WAV.P

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES OF AMERICA. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY
CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS.


Pepcap Ventures Inc. (TSX VENTURE:WAV.P) (the "Corporation" or "Pepcap"), a
"capital pool company", as such term is defined in the policies of the TSX
Venture Exchange ("Exchange"), is pleased to announce that it held its Annual
and Special Meeting (the "Meeting") of Pepcap shareholders ("Shareholders") in
Calgary, Alberta on April 11, 2012, at which the Shareholders overwhelmingly
approved all of the resolutions that were outlined in the Corporation's
Management Information Circular dated March 28, 2014 ("Information Circular"),
available on the Corporation's SEDAR profile at www.sedar.com.


At the Meeting, each of the five nominees proposed to be elected to the board of
directors of Pepcap (the "Board") and listed in the Information Circular were
elected as directors. The Shareholders also passed an ordinary resolution at the
Meeting approving the stock option plan of the Corporation ("Option Plan"). The
Option Plan was originally adopted by the Board on May 2, 2012, and provides the
Board with the discretion to grant to directors, officers, employees and
consultants to the Corporation, non-transferable options to purchase common
shares of Pepcap ("Common Shares"), provided that the number of Common Shares
reserved for issuance will not exceed 10% of the issued and outstanding Common
Shares. Pepcap granted 574,000 incentive stock options to its directors and
officers on February 20, 2013, which are exercisable within ten years from the
date of the grant at an exercise price of $0.10 per Common Share. The
Corporation currently has no Common Shares remaining available for future
issuance under the Option Plan.


The Shareholders also approved special resolutions (being resolutions passed by
not less than two-thirds (2/3) of the votes cast by the Shareholders who voted
in person or by proxy at the Meeting) to: (i) change the name of the Corporation
to "Pepcap Resources, Inc.", or to such other name as the Board determines is
appropriate (the "Name Change"); (ii) consolidate the issued and outstanding
Common Shares on the basis of one (1) post-consolidation Common Share for up to
every five (5) pre-consolidation Common Shares, or at any final ratio as the
Board, at any time within one (1) year from the date of the resolution,
determines to be appropriate (the "Consolidation"); and (iii) to approve the
continuance of the Corporation under the Business Corporations Act (British
Columbia) from under the Business Corporations Act (Alberta) (the
"Continuance"). The Name Change, the Consolidation, and the Continuance are
subject to the Corporation receiving any Exchange, regulatory, Board or other
approvals that may be required, and the Corporation will issue a press release
announcing further details when such changes are implemented by the Board.


Further to the previously announced letter of intent dated July 9, 2013, between
JMC Corporation Ltd HK. and Pepcap, as announced by press release on July 11,
2013, the Corporation continues to work on completion of its "Qualifying
Transaction", as such term is defined in the policies of the Exchange. The
Corporation is pleased to announce the terms of the prior agreement have been
modified to reflect the current investment climate, and values reflected and
substantiated by the completion of a technical report prepared in compliance
with the requirements under National Instrument 43-101 Standards of Disclosure
for Mineral Projects. 


The Corporation expects to provide additional information in due course.

Cautionary Statements

This news release contains "forward-looking information" within the meaning of
applicable securities laws relating to the Qualifying Transaction, the Name
Change, the Consolidation, the Continuance of the Corporation, and associated
transactions . Although the Corporation believes in light of the experience of
its officers and directors, current conditions and expected future developments
and other factors that have been considered appropriate that the expectations
reflected in this forward-looking information are reasonable, undue reliance
should not be placed on them because the Corporation can give no assurance that
they will prove to be correct. Readers are cautioned to not place undue reliance
on forward-looking information. Actual results and developments may differ
materially from those that are currently contemplated by these statements
depending on, among other things, the risks that the parties will not proceed
with the Qualifying Transaction, the Name Change, the Consolidation, the
Continuance and associated transactions and that the Qualifying Transaction, the
Name Change, the Consolidation, the Continuance, and associated transactions
will not be successfully completed for any reason (including the failure to
obtain the required approvals or clearances from regulatory authorities). The
statements in this news release are made as of the date of this release.


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


Neither TSX Venture Exchange nor its Regulation Services Provider (as that term
is defined in policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Pepcap Ventures Inc.
Clark Swanson
(403) 451-0327

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