SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 8-K/A
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: September 30, 1997
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(Date of earliest event reported)
Bion Environmental Technologies, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Colorado 0-19333 84-1176672
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(State of (Commission (I.R.S. Employer
Incorporation) File No.) Identification No.)
555 17th Street, Suite 3310, Denver, Colorado 80202
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(Address and Zip Code of Principal Executive Offices)
Registrant's telephone number including area code: (303) 294-0750
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ITEM 5. OTHER EVENTS.
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(A) On September 30, 1997 Bion Environmental Technologies, Inc., (the
"Registrant") signed a contract for the design, permitting, and construction
of its patented Bion NMS' animal waste treatment system for a new 11,500 hog
finishing farm in Randolph County, North Carolina. Bion NMS's patented
process is an ecologically-friendly biological system which solves animal
waste handling concerns and significantly reduces odor. In the process, hog
wastes are converted into nutrient-rich biologically active biosolids which
the Registrant blends to become BionSoil' products such as organic fertilizers
and soil amendments.
(B) On October 8, 1997, the Registrant entered into an agreement to
design and install a number of its patented Bion NMS animal waste treatment
systems in the States of Colorado and Nebraska. That agreement is attached as
Exhibit 10-1 to the Registrant's September 30, 1997 Form 8-K filed on October
9. 1997 and is hereby incorporated by reference. The agreement marks the
Registrant*s initial entry into the Colorado and Nebraska animal raising
markets. The agreement is subject to certain contingencies regarding financing
and other matters which must be resolved by November 15, 1997 (unless extended
by mutual written agreement). The agreement covers Phase I of a proposed hog
farm in eastern Colorado and western Nebraska which will house 330,000
finishing hogs. The Agreement calls for payment of $1,200,000 in fees to the
Registrant and an equity investment in the Registrant of $3,000,000 through
the purchase of 1,000,000 Units at a purchase price of $3.00 per Unit where
one Unit shall consist of one share of the Registrant's restricted common
stock and one warrant to purchase one share of the Registrant's restricted
stock at a price of $7.00 per share. The agreement also covers numerous other
matters (all of which are set forth in Exhibit 10.1 attached to the
Registrant's September 30, 1997 Form 8-K filed on October 9. 1997) including
that the Registrant has granted an option for design and installation of Bion
NMS systems for Phase II of the project which is contemplated to house 330,000
additional finishing hogs, if completed.
(C) Effective October 8, 1997 the Registrant and Scott R. Sieck, Manager,
Corporate Development and Shareholder Relations, (collectively "the parties")
mutually agreed not to renew Mr. Sieck's year-to-year employment agreement
which is detailed in the Registrant*s August 30, 1996 Form 8-K. The parties
also agreed that of Mr. Sieck's remaining 150,000 Class K-1 through K-3
warrants to purchase the Registrant's restricted common stock, 100,000 will
now be cancelled and he will retain 50,000 warrants to purchase the
Registrant*s restricted common stock at a price of $6.00 per share exercisable
from March 1, 1998 through October 1, 1999. Mr. Sieck will also be granted
options to purchase 10,000 shares of the Registrant*s common stock at a price
of $6.25 per share and 10,000 shares at a price of $7.25 per share, pursuant
to the Registrant*s Fiscal Year 1994 Incentive Plan.
(D) Effective October 3, 1997, the Registrant granted bonuses under its
Fiscal Year 1994 Incentive Plan to three of its employees consisting of a
total of 30,000 options to purchase shares of the Registrant*s common stock,
10,000 at a price of $5.40 per share, and 20,000 at a price of $6.25 per
share.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
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Exhibit 10.1: Bion NMS Installation Agreement (previously filed
and incorporated herein by reference)
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
BION ENVIRONMENTAL TECHNOLOGIES, INC.
Date: October 17, 1997 By: /s/ Jon Northrop
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Jon Northrop,
Chief Executive Officer
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INDEX TO EXHIBITS
Financial Statements and Exhibits.
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10.1 Bion NMS Installation Agreement (previously filed and
incorporated by reference herein)
