CMC Cielo Waste Solutions Corp

Cielo Waste Solutions Corp. (TSXV: CMC; OTCQB: CWSFF) (“Cielo” or the “Company”), a waste-to-fuel environmental technology company, is pleased to announce that it has closed its previously announced mortgage loan from First Choice Financial Incorporated (“FCF”) for an initial principal amount of CAD $2 million (the “Mortgage Loan”). The Company will be entitled to draw down up to an additional CAD $3 million pursuant to the terms of the loan commitment letter executed between Cielo and FCF, as announced on July 17, 2023.

The Mortgage Loan bears simple interest of 7.5% per annum and FCF has withheld $150,000 of the Mortgage Loan as an interest reserve to satisfy the first 12 months of interest payments. In addition, Cielo paid a financing fee to FCF on closing of CAD $70,000, equal to 3.5% of the amount of the Mortgage Loan.

The Mortgage Loan is secured against the Company’s property in Aldersyde, Alberta, including a site-specific general security agreement against the assets on the property. The proceeds of the Mortgage Loan will be used for general working capital.

The Mortgage Loan will mature on July 25, 2025, however, at any point on or after July 25, 2024, in the event that FCF is dissatisfied following an evaluation of Cielo’s financial condition, business and technological progress, FCF may require the Company to repay the Mortgage Loan, in whole or in part, within 90 days of the notice from FCF to the Company that such repayment is required. Cielo has the right to repay the Mortgage Loan at any time, without penalty. In addition, once the structure and financing terms for the Company’s first commercial facility (the “First Commercial Facility”) have been determined, Cielo may make a proposal to FCF to exchange the principal portion of the Mortgage Loan for participation in the First Commercial Facility, which FCF will be entitled to accept or reject.

No securities have been or will be issued in connection with the Mortgage Loan and no other fees or commissions will be payable. The TSX Venture Exchange has approved the Mortgage Loan.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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.

For further information please contact:

Cielo Investor Relations

Phone: (403) 348-2972 Email: investors@cielows.com

RB Milestone Group LLC Email: cielo@rbmilestone.com

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 terms of the Mortgage Loan, in particular regarding maturity and FCF’s evaluation rights; there being, now or in the future, no securities or additional fees or commissions payable on the Mortgage Loan; the use of proceeds of the Mortgage Loan; and the formation of an entity in connection with, and future financing of, the First Commercial Property.

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.