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 one-
half 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 $0.2 5 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 commis sions 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 person s” 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 acc eptance, 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, 20 22 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 eva luation 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 actu al 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 th e
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 o f 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.