UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SEC File Number: 1-13817
FORM 12b-25 CUSIP Number: 099469108
NOTIFICATION OF LATE FILING
(Check One): (X) Form 10-KSB ( ) Form 20-F ( ) Form 11-K ( ) Form 10-QSB
( ) Form N-SAR
For Period Ended: DECEMBER 31, 1999
( ) Transition Report on Form 10-KSB
( ) Transition Report on Form 20-F
( ) Transition Report on Form 11-K
( ) Transition Report on Form 10-QSB
( ) Transition Report on Form N-SAR
For the Transition Period Ended:
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Read Instructions (on back page) Before Preparing Form, Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
PART I - REGISTRANT INFORMATION
BOOTS & COOTS INTERNATIONAL WELL CONTROL, INC.
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Full Name of Registrant
N/A
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Former Name if Applicable
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777 POST OAK BOULEVARD, SUITE 800
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Address of Principal Executive Office (Street and Number)
HOUSTON, TEXAS 77056
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City, State and Zip Code
PART II - RULES 12b-25(b) and (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)
(X) (a) The reasons described in reasonable detail in Part III of
this form could not be eliminated without unreasonable effort or expense;
( ) (b) The subject annual report, semi-annual report, transition
report on Form 10-KSB, Form 20-F, 11K, Form N-SAR, or portion thereof, will be
filed on or before the fifteenth calendar day following the prescribed due date;
or the subject quarterly report of transition report on the Form 10-QSB, or
portion thereof will be filed on or before the fifth calendar day following the
prescribed due date; and
( ) (c) The accountant's statement or other exhibit required by
Rule 12b-25(c) has been attached is applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-KSB, 11-K,
10-QSB, N-SAR, or the transition report or portions thereof, could not be filed
with the prescribed time period. (Attach Extra Sheets if Needed)
The Registrant's Annual Report on Form 10-KSB for the year ended December
31, 1999, could not be filed within the prescribed time period because the audit
of the Company's financial statements has not been completed. The audit has not
been completed for a number of reasons, as set forth on Exhibit A attached
hereto.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Larry Ramming (713) 621-7911
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of
the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940 during the preceding 12 months (or for such shorter) period that the
registrant was required to file such reports) been filed? If answer is no
identify report(s).
YES X NO
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(3) It is anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?
YES X NO
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If so, attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.
[IF THE ANSWER ABOVE IS YES, THEN USE THIS SPACE TO GIVE THE EXPLANATION]
See Exhibit B
BOOTS & COOTS INTERNATIONAL WELL CONTROL, INC
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: MARCH 31, 2000 By: /S/ LARRY H. RAMMING
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CHIEF EXECUTIVE OFFICER
INSTRUCTION: The form may be signed by an executive officer of the
registrant or by any other duly authorized representative. The name and title of
the person signing the form shall be typed or printed beneath the signature. If
the statement is signed on behalf of the registrant by an authorized
representative (other than the executive officer), evidence of the
representative's authority to sign on behalf of the registrant shall be filed
with the form.
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ATTENTION
Intentional misstatements or omissions of fact constitute
Federal Criminal Violations (See 18 U.S.C. 1001).l
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1. This form is required by Rule 12b-25 (17 CFR 240, 12b-25) of the General
Rules and Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and amendments
thereto must be completed and filed with the Securities and Exchange Commission,
Washington, D.C. 20549, in accordance with Rule 0-3 of the General Rules and
Regulations under the Act. The information contained in or filed with the form
will be made a matter of public record in the Commission files.
3. A manually signed copy of the form and amendments thereto shall be filed
with each national securities exchange on which any class of securities of the
registrant is registered.
4. Amendments to the notifications must also be filed on form 12b-25 but
need not restate information that has been correctly furnished. The form shall
be clearly identified as an amended notification.
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Exhibit A
The extension is being requested due to a delay in engaging the Company's
independent public accountants. Management has dedicated significant time to
capital raising activities and refinancing commitments, as has been previously
disclosed. Further, the Company has been engaged in negotiations for the sale of
the assets of its wholly owned subsidiary, International Tool Supply ("ITS").
The Company anticipates filing the report Form 10-KSB promptly upon completion
of the audit.
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Exhibit B
Results for the year ended December 31, 1999 will not be finalized until
completion of the audit. The Company anticipates reporting a significant
increase in losses in comparison to its fiscal year ended December 31, 1998, due
to the effect of decreased activity in the exploration and production business
sectors during this period, as well as losses due to the classification of its
ITS subsidiary as a discontinued operation effective December 31, 1999.
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