CoreWeave’s $9B Bitcoin Miner Deal Rejected by Shareholders

Core Scientific announced on Friday that its shareholders voted against the proposed $9 billion all-stock merger with AI computing company CoreWeave during a special meeting held Thursday. The company stated it “did not receive the requisite number of votes to approve the previously announced merger agreement with CoreWeave,” effectively ending the potentially transformative transaction. The market reaction was immediate and telling: Nasdaq-listed CoreWeave saw its shares trade nearly 4% lower following the announcement, while Core Scientific stock rose 0.3% higher.

CoreWeave co-founder and CEO Michael Intrator responded to the rejection with measured professionalism, telling Decrypt that the firm respected the views of Core Scientific stockholders and “look[s] forward to continuing our commercial partnership.” The statement suggests both companies will maintain their existing business relationship despite the collapsed merger. Core Scientific President and CEO Adam Sullivan had previously championed the deal’s potential to “accelerate the availability of world-class infrastructure for companies innovating with AI while delivering the greatest value for our shareholders.”

The proposed merger, first announced in July, represented a significant strategic move in the high-power computing sector. The all-stock deal would have given CoreWeave access to 1.3 gigawatts of gross power across Core Scientific’s national data center footprint, with the potential to gradually expand with another 1 GW of capacity. For CoreWeave, which focuses on AI cloud computing, this infrastructure would have enhanced what Intrator described as “our performance and expertise as we continue helping customers unleash AI’s full potential.”

The rejection highlights the ongoing tension between Bitcoin mining operations and emerging AI computing opportunities. Core Scientific investors ultimately believed the deal undervalued the Bitcoin miner, despite the challenging economic environment for cryptocurrency mining. The failed merger represents a significant setback for CoreWeave’s expansion plans and underscores the complex valuation considerations in transactions bridging traditional cryptocurrency mining with artificial intelligence infrastructure.

The shareholder rejection comes amid growing challenges in the Bitcoin mining industry. Mining Bitcoin has become increasingly difficult and expensive, with profitability squeezed by multiple factors. Most significantly, last year’s Bitcoin halving event cut the Bitcoin earned per block from 6.25 to 3.125, substantially reducing mining rewards even as operational costs continue to rise. These trends have hurt miner profitability despite Bitcoin’s price appreciation, creating pressure for companies like Core Scientific to explore alternative revenue streams.

Miners have increasingly been forced to sell coins or branch into different industries—particularly high-performance computing for artificial intelligence—to cover operational costs. However, as experts have told Decrypt, transitioning from Bitcoin mining to AI data centers presents substantial technical challenges. The move requires more complex heating, ventilation, and air conditioning systems than those needed for Bitcoin mining, representing significant infrastructure upgrades and capital investment.

The Core Scientific shareholder decision reflects a calculated bet that the company’s assets and potential in both Bitcoin mining and AI infrastructure are worth more than what CoreWeave offered. This rejection signals that despite the profitability pressures following Bitcoin’s halving, mining companies and their investors remain confident in the long-term value of their operations and infrastructure, even as they navigate the complex transition toward diversified revenue models.