🕐15.09.11 - 14:54 Uhr
ARMISTICE RESOURCES CORP. FILES PRELIMINARY SHORT-FORM PROSPECTUS FOR EQUITY FINANCING
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P* *RESS RELEASE
ARMISTICE RESOURCES CORP.
For Immediate Release
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*NOT FOR DISTRIBUTION TO U.S.
NEWSWIRE SERVICES OR FOR *
*DISSEMINATION IN THE UNITED STATES *
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*Armistice Resources Corp.
Files Preliminary *
*Short-Form Prospectus for Equity Financing*
Planned equity financing would provide Armistice increased financial
flexibility and allow a significant ramp-up in exploration drilling
programs on the McGarry and Kerr-Addison properties as well as for
bringing the McGarry Project into production
TORONTO, ON September 15, 2011 Armistice Resources Corp.
(TSX: AZ)
(Armistice or the Company) is pleased to announce that it has been
issued a receipt for a preliminary short-form prospectus in connection
with a fully marketed offering of units of the Company (the Offering).
The Offering is being conducted by Canaccord Genuity Corp.
(the
Agent).
Each unit will consist of one common share of the Company and
one-half of one common share purchase warrant.
Each warrant will entitle
the holder to purchase one common share of the Company for a period of
24 months following the date of closing of the Offering.
Final pricing
and the determination of the number of units to be sold pursuant to the
Offering will be determined in the context of the market and will occur
immediately prior to the filing of the final short-form prospectus in
respect of the Offering.
The units to be issued under the Offering will be offered in British
Columbia, Alberta, and Ontario.
Armistice has granted the Agent an option to sell up to an additional
15% of the number of units sold in the Offering, exercisable at any time
following the closing of the Offering for a period of 30 days.
The net proceeds raised under the Offering will be used to fund the
Companys development, mining and pre-production programs at the McGarry
Project, exploration on its properties, property option payments,
consumables, equipment purchases and for general working capital purposes.
The Offering is expected to close on or about October 13, 2011 and is
subject to certain conditions including, but not limited to, the
execution of a definitive agency agreement with the Agent and the
receipt of all necessary approvals, including final approval from the
Toronto Stock Exchange and applicable securities regulatory authorities.
The units to be offered have not been and will not be registered under
the U.S.
Securities Act of 1933 and may not be offered or sold in the
United States absent registration or an applicable exemption from the
registration requirements of the U.S.
Securities Act.
This news release
shall not constitute an offer to sell or the solicitation of an offer to
buy such units in the United States or in any other jurisdiction where
such offer is unlawful.
*About Armistice Resources Corp.*
Armistice is an exploration company engaged in the acquisition and
exploration of gold properties.
The Company currently owns the rights to
a mineral property (the McGarry Project), which is an underground gold
project currently in pre-production located in the southwestern part of
McGarry Township, in north-eastern Ontario, on the major geological
structure referred to as the Larder Lake Break, immediately west of the
municipality of Virginiatown.
On December 23, 2010, the Company entered into a five year option
agreement to acquire up to a 100% interest in a property (the Kerr
Addison Property) which adjoins Armistices McGarry Project to the
east.
The former mine on the Kerr Addison Property (the Former Kerr
Addison Mine) produced approximately 11 million ounces of gold during a
58-year operating life from 1938 to 1996.
Gold-bearing zones within its
extensive mineralized system were mined from surface to a depth of 4,500
feet, and over a strike length of about 3,200 feet.
The Former Kerr
Addison Mine was in production right to the time that creditors forced a
foreclosure during a period of low gold prices.
Armistice is listed on
the TSX and currently has 104,924,771 common shares issued and
outstanding.
To find out more about Armistice, please visit the
companys website at www.armistice.ca.
*Forward-Looking Statements*
This news release contains forward-looking statements, including current
expectations on the timing of the completion of the Offering,
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 Armistices business are more
fully discussed in the companys 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 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.
For further information:
Investor and Media Relations
Richard W.
Wertheim
Wertheim + Company Inc.
Email:
416-594-1600 ext.
223
416-518-8479 (cell)