-----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, WMERtSp6dEDOIlAHYAaKqgAln3RXt8O/IF3s9gbRxMJUDpiUlL7p4nqYqzeCTPwY LNqx1bsBD/gK4LSFEVjnWQ== 0000950152-97-008539.txt : 19971211 0000950152-97-008539.hdr.sgml : 19971211 ACCESSION NUMBER: 0000950152-97-008539 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971204 ITEM INFORMATION: FILED AS OF DATE: 19971210 SROS: NONE 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: SEC FILE NUMBER: 000-21802 FILM NUMBER: 97735225 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 N-VIRO FORM 8-K 1 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)
DELAWARE 0-21802 34-1741211 (STATE OR OTHER JURISDICTION (COMMISSION (IRS EMPLOYER OF INCORPORATION) FILE NUMBER) 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 2 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 ----------------------------- ------------------- James K. McHugh Chief Financial Officer EX-1 2 EXHIBIT 1 1 Exhibit 1 --------- 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 ---------------------------------------------------- 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. - 30 - -----END PRIVACY-ENHANCED MESSAGE-----