Mr. Jeffrey Ciachurski reports

GREENBRIAR FILES AMENDED MD&A TO CLARIFY DISCLOSURE

As a result of a review by the B.C. Securities Commission and pursuant to Section 11.5 of National Instrument 51-102 (Continuous Disclosure Obligations), Greenbriar Sustainable Living Inc. has amended and refiled its management's discussion and analysis for the financial year ended Dec. 31, 2023, as well as the three months ended March 31, 2024, and the three and six months ended June 30, 2024, to clarify its disclosure.

The amended MD&As include: (i) additional disclosure with respect to the company's projects and corporate transactions; (ii) additional details with respect to the pro forma review of Sage Ranch completed by Altus Group Ltd.; (iii) updates to certain financial information as a result of adjustments to the accounting treatment of the option transaction (as defined and described below); and (iv) certain ancillary changes. The changes noted above are intended to enhance and update the disclosure that was included in the originally filed MD&A for such periods and provide readers with a more detailed discussion of the company's operations. For further details of the revisions, please refer to the amended MD&As, which have been filed on the company's SEDAR+ profile.

In addition, in connection with the BCSC's review, the company has reassessed the accounting treatment of the company's option and joint venture agreement with Captiva Verde Wellness Corp., including the settlement agreement related thereto. Due to the complex nature of the accounting treatment of the transaction, the company did not account for Captiva's option under the option transaction and the settlement thereof. The company has determined that the option was a financial instrument and should have been classified as a financial liability at fair value through profit or loss and would be recorded at fair value at inception and at fair value at each reporting period with the changes in value going through profit or loss. Accordingly, the company intends to make certain adjustments, which will be reflected in the 2023 comparative financial information to be presented in the company's audited annual financial statements for the year ended Dec. 31, 2024, which are required to be filed no later than April 30, 2025.

In particular, the company has determined that the fair value of the option liability as at Jan. 1, 2023, was $3.8-million, which was equal to the settlement obligation as of Aug. 21, 2023. Together with related accretion expenses of approximately $185,000, this is anticipated to result in a reduction of the Sage Ranch assets as of Dec. 31, 2023, by approximately $4-million, with a corresponding reduction in the company's deficit, and an increase in comprehensive loss for the year ended Dec. 31, 2023, of approximately $185,000. In discussions with the company's auditor, management of the company has determined that a restatement is not required; however, such changes will be reflected in the 2024 annual financial statements.

About Greenbriar Sustainable Living Inc.

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

We seek Safe Harbor.