Tetra Bio-Pharma Announces $10.0 Million Bought Deal Offering

Tetra Bio-Pharma Inc. (TSXV:TBP) ("Tetra" or "TBP") is pleased to announce that it has entered into an agreement with Echelon Wealth Partners Inc. ("Echelon"), pursuant to which Echelon has agreed to purchase, on a bought deal basis, 18,868,000 units (the "Units") of the Company at a price of C$0.53 per Unit (the "Issue Price") for gross proceeds of approximately $10.0 million (the "Offering").

Each Unit will consist of one common share of the Company (each a "Common Share") and one common share purchase warrant (each, a "Warrant" and collectively the "Warrants"). Each Warrant will entitle the holder thereof to acquire one Common Share at a price of C$0.75 for a period of 36 months from the closing date of the Offering.

The Offering will be conducted by Echelon as sole underwriter and bookrunner. The Company has granted Echelon an option to purchase up to an additional 15% of the Units sold under the Offering, at the Issue Price. The Over-Allotment Option may be exercised in whole or in part to purchase Shares, Warrants or Units as determined by Echelon upon written notice to the Company at any time up to 30 days following the closing date of the Offering (the "Over-Allotment Option").

The Company intends to use the net proceeds of the Offering for working capital and general corporate purposes.

The Offering will be completed (i) by way of a short form prospectus to be filed in all of the provinces and territories of Canada other than Quebec, (ii) 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") and (iii) outside Canada and the United States on a basis which does not require the qualification or registration of any of the Company's securities under domestic or foreign securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

The Offering is expected to close on or about February 13, 2020, or such other date as the Company and Echelon may agree, and is subject to customary closing conditions, including the approval of the securities regulatory authorities and the TSX Venture Exchange.