v3.26.3
Long-Term Debt and Other Borrowings
9 Months Ended
Sep. 30, 2026
Debt Disclosure [Abstract]  
Long-Term Debt and Other Borrowings LONG-TERM DEBT AND OTHER BORROWINGS
Consolidated long-term debt as of September 30, 2026 and December 31, 2025 consists of the following:
Scheduled MaturitySeptember 30, 2026December 31, 2025
(in thousands)
Term Credit Agreement(1)
December 31, 2030$182,819 $181,357 
Argentina Credit FacilitiesVarious dates in December 20261,000 — 
Total debt183,819 181,357 
Less current portion(1,000)(4,750)
Total long-term debt$182,819 $176,607 
(1) Net of unamortized discount of $3.5 million and $4.2 million as of September 30, 2026 and December 31, 2025, respectively, and net of unamortized deferred financing costs of $3.7 million and $4.5 million as of September 30, 2026 and December 31, 2025, respectively.

Term Credit Agreement

Pricing on the Term Credit Agreement is the secured overnight financing rate (“SOFR”) plus 5.75%. The interest rate per annum on borrowings under the Term Credit Agreement is 9.50% as of September 30, 2026.
On October 2, 2026, subsequent to the end of the third quarter, we entered into an amendment to the Term Credit Agreement. The amendment, among other things, extended the maturity date from January 12, 2030 to December 31, 2030; reduced pricing from SOFR plus 5.75% to SOFR plus 5.00%; eliminated the $75.0 million undrawn delayed-draw term loan, the availability period for which had previously expired, reducing the facility to the $190.0 million funded term loan; deferred the commencement of scheduled quarterly principal payments to June 30, 2028, with payments of $1.2 million per quarter through March 31, 2029 and $2.4 million per quarter thereafter until maturity; increased the Leverage Ratio above which we are required to offer to prepay a percentage of Excess Cash Flow from 2 to 1 to 2.5 to 1; required TETRA Bromine Project LLC, our subsidiary, to become a guarantor under the Term Credit Agreement; and favorably modified certain covenant baskets. The amendment did not change the outstanding principal balance of the Term Credit Agreement.

As amended, the Term Credit Agreement matures on December 31, 2030 and requires us to make quarterly principal payments of $1.2 million commencing June 30, 2028 through March 31, 2029 and $2.4 million per quarter thereafter, subject to adjustments for prepayments, if any, with the remaining balance due at maturity. Our Term Credit Agreement also requires us to offer to prepay a percentage of Excess Cash Flow (as defined in the Term Credit Agreement) within five business days of filing our Annual Report, if our Leverage Ratio (as defined in the Term Credit Agreement) is greater than 2.5 to 1.

During 2026, the lender consented to waive the $1.2 million quarterly payments due on March 31, 2026, June 30, 2026, and September 30, 2026, which effectively deferred the payments to the maturity date of the Term Credit Agreement.

Because the amendment was executed prior to the issuance of these financial statements and eliminated the $8.3 million of principal payments that were scheduled within twelve months of September 30, 2026, we have classified the entire outstanding balance of the Term Credit Agreement as long-term debt in the accompanying consolidated balance sheet as of September 30, 2026. Scheduled maturities through maturity of the Term Credit Agreement, as amended, are as follows, not considering conditional prepayment offers required by our Term Credit Agreement:
September 30, 2026
(in thousands)
2026$— 
2027— 
20283,563 
20298,312 
2030178,125 
Total maturities$190,000 

The Term Credit Agreement contains certain affirmative and negative covenants, including covenants that restrict the ability of the Company and certain of its subsidiaries to take certain actions including, among other things and subject to certain significant exceptions, the incurrence of debt, the granting of liens, engaging in mergers and other fundamental changes, the making of investments, entering into transactions with affiliates, the payment of dividends and other restricted payments, the prepayment of other indebtedness and the sale of assets. The Term Credit Agreement also requires the Company to maintain a Leverage Ratio (as defined in the Term Credit Agreement) to be no greater than 4.0 to 1.0 as of the end of each fiscal quarter and Liquidity (as defined in the Term Credit Agreement) to be no less than $50.0 million at all times.

All obligations under the Term Credit Agreement and the guarantees of those obligations are secured, subject to certain exceptions, by a security interest on substantially all of the property of the Company and its domestic subsidiaries, subject to the lien priorities set forth in the intercreditor agreement with the agent under our ABL Credit Agreement.

The Term Credit Agreement includes customary events of default including non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations or warranties, cross-default to other material indebtedness, bankruptcy and insolvency events, invalidity or impairment of security interests or invalidity of loan documents, certain ERISA events, unsatisfied or unstayed judgments, and change of control.
ABL Credit Agreement

As of September 30, 2026, we had no borrowings outstanding and $3.1 million letters of credit or guarantees under our ABL Credit Agreement. Deferred financing costs of $0.7 million and $0.9 million as of September 30, 2026 and December 31, 2025, respectively, were classified as other long-term assets on the accompanying condensed consolidated balance sheets as there was no outstanding balance on our ABL Credit Agreement. As of September 30, 2026, our ABL Credit Agreement provides, with certain restrictions, for a senior secured revolving credit facility of up to $100.0 million with a $25.0 million accordion. The credit facility is subject to a borrowing base determined monthly by reference to the value of inventory and accounts receivable, and includes a sublimit of $20.0 million for letters of credit, and a swingline loan sublimit of $11.5 million. The ABL Credit Agreement matures on May 13, 2029. Subject to compliance with the covenants, borrowing base, and other provisions of the ABL Credit Agreement that may limit borrowings, we had availability of $77.3 million under this agreement as of September 30, 2026.

Borrowings under the ABL Credit Agreement bear interest at a rate per annum equal to, at the option of TETRA, either (i) SOFR plus 0.10%, (ii) a base rate plus a margin based on a fixed charge coverage ratio, or (iii) the Daily Simple Risk Free Rate plus 0.10%. The base rate is determined by reference to the highest of (a) the prime rate of interest as announced from time to time by our lender (b) the Federal Funds Effective Rate (as defined in the ABL Credit Agreement) plus 0.5% per annum and (c) SOFR (adjusted to reflect any required bank reserves) for a one-month period on such day plus 1.0% per annum, provided that the base rate shall not be less than 1.0%. Borrowings have an applicable margin ranging from 2.00% to 2.50% per annum for SOFR-based loans and 1.00% to 1.50% per annum for base-rate loans, based upon the applicable fixed charge coverage ratio. In addition to paying interest on the outstanding principal under the ABL Credit Agreement, TETRA is required to pay a commitment fee in respect of the unutilized commitments at an applicable rate of 0.375% per annum. TETRA is also required to pay a customary letter of credit fee equal to the applicable margin on loans and fronting fees.

    All obligations under the ABL Credit Agreement and the guarantees of those obligations are secured, subject to certain exceptions, by a security interest for the benefit of the ABL Lenders on substantially all of the personal property of TETRA and certain subsidiaries of TETRA, the equity interests in certain domestic subsidiaries, and a maximum of 65% of the equity interests in certain foreign subsidiaries.

Swedish Credit Facility

The Company has a revolving credit facility for seasonal working capital needs of subsidiaries in Sweden (“Swedish Credit Facility”). As of September 30, 2026, we had no balance outstanding and availability of approximately $5.0 million under the Swedish Credit Facility. During each year, all outstanding loans under the Swedish Credit Facility must be repaid for at least 30 consecutive days. Borrowings bear interest at a rate of 2.95% per annum. The Swedish Credit Facility expires on December 31, 2026 and the Company intends to renew it annually.

Argentina Credit Facilities

In January 2026, we entered into new credit facilities in Argentina for capital expenditures required for our subsidiary in Argentina (“Argentina Credit Facilities”), which are collateralized by a $3.0 million standby letter of credit issued under our ABL Credit Agreement. As of September 30, 2026, we had $1.0 million outstanding under the Argentina Credit Facilities. Borrowings bear interest at a weighted average rate of 7.13% per annum. Principal and interest are due at maturity of the facilities in December 2026.

Finland Credit Agreement

The Company also has an agreement guaranteed by certain accounts receivable and inventory in Finland (“Finland Credit Agreement”). As of September 30, 2026, there were $1.5 million of letters of credit outstanding against the Finland Credit Agreement. The Finland Credit Agreement expires on January 31, 2027 and the Company intends to renew it annually.
Covenants

Our credit agreements contain certain affirmative and negative covenants, including covenants that restrict the ability to pay dividends or other restricted payments. As of September 30, 2026, we are in compliance with all required covenants under the credit agreements.