THE WOODLANDS, Texas,
April 26, 2016 /PRNewswire/ -- TETRA
Technologies, Inc. ("TETRA" or the "Company") (NYSE: TTI) announced
today that it has commenced a cash tender offer (the "2013 Tender
Offer") for any and all of its outstanding 4.00% Senior Notes due
April 29, 2020 (the
"4.00% Notes") issued by the Company. The Company
issued the Notes in April 2013, pursuant to a transaction
exempt from the registration requirements of the Securities Act of
1933, as amended (the "Securities Act"), in an aggregate principal
amount of $35,000,000, all of which
is outstanding as of the date hereof. The 2013 Tender Offer
is being made pursuant to the Offer to Purchase, dated April 26, 2016 (the "2013 Offer to Purchase") and
a related Letter of Transmittal. The Company also announced
today that it has commenced a cash tender offer (the "2010 Tender
Offer" and, together with the 2013 Tender Offer, the "Tender
Offers") for any and all of its outstanding 5.09% Senior Notes,
Series 2010-A, due December 15, 2017
(the "5.09% Notes") and 5.67% Senior Notes, Series 2010-B, due
December 15, 2020 (the "5.67 Notes"
and, together with the 5.09% Notes and the 4.00% Notes, the
"Notes") issued by the Company The Company issued the 5.09%
Notes and 5.67% Notes in September
2010 pursuant to a transaction exempt from the registration
requirements of the Securities Act, in an aggregate principal
amount of $90,000,000, $65,000,000 of which is outstanding as of the
date hereof. The 2010 Tender Offer is being made pursuant to
the Offer to Purchase, dated April 26,
2016 (the "2010 Offer to Purchase" and, together with the
2013 Offer to Purchase, the "Offers to Purchase") and a related
Letter of Transmittal.
The Tender Offers are scheduled to expire immediately after
11:59 p.m., Eastern Time, on May
24, 2016, unless extended by the Company in its sole
discretion or the Company terminates the Tender Offers earlier (the
"Expiration Time"). The offered consideration for Notes of any
series to be purchased in the Tender Offers is an amount, payable
in cash, equal to $100,000 per
$100,000 principal amount of Notes
validly tendered (and not validly withdrawn) by registered holders
of Notes prior to the Expiration Time, and accepted for purchase by
the Company pursuant to the Tender Offers, plus accrued and unpaid
interest on such Notes up to, but not including, the date of
payment for such Notes. The date on which the Company accepts Notes
validly tendered for purchase pursuant to the Tender Offers is
referred to herein and in the Offers to Purchase as the
"Acceptance Date" and is expected to occur within one
business day after the Expiration Time.
Consummation of the Tender Offers is conditioned upon the
satisfaction of (i) a financing condition, which may include
borrowings under the Company's existing credit facility, a new
credit facility and/or the proceeds of offerings of debt or equity
securities, and (ii) certain general conditions, each as further
described in the Offers to Purchase. The Company reserves the
right, in its sole discretion, to waive any and all conditions of
the Tender Offers on or prior to the Acceptance Date and to
terminate the Tender Offers for any reason and at any time prior to
the Acceptance Date.
About TETRA
TETRA is a geographically diversified oil and gas services
company, focused on completion fluids and associated products and
services, water management, frac flowback, production well testing,
offshore rig cooling, compression services and equipment, and
selected offshore services including well plugging and abandonment,
decommissioning, and diving. TETRA owns an equity interest,
including all of the general partner interest, in CSI Compressco LP
(NASDAQ:CCLP), a master limited partnership.
Forward-Looking Statements
This press release includes certain statements that are deemed
to be forward-looking statements. Generally, the use of words such
as "may," "expect," "intend," "estimate," "projects," "anticipate,"
"believe," "assume," "could," "should," "plans," "targets" or
similar expressions that convey the uncertainty of future events,
activities, expectations or outcomes identify forward-looking
statements that the Company intends to be included within the safe
harbor protections provided by the federal securities laws. These
forward-looking 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 or results 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 "Risk
Factors" contained in the Company's Annual Report on Form 10-K for
the year ended December 31, 2015, 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.
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SOURCE TETRA Technologies, Inc.