Boston Pizza International Inc.

Boston Pizza International Inc.
Boston Pizza Royalties Income Fund
TSX : BPF.UN

Boston Pizza Royalties Income Fund

February 06, 2015 19:53 ET

Early Warning Report

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Feb. 6, 2015) - Boston Pizza International Inc. ("BPI") of 100 - 10760 Shellbridge Way, Richmond, BC, V6X 3H1, announced today that it acquired the right to obtain 72,627 units ("Units") of the Boston Pizza Royalties Income Fund (the "Fund") (TSX:BPF.UN).

On January 1 of each year (the "Adjustment Date"), an adjustment is made to add to the royalty pool (the "Royalty Pool") of the Fund new Boston Pizza restaurants included in the Royalty Pool ("Boston Pizza Restaurants") that opened and to remove any Boston Pizza Restaurants that permanently closed since the last Adjustment Date.

In return for adding net additional royalty revenue, BPI receives the right to indirectly acquire additional Units (the "Additional Entitlements"). BPI receives 80% of the Additional Entitlements initially, with the balance received when the actual full year performance of the new restaurants and the actual effective tax rate paid by the Fund are known with certainty. Once these new restaurants have been part of the Royalty Pool for a full year, an audit of the royalty revenues of these restaurants received from BPI is performed, and the actual effective tax rate paid by the Fund is determined. At such time an adjustment is made to reconcile distributions paid to BPI and the Additional Entitlements received by BPI.

The audit of the Boston Pizza Restaurants added to the Royalty Pool on January 1, 2014 has been completed. As a result, BPI received 72,627 Additional Entitlements, being equal to 0.4% of the number of fully diluted Units as of the date of this news release.

Including the 72,627 Additional Entitlements, BPI holds 4,783,397 Class B general partner units of Boston Pizza Royalties Limited Partnership, which are currently exchangeable for 2,227,370 Units, representing the equivalent of a 12.6% interest in the Fund on a fully-diluted basis.

The Class B general partner units held by BPI, together with all Units controlled by BPI's co-chairman and co-owner, George C. Melville, represent the equivalent of 2,228,970 Units, or a 12.6% interest in the Fund on a fully-diluted basis.

Under the structure of the Fund, BPI's entitlement to receive Units is increased periodically to reflect the addition of new Boston Pizza Restaurants to the Royalty Pool. Depending on market conditions and internal considerations, BPI may acquire or dispose of additional securities of the Fund in the future.

FOR FURTHER INFORMATION AND TO OBTAIN A COPY OF THE RELATED EARLY WARNING REPORT PLEASE CONTACT:

Jordan Holm
Senior Vice President of Investor Relations
Tel: 604-303-6083
E-mail: investorrelations@bostonpizza.com
www.bpincomefund.com

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