SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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):
December 29, 2000
BOOTS & COOTS INTERNATIONAL WELL CONTROL, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
1-13817 11-2908692
(Commission File Number) (IRS Employer Identification Number)
777 Post Oak Boulevard, Suite 800, Houston, Texas 77056
(Address of Principal Executive Offices and Zip Code)
(713) 621-7911
(Registrant's Telephone Number, Including Area Code)
<PAGE>
ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
Boots & Coots International Well Control, Inc. entered into a Seventh
Amendment to Loan Agreement dated as of December 29, 2000, by and among the
Registrant, the financial institutions from time to time a party to the Loan
Agreement, and Specialty Finance Fund I, LLC, a Delaware limited liability
company. Pursuant to the Seventh Amendment to the Loan Agreement, the
Registrant converted $8,487,300 of debt owed to Specialty Finance Fund I, LLC
into 89,117 shares of its Series H Cumulative Convertible Preferred Stock,
$0.00001 par value per share. The shares of Series H Cumulative Convertible
Preferred Stock are convertible into between 3,564,680 and 11,882,267 shares of
the Registrant's common stock, as specified in the Certificate of Designation of
Rights and Preferences of the Series H Cumulative Convertible Preferred Stock.
In addition, Specialty Finance Fund I, LLC, holds a warrant to purchase
8,729,985 shares of common stock of the Registrant and holds 147,058 shares of
common stock of the Registrant. Based on 31,625,166 shares of common stock of
the Registrant outstanding as of December 29, 2000, Specialty Finance Fund I,
LLC, beneficially owns an aggregate of between 28.23% and 39.6% of the issued
and outstanding shares of common stock of the Registrant. Tracy S. Turner, an
affiliate of Specialty Finance Fund I, LLC, was recently added to the board of
directors of the Registrant.
ITEM 7. FINANCIAL STAEMENTS AND EXHIBITS
(c) EXHIBITS
99.1 Seventh Amendment to Loan Agreement, dated as of December 29,
2000 by and between Boots & Coots International Well Control, Inc. and
Specialty Finance Fund 1, LLC.
-2-
<PAGE>
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.
Boots & Coots International Well Control, Inc.
(Registrant)
Date: January 12, 2001 By: /s/ Larry H. Ramming
-------------------------------------
Larry H. Ramming
Chief Executive Officer
-3-
<PAGE>
