-----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, Eyy7NTfDMML2HauHjsgy8N4oXYAlc7v30aUh+vrKgZqoZkTajp80gevI41eYVLpg B1XHTBMfYassc2F3k70B0A== 0000844965-07-000019.txt : 20070507 0000844965-07-000019.hdr.sgml : 20070507 20070507091648 ACCESSION NUMBER: 0000844965-07-000019 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070507 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070507 DATE AS OF CHANGE: 20070507 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: 07822392 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 tti8k1qearn50707.htm FORM 8-K TETRA May 7 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): May 7, 2007

 

 

TETRA Technologies, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware
1-13455
74-2148293
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

 

25025 Interstate 45 North, Suite 600

The Woodlands, Texas 77380

(Address of Principal Executive Offices and Zip Code)

 

Registrant's telephone number, including area code: (281) 367-1983

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 May 7, 2007, TETRA Technologies, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter of 2007. 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.

(d) Exhibits.

Exhibit Number
Description

99.1

 

Press Release, dated May 7, 2007, 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: May 7, 2007

 

 

 

Page 2


EXHIBIT INDEX

 

Exhibit Number
Description

99.1

 

Press Release, dated May 7, 2007, 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.

ANNOUNCES INCREASED QUARTERLY EARNINGS

May 7, 2007 (The Woodlands, Texas), TETRA Technologies, Inc. (TETRA or the Company) (NYSE:TTI) today announced that its first quarter 2007 earnings of $0.28 per share set a record for the highest first quarter earnings in the Company’s history. The $0.28 per share compares to $0.26 per share in the first quarter of 2006. All financial data in the text portion of this release are reported in U.S. dollars, are before discontinued operations, and all per share amounts are fully diluted.

Consolidated revenues for the quarter ended March 31, 2007 were $247,664,000 versus the $151,322,000 in the first quarter of 2006. Total gross profit was $58,627,000 in the first quarter of 2007 versus $53,486,000 in the first quarter of 2006. Income before discontinued operations was $20,782,000 in the first quarter of 2007 and $19,514,000 in the comparable period of 2006. Net income was $20,662,000 in 2007’s first quarter versus $19,517,000 in 2006’s first quarter.

Consolidated results per share from continuing operations for the first quarter of 2007 were earnings of $0.28 with 75,091,000 weighted average diluted common shares outstanding versus $0.26 with 74,244,000 weighted average diluted common shares outstanding in the first quarter of 2006.

Divisional pretax earnings from continuing operations in the first quarter of 2007 versus the first quarter of 2006 were: Fluids Division – $7,947,000 in 1Q 2007 and $13,450,000 in 1Q 2006; Well Abandonment & Decommissioning Services (WA&D Services) – $11,041,000 in 1Q 2007 and $1,359,000 in 1Q 2006; Maritech – $11,128,000 in 1Q 2007 and $17,865,000 in 1Q 2006; and, Production Enhancement Division – $12,168,000 in 1Q 2007 and $9,015,000 in 1Q 2006.

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

Geoffrey M. Hertel, President & Chief Executive Officer, stated, “The first quarter results were impacted by four primary factors that we believe will continue to create differences between profit levels in 2007 and those reported in 2006. These factors will continue to affect Fluids, WA&D Services, Maritech, and Production Enhancement for much, if not all of 2007.”

“We project that our Fluids business could experience as much as a $30 million reduction in pretax profits in 2007, due to the direct and indirect results from entering into certain previously announced supply arrangements, and the absence of inventory gains experienced in 2006. Counteracting this, could be a partially offsetting $15 million pretax increase generated from expanding sales in our onshore and international Fluids operations. The first quarter 2007 Fluids earnings directly reflect the netting of these

 


various items. We expect this trend to continue for the remainder of the year. These results are consistent with our 2007 guidance.

“First quarter WA&D Services pretax profits were up 712% over pretax profits generated in the first quarter of 2006. This reflected a ramp-up in activity, particularly in the Gulf of Mexico (GOM). These dramatically higher profits came in spite of significant costs associated with people, equipment, and third-party services that were incurred for much, if not all, of the quarter, and were only partially offset by revenues generated late in the quarter on various projects. As a result, pretax profits in WA&D Services in March were much improved versus January or February. This profitability is expected to improve again in both the second and third quarters.

“First quarter 2007 Maritech pretax profits were lower than those experienced in the first quarter of 2006. We had previously indicated that the difference in profits caused by the reduction in hedged natural gas prices would equate to approximately $18 to $20 million on an annualized basis (about $2.50/MMBtu on 20,000 MMBtu/D). Also, as a result of premium increases during 2006, our insurance costs for the first quarter of 2007 were approximately $5.0 million, versus about $1.0 million in the first quarter of 2006. This direct $4.0 million cost increase is reflected in our 2007 first quarter earnings. We had incorporated both the lower commodity prices and the increased insurance costs into our guidance. The major offset to the lower commodity prices in 2007 is expected to be increased production volumes. A discussion of the timing of production increases is incorporated into this press release.

“The Production Enhancement Division showed continued quarterly profit improvement, both year over year and sequentially. The major factors impacting subsequent 2007 quarters are expected to be new international contracts and the continued growth of Compressco.

“On April 16, 2007, TETRA expanded its domestic onshore fluids business by acquiring a company that provides fluids delivery services in parts of Oklahoma, Arkansas, and Texas. The business was complementary to and expands on TETRA’s existing total fluids management service. The TETRA fluids management service includes fluids, filtration, engineering, specialty equipment, additives, and associated delivery systems and services. The purchase price was $8.5 million, with another $2.5 million contingently payable, depending on future results. The business generated approximately $19.0 million in revenues in 2006. Net of the interest associated with the funds used to acquire the entity, it is anticipated that the acquisition will be accretive in 2007. However, it should be significantly more accretive to TETRA in 2008. This is another example of a bolt-on acquisition which expands upon an existing business area.

“Even though the WA&D Services business unit showed great improvement in the first quarter versus last year’s first quarter, it was a quarter of contrasts. In this seasonally weakest quarter, added costs can have a very negative effect on earnings. As WA&D Services geared up for higher activity in the second and third quarters, we incurred substantial costs that did not generate offsetting revenues. As we moved into the latter portions of the quarter, we began to put our spreads of equipment and EPIC’s DSVs (dive support vessels) to work. Consequently, over 55% of WA&D Services first quarter earnings were generated in March. Within the group, the Inland Waters

Page 2


business generated 59% of its earnings in March. The EPIC and Heavy Lift businesses each generated over 100% of their respective quarterly profits in March.

“The WA&D Services group recently signed a new contract to work on hurricane destroyed platforms. This work will start on or about May 15. At that time, we should have two spreads working on downed platforms, as we have finished work under one of our previous contracts. Similarly, we have two spreads working standing platforms. We are currently negotiating with potential customers and equipment suppliers, and hope to have additional downed and standing platform work for this summer. One of the prospective customers is Maritech. Also, our three large DSVs should be adding to our activity levels and associated revenues during the second and third quarters.

“Maritech’s first quarter earnings reflected higher insurance premiums, lower natural gas prices, and increased production. Production averaged between 57 to 58 MMCF/D in the first quarter of 2007, versus the storm reduced approximate 37 MMCF/D in the first quarter of 2006. Currently, production volumes are lower than those forecasted in Maritech’s 2007 guidance. The most significant shortfall is from two properties that were drilled in 2006 and early 2007. We had anticipated that completion activities would have been finished and the wells producing by now. However, completion rig availability and weather delays prevented timely completions. Much of this production is forecast to start late in the second quarter. Recognizing the potential shortfall to production, Maritech is now attempting to accelerate forward exploitation activities originally planned for late 2007 or early 2008. If Maritech is successful in this endeavor, it may offset any near-term production shortfall with increased production from this escalated activity in the fourth quarter.

“Maritech has continued to hedge production volumes to mitigate the commodity risk of its business strategy. During the first 100 days of 2007, Maritech significantly increased its hedged position. Currently, the Company has the following hedges in place:

2007 (remainder of the year)

• 3,000 B/D of oil at an average price of $68.41/barrel

• 20,000 MMBtus/D of gas at an average price of $8.13/MMBtu

2008 (full year)

• 2,500 B/D of oil at an average price of $63.95/barrel

• 7,500 MMBtus/D of gas at an average price of $8.462/MMBtu

2009 (full year)

• 2,000 B/D of oil at an average price of $68.21/barrel

“TETRA gave earnings guidance on January 3, 2007. By the end of the second quarter, we should have further clarity regarding the margins in the WA&D Services business and the magnitude of its increased summer activity. Also, we should have a better picture of the magnitude and timing of the increased volumes for Maritech. We therefore plan to modify, up or down, our previous earnings guidance when we report second quarter profits.

Page 3


“We continue to build for the future, while simultaneously attempting to set annual records at TETRA. In particular, our current investments in Fluids, Maritech, Testing, and Compressco should yield positive results for a number of years. Reinforce these positives with the current strength in WA&D Services (stimulated by previous investments), and you see why we are optimistic regarding TETRA’s future,” 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 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, 2006, 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.

 

Page 4


 

 

Three Months Ended March 31,

 
 

2007

2006

 
 

(In Thousands, Except Per Share Amounts)

 

Revenues

Fluids Division

$73,111

$54,397

WA&D Division

WA&D Services

88,844

33,318

Maritech

49,308

37,939

Intersegment eliminations

(6,874

)

(6,820

)

WA&D Division total

131,278

64,437

Production Enhancement Division

43,347

32,550

Eliminations and other

(72

)

(62

)

Total revenues

247,664

151,322

 

Gross profit

Fluids Division

14,707

18,829

WA&D Division

WA&D Services

14,881

4,320

Maritech

11,354

18,794

Intersegment eliminations

1,574

(996

)

WA&D Division total

27,809

22,118

Production Enhancement Division

16,398

12,780

Eliminations and other

(287

)

(241

)

Total gross profit

58,627

53,486

 

General and administrative expense

24,004

21,432

Operating income

34,623

32,054

 

Interest expense, net

3,903

2,315

Other expense (income)

(1,251

)

(341

)

** Income before taxes and discontinued operations (A)

31,971

30,080

 

Provision for income taxes

11,189

10,566

Income before discontinued operations

20,782

19,514

 

Discontinued operations:

Income (loss) from discontinued operations, net of taxes (A)

(120

)

3

 

Net income

$20,662

$19,517

 

** Income before taxes and discontinued operations

 

 

 

 

Fluids Division

7,947

 

13,450

 

WA&D Division

 

 

WA&D Services

11,041

 

1,359

 

Maritech

11,128

 

17,865

 

Intersegment eliminations

1,574

 

(996

)

WA&D Division total

23,743

 

18,228

 

Production Enhancement Division

12,168

 

9,015

 

Corporate overhead (includes interest)

(11,887

)

(10,613

)

Total

31,971

 

30,080

 

 

Page 5


 

 

Three Months Ended March 31,

 
 

2007

2006

 
 

(In Thousands, Except Per Share Amounts)

 

Basic per share information:

Income before discontinued operations

$0.29

$0.27

Income (loss) from discontinued operations

(0.00

)

0.00

Net income

$0.29

$0.27

 

Weighted average shares outstanding

72,404

71,239

 

Diluted per share information:

Income before discontinued operations

$0.28

$0.26

Income (loss) from discontinued operations

(0.00

)

0.00

Net income

$0.28

$0.26

 

Weighted average shares outstanding

75,091

74,244

 

Depreciation, depletion, and amortization (B)

$30,240

$16,637

(A) Information presented for each period reflects TETRA’s Venezuelan fluids and testing operations as discontinued operations.

(B) DD&A information for 2007 includes oil and gas dry hole costs under successful efforts accounting.

 

Balance Sheet

 

March 31, 2007

December 31, 2006

 
   

(In Thousands)

 

Cash

 

$3,817

$6,117

 

Accounts receivable, net

 

248,186

243,352

 

Inventories

 

119,581

118,837

 

Other current assets

 

36,606

39,791

 

PP&E, net

 

547,240

508,149

 

Other assets

 

169,957

169,944

 

Total assets

 

$1,125,387

$1,086,190

 

 

 

 

Current liabilities

 

$197,893

$161,758

 

Long-term debt

 

315,756

336,381

 

Other long-term liabilities

 

170,578

167,671

 

Equity

 

441,160

420,380

 

Total liabilities and equity

 

$1,125,387

$1,086,190

 

 

Contact:

TETRA Technologies, Inc., The Woodlands, Texas

Geoffrey M. Hertel, 281/367-1983

Fax: 281/364-4346

www.tetratec.com

###

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