What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-04-29 compared with 2025-10-28 · 121 added, 150 removed, 160 unchanged (63% of the section changed)

4 unchanged sentences

Business Overview

We are an energy services and solutions company with operations on six continents focused on developing environmentally conscious services and solutions that help make people's lives better.

We are an energy services and solutions company with operations on six continents focused on developing environmentally conscious services and solutions.

Calcium chloride is used in the oil and gas industry, and also has broad industrial applications to the agricultural, road, food and beverage, and lithium production markets.

In addition to providing products and services to the oil and gas industry and calcium chloride for diverse applications, TETRA is expanding into the low-carbon energy market with chemistry expertise, key mineral acreage, and global infrastructure, helping to meet the demand for sustainable energy in the twenty-first century.

We are also developing and pilot testing technologies to treat and desalinate produced water from oil wells for beneficial reuse, including surface discharge.

We are currently composed of two segments – Completion Fluids & Products Division and Water & Flowback Services Division.

Consolidated revenue for the first nine months of 2025 of $484.3 million increased compared to the prior year due to strong results from our Completion Fluids & Products Division driven by continued strength in our offshore and industrial calcium chloride businesses, which offset expected weaker United States onshore activity in our Water & Flowback Services Division.

Completion Fluids & Products Division revenues for the first nine months of 2025 increased compared to the first nine months of 2024, led by deepwater Gulf of America as we completed the three-well CS Neptune project.

The Completion Fluids & Products division also benefited from another seasonally strong industrial chemicals calcium chloride business in Northern Europe.

Our Water & Flowback Services revenues decreased slightly compared to the second quarter of 2025 and decreased 13.8% compared to the first nine months of 2024, outperforming the declining onshore activity in the United States.

Water & Flowback Services also decreased following the sale of early production facilities in Latin America in 2024.

Water & Flowback Services operating margins decreased from the prior year reflecting the lower onshore activity, as well as costs to close underperforming service lines in the United States.

We continue to take proactive actions to reduce costs, right size our support structure, minimize capital expenditures and close underperforming service lines within Water & Flowback Services.

We remain committed to pursuing initiatives that leverage our completion fluids and fluids chemistry expertise, our significant bromine and lithium assets and technologies, and our leading calcium chloride production capabilities.

In September 2025, we published an updated definitive feasibility study and updated our technical resources report with respect to bromine, lithium, magnesium, manganese and other key minerals from our Evergreen Brine Unit.

To meet the accelerating demand for our deepwater completion fluids and battery storage electrolyte, reduce reliance on third-party suppliers and gain access to a lower cost of supply, we continue to advance our bromine processing plant in Arkansas.

We are on target to complete site preparation, have power infrastructure in place and finish installation of the bromine tower by the end of 2025.

We expect the facility to be operational by the end of 2027 with first production in 2028.

We are prioritizing our strategic initiatives on projects that can immediately impact our near-term results, focused on TETRA CS Neptune fluids, TETRA PureFlow+ electrolyte and our TETRA Oasis Total Desalination Solution ("TDS"), an end-to-end water treatment and desalination solution for re-use and mineral extraction applications for produced water from oil and gas wells.

We completed installation of our bulk electrolyte tanker loading system at our West Memphis plant and expect a significant increase in electrolyte volumes in early 2026.

Following the commercial announcement of our Oasis TDS water desalination technology, we engaged a third-party firm and launched the engineering design of a first commercial plant.

The front-end engineering design has been completed, and the estimated capital and operating expenses are within our internal projections.

We are very encouraged by our prospects to provide a solution that will enable the industry to desalinate and reuse produced water for agricultural, industrial, and other beneficial purposes.

We are currently composed of two segments – Completion Fluids & Products and Water & Flowback Services.

Consolidated revenue for the first three months of 2026 of $156.3 million increased 6.5% from the fourth quarter of 2025, led by strong results from our Completion Fluids & Products Segment, and decreased slightly compared to the first quarter of 2025.

Completion Fluids & Products Segment revenues for the first three months of 2026 increased 9.5% compared to the fourth quarter of 2025 driven by strong specialty chemicals and deepwater Brazil projects.

Completion Fluids & Products Segment revenues decreased slightly compared to the first three months of 2025, which included the first well of the three-well TETRA Neptune project in the Gulf of America.

Deepwater completion opportunities continue to grow, especially in the Gulf of America, as major international oil companies have experienced an urgency to diversify oil and gas supply outside of the Middle East.

Our Water & Flowback Services revenues increased slightly compared to the fourth quarter of 2025, driven by additional early production facilities and water management contracts in Latin America, and decreased slightly compared to the first quarter of 2025, although outperformed the declining onshore activity in the United States.

We continue to take proactive actions to reduce costs, right size our support structure and close underperforming service lines within Water & Flowback Services.

The Middle East conflict did not materially affect our first-quarter 2026 results, as historically less than 5% of our revenue is exposed to this region.

Our chemical manufacturing plants are located in the United States and Europe, and our elemental bromine for our chemical manufacturing in the United States is sourced locally.

Over the longer term, the impact of developments in the Persian Gulf and the Middle East may impact the global oil and gas markets and our business and financial results.

Generally, we believe the conflict may provide tailwinds to an already robust offshore and deepwater outlook and boost unconventional investment activity in the United States and Latin America.

Results of Operations

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The analysis herein reflects the optional approach to discuss results of operations on a sequential-quarter basis, which we believe provides information that is most useful in assessing our quarterly results of operations.

Three months ended September 30, 2025 compared with three months ended June 30, 2025.

Three months ended March 31, 2026 compared with three months ended December 31, 2025.

Consolidated Comparisons

Three Months Ended Period to Period Change

September 30, June 30, $ Change % Change

March 31, December 31, $ Change % Change

(in thousands, except percentages)

3 unchanged sentences

Impairments and other charges — 3,551 (3,551) (100.0) %

36,370 48,244 (11,874) (24.6) %

Gross profit 38,225 28,429 9,796 34.5 %

General and administrative expense 25,409 25,926 (517) (2.0) %

2 unchanged sentences

3,237 3,961 (724) (18.3) %

Other income, net

Other (income) expense, net

(2,011) 4,667 6,678 143.1 %

Income from continuing operations before taxes

Income (loss) before taxes

11,590 (6,125) 17,715 289.2 %

Income tax expense 3,271 9,173 (5,902) (64.3) %

Income (loss) from continuing operations 8,319 (15,298) 23,617 154.4 %

Discontinued operations:

Loss from discontinued operations, net of taxes

— (1,209) (1,209) (100.0) %

Net income attributable to TETRA stockholders

Net income (loss) 8,319 (16,507) 24,826 150.4 %

Loss attributable to noncontrolling interests

— 7 (7) (100.0) %

Consolidated revenues decreased sequentially as a result of lower activity for the Completion Fluids & Products division, primarily due to the three-well CS Neptune project completed in the second quarter and lower sales volumes following the strong Northern European industrial chemicals seasonal impact in the second quarter.

See Divisional Comparisons section below for a more detailed discussion of the change in our revenues.

Consolidated gross profit decreased primarily due to lower activity levels from the Completion Fluids & Products Division, partially offset by stronger operating margins from our Water & Flowback Services Divisions.

See Divisional Comparisons section below for additional discussion.

Consolidated general and administrative expense decreased slightly as lower professional services expenses were offset by higher incentive compensation expenses.

Consolidated other income, net, increased compared to the prior quarter primarily due to a $0.6 million increase in unrealized gains on our investment in Standard Lithium as the result of an increase in the share price and a $0.8 million decrease in losses on investments in a private company, partially offset by $0.9 million decrease in foreign exchange gains, primarily in Europe and Brazil.

Consolidated income tax expense decreased $4.2 million compared to the prior quarter primarily due to the lower income before taxes.

Our consolidated effective tax rate for the three months ended September 30, 2025 was 48.8%.

Divisional Comparisons

Completion Fluids & Products Division

Net income (loss) attributable to TETRA stockholders

$ 8,319 $ (16,500) $ 24,819 150.4 %

Consolidated revenues increased sequentially as a result of increased activity for both the Completion Fluids & Products Segment and Water & Flowback Segment.

See Segment Comparisons section below for a more detailed discussion of the change in our revenues.

Consolidated gross profit increased primarily due to higher activity levels from both the Completion Fluids & Products and Water & Flowback Services Segments.

See Segment Comparisons section below for additional discussion.

Consolidated gross profit also improved due to the absence of the $3.6 million impairment of the right of use asset for our former corporate office lease following our move to our new corporate office space in December 2025.

Consolidated interest expense, net, decreased $0.7 million due to an increase in the interest expense capitalized for our Arkansas development.

Consolidated other income, net, changed compared to the prior quarter primarily due to a $5.8 million decrease for the non-cash accrual related to our former corporate office lease in the prior quarter and by a $1.6 million increase in foreign exchange gains, primarily in Brazil and Argentina.

Consolidated income tax expense decreased $5.9 million.

The decrease in our tax expense was primarily attributed to our election during the prior quarter to change the United States tax classification of our Brazilian subsidiary from a partnership to a corporation, which resulted in approximately $6.9 million of federal deferred tax expense in 2025.

This tax election generated tax benefits in 2026 and is expected to provide additional tax benefits in future periods.

Our consolidated effective tax rate for the three months ended March 31, 2026 was 28.2%.

Segment Comparisons

Completion Fluids & Products Segment

Three Months Ended Period to Period Change

September 30, June 30, $ Change % Change

March 31, December 31, $ Change % Change

(in thousands, except percentages)

Revenues $ 91,721 $ 83,727 $ 7,994 9.5 %

30,430 44,637 (14,207) (31.8) %

Gross profit 30,600 27,041 3,559 13.2 %

Operating income 22,390 20,018 2,372 11.8 %

Revenues for our Completion Fluids & Products Division decreased sequentially due to the successful completion of the final two TETRA CS Neptune wells in the Gulf of America during the prior quarter, as well as the seasonally strong calcium chloride business in Northern Europe in the second quarter, partially offset by higher revenues from deepwater projects in South America.

Gross profit and operating income for our Completion Fluids & Products Division decreased compared to the prior quarter consistent with lower revenues mentioned above.

Operating margins decreased primarily due to the effect of changes in product mix, including the impact of higher-margin CS Neptune fluid sales in the second quarter.

Revenues for our Completion Fluids & Products Segment increased sequentially primarily due to higher sales volumes within our United States and Northern Europe specialty chemicals business as well as ongoing deepwater Brazil projects.

Gross profit and operating income for our Completion Fluids & Products Segment increased compared to the prior quarter driven by the increase in revenues mentioned above.

Our profitability in future periods will continue to be affected by the mix of our products and services, market demand for our products and services, and drilling and completions activity.

Water & Flowback Services Division

The increase in operating income for our Completion Fluids & Products segment also included a $0.9 increase in foreign exchange gains, primarily in Brazil and Argentina, partially offset by a $1.2 million increase in compensation expense.

Water & Flowback Services Segment

Three Months Ended Period to Period Change

September 30, June 30, $ Change % Change

March 31, December 31, $ Change % Change

(in thousands, except percentages)

Revenues $ 64,532 $ 62,954 $ 1,578 2.5 %

6,032 3,701 2,331 63.0 %

Operating income (loss) 291 (1,114) 1,405 NM (1)

Gross profit 7,704 5,031 2,673 53.1 %

Operating income

1,558 51 1,507 NM (1)

(1) Percent change is not meaningful

Revenues for our Water & Flowback Services Division decreased slightly compared to the prior quarter driven by decreased flowback activity in key markets in the United States related to an overall decline in United States onshore activity.

Gross profit and operating income (loss) for our Water & Flowback Services Division increased compared to the previous quarter primarily due to the non-recurrence of costs to close underperforming service lines in the United States during the prior quarter.

Our continued focus on automation, including increased utilization of our TETRA SandStorm and Auto-Drillout units, also mitigated margin erosion in a weaker environment.

This operating margin increase was partially offset by a $0.9 million increase in general and administrative expense due to an increase in compensation expense.

Revenues for our Water & Flowback Services Segment increased compared to the prior quarter driven by new early production facilities in Latin America and increased flowback activity from improving TETRA SandStorm and auto-drillout utilization in key markets in the United States and Latin America.

Gross profit and operating income for our Water & Flowback Services Segment increased compared to the prior quarter primarily due to the increased activity levels described above, as well as by cost-reduction initiatives and market penetration of higher-margin automation technology.

This operating margin increase was partially offset by a $1.2 million increase in general and administrative expense due to an increase in compensation expense, primarily to support higher activity in Latin America.

Corporate Overhead

Three Months Ended Period to Period Change

September 30, June 30, $ Change % Change

March 31, December 31, $ Change % Change

(in thousands, except percentages)

Depreciation and amortization $ 79 $ 92 $ (13) (14.1) %

Impairments and other charges — 3,551 (3,551) 100.0 %

General and administrative expense 11,053 13,923 (2,870) (20.6) %

1 unchanged sentence

3,305 4,094 (789) (19.3) %

Other (income) expense, net 79 (695) (774) NM (1)

Loss from continuing operations before taxes

Other expense, net

332 6,081 (5,749) (94.5) %

(1) Percent change is not meaningful

Corporate overhead loss from continuing operations before taxes slightly decreased compared to the prior quarter primarily due to a $1.0 million decrease in general and administrative expenses primarily from lower professional services expenses, partially offset by a $0.9 million decrease in foreign exchange gains on intercompany dividends and foreign currency hedges during the prior quarter.

Nine months ended September 30, 2025 compared with nine months ended September 30, 2024.

Loss before taxes

$ (14,769) $ (27,741) $ (12,972) (46.8) %

Corporate overhead loss before taxes decreased compared to the prior quarter primarily due to the absence of the accrual of $5.8 million in operating expenses related to our former corporate office lease through the expiration in 2027 accrued in the prior quarter following our move to our new corporate office space and the associated $3.6 million impairment of the right of use asset for our former corporate office lease.

Corporate general and administrative expense also decreased $2.9 million primarily from lower incentive compensation expense.

Three months ended March 31, 2026 compared with three months ended March 31, 2025.

Consolidated Comparisons

Nine Months Ended

September 30, Period to Period Change

Three Months Ended

March 31, Period to Period Change

2026 2025 $ Change % Change

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Impairments and other charges — 518 (518) 100.0 %

127,520 108,718 18,802 17.3 %

Gross profit 38,225 42,906 (4,681) (10.9) %

General and administrative expense 25,409 24,134 1,275 5.3 %

2 unchanged sentences

3,237 4,724 (1,487) (31.5) %

Loss on debt extinguishment — 5,535 (5,535) (100.0) %

Other (income) expense, net 6,894 (2,241) (9,135) NM (1)

Income from continuing operations before taxes

Other (income) expense, net (2,011) 8,962 10,973 122.4 %

Income before taxes

11,590 5,086 6,504 127.9 %

Income tax expense 3,271 1,037 2,234 215.4 %

13,122 9,963 3,159 31.7 %

Income from continuing operations

19,505 11,387 8,118 71.3 %

Discontinued operations:

Loss from discontinued operations, net of taxes

— (5,830) (5,830) (100.0) %

19,505 5,557 13,948 251.0 %

Loss attributable to noncontrolling interests

— 3 (3) (100.0) %

Net income attributable to TETRA stockholders

$ 8,319 $ 4,049 $ 4,270 105.5 %

(1) Percent change is not meaningful

Consolidated revenues increased compared to the prior year due to stronger activity from our Completion Fluids & Products Division partially offset by lower revenues from our Water & Flowback Services Division.

See Divisional Comparisons section below for a more detailed discussion of the change in our revenues.

Consolidated gross profit increased in the current year primarily due to strong margins from our Completion Fluids & Products, partially offset by weaker margins from our Water & Flowback Services Divisions.

Consolidated general and administrative expenses increased compared to the prior year due to higher professional services, incentive compensation and other expenses.

Interest expense, net decreased $3.9 million due to lower interest rates on our Term Credit Agreement as well as an increase in the interest expense capitalized for our Arkansas development.

Consolidated loss on debt extinguishment decreased $5.5 million from non-cash unamortized finance costs expensed in connection with the repayment of our prior Term Credit Agreement in January 2024.

Consolidated other (income) expense, net, changed compared to the prior year in part due to a $5.3 million increase in foreign exchange loss, including recognition of the cumulative currency translation adjustment loss associated with the dissolution of a former subsidiary in Canada in the first quarter of 2025, partially offset by lower currency losses in South America.

In addition, investment income decreased, including a $3.9 million decrease in unrealized gains and a $0.4 million decrease in dividends from our investment in Kodiak Gas Services Inc.

(“Kodiak”) stock which we sold in January 2025, partially offset by a $1.9 million increase in unrealized gain from our investment in Standard Lithium.

Consolidated revenues decreased slightly compared to the prior year due to a slight decrease in revenues from our Completion Fluids & Products Segment, partially offset by a slight increase in revenues from our Water & Flowback Services Segment.

See Segment Comparisons section below for a more detailed discussion of the change in our revenues.

Consolidated gross profit decreased compared to the prior year primarily due to the slight decrease in revenues and an increase in Cost of product sales from our Completion Fluids & Products Segment.

See Segment Comparisons section below for a more detailed discussion of the change in our revenues.

Consolidated general and administrative expenses increased $1.3 million compared to the prior year due to higher compensation expenses, including incentive compensation.

Interest expense, net decreased $1.5 million primarily due to an increase in the interest expense capitalized for our Arkansas development as well as lower interest rates on our Term Credit Agreement.

Consolidated other (income) expense, net, changed compared to the prior year in part due to a $10.3 million decrease in foreign exchange loss, primarily from recognition of the $9.5 million cumulative currency translation adjustment loss associated with the dissolution of a former subsidiary in Canada in the first quarter of 2025, and a $0.4 million net increase in unrealized gains from our investments.

Consolidated income tax expense increased $2.2 million compared to the prior year primarily due to the higher income before taxes.

In addition, during the three months ended March 31, 2025, we recorded an adjustment to our deferred tax liability related to a correction to our 2024 tax provision, which decreased consolidated income tax expense by $1.2 million.

Our consolidated effective tax rate for the current year is 28.2%, compared to 20.4% during the prior year.

Our effective tax rate decrease was primarily the result of a $1.2 million out-of-period adjustment recorded during the period ended March 31, 2025, which reduced the current year income tax expense.

In addition, a significant portion of prior year income was generated in jurisdictions for which we were not able to utilize net operating losses, including Argentina, where taxes were significantly impacted by the sale of the early production facility expansion as well an inflation adjustment required under local law.

Divisional Comparisons

Completion Fluids & Products Division

Nine Months Ended

September 30, Period to Period Change

Segment Comparisons

Completion Fluids & Products Segment

Three Months Ended

March 31, Period to Period Change

2026 2025 $ Change % Change

1 unchanged sentence

Revenues $ 91,721 $ 93,018 $ (1,297) (1.4) %

111,592 84,453 27,139 32.1 %

Gross profit 30,600 36,526 (5,926) (16.2) %

Operating income 22,390 29,843 (7,453) (25.0) %

Revenues for our Completion Fluids & Products Division increased primarily due to stronger volumes from our deepwater completion fluids products and the completion of three CS Neptune wells in the Gulf of America during the first and second quarters of 2025.

Additionally, strong results from our Northern Europe industrial chemical sales and North America TETRA PureFlow ultra-pure zinc bromide electrolyte sales contributed to the increase.

Gross profit and operating income for our Completion Fluids & Products Division increased compared to the prior year due to higher revenues described above.

Operating margins improved primarily due to the effect of changes in product mix, including the higher-margin deepwater completion fluids products.

Revenues for our Completion Fluids & Products Segment decreased slightly primarily due to the prior year quarter as strong volumes from our United States and Northern Europe industrial chemical sales partially offset lower Gulf of America activity.

Gross profit and operating income for our Completion Fluids & Products Segment decreased compared to the prior year due to lower revenues and decreased operating margins from the effect of changes in product mix, including the TETRA Neptune fluid sales in the prior year.

Our profitability in future periods will continue to be affected by the timing of and the mix of our products and services, market demand for our products and services, and drilling and completions activity.

Water & Flowback Services Division

Nine Months Ended

September 30, Period to Period Change

Operating income for our Completion Fluids & Products Segment was impacted by lower gross profit and a $1.5 million increase in general and administrative expense driven by higher compensation expense.

Water & Flowback Services Segment

Three Months Ended

March 31, Period to Period Change

2026 2025 $ Change % Change

1 unchanged sentence

Revenues $ 64,532 $ 64,122 $ 410 0.6 %

16,208 24,632 (8,424) (34.2) %

Operating income (loss)

Gross profit 7,704 6,474 1,230 19.0 %

Operating income

1,558 739 819 110.8 %

Revenues for our Water & Flowback Services Division decreased due to lower United States drilling and completion activity as well as lower service revenues following the sale of early production facilities in Latin America in 2024.

Gross profit and operating income (loss) for our Water & Flowback Services Division decreased reflecting lower activity in the United States onshore market and a $1.8 million increase in general and administrative expense due to higher compensation expense and costs to close underperforming service lines in the United States.

Revenues for our Water & Flowback Services Segment increased slightly compared to the prior year primarily from new early production facilities in Latin America.

Gross profit and operating income for our Water & Flowback Services Segment increased driven by the new early production facilities in Latin America as well as our continued focus on automation and cost-control initiatives, which contributed to stable margins in a weaker North America environment.

Corporate Overhead

Nine Months Ended

September 30, Period to Period Change

Three Months Ended

March 31, Period to Period Change

2026 2025 $ Change % Change

1 unchanged sentence

Depreciation and amortization $ 79 $ 94 $ (15) (16.0) %

Impairments and other charges — 109 (109) 100.0 %

General and administrative expense 11,053 11,716 (663) (5.7) %

1 unchanged sentence

3,305 4,846 (1,541) (31.8) %

Loss on debt extinguishment

— 5,535 (5,535) (100.0) %

Other income, net

Other expense, net

332 47 285 606.4 %

Loss from continuing operations before taxes

Loss before taxes

$ (14,769) $ (16,703) $ (1,934) (11.6) %

Corporate overhead loss from continuing operations before taxes decreased primarily due to a $5.5 million loss associated with the early extinguishment of our prior term credit agreement in January 2024 and a $3.9 million decrease in unrealized gains related to share price changes of our investment in Kodiak which we sold in January 2025.

In addition, interest expense, net decreased $4.5 million due to lower interest rates on our Term Credit Agreement as well as an increase in the interest expense capitalized for our Arkansas development.

These decreases were partially offset by a $5.2 million increase in general and administrative expenses primarily from an increase in professional services and incentive compensation expenses.

Corporate overhead loss before taxes decreased primarily due to a $1.5 million decrease in interest expense, net from an increase in the interest expense capitalized for our Arkansas development.

Liquidity and Capital Resources

We believe that our capital structure allows us to meet our financial obligations on both a short-term and long-term basis.

Our liquidity at the end of the third quarter was $208.1 million.

Liquidity is defined as unrestricted cash plus availability of $75 million under the delayed draw from our Term Credit Agreement and availability under our credit agreements.

Our liquidity at the end of the first quarter was $102.7 million.

Liquidity is defined as unrestricted cash plus availability under our credit agreements.

Information about the terms and covenants of our debt agreements can be found in Note 5 - Long Term Debt and Other Borrowings.

Our consolidated sources and uses of cash are as follows:

Nine Months Ended

September 30,

Three Months Ended

(in thousands)

3 unchanged sentences

Operating Activities

Consolidated cash flows provided by operating activities increased compared to the first nine months of 2024 primarily due to an increase in operating income and working capital changes.

Consolidated cash flows provided by operating activities decreased compared to the first three months of 2025 primarily due to an increase in operating income, offset by working capital changes.

Investing Activities

Total cash capital expenditures during the first nine months of 2025 were $53.2 million, which reflects increased expenditures for advancement of our Arkansas brine resource development and additions to accommodate industry-wide activity.

Our Completion Fluids & Products Division spent $37.2 million on capital expenditures, including $28.0 million for our Arkansas brine resource development, such as preparing the site and bromine tower for the plant.

Our Water & Flowback Services Division spent $15.9 million on capital expenditures to maintain, automate and upgrade its water management and flowback equipment fleet.

Investing activities during the first nine months of 2025 also included $19.0 million of proceeds from the sale of our Kodiak stock, net of broker commissions and fees.

We have rights to the brine underlying our approximately 40,000 gross acres of brine leases in the Smackover Formation in Southwest Arkansas, including rights to the bromine, lithium, magnesium, manganese and other key minerals contained in the brine.

Total cash capital expenditures during the first three months of 2026 were $19.0 million, which reflects increased expenditures for advancement of our Arkansas brine resource development and additions to accommodate strategic opportunities in certain regions.

Our Completion Fluids & Products Segment spent $10.2 million on capital expenditures, including $6.6 million for our Arkansas brine resource development, net of reimbursement from our Evergreen Unit partner and including major infrastructure and equipment supporting the bromine processing plant, and $1.8 million of capitalized interest for the Arkansas project.

We also made additional investments to support strategic opportunities primarily in the United States.

Our Water & Flowback Services Segment spent $8.8 million on capital expenditures for additional early production facilities in Latin America and to maintain, automate and upgrade our water management and flowback equipment fleet.

Additional information on these resources is described in Part I, “Item 2.

Properties” in our 2025 Annual Report .

The extraction of lithium and bromine from these brine leases will likely require a significant amount of time and capital, which are subject to further analysis and consideration.

In September 2025, we published an updated definitive feasibility study and updated our technical resources report.

The updated definitive feasibility study and technical resources report advanced the classification of bromine and lithium resources and increased the totals in the measured and indicated mineral resources categories from our Evergreen Brine Unit.

In addition, the report identifies the presence of significant volumes of magnesium and manganese, which together with lithium, have been classified as critical minerals by the United States government.

We are on target to complete site preparation, have power infrastructure in place and finish installation of the bromine tower by the end of 2025.

We expect the facility to be operational by the end of 2027 with first production in 2028.

We are focused on enhancing shareholder value by capitalizing on our key mineral assets, brine mineral extraction expertise, and deep chemistry competency to expand our offerings into the low carbon energy markets.

However, we continue to review all capital expenditure plans carefully.

If the forecasted demand for our products and services increases or decreases, and as we proceed with development of brine resources in Arkansas, the amount and timing of planned expenditures on growth and expansion may be adjusted.

The extraction of bromine, lithium, magnesium and other minerals from these brine leases will likely require a significant amount of time and capital.

Historically, a significant majority of our planned capital expenditures have been related to identified opportunities to grow and expand our existing businesses.

We are also focused on enhancing shareholder value by capitalizing on our key mineral assets, brine mineral extraction expertise, and deep chemistry competency to expand our offerings into the low carbon energy markets.

However, we continue to review all capital expenditure plans carefully in an effort to conserve cash.

If the forecasted demand for our products and services increases or decreases, or we proceed with development of brine resources in Arkansas, the amount of planned expenditures on growth and expansion may be adjusted.

Financing Activities

Our financing activities for the first nine months of 2025 include $3.4 million of capital lease payments associated with equipment leased primarily for the early production facilities in Argentina and equipment leases in the United States.

Our financing activities for the first three months of 2026 include $5.9 million of taxes paid upon vesting of restricted stock units, and $1.2 million of capital lease payments associated with equipment leased primarily for the early production facilities in Argentina and equipment leases in the United States.

We may supplement our existing cash balances and cash flow from operating activities with short-term borrowings, long-term borrowings, issuances of equity and debt securities, and other sources of capital.

We are aggressively managing our working capital and capital expenditure needs in order to maximize our liquidity in the current environment and fund our key growth initiatives.

We are managing our working capital and capital expenditure needs in order to maximize our liquidity in the current environment and fund our key growth initiatives.

For additional information on our credit agreements, see Note 5 - “Long-Term Debt and Other Borrowings” in the Notes to Consolidated Financial Statements.

Other Sources and Uses of Cash

In addition to our credit facilities, we fund our short-term liquidity requirements from cash generated by our operations and from short-term vendor financing.

In addition, as of September 30, 2025, the market value of our investment in Standard Lithium was $2.7 million, with no holding restrictions on our ability to monetize our interests.

In addition, we are party to agreements in which Standard Lithium has the right to explore for, and an option to acquire the right to produce and extract lithium in our Arkansas leases as well as additional potential resources, in the Mojave region of California.

Standard Lithium exercised its option with respect to our Arkansas leases on October 6, 2023.

On April 22, 2025, the Arkansas Oil and Gas Commission approved Standard Lithium’s SWA Lithium application to establish a unit for acreage under an option agreement between Standard Lithium, SWA Lithium and TETRA.

TETRA is entitled to a 2.5% royalty on gross revenues from the lithium that Standard Lithium produces from the TETRA option acreage.

In addition, TETRA maintains the rights to the bromine and other minerals extracted from the brine produced by Standard Lithium in their approved unit.

In May 2025, we filed a universal shelf Registration Statement on Form S-3 with the SEC, which was declared effective by the SEC.

1 unchanged sentence

This shelf registration statement currently provides us additional flexibility with regards to potential financing that we may undertake when market conditions permit or our financial condition may require.

Should additional capital be required, the ability to raise such capital through the issuance of additional debt or equity securities may currently be limited.

Instability or volatility in the capital markets at the times we need to access capital may affect the cost of capital and the ability to raise capital for an indeterminable length of time.

If it is necessary to issue additional equity to fund our capital needs, additional dilution of our common stockholders will

We periodically evaluate engaging in strategic transactions and may consider divesting non-core assets where our evaluation suggests such transactions are in the best interest of our business.

In addition to the aforementioned credit facilities and Term Credit Agreement, we fund our short-term liquidity requirements from cash generated by our operations and from short-term vendor financing.

In addition, as of March 31, 2026, the market value of our equity holdings of Standard Lithium was $2.7 million with no holding restrictions on our ability to monetize our investments.

Should additional capital be required, the ability to raise such capital through the issuance of additional debt or equity securities may be limited by instability or volatility in the capital markets at the times we need to access capital may affect the cost of capital and the ability to raise capital for an indeterminable length of time.

If it is necessary to issue additional equity to fund our capital needs, additional dilution of our common stockholders will occur.

We periodically evaluate engaging in strategic transactions and may consider divesting non-core assets where our evaluation suggests such transaction is in the best interest of our business.

In challenging economic environments, we may experience increased delays and failures by customers to pay our invoices.

We could experience delayed customer payments and payment defaults associated with customer liquidity issues and bankruptcies.

If our customers delay paying or fail to pay us a significant amount of our outstanding receivables, it could have an adverse effect on our liquidity.

An increase in unpaid aged receivables would also negatively affect our borrowing availability under the ABL Credit Agreement.

As of September 30, 2025, we had no “off balance sheet arrangements” that may have a current or future material effect on our consolidated financial condition or results of operations.

An increase of unpaid receivables would also negatively affect our borrowing availability under the ABL Credit Agreement and Swedish Credit Facility.

As of March 31, 2026, we had no “off balance sheet arrangements” that may have a current or future material effect on our consolidated financial condition or results of operations.

Critical Accounting Policies and Estimates

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We have operating leases for some of our transportation equipment, office space, warehouse space, operating locations and machinery and equipment, as well as a sales-type lease and subleases for certain facilities.

In August 2025, we entered into an operating lease agreement for new corporate office space located in Spring, Texas.

We have finance leases for certain facility storage tanks and equipment rentals.

Information about the terms of our lease agreements can be found in our 2024 Annual Report and Corporate Office Lease in Note 1 - Organization, Basis of Presentation, and Significant Accounting Policies” in the Notes to Consolidated Financial Statements included in this Quarterly Report.

When we move out of our existing corporate office, which may occur as early as the fourth quarter of 2025, we expect to record a non-cash charge of approximately $8 million, including an approximately $5 million impairment of the right of use asset and accrual of approximately $3 million of estimated facility management and operational costs expected to be incurred between the move date and when our current least expires in December 2027, which are offset by concessions from the new lease during the same period.

The impairment amount is subject to change depending on the timing of the move to our new corporate office space and the estimate of costs for the remaining term of our existing corporate office lease.

We expect to realize savings from the new corporate office lease compared to the current lease arrangement.

Information about the terms of our lease agreements can be found in our 202 5 Annual Report .

Product Purchase Obligations

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the effects of consolidation on our customers and competitors;

global or national health concerns, including the outbreak of pandemics or epidemics such as the coronavirus (COVID-19);

acts of terrorism, war or political or civil unrest in the United States or elsewhere, including the current conflict between Russia and Ukraine, the conflict in the Israel-Gaza region, heightened tensions with Iran, including any potential closure of the Strait of Hormuz, and other and continued hostilities in the Middle East, maritime piracy attacks;

global or national health concerns, including the outbreak of pandemics or epidemics;

acts of terrorism, war or political or civil unrest in the United States or elsewhere, including the current conflict between Russia and Ukraine, the conflict in the Israel-Gaza region, heightened tensions with Iran, including any potential closure of the Strait of Hormuz, and other continued hostilities in the Middle East, maritime piracy attacks;

and statements regarding our beliefs, expectations, plans, goals, future events and performance and other statements that are not purely historical.

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However, investors are cautioned not to place undue reliance on any such forward-looking statements.

Such statements speak only as of the date on which they are made, and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

required by law.

In addition, forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our historical experience and our present expectations, forecasts or projections.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis