D. Boral Capital is acting as the Exclusive Placement Agent for the Offering. Sichenzia Ross Ference Carmel LLP is acting as counsel to the Company. Lucosky Brookman LLP is acting as counsel to D. Boral Capital. MIAMI, April 14, 2025 (GLOBE NEWSWIRE) -- Safe & Green Holdings Corp. (NASDAQ: SGBX) ("Safe & Green Holdings" or the "Company"), a leading developer, designer, and fabricator of modular structures, today announced the pricing of a Private Placement with gross proceeds to the Company expected to be a ...

MIAMI, FL, April 09, 2025 (GLOBE NEWSWIRE) -- Safe & Green Holdings Corp. (NASDAQ: SGBX) ("Safe & Green Holdings" or the "Company"), a leading developer, designer, and fabricator of modular structures, announces the acquisition of the assets and business of County Line Industrial, LLC, a Durant, Oklahoma business providing welding services in Oklahoma and Texas. The acquisition enhances the Company’s access to customers in its ready-mix cement and oil and gas businesses. The Company believes that the strate ...

MIAMI, FL, April 09, 2025 (GLOBE NEWSWIRE) -- Safe & Green Holdings Corp. (NASDAQ:SGBX) ("Safe & Green Holdings" or the "Company"), a leading developer, designer, and fabricator of modular structures, announces the acquisition of the assets and business of County Line Industrial, LLC, a Durant, Oklahoma business providing welding services in Oklahoma and Texas.  The acquisition enhances the Company's access to customers in its ready-mix cement and oil and gas businesses. The Company believes that the strate ...

MIAMI, April 08, 2025 (GLOBE NEWSWIRE) -- Safe & Green Holdings Corp. (NASDAQ:SGBX) ("Safe & Green Holdings" or the "Company"), a leading developer, designer, and fabricator of modular structures, announces its wholly owned subsidiary, Olenox Corp. ("Olenox"), has purchased a 51% stake in Winchester Oil and Gas, LLC ("Winchester"). Winchester operates more than 500 wells in Texas with leases centered in Milam and Parker counties. It recently reported production of approximately 50 barrels a day, with peak p ...

MIAMI, April 08, 2025 (GLOBE NEWSWIRE) -- Safe & Green Holdings Corp. (NASDAQ: SGBX) ("Safe & Green Holdings" or the "Company"), a leading developer, designer, and fabricator of modular structures, announces its wholly owned subsidiary, Olenox Corp. (“Olenox”), has purchased a 51% stake in Winchester Oil and Gas, LLC (“Winchester”). Winchester operates more than 500 wells in Texas with leases centered in Milam and Parker counties. It recently reported production of approximately 50 barrels a day, with peak ...

Revenue for the twelve months ended December 31, 2024, was $4.9 million, compared to $15.5 million for the twelve months ended December 31, 2023, primarily reflecting a decrease in construction services revenue. Gross profit (loss) for 2024 was ($244,077) compared to $(2.55) million for 2023. MIAMI, April 01, 2025 (GLOBE NEWSWIRE) -- Safe & Green Holdings Corp. (NASDAQ:SGBX) ("Safe & Green Holdings" or the "Company"), a leading developer, designer, and fabricator of modular structures, reports financial res ...

MIAMI, April 01, 2025 (GLOBE NEWSWIRE) -- Safe & Green Holdings Corp. (NASDAQ: SGBX) ("Safe & Green Holdings" or the "Company"), a leading developer, designer, and fabricator of modular structures, reports financial results for the year ended December 31, 2024 and provides a corporate update. Recent Highlights: While 2024 was a challenging year for Safe & Green Holdings, we had several key events that we believe will be the foundation for the Company's future," stated CEO Mike McLaren. "First, we have a str ...

Financial Performance - The company reported a net loss of $16,979,682 for the fiscal year ended December 31, 2024, compared to a net loss of $26,282,533 in 2023[72]. - Cash used in operations for the year ended December 31, 2024 was $10,898,755, primarily due to the net loss[74]. - The company has incurred losses since inception and is uncertain if revenue will grow sufficiently to outpace increasing expenses[111]. - As of December 31, 2024, the company had cash and cash equivalents totaling $375,873, a significant decrease from $14,212 in 2023[72]. Customer Concentration Risk - Revenue from three customers accounted for approximately 83% of total revenue for the year ended December 31, 2024, highlighting customer concentration risk[90]. - As of December 31, 2024, 100% of gross accounts receivable were due from three customers, indicating a high customer concentration risk[99]. Going Concern and Financing - The company faces substantial doubt about its ability to continue as a going concern due to ongoing cash losses and reliance on financing[78]. - The company may need to raise additional capital to fund operations, but there is no assurance that such capital will be available on acceptable terms[82]. - The company has used proceeds from short-term notes payables and warrants to finance operations during the fiscal year[74]. Operational Risks - The company has fully impaired its goodwill as of December 31, 2024, with a prior impairment of $1,309,330 in 2023[81]. - The company relies on a limited number of key personnel, and the loss of any executive could adversely affect operations[89]. - The company relies on key materials vendors for product supply, and any inability to obtain materials could adversely affect business operations[100]. - The company faces risks related to protecting proprietary manufacturing processes, which are crucial for maintaining competitive advantage[93]. - The company’s profitability is highly sensitive to changes in sales volume and production levels due to a fixed cost structure[96]. - The company may face challenges in managing growth effectively, which could strain resources and impact financial performance[104]. Legal and Regulatory Risks - The company is subject to potential legal proceedings that could negatively impact profitability and cash flows[92]. - The company is subject to various government regulations that could delay projects and increase expenses, negatively impacting operations[125]. - Environmental, health, and safety regulations could impose significant liabilities and operational costs on the company[109]. Market and Economic Conditions - The construction industry is highly cyclical and seasonal, which causes fluctuations in revenues and operating results, expected to continue in the future[118]. - The availability of financing for construction projects is critical, and reduced access to such financing could negatively impact the company's earnings[121]. - The company may face adverse economic conditions, including high inflation and geopolitical events, which could negatively impact financial condition and liquidity[117]. Stock and Compliance Issues - The Company received a deficiency letter from Nasdaq on November 7, 2023, indicating that its common stock did not maintain a minimum closing bid price of $1.00 per share for 30 consecutive business days[127]. - As of December 31, 2023, the Company's stockholders' equity was reported at ($6,334,859), below the Nasdaq minimum requirement of $2.5 million[129]. - Nasdaq granted the Company an extension until November 12, 2024, to regain compliance with Rule 5550(b)(1)[129]. - The Company completed a reverse stock split on May 2, 2024, to comply with Nasdaq's Minimum Bid Requirement[133]. - Future delisting from Nasdaq could adversely affect the Company's ability to attract new investors and raise capital[131]. Shareholder and Trading Issues - The Company has outstanding options and warrants to purchase 341,220 and 5,809,799 shares of Common Stock, respectively, which may dilute existing stockholders' ownership[143]. - The Company does not expect to pay dividends in the foreseeable future, intending to retain earnings for business development and expansion[146]. - The company's common stock may be classified as penny stock if it trades below $5.00, which could hinder trading activity and make it difficult for shareholders to sell their shares[149]. - The common stock is occasionally thinly traded, leading to potential difficulties for shareholders in selling shares at desired prices[151]. - Trading activity in the company's shares may be minimal or non-existent for extended periods, affecting liquidity[151]. - The company is relatively unknown to stock analysts and institutional investors, which contributes to its thin trading volume[151]. Tax and Valuation - As of December 31, 2024, the company had tax net operating loss carryforwards totaling approximately $60.9 million, with $54 million available to offset up to 80% of future taxable income each year[116]. - The company had a valuation allowance of approximately $20 million related to net operating loss carryforwards that may not be utilized[116]. Competition and Workforce - Increased competition for qualified employees may lead to higher wage costs, adversely affecting financial condition[95]. - Increased competition in the construction industry may require the company to enhance selling incentives or reduce prices, adversely affecting profits[123]. - The company faces cybersecurity risks that could adversely affect its business, including potential breaches of sensitive data and operational disruptions[113]. - The company is subject to increased legal and financial compliance costs due to public company requirements, which may divert management's attention[138].

Company Overview - Safe & Green Holdings Corp. is a leading developer, designer, and fabricator of modular structures, focusing on safe and green solutions across various industries [6] - The company supports third-party and in-house developers, architects, builders, and owners in achieving faster execution and greener construction [6] Upcoming Annual Meeting - The 2025 Annual Meeting of Stockholders is scheduled for April 24, 2025, with a record date of March 9, 2025, for determining eligible stockholders [1] - Further details will be provided in the forthcoming proxy statement to be filed with the Securities and Exchange Commission [1] Merger and Acquisition Details - A key agenda item for the 2025 Annual Meeting is the approval for New Asia Holdings Corp. shareholders to convert their non-voting convertible preferred shares into common stock, marking the second phase of the merger with Olenox Corp. and Machfu, Inc. [2] - This merger aims to create a diversified company by integrating Olenox's energy expertise with Machfu's Industrial Internet of Things (IIoT) technology, thereby expanding Safe & Green's footprint in sustainable infrastructure and energy solutions [2] Olenox and Machfu Contributions - Olenox specializes in acquiring and revitalizing underdeveloped oil and gas assets, focusing on distressed fields in Texas, Oklahoma, and Kansas, utilizing proprietary technologies to enhance production efficiency while minimizing environmental impact [3][4] - Machfu provides advanced IIoT solutions that optimize industrial infrastructure, enhance security, and improve operational efficiency through smart automation and data analytics [3][5] Strategic Vision - The merger aligns with the company's long-term strategy to diversify and strengthen its business, with Olenox contributing advanced energy capabilities and Machfu offering cutting-edge digital infrastructure solutions [4]

Core Viewpoint - Safe & Green Holdings Corp. has successfully regained compliance with Nasdaq's continued listing requirements, which is a significant milestone for the company, reflecting its strong business strategy and financial position [1][2]. Company Overview - Safe & Green Holdings Corp. is a leading developer, designer, and fabricator of modular structures, focusing on safe and green solutions across various industries [3]. - The company supports third-party and in-house developers, architects, builders, and owners, enabling faster execution, greener construction, and higher value buildings [3]. Compliance and Future Outlook - The company has received a listing decision from the Nasdaq Hearings Panel, confirming compliance with the minimum equity standard and other criteria for continued listing on The Nasdaq Capital Market [1]. - Safe & Green Holdings is currently in a grace period until June 10, 2025, to regain compliance with Nasdaq's minimum price bid requirement [1]. - The CEO emphasized the importance of maintaining the Nasdaq listing for enhancing credibility with investors and stakeholders, and the company is committed to delivering innovative modular solutions and expanding market presence [2].