Mr. Stephen Stares reports

BENTON PLANS TO SPIN OUT GREAT BURNT COPPER-GOLD PROJECT TO SHAREHOLDERS FOR $15.0 M VALUATION IN CONJUNCTION WITH CONCURRENT $10.0 M FINANCING

Benton Resources Inc. has executed a letter agreement (LA) dated July 24, 2026, with privately held Silverback Metals Corp. to create a new well-financed public resource company (Spinco), which will own several mineral projects, including Benton's Great Burnt project. The LA provides that on completion of the transactions described below, Benton will spin out substantially all of its Spinco shares to Benton shareholders pro rata as a return of capital.

Spinco will be led by Silverback's management team, including experienced mining executive Vincent Dube-Bourgeois as executive chairman and exploration geologist Chris Arsenault, PGeo, as chief executive officer. Mr. Arsenault has experience managing grassroots and advanced-stage exploration programs across Newfoundland and Labrador, Yukon, British Columbia, Ontario and the southwestern United States. The team will be advised by mining executive Denis Laviolette, who brings a wealth of experience in exploration geology and capital markets.

A private placement, to be completed concurrently with the closing of the agreement, will provide $10-million in immediately available exploration funds. The Spinco shares will be distributed to Benton shareholders on a ratio to be determined as of a future record date co-ordinated with the TSX venture Exchange after the completion conditions described have been met. Further information regarding the transaction, including determination of the ratio of shares, will be included in future news releases.

The formation, financing and spinout of Spinco will be effected by way of a share capital reorganization pursuant to a statutory plan of arrangement under the arrangement provisions of the Business Corporations Act (British Columbia). Upon the arrangement becoming effective, Benton shareholders would own shares in two public companies: Benton and Spinco, with Spinco focusing on the development of the Great Burnt project. Benton will continue to build its diverse portfolio of projects in Canada, while also seeking to generate new prospective mineral properties, as it has successfully done in the past.

The reorganization will be effected pursuant to Section 289 of the act, which requires an affirmative vote of 66-2/3rds per cent of Benton's shareholders and its fairness must be approved by the Supreme Court of British Columbia. Shareholders approval will be sought at a meeting to be convened for about mid-October, 2026. Benton will apply pro forma for a listing of the Spinco shares on the TSX Venture Exchange and it is a condition to completion that the listing is accepted. These steps mirror the process Benton followed when creating, spinning out, distributing and listing the Vinland spinout shares in 2025. Holders of Benton convertible securities such as options and warrants will have their exercise prices appropriately adjusted downward.

Benton also believes that having a separately financed early-exploration business will accelerate development of the Great Burnt project. Benton will retain a 1-per-cent net smelter return (NSR) royalty on the Great Burnt property (one-half of which can be purchased by Spinco for $1-million).

Silverback's Sail Pond project is in Newfoundland, approximately 27 kilometres south of the town of St. Anthony. The project covers 13,500 hectares (135 square kilometres) in three contiguous map-staked licences. Recent exploration has shown that sediment-hosted silver and base-metal-bearing quartz veins are concentrated within two northeast-trending zones, parallel to a significant regional fault of the same orientation and on the western limb of the White Arm Window anticline. The style and setting of the silver and base metal mineralization are unique for Newfoundland, but do have some similarities to structurally controlled Zn-Pb-Ag-Sb (zinc-lead-silver-antimony) veins found in districts such as the Coeur d'Alene district in Idaho and the Keno Hill vein systems, Yukon.

"We are thrilled to announce the spinout of Spinco, which represents another exciting milestone in Benton's strategy to unlock value for our shareholders," stated Benton chief executive officer Stephen Stares. "Through this share distribution, Benton shareholders will collectively own a direct 45-per-cent stake in Spinco and its promising Great Burnt project, with Benton retaining a 5-per-cent shareholding in Spinco and a 1-per-cent uncapped net smelter return (NSR) royalty in certain claims on the project. Based on the $10-million financing for 33 per cent of Spinco this transaction provides Benton and its shareholders with an imputed direct $15.0-million dollar value for the Great Burnt project. Spinco will be well financed with $10.0-million in cash to aggressively advance the project towards its expansion, new discovery and development potential, while Benton retains long-term exposure to the success of Great Burnt."

Silverback CEO Chris Arsenault, PGeo, commented: "Great Burnt provides Spinco with an outstanding foundation as a high-quality copper-gold project in one of Canada's most prospective mining jurisdictions. Upon completion of the proposed financing, Spinco will be well positioned to systematically advance our assets while continuing to evaluate opportunities to build long-term shareholder value."

Completion of the arrangement is subject to a number of conditions, including the following:

1. Negotiation of the definitive agreement;
2. Benton shareholder approval at the meeting by special two-thirds resolution;
3. The approval of the Supreme Court of British Columbia;
4. TSX Venture Exchange approval for the arrangement by Benton and TSX-V approval for the listing of the Spinco shares upon completion of the arrangement;
5. Completion by Spinco of a private placement to close concurrently with the arrangement to raise gross proceeds of $10-million for 33.3 per cent of Spinco.

Upon completion of the arrangement, it is intended that the senior management of Spinco will consist of a team led by experienced mining executive Mr. Dube-Bourgeois as executive chairman and exploration geologist Mr. Arsenault as CEO. In addition, mining executive Mr. Laviolette will be a large shareholder and strategic adviser to the board.

Additions to the management team and board will be announced as the transactions progress.

Additional details of the spinout transaction will be included in an information circular to be mailed to shareholders of Benton in September in connection with the meeting. The arrangement is targeted to close in November, 2026.

QP (qualified person)

Stephen House, PGeo, vice-president of exploration for Benton Resources, the qualified person under National Instrument 43-101, has approved the scientific and technical disclosure in this news release and prepared or supervised its preparation.

About Benton Resources Inc.

Benton Resources is a well-financed mineral exploration company listed on the TSX Venture Exchange under the symbol BEX. Benton has a diversified, highly prospective property portfolio and holds significant equity positions in other mining companies that are advancing high-quality assets. Whenever possible, Benton retains NSR royalties with potential long-term cash flow.

Benton will focused its efforts on advancing its Dominion copper-zinc-gold project, its Victoria West gold project, its Stoney Caldera copper-gold project and its various hydrogen-helium projects on the west coast of Newfoundland.

We seek Safe Harbor.