STROME MEZZANINE FUND, LP 4
4 · Zivo Bioscience, Inc. · Filed Oct 5, 2017
Insider Transaction Report
Form 4
Zivo Bioscience, Inc.OTCQB:ZIVO
STROME MEZZANINE FUND, LP
10% Owner
Transactions
- Purchase
Convertible Debt
2017-09-20$500000.00/sh+5,000,000$2,500,000,000,000→ 10,000,000 total(indirect: Participation Agreement)Exercise: $0.10From: 2017-09-20Exp: 2018-09-30→ Common Stock (5,000,000 underlying) - Purchase
Common Stock Purchase Warrant
2017-09-20+250,000→ 250,000 totalExercise: $0.10From: 2017-09-20Exp: 2022-09-19→ Common Stock (250,000 underlying)
Footnotes (3)
- [F1]The Reporting Person entered into a Participation Agreement dated July 21, 2017 (the "Participation Agreement") with HEP Investments, LLC ("HEP") and Zivo Bioscience, Inc. ("Zivo"), under which the Reporting Person agreed to fund a portion of a Ninth Amended and Restated Secured Promissory Note (the "Note"). Under the terms of the Participation Agreement, Zivo issues warrants to the Reporting Person upon certain funding benchmarks. A copy of the Participation Agreement was filed with the Reporting Person's Schedule 13D on July 31, 2017.
- [F2]Pursuant to Rule 16a-1(a)(4) of the Securities Exchange Act of 1934 ("Exchange Act"), this filing shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities reported herein.
- [F3]Under the Participation Agreement the Reporting Person has funded $1,000,000 of the Note and may demand that HEP convert the Reporting Person's portion of the Note.