TETRA Technologies, Inc. Announces Second Quarter 2017 Results

THE WOODLANDS, Texas, Aug. 9, 2017 /PRNewswire/ --TETRA Technologies, Inc. ("TETRA" or the "Company") (NYSE:TTI) announced a consolidated second quarter 2017 net loss per share attributable to TETRA stockholders of $0.10, which compares to a loss of $0.02 per share in the first quarter of 2017 and a loss of $0.32 per share in the second quarter of 2016.

TETRA's adjusted per share results attributable to TETRA stockholders for the second quarter of 2017, excluding Maritech and special items, were a loss of $0.04, which compares to adjusted losses per share of $0.10 in the first quarter of 2017 and $0.15 in the second quarter of 2016, also excluding Maritech and special items. Second quarter 2017 revenue of $208 million increased 24% from the first quarter of 2017 and 19% from the second quarter of last year, primarily as a result of stronger activity in our Fluids Division water management and product sales in the Gulf of Mexico.

(Adjusted earnings/loss per share is a non-GAAP financial measure that is reconciled to the nearest GAAP measure in the accompanying schedules.)


    Second Quarter 2017 Results

                                                        Three Months Ended

                                June 30, 2017                  March 31, 2017         June 30, 2016
                                -------------                  --------------         -------------

                                             (In Thousands, Except per Share Amounts)

    Revenue                                      $208,369                                   $168,001             $175,660

    Net loss
     attributable to
     TETRA
     stockholders                    (10,991)                            (2,463)                     (26,574)

    Adjusted
     EBITDA(1)                         28,537                              18,275                        32,949

    GAAP EPS
     attributable to
     TETRA
     stockholders                      (0.10)                             (0.02)                       (0.32)

    Adjusted EPS
     attributable to
     TETRA
     stockholders(1)                   (0.04)                             (0.10)                       (0.15)

    Consolidated net
     cash provided
     (used) by
     operating
     activities                        19,977                            (20,538)                         9,795

    TETRA only
     adjusted free
     cash flow(1)                                  $6,090                                  $(13,847)            $(7,314)
    --------------                                 ------                                   --------              -------


    (1)              Non-GAAP financial
                      measures are reconciled to
                      GAAP in the schedules
                      below.

Highlights include:

    --  Fluids Division revenues increased 22% sequentially and 47% compared to
        the second quarter of 2016 due to the start, late in the second quarter,
        of a significant Gulf of Mexico TETRA CS Neptune(TM) completion fluids
        project that is expected to be completed in the third quarter and the
        traditional ramp-up in fluids sales in Northern Europe.
    --  Compression Division revenues increased 15% over the first quarter as
        the business continues to see signs of a recovery. Compression fleet
        utilization improved 190 basis points to 78.9% compared to the first
        quarter, the third consecutive quarter of improved utilization driven
        largely by demand for large horsepower equipment.
    --  On August 1, the Compression Division launched its new, fully automated
        ERP system that enables real-time field data capture, enhances cash flow
        processes, provides the sales and operations team with customer-centric
        data to facilitate prompt and effective services on the fleet of
        equipment, and streamlines our back office and field organization with
        expected annual savings in excess of $4.0 million.
    --  Consolidated net cash provided by operating activities was $20 million,
        an improvement of $40.5 million over the first quarter of 2017. TETRA
        only adjusted free cash flow was $6.1 million, an improvement of $20
        million over the first quarter. (See Schedule G for the reconciliation
        of TETRA only adjusted free cash flow to GAAP.)

Stuart M. Brightman, TETRA's President and Chief Executive Officer, stated, "The second quarter was favorably impacted by the start of a TETRA CS Neptune completion fluids project in the Gulf of Mexico. This project started late in the second quarter and has continued to run into the third quarter. The rebound with US Onshore shale activity is favorably impacting demand for our water management, fluids, production testing, and compression products and services, particularly in West Texas and the Mid-Con regions. We are adding additional distribution centers for our fluids in West Texas and have added additional lay flat hose to respond to increasing water management demands.

"Fluids Division revenue for the second quarter of 2017 was $89.1 million compared to $72.9 million in the first quarter of 2017, reflecting the start of the TETRA CS Neptune completion fluids project in the Gulf of Mexico, higher Northern Europe fluids sales and stronger water management activity. Fluids Division income before taxes was $15.8 million, while Adjusted EBITDA was $21.7 million. Income before tax and adjusted EBITDA were 17.7% and 24.3% of revenue, respectively, in the second quarter of 2017.

"Second quarter 2017 Compression Division revenue improved 15% to $75.3 million, mainly as a result of stronger equipment sales. Compression Division loss before taxes was $6.2 million, while adjusted EBITDA was $17.5 million, (8.2)% and 23.2% of revenue, respectively. Overall quarter-end service fleet utilization was 78.9%, compared to 77.0% at the end of the first quarter. Large horsepower equipment (greater than 800 HP) utilization was 89.6% at the end of the second quarter. New equipment orders were $12 million. On July 21, 2017, CSI Compressco LP declared cash distributions attributable to the second quarter of 2017 of $0.1875 per outstanding common unit. This distribution resulted in a coverage ratio of .85x for the second quarter of 2017.

"Second quarter 2017 revenue for the Production Testing Division decreased sequentially by 26%, to $15.9 million, as the first quarter of 2017 included a significant equipment sale in South America. Production Testing loss before taxes was $3.1 million, while adjusted EBITDA was slightly below breakeven at a loss of $0.6 million.

"Our Offshore Services segment revenue improved 8% to $28.3 million compared to the prior year quarter on stronger activity levels and by 238% sequentially reflecting the seasonality of the business. Loss before taxes was $6.4 million, while adjusted EBITDA was a slight loss of $0.3 million (adjusted EBITDA improved by $3.2 million from the first quarter). Inclement weather conditions negatively impacted the results and resulted in projects being delayed into the backend of 2017."

Free Cash Flow and Balance Sheet

TETRA only adjusted free cash flow in the second quarter of 2017 was $6 million, an improvement of $20 million from the first quarter of 2017. Historically, the first two quarters of the year have traditionally represented our weakest free cash flow generation quarters and the last two quarters have been the strongest. The third and fourth quarters of 2017 are expected to reflect the benefit from our TETRA CS Neptune completion fluids projects and the collection of receivables from the peak summer and fall decommissioning in the Gulf of Mexico. Consolidated net cash provided by operating activities for the second quarter of 2017 was $20 million, compared to a use of $21 million in the first quarter of 2017. TETRA only days sales outstanding (excluding CSI Compressco LP) improved from 76 days at the end of the first quarter to 68 days at the end of June. TETRA only debt was $137.7 million and net debt was $119.5 million at June 30, a decrease of $5.7 million from the end of the first quarter.

Special items and Maritech

Maritech reported a pre-tax loss of $0.1 million in the second quarter of 2017.

Consolidated second quarter pre-tax earnings included income from non-cash items of $10.3 million, partially offset by $4.4 million of expected cash charges. In addition to reflecting a normalized tax benefit of 30%, special items include:

    --  $5.5 million of non-cash income from a fair value adjustment of the
        outstanding TETRA warrants
    --  $4.8 million non-cash income for a fair value adjustment of the CSI
        Compressco Series A Convertible Preferred units
    --  $3.3 million for an unfavorable arbitration ruling based on a 2014 early
        termination of a charter agreement by Offshore Services, which the
        Company intends to challenge.
    --  $0.6 million of cash severance expense
    --  $0.5 million of other special charges.

Financial Guidance

We expect total year TETRA only adjusted free cash flow to be between $20 million and $40 million in 2017.

No reconciliation of the forecasted range of TETRA only adjusted free cash flow for the full year 2017 to the nearest GAAP measure is included in this release because the reconciliation would require presenting forecasted information for CSI Compressco that is not publicly disclosed.

Conference Call

TETRA will host a conference call to discuss these results today, August 9, 2017, at 10:30 a.m. ET. The phone number for the call is 888-347-5303. The conference will also be available by live audio webcast and may be accessed through TETRA's website at www.tetratec.com. A replay of the conference call will be available at 1-877-344-7529, conference number 10101592, for one week following the conference call and the archived web call will be available through the Company's website for thirty days following the conference call.

Investor Contact

TETRA Technologies, Inc., The Woodlands, Texas
Stuart M. Brightman, 281-367-1983
Fax: 281-364-4346
www.tetratec.com

Financial Statements, Schedules and Non-GAAP Reconciliation Schedules (Unaudited)

Schedule A: Consolidated Income Statement
Schedule B: Financial Results By Segment
Schedule C: Consolidated Balance Sheet
Schedule D: Long-Term Debt
Schedule E: Special Items
Schedule F: Non-GAAP Reconciliation to GAAP Financials
Schedule G: Non-GAAP Reconciliation to TETRA Only Adjusted Free Cash Flow
Schedule H: Non-GAAP Reconciliation of TETRA Net Debt

Company Overview and Forward-Looking Statements

TETRA is 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. TETRA owns an equity interest, including all of the general partner interest, in CSI Compressco LP (NASDAQ:CCLP), a master limited partnership.

This news release includes certain statements that are deemed to be forward-looking statements. Generally, the use of words such as "may," "expect," "intend," "estimate," "projects," "anticipate," "believe," "assume," "could," "should," "plans," "targets" or similar expressions that convey the uncertainty of future events, activities, expectations or outcomes identify forward-looking statements that the Company intends to be included within the safe harbor protections provided by the federal securities laws. These forward-looking statements include statements concerning the anticipated recovery of the oil and gas industry, expected results of operational business segments for 2017, anticipated benefits from CSI Compressco following the acquisition of Compressor Systems, Inc. (CSI) in 2014, including levels of cash distributions per unit, projections concerning the Company's business activities, financial guidance, estimated earnings, earnings per share, and statements regarding the Company's beliefs, expectations, plans, goals, future events and performance, and other statements that are not purely historical. These forward-looking statements are based on certain assumptions and analyses made by the Company in light of its experience and its perception of historical trends, current conditions, expected future developments and other factors it believes are appropriate in the circumstances. Such statements are subject to a number of risks and uncertainties, many of which are beyond the control of the Company, including the ability of CSI Compressco to successfully integrate the operations of CSI and recognize the anticipated benefits of the acquisition. Investors are cautioned that any such statements are not guarantees of future performances or results and that actual results or developments may differ materially from those projected in the forward-looking statements. Some of the factors that could affect actual results are described in the section titled "Risk Factors" contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2016, as well as other risks identified from time to time in its reports on Form 10-Q and Form 8-K filed with the Securities and Exchange Commission.


    Schedule A: Consolidated Income Statement (Unaudited)


                                                     Three months ended June 30,                                  Six months ended June 30,

                                                   2017                              2016                      2017                     2016
                                                   ----                              ----                      ----                     ----

                                                                     (In Thousands, Except per Share Amounts)

    Revenues                                               $208,369                                         $175,660                            $376,370       $344,989


    Cost of sales,
     services and rentals                       152,861                             125,593                               277,119                 246,034

    Depreciation,
     amortization and
     accretion                                   28,620                              33,538                                58,098                  67,145

    Impairments of long-
     lived assets                                     -                                257                                     -                 10,927
                                                    ---                                ---                                   ---                 ------

    Total cost of revenues                      181,481                             159,388                               335,217                 324,106
                                                -------                             -------                               -------                 -------

    Gross profit                                 26,888                              16,272                                41,153                  20,883


    General and
     administrative
     expense                                     31,232                              27,181                                59,688                  60,792

    Goodwill impairment                               -                                  -                                    -                106,205

    Interest expense, net                        14,328                              14,335                                28,095                  28,974

    Warrants fair value
     adjustment income                          (5,545)                                  -                             (11,521)                      -

    CCLP Series A
     Preferred fair value
     adjustment income                          (4,834)                                  -                              (3,203)                      -

    Litigation arbitration
     award expense
     (income), net                                2,714                                   -                             (10,102)                      -

    Other (income)
     expense, net                                   209                               2,210                                   574                   1,506
                                                    ---                               -----                                   ---                   -----

    Income (loss) before
     taxes                                     (11,216)                           (27,454)                              (22,378)              (176,594)

    Provision (benefit)
     for income taxes                             3,403                               1,770                                 3,493                     361
                                                  -----                               -----                                 -----                     ---

    Net income (loss)                          (14,619)                           (29,224)                              (25,871)              (176,955)

    (Income) loss
     attributable to
     noncontrolling
     interest                                     3,628                               2,650                                12,417                  62,056
                                                  -----                               -----                                ------                  ------

    Net income (loss)
     attributable to TETRA
     stockholders                                         $(10,991)                                       $(26,574)                          $(13,454)    $(114,899)
                                                           ========                                         ========                            ========      =========


    Basic per share
     information:
    ---------------

    Net income (loss)
     attributable to TETRA
     stockholders                                           $(0.10)                                         $(0.32)                            $(0.12)       $(1.42)
                                                             ======                                           ======                              ======         ======

    Weighted average
     shares outstanding                         114,534                              81,842                               114,375                  80,631
                                                =======                              ======                               =======                  ======


    Diluted per share
     information:
    -----------------

    Net income (loss)
     attributable to TETRA
     stockholders                                           $(0.10)                                         $(0.32)                            $(0.12)       $(1.42)
                                                             ======                                           ======                              ======         ======

    Weighted average
     shares outstanding                         114,534                              81,842                               114,375                  80,631
                                                =======                              ======                               =======                  ======


    Schedule B: Financial Results By Segment (Unaudited)


                                                          Three Months Ended                                    Six Months Ended
                                                               June 30,                                             June 30,

                                                   2017                    2016                2017                             2016
                                                   ----                    ----                ----                             ----

                                                                                (In Thousands)

    Revenues by segment:
    --------------------

    Fluids Division                                        $89,146                                     $60,833                          $162,041       $119,946

    Production Testing
     Division                                    15,937                            13,384                          37,449                  33,255

    Compression Division                         75,312                            76,091                         140,871                 157,786

    Offshore Division

    Offshore Services                            28,261                            26,119                          36,622                  36,365

    Maritech                                        175                               248                             406                     337

    Intersegment
     eliminations                                     -                                7                               -                  (516)
                                                    ---                              ---                             ---                   ----

    Offshore Division
     total                                       28,436                            26,374                          37,028                  36,186

    Eliminations and other                        (462)                          (1,022)                        (1,019)                (2,184)
                                                   ----                            ------                          ------                  ------

    Total revenues                                        $208,369                                    $175,660                          $376,370       $344,989
                                                          ========                                    ========                          ========       ========


    Gross profit (loss) by
     segment:
    ----------------------

    Fluids Division                                        $22,974                                      $6,585                           $36,469        $14,076

    Production Testing
     Division                                     (861)                          (2,598)                          (778)                (6,022)

    Compression Division                          7,533                            13,727                          13,696                  20,682

    Offshore Division

    Offshore Services                           (2,133)                            1,767                         (7,096)                (4,222)

    Maritech                                      (512)                          (3,097)                          (938)                (3,412)

    Intersegment
     eliminations                                     -                                -                              -                      -
                                                                                                                    ---

    Offshore Division
     total                                      (2,645)                          (1,330)                        (8,034)                (7,634)

    Corporate overhead and
     eliminations                                 (113)                            (112)                          (200)                  (219)
                                                   ----                                                             ----

    Total gross profit                                     $26,888                                     $16,272                           $41,153        $20,883
                                                           =======                                     =======                           =======        =======


    Income (loss) before
     taxes by segment:
    --------------------

    Fluids Division                                        $15,786                                        $454                           $36,062            $96

    Production Testing
     Division                                   (3,091)                          (4,328)                        (5,160)               (23,702)

    Compression Division                        (6,180)                          (4,040)                       (20,513)              (108,740)

    Offshore Division

    Offshore Services                           (6,445)                               37                        (12,780)                (7,671)

    Maritech                                      (121)                          (3,401)                          (784)                (4,021)

    Intersegment
     eliminations                                     -                                -                              -                      -

    Offshore Division
     total                                      (6,566)                          (3,364)                       (13,564)               (11,692)

    Corporate overhead and
     eliminations                              (11,165)                         (16,176)                       (19,203)               (32,556)
                                                -------                           -------                         -------                 -------

    Total income (loss)
     before taxes                                        $(11,216)                                  $(27,454)                        $(22,378)    $(176,594)
                                                          ========                                    ========                          ========      =========


    Please note that the above
     results by Segment include
     special charges and
     expenses. Please see
     Schedule E for details of
     those special items.


    Schedule C: Consolidated Balance Sheet (Unaudited)


                                                June 30, 2017               December 31, 2016
                                                -------------               -----------------

                                                             (In Thousands)

    Balance
     Sheet:
    -------

    Cash
     (excluding
     restricted
     cash)                                                         $23,098                       $29,840

    Accounts
     receivable,
     net                                              148,027                         114,284

    Inventories                                       118,085                         106,546

    Other
     current
     assets                                            26,963                          25,121

    PP&E, net                                         911,903                         945,451

    Other
     assets                                            89,809                          94,298
                                                       ------                          ------

    Total
     assets                                                     $1,317,885                    $1,315,540
                                                                ==========                    ==========


    Current
     portion
     of
     decommissioning
     liabilities                                                      $809                        $1,451

    Other
     current
     liabilities                                      133,272                         115,434

    Long-
     term
     debt (1)                                         647,412                         623,730

    Long-
     term
     portion
     of
     decommissioning
     liabilities                                       55,190                          54,027

    CCLP
     Series A
     Preferred                                         67,636                          77,062

    Warrant
     liability                                          6,982                          18,503

    Other
     long-
     term
     liabilities                                       22,857                          24,867

    Equity                                            383,727                         400,466
                                                      -------                         -------

    Total
     liabilities
     and
     equity                                                     $1,317,885                    $1,315,540
                                                                ==========                    ==========


    (1)              Please see Schedule D for the
                     individual debt obligations of
                     TETRA and CSI Compressco LP.


    Schedule D: Long-Term Debt


    TETRA Technologies Inc. and its
     subsidiaries, other than CSI
     Compressco LP and its
     subsidiaries, are obligated
     under a bank credit agreement
     and senior note, neither of
     which are obligations of CSI
     Compressco LP and its
     subsidiaries. CSI Compressco LP
     and its subsidiaries are
     obligated under a separate bank
     credit agreement and senior
     notes, neither of which are
     obligations of TETRA and its
     other subsidiaries. Amounts
     presented are net of deferred
     financing costs.

                        June 30, 2017              December 31, 2016
                        -------------              -----------------

                                    (In Thousands)

    TETRA
    -----

    Bank revolving line
     of credit facility                   $20,627                      $3,229

    TETRA 11% Senior
     Note                     117,035                        116,411

    TETRA total debt          137,662                        119,640

    Less current
     portion                        -                             -

    TETRA total long-
     term debt                           $137,662                    $119,640
                                         --------                    --------


    CSI Compressco LP
    -----------------

    Bank Credit
     Facility                            $222,348                    $217,467

    7.25% Senior Notes        287,402                        286,623
                                                            -------

    Total debt                509,750                        504,090

    Less current
     portion                        -                             -
                                  ---                           ---

    CCLP total long-
     term debt                           $509,750                    $504,090
                                         --------                    --------

    Consolidated total
     long-term debt                      $647,412                    $623,730
                                         ========                    ========

Non-GAAP Financial Measures

In addition to financial results determined in accordance with GAAP, this news release includes the following non-GAAP financial measures for the Company: net debt, adjusted consolidated and segment income (loss) before taxes, excluding the Maritech segment and special charges; consolidated and segment adjusted EBITDA; and TETRA only adjusted free cash flow. The following schedules provide reconciliations of these non-GAAP financial measures to their most directly comparable GAAP measures. The non-GAAP financial measures should be considered in addition to, not as a substitute for, financial measures prepared in accordance with GAAP, as more fully discussed in the Company's financial statements and filings with the Securities and Exchange Commission.

Management believes that following the sale of essentially all of Maritech's oil and gas properties, it is helpful to show the Company's results, excluding the impact of the costs and charges relating to the decommissioning of Maritech's remaining properties since these results will show the Company's historical results of operations on a basis consistent with expected future operations. Management also believes that the exclusion of the special charges from the historical results of operations enables management to evaluate more effectively the Company's operations over the prior periods and to identify operating trends that could be obscured by the excluded items.

Adjusted income (loss) before taxes (and adjusted income (loss) before taxes as a percent of revenue) is defined as the Company's (or the segment's) income (loss) before taxes, excluding certain special or other charges (or credits). Adjusted income (loss) before taxes (and adjusted income (loss) before taxes as a percent of revenue) is used by management as a supplemental financial measure to assess financial performance, without regard to charges or credits that are considered by management to be outside of its normal operations.

Adjusted diluted earnings (loss) per share is defined as the Company's diluted earnings (loss) per share excluding certain special or other charges (or credits) and using a normalized effective income tax rate. Adjusted diluted earnings (loss) per share is used by management as a supplemental financial measure to assess financial performance, without regard to charges or credits that are considered by management to be outside of its normal operations.

Adjusted EBITDA (and Adjusted EBITDA as a percent of revenue) is defined as earnings before interest, taxes, depreciation, amortization, impairments and special charges or credits, equity compensation, and allocated corporate overhead charges to our CSI Compressco LP subsidiary, pursuant to our Omnibus Agreement, which were reimbursed with CSI Compressco LP common units. Adjusted EBITDA (and Adjusted EBITDA as a percent of revenue) is used by management as a supplemental financial measure to assess the financial performance of the Company's assets, without regard to financing methods, capital structure or historical cost basis and to assess the Company's ability to incur and service debt and fund capital expenditures.

TETRA only adjusted free cash flow is defined as cash from TETRA's operations, excluding cash settlements of Maritech AROs, less capital expenditures net of sales proceeds and cost of equipment sold, and including cash distributions to TETRA from CSI Compressco LP and debt restructuring costs. Management uses this supplemental financial measure to:

    --  assess the Company's ability to retire debt;
    --  evaluate the capacity of the Company to further invest and grow; and
    --  to measure the performance of the Company as compared to its peer group
        of companies.

TETRA only adjusted free cash flow does not necessarily imply residual cash flow available for discretionary expenditures, as it excludes cash requirements for debt service or other non-discretionary expenditures that are not deducted.

TETRA net debt is defined as the sum of the carrying value of long-term and short-term debt on its consolidated balance sheet, less cash, excluding restricted cash on the consolidated balance sheet and excluding the debt and cash of CSI Compressco LP. Management views TETRA net debt as a measure of TETRA's ability to reduce debt, add to cash balances, pay dividends, repurchase stock, and fund investing and financing activities.


    Schedule E: Special Items



                                                                  Three Months Ended
                                                                  ------------------

                                                                    June 30, 2017

                                  Income      Provision     Noncont.     Net Income    Diluted EPS
                              (Loss) Before (Benefit) for   Interest    Attributable
                                    Tax          Tax                      to TETRA
                                                                        Stockholders
                                                                        ------------

                                                       (In Thousands, Except per Share Amounts)

    Income (loss)
     attributable to TETRA
     stockholders, excluding
     unusual charges and
     Maritech                                   $(17,036)                                 $(5,110)             $(6,983)                      $(4,943)          $(0.04)

    Severance expense                 (589)                     (176)                            -     (413)               0.00

    Stock warrant fair value
     adjustment                       5,545                      1,663                             -     3,882                0.03

    Bad debt expense for
     customer bankruptcies            (198)                      (59)                            -     (139)               0.00

    Convertible Series A
     preferred offering cost
     and fair value
     adjustments                      4,834                      1,450                         3,478       (94)               0.00

    Offshore Services
     arbitration ruling             (3,255)                     (977)                            -   (2,278)             (0.02)

    Asset repairs due to
     weather event                    (200)                      (60)                            -     (140)               0.00

    Software implementation           (196)                      (59)                        (123)      (14)               0.00

    Effect of deferred tax
     valuation allowance and
     other related tax adj.               -                     6,731                             -   (6,731)             (0.06)

    Maritech profit (loss)            (121)                         -                            -     (121)                  -
                                       ----                        ---                          ---      ----                 ---

    Net Income (loss)
     attributable to TETRA
     stockholders, as
     reported                                   $(11,216)                                   $3,403              $(3,628)                     $(10,991)          $(0.10)



                                                                  Three Months Ended
                                                                  ------------------

                                                                    March 31, 2017

                                  Income      Provision     Noncont.     Net Income    Diluted EPS
                              (Loss) Before (Benefit) for   Interest    Attributable
                                    Tax          Tax                      to TETRA
                                                                        Stockholders
                                                                        ------------

                                                       (In Thousands, Except per Share Amounts)

    Income (loss)
     attributable to TETRA
     stockholders, excluding
     unusual charges and
     Maritech                                   $(26,998)                                 $(8,100)             $(7,647)                     $(11,251)          $(0.10)

    Severance expense                 (409)                     (123)                         (33)     (253)               0.00

    Stock warrant fair value
     adjustment                       5,976                      1,793                             -     4,183                0.04

    Allowance for bad debt            (245)                      (74)                            -     (171)               0.00

    Convertible Series A
     preferred offering cost
     and fair value
     adjustments                    (1,631)                     (489)                      (1,109)      (33)               0.00

    ARO adjustment
     (accretion)                       (71)                      (21)                            -      (50)               0.00

    Fluids El Dorado legal
     award                           12,879                      3,864                             -     9,015                0.08

    Effect of deferred tax
     valuation allowance and
     other related tax adj.               -                     3,240                             -   (3,240)             (0.03)

    Maritech profit (loss)            (663)                         -                            -     (663)             (0.01)
                                       ----                        ---                          ---      ----               -----

    Net Income (loss)
     attributable to TETRA
     stockholders, as
     reported                                   $(11,162)                                      $90              $(8,789)                      $(2,463)          $(0.02)



                                                                  Three Months Ended
                                                                  ------------------

                                                                    June 30, 2016

                                  Income      Provision     Noncont.     Net Income    Diluted EPS
                              (Loss) Before (Benefit) for   Interest    Attributable
                                    Tax          Tax                      to TETRA
                                                                        Stockholders
                                                                        ------------

                                                       (In Thousands, Except per Share Amounts)

    Income (loss)
     attributable to TETRA
     stockholders, excluding
     unusual charges and
     Maritech                                   $(20,511)                                 $(6,154)             $(2,011)                     $(12,346)          $(0.15)

    Asset impairments                 (365)                     (109)                            -     (256)                  -

    Severance expense                 (595)                     (179)                        (170)     (246)                  -

    Debt refinancing cost           (2,582)                     (775)                        (469)   (1,338)             (0.02)

    Effect of deferred tax
     valuation allowance and
     other related tax adj.               -                     8,987                             -   (8,987)             (0.11)

    Maritech profit (loss)          (3,401)                         -                            -   (3,401)             (0.04)
                                     ------                        ---                          ---    ------               -----

    Net Income (loss)
     attributable to TETRA
     stockholders, as
     reported                                   $(27,454)                                   $1,770              $(2,650)           (26,574)            $(0.32)


    Schedule F: Non-GAAP Reconciliation to GAAP Financials


                                                                                                                                                 Three Months Ended
                                                                                                                                                 ------------------

                                                                                                                                                    June 30, 2017

                                                               Net       Tax     Income   Impairments  Adjusted  Interest  Depreciation     Equity      Omnibus    Adjusted
                                                             Income   Provision  (Loss)    & Special    Income   Expense         &          Comp.       Equity      EBITDA
                                                             (Loss),             Before     Charges     (Loss)             Amortization    Expense
                                                               as               Tax, as    (Credits)    Before
                                                            reported            Reported                  Tax
                                                            --------            --------                  ---

                                                                                                                                                   (In Thousands)

    Fluids Division                                                                            $15,786                   $              -                            $15,786                 $27                       $5,870               $  -          $  -          $21,683

    Production Testing Division                                                  (3,091)                      5                   (3,086)                   (125)                 2,599        -                  -               (612)

    Compression Division                                                         (6,180)                (4,638)                 (10,818)                  10,184                 17,204      935                       17,505

    Offshore Services Segment                                                    (6,445)                  3,658                   (2,787)                       -                 2,463        -                  -               (324)

    Eliminations and other                                                             4                       -                        4                        2                    (7)       -                  -                 (1)
                                                                                     ---                     ---                      ---                      ---                    ---      ---                ---                 ---

    Subtotal                                                                          74                   (975)                    (901)                  10,088                 28,129      935                   -              38,251

    Corporate and other                                                         (11,169)                 (4,966)                 (16,135)                   4,240                    118    2,063                   -             (9,714)
                                                                                 -------                  ------                   -------                    -----                    ---    -----                 ---              ------

    TETRA excluding Maritech                                                    (11,095)                 (5,941)                 (17,036)                  14,328                 28,247    2,998                   -              28,537

    Maritech                                                                       (121)                      -                    (121)                       -                   373        -                  -                 252
                                                                                    ----                     ---                     ----                      ---                   ---      ---                ---                 ---

    Total TETRA                                                       $(14,619)                          $3,403                            $(11,216)                           $(5,941)           $(17,157)                    $14,328           $28,620        $2,998        $  -  $28,789



                                                                                                                                                 Three Months Ended
                                                                                                                                                 ------------------

                                                                                                                                                   March 31, 2017

                                                               Net       Tax     Income  Impairments & Adjusted  Adjusted     Adjusted      Equity      Omnibus    Adjusted
                                                             Income   Provision  (Loss)     Special     Income   Interest                   Comp.     Equity (2)    EBITDA
                                                             (Loss),             Before     Charges     (Loss)   Expense,  Depreciation    Expense
                                                               as               Tax, as    (Credits)    Before      Net          &
                                                            reported            Reported                  Tax              Amortization

                                                                                                                                     (1)
                                                                                                                                     ---

                                                                                                                                                   (In Thousands)

    Fluids Division                                                                            $20,276                          $(12,681)                             $7,595                 $13                       $5,984               $  -          $  -          $13,592

    Production Testing Division                                                  (2,069)                    265                   (1,804)                   (122)                 3,085        -                  -               1,159

    Compression Division                                                        (14,333)                   1,687                  (12,646)                  10,102                 17,297      956               1,746               17,455

    Offshore Services Segment                                                    (6,335)                    206                   (6,129)                       -                 2,584        -                  -             (3,545)

    Eliminations and other                                                         (166)                      -                    (166)                       -                   (5)       -                  -               (171)
                                                                                    ----                     ---                     ----                      ---                   ---      ---                ---                ----

    Subtotal                                                                     (2,627)               (10,523)                  (13,150)                   9,993                 28,945      956               1,746               28,490

    Corporate and other                                                          (7,872)                (5,976)                 (13,848)                   3,774                     92    1,513             (1,746)             (10,215)
                                                                                  ------                  ------                   -------                    -----                    ---    -----              ------              -------

    TETRA excluding Maritech                                                    (10,499)                (16,499)                  (26,998)                  13,767                 29,037    2,469                   -              18,275

    Maritech                                                                       (663)                      -                    (663)                       -                   370        -                  -               (293)
                                                                                    ----                     ---                     ----                      ---                   ---      ---                ---                ----

    Total TETRA                                                       $(11,252)                             $90                            $(11,162)                          $(16,499)           $(27,661)                    $13,767           $29,407        $2,469        $  -  $17,982




                                                                                                                                                 Three Months Ended
                                                                                                                                                 ------------------

                                                                                                                                                    June 30, 2016
                                                                                                                           
    Depreciation
                                                               Net       Tax     Income   Impairments  Adjusted  Adjusted        &          Equity      Omnibus    Adjusted
                                                             Income   Provision  (Loss)    & Special    Income   Interest  Amortization     Comp.       Equity      EBITDA
                                                           (Loss), as            Before     Charges     (Loss)   Expense,                  Expense
                                                            reported            Tax, as                 Before   Net (3)
                                                                                Reported                  Tax
                                                                                --------                  ---

                                                                                                                                                   (In Thousands)

    Fluids Division                                                                               $454                               $501                                $955                  $2                       $7,326               $  -          $  -           $8,283

    Production Testing
     Division                                                                    (4,328)                    131                   (4,197)                   (143)                 4,176        -                  -               (164)

    Compression Division                                                         (4,040)                    984                   (3,056)                   8,148                 18,753      825                   -              24,670

    Offshore Services
     Segment                                                                          37                      56                        93                        -                 2,865        -                  -               2,958

    Eliminations and
     other                                                                             3                       -                        3                        -                   (3)       -                  -                   -
                                                                                     ---                     ---                                              ---                   ---      ---                ---                 ---

    Subtotal                                                                     (7,874)                  1,672                   (6,202)                   8,007                 33,117      825                   -              35,747

    Corporate and other                                                         (16,179)                   1,870                  (14,309)                   5,596                    112    5,803                   -             (2,798)
                                                                                 -------                   -----                   -------                    -----                    ---    -----                 ---              ------

    TETRA excluding
     Maritech                                                                   (24,053)                   3,542                  (20,511)                  13,603                 33,229    6,628                   -              32,949

    Maritech                                                                     (3,401)                      -                  (3,401)                      10                    309        -                  -             (3,082)
                                                                                  ------                     ---                   ------                      ---                    ---      ---                ---              ------

    Total TETRA                                                       $(29,224)                          $1,770                            $(27,454)                             $3,542            $(23,912)                    $13,613           $33,538        $6,628        $  -  $29,867


    (1)              Adjusted depreciation & amortization,
                     net, for the three month period
                     ended March 31, 2017 excludes and
                     $0.1 million of certain accretion
                     expense which is included as a
                     special charge.

    (2)              Reimbursement from CCLP under Omnibus
                     Agreement that was or will be
                     settled with common units.

    (3)              Adjusted interest expense, net, for
                     the three month period ended June
                     30, 2016, excludes $0.7 million of
                     interest expense related to CCLP
                     debt refinancing.


    Schedule G: Non-GAAP Reconciliation to TETRA Only Adjusted Free Cash Flow


                                                               Three Months Ended

                                             June 30, 2017                 March 31, 2017               June 30, 2016
                                             -------------                 --------------               -------------

                                                                 (In Thousands)

    Consolidated

    Net cash provided
     (used) by operating
     activities                                               $19,977                                        $(20,538)                   $9,795

    ARO settlements                                     23                                474                                 64

    Capital expenditures,
     net of sales proceeds                        (11,451)                           (4,812)                           (4,732)
                                                   -------                             ------                             ------

    Consolidated adjusted
     free cash flow                                  8,549                           (24,876)                              5,127


    CSI Compressco LP

    Net cash provided by
     operating activities                            9,533                              1,821                             20,469

    Capital expenditures,
     net of sales proceeds                         (4,262)                           (7,215)                           (2,453)
                                                    ------                             ------                             ------

    CSI Compressco free
     cash flow                                       5,271                            (5,394)                            18,016


    TETRA Only

    Net cash provided
     (used) by operating
     activities (1)                                 10,444                           (20,327)                           (10,674)

    ARO settlements                                     23                                474                                 64

    Capital expenditures,
     net of sales proceeds
     (1)                                          (7,189)                               371                            (2,279)
                                                    ------                                ---                             ------

    Free cash flow before
     ARO settlements                                 3,278                           (19,482)                           (12,889)

    Distributions from CSI
     Compressco LP                                   2,812                              5,635                              5,575
                                                     -----                              -----                              -----

    Adjusted free cash
     flow                                            6,090                                    $(13,847)                          (7,314)


    (1)              TETRA only cash from operating
                     activities and capital
                     expenditures, net, for the three
                     months ended March 31, 2017,
                     include the elimination of an
                     intercompany equipment sale of
                     $2.0 million.


    Schedule H: Non-GAAP Reconciliation
     of TETRA Net Debt


    The cash and debt positions of TETRA
     and CSI Compressco LP as of June 30,
     2017, are shown below. TETRA and CSI
     Compressco LP's debt agreements are
     distinct and separate with no cross
     default provisions, no cross
     collateral provisions and no cross
     guarantees. Management believes that
     the most appropriate method to
     analyze the debt positions of each
     company is to view them separately,
     as noted below.


    The following reconciliation of net
     debt is presented as a supplement to
     financial results prepared in
     accordance with GAAP.


                                  June 30, 2017

                   TETRA                CCLP         Consolidated
                   -----                ----         ------------

                                  (In Millions)

    Non-restricted
     cash                   $18.1                    $5.0            $23.1


    Carrying value
     of long-term
     debt:

    Revolver debt
     outstanding      20.6                   222.3            242.9

    Senior Notes
     outstanding     117.0                   287.4            404.4
                     -----                   -----            -----

    Net debt               $119.5                  $504.7           $624.2

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SOURCE TETRA Technologies, Inc.