Safe & Green(US:SGBX)2025-11-14 00:14Company Operations - Safe & Green Holdings Corp. operates in four segments: construction, medical, oil and gas, and environmental[332]. - The company generated revenue from medical testing and is focusing on establishing a national presence in the medical segment through Safe & Green Medical Corporation[333]. - In 2024, the company acquired Olenox Corp., which specializes in revitalizing underdeveloped energy assets, leading to significant production growth in the oil and gas sector[334]. - The company is focused on utilizing patented technology for biomedical waste management through SG Environmental Solutions Corp.[333]. - The company has increased control over manufacturing processes since acquiring Echo DCL, LLC, enhancing product offerings[333]. Financial Performance - Total revenue for the nine months ended September 30, 2025, was $2,338,870, a decrease of approximately 41% compared to $3,932,592 for the same period in 2024[371]. - Cost of revenue increased by approximately 10%, totaling $3,965,265 for the nine months ended September 30, 2025, compared to $3,618,031 for the same period in 2024[373]. - Total operating loss for the nine months ended September 30, 2025, was $8,027,488, compared to a loss of $5,021,927 for the same period in 2024[371]. - Net loss attributable to common stockholders for the nine months ended September 30, 2025, was $12,636,410, compared to $12,094,545 for the same period in 2024[371]. - Gross loss for the nine months ended September 30, 2025, was $(1,626,395), compared to a gross income of $314,561 for the same period in 2024, resulting in a gross profit margin percentage decrease to (70)% from 8%[374]. - Total revenue for the three months ended September 30, 2025, was $1,051,165, a decrease of $702,058 or approximately 40% compared to $1,753,223 for the same period in 2024, primarily due to fewer construction jobs in progress[379]. - Operating expenses for the nine months ended September 30, 2025, were $6,401,093, an increase from $5,336,488 in the same period in 2024, driven by higher general and administrative expenses[376]. - Other income for the nine months ended September 30, 2025, was $2,592,979, significantly higher than $186,634 for the same period in 2024, due to a legal settlement and employee retention credits[377]. - Net cash used in operating activities for the nine months ended September 30, 2025, was $(3,817,995), a decrease of approximately $6,097,921 compared to $(9,915,916) for the same period in 2024[393]. - The company recognized a loss on conversion of notes payable amounting to $4,915,209 during the three months ended September 30, 2025[384]. - Total operating loss for the three months ended September 30, 2025, was $(2,507,726), compared to $(2,241,085) for the same period in 2024[378]. - The company had an accumulated deficit of $111,168,493 as of September 30, 2025, compared to $98,532,083 as of December 31, 2024[391]. - EBITDA for the nine months ended September 30, 2025, was $(10,142,715), compared to $(9,499,718) for the same period in 2024, reflecting a decline of approximately 6.8%[412]. - Adjusted EBITDA for the nine months ended September 30, 2025, was $(4,597,052), compared to $(3,181,429) for the same period in 2024, representing a decrease of approximately 44.4%[412]. Debt and Financing - The company entered into a Cash Advance Agreement on January 22, 2025, selling future receivables of $104,930 for a net amount of $63,000[336]. - A promissory note was issued on January 22, 2025, for $143,750 with a twelve percent interest rate, requiring monthly payments starting February 28, 2025[337]. - On February 12, 2025, the company executed a promissory note for $360,000, purchased for $300,000, with a fifteen percent annual interest rate[338][339]. - The company issued a promissory note for up to $1,875,000 on March 6, 2025, with a twenty-five percent original issue discount and a twelve percent annual interest rate[345]. - The conversion price for the promissory note issued to Tysadco is set at $0.50 per share, with penalties for events of default including a daily penalty of $500[345]. - The Company executed and issued a Promissory Note in favor of GS Capital Partners, LLC for an aggregate principal amount of $360,000[347]. - The Note purchased by GSA had an original issue discount of $60,000, with a guaranteed interest of $54,000 for the first twelve months[348]. Market and Compliance - The Company plans to apply for trading on the OTCQB market to address the risk of delisting from Nasdaq[361]. - The Nasdaq Hearings Panel granted the Company's request for continued listing on the Nasdaq Capital Market, conditioned on compliance by August 28, 2025[367]. - The Company must effect a reverse stock split and achieve a closing bid price of $1.00 or more per share for at least ten consecutive business days to maintain its listing[367]. Asset Management - The amortization expense for intangible assets for the nine months ended September 30, 2025, was $85,913, compared to $10,251 for the same period in 2024, showing a significant increase of approximately 738%[408]. - The accumulated amortization as of September 30, 2025, was $91,351, up from $63,392 as of December 31, 2024, indicating an increase of approximately 44.1%[408]. - There were no goodwill impairments during the nine months ended September 30, 2025, or 2024, maintaining the carrying value of goodwill[407]. - The company reported a change in fair value of equity-based investments of $5,590,666 for the nine months ended September 30, 2025[412]. - The company’s intangible assets include patents valued at $801,207, which are being recognized over 7 years[408]. - The company applies revenue recognition over time for certain contracts, similar to the percentage of completion method, which may lead to revisions in cost estimates[406].