XCF Global, Inc. 8K

The registrant amended its business combination agreement with DevvStream and Southern to reallocate merger consideration, ease certain closing conditions, and secure both a $1 million concurrent warrant investment and substantial post‑closing funding commitments from key financing partners.

On September 14, 2026, XCF Global, Inc., DevvStream Corp., Southern Energy Renewables Inc., their respective merger subsidiaries, and financing parties EEME Energy SPV I LLC and GL PART SPV I, LLC entered into Amendment No. 1 to their April 13, 2026 Business Combination Agreement, revising the equity consideration allocations so that post‑merger ownership will be approximately 69.57% for existing XCF Global shareholders, 20.00% for former Southern shareholders, and 10.43% for former DevvStream shareholders, modifying and deleting certain closing conditions (including revenue/EBITDA and minimum Southern capitalization tests, narrowing stock exchange approvals to Nasdaq only, and removing HSR Act clearance requirements), and conditioning the effectiveness of the amendment and the obligation to close on XCF Global’s concurrent receipt of a $1,000,000 warrant investment from GL as well as binding post‑closing funding commitments from EEME and GL to provide at least $4.373 million (plus a defined shortfall amount) and use commercially reasonable efforts to raise an additional $50 million for the combined company within specified post‑closing periods.

Filing Facts

CIK

2019793

Ticker

-

Form

8K

Source Type

sec

Accession

0001213900-26-099716

Alert Tier

8