Difference Capital Re-Prices Common Share Offering

TORONTO, ONTARIO--(Marketwired - July 16, 2013) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

Difference Capital Financial Inc. ("DCF" or the "Company") (TSX VENTURE:DCF) announces that in connection with its previously announced public offering of common shares of the Company (the "Common Shares"), it has agreed to revise the price of the offering (the "Equity Offering") to $3.75 per share. As previously announced, the Equity Offering is to be marketed on a commercially reasonable best efforts basis by a syndicate of agents led by National Bank Financial Inc. and includes Canaccord Genuity Corp., TD Securities Inc., Dundee Securities Ltd., GMP Securities L.P., Byron Capital Markets Ltd. and Global Securities Corporation under the terms of an agency agreement to be entered into for gross proceeds for up to $50 million.

A preliminary short-form prospectus for the Equity Offering was previously filed with the securities regulatory authorities in all provinces of Canada, except Québec.

The Common Shares have not been and will not be registered under the United States Securities Act of 1933 and accordingly will not be offered, sold or delivered, directly or indirectly within the United States, its possessions and other areas subject to its jurisdiction or to, or for the account or for the benefit of a U.S. person, except pursuant to applicable exemptions from the registration requirements.

DCF's common shares and convertible debentures are traded on the TSX Venture Exchange under the symbols DCF and DCF.DB, respectively.

About Difference Capital Financial Inc.

Difference Capital Financial Inc. is a publicly-listed, Toronto-based specialty finance company focused on creating shareholder value through strategic investments in, and advisory services for, growth companies, particularly in the technology, media and healthcare sectors, as well as through opportunistic investments in undervalued financial assets and real property.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) has in any way passed upon the merits of the proposed transactions and neither of the foregoing entities has approved or disapproved of the contents of this press release.