Brookwater Announces $2,000,000 Private Placement of Units

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

Brookwater Ventures Inc. (TSX VENTURE:BW) reports that it intends to complete a
non-brokered private placement financing of 40,000,000 units (the "Units") at a
price of $0.05 per Unit for gross proceeds of up to $2,000,000 (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 scheduled to be on or about February 28,
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 forward-looking 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
forward-looking 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


FOR FURTHER INFORMATION PLEASE CONTACT: 
Brookwater Ventures Inc.
Ahmed Said
President & CEO
416-309-2963
[e-mail]