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TNI BioTech, Inc: Clarification of Press Release Pursuant to Form 8-K

Sep 13 2013

BETHESDA, MD, September 13, 2013 - On September 11, 2013 a press release entitled TNI BioTech, Inc. (OTCQB: TNIB) Signs Manufacturing Agreement for IRT-103[TM] LDN and receives $1,500,000 in funding from the exercise of warrants was circulated. It incorrectly stated that the company "received a capital investment of $1,360,625.00 from the conversion existing warrants by our shareholders. The Company believes that other warrant holders will convert and provide the company with additional capital between $250,000 to $500,000 in the coming month." The correct statement, as illustrated by the company's 8-K filed on September 12, 2013 should read:

Since the beginning of the third quarter on July 1, 2013 through September 6, 2013, various warrant holders purchased an aggregate total of 1,652,500 shares of TNI BioTech, Inc. (the "Company") at an exercise price of $.50 per share. In addition, the Company sold an aggregate sum of 465,000 shares of its common stock at $1.25 and $1.00 per share pursuant to a private placement (the "Private Placement"). In total, the Company received $826,250 as consideration for the exercise of the previously-issued warrants (the "Warrants") and $531,250 for the purchase of common stock under the Private Placement, for an aggregate sum of $1,357,500.

The issuance of the Company's common stock in connection with the Warrants and Private Placement was completed in a private transaction by the Company not involving any public offering pursuant to Section 4(a)(2) and Rule 506 of Regulation D of the Securities Act of 1933, as amended (the "Securities Act"). The shares purchased under the Warrants and Private Placement were issued bearing restrictive legend and may not be resold by the purchasers unless such shares are registered or an exemption from registration is available. The Company determined, based on representations of the investors, that the investors were "accredited investors" as defined under Rule 501(a) of the Securities Act.

About TNI BioTech, Inc.
TNI BioTech, Inc., is a biotech company working to combat chronic, life-threatening diseases through the activation modulating the body's immune system using our patented immunotherapy. Our products and immunotherapy technologies are designed to harness the power of the immune system to improve the treatment of cancer, infections such as HIV/AIDS, chronic inflammatory diseases, and autoimmune diseases.

Our proprietary technology, therapies and patents include the treatment of a wide range of cancers. Our most advanced clinical program involves immunotherapy with met-enkephalin (MENK) and/or opioid growth factor (OGF), which has been shown to stimulate the immune system even in patients with advanced cancer. Even though management considers any condition that results in altered-immune response a target for investigation, the company will most likely pursue additional investigations for low dose naltrexone and/or MENK as valuable candidates in the treatment of the following:

-Autoimmune states such as rheumatoid arthritis and multiple sclerosis;
-As an adjunct in cancer patients undergoing chemotherapy, radiation treatments or surgery;
-As an adjunct to antibiotics in the treatment of a variety of infectious diseases, including: patients with AIDS, in combination with retroviral drug therapy.

This press release includes various "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which represent the Company's expectations or beliefs concerning future events. Statements containing expressions such as "believes," "anticipates," "intends," or "expects," used in the Company's press releases and in Disclosure Statements and Reports filed with the Over The Counter Markets through the OTC Disclosure and News Service are intended to identify forward-looking statements. All forward-looking statements involve risks and uncertainties. Although the Company believes its expectations are based upon reasonable assumptions within the bounds of its knowledge of its business and operations, there can be no assurances that actual results will not differ materially from expected results. The Company cautions that these and similar statements included in this report are further qualified by important factors that could cause actual results to differ materially from those in the forward-looking statements. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date thereof. The Company undertakes no obligation to publicly release any revisions to such forward-looking statements to reflect events or circumstances after the date hereof.

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Phone: 310-353-6277
SOURCE: TNI BioTech, Inc.