Nvidia-Backed CoreWeave $9B Deal Rejected

Core Scientific shareholders rejected a proposed $9 billion all-stock acquisition by Nvidia-backed CoreWeave, terminating the transaction. Major investors and advisers, including Two Seas Capital and proxy firm ISS, urged a no vote, saying the fixed exchange ratio and deal structure undervalued Core Scientific, which faces financial strain including high debt and negative margins. The agreement would have transferred roughly 1.3 gigawatts of power across Core Scientific’s data-center footprint to CoreWeave to expand GPU capacity for AI workloads; CoreWeave said it respected the vote and expects to continue commercial ties. The vote followed an earlier rebuffed all-cash offer and prompted mixed market reactions, with CoreWeave shares down and Core Scientific trading mixed. Analysts including Jefferies said Core Scientific appears able to pursue standalone value creation—through leasing capacity, power expansion or a possible REIT conversion—though the failed vote could complicate future deals with CoreWeave.