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BENEV Capital Inc. ("BCI") Reports Second Quarter Results and Provides Update on Transformational Transaction to Acquire a Top-Line Royalty from Franworks Franchise Corp.

August 28, 2014

VANCOUVER, Aug. 28, 2014 /CNW/ - BENEV Capital Inc. (TSX VENTURE: BEV.H) (the "Company" or "BCI") today announced its financial results for the quarter ending June 30, 2014. Since the Company's operating facility was sold on May 31, 2013, the revenue of the Company consists entirely of interest earned on investments. Net loss for the quarter was $2.05 million and the loss per share was $0.05 on a fully diluted basis. 

A more detailed discussion is available in the Management Discussion and Analysis available on www.sedar.com and Unaudited Condensed Consolidated Financial Statements for the three and six months ended June 30, 2014 and 2013 available on www.sedar.com.

Transaction Update

BCI continues to take active steps toward completing its previously announced proposed transaction with Franworks Franchise Corp. of Calgary, Alberta ("Franworks") to acquire an approximate $12 million annual top-line royalty for a purchase price of $105.0 million (the "Transaction"). Pursuant to Policy 5.2 of the TSX Venture Exchange (the "Exchange"), BCI is required to issue a news release every 30 days following its initial news release announcing the Transaction, to update the status of the Transaction.

Completion of the Transaction remains subject to a number of conditions, including approval by the Exchange and approval by the shareholders of BCI which will be sought at a special meeting thereof (the "Meeting") to be held on September 18, 2014. A management information circular dated as at August 18, 2014 (the "Circular") has been mailed to shareholders of record as of July 29, 2014.

BCI continues to make filings with the Exchange in accordance with Exchange policies in connection with the reinstatement of trading of BCI's common shares. Trading in BCI's shares will be reinstated upon receipt by the Exchange of what the Exchange determines is satisfactory documentation to effect a resumption of trading.

For further information with respect to the Transaction, reference should be made to the Circular, a copy of which is available under BCI's profile at www.sedar.com.

Investors are cautioned that, except as disclosed herein or in the Circular, any information released or received with respect to the change of business Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of BCI should be considered highly speculative.

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

Laurentian Bank Securities Inc., subject to completion of satisfactory due diligence, has agreed to act as sponsor to BCI in connection with the Transaction. An agreement to sponsor should not be construed as any assurance with respect to the merits of the Transaction or the likelihood of completion.

This press release may contain forward-looking information that is subject to risks, uncertainties and assumptions. Such information represents our current views based on information as at the date of issuing this report. We do not intend to update this information and disclaim any legal obligation to the contrary.

Forward Looking Statements

Certain statements contained in this press release and in certain documents incorporated herein by reference may constitute forward-looking statements which involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe", "confident", "plan" and "intends" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events, performance, or achievements of BCI to differ materially from those anticipated or implied in such forward-looking statements. BCI believes that the expectations reflected in these forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct. In particular, there can be no assurance that BCI will: (i) close the Transaction, (ii) have its common shares reinstated for trading prior to the close of the Transaction, and/or (iii) obtain necessary regulatory, stock exchange and shareholder approvals to complete the Transaction. Given these uncertainties, readers are cautioned that forward-looking statements included in, or incorporated by reference into, this press release are not guarantees of future performance, and such forward-looking statements should not be unduly relied upon. These statements speak only as of the date of this press release. BCI undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law.

In formulating the forward-looking statements contained herein, management has assumed that business and economic conditions affecting BCI will continue substantially in the ordinary course, including without limitation with respect to general industry conditions, general levels of economic activity, regulations (including those regarding importation of hazardous materials), and that there will be no unplanned material changes in its facilities, equipment, or customer or employee relations. These assumptions, although considered reasonable by management at the time of preparation, may prove to be incorrect.

All of the forward-looking statements made in this Press Release are qualified by these cautionary statements and other cautionary statements or factors contained herein, and there can be no assurance that the actual results or developments will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, BCI.

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.

SOURCE BENEV Capital Inc.


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