OTTAWA,
ON, May 31, 2022 /PRNewswire/ - Tetra
Bio-Pharma Inc. ("Tetra" or
the "Company") (TSX: TBP) (OTCQB: TBPMF) (FRA: JAM1), a
leader in cannabinoid-derived drug discovery and development, held
its annual general and special meeting (the "Meeting") of
its holders of common shares (the "Shareholders") virtually
on May 30, 2022. The Company is
pleased to announce that all matters presented for approval at the
Meeting were approved, except with respect to the proposed share
consolidation of the issued and outstanding common shares of the
Company, as further detailed below. The complete voting results for
each item of business at the Meeting are presented below.
Election of Directors
The Board of Directors of the Corporation had fixed at five the
number of directors to be elected at the Meeting. Following the
vote at the Meeting, each of the five (5) nominees proposed by
management of the Company were elected as directors of the Company
until the next annual meeting of the Shareholders or until they are
earlier replaced, with the following results. All the nominee
directors were members of the board of directors of the Company
(the "Board") prior to the Meeting.
Nominee
|
Votes
For
|
% Votes
For
|
Votes
Withheld
|
% Votes
Withheld
|
Guy
Chamberland
|
68,973,628
|
72,53
|
26,126,575
|
27.47
|
Brent Norton
|
73,316,430
|
77.09
|
21,783,773
|
22.91
|
Dale Weil
|
77,095,010
|
81.07
|
18,005,193
|
18.93
|
Catherine
Auld
|
78,639,590
|
82.69
|
16,460,613
|
17.31
|
John Kim
|
81,112,809
|
85.29
|
13,987,394
|
14.71
|
Appointment of Independent
Auditors
Following the vote at the Meeting, PricewaterhouseCoopers LLP,
Chartered Professional Accountants, was appointed as the
independent auditors of Tetra, as successor auditors of the Company
in place of McGovern Hurley LLP, and the Board was authorized to
fix the remuneration of the auditor, with the following
results:
Votes
For
|
% Votes
For
|
Votes
Withheld
|
% Votes
Withheld
|
111,411,759
|
96.71
|
3,789,241
|
3.29
|
Other Resolutions
A ballot was also conducted with respect to an ordinary
resolution (the "IQ Warrant Resolution") of the Shareholders
approving the grant of common share purchase warrants to
Investissement Québec, having an exercise price lower than market
price, upon the terms and in accordance with the provisions of the
offer letter from Investissement Québec dated February 4, 2022 and all as more described in the
management information circular dated April
19, 2022 filed in connection with the Meeting. Following the
vote at the Meeting, the IQ Warrant Resolution was adopted with the
following results:
Votes
For
|
% Votes
For
|
Votes
Against
|
% Votes
Against
|
83,689,465
|
88.00
|
11,410,738
|
12.00
|
A ballot was conducted with respect to a special resolution of
the Shareholders approving the amendment of the Company's articles
to change the location of the Company's registered office from the
Province of Ontario to the
Province of Québec (the "Registered Office Resolution"), at
a time to be determined at the discretion of the Board. Following
the vote at the Meeting, the Registered Office Resolution was
adopted with the following results:
Votes
For
|
% Votes
For
|
Votes
Against
|
% Votes
Against
|
79,141,241
|
83.22
|
15,958,962
|
16.78
|
Lastly, Shareholders were also presented with a special
resolution of the Shareholders authorizing the Board to amend the
articles of the Company to effect a consolidation (the "Share
Consolidation") of all of the issued and outstanding common
shares of the Company on the basis of a consolidation ratio to be
selected by the Board within a range between ten (10)
pre-consolidation Common Share for one (1) post-consolidation
Common Share and thirty (30) pre-consolidation Common Shares for
one (1) post-consolidation Common Share, and to be effected at a
time to be determined at the discretion of the Board, provided that
such date shall be before May 30,
2023. Following the vote at the Meeting, the Share
Consolidation was not approved.
Votes
For
|
% Votes
For
|
Votes
Against
|
% Votes
Against
|
75,437,655
|
65.48
|
39,763,345
|
34.52
|
Please refer to the Company's report of voting results filed
under the Company's SEDAR profile at www.sedar.com on
May 31, 2022 for further details on
the above matters.
Virtual Meeting
This year again, the Company held its Meeting as a virtual only
meeting, where all Shareholders regardless of geographic location
had an equal opportunity to participate at the Meeting. The
virtual-only format for the Meeting also helped to mitigate health
and safety risks to the community, shareholders, employees, and
other stakeholders in light of the continuing COVID-19
environment.
About Tetra Bio-Pharma Inc.
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. Their evidence-based scientific approach has
enabled them 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 they
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.
For more information visit: www.tetrabiopharma.com
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SOURCE Tetra Bio-Pharma Inc.