Armistice Resources Corp.

TSX : AZ


Armistice Resources Corp.

December 30, 2013 15:44 ET

Armistice Closes First Tranche of Non-Brokered Private Placement

TORONTO, ONTARIO--(Marketwired - Dec. 30, 2013) - Armistice Resources Corp. (TSX:AZ) (the "Company") announces that it has issued 78,000,000 units of the Company (the "Units"), by way of private placement to certain arm's length and non-arm's length investors at a price of $0.05 per Unit for total gross proceeds of approximately $3.9 million (the "Private Placement"). Each Unit is comprised of one common share (a "Common Share") and one Common Share purchase warrant (a "Warrant"), each Warrant entitling the holder thereof to acquire a Common Share at a price of $0.08 per share for a period of three (3) years from the date of issuance.

The Company intends to close the second tranche of the financing and issue the remaining 35,000,000 Units as soon as possible following receipt of regulatory approval relating to an investor.

The Company will use the net proceeds from the Private Placement to further develop the Company's McGarry Mine Project, including test stoping and definition drilling, to fund the exploration program on the Company's mineral properties and for general corporate purposes.

The securities issued are subject to a four month hold period, expiring on May 1, 2014. Completion of the Private Placement is subject to final acceptance of the Toronto Stock Exchange.

About Armistice Resources Corp.

Armistice Resources, a Canadian-based exploration and development company, is the owner of the McGarry gold mine in Ontario's Kirkland Lake area. Including the McGarry Mine property, Armistice has established a sizeable footprint of contiguous gold properties in Virginiatown on the prolific Larder Lake-Cadillac Break that extends 200 km east-west straddling the Ontario and Quebec border and that have produced 95 million ounces of gold in past operations. The McGarry Mine consists of 33 contiguous patented mining claims, including three licenses of occupation, totaling 484 hectares. The McGarry Mine is fully permitted and all equipment and systems at the site have been brought up to standards.

In addition, in December 2010, Armistice signed a definitive five-year option agreement for the purchase of up to 100 percent of the mineral rights on the Kerr-Addison property, which is adjacent to the McGarry Mine. The Kerr-Addison Gold Mine was one of Canada's largest gold producers, producing more than 11 million ounces of gold during a 58-year operating life from 1938 to 1996. In December 2012, Armistice completed the purchase of the mineral rights on 18 mining claims totaling 627 acres (the Barber-Larder Property) located on the western boundary of the McGarry Mine.

This news release contains forward-looking statements, including current expectations on the timing of the commencement of production and the rate of production, if commenced. These forward-looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-looking statements. Such statements are based on current expectations, are subject to a number of uncertainties and risks, and actual results may differ materially from those contained in such statements. These uncertainties and risks include, but are not limited to, the strength of the Canadian economy; the price of gold; operational, funding, and liquidity risks; the degree to which mineral resource estimates are reflective of actual mineral resources; and the degree to which factors which would make a mineral deposit commercially viable are present; the risks and hazards associated with underground operations. Risks and uncertainties about Armistice Resources' business are more fully discussed in the company's disclosure materials, including its annual information form and MD&A, filed with the securities regulatory authorities in Canada and available at www.sedar.com and readers are urged to read these materials. Armistice Resources assumes no obligation to update any forward-looking statement or to update the reasons why actual results could differ from such statements unless required by law.

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

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