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: May 21, 1998 -------------------------------- (Date of earliest event reported) Bion Environmental Technologies, Inc. ------------------------------------------------- (Exact Name of Registrant as Specified in its Charter Colorado 0-19333 84-1176672 - ----------- ----------- ------------- (State of (Commission (I.R.S. Employer Incorporation) File No.) Identification No.) 555 17th Street, Suite 3310, Denver, Colorado 80202 ----------------------------------------------------------- (Address and Zip Code of Principal Executive Offices) Registrant's telephone number including area code: (303) 294-0750 ITEM 5. OTHER EVENTS. - -------- ------------- On May 21, 1998, Bion Environmental Technologies Inc. (the "Registrant") entered into an agreement (the "Agreement") with LoTayLingKyur, Inc. ("LTLK") under which LTLK will make a credit facility available to the Registrant effective May 1, 1998. Under the terms of the Agreement the Registrant may make monthly draws against the credit facility commencing in May 1998 up to the following amounts: $50,000 per month for May through August 1998, $75,000 per month for September through December 1998, $100,000 per month for January through October 1999. The monthly draws are non-cumulative and will only be paid to the Registrant at the Registrant's request. In addition to the monthly draws, which are not permitted to exceed $1,500,000 in the aggregate, an additional $250,000 will be added to the balance in the form of consulting fees that were performed by LTLK for the Registrant. The Agreement further provides that the entire outstanding balance will be due and payable on December 31, 1999. Interest is to be accrued monthly by the Registrant to LTLK at the rate of 1% per month on the outstanding balance of the monthly draws and will be added to the unpaid balance. Prepayment of any amount of the outstanding principal by the Registrant requires the written permission of LTLK. At the option of LTLK, the entire outstanding balance may be converted into restricted and legended common stock of BION at $6.00 per share on or before December 31, 1999. As additional consideration for making this credit facility available to the Registrant, LTLK will be issued one warrant authorizing LTLK to purchase one share of the restricted and legended common stock of BION at a purchase price of $7.50 per share exercisable for a period from date of issue of such warrant and expiring on December 31, 2000 for each $2.00 of principal amount of the Note (no warrants will be issued for interest accumulated on the principal amounts of the Note). A copy of the Agreement is attached to this Report as Exhibit 10.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. - ------- ------------------------------------ 10.1 Agreement effective May 1, 1998, with LoTayLingKyur, Inc. 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: June 3, 1998 By: /s/ M. Duane Stutzman ---------------------- M. Duane Stutzman, Chief Financial Officer INDEX TO EXHIBITS Financial Statements and Exhibits. - ------------------------------------ 10.1 Agreement effective May 1, 1998, with LoTayLingKyur, Inc.