Safe & Green Holdings Corp. Enters Material Definitive Agreement

TL;DR

SGH just signed a big deal, could mean new money or debt.

AI Summary

On September 20, 2024, Safe & Green Holdings Corp. entered into a Material Definitive Agreement related to a direct financial obligation. The company, formerly known as SG Blocks, Inc., is incorporated in Delaware and has its principal business address in Brooklyn, NY.

Why It Matters

This filing indicates a significant financial commitment or obligation for Safe & Green Holdings Corp., which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements can introduce financial obligations or strategic shifts that carry inherent risks.

Key Players & Entities

• SAFE & GREEN HOLDINGS CORP. (company) — Registrant
• SG BLOCKS, INC. (company) — Former Company Name
• September 20, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of Incorporation
• Brooklyn, NY (location) — Business Address

FAQ

Key Financial Figures

• $0.01 — ch Registered Common Stock, par value $0.01 SGBX The Nasdaq Stock Market LLC
• $4,000,000 — er") pursuant to which SG Echo borrowed $4,000,000 (the "Principal") from Lender, and wher
• $80,000 — ho shall pay to Lender a closing fee of $80,000, which shall be due and payable on Octo
• $22,222.22 — yment on the Note in an amount equal to $22,222.22. The maturity date of the Note shall be
• $360,000 — he Loan Agreement, on the Closing Date, $360,000 (the "Interest Reserve") will be deposi

Filing Documents

• ea0215461-8k_safe.htm (8-K) — 31KB
• ea021546101ex10-1_safe.htm (EX-10.1) — 342KB
• ex10-1_001.jpg (GRAPHIC) — 42KB
• ex10-1_002.jpg (GRAPHIC) — 22KB
• ex10-1_003.jpg (GRAPHIC) — 17KB
• ex10-1_004.jpg (GRAPHIC) — 4KB
• ex10-1_005.jpg (GRAPHIC) — 7KB
• ex10-1_006.jpg (GRAPHIC) — 198KB
• 0001213900-24-081289.txt ( ) — 1027KB
• sgbx-20240920.xsd (EX-101.SCH) — 3KB
• sgbx-20240920_lab.xml (EX-101.LAB) — 33KB
• sgbx-20240920_pre.xml (EX-101.PRE) — 22KB
• ea0215461-8k_safe_htm.xml (XML) — 4KB

01 Entry into a Material Definitive

Item 1.01 Entry into a Material Definitive Agreement. On September 20, 2024, SG Echo (the "Closing Date"), LLC ("SG Echo"), a wholly owned subsidiary of Safe & Green Holdings Corp. (the "Company"), entered into a Loan and Security Agreement (the "Loan Agreement") with Enhanced Capital Oklahoma Rural Fund, LLC (the "Lender") pursuant to which SG Echo borrowed $4,000,000 (the "Principal") from Lender, and whereby SG Echo executed and delivered a Secured Promissory Note (the "Note") to Lender to evidence SG Echo's obligations under the Loan Agreement. The Note shall bear interest at a rate equal to the greater of (i) the Secured Overnight Financing Rate ("SOFR") plus six and sixty-five tenths percent (6.65%) and (ii) ten percent (10.0%) per annum (the "Interest Rate"). SG Echo shall pay to Lender a closing fee of $80,000, which shall be due and payable on October 1, 2025, unless such date shall be extended by Lender. SG Echo SG Echo's obligations under the Loan Agreement and the Note have been guaranteed by the Company. Pursuant to the terms of the Note, SG Echo shall make monthly payments of accrued interest on the first business day of each calendar month until December 31, 2025. Commencing January 2026, SG Echo shall make monthly payments of accrued interest and additionally shall make a monthly principal payment on the Note in an amount equal to $22,222.22. The maturity date of the Note shall be the sixty-month anniversary of the Closing Date (the "Maturity Date"). All outstanding principal and accrued interest shall be due and payable on the Maturity Date. Pursuant to the terms of the Loan Agreement, on the Closing Date, $360,000 (the "Interest Reserve") will be deposited in a segregated deposit account in SG Echo's name, which account shall be subject to a Control Agreement in favor of the Lender (the "Interest Reserve Account"). Beginning February 1, 2025, Lender may withdraw the monthly interest payments due under the Note from the Interest Reserve Account

03 Creation of a Direct Financial Obligation

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits Exhibit Number Description 10.1 Loan and Security Agreement, dated September 20, 2024, by and between SG Echo, LLC and Enhanced Capital Oklahoma Rural Fund, LLC 104 Cover Page Interactive Data File (embedded within the inline XBRL document) 1

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SAFE & GREEN HOLDINGS CORP. Dated: September 24, 2024 By: /s/ Patricia Kaelin Name: Patricia Kaelin Title: Chief Financial Officer 2

View Full Filing

View this 8-K filing on SEC EDGAR