0001023994 false 0001023994 2023-02-14 2023-02-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): February 14, 2023

  

SAFE & GREEN HOLDINGS CORP.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   001-38037   95-4463937
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification Number)

 

990 Biscayne Blvd

#501, Office 12

Miami, FL 33132

(Address of Principal Executive Offices, Zip Code)

 

 

(Former name or former address, if changed since last report.)

 

Registrant’s telephone number, including area code: (646) 240-4235

  

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol(s)   Name of Each Exchange on Which Registered
Common Stock, par value $0.01   SGBX   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

Item 8.01. Other Events.

 

On February 14, 2023, Safe & Green Holdings Corp. (the “Company”) issued a press release announcing that it had entered into an agreement with The Peoples Health Care, a non-profit organization based in Glendale California working in conjunction with Teamsters Local 848, to deliver four full mobile medical modules on or before the end of the second quarter of 2023. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

The following exhibits are filed with this Current Report on Form 8-K:

 

Exhibit
Number
  Exhibit Description
99.1   Press Release of Safe & Green Holdings Corp., dated February 14, 2023
104   Cover Page Interactive Data File (the cover page XBRL tags are embedded within in the inline XBRL document)

 

1

 

 

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: February 14, 2023  By: /s/ Paul Galvin
    Name:  Paul Galvin
    Title: Chairman and Chief Executive Officer

 

 

2

 

Exhibit 99.1

 

SAFE & GREEN HOLDINGS CORP ANNOUNCES AGREEMENT TO PROVIDE
FOUR MEDICAL MODULES TO THE PEOPLES HEALTH CARE

 

The Peoples Health Care is a non-profit organization based in Glendale, California formed to
bring point-of-care medical testing to organized labor unions

 

 

FEBRUARY 14, 2023 – MIAMI, Fla. – Safe & Green Holdings Corp. (NASDAQ: SGBX) (“Safe & Green Holdings’’ or the “Company”), a leading developer, designer, and fabricator of modular structures, announced today that the Company has entered into an agreement with The Peoples Health Care, a non-profit organization, based in Glendale, California, working in conjunction with Teamsters Local 848, to deliver on or before the end of the second quarter of 2023 four (4) full mobile medical modules consisting of one (1) Testing Module, one (1) CLIA Lab Facility Module and two (2) Primary Care Modules to locations to be designated by the parties. Each of the medical modules will be ADA compliant and fully designed and equipped with the necessary equipment for a turnkey operation to provide medical services consistent with industry standards. The Company is engaged in negotiations with Transcend Health to serve as the clinical operator and staffer of the medical modules providing union members with general wellness, point-of-care medicine, and primary care. Amenities are expected to include, but are not limited to, general wellness, vaccines and testing, specialist referrals, urgent care, imaging and pathological diagnostics, and pharmacy services.

 

According to Fortune Business Insights, the global point of care diagnostics market is projected to grow from $36.37 billion in 2022 to $51.94 billion by 2029, at a CAGR of 5.2%. This is in part due to the growing shift from primary care to urgent care clinics for rapid diagnosis of infectious disease and the growing number of many urgent care centers which provide fast and effective diagnostics in a decentralized healthcare setting.

 

 

 

 

“We believe that the future of medicine is accessible, convenient, and empowers the patient and that point-of-care medicine that can quickly adapt and move localities in an agile manner is at a great advantage to the draconian, centralized healthcare system that many currently use,” Paul Galvin, Chairman and CEO of Safe & Green Holdings Corp. explained. “The Teamsters are a fantastic organization that understands the importance of quality healthcare that is easily accessible and affordable for all. We are proud to partner with The Peoples Health Care as it will work to provide improved health outcomes and lives for Local 848 members and their loved ones. Our modular capabilities are a perfect match for sustainable, nimble healthcare solutions.”

 

Eric Tate, Treasurer of The People’s Health Care

 

“We couldn’t be prouder to announce that we are working with Safe & Green Holdings Corp. to provide on-site general wellness and healthcare to our employees and their families,” said Eric Tate, Treasurer of The People’s Health Care, a non-profit organization, based in Glendale, California working in conjunction with Teamsters Local 848 for which Mr. Tate serves as the Secretary-Treasurer. “This agile healthcare model works well for the lifestyle of our members who need quality, affordable healthcare that is free from long wait times and antiquated administration and practices. This model works to removes a lot of the social, structural, and economic barriers to healthcare access that unfortunately many of our members have seen and experienced.”

 

The Company will provide further updates as and when the medical modules are delivered and third-party operators and testing providers are engaged.

 

###

 

2

 

 

About Safe & Green Holdings Corp.

 

Safe & Green Holdings Corp., a leading modular solutions company, operates under core capabilities which include the development, design, and fabrication of modular structures, meeting the demand for safe and green solutions across various industries. The firm supports third party and in-house developers, architects, builders and owners in achieving faster execution, greener construction, and buildings of higher value. Safe and Green Development Corporation is a leading real estate development company. Formed in 2021, the company focuses on the development of sites using purpose built, prefabricated modules built from both wood & steel, sourced from one of Safe & Green Holdings factories and operated by SG Echo. For more information, visit www.safeandgreenholdings.com and follow us at @SGHcorp on Twitter.

 

Safe Harbor Statement

 

Certain statements in this press release constitute “forward-looking statements” within the meaning of the federal securities laws. Words such as “may,” “might,” “will,” “should,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “predict,” “forecast,” “project,” “plan,” “intend” or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. These forward-looking statements are based upon current estimates and assumptions and include statements regarding the Company’s plans to deliver to The Peoples Health Care on or before the end of the second quarter of 2023 four (4) full mobile medical modules consisting of one (1) Testing Module, one (1) CLIA Lab Facility Module and two (2) Primary Care Modules, plans to engage Transcend Health to serve as the clinical operator and staffer of the medical modules, providing union members with general wellness, point-of-care medicine, and primary care, including, vaccines and testing, specialist referrals, urgent care, imaging and pathological diagnostics, and pharmacy services, the global point of care diagnostics market growing from $36.37 billion in 2022 to $51.94 billion by 2029, at a CAGR of 5.2%, the future of medicine being accessible, convenient, and empowering to the patient, that point-of-care medicine that can quickly adapt and move localities in an agile manner is at a great advantage to the centralized healthcare systems and providing further updates as and when the medical modules are delivered and third party operators and testing providers are engaged. While the Company believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking statements, which are based on information available to us on the date of this release. These forward-looking statements are subject to various risks and uncertainties, many of which are difficult to predict that could cause actual results to differ materially from current expectations and assumptions from those set forth or implied by any forward-looking statements. Important factors that could cause actual results to differ materially from current expectations include, among others, the Company’s ability to deliver to The Peoples Health Care on or before the end of the second quarter of 2023 four (4) full mobile medical modules as planned, the Company’s ability to engage Transcend Health to serve as the clinical operator and staffer of the medical modules and provide union members with general wellness, point-of-care medicine, and primary care services, the Company’s ability to expand within various verticals as planned, the Company’s ability to position itself for future profitability, the Company’s ability to maintain compliance with the NASDAQ listing requirements, and the other factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 and its subsequent filings with the SEC, including subsequent periodic reports on Forms 10-Q and 8-K. The information in this release is provided only as of the date of this release, and we undertake no obligation to update any forward-looking statements contained in this release on account of new information, future events, or otherwise, except as required by law.

 

Investor Relations: 

Equity Animal
(646) 363-6567
[email protected]

 

 

3