tti8k021009.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
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): February 10,
2009
TETRA
Technologies, Inc.
(Exact name of
registrant as specified in its charter)
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Delaware
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1-13455
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74-2148293
|
|
(State or
other jurisdiction
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(Commission
File Number)
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(IRS
Employer
|
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of
incorporation)
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Identification
No.)
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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 February 10, 2009, TETRA Technologies, Inc.
(the “Company”) issued a press release announcing its estimated 2009 earnings
guidance and, subject to the completion of a full financial audit, its estimated
fourth quarter and full-year 2008 results. The preliminary estimates of the 2008
results are subject to completion of the Company’s full audit and the Company
expects to release audited results for the fiscal year ended December 31,
2008 on February 27, 2009. The estimated results for 2008 include estimated
non-cash impairment charges relating to the Company’s oil and gas properties. As
part of the Company’s preparation of its financial statements for the year ended
December 31, 2008, the Company is conducting its annual evaluation of the value
of its goodwill, long-lived assets and intangible assets for potential
impairment, as required under Statement of Financial Accounting Standards (SFAS)
No. 142, “Goodwill and Other Intangible Assets.” The Company plans to complete
this evaluation prior to reporting audited results for the fiscal year ended
December 31, 2008 on February 27, 2009. The estimated 2008 results included
in the attached press release do not include any impact from any additional
potential impairment charges recorded under SFAS No. 142. The oil and gas
impairment charge will not, and any potential goodwill impairment charge, if
required, would not, result in future cash expenditures. A copy of the press
release is furnished herewith as Exhibit 99.1.
The information furnished in this Item 2.02 and
in 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.
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Exhibit
Number
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Description
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99.1
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Press
Release, dated February 10, 2009, issued by TETRA Technologies,
Inc.
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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: February 10,
2009
EXHIBIT
INDEX
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Exhibit
Number
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Description
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99.1
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Press
Release, dated February 10, 2009, issued by TETRA Technologies,
Inc.
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3