AI firm CoreWeave (NASDAQ: CRWV) and Core Scientific (NASDAQ: CORZ), a data center infrastructure provider, announced that they have signed a definitive agreement under which CoreWeave will acquire Core Scientific in an all-stock transaction.
Under the terms of the merger agreement, Core Scientific stockholders will receive “0.1235 newly issued shares of CoreWeave Class A common stock for each share of Core Scientific common stock based on a fixed exchange ratio.”
Following CoreWeave’s IPO in March 2025, this acquisition “will help CoreWeave verticalize its data center footprint to future-proof revenue growth and enhance profitability.”
Through this acquisition, CoreWeave will own “approximately 1.3 GW of gross power across Core Scientific’s national data center footprint1 with an incremental 1 GW+ of potential gross power available for expansion.”
Michael Intrator, CoreWeave’s Chief Executive Officer, Chairman of the Board, and co-founder said:
“This acquisition accelerates our strategy to deploy AI and HPC workloads at scale. Verticalizing the ownership of Core Scientific’s high-performance data center infrastructure enables CoreWeave to significantly enhance operating efficiency and de-risk our future expansion, solidifying our growth trajectory. Owning this foundational layer of our platform will enhance our performance and expertise as we continue helping customers unleash AI’s full potential.”
Strategic Benefits of CoreWeave’s Acquisition:
- Operational Efficiency: CoreWeave expects to generate significant cost savings through streamlining business operations and eliminating lease overhead.
- Financing Flexibility: CoreWeave can pursue infrastructure financing strategies to finance committed capital expenditures, reducing its overall cost of capital.
- Power Ownership and Optionality: CoreWeave will gain greater control over a critical power footprint and optionality for future power capacity.
- Expanded Expertise: Core Scientific’s data center development capabilities complement and augment CoreWeave’s extensive expertise in power procurement, construction, and site management for infrastructure assets.
Adam Sullivan, President and Chief Executive Officer of Core Scientific:
“As our longstanding partner, CoreWeave has experienced firsthand the operational excellence we deliver and the value of the services we provide. Together with CoreWeave, we will be well-positioned to accelerate the availability of world-class infrastructure for companies innovating with AI while delivering the greatest value for our shareholders, who will be able to participate in the tremendous upside potential of the combined company.”
The transaction is expected to “close in the fourth quarter of 2025, subject to customary closing conditions, including regulatory approval and approval by Core Scientific stockholders.”
Upon closing and under the terms of the agreement, which “has been approved by the board of directors of each company, Core Scientific stockholders will receive 0.1235 newly issued shares of CoreWeave Class A common stock for each share of Core Scientific common stock held.”
As of July 3, 2025, the agreed-upon exchange ratio “implies a total equity value of approximately $9.0 billion.”
This is calculated on a fully diluted basis and “based on CoreWeave’s 5-day VWAP.”
The final value will be determined “at the time of transaction close.”
Upon close, CoreWeave “expects Core Scientific’s stockholders’ ownership of the combined company will be less than 10%.”
