Safe & Green Holdings Corp. Announces Pricing of Private Placement with Gross Proceeds of Approximately $8.0 Million
Safe & Green Holdings Corp., a leading developer and fabricator of modular structures, has announced the pricing of a Private Placement with gross proceeds expected to be approximately $8.0 million. The offering consists of 20,408,160 Common Units, each consisting of one share of Common Stock or one Pre-Funded Warrant, one Series A Registered Common Warrant to purchase one share of Common Stock, and one Series B Registered Common Warrant to purchase one share of Common Stock. The public offering price per Common Unit is $0.392, and the Pre-Funded Warrants will be immediately exercisable.
Key Takeaways:
- The Private Placement will provide the company with approximately $8.0 million in gross proceeds, which will be used for working capital, general corporate purposes, and equipment for expansion.
- The offering consists of 20,408,160 Common Units, with each unit consisting of one share of Common Stock or one Pre-Funded Warrant, one Series A Registered Common Warrant, and one Series B Registered Common Warrant.
- The public offering price per Common Unit is $0.392, and the Pre-Funded Warrants are exercisable at any time until exercised in full.
- The Series A Warrants have an initial exercise price of $0.784 per share of Common Stock and expire sixty months after the stockholder approval date.
- The Series B Warrants have an initial exercise price of $0.98 per share of Common Stock or pursuant to an alternative cashless exercise option and expire thirty months after the stockholder approval date.
- The company has agreed to file one or more registration statements with the SEC covering the resale of the Common Stock and the shares issuable upon exercise of the Pre-Funded Warrants and Warrants.
- The securities described above were offered only to accredited investors, and there will be a registration rights agreement requiring the company to file a registration statement with the SEC.
- The transaction closed on April 14, 2025, with D. Boral Capital LLC acting as the Exclusive Placement Agent for the offering.
- Safe & Green Holdings Corp. operates under core capabilities including the development, design, and fabrication of modular structures, meeting the demand for safe and green solutions across various industries.
Statistics:
- Gross proceeds to the company: approximately $8.0 million
- Number of securities issuable under the Series A Warrants: subject to adjustment as described in the report on the Company's Current Report on Form 8-K to be filed with the SEC.
- Initial exercise price of Series A Warrant: $0.784 per share of Common Stock
- Number of securities issuable under the Series B Warrants: subject to adjustment as described in the report on the Company's Current Report on Form 8-K to be filed with the SEC.
- Initial exercise price of Series B Warrant: $0.98 per share of Common Stock or pursuant to an alternative cashless exercise option
- Total transactions executed by D. Boral Capital since its inception in 2020: approximately 350
- Aggregate capital raised by D. Boral Capital: over $25 billion
Sources:
- Safe & Green Holdings Corp.
- D. Boral Capital LLC
- Sichenzia Ross Ference Carmel LLP
- Lucosky Brookman LLP
- Securities Act of 1933, as amended (the "Securities Act")
- Current Report on Form 8-K to be filed with the SEC