Zivo Bioscience Narrows Losses, Cash Dwindles Amid R&D Spend

Ticker: ZIVOW · Form: 10-Q · Filed: Nov 14, 2025 · CIK: 1101026

Zivo Bioscience, Inc. 10-Q Filing Summary
FieldDetail
CompanyZivo Bioscience, Inc. (ZIVOW)
Form Type10-Q
Filed DateNov 14, 2025
Risk Levelhigh
Pages15
Reading Time18 min
Key Dollar Amounts$0.001, $194,762, $315,571, $172,670, $400,000
Sentimentbearish

Sentiment: bearish

Topics: Biotechnology, Going Concern, Net Loss, Cash Burn, R&D Spending, Convertible Debt, OTC Markets

Related Tickers: ZIVO

TL;DR

**ZIVOW is burning cash faster than it's generating revenue, making it a speculative bet on future breakthroughs, not current fundamentals.**

AI Summary

Zivo Bioscience, Inc. (ZIVOW) reported a net loss of $1,033,056 for the three months ended September 30, 2025, a significant improvement from the $2,268,597 net loss in the same period of 2024. For the nine months ended September 30, 2025, the net loss was $6,884,474, down from $11,783,451 in 2024. Product revenue increased to $65,625 for the three months ended September 30, 2025, up from $31,500 in 2024, and to $119,025 for the nine months, up from $67,220. General and administrative expenses decreased substantially to $836,187 for the quarter, from $1,943,126 in 2024, and to $3,446,876 for the nine months, from $8,895,978. Research and development expenses, however, rose to $3,452,336 for the nine months, compared to $2,891,452 in the prior year. The company's cash position significantly declined to $57,222 as of September 30, 2025, from $1,542,442 at December 31, 2024, and its accumulated deficit grew to $143,851,025. A new convertible note program for up to $2 million was approved, with $250,000 already borrowed at a 10% interest rate.

Why It Matters

Zivo Bioscience's continued net losses and dwindling cash reserves raise significant going concern doubts, impacting investor confidence and potentially future operational viability. While revenue is growing and G&A expenses are down, the substantial increase in R&D spending and the reliance on convertible debt signal a high-risk, high-reward strategy. For employees, this financial instability could mean job insecurity, and for customers, it might impact product development and availability. In a competitive biotech landscape, Zivo's struggle to achieve profitability and secure stable funding puts it at a disadvantage against better-capitalized rivals, making its long-term market position precarious.

Risk Assessment

Risk Level: high — The company's cash balance plummeted from $1,542,442 at December 31, 2024, to $57,222 at September 30, 2025, indicating severe liquidity issues. Zivo Bioscience also reported an accumulated deficit of $143,851,025 and explicitly stated that these factors 'raise substantial doubt about the Company's ability to continue as a going concern within one year.'

Analyst Insight

Investors should exercise extreme caution and consider ZIVOW a highly speculative investment due to its significant going concern risk and reliance on future capital raises. Monitor cash burn rates and any announcements regarding successful equity or debt financing closely before considering any position.

Financial Highlights

debt To Equity
N/A
revenue
$119,025
operating Margin
N/A
total Assets
$559,452
total Debt
$3,846,055
net Income
-$6,884,474
eps
N/A
gross Margin
32.9%
cash Position
$57,222
revenue Growth
77.1%

Revenue Breakdown

SegmentRevenueGrowth
Product Revenue$119,02577.1%

Key Numbers

  • $57,222 — Cash on Hand (Represents a 96.3% decrease from $1,542,442 at December 31, 2024, highlighting severe liquidity issues.)
  • $1,033,056 — Net Loss (Q3 2025) (A 54.5% reduction from the $2,268,597 net loss in Q3 2024, indicating some operational efficiency gains.)
  • $6,884,474 — Net Loss (YTD Sep 2025) (A 41.6% improvement from the $11,783,451 net loss in YTD Sep 2024, but still a substantial loss.)
  • $119,025 — Product Revenue (YTD Sep 2025) (A 77.1% increase from $67,220 in YTD Sep 2024, showing growth in core product sales.)
  • $3,446,876 — General & Administrative Expenses (YTD Sep 2025) (A 61.2% decrease from $8,895,978 in YTD Sep 2024, reflecting significant cost-cutting efforts.)
  • $3,452,336 — Research & Development Expenses (YTD Sep 2025) (A 19.4% increase from $2,891,452 in YTD Sep 2024, indicating continued investment in product development.)
  • $143,851,025 — Accumulated Deficit (Highlights the company's long history of unprofitability and significant capital consumption.)
  • $250,000 — Convertible Loan Proceeds (Initial borrowing under a new $2 million program, providing short-term liquidity but adding debt.)

Key Players & Entities

  • Zivo Bioscience, Inc. (company) — registrant
  • Securities and Exchange Commission (regulator) — filing oversight
  • $1,033,056 (dollar_amount) — net loss for Q3 2025
  • $2,268,597 (dollar_amount) — net loss for Q3 2024
  • $65,625 (dollar_amount) — product revenue for Q3 2025
  • $31,500 (dollar_amount) — product revenue for Q3 2024
  • $57,222 (dollar_amount) — cash at September 30, 2025
  • $1,542,442 (dollar_amount) — cash at December 31, 2024
  • $143,851,025 (dollar_amount) — accumulated deficit at September 30, 2025
  • $2 million (dollar_amount) — approved convertible note program

FAQ

What is Zivo Bioscience's current cash position?

As of September 30, 2025, Zivo Bioscience's cash on hand was $57,222, a substantial decrease from $1,542,442 at December 31, 2024.

Did Zivo Bioscience improve its net loss in Q3 2025 compared to last year?

Yes, Zivo Bioscience reported a net loss of $1,033,056 for the three months ended September 30, 2025, which is an improvement from the $2,268,597 net loss in the same period of 2024.

What is Zivo Bioscience's accumulated deficit?

Zivo Bioscience has an accumulated deficit of $143,851,025 as of September 30, 2025, indicating a long history of unprofitability.

How much product revenue did Zivo Bioscience generate in the nine months ended September 30, 2025?

For the nine months ended September 30, 2025, Zivo Bioscience generated $119,025 in product revenue, an increase from $67,220 in the prior year period.

What are the key risks for Zivo Bioscience investors?

The primary risks include significant going concern doubts due to low cash reserves and accumulated deficit, the need for additional capital, and the speculative nature of its R&D investments.

Has Zivo Bioscience secured any new financing?

Yes, Zivo Bioscience entered into a convertible loan agreement on July 8, 2025, borrowing $250,000 as part of a new program approved for up to $2 million.

How have Zivo Bioscience's operating expenses changed?

General and administrative expenses decreased significantly by 61.2% to $3,446,876 for the nine months ended September 30, 2025, while research and development expenses increased by 19.4% to $3,452,336.

Where is Zivo Bioscience's headquarters located?

Zivo Bioscience moved its headquarters to Troy, Michigan, on January 6, 2025, under a 63-month lease agreement.

What is the weighted-average remaining lease term for Zivo Bioscience's operating leases?

As of September 30, 2025, the weighted-average remaining lease term for Zivo Bioscience's operating leases is 3.85 years.

What is the conversion price for Zivo Bioscience's new convertible note?

The convertible note converts into common shares at the earlier of a Qualified Financing (at 80% of the price) or the Maturity Date at $13.94 per share.

Risk Factors

  • Severe Liquidity Constraints [high — financial]: The company's cash position has plummeted by 96.3% from $1,542,442 at December 31, 2024, to $57,222 as of September 30, 2025. This drastic reduction in cash raises significant concerns about the company's ability to meet its short-term obligations and fund ongoing operations.
  • Growing Accumulated Deficit [high — financial]: The accumulated deficit has increased to $143,851,025 as of September 30, 2025. This substantial deficit underscores a long history of unprofitability and significant capital consumption, indicating a persistent challenge in achieving sustainable financial health.
  • Increased Current Liabilities [high — financial]: Total current liabilities have risen to $3,614,268 as of September 30, 2025, from $2,041,823 at December 31, 2024. This increase, coupled with the low cash balance, exacerbates liquidity concerns and puts pressure on working capital management.
  • Reliance on Convertible Debt [medium — financial]: The company has initiated a new convertible note program for up to $2 million, with $250,000 already borrowed. While this provides some liquidity, it introduces debt obligations and potential future dilution for existing shareholders.
  • Increased R&D Investment [medium — operational]: Research and development expenses have increased by 19.4% to $3,452,336 for the nine months ended September 30, 2025, compared to $2,891,452 in the prior year. While this indicates investment in future growth, it further strains the company's limited financial resources.
  • Significant G&A Cost Reductions [low — operational]: General and administrative expenses saw a substantial decrease of 61.2% for the nine months ended September 30, 2025, to $3,446,876 from $8,895,978 in the prior year. While positive for cost control, the magnitude of the reduction might indicate a scaling back of essential support functions.

Industry Context

Zivo Bioscience operates in the biotechnology sector, which is characterized by high R&D costs, long development cycles, and significant regulatory hurdles. The industry is highly competitive, with companies vying for market share through innovation and strategic partnerships. Recent trends include a focus on specialized therapeutics and diagnostics, requiring substantial capital investment for research and clinical trials.

Regulatory Implications

As a biotechnology company, Zivo Bioscience is subject to stringent regulations from bodies like the FDA. Any delays in product development, clinical trials, or regulatory approvals can have a material impact on its financial condition and ability to operate. Compliance with evolving regulatory standards is critical for market access and product commercialization.

What Investors Should Do

  1. Monitor cash burn rate closely.
  2. Evaluate the sustainability of R&D investments.
  3. Assess the terms and impact of new convertible debt.
  4. Analyze the drivers of revenue growth.

Key Dates

  • 2025-09-30: End of Q3 2025 — Reported a net loss of $1,033,056 and a significantly reduced cash balance of $57,222, highlighting ongoing financial challenges.
  • 2025-09-30: End of Nine Months 2025 — Reported a net loss of $6,884,474, with product revenue increasing to $119,025 and G&A expenses decreasing substantially.
  • 2024-12-31: End of Fiscal Year 2024 — Company had a cash balance of $1,542,442 and a lower accumulated deficit, providing a baseline for comparison of current financial deterioration.

Glossary

Accumulated deficit
The total net losses of a company since its inception, minus any net profits. It represents the cumulative loss that has not been offset by profits. (Indicates the company's long-standing unprofitability and significant capital requirements.)
Convertible note
A type of debt that can be converted into equity (stock) of the issuing company, usually at the option of the noteholder. (Represents a new source of funding for Zivo Bioscience, but also carries potential for future dilution.)
Operating lease - right of use asset
An asset recognized under accounting standards for leases, representing the right to use an underlying asset for the lease term. (Indicates the company has entered into new lease agreements, impacting its asset base and liabilities.)
Current portion of long-term operating lease
The portion of a long-term lease liability that is due within the next twelve months. (Highlights short-term obligations arising from lease agreements.)
Convertible note – at fair value
A convertible note whose value is adjusted to its current market price, reflecting potential changes in its conversion value or interest rate. (Shows the current market valuation of the convertible debt, which can fluctuate.)

Year-Over-Year Comparison

Compared to the prior year, Zivo Bioscience has shown some operational improvements, evidenced by a 54.5% reduction in net loss for Q3 2025 and a 41.6% reduction for the nine months ended September 30, 2025. Product revenue has grown by 77.1% year-to-date, and general and administrative expenses have been cut by 61.2%. However, these improvements are overshadowed by a severe liquidity crisis, with cash on hand plummeting by 96.3% and total current liabilities increasing significantly. Research and development expenses have also risen, indicating continued investment but also increased cash burn.

Filing Stats: 4,602 words · 18 min read · ~15 pages · Grade level 14.8 · Accepted 2025-11-14 16:39:50

Key Financial Figures

  • $0.001 — ch registered Common Stock, par value $0.001 per share ZIVO OTCQB Warrants to p
  • $194,762 — AGREEMENTS. The Company also exchanged $194,762 of accounts payable to related parties
  • $315,571 — operating lease assets in the amount of $315,571, and lease liabilities of $315,571, at
  • $172,670 — ptember 30, 2024, the Company exchanged $172,670 in accounts payable to related parties
  • $400,000 — n stock for an accrued bonus payable of $400,000 to the Company's CEO. 8 Table of Con
  • $250,000 — rogram. The investor loaned the Company $250,000 at an interest rate of 10% (effective i
  • $5 m — new money equity investment of at least $5 million, and other terms as defined in th
  • $13.94 — d Financing or (b) the Maturity Date at $13.94 per share. The loan may be repaid at th
  • $2,985,000 — Company had bifurcated the proceeds of $2,985,000 as follows: 1) the 17,712 warrants sold

Filing Documents

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION.

Condensed Financial Statements (Unaudited)

Item 1. Condensed Financial Statements (Unaudited) 3

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. 20

Quantitative and Qualitative Disclosures About Market Risk

Item 3. Quantitative and Qualitative Disclosures About Market Risk. 27

Controls and Procedures

Item 4. Controls and Procedures. 27

- OTHER INFORMATION

PART II - OTHER INFORMATION.

Legal Proceedings

Item 1. Legal Proceedings. 30

Risk Factors

Item 1A. Risk Factors. 30

Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. 30

Defaults upon Senior Securities

Item 3. Defaults upon Senior Securities. 30

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. 30

Other Information

Item 5. Other Information. 30

Exhibits

Item 6. Exhibits 31 2 Table of Contents

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements ZIVO BIOSCIENCE, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) September 30, December 31, 2025 2024 ASSETS CURRENT ASSETS: Cash $ 57,222 $ 1,542,442 Accounts receivable - 2,211 Prepaid expenses 224,177 90,789 Total current assets 281,399 1,635,442 OTHER ASSETS: Operating lease - right of use asset 270,373 - Security deposit 7,680 7,680 TOTAL ASSETS $ 559,452 $ 1,643,122 CURRENT LIABILITIES: Accounts payable $ 992,990 $ 547,090 Accounts payable – related party 333,117 194,762 Customer deposits 15,000 - Current portion of long-term operating lease 65,713 - Current portion of note payable 139,223 138,164 Convertible note – at fair value 236,513 - Short term loan payable 146,459 - Accrued interest 71,313 65,628 Accrued liabilities – employee bonus and salary 1,613,940 1,096,179 Total current liabilities 3,614,268 2,041,823 LONG TERM LIABILITIES: Lease liabilities 220,124 - Long-term note payable, net of current portion 11,663 116,197 Total long-term liabilities 231,787 116,197 TOTAL LIABILITIES 3,846,055 2,158,020 COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY (DEFICIT): Common stock, $ 0.001 par value, 25,000,000 shares authorized as of September 30, 2025 and December 31, 2024; 3,832,327 and 3,621,335 issued and outstanding at September 30, 2025, and December 31, 2024, respectively 3,832 3,621 Additional paid-in capital 140,560,590 136,448,032 Accumulated deficit ( 143,851,025 ) ( 136,966,551 ) Total stockholders' equity (deficit) ( 3,286,603 ) ( 514,898 ) TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $ 559,452 $ 1,643,122 The accompanying notes are an integral part of these unaudited condensed consolidated financial statements. 3 Table of Contents ZIVO BIOSCIENCE, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

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