BENEV Capital Inc. Provides Update on Transformational Transaction to Acquire Top-Line Royalty From Franworks Franchise Corp.

VANCOUVER, BRITISH COLUMBIA--(Marketwired - July 28, 2014) - BENEV Capital Inc. (TSX VENTURE:BEV.H) (the "Corporation" or "BCI") announces today that it 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 $103.0 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.

Amending Agreement

BCI also announced today that it has entered into an amending agreement (the "Amending Agreement") dated July 25, 2014 to amend the acquisition agreement entered into with Franworks on June 30, 2014 (the "Original Agreement"). The Amending Agreement was entered into to extend the outside closing date for the Transaction to October 1, 2014 and to extend the dates for the completion of certain conditions set out in the Original Agreement, including the extension of the deadline for the receipt of shareholder approval for the Transaction to September 30, 2014. A copy of each of the Amending Agreement and the Original Agreement are available under BCI's profile on SEDAR at www.sedar.com.

Meeting

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").

Prior to the execution of the Amending Agreement, a notice of meeting and record date was filed on July 21, 2014 under BCI's profile on SEDAR setting record and meeting dates of July 29, 2014 and August 29, 2014, respectively. BCI wishes to advise that such dates will not be used for the Meeting and that a new notice of meeting and record date with revised dates will be filed by BCI under its profile on SEDAR in due course.

Trading Halt

BCI intends to make filings with the Exchange in accordance with Exchange policies in connection with the reinstatement of trading of BCI's common shares and conditional approval of the Transaction. 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.