Benz Announces Concurrent Financing, Technical Report and Filing Financial Statements

BENZ CAPITAL CORP.

3847 Vance Road Cultus Lake, BC V2R 5A6

PRESS RELEASE

February 1, 2023 TSX-V: BCC.P

BENZ ANNOUNCES CONCURRENT FINANCING, TECHNICAL REPORT and FILING FINANCIAL STATEMENTS

VANCOUVER, BC – Benz Capital Corp., TSX-V : BCC.P, (“Benz” or the “Company”) announces that concurrently with the closing of the Purchase Agreement, announced on January 12, 2023 (the “Purchase Agreement”) with Copper Co d.o.o. (the “Vendor”); the Company will complete on a non-brokered basis, a private placement comprised of units (each, a "Unit") at a price of $0.12 per Unit for gross proceeds of up to $500,000 (the "Concurrent Financing"). Each Unit shall consist of one common share in the capital of the Company (each a "Share") and onehalf of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant shall entitle the holder to purchase one common share in the capital of the Company (a "Warrant Share") at a price of $0.15 per Warrant Share for a period of 24 months following the Closing.

If during the exercise period of the warrants, but after the resale restrictions on the shares have expired, the Company's shares trade at or above a weighted average trading price of $0.25 per share for 15 consecutive trading days, the Company may accelerate the expiry time of the warrants by giving written notice to warrant holders that the warrants will expire 30 days from the date of providing such notice.

In connection with the Concurrent Financing, the Company may pay agent's commissions and/or finder's fees in cash or securities in accordance with the policies of the Exchange.

The Company intends to use the net proceeds of the Concurrent Financing to fund the recommended work program on the property and working capital.

All securities issued pursuant to the Concurrent Financing will be subject to a four month hold period from the date of issue.

Technical Report

The Company has also received an independent technical report dated January 18, 2023 prepared in accordance with National Instrument 43-101 & 43-101F1 – Standards of Disclosure for Mineral Projects (“43-101”) and entitled Technical Report on the Tolisnica and Stanca Property, Kraljevo, Serbia (the “Technical Report”). The Technical Report confirms that The Property has potential for delineation of mineral resources by in-fill and extensional drilling of known mineralized zones and for discovery of new mineralized zones.

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The authors of the Technical Report are William Stone, Ph.D., P.Geo., Brian Ray, P.Geo., and Eugene Puritch, P.Eng., of P&E Mining Consultants Inc., all “qualified persons” within the meaning of NI 43-101 and are independent of the Company. The Technical Report will be filed with the Exchange in conjunction with the filing of the Initial Qualifying Transaction Submission, in accordance with the Policy 2.4 s. 11.3 of the Exchange.

All of the Company's disclosure documents filed in connection with the Qualifying Transaction will be available, following the Exchange granting conditional acceptance, under the Company’s profile at www.sedar.com.

Interim Financial Statements for the period ended December 31, 2022

The Company has filed interim condensed financial statements for the three and nine months ended December 31, 2022 and 2021 ("Interim Financials"), and a Management's Discussion and Analysis for the quarter ended December 31, 2022 ("MD&A").

The Interim Financials and MD&A are available on SEDAR at www.sedar.com.

Qualified Person

Miloje Vicentijevic, P.Eng., M.Eng., is a “qualified person” in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects and has reviewed and approved the technical information contained in this news release.

Trading Halt

In accordance with Exchange policies, the Common Shares are currently halted for trading and will remain so until completion of the Qualified Transaction. The Company expects to provide an update with respect to the Property and the proposed Qualifying Transaction in a subsequent press release in accordance with Policy 2.4.

About The Company

The Company is designated as a Capital Pool Company by the Exchange. The Company has not commenced commercial operations and has no assets other than cash. The only business of the Company is the identification and evaluation of assets or businesses with a view to completing a "Qualifying Transaction" in accordance with Exchange Policy 2.4.

For further information please contact:

Miloje Vicentijevic, President & CEO Phone: (604) 617-1239 Email: [email protected]

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Forward-Looking Statements

This press release may contain certain “forward-looking statements”. Forward-looking statements involve known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These forward- looking statements or information may relate to the Transaction, the Concurrent Financing, various approvals required in connection with the Transaction, and other events, factors and information described above in connection with the Transaction. Any forward-looking statement speaks only as of the date of this news release and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise.

Completion of the Transaction is subject to a number of conditions, including, but not limited to, Exchange acceptance and if applicable pursuant to Exchange Requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release.