Rodocanachi Capital Enters Into Letter of Intent With Axcelon Biopolymers Corp. and Postpones its Special Shareholders Meeting

Rodocanachi Capital Inc. ("Rodocanachi") (TSX VENTURE:ROD.P), a capital pool
company (as defined in Policy 2.4 (the "CPC Policy") of the TSX Venture Exchange
(the "Exchange")), is pleased to announce that it has entered into a letter of
intent dated August 4, 2010 (the "Agreement") with Axcelon Biopolymers Corp.
("Axcelon"), to pursue a possible business combination transaction (the
"Proposed Transaction") with Axcelon and its shareholders.


If the Proposed Transaction is completed as currently envisioned (the
"Closing"), Rodocanachi would acquire all of the issued and outstanding common
shares in the capital of Axcelon (the "Axcelon Shares") in exchange for the
issuance of an aggregate of 50,000,000 of common shares in the capital of
Rodocanachi (the "Rodocanachi Shares") at a price per Rodocanachi Share equal to
$0.10 (on the basis of an exchange ratio of 6.48 Rodocanachi Shares for each one
Axcelon Share). Immediately after the Closing and as a result of the Share
Exchange, (i) Axcelon would be a direct, wholly-owned subsidiary of the
Resulting Issuer (the "Resulting Issuer" being Rodocanachi immediately after the
Closing), and (ii) the Axcelon Shareholders will collectively exercise control
over the Resulting Issuer. The parties, along with their advisors, will consider
and confirm that a share exchange is the most effective means to structure and
consummate the Proposed Transaction.


About Axcelon:

Axcelon was founded in 2001 in London, Ontario with a commitment to develop
value-added, proprietary medical devices for human health applications. 


Axcelon's activities are designed to put the company at the forefront of a new
generation of medical device companies that applies nanotechnology to
biodegradable polymer design and applications. It aims at developing
cost-efficient tissue-engineered products that achieve their therapeutic effect
through a robust design, and which can be brought to market as simple medical
devices, without the need for including therapeutic molecules. 


The company's development and commercialization program is based on its
proprietary technology for microbially-produced cellulose (MC) to generate new
composite materials. Microbial cellulose has distinct physico-chemical
characteristics that make it unique amongst biomaterials. It is a safe material
of non-animal origin that can absorb a large quantity of fluid while maintaining
its shape and mechanical properties. Wound dressing applications are the initial
focus of Axcelon's efforts; however, the company's materials technology has many
other potential applications including stent coating, ophthalmology, drug
delivery, regenerative medicine and other medical uses. 


Axcelon has the prospects of product revenue in the wound dressing market and a
technology platform that can be developed into useful cost-efficient devices for
a wide variety of product areas with unmet needs.


As at August 4, 2010, the outstanding securities of Axcelon consisted of
7,712,501common shares.


Terms of the Proposed Transaction:

As stated above, the Agreement provides that on the Closing, Rodocanachi will
acquire all of the Axcelon Shares in exchange for the issuance to the Axcelon
Shareholders of an aggregate of 50,000,000 Rodocanachi Shares (the "Share
Consideration") at a price per Rodocanachi Share equal to $0.10. Immediately
after the Closing, Axcelon will be a direct, wholly-owned subsidiary of the
Resulting Issuer and the Axcelon Shareholders will collectively exercise control
over the Resulting Issuer.


It is expected that on Closing, the Resulting Issuer will be a Tier 2 issuer
pursuant to the policies of the Exchange. The Proposed Transaction does not
constitute a Non Arm's Length Qualifying Transaction (as defined in the CPC
Policy), however as part of the Proposed Transaction Rodocanachi would acquire
Axcelon Shares from Dr. Chandra Panchal, a director of Rodocanachi, and
therefore pursuant to Regulation 61-101 respecting protection of minority
security holders in special transactions (Quebec) the minority approval of the
Rodocanachi Shareholders would be required. There are currently 7,800,000
Rodocanachi Shares issued (of which, 2,800,000 are subject to escrow
requirements pursuant to the policies of the Exchange). Immediately after the
Closing and after payment of the Share Consideration (but before the exercise of
Rodocanachi Options, Rodocanachi Broker Warrants or the Concurrent Financing),
there will be 57,800,000 issued common shares of the Resulting Issuer (the
"Resulting Issuer Shares"). The Axcelon Shareholders will collectively own
approximately 87% of the Resulting Issuer Shares on a non-diluted basis, and the
current holders of Rodocanachi Shares will collectively own approximately 13% of
the Resulting Issuer Shares on a non-diluted basis. Immediately after the
Closing and the Concurrent Financing, each of Dr. Chandra Panchal and Shakti
Biomedical Corp., a company existing under the laws of Ontario, will
beneficially own or control, directly or indirectly, Resulting Issuer Shares
carrying more than 10% of the voting rights attached to all Resulting Issuer
Shares.


If completed, the Proposed Transaction is expected to constitute Rodocanachi's
Qualifying Transaction (as defined in the CPC Policy).


Axcelon and Rodocanachi plan on issuing additional press releases and updates as
the definitive agreement is signed, due diligence is completed and other
milestones are achieved. The shares of Rodocanachi will remain halted until the
completion of the Qualifying Transaction.


Unsecured loan and advance:

In accordance with Exchange Policy 2.4, the CPC agreed to advance a
non-refundable $25,000 to Axcelon to preserve assets without the prior approval
of the Exchange.


Proposed Financing:

The Proposed Transaction is conditional upon the completion of a brokered
concurrent financing for gross proceeds of not less than $1,450,000 up to
$2,000,000 (the "Concurrent Financing) to fund capital expenditures and general
working capital. Rodocanachi and Axcelon are in advance discussions with a
potential broker and will provide an update as soon as an agreement is reached.
As a broker will be completing the Concurrent Financing concurrently with the
Proposed Transaction, Rodocanachi will apply to the Exchange for an exemption
from the sponsorship requirement for the Proposed Transaction. 


Proposed Directors and Senior Management Team:

It is currently expected that following completion of the Proposed Transaction,
the Resulting Issuer's board of directors would be comprised of five (5)
members. The only proposed Directors and Officers at this time are Dr. Chandra
Panchal, the current President and CEO of Axcelon who will retain that position
with the Resulting Issuer, Mr. Edward M. Yeats, the current Secretary-Treasurer
of Axcelon who will occupy the Chief Financial Officer position with the
Resulting Issuer, and Mr. Gordon E. Peterson and Mr. David Williams who will be
appointed to the Board.


Chandra Panchal, Chief Executive Officer and Director, Axcelon - Dr. Panchal was
a co-founder of Procyon Biopharma Inc. ("Procyon"), a publicly traded
biotechnology company involved in development of wound healing, cancer
therapeutic and diagnostic products, which listed on Alberta Stock Exchange in
1998 and The Toronto Stock Exchange in 2000. He has served as Procyon's
Chairman, President and CEO and was most recently Senior Executive
Vice-President, Business Development, Licensing and Intellectual Property in
charge of both out-licensing (eg."Merck Deal") and in-licensing or M&A (Four
company acquisitions) for the company which is now known as Ambrilia BioPharma
Inc. He retired from Ambrilia in February 2008. Prior to founding Procyon, Dr.
Panchal was a senior scientist/group leader supervising activities related to
yeast genetics, fermentations and product development at John Labatt Ltd., a
multinational food and beverage company. Dr. Panchal had been a director of
Procyon from 1989 to 2006, and managing director of Shakti Biomedical Corp.
since its inception in 1996. Shakti was a private R&D company focused on
development of biopolymer based products including wound dressings, medical
devices and non-medical biopolymer based composites. Dr. Panchal is on the Board
of Director of four public companies and MaRS Innovation. Dr. Panchal has
authored over 50 scientific papers and has edited a book entitled Yeast Strain
Selection, published in 1990. Dr. Panchal has been an Adjunct Professor at The
University of Western Ontario where he obtained his Ph.D. in Biochemical
Engineering.


Edward M. Yeats, Chief Financial Officer, Axcelon - Mr. Yeats became the
Secretary-Treasurer for the company in November, 2003. He has been the Secretary
and Chief Financial Officer for Diabetogen Biosciences Inc., a privately-held
biotechnology company developing therapies for autoimmune disease, since 2002.
Prior to that, he served in various capacities with Procyon BioPharma Inc., a
publicly-traded biotechnology company from 1995 to 2001, including as Vice
President of Finance and Chief Financial Officer. From February 1992 to July
1995, he was Controller/General Manager at Dean Russell Pharmacies. Prior
thereto, Mr. Yeats was the Controller of Gledhill & Sons and Senior
Vice-President and Chief Financial Officer for Pop Shoppes International Inc., a
publicly traded company.


Gordon E. Peterson, Director, Axcelon - Mr. Peterson is a founding partner at
Carlyle-Peterson, a London, Ontario law firm which was established in 1995.
Prior thereto he was a partner in the law firm of Harrison, Elwood in London,
Ontario, where he practiced corporate-commercial law with emphasis on securities
law since 1989. Previously, he was with the law firm of Aird & Berlis, Toronto,
Ontario. Over the past 10 years, Mr. Peterson has been a director and corporate
secretary of a number of public and large private companies. He received his
Bachelor of Business Administration (Honours) degree from Simon Fraser
University, Vancouver, British Columbia and his MBA and LL.B degrees from The
University of Western Ontario, London, Ontario. He has been a lecturer at UWO
Faculty of Law, the Law Society of Upper Canada Continuing Education and an
instructor in the Law Society of Upper Canada Bar Admission course and the
Canadian Institute of Management program.


David Williams, Director, Axcelon - David A. Williams has served as president of
his investment company, Roxborough Holdings Limited, in Toronto, since 1995.
From 1969 to 1994, he held senior management positions with Beutel Goodman
Company, one of Canada's largest institutional money managers. He also has
extensive board experience, serving as chairman of Bennett Environmental. He is
a director of Western Copper Corporation, Calvalley Petroleum, Radiant Energy
and Resin Systems, Atlantis Systems Inc. and Newport Partners Income Fund. Mr.
Williams is involved with a number of community related projects and is a
director of Bishop's University Foundation and Camp Oochigeas. He currently also
serves on the board of SQI Diagnostics (TSX.V:SQD).Mr. Williams holds a
Bachelors degree in Business from Bishop's University and a Master's in Business
Administration from Queen's University. He was the recipient of an Honorary
Doctorate of Civil Laws from Bishop's University 


Additional information about the Directors and Officers of the Resulting Issuer
shall be provided in an updated press release as soon as they have been
determined.


Conditions to Completion of the Proposed Transaction:

Completion of the Proposed Transaction is subject to a number of conditions,
including but not limited to satisfactory completion of the Concurrent
Financing, acceptance by the Exchange of the Proposed Transaction and other
applicable regulatory approvals. The Proposed Transaction cannot close until the
required shareholder approval is obtained. There can be no assurance that the
Proposed Transaction will be completed as proposed or at all.


Investors are cautioned that, except as disclosed in the management information
circular to be prepared in connection with the Proposed Transaction, any
information released or received with respect to the Proposed 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.


Shareholders Meeting Postponed:

In order to allow more time for dissemination of information on the Proposed
Transaction and update the management information circular to add the Proposed
Transaction on the agenda, Rodocanachi is postponing its September 2, 2010
special shareholders' meeting to a late September date yet to be determined and
will inform shareholders as promptly as possible regarding the new date for the
meeting.


Four of the six directors of Rodocanachi (Dr. Chandra Panchal having abstained
to vote and Mr. Meyer Bentob being absent but having been duly invited)
concluded the postponement was necessary to protect the interests of
shareholders of Rodocanachi. Over the past few weeks the company has learned
that a small number of shareholders (the "Dissident Shareholders"), which
requested the special meeting, is acting pursuant to an undisclosed agenda that
may be contrary to the interests of Rodocanachi. The intentions of the Dissident
Shareholders remain unclear; however, the company is taking steps to determine
what those intentions are in order to fully advise shareholders of the choices
before them.


Cautionary Note Regarding Forward-looking Statements

Certain information in this press release may contain forward-looking
statements. This information is based on current expectations that are subject
to significant risks and uncertainties that are difficult to predict. Actual
results may differ materially from results inferred or suggested in any
forward-looking statements. Rodocanachi assumes no obligation to update the
forward-looking statements, or to update the reasons why actual results may
differ from those reflected in forward-looking statements unless and until
required by applicable securities laws. Additional information identifying risks
and uncertainties is contained in Rodocanachi's filings with the Canadian
securities regulators, which filings are available at www.sedar.com.