SEC Comment Letter 0000000000-24-002822 to CleanCore Solutions, Inc. (ZONE)
CleanCore Solutions, Inc.
Date: March 14, 2024 · CIK: 0001956741 · Accession: 0000000000-24-002822
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-274928
Letter
United States securities and exchange commission logo March 14, 2024 Douglas Moore Chief Executive Officer CleanCore Solutions, Inc. 5920 South 118th Circle, Suite 2 Omaha, NE 68137 Re:CleanCore Solutions, Inc. Amendment No. 4 to Registration Statement on Form S-1 Filed March 8, 2024 File No. 333-274928 Dear Douglas Moore: We have reviewed your amended registration statement and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our March 6, 2024 letter. Amendment No. 4 to Registration Statement on Form S-1 Risk Factors Our major customers account for a significant portion of our revenue and the loss of any major customer could have a material adverse effect, page 15 1.We note your response to prior comment 1 and the revised disclosures. To provide additional context for the risks described in this risk factor, please revise to disclose the declines in your recent revenues due to the changes related to your larger customers for the six month period ended December 31, 2023. For example, you state elsewhere that one of your largest historical customers chose to manufacture their own units beginning at the start of fiscal year 2023, rather than purchasing your products.
FirstName LastNameDouglas Moore Comapany NameCleanCore Solutions, Inc. March 14, 2024 Page 2 FirstName LastName Douglas Moore CleanCore Solutions, Inc. March 14, 2024 Page 2 Please contact Jeanne Bennett at 202-551-3606 or Michael Fay at 202-551-3812 if you have questions regarding comments on the financial statements and related matters. Please contact Juan Grana at 202-551-6034 or Lauren Nguyen at 202-551-3642 with any other questions. Sincerely, Division of Corporation Finance Office of Industrial Applications and Services cc: Louis A. Bevilacqua, Esq.
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United States securities and exchange commission logo
March 14, 2024
Douglas Moore
Chief Executive Officer
CleanCore Solutions, Inc.
5920 South 118th Circle, Suite 2
Omaha, NE 68137
Re:CleanCore Solutions, Inc.
Amendment No. 4 to Registration Statement on Form S-1
Filed March 8, 2024
File No. 333-274928
Dear Douglas Moore:
We have reviewed your amended registration statement and have the following comment.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies to your facts and circumstances
or do not believe an amendment is appropriate, please tell us why in your response.
After reviewing any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our March 6, 2024 letter.
Amendment No. 4 to Registration Statement on Form S-1
Risk Factors
Our major customers account for a significant portion of our revenue and the loss of any major
customer could have a material adverse effect, page 15
1.We note your response to prior comment 1 and the revised disclosures. To provide
additional context for the risks described in this risk factor, please revise to disclose the
declines in your recent revenues due to the changes related to your larger customers for
the six month period ended December 31, 2023. For example, you state elsewhere that one
of your largest historical customers chose to manufacture their own units beginning at the
start of fiscal year 2023, rather than purchasing your products.
FirstName LastNameDouglas Moore
Comapany NameCleanCore Solutions, Inc.
March 14, 2024 Page 2
FirstName LastName
Douglas Moore
CleanCore Solutions, Inc.
March 14, 2024
Page 2
Please contact Jeanne Bennett at 202-551-3606 or Michael Fay at 202-551-3812 if you
have questions regarding comments on the financial statements and related matters. Please
contact Juan Grana at 202-551-6034 or Lauren Nguyen at 202-551-3642 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc: Louis A. Bevilacqua, Esq.