Safe & Green Holdings Corp. Files S-1 Registration Statement

TL;DR

<b>Safe & Green Holdings Corp. has filed an S-1 registration statement for a delayed/continuous offering of securities.</b>

AI Summary

SAFE & GREEN HOLDINGS CORP. (OLOX) filed a IPO Registration (S-1) with the SEC on January 26, 2024. Safe & Green Holdings Corp. filed an S-1 registration statement with the SEC on January 26, 2024. The filing indicates the company is registering securities for a delayed or continuous offering under Rule 415. The company was formerly known as SG Blocks, Inc., CDSI Holdings Inc., and PC411 Inc. Its principal executive offices are located at 990 Biscayne Blvd., Suite 501, Miami, Florida. The filing is for securities to be offered from time to time after the effective date of the registration statement.

Why It Matters

For investors and stakeholders tracking SAFE & GREEN HOLDINGS CORP., this filing contains several important signals. This S-1 filing is a prerequisite for future public offerings, allowing the company to raise capital by selling securities over time. The registration statement provides detailed information about the company's business, financial condition, and the securities being offered, which is crucial for potential investors.

Risk Assessment

Risk Level: low — SAFE & GREEN HOLDINGS CORP. shows low risk based on this filing. The risk is low as this is a standard S-1 filing for a registration statement, not an indication of immediate financial distress or a specific negative event.

Analyst Insight

Monitor future filings related to this S-1 to understand the specifics of the securities offering and the company's capital-raising plans.

Key Numbers

• 2024-01-26 — Filing Date (S-1 Registration Statement)
• 333-276732 — SEC File Number (Registration Statement)
• 1933 Act — SEC Act (Registration Statement)
• 12/31 — Fiscal Year End (Company Fiscal Year)

Key Players & Entities

• SAFE & GREEN HOLDINGS CORP. (company) — Registrant
• 0001213900-24-007069 (other) — Accession Number
• 20240126 (date) — Filing Date
• S-1 (other) — Form Type
• 1933 Act (other) — SEC Act
• 333-276732 (other) — SEC File Number
• 195 MONTAGUE STREET, 14TH FLOOR (address) — Business Address
• 990 Biscayne Blvd., Suite 501 Miami, Florida 33132 (address) — Principal Executive Offices

Forward-Looking Statements

• SAFE & GREEN HOLDINGS CORP. will likely issue new shares in the market over the next 12-24 months. (SAFE & GREEN HOLDINGS CORP.) — medium confidence, target: 2026-01-26

FAQ

Industry Context

The company operates in the wholesale lumber and other construction materials sector.

Regulatory Implications

The filing is made under the Securities Act of 1933, which governs the registration of securities.

What Investors Should Do

1. Review the full S-1 filing for details on the securities being offered.
2. Track future SEC filings from Safe & Green Holdings Corp. for updates on the offering and company performance.
3. Analyze the company's business model and financial health as detailed in the S-1.

Year-Over-Year Comparison

This is an initial S-1 filing, so there is no prior filing to compare against for this specific registration.

Key Financial Figures

• $0.01 — 7,906 shares of common stock, par value $0.01 ("Common Stock") and accompanying warra
• $0.43 — sumed combined public offering price of $0.43 per share of Common Stock and accompany
• $0 — d to the public in this offering, minus $0.0001, and the exercise price of each Pr
• $60,000 — l and other expenses in an amount up to $60,000 and pay the Placement Agent a non-accou
• $1,300,000 — ne in the aggregate principal amount of $1,300,000. The closing of the first tranche was
• $650,000 — a debenture in the principal amount of $650,000 (the "Debenture") to Peak One and the a
• $585,000 — old to Peak One for a purchase price of $585,000, representing an original issue discoun
• $17,500 — with the January 2024 Offering, we paid $17,500 as a non-accountable fee to Peak One to

Filing Documents

• ea192169-s1_safeandgreen.htm (S-1) — 2969KB
• ea192169ex1-1_safeandgreen.htm (EX-1.1) — 60KB
• ea192169ex4-14_safeandgreen.htm (EX-4.14) — 103KB
• ea192169ex4-15_safeandgreen.htm (EX-4.15) — 87KB
• ea192169ex5-1_safeandgreen.htm (EX-5.1) — 15KB
• ea192169ex10-79_safeandgreen.htm (EX-10.79) — 255KB
• ea192169ex23-1_safeandgreen.htm (EX-23.1) — 2KB
• ea192169ex-fee_safeandgreen.htm (EX-FILING FEES) — 22KB
• image_001.jpg (GRAPHIC) — 2KB
• ex5-1_001.jpg (GRAPHIC) — 5KB
• 0001213900-24-007069.txt (&nbsp;) — 14761KB
• sgbx-20230930.xsd (EX-101.SCH) — 150KB
• sgbx-20230930_cal.xml (EX-101.CAL) — 79KB
• sgbx-20230930_def.xml (EX-101.DEF) — 613KB
• sgbx-20230930_lab.xml (EX-101.LAB) — 1149KB
• sgbx-20230930_pre.xml (EX-101.PRE) — 627KB
• ea192169-s1_safeandgreen_htm.xml (XML) — 1855KB

USE OF PROCEEDS

USE OF PROCEEDS 31 CAPITALIZATION 32

SECURITY OWNERSHIP

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 34 MARKET INFORMATION FOR SECURITIES AND DIVIDEND POLICY 35 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 36

BUSINESS

BUSINESS 50 MANAGEMENT 59

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 65 DIRECTOR COMPENSATION 68 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 70 DESCRIPTION OF CAPITAL STOCK 74

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES WE ARE OFFERING 77 MATERIAL UNITED 81 PLAN OF DISTRIBUTION 88 EXPERTS 91 LEGAL MATTERS 91 WHERE YOU CAN FIND MORE INFORMATION 91 INDEX TO FINANCIAL F-1 The registration statement containing this prospectus, including the exhibits to the registration statement, provides additional information about us and the common stock offered under this prospectus. The registration statement, including the exhibits, can be read on our website and the website of the Securities and Exchange Commission. See "Where You Can Find More Information." Information contained in, and that can be accessed through our web site, www.safeandgreenholdings.com, shall not be deemed to be part of this prospectus or incorporated herein by reference and should not be relied upon by any prospective investors for the purposes of determining whether to purchase the common stock offered hereunder. Unless the context otherwise requires, the terms ""we," "us," "our," "the Company," "Safe & Green" and "our business" refer to Safe & Green Holdings Corp. and "this offering" refers to the offering contemplated in this prospectus. We have not authorized anyone to provide any information or to make any representations other than those contained in this prospectus or in any free writing prospectus prepared by or on behalf of us or to which we have referred you. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. This prospectus is an offer to sell only the shares offered hereby, but only under the circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus or in any applicable free writing prospectus is current only as of its date, regardless of its time of delivery or any sale of shares of our Common Stock. Our business, financial condition, results of operations and prospec

Risk Factors

Risk Factors An investment in our Company is subject to a number of risks, including risks relating to this offering. Set forth below is a high-level summary of some, but not all, of these risks. Please read the information in the section entitled "Risk Factors" of this prospectus, for a more thorough description of these and other risks. Risks Related to this Offering Our management will have broad discretion over the use of proceeds from this offering and may not use the proceeds effectively If you purchase shares of our Common Stock sold in this offering, you will experience imm

View Full Filing

View this S-1 filing on SEC EDGAR