XCF Global, Southern Energy Renewables and DevvStream Advance Landmark Merger to Build Scalable Low-Carbon Energy Platform
XCF Global, Inc., a Nasdaq-listed company focused on advancing sustainable aviation fuel (SAF) solutions, has entered into a definitive Business Combination Agreement with DevvStream Corp., a leader in carbon management and environmental asset monetization, and Southern Energy Renewables Inc. This agreement marks a significant milestone in the companies’ previously announced plan to create a unified, next-generation energy transition platform aimed at accelerating the production and commercialization of low-carbon fuels and infrastructure.
The three-party merger represents a strategic effort to integrate complementary capabilities across clean fuel production, environmental markets, and infrastructure development. At its core, the combined entity aims to build a globally scalable platform that supports sustainable aviation fuel, green methanol, renewable energy products, and advanced low-carbon systems. A key differentiator of this initiative is the embedding of environmental attribute monetization—such as carbon credits—throughout the entire value chain, enabling both economic and environmental value creation.
The transaction remains subject to customary closing conditions, including regulatory approvals and fairness opinions, along with other standard provisions outlined in the agreement. Despite these contingencies, the companies have expressed strong confidence in the strategic alignment and long-term potential of the merger.
Building a Multi-Asset Energy Platform
The newly combined company is being designed as a diversified energy platform capable of competing on a global scale. Its operational model will integrate several core components, including low-carbon fuel production, environmental asset generation, advanced energy systems, and infrastructure development.
A central pillar of the platform is the production of sustainable aviation fuel, which is increasingly seen as a critical solution for decarbonizing the aviation sector. In addition to SAF, the platform will focus on green methanol and other renewable fuels, including innovative pathways such as methanol-to-jet fuel conversion. These fuel solutions are expected to serve both aviation and broader industrial markets seeking alternatives to fossil-based energy sources.
Beyond fuel production, the platform will incorporate environmental attribute monetization capabilities. This includes the generation and trading of carbon credits and similar instruments, allowing customers to offset emissions and meet regulatory requirements. By integrating these capabilities directly into the energy production process, the company aims to create a seamless and efficient system for managing both physical and environmental assets.
The platform will also explore the use of advanced energy systems, including small modular nuclear reactors (SMRs), to power fuel production facilities and potentially support energy-intensive operations such as AI data centers. This approach reflects a forward-looking strategy to ensure reliable, low-carbon power sources for large-scale industrial applications.
Transaction Structure and Ownership
The merger will be executed through a series of structured steps involving mergers and corporate reorganizations. As part of the process, DevvStream will transition its domicile from Alberta, Canada, to Delaware in the United States. XCF Global will then acquire both DevvStream and Southern Energy Renewables through merger subsidiaries, with each company continuing to operate as a wholly owned subsidiary of XCF.
Upon completion of the transaction, the ownership structure of the combined company is expected to reflect the relative contributions of each party. Existing XCF shareholders will hold approximately 66.7% of the combined entity, while Southern Energy Renewables shareholders will own around 23.3%, and DevvStream shareholders will hold approximately 10.0%. Shareholders of DevvStream and Southern will receive shares of XCF common stock as part of the transaction.
This structure is intended to align incentives across all stakeholders while preserving the strategic direction and operational strengths of each organization.
Capital Investment and Growth Targets
As part of its commitment to scaling operations, XCF has already begun investing in infrastructure development. Approximately $10 million has been allocated toward the buildout and conversion of its New Rise Reno facility, which will play a key role in supporting sustainable aviation fuel production and blending capacity.
In parallel, Southern Energy Renewables is expected to pursue up to $400 million in bond financing to fund additional infrastructure expansion. These investments underscore the ambition of the combined company to establish a robust and scalable production network capable of meeting growing global demand for low-carbon fuels.
The platform has also set ambitious financial and operational targets. Among the key milestones are achieving annualized fuel-related revenues exceeding $1 billion and generating at least $100 million in annualized EBITDA. These targets reflect the expected scale and commercial viability of the integrated business model.
Strategic Rationale and Market Opportunity
The merger brings together three companies with distinct yet highly complementary strengths. DevvStream contributes expertise in environmental asset development, including carbon credit generation and monetization. Southern Energy Renewables adds capabilities in technology development and diversified clean energy products. XCF Global provides access to capital markets and a strategic investment framework for scaling alternative energy projects.
This integration is expected to create a comprehensive solution for customers seeking to reduce their carbon footprint. Airlines, in particular, stand to benefit from increased access to sustainable aviation fuel paired with high-integrity environmental attributes. This combination enables more flexible and effective approaches to meeting emissions reduction targets and regulatory requirements.
Corporate customers across various industries will also be able to leverage the platform’s capabilities to achieve decarbonization goals. By offering a range of fuel options and environmental solutions, the company aims to address diverse market needs and feedstock pathways.
In a broader context, the platform is positioned to enhance energy security and competitiveness. By developing domestic supply chains and reducing reliance on subsidies, the combined entity seeks to provide cost-effective alternatives to traditional energy products. This approach is particularly relevant in a global landscape where energy resources are increasingly tied to geopolitical dynamics.
Leadership Perspectives
Executives from all three companies have emphasized the transformative potential of the merger. XCF Global’s leadership highlighted the goal of creating one of the most comprehensive alternative energy platforms in the market, combining production, power generation, and environmental monetization into a single integrated system.
DevvStream’s leadership pointed to the scale and ambition of the combined entity, noting that the integration of infrastructure, fuels, and environmental markets represents a unique and powerful business model. Meanwhile, Southern Energy Renewables emphasized the importance of technological innovation and the ability to deliver clean energy products without relying on government subsidies.
Collectively, the leadership teams view the merger as a strategic step toward establishing a competitive, globally relevant platform capable of shaping the future of energy.
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