Pacific Orient Capital Inc. Announces Conditional Acceptance of Qualifying Transaction and Filing of Filing Statement

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UNITED STATES. 


Pacific Orient Capital Inc. (TSX VENTURE:AAQ.P) ("POC") is pleased to announce,
further to its news releases dated April 9, 2010, and June 4, 2010, that the TSX
Venture Exchange (the "Exchange") has conditionally accepted its proposed
qualifying transaction (the "Qualifying Transaction") to acquire AlphaRx Canada
Limited. ("AlphaRx Canada") and to acquire a license to commercialize Indaflex
from a subsidiary of AlphaRx, Inc. ("AlphaRx US"). A Filing Statement dated
October 29, 2010 in respect of the Qualifying Transaction has been prepared in
accordance with the requirements of the Exchange and filed on SEDAR.
Shareholders are encouraged to go to www.sedar.com to review the Filing
Statement.


AlphaRx Canada intends to proceed with a private placement of common shares of
AlphaRx Canada ("AlphaRx Canada Shares") which will now consist of a minimum of
3,350,000 AlphaRx Canada Shares and a maximum of 3,750,000 AlphaRx Canada Shares
at a price of $0.40 per share (the "Offering"). In connection with the Offering,
POC, AlphaRx Canada and AlphaRx US have engaged Mackie Research Capital
Corporation to act as agent.


POC will call a shareholders meeting to expand its board of directors to seven
and to elect directors. POC and AlphaRx Canada intend to close the Qualifying
Transaction and Offering concurrently following the shareholders meeting. The
shareholders meeting is expected to occur in December, 2010.


Trading of POC's shares will remain halted subject to Exchange approval to
resume trading. Approval of the TSXV remains subject to POC satisfying certain
conditions, including the completion of a financing in an amount not less than
$1,340,000, on or before January 27, 2011.


About POC

POC is a Capital Pool Company listed on the TSX Venture Exchange. As of the date
hereof and prior to the completion of the Qualifying Transaction, POC has not
and will not have commenced any commercial operations and does not and will not
have any assets other than cash.


Upon completion of the Qualifying Transaction, POC intends to be a specialty
pharmaceutical company that focuses on developing and marketing high tech drugs
for China and other emerging markets. High tech drugs are marketed drugs that
are off patent or out of favour but which can be improved through the use of
propriety drug delivery technologies that reduce side effects and/or improve
clinical efficacy. POC's model is to in license products from other companies
and take them to market either itself or with its marketing partners. The first
such high tech drug is Indaflex, a topical non-steroidal anti-inflammatory drug
formulation intended for use in the treatment of arthritis.


Forward-Looking Statements

This news release contains forward-looking statements and forward-looking
information within the meaning of applicable securities laws. The use of any of
the words "expect", "anticipate", "continue", "estimate", "objective",
"ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and
similar expressions are intended to identify forward-looking information or
statements. More particularly and without limitation, this news release contains
forward looking statements and information concerning the completion of the
Qualifying Transaction and the Offering. The forward-looking statements and
information are based on certain key expectations and assumptions made by POC,
including expectations and assumptions concerning the results of its due
diligence review of AlphaRx Canada and the results of the due diligence review
of POC by AlphaRx Canada and AlphaRx US and the ability to obtain the required
Exchange and shareholder approvals. Although POC believes that the expectations
and assumptions on which such forward-looking statements and information are
based are reasonable, undue reliance should not be placed on the forward looking
statements and information because POC can give no assurance that they will
prove to be correct. By its nature, such forward-looking information is subject
to various risks and uncertainties, which could cause the actual results and
expectations to differ materially from the anticipated results or expectations
expressed. These risks and uncertainties, include, but are not limited to, the
risk that the due diligence reviews will not be satisfactory or that the parties
are unable to obtain the required Exchange and shareholder approvals. Readers
are cautioned not to place undue reliance on this forward-looking information,
which is given as of the date hereof, and to not use such forward-looking
information for anything other than its intended purpose. POC undertakes no
obligation to update publicly or revise any forward-looking information, whether
as a result of new information, future events or otherwise, except as required
by law.


Completion of the transaction is subject to a number of conditions, including
but not limited to, Exchange acceptance. Where applicable, the transaction
cannot close until the required shareholder approval is obtained. There can be
no assurance that the transaction will be completed as proposed or at all.


Investors are cautioned that, except as disclosed in the management information
circular or filing statement to be prepared in connection with the transaction,
any information released or received with respect to the transaction may not be
accurate or complete and should not be relied upon. Trading in the securities of
a capital pool company should be considered highly speculative.