CleanCore Solutions Announces JV for 55 MW Minnesota Data Center

What Happened
CleanCore Solutions, Inc. (ZONE) announced on July 23, 2026 that it formed a joint venture (JV Company) with a development partner (“PartnerCo”) to finance, build, own, operate and commercialize an approximately 55 MW data center in Minnesota. The JV will host a baseline 40 MW compute lease under a 10‑year Colocation Services Agreement with Cerebras Systems Inc.; that initial 10‑year term has an estimated contract value of about $800 million, and two 10‑year renewal options could drive aggregate potential value above $3 billion. ZONE is the majority owner of the JV with a 79% interest; PartnerCo holds 21%.

Key Details

• Transaction date: July 23, 2026 (press release issued July 29, 2026).
• Ownership & capital: ZONE holds 79% of the JV; PartnerCo 21%. ZONE committed up to $500 million in aggregate capital (two commitments of $250M called as needed); initial approved Project budget is $479 million.
• Initial cash contributions: ZONE’s Initial Capital Contribution of $40 million to be deposited in two installments ($25M on closing; up to $15M within four business days). Funding schedule runs July 2026–Feb 2027.
• Project status & timing: ~20 MW of utility capacity is energized, supporting ~15 MW of IT load today; remaining capacity expected online and revenue expected to begin in Q1 2027.
• Commercial terms & partner fees: PartnerCo receives $1.0M of ZONE common stock as upfront equity, plus development compensation under a Development Services Agreement: $4.8M Milestone Participation paid as 20 monthly payments of $240K, a CapEx Management Bonus (20%–30% of savings vs a $440M Capex Target), and up to $1.5M Early Delivery Bonus ($37,500 per MW).
• Governance & cash flow: JV managed by five-member board (ZONE appoints 3, PartnerCo 2). Certain major actions require PartnerCo consent. Available cash is distributed 93% to ZONE / 7% to PartnerCo until ZONE receives a contractual “ZONE Priority Return,” then distributions are pro rata.

Why It Matters
This agreement creates a long-term commercial relationship tied to a large customer (Cerebras) and a material construction program for ZONE. The Colocation Services Agreement’s initial 10‑year value (~$800M) and renewal upside (> $3B) represent significant contracted demand if fully realized. ZONE retains majority ownership and board control, but PartnerCo has consent rights on major decisions and receives structured development fees and equity—important for governance and cost incentives. Investors should note the substantial capital commitments (up to $500M), the Project budget ($479M), expected revenue timing (beginning Q1 2027), and that ZONE’s funding exposure is limited contractually (primary risk noted is dilution rather than forced cash calls). The filing also includes standard forward‑looking cautions about closing conditions, approvals, construction/permitting, financing and market risks.