CleanCore Solutions, Inc. (NYSE American: ZONE) Announces Closing of $100 Million Public Offering

HOUSTON, Aug. 12, 2026 /PRNewswire/ -- CleanCore Solutions, Inc. (NYSE American: ZONE) ("CleanCore" or the "Company"), a company building the critical infrastructure that powers the AI economy, today announced the closing of its previously announced public offering (the "Offering") of 400,000,000 shares of common stock (or pre-funded warrants in lieu thereof) and accompanying warrants to purchase up to 400,000,000 shares of common stock. Each share of common stock and accompanying warrant was offered at a combined public offering price of $0.25, for gross proceeds of approximately $100,000,000, before deducting placement agent discounts, commissions, and offering expenses. The pre-funded warrants have an exercise price of $0.0001 per share. Each accompanying warrant is immediately exercisable at an exercise price of $0.25 per share of common stock and will expire five years following the date of issuance. If all accompanying warrants are exercised in full, the Company would receive additional gross proceeds of approximately $100,000,000, before deducting applicable expenses.

Curvature Securities LLC is acting as the sole placement agent for the Offering.

CleanCore intends to use the net proceeds from the Offering primarily to fund the development of AI critical infrastructure opportunities, including the Minnesota Project, and for working capital and general corporate purposes.

The shares of common stock, pre-funded warrants and warrants were offered pursuant to a registration statement on Form S-3 (File No. 333-289867), which was previously filed with and subsequently declared effective by the Securities and Exchange Commission (the "SEC") on August 29, 2025. The Offering was made only by means of a prospectus supplement which is a part of the effective registration statement. A final prospectus supplement and the accompanying base prospectus relating to the public offering has been filed with the SEC and is available on the SEC's website at www.sec.gov. Additionally, electronic copies of the final prospectus supplement and the accompanying base prospectus may be obtained from Curvature Securities LLC, 39 Main Street, Chatham, NJ 07928, or by telephone at (908) 944-9400, or by email at [email protected].

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in the Offering, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About CleanCore Solutions, Inc.

CleanCore Solutions, Inc. (NYSE American: ZONE) is helping to build the critical infrastructure that powers the AI economy. Through a growing pipeline of projects, ZONE aims to help meet the increasing demand for compute capacity, power, and digital infrastructure required by the world's leading AI companies.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, but are not limited to, statements regarding the expected use of the proceeds from the Offering. Forward-looking statements are generally identified by words such as "anticipates," "believes," "expects," "intends," "plans," "may," "will," "could," "should," "estimates," "projects," "potential," "focused on," "aims," "expand," "expected," "look forward," and similar expressions. These forward-looking statements are based on management's current expectations and assumptions as of the date of this press release and are subject to significant risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied. Such risks and uncertainties include, but are not limited to: the highly speculative and uncertain nature of the Company's AI critical infrastructure business; the Company's continued ability to successfully transition its business model from cleaning services; the Company's lack of operating history in the data center or computing infrastructure industry; the Company's limited experience in the data center and AI infrastructure industries; the status of the Company's operations, results of operations, growth strategy and liquidity; and, general economic, financial, capital market and industry conditions.

For a more complete discussion of risks and uncertainties, please refer to the Company's filings with the SEC, including the "Risk Factors" section of the Company's most recent Annual Report on Form 10-K or Quarterly Report on Form 10-Q. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law. All forward-looking statements are qualified in their entirety by this cautionary statement.

SOURCE CleanCore Solutions (NYSE AMERICAN: ZONE)