Blog: BION ENVIRONMENTAL TECHNOLOGIES INC : Regulation FD Disclosure, Other Events, Financial Statements and Exhibits (form 8-K) –

Item 7.01 Regulation FD Disclosure.

On July 25, 2022, the Company issued a press release entitled “Bion’s New
Technology Will Make Beef Sustainable and Profitable for Cattle Feeders &
Ranchers”related to execution of an LOI between Ribbonwire Ranch (“RWR”),
Dalhart, Texas and the Company (“LOI”) which press release has been placed on
the Investors page of our website.

Item 8.01  Other Events.

On July 20, 2022, the Company entered into a LOI with Ribbonwire Ranch (Dalhart,
Texas) setting forth the parties’ intention to negotiate a joint venture
agreement (“JVA”) and enter into a joint venture (“JV”) to develop and operate
an initial 15,000 head integrated, sustainable beef facility on RWR property
(“Dalhart Project”) including:

a) innovative cattle barns (with slatted floors to facilitate movement of manure

to the anaerobic digester and potentially solar PV generation on the


b) ‘customized’ anaerobic digestion systems (including pretreatment to increase

    renewable natural gas ('RNG') production and an RNG cleaning system to allow
    pipeline sales and monetization of related environmental credits which
    cleaning system will include capture/recycling of the CO2),

c) a Bion 3G Tech system (which will utilize the recycled CO2 to increase

    ammonium bicarbonate recovery) for the production of ammonium bicarbonate
    fertilizer for use in organic crop production (plus residual solids and clean

d) together with required utilities, roads, support and storage buildings, etc.

which JV will include provide for expansion of the Dalhart Project up to 60,000
head of cattle, in aggregate, located at/around/contiguous to the initial
facilities on RWR property. See Exhibit 10.1 which sets forth the LOI in its

The opportunity presented by the LOI to commercialize the Company’s 3G
Technology and business model matured more quickly than anticipated (reflecting
strong industry and public momentum in favor of verifiably sustainable food
ventures). As a result, we have shifted our plans to focus resources and make
our initial 15,000 head operation in Dalhart, TX a reality as soon as possible.

To place the LOI and the Dalhart Project in the context of Company’s business
plan (and our existing public disclosure), if the contemplated JV moves forward
on the timelines it contains, active development of the Dalhart Project will
commence early in the second quarter of 2023.

Prior to such activity, the Company intends to construct and operate the initial
phase of the previously announced 3G Tech demonstration project near Fair Oaks,
Indiana: i) to validate our existing data and modeling at commercial scale and
ii) to optimize the Bion 3G Tech module for finalization of design parameters
and fabrication details of our planned 15,000 head commercial facilities
(including the Project outlined in the LOI). For the purposes of this initial
phase, the Company, in order to accelerate the data acquisition phase, intends
to utilize anaerobic digester effluent from the nearby/contiguous Fair Oaks
dairy. Construction and related activities of this demonstration project have
commenced with main module assembly targeted for the Fall of 2022 followed by
operations through the first quarter of 2023 to generate the required
information. Thereafter, the Company will evaluate what, if any, additional
facilities and testing will take place at that location.

The Company anticipates that it will negotiate additional letters of intent and
enter into additional joint ventures related to the development of further
commercial-scale sustainable beef projects over the next 6-18 months in addition
to the Dalhart Project.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.                                  Description
   10.1         Letter of Intent with Ribbonwire Ranch (July 20, 2022)
   99.1         Release titled "Bion's New Technology Will Make Beef Sustainable and
              Profitable for Cattle Feeders & Ranchers" (June 25, 2022)
    104       Cover Page Interactive Data File (the cover page XBRL tags are embedded
              within the inline XBRL document)

© Edgar Online, source Glimpses

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