Two Seas Capital, the largest active shareholder in Bitcoin mining firm Core Scientific with a 6.5% stake, has formally opposed the $9 billion takeover bid from AI infrastructure company CoreWeave. In a shareholder letter, Two Seas Capital asserted that the transaction materially undervalues Core Scientific’s business and unfairly benefits CoreWeave at the expense of existing investors.
The letter cited a 30% drop in Core Scientific’s share price following the July transaction announcement as evidence that the market perceives the deal as inadequate. Two Seas Capital warned that the proposed sale exposes shareholders to substantial economic risk, arguing that the strategic fit does not justify the valuation.
CoreWeave, which leases data center capacity from Core Scientific to support machine learning and AI workloads, had pursued the acquisition since 2024. The takeover was expected to accelerate CoreWeave’s expansion into high-performance computing, but concerns over valuation and governance have stalled progress.
Following the publication of the shareholder letter, Core Scientific shares rose 3%, while CoreWeave’s stock also gained nearly 9%. Two Seas Capital emphasized Core Scientific’s unique position to capitalize on growing demand for energy-efficient mining and AI data services, urging the board to seek a higher offer or explore alternative corporate strategies to maximize long-term shareholder value.
The vote against the merger reflects a broader trend of active investors challenging major infrastructure deals in the crypto sector, highlighting the importance of shareholder engagement in shaping M&A outcomes within capital-intensive blockchain enterprises.⛏️
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