-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ACqTSpaq1Rw8hN4uD+pQddecvW4m85ppVp07mv1F538ax+e4gfI8L+/Pf3OO94Mq KzQ6CStersV8NSdI+B16rw== 0000844965-05-000019.txt : 20050427 0000844965-05-000019.hdr.sgml : 20050427 20050427092110 ACCESSION NUMBER: 0000844965-05-000019 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050427 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050427 DATE AS OF CHANGE: 20050427 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TETRA TECHNOLOGIES INC CENTRAL INDEX KEY: 0000844965 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 742148293 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13455 FILM NUMBER: 05774726 BUSINESS ADDRESS: STREET 1: 25025 I-45N CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 2813671983 MAIL ADDRESS: STREET 1: 25025 I-45 NORTH CITY: THE WOODLANDS STATE: TX ZIP: 77380 8-K 1 tti8k1q042705.htm FORM 8-K TETRA Feb 25 8-K

 


UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (date of earliest event reported): April 27, 2005

 

 

TETRA Technologies, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware
1-13455
74-2148293
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification Number)

 

25025 Interstate 45 North, Suite 600

The Woodlands, Texas 77380

(Address of Principal Executive Offices and Zip Code)

 

(281) 367-1983

(Registrant's Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


Item 2.02. Results of Operations and Financial Condition.

On April 27, 2005, TETRA Technologies, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter of 2005. The press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information furnished in this Item 2.02 and Exhibit 99.1 to this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

Exhibit Number
Description

99.1

 

Press Release, dated April 27, 2005, issued by TETRA Technologies, Inc.

 

 

Page 1


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

TETRA Technologies, Inc.

By: /s/Geoffrey M. Hertel

Geoffrey M. Hertel

President & Chief Executive Officer

Date: April 27, 2005

 

 

 

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EXHIBIT INDEX

 

Exhibit Number
Description

99.1

 

Press Release, dated April 27, 2005, issued by TETRA Technologies, Inc.

 

 

Page 3


 

 

 

EX-99 2 exhibit991.htm EXHIBIT 99.1 Exhibit 99.1

 

Exhibit 99.1

For Immediate Release

TETRA TECHNOLOGIES, INC.'S

FIRST QUARTER 2005 EARNINGS PER SHARE TRIPLE

COMPARABLE 2004 EARNINGS

 

April 27, 2005 (The Woodlands, Texas), TETRA Technologies, Inc. (“TETRA” or the “Company”) (NYSE:TTI) today announced that its first quarter 2005 earnings were $0.24 per share, tripling the $0.08 per share ($0.07 per share including the loss from discontinued operations) reported in the first quarter of 2004. All financial data in this release are reported in U.S. dollars, and all per share amounts are fully diluted.

Consolidated revenues for the quarter ended March 31, 2005 were $118,476,000 versus the $69,961,000 reported in the first quarter of 2004. Total gross profit was $26,731,000 (22.6% gross profit margin) in the first quarter of 2005 versus $14,849,000 (21.2% gross profit margin) in the first quarter of 2004. Income before discontinued operations was $5,714,000 in the first quarter of 2005 and $1,896,000 in the comparable period of 2004. Net income was $5,713,000 in 2005’s first quarter versus $1,768,000 in 2004’s first quarter.

Consolidated results per share from continuing operations for the first quarter of 2005 were earnings of $0.24 with 23,908,000 weighted average diluted common shares outstanding versus $0.08 with 23,710,000 weighted average diluted common shares outstanding in the first quarter of 2004.

Divisional pretax earnings from continuing operations in the first quarter of 2005 versus the first quarter of 2004 were: Fluids – $5,698,000 in 1Q 2005 and $3,878,000 in 1Q 2004; Well Abandonment & Decommissioning (WA&D) – $4,599,000 in 1Q 2005 and $363,000 in 1Q 2004; and, Production Enhancement (previously Testing & Services) – $5,378,000 in 1Q 2005 and $2,204,000 in 1Q 2004.

Financial data relating to net income, as well as discontinued operations, are available in the accompanying exhibit to this press release.

Geoffrey M. Hertel, President & Chief Executive Officer, stated, “The strength of the quarter reflects the combination of an improving market for our products and services, coupled with added profits from our recent acquisitions. All three of our operating divisions experienced dramatic pretax earnings improvement from operations versus 2004: Fluids, up approximately 47%; WA&D, up approximately 1,167%; and, Production Enhancement, up about 144%.

“In Fluids, both volumes and pricing increased versus first quarter 2004 levels. These increases, coupled with the addition of profits from TCE, were the prime factors contributing to the quarterly improvement. The WA&D Division’s dramatic gains are reflective of the improved position of this Division in 2005 over 2004. Two main factors contributed to this improvement: non-seasonal demand for decommissioning work, and a profitable Inland Waters business unit. These higher earnings are even more

 


impressive when you consider that Maritech’s earnings in the 2005 quarter were well below last year’s first quarter. During the first quarter of 2005, Maritech wrote off its interest in a Gulf of Mexico field, charging $1.9 million against earnings. Partially offsetting this was the sale of an ownership interest in another property, for a $0.5 million gain. The net resulting loss of about $1.4 million is approximately equal to $0.04 per share, after tax. In Production Enhancement, the primary factor leading to the earnings improvement was the contribution from Compressco.

“For the quarter, we recorded $1,025,000 of “other income.” This line item includes, among other things, our equity earnings in TCE’s joint venture and the gain from the sale of property interests by Maritech. We anticipate “other income” will continue to show profits from TCE’s joint venture throughout the year, as well as periodic sales of property interests by Maritech.

“Looking forward, we believe the strength from our first quarter is an indicator of what is to come in the remainder of 2005. In Fluids, both volumes and margins should increase with activity. During early 2005, we have continually experienced escalating costs for our brominated fluids. We anticipate that recent price increases will help to offset these costs and allow margins to return to more normal levels, for much of the remainder of the year. In WA&D, a combination of factors should benefit the next few quarters: recent contract awards and transactions that should allow us to reach or exceed budgeted levels of work for our offshore abandonment and decommissioning components in 2005; recent additions to Maritech’s production from reworked and newly drilled wells; and continued profitability from our Inland Waters business unit. For the remainder of 2005, we believe our Production Enhancement Division should enjoy increased profitability as our testing business continues to gain strength and Compressco continues its expansion.

“At the present time, we see no reason to modify the $1.30 – $1.60 per share estimated earnings range established by us in January. However, due to the factors enumerated above, we feel very secure in this range.

“We are aggressively adding capital to our growing businesses. Even with those expenditures, cash generation from our businesses allowed us to reduce our debt by approximately $11.5 million during the quarter, to about $132.2 million,” concluded Hertel.

TETRA is an oil and gas services company, including an integrated calcium chloride and brominated products manufacturing operation that supplies feedstocks to energy markets, as well as other markets.

This press release includes certain statements that are deemed to be forward-looking statements. These 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 and that

Page 2


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 “Certain Business Risks” contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2004.

 

 

Three Months Ended March 31,

 
 

2005

2004

 
 

(In Thousands)

 

Revenues

Fluids Division

$52,058

$33,998

WA&D Division

42,205

22,756

Production Enhancement Division

24,276

13,319

Eliminations and other

(63

)

(112

)

Total revenues

118,476

69,961

 

Gross Profit

Fluids Division

10,113

7,387

WA&D Division

8,054

3,717

Production Enhancement Division

8,568

3,756

Eliminations and other

(4

)

(11

)

Total gross profit

26,731

14,849

 

General and administrative expense

17,559

11,934

Operating income

9,172

2,915

 

Interest expense (income), net

1,473

(94

)

Other expense (income)

(1,025

)

47

 

**Income before taxes and discontinued operations (A)

8,724

2,962

 

Provision for income taxes

3,010

1,066

 

Income before discontinued operations

5,714

1,896

 

Discontinued operations:

Loss from discontinued operations, net of taxes (A)

(1

)

(128

)

 

Net income

$5,713

$1,768

 

**Income before taxes and discontinued operations

       

Fluids Division

$5,698

$3,878

 

WA&D Division

4,599

363

 

Production Enhancement Division

5,378

2,204

 

Corporate overhead (includes interest expense)

(6,951

)

(3,483

)

Total

$8,724

 

$2,962

 

 

Page 3


 

 

Three Months Ended March 31,

 
 

2005

2004

 
 

(In Thousands, Except Per Share Amounts)

 

Basic per share information:

Income before discontinued operations

$0.25

$0.09

Loss from discontinued operations

$(0.00

)

$(0.01

)

Net income

$0.25

$0.08

 

Weighted average shares outstanding

22,602

22,311

 

Diluted per share information:

Income before discontinued operations

$0.24

$0.08

Loss from discontinued operations

$(0.00

)

$(0.01

)

Net income

$0.24

$0.07

 

Weighted average shares outstanding

23,908

23,710

 

Depreciation, depletion and amortization (B)

$11,599

$6,372

 

(A) Information presented for each period reflects TETRA's Norwegian process services operations as discontinued operations.

(B) DD&A information for 2005 includes oil and gas property impairment under successful efforts accounting.

 

Balance Sheet

 

March 31, 2005

December 31, 2004

 
   

(In Thousands)

 

Cash

 

$1,026

$6,103

 

Accounts receivable, net

 

96,305

86,544

 

Inventories

 

55,148

54,104

 

Other current assets

 

11,475

11,145

 

PP&E, net

 

218,930

223,020

 

Other assets

 

126,602

128,072

 

Total assets

 

$509,486

$508,988

 

 

 

 

Current portion of long-term debt

 

2

4

 

Other current liabilities

 

66,059

60,840

 

Long-term debt

 

132,206

143,754

 

Other long-term liabilities

 

70,769

68,209

 

Equity

 

240,450

236,181

 

Total liabilities and equity

 

$509,486

$508,988

 

 

Contact:

TETRA Technologies, Inc., The Woodlands, Texas

Geoffrey M. Hertel, 281/367-1983

Fax: 281/364-4346

www.tetratec.com

###

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