NOT FOR DISTRIBUTION TO THE U.S. NEWSWIRE OR FOR
DISSEMINATION IN THE UNITED STATES
Tetra Bio-Pharma Inc. (“Tetra” or the “Company”) (TSX-V:TBP)
(OTCQB:TBPMF) a global leader in cannabinoid-based drug development
and discovery, announced today that it has entered into a revised
agreement with Echelon Wealth Partners Inc. ( the "Underwriter"),
pursuant to which the Underwriter will purchase, on a bought deal
basis pursuant to the filing of a short form prospectus, an
aggregate of 10,000,000 units (the "Units") of the Company at a
price of $1.00 per Unit (the "Offering Price") for aggregate gross
proceeds of $10,000,000 (the "Offering").
Each Unit will consist of one common share (a
“Common Share”) in the Company and one warrant (a “Warrant” and
collectively the “Warrants”). Each Warrant will entitle the holder
thereof to acquire one Common Share at a price of $1.30, for a
period of 36 months from the Closing Date.
The Company has agreed to grant the Underwriters
an over-allotment option to purchase up to an additional 1,500,000
Units at the offering price, exercisable for a period of 30 days
after closing. If the over-allotment option is exercised in full,
the gross proceeds from the Offering will be approximately $11.5
million.
“We are extremely pleased to partner with
Echelon Wealth Partners in securing this financing agreement. As we
are about to initiate our Health Canada’s recently approved phase 3
registration trial for our lead drug candidate, PPP001, in late
stage cancer patients, the proceeds from this Offering will enable
Tetra to continue, and even accelerate some of the key development
projects in our pipeline. This is another milestone in
working towards becoming the first biopharmaceutical company in the
world to get a smokable dried cannabis product approved as a
prescription drug by Health Canada, the FDA and other regulatory
agencies around the world," states Bernard Fortier, CEO of Tetra
Bio-Pharma.
The Company intends to use the net proceeds of
the Offering to advance the Company’s Phase 3 trial for PPP001 and
other clinical trials, to effect the repayment of indebtedness and
for general corporate and working capital purposes.
The Offering will be completed by way of a short
form prospectus to be filed in all provinces of Canada and on a
private placement basis in the United States pursuant to exemptions
from the registration requirements of the United States Securities
Act of 1933, as amended (the “U.S. Securities Act”).
The Offering is expected to close on or about
February 28, 2018 and is subject to due diligence and other
customary closing conditions including, but not limited to, the
approval of securities regulatory authorities and the TSX Venture
Exchange’s approval.
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.
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: www.tetrabiopharma.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 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, through its wholly-owned subsidiary,
GrowPros MMP Inc., to obtain a license for the production of
medical marijuana; 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.
Tetra Bio-Pharma Inc.
Dr. Anne-Sophie Courtois, DVM Vice
President, Marketing &
Communications anne-sophie.courtois@tetrabiopharma.com (514)
360-8040 Ext. 210
For media information, please contact:
Daniel
Granger Daniel.granger@acjcommunication.com ACJ
Communication O: 1 514 840 7990 / M: 1 514 232 1556
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