Mr. Jeffrey Ciachurski reports

GREENBRIAR ANNOUNCES AMENDMENT TO WATER RIGHTS OPTION PURCHASE AGREEMENT

Greenbriar Sustainable Living Inc. has entered into an amending agreement with its wholly owned subsidiary, Greenbriar Capital (U.S.) LLC, and Ronnie Strasser dated Aug. 30, 2024, pursuant to which the parties agreed to amend the water rights option purchase agreement made as of Oct. 1, 2023, between Greenbriar USA and Mr. Strasser.

Under the original water rights agreement, Mr. Strasser granted Greenbriar the right to acquire up to 115 acre feet of water rights in the Tehachapi-Cummings county water district at an aggregate price of $3,364,964 (U.S.) plus a non-refundable reservation fee of $1.01-million (U.S.). Pursuant to the terms and conditions of the water rights amendment agreement, Greenbriar USA may acquire the water rights for an aggregate price of $3.4-million (U.S.) plus the original reservation fee. The parties also agreed that Greenbriar USA's option to exercise its right to acquire the water rights expires on Dec. 31, 2024.

Additionally, pursuant to the terms and conditions of the water rights amendment agreement, Greenbriar agreed to amend an aggregate of 500,000 incentive stock options to acquire up to 500,000 common shares in the capital of Greenbriar that were issued to certain consultants of Greenbriar on Jan. 25, 2022, and are exercisable at a price of $1.25 per common share until Jan. 25, 2025. Greenbriar is seeking to amend the options to reduce the exercise price from $1.25 to $1.00 per common share and to extend the expiry date of the options from Jan. 25, 2025, to the date that is two years following the date of the amendment.

The company also announces it has entered into a debt assumption and settlement amendment agreement with Captiva Verde Wellness Corp. and Greenbriar USA, pursuant to which: (i) Greenbriar assumed $1-million (Canadian) of the $5,591,588 (Canadian) owed by Greenbriar USA to the company under the joint venture settlement agreement dated June 22, 2023, as amended Aug. 21, 2023, between Greenbriar USA and the company; and (ii) the parties amended the original settlement agreement to update the repayment schedule of the remaining Greenbriar USA indebtedness due to the assumption of the assumed indebtedness.

The company also entered into a debt settlement agreement with Captiva, pursuant to which Greenbriar agreed to issue a number of common shares in the capital of Greenbriar, having an aggregate value equal to the Greenbriar assumed indebtedness.

Greenbriar is also pleased to announce that it has extended its letter agreement dated March 28, 2022, with Voya Renewable Energy Infrastructure Originator LP and Voya Investment Management LLC, pertaining to a construction loan mandate, until Nov. 28, 2024.

The completion of the transactions contemplated by the debt assumption and settlement amendment agreement and the debt settlement agreement, as well as the option amendments, remains subject to acceptance by the TSX Venture Exchange. Further details will be provided at the time of closing of the transactions.

About Greenbriar Sustainable Living Inc.

Greenbriar is a leading developer of sustainable real estate and renewable energy. With long-term, high-impact projects and led by a successful industry-recognized operating and development team, Greenbriar targets deep-valued assets directed at accretive shareholder value.

We seek Safe Harbor.