SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 of 15(d) of the
Securities Exchange Act of 1934
May 21, 2007
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Date of Report (date of earliest event reported)
BION ENVIRONMENTAL TECHNOLOGIES, INC.
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Exact name of Registrant as Specified in its Charter
Colorado 000-19333 84-1176672
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State or Other Jurisdiction Commission File IRS Employer Identification
of Incorporation Number Number
641 Lexington Avenue, 17th Floor, New York, NY 10022
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Address of Principal Executive Offices, Including Zip Code
(212) 758-6622
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Registrant's Telephone Number, Including Area Code
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:
[ ] 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 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 8.01 OTHER EVENTS
On May 21, 2007, Bion Environmental Technologies, Inc. (the "Company")
completed the execution of settlement documents with regard to a class action
lawsuit in which it had been named as a defendant brought by TCMP3 Partners,
LLP in the Court of Chancery in the State of Delaware, Case Number 170-VCP
(the "TCMP Litigation"). Pursuant to that settlement, Bion, Bion Dairy
Corporation and Mark Smith will pay $165,000, through insurance, into a
settlement fund. Other defendants will also pay $405,000 to the settlement
fund. The payments are due upon entry of a scheduling order by the Court for
approval of the settlement. This settlement is subject to court approval of
the settlement reached in the TCMP3 litigation as well as court approval of
the settlement in the Comtech litigation described below.
As part of the settlement reached in the TCMP Litigation, Bion, its
majority owned subsidiary Centerpoint Corporation ("Centerpoint"), and Bion's
shareholders (as of January 15, 2002) ("Shareholder Class") filed an action
against Comtech Group, Inc. (formerly known as Trident Rowan Group, Inc.),
OAM S.p.A and others in the Court of Chancery in the State of Delaware, Case
Number 2968-VCP (the "Comtech Litigation"), along with a stipulated
settlement of the litigation. Pursuant to that settlement, Comtech Group and
OAM will deliver to the Shareholder Class: a) 144,240 shares of Bion common
stock; b) a warrant to purchase 100,000 shares of Bion's common stock, and c)
140,000 shares of the common stock of Centerpoint Corporation. Additionally,
they will assign to Bion and Centerpoint all of their rights to any proceeds
of an escrow established from the sale of Centerpoint's assets to Aprilia
S.p.A. (the "Aprilia Escrow") and any proceeds from litigation related to the
transaction with Aprilia. As part of the settlement, one of the other
defendants will pay $150,000 into a settlement fund, through insurance. Of
this amount, Bion would receive $85,000 and Centerpoint will receive $20,000.
This settlement is also subject to Court approval as well as approval of the
settlement reached in the TCMP3 litigation.
A hearing date for approval of the above settlements has been set for
August 7, 2007.
ITEM 9.01. Financial Statements and Exhibits
(a) Financial Statements of Businesses Acquired.
Not Applicable.
(b) Pro Forma Financial Information
Not Applicable.
(c) Shell Company Transactions
Not Applicable.
(d) Exhibits
None
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.
Bion Environmental Technologies, Inc.
Date: May 23, 2007 By: /s/ Mark A. Smith
Mark A. Smith, President