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Tetra Bio-Pharma Inc. Announces a Non-Brokered Private Placement


OTTAWA, ON, Jan. 27, 2021 /CNW Telbec/ - Tetra Bio-Pharma Inc. ("Tetra Bio-Pharma" or the "Company") (TSX: TBP) (OTCQB: TBPMF), a leader in cannabinoid-derived drug discovery and development announced today that it is conducting a non-brokered private placement of 11,141,176 units of the Company (collectively, the "Units") at a price of C$0.17 per Unit for aggregate gross proceeds of approximately $1,900,000 (the "Offering").

This Offering is being conducted with a group of strategic investors including Dr. Michael Nashat, PharmD, a co-founder and the former President and Chief Executive Officer of TerrAscend Corp. Dr. Nashat is also the co-founder of OnPharm Independent Pharmacy Group, one of the largest independent non-banner group in Canada and the managing partner of RxInfinity Inc.

Each Unit will consist of one common share of the Company (each, a "Common Share") and one common share purchase warrant of the Company (each, a "Warrant"). Each Warrant will entitle the holder thereof to acquire, on payment of C$0.21 to the Company, one common share of the Company (each, a "Warrant Share"), subject to adjustment in certain circumstances, for a period of 24 months from the closing date. The Warrants are subject to acceleration, at the Company's discretion, in the event the volume-weighted average closing price of the Common Shares on the Toronto Stock Exchange is equal to or greater than C$0.60 for a period of 10 consecutive trading days.

The Offering is expected to close on or about January 29, 2021.

The securities issued pursuant to the Offering will be subject to a four-month hold period from the closing date. Completion of the Offering remains subject to the receipt of all necessary regulatory approvals, including the approval of the Toronto Stock Exchange.

The Company intends to use the net proceeds of the Offering to bridge its working capital and general corporate requirements to further pursue its clinical trials and regulatory activities.

The securities described herein have not been, and will not be, registered under the U.S. Securities Act or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Guy Chamberland, CEO and CRO of Tetra stated, "The arrival of strategic investors is very encouraging.  It shows that we are on the right path and that our achievements in 2020 have been recognized by established industry leaders."

The Toronto Stock Exchange has not approved the contents of this press release. Neither the Toronto Stock Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Toronto Stock Exchange) accepts responsibility for the adequacy or accuracy of this release.

About Tetra Bio-Pharma:

Tetra Bio-Pharma (TSX: TBP) (OTCQB: TBPMF) is a biopharmaceutical leader in cannabinoid-based drug discovery and development with a FDA and a Health Canada approved 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, including the use of proceeds of the Offering, the listing of the Common Shares and Warrant Shares on the Toronto Stock Exchange and the expected closing date of the Offering. 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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