Core Scientific Investors Expected to Reject CoreWeave Deal, According to Jefferies

Jefferies Says Core Scientific Holders Likely to Reject CoreWeave Merger

Jefferies expects Core Scientific (CORZ) shareholders to vote against the proposed merger with CoreWeave (CRWV) when ballots are cast on Oct. 30, as the company’s stock trades about 18% above the offer’s implied value.

The premium suggests investors view the deal as undervaluing Core Scientific’s assets, the bank said in a Tuesday report. Unless CoreWeave’s share price climbs sharply before the vote, Jefferies sees rejection as the most probable outcome.

Proxy advisor ISS and major investor Two Seas Capital have both urged shareholders to reject the merger, pointing to valuation gaps and governance concerns.

Analysts Jonathan Petersen and Jan Aygul noted that Core Scientific’s market positioning remains mixed. After adjusting for land holdings and bitcoin mining operations, CORZ trades roughly in line with Applied Digital (APLD), below Cipher Mining (CIFR), and above TeraWulf (WULF).

Jefferies said even without the merger, Core Scientific has multiple paths to unlock value. With 305 megawatts (MW) of billable IT capacity, the firm could lease space to CoreWeave or attract new hyperscale or “neocloud” tenants as part of its pivot toward high-performance computing.

“Additional leasing, power expansion, or site acquisitions could lift the company’s valuation, while a shift toward a REIT structure could further enhance shareholder returns,” the analysts said.

Still, Jefferies warned that a failed vote could strain relations with CoreWeave, potentially making new partnerships more difficult in the near term. Even so, the firm’s growing GPU demand could lead to renewed collaboration in the future.

Reaffirming confidence in Core Scientific’s standalone trajectory, Jefferies raised its price target to $24 from $22. Shares were last up 1.7% at about $20.44.

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