It’s official: After weeks of speculation and media discussion, CoreWeave (NASDAQ:CRWV), AI Hyperscale and Core Scientific (NASDAQ:CORZ), data center infrastructure providers announced today that they signed a clear agreement on which to sign a clear agreement that would acquire the core science of all stock in the national reserves, which would be $900 million in $900 million.
Under the terms of the Merger Agreement, Core Science shareholders will receive 0.1235 newly issued CoreWeave Class A common shares, each of Core Scientific common shares, based on a fixed transaction ratio. Following Coreweave’s successful IPO in March 2025, the acquisition will help vertically to boost future revenue growth and increase profitability. With this acquisition, CoreWeave will own approximately 1.3 GTC in the Core Scientific National Data Center footprint1 A potential total power with 1 GW+ is available for expansion.
The transaction is expected to be completed in the fourth quarter of 2025, but customary end conditions are subject to compliance, including regulatory approvals and core scientific shareholders’ approvals. Upon closing and under the terms of the agreement (the terms of the agreement approved by each company’s board of directors), Core Science shareholders will receive 0.1235 new shares of newly issued Coreweave Class A shares for each share of the Core Science common stock held. As of July 3, 2025, the agreed exchange rate ratio means the total stock value is approximately US$9 billion. This is calculated based on Coreweave’s 5-day VWAP on a fully diluted basis. The final value will be determined when the transaction is closed. After Coreweave is closed, Core Scientific shareholders will have less than 10% ownership of the merged company.
“This acquisition accelerates our strategy to deploy AI and HPC workloads at scale,” said Michael Intrator, CEO of Coreweave, Chairman and Co-founder of the Board. “Vertical ownership of Core Scientific high-performance data center infrastructure allows CoreWeavave to significantly increase operational efficiency and reduce our future expansion, thus strengthening our growth trajectory. Having this fundamental layer of our platform will enhance our performance and expertise as we continue to help our customers with the full potential of Unleash AI.”
Strategic Benefits of CoreWeave Acquisition
- Operational Efficiency: CoreWeave hopes to save a lot of costs by simplifying business operations and eliminating rental overheads.
- Greater financing flexibility: Coreweave can pursue infrastructure financing strategies to fund committed capital expenditures, thereby reducing its overall cost of capital.
- Power Ownership and Optionality: CoreWeave will gain greater control over key power footprints and options in future power capacity.
- Extended expertise: Core Scientific’s data center development capabilities complement and CoreWeave’s extensive expertise in power procurement, construction and infrastructure assets on-site management.
“As our long-term partner, Coreweave has personally experienced the operational excellence we provide and the value of the services we provide,” said Adam Sullivan, President and CEO of Core Scientific. “Together with Coreweave, we will have a good position to accelerate the availability of world-class infrastructure for innovative companies with AI while bringing the greatest value to our shareholders who will be able to participate in the huge upward potential of the merged company.”
Financial impact
- Immediately eliminate the cumulative future rental expenses of existing contract sites over the next 12 years.
- Take advantage of the neutral impact on Coreweave while opening up to diversified sources of financing at a more attractive cost of capital.
- The deal includes eliminating lease overhead, adding $500 million in estimated full-year operating expense costs by the end of 2027 through a simplified operating focus.
- Repurpose the potential of HPC to use or divest the crypto mining business in a medium-term perspective.
(1) Represents ~840 existing MW power supply, supports CoreWeave’s HPC contract and ~500 total MW encrypted mining data center power capacity
CoreWeave will hold an investor call on July 7, 2025 at 8:45 a.m. ET. The conference call will be accessed via CoreWeave’s investor relations page (https://investors.coreweave.com/overview/default.aspx). The replay of the call will also be found on Coreweave’s Investor Relations page.
Goldman Sachs & Co. LLC serves as financial advisor, Davis Polk & Wardwell LLP and Kirkland & Ellis LLP serve as legal advisor to Coreweave. Moelis & Company LLC and PJT Partners LP serve as financial advisors, and Wachtell Lipton Rosen & Katz serve as legal advisors to core science.
