EX-99.1
Published on December 21, 2023
Exhibit 99.1
|
PRESS RELEASE www.corescientific.com |
Core Scientific, Inc. Announces Agreement in Principle on Terms of
Chapter 11 Global Plan Settlement with All Key Stakeholders and
Extension of Equity Rights Offering Subscription Deadline
Confirmation hearing rescheduled to January 10, 2024
Equity Rights Offering subscription deadline extended to December 28, 2023
AUSTIN, Texas, Dec. 21 2023 Core Scientific, Inc. (OTC: CORZQ) (Core Scientific or the Company), a leader in high-performance blockchain computing data centers and software solutions, today announced it has reached an agreement in principle with all key stakeholders on the terms of a global settlement (the Global Settlement) of its Chapter 11 cases.
The Global Settlement reached with the Ad Hoc Noteholders Group, the Unsecured Creditors Committee, the Equity Committee, and B. Riley the Companys Debtor in Possession lender represents a significant milestone in the Companys Chapter 11 cases, allowing the Company to move forward with a consensual plan of reorganization and to proceed expeditiously towards confirmation and exit from Chapter 11.
The global settlement removes key hurdles to our anticipated emergence from Chapter 11 in January, said Adam Sullivan, Core Scientifics Chief Executive Officer. With our team highly focused on operational excellence, a post-emergence pathway to de-lever our balance sheet and a plan for continued growth in 2024 and beyond, we are excited to pursue the opportunities ahead of us in the new year.
-more-
Core Scientific, Inc. Global Settlement Dec 23 - 2
To provide the parties with additional time to finalize updates to the Companys Chapter 11 Plan (the Revised Plan) and Disclosure Statement, and distribute the updated Plan and Disclosure Statement to certain voting creditors and equity holders, Core Scientific is adjourning the combined hearing to consider both (a) final approval of the Disclosure Statement and (b) confirmation of the Plan from December 22, 2023 to January 10, 2024 (the Combined Hearing). Core Scientific also intends to file a motion requesting that the Court modify certain dates and deadlines with respect to the Plan, including an extension of the deadlines to vote on the Plan or file an objection to the Plan. The Company expects to emerge from Chapter 11 in mid-to-late January 2024.
In light of the Global Settlement and adjournment of the Combined Hearing, the deadline for participating in the Equity Rights Offering has been extended to Thursday, December 28, 2023. The Rights Offering Procedures and Subscription Form can be found and submitted by clicking here.
Revised Plan and ERO Timeline:
| Event
|
Illustrative Date1 /Timing | |
| Equity Rights Offering Record Date
|
November 16, 2023 | |
| End of Rights Offering Subscription Period/ Deadline for Funding Rights Offering Subscription Amounts
|
December 28, 2023 | |
| Voting Deadline
|
January 5, 2024 | |
| Currently Scheduled Confirmation Hearing Date
|
January 10, 2024 | |
| 1 | The timeline in this table is illustrative and assumes a consensual Plan. Actual dates will depend on the Courts calendar and discretion, the status of negotiations with stakeholders, and stakeholder views on appropriate deadlines |
-more-
Core Scientific, Inc. Global Settlement Dec 23 - 3
| Anticipated Plan Distribution Record Date for Existing Convertible Notes
|
January 10, 20242 | |
| Anticipated Plan Effective Date
Anticipated Plan Distribution Record Date for Existing Common Shares
|
TBD (expected mid-January 2024) |
|
| Nasdaq Listing
|
Expected at or shortly after emergence | |
This press release is solely for informational purposes. Investors should not rely upon it or use it to form the definitive basis for any decision or action whatsoever, with respect to any proposed transaction or otherwise. Investors should read the Plan and the related Disclosure Statement, each as amended or supplemented, which are available (i) on the website of Stretto, the Companys voting and solicitation agent, at https://cases.stretto.com/corescientific/, (ii) by calling Stretto at (949) 404-4152 (in the U.S. and Canada; toll-free) or +1 (888) 765-7875 (outside of the U.S. and Canada), or (iii) by sending an electronic mail message to CoreScientificInquiries@stretto.com.
This press release is for informational purposes only and does not constitute an offer to sell or solicitation of an offer to buy any security.
ABOUT CORE SCIENTIFIC
Core Scientific (OTC: CORZQ) is one of the largest blockchain computing data center providers and miners of digital assets in North America. Core Scientific has operated blockchain computing data centers in North America since 2017, using its facilities and intellectual property portfolio for colocated digital asset mining and self-mining. Core Scientific operates data centers in Georgia, Kentucky, North Carolina, North Dakota and Texas. Core Scientifics proprietary Minder® fleet management software combines the
| 2 | 2 business days before Anticipated Plan Effective Date |
-more-
Core Scientific, Inc. Global Settlement Dec 23 - 4
Companys colocation expertise with data analytics to deliver maximum uptime, alerting, monitoring and management of all miners in the Companys network. To learn more, visit http://www.corescientific.com.
FORWARD LOOKING STATEMENTS AND EXPLANATORY NOTES
Certain statements in this press release constitute forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as estimate, plan, project, forecast, intend, will, expect, anticipate, believe, seek, target or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding the anticipated date of Company emergence from Chapter 11. These forward-looking statements are not intended to serve, and must not be relied on by any investor, as a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of the Company. These forward-looking statements are based on information available as of the date of this press release and current expectations, forecasts and assumptions and are subject to a number of risks and uncertainties, including, but not limited to, the Companys ability to obtain bankruptcy court approval with respect to motions in its Chapter 11 cases, successfully enter into and implement a restructuring plan, emerge from Chapter 11 and achieve significant cash flows from operations; the effects of the Chapter 11 cases on the Company and on the interests of various constituents, bankruptcy court rulings in the Chapter 11 cases and the outcome of the Chapter 11 cases in general, the length of time the Company will operate under the Chapter 11 cases, risks associated with any third-party motions in the Chapter 11 cases, the
-more-
Core Scientific, Inc. Global Settlement Dec 23 - 5
potential adverse effects of the Chapter 11 cases on the Companys liquidity or results of operations and increased legal and other professional costs necessary to execute the Companys reorganization; satisfaction of any conditions to which the Companys debtor-in-possession financing is subject and the risk that these conditions may not be satisfied for various reasons, including for reasons outside of the Companys control; the consequences of the acceleration of the Companys debt obligations; the trading price and volatility of the Companys common stock as well as other risk factors set forth in the Companys reports filed with the U.S. Securities & Exchange Commission. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. Accordingly, undue reliance should not be placed upon the forward-looking statements.
///////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////
Please follow us on:
https://www.linkedin.com/company/corescientific/
https://twitter.com/core_scientific
CONTACTS
Investors:
ir@corescientific.com
Media:
press@corescientific.com
-end-