Tetra Bio-Pharma Announces Closing of Unit Offering

/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/

ORLEANS, ON, July 12, 2019 /CNW Telbec/ - Tetra Bio-Pharma Inc. ("Tetra" or the "Corporation") a clinical-stage biopharmaceutical corporation with its primary focus in cannabinoid‑based drug discovery and development (TSXV: TBP) (OTCQB: TBPMF), is pleased to announce it has closed its previously announced short form prospectus offering of units of the Corporation, including the exercise in full of the Agents' (as defined below) over-allotment option. A total of 26,833,332 units (the "Units") of the Corporation were sold at a price of $0.30 per Unit, for aggregate gross proceeds of approximately $8,050,000 (the "Offering").

Each Unit consisted of one common share (a "Common Share") in the capital of the Corporation and one Common Share purchase warrant (a "Warrant") of the Corporation. Each Warrant entitles the holder thereof to acquire one Common Share by paying an exercise price of $0.40 for a period of 36 months from the date of closing of the Offering.

The Offering was conducted by a syndicate of agents led by Echelon Wealth Partners Inc. and including Paradigm Capital Inc. (collectively the "Agents") on a commercially reasonable best efforts basis. In consideration of the services provided in connection with the Offering, Tetra paid the Agents a cash fee equivalent to 7% of the gross proceeds from the Offering (which was reduced to 2% in respect of "President's List" subscribers) in addition to 1,654,078 agents' warrants, each of which entitles the holder thereof to acquire one Common Share by paying an exercise price of $0.40 for a period of 24 months from the date of closing of the Offering.

The TSX Venture Exchange has conditionally approved the listing of the Warrants issued pursuant to the Offering, subject to fulfillment of standard listing conditions. If listed, the Warrants are expected to commence trading on or about July 16, 2019 under the symbol "TBP.WT.A".

The Corporation intends to use the net proceeds from the Offering primarily to continue the development of its clinical program, including Phase 3 clinical trial expenses, manufacturing and other expenses related to PPP011. The Corporation also intends to use the net proceeds from the Offering for the development of products of Panag Pharma Inc., the Corporation's wholly owned subsidiary and for working capital and general corporate purposes. In addition, the Corporation intends to use the net proceeds from the Offering for optimizing the manufacturing process related to PPP002, for toxicology relating to PPP003, for API manufacturing (HU-308) related to PPP003 and for commercializing the hemp energy drink product of its wholly-owned subsidiary, Tetra Natural Health Inc.

The securities mentioned herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws.

This press release does not constitute an offer to sell or a solicitation of any offer to buy the securities in the United States, in any province or territory of Canada or in any other jurisdiction. There shall be no sale of the securities in any jurisdiction in which an offer to sell, a solicitation of an offer to buy or sale would be unlawful.

About Tetra Bio-Pharma:

Tetra (TSX-V: TBP) (OTCQB: TBPMF) is a clinical stage biopharmaceutical corporation with its primary focus in cannabinoid-based drug discovery and development with a clinical trial program aimed at bringing novel drugs and treatments to patients and their healthcare providers. Tetra's subsidiary, Tetra Natural Health Inc., also focuses on the development and commercialization of natural health and self-care products as well as the sale of its hemp energy drinks.

For more information visit: www.tetrabiopharma.com and www.tetranaturalhealth.com

Source: Tetra Bio-Pharma

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-looking statements

Some statements in this news release may contain forward-looking information. All statements, other than of historical fact, that address activities, events or developments that the Corporation believes, expects or anticipates will or may occur in the future (including, without limitation, statements relating to the Offering generally, the use of proceeds of the Offering and the listing and trading of the Warrants on the TSX Venture Exchange) are forward-looking statements. Forward-looking statements are generally identifiable by use of the words "may", "will", "should", "continue", "expect", "anticipate", "estimate", "believe", "intend", "plan" or "project" or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond the Corporation's ability to control or predict, that may cause the actual results of the Corporation to differ materially from those discussed in the forward-looking statements. Factors that could cause actual results or events to differ materially from current expectations include, among other things, without limitation, failure to obtain financing to execute the Corporation's business plan; competition; regulation and anticipated and unanticipated costs and delays, the success of the Corporation's research strategies, the applicability of the discoveries made therein, the successful and timely completion and uncertainties related to the regulatory process, the timing of clinical trials, the timing and outcomes of regulatory or intellectual property decisions, the risk that the Corporation may apply the proceeds of the Offering differently than as stated herein depending on future circumstances and other risks disclosed in the Corporation's public disclosure record on file with the relevant securities regulatory authorities. Reference is also made to the risks and uncertainties disclosed under the heading "Risk Factors" of the annual information form of the Corporation dated June 18, 2019 and of the short form prospectus, both available under the Corporation's profile on www.sedar.com . Although the Corporation has attempted to identify important factors that could cause actual results or events to differ materially from those described in forward-looking statements, there may be other factors that cause results or events not to be as anticipated, estimated or intended. Readers should not place undue reliance on forward-looking statements. The forward-looking statements included in this news release are made as of the date of this news release and the Corporation does not undertake an obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities legislation.

SOURCE Tetra Bio-Pharma Inc

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