1 as of March 31, 2019 and thereafter; and (ii) the consolidated secured leverage ratio may not exceed 3.25 to 1 as of the end of any fiscal quarter. The consolidated interest coverage ratio was not amended by the CCLP Fifth Amendment. In addition, the CCLP Fifth Amendment (i) increased the applicable margin by 0.25% in the event the consolidated total leverage ratio exceeds 6.00 to 1, resulting in a range for the applicable margin between 2.00% and 3.50% per annum for LIBOR-based loans and between 1.00% and 2.50% per annum for base-rate loans, depending on the consolidated total leverage ratio, and (ii) modified the appraisal delivery requirement from an annual requirement to a semi-annual requirement. In connection with the CCLP Fifth Amendment, the level of CCLP's cash distributions payable on its common units for the quarterly period ended June 30, 2017 will be limited to the current reduced level. The CCLP Fifth Amendment also included additional revisions that provide flexibility to CCLP for the issuance of preferred securities. | |
2015 Senior Notes [Member] | Parent Company [Member] | ||
Debt Instrument [Line Items] | ||
Senior Note interest rate | 11.00% | 11.00% |
Debt Instrument, Maturity Date | Nov. 5, 2022 | |
Long-term debt | $ 117,355 | $ 116,411 |
Unamortized discount | 4,000 | 4,400 |
Unamortized deferred finance costs | 3,600 | 4,200 |
CSI Compressco [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 506,771 | 504,090 |
Debt leverage ratio | 6.33 | |
Consolidated secured leverage ratio | 2.75 | |
Interest leverage ratio | 2.63 | |
CSI Compressco [Member] | Line of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Maturity Date | Aug. 4, 2019 | |
Long-term debt | $ 218,977 | 217,467 |
Unamortized deferred finance costs | 4,400 | $ 4,500 |
Bank line of credit, outstanding balance | 223,400 | |
Bank line of credit, letters of credit and guarantees | 1,900 | |
Bank line of credit, net availability | $ 89,700 | |
CSI Compressco [Member] | Compressco Partners Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Senior Note interest rate | 7.25% | 7.25% |
Debt Instrument, Maturity Date | Aug. 15, 2022 | |
Long-term debt | $ 287,794 | $ 286,623 |
Unamortized discount | 2,900 | 3,300 |
Unamortized deferred finance costs | $ 5,200 | $ 6,000 |
CCLP Series A Preferred Units27
CCLP Series A Preferred Units CCLP Series A Preferred Units (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Preferred Units [Line Items] | |||||
Proceeds from Convertible Debt | $ 77,300 | ||||
Dividend rate, percentage | 11.00% | ||||
Annualized distribution per unit on convertible debt | $ 1.2573 | ||||
Maximum settlement of preferred unit conversion | 38,100,000 | 38,100,000 | |||
Preferred Units | $ 68,309 | $ 68,309 | $ 77,062 | ||
Preferred, Fair Value Adjustment | $ 1,137 | $ (6,294) | $ 4,340 | (6,294) | |
Shares Issued, Price Per Share | $ 11.43 | $ 11.43 | |||
Liabilities, Fair Value Adjustment | $ 4,340 | $ (6,295) | |||
Maximum Settlement of Preferred, If Converted | 17,300,000 | ||||
Settlement of Series A Preferred, If settled | $ 90,200 | $ 90,200 | |||
Incremental Settlement of Series A Preferred, If converted | 4,900,000 | 4,900,000 | |||
TETRA [Member] | |||||
Preferred Units [Line Items] | |||||
Proceeds from Convertible Debt | $ 10,000 | ||||
Number of Shares of Convertible Debt | 874,891 | ||||
Preferred Units, Outstanding | 838,078 | 838,078 | |||
CSI Compressco [Member] | |||||
Preferred Units [Line Items] | |||||
Number of Shares of Convertible Debt | 6,999,126 | ||||
Preferred Units, Outstanding | 6,673,000 | 6,673,000 |
Decommissioning and Other Ass28
Decommissioning and Other Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | |
Decommissioning and Other Asset Retirement Obligations Detail [Table] | |||
Beginning balance for the period, as reported | $ 55,999 | $ 55,478 | |
Activity in the period: | |||
Accretion of liability | 551 | 1,582 | |
Retirement obligations incurred | 0 | 0 | |
Revisions in estimated cash flows | 26 | 12 | |
Settlement of retirement obligations | (59) | (555) | |
Ending balance as of June 30 | 56,517 | 56,517 | |
Value of asset retirement obligations associated with non-operated properties | $ 10,000 | $ 10,000 | $ 9,400 |
Market Risks and Derivative H29
Market Risks and Derivative Hedge Contracts (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) | |
Derivatives, Fair Value [Line Items] | |||||
Total | $ 114,000 | $ 114,000 | $ 290,000 | ||
Derivative [Line Items] | |||||
Net gains associated with foreign currency derivatives | 100,000 | $ (400,000) | 1,200,000 | $ (1,600,000) | |
Forward Purchase Contract, Euro [Member] | |||||
Derivative [Line Items] | |||||
U.S. Dollar notional amount | $ 1,879,000 | $ 1,879,000 | |||
Traded exchange rate | 1.20 | 1.20 | |||
Value date | Oct. 18, 2017 | ||||
Forward Purchase Contract, Pounds Sterling [Member] | |||||
Derivative [Line Items] | |||||
U.S. Dollar notional amount | $ 6,980,000 | $ 6,980,000 | |||
Traded exchange rate | 1.32 | 1.32 | |||
Value date | Oct. 18, 2017 | ||||
Forward Purchase Contract, Brazil Real [Member] | |||||
Derivative [Line Items] | |||||
U.S. Dollar notional amount | $ 3,270,000 | $ 3,270,000 | |||
Traded exchange rate | 1.22 | 1.22 | |||
Value date | Oct. 18, 2017 | ||||
Forward Purchase Contract, Mexican Pesos [Member] | |||||
Derivative [Line Items] | |||||
U.S. Dollar notional amount | $ 6,951,000 | $ 6,951,000 | |||
Traded exchange rate | 17.93 | 17.93 | |||
Value date | Oct. 18, 2017 | ||||
Forward Sale Contract, Norwegian Krone [Member] | |||||
Derivative [Line Items] | |||||
U.S. Dollar notional amount | $ 3,009,000 | $ 3,009,000 | |||
Traded exchange rate | 7.88 | 7.88 | |||
Value date | Oct. 18, 2017 | ||||
Forward Sale Contract, Mexican Pesos (2) [Member] | |||||
Derivative [Line Items] | |||||
U.S. Dollar notional amount | $ 5,088,000 | $ 5,088,000 | |||
Traded exchange rate | 17.93 | 17.93 | |||
Value date | Oct. 18, 2017 | ||||
Current Assets [Member] | |||||
Derivatives, Fair Value [Line Items] | |||||
Forward purchase contracts | $ 88,000 | $ 88,000 | 0 | ||
Forward sale contracts | 187,000 | 187,000 | 81,000 | ||
Current Liabilities [Member] | |||||
Derivatives, Fair Value [Line Items] | |||||
Forward purchase contracts | $ (161,000) | $ (161,000) | $ (371,000) |
Market Risks and Derivative H30
Market Risks and Derivative Hedge Contracts Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Net gains associated with foreign currency derivatives | $ 0.1 | $ (0.4) | $ 1.2 | $ (1.6) |
Equity (Details)
Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Equity Table [Line Items] | |||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | 150,000,000 | ||
Stockholders' equity rollforward | |||||
Beginning balance for the period | $ 383,727 | $ 387,784 | $ 400,466 | $ 514,180 | |
Net income (loss) | (1,338) | (24,028) | (27,209) | (200,983) | |
Foreign currency translation adjustment, including taxes | 2,620 | (1,654) | 7,781 | (4,503) | |
Comprehensive income | 1,282 | (25,682) | (19,428) | (205,486) | |
Exercise of common stock options | 0 | 115 | 0 | 142 | |
Proceeds from the issuance of stock | 0 | (153) | (16) | (60,124) | |
Conversion of Stock, Amount Converted | 0 | 0 | 10,020 | 0 | |
Distributions to public unitholders | (3,871) | (7,224) | (14,815) | (21,642) | |
Equity-based compensation | 1,582 | 2,548 | 6,873 | 11,549 | |
Treasury stock and other | (210) | (154) | (590) | (1,633) | |
Ending balance | 382,510 | 357,234 | 382,510 | 357,234 | |
TETRA [Member] | |||||
Stockholders' equity rollforward | |||||
Beginning balance for the period | 228,673 | 190,449 | 233,523 | 241,217 | |
Net income (loss) | 3,145 | (15,009) | (10,309) | (129,908) | |
Foreign currency translation adjustment, including taxes | 2,807 | (1,327) | 8,152 | (3,660) | |
Comprehensive income | 5,952 | (16,336) | (2,157) | (133,568) | |
Exercise of common stock options | 0 | 115 | 0 | 142 | |
Proceeds from the issuance of stock | 0 | (153) | (16) | (60,124) | |
Conversion of Stock, Amount Converted | 0 | 0 | 0 | 0 | |
Distributions to public unitholders | 0 | 0 | 0 | 0 | |
Equity-based compensation | 1,537 | 1,774 | 5,089 | 9,313 | |
Treasury stock and other | (188) | 0 | (465) | (1,379) | |
Ending balance | 235,974 | 175,849 | 235,974 | 175,849 | |
Noncontrolling Interest [Member] | |||||
Stockholders' equity rollforward | |||||
Beginning balance for the period | 155,054 | 197,335 | 166,943 | 272,963 | |
Net income (loss) | (4,483) | (9,019) | (16,900) | (71,075) | |
Foreign currency translation adjustment, including taxes | (187) | (327) | (371) | (843) | |
Comprehensive income | (4,670) | (9,346) | (17,271) | (71,918) | |
Exercise of common stock options | 0 | 0 | 0 | 0 | |
Proceeds from the issuance of stock | 0 | 0 | 0 | 0 | |
Conversion of Stock, Amount Converted | 0 | 0 | 10,020 | 0 | |
Distributions to public unitholders | (3,871) | (7,224) | (14,815) | (21,642) | |
Equity-based compensation | 45 | 774 | 1,784 | 2,236 | |
Treasury stock and other | (22) | (154) | (125) | (254) | |
Ending balance | $ 146,536 | $ 181,385 | $ 146,536 | $ 181,385 |
Commitments and Contingencies C
Commitments and Contingencies Commitment and Contingencies (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation Settlement, Amount (Deprecated 2017-01-31) | $ 12,800 |
Litigation Settlement, Amount Awarded to Other Party | 3,000 |
Gain (Loss) Related to Litigation Settlement | $ (2,752) |
Industry Segments Additional De
Industry Segments Additional Details (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | |
Industry Segments Details [Line Items] | ||||
Number of Reportable Segments | 5 | |||
Number of Operating Segments | 4 | |||
General and administrative expense | $ 31,208 | $ 28,589 | $ 90,896 | $ 89,381 |
Depreciation, amortization, and accretion | 29,200 | 31,852 | 87,298 | 98,997 |
Interest expense, net | 14,654 | 14,325 | 42,749 | 43,299 |
Warrants fair value adjustment | (11,568) | 0 | ||
Other Nonoperating Income (Expense) | 668 | (2,130) | 94 | (3,636) |
Corporate Overhead [Member] | ||||
Industry Segments Details [Line Items] | ||||
General and administrative expense | 12,277 | 8,748 | 33,883 | 26,698 |
Depreciation, amortization, and accretion | 129 | 101 | 338 | 328 |
Interest expense, net | 3,899 | 4,699 | 11,913 | 16,347 |
Warrants fair value adjustment | (47) | 0 | (11,568) | 0 |
Other Nonoperating Income (Expense) | $ (293) | $ (22) | $ (1,026) | $ (2,760) |
Total Offshore Division [Member] | ||||
Industry Segments Details [Line Items] | ||||
Number of Operating Segments | 2 |