Calotto Capital Inc.
TSX VENTURE : TTO.P

August 31, 2009 19:00 ET

Calotto Capital Inc. Announces Conditional Approval and the Filing on SEDAR of Filing Statement in Connection With Its Qualifying Transaction With Hamilton Thorne, Inc.

TORONTO, ONTARIO--(Marketwire - Aug. 31, 2009) -

THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Calotto Capital Inc. (the "Company") (TSX VENTURE:TTO.P) is pleased to announce that further to its press release dated June 30, 2009, the Company's proposed Qualifying Transaction (the "QT") with Hamilton Thorne, Inc. ("Hamilton Thorne") has been conditionally accepted by the TSX Venture Exchange (the "Exchange") on August 28, 2009. A Filing Statement dated as of August 31, 2009, prepared in accordance with the requirements of the Exchange in connection with the QT has been filed with the Exchange and applicable Canadian securities regulators on SEDAR, and is available to be publicly accessed at www.sedar.com. The Company expects to complete the merger involving Hamilton Thorne, Inc. and private placement on or after September 23, 2009, but prior to October 15, 2009.

Details of the QT are available in the Company's news releases dated May 29, 2009, June 2, 2009 and June 30, 2009 and the Filing Statement.

COMPLETION OF THE TRANSACTION IS SUBJECT TO A NUMBER OF CONDITIONS, INCLUDING BUT NOT LIMITED TO, FINAL EXCHANGE ACCEPTANCE. 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 FILING STATEMENT PREPARED IN CONNECTION WITH THE QT, ANY INFORMATION RELEASED OR RECEIVED WITH RESPECT TO THE QT MAY NOT BE ACCURATE OR COMPLETE AND SHOULD NOT BE RELIED UPON. INVESTORS ARE CAUTIONED THAT TRADING IN THE SECURITIES OF A CAPITAL POOL COMPANY SHOULD BE CONSIDERED HIGHLY SPECULATIVE.

CALOTTO CAPITAL INC. IS A CAPITAL POOL COMPANY GOVERNED BY THE POLICIES OF THE EXCHANGE. ITS PRINCIPAL BUSINESS IS THE IDENTIFICATION AND EVALUATION OF ASSETS OR BUSINESSES WITH A VIEW TO COMPLETING A QUALIFYING TRANSACTION.

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 MIGHT DIFFER MATERIALLY FROM RESULTS SUGGESTED IN ANY FORWARD-LOOKING STATEMENTS. THE COMPANY ASSUMES NO OBLIGATION TO UPDATE THE FORWARD-LOOKING STATEMENTS, OR TO UPDATE THE REASONS WHY ACTUAL RESULTS COULD DIFFER FROM THOSE REFLECTED IN THE FORWARD LOOKING-STATEMENTS UNLESS AND UNTIL REQUIRED BY SECURITIES LAWS APPLICABLE TO THE COMPANY. ADDITIONAL INFORMATION IDENTIFYING RISKS AND UNCERTAINTIES IS CONTAINED IN FILINGS BY THE COMPANY WITH THE CANADIAN SECURITIES REGULATORS, WHICH FILINGS ARE AVAILABLE AT WWW.SEDAR.COM.

THIS IS NOT AN OFFER FOR SALE, OR A SOLICITATION OF AN OFFER TO BUY, IN THE UNITED STATES OR TO ANY "U.S. PERSON," AS SUCH TERM IS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "U.S. 1933 ACT") OF ANY EQUITY SHARES OR ANY OTHER SECURITIES OF THE COMPANY OR HAMILTON THORNE.

THE COMMON SHARES AND OTHER SECURITIES OF THE COMPANY TO BE ISSUED PURSUANT TO THE QT TO THE SECURITY HOLDERS OF HAMILTON THORNE HAVE NOT BEEN REGISTERED UNDER THE U.S. 1933 ACT OR THE LAWS OF ANY STATE OF THE UNITED STATES AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES (OR TO A U.S. PERSON) ABSENT REGISTRATION UNDER THE U.S. 1933 ACT AND/OR ANY APPLICABLE STATE LAWS OR AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE U.S. 1933 ACT AND/OR AN APPLICABLE STATE LAWS.

NEITHER THE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

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