99.1
Published on
EXHIBIT 99.1
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NAME AND ADDRESS OF REPORTING PERSON: PRUDENTIAL FINANCIAL, INC.
751 BROAD STREET
NEWARK, NEW JERSEY 07102-3777
ISSUER NAME AND TICKER OR TRADING SYMBOL: BOOTS & COOTS INTERNATIONAL WELL
CONTROL, INC. (WEL)
STATEMENT FOR MONTH/DAY/YEAR: JULY 3, 2003
EXPLANATION OF RESPONSES:
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(1) ON JULY 3, 2003, PRUDENTIAL (AS DEFINED BELOW) CONVERTED 59,872 SHARES OF
SERIES E CUMULATIVE SENIOR PREFERRED STOCK OF THE ISSUER ("SERIES E STOCK") ON A
ONE-FOR-ONE BASIS PURSUANT TO ITS TERMS INTO 59,872 SHARES OF SERIES F
CONVERTIBLE PREFERRED STOCK OF THE ISSUER ("SERIES F STOCK"). THE SERIES F STOCK
WAS CONVERTED INTO 13,607,202 SHARES OF COMMON STOCK. PURSUANT TO THE TERMS OF
THE SERIES F STOCK, THE AGGREGATE FACE VALUE OF THE SERIES F STOCK, $5,987,200,
WAS CONVERTED AT A CONVERSION PRICE OF $0.44 PER SHARE. THE CONVERSION PRICE IS
CALCULATED BASED ON A DISCOUNT TO THE TRAILING 90-DAY AVERAGE TRADING PRICE OF
THE COMMON STOCK.
(2) THE SECURITIES WHICH ARE THE SUBJECT OF THIS STATEMENT ARE HELD DIRECTLY BY
THE PRUDENTIAL INSURANCE COMPANY OF AMERICA ("PRUDENTIAL"), AN INDIRECT WHOLLY
OWNED SUBSIDIARY OF THE REPORTING PERSON.
(3) ON JULY 3, 2003, PRUDENTIAL EXERCISED WARRANTS TO PURCHASE AN AGGREGATE OF
2,292,798 SHARES OF COMMON STOCK. THE AGGREGATE EXERCISE PRICE, $1,400,900, WAS
PAID, PURSUANT TO THE TERMS OF THE WARRANTS, WITH THE SURRENDER OF 14,009 SHARES
OF SERIES G CUMULATIVE CONVERTIBLE PREFERRED STOCK, WHICH WAS CREDITED AT ITS
FACE VALUE, $1,400,900.
(4) THE TRADING PRICES FOR THE SHARES WERE AS FOLLOWS:
NUMBER PRICE
2,238,800 $0.40
235,800 $0.41
91,900 $0.42
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TOTAL: 2,566,500