Cielo Announces Extension of Joint Venture Terms
ACCESSWIRE 1-Feb-2019 6:52 PM
VANCOUVER, BC / ACCESSWIRE / February 1, 2019 / CSE: CMC: Cielo Waste Solutions Corp. ("Cielo" or the "Company") announces an extension to the anticipated completion date and certain terms of its Memorandum of Understanding ("MOU") with Renewable U Energy Inc. ("Renewable U") for a joint venture in Grande Prairie, Alberta (the "JV"), initially announced on November 1, 2018.
Pursuant to the terms of the MOU, Cielo and Renewable U had anticipated completing the JV on or about January 29, 2019 such that, in the event that Cielo did not execute a definitive agreement for Grande Prairie, Alberta, by January 29, 2019, Cielo would, subject to applicable laws and policies, issue Renewable U common shares of Cielo (the "Shares") in lieu of returning an otherwise non-refundable $250,000 fee ("Fee"). While Cielo and Renewable U have been in continuous discussions and have each taken steps with regard to planning and structuring the completion of the Joint Venture, as a result of delays on both sides, Cielo and Renewable U have agreed that the best course of action would be to postpone the anticipated completion date of the JV and amend the MOU to allow for an additional 90-day period prior to Cielo's obligation to issue the Shares in lieu of returning the Fee. As such, Cielo and Renewable U have agreed to a 90-day extension of this obligation and currently anticipate closing the JV on or about May 1, 2019.
Further, the MOU provides for an option exercisable by Renewable U to enter into a second joint venture memorandum of understanding for the territory of Medicine Hat, Alberta (the "Medicine Hat Option"). The expiry date of the Medicine Hat Option has been extended to February 21, 2019 so as to allow Renewable U time to complete the legal structuring of its company for the purposes of pursuing the Medicine Hat Option. In the event that Renewable U exercises its option, Renewable U will enter into a second memorandum of understanding with Cielo, which will require Renewable U to pay Cielo an additional $250,000 joint venture fee that will be subject to substantially the same terms as the Grande Prairie Fee.
Don Allan, President and CEO of Cielo, stated "We are confident in our progress with Renewable U as we carefully and thoughtfully work to build a strong and prosperous relationship. We believe that the contemplated Renewable U joint ventures in Grande Prairie and Medicine Hat along with the contemplated Seymour Capital joint venture in Calgary will accelerate the global deployment of our proprietary waste to high grade renewable technology once our Aldersyde, Alberta refinery is running on a continuous-flow basis."
Private Placement Update
Cielo also announces that, further to its press releases issued on December 17 and 21, 2018, Cielo is continuing to offer Units on a private placement basis (the "Offering") of up to 15,384,615 ("Units") at $0.13 per Unit, by the issuance of 2,076,923 Units. A total of $1,144,406 in gross proceeds has been raised in the initial two tranches of the Offering by the issuance of 8,803,123 Units.
Each Unit is comprised of one Common Share and one warrant ("Warrant"), with each Warrant having an exercise price of $0.20 and an expiration date of the earlier of 36 months from the date of issuance of the Units and the date that is 30 days from the date that Cielo provides notice ("Notice") to the warrant holder that the expiration date of the Warrants has been accelerated. The Notice may only be delivered to the Warrant Holders after Cielo's listed common shares trade at $0.40, or higher, for 20 consecutive days, any time after 4 months and a day from the date of issuance of the Units. Any Warrants that have not been exercised on or before the expiry of the 30-day period will automatically expire.
The net proceeds of the Offering will be used to acquire equipment and pay service costs to advance the commissioning of Cielo's first commercial waste to renewable diesel fuel refinery in Aldersyde, Alberta ("Aldersyde Refinery"), as well as for working capital.
For more information please contact:
Cielo Waste Solutions Corp.
Don Allan, President & CEO
(403) 348-2972 Ext. 101
donallan@cielows.com
www.cielows.com
Michael Yeung, CFA, VP, Business Development & Capital Markets
(403) 348-2972 Ext. 103
michaelyeung@cielows.com
www.cielows.com
Join Cielo shareholders on 8020 Connect: http://bit.ly/Cielogroup
About Cielo Waste Solutions Corp.
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 holds the exclusive license for the global rights to a transformational, patent-pending, technology engineered to convert garbage-derived feedstocks to high grade renewable diesel, at a significantly lower cost than biofuel companies. With landfills being one of the world's leading contributors to Green House Gas emissions and being projected to double in size over the next 7 years, Cielo can potentially resolve this crisis, on a cost-effective basis, by converting multiple different garbage-derived feedstocks, including sorted municipal solid waste (garbage), wood and agriculture waste, tires, blue-box waste, all plastics and virtually any other cellulous waste product into high grade renewable diesel.
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, including but not limited to: the use of proceeds of the offering, receipt of all necessary approvals of the offering, general business, economic, competitive, political and social uncertainties; negotiation uncertainties and other risks of its industry. 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, neither the Company assumes no obligation to publicly update or revise such statements to reflect new information, subsequent or otherwise.
The CSE has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this news release.
SOURCE: Cielo Waste Solutions Corp.
