Brookwater Ventures Inc.
TSX VENTURE : BW

Brookwater Ventures Inc.

February 14, 2014 19:30 ET

Brookwater Amends Terms of Private Placement Financing

TORONTO, ONTARIO--(Marketwired - Feb. 14, 2014) -

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

Brookwater Ventures Inc. (TSX VENTURE:BW) has amended the terms of the non-brokered private placement financing announced on January 16, 2014 to increase the size of the offering to $3,000,000. The private placement will now consist of up to of 60,000,000 units (the "Units") at a price of $0.05 per Unit for gross proceeds of up to $3,000,000 (the "Offering"). Each Unit will be comprised of one common share of Brookwater and one common share purchase warrant (a "Warrant").

Each Warrant will entitle the holder thereof to acquire one common share of Brookwater at an exercise price of $0.10 per common share for a period of 24 months following the closing date of the Offering. If at any time after four months and one day from the closing of the Offering, the common shares of the company trade at $0.20 per common share or higher (on a volume weighted adjusted basis) for a period of 20 consecutive days, the company will have the right to accelerate the expiry date of the Warrants to the date that is 30 days after the company issues a news release announcing that it has elected to exercise this acceleration right.

The Closing Date of the Offering is now scheduled to be on or about March 13, 2014. All securities issued will be subject to a hold period of four months and one day. The Offering is subject to a number of conditions, including, without limitation, receipt of all regulatory approvals.

The gross proceeds of the Offering will be used to strengthen the corporate balance sheet, pay existing liabilities, pursue potential acquisition opportunities and for general corporate purposes. This financing is a part of the reorganization and growth plan for Brookwater and is sanctioned by the board of directors as a part of the recent share consolidation. The company is currently in a strong position, with a clean capital structure to aggressively pursue attractive opportunities. Brookwater may pay finder's fees in connection with the Offering.

About Brookwater:

Brookwater Ventures Inc. is a Canadian independent oil exploration company.

Forward-looking information

This news release contains forward-looking information relating to the Company's growth and corporate strategy, and other statements that are not historical facts. Forward-looking information relates to management's future outlook and anticipated events or results, and may include statements or information regarding the private placement offering; use of funds; and the future plans or prospects of the Company. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forwardlooking information, there may be other factors that cause results not to be as anticipated, estimated or intended.

Forward looking-information is subject to certain factors, including risks and uncertainties that could cause actual results to differ materially from what is currently expected. These factors include risks and uncertainties associated with oil and gas exploration, development, exploitation, delays resulting from or inability to obtain required regulatory approvals and ability to access sufficient capital from internal and external sources, reliance on key personnel, regulatory risks and delays and other risks and uncertainties discussed in the management discussion and analysis section of the Company's interim and most recent annual financial statement or other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulations. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forwardlooking information.

The forward-looking statements contained in this news release are made as of the date of this news release. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Additionally, the Company undertakes no obligation to comment on the expectations of, or statements made by, third parties in respect of the matters discussed above.

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

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