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Johnson Fistel Investigates Fairness of Proposed Sale of Core Scientific

1. Core Scientific's merger with CoreWeave shows potential fiduciary duty breaches. 2. The fixed exchange ratio for shares reflects a decreased buyout due to CoreWeave's decline. 3. Core Scientific's projected value remains at $23.00 per share despite merger conditions. 4. Shareholders are encouraged to join investigations against undervalued buyout compensation. 5. CoreWeave's 30% share price drop affects the effective buyout price for Core Scientific.

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FAQ

Why Bearish?

The significant drop in CoreWeave's share price drastically reduces the value of the merger for Core Scientific shareholders. Historically, such declines in a merging company's stock price have seen shareholders suffer reduced perceived value from their stakes.

How important is it?

The implications of the potential undervaluation of Core Scientific are significant for investors. This could lead to substantial shareholder unrest and affect future investor confidence.

Why Short Term?

Given the ongoing investigation and immediate shareholder reaction to the merger valuation, the impact will likely manifest quickly. Swift legal actions or shareholder responses can lead to short-term volatility.

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CRWV
SAN DIEGO, Sept. 08, 2025 (GLOBE NEWSWIRE) -- Shareholder rights law firm Johnson Fistel, PLLP is continuing its investigation into whether the board members of Core Scientific, Inc. (NasdaqGS: CORZ) breached their fiduciary duties in connection with the proposed sale of the company to CoreWeave, Inc. (NasdaqGS: CRWV). Background: On July 7, 2025, Core Scientific and CoreWeave announced a definitive merger agreement under which CoreWeave will acquire every outstanding share of Core Scientific.The merger deal fixes an exchange ratio of just 0.1235 CoreWeave Class A shares for each share of Core Scientific common stock—an exchange ratio that now looks even more unfair.Since the deal was announced, CoreWeave’s share price has plunged by roughly 30% compared with late June levels, slashing the already meager consideration promised to Core Scientific shareholders.Meanwhile, Core Scientific’s own near‐term earnings and revenue projections remain robust, and at least one equity analyst still values the company at $23.00 per share—far above the effective price being paid in this proposed buyout. What this means for Core Scientific shareholders: The fixed exchange ratio now results in a significantly reduced effective buyout price due to the decline in CoreWeave’s share price.Based on current valuations, shareholders may receive consideration well below Core Scientific’s projected standalone value—potentially missing out on substantial upside. If you own Core Scientific shares and believe this proposed deal grossly undervalues your investment, please consider joining our investigation. To participate or learn more, you can click or copy and paste the following link to join this investigation: https://www.johnsonfistel.com/investigations/core-scientific-inc-3 If you are a shareholder of Core Scientific and believe the proposed buyout price is too low or you're interested in learning more about the investigation, please contact lead analyst Jim Baker (jimb@johnsonfistel.com) at 619-814-4471. If emailing, please include a phone number. About Johnson Fistel, PLLP | Top Law Firm, Securities Fraud, Investors Rights:Johnson Fistel, PLLP is a nationally recognized shareholder rights law firm with offices in California, New York, Georgia, Idaho, and Colorado. The firm represents individual and institutional investors in shareholder derivative and securities class action lawsuits. We also extend our services to foreign investors who have purchased on US exchanges. Stay updated with news on stock drops and learn how Johnson Fistel, PLLP can help you recover your losses. For more information about the firm and its attorneys, please visit http://www.johnsonfistel.com. Achievements: In 2024, Johnson Fistel was honored to be ranked in the Top 10 Plaintiff Law Firms by the ISS Securities Class Action Services. This recognition underscores our effectiveness in advocating for investors, having recovered approximately $90,725,000 for aggrieved clients in cases where we served as lead or co-lead counsel. This notable accomplishment marks the eighth occasion our firm has been recognized as a top plaintiffs’ securities law firm in the United States, as determined by the total dollar value of final recoveries. Attorney advertising.Past results do not guarantee future outcomes.Services may be performed by attorneys in any of our offices.Johnson Fistel, PLLP has paid for the dissemination of this promotional communication, and Frank J. Johnson is the attorney responsible for its content. Contact: Johnson Fistel, PLLP501 W. Broadway, Suite 800, San Diego, CA 92101James Baker, Investor Relations or Frank J. Johnson, Esq., (619) 814-4471jimb@johnsonfistel.com or fjohnson@johnsonfistel.com

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