
HOUSTON, Texas July 23, 2003 — Boots & Coots International
Well Control, Inc. (Amex: WEL), announced today that on July
21, 2003 it received a letter from the American Stock Exchange
(AMEX) stating that the Company is not in compliance with the
continued listing standards of AMEX and that AMEX had completed
its review of Boots & Coots’ revised plan of compliance
and supporting documentation (the “Plan”). AMEX has
determined that, in accordance with the AMEX Company Guide, the
plan submitted by Boots & Coots on June 16, 2003 makes a
reasonable demonstration of its ability to regain compliance
with continued listing standards.
Specifically, Boots & Coots is not in compliance with:
Section 1003(a)(i) with shareholders equity of less than $2,000,000
and has sustained losses from continuing operations and / or
net losses in two of its three most recent fiscal years and
Section 1003(a)(ii) with shareholders equity of less than $4,000,000
and has sustained losses from continuing operations and / or
net losses in three out of its four most recent fiscal years.
Additionally, according to the Company’s Form 10-Q for
the period ended March 31, 2003, the Company’s total
shares outstanding at May 13, 2003 amounted to 82,767,293 shares.
This amount is greater than those listed with the Exchange.
As such, the Company is not in compliance with Section 301
of the AMEX Company Guide, which states that a listed company
is not permitted to issue, or to authorize its transfer agent
or registrar to issue or register, additional securities of
a listed class until it has filed an application for the listing
of such additional securities and received notification from
the Exchange that the securities have been approved for listing.
Finally, according to the Company’s definitive proxy
statement that was filed on July 11, 2003, the Company has
one member on its audit committee. As a result, the Company
is not in compliance with audit committee composition requirements
under Section 121B(b)(i) of the AMEX Company Guide, which requires
each issuer to have and maintain an audit committee of at least
three members, compromised solely of independent directors,
each of whom is able to read and understand fundamental financial
statements, including a company’s balance sheet, income
statement, and cash flow statement or will become able to do
so within a reasonable period of time after his or her appointment
to the audit committee.
AMEX has granted Boots & Coots an extension until the
filing due date of Boots & Coots' Form 10-Q for the period
ending September 30, 2003 to gain compliance with AMEX’s
listing standards subject to the Company providing AMEX with
updates, at least quarterly or as requested by AMEX, in conjunction
with the initiatives outlined in the submitted Plan.
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About Boots & Coots
Boots & Coots International Well Control, Inc., Houston,
Texas, provides a suite of integrated oilfield services centered
on the prevention, emergency response and restoration of blowouts
and well fires around the world. Boots & Coots' proprietary
risk management program, WELLSURE®, combines traditional
well control insurance with post-event response as well as
preventative services, giving oil and gas operators and insurance
underwriters a medium for effective management of well control
insurance policies. The Company's SafeGuard program, developed
for regional producers and operators sponsored by Boots & Coots,
provides dedicated emergency response services, risk assessment
and contingency planning, and continuous training and education
in all aspects of critical well management. For more information,
visit the Company's web site at http://www.bootsandcoots.com
.
Certain statements included in this
news release are intended as "forward- looking statements" under
the Private Securities Litigation Reform Act of 1995. Boots & Coots
cautions that actual future results may vary materially from
those expressed or implied in any forward-looking statements.
More information about the risks and uncertainties relating
to these forward- looking statements are found in Boots & Coots'
SEC filings, which are available free of charge on the SEC's
web site at http://www.sec.gov.
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