Two Rivers Water & Farming Company (OTCPK:TURV) announced that it has entered into a securities purchase agreement for private placement of 12.5% original issue discount convertible promissory note due February 9, 2019 for an aggregate purchase price of $600,000 on February 9, 2018. The transaction included participation from Powderhorn I, LP. The note carries a fixed coupon of 12.5% per annum and would mature on February 9, 2019. The note is convertible into common shares of the company at a conversion price of $0.30. The note is issued at an original issue discount of 11.111111%, for principal amount of $675,000. The company will make monthly payments under the note in the amount of $63,000 on the sixth day of each month from March 2018 through February 2019. The company has paid the investor’s due diligence costs and expenses, background search costs, filing costs, and local counsel costs of $69,861. The company has issued securities pursuant to exemption provided under Registration D.