Zivo Bioscience, Inc. Announces Closing of Upsized $13.8 Million Public Offering and Uplisting to Nasdaq

Rhea-AI Summary

Zivo Bioscience, Inc. (NASDAQ: ZIVO, ZIVOW) announced the closing of its public offering of 2,760,000 units at $5.00 each, generating approximately $13.8 million in gross proceeds. Each unit includes one share of common stock and one warrant priced at $5.50. Following a 1-for-80 reverse stock split effective May 28, 2021, the common stock and warrants trade separately on Nasdaq. Additionally, underwriters have a 45-day option to purchase up to 414,000 shares and/or warrants.

Positive

• Raised approximately $13.8 million in gross proceeds from the public offering.
• Each unit consists of one share of common stock and one warrant, potentially increasing future liquidity.

Negative

• Dilution risk from the issuance of new shares and warrants.
• Market uncertainties surrounding equity offerings may affect stock performance.

KEEGO HARBOR, Mich., June 02, 2021 (GLOBE NEWSWIRE) -- Zivo Bioscience, Inc. (NASDAQ: ZIVO, ZIVOW) (“ZIVO” and the “Company”), a biotech/agtech R&D company engaged in the development and commercialization of therapeutic, medicinal and nutritional product candidates originally derived from proprietary algal cultures, today announced the closing of its previously announced underwritten public offering of 2,760,000 units at a price to the public of $5.00 per unit. Each unit issued in the offering consisted of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $5.50. The common stock and warrants were immediately separable and were issued separately. The common stock and warrants began trading on the Nasdaq Capital Market on May 28, 2021, under the symbols "ZIVO" and "ZIVOW," respectively. ZIVO received gross proceeds of approximately $13.8 million, before deducting underwriting discounts and commissions and other estimated offering expenses. All share numbers and pricing information in this press release reflect the Company’s previously announced 1-for-80 reverse stock split of its issued and outstanding common stock, which became effective at 12:01 a.m., Eastern Time, on May 28, 2021.

In connection with the offering, ZIVO granted the underwriters a 45-day option to purchase up to an additional 414,000 shares of common stock and/or an additional 414,000 warrants at the public offering price to cover over-allotments. Maxim Group LLC, partially exercised the over-allotment option and purchased an additional 414,000 warrants at $0.01 per warrant for additional gross proceeds of $4,140.

Maxim Group LLC is acting as lead book running manager, and Joseph Gunnar & Co., LLC is acting as co-book running manager for the offering.

The offering was conducted pursuant to the Company's registration statement on Form S-1 (File No. 333-251221), as amended, previously filed with and subsequently declared effective by the Securities and Exchange Commission (“SEC”), and the Company’s registration statement on Form S-1 MEF (File No. 333-256580) filed with the SEC, which became effective upon its filing with the SEC. A final prospectus relating to the offering was filed with the SEC on June 1, 2021 and is available on the SEC’s website at http://www.sec.gov. Electronic copies of the final prospectus relating to this offering may be obtained from Maxim Group LLC, 405 Lexington Avenue, 2nd Floor, New York, NY 10174, at (212) 895-3745.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Zivo Bioscience, Inc.

Zivo Bioscience, Inc. (OTCQB:ZIVO) is a Michigan-based biotech/agtech company engaged in the investigation of the health and nutritional benefits of bioactive compounds derived from its proprietary algal cultures, and the development of natural bioactive compounds for use as dietary supplements and food ingredients, as well as biologically derived and synthetic candidates for medicinal and pharmaceutical applications in humans and animals, specifically focused on the general benefits of autoimmune and inflammatory response modulation. Visit zivobioscience.com to learn more.

Forward Looking Statements

Except for any historical information, the matters discussed in this press release contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward–looking statements include, among others, statements regarding the Company’s anticipated closing of the underwritten public offering. Although ZIVO believes that we have a reasonable basis for each forward-looking statement, we caution you that these statements are based on a combination of facts and factors currently known by us and our expectations of the future, about which we cannot be certain. Our actual future results may be materially different from what we expect due to factors largely outside our control, including risks that our strategic partnerships may not facilitate the commercialization or market acceptance of our products; risks that our products may not be ready for commercialization in a timely manner or at all; risks that our products will not perform as expected based on results of our pre-clinical and clinical trials; our ability to raise additional funds; uncertainties inherent in the development process of our products; changes in regulatory requirements or decisions of regulatory authorities; the size and growth potential of the markets for our products; the results of clinical trials, our ability to protect our intellectual property rights and other risks, uncertainties and assumptions, including those described under the heading “Risk Factors” in our filings with the Securities and Exchange Commission. These forward–looking statements speak only as of the date of this press release and ZIVO undertakes no obligation to revise or update any forward–looking statements for any reason, even if new information becomes available in the future.

Contact:

Investor Relations
CORE IR
516-222-2560
Investor@zivobioscience.com

Media
CORE IR
Jules Abraham
917-885-7378
julesa@coreir.com

FAQ

What were the results of Zivo Bioscience's public offering announced on June 2, 2021?

Zivo Bioscience closed its public offering of 2,760,000 units at $5.00 each, raising approximately $13.8 million.

What is included in each unit of Zivo Bioscience's offering?

Each unit consists of one share of common stock and one warrant to purchase one share at an exercise price of $5.50.

How does the recent public offering affect Zivo Bioscience shareholders?

Shareholders may face dilution due to the issuance of new shares and warrants.

What is the over-allotment option granted to underwriters in Zivo Bioscience's offering?

Underwriters have a 45-day option to purchase up to an additional 414,000 shares and/or warrants.

When did Zivo Bioscience's common stock and warrants begin trading separately?

They began trading on the Nasdaq Capital Market on May 28, 2021.