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Tetra Bio-Pharma Inc. Announces Changes to its Board of Directors and the Filing of a Supplement to its Management Information Circular


OTTAWA, ON, May 18, 2021 /CNW Telbec/ - Tetra Bio-Pharma Inc. ("Tetra" or the "Company") (TSX: TBP) (OTCQB: TBPMF) (FRA: JAM1), a leader in cannabinoid-derived drug discovery and development, wishes to announce changes to its board of directors (the "Board") and the filing of a supplement to its management information circular dated April 20, 2021 (the "Circular") filed on SEDAR under the Company's profile at

The Company wishes to announce that two additional nominees will be proposed for election as directors at the upcoming annual and special meeting of shareholders of the Company scheduled to be held on May 28, 2021 (the "Meeting"), and management wishes to announce its support for the election of Ms. Catherine Auld and Mr. John Kim as directors of the Company. The Board believes that the addition of these two nominees will enhance the overall skill set of the Board given their relevant industry expertise.

Mr. John Kim  Mr. Kim is an independent business consultant, investor, and director of both public and private companies and has extensive experience in capital markets. He is passionate about helping entrepreneurs grow their businesses, especially in the areas of technology and healthcare, and currently advises several startups in Canada.  Mr. Kim is a director of WELL Health Technologies Corp, a TSX listed company, where he chairs the Governance and Compensation Committee.  He is also a director of EMERGE Commerce Ltd., a TSX Venture listed company, where he chairs the Audit Committee. Previously, Mr. Kim was an award-winning Portfolio Manager whose career spanned over 20 years, managing mutual funds, hedge funds, and private client assets.  Mr. Kim is a CFA charter holder and graduated from the University of Toronto with a B.Sc. in Applied Mathematics.

Ms. Catherine Auld – Ms. Catherine Auld is a CPA, C.A. and has a Bachelor of Commerce from Queen's University. Ms. Auld is an experienced senior financial executive who currently serves as the Executive Director of Finance and Operations at Crescent Oral Surgery.  Ms. Auld has provided CFO and other financial consulting services to public and private companies in the Biotechnology, Healthcare IT and Pharma industries for over 20 years. She has a deep understanding and expertise in public reporting, budgeting, cash flow management, contracting, treasury, human resources, corporate governance, investor relations and merger & acquisition activities.  Ms. Auld served as interim CFO and consultant at Arius Research Inc., which was acquired by Roche, CFO for Transition Therapeutics Inc. and NeuroMedix Inc. and Executive Director, Finance for Optimer Pharmaceuticals. Ms. Auld started her career at KPMG LLP.

"The Board strongly believes that the nomination of Ms. Auld and Mr. Kim, with their proven track record and expertise in the biotechnology, healthcare and pharmaceutical industries will help Tetra achieve its growth strategy" said Brent Norton, Chair of the Board's Compensation, Nominating and Governance Committee.

In addition, Mr. Carl Merton has advised the Company that he will not stand for re-election to the Board due to other professional obligations to which he needs to devote his time and attention. The Company hereby wishes to withdraw his nomination for election as a director at the Meeting. Accordingly, the Board is proposing 5 nominee directors instead of 4 nominee directors. Mr. Merton will remain as director of the Company and Chair of the Audit Committee to complete his current term, which expires at the opening of the Meeting, but will not stand for re-election.

Mr. Guy Chamberland, Chief Executive Officer of the Company, stated: "On behalf of the Company, I wish to express our sincere gratitude to Carl Merton for his many years of service to the Company while serving as Director and Chair of the Audit Committee of the Company".

In light of Mr. Merton deciding not to stand for re-election, the Board intends to appoint Catherine Auld as the new Chair of the Audit Committee after the Meeting. In addition, as Mr. Cheliak will not be seeking re-election, the Board has appointed Brent Norton as interim Chair of the Board, effective upon the expiry of Mr. Cheliak's term at the opening of the Meeting.

Supplement to the Management Information Circular

Ms. Auld and Mr. Kim were not included in the Circular or in the form of proxy or in the voting instruction form sent by the Company in connection with the Meeting given that they were identified as nominees subsequent to the sending of these materials. The Company will prepare and make available to shareholders a supplement to the Circular (the "Supplement"), which will include the information required under applicable securities laws with respect to the two additional nominees and reflect the fact that Mr. Merton will not stand for re-election at the Meeting. Since the Company used notice-and-access to deliver the Circular to shareholders, shareholders will have access to the Supplement electronically and shareholders who elected to receive a printed copy of the Circular will receive a printed copy of the Supplement before the Meeting. Furthermore, shareholders will be mailed new forms of proxy and voting instruction forms in order to vote their shares in respect of the election of the 5 nominees.

Please disregard the form of proxy or voting instruction form that was delivered to you with the prior notice of Meeting. A new form of proxy or voting instruction will be provided to you. If you have already provided voting instructions, you may provide new instructions which will supersede your previous instructions. If you have already provided voting instructions and you do not provide new instructions, your initial instructions will remain valid, except with regard to the election of Mr. Carl Merton who will not stand for re-election. Mr. Guy Chamberland, Chief Executive Officer, or failing him, Mr. Jean-François Boily, Chief Financial Officer, will remain the persons designated in the new forms of proxy and voting instruction forms to be made available to the shareholders, and they will use their discretionary authority to cast the votes represented by proxy appointing them at the Meeting (whether pursuant to old forms or new forms) for the election to the Board of all of the 5 proposed nominees, including Ms. Auld and Mr. Kim.

A copy of the Supplement, the amended notice of availability of proxy materials and the form of proxy will be available on SEDAR at

About Tetra Bio-Pharma

Tetra Bio-Pharma (TSX: TBP) (OTCQB: TBPMF) (FRA: JAM1), is a leader in cannabinoid-derived drug discovery and development with a FDA and a Health Canada cleared clinical program aimed at bringing novel prescription drugs and treatments to patients and their healthcare providers. Our evidence-based scientific approach has enabled us to develop a pipeline of cannabinoid-based drug products for a range of medical conditions, including pain, inflammation, and oncology. With patients at the core of what we do, Tetra Bio-Pharma is focused on providing rigorous scientific validation and safety data required for inclusion into the existing biopharma industry by regulators, physicians and insurance companies.

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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, the inability of the Company 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 and development strategies, including the success of this product or any other product, 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. 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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