XCF Global, Inc. Announces Receipt of $10 Million Plant Conversion Funding in Support of Pending Business Combination

Rhea-AI Summary

XCF Global and partners announced receipt of $10.0 million in private funding through the sale of 100,000,000 common shares to support the planned plant conversion at New Rise Renewables Reno and to satisfy a funding condition for the proposed three‑party business combination with Southern Energy Renewables and DevvStream (Nasdaq:DEVS).

The funding is described as a milestone toward closing, while the transaction still requires shareholder approvals, Form S‑4 effectiveness, Nasdaq listing approval, completion of financing, plant conversion, and commercial milestones.

Positive

• $10.0M funding received to support Reno plant conversion
• Sale of 100,000,000 shares satisfied a key funding condition for the BCA
• Milestone achieved advancing the three‑party business combination

Negative

• Transaction remains subject to shareholder approvals and Form S‑4 effectiveness
• Requires Nasdaq listing approval and completion of additional financing
• Pending plant conversion and commercial milestones before closing

News Market Reaction – SAFX

-4.32%

9 alerts

-4.32% Session close to close

-22.0% Trough in 5 hr 34 min

$119.93M Market Cap

0.1x Rel. Volume

In the Apr 17 session, SAFX declined 4.32%, reflecting a moderate negative market reaction. Argus tracked a trough of -22.0% from its starting point during tracking. Our momentum scanner triggered 9 alerts that day, indicating moderate trading interest and price volatility.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement secured $10 million from private investors through 100,000,000 new common shares, ...

Analysis

This announcement secured $10 million from private investors through 100,000,000 new common shares, satisfying a key funding condition tied to the New Rise Reno plant conversion and the three‑party Business Combination Agreement. It follows recent disclosures about the merger structure, tolling arrangements, and operational challenges. Investors may focus on progress toward remaining closing conditions, plant conversion milestones, and how additional financing or equity issuance is used to support the combined platform.

Key Figures

Plant conversion funding: $10,000,000 Shares issued: 100,000,000 shares Current price: $0.4354 +5 more

8 metrics

Plant conversion funding $10,000,000 Private investors funding for New Rise Renewables Reno plant conversion

Shares issued 100,000,000 shares Common stock sold to private investors to secure plant conversion funding

Current price $0.4354 Price before publication of the $10M funding announcement

1-day move -29.77% Price change over prior 24 hours ahead of this news

52-week range Low $0.1185 / High $45.90 Stock trading far below its 52-week high pre-announcement

CFO service fee $12,500 per week Amount paid to ZRG Interim Solutions for CFO services per 8-K dated Apr 14, 2026

Asset spend Over $1.4 billion Stock and notes spent assembling SAF assets per 10-K filed Mar 31, 2026

SPAC valuation $1.75 billion Business value at completion of SPAC Business Combination per 10-K

Historical Context

5 past events · Latest: Apr 16 (Positive)

Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
Apr 16	Clean fuel credits	Positive	-29.8%	Plan to monetize Section 45Z clean fuel production credits tied to SAF output.
Apr 14	Business combination	Positive	-14.9%	Definitive three‑party merger agreement targeting large fuel revenue and EBITDA base.
Apr 13	SAF supply chain	Positive	+28.8%	Positioning domestic waste‑based SAF as resilient versus volatile global jet fuel markets.
Apr 09	Tolling framework	Neutral	+49.5%	Renewable fuel tolling term sheet at Reno alongside notice terminating a legacy offtake.
Apr 09	Plant conversion update	Positive	-21.6%	Confirmation that New Rise Reno plant conversion remained on schedule with key upgrades.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent SAFX news has often been followed by sharp and sometimes negative price swings, with several positive or strategic announcements coinciding with notable selloffs.

Recent Company History

Over the past weeks, SAFX has issued multiple updates tied to its New Rise Reno facility and a proposed three‑party business combination. On Apr 9, it announced a tolling term sheet and a plant conversion update, followed by broader strategic SAF positioning on Apr 13 and a definitive Business Combination Agreement on Apr 14. A clean fuel credits platform was highlighted on Apr 16. Despite the generally strategic tone of these releases, price reactions have frequently been volatile and often negative, providing important context for the current funding announcement.

Key Terms

sustainable aviation fuel, business combination agreement, common stock, shareholder approvals, +4 more

8 terms

sustainable aviation fuel medical

"an emerging player in decarbonizing the aviation industry through sustainable aviation fuel ("SAF")"

Sustainable aviation fuel is a low‑carbon replacement for conventional jet fuel made from renewable sources (like plant residues, waste oils, or captured carbon) but refined to meet the same safety and performance rules as regular jet fuel. Investors care because SAF can lower airlines’ carbon footprints and exposure to tightening regulations, create new supply and cost dynamics in the fuel market, and drive long‑term demand shifts — like using cleaner fuel in the same airplane.

business combination agreement financial

"their proposed three‑party Business Combination Agreement ("BCA")"

A business combination agreement is a detailed contract that lays out the terms for two companies to join together—covering price, how ownership will be split, the steps needed to close the deal, and what each side promises to do or avoid before closing. For investors it matters because the agreement determines potential changes in value, control, timing, and risk exposure—think of it like the playbook for a merger that shows who wins, who pays, and what could still derail the plan.

common stock financial

"through the sale of 100,000,000 shares of Common Stock to support the planned plant conversion"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

shareholder approvals financial

"subject to the satisfaction or waiver of various closing conditions, including shareholder approvals"

Shareholder approvals are formal votes by a company’s owners to authorize significant actions such as mergers, changes to governance, major asset sales, or new stock issuances. Think of it like neighbors voting on a major renovation that will change the value or upkeep of a shared building; the outcome can alter future profits, control of the company, and the rights or dilution of existing investors, so results often move stock prices.

form s-4 regulatory

"SEC registration statements effectiveness on Form S-4, stock exchange approvals"

A Form S-4 is a legal document that companies file with the government to announce and explain a major business move, such as a merger or acquisition. It provides detailed information to help investors understand how the deal might affect the company's value and future prospects, similar to a detailed blueprint that clarifies the impact of a significant change.

nasdaq listing regulatory

"stock exchange approvals including Nasdaq listing, completion of financing"

A NASDAQ listing means a company's shares are approved to trade on the NASDAQ stock exchange, a large electronic marketplace where buyers and sellers meet. For investors it signals greater visibility, easier buying and selling (like being placed on a busy store shelf), and adherence to ongoing reporting and governance rules that can reduce information uncertainty and affect a stock’s liquidity and perceived credibility.

fairness opinions financial

"plant conversion, and commercial milestones and fairness opinions."

A fairness opinion is a written assessment by an independent financial advisor that evaluates whether the price and terms of a proposed corporate transaction—like a merger, acquisition, or buyout—are fair from a financial point of view to the shareholders. It matters to investors because it offers an expert check, similar to an independent appraiser for a house, helping them judge whether the deal’s price is reasonable and whether any conflicts of interest might have influenced the terms.

sec registration statements regulatory

"SEC registration statements effectiveness on Form S-4, stock exchange approvals"

SEC registration statements are formal disclosure documents filed with the U.S. Securities and Exchange Commission that describe a company’s business, finances, management and the securities it wants to sell. Think of them as a product label or instruction manual for an investment: they provide the facts investors need to judge risks, value and how the proceeds will be used, so investors can make informed buy, hold or sell decisions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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HOUSTON, TX / ACCESS Newswire / April 17, 2026 / XCF Global, Inc. (Nasdaq:SAFX) ("XCF"), an emerging player in decarbonizing the aviation industry through sustainable aviation fuel ("SAF"), together with DevvStream Corp. (Nasdaq:DEVS) ("DevvStream") and Southern Energy Renewables Inc. ("Southern"), today announced that, as contemplated by their previously announced term sheet relayed to their proposed three‑party Business Combination Agreement ("BCA"), XCF has received from private investors $10 Million through the sale of 100,000,000 shares of Common Stock to support the planned plant conversion at XCF's New Rise Renewables Reno facility. The receipt of this funding satisfies a key funding‑related condition to the proposed business combination among XCF, Southern, and DevvStream.

The receipt of this funding represents an important milestone in advancing the transaction and is expected to support continued progress toward satisfying the closing conditions set forth in the previously announced Business Combination Agreement.

"This funding marks a meaningful step forward in the execution of our strategic transaction," said Chris Cooper, Chief Executive Officer of XCF Global. "It reinforces momentum behind the plant upgrade initiative and reflects continued alignment among the parties as we work diligently toward our goal of completing the business combination."

As previously disclosed, consummation of the proposed transaction remains subject to the satisfaction or waiver of various closing conditions, including shareholder approvals. SEC registration statements effectiveness on Form S-4, stock exchange approvals including Nasdaq listing, completion of financing, plant conversion, and commercial milestones and fairness opinions.

XCF Global, Southern, and DevvStream remain focused on advancing the remaining workstreams associated with the transaction and intend to provide updates as appropriate.

About XCF Global, Inc.

XCF Global, Inc. ("XCF") (Nasdaq:SAFX) is an emerging sustainable aviation fuel company dedicated to accelerating the aviation industry's transition to net-zero emissions. Our flagship facility, New Rise Reno, has a permitted nameplate production capacity of 38 million gallons per year, positioning XCF as an early mover among large-scale SAF producers in North America. XCF is working to advance a pipeline of potential expansion opportunities in Nevada, North Carolina, and Florida, and to build partnerships across the energy and transportation sectors to scale SAF globally. XCF is listed on the Nasdaq Capital Market and trades under the ticker, SAFX.

To learn more, go to www.xcf.global

About DevvStream

DevvStream (Nasdaq: DEVS) is a carbon management company focused on the development, investment, and sale of environmental assets worldwide, including carbon credits and renewable energy certificates.

About Southern Energy Renewables

Southern Energy Renewables Inc. is a U.S.-based clean fuels, chemicals and products developer focused on advancing large-scale biomass-to-fuels projects. These projects are designed to produce carbon-negative SAF and green methanol, supported by integrated carbon capture and sequestration.

Additional Information and Where to Find It

In connection with the proposed business combination transaction among XCF, DevvStream and Southern, XCF will prepare and file relevant materials with the Securities and Exchange Commission (the "SEC"), including a registration statement on Form S-4 that will contain preliminary proxy statements of DevvStream and XCF that also constitutes a prospectus of XCF (the "Proxy Statements/Prospectus"). A definitive proxy statement is expected to be mailed to stockholders of DevvStream and XCF as of a record date to be established for voting on the proposed business combination transaction and other matters as described in the Proxy Statements/Prospectus. DevvStream, XCF and Southern may also file other documents with the SEC and Canadian securities regulatory authorities regarding the proposed transaction. This communication is not a substitute for any proxy statement, registration statement or prospectus, or any other document that DevvStream and Southern (as applicable) may file with the SEC or Canadian securities regulatory authorities in connection with the proposed transaction. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS OF DEVVSTREAM ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THE PROXY STATEMENTS/PROSPECTUS WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED BY DEVVSTREAM OR SOUTHERN WITH THE SEC OR CANADIAN SECURITIES REGULATORY AUTHORITIES, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, IN CONNECTION WITH THE PROPOSED TRANSACTION, WHEN THEY BECOME AVAILABLE BECAUSE THESE DOCUMENTS CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS. DevvStream's investors and security holders will be able to obtain free copies of the Proxy Statement/Prospectus (when they become available), as well as other filings containing important information about DevvStream, Southern, and other parties to the proposed transaction, without charge through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by (i) XCF will be available free of charge under the tab "Financials" on the "Investors" page of the XCF's website at https://xcf.global/investor-relations/financials/sec-filings/ or by contacting the XCF's Investor Relations Department at safx@xcf.global and (ii) DevvStream will be available free of charge under the tab "Financials" on the "Investor Relations" page of DevvStream's website at www.devvstream.com/investors/ or by contacting DevvStream's Investor Relations Department at ir@devvstream.com .

Participants in the Solicitation

DevvStream, Southern, XCF, EEME and their respective directors and certain of their respective executive officers and employees may be deemed to be participants in the solicitation of proxies from DevvStream's and XCF's stockholders in connection with the proposed transaction. Information regarding directors and executive officers of (i) XCF is contained in a Current Report on Form 8-K/A, filed with the SEC on October 31, 2025, its Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 31, 2026, and in other documents subsequently filed with the SEC and (ii) DevvStream is contained in DevvStream's proxy statement for its 2025 annual meeting of stockholders, filed with the SEC on November 18, 2025 and in other documents subsequently filed with the SEC. Additional information regarding the participants in the proxy solicitations and a description of their direct or indirect interests, by security holdings or otherwise, will be contained in the Proxy Statement/Prospectus and other relevant materials filed with the SEC (when they become available). These documents can be obtained free of charge from the sources indicated above.

No Offer or Solicitation

This press release is for informational purposes only and is not intended to and does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any offer, solicitation or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

Cautionary Note Regarding Forward-Looking Statements

This press release contains "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that involve substantial risks and uncertainties, including statements regarding the proposed transactions contemplated by the business combination agreement, the anticipated structure, timing and conditions of the proposed transaction, the anticipated completion of the plant conversion, the achievement of specified financial and operational milestones (including annualized blended fuel product revenues in excess of $1.0 billion and minimum annualized EBITDA of $100 million), the anticipated issuance of state-supported bonds by Southern, the valuation the parties are aiming to achieve. All statements, other than statements of historical facts, are forward-looking statements, including: statements regarding the expected timing, structure and terms of the proposed transaction; the ability of the parties to complete the proposed transaction considering the various closing conditions; the expected benefits of the proposed transaction; legal, economic, and regulatory conditions; and any assumptions underlying any of the foregoing. Forward-looking statements concern future circumstances and results and other statements that are not historical facts and are sometimes identified by the words "aim," "may," "will," "should," "potential," "intend," "expect," "endeavor," "seek," "anticipate," "estimate," "overestimate," "underestimate," "believe," "plan," "could," "would," "project," "predict," "continue," "target," "objective," "goal," "designed," or the negatives of these words or other similar terms or expressions that concern XCF's, DevvStream's, or Southern's expectations, strategy, priorities, plans, or intentions. Forward-looking statements are based upon current plans, estimates, expectations, and assumptions that are subject to risks, uncertainties, and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may differ materially from those expressed or implied by such forward-looking statements.

We can give no assurance that such plans, estimates, or expectations will be achieved, and therefore, actual results may differ materially from any plans, estimates, or expectations in such forward-looking statements.

Forward-looking statements are based on current expectations, estimates, assumptions and projections and involve known and unknown risks and uncertainties that may cause actual results, developments or outcomes to differ materially from those expressed or implied by such statements. Important factors that could cause actual results, developments or outcomes to differ materially include, among others: (1) changes in domestic and foreign business, market, financial, political, regulatory and legal conditions; (2) the risk that the plant conversion is delayed, not completed on the anticipated timeline, or requires additional capital beyond current expectations; (3) the risk that XCF is unable to achieve the specified annualized revenue and EBITDA thresholds, which depend in significant part on XCF's business performance, operating results, market demand, execution capabilities, and other factors; (4) the risk that Southern does not receive authorization to issue up to $400 million of bonds, that such bonds are delayed, issued on less favorable terms, or not issued at all; (5) the risk that XCF is unable to obtain or maintain compliance with applicable Nasdaq continued listing standards, including regaining compliance with $1.00 minimum bid price requirement, which could result in delisting if compliance is not regained within applicable cure periods; (6) the inability to satisfy or waive the closing conditions contemplated by the business combination agreement; (7) the occurrence of events, changes or other circumstances that could give rise to the termination of the business combination agreement, or that could result in disputes or litigation relating to the interpretation, enforceability or performance of the business combination agreement; (8) the outcome of any legal proceedings that may be instituted against XCF, DEVS, Southern, EEME or their respective affiliates, which could be costly, time-consuming, divert management attention and adversely affect liquidity or financial condition; (9) uncertainty with respect to the scope, timing or completion of due diligence by any party and each party's satisfaction therewith; (10) uncertainty regarding valuations, capital structure, financing arrangements, equity ownership, or the allocation of economic interests contemplated by the business combination agreement, including the risk that, in the event the proposed transaction closes, the parties may never achieve their aim of creating a $3.0 billion combined enterprise (as of the date hereof this statement only represents an objective that the parties intend to achieve on a future date and such objective has not in the past and may never in the future be achieved); (11) changes to the structure, timing or terms of any proposed transaction that may be required or deemed appropriate as a result of applicable laws, regulations, accounting considerations, stock exchange requirements or regulatory guidance; (12) the risk that required regulatory, governmental, stock exchange or shareholder approvals are not obtained, are delayed or are subject to conditions that could adversely affect the parties or the expected benefits of any contemplated transaction; (13) the risk that the announcement of the business combination agreement or the pursuit of the contemplated transactions disrupts current plans, operations or relationships of XCF, DEVS or Southern; (14) the risk that anticipated benefits of any contemplated transaction are not realized due to competition, execution challenges, market conditions, or the inability to grow and manage operations profitably; (15) costs, expenses and management distraction associated with the potential litigation and any contemplated transactions; (16) changes in applicable laws, regulations or enforcement priorities, including extensive regulation and compliance obligations applicable to the parties' businesses; and (17) other economic, business, competitive, operational or financial factors beyond management's control, including those set forth in (i) XCF's filings with the SEC, including the final proxy statement/prospectus relating to the Business Combination filed with the SEC on February 6, 2025, this Press Release and other filings XCF made or will make with the SEC in the future and (ii) DevvStream's Form 10-K for the fiscal year ended July 31, 2025, filed with the SEC on November 6, 2025, and subsequent reports filed with SEC and Canadian securities regulatory authorities available on DevvStream's profile at www.sedarplus.ca.

Although the business combination agreement is binding on the parties, it does not obligate the parties to consummate the proposed transaction. The consummation of the proposed transaction remains subject to the satisfaction or waiver of applicable closing conditions, and the business combination agreement may be terminated in accordance with its terms. There can be no assurance that the proposed transaction will be consummated on the terms described herein or at all. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof and are not guarantees of future performance or outcomes.

Any forward-looking statements speak only as of the date of this press release. Neither DevvStream, XCF, Southern or EEME undertakes any obligation to update any forward-looking statements, whether as a result of new information or developments, future events, or otherwise, except as required by law. Neither future distribution of this press release nor the continued availability of this press release in archive form on DevvStream's website at www.devvstream.com/investors/ or XCF's website at www.xcf.global should be deemed to constitute an update or re-affirmation of these statements as of any future date.

Investor Relations Contact

DevvStream: ir@devvstream.com
XCF: safx@xcf.global
Southern: info@southernenergyrenew.com

SOURCE: XCF Global, Inc.

View the original press release on ACCESS Newswire

FAQ

What did DevvStream (DEVS) and XCF Global announce on April 17, 2026?

They announced receipt of $10.0 million via a private sale of 100,000,000 shares to support a Reno plant conversion. According to the company, the funding satisfies a key financing condition in the proposed three‑party business combination with Southern Energy Renewables.

How many shares were issued and how much funding did XCF receive to support the plant conversion?

XCF received $10.0 million from the sale of 100,000,000 common shares. According to the company, proceeds are intended to fund the New Rise Renewables Reno plant conversion tied to the pending business combination.

Does the $10 million funding mean the DevvStream (DEVS) business combination is closed?

No, the funding satisfies a key condition but does not close the deal. According to the company, the transaction still requires shareholder approvals, Form S‑4 effectiveness, Nasdaq approval, and completion of other closing conditions.

What remaining regulatory and corporate approvals are needed for the DEVS three‑party business combination?

The parties must secure shareholder approvals, Form S‑4 effectiveness, and Nasdaq listing approval. According to the company, additional financing, plant conversion completion, commercial milestones, and fairness opinions are also required before closing.

What does the 100,000,000 share issuance mean for current DevvStream (DEVS) and XCF shareholders?

The share sale increases outstanding equity and may dilute existing holders depending on total capitalization. According to the company, the issuance funded plant conversion and satisfied a funding condition for the proposed business combination.