tti-20250331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to .

Commission File Number 1-13455

TETRA Technologies, Inc.

(Exact name of registrant as specified in its charter)


Delaware			74-2148293
(State or Other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification No.)

24955 Interstate 45 North
The Woodlands,
Texas			77380
(Address of Principal Executive Offices)			(Zip Code)

(281) 367-1983

(Registrant’s Telephone Number, Including Area Code)

_______________________________________________________________________

Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	TTI	New York Stock Exchange
Preferred Share Purchase Right	N/A	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 28, 2025, there were 133,072,970 shares outstanding of the Company’s Common Stock, $0.01 par value per share.


TETRA Technologies, Inc. and Subsidiaries
Table of Contents
			Page
PART I—FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Statements of Operations			1
Consolidated Statements of Comprehensive Income			2
Consolidated Balance Sheets			3
Consolidated Statements of Equity			5
Consolidated Statements of Cash Flows			6
Notes to Consolidated Financial Statements			7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			18
Item 3. Quantitative and Qualitative Disclosures about Market Risk			29
Item 4. Controls and Procedures			30

PART II—OTHER INFORMATION
Item 1. Legal Proceedings			31
Item 1A. Risk Factors			31
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			31
Item 3. Defaults Upon Senior Securities			31
Item 4. Mine Safety Disclosures			31
Item 5. Other Information			31
Item 6. Exhibits			32
SIGNATURES			33

PART I

FINANCIAL INFORMATION

Item 1. Financial Statements.

TETRA Technologies, Inc. and Subsidiaries

Consolidated Statements of Operations

(In Thousands, Except Per Share Amounts)

(Unaudited)


	Three Months Ended March 31,
	2025		2024
Revenues:
Product sales	$	88,169	$	73,337
Services	68,971		77,635
Total revenues	157,140		150,972
Cost of revenues:
Cost of product sales	49,765		45,406
Cost of services	54,800		65,708
Depreciation, amortization and accretion	9,151		8,756
Impairments and other charges	518		—

Total cost of revenues	114,234		119,870
Gross profit	42,906		31,102

General and administrative expense	24,134		22,298
Interest expense, net	4,724		5,952


Loss on debt extinguishment	—		5,535
Other (income) expense, net	8,962		(3,978)
Net income before taxes	5,086		1,295
Provision for income taxes	1,037		380





Net income attributable to TETRA stockholders	$	4,049	$	915
Basic net income per common share:


Net income attributable to TETRA stockholders	$	0.03	$	0.01
Weighted average basic shares outstanding	132,350		130,453
Diluted net income per common share:


Net income attributable to TETRA stockholders	$	0.03	$	0.01
Weighted average diluted shares outstanding	133,757		132,123

See Notes to Consolidated Financial Statements

TETRA Technologies, Inc. and Subsidiaries

Consolidated Statements of Comprehensive Income (Loss)

(In Thousands)

(Unaudited)


	Three Months Ended March 31,
	2025		2024
Net income	$	4,049	$	915
Foreign currency translation adjustment from continuing operations, net of taxes of $0 in 2025 and 2024	3,876		(1,634)
Reclassification of non-cash cumulative foreign currency translation adjustment loss to net income from dissolution of Canadian subsidiary	9,516		—
Unrealized gain on investment	281		237


Comprehensive income (loss) attributable to TETRA stockholders	$	17,722	$	(482)

See Notes to Consolidated Financial Statements

TETRA Technologies, Inc. and Subsidiaries

Consolidated Balance Sheets

(In Thousands)


	March 31, 2025		December 31, 2024
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	41,000	$	36,987
Restricted cash	50		221
Trade accounts receivable, net of allowances of $537 in 2025 and $626 in 2024	120,902		104,813
Inventories	106,486		101,697


Prepaid expenses and other current assets	22,616		25,910
Total current assets	291,054		269,628
Property, plant and equipment:
Land and building	24,671		24,475
Machinery and equipment	327,680		323,044
Automobiles and trucks	10,540		10,325
Chemical plants	72,198		69,815
Construction in progress	41,423		34,910
Total property, plant and equipment	476,512		462,569
Less accumulated depreciation	(327,237)		(320,409)
Net property, plant and equipment	149,275		142,160
Other assets:
Patents, trademarks and other intangible assets, net of accumulated amortization of $56,745 in 2025 and $55,421 in 2024	24,072		24,923
Deferred tax assets, net	97,181		98,149

Operating lease right-of-use assets	30,584		29,797
Investments	9,686		28,159
Other assets	12,233		12,379
Total other assets	173,756		193,407
Total assets	$	614,085	$	605,195

See Notes to Consolidated Financial Statements

TETRA Technologies, Inc. and Subsidiaries

Consolidated Balance Sheets

(In Thousands, Except Share Amounts)


	March 31, 2025		December 31, 2024
	(Unaudited)
LIABILITIES AND EQUITY
Current liabilities:
Trade accounts payable	$	41,042	$	43,103

Compensation and employee benefits	19,594		23,022
Operating lease liabilities, current portion	9,325		8,861
Accrued taxes	10,695		12,493
Accrued liabilities and other	27,886		30,040
Current liabilities associated with discontinued operations	5,830		5,830
Total current liabilities	114,372		123,349
Long-term debt, net	180,095		179,696
Operating lease liabilities	25,291		25,041
Asset retirement obligations	15,082		14,786
Deferred income taxes	3,849		4,912

Other liabilities	3,653		4,104
Total long-term liabilities	227,970		228,539
Commitments and contingencies (Note 6)
Equity:
TETRA stockholders’ equity:
Common stock, par value 0.01 per share; 250,000,000 shares authorized at March 31, 2025 and December 31, 2024; 136,207,612 shares issued at March 31, 2025 and 134,951,081 shares issued at December 31, 2024	1,362		1,350
Additional paid-in capital	493,424		492,722
Treasury stock, at cost; 3,138,675 shares held at March 31, 2025 and December 31, 2024	(19,957)		(19,957)
Accumulated other comprehensive loss	(37,449)		(51,122)
Retained deficit	(164,376)		(168,425)
Total TETRA stockholders’ equity	273,004		254,568
Noncontrolling interests	(1,261)		(1,261)
Total equity	271,743		253,307
Total liabilities and equity	$	614,085	$	605,195

See Notes to Consolidated Financial Statements

TETRA Technologies, Inc. and Subsidiaries

Consolidated Statements of Equity

(In Thousands)

(Unaudited)


	Common Stock Par Value		Additional Paid-In Capital		Treasury Stock		Accumulated Other Comprehensive Income (Loss)				Retained Deficit		Noncontrolling Interest		Total Equity
							Currency Translation		Unrealized Gain (Loss) on Investment

Balance at December 31, 2024	$	1,350	$	492,722	$	(19,957)	$	(52,957)	$	1,835	$	(168,425)	$	(1,261)	$	253,307
Net income for first quarter 2025	—		—		—		—		—		4,049		—		4,049
Reclassification of non-cash cumulative foreign currency translation adjustment loss to net income from dissolution of Canadian subsidiary	—		—		—		9,516		—		—		—		9,516
Translation adjustment, net of taxes of $0	—		—		—		3,876		—		—		—		3,876
Other comprehensive income	—		—		—		—		281		—		—		281
Comprehensive income															17,722



Equity-based compensation	—		1,860		—		—		—		—		—		1,860
Other	12		(1,158)		—		—		—		—		—		(1,146)
Balance at March 31, 2025	$	1,362	$	493,424	$	(19,957)	$	(39,565)	$	2,116	$	(164,376)	$	(1,261)	$	271,743


	Common Stock Par Value		Additional Paid-In Capital		Treasury Stock		Accumulated Other Comprehensive Income (Loss)				Retained Deficit		Noncontrolling Interest		Total Equity
							Currency Translation		Unrealized Gain (Loss) on Investment

Balance at December 31, 2023	$	1,332	$	489,156	$	(19,957)	$	(45,886)	$	655	$	(276,709)	$	(1,257)	$	147,334
Net income for first quarter 2024	—		—		—		—		—		915		—		915
Translation adjustment, net of taxes of $0	—		—		—		(1,634)		—		—		—		(1,634)
Other comprehensive income	—		—		—		—		237

SEC Form 10-Q filed by Tetra Technologies Inc.