CleanCore Solutions, Inc. (ZONE): M&A transaction — CleanCore completes Sanzonate Europe buy ($2.475M) and $1.01M note offering

CleanCore Solutions, Inc.

Acquired Sanzonate Europe for $2.475M: $425k cash, $800k 10% note due 2027, up to $1.25M earn-out, plus 425k warrants at $1.25/share.
Separate private placement of $1.01M 12% notes due 2027 with warrants for 134,666 shares at $1.06.
Deal financed without equity raise; includes $400k inventory and $258k accounts receivable from Sanzonate.
Acquisition expected to unlock over $20M in sales opportunities through 30+ European distribution partners.

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Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.95

CleanCore Solutions, Inc. incurred loan of $800,000 with Sanzonate Europe Ltd. at 10% per annum maturing April 15, 2027.

Instrument: loan
Principal: $800,000
Counterparty: Sanzonate Europe Ltd.
Rate: 10% per annum
Maturity: April 15, 2027
Event: incurrence

Exact text from the filing

On April 15, 2025, the closing of the transactions contemplated by the Purchase Agreement was completed. Pursuant the Purchase Agreement, the Buyer acquired all of the assets of the Seller used in the Business 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; and (iii) up to $1,250,000 in Earn-Out Payments (as defined in the Purchase Agreement).

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

CleanCore Solutions, Inc. completed an acquisition involving Sanzonate Europe Ltd. for $2,475,000 (closed 2025-04-15).

Action: acquisition
Counterparty: Sanzonate Europe Ltd.
Consideration: $2,475,000
Closing: 2025-04-15

Exact text from the filing

the Purchase Agreement was completed. Pursuant the Purchase Agreement, the Buyer acquired all of the assets of the Seller used in the Business 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; and (iii) up to $1,250,000 in Earn-Out Payments (as defined in the

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26 debt financings filed in the last 30 days. Browse all debt financings →

CleanCore Solutions, Inc. filing history →

Source: SEC EDGAR

accession 0001213900-25-033794

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