Jefferies Sees Core Scientific Shareholders Voting Down CoreWeave Merger
Core Scientific (CORZ) shareholders appear ready to reject the company’s proposed merger with CoreWeave (CRWV), according to Jefferies, which said market pricing suggests investors believe the deal undervalues the bitcoin miner.
CORZ shares currently trade about 18% above the offer’s implied value, signaling confidence in the company’s standalone prospects. “Unless CoreWeave’s stock rises sharply before the vote, we expect the proposal to be voted down,” Jefferies analysts wrote in a note published Tuesday.
Proxy advisor ISS and major investor Two Seas Capital have also advised shareholders to oppose the transaction, citing valuation concerns and governance shortcomings.
Jefferies analysts Jonathan Petersen and Jan Aygul noted that Core Scientific’s adjusted valuation remains comparable to industry peers — roughly aligned with Applied Digital (APLD), below Cipher Mining (CIFR), and above TeraWulf (WULF). The analysts said this positioning implies that CORZ isn’t significantly undervalued, but has room to grow independently.
Even if the merger fails, Jefferies believes Core Scientific can continue to unlock value through expansion and leasing opportunities. The firm’s 305 megawatts (MW) of billable IT capacity could attract new hyperscale or “neocloud” tenants as it pivots toward high-performance computing (HPC).
“Additional leasing, power expansion, or a transition to a REIT structure could create meaningful upside,” the report said.
Still, Jefferies warned that a failed deal could strain Core Scientific’s relationship with CoreWeave, potentially complicating future partnerships. However, given CoreWeave’s growing GPU requirements, the analysts said collaboration between the two firms remains possible over the longer term.
Reaffirming its constructive view, Jefferies raised its price target for Core Scientific shares to $24, up from $22. CORZ was last seen up 1.7% at about $20.44 in early Tuesday trading.
