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UNITED STATES
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 (DATE OF EARLIEST EVENT REPORTED): DECEMBER 4, 1997
N-VIRO INTERNATIONAL CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
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<S> <C> <C>
DELAWARE 0-21802 34-1741211
(STATE OR OTHER JURISDICTION (COMMISSION (IRS EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.)
<S> <C> <C>
3450 W. CENTRAL AVENUE, SUITE 328
TOLEDO, OHIO 43606
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
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REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (419) 535-6374
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ITEM 5. OTHER ITEMS
On December 4, 1997, N-Viro International Corporation ("the Company")
issued a press release, regarding the conclusion of the Manchak settlement
agreement, incorporated by reference herein as Exhibit 1.
SIGNATURE
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 hereunto duly authorized.
N-VIRO INTERNATIONAL CORPORATION
Dated: December 5, 1997 By: /s/ James K. McHugh
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James K. McHugh
Chief Financial Officer
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Exhibit 1
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NEWS RELEASE FOR IMMEDIATE RELEASE
For More Information Contact:
J. Patrick Nicholson
Chief Executive Officer
or
James K. McHugh
Chief Financial Officer
(419) 535-6374
N-VIRO CONCLUDES MANCHAK SETTLEMENT
AND ACHIEVES TERMINATION OF MANCHAK - VFL LITIGATION
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Toledo, Ohio, December 4, 1997 - J. Patrick Nicholson, Chief Executive Officer
of N-Viro International Corporation [NASDAQ/NVIC], announced today that a final
settlement has been achieved with Frank Manchak Jr. et. al. regarding both
N-Viro's debt to Manchak and his litigation against N-Viro's agent and licensee,
VFL Technology Corporation of West Chester, Pennsylvania.
Nicholson stated: "N-Viro has fully paid Manchak without requiring any sales on
the open market of N-Viro stock by Manchak. All 250,000 shares of N-Viro stock
originally issued to Manchak, as well as an option to purchase an additional
100,000 shares at a price of $1.75 per share, have been reacquired by the
Company as part of the settlement for a total purchase price of $460,000.
Included in this sum was the satisfaction of all outstanding debt to Manchak.
The S-3 Registration Statement filed by the Company on July 21, 1997, to
register the stock issued to Manchak can now be formally withdrawn.
"The final payment," Nicholson said, "included an agreement by Manchak to drop
all litigation against VFL Technology Corporation. N-Viro made clear its full
intent to seek damages against Manchak, if Manchak continued litigation against
VFL or any N-Viro agent or licensee. N-Viro went to court to ensure that all
N-Viro agents and licensees were protected against Manchak's litigation."
According to Nicholson: "Since 1987, the use of alkaline technologies in
publicly owned wastewater residuals management has increased tenfold, from 2
percent to 20 percent, in the U.S. Generators and their consultants are urged to
require any supplier of alkaline technology to indemnify the owner against any
patent infringement of their proposed operation. Without such protection the
public and the consultant are at serious risk. N-Viro offers such protection.
Moreover, N-Viro provides $5 million product liability protection without an
environmental waiver."
N-Viro International develops, markets and licenses the N-Viro technology.
N-Viro's patented process uses mineral-rich, combustion by-products to treat,
pasteurize, immobilize and convert wastewater sludges and other bio-organic
wastes into bio-mineral agricultural and soil-enrichment products with real
market value.
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