TETRA Technologies, Inc. Announces Strong Second Quarter Improvements in Revenue and Results

THE WOODLANDS, Texas, Aug. 8, 2019 /PRNewswire/ -- TETRA Technologies, Inc. ("TETRA") (NYSE:TTI) announced consolidated second quarter net loss before discontinued operations of $8.2 million, compared to $18.7 million in the first quarter of 2019 and $12.1 million in the same quarter of last year. Net loss per share before discontinued operations((1)) during the second quarter was $0.06 per share and compared to a net loss per share of $0.09 in the first quarter of this year and a net loss per share of $0.05 in the second quarter of 2018. Adjusted per share((2)) loss in the second quarter before discontinued operations and excluding special items, was a loss of $0.02 and compares to adjusted per share loss of $0.04 in the first quarter and adjusted earnings per share of $0.03 in the second quarter of 2018.

Brady M. Murphy, TETRA's Chief Executive Officer, stated, "I'm very pleased with our second quarter performance. We achieved sequential Adjusted EBITDA((2)) improvement across all three of our segments and record high gross margins and utilization for our compression services equipment since the acquisition of Compressor Systems, Inc. in 2014. In a challenging macro environment we exceeded $50 million of Adjusted EBITDA, the highest Adjusted EBITDA since the third quarter of 2015.

"Consolidated revenue was $289 million in the second quarter, increasing 18% sequentially and was up 11% year on year despite the North America land rig count declining 5% from the second quarter of last year. Adjusted EBITDA of $50 million was up 38% sequentially and 8% from the second quarter of last year.

"Our Completion Fluids & Products Division is experiencing high demand for our services and products in both the Gulf of Mexico and international offshore markets, with meaningful pricing improvements as reflected in our $14.6 million net income before taxes and 22.4% Adjusted EBITDA as a percent of revenue, which is up sequentially by 560 basis points. During the second quarter we signed a contract to provide TETRA CS Neptune® completion fluids for a deepwater Gulf of Mexico project, with the project expected to be completed towards the end of the third quarter. Furthermore, working with Halliburton and through some of our own initiatives we have been technically qualified or are in the process of qualifying TETRA CS Neptune® completion fluids with six major operators for future projects.

"Water & Flowback Services net income before taxes was $2.5 million. Adjusted EBITDA as a percent of revenue improved sequentially to 14.9% on slightly lower revenue from the first quarter of 2019, as we continue to focus on integrated projects utilizing our automation capabilities. We are also expanding our first large water treatment and recycling facility in the Permian Basin to be able to treat up to 100,000 barrels per day, up from current capacity of 60,000 barrels per day.

"Compression revenue increased sequentially on much higher new equipment shipments and stronger after-market services. Compression services gross margins and utilization were at record highs since the acquisition of Compressor Systems, Inc., driven by increased prices, higher utilization of equipment, cost actions and the deployment of new service equipment at much higher pricing. The overall fundamentals for the Compression business have not changed and the Compression segment remains one of the strongest segments in the industry."

Operating Segments

Completion Fluids & Products

Completion Fluids & Products revenue was $79.8 million in the second quarter of 2019, an increase of 30% from the first quarter of 2019 on stronger offshore fluids sales in the Gulf of Mexico and Eastern Hemisphere, in addition to the seasonally strong Northern Europe industrial chemicals business. Completion Fluids & Products income before taxes was $14.6 million, or 18.3% of revenue. Adjusted EBITDA of $17.9 million increased by $7.5 million sequentially and was 22.4% of revenue. The improvements also included a small amount of TETRA CS Neptune® completion fluids revenue.

Water and Flowback Services

Water & Flowback Services second quarter 2019 revenue decreased 7% sequentially to $73.1 million. Income before taxes was $2.5 million, or 3.4% of revenue. However, Adjusted EBITDA increased 8% sequentially to $10.9 million, despite the sequential revenue drop. Adjusted EBITDA as a percent of revenue improved to 14.9% in the second quarter of 2019 from 12.8% in the first quarter driven by our transition towards integrated projects with automation and a reduction in the first quarter transition costs from smaller independents to major operators. In addition to a ramp up in the recycling projects, we successfully launched our second generation sand cyclone equipment and technology during the second quarter, which is designed to achieve more than 85% sand recovery efficiency. Early results indicate that in some cases, we are able to achieve up to 95% sand recovery efficiencies with this technology. Our new automated de-sanding unit and technology is currently seeing good results in field trials and we expect to launch this technology shortly as well.

Compression

Second quarter Compression revenue increased 31% from the first quarter of 2019, to $136 million, and was 36% above the second quarter of last year. Compression services gross margins were 52.7%, up 450 basis points from the first quarter of 2019 and overall fleet utilization was 89.1%, both of which are the highest since the acquisition of Compressor System, Inc. As of June 30, 2019, total active operating horsepower was 1,029,045, a sequential improvement of over 11,500 horsepower. In the second quarter we also took an impairment charge to write-off 441 low horsepower GasJack units with a total of 20,286 horsepower, which we have decided to dispose. That impairment is reflected in our compression services fleet's horsepower and utilization metrics. Compression net loss before taxes was $3.5 million, an improvement from the net loss of $7.8 million in first quarter of 2019. Second quarter 2019 Adjusted EBITDA of $32.8 million increased 26% from the first quarter of 2019 primarily due to higher new equipment sales and aftermarket activity. We received new equipment orders of $18 million in the second quarter of 2019, up from $11 million in the first quarter of this year. New equipment sales backlog decreased to $60 million at June 30, 2019 from $94 million at the end of the previous quarter.

A summary of key financial metrics for the second quarter is as follows:



       
              
          
     Second Quarter 2019 Results


                                                            
       
              
                Three Months Ended


                                                 June 30,                                                 March 31,            June 30,
                                                     2019                                         2019                   2018



                                                             
       (In Thousands, Except per Share Amounts)



       Revenue                                           $
       288,796                                              $
     243,728                      $
     260,072


        Loss before
         discontinued
         operations                               (8,201)                                      (18,674)                        (12,132)


        Adjusted EBITDA
         before
         discontinued
         operations (2)                            50,084                                         36,331                           46,285


        GAAP EPS before
         discontinued
         operations
         attributable to
         TETRA
         stockholders                              (0.06)                                        (0.09)                          (0.05)


        Adjusted EPS
         attributable to
         TETRA
         stockholders (2)                          (0.02)                                        (0.04)                            0.03


        GAAP net cash
         provided (used)
         by operating
         activities                                30,965                                          7,412                           19,134


        TETRA only
         adjusted free
         cash flow from
         continuing
         operations (2)                            $3,117                             $
            (34,920)                                  $
     18,018

    ---




              (1)              Refers to net loss per share before
                                  discontinued operations
                                  attributable to TETRA
                                  stockholders.



              (2)              These financial measures are not in
                                  accordance with generally accepted
                                  accounting principles in the
                                  United States ("GAAP"). Please see
                                  Schedules E, F, G, H, I and J for
                                  reconciliations of these non-GAAP
                                  financial measures to the most
                                  directly comparable GAAP measure.)

Free Cash Flow and Balance Sheet

Consolidated cash provided from operating activities for the second quarter was $31.0 million. TETRA only adjusted free cash flow from continuing operations in the second quarter was $3.1 million and compares to a use of cash of $34.9 million in first quarter of 2019 (see Schedules I and J for a reconciliation of these non-GAAP financial measures). We have historically consumed cash in the first quarter of the year and have generated cash in the second half of the year, reflecting the seasonality of some of our businesses. We continue to believe that TETRA only adjusted free cash flow from continuing operations will be positive for the full year and above last year's levels. Consolidated net debt was $830 million, while TETRA only net debt was $200 million (see Schedule H for a reconciliation of these non-GAAP financial measures). At the end of the second quarter of 2019, TETRA only non-restricted cash was $22 million.

Special items

Special items in the second quarter, including Discontinued Operations are detailed on Schedule F, and include the following:

    --  $2.3 million non-cash expense related to an impairment of low horsepower
        compression equipment to be disposed of
    --  $1.8 million expense related to the retirement of our prior CEO
    --  $1.5 million non-cash income for TETRA stock warrant fair value
        adjustment
    --  $0.5 million expense related to the cash redemption of CSI Compressco's
        Series A Convertible Preferred Units
    --  $0.4 million non-cash income for the fair value adjustment of the
        SwiftWater earn-out obligation
    --  $0.1 million non-cash expense for the fair value adjustment of CSI
        Compressco's Series A Convertible Preferred Units
    --  $0.2 million expense for other charges

Additionally, a normalized tax rate of 21% is reflected in Adjusted Net Income, as shown on Schedule F.

Conference Call

TETRA will host a conference call to discuss these results today, August 8, 2019, at 10:30 a.m. EST. The phone number for the call is 1-888-347-5303. 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 10127860, for one week following the conference call and the archived webcast call will be available through the Company's website for 30 days following the conference call.

Investor Contact

For further information: Elijio Serrano, CFO, TETRA Technologies, Inc., The Woodlands, Texas, Phone: 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: Statement Regarding Use of Non-GAAP Financial Measures
Schedule F: Special Items
Schedule G: Non-GAAP Reconciliation to GAAP Financials
Schedule H: Non-GAAP Reconciliation of TETRA Net Debt
Schedule I: Non-GAAP Reconciliation to TETRA Only Adjusted Free Cash Flow
Schedule J: Non-GAAP Reconciliation to TETRA Only Adjusted Free Cash Flow From Continuing Operations

Company Overview and Forward-Looking Statements

TETRA Technologies, Inc. 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, and compression services and equipment. 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," "expectation," "expect," "intend," "estimate," "projects," "anticipate," "believe," "assume," "could," "should," "plans," "targets" or similar expressions that convey the uncertainty of future events, activities, expectations or outcomes identify forward-looking statements that the Company intends to be included within the safe harbor protections provided by the federal securities laws. These forward-looking statements include statements concerning the anticipated recovery of the oil and gas industry, expected benefits from the acquisition of SwiftWater Energy Services and expected results of operational business segments for 2019, including levels of CSI Compressco's 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. Investors are cautioned that any such statements are not guarantees of future performances or results and that actual results or developments may differ materially from those projected in the forward-looking statements. Some of the factors that could affect actual results are described in the section titled "Risk Factors" contained in the Company's Annual Reports on Form 10-K, as well as other risks identified from time to time in its reports on Form 10-Q and Form 8-K filed with the Securities and Exchange Commission.



       
                Schedule A: Consolidated Income Statement (Unaudited)




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


                                            2019                                        2018                           2019                2018

                                                                                                                                         ---

                                                              
              (In Thousands, Except per Share Amounts)



       Revenues                                   $
              288,796                                        $
         260,072                                     $
         532,524      $
         459,453




        Cost of sales,
         services, and rentals           206,302                                       183,292                                   383,046                                 328,249


        Depreciation,
         amortization, and
         accretion                        31,817                                        28,979                                    62,445                                  55,420


        Impairments and other
         charges                           2,311                                                                                  2,457



        Total cost of revenues           240,430                                       212,271                                   447,948                                 383,669



        Gross profit                      48,366                                        47,801                                    84,576                                  75,784




        General and
         administrative
         expense                          36,295                                        33,617                                    70,572                                  64,420


        Interest expense, net             18,529                                        18,379                                    36,908                                  33,352


        Warrants fair value
         adjustment (income)
         expense                         (1,520)                                        2,195                                   (1,113)                                    201


        CCLP Series A
         Preferred Units fair
         value adjustment
         (income) expense                    146                                         (512)                                    1,309                                     846


        Other (income)
         expense, net                        627                                         3,808                                     (324)                                  6,584



        Loss before taxes and
         discontinued
         operations                      (5,711)                                      (9,686)                                 (22,776)                               (29,619)


        Provision for income
         taxes                             2,490                                         2,446                                     4,099                                   3,570



        Loss before
         discontinued
         operations                      (8,201)                                     (12,132)                                  (26,875)                               (33,189)



       Discontinued operations:


        Loss from discontinued
         operations (including
         2018 loss on disposal
         of $31.5 million),
         net of taxes                      (345)                                         (21)                                    (771)                               (41,727)




       Net loss                         (8,546)                                     (12,153)                                  (27,646)                               (74,916)


        Less: loss
         attributable to
         noncontrolling
         interest                          1,633                                         6,188                                     9,895                                  15,303



        Net loss attributable
         to TETRA stockholders                     $
              (6,913)                                       $
         (5,965)                                   $
         (17,751)    $
         (59,613)





                                                     Basic per share information:

    ---

        Loss before
         discontinued
         operations
         attributable to TETRA
         stockholders                               $
              (0.06)                                        $
         (0.05)                                     $
         (0.13)      $
         (0.14)


        Loss from discontinued
         operations
         attributable to TETRA
         stockholders                                 $
              0.00                                           $
         0.00                                      $
         (0.01)      $
         (0.33)



        Net loss attributable
         to TETRA stockholders                      $
              (0.06)                                        $
         (0.05)                                     $
         (0.14)      $
         (0.47)



        Weighted average
         shares outstanding              125,612                                     122,474                        125,646                          125,553

                                                                                                                                                      ===



                                                     Diluted per share information:

    ---

        Loss before
         discontinued
         operations
         attributable to TETRA
         stockholders                               $
              (0.06)                                        $
         (0.05)                                     $
         (0.13)      $
         (0.14)


        Loss from discontinued
         operations
         attributable to TETRA
         stockholders                                 $
              0.00                                           $
         0.00                                      $
         (0.01)      $
         (0.33)



        Net loss attributable
         to TETRA stockholders                      $
              (0.06)                                        $
         (0.05)                                     $
         (0.14)      $
         (0.47)



        Weighted average
         shares outstanding              125,612                                       122,474                        125,646                          125,553



       
                Schedule B: Financial Results By Segment (Unaudited)(1)




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


                                           2019                               2018                    2019                         2018

                                                                                                                                 ---

                                                                            
              (In Thousands)


                                    Revenues by segment:

    ---

        Completion Fluids &
         Products Division                         $
              79,767                                        $
        76,556                        $
         141,348     $
          129,660


        Water & Flowback
         Services Division               73,124                                         83,646                                 151,802                   144,721


        Compression Division            135,905                                         99,924                                 239,374                   185,346


        Eliminations and
         other                                -                                          (54)                                                           (274)



        Total revenues                            $
              288,796                                       $
        260,072                        $
         532,524     $
          459,453





                                    Gross profit (loss) by segment:

    ---

        Completion Fluids &
         Products Division                         $
              19,809                                        $
        14,396                         $
         30,472      $
          21,082


        Water & Flowback
         Services Division                7,490                                         18,631                                  16,341                    30,035


        Compression Division             21,235                                         14,933                                  38,094                    24,973


        Corporate overhead
         and eliminations                 (168)                                         (159)                                  (331)                    (306)



        Total gross profit                         $
              48,366                                        $
        47,801                         $
         84,576      $
          75,784





                                    Income (loss) before taxes by segment:

    ---

        Completion Fluids &
         Products Division                         $
              14,614                                         $
        9,981                         $
         20,800      $
          12,430


        Water & Flowback
         Services Division                2,460                                          8,311                                   4,691                    14,859


        Compression Division            (3,483)                                       (8,655)                               (11,284)                 (22,673)


        Corporate overhead
         and eliminations              (19,302)                                      (19,323)                               (36,983)                 (34,235)



        Total income (loss)
         before taxes                             $
              (5,711)                                      $
        (9,686)                      $
         (22,776)    $
         (29,619)

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



              (1)              Excludes discontinued operations



       
                Schedule C: Consolidated Balance Sheet (Unaudited)




                                                                        June 30, 2019                                   December 31, 2018

                                                                                                             ---

                                                                 
              (In Thousands)


                                                     Balance Sheet:

    ---

        Cash (excluding
         restricted cash)                                                                  $
         25,979             $
              40,038


        Accounts
         receivable, net                                                      195,424                     187,592


        Inventories                                                           138,424                     143,571


        Assets of
         discontinued
         operations                                                                 -                      1,354


        Note receivable,
         including
         accrued interest                                                       7,627                       7,544


        Other current
         assets                                                                25,392                      20,592


        PP&E, net                                                             860,435                     853,931


        Operating lease
         right-of-use
         assets                                                                57,924


        Other assets                                                          127,981                     130,905



        Total assets                                                                    $
         1,439,186          $
              1,385,527





        Liabilities of
         discontinued
         operations                                                                         $
         2,510              $
              4,145


        Other current
         liabilities                                                          204,952                     196,206


        Long-term debt
         (1)                                                                 856,482                     815,560


        Long-term
         portion of asset
         retirement
         obligations                                                           12,468                      12,202


        CCLP Series A
         Preferred                                                              7,894                      27,019


        Warrants
         liability                                                                960                       2,073


        Operating lease
         liabilities                                                           47,398


        Other long-term
         liabilities                                                           11,831                      15,573



       Equity                                                                294,691                     312,749



        Total liabilities
         and equity                                                                     $
         1,439,186          $
              1,385,527




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

Schedule D: Long-Term Debt (Unaudited)

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


                                                    June 30, 2019                                        December 31, 2018



                                                   
              (In Thousands)


                              TETRA

    ---

        Asset-Based Credit
         Agreement                                                             $
      18,507         
     $


        Term Credit Agreement                             203,602                         182,547


        TETRA total debt                                  222,109                         182,547


        Less current portion


                              TETRA total long-
                               term debt                            $
           
        222,109             $
             
             182,547





                              CSI Compressco LP

    ---

        CCLP Credit Agreement


        7.25% Senior Notes                                290,615                         289,797


        7.50% Senior Secured
         Notes                                            343,758                         343,216




       Total debt                                        634,373                         633,013


        Less current portion



                              CCLP total long-term
                               debt                                 $
           
        634,373             $
             
             633,013



                              Consolidated total
                               long-term debt                       $
           
        856,482             $
             
             815,560

Schedule E: Statement Regarding Use of Non-GAAP Financial Measures

In addition to financial results determined in accordance with GAAP, this press release may include the following non-GAAP financial measures for the Company: net debt; adjusted consolidated and segment income (loss) before taxes and special charges; adjusted diluted earnings (loss) per share before discontinued operations; consolidated and segment adjusted EBITDA; and TETRA only adjusted free cash flow and TETRA only free cash flow from continuing operations; and segment adjusted EBITDA as a percent of revenue. 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 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 before discontinued operations 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 before discontinued operations (and Adjusted EBITDA before discontinued operations as a percent of revenue) is defined as earnings before interest, taxes, depreciation, amortization, impairments and certain non-cash charges and non-recurring adjustments. Adjusted EBITDA before discontinued operations (and Adjusted EBITDA before discontinued operations 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 a non-GAAP measure that the Company defines 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. TETRA only adjusted free cash flow from continuing operations is defined as TETRA only adjusted free cash flow less discontinued operations EBITDA and discontinued operations capital expenditures. 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.

TETRA only adjusted free cash flow and TETRA only adjusted free cash flow from continuing operations do not necessarily imply residual cash flow available for discretionary expenditures, as they exclude cash requirements for debt service or other non-discretionary expenditures that are not deducted.

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 F: Special Items (Unaudited)


                                                                                                             
           
                
                  Three Months Ended



                                                                                                               
           
                
                  June 30, 2019



                                                                      IncCome (loss)               Provision                          Noncont.                                   Net Income      Diluted EPS
                                                         before taxes                (Benefit) for                Interest                                          Attributable
                                                              and                         Tax                                                                         to TETRA
                                                         discontinued                                                                                               Stockholders
                                                          operations



                                                                                                                
           (In Thousands, Except per Share Amounts)



      Income (loss)
       attributable to TETRA
       stockholders,
       excluding special
       items and discontinued
       operations                                                                               $
       (2,545)                                                                                  $
           (530)                   $
       (11)           $
     (2,004) $
     (0.02)


      Stock Warrant fair
       value adjustment                                                        1,520                                                        319                                                                        1,201                  0.01


      Convertible Series A
       preferred fair value
       adjustments                                                             (146)                                                      (35)                                                          (74)          (37)               (0.00)


      5% Cash Redemption on
       CCLP Series A
       Preferred                                                               (546)                                                     (115)                                                         (278)         (153)               (0.00)


      SwiftWater Earnout
       adjustment                                                                400                                                         84                                                                          316                  0.00


      Lee Plant Facility
       Vandalism                                                                 289                                                         61                                                                          228                  0.00


      CEO Retirement                                                         (1,843)                                                     (387)                                                                     (1,456)               (0.01)


      Transaction Expense                                                      (376)                                                      (79)                                                         (168)         (129)               (0.00)


      Inventory Adjustment                                                     (153)                                                      (32)                                                          (68)          (53)               (0.00)


      Impairments and other
       charges                                                               (2,311)                                                     (485)                                                       (1,034)         (792)               (0.01)


      Effect of deferred tax
       valuation allowance
       and other related tax
       adjustments                                                                                     3,689                                                                                          (3,689)        (0.03)



      Net income (loss)
       before discontinued
       operations                                                            (5,711)                                                     2,490                                                        (1,633)       (6,568)               (0.06)



      Loss from discontinued
       operations                                                                                                                                                                     (345)                   0.00



      Net Income (loss)
       attributable to TETRA
       stockholders, as
       reported                                                                                                                                                                             $
           (6,913)                 $
       (0.06)


                                                                                
           
                
                  Three Months Ended



                                                                                  
           
                
                  March 31, 2019


                                          Income (loss)               Provision                          Noncont.                                   Net Income     Diluted EPS
                             before taxes               (Benefit) for                Interest                                          Attributable
                                  and                        Tax                                                                         to TETRA
                             discontinued                                                                                              Stockholders
                              operations



                                                                                   
           (In Thousands, Except per Share Amounts)


     Income (loss)
      attributable to TETRA
      stockholders,
      excluding special
      items and discontinued
      operations                                                  $
       (14,841)                                                                                 $
         (3,324)                   $
      (6,472)          $
     (5,045) $
     (0.04)


     Stock Warrant fair
      value adjustment                            (407)                                                      (85)                                                                        (322)                0.00


     Convertible Series A
      preferred fair value
      adjustments                               (1,163)                                                     (244)                                                      (1,333)             414                 0.00


     5% Cash Redemption on
      CCLP Series A
      Preferred                                   (372)                                                      (78)                                                        (457)             163                 0.00


     SwiftWater Earnout
      adjustment                                    400                                                         84                                                                           316                 0.00


     Lee Plant Facility
      Vandalism                                   (536)                                                     (113)                                                                        (423)                0.00


     Impairments and other
      charges                                     (146)                                                      (31)                                                                        (115)                0.00


     Effect of deferred tax
      valuation allowance
      and other related tax
      adjustments                                                                                           5,400                                                                       (5,400)              (0.04)


     Net income (loss)
      before discontinued
      operations                               (17,065)                                                     1,609                                                       (8,262)        (10,412)              (0.09)



     Loss from discontinued
      operations                                                                                                                                         (426)                  (0.00)



     Net Income (loss)
      attributable to TETRA
      stockholders, as
      reported                                                                                                                                                 $
         (10,838)                    $
      (0.09)


                                                                               
             
               
                  Three Months Ended



                                                                                 
             
                
                  June 30, 2018


                                         Income (loss)               Provision                       Noncont.                                   Net Income    Diluted EPS
                            before taxes               (Benefit) for              Interest                                         Attributable
                                 and                        Tax                                                                      to TETRA
                            discontinued                                                                                           Stockholders
                             operations



                                                                                 
             (In Thousands, Except per Share Amounts)


     Income (loss)
      attributable to TETRA
      stockholders,
      excluding unusual
      charges                                                     $
       (3,620)                                                                             $
           (343)                     $
     (6,593)           $
     3,316 $
     0.03


     Severance expense                            (43)                                                    (9)                                                         (9)              (25)                0.00


     Stock warrant fair
      value adjustment                         (2,195)                                                  (461)                                                                       (1,734)              (0.01)


     Convertible Series A
      preferred fair value
      adjustments                                  512                                                     108                                                          414               (10)                0.00


     Transaction costs                            (40)                                                    (8)                                                                          (32)                0.00


     SwiftWater Earnout
      Adjustment                               (4,300)                                                  (903)                                                                       (3,397)              (0.03)


     Effect of deferred tax
      valuation allowance
      and other related tax
      adjustments                                                                                       4,062                                                                        (4,062)              (0.03)



     Net income (loss)
      before discontinued
      operations                               (9,686)                                                  2,446                                                      (6,188)           (5,944)              (0.05)



     Loss from Discontinued
      Operations                                                                                                                                      (21)                  0.00



     Net Income (loss)
      attributable to TETRA
      stockholders, as
      reported                                                                                                                                     (5,965)                       $
      (0.05)

()



     
                Schedule G: Non-GAAP Reconciliation to GAAP Financials (Unaudited)
          
                  
                  *




                                                                                                                                                                             
       
                
                  Three Months Ended



                                                                                                                                                                               
       
                
                  June 30, 2019


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

                                                                                                                                                                                                                                                                        ---

                                                                                                                                                                                      
              (In Thousands)


      Completion Fluids & Products Division                                                                                         $
              14,614                            $
              (289)                                                       $
              14,325                $
      (157)                             $
      3,723              
      $                 $
        17,891


      Water & Flowback Services Division                                                                                    2,460                                     (400)                   2,060                                                  (8)                            8,871                                 10,923



     Compression Division                                                                                                (3,483)                                    3,607                      124                                               12,998                            19,054          590                     32,766



     Eliminations and other                                                                                                    1                                                                 1                                                                                   (3)                                   (2)




     Subtotal                                                                                                             13,592                                     2,918                   16,510                                               12,833                            31,645          590                     61,578



     Corporate and other                                                                                                (19,303)                                      268                 (19,035)                                               5,696                               172        1,673                   (11,494)



                                  TETRA excluding
                                   Discontinued Operations                             $
        
                (8,201)                                        $
     
              2,490                             $
              
                (5,711)                                     $
     
       3,186                $
      
      (2,525)                     $
     
     18,529       $
     
     31,817 $
         
           2,263 $
     
     50,084




                                                                                                                                                                               
       
                
                  March 31, 2019


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

                                                                                                                                                                                                                                                                        ---

                                                                                                                                                                                      
              (In Thousands)


      Completion Fluids & Products Division                                                                                          $
              6,186                              $
              683                                                         $
              6,869                $
      (179)                             $
      3,665              
      $                 $
        10,355


      Water & Flowback Services Division                                                                                    2,231                                     (400)                   1,831                                                    4                             8,267                                 10,102



     Compression Division                                                                                                (7,801)                                    1,610                  (6,191)                                              13,213                            18,532          365                     25,919



     Eliminations and other                                                                                                    6                                                                 6                                                  (1)                              (4)                                     1




     Subtotal                                                                                                                622                                     1,893                    2,515                                               13,037                            30,460          365                     46,377



     Corporate and other                                                                                                (17,687)                                      331                 (17,356)                                               5,342                               168        1,800                   (10,046)



                                  TETRA excluding
                                   Discontinued Operations                            $
        
                (18,674)                                        $
     
              1,609                            $
              
                (17,065)                                     $
     
       2,224               $
      
      (14,841)                     $
     
     18,379       $
     
     30,628 $
         
           2,165 $
     
     36,331


                                                                                                                                                   
       
              
                  Three Months Ended



                                                                                                                                                     
       
               
                  June 30, 2018


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



                                                                                                                                                           
             (In Thousands)


      Completion Fluids &
       Products Division                                                                                       $
              9,981                   
       $                                                                                           $
      9,981                $
       (131)                 $
      3,875 
     $                        $
     13,725


      Water & Flowback
       Services Division                                                                               8,311                                 4,330                     12,641                                                 (1)                        7,497                           20,137


      Compression Division                                                                           (8,655)                                (499)                   (9,154)                                             13,634                        17,448     496                    22,424


      Eliminations and other                                                                               4                                                               4                                                                              (5)                             (1)




     Subtotal                                                                                         9,641                                 3,831                     13,472                                              13,502                        28,815     496                    56,285


      Corporate and other                                                                           (19,327)                                2,236                   (17,091)                                              4,877                           164   2,050                  (10,000)



                             TETRA excluding
                              Discontinued Operations               $
       
                (12,132)                                   $
     
           2,446                              $
              
                (9,686)                                $
     
        6,067           $
     
        (3,619)            $
     
        18,379     $
     
     28,979 $
     
     2,546           $
     
     46,285

               *Excludes the impact from
                discontinued operations.

Schedule H: Non-GAAP Reconciliation of TETRA Net Debt (Unaudited)

The cash and debt positions of TETRA and CSI Compressco LP as of June 30, 2019, 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, 2019


                                        TETRA                                          CCLP                  Consolidated



                                         
            (In Millions)



     Non-restricted cash                      $
              21.7                     $
           4.3        $
      26.0





     Carrying value of long-term debt:



     Asset-Based Credit Agreement       18.5                                                     18.5



     Term Credit Agreement             203.6                                                    203.6



     Senior Notes outstanding                                              634.4                634.4




     Net debt                                $
              200.4                   $
           630.1       $
      830.5

()


                  Schedule I: Non-GAAP Reconciliation to TETRA Only Adjusted Free Cash Flow (Unaudited)
                         
                  
                    *




                                                                                    
              
                
                 Three Months Ended


                                                                          June 30, 2019                                                      March 31, 2019                          June 30, 2018

                                                                                                                                                                    ---

                                                                                                    
             (In Thousands)


                                 Consolidated


     Net cash provided
      (used) by operating
      activities                                                                           $
              30,965                                                  $
        7,412                            $
        19,134


     ARO settlements                                                                  -


     Capital expenditures,
      net of sales proceeds                                                    (27,345)                                    (32,045)                                        (38,318)



     Consolidated adjusted
      free cash flow                                                                        $
              3,620                                               $
        (24,633)                         $
        (19,184)




                                 CSI Compressco LP


     Net cash provided
      (used) by operating
      activities                                                                            $
              8,710                                                 $
        31,632                           $
        (3,908)


     Capital expenditures,
      net of sales proceeds                                                    (16,434)                                    (23,152)                                        (30,223)



     CSI Compressco free
      cash flow                                                                           $
              (7,724)                                                 $
        8,480                          $
        (34,131)




                                 TETRA Only


     Cash from operating
      activities                                                                           $
              22,255                                               $
        (24,220)                           $
        23,042


     ARO settlements                                                                  -


     Investment in CCLP
      Compressors                                                               (8,740)                                     (2,402)


     Capital expenditures,
      net of sales proceeds                                                    (10,911)                                     (8,893)                                        (8,095)



     Free cash flow before
      ARO settlements                                                             2,604                                     (35,515)                                          14,947


     Distributions from CSI
      Compressco LP                                                                 168                                          169                                           2,992



     Adjusted TETRA only
      free cash flow                                                                        $
              2,772                                               $
        (35,346)                           $
        17,939



               *Includes the impact from
                discontinued operations.  See
                schedule J to exclude the
                impact from discontinued
                operations.



     
                Schedule J: Non-GAAP Reconciliation to TETRA Only Adjusted Free Cash Flow From Continuing Operations (Unaudited)




                                                                                                                                                  Three Months Ended



                                                                                                                                                 Jun 30, 2019        Mar 31, 2019       Jun 30, 2018

                                                                                                                                                                                                 ---



                                                                                                                                    
     (In Thousands)



     
                
                  TETRA Only



     Cash from operating activities                                                                                                                  $22,255            $(24,220)            $23,042





     Less: Discontinued operations operating activities (adjusted EBITDA)                                                                              (345)               (426)               (21)





     Cash from continued operating activities                                                                                                         22,600             (23,794)             23,063





     Less: Continuing operations capital expenditures                                                                                               (10,911)             (8,893)            (8,037)



     Less: Investment in CCLP Compressors                                                                                                            (8,740)             (2,402)  
     __





     Plus: Distributions from CSI Compressco LP                                                                                                          168                  169               2,992





     TETRA only adjusted free cash flow from continuing operations                                                                                    $3,117            $(34,920)            $18,018

                                                                                                                                                                                                 ---

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SOURCE TETRA Technologies, Inc.