<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended September 30, 1997
Commission file number 0-18335
TETRA TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 74-2148293
(State of incorporation) (I.R.S. Employer
Identification No.)
25025 I-45 NORTH, THE WOODLANDS, TEXAS 77380
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (281) 367-1983
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 X No
----- -----
As of November 10, 1997 there were 13,476,488 shares of the Company's
common stock, $.01 par value per share, issued and outstanding.
<PAGE> 2
ITEM 1. FINANCIAL STATEMENTS
TETRA TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
--------------------------- ---------------------------
1997 1996 1997 1996
-------- -------- -------- --------
<S> <C> <C> <C> <C>
($ THOUSANDS)
Revenues:
Product sales $ 40,796 $ 34,952 $110,295 $ 90,717
Services 19,647 10,206 49,412 25,345
-------- -------- -------- --------
TOTAL REVENUES 60,443 45,158 159,707 116,062
Cost of Revenues:
Cost of product sales 32,412 26,111 81,359 64,358
Cost of services 12,918 7,159 34,207 17,631
-------- -------- -------- --------
Total Cost of Revenues 45,330 33,270 115,566 81,989
-------- -------- -------- --------
GROSS PROFIT 15,113 11,888 44,141 34,073
General and Administrative Expense 11,798 6,746 28,534 19,961
-------- -------- -------- --------
OPERATING INCOME 3,315 5,142 15,607 14,112
Interest Expense 799 440 2,095 713
Interest Income 48 104 155 141
Equity in Earnings from Joint Ventures 67 199 290 436
Other Income 252 61 749 242
-------- -------- -------- --------
INCOME BEFORE INCOME TAXES 2,883 5,066 14,706 14,218
Provision for Income Taxes 1,173 1,733 5,717 5,169
-------- -------- -------- --------
NET INCOME $ 1,710 $ 3,333 $ 8,989 $ 9,049
======== ======== ======== ========
NET INCOME PER COMMON AND
COMMON EQUIVALENT SHARE $ 0.12 $ 0.25 $ 0.63 $ 0.67
======== ======== ======== ========
WEIGHTED AVERAGE COMMON AND COMMON
EQUIVALENT SHARES OUTSTANDING 14,257 13,503 14,158 13,441
======== ======== ======== ========
</TABLE>
See Notes to Consolidated Financial Statements
1
<PAGE> 3
TETRA TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
($ THOUSANDS) 1997 1996
--------- ---------
(Unaudited)
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 3,555 $ 2,829
Trade accounts receivable, net of allowance for doubtful
accounts of $1,398 in 1997 and $1,266 in 1996 57,292 43,768
Costs and estimated earnings in excess of billings
on incomplete contracts 2,721 1,410
Inventories 35,442 24,360
Deferred tax assets 1,588 1,676
Prepaid expenses and other current assets 3,594 2,083
--------- ---------
Total Current Assets 104,192 76,126
PROPERTY, PLANT AND EQUIPMENT:
Land and building 12,578 8,428
Machinery and Equipment 73,083 43,477
Automobiles and trucks 10,004 5,276
Chemical plants 46,412 45,014
Construction in progress 16,197 5,409
--------- ---------
158,274 107,604
Less accumulated depreciation and amortization (50,566) (35,436)
--------- ---------
Net Property, Plant, and Equipment 107,708 72,168
OTHER ASSETS:
Patents and licenses, net of accumulated amortization
of $1,173 in 1997 and $750 in 1996 731 460
Investment in Joint Ventures -- 5,928
Cost in excess of net assets acquired, net of accumulated
amortization of $1,553 in 1997 and $964 in 1996 25,689 17,381
Other, net of accumulated amortization of $1,475 in 1997
and $1,218 in 1996 6,884 6,443
--------- ---------
Total Other Assets 33,304 30,212
--------- ---------
$ 245,204 $ 178,506
========= =========
</TABLE>
See Notes to Consolidated Financial Statements
2
<PAGE> 4
TETRA TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1997 1996
--------- ---------
($ THOUSANDS) (Unaudited)
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Short-term borrowings $ -- $ 2,202
Trade accounts payable 27,100 22,618
Accrued expenses 15,159 9,085
Billings in excess of costs and estimated
earnings on incomplete contracts 309 567
Current portions of all long-term debt and capital
lease obligations 1,892 4,256
--------- ---------
Total Current Liabilities 44,460 38,728
LONG-TERM DEBT, LESS CURRENT PORTION 57,897 23,853
CAPITAL LEASE OBLIGATIONS, LESS CURRENT PORTION 1,362 835
DEFERRED INCOME TAXES 9,238 6,687
OTHER LIABILITIES 9,330 381
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock, par value $.01 per share
40,000,000 shares authorized, with 13,471,689 shares
issued and outstanding in 1997 and 13,069,396 shares
issued and outstanding in 1996 135 131
Additional paid-in capital 74,177 67,811
Cumulative Translation Adjustment (75) 387
Retained earnings 48,680 39,693
--------- ---------
Total Stockholders' Equity 122,917 108,022
--------- ---------
$ 245,204 $ 178,506
========= =========
</TABLE>
See Notes to Consolidated Financial Statements
3
<PAGE> 5
TETRA TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
NINE MONTHS ENDED SEPTEMBER 30,
-------------------------------
($ THOUSANDS) 1997 1996
OPERATING ACTIVITIES: -------- --------
<S> <C> <C>
Net Income $ 8,989 $ 9,049
Adjustments to reconcile net income to net cash
provided by operating activities :
Depreciation and amortization 8,104 6,349
Undistributed (earnings) losses from joint venture (290) (436)
Provision for deferred income taxes 245 282
Provision for doubtful accounts 124 471
(Gain) on sale of property, plant and equipment (215) (9)
Non-recurring charge 3,000 --
Changes in operating assets and liabilities,
net of assets acquired :
Trade accounts receivable (11,575) (4,121)
Costs and estimated earnings in excess
of billings on incomplete contracts (1,311) (579)
Inventories (11,882) (6,321)
Prepaid expenses and other current assets (1,058) (196)
Trade accounts payable and accrued expenses 7,706 312
Billings in excess of costs and estimated
earnings on incomplete contracts (258) 318
Other (1,456) (999)
-------- --------
Net cash provided by operating activities 123 4,120
-------- --------
INVESTING ACTIVITIES:
Purchases of property, plant and equipment (30,829) (9,224)
Acquisition of businesses, net of cash acquired (1) -- (9,320)
Investment in Joint Venture -- (1,076)
Payments from notes receivable -- 18
Proceeds from sale of property, plant and equipment 676 188
-------- --------
Net cash used by investing activities (30,153) (19,414)
-------- --------
FINANCING ACTIVITIES:
Net repayments and borrowings from short-term credit lines (2,202) 143
Proceeds from long-term debt and capital
lease obligations 34,987 15,871
Principal payments on long-term debt and capital
lease obligations (4,400) (3,761)
Proceeds from sale of common stock and exercised stock options 2,371 598
-------- --------
Net cash provided by financing activities 30,756 12,851
-------- --------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 726 (2,443)
CASH & INVESTMENTS AT BEGINNING OF PERIOD 2,829 7,510
-------- --------
CASH & INVESTMENTS AT END OF PERIOD $ 3,555 $ 5,067
======== ========
</TABLE>
(1) Acquisition Note: See Footnote C to Consolidated Financial Statements.
See Notes to Consolidated Financial Statements
4
<PAGE> 6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE A - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
The consolidated financial statements include the accounts of the
Company and its subsidiaries, all of which are wholly-owned. The Company's
investment in its joint ventures is stated at cost plus equity in undistributed
earnings. All significant intercompany balances and transactions have been
eliminated in consolidation.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with Rule 10-01 of Regulation S-X for interim financial
statements required to be filed with the Securities and Exchange Commission and
do not include all information and footnotes required by generally accepted
accounting principles for complete financial statements. However, the
information furnished reflects all normal recurring adjustments which are, in
the opinion of management, necessary to a fair statement of the results for the
interim periods.
The accompanying financial statements should be read in conjunction
with the audited financial statements for the year ended December 31, 1996.
For the purposes of the statements of cash flows, the Company
considers all highly liquid cash investments with a maturity of three months or
less to be cash equivalents.
Interest paid on debt during the nine months ended September 30, 1997
and 1996 was $2,344,000 and $931,000, respectively.
Income tax payments made during the nine months ended September 30,
1997 and 1996 were $2,742,000 and $2,491,000, respectively.
NOTE B - COMMITMENTS AND CONTINGENCIES
The Company, its subsidiaries and other related companies are named
defendants in several lawsuits and respondents in certain governmental
proceedings arising in the ordinary course of business. While the outcome of
lawsuits or other proceedings against the Company cannot be predicted with
certainty, management does not expect these matters to have a material adverse
impact on the Company.
NOTE C - ACQUISITIONS
The Company completed two acquisitions during the third quarter. The
outstanding stock of Perfco Wireline, Inc. ("Perfco") was acquired in exchange
for 146,116 shares of TETRA stock valued at approximately $4.0 million, plus
additional consideration contingent upon future earnings. Perfco is an electric
wireline service company operating primarily in the gulf coast region and will
be integrated into the Oil & Gas Services Division. The Company also acquired
the remaining 50% interest in its RETEC-TETRA L.C. joint venture that it did
not previously own. RETEC-TETRA, renamed TETRA Process Services L.C., will
continue to be part of the Specialty Chemicals Division. The acquisition of
approximately $8.8 million was funded in October by drawing against the
Company's line-of-credit. The accompanying financial statements include the
assets and liabilities of RETEC-TETRA. The effect of borrowing the purchase
price is included in other long-term liabilities. The purchase price of both
acquisitions was allocated to the acquired assets and liabilities based on a
preliminary determination of their respective fair values. Both acquisitions
were accounted for under the purchase method of accounting. The excess of the
purchase price over the book value of the net assets acquired was approximately
$3.9 million for Perfco and $3.0 million for RETEC-TETRA and will be amortized
over 40 years. Pro forma information with respect to these acquisitions has not
been presented as such amounts are not material.
5
<PAGE> 7
NOTE D - NET INCOME PER SHARE
The following is a reconciliation of the weighted average number of
common shares outstanding with the number of shares used in the computations of
net income per common and common equivalent share:
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30 SEPTEMBER 30
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Weighted average number
of common shares outstanding ........................... 13,390,690 12,877,264 13,235,120 12,857,992
Assumed exercise of stock options......................... 866,518 625,526 922,767 583,437
---------- ---------- ---------- ----------
Weighted average common and common
equivalent shares outstanding........................... 14,257,208 13,502,790 14,157,887 13,441,429
========== ========== ========== ==========
</TABLE>
In applying the treasury stock method to determine the dilutive effect
of the stock options outstanding during the third quarter of 1997, the average
market price of $24.97 was used.
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
RESULTS OF OPERATIONS
Three months ended September 30, 1997 compared with three months ended
September 30, 1996.
Total revenues for the quarter ended September 30, 1997 were $60.4
million compared to $45.2 million in the prior period, an increase of $15.2
million or 33.6%. Revenues from the Oil & Gas Services Division were up
approximately 49% over the prior year's quarter. While the Division's offshore
revenues continue to out pace the 1996 quarter, the dramatic improvement in
revenues is principally in the domestic Gulf Coast onshore operations. The
impact of late 1996 and 1997 acquisitions, added service equipment and
additional market penetration have all combined to achieve these increased
revenues. The Company continues to expand aggressively in this area, taking
advantage of the growing market. Oil and gas international revenues also
improved significantly during the quarter. Specialty Chemicals Division
revenues were up moderately over third quarter 1996 due to improved activity in
the performance chemicals area and contributions from acquisitions.
Gross profits were $15.1 million in the 1997 quarter compared to $11.9
million in the 1996 quarter, for an increase of $3.2 million or 26.9%. Gross
profit as a percentage of revenues was 25.0% in 1997 versus 26.3% in 1996. The
Specialty Chemicals Division's gross profit percentage was down, offsetting a
moderate increase by the Oil & Gas Services Division. Gross margins in the
Specialty Chemicals Division's American MicroTrace (AMT) operations were down
significantly during the 1997 quarter. The Company elected to write-off certain
costs associated with regulatory-driven plant clean-up and modifications at
it's Fairbury, Nebraska plant. As a result, a $3.0 million non-recurring charge
was recorded during the quarter, of which approximately $0.8 million was
recorded against gross margins. Plant operations during the quarter continued
to be adversely impacted by these events resulting in increased operating
costs, reduced throughput and significant gross margin erosion. Lower margins
in dry calcium chloride and performance chemicals products also contributed to
the division's reduced gross margins.
General and administrative expenses were $11.8 million in the third
quarter of 1997 compared to $6.7 million in the third quarter of 1996. 1997
expenses include approximately $2.2 million of the non-recurring write-off
associated with the AMT operations discussed above. The inclusion of acquired
operations accounted for a significant portion of the remaining increase.
6
<PAGE> 8
Operating income for the quarter ended September 30, 1997 was $3.3
million, down $1.8 million or 35.3% from $5.1 million in 1996. This decrease is
the combined result of a gross margin increase of $4.0 million due to increased
volume, a $0.7 million decrease due the lower gross margin rates, and a $5.1
million increase in general and administrative expenses.
Interest expense increased during the current quarter compared to the
prior quarter due to increased long-term debt over the past twelve months in
support of the Company's acquisition and internal growth programs.
Net income after taxes for the three months ended September 30, 1997
was $1.7 million versus $3.3 million in 1996, a decrease of $1.6 million or
48.5%. Net income per share was $0.12 in the 1997 quarter on 14,257,000
weighted average common and common equivalent shares outstanding compared to
earnings in 1996 of $0.25 based on 13,503,000 weighted average common and
common equivalent shares outstanding.
Nine months ended September 30, 1997 compared with nine months ended September
30, 1996.
For the period ended September 30, 1997, total revenues were $159.7
million, up $43.6 million or 37.6% over the 1996 period of $116.1 million. The
Oil & Gas Services Division's revenues were up approximately 42% over the prior
year. This division's well abandonment and production testing businesses have
grown substantially over the last nine months in response to strong market
conditions. This division has also benefited from a domestic offshore market
that has remained strong and improved international completion fluid and
filtration operations. The Specialty Chemicals Division's revenues were up
approximately 29.2% over 1996, reflecting substantial contributions from two
prior year acquisitions: Sulfamex, a Mexican manufacturer of manganese sulfate,
and Wilchem, a producer of mold and mildew products. The division's dry calcium
chloride, performance chemicals and process technology and services product
lines have also contributed to the period's improved revenues.
Gross profits were $44.1 million in the 1997 period compared to $34.1
million in the 1996 period, for an increase of $10 million or 29.3%. Gross
profit as a percentage of revenues was 27.6% in 1997, down from 29.4% in 1996.
The Oil & Gas Services Division's gross profit percentage was up slightly
compared to the prior year; however, the Specialty Chemicals Division's gross
profit percentage was down due principally to disruptions at the Division's
Fairbury, Nebraska plant.
General and administrative expenses were $28.5 million in the 1997
period compared to $20.0 million in the 1996 period. The addition of personnel
in the Oil & Gas Services Division and the inclusion of such expenses from
acquired operations in both divisions accounted for a significant portion of
this increase. The 1997 period also includes approximately $2.2 million
non-recurring charge for AMT. General and administrative expenses as a
percentage of revenues continued to drop from 17.2% in 1996 to 16.5% in 1997,
after adjusting for the non-recurring charge.
Operating income for the nine months ended September 30, 1997 was
$15.6 million, up $1.5 million or 10.6% from $14.1 million in the comparable
period of 1996. This increase is attributable to a gross margin improvement of
$12.8 million relating to increased volume less $2.8 million from lower gross
margin rates, and by increased general and administrative expenses of $8.5
million.
Interest expense increased during the nine month period by
approximately $1.4 million, the result of an increase in long-term debt over
the past twelve months by approximately $41 million in support of the Company's
acquisition and internal growth programs.
Net income after taxes for the first nine months of 1997 totaled $9.0
million versus $9.0 million in 1996. Net income per share was $0.63 in the 1997
period based on 14,158,000 weighted average common and common equivalent shares
outstanding compared to earnings for the comparable 1996 period of $0.67 based
on 13,441,000 weighted average common and common equivalent shares outstanding.
7
<PAGE> 9
LIQUIDITY AND CAPITAL RESOURCES
The Company's investment in working capital, excluding cash and cash
equivalents, increased to $56.2 million at September 30, 1997 compared to $34.6
million at December 31, 1996. Accounts receivable increased $13.5 million
primarily in the Oil & Gas Services Division as a result the significant
revenue growth in that area; also contributing to this increase is the
acquisition of Tetra Process Services. Inventories increased $11.1 million
during this period principally in dry calcium chloride, as a result of lower
than anticipated first quarter sales and seasonal built-up, feed and fertilizer
inventories also increased due to seasonality, while performance chemicals
inventories have increased as the business continues to develop. Inventories in
the oil and gas operations are up in response to increased drilling activity.
Trade payables and accrued expenses increased during the period by $13.5
million. Oil and gas operations accounted for a substantial portion of this
change, as increased inventory and capital equipment were acquired. Short-term
borrowings and current portion of long-term debt decreased by nearly $4.6
million, as the Company reduced its cost of capital by refinancing the
long-term debt and working capital loans of its American MicroTrace subsidiary.
The Company has an ongoing acquisition program to augment its internal
growth. To fund this acquisition program, the Company will use existing cash
and cash flow as well as its general purpose, unsecured, prime rate/LIBOR-based
line-of-credit with a syndicate of banks led by NationsBank. As of September
30, 1997, the Company has $1.9 million in letters of credit and $57 million in
long-term debt outstanding against a $120 million line-of-credit, leaving a net
availability of $61.1 million. The line-of-credit matures in 1999. The Company
also has 4.6 million shares of TETRA common stock available under an S-4 Shelf
Registration Statement to finance its acquisition program.
Capital expenditures during the nine months ended September 30, 1997
totaled approximately $30.8 million. Significant components include production
equipment for the Oil & Gas Services Division's well abandonment and production
testing operations and additional process equipment and plant modifications at
the Company's American Microtrace subsidiary as well as process improvements to
the Lake Charles calcium chloride plant.
Major investing activities include the acquisitions of Perfco
Wireline, Inc. and RETEC-TETRA L.C. The stock of Perfco was purchased for
146,116 shares of the Company's stock plus additional considerations contingent
upon future earnings. Perfco is an electric wireline service company operating
primarily in the Gulf of Mexico and will be integrated into the Oil & Gas
Services Division. The Company also acquired the remaining 50% interest in its
RETEC-TETRA L.C. joint venture that it did not previously own. RETEC-TETRA,
renamed TETRA Process Services L.C., will continue to be part of the Specialty
Chemicals Division. The acquisition of approximately $8.8 million was funded in
October by drawing against the Company's line-of-credit. The assets and
liabilities of TETRA Process Services are included in the accompanying
financial statements. The effect of borrowing the purchase price is included in
other long-term liabilities. TETRA Process Services L.C. provides services for
reducing or eliminating refinery wastes and recovering resources for process
industries worldwide.
The Company believes that its existing funds, cash generated by
operations, funds available under its bank line-of-credit, as well as other
traditional financing arrangements, such as secured credit facilities, leases
with institutional leasing companies, and vendor financing, will be sufficient
to meet its current and anticipated operations and its anticipated capital
expenditures through 1998 and thereafter.
PENDING ACCOUNTING PRONOUNCEMENT
In February 1997, the Financial Accounting Standards Board issued
Statement No. 128, Earnings per Share, which is required to be adopted on
December 31, 1997. At that time, the Company will be required to change the
method currently used to compute earnings per share and to restate all prior
periods. Under the new requirements for calculating primary earnings per share,
the dilutive effect of stock options will be excluded. The impact is expected
to result in an increase in primary earnings per share for the quarter ended
September 30, 1997 and 1996 of $.01 and $.01 per share, respectively, and for
the nine months ended September 30, 1997 and 1996 of
8
<PAGE> 10
$.05 and $.03 per share, respectively. The calculation of fully diluted
earnings per share for these quarters is not expected to change from reported
amounts as a result of Statement 128.
CAUTIONARY STATEMENT FOR PURPOSES OF FORWARD LOOKING STATEMENTS
Certain statements contained herein and elsewhere may be deemed to be
forward-looking within the meaning of The Private Securities Litigation Reform
Act of 1995 and are subject to the "safe harbor" provisions of that act,
including without limitation, statements concerning future sales, earnings,
costs, expenses, acquisitions or corporate combinations, asset recoveries,
working capital, capital expenditures, financial condition, and other results
of operations. Such statements involve risks and uncertainties. Actual results
could differ materially from the expectations expressed in such forward-looking
statements. Some of the risk factors that could affect the Company's actual
results and cause actual results to differ materially from any such results
that might be projected, forecast, estimated or budgeted by the Company in such
forward-looking statements are set forth in the section entitled "Cautionary
Statement for Purposes of Forward Looking Statements" contained in the
Company's report on Form 10-Q for the quarter ended March 31, 1997.
9
<PAGE> 11
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Region VII of the United States Environmental Protection Agency
("EPA") issued to the Company's American MicroTrace Corporation subsidiary
("AMT") a Unilateral Administrative Order under Section 7003(a) of the
Resources Conservation and Recovery Act ("RCRA") in early 1997 with regard to
AMT's facility in Fairbury, Nebraska. The EPA's Order required AMT to ship
off-site various materials, to commence management of certain sources of zinc
raw materials in accordance with RCRA requirements, and to complete an
application for a RCRA permit to store regulated zinc raw materials. AMT has
completed and filed the RCRA permit application and the Company believes that
AMT is in full compliance with the Order. The EPA has stated its intent to seek
civil penalties in connection with this matter. The Company does not expect
that any such penalties will have a material adverse effect on its consolidated
financial results. Representatives of AMT have met with EPA Region VII counsel
and staff to discuss the Order and possible ways to mitigate such penalties.
The Company believes that AMT's prompt actions in response to the Order, as
well as other equitable factors, should mitigate the civil penalties under
consideration.
The Company, its subsidiaries and other related companies are named
defendants in several lawsuits and respondents in certain governmental
proceedings arising in the ordinary course of business. While the outcome of
lawsuits or other proceedings against the Company cannot be predicted with
certainty, management does not expect these matters to have a material adverse
impact on the Company.
ITEM 6. EXHIBITS
(a) Exhibits
(i) A statement of computation of per share earnings is included
in Note C of the Notes to Consolidated Financial Statements
included in this report and is incorporated by reference into
Part II of this report.
(b) Reports on Form 8-K: None
10
<PAGE> 12
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 thereunto duly authorized.
TETRA Technologies, Inc.
Date: November 14, 1997 By: [Geoffrey M. Hertel]
-----------------------------------
Geoffrey M. Hertel
Executive Vice President -
Finance and Administration
(Principal Financial Officer)
Date: November 14, 1997 By: [Bruce A. Cobb]
-----------------------------------
Bruce A. Cobb, Corporate Controller
(Principal Accounting Officer)
11
<PAGE> 13
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
27 Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> APR-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 3,555
<SECURITIES> 0
<RECEIVABLES> 58,690
<ALLOWANCES> 1,398
<INVENTORY> 35,442
<CURRENT-ASSETS> 104,192
<PP&E> 158,274
<DEPRECIATION> 50,566
<TOTAL-ASSETS> 245,204
<CURRENT-LIABILITIES> 44,460
<BONDS> 59,259
0
0
<COMMON> 135
<OTHER-SE> 122,857
<TOTAL-LIABILITY-AND-EQUITY> 245,204
<SALES> 110,295
<TOTAL-REVENUES> 159,707
<CGS> 81,359
<TOTAL-COSTS> 34,207
<OTHER-EXPENSES> 28,534
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,095
<INCOME-PRETAX> 14,706
<INCOME-TAX> 5,717
<INCOME-CONTINUING> 8,989
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8,989
<EPS-PRIMARY> 0.63
<EPS-DILUTED> 0.63
</TABLE>
