What changed in this filing

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Item 1. Business

2025-08-22 compared with 2024-09-20 · 435 added, 384 removed, 40 unchanged (95% of the section changed)

specialize in the development and production of cleaning products that produce pure aqueous ozone for professional, industrial, or home

We have a patented nanobubble technology using aqueous ozone that we believe is highly effective in cleaning, sanitizing, and deodorizing

surfaces and high-touch areas.

mission is to become a leader in creating safe, clean spaces that are free from any chemical residue or skin irritants.

We are currently

expanding our distributor network, improving our production processes, and proving the effectiveness of our products in restaurants,

airports, and hotels.

noted by the U.S.

Environmental Protection Agency, or the EPA (“Wastewater Technology Fact Sheet:

Ozone Disinfection,” September

1999), ozone has been used in water treatment facilities to remove pathogens from water for decades.

However, ozone was not safe for

traditional cleaning because the gas alone can be harmful when inhaled.

In recent years, ozone has been found to become a powerful cleaning

solution if infused into tap water, which then creates a solution called aqueous ozone.

Once the ozone is added into the water, the resulting

solution is safe to handle, yet continues to hold the effective cleaning and oxidizing components of ozone.

product offerings utilize a patented technology that we believe produces an enhanced aqueous ozone solution that requires no additives,

filters, or advanced chemicals.

We believe that we are the only company that has an aqueous ozone solution that is produced in the form

of nanobubbles.

In a critical review from Environmental Science Nano (“Disinfection applications of ozone micro- and nanobubbles,”

November 2, 2021) authors Petroula Seridou and Nicolas Kalogerakis explain that since its discovery in the 1990’s, nanobubbles

have been used to remove pollutants in many industries, including biopharma and food processing.

Nanobubbles are nanometer-sized (one

billionth of a meter) gaseous cavities in a liquid solution.

The common micro sized bubbles have larger diameters which causes them to

rise quickly to the surface of an aqueous solution as compared to the smaller bubbles.

nanobubbles have no natural buoyancy, they remain underwater, where each tiny, negatively charged bubble is attracted to positively charged

pollutants and harmful toxins.

In the article, Seridou and Kalogerakis write about how this union causes the nanobubbles to release ozone

which extinguishes pathogens and slowly breaks down the cell walls of mold, germs, and other residues.

Further, a smaller size of nanobubbles

is also more effective as it has a higher density of ozone and is able to provide a more thorough surface coverage, which destroys a

higher number of contaminants.

pure aqueous ozone product is a natural cleaner, sanitizer, and deodorizer produced through the infusion of ozone into water using electricity.

The use of this ozone solution has been proven effective in eliminating germs, viruses, bacteria, allergens, and molds;

and it performs

better than bleach according to a research report published by PLoS One (“The microbial killing capacity of aqueous and gaseous

ozone on different surfaces contaminated with dairy cattle manure,” May 14, 2018).

Aqueous ozone technology has been tested and

previously destroyed pathogens including E.

Coli, Staphylococcus, Listeria, and Salmonella as described in Catalyst journal (“Ozone

and Photocatalytic Processes for Pathogens Removal from Water:

We specialize in the development and production

of cleaning products that produce pure aqueous ozone for professional, industrial, or home use.

We have a patented nanobubble technology

using aqueous ozone that we believe is highly effective in cleaning, sanitizing, and deodorizing surfaces and high-touch areas.

Our mission is to become a leader in creating

safe, clean spaces that are free from any chemical residue or skin irritants.

We are currently expanding our distributor network, improving

our production processes, and proving the effectiveness of our products in restaurants, airports, and hotels.

As noted by the U.S.

Environmental Protection

Agency, or the EPA (“Wastewater Technology Fact Sheet:

Ozone Disinfection,” September 1999), ozone has been used in water

treatment facilities to remove pathogens from water for decades.

However, ozone was not safe for traditional cleaning because the gas

alone can be harmful when inhaled.

In recent years, ozone has been found to become a powerful cleaning solution if infused into tap water,

which then creates a solution called aqueous ozone.

Once the ozone is added into the water, the resulting solution is safe to handle,

yet continues to hold the effective cleaning and oxidizing components of ozone.

Our product offerings utilize a patented technology

that we believe produces an enhanced aqueous ozone solution that requires no additives, filters, or advanced chemicals.

We believe that

we are the only company that has an aqueous ozone solution that is produced in the form of nanobubbles.

In a critical review from Environmental

Science Nano (“Disinfection applications of ozone micro- and nanobubbles,” November 2, 2021) authors Petroula Seridou and

Nicolas Kalogerakis explain that since its discovery in the 1990’s, nanobubbles have been used to remove pollutants in many industries,

including biopharma and food processing.

Nanobubbles are nanometer-sized (one billionth of a meter) gaseous cavities in a liquid solution.

The common micro sized bubbles have larger diameters which causes them to rise quickly to the surface of an aqueous solution as compared

to the smaller bubbles.

Since nanobubbles have no natural buoyancy, they

remain underwater, where each tiny, negatively charged bubble is attracted to positively charged pollutants and harmful toxins.

article, Seridou and Kalogerakis write about how this union causes the nanobubbles to release ozone which extinguishes pathogens and slowly

breaks down the cell walls of mold, germs, and other residues.

Further, a smaller size of nanobubbles is also more effective as they have

a higher density of ozone and are able to provide a more thorough surface coverage, which destroys a higher number of contaminants.

Our pure aqueous ozone product is a natural cleaner,

sanitizer, and deodorizer produced through the infusion of ozone into water using electricity.

The use of this ozone solution has been

proven effective in eliminating germs, viruses, bacteria, allergens, and molds;

and it performs better than bleach according to a research

report published by PLoS One (“The microbial killing capacity of aqueous and gaseous ozone on different surfaces contaminated with

dairy cattle manure,” May 14, 2018).

Aqueous ozone technology has been tested and previously destroyed pathogens including E.

Staphylococcus, Listeria, and Salmonella as described in Catalyst journal (“Ozone and Photocatalytic Processes for Pathogens Removal

A Review,” January 5, 2019).

The solution cleans hard surfaces,

floors, carpets, upholstery, and food contact surfaces.

addition, in an independent case study at Cape Coral Hospital in Florida, the aqueous ozone solution worked to significantly deodorize

The same internal case study notes that the aqueous ozone does not mask smells, but instead destroys the bacterium causing the

aqueous ozone solution is referred to as “pure” because of its ability to keep high concentration of ozone in the solution

without needing to use a stabilizer or additive.

Depending on the product, the pure aqueous ozone solution contains between 0.5 to 1.5

parts per million, or ppm, of ozone for professional cleaning and up to 20 ppm of ozone for industrial cleaning.

At these levels, we

believe the concentration of ozone within the solution is strong enough to effectively clean and deodorize better than bleach.

History and Structure

were incorporated in the State of Nevada on August 23, 2022 under the name CC Acquisition Corp.

for the sole purpose of acquiring substantially

all of the assets of CleanCore Solutions, LLC, a Delaware limited liability company, or CleanCore LLC, TetraClean Systems, LLC, a Delaware

limited liability company, or TetraClean, and Food Safety Technology L.L.C., a Delaware limited liability company, or Food Safety.

November 21, 2022, we changed our name from CC Acquisition Corp.

The solution cleans hard surfaces, floors, carpets, upholstery, and food contact surfaces.

In addition, in an independent case study at Cape

Coral Hospital in Florida, the aqueous ozone solution worked to significantly deodorize smells.

The same internal case study notes that

the aqueous ozone does not mask smells, but instead destroys the bacterium causing the smell.

Our aqueous ozone solution is referred to as “pure”

because of its ability to keep high concentration of ozone in the solution without needing to use a stabilizer or additive.

on the product, the pure aqueous ozone solution contains between 0.5 to 1.5 parts per million, or ppm, of ozone for professional cleaning

and up to 20 ppm of ozone for industrial cleaning.

At these levels, we believe the concentration of ozone within the solution is strong

enough to effectively clean and deodorize better than bleach.

Corporate History and Structure

We were incorporated in the State of Nevada on

August 23, 2022 under the name CC Acquisition Corp.

for the sole purpose of acquiring substantially all of the assets of CleanCore Solutions,

LLC, a Delaware limited liability company, or CleanCore LLC, TetraClean Systems, LLC, a Delaware limited liability company, or TetraClean,

and Food Safety Technology L.L.C., a Delaware limited liability company, or Food Safety.

On November 21, 2022, we changed our name from

CC Acquisition Corp.

to CleanCore Solutions, Inc.

October 17, 2022, we entered into an asset purchase agreement with CleanCore LLC, TetraClean, Food Safety and Burlington Capital, LLC,

or Burlington, the majority owner of these entities, pursuant to which we acquired substantially all of the assets of CleanCore LLC,

TetraClean and Food Safety for a total purchase price of $5,000,000, consisting of $2,000,000 in cash and the issuance of a promissory

note in the principal amount of $3,000,000.

predecessor of CleanCore LLC was CleanCore Technologies, LLC, which was formed in 2014 and was wholly owned by Center Ridge Holdings,

CleanCore LLC was formed in 2019 by Burlington and Walker Water, LLC d/b/a O-Z Tech.

In 2019, prior to the formation of CleanCore

LLC, Center Ridge Holdings, LLC transferred substantially all of the assets of CleanCore Technologies, LLC to Burlington, which then

transferred such assets to CleanCore LLC.

TetraClean and Food Safety were created to focus on industrial and food safety, respectively.

CleanCore LLC, TetraClean, and Food Safety were all under majority control by Burlington prior to the acquisition by CC Acquisition Corp.

All discussions in this report regarding our business prior to the acquisition reflect the combined business of CleanCore LLC, TetraClean,

and Food Safety, our predecessor companies.

Prior to the acquisition, we had no operations other than operations relating to our incorporation

and organization.

do not have any subsidiaries.

market encompasses the global household cleaning market, the global food service market, the global commercial and residential laundry

market, and the global health care market.

According to Report Linker, the global service cleaning market is expected to reach $92.69

billion by 2027, rising at a 7.80% CAGR during the forecast period.

The global household cleaners market size was valued at $33.8 billion

in 2021 and is expected to expand at a CAGR of 4.9% from 2022 to 2028.

We believe this can be credited to the increasing awareness regarding

hygiene among consumers.

The constant developments in the household cleaner sector are also likely to boost industry demand.

There is a growing demand for green cleaning and eco-friendly products

that are effective, safe, and sanitary.

According to a report published by Allied Market Research, the global industrial cleaning

equipment market amassed revenue of $9.12 billion in 2021, and is expected to hit $14.14 billion by 2031, registering a CAGR of 4.3%

from 2022 to 2031.

A market report from Research and Markets noted that the global household green cleaning products market is expected

to grow to $27.83 billion at a CAGR of 6.50% from 2017 to 2024.

is also a high demand in the food and beverage cleaning industry for effective and eco-friendly cleaning suppliers and cleaning solutions.

According to an article by Arizton Advisory and Intelligence (“US Food and Beverage Industry Cleaning Services Market Size to Reach

Revenues USD 2.4 Billion by 2026,” March 24, 2021), the U.S.

food and beverage industry cleaning services market is expected to

grow at a CAGR of approximately 7% from 2020 to 2026.

We believe the rising awareness in the food and beverage cleaning industry is also

encouraging vendors to rely on green cleaning services, which is expected to generate incremental income.

Further, driven by the COVID-19

pandemic and its impact on customer and provider expectations of cleanliness, the demand for disinfection services in the food and beverage

industry is expected to grow at a CAGR of over 6% through 2022.

cleaning, healthcare and sanitation market is also receiving interest from government agencies, such as British Columbia’s GreenCare

Sustainability Strategic Framework, to develop and retain better, environmentally sustainable, and innovative cleaning solutions.

initiatives have led some transitions into different and alternative cleaning technologies, and environmentally conscious institutions

are expected to increase their demand for alternative cleaning products.

While traditional disinfectants will continue to be routinely

used in hospitals to sterilize and remove viruses and pathogens, we believe there is a place for aqueous ozone technology to be introduced

in clinical settings.

For instance, Cape Coral Hospital in Florida, along with two other hospitals, integrated aqueous ozone as room

deodorizes as part of their environmental services program effort.

on the above, the demand for alternative environmentally conscious cleaning solutions is increasing, and we believe our aqueous ozone

patented technology effectively cleans and reduces environmental impact, and as a result, that the demand for our products and services

will continue to grow.

offer products and solutions that are marketed for janitorial and sanitation, ice machine cleaning, laundry, and industrial industries.

Our products are used in many types of environments including retail establishments, distribution centers, factories, warehouses, restaurants,

schools and universities, airports, healthcare, food service, and commercial buildings such as offices, malls, and stores.

and Sanitation

the janitorial and sanitation sector, we currently manufacture the following products:

Wall-mounted units that produce on demand aqueous ozone and can fill up

spray bottles or buckets for general cleaning, including our 1.0 Fill Station, which can

produce one gallon per minute of aqueous ozone for users with smaller cleaning needs, and

our 3.0 Fill Station, which can produce three gallons per minute and is designed for commercial

On October 17, 2022, we entered into an asset

purchase agreement with CleanCore LLC, TetraClean, Food Safety and Burlington Capital, LLC, or Burlington, the majority owner of these

entities, pursuant to which we acquired substantially all of the assets of CleanCore LLC, TetraClean and Food Safety for a total purchase

price of $5,000,000, consisting of $2,000,000 in cash and the issuance of a promissory note in the principal amount of $3,000,000.

The predecessor of CleanCore LLC was CleanCore

Technologies, LLC, which was formed in 2014 and was wholly owned by Center Ridge Holdings, LLC.

CleanCore LLC was formed in 2019 by Burlington

and Walker Water, LLC d/b/a O-Z Tech.

In 2019, prior to the formation of CleanCore LLC, Center Ridge Holdings, LLC transferred substantially

all of the assets of CleanCore Technologies, LLC to Burlington, which then transferred such assets to CleanCore LLC.

TetraClean and Food

Safety were created to focus on industrial and food safety, respectively.

CleanCore LLC, TetraClean, and Food Safety were all under majority

control by Burlington prior to the acquisition by CC Acquisition Corp.

All discussions

in this report regarding our business prior to the acquisition reflect the combined business of CleanCore LLC, TetraClean, and

Food Safety , our predecessor companies.

Prior to the acquisition, we had no operations

other than operations relating to our incorporation and organization.

On January 29, 2025, we established CleanCore

Global as a wholly owned subsidiary in Ireland in anticipation of the acquisition described below.

On February 21, 2025, CleanCore Global entered

into an asset purchase agreement, which was amended on April 15, 2025, with Sanzonate Europe Ltd., an Irish incorporated company, or Sanzonate,

and Sanzonate Global Inc., the majority stockholder of Sanzonate, pursuant to which on April 15, 2025 CleanCore Global acquired substantially

all of the assets of Sanzonate used in the manufacturer and distribution of aqueous ozone products for an aggregate purchase price of

$2,475,000, consisting of:

(i) $425,000 in cash;

(ii) the issuance of a promissory note in the principal amount of $800,000;

up to $1,250,000 in Earn-Out Payments (as defined below).

As additional consideration, we issued to Sanzonate Global Inc.

warrant to purchase 425,000 shares of our class B common stock at an exercise price of $1.25 per share.

Sanzonate is also entitled to receive the following

payments (which we refer to as the Earn-Out Payments) to the extent that Net Sales (as defined in the asset purchase agreement) achieve

the following milestones during the five-year period beginning on the closing date and ending on the fifth anniversary of the closing

If Net Sales are at least (i) €2,000,000, CleanCore Global shall pay $200,000 to Sanzonate;

(ii) €4,000,000, CleanCore

Global shall pay an additional $200,000 to Sanzonate;

(iii) €6,000,000, CleanCore Global shall pay an additional $200,000 to Sanzonate;

(iv) €8,000,000, CleanCore Global shall pay an additional $200,000 to Sanzonate;

(v) €10,000,000, CleanCore Global shall pay

an additional $200,000 to Sanzonate;

and (vi) €12,000,000, CleanCore Global shall pay an additional $250,000 to Sanzonate.

As of the date of this report, CleanCore Global

is our only subsidiary.

We offer products and solutions that are marketed

for janitorial and sanitation, ice machine cleaning, laundry, and industrial industries.

Our products are used in many types of environments

including retail establishments, distribution centers, factories, warehouses, restaurants, schools and universities, airports, healthcare,

food service, and commercial buildings such as offices, malls, and stores.

Janitorial and Sanitation

Within the janitorial and sanitation sector, we

currently manufacture the following products:

● Fill Stations :

Wall-mounted units that produce on demand aqueous ozone and can fill up spray

bottles or buckets for general cleaning, including our 1.0 Fill Station, which can produce one gallon per minute of aqueous ozone for

users with smaller cleaning needs, and our 3.0 Fill Station, which can produce three gallons per minute and is designed for commercial

and industrial cleaning requirements.

● POWER CADDY :

A 12-gallon tank that generates aqueous ozone within it, so users are able

to generate on-site, on-demand aqueous ozone as they clean.

These units come equipped with

a spray gun and vacuum hose to properly clean all locations.

The POWER CADDY includes a high-pressure

spray gun with a pressure per inch boost over 100 for more intense cleaning.

These units come equipped with a spray gun and vacuum hose to properly clean

all locations.

The POWER CADDY includes a high-pressure spray gun with a pressure per inch boost over 100 for more intense cleaning.

● POWER MINI CADDY .

A six-gallon tank that generates aqueous ozone within it, so users are

able to generate on-site, on-demand aqueous ozone as they clean.

This product comes equipped

with a spray gun and vacuum hose to properly clean all locations.

The MINI CADDY is a smaller

version of the POWER CADDY that is popular in smaller areas such as restaurants.

Ice Treatment System establishes a proactive ice machine cleaning program.

Cleaning ice machines is a labor intensive and slow process

that needs to happen often to stop the buildup of bacteria and mold in the ice machine, the buildup of which could contaminate the ice

Ice machines, like other water systems used within indoor environments, create ideal conditions for fostering the growth of bacteria

Pure aqueous ozone is highly effective in cleaning the inside of ice machines.

Our Ice System destroys bacteria by sending

0.50 ppm of aqueous ozone through the ice machine each time it makes more ice.

Aqueous ozone proactively prevents the growth of Listeria,

Salmonella, E.

Coli, Norwalk Virus, and Shigella in the ice and keeps the ice pure while preventing respiratory and gastrointestinal

and Residential Laundry

believe that the laundry unit effectively oxidizes and deodorizes to extend the life of your laundry.

When the laundry ozone unit is

connected to a washing machine, the aqueous ozone is used to clean towels and linens.

As a result, by avoiding harsh chemicals, the aqueous

ozone may expand the life of the linens, reduce dry time, and eliminate skin irritation.

The flow rate of the commercial product is five

GPM on each line.

Cleaning Products

also plan to make aqueous ozone available for industrial applications, primarily for the purpose of keeping industrial plants and production

We believe this industrial product is safe to be used on food-contact surfaces and has been used in meat packing plants

to eliminate the need to stop the packaging line for cleaning.

Additional applications for this product may include pet food packaging

and manufacturing, canning operations, breweries, wineries, distilleries, and consumer health manufacturers.

build customized cleaning

systems to meet the required needs of our clients.

Our system’s volume output ranges from 10-250 GPM of our patented solution.

The concentration levels of our aqueous ozone solutions can be adjusted to suit our client’s distinctive needs.

units can be placed in tandem for large volume projects.

Concentration levels of ozone can be established at up to 20 ppm of ozone.

and Disinfectant Tablets

“ GreenKlean,” these chlorinated tablets

kill 99.9% of viruses and bacteria on a surface.

These tablets eliminate odors while disinfecting and can be used on a variety of hard

non-porous surfaces.

We believe each tablet is easy to use, fast dissolving in water, and each tablet provides a single, standardized

cleaning dose.

The solution created from the tablet when mixed with water may be applied with a spray device, cloth, wipe, sponge, brush,

Each tablet is effective for up to three days in a closed container and should be prepared daily when used in open containers.

Generally, there is no need to rinse off the product after cleaning, the surface just needs to fully air dry, with no remaining residue

left nor harm to the surfaces’ finish.

The tablets are made according to standards of the National Science Foundation, an independent

agency of the United States government that supports fundamental research and education in all the non-medical fields of science and

engineering, under the “D2” classification, which means these tablets may be used as an antimicrobial agent that would not

need to be rinsed or qualified as a “no rinse sanitizer.”

This product comes equipped with a spray gun and vacuum hose to properly

clean all locations.

The MINI CADDY is a smaller version of the POWER CADDY that is popular in smaller areas such as restaurants.

The Ice Treatment System establishes a proactive

ice machine cleaning program.

Cleaning ice machines is a labor intensive and slow process that needs to happen often to stop the buildup

of bacteria and mold in the ice machine, the buildup of which could contaminate the ice supply.

Ice machines, like other water systems

used within indoor environments, create ideal conditions for fostering the growth of bacteria and mold.

Pure aqueous ozone is highly effective

in cleaning the inside of ice machines.

Our Ice System destroys bacteria by sending 0.50 ppm of aqueous ozone through the ice machine

each time it makes more ice.

Aqueous ozone proactively prevents the growth of Listeria, Salmonella, E.

Coli, Norwalk Virus, and Shigella

in the ice and keeps the ice pure while preventing respiratory and gastrointestinal illnesses.

Commercial and Residential Laundry

We believe that the laundry unit effectively oxidizes

and deodorizes to extend the life of your laundry.

When the laundry ozone unit is connected to a washing machine, the aqueous ozone is

used to clean towels and linens.

As a result, by avoiding harsh chemicals, the aqueous ozone may expand the life of the linens, reduce

dry time, and eliminate skin irritation.

The flow rate of the commercial product is five GPM on each line.

Industrial Cleaning Products

We also plan to make aqueous ozone available for

industrial applications, primarily for the purpose of keeping industrial plants and production lines clean.

We believe this industrial

product is safe to be used on food-contact surfaces and has been used in meat packing plants to eliminate the need to stop the packaging

line for cleaning.

Additional applications for this product may include pet food packaging and manufacturing, canning operations, breweries,

wineries, distilleries, and consumer health manufacturers.

customized cleaning systems to meet the required needs of our clients.

volume output ranges from 10-250 GPM of our patented solution.

The concentration levels of our aqueous ozone solutions can be adjusted

to suit our client’s distinctive needs.

Multiple units can be placed in tandem for large volume projects.

Concentration levels

of ozone can be established at up to 20 ppm of ozone.

Sanitizing and Disinfectant Tablets

Branded “ GreenKlean,”

these chlorinated tablets kill 99.9% of viruses and bacteria on a surface.

These tablets

eliminate odors while disinfecting and can be used on a variety of hard non-porous surfaces.

We believe each tablet is easy to use, fast

dissolving in water, and each tablet provides a single, standardized cleaning dose.

The solution created from the tablet when mixed with

water may be applied with a spray device, cloth, wipe, sponge, brush, or mop.

Each tablet is effective for up to three days in a closed

container and should be prepared daily when used in open containers.

Generally, there is no need to rinse off the product after cleaning,

the surface just needs to fully air dry, with no remaining residue left nor harm to the surfaces’ finish.

The tablets are made according

to standards of the National Science Foundation, an independent agency of the United States government that supports fundamental research

and education in all the non-medical fields of science and engineering, under the “D2” classification, which means these tablets

may be used as an antimicrobial agent that would not need to be rinsed or qualified as a “no rinse sanitizer.”

Manufacturing

5 unchanged sentences

We have inventory control systems at our facilities

that track each manufacturing and packaging component as we receive it from our supply sources through manufacturing and shipment of

each product to customers.

that track each manufacturing and packaging component as we receive it from our supply sources through manufacturing and shipment of each

product to customers.

To facilitate this tracking, most products we sell are bar coded.

We believe our distribution capabilities

increase our flexibility in responding to our customers’ delivery requirements.

manufacturing operations are designed to allow low-cost production of a wide variety of products of different quantities, physical

sizes and packaging formats, while maintaining a high level of customer service and quality.

Flexible production line changeover capabilities

and reduced cycle times allow us to respond quickly to changes in manufacturing schedules and customer demands.

believe that our manufacturing facilities generally have sufficient capacity to meet our current business requirements and our currently

anticipated sales.

Materials and Suppliers

We believe our distribution capabilities increase

our flexibility in responding to our customers’ delivery requirements.

Our manufacturing

operations are designed to allow low-cost production of a wide variety of products of different quantities, physical sizes and packaging

formats, while maintaining a high level of customer service and quality.

Flexible production line changeover capabilities and reduced

cycle times allow us to respond quickly to changes in manufacturing schedules and customer demands.

We believe that our manufacturing facilities generally

have sufficient capacity to meet our current business requirements and our currently anticipated sales.

Raw Materials and Suppliers

primary raw materials used in the manufacture of our products are chassis, generators, various sockets, degas cylinders, and a variety

of other components.

The cost of these raw materials is a key factor in pricing our products.

source raw materials from multiple regional, national and foreign suppliers.

Certain of our materials come from Asian-based suppliers.

Raw materials from Asian-based suppliers may be subjected to import duties, depending on various foreign policies of the US government.

these raw materials is a key factor in pricing our products.

We source raw materials from multiple regional,

national and foreign suppliers;

however, we have a single vendor for a major component of two of our main products.

For the years ended

June 30, 2025 and 2024, this vendor accounted for approximately 11% and 30%, respectively, of our total purchases.

Certain of our materials

come from Asian-based suppliers.

Raw materials from Asian-based suppliers may be subjected to import duties, depending on various

foreign policies of the US government.

As such, we continue to explore partnership or supplier opportunities to optimize our costs.

have historically purchased certain key raw materials from a limited number of suppliers.

We purchase raw materials on the basis of purchase

While we believe that there is an ample supply of most of the raw materials that

we need, in the absence of firm and long-term contracts, we may not be able to obtain a sufficient supply of these raw materials

from our existing suppliers or alternates in a timely fashion or at a reasonable cost.

If we fail to secure a sufficient supply of key

raw materials in a timely fashion, it would result in a significant delay in delivering our products.

Furthermore, failure to obtain

a sufficient supply of these raw materials at a reasonable cost could also harm our revenue and gross profit margins.

Please see Item

1A “ Risk Factors—Risks Related to Our Business and Industry—We have historically depended on a limited number of

third parties to supply key raw materials to us and the failure to obtain a sufficient supply of these raw materials in a timely fashion

and at reasonable costs could significantly delay our delivery of products ” for a description of the risks related to our supplier

relationships.

and Marketing

will utilize media, websites, email lists, social media to reach industries and new potential clients.

As noted above, we have historically purchased

certain key raw materials from a limited number of suppliers.

We purchase raw materials on the basis of purchase orders.

While we believe

that there is an ample supply of most of the raw materials that we need, in the absence of

firm and long-term contracts, we may not be able to obtain a sufficient supply of these raw materials from our existing suppliers

or alternates in a timely fashion or at a reasonable cost.

If we fail to secure a sufficient supply of key raw materials in a timely fashion,

it will result in a significant delay in delivering our products.

Furthermore, failure to obtain a sufficient supply of these raw materials

at a reasonable cost could also harm our revenue and gross profit margins.

Please see Item 1A “ Risk Factors—Risks Related

to Our Business and Industry—We have historically depended on a limited number of third parties to supply key raw materials to us

and the failure to obtain a sufficient supply of these raw materials in a timely fashion and at reasonable costs could significantly delay

our delivery of products ” for a description of the risks related to our supplier relationships.

Sales and Marketing

utilize media, websites, email lists, social media to reach industries and new potential clients.

We actively participate in a variety

5 unchanged sentences

our relationships with existing customers to grow our client base.

September 10, 2024, we entered into a sole distributorship agreement for the distribution of our products in the European Union, United

Kingdom, Bahrain, Kuwait, Oman, Qatar, Saudi Arabia and United Arab Emirates.

Please see Item 7 “ Management’s Discussion

and Analysis of Financial Condition and Results of Operations—Recent Developments ” for a description of this agreement.

most significant sales and distribution channels for our products are currently through distributors who then sell to the janitorial

services industries relating to food services, health care, education, and commercial buildings.

These distributors provide sales, marketing,

product training, service and maintenance for their respective end customers.

the year ended June 30, 2024, one customer, Pro-Link, Inc., accounted for 14% of

revenue, and we had two customers, Consensus Group and Tharaldson Hospitality, that accounted for 28% each of all accounts receivable

at June 30, 2024.

For the year ended June 30, 2023, Pro-Link, Inc.

and Sanzonate accounted for

39% and 36% of revenue, respectively, and we had two customers, Sanzonate and Pro-Link, Inc., that accounted for 43% and 12%,

respectively, of all accounts receivable at June 30, 2023.

fourth quarter of fiscal 2025, we acquired the assets of Sanzonate and formed CleanCore Global in Ireland.

We will work to expand the

distribution base the former Sanzonate operation had by selling units in Europe through CleanCore Global.

We believe the work we are doing with KBS (as

described below) will allow us to expand sales opportunities with other building service management companies located in North America

and the European Union through CleanCore Global.

Historically,

we previously sold most of our products through distributors.

Over the past two years, we have started to sell an increasing number of

products directly to end customers.

10, 2025, we signed a three-year memorandum of understanding with Kellermeyer Bergensons Services, LLC, or KBS.

KBS is a national building

service management company that provides janitorial services to over 100,000 buildings in the United States.

The memorandum of

understanding covers pricing, accounts payable terms, and other key items to establish an opportunity for both companies to grow together.

KBS issued its first purchase order on May 28, 2025 for $1.369 million, of which $863,000 was invoiced in June 2025 and the remaining

balance is scheduled to be shipped and invoiced between July and September of 2025.

A second purchase order from KBS was received on June

4, 2025 for $261,000 with shipment scheduled between July and September of 2025.

year ended June 30, 2025, two customers, KBS and Prolink, Inc., accounted for 42% and 17% of revenue, respectively, and one customer,

KBS, accounted for 47% of all accounts receivable as of June 30, 2025.

For the year ended June 30,

2024, one customer, Pro-Link, Inc., accounted for 14% of revenue, and two customers, Consensus Group and Tharaldson Hospitality,

each accounted for 28% of all accounts receivable as of June 30, 2024.

We do not have a long-term contract with any

of the customers mentioned.

We primarily sell products to customers under individual purchase orders placed by them under their

standard terms and conditions of sale.

These terms and conditions generally include insurance requirements, representations by us with

respect to the quality of our products and our production process, our obligations to comply with law, and indemnifications by us if

we breach our representations or obligations.

There is no commitment from any of these customers to purchase from us, or from us to sell

to them, any minimum amount of products.

loss of any major customer could have a material adverse effect on our results of operations.

See Item 1A “ Risk Factors—Risks

Related to Our Business and Industry—Our major customers account for a significant portion of our revenue and the loss of any major

customer could have a material adverse effect on our results of operations .”

janitorial services industry is highly competitive and has many established, large and small global competitors.

We compete against a

wide range of cleaning-focused businesses.

Some of our current competitors may be larger than we are, have larger customer bases, greater

brand recognition and operating histories, a dominant or more secure position, broader geographic scope, volume, scale, resources, and

more market share than we do, or offer products and services we do not offer.

Other competitors are smaller, younger, companies that

may be more agile in responding quickly to new products or changes in the market.

major competitors for our products are traditional cleaning companies such as Proctor and Gamble and Unilever, which are companies that

develop and manufacture traditional chemical cleaning products.

However, to the best of our knowledge, none of them have an aqueous ozone

We also compete with companies in the aqueous ozone cleaning market such as Tennant Company, Tersano Inc., and Enozo Technologies

Inc and O3 Waterworks.

Each of these companies also produces devices to make aqueous ozone, and Tersano Inc.

of these customers mentioned (the memorandum of understanding with KBS is not binding and does not require the purchase of specific quantities

of products).

We primarily sell products to customers under individual purchase orders placed by them under their standard terms

and conditions of sale.

These terms and conditions generally include insurance requirements, representations by us with respect to the

quality of our products and our production process, our obligations to comply with law, and indemnifications by us if we breach our representations

or obligations.

There is no commitment from any of these customers to purchase from us, or from us to sell to them, any minimum number

The loss of any major customer could have a material

adverse effect on our results of operations.

See Item 1A “ Risk Factors—Risks Related to Our Business and Industry—Our

major customers account for a significant portion of our revenue and the loss of any major customer could have a material adverse effect

on our results of operations .”

The janitorial services industry is highly competitive

and has many established, large and small global competitors.

We compete against a wide range of cleaning-focused businesses.

our current competitors may be larger than we are, have larger customer bases, greater brand recognition and operating histories, a dominant

or more secure position, broader geographic scope, volume, scale, resources, and more market share than we do, or offer products and services

we do not offer.

Other competitors are smaller, younger, companies that may be more agile in responding quickly to new products or changes

in the market.

Our major competitors for our products are traditional

cleaning companies such as Proctor and Gamble and Unilever, which are companies that develop and manufacture traditional chemical cleaning

However, to the best of our knowledge, none of them have an aqueous ozone technology.

We also compete with companies in the

aqueous ozone cleaning market such as Tennant Company, Tersano Inc., and Enozo Technologies Inc and O3 Waterworks.

Each of these companies

also produces devices to make aqueous ozone, and Tersano Inc.

and Enozo Technologies Inc.

produce aqueous ozone products for both personal and professional use.

also compete with a multitude of foreign, regional, and local competitors that vary by market.

If our existing or future competitors

seek to gain or retain market share by reducing prices, we may be required to lower our prices, which would adversely affect our operating

Similarly, if customers or potential customers perceive the products or services offered by our existing or future competitors

to be of higher quality than ours or part of a broader product mix, our revenues may decline, which would adversely affect our operating

believe that the following competitive strengths contribute to our success and differentiate us from our competitors:

have numerous patents for our technology .

We currently have 14 patents for our technology.

These patents cover the functions of our products that allow our machines to produce ozone

in the form of nanobubbles.

have experience in the cleaning industry .

Our acquisition and subsequent business

with aqueous ozone products have led us to maintain and uphold significant and meaningful

relationships throughout the service cleaning industry with various providers of cleaning

believe that our products eliminate the need for harsh chemicals and reduce costs of labor

in janitorial services .

Various chemical solutions for cleaning are costly, but with

the aqueous ozone solution, we believe hospitals may reduce expenditures by switching to

the aqueous ozone technology.

Our customers in janitorial services have reported a reduced

time in cleaning and sanitizing, which saves our customers on labor costs.

is no chemical residue left after using our solution, and we believe it causes less irritation

compared to typical cleaning agents .

When cleaning with the aqueous ozone solution,

it may remove and deodorize surfaces without using harsh caustic chemicals, and only water

remains on the surface after cleaning, not any chemical residue that may require additional

produce aqueous ozone products for both personal

and professional use.

We also compete with a multitude of foreign, regional,

and local competitors that vary by market.

If our existing or future competitors seek to gain or retain market share by reducing prices,

we may be required to lower our prices, which would adversely affect our operating results.

Similarly, if customers or potential customers

perceive the products or services offered by our existing or future competitors to be of higher quality than ours or part of a broader

product mix, our revenues may decline, which would adversely affect our operating results.

Competitive Strengths

We believe that the following competitive strengths

contribute to our success and differentiate us from our competitors:

● We have numerous patents for our technology .

have 15 patents for our technology.

These patents cover the functions of our products that allow our machines to produce ozone in the

form of nanobubbles.

● We have experience in the cleaning industry .

Our acquisition

and subsequent business with aqueous ozone products have led us to maintain and uphold significant and meaningful relationships throughout

the service cleaning industry with various providers of cleaning services.

● We believe that our products eliminate the need for harsh

chemicals and reduce costs of labor in janitorial services .

Various chemical solutions for cleaning are costly, but with the aqueous

ozone solution, we believe hospitals may reduce expenditures by switching to the aqueous ozone technology.

Our customers in janitorial

services have reported a reduced time in cleaning and sanitizing, which saves our customers on labor costs.

● There is no chemical residue left after using our solution,

and we believe it causes less irritation compared to typical cleaning agents .

When cleaning with the aqueous ozone solution, it

may remove and deodorize surfaces without using harsh caustic chemicals, and only water remains on the surface after cleaning, not any

chemical residue that may require additional rinsing.

As a result, our clients may report less eye, skin, and respiratory irritation after

switching to our cleaning products.

product is environmentally conscious .

Our goal is to reduce packaging waste when

replacing traditional cleaners and their packaging with aqueous ozone dispensers.

our product also reduces water consumption while cleaning.

A two-year study at a major Vancouver

hospital found that clients use 90% less water since the aqueous ozone technology removes

the need to flush the cleaning dispensing system between various chemical cleaning agents.

Overall, our products may reduce the carbon footprint of a janitorial service business when

used in lieu of traditional cleaning methods.

key elements of our strategy to grow our business include:

key industries .

Historically, we sold our products primarily through geographic and

strategic distributors across the United States and Europe in the janitorial services sector.

● Our product is environmentally conscious .

is to reduce packaging waste when replacing traditional cleaners and their packaging with aqueous ozone dispensers.

We believe our product

also reduces water consumption while cleaning.

A two-year study at a major Vancouver hospital found that clients use 90% less water since

the aqueous ozone technology removes the need to flush the cleaning dispensing system between various chemical cleaning agents.

our products may reduce the carbon footprint of a janitorial service business when used in lieu of traditional cleaning methods.

Growth Strategies

The key elements of our strategy

to grow our business include:

● Targeting key industries .

Historically, we sold our

products primarily through geographic and strategic distributors across the United States and Europe in the janitorial services sector.

In the past twelve months, we have shifted our focus to selling direct to end users.

focus target groups include hospitality, education, venue, and education.

marketing strategies that raise awareness for our cleaning products .

We plan to expand

our marketing efforts to increase awareness of our products.

Our strategy includes attending

industry conferences and working with salespeople to start the use of our product in new

partnerships through exclusive licensing for distributors and a direct sales model .

We anticipate evolving the business model into a hybrid of both traditional distributors

and a direct sales model with key salespeople penetrating the health care, education, food

service, and commercial buildings industries.

Our goal is also to create partnerships with

some of the largest sports and entertainment arenas in the world, providing end-to-end sales

and Development

are continuing our research and development into specific product applications across our core janitorial and sanitation product line,

specifically aligning our new direct sales and support strategy by evolving the existing product lines to capture new “real time”

testing evaluations.

Our focus target groups include building service

management companies, hospitality, education, venue, and education.

● Deploy marketing strategies that raise awareness for our cleaning

We plan to expand our marketing efforts to increase awareness of our products.

Our strategy includes attending industry

conferences and working with salespeople to start the use of our product in new areas.

● Create partnerships through exclusive licensing for distributors

and a direct sales model .

We anticipate evolving the business model into a hybrid of both traditional distributors and a direct

sales model with key salespeople penetrating the health care, education, food service, and commercial buildings industries.

also to create partnerships with some of the largest sports and entertainment arenas in the world, providing end-to-end sales and service.

● Expand distribution to the European Union .

acquisition of the assets of Sanzonate and the formation of CleanCore Global, we anticipate expanding the distribution network that Sanzonate

had to cover the entire European Union.

We believe that Sanzonate was a market leader in providing Aqueous Ozone cleaning devises in the

European Union and we plan to capitalize on this opportunity.

Research and Development

We are continuing

our research and development into specific product applications across our core janitorial and sanitation product line, specifically aligning

our new direct sales and support strategy by evolving the existing product lines to capture new “real time” testing evaluations.

we had conducted an adenosine triphosphate study on the Clemson University Core buildings to determine the cleaning effect of aqueous

ozone and our products.

are also active in developing consumer-focused products that can be sold and marketed online and in large box retail stores across the

We are exploring the development of our products for expanded usage in key market segments such as health care, food service,

and commercial cleaning industries.

we hold 14 patents and have two patents pending, with one pending in the United States and another pending in Canada.

We own 9 patents

in the United States, 1 patent in Mexico, and 4 patents in Canada.

These patents cover the functions of our products that allow our machines

to produce the ozone in the form of nanobubbles.

Each of our United States patents are utility patents, and are owned by us, either under

the name “CC Acquisition Corp,” our previous name, or “CleanCore Solutions, Inc.” We do not currently license

We are in the process of transferring each of the patents to our current name, “CleanCore Solutions, Inc.”

Cleaning System

Liquid Dispensing Unit

Vessel for an Ozone Cleaning System

Ozone Solution for Ozone Cleaning System

Liquid Dispensing Unit

Cleaning System

Liquid Dispensing Unit

for Producing and Distributing an Ozonated Fluid

Liquid Dispensing Unit

and Systems for Controlling Microorganisms

for Generating Aqueous Ozone

protect our intellectual property, we rely on a combination of laws and regulations, as well as contractual restrictions.

Federal patent laws to protect our intellectual property, including our patented technology.

We also rely on the protection of laws regarding

unregistered copyrights for certain content we create and trade secret laws to protect our proprietary technology.

To further protect

our intellectual property, we enter into confidentiality agreements with our executive officers and directors.

seek to attract and retain quality employees in the areas of sales, marketing, and internal operations.

Our salespeople will be selected

to continue to identify and develop our client relationships.

Our marketing staff will develop brand awareness of our products within

the janitorial services market.

of June 30, 2024, we had seven (7) full time employees, all of whom were in the United States.

None of our employees are represented by labor unions, and we believe that we have an excellent relationship with our employees.

a manufacturer of ozone devices, we are subject to regulation by multiple U.S.

active in developing consumer-focused products that can be sold and marketed online and in large box retail stores across the country.

We are exploring the development of our products for expanded usage in key market segments such as health care, food service, and commercial

cleaning industries.

Intellectual Property

we hold 15 patents, including 10 in the United States, 1 in Mexico and 4 in Canada.

These patents cover the functions of our products

that allow our machines to produce the ozone in the form of nanobubbles.

Each of our United States patents are utility patents, and are

We currently do not license any patents.

Patent Number

Expiration Year

Ozone Cleaning System

Ozonated Liquid Dispensing Unit

United States

Reaction Vessel for an Ozone Cleaning System

United States

Aqueous Ozone Solution for Ozone Cleaning System

United States

Aqueous Ozone Solution for Ozone Cleaning System

United States

Ozonated Liquid Dispensing Unit

United States

Ozone Cleaning System

United States

Ozonated Liquid Dispensing Unit

United States

System for Producing and Distributing an Ozonated Fluid

Ozonated Liquid Dispensing Unit

Method and Systems for Controlling Microorganisms

United States

Apparatus for Generating Aqueous Ozone

United States

Apparatus for Generating Aqueous Ozone

United States

To protect our intellectual property, we rely

on a combination of laws and regulations, as well as contractual restrictions.

We rely on Federal patent laws to protect our intellectual

property, including our patented technology.

We also rely on the protection of laws regarding unregistered copyrights for certain content

we create and trade secret laws to protect our proprietary technology.

To further protect our intellectual property, we enter into confidentiality

agreements with our executive officers and directors.

to attract and retain quality employees in the areas of sales, marketing, and internal operations.

Our salespeople will be selected to

continue to identify and develop our client relationships.

Our marketing staff will develop brand awareness of our products within the

janitorial services market.

As of June 30, 2025, we had

15 full time employees, 13 of whom were in the United States and 2 of whom were in Ireland.

None of our employees are represented

by labor unions, and we believe that we have an excellent relationship with our employees.

Government Regulation

As a manufacturer

of ozone devices, we are subject to regulation by multiple U.S.

government agencies, including the EPA.

We must also comply

with the Federal Insecticide, Fungicide, and Rodenticide Act, or FIFRA, which establishes procedures for registering pesticides and pesticide

generating devices with the U.S.

We must also comply with the Federal

Insecticide, Fungicide, and Rodenticide Act, or FIFRA, which establishes procedures for registering pesticides and pesticide generating

devices with the U.S.

Department of Agriculture and following established labeling provisions.

FIFRA mandates that the EPA

regulates the use and sale of pesticides and pesticide generating devices to protect human health and preserve the environment.

FIFRA’s definition, ozone is considered a pesticide and manufacturers of ozone generating devices are required to register with

Our EPA registration establishment number is 090379-NE-001.

are also subject to regulation by the U.S.

Food and Drug Administration, or the FDA, for the use of ozone for water treatment as well

as its use as an antimicrobial agent for the treatment, storage, and processing of foods.

In 1982, the FDA granted “GRAS”

approval, meaning it is “generally recognized as safe” status for ozone treatment of bottled water.

The FDA and the Center

for Food Safety and Applied Nutrition announced on June 26, 2001 that ozone may be safely used in the treatment, storage, and processing

of foods, including meat and poultry, when used in accordance with the specified conditions;

and that ozone is approved as a secondary

food additive permitted for human consumption.

FIFRA mandates that the EPA regulates the

use and sale of pesticides and pesticide generating devices to protect human health and preserve the environment.

Under FIFRA’s

definition, ozone is considered a pesticide and manufacturers of ozone generating devices are required to register with the EPA.

registration establishment number is 090379-NE-001.

subject to regulation by the U.S.

Food and Drug Administration, or the FDA, for the use of ozone for water treatment as well as its use

as an antimicrobial agent for the treatment, storage, and processing of foods.

In 1982, the FDA granted “GRAS” approval, meaning

it is “generally recognized as safe” status for ozone treatment of bottled water.

The FDA and the Center for Food Safety and

Applied Nutrition announced on June 26, 2001 that ozone may be safely used in the treatment, storage, and processing of foods, including

meat and poultry, when used in accordance with the specified conditions;

and that ozone is approved as a secondary food additive permitted

for human consumption.

Additionally,

2 unchanged sentences

if treated with ozone just prior to packaging.

Occupational Safety and Health Administration, or OSHA, and the American Conference of Governmental Industrial Hygienists, or ACGIH,

have also issued guidelines and regulations for ozone gas exposure.

OSHA regulates ozone gas exposure based on time-weighted averages,

and states that ozone levels in ambient air should not exceed 0.10 ppm for an eight-hour exposure period.

Similarly, ACGIH guidelines

state provide for similar time weighted averages, distinguishing based on the level of exertion starting from 0.10 ppm of ozone exposure

for eight hours of light work to 0.05 ppm of ozone exposure for eight hours of during heavy work.

Hazard Communication Standard provides workers who are exposed to hazardous chemicals or alike with “the right to know” the

identities and protective measures to be taken to protect themselves from adverse effect of air contaminants.

Government recommendations

include guidelines that if an employee is exposed to ambient ozone levels higher than permitted, to wear a respirator or other personal

protective equipment until such a time when air contaminate levels are in within compliance according to the OSHA standards.

Canada, Health Canada has issued our company a letter of no-objection to the use of our solution as a sanitizer in Canada for use as

a general use sanitizer, hand disinfectant, personal hygiene cleaner, as a drain cleaner, for food packaging materials, and in use with

food contacting hard surfaces.

The Occupational

Safety and Health Administration, or OSHA, and the American Conference of Governmental Industrial Hygienists, or ACGIH, have also issued

guidelines and regulations for ozone gas exposure.

OSHA regulates ozone gas exposure based on time-weighted averages, and states that

ozone levels in ambient air should not exceed 0.10 ppm for an eight-hour exposure period.

Similarly, ACGIH guidelines state provide for

similar time weighted averages, distinguishing based on the level of exertion starting from 0.10 ppm of ozone exposure for eight hours

of light work to 0.05 ppm of ozone exposure for eight hours of during heavy work.

Communication Standard provides workers who are exposed to hazardous chemicals or alike with “the right to know” the identities

and protective measures to be taken to protect themselves from adverse effect of air contaminants.

Government recommendations include

guidelines that if an employee is exposed to ambient ozone levels higher than permitted, to wear a respirator or other personal protective

equipment until such a time when air contaminate levels are in within compliance according to the OSHA standards.

Health Canada has issued our company a letter of no-objection to the use of our solution as a sanitizer in Canada for use as a general

use sanitizer, hand disinfectant, personal hygiene cleaner, as a drain cleaner, for food packaging materials, and in use with food contacting

hard surfaces.

Our Health Canada reference numbers are:

IS13041201/02, IS13041209 to IS13041216, and IP13101701.

application, interpretation, and enforcement of these U.S.

and foreign laws and regulations are often uncertain, particularly in the

rapidly evolving industry in which we operate and may be interpreted and applied inconsistently from country to country and inconsistently

with our current policies and practices.

Any existing or new legislation applicable to our operations could expose us to substantial

liability, including significant expenses necessary to comply with such laws and regulations, to respond to regulatory inquiries or investigations,

and to defend individual or class litigation.

These events could dampen growth in the use of the internet in general and cause us to

divert significant resources and funds to addressing these issues, and possibly require us to change our business practices.

The application, interpretation, and enforcement

of these U.S.

and foreign laws and regulations are often uncertain, particularly in the rapidly evolving industry in which we operate

and may be interpreted and applied inconsistently from country to country and inconsistently with our current policies and practices.

Any existing or new legislation applicable to our operations could expose us to substantial liability, including significant expenses

necessary to comply with such laws and regulations, to respond to regulatory inquiries or investigations, and to defend individual or

class litigation.

These events could dampen growth in the use of the internet in general and cause us to divert significant resources

and funds to addressing these issues, and possibly require us to change our business practices.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business