Two Seas Capital, the largest active shareholder of Bitcoin mining company Core Scientific, announced its intention to vote against the buyout offer proposed by AI infrastructure company CoreWeave.

The investment company holds a 6.5% stake in Core Scientific and said the $9 billion valuation deal, finalized in July, undervalues the business. The shareholders wrote on Thursday:

“The proposed sale materially undervalues the Company and unnecessarily exposes its shareholders to substantial economic risk. In our view, the transaction decidedly and unfairly favors CoreWeave at the expense of Core Scientific shareholders.

The fact that Core Scientific's stock price declined by 30% in the days following the transaction announcement strongly suggests to us that other investors agree,” the letter reads.

CoreWeave has been eyeing the acquisition of Core Scientific since 2024, as investors keep an eye on both companies for signs of a closed deal.

CoreWeave leases AI data centers from Core Scientific. By acquiring Core Scientific, CoreWeave can significantly expand its data center capacity and support the growing demand for AI infrastructure.

“As the need for AI training and inference has grown, the demand for energy and HPC infrastructure has increased dramatically,” Two Seas Capital said in a statement. “Core Scientific… is uniquely positioned to meet this growing demand and has a clear runway to compound growth for many years.”

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Share prices react following the shareholder letter and prior developments

Shares of Core Scientific rose by 3% to $14.38 following the publication of the shareholder letter. CoreWeave’s stock also surged during intraday trading on Thursday, rising nearly 9% at time of writing.

CoreWeave made several offers to buy Core Scientific, including its latest $9 billion bid in July, all of which were initially rejected as too low.

The deal’s progress stalled until talks between the companies were revived in June, sending Core Scientific’s stock soaring by over 23% in a single day, before retracing in July.

CoreWeave has a market capitalization of over $58.1 billion, while Core Scientific’s market cap is over $4.3 billion at the time of this writing.

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