8-K - SPAI - Equibles

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

Dateof Report (Date of earliest event reported): November 14, 2024

SafePro Group Inc.

(Exactname of Registrant as specified in its Charter)

Delaware	001-42261	87-4227079
(State<br> or other jurisdiction of	(Commission	(IRS<br> Employer
incorporation)	File<br> No.)	Identification<br> No.)

18305Biscayne Blvd., Suite 222

Aventura,Florida 33160

(Address of principal executive offices)

Registrant’s Telephone Number, including area code: (786) 409-4030

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 (see General Instruction A.2.):

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

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. ☐

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

Title<br> of each class	Trading<br> Symbol(s)	Name<br> of each exchange on which registered
Common<br> Stock, par value $0.0001	SPAI	The<br> NASDAQ Stock Market LLC

Item2.02. Results of Operations and Financial Condition.

On November 14, 2024, Safe Pro Group Inc. (the “Company”) issued a press release reporting its financial and operating results for the third quarter of 2024 (the “Earnings Release”). A copy of the Earnings Release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

None of the information furnished in this Item 2.02 will be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor will it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”).

Item9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Exhibit Description
99.1	Earnings Release issued by Safe Pro Group Inc., dated November 14, 2024
104	Cover<br> Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 14, 2024

SAFE PRO GROUP INC.
By:	/s/ Daniyel Erdberg
	Daniyel<br> Erdberg
	Chief<br> Executive Officer

Exhibit99.1

SafePro Group Reports 102% Revenue Growth in Third Quarter 2024

Nine-MonthRevenues Increase 100% to Approximately $1.3 Million

CompletesIPO to Support Enhancement of its AI-Powered Drone Imagery Analysis Platform in Ukraine; Expanded Drone-Based Service Offerings and Introductionof Advanced Ballistic Protection Solutions for Law Enforcement

AVENTURA,FL – November 14, 2024 – Safe Pro Group Inc. (Nasdaq: SPAI) (“Safe Pro” or the “Company”), a leading provider of artificial intelligence (AI) solutions specializing in drone imagery processing, today announced financial results for the third fiscal quarter ended September 30, 2024.

“Following our IPO in August, each of our subsidiaries made significant progress, securing key domestic and international customers across commercial, government and law enforcement sectors. Our teams continue to drive innovation including expanding our AI capabilities, introducing new drone-based services and advanced ballistic protection solutions,” said Dan Erdberg, Chairman and CEO of Safe Pro Group Inc.

FinancialHighlights of the Quarter Ended September 30, 2024:

●	Total<br> revenue for the third quarter of 2024 was $330,756, an increase of approximately $167,209<br> or 102.2% as compared to revenue of $163,547 recorded in the same period prior year.<br> Revenue was primarily driven by an increase in drone-based aerial services contract revenue<br> generated at the Company’s Airborne Response unit. For the nine months ended September<br> 30, 2024 and 2023, revenues generated were $1,281,399 and $640,062, an increase of $641,337<br> or 100.2%.
●	Gross<br> margin for the third quarter of 2024 increased to 40.6% compared to 38.2% for the third quarter<br> of 2023, primarily due to the sale of certain higher margin manufactured products. For the<br> nine months ended September 30, 2024 and 2023, gross margins were 34.5% and 36.4%, respectively.

●

Total revenue for the third quarter of 2024 was $330,756, an increase of approximately $167,209 or 102.2% as compared to revenue of $163,547 recorded in the same period prior year. Revenue was primarily driven by an increase in drone-based aerial services contract revenue generated at the Company’s Airborne Response unit. For the nine months ended September 30, 2024 and 2023, revenues generated were $1,281,399 and $640,062, an increase of $641,337 or 100.2%.

●

Gross margin for the third quarter of 2024 increased to 40.6% compared to 38.2% for the third quarter of 2023, primarily due to the sale of certain higher margin manufactured products. For the nine months ended September 30, 2024 and 2023, gross margins were 34.5% and 36.4%, respectively.

OrganizationalHighlights and Recent Business Developments:

●	On<br> August 30, 2024, the Company announced the closing of its initial public offering of 1,020,000<br> shares of common stock. Its shares began trading on the Nasdaq Capital Market under the<br> ticker symbol “SPAI” on August 28, 2024.
●	The<br> Company recorded its first revenue from its patent-pending artificial intelligence-powered<br> SpotlightAI^TM^ drone image analysis platform in the third quarter of 2024,<br> completing a drone survey operation in Ukraine under a purchase order (PO) awarded by<br> the United Nations Development Programme (UNDP). Through the end of the third quarter<br> and into November, the Company has seen increased interest and utilization of SpotlightAI^TM^from commercial entities in agriculture, government and humanitarian aid, all of<br> which are seeking to address the massive landmine crisis in Ukraine. Powered by the hyper<br> scalability of the Amazon Web Services (AWS) cloud, as of November, SpotlightAI^TM^has now processed over 840,614 images, analyzed over 11,768 GB of data and identified<br> over 10,912 real-world landmines and unexploded ordnance. Real-world landmine detection statistics<br> from Ukraine can be found at the Company’s Real-World Landmine Detection Counter at<br> https://safeproai.com/landmine-detections/
●	In<br> September 2024, Safe Pro received an official Notice of Allowance from the US Patent and<br> Trademark Office (USPTO) confirming the patentability of all 21 claims in the Company’s<br> patent application entitled “Systems and Methods for Detecting and Identifying Explosives.”<br> These claims cover autonomous detection, identification, and labeling of explosives in orthomosaic<br> images utilizing AI processing of images from an unmanned aerial vehicle (“UAV”)<br> as utilized by its SpotlightAI™ drone imagery analysis ecosystem.
---	---
●	During<br> the quarter, Airborne Response, the Company’s aerial managed services unit, advanced<br> its Drone as a First Responder (DFR) solution announcing that its municipal police department<br> customer has received a Certificate of Authorization (COA) from the FAA for operation of<br> its DFR system. Airborne Response also received its second contract extension with Citizens<br> Property Insurance for urgent response and routine aerial services.

“We are seeing strong momentum both domestically and internationally as we accelerate business and product development activities across the organization. In Ukraine, supported by AWS and driven by new features such as 3-D mapping, we are growing our network of partners and customers for SpotlightAI^TM^ to include new commercial relationships. At home, through innovative protective solutions such as our advanced, ultra-lightweight and ultra-thin body armor plates like the new ‘305 Pro’ and enhanced drone-based services, we are equipping law enforcement and first responders to better protect our communities. We are excited about the progress we are making toward fulfilling our vision and mission and are optimistic by what we see ahead for our company and customers,” concluded Mr. Erdberg.

For more information about Safe Pro Group, its subsidiaries, and technologies, please visit https://safeprogroup.com/ and connect with us on Linked-In, Facebook and X.

AboutSafe Pro Group Inc.

Safe Pro Group is a leading provider of artificial intelligence (AI) solutions specializing in drone imagery processing leveraging commercially available “off-the-shelf” drones with its proprietary machine learning and computer vision technology to enable rapid identification of explosives threats, providing a much safer and more efficient alternative to traditional human-based analysis methods. Built on a cloud-based ecosystem and powered by Amazon Web Services (AWS), Safe Pro Group’s scalable platform is targeting multiple markets that include commercial, government, law enforcement and humanitarian sectors where its Safe Pro AI software, Safe-Pro USA protective gear and Airborne Response drone-based services can work in synergy to deliver safety and operational efficiency. For more information on Safe Pro Group Inc., please visit https://safeprogroup.com/.

Forward-LookingStatements

Some of the statements in this press release are forward-looking statements, which involve risks and uncertainties. Forward-looking statements relate to future events, future expectations, plans and prospects. Although Safe Pro Group believes the expectations reflected in such forward-looking statements are reasonable as of the date made, expectations may prove to have been materially different from the results expressed or implied by such forward-looking statements. Safe Pro Group has attempted to identify forward-looking statements by terminology including “believes,” “estimates,” “anticipates,” “expects,” “plans,” “projects,” “intends,” “potential,” “may,” “could,” “might,” “will,” “should,” “approximately” or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including market and other conditions. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission (the “SEC”), copies of which may be obtained from the SEC’s website at www.sec.gov. Any forward-looking statements contained in this press release speak only as of its date. Safe Pro Group undertakes no obligation to update any forward-looking statements contained in this press release to reflect events or circumstances occurring after its date or to reflect the occurrence of unanticipated events, except as required by law.

Media Relations for Safe Pro Group Inc.:

media@safeprogroup.com

Investor Relations for Safe Pro Group Inc.:

investors@safeprogroup.com