Armistice Resources Corp. completes financing

    Issued and Outstanding common shares: 66,367,770

    TORONTO, Feb. 27 /CNW/ - Armistice Resources Corp. (TSX: AZ) ("Armistice"
or the "Corporation") is pleased to announce that it has closed its previously
announced private placement. The fully subscribed private placement raised
gross proceeds of $935,600.25 through the sale of 6,237,335 units in the
capital of the Corporation (the "Units") at $0.15 per 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 Warrant will be exercisable into one Common Share at an
exercise price of $0.25 per Common Share for a period of 18 months from
closing. The Warrant term will be subject to acceleration if, after four
months and a day after closing, the closing price of the Common Shares is
equal to or exceeds $0.35 for 30 consecutive trading days.
    The Corporation issued 797,333 Units directly to subscribers and these
securities were not subject to a cash commission. D&D Securities Company
("D&D") received a cash commission equal to 7% of the gross proceeds of the
remaining portion of the offering. D&D also received broker's warrants
exercisable into that number of Units equal to 10% of the aggregate number of
Units sold through D&D in the offering. Each broker's warrant will be
exercisable to acquire one Unit at a price of $0.20 per Unit for a period of
18 months after closing.
    Armistice intends to use the net proceeds of the offering for underground
exploration at its McGarry project and for exploration, general corporate
purposes and working capital. The Corporation is in the process of updating
the NI 43-101 resource estimate.

    Armistice is a Canadian exploration company that owns an advanced
exploration underground gold project in North-eastern Ontario located on the
prolific Larder Lake break. The McGarry project consists of 34 contiguous
patented mining claims and licences of occupation totaling 484 hectares which
adjoins the former producing Kerr Addison gold mine which produced in excess
of 11 million ounces of gold.


SOURCES 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,

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