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Tetra Bio-Pharma Announces the Completion of GrowPros Transaction


OTTAWA, Feb. 22, 2018 (GLOBE NEWSWIRE) -- Tetra Bio-Pharma Inc. (“Tetra” or the “Company”) (TSX-V:TBP) (OTCQB:TBPMF), a global leader in cannabinoid-based drug development and discovery, is pleased to announce the completion of the sale of its shares of GrowPros MMP Inc. (“GrowPros”) to North Bud Farms Inc.  (the “Purchaser” or “North Bud”) as previously announced in Tetra’s December 21st, 2017 press release.

Transaction Details
As previously disclosed, Tetra will receive total proceeds in the amount of $350,000, including an initial $175,000 that was paid in December 2017, as well as 15,000,000 common shares of the Purchaser, representing approximately 41% of the Purchaser’s currently issued and outstanding share capital. It remains Tetra’s intention to have such shares be transferred to its shareholders as a dividend in kind on a pro-rata basis, concurrently with the proposed initial public offering of the Purchaser and listing of the shares of the Purchaser on a recognized Canadian stock exchange. The transaction is structured as a sale with a resolutory condition whereby, in the event that the initial public offering of the Purchaser is not completed prior to June 30, 2018 (or such other date as may be agreed upon by the Corporation and the Purchaser), the sale of the shares of GrowPros will be deemed to have never occurred and title to the shares of GrowPros will revert back to Tetra, and in turn GrowPros would then remain a wholly-owned subsidiary of Tetra.

As part of the transaction, North Bud has agreed to advance GrowPros’ late stage ACMPR application (submitted in November 2014) through the application process with Health Canada. In addition, the Purchaser intends to begin the phase 1 build out of a 50,000-square foot GMP grade indoor production facility in late Q1 2018. The facility is located on 130 acres of agricultural land in Venosta, Quebec (40 min north of Ottawa).  The Purchaser believes that the property can be developed into a total of 1.5 million square feet of production space. The parties intend to enter into an agreement shortly so that Tetra will be granted access to future licenced cannabis production by GrowPros, securing another source of pharmaceutical GMP quality cannabis.

The cash proceeds will be used to further strengthen Tetra’s balance sheet and, most importantly, allow the Company to focus its activities on drug development and clinical trials of its pharmaceutical business. Tetra expects this transaction to generate long-term shareholder value by ensuring another supply of cannabis with pharmaceutical GMP quality for the pipeline of products under development.

Management Statement
“This is an important transaction for Tetra and our shareholders. Not only have we monetized an asset that brings immediate cash into the business but we also have an equity stake in North Bud that we intend to distribute to our shareholders. Of course, long term, securing an additional steady supply of dried cannabis is hugely beneficial for our pharmaceutical development programs. Finally, I am very excited that North Bud will be pushing forward the ACMPR application with Health Canada. This is a great day for all parties involved!”  Says Bernard Fortier, CEO of Tetra.

About North Bud Farms:
North Bud is a partially owned subsidiary of North Bud Capital Holdings Ltd. North Bud intends to apply for a listing on a recognized Canadian stock exchange in Q2 2018. North Bud, in addition to its newly-acquired ownership of GrowPros, will be focused on GMP standardized pharma grade cannabis production as well as food grade cannabinoid infused inputs for both the international pharmaceutical market and the pending consumer goods and consumables segment of the recreational cannabis market.

About Tetra Bio-Pharma:
Tetra Bio-Pharma (TSX-V:TBP) (OTCQB:TBPMF) is a biopharmaceutical leader in cannabinoid-based drug discovery and clinical development. Tetra is focusing on three core business pillars: clinical research, pharmaceutical promotion and retail commercialization of cannabinoid-based products.

More information at:
Source: Tetra Bio-Pharma

For further information, please contact Tetra Bio-Pharma Inc.
Dr. Anne-Sophie Courtois, DVM                              
Vice President, Marketing & Communications            
1 (438) 899-7575

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 release may contain forward-looking information.  All statements, other than of historical fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future (including, without limitation, statements regarding potential acquisitions and financings) 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 Company's ability to control or predict, that may cause the actual results of the Company 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 sufficient financing to execute the Company’s business plan; competition; regulation and anticipated and unanticipated costs and delays, the success of the Company’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 and other risks disclosed in the Company's public disclosure record on file with the relevant securities regulatory authorities.  Although the Company 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.  While no definitive documentation has yet been signed by the parties and there is no certainty that such documentation will be signed The forward-looking statements included in this news release are made as of the date of this news release and the Company 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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