Acquisition of Shares of Armistice Resources

TORONTO, Nov. 21, 2013 /CNW/ - Mr. Richard Perin ("Perin") announces that he has entered into a debt conversion agreement with Armistice Resources Corp. ("Armistice") and certain others pursuant to which Perin has agreed to acquire common shares of Armistice in settlement of certain debt obligations owed by Armistice. Armistice will issue 27,193,100  common shares (the "Settlement Shares") to Perin, at an effective price of $0.05 per share, in settlement of certain secured debt that at the time of closing will be owed to Perin and will have an outstanding principal amount of $1,359,655. The closing is subject to, among other things, Armistice obtaining the required regulatory approvals.

Perin and a joint actor (collectively, the "Perin Group") collectively own 3,889,770 common shares. Assuming no other new issuances of common shares by Armistice except to Perin and certain other debtholders as set out in the debt conversion agreement, the Settlement Shares will represent 9.6% of the issued and outstanding common shares of Armistice immediately upon the issuance thereof, and at such time the Perin Group will collectively own 31,082,870 common shares, representing approximately 10.9% of the then outstanding common shares.

Perin is acquiring the Settlement Shares pursuant to the debt conversion agreement for investment purposes in settlement of an existing debt. Perin and his joint actor will continue to monitor the business, prospects, financial condition and potential capital requirements of Armistice. Depending on their evaluation of these and other factors, the Perin Group may from time to time in the future increase or decrease their ownership, control or direction over the common shares or other securities of Armistice through market transactions, private agreements, subscriptions from treasury or otherwise.


SOURCE: Mr. Richard Perin

For further information:

including a copy of the corresponding report filed with Canadian securities regulators, contact:

Mr. Richard Perin
255 Duncan Mill Rd, Suite 707
Toronto, Ontario
M3B 3H9
Tel.: (416) 686-4434

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Mr. Richard Perin

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