-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PtEYYOW+fvsKp5asBaMiJss23XFPsNpVCFypIAX1hRxIy6GRi9zJe0tclwKizWqw Jdtiir+g+OZISsg5Fl4eqA== 0000904896-06-000082.txt : 20061116 0000904896-06-000082.hdr.sgml : 20061116 20061116143040 ACCESSION NUMBER: 0000904896-06-000082 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061113 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061116 DATE AS OF CHANGE: 20061116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: N-VIRO INTERNATIONAL CORP CENTRAL INDEX KEY: 0000904896 STANDARD INDUSTRIAL CLASSIFICATION: PATENT OWNERS & LESSORS [6794] IRS NUMBER: 341741211 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21802 FILM NUMBER: 061222667 BUSINESS ADDRESS: STREET 1: 3450 W CENTRAL AVE STREET 2: STE 328 CITY: TOLEDO STATE: OH ZIP: 43606 BUSINESS PHONE: 4195356374 MAIL ADDRESS: STREET 1: 3450 WEST CENTRAL AVENUE SUITE 328 CITY: TOLEDO STATE: OH ZIP: 43606 8-K 1 form8k-annmtgandloganlevin.txt FORM 8-K - ANNUAL MEETING RESCHEDULE + LOGAN AND LEVIN __________________________________________________________________ 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): November 13, 2006 N-VIRO INTERNATIONAL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 0-21802 34-1741211 (State or Other Jurisdiction of (Commission File Number) (IRS Employer Incorporation or Organization) Identification No.) 3450 W. Central Avenue, Suite 328 Toledo, Ohio 43606 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (419) 535-6374 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 (see General Instruction A.2. below): [ ] 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 5.02 - Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers (b) On November 13, 2006, the Board of Directors accepted the resignations of Dr. Terry J. Logan and Mr. Phillip Levin, effective at the commencement of the Company's Annual Meeting of Stockholders on November 14, 2006 and reduced the number of directors of Registrant to seven. Item 8.01 - Other Events The Company's Annual Meeting of Stockholders was adjourned at 11:30 a.m. on November 14, 2006 to reconvene at 10:00 a.m. on Tuesday, November 28, 2006 in the Garden Room of the Toledo Club, 235 14th Street, Toledo, Ohio. During the adjournment, stockholders of record at the close of business on September 22, 2006 may vote by proxy on the matters set forth in the Notice of Annual Meeting contained in the Company's Proxy Statement dated October 11, 2006. The information contained in this report on Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to liabilities of the Section. The information provided under Items 5.02(b) and 8.01 in this report shall not be incorporated by reference into any filings or other document under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Item 9.01 - Financial Statements and Exhibits (c) Exhibits Exhibit No. Description ----------- ----------- 99.1 Release dated November 16, 2006 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. N-VIRO INTERNATIONAL CORPORATION Dated: November 16, 2006 By: /s/ James K. McHugh ----------------- ---------------------- James K. McHugh Chief Financial Officer EX-99.1 2 form8k-111306form991.txt FORM 8-K NOV 13 2006 - EXHIBIT 99.1 Exhibit 99.1 ------------ NEWS RELEASE FOR IMMEDIATE RELEASE For More Information Contact: Timothy Kasmoch, CEO info@nviro.com (419) 535-6374 -------------- N-Viro International Announces Rescheduled Annual Stockholder Meeting Toledo, Ohio, Thursday, November 16, 2006 - N-Viro International Corp. (OTC BB/NVIC.OB) announced today that the Company opened its Annual Meeting of Stockholders yesterday, but adjourned the meeting at 11:30 a.m. to reconvene at 10:00 a.m. on Tuesday, November 28, in the Garden Room of the Toledo Club, 235 14th Street, Toledo, Ohio. During the adjournment, stockholders of record at the close of business on September 22, 2006 may vote by proxy on the matters set forth in the Notice of Annual Meeting contained in the Company's Proxy Statement dated October 11, 2006. About N-Viro - ------------- N-Viro International Corporation develops and licenses its technology to municipalities and private companies. N-Viro's patented processes use lime and/or mineral-rich, combustion byproducts to treat, pasteurize, immobilize and convert wastewater sludge and other bio-organic wastes into biomineral agricultural and soil-enrichment products with real market value. More information about N-Viro International can be obtained by contacting the office or on the Internet at www.nviro.com or by e-mail inquiry to info@nviro.com. ------------- -------------- Forward Looking Statements - ---------------------------- The Company cautions that words used in this document such as "expects," "anticipates," "believes" and "may," as well as similar words and expressions used herein, identify and refer to statements describing events that may or may not occur in the future. These forward-looking statements and the matters to which they refer are subject to considerable uncertainty that may cause actual results to be materially different from those described herein. For example, while the Company believes that trends in sludge treatment are moving in favor of the Company's technology, such trends may not continue or may never result in increased sales or profits to the Company because of the availability of competing processes. Additional information about these and other factors that may adversely affect these forward-looking statements are contained in the Company's reports and filings with the Securities and Exchange Commission. The Company assumes no obligation to update forward-looking statements to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information except to the extent required by applicable securities laws. -----END PRIVACY-ENHANCED MESSAGE-----