AXEA Capital Corp.
TSX VENTURE : XEA.H

AXEA Capital Corp.

February 14, 2011 15:34 ET

AXEA Announces Letter of Intent with Two-West Wind and Solar Inc.

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Feb. 14, 2011) - AXEA Capital Corp. ("AXEA") (TSX VENTURE:XEA.H), a capital pool company as defined under Policy 2.4 of the TSX Venture Exchange (the "TSXV"), is pleased to announce that it has entered into an agreement dated February 9, 2010, (the "Letter Agreement"), for the arm's length acquisition of 100% of the common shares of Two-West Wind and Solar Inc. ("Two-West"), a company incorporated under the laws of Ontario. Pursuant to the terms of the Letter Agreement and subject to completion of satisfactory due diligence and receipt of all necessary regulatory and TSXV approvals, the proposed acquisition of Two-West will qualify as AXEA's "Qualifying Transaction" as defined in TSXV Policy 2.4.

In accordance with TSXV Policy 2.4, AXEA has advanced $25,000 to Two-West. This loan is an unsecured loan evidenced by a promissory note and is due and payable on demand with interest accruing at 5% per annum commencing August 7, 2012.

All parties shall use their good faith efforts to complete and be in a position to execute a definitive agreement relating to the Proposed Transaction on or before February 28, 2011 (or such other date as may be mutually agreed to by AXEA and Two-West).

About Two-West Wind and Solar

Two-West is a private vertical-axis wind turbine ("VAWT") and solar company with its head office located in Toronto, Ontario. Two-West sells 4kw VAWTs to municipalities, schools, sports facilities and golf courses and other commercial venues. In addition to selling turbines, Two-West also sells sponsorship banners on the VAWTs, creating a high-impact visual statement for sponsors and site owners alike.

Trading of the common shares of AXEA has been halted in connection with the dissemination of this press release, and will recommence at such time as the TSXV may determine, having regard to the completion of certain requirements pursuant to TSXV Policy 2.4. Further details of the proposed transaction, including the consideration to be paid, will follow in future press releases.

Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange Requirements, majority of the minority shareholder approval. 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.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

The information in this news release includes certain information and statements about management's view of future events, expectations, plans and prospects that constitute forward looking statements. These statements are based upon assumptions that are subject to significant risks and uncertainties. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may differ materially from those anticipated and indicated by these forward looking statements. Although AXEA believes that the expectations reflected in forward looking statements are reasonable, it can give no assurances that the expectations of any forward looking statements will prove to be correct. Except as required by law, AXEA disclaims any intention and assumes no obligation to update or revise any forward looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward looking statements or otherwise.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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