Discontinued Operations | DISCONTINUED OPERATIONS On January 29, 2021, we entered into the Purchase and Sale Agreement with Spartan Energy Partners, LP (“Spartan”) pursuant to which we sold the general partner of CSI Compressco, including the IDRs in CSI Compressco and approximately 23.1% of the outstanding limited partner interests in CSI Compressco, in exchange for the combination of $13.4 million in cash paid at closing, $0.5 million in cash paid on the six-month anniversary of closing and $3.1 million in contingent consideration in the form of cash and/or CSI Compressco common units if CSI Compressco achieves certain financial targets on or before December 31, 2022. Throughout this Quarterly Report, we refer to the transaction with Spartan as the “GP Sale.” As a result of these transactions, we no longer consolidate CSI Compressco as of January 29, 2021. We recognized a primarily non-cash accounting gain of $120.6 million during the nine-month period ended September 30, 2021 related to the GP Sale. The gain is included in income (loss) from discontinued operations, net of taxes in our consolidated statement of operations. We will also continue to provide back-office support to CSI Compressco under a Transition Services Agreement for up to one year until CSI Compressco has completed a full separation from our back-office support functions. Our interest in CSI Compressco and the general partner represented substantially all of our Compression Division. In addition, on March 1, 2018, we closed a series of related transactions that resulted in the disposition of our Offshore Division, consisting of our Offshore Services and Maritech segments. Our former Compression and Offshore Divisions are reported as discontinued operations for all periods presented. Our consolidated balance sheets and consolidated statements of operations report discontinued operations separate from continuing operations. Our consolidated statements of comprehensive income, statements of equity and statements of cash flows combine continuing and discontinued operations. Our current-year consolidated statement of operations, statement of comprehensive income, statement of equity and statement of cash flows include CSI Compressco activity for January 1 through January 29. Our consolidated statements of cash flows for the nine-month periods ended September 30, 2021 and September 30, 2020 included $3.0 million and $10.8 million, respectively, of capital expenditures related to our former Compression division, as well as $337.5 million of proceeds from long-term debt, $341.2 million of payments of long-term debt, $21.7 million from proceeds from sale of property, plant and equipment, and $2.0 million from amortization of deferred financing discounts, costs and gains for the nine-month period ended September 30, 2020. Our current-year results do not include CSI Compressco depreciation or amortization as the assets were considered held for sale. A summary of financial information related to our discontinued operations is as follows: Reconciliation of the Line Items Constituting Pretax Loss from Discontinued Operations to the After-Tax Loss from Discontinued Operations (in thousands) Three Months Ended Compression Offshore Services Total Major classes of line items constituting loss from discontinued operations Cost of revenues $ — $ (174) $ (174) General and administrative expense — 6 6 Other expense, net 150 — 150 Pretax (loss) income from discontinued operations (150) 168 18 Loss from discontinued operations attributable to TETRA stockholders $ 18 Three Months Ended Compression Offshore Services Total Major classes of line items constituting loss from discontinued operations Revenue $ 79,117 $ — $ 79,117 Cost of revenues 49,414 2 49,416 Depreciation, amortization, and accretion 19,948 — 19,948 General and administrative expense 9,133 170 9,303 Interest expense, net 13,293 — 13,293 Other expense, net (1,348) — (1,348) Pretax loss from discontinued operations (11,323) (172) (11,495) Income tax provision 544 Total loss from discontinued operations (12,039) Loss from discontinued operations attributable to noncontrolling interest 8,342 Loss from discontinued operations attributable to TETRA stockholders $ (3,697) Nine Months Ended Compression Offshore Services Total Major classes of line items constituting income from discontinued operations Revenue $ 18,968 $ — $ 18,968 Cost of revenues 11,474 (146) 11,328 General and administrative expense 2,796 6 2,802 Interest expense, net 4,336 — 4,336 Other expense, net 164 — 164 Pretax income from discontinued operations 198 140 338 Pretax gain on disposal of discontinued operations 120,574 Total pretax income from discontinued operations 120,912 Income tax provision 30 Total income from discontinued operations 120,882 Income from discontinued operations attributable to noncontrolling interest (333) Income from discontinued operations attributable to TETRA stockholders $ 120,549 Nine Months Ended Compression Offshore Services Total Major classes of line items constituting loss from discontinued operations Revenue $ 265,727 $ — $ 265,727 Cost of revenues 167,279 (332) 166,947 Depreciation, amortization, and accretion 59,972 — 59,972 Impairments and other charges 14,348 — 14,348 General and administrative expense 29,474 487 29,961 Interest expense, net 38,839 — 38,839 Other expense, net 2,932 — 2,932 Pretax loss from discontinued operations (47,117) (155) (47,272) Income tax provision 1,923 Total loss from discontinued operations (49,195) Loss from discontinued operations attributable to noncontrolling interest 32,957 Loss from discontinued operations attributable to TETRA stockholders $ (16,238) Reconciliation of Major Classes of Assets and Liabilities of the Discontinued Operations to Amounts Presented Separately in the Statement of Financial Position (in thousands) September 30, 2021 Offshore Services Maritech Total Carrying amounts of major classes of liabilities included as part of discontinued operations Trade payables $ 1,099 $ — $ 1,099 Accrued liabilities and other — 228 228 Total liabilities associated with discontinued operations $ 1,099 $ 228 $ 1,327 December 31, 2020 Compression Offshore Services Maritech Total Carrying amounts of major classes of assets included as part of discontinued operations Cash and cash equivalents $ 16,577 $ — $ — $ 16,577 Trade receivables 43,837 — — 43,837 Inventories 31,220 — — 31,220 Other current assets 5,231 — — 5,231 Property, plant, and equipment 551,401 — — 551,401 Other assets 61,740 — — 61,740 Total assets associated with discontinued operations $ 710,006 $ — $ — $ 710,006 Carrying amounts of major classes of liabilities included as part of discontinued operations Trade payables $ 19,766 $ 1,222 $ — $ 20,988 Unearned Income 269 — — 269 Accrued liabilities and other 36,318 352 228 36,898 Long-term debt, net 638,631 — — 638,631 Other liabilities 37,253 — — 37,253 Total liabilities associated with discontinued operations $ 732,237 $ 1,574 $ 228 $ 734,039 |