Zone Frontier Inc. annual report, FY2026

Business context and reporting period

Zone Frontier Inc. (formerly CleanCore Solutions, Inc.; NYSE American: ZONE) filed this Form 10-K for the fiscal year ended June 30, 2026. During the year, it operated cleaning-products, Dogecoin treasury and early-stage AI infrastructure segments. On June 8, 2026, it announced a strategic shift toward developing U.S. data centers and plans to exit the other businesses. The company changed its name on August 31, 2026.

The AI infrastructure business generated no revenue during fiscal 2026. The reported revenue came from cleaning products, which the company was seeking to sell as of September 28, 2026; it had no binding sale agreement at that date.

Financial results and condition

MetricYear ended June 30, 2026Year ended June 30, 2025
Revenue$3.41 million$2.07 million
Gross profit / margin$1.29 million / 37.8%$0.99 million / 47.6%
Operating loss$57.98 million$6.39 million
Net loss$174.16 million$6.74 million
Basic and diluted loss per share$1.04$0.79
Cash used in operating activities$18.16 million$2.34 million
Cash used in investing activities$130.27 million$0.61 million
Cash provided by financing activities$162.38 million$2.37 million

At June 30, 2026, cash and cash equivalents were $15.44 million; current assets were $18.71 million and current liabilities $0.88 million, giving working capital of $17.83 million. Total assets were $52.51 million, total liabilities $0.99 million, and stockholders’ equity $51.51 million. The balance sheet reported $33.48 million of Dogecoin and no outstanding note payable; lease liabilities totaled approximately $0.27 million. The company also reported a $1.0 million related-party note receivable.

Dogecoin accounted for a $116.32 million fair-value loss in fiscal 2026, including realized losses on disposals. The company held 464.5 million Dogecoin worth $33.48 million at year-end and sold its remaining holdings for approximately $33.4 million on July 20, 2026. The auditor’s opinion on the financial statements was unqualified, but included a going-concern paragraph.

Material changes versus the prior year

  • Revenue rose 64.3%, largely because Ireland contributed a full year of sales. Cost of sales grew 95.0%; gross margin fell from 47.6% to 37.8%, principally due to an approximately $414,000 increase in inventory-reserve expense.
  • General and administrative expense increased to $56.49 million from $7.08 million. The filing cites Treasury-related fees and costs, stock-based compensation, impairment charges and increased payroll associated with the new data-center focus.
  • The company recorded $2.24 million of goodwill impairment and $1.75 million of intangible-asset impairment after a valuation related to the planned CleanCore sale.
  • Net loss widened sharply, primarily reflecting Dogecoin fair-value losses and higher operating expenses. Operating cash use also increased substantially.
  • Financing included approximately $137.9 million of net proceeds from the September 2025 pre-funded-warrant offering and approximately $27.3 million of net ATM proceeds. Shares outstanding increased from 9.96 million at June 30, 2025 to 226.05 million at June 30, 2026; the filing reports 508.83 million shares outstanding as of September 28, 2026.

Outlook, risks and unusual items

  • Liquidity and going concern: Management said available resources might not fund planned expenditures over the next 12 months and that additional debt or equity financing would be needed. The auditor and management identified substantial doubt about the company’s ability to continue as a going concern. Further equity financing could dilute shareholders.
  • Minnesota project: The campus is under construction and has a 10-year tenancy agreement with Cerebras Systems, with two additional 10-year renewal options. The company expects approximately 55 MW of utility capacity and 40 MW of critical IT load online by the end of the second quarter of calendar 2027, with revenue expected to increase in the first half of 2027. The filing describes initial contract value above $800 million and potential aggregate revenue above $3 billion if both extensions are exercised.
  • West Texas project: Announced after year-end with HST Technologies, the project is planned in phases, with initial capacity described as 200 MW and potential expansion above 500 MW by 2030. Initial revenue is expected in the first half of calendar 2028. The filing uses differing descriptions of the 200 MW capacity, which investors should clarify.
  • Capital needs and execution: Data-center development is capital-intensive, and the company has limited operating experience in the sector. Key risks include securing power, permits, equipment, financing and tenants; construction delays or cost overruns; dependence on development partners; and customer concentration. The company’s stated goal is to support more than one gigawatt of computing power by 2030, not a firm forecast.
  • Controls and leadership: Management concluded disclosure controls and internal control over financial reporting were ineffective at June 30, 2026, citing inadequate staffing, segregation of duties and technical accounting expertise. The CFO retired in September 2026; CEO Tyler Hassen assumed the principal financial and accounting officer roles, with external support.
  • Post-year-end financing and dilution: The filing describes an August 2026 public offering involving common shares, pre-funded warrants and accompanying warrants, and separately notes a $100 million equity raise. Full economic and dilution details are not clear from the filing text provided. The company also has an ATM sales agreement authorizing up to $750 million of share sales.
  • The Minnesota project’s contracted revenue, West Texas capacity and timing, CleanCore sale prospects, post-year-end offering proceeds, and future capital commitments are forward-looking or transaction-dependent and are not assured.

Important facts for investors to verify

  1. Current cash, liquidity runway and financing available after the August 2026 offering and Dogecoin sale, including whether proceeds are committed to project costs.
  2. The exact terms, net proceeds and fully diluted share impact of the August offering, outstanding warrants, equity awards and ATM facility.
  3. Construction milestones, total project costs, power availability and financing arrangements for the Minnesota and West Texas campuses.
  4. Cerebras’ payment obligations, project acceptance terms and the conditions for the stated contract value and renewal-option revenue.
  5. Status and expected proceeds of the CleanCore sale, along with any continuing liabilities from the cleaning and Dogecoin businesses.
  6. Progress remediating material weaknesses and the adequacy of financial-reporting resources following the CFO’s retirement.