Sirona Biochem Announces Convertible Note Financing

VANCOUVER, BC--(Marketwired - January 31, 2017) - Sirona Biochem Corp. (TSX VENTURE: SBM) (FRANKFURT: ZSB) (XETRA: ZSB) announced today a non-brokered private placement (the "Private Placement") of convertible notes ("Notes") for gross proceeds of up to $600,000. Each Note will be convertible at the option of the holder into one common share of the company at a conversion price of $0.18 per share during the 18 month term of the Notes.

The Notes will mature in 18 months from the date of issuance and bear interest at the rate of 12% per annum, payable quarterly, until the Notes are converted or repaid. The company will be entitled to repay the principal amount of the Notes, together with accrued and unpaid interest, at any time commencing four months after the date of issuance, subject to giving the holders prior notice thereof to permit holders to convert during the notice period. The Notes are unsecured and transferable, subject to resale restrictions under applicable securities laws and TSX Venture Exchange requirements.

Sirona Biochem intends to use the net proceeds from the Private Placement for general working capital, and to support the company's efforts to secure a licensing agreement for its skin lightening compound, TFC-1067. The company is expecting to receive a term sheet for a licensing transaction for TFC-1067 in Q1 2017 but there can be no assurances that a licensing agreement will be entered into on terms acceptable to Sirona Biochem or at all. The Company may pay fees of 7% in cash to qualified finders.

All securities issued in connection with the private placement will be subject to a statutory hold period of four months commencing from the date of issuance of the Notes. Closing of the private placement is subject to customary conditions, including TSX Venture Exchange acceptance.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the Shares in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to, or for the benefit of, U.S. persons (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from such registration requirements.