CleanCore Solutions, Inc. Files Amendment No. 2 to S-1 Registration Statement
Ticker: ZONE · Form: S-1/A · Filed: Jan 9, 2024 · CIK: 1956741
Complexity: simple
Sentiment: neutral
Topics: S-1/A, Registration Statement, Securities Offering, CleanCore Solutions, SEC Filing
TL;DR
<b>CleanCore Solutions, Inc. has filed an S-1/A amendment, indicating potential ongoing securities offerings.</b>
AI Summary
CleanCore Solutions, Inc. (ZONE) filed a Amended IPO Registration (S-1/A) with the SEC on January 9, 2024. CleanCore Solutions, Inc. filed an S-1/A (Amendment No. 2) with the SEC on January 9, 2024. The filing pertains to a registration statement under the Securities Act of 1933. The company's principal executive offices are located at 5920 South 118th Circle, Suite 2, Omaha, NE 68137. Matthew Atkinson is listed as the Chief Executive Officer. The filing indicates the securities may be offered on a delayed or continuous basis pursuant to Rule 415.
Why It Matters
For investors and stakeholders tracking CleanCore Solutions, Inc., this filing contains several important signals. This amendment suggests CleanCore Solutions is actively preparing for or continuing a public offering of its securities. The S-1/A filing provides updated information for potential investors and the SEC regarding the company's financial status and business operations.
Risk Assessment
Risk Level: low — CleanCore Solutions, Inc. shows low risk based on this filing. The filing is an amendment to a registration statement, not a financial report with performance data, thus the immediate risk assessment is low.
Analyst Insight
Monitor future filings for details on the proposed securities offering and the company's financial performance.
Key Numbers
- 2024-01-09 — Filing Date (Date the S-1/A was filed)
- Amendment No. 2 — Amendment Number (Indicates this is the second amendment to the registration statement)
- 333-274928 — Registration Number (SEC registration number for the filing)
- 1933 Act — SEC Act (The Securities Act of 1933)
Key Players & Entities
- CleanCore Solutions, Inc. (company) — Registrant name
- Matthew Atkinson (person) — Chief Executive Officer
- Louis A. Bevilacqua (person) — Legal counsel
- Cavas S. Pavri (person) — Legal counsel
- Johnathan C. Duncan (person) — Legal counsel
- ArentFox Schiff LLP (company) — Legal counsel
- Bevilacqua PLLC (company) — Legal counsel
- 333-274928 (regulator) — Registration number
Forward-Looking Statements
- CleanCore Solutions, Inc. will complete its public offering and begin trading its securities. (CleanCore Solutions, Inc.) — medium confidence, target: Q1 2024
FAQ
When did CleanCore Solutions, Inc. file this S-1/A?
CleanCore Solutions, Inc. filed this Amended IPO Registration (S-1/A) with the SEC on January 9, 2024.
What is a S-1/A filing?
A S-1/A is a amendment to an IPO registration statement, typically incorporating SEC feedback. This particular S-1/A was filed by CleanCore Solutions, Inc. (ZONE).
Where can I read the original S-1/A filing from CleanCore Solutions, Inc.?
You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by CleanCore Solutions, Inc..
What are the key takeaways from CleanCore Solutions, Inc.'s S-1/A?
CleanCore Solutions, Inc. filed this S-1/A on January 9, 2024. Key takeaways: CleanCore Solutions, Inc. filed an S-1/A (Amendment No. 2) with the SEC on January 9, 2024.. The filing pertains to a registration statement under the Securities Act of 1933.. The company's principal executive offices are located at 5920 South 118th Circle, Suite 2, Omaha, NE 68137..
Is CleanCore Solutions, Inc. a risky investment based on this filing?
Based on this S-1/A, CleanCore Solutions, Inc. presents a relatively low-risk profile. The filing is an amendment to a registration statement, not a financial report with performance data, thus the immediate risk assessment is low.
What should investors do after reading CleanCore Solutions, Inc.'s S-1/A?
Monitor future filings for details on the proposed securities offering and the company's financial performance. The overall sentiment from this filing is neutral.
How does CleanCore Solutions, Inc. compare to its industry peers?
The company operates in the Refrigeration & Service Industry Machinery sector.
Are there regulatory concerns for CleanCore Solutions, Inc.?
The filing is made under the Securities Act of 1933, which governs the registration of new securities.
Industry Context
The company operates in the Refrigeration & Service Industry Machinery sector.
Regulatory Implications
The filing is made under the Securities Act of 1933, which governs the registration of new securities.
What Investors Should Do
- Review the full S-1/A filing for details on the proposed securities offering.
- Track future SEC filings from CleanCore Solutions for financial updates and offering progress.
- Research the company's business model and market position within the refrigeration industry.
Key Dates
- 2024-01-09: Filing of Amendment No. 2 to Form S-1 — Provides updated information for the registration statement.
Year-Over-Year Comparison
This is an amendment to a previous filing, indicating ongoing activity related to a securities registration.
Filing Stats: 4,275 words · 17 min read · ~14 pages · Grade level 15.3 · Accepted 2024-01-08 20:07:35
Key Financial Figures
- $4.00 — l public offering price will be between $4.00 and $6.00 per share. Certain selling st
- $6.00 — ffering price will be between $4.00 and $6.00 per share. Certain selling stockholders
- $840,000 — xpense allowance, will be approximately $840,000. We have granted the underwriters an o
- $2,441,356 — 023, we generated pro forma revenues of $2,441,356 and a net loss of $5,343,271, as compar
- $5,343,271 — evenues of $2,441,356 and a net loss of $5,343,271, as compared to revenues of $2,648,005
- $2,648,005 — $5,343,271, as compared to revenues of $2,648,005 and a net loss of $541,611 for the year
- $541,611 — evenues of $2,648,005 and a net loss of $541,611 for the year ended June 30, 2022. For t
- $325,684 — mber 30, 2023, we generated revenues of $325,684 and a net loss of $437,294, as compared
- $437,294 — revenues of $325,684 and a net loss of $437,294, as compared to revenues of $502,597 an
- $502,597 — of $437,294, as compared to revenues of $502,597 and a net loss of $263,057 for the thre
- $263,057 — revenues of $502,597 and a net loss of $263,057 for the three months ended September 30
- $5,000,000 — od Safety for a total purchase price of $5,000,000, consisting of $2,000,000 in cash and t
- $2,000,000 — hase price of $5,000,000, consisting of $2,000,000 in cash and the issuance of a promissor
- $3,000,000 — missory note in the principal amount of $3,000,000. In addition, if, and only if, the busi
- $5,565,000 — business acquired generates revenue of $5,565,000 and a net income of $1,607,103 from cer
Filing Documents
- fs12024a2_cleancore.htm (S-1/A) — 6154KB
- fs12024a2ex10-5_cleancore.htm (EX-10.5) — 7KB
- fs12024a2ex10-28_cleancore.htm (EX-10.28) — 5KB
- fs12024a2ex23-1_cleancore.htm (EX-23.1) — 3KB
- tcleancore_logo.jpg (GRAPHIC) — 89KB
- timage_001.jpg (GRAPHIC) — 504KB
- timage_003.jpg (GRAPHIC) — 628KB
- ttad_logo.jpg (GRAPHIC) — 56KB
- ttaad_sig.jpg (GRAPHIC) — 19KB
- ex23-1_001.jpg (GRAPHIC) — 2KB
- 0001213900-24-002011.txt ( ) — 7959KB
Risk Factors
Risk Factors   13 Cautionary Statement Regarding Forward-Looking Statements   27
Use of Proceeds
Use of Proceeds   28 Dividend Policy   29 Capitalization   30
Dilution
Dilution   31 Management’s Discussion and Analysis of Financial Condition and Results of Operations   33
Business
Business   41 Management   50
Executive Compensation
Executive Compensation   55 Current Relationships and Related Party Transactions   60 Principal Stockholders   61
Description of Securities
Description of Securities   63 Shares Eligible for Future Sale   66 Material U.S. Federal Income Tax Considerations for Non-U.S. Holders   67
Underwriting
Underwriting   71 Legal Matters   76 Experts   76 Where You Can Find More Information   76
Financial Statements
Financial Statements   F-1 Please read this prospectus carefully. It describes our business, financial condition, results of operations and prospects, among other things. We are responsible for the information contained in this prospectus and in any free-writing prospectus we have authorized. Neither we nor the underwriters have authorized anyone to provide you with different information, and neither we nor the underwriters take responsibility for any other information others may give you. Neither we nor the underwriters are making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. The information contained in this prospectus is accurate only as of the date on the front of this prospectus, regardless of the time of delivery of this prospectus or any sale of securities. You should not assume that the information contained in this prospectus is accurate as of any date other than its date. i Table of Contents INDUSTRY AND MARKET DATA We are responsible for the information contained in this prospectus. This prospectus includes industry and market data that we obtained from periodic industry publications, and third -party studies and surveys. These sources generally state that the information they provide has been obtained from sources believed to be reliable, but that the accuracy and completeness of the information are not guaranteed. The forecasts and projections included in these sources are based on historical market data, and there is no assurance that any of the forecasts or projected amounts will be achieved. Industry and market data could be wrong because of the method by which sources obtained their data and because information cannot always be verified with complete certainty due to the limits on the availability and reliability of raw data, the voluntary nature of the data gathering process and other limitations and uncertainties. The market and industry data used in this prospectus involve risks