Tribute Minerals Inc.

Tribute Minerals Inc.

December 23, 2009 08:00 ET

Tribute Announces Closing of First Tranche of Financing

TORONTO, ONTARIO--(Marketwire - Dec. 23, 2009) - Tribute Minerals Inc. (the "Company" or "Tribute") (TSX VENTURE:TBM) announces that it has closed a non-brokered financing of $1,333,000 flow-through units and working capital units.

Tribute placed 8,941,666 flow-through units of the Company at a price of $0.12 per unit, for gross proceeds of $1,073,000. Each unit (a "FT Unit") consisted of one flow-through common share of the Company and one-half (1/2) non flow-through share purchase warrant (a "Warrant"). Each full Warrant entitles the holder to acquire an additional common share at $0.15 for a period of twenty-four (24) months from Closing. Limited Market Dealer Inc. received a cash finder's fee of $60,000, a due diligence fee of $21,000 and 666,666 Compensation Options exercisable @ $0.12 into units consisting of one common share and one-half (1/2) of one non-flow-through warrant, with each whole warrant exercisable into a common share @ $0.15 for a period of 24 months after the closing date.

Tribute also placed 2,600,000 working capital units of the Company at a price of $0.10 per unit, for gross proceeds of $260,000. Each working capital unit (a "WC Unit") consisted of one common share of the Company and one (1) share purchase warrant (a "WC Warrant"). Each WC Warrant entitles the holder to acquire an additional common share at $0.11 for a period of twenty-four (24) months from Closing.

Securities issued pursuant to the above referenced private placements are legended and restricted from trading until April 22, 2010. 

Insiders of the Company subscribed for 400,000 FT Units and 100,000 WC Units and may subscribe for up to an additional $100,000 of the financing, if available. The insider private placements are exempt from the valuation and minority shareholder approval requirements of Multilateral Instrument 61-101 ("MI61-101") by virtue of the exemptions contain in section 5.5(a) and 5.7(1) (a) of MI 61-101 in that the fair market value of the consideration for the securities of the Company to be issued to insiders does not exceed 25% of its market capitalization.

The Company plans to leave the offering open until at least the end of the year and may place up to a further 3,558,334 FT Units for up to a further $427,000 and up to a further 2,400,000 WC Units for up to a further $240,000.

"We are very pleased to be renewing our relationship with MineralFields Group" said Ian Brodie-Brown, President and Chief Executive Officer. "This is an important milestone in the growth of the Company and we look forward to working with MineralFields Group as we develop our projects."

About MineralFields, Pathway and First Canadian Securities ® MineralFields Group (a division of Pathway Asset Management), based in Toronto and Vancouver, is a mining fund with significant assets under administration that offers its tax-advantaged super flow-through limited partnerships to investors throughout Canada as well as hard-dollar resource limited partnerships to investors throughout the world. Pathway Asset Management also specializes in the manufacturing and distribution of structured products and mutual funds (including the Pathway Multi Series Funds Inc. corporate-class mutual fund series). Information about MineralFields Group is available at First Canadian Securities ® is active in leading resource financings (both flow-through and hard dollar PIPE financings) on competitive, effective and service-friendly terms, and offers investment banking, mergers and acquisitions, and mining industry consulting, services to resource companies. MineralFields and Pathway have financed several hundred mining and oil and gas exploration companies to date through First Canadian Securities ®.

Cautionary Note Regarding Forward-Looking Statements: This Press Release contains forward-looking statements that involve risks and uncertainties, which may cause actual results to differ materially from the statements made. When used in this document, the words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" and similar expressions are intended to identify forward-looking statements. Such statements reflect our current views with respect to future events and are subject to such risks and uncertainties. Many factors could cause our actual results to differ materially from the statements made, including those factors discussed in filings made by us with the Canadian securities regulatory authorities. Should one or more of these risks and uncertainties, such actual results of current exploration programs, the general risks associated with the mining industry, the price of gold and other metals, currency and interest rate fluctuations, increased competition and general economic and market factors, occur or should assumptions underlying the forward looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, or expected. We do not intend and do not assume any obligation to update these forward-looking statements, except as required by law. Shareholders are cautioned not to put undue reliance on such forward-looking statements.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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