Latest news with #TwoSeasCapital
Yahoo
a day ago
- Business
- Yahoo
Core Scientific's largest active shareholder to oppose CoreWeave deal
The largest active shareholder in Core Scientific (NASDAQ: CORZ), Two Seas Capital, will vote no on its pending acquisition by AI neocloud provider CoreWeave (NASDAQ: CRWV), according to a press release from investment manager Two Seas Capital. The firm said that the acquisition terms—an un-collared, all-stock exchange—leaves Core Scientific investors exposed to CoreWeave share-price volatility without price Seas said the consideration 'materially undervalues' Core Scientific and 'unnecessarily' shifts economic risk to its existing shareholders. It cited the roughly 30% decline in Core Scientific's share price in the days after the July announcement as evidence of broader investor concern. Two Seas Capital claims to own 6.3% of Core Scientific's outstanding stock. While Vanguard and Blackrock are the largest shareholders in Core Scientific with 9.14% and 7.8% stakes, respectively, these institutions are considered passive investors since they hold CORZ shares for certain indices. Conversely, Two Seas is considered an active investor because it is actively trading shares of CORZ and intends to vote with these shares. As of the end of Q1-2025, Two Seas reported roughly 2.7% ownership of Core Scientific; if the company does own 6.3% now as it claims, it must file with the U.S. Securities and Exchange Commission (SEC) within 10 days of increasing its holdings to conform with the SEC's 5% beneficial ownership reporting threshold. Notably, Two Seas Capital also owns CoreWeave shares, and while its supports the strategic decision to combine the two datacenter operators, it said the current terms favor CoreWeave 'decidedly and unfairly.' 'Core Scientific – with its significant scale, ready access to low-cost power, and data center talent – is uniquely positioned to meet this growing demand and has a clear runway to compound growth for many years,' the firm said in a statement. Two Seas Capital intends to solicit other Core Scientific shareholders to reject the transaction and will lodge a definitive proxy statement with the SEC ahead of the company's special meeting. The investment manager will distribute proxy materials once filed. As of 6 August 2025, Two Seas Capital and affiliated funds also owned 77,038 CoreWeave class A shares and held an indirect economic interest in 395,124 additional CoreWeave shares through a private investment vehicle. The group disclosed long call options on 5,722,300 Core Scientific shares and short call options on 1,700,000 shares, along with cash-settled swaps referencing 500,000 shares. If the current agreement is not amended to address valuation and structural issues, Two Seas said it is prepared to vote its stake against the deal and encourage other investors to do the same. The firm added that it would accept bids from CoreWeave or other parties, provided the consideration reflects Core Scientific's strategic value. Blockspace has reached out to Core Scientific for comment. Check back for updates. Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
2 days ago
- Business
- Yahoo
Core Scientific's Top Investor to Vote Against CoreWeave's 'Inadequate' $9B Takeover
Core Scientific's largest active shareholder is moving to block the miner's proposed $9 billion all-stock sale to AI infrastructure provider CoreWeave, calling the offer 'inadequate' and unfavorable to existing shareholders. The proposed sale 'materially undervalues' the company and unnecessarily exposes its shareholders to substantial economic risk, New York-based Two Seas Capital, the largest active shareholder in Core Scientific with about a 6.3% stake, said in a statement Thursday. Two Seas Capital voiced how it was 'disappointed' at the choice of selling at an 'inadequate valuation,' arguing that the all-stock, uncollared structure leaves shareholders exposed to CoreWeave's volatile share price with no value protections. The hedge fund claims the $9 billion deal 'decidedly and unfairly favors CoreWeave' at the expense of Core Scientific shareholders like them, noting that the company's stock fell 30% in the days after the transaction was announced, a move it says reflects broader investor concern. Announced last month, the deal pegs each Core Scientific share to 0.1235 of a CoreWeave share, which at the time implied a value of about $20.4 per share. CoreWeave's stock has since fallen by between 26% and 30%, reducing the effective valuation to just over $13 per share. Core Scientific shares, meanwhile, showed a modest recovery in intraday trading on Thursday, rising 1.7% to $14.35, Google Finance data shows. The drop has sharpened scrutiny of the deal's terms, with some investors pointing to patterns seen in other contested all-stock mergers. Public Keys: CoreWeave Fusion Dance, $1 Billion Day for Bitcoin ETFs and Strategy's Bye Week The situation is common in all-stock deals, especially when large shareholders began as 'distressed debt investors' who converted bonds into equity in a reorganization, according to Jeffrey Emanuel, founder and CEO of blockchain infrastructure firm Pastel Network. 'Those investors tend to lean more activist and are more aggressive in defending their rights, as is the case here,' Emanuel told Decrypt. Investors against a stock transaction will 'either want more of the consideration to be in the form of cash or a less volatile security (e.g., preferred equity), or they will want a more favorable merger ratio,' he added. CoreWeave Revenue Soars on AI Demand, But Heavy Spending Hits Profit Still, CoreWeave would likely be 'unwilling to do those things because it's in their interest to use their inflated stock as a currency,' he said. What is at issue, instead, is the 'wildly inflated valuation' of CoreWeave stock, Emanuel said, particularly with its IPO lockup set to expire in a month, a milestone he expects will 'likely put pressure on the share price.' A shareholder vote on the deal is expected later this year, a timing that could add volatility to both companies' shares. Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
2 days ago
- Business
- Yahoo
Activist Two Seas Capital to oppose Core Scientific's sale to CoreWeave
-- Two Seas Capital LP, the largest active shareholder of Core Scientific, Inc., announced Thursday its opposition to the company's proposed sale to CoreWeave, Inc. on terms announced on July 7. Two Seas, which owns approximately 6.3% of Core Scientific with 19,122,842 shares, released an open letter to fellow shareholders explaining its stance against the transaction. In the letter, Two Seas founder Sina (BitStamp:SINA) Toussi expressed disappointment with the Board of Directors' decision to sell at what the investment firm considers an "inadequate valuation." The firm criticized the all-stock, uncollared structure of the deal, stating it leaves Core Scientific shareholders exposed to CoreWeave's share price volatility without value protections. While not philosophically opposed to a merger between the companies, Two Seas believes the current deal "materially undervalues" Core Scientific and "unnecessarily exposes its shareholders to substantial economic risk." The letter noted that Core Scientific's stock price declined by 30% in the days following the transaction announcement, suggesting other investors share similar concerns. Two Seas highlighted its belief in Core Scientific's potential to create substantial value in high-performance computing infrastructure, particularly as artificial intelligence drives increasing demand for energy and computing resources. The investment firm stated the company has "a clear runway to compound growth for many years." Unless the terms are revised to address what Two Seas considers structural shortcomings and inadequate consideration, the firm intends to vote against the transaction and plans to solicit other shareholders to do the same. Two Seas promised to share further perspectives and valuation work in the coming weeks. Related articles Activist Two Seas Capital to oppose Core Scientific's sale to CoreWeave Victoria's Secret Exposed: The Warning Sign Behind the Stock's 52% Collapse These Under-the-Radar Stocks Offer Better Risk-Reward Ratio Than Nvidia Error al recuperar los datos Inicia sesión para acceder a tu cartera de valores Error al recuperar los datos Error al recuperar los datos Error al recuperar los datos Error al recuperar los datos
Yahoo
2 days ago
- Business
- Yahoo
Bitcoin Miner Core Scientific's Third Largest Shareholder Opposes CoreWeave Deal
Two Seas Capital, the third largest shareholder in Core Scientific (CORZ) with a 6.3% stake, has come out against the bitcoin miner's proposed all-stock acquisition by AI cloud provider CoreWeave (CRWV). In a letter published Thursday, Two Seas said it intends to vote against the deal, which was announced July 7, and plans to rally other shareholders to do the same unless significant changes are made. The opposition centers on the all-stock, uncollared nature of the transaction, which Two Seas argues unfairly favors CoreWeave and fails to reflect Core Scientific's strategic position in high-performance computing (HPC) infrastructure. "The proposed sale materially undervalues the company and unnecessarily exposes its shareholders to substantial economic risk," said Sina Toussi, founder of Two Seas. CORZ is up modestly in Thursday trading at $14.24, substantially below what the roughly $20 the shares would have been worth at the time of the proposed acquisition four weeks ago. Two Seas has backed CORZ since 2022, participating in its post-bankruptcy restructuring and financing rounds. The firm says it still believes in Core Scientific's long-term value and prefers it remain independent if a better offer doesn't emerge. Despite also holding a stake in CoreWeave and supporting the idea of a combination, Two Seas called the current deal underwhelming and pointed to Core Scientific's 30% stock drop after the deal announcement as evidence of investor concern. Two Seas urged the board to pursue alternative bids, including from CoreWeave, but only at terms that reflect the full strategic value of Core Scientific's assets and growth prospects. The firm plans to release further analysis and engage with shareholders in the coming weeks. Analysts at investment bank KBW predicted that Core Scientific shareholders may push back on the terms of the deal, given the unchanged asset base since CoreWeave's first failed bid and the lack of a cash component, in a report published last in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Economic Times
2 days ago
- Business
- Economic Times
Cryptocurrency Live News & Updates : Core Scientific's Major Shareholder Opposes CoreWeave Deal
08 Aug 2025 | 12:20:11 AM IST Two Seas Capital, Core Scientific's third-largest shareholder, plans to vote against the proposed acquisition by CoreWeave, citing structural flaws and undervaluation of the deal. In recent developments, Two Seas Capital has expressed its opposition to Core Scientific's proposed all-stock acquisition by CoreWeave, arguing that the deal disproportionately favors CoreWeave and undervalues Core Scientific's assets. Meanwhile, Chainlink has introduced a strategic LINK reserve, converting fiat revenue into LINK tokens to bolster its treasury and potentially increase demand for its token. Union Jack Oil is exploring innovative ways to monetize stranded natural gas by powering Bitcoin mining operations, a move that aligns with a growing trend among energy companies. Additionally, Gala is showing signs of a bullish reversal after finding support at a key price level, while Ripple has announced its acquisition of stablecoin payment platform Rail for $200 million, aiming to enhance its position in the B2B stablecoin market. These stories highlight the dynamic landscape of the cryptocurrency sector, with companies exploring new strategies and partnerships to navigate market challenges and capitalize on emerging opportunities. Show more
