8-K
filed November 13, 2024, 6:59 PM ET
ticker DEVS
CIK 0001854480
M&A
confidence high
sentiment neutral
materiality 0.90
DevvStream Corp. (DEVS): M&A transaction — Devvstream Corp. completes de-SPAC merger; 27.4M shares outstanding, PIPE of $2.25M, warrants assumed.
DevvStream Corp.
- Business combination closed Nov 6; New PubCo (DEVS) trades on Nasdaq; FIAC shareholders got 0.9692 shares each.
- PIPE financing raised $2.25M via 3.44M shares; total shares outstanding ~27.4M (excl. 557k consulting shares).
- New PubCo issued $3.98M in 5.3% convertible notes (24-month maturity, conversion at 25% discount to VWAP, floor $0.867).
- Strategic consulting agreement: $500k annual fee plus 557,290 shares; payments contingent on $5M raise or 2 positive cash flow quarters.
- Warrants assumed: 11.5M public and 11.2M private placement; exercise at $11.86 for 0.9692 shares each.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Stephen Kukucha was appointed as Director at DevvStream Corp..
- Action
- appointed
- Role
- Director
Exact text from the filing
five new directors were appointed to the Board, including Michael Max Bühler, Stephen Kukucha, Jamila Piracci, Ray Quintana and Thomas G. Anderson.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Ray Quintana was appointed as Director at DevvStream Corp..
- Action
- appointed
- Role
- Director
Exact text from the filing
five new directors were appointed to the Board, including Michael Max Bühler, Stephen Kukucha, Jamila Piracci, Ray Quintana and Thomas G. Anderson.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jamila Piracci was appointed as Director at DevvStream Corp..
- Action
- appointed
- Role
- Director
Exact text from the filing
five new directors were appointed to the Board, including Michael Max Bühler, Stephen Kukucha, Jamila Piracci, Ray Quintana and Thomas G. Anderson.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Ray Quintana resigned as Chairman of the Board and Director at DevvStream Corp..
- Action
- resigned
- Role
- Chairman of the Board and Director
Exact text from the filing
Mr. Quintana and Mr. Anderson resigned from the Board as chairman and director and as director, respectively
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Michael Max Bühler was appointed as Director at DevvStream Corp..
- Action
- appointed
- Role
- Director
Exact text from the filing
five new directors were appointed to the Board, including Michael Max Bühler, Stephen Kukucha, Jamila Piracci, Ray Quintana and Thomas G. Anderson.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Thomas G. Anderson resigned as Director at DevvStream Corp..
- Action
- resigned
- Role
- Director
Exact text from the filing
Mr. Quintana and Mr. Anderson resigned from the Board as chairman and director and as director, respectively
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Wray Thorn was appointed as Chairman of the Board at DevvStream Corp..
- Action
- appointed
- Role
- Chairman of the Board
Exact text from the filing
Wray Thorn was appointed chairman of the Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Thomas G. Anderson was appointed as Director at DevvStream Corp..
- Action
- appointed
- Role
- Director
Exact text from the filing
five new directors were appointed to the Board, including Michael Max Bühler, Stephen Kukucha, Jamila Piracci, Ray Quintana and Thomas G. Anderson.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
DevvStream Corp.: Changed fiscal year end to July 31st.
- Change
- fiscal year change
Exact text from the filing
Further, in connection with the consummation of the Business Combination, New PubCo changed its fiscal year end to July 31 st .
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
DevvStream Corp.: Adopted a new Code of Business Conduct applicable to all employees, officers and directors (effective 2024-11-06).
- Change
- code of ethics
- Effective
- 2024-11-06
Exact text from the filing
In connection with the Transactions, on November 6, 2024, the Board approved and adopted a new Code of Business Conduct applicable to all employees, officers and directors of New PubCo.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
DevvStream Corp.: Changed jurisdiction from Delaware to Alberta and name to DevvStream Corp. via Articles of Continuance.
- Change
- charter amendment
Exact text from the filing
Pursuant to the Business Combination Agreement, on the Closing Date, (a) FIAC changed its jurisdiction from the State of Delaware under the Delaware General Corporation Law to the Province of Alberta, Canada, and thereby become a company existing under the Business Corporations Act (Alberta) and changed its name to DevvStream Corp.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
DevvStream Corp. completed an acquisition involving Focus Impact Acquisition Corp. (closed 2024-11-06).
- Action
- acquisition
- Counterparty
- Focus Impact Acquisition Corp.
- Closing
- 2024-11-06
Exact text from the filing
On November 6, 2024 (the “Closing Date”), Focus Impact Acquisition Corp. and our predecessor company (“FIAC”) consummated the previously announced business combination with DevvStream Holdings Inc.
View on SEC.gov
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