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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 9, 2004
BOOTS & COOTS INTERNATIONAL WELL CONTROL, INC.
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(Exact name of Registrant as specified in its charter)
Delaware 1-13817 11-2908692
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(State or other jurisdiction of Commission (I.R.S. Employer
incorporation or organization) File Number Identification No.)
11615 North Houston Rosslyn
Houston, Texas 77086
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (281) 931-8884
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(Former name, former address and former fiscal year,
if changed since last report)
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:
[_] 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))
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Item 2.02. Results of Operations and Financial Condition.
On November 9, 2004 the Company issued a press release announcing its
financial results for its third quarter ended September 30, 2004. A copy of the
press release issued by the Company is attached hereto as Exhibit 99.1.
The Company's press release announcing its financial results for its third
quarter ended September 30, 2004 contains non-GAAP financial measures.
Generally, a non-GAAP financial measure is a numerical measure of a company's
performance, financial position, or cash flows that either excludes or includes
amounts that are not normally excluded or included in the most directly
comparable measure calculated and presented in accordance with United States
generally accepted accounting principles, or GAAP. Pursuant to the requirements
of Regulation G, the Company has provided quantitative reconciliations within
the press release of the non-GAAP financial measures to the most directly
comparable GAAP financial measures.
The press release attached to this Form 8-K as Exhibit 99.1 shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended, or otherwise subject to liabilities of that Section.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits. The following exhibits are furnished as part of this
current Report on Form 8-K:
99.1 Press Release dated November 9, 2004
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
BOOTS & COOTS INTERNATIONAL WELL
CONTROL, INC.
Date: November 9, 2004 By: /s/ Kevin Johnson
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Kevin Johnson
Principal Accounting Officer
INDEX TO EXHIBITS
Item Exhibit
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99.1 Press Release dated November 9, 2004.