Zivo Bioscience Inc (ZIVO)

[Amigo Mike]

10Q posted this afternoon.

Answers some questions and raises others... LOL.
BoD granted 250,000 warrants each on 9/9/16, vested immediately. Last I know, Form 4 filings are required to detail insider activity including grants derivative securities of the company.

There haven't been Form 4 filings since last director was added. Me thinks ZIVO and insiders are delinquent.

Paulson - Looks like these are modeled after HEP Investment funding deal however there isn't enough information to be certain of that, i.e. no floorless provision.

Paulson Investment Company, LLC - Related Debt

On August 24, 2016, the Company entered into a Placement Agent Agreement with Paulson Investment Company, LLC (Paulson). This agreement provides that Paulson can provide up to $2 million in financings through “accredited investors” (as defined by Regulation D of the Securities Act of 1933, as amended). As of September 30, 2016, the Company received funding of $600,000 through four (4) individual loans (the “New Lenders”). Each loan includes a (i) a Loan Agreement of the individual loan, (ii) a Convertible Secured Promissory Note (“New Lenders Notes”) in the principal amount of the loan, (iii) a Security Agreement under which the Company granted the Lender a security interest in all of its assets and (iv) an Intercreditor Agreement with HEP Investments, LLC (HEP) whereby HEP and the New Lenders agree to participate in all collateral a pari passu basis. Paulson receives a 10% cash finance fee for monies invested in the Company in the form of convertible debt, along warrants equal to 15% of the number of common shares for which the debt is convertible into at $.10 per share.

On September 30, 2016, the New Lenders advanced $600,000 under the New Lenders Notes. The New Lenders Notes are convertible into the Company’s restricted common stock at $.10 per share and bear interest at the rate of 11% per annum. The New Lenders Notes must be repaid as follows: accrued interest must be paid on the first and second anniversary of the Note and unpaid principal not previously converted into common stock must be repaid on the second anniversary of the Note.

Subsequent events shows another $650,000 provided via Paulson in the weeks after the EOQ to match the recent filing.

3.5 million shares issued to a mysterious Investor Relations consulting firm not named by the company.

Outstanding warrant count has more than doubled this year even though millions of warrants have also expired in the same period including a hefty 18.5 million warrants at .08.

And of course the 10Q, where mgmt is supposed to summarize the "results of operations" for the quarter, sez absolutely NOTHING except the same copy and paste BS from each prior 10Q.

So if you were reading the 10Q of ZIVO the only thing you'd be reading about is the company put in place a new business plan 4 years ago and updates to borrowing money and giving stock away.

That is a continuing example why this company will have struggles moving forward.

Amigo Mike