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Bion Announces Settlement of Fair Oaks Litigation

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Bion Environmental Technologies (OTCQB: BNET) announced a settlement with Hamstra Builders related to construction of its Fair Oaks demonstration and optimization facility, completed in July 2023. The settlement, together with a separate agreement between Hamstra and subcontractor Dilling Group, results in dismissal of all mechanics liens and litigation concerning the Fair Oaks Ammonia Recovery System. Bion will issue Hamstra a convertible promissory note, with a cash component payable at the time of a future Bion financing and the remaining balance convertible into Bion common stock at that financing’s price, as described in Bion’s July 14, 2026 Form 8-K.

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AI-generated analysis. How Rhea-AI works. Not financial advice.

Positive

  • Settlement dismisses all mechanics liens and litigation related to Fair Oaks construction
  • Convertible promissory note defers part of cash outlay to a future financing event
  • Company states this, with prior agreements, largely completes capital structure cleanup

Negative

  • Convertible promissory note will convert into common stock at a future financing price, implying future share issuance
  • Key economic terms of the settlement, including note size, are not disclosed in this announcement
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Billings, Montana, July 14, 2026 (GLOBE NEWSWIRE) -- Bion Environmental Technologies, Inc. (OTC QB: BNET), a leader in advanced organic fertilizers produced from manure and other organic waste, announced it has reached an agreement to dismiss all outstanding litigation related to the construction of its Fair Oaks facility.

Bion has reached a settlement with Hamstra Builders, Inc., the General Contractor for the Fair Oaks demonstration and optimization facility that was completed in July 2023. The settlement, along with a separate agreement between Hamstra and Dilling Group, a subcontractor, results in the dismissal by both parties of all mechanics liens and litigation related to the construction of the Ammonia Recovery System at Fair Oaks. The first lien was filed in March 2024 and litigation commenced in April 2025; details have been disclosed in various SEC 8-K’s, 10-Q’s and -K’s, since that time.

Bion will issue Hamstra a convertible promissory note that will include a cash payment at the time of a future Bion financing and conversion of the balance into Bion common stock at the price of that financing (to be determined). Details of the note and agreement can be found in Bion’s 8-k, dated July 14, 2026.

Craig Scott said, “We are very happy to close this chapter with a good resolution for all concerned. The Fair Oaks litigation was among the largest challenges we inherited two years ago. It was critical we get it resolved – and get it resolved fairly – as we move forward on our path to commercialization.

Along with the Giveback and Settlement Agreements with Bion’s former principals and heirs, this largely completes the cleanup of our capital structure, removes the uncertainty of the litigation, and readies us for recapitalization and growth. We are grateful to the Hamstra team for recognizing that this gives both of us the best chance of success. We look forward to being able to welcome them as shareholders.”

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

This material includes forward-looking statements based on management's current reasonable business expectations. In this document, the words and phrases ‘chance’, ‘will’, ‘look forward (to)’ 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 Environmental Technologies (OTCQB: BNET) announce about the Fair Oaks litigation on July 14, 2026?

Bion announced it reached a settlement with Hamstra Builders that results in dismissal of all mechanics liens and litigation related to construction of the Fair Oaks Ammonia Recovery System. According to Bion, a related agreement between Hamstra and Dilling Group also contributes to resolving all construction-related claims.

How does the Bion (BNET) settlement with Hamstra Builders affect the Fair Oaks mechanics liens?

The settlement leads to dismissal by the parties of all mechanics liens tied to the Fair Oaks Ammonia Recovery System construction. According to Bion, this outcome comes from its agreement with Hamstra and a separate agreement between Hamstra and subcontractor Dilling Group, closing outstanding construction disputes.

What are the key terms of the convertible promissory note Bion (BNET) will issue to Hamstra Builders?

Bion will issue Hamstra a convertible promissory note that includes a cash payment at the time of a future Bion financing and conversion of the remaining balance into Bion common stock at that financing’s price. According to Bion, additional details are provided in its July 14, 2026 Form 8-K.

How does the Fair Oaks litigation settlement impact Bion’s capital structure and recapitalization plans?

According to Bion, resolving the Fair Oaks litigation, together with prior Giveback and Settlement Agreements with former principals and heirs, largely completes cleanup of its capital structure and removes related uncertainty. Management states this positions the company for recapitalization and future growth initiatives.

When was the Fair Oaks facility completed and when did the Bion (BNET) litigation start?

Bion’s Fair Oaks demonstration and optimization facility was completed in July 2023. According to Bion, the first mechanics lien related to the Ammonia Recovery System was filed in March 2024, with litigation commencing in April 2025 and now being dismissed under the settlement agreements.

Who are the main parties involved in the Bion Fair Oaks construction dispute and settlement?

The main parties are Bion Environmental Technologies, general contractor Hamstra Builders, and subcontractor Dilling Group. According to Bion, its settlement with Hamstra, combined with a separate Hamstra–Dilling agreement, results in dismissal of all mechanics liens and litigation concerning Fair Oaks construction.