Armistice Resources Corp. completes financing

Issued and Outstanding common shares: 74,315,519

TORONTO, Sept. 29 /CNW/ - Armistice Resources Corp. (TSX: AZ) ("Armistice" or the "Corporation") is pleased to announce that on September 28, 2009 it has closed the first tranche of its previously announced private placement. The first tranche of the private placement raised gross proceeds of $1,172,396.64 through the sale of 1,976,571 units in the capital of the Corporation (the "Units") at $0.14 per Unit and 5,971,178 flow-through units in the capital of the Corporation (the "FT Units") at $0.15 per FT Unit.

Each Unit is comprised of one common share of the Corporation (a "Common Share") and one-half of one Common Share purchase warrant (each whole warrant, a "Warrant"). Each FT Unit is comprised of one Common Share issued on a flow-through basis and one-half of one Warrant. Each Warrant will be exercisable into one Common Share at an exercise price of $0.20 per Common Share for a period of 12 months from closing at an exercise price of $0.50 per Common Share from the date that is 12 months and one day from closing and ending 24 months from closing. The Warrant term will be subject to acceleration if, after four months and a day after closing and before 12 months from closing, the closing price of the Common Shares is equal to or exceeds $0.50 per Common Share for 20 consecutive trading days or at any time following 12 months and one day from closing, the closing price of the Common Shares is equal to or exceeds $0.75 per Common Share for 20 consecutive trading days.

Sandfire Securities Inc. acted as Agent in connection with the private placement which included participation from the MineralFields Group. The second and final tranche of the private placement is expected to close on or around October 15, 2009.

Armistice intends to use the net proceeds of the FT Unit portion of the offering for exploration and development at its McGarry project. The net proceeds of the Unit portion of the offering will be used for exploration, general corporate purposes and working capital.

Armistice is a Canadian exploration company that owns the McGarry Mine at Virginiatown in North-eastern Ontario located on the prolific Larder Lake-Cadillac Break which extends 200 km east-west straddling the Ontario-Quebec border, and has produced 95 million ounces of gold. The McGarry Mine consists of 33 contiguous patented mining claims including 3 licences of occupation totaling 484 hectares which adjoins the former producing Kerr Addison gold mine which produced 11 million ounces of gold.

    
    ARMISTICE RESOURCES CORP.

    "Todd J. Morgan"

    Todd J. Morgan
    President, CEO and Chairman of the Board
    

For further information: For further information: Todd J. Morgan, (705) 567-4567, info@armistice.ca


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