Two Seas Capital Urges Core Scientific (CORZ) Shareholders to Reject CoreWeave Sale, Citing Major Upside as a Standalone AI Infrastructure Leader

Two Seas Capital Expresses Enthusiasm for Core Scientific’s Future Prospects

Issues Letter to Shareholders Highlighting Significant Upside Potential If Proposed Sale to CoreWeave Is Not Approved

Urges Shareholders to Vote AGAINST the Ill-Advised Transaction on the GOLD Proxy Card Ahead of October 30, 2025 Special Meeting

NEW YORK, October 28, 2025 -- Two Seas Capital LP (“Two Seas” or “we”), an alternative investment management firm and one of the largest shareholders of Core Scientific, Inc. (“Core Scientific” or the “Company”) (NASDAQ: CORZ), today issued a letter to shareholders in connection with its opposition to the Company’s proposed sale to CoreWeave, Inc. (“CoreWeave”) (NASDAQ: CRWV) on the terms announced on July 7, 2025.

The full text of the letter is below.

October 28, 2025

Dear Fellow Core Scientific Shareholders:

As long-standing investors in Core Scientific, we are more enthusiastic than ever about Core Scientific’s standalone prospects. We continue to believe that the proposed acquisition of the Company by CoreWeave is not the best way to maximize value for Core Scientific shareholders. We will vote against the transaction and encourage you to do the same.

Since the transaction was announced in July, investment in AI infrastructure has accelerated, driving equity valuations of Core Scientific’s peers to ever-greater heights. Had it traded in-line with these peers (instead of being tethered to CoreWeave’s underperforming stock), Core Scientific’s stock would be trading more than twice as high as the value of the CoreWeave transaction.

Why would anyone vote for a transaction worth a mere $16.40 per share?

Core Scientific is a best-in-class asset that we would be proud to continue to own: it has access to low-cost power, expertise in site construction and management, a strong existing infrastructure and an attractive future pipeline. We have full confidence in Core Scientific’s executive management team and its ability to execute on these advantages. We therefore fully expect Core Scientific to continue to build out its 700-megawatt pipeline, secure additional hosting contracts for its growing HPC capacity and expand its footprint through the addition of other existing data centers and new brownfield sites—all to the great benefit of shareholders.

But first, we must reject the CoreWeave transaction.

The vote on that deal is scheduled for October 30, 2025. In our view, shareholders have an easy choice to make: reject the transaction and participate in one of the most incredible growth opportunities in the history of the capital markets or cut short Core Scientific’s promising future to transfer significant value to CoreWeave.

In our view, there is no reason not to play on.

We therefore urge our fellow shareholders to join us in voting AGAINST the proposed transaction on the GOLD proxy card so that Core Scientific can return its full focus and attention to the numerous opportunities that lay ahead for one of the best assets in the rapidly growing AI landscape.

Sincerely,

Sina Toussi
Founder, President and Chief Investment
Officer Two Seas Capital LP

Source:

https://www.sec.gov/Archives/edgar/data/1823138/000090266425004599/p25-2289dfan14a.htm