XCF Global, Inc. (Nasdaq: SAFX), a key player in decarbonizing aviation through Sustainable Aviation Fuel (SAF), and DevvStream Corp. (Nasdaq: DEVS), a leading carbon management and environmental asset monetization company, have announced a definitive business combination agreement with Southern Energy Renewables Inc. This marks a major step forward in their previously announced tri-party initiative to establish an integrated energy transition platform.
The proposed platform aims to develop and scale production of sustainable aviation fuel (SAF), green methanol, renewable products, and next-generation low-carbon energy infrastructure, while integrating environmental attribute monetization across the value chain. The combined entity is expected to enhance global competitiveness in low-carbon fuel markets without reliance on government subsidies.
A Multi-Asset, Scalable Energy Transition Platform
The newly formed company is designed to operate as a globally scalable alternative energy platform combining fuel production, infrastructure development, and environmental asset monetization.
Its portfolio is expected to include:
- Sustainable Aviation Fuel (SAF)
- Green methanol and renewable fuels
- Methanol-to-jet fuel conversion pathways
- Carbon credit and environmental attribute monetization systems
- Advanced energy infrastructure including Small Modular Reactors (SMRs)
The platform is also expected to support fuel production facilities and provide energy supply for AI data centers, further expanding its role in the global energy ecosystem.
Transaction Structure and Corporate Reorganization
The transaction will be executed through a series of mergers and legal restructuring steps. As part of the process, DevvStream will relocate its legal domicile from Alberta, Canada to Delaware, United States prior to closing.
XCF will acquire 100% of DevvStream and Southern Energy through dedicated merger subsidiaries, with both companies becoming wholly owned subsidiaries of XCF upon completion.
Following the transaction, ownership of the combined company is expected to be:
- 66.7% XCF shareholders
- 23.3% Southern Energy shareholders
- 10.0% DevvStream shareholders
Capital Investment and Infrastructure Development
As part of the agreement, XCF has invested approximately $10 million into the development and conversion of the New Rise Reno facility to enhance SAF production and blending capabilities.
Southern Energy is expected to pursue up to $400 million in bond financing to support infrastructure expansion and development.
The combined company is targeting key operational milestones, including annual fuel-related revenues exceeding $1 billion and minimum EBITDA of $100 million per year, subject to transaction completion.
Strategic Rationale Behind the Merger
The merger brings together complementary capabilities across the energy transition value chain. DevvStream contributes expertise in environmental asset development and carbon credit monetization, while Southern Energy adds fuel production technologies and clean energy solutions designed to compete with traditional energy products.
XCF provides access to capital markets and strategic investment capabilities to support large-scale expansion of alternative energy infrastructure.
Together, the combined platform is designed to expand access to low-carbon fuels, enhance emissions tracking and verification systems, and support regulatory compliance for airlines and corporate customers across multiple markets.
Management Commentary
Chris Cooper, CEO of XCF Global, stated that the transaction represents a significant step toward building a fully integrated alternative energy platform combining production, energy infrastructure, and monetization systems.
Sunny Trinh, CEO of DevvStream, emphasized that the merger creates a scalable structure capable of competing globally by unifying infrastructure, fuel production, and environmental markets under one business model.
Jay Patel, CEO of Southern Energy Renewables, highlighted the company’s ability to deliver next-generation clean energy solutions without reliance on government subsidies, positioning the platform as a globally competitive energy alternative.
Closing Conditions and Regulatory Approvals
The transaction remains subject to shareholder approvals, SEC effectiveness of a Form S-4 registration statement, stock exchange approvals including Nasdaq listing requirements, financing completion, facility conversion milestones, and customary closing conditions.
