Zone Frontier Inc. Announces 1-for-60 Reverse Stock Split

August 2026 offering warrants may receive a one-time exercise-price reset, subject to a $3.00 floor.

Rhea-AI Summary

Zone Frontier (ZONE) will implement a 1-for-60 reverse stock split effective at 12:01 a.m. Eastern Time on October 30, 2026. Split-adjusted trading on NYSE American is expected that morning. The company intends the split to support continued listing by increasing its per-share trading price.

Outstanding common shares will decline from approximately 508,892,886 to 8,481,548, while authorized common shares will fall from 6,942,000,000 to 115,700,000. Ownership percentages will remain unchanged except for fractional-share adjustments. August 2026 offering warrants may receive a lower exercise price based on the lowest daily volume-weighted average price during the five trading days beginning on the split's effective date, subject to a $3.00 floor. This one-time reset will not create additional warrant shares.

Positive

• None.

Negative

• Minor point. Forward-looking: it has not happened yet and may not happen.1-for-60 reverse split is intended to raise the share price to support continued NYSE American listing.
• Minor point. Forward-looking: it has not happened yet and may not happen.August 2026 offering warrants may reset lower to the lowest daily volume-weighted average price over five trading days, with a $3.00 floor.

News Explained

Holders otherwise entitled to a fractional share will receive one whole share instead.

The board-approved reverse split is scheduled to take effect on October 30, 2026 and does not require stockholder approval, so a stockholder vote is not a condition to its implementation.

Key Figures

Reverse split ratio: 1-for-60 Effective time: 12:01 a.m. ET on October 30, 2026 Common shares outstanding: Approximately 508,892,886 to approximately 8,481,548 shares +3 more

Reverse split ratio

1-for-60

Approved reverse stock split

Effective time

12:01 a.m. ET on October 30, 2026

Reverse stock split

Common shares outstanding

Approximately 508,892,886 to approximately 8,481,548 shares

Before and after the reverse stock split

Authorized common shares

6,942,000,000 to 115,700,000 shares

Proportionately reduced with the reverse stock split

Warrant exercise-price reset period

Five trading days

Begins on the reverse split's effective date

Warrant reset floor price

$3.00 per share

Floor for the potential exercise-price adjustment

Key Terms

cusip, par value, volume-weighted average price

3 terms

cusip financial

"will trade under a new CUSIP number"

A CUSIP is a nine-character alphanumeric code that uniquely identifies a U.S. or Canadian financial security—such as a stock, bond, or fund share—like a Social Security number for an investment. It matters to investors because brokers, exchanges and record-keepers use the CUSIP to match trades, track ownership, settle transactions and pull accurate records, reducing errors and ensuring money and securities go to the right place.

View in glossary

par value financial

"The par value per share of common stock will remain unchanged"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

volume-weighted average price financial

"lowest daily volume-weighted average price of the common stock"

Volume-weighted average price (VWAP) is the average price of a stock over a specific time period where each trade is weighted by the number of shares traded, so larger trades influence the average more than small ones. Investors and traders use VWAP as a reference point to judge whether trades are happening at relatively good or poor prices—like checking the average price paid for an item at a market where bulk purchases count more than single-item buys.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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• Reverse stock split to become effective at 12:01 a.m. ET on October 30, 2026
• Split-adjusted trading expected to begin on NYSE American under “ZONE” on October 30, 2026

HOUSTON, Oct. 19, 2026 (GLOBE NEWSWIRE) -- Zone Frontier Inc. (NYSE American: ZONE) (the “Company” or “Zone Frontier”) today announced that its Board of Directors has approved a 1-for-60 reverse stock split of the Company’s issued and outstanding common stock. The reverse stock split will become effective at 12:01 a.m. Eastern Time on October 30, 2026, and the Company’s common stock is expected to begin trading on a split-adjusted basis on the NYSE American at market open on October 30, 2026. The common stock will continue to trade under the symbol “ZONE” and will trade under a new CUSIP number, which the Company will announce prior to the effective time.

The reverse stock split is intended to increase the per-share trading price of the Company’s common stock to support its continued listing on the NYSE American and to make the common stock more attractive to a broader range of institutional and other investors.

The reverse stock split is being effected through a Certificate of Change filed with the Nevada Secretary of State pursuant to Section 78.207 of the Nevada Revised Statutes, which does not require stockholder approval.

At the effective time, every 60 shares of the Company’s issued and outstanding common stock will be automatically combined into one share of common stock. The reverse stock split will reduce the number of shares of common stock outstanding from approximately 508,892,886 shares to approximately 8,481,548 shares. The number of authorized shares of common stock will be proportionately reduced from 6,942,000,000 to 115,700,000. The par value per share of common stock will remain unchanged at $0.0001. The reverse stock split will affect all stockholders uniformly and will not alter any stockholder’s percentage ownership interest in the Company, except for minor adjustments resulting from the treatment of fractional shares.

No fractional shares will be issued in connection with the reverse stock split. Stockholders who would otherwise be entitled to receive a fractional share will instead receive one whole share of common stock.

Proportionate adjustments will be made to the number of shares of common stock issuable upon exercise or vesting of the Company’s outstanding warrants, stock options, restricted stock awards and other equity securities, and to the exercise prices thereof, in accordance with their respective terms, as well as to the number of shares reserved for issuance under the Company’s equity incentive plan.

In addition, pursuant to the share combination event provisions of the common stock purchase warrants issued in the Company’s August 2026 public offering, the exercise price of such warrants may be reset, if lower, to the lowest daily volume-weighted average price of the common stock during the five trading day-period beginning on the effective date of the reverse stock split, subject to a floor price of $3.00 per share. The Company will announce the final adjusted exercise price following the conclusion of the measurement period. Such exercise price adjustment can occur only once as a result of the reverse stock split and will not cause the issuance of additional warrant shares. Stockholders holding shares in book-entry form or through a brokerage account, bank or other nominee do not need to take any action; their holdings will be automatically adjusted to reflect the reverse stock split, subject to brokers’ particular processes. Securities Transfer Corporation, the Company’s transfer agent, will act as exchange agent for the reverse stock split. Stockholders with questions may contact the transfer agent at info@stctransfer.com.

“This reverse stock split aligns our capital structure with the company we have become,” said Tyler Hassen, Chief Executive Officer of Zone Frontier. “Over the past several months, we have completed our transformation into a pure-play AI infrastructure developer, advanced our Minnesota campus for Cerebras Systems, Inc., and secured our Potter County, Texas campus. We believe a share price that better reflects this foundation will broaden our investor base and support our continued listing on the NYSE American. Our focus remains squarely on execution and building long-term value for our shareholders.”

For more information, visit www.zonefrontier.com.

About Zone Frontier Inc.
Zone Frontier Inc. (NYSE AMERICAN: ZONE) is helping to build the critical infrastructure that powers the AI economy. Through a growing pipeline of projects, the Company aims to help meet the increasing demand for compute capacity, power, and digital infrastructure required by the world's leading AI companies.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, but are not limited to, statements regarding the expected effective date and timing of the reverse stock split, the anticipated effects of the reverse stock split on the market price and liquidity of the Company's common stock and on the Company's continued listing on the NYSE American, the development of the Company's Minnesota and Texas data center campuses, the Company's business strategy and pipeline of projects, and the Company's transition to an AI infrastructure business. Forward-looking statements are generally identified by words such as "anticipates," "believes," "expects," "intends," "plans," "may," "will," "could," "should," "estimates," "projects," "potential," "focused on," "aims," "expand," "expected," "look forward," and similar expressions. These forward-looking statements are based on management's current expectations and assumptions as of the date of this press release and are subject to significant risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied. Such risks and uncertainties include, but are not limited to: the risk that the reverse stock split does not result in a sustained increase in the market price of the Company's common stock or otherwise achieve its intended benefits; the risk that the reduced number of shares outstanding adversely affects the liquidity of the Company's common stock; the adjustment and potential reset of the exercise price of the Company's outstanding warrants in connection with the reverse stock split; the Company's ability to maintain compliance with the NYSE American's continued listing standards; construction, equipment, permitting, power or interconnection delays that could affect delivery timelines under the Company's colocation agreement; the Company's ability to secure tenants, power, interconnection and permits for its Texas data center campus; the highly speculative and uncertain nature of the Company's AI critical infrastructure business; the Company's continued ability to successfully transition its business model from cleaning services; the Company's lack of operating history in the data center or computing infrastructure industry; the Company's limited experience in the data center and AI infrastructure industries; the Company's ability to obtain project-level debt financing on acceptable terms or at all; the status of the Company's operations, results of operations, growth strategy and liquidity; and general economic, financial, capital market and industry conditions.

For a more complete discussion of risks and uncertainties, please refer to the Company's filings with the SEC, including the "Risk Factors" section of the Company's most recent Annual Report on Form 10-K or Quarterly Report on Form 10-Q. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law. All forward-looking statements are qualified in their entirety by this cautionary statement.

Media Contact:

Angela Gorman, President, AMWPR
Angela@amwpr.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

When does Zone Frontier's reverse stock split take effect, and what is the ratio?

Zone Frontier's 1-for-60 reverse stock split takes effect at 12:01 a.m. Eastern Time on October 30, 2026. Every 60 outstanding common shares will combine into one share. Split-adjusted trading on NYSE American is expected at market open that day.

Do ZONE shareholders need to take action for the reverse split, and what happens to fractional shares?

Shareholders holding ZONE shares in book-entry form or through a brokerage account, bank or other nominee do not need to take action; holdings will adjust automatically, subject to brokers' processes. No fractional shares will be issued. A shareholder otherwise entitled to a fractional share will instead receive one whole common share.