
PART I - FINANCIAL INFORMATION Item 1. Condensed Consolidated Financial Statements (Unaudited) Presents Zivo Bioscience's unaudited condensed consolidated financial statements and related notes Condensed Consolidated Balance Sheets - The company's cash significantly decreased from $1,542,442 at December 31, 2024, to $517,189 at March 31, 2025910 - Total current assets also declined from $1,635,442 to $1,022,923910 - Total liabilities increased from $2,158,019 to $2,948,613, primarily driven by an increase in current liabilities910 - Stockholders' deficit worsened from $(514,897) to $(1,617,279)910 | ASSETS (March 31, 2025) | Amount ($) | ASSETS (December 31, 2024) | Amount ($) | | :---------------------- | :--------- | :------------------------- | :--------- | | Cash | 517,189 | Cash | 1,542,442 | | Prepaid expenses | 505,734 | Prepaid expenses | 90,789 | | Total current assets | 1,022,923 | Total current assets | 1,635,442 | | Total assets | 1,331,334 | Total assets | 1,643,122 | | LIABILITIES & EQUITY (March 31, 2025) | Amount ($) | LIABILITIES & EQUITY (December 31, 2024) | Amount ($) | | :------------------------------------ | :--------- | :--------------------------------------- | :--------- | | Total current liabilities | 2,612,701 | Total current liabilities | 2,041,822 | | Total long-term liabilities | 335,912 | Total long-term liabilities | 116,197 | | Total liabilities | 2,948,613 | Total liabilities | 2,158,019 | | Total stockholders' equity (deficit) | (1,617,279) | Total stockholders' equity (deficit) | (514,897) | Condensed Consolidated Statements of Operations - The company reported no revenue for the three months ended March 31, 2025, a 100% decrease from $35,720 in the prior year1213 - Research and development expenses surged by 785.4% to $2,769,236, primarily due to costs associated with extinguishing Participation Agreements121382 - General and administrative expenses also increased by 47.6% to $1,439,5521213 - Consequently, the net loss widened significantly to $(4,211,188) from $(1,278,486) year-over-year, and loss per share increased to $(1.12) from $(0.47)1213 | Metric (Three Months Ended March 31) | 2025 ($) | 2024 ($) | Change ($) | Change (%) | | :----------------------------------- | :---------- | :---------- | :---------- | :--------- | | Total revenues | - | 35,720 | (35,720) | -100.0% | | Total costs of goods sold | - | 23,218 | (23,218) | -100.0% | | Gross margin | - | 12,502 | (12,502) | -100.0% | | General and administrative | 1,439,552 | 975,574 | 463,978 | 47.6% | | Research and development | 2,769,236 | 312,767 | 2,456,469 | 785.4% | | Total costs and expenses | 4,208,788 | 1,288,341 | 2,920,447 | 226.7% | | Loss from operations | (4,208,788) | (1,275,839) | (2,932,949) | 229.9% | | Net loss | (4,211,188) | (1,278,486) | (2,932,702) | 229.4% | | Basic and diluted loss per share | (1.12) | (0.47) | (0.65) | 138.3% | Condensed Consolidated Statements of Changes in Stockholders' Equity (Deficit) - The accumulated deficit increased significantly from $(136,966,550) at December 31, 2024, to $(141,177,738) at March 31, 2025, primarily due to the net loss incurred14 - Additional paid-in capital increased by over $3 million, driven by equity-based compensation and shares issued through exchange agreements for Participation Agreements14 | Metric (Three Months Ended March 31, 2025) | Shares | Amount ($) | Additional Paid in Capital ($) | Accumulated Deficit ($) | Total ($) | | :----------------------------------------- | :---------- | :--------- | :----------------------------- | :---------------------- | :----------- | | Balance, December 31, 2024 | 3,621,335 | 3,621 | 136,448,032 | (136,966,550) | (514,897) | | Employee and director equity-based comp. | 38,378 | 38 | 600,507 | - | 600,545 | | Exchange agreements – other | 84,060 | 84 | 1,645,704 | - | 1,645,788 | | Exchange agreements – related party | 47,320 | 48 | 862,425 | - | 862,473 | | Net loss for the period | - | - | - | (4,211,188) | (4,211,188) | | Balance, March 31, 2025 | 3,791,093 | 3,791 | 139,556,668 | (141,177,738) | (1,617,279) | Condensed Consolidated Statements of Cash Flows - Cash used in operating activities decreased from $(1,699,118) in Q1 2024 to $(1,430,238) in Q1 2025, primarily due to more favorable changes in working capital16189395 - Cash provided by financing activities significantly decreased from $1,563,379 in Q1 2024 to $404,985 in Q1 2025, mainly because there were no proceeds from private sales of common stock in Q1 2025, unlike the prior year16189395 - Overall, cash decreased by $(1,025,253) in Q1 2025, resulting in an ending cash balance of $517,18916189395 - Non-cash investing and financing activities for Q1 2025 included the issuance of 131,380 shares of common stock (including 47,320 to related parties) through fifteen Exchange Agreements, and the exchange of $194,762 of accounts payable to related parties into 32,996 shares of common stock192021 - The Company also entered into new operating leases for a laboratory/office facility in Fort Myers, Florida, and office space in Troy, Michigan, recording $315,571 in operating lease assets and liabilities192021