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CoreWeave (CRWV) announced its commitment to acquiring artificial intelligence (AI) miner Core Scientific (CORZ) under an all-stock deal that was originally agreed on July 7. In an open letter, CoreWeave called the offer “best and final,” stating that it will not be modified. The company said the merger represents the most secure and value-enhancing path forward, combining immediate premium value with significant long-term upside.
CoreWeave argued that if Core Scientific were to proceed independently, it would face substantial capital expenditure requirements and execution risks. The company urged shareholders to vote “FOR” the deal at the October 30 special meeting, emphasizing that the transaction removes major risks and offers the best chance for sustainable growth and shareholder value creation.
The company also addressed and refuted claims from Two Seas Capital, a hedge fund opposing the deal, calling their arguments misleading and based on misinformation. CoreWeave stated that Two Seas’ assertions overlook the significant operational, financial, and execution risks Core Scientific would face on its own, while also misrepresenting the strategic value of the proposed merger. It further said that Two Seas’ narrative ignores the strong market validation reflected in Core Scientific’s stock performance and the substantial premium CoreWeave is offering.
CoreWeave shares were down 1.5% in pre-market trading at $140, while Core Scientific shares declined 3% to $19.
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