PDP Pediapharm

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES


Pediapharm Inc. (the "Corporation") (TSX VENTURE:PDP) has today entered into an
agreement with Laurentian Bank Securities Inc. (the "Underwriter"), pursuant to
which the Underwriter has agreed to purchase, on a bought deal private placement
basis, 5,555,556 common shares of the Corporation (the "Common Shares") at an
issue price of C$0.36 per Common Share (the "Issue Price") for gross proceeds to
the Corporation of approximately C$2,000,000 (the "Offering").


The net proceeds of the Offering will be used to expand product portfolio and
for general working capital purposes. 


The Underwriter will be paid an aggregate commission of 6.5% of the gross
proceeds from the sale of the Common Shares. The Corporation will also grant to
the Underwriter compensation options (the "Compensation Options") in an amount
equal to 3% of the total number of Common Shares issued in connection with the
Offering. Each Compensation Option may be exercised to acquire one Common Share
at the Issue Price, during a period of twenty-four (24) months following the
closing of the Offering.


The Offering is expected to close on or about February 19, 2014 (the "Closing
Date") and is subject to certain conditions including, but not limited to, the
receipt of all necessary approvals including the approval of the TSX Venture
Exchange. All shares issued pursuant to the Offering are subject to a statutory
hold period of four months and one day from the Closing Date as prescribed by
the TSX Venture Exchange and applicable securities laws and will be admissible
under the Quebec Stock Saving Plan II.


Concurrently with this announcement, the Board of Directors of the Corporation
has decided, following the amalgamation with Chelsea Acquisition Corporation
completed on December 10, 2013, to change the Corporation's financial year-end
from December 31 to March 31. Pursuant to section 4.8 of National Instrument
51-102 - Continuous Disclosure Obligations, the Corporation has filed on SEDAR a
Notice of Change in Year End providing information about the length and filing
dates of its annual audited financial statements and interim financial
statements for both its transition year and subsequent financial years.


This news release is intended for distribution in Canada only and is not
intended for distribution to the United States newswire services or
dissemination in the United States. The securities being offered have not, nor
will they be registered under the United States Securities Act of 1933, as
amended, and may not be offered or sold within the United States or to, or for
the account or benefit of, U.S. persons absent U.S. registration or an
applicable exemption from the U.S. registration requirements. This release does
not constitute an offer for sale of securities in the United States.


About Pediapharm Inc.

Pediapharm is the only Canadian specialty pharmaceutical company dedicated to
serving the needs of the pediatric community. Its mission is to bring to the
Canadian market the latest innovative pediatric products with the objective to
improve the health and the well-being of children in Canada. Since its debut in
2008, Pediapharm has entered into numerous commercial agreements with partners
from Canada and other countries around the world. The company's innovative
product portfolio includes NYDA(R); a breakthrough treatment for head lice;
EpiCeram(R) a non-steroid emulsion for eczema; KoolEffect(TM) which reduces the
symptoms of fever; and VapoLyptus(TM); a soothing vapour patch of Eucalyptus and
Camphor. 


Neither 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

This news release contains forward-looking statements and other statements that
are not historical facts including statements about the intended use of proceeds
from the bought deal private placement. Such forward-looking statements are
subject to known and unknown risks, uncertainties and assumptions that could
cause actual results to vary materially from target results and the results or
events predicted in these forward-looking statements. As a result, investors are
cautioned not to place undue reliance on these forward-looking statements.


The forward-looking statements contained in this news release are made as of the
date of this release. Except as required by applicable law, the Corporation
disclaims any intention and assumes no obligation to update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise. Forward-looking information reflects the current
expectations or belief of the Corporation based on information currently
available and such information is subject to a number of assumptions, risks and
uncertainties, including risks related to the ability of the Corporation to
implement its growth strategy, to acquire license rights to new products, to
have access to additional financing and capital, to obtain regulatory approvals,
to obtain new product reimbursement, to protect and maintain its intellectual
property and licensing arrangements, to hire and retain key personnel, product
liability claims, insurance and recalls, unexpected product safety or efficacy
concerns, new legislation or regulatory requirements, reliance on third parties
for supply and manufacture of products, quarterly fluctuations in sales, product
pricing regulation on certain patented drug product, concentration of credit
risks and other risks associated with being a specialty pharmaceutical company.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Sylvain Chretien
President and Chief Executive Officer
Pediapharm Inc.
514-762-2026 ext., 201
sylvain.chretien@pedia-pharm.com


Roland Boivin
Chief Financial Officer
Pediapharm Inc.
514-762-2026 ext., 202
roland.boivin@pedia-pharm.com

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