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Focus Impact Acquisition (FIAC) - 2025 Q4 - Annual Report
2025-11-06 02:02
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from__________ to ___________ Commission file number 001-40977 DEVVSTREAM CORP. (Exact name of registrant as specified in its charter) 2108 N St., Suite 4254 Sacramento, California (Add ...
Focus Impact Acquisition (FIAC) - 2024 Q3 - Quarterly Report
2025-01-23 21:30
IPO and Financing Activities - The company completed its Initial Public Offering (IPO) on November 1, 2021, issuing 23,000,000 Units at $10.00 per Unit, including the full exercise of the underwriters' over-allotment option[171] - Simultaneously with the IPO, the company sold 11,200,000 Private Placement Warrants at $1.00 per warrant, generating $11,200,000 in gross proceeds[172] - As of September 30, 2024, $1,500,000 had been drawn under the First Promissory Note and $1,475,000 under the Second Promissory Note to fund extensions prior to the Business Combination[178][179] - The underwriters waived their right to receive a deferred underwriting fee of $8,650,000, resulting in the company recognizing $309,534 of income[205][206] Business Combination and Management Transition - The company consummated a Business Combination with DevvStream on November 6, 2024, transitioning management to the prior DevvStream team[175][176] - The company engaged CCM as a financial advisor and agreed to pay a $2,500,000 advisory fee plus a 4.0% transaction fee on gross proceeds from the Business Combination[183][184] Stock Transactions and Share Issuance - On December 21, 2023, the Sponsor converted 5,000,000 shares of Class B common stock to Class A common stock, leaving 6,717,578 shares of Class A and 750,000 shares of Class B outstanding[182] - On December 27, 2024, New PubCo issued 412,478 New PubCo Common Shares to service providers as consideration for services rendered[187] Financial Performance and Losses - Net loss for the three months ended September 30, 2024 was $1,011,733, compared to a net loss of $1,770,907 for the same period in 2023[196][197] - Net loss for the nine months ended September 30, 2024 was $3,863,631, compared to a net loss of $719,242 for the same period in 2023[198][199] - Operating costs for the three months ended September 30, 2024 were $1,372,525, down from $2,485,780 in the same period in 2023[196][197] - Operating costs for the nine months ended September 30, 2024 were $4,065,418, slightly up from $4,027,550 in the same period in 2023[198][199] Cash and Liabilities - Restricted cash at September 30, 2024 was $25,843, down from $75,773 at December 31, 2023[202] - The company had no long-term debt obligations, capital lease obligations, operating lease obligations, purchase obligations or long-term liabilities as of September 30, 2024[200] Going Concern and Financial Uncertainty - Management expressed substantial doubt about the company's ability to continue as a going concern due to insufficient working capital post-Business Combination[188][189] - As of September 30, 2024, the company had not commenced operations and generated no operating revenues, only non-operating income from interest on IPO proceeds[195] Tax and Regulatory Considerations - The company is evaluating options to pay a 1% excise tax on stock repurchases under the Inflation Reduction Act, with potential penalties of 10% interest per annum and a 5% underpayment penalty per month[192][194] - The company is classified as an "emerging growth company" and may take advantage of certain reporting exemptions[209][210] - The company is a smaller reporting company and is not required to provide certain market risk disclosures[211] Warrant Classification and Valuation - Warrants are classified as liabilities and are re-measured at fair value at each reporting period, with changes recognized in the statement of operations[207]
DevvStream Holdings Inc. Announces Completion of Business Combination with Focus Impact Acquisition Corp.; Secures Up to US$43M of Additional Capital to Execute Growth Plans
Newsfile· 2024-11-06 21:01
DevvStream Holdings Inc. Announces Completion of Business Combination with Focus Impact Acquisition Corp.; Secures Up to US$43M of Additional Capital to Execute Growth PlansNovember 06, 2024 4:01 PM EST | Source: DevvStream Holdings Inc.Completion of the business combination makes DevvStream the first publicly traded carbon credit generation company on a major U.S. stock exchangeThe combined entity will be renamed DevvStream Corp. and its shares are expected to commence trading on the Nasdaq a ...
DevvStream to Purchase 1.2 Million Carbon Credits for Conservation of 200,000 Hectares of Amazon Territory
Newsfile· 2024-10-24 11:30
DevvStream to Purchase 1.2 Million Carbon Credits for Conservation of 200,000 Hectares of Amazon TerritoryOctober 24, 2024 7:30 AM EDT | Source: DevvStream Holdings Inc.Project is expected to reduce emissions by 13,227,635 tCO2e during its 30-year life, an average of 440,921 tCO2e per yearTransaction to be funded with DevvStream shares post-Nasdaq listingCompany expects to begin trading on Nasdaq on or before October 31, 2024Vancouver, British Columbia--(Newsfile Corp. - October 24, 2024) - De ...
DevvStream Holdings Inc. Announces Receipt of Court Approval for the De-SPAC Transaction and Provides Transaction Updates
Newsfile· 2024-09-13 22:23
. . . | --- | --- | |------------------------------------------------|-------| | | | | DevvStream Holdings Inc. Announces Receipt of | | | Court Approval for the De-SPAC Transaction and | | | Provides Transaction Updates | | September 13, 2024 6:23 PM EDT | Source: DevvStream Holdings Inc. Vancouver, British Columbia--(Newsfile Corp. - September 13, 2024) - DevvStream Holdings Inc. (Cboe CA: DESG) (OTCQB: DSTRF) (FSE: CQ0) ("DevvStream" or the "Company") is pleased to announce that it has received the final ...
Special Meetings Scheduled to Consider Business Combination of Focus Impact Acquisition Corp. and DevvStream
Newsfile· 2024-08-14 11:30
● . ● Special Meetings Scheduled to Consider Business Combination of Focus Impact Acquisition Corp. and DevvStream August 14, 2024 7:30 AM EDT | Source: DevvStream Holdings Inc. Follows recent announcement of registration statement effectiveness with the SEC, marking a significant transaction milestone Company expects to complete business combination during the third quarter to become the first publicly traded carbon streaming company on a major U.S. stock exchange DevvStream and Focus Impact to host 2024 A ...
Focus Impact Acquisition (FIAC) - 2024 Q1 - Quarterly Report
2024-05-21 01:03
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Focus Impact Acquisition Corp. (Exact name of registrant as specified in its charter) | Delaware | 001-40977 | 86-2433757 | | --- | --- | --- | | (State or other juri ...
Focus Impact Acquisition (FIAC) - 2023 Q4 - Annual Report
2024-04-05 22:17
As disclosed in the proxy statement relating to the Extension Meeting, the sponsor agreed that if the Extension Amendment Proposal is approved, it or one or more of its affiliates, members or third-party designees (the "Lender") will contribute to the Company as a loan, within ten (10) business days of the date of the Extension Meeting, of the lesser of (a) an aggregate of $487,500 or (b) $0.0975 per share that is not redeemed in connection with the Extension Meeting, to be deposited into the trust account. ...
Focus Impact Acquisition (FIAC) - 2023 Q3 - Quarterly Report
2023-11-13 16:00
(State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification Number) Shares of Class A common stock FIAC The Nasdaq Stock Market LLC Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 FIACW The Nasdaq Stock Market LLC OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Delaware 001-40977 86-2433757 Title o ...
Focus Impact Acquisition (FIAC) - 2023 Q2 - Quarterly Report
2023-08-14 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 250 Park Avenue Ste 911 New York, New York 10177 (Address of principal executive offices) (Zip Code) FIACU The Nasdaq Stock Market LLC FIACW The Nasdaq Stock Market LLC FORM 10-Q OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Registrant's telephone number, including area code: (212) 213-0243 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sect ...