<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
FORM 10-Q
For Quarter Ended: September 30, 2000
Commission File Number 0-14983
AMBI INC.
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(Exact name of registrant as specified in its charter)
New York 11-2653613
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(State or other jurisdiction of (IRS Employer Identification Number)
incorporation of organization)
4 Manhattanville Road, Purchase, NY 10577
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(Address of principal executive offices) (Zip Code)
(914) 701-4500
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(Registrant's telephone number, including area code)
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(Former name, former address and former fiscal year, if changed since last
report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.
YES __X__ NO _____
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, Par Value $.005 31,266,019 shares as of October 31, 2000
----------------------------- ----------------------------------------
<PAGE>
AMBI INC. & SUBSIDIARIES
INDEX
PART I FINANCIAL INFORMATION PAGE
------ --------------------- ----
ITEM 1 Consolidated Financial Statements (unaudited)
Consolidated Balance Sheets at September 30, 2000
and June 30, 2000 3
Consolidated Statements of Operations for the three
months ended September 30, 2000 and l999 5
Consolidated Statement of Stockholders' Equity for
the three months ended September 30, 2000 6
Consolidated Statements of Cash Flows for the three
months ended September 30, 2000 and 1999 7
Notes to Consolidated Financial Statements 8
ITEM 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations 11
PART II OTHER INFORMATION
------- -----------------
ITEM 1 Legal Proceedings 15
ITEM 2 Changes in Securities and Use of Proceeds 15
ITEM 6 Exhibits and Reports on Form 8-K 15
ITEM 7a Quantitative and Qualitative Disclosures
About Market Risk 15
2
<PAGE>
AMBI INC. & SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
September 30, June 30,
2000 2000
------------- --------
(unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 8,456 $ 8,488
Accounts receivable (less allowance for doubtful
accounts of $93 at September 30, 2000 and $134 at
June 30, 2000) 3,935 4,587
Other receivables 694 464
Inventories 1,272 1,382
Prepaid expenses and other current assets 607 717
------- -------
Total current assets 14,964 15,638
Property and equipment, net 750 734
Patents and trademarks (net of accumulated
amortization of $8,845 at September 30, 2000
and $7,843 at June 30, 2000) 21,767 21,711
Goodwill (net of accumulated amortization of
$543 at September 30, 2000 and $449 at
June 30, 2000) 2,615 2,640
Other assets 1,027 362
------- -------
TOTAL ASSETS $41,123 $41,085
======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE>
AMBI INC. & SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
<TABLE>
<CAPTION>
September 30, June 30,
2000 2000
------------- ---------
(unaudited)
<S> <C> <C>
LIABILITIES, REDEEMABLE PREFERRED STOCK
AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 1,500 $ 1,500
Accounts payable and accrued expenses 3,425 4,039
Contingent payments payable 4,640 3,584
Preferred dividends payable 29 29
------- --------
Total current liabilities 9,594 9,152
Long-term debt 750 1,125
Other long-term obligations 147 153
------- --------
TOTAL LIABILITIES 10,491 10,430
------- --------
Commitments and contingent liabilities
REDEEMABLE PREFERRED STOCK:
Series E convertible preferred, 1,500 shares issued: 476
shares outstanding at September 30, 2000
and June 30, 2000, respectively (aggregate liquidation
value Series E $488) 389 389
Series F convertible preferred, 575 shares issued: 343 shares
outstanding at September 30, l999 and June 30, 2000,
respectively (aggregate liquidation value Series F $352) 287 287
STOCKHOLDERS' EQUITY:
Preferred stock, $0.01 par value, authorized 5,000,000 shares
Series G convertible preferred, 828 shares issued, 663 shares
outstanding at September 30, 2000 and June 30, 2000
(aggregate liquidation value $671) 663 663
Common stock, $0.005 par value, authorized 65,000,000
shares; and 31,581,427 shares issued and outstanding at
September 30, 2000 and June 30, 2000, respectively 158 158
Additional paid-in capital 62,291 62,291
Accumulated deficit (33,156) (33,133)
------- --------
TOTAL STOCKHOLDERS' EQUITY $29,956 $29,979
------- -------
TOTAL LIABILITIES, REDEEMABLE PREFERRED
STOCK AND STOCKHOLDERS' EQUITY $41,123 $41,085
======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE>
AMBI INC. & SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended
September 30,
2000 1999
------- --------
<S> <C> <C>
Net sales $ 5,256 $ 8,297
Other revenues 1,647 127
------- -------
REVENUES 6,903 8,424
Cost of goods sold 1,432 1,530
------- -------
GROSS PROFIT 5,471 6,894
Selling, general & administrative expense 3,319 3,450
Research and development expense 1,053 293
Depreciation and amortization 1,175 929
------- -------
OPERATING INCOME (LOSS) (76) 2,222
Interest income 134 68
Interest expense 76 121
Other income, net 27 --
------- -------
INCOME BEFORE INCOME TAXES 9 2,169
Income taxes 3 165
------- -------
NET INCOME $ 6 $ 2,004
====== ========
Basic earnings (loss) per share $(0.00) $0.07
======= =====
Diluted earnings (loss) per share $(0.00) $0.06
====== =====
Weighted average number of common shares - basic 31,581,427 30,459,294
========== ==========
Weighted average number of common shares and
equivalents - diluted 31,581,427 32,116,198
========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
5
<PAGE>
AMBI INC. & SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
(in thousands, except share data)
(unaudited)
<TABLE>
<CAPTION>
Additional
Preferred Stock Paid-In Accumulated
Series G Common Stock Capital Deficit Total
Shares $ Shares $ $ $ $
------ ---- ------ ---- -------- ----------- ------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at June 30, 2000 663 663 31,581,427 158 62,291 (33,133) 29,979
Preferred stock dividends
declared -- -- -- -- -- (29) (29)
Net income for the period -- -- -- -- -- 6 6
----- ----- ---------- ---- ------- -------- -------
Balance at Sept. 30, 2000 663 $663 31,581,427 $158 $62,291 $(33,156) $29,956
===== ===== ========== ==== ======= ======== =======
</TABLE>
See accompanying notes to consolidated financial statements.
6
<PAGE>
AMBI INC. & SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended
September 30,
2000 1999
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 6 $ 2,004
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation and amortization 1,175 929
Nutrition 21 consulting expense -- 51
Changes in assets and liabilities
Decrease/(increase) in accounts receivable 652 (574)
(Increase) in other receivables (230) (119)
Decrease in inventories 110 376
Decrease in prepaid and other current assets 110 73
(Increase) in other assets (665) (138)
(Decrease) in accounts payable and accrued expenses (620) (1,267)
-------- -------
Net cash provided by operating activities 538 1,335
-------- -------
Cash flows from investing activities:
Contingent payments for acquisitions -- (3,434)
Purchases of property and equipment (85) (22)
Payments for patents and trademarks (81) (127)
-------- -------
Net cash (used in) investing activities (166) (3,583)
-------- -------
Cash flows from financing activities:
Capital lease obligation repayments -- (34)
Debt repayments (375) (382)
Proceeds from exercise of options & warrants -- 219
Preferred stock dividends paid (29) --
-------- -------
Net cash (used in) financing activities (404) (197)
-------- -------
Net decrease in cash and cash equivalents (32) (2,445)
Cash and cash equivalents at beginning of period 8,488 4,458
-------- -------
Cash and cash equivalents at end of period $ 8,456 $ 2,013
======== =======
</TABLE>
See accompanying notes to consolidated financial statements.
7
<PAGE>
AMBI INC. & SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1 BASIS OF PRESENTATION
---------------------
The accompanying unaudited interim consolidated financial statements
have been prepared in accordance with generally accepted accounting
principles for interim financial statement reporting and in accordance
with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.
Accordingly, they do not include all the information and footnotes
required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a
fair presentation have been included. Operating results for the
three-month period ended September 30, 2000 are not necessarily
indicative of the results that may be expected for the fiscal year
ending June 30, 2001. For further information, refer to the
consolidated financial statements and notes thereto, included in the
Company's annual report on Form 10-K for the year ended June 30, 2000.
Certain reclassifications have been made to the prior period balances
in order to conform to the current period presentation.
Note 2 INVENTORIES
-----------
The components of inventories at September 30, 2000 and June 30, 2000
were:
September 30, June 30,
2000 2000
------------- ---------
Raw materials $ 269 $ 493
Finished goods 1,003 889
------- -------
Total inventories $ 1,272 $ 1,382
======= =======
Note 3 REDEEMABLE PREFERRED STOCK
--------------------------
During the quarter ended September 30, 2000, there were no conversions
of the Company's Series E, F or G Preferred Stock.
8
<PAGE>
AMBI INC. & SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 4 EARNINGS PER SHARE
------------------
Basic and diluted earnings per share:
Three Months Ended
September 30,
2000 1999
---- ----
Net income $ 6 $2,004
Preferred stock dividends (29) (21)
------ ------
Net income (loss) attributable to
common stockholders $ (23) $1,983
====== ======
Basic earnings (loss) per share $(0.00) $0.07
====== ======
Weighted average number of common
shares 31,581,427 30,459,294
========== ==========
Net income (loss) attributable to
common shareholders $(23) $1,983
Preferred stock dividends -- 21
------ ------
Net income (loss) available to common
shareholders after giving effect to
dilution $(23) $2,004
===== ======
Diluted earnings (loss) per share $(0.00) $0.06
====== =====
Weighted average number of common
shares and equivalents 31,581,427 32,116,198
========== ==========
Diluted loss per share for the quarter ended September 30, 2000, does
not reflect the incremental shares from the assumed conversion of the
preferred stock, as the effect of such inclusion would be to reduce the
loss per share. The weighted average shares of dilutive securities that
would have been used to calculate diluted EPS had their effect not been
anti-dilutive is as follows:
2000 1999
------ ------
Convertible preferred stock 919,396 --
Note 5 COMPREHENSIVE INCOME
--------------------
Effective July 1, 1998, the Company adopted Statement of Financial
Accounting Standards No. 130 "Reporting Comprehensive Income." This
Statement requires that companies disclose comprehensive income, which
includes net income, foreign currency translation, minimum pension
liability adjustments and unrealized gains and losses on marketable
securities classified as available for sale. For the Company,
comprehensive income is the same as net income.
9
<PAGE>
AMBI INC. & SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 6 SEGMENT REPORTING
-----------------
A summary of business data for the Company's reportable segments is as
follows:
Information by business segment (in thousands):
Three Months Ended
September 30,
2000 1999
---- ----
Revenues
--------
Nutritional Products $ 6,840 $ 8,203
Pharmaceutical Products 63 221
------- -------
$ 6,903 $ 8,424
======= =======
Operating Income (Loss)
-----------------------
Nutritional Products $ (92) $ 2,172
Pharmaceutical Products 16 50
----- -------
$ (76) $ 2,222
===== =======
The operations of the Company are principally in the United States.
Note 7 SUPPLEMENTAL CASH FLOW INFORMATION
----------------------------------
Three Months Ended
September 30,
2000 1999
---- ----
Supplemental disclosure of cash flow
information:
Cash paid for interest $ 71 $ 80
Cash paid for income taxes 80 247
Supplemental schedule of non-cash financing
activities:
Obligation for purchase of property &
equipment $192 $209
Issuance of warrants -- $ 63
Obligation for N21 contingent payment $804 $999
Obligation for Lite Bites contingent payment $252 $252
Issuance of common stock for series E
conversion $ -- $249
10
<PAGE>
Item 2 - Management's Discussion and Analysis of Financial Condition and
Results of Operations
The following discussion should be read in conjunction with the
consolidated financial statements and related notes thereto of the
Company included elsewhere herein.
General
The Company's revenues have been primarily derived from the sale of
nutrition products to manufacturers of vitamin and mineral
supplements and sales of nutrition bars and other related dietary
supplement products marketed under the trademark "Lite Bites" (the
"Lite Bites Business"). The Company has, in addition, received
royalty income from users of its patented technology.
Cost of goods sold includes both direct and indirect manufacturing
costs. Research expenses include internal expenditures as well as
expenses associated with third party collaborators. Selling, general
and administrative expenses include salaries and overheads, third
party fees and expenses, royalty expenses for licenses and
trademarks, and costs associated with the selling of the Company's
products. The Company capitalizes patent costs and
acquisition-related goodwill and intangible assets, and amortizes
them over periods of one to twenty years.
Results of Operations
Revenues
--------
Net sales for the three months ended September 30, 2000 were $5.3
million, a decrease of $3.0 million when compared to $8.3 million for
the same period a year ago. The decrease in net sales is due
primarily to reductions in the selling price of chromium picolinate
subsequent to the expiration of a composition-of-matter patent in
August 2000.
Other revenues of $1.6 million for the three months ended September
30, 2000, were comprised of license and royalty revenues of $0.1
million earned from the Whitehall-Robins Healthcare division of
American Home Products Corporation in accordance with the License,
Option and Marketing Agreement entered into on October 8, l999, as
well as $1.5 million of license fees earned from Biosynexus
Incorporated in accordance with the License Agreements entered into
on August 2, 2000.
Cost of goods sold
------------------
Cost of goods sold for the three months ended September 30, 2000 were
$1.4 million, a slight decrease when compared to $1.5 million in the
same period a year ago. The decrease in cost of goods sold is
attributable to cost improvements in nutrition products. Gross margin
of 72.8% for the three months ended September 30, 2000 was 8.8
percentage points lower than the comparable period a year earlier.
The decrease in the gross margin percentage is due to the decrease in
selling price of chromium picolinate.
Selling, general and administrative expenses (SG&A)
---------------------------------------------------
SG&A expense for the three-month period ended September 30, 2000, was
$3.3 million, compared to $3.5 million for the same period a year
earlier. The decrease is due to reductions in marketing and
administrative expenses of $0.7 million offset by a non-recurring
charge of $0.5 million related to the departure of the Company's
previous CEO.
11
<PAGE>
15
Item 2 - Management's Discussion and Analysis of Financial Condition and
Results of Operations (Continued)
Research and development expenses
---------------------------------
Research costs of $1.1 million for the three-month period ended
September 30, 2000, increased $0.7 million compared to $0.3 million
for the same period a year earlier. The increase is primarily
attributable to $0.6 million of expense for NutritionU.com, the
Company's online nutrition education internet company, as well as
additional research costs of $0.2 million related to the Lite Bites
Business.
Operating Income
----------------
The Company's operating loss of $76 thousand for the three-month
period ended September 30, 2000, was $2.3 million less than the
operating income of $2.2 million for the same period a year earlier.
The price reductions offered to the Company's chromium picolinate
customers, the continued funding of NutritionU.com and the
non-recurring charges recorded in the quarter were the contributing
factors. Partially offsetting the contributing factors were license
fees of $1.5 million earned from Biosynexus Incorporated in
accordance with the License Agreements entered into on August 2,
2000.
Interest income, net
--------------------
Interest income, net of interest expense, of $58 thousand for the
three-month period ended September 30, 2000, was $0.1 million higher
than the comparable period a year ago. The increased level of funds
invested in interest-bearing deposits in the quarter ended September
30, 2000 was the contributing factor.
Income taxes
------------
Income taxes for the three-month period ended September 30, 2000 were
$3 thousand compared to $0.2 million in the comparable period a year
earlier. For the quarter ended September 30, 2000, the Company
applied an effective tax rate of 35.5%, which is greater than the
comparable period a year earlier due to the utilization of all its
federal tax loss carry forwards in earlier periods.
Quarterly Variations
--------------------
On a quarter-to-quarter basis, the Company's sales and income may
vary widely as a result of various factors. Such factors may include
customers placing orders in anticipation of a price increase,
customers adjusting finished goods inventory and planned variations
in product pricing, marketing, promotion and product development
expenses. As a result, the Company may report sales increases or
declines and/or income gains or losses for a particular quarter that
may not reflect end-customer usage of the Company's products.
Business Segments
-----------------
The Company operates in two business segments - Nutritional Products
and Pharmaceutical Products.
Nutritional Products
--------------------
Nutritional product revenues were $6.8 million for the quarter ended
September 30, 2000, a decrease of $1.4 million when compared to the
same period a year ago. The decrease in revenues is primarily due to
price reductions offered to our ingredient product customers
partially offset by license fees earned from Biosynexus Incorporated
in accordance with the License Agreements entered into on August 2,
2000.
12
<PAGE>
Item 2 - Management's Discussion and Analysis of Financial Condition and
Results of Operations (Continued)
Nutritional Products operating loss for the quarter ended September
30, 2000 was $92 thousand, a decrease of $2.3 million compared to
$2.2 million of operating income for the same period a year ago. The
decrease in net sales of the ingredient products, the continued
funding of NutritionU and non-recurring charges, were the
contributing factors. Partially offsetting these decreases were
license fees earned in the quarter.
Pharmaceutical Products
-----------------------
Pharmaceutical products revenues were $63 thousand for the quarter
ended September 30, 2000, a decrease of $0.2 million compared to the
same period a year ago. The decrease is attributable to reduced
animal health related sales.
Pharmaceutical products operating income was $16 thousand for the
quarter ended September 30, 2000, compared to $50 thousand for the
same period a year ago. The decline is primarily due to reduced sales
of nisin-based animal health products.
Liquidity and Capital Resources
Cash and cash equivalents at September 30, 2000 were $8.5 million
compared to $8.5 million at June 30, 2000. As of September 30, 2000,
the Company had a working capital surplus of $5.4 million compared to
a $6.5 million surplus as of June 30, 2000.
During the three month period ended September 30, 2000, cash provided
by operations was $0.5 million, compared to $1.3 million for the
three-month period ended September 30, 1999. The decrease is due
primarily to lower profitability.
Cash used in investing activities for the three months ended
September 30, 2000 was $0.2 million compared to $3.6 million for the
comparable period a year ago. Contingent payments for acquisitions,
which were due September 30, 2000 of $3.6 million, will be disbursed
in the second quarter of fiscal 2001.
Cash used in financing activities for the three-month period ended
September 30, 2000 was $0.4 million compared to cash provided by
financing certificates of $0.2 million for the comparable period a
year ago. The lack of proceeds from the exercise of options and
warrants in the quarter ended September 30, 2000, accounted for the
decrease.
The Company's primary sources of financing are cash generated from
continuing operations and a $4.0 million revolving line of credit
with Citizens Bank of Massachusetts (successor in interest to loans
originally issued to the Company by State Street Bank and Trust
Company). At September 30, 2000, the availability under the revolving
line of credit was $2.6 million. At September 30, 2000, the Company
had no borrowings under this line.
The Company believes that cash generated from operations and cash
available under the line of credit will provide sufficient liquidity
to fund operations for the next twelve months.
Future acquisition activities and any increases in marketing and
research and development expenses over the present levels may require
additional funds. Also, the Company intends to seek any necessary
additional funding through arrangements with corporate collaborators,
through public or private sales of its securities, including equity
securities, or through bank financing arrangements. The Company does
not currently have any specific arrangements for additional financing
and there can be no assurance that additional funding will be
available at all or on reasonable terms.
13
<PAGE>
Item 2 - Management's Discussion and Analysis of Financial Condition and
Results of Operations (Continued)
Year 2000 Readiness Disclosure
The Company completed the implementation of Year 2000 readiness of
its critical operational and administrative software during the month
of August 1999. As of September 30, 2000, the Company has not
experienced any disruptions due to Year 2000 issues.
Recently Issued Accounting Standards
------------------------------------
In June 1998, the FASB issued SFAS No. 133 "Accounting for Derivative
Instruments and Hedging Activities." SFAS No. 133 requires companies
to recognize all derivatives as assets or liabilities measured at
their fair value. Gains or losses resulting from changes in the
values of those derivatives would be accounted for depending on the
use of the derivative and whether it qualified for hedge accounting.
In June 2000, the FASB issued SFAS No. 137, "Accounting for
Derivative Instruments and Hedging Activities - Deferral of the
Effective Date of FASB Statement No. 133, an Amendment of FASB
Statement No. 133". SFAS No. 137 defers the effective date of SFAS
No. 133, "Accounting for Derivative Instruments and Hedging
Activities" for one year. SFAS No. 133, as amended, is now effective
for all fiscal quarters of all fiscal years beginning after June 15,
2000. The Company applied the provisions of SFAS No. 133 during the
quarter ended September 30, 2000. The implementation had no impact on
financial position or results of operations during the quarter.
The Securities and Exchange Commission (SEC) released Staff
Accounting Bulletin (SAB) No. 101, "Revenue Recognition in Financial
Statements" on December 3, 1999, SAB No. 101A on March 24, 2000, SAB
No. 101B on June 26, 2000 and a document issued on October 12, 2000
responding to frequently asked questions (FAQ) regarding accounting
standards related to revenue recognition and SAB No. 101. SAB No. 101
sets forth the views of the issues as well as certain
industry-specific guidance. We are required to report the impact of
SAB No. 101, as amended by SAB No. 101A and SAB No. 101B no later
than the fourth fiscal quarter of the fiscal year 2001. The effect of
the change would be recognized as a cumulative effect of a change in
accounting principle as of July 1, 2000. Prior year financial
statements will not be restated. We have not yet made a determination
of the impact of this accounting guidance on our financial position
or results from operations, and are considering guidance from the
SEC's recently issued FAQ on SAB No. 101.
14
<PAGE>
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings
The company in the ordinary course of its business has brought
several patent infringement actions against companies that it
believes have sold chromium picolinate in violation of the Company's
patent rights. As of this date, various actions are ongoing, and the
Company intends to vigorously protect its proprietary rights.
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 27 - Financial Data Schedule
(b) Reports
There were no reports on Form 8-K filed by the Company during
this fiscal quarter.
Item 7a - Quantitative and Qualitative Disclosures About Market Risk
Market risk represents the risk of changes in value of a financial
instrument, derivative or non-derivative, caused by fluctuations in
interest rates, foreign exchange rates and equity prices. The
Company has no financial instruments that give it exposure to
foreign exchange rates or equity prices. The Company's existing term
loan with Citizens Bank of Massachusetts bears interest at a rate
equal to the prime lending rate plus one percent. As a result, the
Company does have exposure to changes in interest rates. For
example, if interest rates increase by one percentage point from
current levels, the Company would incur incremental interest expense
of $15 thousand through the scheduled maturity of the term loan on
February 1, 2002.
15
<PAGE>
AMBI INC.& SUBSIDIARIES
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 thereunto duly authorized.
AMBI INC.
----------
Registrant
Date: November 7, 2000 By: /S/ Gail Montgomery
------------------------------------------
Gail Montgomery
President and Chief Executive Officer
(Principal Executive Officer)
/S/ Gerald A. Shapiro
------------------------------------------
Vice President and Chief Financial Officer
(Principal Financial Officer)
16
