Cielo Announces Fiscal Q3 2023 Financial Results and Conference Call Details

CALGARY, Alberta, March 14, 2023 (GLOBE NEWSWIRE) — Cielo Waste Solutions Corp. (TSXV: CMC; OTCQB: CWSFF) (“Cielo” or the “Company”), a waste‐to‐fuel company, today announced its financial results for the three and nine months ended January 31, 2023. Copies of the unaudited interim financial statements and related management’s discussion and analysis can be found on the Company’s issuer profile at www.sedar.com. All financial information in this news release is reported in Canadian dollars, unless otherwise indicated.

Jasdeep K. Dhaliwal, CFO of the Company stated “Over the previous eight months, the management team has strived to make strategic decisions to minimize our corporate expenses and allocate our expenditures to the fabrication of the R&D Facility. As we begin commissioning of the R&D facility, we are proud of all the hard work our departments have put in to managing costs to achieve this goal.”

Q3 2023 HIGHLIGHTS

The Company continued to focus during and subsequent to the quarter ended January 31, 2023 on progressing toward the commercialization of its waste‐to‐fuel technology while continuing its strategy of managing costs.

Financial Highlights

As at

• General and administrative costs decreased $2.1 million (9‐month period) and $0.8 million (3‐month period) from their comparative periods due to reduced spending in all expenditures in the category.
• Research and development costs decreased during the quarter from the comparative period, primarily due to Cielo’s focus on design and fabrication of the R&D Facility.
• Other income increased significantly in the quarter from the comparative period, primarily due to Cielo’s lease of its property in Fort Saskatchewan, Alberta, as previously announced, providing for an annual base rent of $0.6 million, plus 90% of the occupancy costs (such as property taxes, insurance, and building maintenance).
• For the three months ended January 31, 2023, the Company had a net loss of $2.3 million, which is consistent with prior periods as expected. Net loss for the nine months ended January 31, 2023 was $20 million higher than same period in the previous year primarily resulting from the decommissioning of the Company’s prior facility in Aldersyde, Alberta (the “Aldersyde Facility”), however this was offset by the decreases in general and administrative and research and development expenditures noted above.
• During the quarter ended January 31, 2023, Cielo had negative operating cash flow, consistent with prior periods and as expected in a pre‐revenue business.
• Financing costs increased approximately $0.4 million for the quarter and $0.6 million for the 9 month period, primarily due to the Company not capitalizing borrowing costs on qualifying assets as the construction in progress ceased at the Aldersyde Facility, offset by lessened interest expense as debt decreased from the comparative period.

Operational Highlights

• Throughout the quarter, the Company continued to work with Crestmont Investments, LLC (“Crestmont”) toward the completion of an up to $5 million private placement offering of units (the “Unit Offering”) to support ongoing R&D and operating costs, subject to completion of due diligence. The terms of the Unit Offering were amended from an offering of secured convertible debentures to an offering of units comprised of common shares and warrants, as announced on February 14, 2023.
• Subsequent to the quarter end, the Company entered into a securities for debt agreement for the payment in full of $4.5 million by the issuance of units comprised of common shares and warrants (the “Shares for Debt Transaction”), freeing up future cash flows for operations and reducing interest charges. The terms of the Shares for Debt Transaction were announced on February 23, 2023.
• The Company completed the fabrication of its research and development facility (the “R&D Facility”) and subsequent to the quarter end, commissioning of the R&D Facility commenced at Aldersyde.
• The Company completed the sale of approximately 80,000 litres of distillate to a TSX listed midstream refiner.
• The Company developed a performance‐based retention program for key personnel.

OUTLOOK

In its final quarter ended April 30, 2023, Cielo anticipates:

• The completion of the Securities for Debt Transaction, subject to the approval of the TSX Venture Exchange (the “Exchange”) to result in a reduction of $4.5 million in secured debt.
• The completion of the Unit Offering, subject to the completion of due diligence and the approval of the Exchange, to result in gross proceeds of up to $5 million toward the R&D Facility and general working capital.
• The completion of commissioning of the R&D Facility.
• Subsequent to the commissioning of the R&D Facility, the Company intends to continue to utilize the R&D Facility to generate the data required to design and define the economics of its first full‐scale commercial facility, with the Company’s primary business objective being the initiation in calendar 2023 of the design of its first full‐scale facility based on testing to be undertaken at the R&D Facility.
• The Company expects to list the Fort Saskatchewan Property for sale in the near future. The anticipated sale is expected to reduce interest costs, minimize corporate risk, and provide capital for ongoing operations, which are in line with corporate goals.

CONFERENCE CALL

Cielo will host a conference call on March 15, 2023 at 10:00 AM MST (12:00 PM EST) during which Cielo’s CEO, Ryan Jackson, CFO, Jasdeep K. Dhaliwal and EVP Operations, Ryan Carruthers, will discuss Cielo’s fiscal Q3 2023 financial results, followed by a question‐and‐answer session.

There are 2 options for calling into the conference:

To join the conference call without operator assistance, you may register and enter your phone number at https://emportal.ink/3KRyrap to receive an instant automated call back. OR

You can also dial direct to be entered to the call by an Operator using the following Instructions:

Date: March 15, 2023 Time: 10:00 a.m. MT / 12:00 p.m. ET
Dial In: North America (toll‐free): 1‐888‐664‐6392
Dial In: Toronto Local / International: 416‐764‐8659

Replay: North America: 1‐888‐390‐0541
Replay: Toronto Local/International: 416‐764‐8677
Replay Passcode: 634782#

The conference call replay will be available until March 22, 2023.

For further information please contact:

Ryan Jackson, CEO
Phone: (403) 348-2972
Email: investors@cielows.com

RB Milestone Group LLC
Email: cielo@rbmilestone.com

ABOUT CIELO

Cielo Waste Solutions Corp. was incorporated under the Business Corporations Act (British Columbia) on February 2, 2011. Cielo is a publicly traded company with its shares listed to trade on the TSX Venture Exchange (“TSXV”) under the symbol “CMC,” on the Frankfurt Exchange (“DAX”) under the symbol “C36”, as well as on the OTC Venture Market (“OTCQB”), under the symbol “CWSFF.” The Company’s strategic intent is to become a leading waste‐to‐fuel company using economically sustainable technology while minimizing the environmental impact. Cielo has a patented process that can convert waste feedstocks, including organic material and wood derivative waste, to fuel. Having demonstrated its ability to produce diesel and naphtha from waste, Cielo’s business model is to construct additional processing facilities. Cielo’s objective is to generate value by converting waste to fuel, while fueling the sustainable energy transition.

CAUTIONARY NOTE REGARDING FORWARD‐LOOKING STATEMENTS

This news release contains certain forward‐looking statements and forward‐looking information (collectively referred to herein as “forward‐looking statements”) within the meaning of applicable Canadian securities laws. All statements other than statements of present or historical fact are forward‐looking statements. Forward‐ looking statements are often, but not always, identified by the use of words such as “anticipate”, “achieve”, “could”, “believe”, “plan”, “intend”, “objective”, “continuous”, “ongoing”, “estimate”, “outlook”, “expect”, “may”, “will”, “project”, “should” or similar words, including negatives thereof, suggesting future outcomes.

Forward‐looking statements are subject to both known and unknown risks, uncertainties and other factors, many of which are beyond the control of the Company, that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward looking statements. Cielo is making forward looking statements, with respect to, but not limited to: the completion of the Unit Offering and the timing and terms thereof; the completion of the Securities for Debt Transaction and the timing and terms thereof; the commissioning of the R&D Facility, including the timing thereof; the intention of the company to use the R&D Facility subsequent to commissioning; the intention of the company to initiate the design of the Company’s first full‐scale commercial facility in calendar 2023; the conference call, including the date and time, speakers and agenda, and the period of time during which an audio replay will be available.

Investors should continue to review and consider information disseminated through news releases and filed by the Company on SEDAR. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended.

Forward‐looking statements are not a guarantee of future performance and involve a number of risks and uncertainties, some of which are described herein. Such forward‐looking statements necessarily involve known and unknown risks and uncertainties, which may cause the Company’s actual performance and results to differ materially from any projections of future performance or results expressed or implied by such forward‐looking statements. Any forward‐looking statements are made as of the date hereof and, except as required by law, the Company assumes no obligation to publicly update or revise such statements to reflect new information, subsequent or otherwise. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV), nor OTCQB nor WKN, have reviewed, and do not accept responsibility for the adequacy or accuracy of, the content of this news release.