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Press release from CNW Group

Proventure Income Fund Announces Update on Proposed Private Placement

Thursday, September 20, 2012

Proventure Income Fund Announces Update on Proposed Private Placement18:25 EDT Thursday, September 20, 2012/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/ Symbol: PVT.UN (TSX-V)TORONTO, Sept. 20, 2012 /CNW/ - Proventure Income Fund ("Proventure") (TSX-V: PVT.UN) today announced that it has been informed by Founders Asset Management Corp. ("Founders") that in connection with the previously announced proposed purchase (the "Acquisition") of a portfolio of four industrial properties in Canada for an aggregate purchase price of $50.1 million (the "Real Estate Portfolio") by Proventure, which is expected to close on September 27, 2012, that Founders is now expecting that Proventure will complete a private placement (the "Acquisition Private Placement") for gross proceeds of up to $30 million.The Acquisition Private Placement will consist of up to 66,666,667 units of Proventure at a price of $0.45 per unit.Founders has advised Proventure that BMO Capital Markets ("BMO") will act as sole placement agent on a portion of the private placement of $20.1 million of the gross proceeds payable on the closing. The balance of the Acquisition Private Placement, representing $9.9 million of the gross proceeds, will be a non-brokered private placementFounders has also informed Proventure that the net proceeds from the Acquisition Private Placement along with a portion of the debt financing (the "Acquisition Debt Financing") that is proposed to be obtained from BMO as agent and lead arranger will be used to acquire the Real Estate Portfolio. As previously announced, Founders has informed Proventure that the Acquisition Debt Financing will be in an amount of up to 65% of the appraisal value of the Real Estate Portfolio, not to exceed $32 million in the aggregate.Assuming the above financing is obtained and all other conditions are satisfied in respect of the Acquisition, including obtaining TSX-V approval, it is anticipated that Proventure will close the Acquisition shortly after the closing of the previously announced private placement (the "Founders Private Placement") of 8,200,000 trust units for proceeds of $2,624,000 that is expected to close on September 25, 2012.  If the Founders Private Placement does not close, Proventure will not complete the Acquisition of the Real Estate Portfolio nor will it complete the Acquisition Debt Financing or the Acquisition Private Placement.The Acquisition is a "Fundamental Acquisition" in accordance with the policies of the TSX-V. Both the acquisition of the Real Estate Portfolio and the Acquisition Private Placement are subject to TSX-V approval.Securities issued pursuant to the Founders Private Placement and the Acquisition Private Placement will be subject to a hold period of four months and a day from the date of issuance of the securities.Completion of the transactions is subject to a number of conditions, including TSX-V acceptance.  There can be no assurance that the transactions will be completed as proposed or at all.TSX-V has in no way passed upon the merits of the proposed transactions and has neither approved or disapproved the contents of this press release.***This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities of Proventure in the United States. The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or unless an exemption from such registration is available.About ProventureProventure is a trust established under laws of the Province of Alberta. Proventure is in the commercial property development business and leases real estate to various parties. The units of Proventure are listed on the TSX-V and trade under the symbol "PVT.UN".Caution Regarding Forward Looking InformationThis news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking information or statements. More particularly and without limitation, this news release contains forward looking statements and information concerning the completion of the Founders Private Placement, the Acquisition, the Acquisition Debt Financing and the Acquisition Private Placement. The forward-looking statements and information are based on certain key expectations and assumptions made by Proventure and Founders, including the ability to obtain the various approvals required and general economic conditions. Although Proventure believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward looking statements and information because Proventure can give no assurance that they will prove to be correct. By its nature, such forward-looking information is subject to various risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed. These risks and uncertainties include, but are not limited to, tenant risks, current economic environment, environmental matters, general insured and uninsured risks and Proventure being unable to obtain any required financing and approvals.Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date hereof, and to not use such forward looking information for anything other than its intended purpose. Founders and Proventure undertake no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.SOURCE: Proventure Income FundFor further information: Peter Lacey - President & CEOof Proventure Income Fund Telephone: (403) 567-0339 Fax: (403) 567-0392 Email: placey@cervuscorp.com  Randy Muth - Chief Financial Officerof Proventure Income Fund Telephone: (403) 567-0339 Fax: (403) 567-0392 Email: rmuth@cervuscorp.com