New York, May 29, 2026, 15:01 EDT
- DevvStream shares jumped Friday afternoon after the company and its deal partners reaffirmed their three-way business combination is still in effect.
- The company said it will move ahead with a Form S-4, the standard SEC filing for securities tied to a merger.
- The move comes as the Nasdaq listing risk is still unresolved.
DevvStream Corp. shares surged roughly 150% Friday afternoon. The carbon-management firm and its merger partners said their planned three-way deal with XCF Global Inc. and Southern Energy Renewables Inc. was still moving forward.
The stock changed hands at $0.3117 just before 3 p.m. in New York, swinging between a high of $0.4248 and a low of $0.12 earlier in the day. More than 546 million shares traded, well above Google Finance’s average volume of 6.9 million shares. The session saw heavy action in the microcap.
DevvStream, XCF, and Southern said late Friday that some recent reports had misunderstood an earlier filing, saying their business-combination agreement is still “in full force and effect.” The companies said they plan to submit a Form S-4 registration statement to the SEC in the next few weeks. Business Wire
Companies file a Form S-4 with the SEC when they offer securities in a merger or related deal. Basically, this is the document investors look at before voting on a stock transaction.
DevvStream said in a May 18 filing that its earlier merger agreement with Southern ended when the fairness-opinion rights lapsed. A fairness opinion is when a financial adviser weighs in on whether the terms make financial sense. The same filing said the new BCA with XCF and Southern still needed to satisfy closing conditions and warned there was no guarantee those would be met.
DevvStream is shifting from its small carbon-credit and environmental-asset operation toward a wider low-carbon fuels focus. In April, the companies said DevvStream investors would likely have 10% of the merged group, with XCF investors taking around 66.7% and Southern shareholders about 23.3%.
DevvStream develops, invests in, and sells environmental assets like carbon credits and renewable energy certificates, which can be traded as claims on emissions cuts or renewable power.
DevvStream gets exposure to XCF’s sustainable aviation fuel business in the transaction. SAF, short for sustainable aviation fuel, is jet fuel made from lower-carbon feedstocks as opposed to regular crude oil. XCF, which is the listed partner on the deal and DevvStream’s nearest public comp, was lately higher by around 6.2% at $0.4761.
When the deal was announced in April, executives pitched it as something bigger. XCF CEO Chris Cooper said the aim was to bring together “production, power, and monetization.” DevvStream CEO Sunny Trinh said the two companies would put “infrastructure, fuels, and environmental markets” under one roof.
Large caveat for DevvStream. The company said last week Nasdaq will review it for both a net-income shortfall and a minimum-bid-price issue, after DevvStream failed to regain compliance with one listing rule. Its shares had traded under $1 for 30 consecutive business days earlier this year. DevvStream said it can’t guarantee it will get back into compliance or keep its Nasdaq status.
The deal still needs to clear SEC review, win shareholder and exchange approvals, get financing, and hit plant conversion and commercial targets. The companies said in an April filing that signing a binding agreement wouldn’t guarantee the deal closes.
Traders are working off Friday’s clarification as the new headline. That headline doesn’t erase listing risk or financing risk for now, but it keeps the main story in play: DevvStream is a small Nasdaq carbon-credit stock looking to hitch onto a larger low-carbon fuels platform. That is what’s been behind DevvStream’s latest swings.
