Bion and Kimmeridge Execute Memorandum of Understanding

Rhea-AI Summary

Bion Environmental Technologies (OTC QB: BNET) executed a Memorandum of Understanding with Kimmeridge Energy Management Company on December 9, 2025 to evaluate use of Bion’s Ammonia Recovery System (ARS) at a potential large Renewable Natural Gas (RNG) facility.

The MOU covers cost sharing for engineering, fertilizer sample production, testing, agronomic validation, lifecycle analysis, and commercial planning toward negotiating a Joint Venture. Bion granted Kimmeridge a limited Right of First Refusal on a large equity investment at a premium to current market price during the evaluation period. The MOU will be filed as an exhibit to a Form 8-K and posted at sec.gov and OTC Markets.

Positive

• MOU to evaluate Bion ARS at a large RNG facility (Dec 9, 2025)
• Shared engineering and testing costs reduce near-term development expense
• Limited Right of First Refusal on a large equity investment at a premium

Negative

• MOU is preliminary and nonbinding; no guaranteed revenue or JV
• Potential future equity investment could dilute existing shareholders

News Market Reaction

+1.14%

1 alert

+1.14% News Effect

On the day this news was published, BNET gained 1.14%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

AB10 nitrogen content: 10% nitrogen Equity ROFR size: 10 million shares Net loss: $581,329 +5 more

8 metrics

AB10 nitrogen content 10% nitrogen Flagship AB10 organic ammonium bicarbonate fertilizer

Equity ROFR size 10 million shares Right of first refusal for Kimmeridge equity investment during evaluation period

Net loss $581,329 Q1 FY2026 net loss per 10-Q

Cash balance $27,689 Cash as of Q1 FY2026 10-Q

Current liabilities $5,960,528 Current liabilities in Q1 FY2026 10-Q

Stockholders’ deficit $5,905,960 Total stockholders’ deficit in Q1 FY2026 10-Q

Planned capital raise $3,000,000–$10,000,000 Capital Bion plans to raise, plus project financing per 10-Q

Shares outstanding 56,891,856 shares Common shares outstanding as of Nov 1, 2025

Market Reality Check

Price: $0.2200 Vol: Volume 450 vs 20-day aver...

low vol

$0.2200 Last Close

Volume Volume 450 vs 20-day average 20,131 (relative volume 0.02), indicating very light trading ahead of this news. low

Technical Price $0.19 is trading above the 200-day MA at $0.16, suggesting an improving longer-term trend into the MOU announcement.

Peers on Argus

BNET showed a positive move of 6.89% while key peers in Pollution & Treatment Co...

BNET showed a positive move of 6.89% while key peers in Pollution & Treatment Controls were mostly flat, with DOCKF up 4.35% and TMGEF up 0.48%, and others unchanged. This points to stock-specific interest around the MOU rather than a broad sector move.

Historical Context

5 past events · Latest: Dec 09 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Dec 09	Strategic MOU	Positive	+1.1%	MOU with Kimmeridge to evaluate ARS deployment at a large RNG facility.
Sep 18	Capital restructuring	Positive	+14.3%	Major capital structure overhaul reducing potential dilution and simplifying shares.
Aug 19	Fertilizer trial data	Positive	+12.5%	Growth trials showed strong performance of OMRI-listed liquid AB fertilizer.
Aug 07	Key hires	Positive	+5.5%	Strategic hires to support transition from R&D to commercialization of ARS.
Jul 08	Offtake commitment	Positive	+6.7%	Third LOI for 100,000 gallons of OMRI-listed 10-0-0 liquid AB fertilizer.

Pattern Detected

Recent BNET news events have generally been strategically positive and were followed by positive 24-hour price reactions, indicating a pattern of the stock responding constructively to company updates.

Recent Company History

Over the last six months, BNET news has focused on commercialization and capital structure. In July 2025, it announced a third organic fertilizer offtake commitment, followed by talent hires in August to drive commercialization and strong fertilizer trial results. A major capital structure cleanup in September 2025 reduced potential dilution. The current Dec 9, 2025 MOU with Kimmeridge continues this trajectory toward deploying its Ammonia Recovery System at industrial RNG facilities.

Market Pulse Summary

This announcement outlined a Memorandum of Understanding with Kimmeridge to evaluate deploying Bion’...

Analysis

This announcement outlined a Memorandum of Understanding with Kimmeridge to evaluate deploying Bion’s Ammonia Recovery System at a large RNG facility, including cost‑sharing for engineering, testing, and agronomic validation. It complements earlier steps such as offtake LOIs and commercialization hires. At the same time, recent SEC filings show a net loss of $581,329, limited cash of $27,689, and a stockholders’ deficit above $5.9M, so investors often track future joint‑venture terms, funding amounts, and progress toward initial ARS projects.

Key Terms

renewable natural gas (rng), ammonia recovery technology, lifecycle analysis, digestate, +4 more

8 terms

renewable natural gas (rng) technical

"at a large Renewable Natural Gas (RNG) facility."

Renewable natural gas (RNG) is a fuel made by capturing methane released from organic waste—like landfills, farms, or wastewater—and cleaning it so it can replace conventional natural gas. Think of it as recycled gas: it turns waste into a usable energy product that can be sold, piped, or used as vehicle fuel. Investors care because RNG projects create predictable revenue streams, often qualify for subsidies or carbon credits, and reduce regulatory and market risk tied to emissions, affecting long-term cash flow and asset value.

ammonia recovery technology technical

"explore the use of Bion’s ammonia recovery technology at a large RNG facility."

Ammonia recovery technology captures ammonia from industrial waste streams, emissions, or process residues and converts it into a form that can be reused, sold, or safely discharged. For investors it matters because the systems can cut raw‑material and waste‑disposal costs, reduce regulatory and environmental risk, and create new revenue streams or sustainability credentials—like installing a filter that lets a factory reclaim and resell a useful ingredient instead of throwing it away.

lifecycle analysis technical

"testing, and agronomic validation, lifecycle analysis, and commercial planning."

Lifecycle analysis is a method for measuring the environmental and resource impacts of a product, service, or process from raw material extraction through manufacturing, use, and disposal — like tracing a product’s full story from birth to burial. For investors it matters because the results reveal regulatory, cost, supply-chain and reputation risks or savings over time, helping predict future liabilities, competitiveness and potential market demand for greener offerings.

digestate technical

"from digestate remaining after biogas production and bonding it with CO₂"

Digestate is the leftover solid and liquid material produced when organic waste is broken down by microbes to make biogas. For investors, it matters because digestate can be sold or used as a low-cost fertilizer, reducing waste disposal expenses and creating an extra revenue stream, while also carrying costs and regulatory responsibilities for handling, storage and environmental compliance—think of it as a byproduct with both potential value and liability.

organic ammonium bicarbonate technical

"Bion’s unique organic ammonium bicarbonate (AB) fertilizers are produced"

Organic ammonium bicarbonate is a crystalline salt used as a mild leavening agent, pH regulator and processing aid in food, pharmaceuticals and some chemical manufacturing. For investors, its importance lies in demand sensitivity to food production, pharmaceutical formulation and regulatory approvals: like baking powder for industry, changes in supply, safety rules, or shifts in end-market use can quickly affect sales, margins and a producer’s business outlook.

omri listed technical

"AB10 product contains approximately 10% nitrogen and is OMRI Listed"

OMRI Listed means a product has been reviewed and approved by the Organic Materials Review Institute for use in certified organic farming and processing. For investors, OMRI listing signals market access and credibility—it's like a product carrying an official stamp that lets farmers use it in organic production, which can open higher-value markets, reduce regulatory risk, and support sales growth among buyers seeking certified organic inputs.

right of first refusal financial

"granted Kimmeridge a limited Right of First Refusal on a large equity"

A right of first refusal gives an existing shareholder or party the chance to buy an asset or shares before the owner can sell them to someone else. Think of it like being offered the first option to buy a house when the owner decides to sell; it matters to investors because it can limit who can acquire a stake, slow or block transactions, and affect the price and liquidity of an investment by restricting open-market sales or new buyers.

joint venture financial

"evaluate and negotiate a Joint Venture to develop Bion’s Ammonia"

A joint venture is when two or more companies team up to work on a specific project or business idea, sharing both the risks and the rewards. It’s like friends starting a lemonade stand together—each contributes resources and they split the profits, making it easier to succeed than going alone.

AI-generated analysis. Not financial advice.

Billings, Montana, Dec. 09, 2025 (GLOBE NEWSWIRE) -- Bion Environmental Technologies, Inc. (OTC QB: BNET), a leader in advanced fertilizers produced from manure and other organic waste, announced they have executed a Memorandum of Understanding with Kimmeridge Energy Management Company, LLC, an alternative asset manager focused on the energy sector. The MOU outlines a preliminary framework to explore the use of Bion’s ammonia recovery technology at a large Renewable Natural Gas (RNG) facility.

Under the MOU, Bion and Kimmeridge will share costs and collaborate on engineering work, fertilizer sample production, testing, and agronomic validation, lifecycle analysis, and commercial planning. The purpose of these efforts is to evaluate and negotiate a Joint Venture to develop Bion’s Ammonia Recovery System (ARS) at a potential RNG facility operated by an affiliate of Kimmeridge. As part of the agreement, Bion has granted Kimmeridge a limited Right of First Refusal on a large equity investment in the Company, at a premium to current market price, during the evaluation period. The MOU will be attached as an exhibit to a Form 8-K that will be filed December 9, 2025, and will be available at sec.gov or OTC Markets.

Bion’s unique organic ammonium bicarbonate (AB) fertilizers are produced by isolating ammonia-nitrogen from digestate remaining after biogas production and bonding it with CO₂ captured during RNG upgrading. This patented process converts two environmentally challenging waste-streams into a valuable, transportable, and precision-applicable fertilizer. Without recovery, ammonia can escape, creating air pollution or nutrient runoff and groundwater contamination.

Bion’s flagship AB10 product contains approximately 10% nitrogen and is OMRI Listed (Organic Materials Review Institute), the gold standard for organic production. Bion’s AB fertilizer line will include multiple concentrations and pH levels, representing a new class of soluble organic nitrogen products previously unavailable that can materially improve yields and profitability for organic crop growers. These fertilizers often command prices significantly higher than traditional synthetic nitrogen. At an RNG facility, ammonia capture and upcycling form a core component of a regenerative agricultural strategy, promoting nutrient circularity, expanding organic food production, and reducing the operation’s carbon and environmental footprint, while improving soil health and protecting waterways.

Craig Scott, Bion’s CEO, said, “Several months ago, Bion set out to identify potential strategic partners in the biogas/RNG space who share a commitment to circular and sustainable solutions in agriculture and renewable fuels. We are pleased to have found one in Kimmeridge. We believe our expertise and technology can complement their resources and their mission to develop environmentally responsible and economically sustainable energy assets. We look forward to continuing to work with them to explore that opportunity together.”

About Kimmeridge
Founded in 2012, with its principal office in New York, NY, as well as offices in Denver, London and Abu Dhabi, Kimmeridge is an alternative asset manager focused exclusively on the energy sector. The firm is differentiated by its deep technical knowledge, proprietary research and data gathering. Kimmeridge is committed to its core values of integrity, innovation and teamwork, and aims to deliver best-in-class performance. Kimmeridge's activities center on energy, associated infrastructure and low carbon solutions. The firm invests in public and private companies, including through direct ownership of assets. Since inception, Kimmeridge has raised over $6 billion in institutional investor commitments. https://kimmeridge.com/.

About Bion
Bion’s patented Ammonia Recovery System (ARS) produces advanced organic and low-carbon nitrogen fertilizers from the problematic ammonia released when biogas is generated from animal manure and other organic waste streams, including food and food & beverage processing. Recovering this valuable resource, instead of allowing it to escape to the environment, prevents air and water pollution, produces clean water for reuse or discharge, and improves the economics of organic farming and biogas and livestock production. Bion’s platform aligns with global trends toward circular economy models and low-carbon and low-impact fuels and agriculture. https://bionenviro.com.   

This material includes forward-looking statements based on management's current reasonable business expectations. In this document, the words and phrases ‘will’, ‘can’, ‘explore’, and similar expressions identify certain forward-looking statements. These statements are made in reliance on the Private Securities Litigation Reform Act, Section 27A of the Securities Act of 1933, as amended. There are numerous risks and uncertainties that could result in actual results differing materially from expected outcomes. Potential investors are urged to carefully review Bion’s SEC filings, including its Forms 10-K and 10-Q and the Risk Factors therein.

Contact Information:
Craig Scott, CEO
cscott@bionenviro.com
(406) 281-8178 (direct)

FAQ

What did Bion (BNET) announce on December 9, 2025?

Bion executed an MOU with Kimmeridge to evaluate using Bion’s ARS at a potential RNG facility and to explore a Joint Venture.

What does the MOU between BNET and Kimmeridge cover?

The MOU covers shared costs for engineering, fertilizer sample production, testing, agronomic validation, lifecycle analysis, and commercial planning.

What is the Right of First Refusal granted to Kimmeridge in the BNET MOU?

Kimmeridge received a limited Right of First Refusal to make a large equity investment in Bion at a premium to current market price during the evaluation period.

Will the BNET–Kimmeridge MOU immediately create a Joint Venture?

No; the MOU is preliminary and intended to evaluate and negotiate a possible Joint Venture, not to form one immediately.

Where can investors find the BNET MOU filing?

The MOU will be attached to a Form 8-K filed December 9, 2025 and will be available at sec.gov and on OTC Markets.