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Core Scientific’s board is urging shareholders to back its planned $9 billion all-stock merger with CoreWeave, arguing the deal will enhance the company’s financial stability and position it for growth in artificial intelligence infrastructure.

The merger, announced in July, would value Core Scientific at $20.40 per share and combine its Bitcoin mining assets with CoreWeave’s high-performance data centers and Nvidia-powered AI systems. In an investor presentation Wednesday, the board said the merger offers cost efficiencies, strategic synergies, and reduced risk exposure.

CoreWeave has become a key player in cloud computing for AI firms, providing GPU-powered data services for companies training large language models. By aligning with CoreWeave, Core Scientific aims to repurpose its energy-heavy crypto mining sites into AI compute hubs — a shift many blockchain companies are now pursuing.

The proposal faces resistance from Two Seas Capital, Core Scientific’s largest investor with a 6.3% stake, which claims the deal undervalues the firm and exposes shareholders to unnecessary financial risk.

The board, however, insists the merger represents the best path forward, positioning the combined entity to capitalize on the convergence of AI, data processing, and energy infrastructure.