Cielo Provides Update on Rocky Mountain Clean Fuels Transaction

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Cielo Waste Solutions Corp.
Cielo Waste Solutions Corp.

Rocky Mountain Clean Fuels Secures $20 Million Provincial Grant to be Assigned to Cielo

CALGARY, Alberta, Dec. 18, 2024 (GLOBE NEWSWIRE) -- Cielo Waste Solutions Corp. (TSXV:CMC; OTC PINK:CWSFF) (“Cielo” or the “Company”), a company fueling renewable change, is pleased to provide an update on its proposed acquisition of an Enhanced Gas to Liquids (“EGTL™”) facility located in Carseland, Alberta (the “EGTL Facility”), currently owned and operated by Rocky Mountain Clean Fuels Inc. (“RMCFI”), which deploys patented Enhanced Gas-To-Liquids technology (the “EGTL™ Technology”) designed to make synthetic diesel and jet fuel from natural gas and natural gas liquids, which was developed by Expander Energy Inc. (“Expander”). Cielo holds an exclusive licence in Canada from Expander for a patented Enhanced Biomass to Liquids technology (the “EBTL™ Technology”) and related intellectual property.

In a press released issued on June 12, 2024 (the “Initial PR”), the Company had announced the execution of a binding letter of intent with RMCFI (the “LOI”) with regard to the proposed transaction (the “Transaction”), which is subject to the approval of the TSX Venture Exchange (the “TSXV”). With a view to enhancing the process deployed at the EGTL™ Facility, and diversifying the inputs used to process synthetic diesel and jet fuel, Cielo intends to build a gasifier on the land adjacent to the EGTL™ Facility that will support deployment of the EBTL™ Technology (the “Carseland Project”). This will result in a fully operational facility capable of producing Bio-Syngas from biomass inputs. Bio-Syngas represents an enhancement to natural gas and natural gas liquids used in the process, resulting in a facility that can process Bio-Syngas into Bio-SynJet® and Bio-SynDiesel® (collectively the “Bio-Synfuels”) with Bio-Synfuels having a near net-zero carbon intensity.

On September 10, 2024, the Company provided an update on the Transaction, in particular with regard to the timing of closing. At that time, the Company and RMCFI had agreed to provide additional time to complete the due diligence process. The Company and RMCFI are continuing their respective efforts to complete due diligence procedures and determine the material terms of the Transaction. Upon execution of a definitive agreement (the “Agreement”), the Company will provide a further update.

$20 Million Provincial Grant for Rocky Mountain Clean Fuels

On December 11th, 2024, RMCFI announced that it had secured a C$20.8 Million grant through the Alberta Petrochemicals Incentive Program (APIP)1 (the “APIP Grant”). Under the terms of the LOI and anticipated terms of the Agreement, the APIP Grant is expected to be one of the Assets (as defined in the Initial PR) under the Transaction. In the Initial PR, Cielo announced that RMCFI had received notification of qualification from the Government of Alberta, which has been confirmed by the execution of an agreement between RMCFO and the Government of Alberta setting out the terms of the APIP Grant. The APIP Grant remains a contingent asset, as announced in the Initial PR, as the payment(s) are subject to the achievement of certain operational milestones.