The Fort Worth Press - XCF Announces $2.50 Exercise Price Warrant Capital Strategy to Support Operations and Growth

HOUSTON, TX / ACCESS Newswire / July 22, 2026 / XCF Global Inc. ("XCF") (Nasdaq:SAFX), an emerging U.S.-based producer of renewable diesel and sustainable aviation fuel ("SAF"), today announced the launch of a novel warrant capital strategy intended to support its ongoing operations, production optimization and commercial expansion.

As part of the strategy, the Company has entered into a warrant purchase agreement with existing investor GL PART SPV II, LLC ("GL"), under which GL may purchase warrants to acquire common stock in the future at an exercise price of $2.50 per share, demonstrating GL's belief in the company's potential future growth in shareholder value. Pursuant to the terms of the warrant purchase agreement, at the initial closing scheduled for July 31, 2026, GL is to pay 1,000,000 and receive an initial warrant to purchase up to 6,891,798 shares of XCF common stock at an exercise price of $2.50 per share. Pursuant to the terms of the warrant purchase agreement, warrants relating to a maximum of 50,000,000 shares of common stock may be issued. The warrants may be exercised for cash or on a cashless basis. The structure is intended to provide XCF with a flexible capital formation mechanism and, we believe, may help align investor participation with the Company's expected future growth. The purchase of the initial tranche of $1 million in warrants is expected to close before the end of the month. The agreement with GL provides for the investment of up to $100 million in XCF before the end of the year through this strategy.

"We appreciate GL's continued support of XCF's long-term strategy and growth objectives," said Chris Cooper, Chief Executive Officer of XCF Global. "As we continue operating and producing renewable fuels while advancing our commercial activities, we believe this framework provides additional flexibility to support our growth objectives while maintaining our focus on disciplined execution."

New Rise Reno Renewables Operational Update

Additionally, the Company is pleased to report that, since restarting operations a few weeks ago, the facility has steadily increased renewable fuels production as it works toward nameplate capacity. Through the upgrades and improvements in the plant over the last several months, XCF has realized certain production efficiencies, including the ability to produce fuels at lower operating temperatures, which the Company believes will reduce energy usage and support more efficient operations over time. The company's renewable fuel products are being marketed through XCF's commercial relationship with BGN at pricing consistent with current market expectations.

"Our focus remains on safe, reliable, and sustainable commercial operations and continued production optimization," Cooper added. "We are pleased by the progress made to date, including early production efficiencies we believe are likely to reduce energy usage over time, and we remain focused on serving customers while building a strong foundation for our planned commercial, operational and financial excellence."

About XCF Global, Inc.

XCF Global, Inc. ("XCF") is a U.S.-based producer of renewable diesel and sustainable aviation fuel ("SAF") focused on decarbonizing transportation while supporting domestic fuel supply and energy security. The Company's flagship facility, New Rise Renewables Reno, has a permitted nameplate production capacity of 38 million gallons per year. XCF is working to advance a pipeline of potential expansion opportunities in Nevada, North Carolina and Florida, and to build relationships across the energy and transportation sectors to scale renewable fuels production. XCF is listed on the Nasdaq Capital Market and trades under the ticker, SAFX.

To learn more, visit www.xcf.global.

Contacts:
XCF Global
Corporate Comms
[email protected]

Cautionary Note Regarding Forward-Looking Statements

This Press Release includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expect", "intend", "will", "estimate", "anticipate", "believe", "predict", "potential" or "continue", or the negatives of these terms or variations of them or similar terminology. These forward-looking statements, including, without limitation, statements relating to the closing of the initial warrant purchase on July 31^st, additional purchases of warrants being made under the warrant purchase agreement subsequent to the initial warrant purchase, statements regarding XCF Global's expectations with respect to future performance and anticipated financial impacts of the recently completed business combination with Focus Impact BH3 Acquisition Company (the "Business Combination"), estimates and forecasts of other financial and performance metrics, and projections of market opportunity and market share, are subject to risks and uncertainties, which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by XCF Global and its management, are inherently uncertain and subject to material change. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: (1) changes in domestic and foreign business, market, financial, political, and legal conditions; (2) unexpected increases in XCF Global's expenses, including manufacturing and operating expenses and interest expenses, as a result of potential inflationary pressures, changes in interest rates and other factors; (3) the occurrence of any event, change or other circumstances that could give rise to the termination of negotiations and any agreements with regard to XCF Global's offtake arrangements; (4) the outcome of any legal proceedings that may be instituted against the parties to the Business Combination or others; (5) XCF Global's ability to regain compliance with Nasdaq's continued listing standards and thereafter continue to meet Nasdaq's continued listing standards; (6) XCF Global's ability to integrate the operations of New Rise and implement its business plan on its anticipated timeline; (7) XCF Global's ability to raise financing to fund its operations and business plan and the terms of any such financing; (8) the New Rise Reno production facility's ability to produce the anticipated quantities of SAF without interruption or material changes to the SAF production process; (9) the New Rise Reno production facility's ability to continue producing renewable diesel in commercial quantities without interruption as the Company advances its planned transition toward SAF production; (10) XCF Global's ability to resolve current disputes between its New Rise subsidiary and its landlord with respect to the ground lease for the New Rise Reno facility; (11) XCF Global's ability to resolve current disputes between its New Rise subsidiary and its primary lender with respect to loans outstanding that were used in the development of the New Rise Reno facility; (12) payment of fees, expenses and other costs related to the completion of the Business Combination and the New Rise acquisitions; (13) the risk of disruption to the current plans and operations of XCF Global as a result of the consummation of the Business Combination; (14) XCF Global's ability to recognize the anticipated benefits of the Business Combination and the New Rise acquisitions, which may be affected by, among other things, competition, the ability of XCF Global to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; (15) changes in applicable laws or regulations; (16) risks related to extensive regulation, compliance obligations and rigorous enforcement by federal, state, and non-U.S. governmental authorities; (17) the possibility that XCF Global may be adversely affected by other economic, business, and/or competitive factors; (18) the availability of tax credits and other federal, state or local government support; (19) risks relating to XCF Global's and New Rise's key intellectual property rights, including the possible infringement of their intellectual property rights by third parties; (20) the risk that XCF Global's reporting and compliance obligations as a publicly-traded company divert management resources from business operations; (21) letters of Intent and memoranda of understandings may not advance to definitive agreements or commercial deployment; (22) the effects of increased costs associated with operating as a public company; and (23) various factors beyond management's control, including general economic conditions and other risks, uncertainties and factors set forth in XCF Global's filings with the Securities and Exchange Commission ("SEC"), including under the heading "Risk Factors" in its most recent Form 10-K, filed with the SEC on March 31, 2026 and in its subsequently filed Form 10-Qs, this Press Release and other filings XCF Global made or will make with the SEC in the future. If any of the risks actually occur, either alone or in combination with other events or circumstances, or XCF Global's assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that XCF Global does not presently know or that it currently believes are not material that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect XCF Global's expectations, plans or forecasts of future events and views as of the date of this Press Release. These forward-looking statements should not be relied upon representing XCF Global's assessments as of any date subsequent to the date of this Press Release. Accordingly, undue reliance should not be placed upon the forward-looking statements. While XCF Global may elect to update these forward-looking statements at some point in the future, XCF Global specifically disclaims any obligation to do so, except as required by law.

SOURCE: XCF Global, Inc.

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M.Cunningham--TFWP