VANCOUVER, BC / ACCESSWIRE / January 9, 2020 / Cielo Waste Solutions Corp. (CSE:CMC)(OTCQB:CWSFF) ('Cielo' or the 'Company')
announces a Memorandum of Understanding ('MOU') with Renewable U Halifax Inc. ('Renewable U Halifax') to build, at an estimated cost of $50 Million, a renewable diesel refinery in, or within 150 kilometers of Halifax, Nova Scotia.
Renewable U Halifax is one of multiple corporations under the 'Renewable U' name ('Renewable U Companies'), with which Cielo has entered into memorandums of understanding on substantially the same terms as this MOU (the 'Prior MOUs'), as previously announced. Renewable U Halifax and Cielo will be working towards entering into a joint venture agreement ('JV Agreement') contemporaneously with the joint venture agreements to be entered into with the other Renewable U Companies, which will provide the framework to build and operate a 4,000 liter per hour joint venture refinery ('JV Refinery') in Nova Scotia that will be engineered to operate 24 hours a day, 341 days per year. Cielo is expecting to convert 327,360 tonnes of garbage into 163,680,000 liters of renewable fuels annually from the 5 announced JV refineries. It is anticipated that this JV Refinery will create in Nova Scotia 50 full-time jobs during construction and employ 25 full-time people once operational. The JV Refinery will utilize Cielo's proprietary waste to high grade renewable fuel technology being commercialized at the Company's refinery in Aldersyde, Alberta (the 'Aldersyde Refinery'), located just south of Calgary.
In order to gain direct access to a port to potentially import multiple different waste feedstocks, including the problematic single-use plastics, Cielo has agreed to reallocate the $250,000 Joint Venture Fee ('Fee') previously paid to Cielo, by Renewable U Brooks Inc. ('Renewable U Brooks'), pursuant to a Memorandum of Understanding dated April 27, 2019 between Cielo and Renewable U Brooks ('the Brooks MOU') to Renewable U Halifax. In conjunction with the aforementioned reallocation of the Fee, as of January 8, 2020, the Brooks MOU has been terminated.
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, Lethbridge and Calgary, Alberta which include the following guidelines:
- Renewable U Halifax will be solely responsible for financing 100% of the costs associated with the JV Refinery ('JV Costs') including the acquisition of the land, building and commissioning of the JV Refinery.
- Cielo will manage the JV Refinery, overseeing its planning, construction, commissioning and operation and will receive a management fee equal to 7% of the JV Costs for the construction of the JV Refinery, subject to certain exclusions, and will continue to receive management fees based on industry standards once the JV Refinery commences producing high grade renewable fuels. Based on the estimated JV Costs of $50 Million Cielo will receive management fees of $3.5 Million over the next several years while the JV Refinery is being permitted, built and commissioned.
- Unless otherwise agreed, in the event that Cielo does not execute the definitive JV Agreement with Renewable U Halifax, by March 31, 2020, in lieu of returning the transferred Fee, Cielo has agreed, subject to applicable laws and policies, to issue Renewable U Halifax common shares of Cielo equal to the value of the Fee, which shares will be 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 agreed upon execution date of the JV Agreement.
- Profits from the JV Refinery will be split 30% in favour of Cielo and 70% in favour of Renewable U Halifax, until Renewable U Halifax 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 Halifax reflecting the respective interests/ownership of the parties.
Raphael Bohlmann, President of Renewable U Halifax and Renewable U Energy Inc. ('Renewable U'), parent company of Renewable U Halifax, commented, 'After extensive review of potential waste feedstock arrangements for the four territories previously selected by Renewable U's subsidiary companies, Renewable U is pleased to be able to help Cielo gain access to the port of Halifax, which may result in Cielo being able to sell high-grade renewable fuels into the marine industry, on a cost effective basis.'
Don Allan, President & CEO of Cielo, stated, 'We are pleased that Renewable U was open to helping us gain access to the port of Halifax, which opens up the opportunity for us to broaden our reach of deploying our waste to high-grade renewable fuels technology to the Maritimes and elsewhere, as well as being able to source different waste feedstocks. We appreciate Renewable U's commitment to helping us to deploy our technology globally.'
Cielo to Host Investor Update Webinar
On Friday, January 10th, 2020 at 11 AM EST (9 AM MST), Cielo's President & CEO, Don Allan, will be providing an in-depth overview of its current operations and upcoming milestones. Management will be available to answer questions following the presentation on the webinar platform. To ask a question, you will need to be logged into the GoToWebinar platform or by emailing your question(s) beforehand to firstname.lastname@example.org.
Date: Friday, January 10th, 2020
Time: 11 AM EST / 9 AM MST
On behalf of the Board of Directors of the Company.
Cielo Waste Management Corp.
Don Allan, President / CEO / Director
Renewable U Energy Inc.
Raphael Bohlmann, President
RB Milestone Group, LLC
Trevor Brucato, Managing Director
New York, NY & Stamford, CT
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', as well as OTC Markets Group, on the OTCQB, under the symbol 'CWSFF'. Cielo is a waste to renewable energy company with a game changing technology engineered to help solve the world's garbage crisis. Cielo's technology transforms landfill garbage into renewable high-grade diesel, kerosene (aviation jet fuel) and naphtha fuels. Cielo's proven and patent-pending technology is currently being deployed in the Company's Aldersyde, Alberta green refinery where wood waste is currently being converted into renewable fuels.
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 Lethbridge, Alberta, and Nova Scotia. Each JV Refinery is projected to cost approximately $50M to build, commission and place on production. Cielo will be the general contractor and operator of all 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 and telephone poles as well as all types of plastic that currently cannot be recycled.
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 related to its anticipated joint ventures with the Renewable U Companies. 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 and the OTCQB have not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this Press Release.
SOURCE: Cielo Waste Solutions Corp.
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