TRD Triband Enterprise Corp

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A
VIOLATION OF U.S. SECURITIES LAWS.


Triwood Capital Corp. (the "Corporation") (TSX VENTURE:TRD) is pleased to
announce that it has entered into a letter of intent dated July 22, 2010 (the
"Letter of Intent") with Algae Biosciences Corp. ("ABC"), whereby the
Corporation has agreed to acquire all of the issued and outstanding securities
of ABC ("ABC Shares") via the issuance of common shares, or other securities
convertible into common shares of the Corporation ("Triwood Shares"), such that
ABC will become a wholly-owned subsidiary of the Corporation (the "Proposed
Acquisition").


The Corporation is incorporated under the provisions of the Business
Corporations Act (Alberta) with its registered office in Calgary, Alberta. It is
a capital pool company and intends for the Proposed Acquisition to constitute
the "Qualifying Transaction" of the Corporation as such term is defined in the
policies of the TSX Venture Exchange (the "Exchange"). The Corporation is a
"reporting issuer" within the meaning of the Securities Act (Alberta),
Securities Act (British Columbia), Securities Act (Saskatchewan).


ABC is a private corporation incorporated under the laws of the State of Nevada
with its head office in Clay Springs, Arizona. ABC is engaged in the growth and
production of microalgae and macroalgae for the nutraceutical, pharmaceutical
and biofuel markets. ABC is not a reporting issuer in any jurisdiction in Canada
or the equivalent in the United States. Mr. Robert Thompson is a director of
both the Corporation and ABC, and therefore the Qualifying Transaction will be
considered to be a Non-Arm's Length Qualifying Transaction, as such term is
defined under the policies of the Exchange, and the Qualifying Transaction will
be subject to majority of the minority shareholder approval.


It is expected that upon completion of the Qualifying Transaction, the
Corporation will be classified as a Tier 2 Life Sciences issuer under the
policies of the Exchange.


The Proposed Acquisition

Pursuant to the terms of the Letter of Intent, it is intended that the
Corporation will acquire ABC pursuant to a reverse take-over transaction which
will be effected by way of an amalgamation, arrangement, share exchange or other
similar form of transaction.


There are currently 26,818,819 ABC Shares issued and outstanding. ABC also
intends to complete a private placement of ABC Shares for gross proceeds of
$500,000 (the "Private Placement") prior to the closing of the Proposed
Acquisition. The Corporation currently has 3,000,000 Triwood Shares issued and
outstanding and has granted options to acquire up to an additional 450,000
Triwood Shares. As consideration for their securities, each ABC shareholder will
receive Triwood Shares in exchange for the ABC Shares that they own. The deemed
price of both the ABC Shares issued pursuant to the Private Placement and the
Triwood Shares issued as consideration for the ABC Shares, have yet to be
determined and will be announced in a subsequent news release. The Triwood
Shares to be issued to certain principals of ABC in connection with the Proposed
Acquisition may be subject to the escrow requirements of the Exchange, if
applicable.


Upon completion of the Proposed Acquisition and assuming completion of the
Brokered Financing (as defined below), the Corporation will continue to conduct
the business of ABC as currently carried on.


Insiders and Board of Directors of the Resulting Issuer

In connection with the completion of the Proposed Acquisition, it is intended
that Kevin Blanchette will resign as President and Chief Executive Officer of
the Corporation. Upon the resignation of Mr. Blanchette, Andrew Ayers, currently
Chief Executive Officer of ABC, will be appointed as Chief Executive Officer of
the Corporation. The proposed Chief Financial Officer and Secretary of the
Corporation have not yet been selected. Once selected, the proposed Chief
Financial Officer and Secretary of the Corporation will be announced in a
subsequent press release.


The following is a brief description of the background and experience of the
proposed directors, officers and insiders of the Corporation upon completion of
the Proposed Acquisition:


Andrew Ayers - Proposed Chief Executive Officer and Director

Mr. Ayers held management positions for 13 years within the Arizona Game & Fish
Department. This included consulting for various government entities and private
enterprises on algae-related projects. In addition, he has held the following
positions: Researcher, Texas A&M University, Department of Entomology (2years);
Researcher, Granada Biosciences, Inc. (Texas, Panama and Colombia (3years)); and
Research Associate, Department of Veterinary Microbiology, Texas A&M University
(1 year). Mr. Ayers earned a Master of Science in Zoology from the University of
Hawaii at Manoa and a Bachelor of Science cum laude in Zoology from Arizona
State University.


Kevin Blanchette - Proposed Director

Mr. Blanchette is currently a director of the Corporation. Mr. Blanchette worked
as a senior manager with the Solicitor General and Justice Division of the
Government of Alberta from 1995 to 2004. Mr. Blanchette has served as Director
(2004-2006), Chief Operating Officer (2004-2005), and President and Chief
Executive Officer (2005-2006) of International Health Partners Inc., a publicly
traded dental and medical practice management company listed on the Exchange.
Mr. Blanchette is currently the managing partner of Evolve Capital Group Inc., a
private investment corporation.


Robert Thompson - Proposed Director

Mr. Thompson currently serves as Chairman of the Board of ABC and a director of
the Corporation. Concurrently, he is Chairman of the Board of QuoteMedia, Inc.,
a publicly traded company, Managing Director of CanAm Capital Partners, LLC, a
corporate finance advisory firm, and President of Corpus Investments Inc., a
private holding company. Mr. Thompson was Chairman of the Board of CM Oliver
Inc., a publicly traded (TSX) investment dealer/broker involved in investment
banking activities throughout North America and in Europe. In 2001, C.M. Oliver
was merged with Canaccord Capital Corporation. As an independent director, Mr.
Thompson chaired the Audit and Compensation Committees of the board of
directors. Mr. Thompson has served on a number of public and private company
boards and is also a director of the Canada Arizona Business Council and a
volunteer mentor to emerging companies under the Arizona State University
Technopolis Program. Mr. Thompson has practised as a Chartered Accountant and
Certified Management Consultant, and has been a Senior Partner of KPMG
Consulting (formerly Peat Marwick Mitchell & Co.), Woods Gordon/Clarkson Gordon
(Arthur Young & Co.) and Ernst & Whinney.


Jody Stachiw - Proposed Director

Mr. Stachiw is currently a director of the Corporation. Mr. Stachiw served as
President, Chief Executive Officer and Director of a publicly traded energy
services company for over 3 years. Mr. Stachiw holds a Bachelor of Engineering
and Science from the University of Saskatchewan (1994).


Laurence Luke - Proposed Director

Mr. Luke is a practicing attorney and former partner of Dean & Fulkerson, PC.
Mr. Luke left professional practice to become the Chief Executive Officer of a
large private equity group focused on the automotive related industries. In that
capacity he financed or acquired, operated and eventually divested several
operating businesses primarily in the manufacturing sector and principally in
the automotive supply chain. After relocating to Arizona in the 1990's, Mr. Luke
formed the private equity firm Salt River Capital Group, LLC, and through that
firm, invested in businesses in the plastics, metal forming, electronic
manufacturing services, residential building products, and recycling arenas. In
2006 Mr. Luke became one of the founding partners of CanAm Capital Partners LLC,
a corporate finance advisory firm.


Controlling Interest

Andrew Ayers of Clay Springs, Arizona maintains a controlling interest in ABC,
as he currently owns 10,069,315 ABC Shares, or 37.55% of ABC.


Proposed Brokered Financing

Prior to or concurrent with the closing of the Proposed Acquisition, the
Corporation expects to complete a brokered financing in a minimum amount of
$3,300,000 (the "Brokered Financing"). Additional terms of the Brokered
Financing, including the agent conducting the Brokered Financing on behalf of
the Corporation (the "Agent"), the Agent's remuneration, the price per share and
number of shares to be issued, will be announced in a subsequent news release.
Any securities issued pursuant to the Brokered Financing may be subject to
escrow and applicable statutory hold periods. The net proceeds of the Brokered
Financing will be used by the Corporation to finance and increase the production
capacity of ABC.


Sponsorship of Qualifying Transaction

Sponsorship of a Qualifying Transaction of a capital pool company is required by
the Exchange unless an exemption from this requirement can be obtained in
accordance with the policies of the Exchange. The Corporation has not yet
retained a sponsor in connection with the Proposed Acquisition, and there is no
assurance that an exemption from this requirement will be obtained.


Trading Halt

The trading of Triwood Shares is expected to remain halted pending completion of
the Qualifying Transaction.


Additional Information

Completion of the Proposed Acquisition is subject to a number of conditions
including, but not limited to, the closing of the Brokered Financing and the
Private Placement, the satisfaction of the Corporation and of ABC in respect of
certain due diligence investigations to be undertaken by each party, the
completion of a definitive agreement setting forth the terms and conditions set
out in the Letter of Intent, closing conditions customary to transactions of the
nature of the Proposed Acquisition, Exchange acceptance and, if required by
Exchange policies, majority of the minority shareholder approval. Where
applicable, the Proposed Acquisition cannot close until the required shareholder
approval is obtained and there can be no assurance that the Proposed Acquisition
will be completed as proposed or at all.


If and when a definitive agreement between Triwood and ABC is executed, in
accordance with the policies of the Exchange, Triwood will issue a subsequent
press release containing the details of the definitive agreement and additional
terms of the Proposed Acquisition, including information relating to
sponsorship, summary financial information in respect of ABC, and to the extent
not contained in this press release, additional information with respect to the
Brokered Financing, Private Placement, history of ABC and the proposed
directors, officers, and insiders of the Corporation upon completion of the
Proposed Acquisition.


Completion of the Qualifying 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 Qualifying Transaction cannot close until the required
shareholder approval is obtained. There can be no assurance that the Qualifying
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 Qualifying
Transaction, any information released or received with respect to the Qualifying
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 or disapproved the contents of
this press release.


Cautionary Statements

This news release contains "forward-looking statements" within the meaning of
applicable securities laws relating to the proposal to complete the Proposed
Acquisition and associated transactions, including statements regarding the
terms and conditions of the Proposed Acquisition and associated transactions.
Readers are cautioned not to place undue reliance on forward-looking statements.
Actual results and developments may differ materially from those contemplated by
these statements depending on, among other things, the risks that the parties
will not proceed with the Proposed Acquisition and associated transactions, that
the ultimate terms of the Proposed Acquisition and associated transactions will
differ from those that currently are contemplated, and that the Proposed
Acquisition and associated transactions will not be successfully completed for
any reason (including the failure to obtain the required approvals or clearances
from regulatory authorities). The statements in this news release are made as of
the date of this release. The Corporation undertakes no obligation to comment on
analyses, expectations or statements made by third parties in respect of the
Corporation, ABC or their respective financial or operating results or (as
applicable), their securities.

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