XCF Global, Inc. has entered into a warrant purchase agreement with GL PART SPV II, LLC, resulting in the issuance of a Common Stock purchase warrant. The agreement was executed on September 14, 2026, as a condition to the effectiveness of an amendment to the company's previously disclosed Business Combination Agreement.
Under the terms of the Warrant Purchase Agreement, XCF Global agreed to issue and sell to the Investor a warrant to purchase up to 6,891,798 shares of Common Stock. The warrant carries an exercise price of $2.50 per share, which is subject to standard adjustments for stock splits, combinations, stock dividends, or similar events. The Investor paid $1,000,000 for the warrant, representing a per-warrant share purchase price of $0.1451 per underlying share.
The transaction closed on September 14, 2026, and the issuance of the securities was made in reliance on exemptions from securities registration under Section 4(a)(2) of the Securities Act and/or Rule 506(b) of Regulation D. The Investor is controlled by Majique Ladnier, who is identified as the largest beneficial owner of the Company's Common Stock.