Form 8-K - Current report

 

 

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): November 13, 2024

 

CLEANCORE SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada		001-42033		88-4042082
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

5920 S. 118th Circle, Omaha, NE		68137
(Address of principal executive offices)		(Zip Code)

 

[phone]

(Registrant’s telephone number, including area code)

 

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

 

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
Class B Common Stock, par value $0.0001 per share		ZONE		NYSE American LLC

 

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

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 2.02 Results of Operations and Financial Condition.

 

On November 13, 2024, CleanCore Solutions, Inc. issued a press release regarding its financial results for the fiscal quarter ended September 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this report.

 

The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

 

Item 9.01

Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.		Description of Exhibit
99.1		Press Release issued on November 13, 2024
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 

 

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 13, 2024	CLEANCORE SOLUTIONS, INC.
	/s/ Clayton Adams
	Name: Clayton Adams
	Title: Chief Executive Officer

 

 

 

2

 

 

 

Exhibit 99.1

 

 

CleanCore Solutions, Inc. (ZONE) Reports First Quarter FY 2025 Financial Results and Provides Business Update 

 

Omaha, NE, November 13, 2024 - CleanCore Solutions, Inc. (NYSE American: ZONE) (“CleanCore” or the “Company”), developer of patented technology that works as a safe and low-cost replacement for traditional cleaning chemicals, today reported its first quarter 2025 financial results and provided a business update.  

 

“We continued to make important progress during the quarter including expanding our customer base and entering new verticals that are seeking effective cleaning solutions that also provide cost savings,” commented, Clayton Adams, CEO of CleanCore Solutions. “Our past quarter, although we experienced 12% year-over-year revenue growth, was impacted by increased costs associated with going public and a lengthier sales cycle due to the structure of the global Fortune 500 clients in our pipeline.  Our strategic shift to add a direct sales model, combined with increased investment in our sales force and marketing efforts, is projected to substantially boost our monthly recurring revenues in the coming quarters.”  

 

“Our early market traction is evident in our new customer agreements. For example, we recently announced an initial Purchase Agreement with a large building service contractor within the transportation field. We also expanded our penetration within the education vertical with Montessori Schools, which follows deployment of over 200 cleaning systems at a leading university located in the western United States. We believe the demand for our innovative products reflects a strong industry shift toward sustainable solutions that prioritize both safety and environmental impact as well as cost savings. CleanCore’s eco-friendly, health-conscious solutions are designed for high-traffic, sensitive environments such as restaurants, schools and daycares, hotels, airports, and transportation fleets. We are extremely excited about the future of our Company as we begin to reap the benefits of our investments and strategic positioning.”  

 

Financial Results

Revenue for the three months ended September 30, 2024 was approximately $365,000 compared to approximately $326,000 for the three months ended September 30, 2023. General and administrative expenses increased to approximately $916,000 for the three months ended September 30, 2024 compared to approximately $510,000 for the three months ended September 30, 2023. This increase was primarily related to an increase in professional fees, costs related to going public, European certifications needed for overseas distribution, and stock related compensation. Net loss for the three months ended September 30, 2024 was approximately $856,000 compared to approximately $437,000 for the three months ended September 30, 2023.

 

The Company's quarterly report on Form 10-Q for the quarterly period ended September 30, 2024 is scheduled to be filed with the U.S. Securities and Exchange Commission today. The Form 10-Q will also be available on the Company's website.

 

 

 

About CleanCore Solutions

CleanCore Solutions, Inc. (NYSE American: ZONE) is dedicated to revolutionizing cleaning and disinfection practices by harnessing the power of its patented aqueous ozone technology. The Company’s mission is to empower its customers with cost-effective, sustainable solutions that surpass traditional cleaning methods. Through innovation and commitment to excellence, CleanCore strives to create a healthier, greener future for generations to come. For more information, please visit https://www.cleancoresol.com/.

 

Forward Looking Statements

This press release contains information about our views of future expectations, plans, and prospects with respect to CleanCore’s business, financial condition, and results of operations that constitute or may constitute forward-looking statements. Any and all forward-looking statements are based on the management’s beliefs, assumptions, and expectations of CleanCore’s future economic performance, taking into account the information currently available to it. These statements are not statements of historical fact. Although CleanCore believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. CleanCore does not undertake any duty to update any statements contained herein (including any forward-looking statements), except as required by law. Forward-looking statements are subject to a number of factors, risks, and uncertainties, some of which are not currently known to us, that may cause CleanCore’s actual results, performance or financial condition to be materially different from the expectations of future results, performance or financial position. Actual results may differ materially from the expectations discussed in forward-looking statements. Factors that could cause actual results to differ materially from expectations include general industry considerations, regulatory changes, changes in local or national economic conditions and other risks set forth in “Risk Factors” included in our filings with the SEC.

 

Investor Relations:
Crescendo Communications, LLC
Email: [e-mail]
Tel: [phone]

 

  

 

 

 

Cover	Nov. 13, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Nov. 13, 2024
Entity File Number	001-42033
Entity Registrant Name	CLEANCORE SOLUTIONS, INC.
Entity Central Index Key	0001956741
Entity Tax Identification Number	88-4042082
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	5920 S. 118th Circle
Entity Address, City or Town	Omaha
Entity Address, State or Province	NE
Entity Address, Postal Zip Code	68137
City Area Code	877
Local Phone Number	860-3030
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class B Common Stock, par value $0.0001 per share
Trading Symbol	ZONE
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false

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