CleanCore Solutions, Inc. (ZONE) Company Overview

US | Industrials | Industrial - Pollution & Treatment Controls | AMEX

What does CleanCore Solutions do now?

CleanCore Solutions, Inc. trades on NYSE American under ZONE. It entered 2026 with a legacy aqueous-ozone cleaning operation and a Dogecoin treasury segment, then announced AI critical infrastructure as its intended future core. In July 2026, CleanCore closed a joint venture for a 200-megawatt West Texas data-center campus that could expand beyond 500 megawatts. ZONE is therefore best analyzed as a public-company transition, not a mature single-industry operator.

$0.54M
Revenue, quarter ended March 31, 2026
$42.74M
Restated digital assets at March 31, 2026
200 MW
Initial West Texas data-center capacity announced July 2026
221.8M
Common shares outstanding at March 31, 2026

The legacy business manufactures equipment that infuses ozone into water for no-rinse cleaning, sanitizing and deodorizing. Applications include commercial facilities, laundry, industrial production and food-contact surfaces. Disclosed ozone concentrations range from roughly 0.5-1.5 ppm for professional cleaning to 20 ppm for industrial uses. The official product site explains the underlying aqueous-ozone process, while the company’s fiscal 2025 Form 10-K provides the operating detail.

Aqueous ozone systemsDogecoin treasuryAI data-center developmentNYSE American
Business layer Current status Economic role Key uncertainty
CleanCore segment Operating and revenue-producing Product sales and installed-system economics Potential sale; concentrated customers
Treasury segment Dogecoin holdings being repositioned or sold Balance-sheet exposure to digital-asset prices Disposition price, volatility and service commitments
AI critical infrastructure First project joint venture closed July 2026 Future development, leasing and data-center cash flow Funding, power, permitting, construction and tenants

How does CleanCore make money?

Historically, CleanCore recognized product revenue when equipment transferred to customers, generally at shipment. It is not a recurring software or utility model. Certain products carry a two-year warranty, and volume incentives were minimal in fiscal 2025. Growth depends on equipment placements, repeat purchases and distribution, but results remain small and uneven.

Which revenue stream is proven?

Cleaning equipment and products
The only segment that generated external revenue through March 31, 2026. Revenue was $2.52M for the first nine months of fiscal 2026.
Digital-asset treasury
No ordinary customer revenue. Economics arise through Dogecoin fair-value changes, asset sales and related professional costs.
Data-center platform
No operating revenue had been generated when the pivot was announced. Future economics depend on project completion, leasing and financing structures.

Dogecoin is marked to fair value each reporting period, so price changes flow through earnings without a sale. The $107.06M adverse fair-value change for the nine months ended March 31, 2026 overwhelmed $2.52M of product revenue, making revenue growth alone an inadequate performance measure.

How could the data-center model work?

1. Secure site and power
Land, utility capacity, interconnection and permitting establish whether a campus is feasible.
2. Fund development
ZONE is expected to provide capital while the platform partner contributes project assets and development capabilities.
3. Build capacity
The initial announced campus is 200 MW with expansion potential above 500 MW.
4. Contract tenants
Potential models include powered shell, build-to-suit, colocation or turnkey deployments.
5. Distribute cash
Under the July JV, ZONE receives capital back and a 12% preferred return before an 80/20 residual split.
The central strategic tension is that CleanCore is trying to finance an infrastructure-scale ambition from a balance sheet whose most liquid resources have recently depended on equity issuance and volatile digital assets.

What do the latest results show?

The most recent filed quarterly package is the amended Form 10-Q for the period ended March 31, 2026. It restated the quarter after a 70.0M-Dogecoin non-cash transfer was omitted from the accounting records, revealing a material weakness in internal control. It captures the company before the completed July data-center joint venture, but after the Dogecoin strategy had transformed the balance sheet and income statement.

Metric Quarter ended March 31, 2026 Quarter ended March 31, 2025 Interpretation
Revenue $543,694 $557,915 Down 2.5%; commercial scale remained limited.
Gross profit (loss) $(419,259) $311,132 Quarterly gross margin fell to negative 77.1%, reflecting cost pressure and reserves.
Operating loss $(18.98M) $(0.72M) Professional, consulting, payroll, insurance and stock compensation expanded sharply.
Dogecoin fair-value change $(18.36M) Not applicable Market-price exposure dominated consolidated earnings.
Net loss $(37.26M) $(0.81M) Loss per share was $0.17 on a much larger share count.

What does the nine-month view add?

33.6%
Gross margin for the nine months ended March 31, 2026, calculated from $846,488 of gross profit on $2.52M of revenue. This was below 47.3% in the comparable nine-month period.

For the first nine months of fiscal 2026, revenue increased 113.6% to $2.52M, helped by one new customer that generated $872,214. Yet cost of sales rose faster, to $1.67M, and general and administrative expense reached $48.33M. The company attributed the G&A increase primarily to $34.24M of professional and consulting fees, $8.04M of stock compensation, $2.11M of payroll and benefits, and $1.02M of insurance. Consolidated net loss was $154.99M, of which $107.06M was the digital-asset fair-value decline.

$14.82MNet cash used in operating activities for the nine months ended March 31, 2026, versus $2.23M in the prior-year period.

How did CleanCore reach this strategic pivot?

CleanCore’s short public history contains repeated changes in business model and capital structure. Valuation now depends on whether management can convert those shifts into durable assets and cash flow.

  1. 2014-2019
    Predecessor aqueous-ozone businesses were formed and reorganized, creating the technology and product assets later acquired by the public company.
  2. October 2022
    CC Acquisition Corp. acquired substantially all assets of CleanCore LLC, TetraClean and Food Safety for $5.0M, including $2.0M cash and a $3.0M note.
  3. April 2024
    The company completed its initial public offering, adding public-market access but not yet establishing operating profitability.
  4. April 2025
    CleanCore Global acquired Sanzonate assets for consideration structured around $425,000 cash, an $800,000 note and up to $1.25M of earn-outs.
  5. September 2025
    A $175.0M pre-funded-warrant financing launched the Dogecoin treasury strategy and created a separate Treasury segment.
  6. March-June 2026
    The asset-management agreements were terminated, Dogecoin sales began, Tyler Hassen became CEO, and the company announced its intention to move toward AI critical infrastructure.
  7. July 2026
    ZONE closed its first data-center joint venture, giving the strategic pivot a definitive agreement and a 200 MW initial project rather than only an exploratory plan.

What assets and funding resources support the plan?

At March 31, 2026, restated assets were $67.39M versus $8.47M at June 30, 2025, mainly because financing funded Dogecoin purchases. Unrestricted cash was $4.05M, restricted cash $13.00M and digital assets $42.74M. Liabilities were $7.05M and equity was $60.34M despite a $169.04M accumulated deficit.

$67.39M
Digital assets — $42.74M — 63.4%
Cash plus restricted cash — $17.05M — 25.3%
Other assets — $7.59M — 11.3%
Asset mix at March 31, 2026. Percentages calculated from the filed balance sheet.

How dependent is CleanCore on external capital?

Capital-flow item Nine months ended March 31, 2026 What it says
Operating cash flow $(14.82M) The operating base consumed cash before data-center development spending.
Net digital-asset purchases $(130.24M) Treasury deployment absorbed most investing cash.
Private-placement proceeds, net $137.91M The treasury strategy was funded principally through equity-linked issuance.
At-the-market proceeds $25.61M Ongoing public-market issuance added liquidity and dilution.
Net financing cash flow $160.72M Financing, not internal cash generation, supported the balance sheet.

The July data-center agreement increases this funding dependence. Under the July 9, 2026 Form 8-K, CleanCore may contribute up to $100M over nine months for a 99% capital interest. The broader agreement contemplates aggregate capital commitments of up to $2.0B, although non-funding generally results in dilution rather than damages or compelled funding. Platform Co receives $75,000 per month for twelve months, potential equity valued at $60,000 to $80,000 per delivered megawatt, and 1% of project EBITDA subject to thresholds and a $10M annual cap.

Filed liquidity signal
$17.05M cash
Cash plus restricted cash at March 31, 2026; only $4.05M was unrestricted cash and equivalents.
Initial JV commitment
Up to $100M
Potential cash contribution over nine months after closing.
Long-range framework
Up to $2.0B
Aggregate commitments contemplated by the LLC agreement, called as needed.

What competitive advantages does CleanCore actually have?

The company’s clearest existing proprietary asset is in aqueous ozone. CleanCore reported 15 patents at fiscal 2025 year-end and 16 patents in the March 2026 amended quarterly filing. The fiscal 2025 portfolio included ten in the United States, four in Canada and one in Mexico. The patents cover functions that allow its machines to produce ozone in nanobubble form. The claimed advantage is that nanobubbles remain suspended in water longer than larger bubbles, supporting stable cleaning and deodorizing performance without conventional additives. Patent expirations begin in 2028 and extend beyond that date, so the protection is real but not perpetual.

Does the legacy business have scale or switching costs?

Not yet in the way a dominant industrial platform would. Fiscal 2025 revenue was only $2.07M, and two customers represented 42% and 17% of annual revenue. KBS alone represented 47% of accounts receivable at June 30, 2025. The company’s three-year memorandum with KBS may create distribution opportunity across a building-services network serving more than 100,000 buildings, but the memorandum is non-binding and does not require minimum purchases. This makes access promising but not equivalent to contracted backlog.

Customer concentration — fiscal 2025 revenue
KBS42%
Prolink17%
All other customers41%
Two disclosed customers generated 59% of fiscal 2025 revenue; the remainder is calculated from the filed percentages.

What is the possible advantage in data centers?

ZONE’s possible data-center advantage is contractual, not yet operational. It owns 99% of the initial JV capital interest, approves major decisions, and receives capital back plus a 12% preferred return before residual sharing. HST contributes project assets, development capability and a platform license. This can accelerate entry, but established operators have stronger tenant relationships, power expertise, construction records and cheaper capital.

Capability Evidence Strength today Limitation
Patented cleaning technology 16 patents disclosed in the March 2026 amended filing Differentiated technical base Small commercial scale and approaching expirations
Customer access KBS relationship and national distribution potential Route to larger facilities market Non-binding; no minimum purchase obligation
Data-center economics 99% capital interest and 12% preferred return Favorable waterfall if projects perform No stabilized operating history or tenant cash flow
Public equity access Large 2025 warrant financing and ATM issuance Can fund strategic shifts Material dilution and market-dependence

Who owns CleanCore, and how has governance changed?

Ownership changed sharply after the September 2025 financing. The company’s 2025 definitive proxy statement reported 201.26M common shares outstanding on the October 27, 2025 record date. Executive officers and directors as a group beneficially owned 11.51M shares, or 5.71%. Clayton Adams held 6.12M shares, or 3.04%, and then-Chief Investment Officer Marco Margiotta held 4.00M shares, or 1.99%. The proxy listed no holder above 5%, indicating dispersed post-financing control.

Holder or group Beneficial shares Percent Source period Governance implication
All officers and directors 11.51M 5.71% October 27, 2025 Meaningful incentives, but no collective control.
Clayton Adams 6.12M 3.04% October 27, 2025 Legacy-business influence remained material.
Marco Margiotta 4.00M 1.99% October 27, 2025 Linked governance to the Dogecoin phase before his March 2026 departure.
Common shares outstanding 201.26M 100.00% October 27, 2025 Large denominator illustrates financing-driven dilution.

Why do leadership and related-party arrangements matter?

Tyler Hassen became CEO in March 2026 and joined the board in June, while Alexander Spiro remained chairman. Former CEO Clayton Adams became general manager and holds an irrevocable option, expiring March 4, 2029, to purchase the legacy cleaning assets under specified terms. That arrangement matters because it could determine the timing, cash proceeds and strategic separation of the original business. The board must also oversee a transition spanning cleaning operations, digital-asset disposal and capital-intensive infrastructure.

8.60MStock-compensation expense for the nine months ended March 31, 2026, compared with $0.56M in the prior-year period.

At March 31, 2026, the company had 221.84M common shares outstanding, up from 9.96M Class B shares plus 1.88M Class A shares at June 30, 2025. The capital structure expanded through warrant exercises, at-the-market sales, stock issued for services and equity awards. For researchers, governance analysis must therefore include dilution, incentive design and related-party economics, not merely board biographies.

Which risks could change CleanCore’s outlook?

Three distinct business models create an unusually broad risk profile. The June 2026 strategic-pivot Form 8-K explicitly states that the AI infrastructure business is early-stage, speculative and capital-intensive. At that point, the company had not generated revenue from data centers. The July closing adds contractual substance, not operating certainty.

Funding gap
Compare unrestricted cash, Dogecoin sale proceeds and new equity capacity with the up-to-$100M initial JV contribution.
Power and interconnection
A 200 MW campus has value only if power, transmission and utility milestones arrive on schedule.
Tenant commitments
Watch for binding leases, credit quality, rent structure and commencement dates rather than capacity announcements alone.
Dogecoin disposition
Track tokens sold, realized proceeds, remaining units and professional-service transfers.
Legacy sale terms
A disposal can simplify the story, but price, liabilities and related-party terms will determine value.
Share count
ATM issuance, project equity and service shares can reduce per-share participation even if enterprise assets grow.

What do the filings identify as the most immediate financial risk?

Management concluded in the March 2026 quarter that available resources would not be sufficient to fund planned expenditures for the following twelve months and that material uncertainty raised substantial doubt about the company’s ability to continue as a going concern. That conclusion existed before the July agreement contemplated up to $100M of initial project capital. CleanCore can seek external financing, sell digital assets and dispose of the cleaning business, but each option introduces price, timing or dilution risk.

Risk Financial transmission Concrete indicator
Data-center execution Delays raise development cost and postpone rent Permits, utility interconnection, construction budget and delivery date
Digital-asset volatility Fair-value changes move earnings and asset coverage Remaining Dogecoin units and quarter-end fair value
Customer concentration Lost orders can reduce revenue and worsen working capital KBS and Prolink revenue share; accounts-receivable concentration
Supplier concentration Component shortages can delay product shipments Single-vendor exposure for major components
Dilution More shares reduce ownership per existing share Basic shares, warrants, ATM sales and project equity consideration
Going concern Insufficient liquidity may constrain all three strategies Operating cash burn, unrestricted cash and financing access

Which KPIs matter most for valuation?

A single-segment DCF is poorly suited to CleanCore. Separate the cleaning operation, net digital assets, corporate costs and each data-center project. Project valuation requires assumptions for megawatts, utilization, lease rates, development cost, timing, financing and the JV waterfall.

Annual cleaning-business revenue trend
$1.60MFY2024
$2.07MFY2025
Fiscal 2025 revenue grew 29.2%, but the business still produced a $6.39M operating loss.

What should a project-level DCF include?

Driver Why it matters Current evidence
Delivered megawatts Determines leasable capacity and project scale 200 MW initial campus; potential expansion above 500 MW
Capital cost per MW Drives total investment and funding need Not yet disclosed in a stabilized project budget
Lease commencement Sets the start of recurring cash flow No operating tenant revenue disclosed as of the pivot period
JV waterfall Determines ZONE’s economic share after capital recovery Return of capital, 12% preferred return, then 80/20 split
Corporate burn Reduces value before project cash flows mature $14.82M operating cash use in the nine months ended March 31, 2026
Future share count Converts enterprise value into per-share value 221.84M shares outstanding at March 31, 2026, plus potential future issuance
Treasury segment assets — $55.74M — 82.7%
CleanCore segment assets — $11.65M — 17.3%
Segment asset mix at March 31, 2026, before the July data-center JV closing.

The most important valuation sensitivity is financing. Even a valuable data-center campus can create weak per-share outcomes if capital is raised at unfavorable prices or if project economics are diluted before stabilization. Conversely, successful asset sales, binding tenant contracts and lower-cost project financing could reduce uncertainty. Comparables should therefore be used cautiously: ZONE does not yet have the operating history of established data-center REITs, developers or infrastructure platforms.

What is the key takeaway from CleanCore analysis?

CleanCore is a case study in corporate transformation, not an established dominant franchise. Its legacy aqueous-ozone business has differentiated patents, a credible environmental proposition and some large-customer access, but fiscal 2025 revenue was only $2.07M and the operation remained deeply loss-making. The 2025 Dogecoin treasury financing radically expanded the balance sheet and share count, then exposed earnings to a $107.06M nine-month fair-value decline. Management is now redirecting the company toward AI infrastructure.

The July 2026 closing is the most consequential new fact. CleanCore now has a definitive JV structure, a 99% capital interest, a 200 MW initial campus, expansion potential above 500 MW, a 12% preferred return before profit sharing, and contractual access to a development platform. The official project announcement moves the strategy beyond a non-binding concept. Yet the economics remain prospective: no stabilized tenant revenue, project budget, construction schedule or financing package has been disclosed.

Final synthesis
What supports the story: patented cleaning technology, substantial equity-funded assets, a definitive data-center partnership and favorable project waterfall mechanics. What could weaken it: going-concern uncertainty, operating cash burn, Dogecoin volatility, execution across three simultaneous business lines, customer concentration and continuing dilution. What to monitor next: Dogecoin sale proceeds, the cleaning-business disposition, data-center funding, tenant contracts, utility milestones, delivered megawatts, corporate cash burn and the fully diluted share count.

What should researchers monitor next?

ZONE shows why strategy, accounting and finance must be read together. Revenue belongs to the cleaning segment; most March 2026 assets belonged to the Treasury segment; and the future narrative now rests on data-center development. Any serious analysis should keep those layers separate, attach explicit probabilities to execution milestones, and avoid treating announced capacity as equivalent to operating cash flow.

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