8-K 1 c45335_8k.txt 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: NOVEMBER 14, 2006 (Date of earliest event reported) INCENTRA SOLUTIONS, INC. (Exact name of Registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation) 333-16031 86-0793960 (Commission File No.) (I.R.S. Employer Identification No.) 1140 PEARL STREET BOULDER, COLORADO 80302 (Address of principal executive offices; zip code) (303) 440-7930 (Registrant's telephone number, including area code) N/A (Former Name or Former Address, 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 (SEE General Instruction A.2. below): |_| 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 14-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13-4(e) under the Exchange Act (17 CFR 240.13e-4(c)) SECTION 2 - FINANCIAL INFORMATION ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION (a) On November 14, 2006, we issued a press release announcing our financial results for the three- and nine-months ended September 30, 2006. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. (b) At 11:30 a.m. New York City time, on November 15, 2006, we hosted an investor conference call, broadcast live on the Internet at our website, to discuss our results of operations for the three- and nine-months ended September 30, 2006. A transcript of the conference call is attached hereto as Exhibit 99.2 and incorporated by reference herein. SECTION 7 - REGULATION FD ITEM 7.01. REGULATION FD DISCLOSURE. The description of our press release and investor conference call in Item 2.02 above is incorporated herein by reference. SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. Number Documents ------ --------- 99.1 Press Release issued November 14, 2006. 99.2 Transcript of November 15, 2006 conference call. The information included in this Current Report on Form 8-K shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. INCENTRA SOLUTIONS, INC. Date: November 16, 2006 By: /s/ THOMAS P. SWEENEY III --------------------------------- Thomas P. Sweeney III Chief Executive Officer EXHIBIT INDEX Number Documents ------ --------- 99.1 Press Release issued November 14, 2006. 99.2 Transcript of November 15, 2006 conference call.