# DevvStream Corp. (DEVS) — merger/definitive [pending]
Source: SEC API (secapi.ai) · situation sit_5bab58f57d9887836d10 · retrieved 2026-08-11T16:15:23.037Z

## Overview
DevvStream Corp. is a carbon management company focused on the development, investment, and sale of environmental assets worldwide, including carbon credits and renewable energy certificates.

DevvStream Corp. signed a term sheet with Southern Energy Renewables, Inc. and Frontline BioEnergy to expand Frontline's clean-syngas demonstration capabilities in Nevada, Iowa with two additional pilot-scale units: a syngas-to-methanol process demonstration unit (MeOH PDU) and a methanol-to-hydrocarbons process demonstration unit (MTH PDU). Southern expects to provide up to $2.05 million to fund the design, construction, and commissioning of these units, with Frontline expected to self-perform most engineering, procurement, fabrication, and construction activities. Frontline is expected to be affirmed as Southern's exclusive gasification company for a five-year period for commercial deployment, and DevvStream is expected to serve as the exclusive carbon credit and environmental-asset manager for Southern's commercial projects. This collaboration is intended to support a broader strategic objective of a potential three-party merger among DevvStream, Southern, and XCF Global, Inc.

## Terms
- Counterparty: Southern Energy Renewables, Inc.; Frontline BioEnergy · Deal value: $2.0M · Consideration: cash · Stake: 10%

## Key dates
- Announced 2026-06-04 · Expected close 2026-06-30

## Timeline
- 2026-01-23 · 425 (0001140361-26-002072): 425 - DevvStream Corp. — *DevvStream Corp. is a carbon management company focused on the development, investment, and sale of environmental assets worldwide, including carbon credits and renewable energy certificates.* DevvStream Corp. entered into a definitive Agreement and Plan of Merger with Southern Energy Renewables Inc. and Sierra Merger Sub, Inc. Upon closing, Southern Energy Renewables equity holders are expected to own approximately 70% of the combined company and DevvStream shareholders will own approximately 30%. On December 3, 2025, Southern shareholders completed a $2 million pipe investment into DevvStream at a premium to market price. Southern also secured a $42 million bond allocation from the Louisiana Community Development Authority to support its flagship biomass-to-fuel facility. Closing is currently expected to occur in the first half of 2026, subject to customary closing conditions including shareholder approvals, regulatory approval, and effectiveness of a Form S-4 registration statement.
  https://www.sec.gov/Archives/edgar/data/1854480/0001140361-26-002072.txt
- 2026-01-26 · 425 (0001140361-26-002311): 425 - DevvStream Corp. — *DevvStream Corp. is a carbon management company focused on the development, investment, and sale of environmental assets worldwide, including carbon credits and renewable energy certificates.* On January 26, 2026, DevvStream Corp. and Southern Energy Renewables Inc. entered into a binding term sheet with XCF Global, Inc. and EEME Energy SPV I LLC to combine in a three-party merger. Under the proposed transaction, DevvStream and Southern will each merge with wholly-owned subsidiaries of XCF, with both companies surviving as wholly-owned subsidiaries of XCF, and their stockholders receiving XCF Class A common stock. Post-closing, XCF stockholders will hold approximately 66.67% of XCF shares, Southern stockholders approximately 23.33%, and DevvStream stockholders approximately 10%. In connection with the transaction, XCF agreed to invest $10 million to convert and build out its New Rise Reno facility for sustainable aviation fuel (SAF) blending, funded through EEME's purchase of 100 million XCF shares (7 million shares for $700,000 contemporaneously and 93 million shares for $9.3 million pursuant to a funding schedule ending March 31, 2026), subject to a share cap of 41,639,170 shares and a 19.99% beneficial ownership limit. The parties aim to create a combined enterprise with an enterprise value of approximately $3.0 billion.
  https://www.sec.gov/Archives/edgar/data/1854480/0001140361-26-002311.txt
- 2026-01-28 · 425 (0001140361-26-002670): 425 - DevvStream Corp. — *DevvStream Corp. is a carbon management company focused on the development, investment, and sale of environmental assets worldwide, including carbon credits and renewable energy certificates.* DevvStream Corp. signed a term sheet with Southern Energy Renewables, Inc. and Frontline BioEnergy to expand Frontline's clean-syngas demonstration capabilities in Nevada, Iowa with two additional pilot-scale units: a syngas-to-methanol process demonstration unit (MeOH PDU) and a methanol-to-hydrocarbons process demonstration unit (MTH PDU). Southern expects to provide up to $2.05 million to fund the design, construction, and commissioning of these units, with Frontline expected to self-perform most engineering, procurement, fabrication, and construction activities. Frontline is expected to be affirmed as Southern's exclusive gasification company for a five-year period for commercial deployment, and DevvStream is expected to serve as the exclusive carbon credit and environmental-asset manager for Southern's commercial projects. This collaboration is intended to support a broader strategic objective of a potential three-party merger among DevvStream, Southern, and XCF Global, Inc.
  https://www.sec.gov/Archives/edgar/data/1854480/0001140361-26-002670.txt
- 2026-06-04 · 425 (0001140361-26-024015): 425 - DevvStream Corp. — *DevvStream Corp. is a carbon management company focused on the development, investment, and sale of environmental assets, including carbon credits and renewable energy certificates.* DevvStream Corp. entered into a binding term sheet with EEME Energy SPV I, LLC for a $6.0 million private placement of Series A Non-Redeemable Convertible Preferred Stock. EEME has already funded $1.5 million, with the balance to be funded at one or more subsequent closings. The preferred stock has no maturity date, no mandatory redemption, and no repurchase obligation. The Series A Preferred Stock is convertible into common stock at a conversion price based on the earlier of (a) the five-day volume-weighted average price (VWAP) of XCF common stock during the five trading days immediately following the closing of the business combination, or (b) the five-day VWAP of the Company's common shares during the five trading days immediately following any termination of the business combination agreement. Of the $6.0 million, $5.0 million of net proceeds will fund DevvStream's investment in Southern Energy Renewables, Inc., and $1.0 million will be used for DevvStream general working capital.
  https://www.sec.gov/Archives/edgar/data/1854480/0001140361-26-024015.txt

## Citations
- 0001140361-26-002072 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000114036126002072
- 0001140361-26-002311 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000114036126002311
- 0001140361-26-002670 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000114036126002670
- 0001140361-26-024015 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000114036126024015