XCF Global’s Renewable Fuel Journey: Navigating Challenges and Opportunities

XCF Global, Inc. is a renewable fuels company focused on producing sustainable aviation fuel (SAF) and other clean-burning biofuels. The company was formed in 2024 through the merger of Legacy XCF and Focus Impact BH3 Acquisition Company.

Company Overview and Acquisitions XCF was founded with the goal of reducing the world’s carbon footprint by meeting the growing demand for renewable fuels. The company owns several production facilities, including the New Rise Reno facility in Nevada, which began initial SAF production in 2025. XCF also owns dormant biodiesel plants in Florida and North Carolina that it plans to reconstruct for SAF and renewable fuel production.

In 2023, Legacy XCF acquired the Wilson, North Carolina and Fort Myers, Florida biodiesel plants for a total of $200 million. Then in early 2025, Legacy XCF completed the acquisitions of New Rise SAF Renewables and New Rise Renewables, which became wholly-owned subsidiaries. These acquisitions were part of XCF’s strategy to build a nationwide portfolio of SAF and renewable fuel production facilities.

Renewable Fuel Production Challenges XCF’s New Rise Reno facility in Nevada faced some challenges during the initial ramp-up of SAF production. The facility operated at only 50% of nameplate capacity as the company worked to optimize the catalyst processing to meet full production levels.

While the SAF ramp-up was underway, XCF made the decision to temporarily produce renewable diesel, which can be achieved at around 80% of nameplate capacity without additional modifications. This allowed the company to generate some revenue during the transition period. However, the renewable diesel production resulted in negative margins.

XCF expects to resume full SAF production as early as the first quarter of 2026, but the timing remains uncertain. Any further delays in reaching full SAF capacity would adversely impact the company’s revenues and profitability.

Financing Challenges and Defaults XCF has faced significant liquidity and financing challenges that raise substantial doubt about the company’s ability to continue as a going concern. As of June 30, 2025, XCF had a working capital shortage of $229 million.

The company’s main production facility, New Rise Reno, has $112.6 million in outstanding loans from Greater Nevada Credit Union (GNCU). In March 2025, GNCU asserted that New Rise Reno was in default on these loans due to missed payments. GNCU has the right to accelerate the loans and potentially foreclose on the facility’s assets, which would severely disrupt XCF’s operations.

Additionally, XCF is in default on $1.7 million in unsecured loans related to the Fort Myers and Wilson facilities acquired in 2023. The company is in discussions with these lenders about potential amendments or forbearance arrangements, but there is no guarantee of a favorable outcome.

XCF’s ability to continue funding operations and execute its strategic plan is heavily dependent on resolving these loan defaults and securing additional financing, either through debt or equity. The company is actively exploring all options, including equity financing, asset sales, and strategic partnerships.

Recent Financing Transactions To help address its liquidity challenges, XCF has entered into several recent financing transactions:

• In May 2025, XCF signed a $50 million equity line of credit agreement with Helena Global Investment Opportunities. As part of this deal, Legacy XCF issued 740,000 shares to Helena as a commitment fee.

• Also in May 2025, XCF issued a $2 million promissory note to Helena, with Randall Soule (a major shareholder) agreeing to transfer 2.84 million shares of Legacy XCF stock to Helena as collateral.

• In July 2025, XCF entered into a $7.5 million convertible note agreement with EEME Energy SPV I LLC, which included the issuance of 950,000 XCF shares as fees.

These financing transactions provided some immediate cash, but XCF continues to face significant liquidity challenges and defaults on its existing debt obligations.

Warrants and Shareholder Structure In connection with the business combination, XCF assumed 11.5 million public warrants and 6.4 million private placement warrants from Focus Impact. The company recorded a $206 million gain from the change in fair value of these warrants during the first half of 2025.

Immediately prior to the merger, Randall Soule (directly or indirectly through his ownership interests) controlled approximately 51.8% of XCF’s outstanding shares, assuming full conversion of the $100 million convertible note issued as part of the New Rise Renewables acquisition.

Outlook and Risks XCF’s ability to execute its business plan and achieve profitability is heavily dependent on its ability to resolve the current financing and operational challenges. Failure to reach agreements with lenders or secure additional financing could result in the company’s assets being seized, leading to a temporary or permanent cessation of operations.

Even if XCF is able to stabilize its financial situation, the company faces other risks, including:

• Delays in resuming full-scale SAF production at the New Rise Reno facility
• Potential difficulties in reconstructing and ramping up production at the Florida and North Carolina facilities
• Volatility in feedstock and energy prices that could impact profit margins
• Regulatory changes or technological advancements that alter the renewable fuels market landscape

Overall, XCF’s journey to become a leading producer of sustainable aviation fuel and other renewable fuels has been marked by significant operational and financial challenges. The company’s ability to navigate these obstacles and secure its long-term future will be crucial in determining its success in the rapidly evolving renewable energy sector.