Golden Band Resources Inc.
TSX VENTURE : GBN

Golden Band Resources Inc.

April 07, 2006 18:50 ET

Golden Band Resources Arranges CDN$2,749,950 Million Financing

SASKATOON, SASKATCHEWAN--(CCNMatthews - April 7, 2006) -

NOT FOR DISSEMINATION IN THE UNITED STATES

Golden Band Resources Inc. ("Golden Band" or the "Company") (TSX VENTURE:GBN) is pleased to announce that it has engaged Canaccord Adams (the "Agent") to offer on a commercially reasonable efforts basis up to 5,000,000 Units for gross proceeds of up to CDN$2,250,000 (the "Brokered Private Placement"). In addition, the company intends to raise up to CDN$499,950 by offering 1,111,000 Units through a non-brokered private placement (the "Non Brokered Private Placement").

Each Unit shall be comprised of one common share and one common share purchase warrant of the Company, each common share purchase warrant entitling the holder thereof to purchase one common share of the Company at an exercise price of CDN$0.65 for a period of twenty-four months from the closing date of the Private Placement.

Commencing on the date that is four months and one day after the closing date, if the closing price of the Company's common shares on the TSX Venture Exchange, or any other stock exchange on which the Company's common shares are then listed, is at a price equal to or greater than CDN$0.90 for a period of 15 consecutive trading days, the Company will have the right to accelerate the expiry date of the Warrants by giving written notice to the holders of the Warrants that the Warrants will expire on the date that is not less than 30 days from the date notice is provided by the Company to the warrant holders.

Completion of the financing is subject to receipt of all necessary regulatory approvals. The securities issued pursuant to this financing will be subject to a four month and one day hold period in accordance with applicable Canadian securities laws.

The net proceeds will be used for exploration and pre-development expenditures of the Company's La Ronge Gold Belt properties in Saskatchewan, Canada, and for general working capital.

The Agent will be paid a cash commission equal to 6.0% of the gross proceeds raised in the Brokered Private Placement. In addition, the Agent will receive compensation options exercisable for common shares equal in number to 7.0% of the total number of shares sold by the Agent. The Agent's options will be exercisable at a price of $0.53 per share for a period of 12 months following the closing date. The Company will also pay the Agent a corporate finance fee and an administrative fee.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended, (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

On behalf of the Board of Directors of Golden Band Resources Inc.,

Ronald K. Netolitzky, President

Forward-Looking Statements: Some of the statements in this news release contain forward-looking information which involves inherent risk and uncertainty that may affect the business of Golden Band Resources Inc. Actual results may differ materially from those currently anticipated in such statements.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

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