Cielo Announces MOU to Build a Renewable Diesel Refinery in Lethbridge, Alberta and Settlement of Debt

(Cielo/Bloomberg) ("Cielo" or the "Company") announces that it has entered into a Memorandum of Understanding (“MOU”) with Renewable U LethbridgeInc. ("Renewable U LA") to build a renewable diesel refinery in the City of
Lethbridge, Alberta. Renewable U LA and Cielo are now working towards entering into a joint venture agreement ("JV Agreement") that will provide the framework to build and operate a joint venture refinery that converts garbage
into high grade renewable fuels utilizing Cielo’s proprietary technology (“JVRefinery").

Renewable U LA has advanced to Cielo $100,000 of the $250,000 joint venture fee (“Fee”) to secure the territory of Lethbridge, Alberta and the area encompassing a 100 km radius of Lethbridge (“LA Territory”). Renewable U LA
has until August 26, 2019 to pay to Cielo the balance of the Fee. In the event Renewable U LA fails to pay Cielo the balance of the Fee, Cielo will return to Renewable U LA, the $100,000 advance and Renewable U LA will relinquish any and all rights to the LA Territory.

The general terms to be incorporated into the JV Agreement are substantially the same as those previously announced terms for the joint venture refineries to be located in Grande Prairie, Medicine Hat, Brooks and Calgary, Alberta
which include the following guidelines:

1. Renewable U LA will be solely responsible for financing 100% of the costs associated with the JV Refinery (“JV Costs”) including for the acquisition of the land, building and commissioning of the JV Refinery.
2. Cielo will manage the JV Refinery, overseeing its planning, construction, commissioning and operation and will receive a management fee for the construction of the JV Refinery equal to 7% of the JV Costs subject to certain exclusions, and will continue to receive management fees once operations begin based on industry standards.
3. In the event that Cielo does not execute the definitive agreement for Lethbridge, Alberta, subject to an exclusion, by October 26, 2019, Cielo has agreed, subject to applicable laws and policies, to issue Renewable U LA common shares of Cielo in lieu of returning the Fee, valued at the greater of $0.25 per share and the average closing price of Cielo’s shares
during the 5 trading days prior to the Execution Date.
4. Profits will be split 30% in favour of Cielo and 70% in favour of Renewable U LA, until Renewable U LA has received profits equaling 100% of the JV Costs plus the applicable management fees. Thereafter profits will be split on the basis of 50.1% in favour of Cielo and 49.9% in favour of Renewable U LA, reflecting the respective interests/ownership of the
parties.

Commissioning of the Company’s first waste to high grade renewable diesel refinery in Aldersyde, Alberta (“Aldersyde Refinery”) is now nearing completion. Work being conducted includes the installation of instrumentation and automation components which will allow for remote monitoring and accurate measurements of both feedstock inputs and renewable fuel outputs. These changes are expected to have a significant positive impact on reducing
operational costs, increasing production rates and further contributing to the Aldersyde Refinery being one of the world’s greenest refineries. Management is confident that the Aldersyde Refinery will be on production 24 hours a day, 7 days a week by mid-August 2019.

Lionel Robins, CEO of Renewable U LA, stated, “After conducting further due diligence and watching close to 400 people tour through Cielo’s Aldersyde Refinery at their Grand Opening on July 11, we are excited to enter into the
Memorandum Of Understanding that facilitates us participating with Cielo, on a joint venture basis, to build and place on production one of their green refineries in Lethbridge. The tipping point for a number of our backers was
seeing the Aldersyde Refinery, up and running, converting waste into high grade renewable diesel at the Grand Opening. We are now moving forward with the drafting of the joint venture agreement that will govern the relationship
between Cielo and the joint venture companies that have been incorporated for each territory. Having four Renewable U refineries being permitted and built concurrently will lower our overall costs and accelerate the timelines to have
these refineries operational.”

Don Allan, President & CEO of Cielo, stated, “Renewable U’s support and belief in our waste to energy technology solution to the global garbage crisis continues to surpass our expectations. With their assistance we are actualizing on our vision of Cielo becoming renowned as one of the greenest corporations in the world. Pursuant to the terms of the contemplated arrangement between Cielo and our joint venture partners we will not have to put up any money to build and place the next five refineries on stream, with an approximate capex of $125 Million. With Renewable U’s continued support and their plans to further expand the number of territories that they have with Cielo, we are well on the way to having multiple refineries up and running in a short period of time, generating significant cash flow for Cielo.”

Cielo has agreed to settle invoices from one of its contractors for an aggregate of $51,070.95 by the issuance of 510,710 common shares at a deemed price per share of $0.10. The shares are subject to a statutory hold period of 4 months from the date of issue.

Cielo Waste Solutions Corp. is a publicly traded company with its shares listed to trade on the Canadian Securities Exchange (“CSE”) under the symbol “CMC”. Cielo is a high-tech start-up company with a game changing technology
engineered to help solve the world’s garbage crises. Cielo’s technology transforms landfill garbage into renewable diesel, kerosene and naphtha fuels.

Our proven and patent-pending technology is currently being utilized in the Company’s Aldersyde, Alberta Refinery where wood waste is being converted into renewable fuels.

Cielo’s shares are listed to trade on the Canadian Securities Exchange (CSE) under the trading symbol “CMC”. Cielo is headquartered in Alberta, Canada with plans to build and operate green refineries across North America and globally.

Cielo has already begun expanding its footprint by signing multiple Memorandums of Understanding pursuant to which third parties are in negotiation with Cielo to build, at no cost to Cielo, Joint Venture Refineries in Grande Prairie, Calgary, Medicine Hat and Brooks Alberta. Each refinery is projected to cost approximately $25M +/- to build, commission and place on production. Cielo will be the general contractor and operator of all of the proposed JV Refineries. The feedstock that will be used in the Company’s green refineries is the world’s most available and inexpensive feedstock - garbage; including household, commercial/construction/demolition garbage, used tires,
railway ties, as well as all types of plastic that currently cannot be recycled. READ MORE