CORZ Amends Warrant Details: $0.01 & $6.81 Exercise Prices Noted

Ticker: CORZR · Form: 8-K/A · Filed: Jan 25, 2024 · CIK: 1839341

Core Scientific, Inc./Tx 8-K/A Filing Summary
FieldDetail
CompanyCore Scientific, Inc./Tx (CORZR)
Form Type8-K/A
Filed DateJan 25, 2024
Risk Levelmedium
Pages16
Reading Time19 min
Key Dollar Amounts$0.00001, $6.81, $0.01, $80 million, $40 million
Sentimentmixed

Complexity: simple

Sentiment: mixed

Topics: equity-securities, warrants, dilution, amendment

TL;DR

**CORZ just clarified warrant exercise prices, watch out for potential dilution from those $0.01 warrants!**

AI Summary

Core Scientific, Inc. (CORZ) filed an 8-K/A on January 25, 2024, amending a previous filing from January 23, 2024. This amendment clarifies details regarding warrants, specifically noting that some warrants are exercisable for common stock at $6.81 per share, while others are exercisable at a nominal $0.01 per share. This matters to investors because the exercise price of warrants directly impacts potential dilution and the value of existing shares, especially the $0.01 warrants which could lead to significant dilution if exercised.

Why It Matters

The differing warrant exercise prices, particularly the $0.01 warrants, could significantly dilute existing shareholders if exercised, impacting the per-share value of Core Scientific stock.

Risk Assessment

Risk Level: medium — The existence of warrants exercisable at a very low price ($0.01) presents a medium risk of significant dilution for current shareholders.

Analyst Insight

Investors should investigate the total number of warrants outstanding at both the $6.81 and especially the $0.01 exercise price to assess the potential for future share dilution and its impact on per-share earnings and stock value.

Key Numbers

  • $6.81 — Warrant Exercise Price (One of the specified exercise prices for Core Scientific warrants.)
  • $0.01 — Warrant Exercise Price (A significantly lower exercise price for other Core Scientific warrants, indicating potential for substantial dilution.)

Key Players & Entities

  • Core Scientific, Inc. (company) — the registrant filing the 8-K/A
  • $6.81 (dollar_amount) — exercise price for some warrants
  • $0.01 (dollar_amount) — exercise price for other warrants
  • January 23, 2024 (date) — date of the earliest event reported in the filing
  • January 25, 2024 (date) — filing date of the 8-K/A

FAQ

What is the purpose of this 8-K/A filing by Core Scientific, Inc.?

This 8-K/A (Amendment No. 1) filing by Core Scientific, Inc. amends a previous Current Report, specifically to provide additional details regarding warrants, as indicated by the 'ITEM INFORMATION: Unregistered Sales of Equity Securities' and the specific warrant exercise prices mentioned.

What are the two different exercise prices mentioned for Core Scientific's warrants in this filing?

The filing specifies two different exercise prices for Core Scientific's warrants: some are exercisable for common stock at an exercise price of $6.81 per share, and others are exercisable at an exercise price of $0.01 per share.

When was the earliest event reported in this 8-K/A filing?

The earliest event reported in this 8-K/A filing occurred on January 23, 2024, as stated under 'Date of Report (Date of earliest event reported): January 23, 2024'.

What is Core Scientific, Inc.'s CIK number and SEC File Number?

Core Scientific, Inc.'s Central Index Key (CIK) is 0001839341, and its SEC File Number is 001-40046, according to the filing's header and company data.

What is the significance of the warrants exercisable at $0.01 per share?

The warrants exercisable at $0.01 per share are significant because such a low exercise price makes them highly likely to be exercised, which could lead to substantial dilution for existing common stockholders if a large number of these warrants are outstanding and converted into common stock.

Filing Stats: 4,847 words · 19 min read · ~16 pages · Grade level 16.1 · Accepted 2024-01-25 09:08:13

Key Financial Figures

  • $0.00001 — ich registered Common stock, par value $0.00001 per share CORZ The Nasdaq Global Se
  • $6.81 — of common stock at an exercise price of $6.81 per share CORZW The Nasdaq Global S
  • $0.01 — of common stock at an exercise price of $0.01 per share CORZZ The Nasdaq Global S
  • $80 million — and collateral agent, consisting of an $80 million first-lien credit facility with certain
  • $40 million — y, the " Exit Lenders ") equal to (i) a $40 million term loan comprised of (x) a $20 millio
  • $20 million — 40 million term loan comprised of (x) a $20 million initial term loan and (y) a $20 million
  • $1.25 million — izes in equal quarterly installments of $1.25 million beginning on January 1, 2026. Upon the
  • $18,204,559 — e Date, in an aggregate amount of up to $18,204,559 (collectively, the " Equipment Priority
  • $260.0 million — e terms of the Plan, the Company issued $260.0 million aggregate principal amount of secured c
  • $1,000 — f 171.48 shares of New Common Stock per $1,000 principal amount of Secured Convertible
  • $5.8317 — e Notes (equal to a conversion price of $5.8317 per share of New Common Stock), which t
  • $150.0 million — e terms of the Plan, the Company issued $150.0 million aggregate principal amount of senior se
  • $8.72 — e of New Common Stock equals or exceeds $8.72 per share on each trading day for 20 co
  • $43,333,333.33 — ment Obligation ") of the lesser of (a) $43,333,333.33 and (b) the difference between (1) $260
  • $260,000,000 — 3.33 and (b) the difference between (1) $260,000,000 and (2) the fair market value of the Co

Filing Documents

01

Item 1.01 Entry into a Material Definitive Agreement. Exit Credit Agreement On the Effective Date, under the terms of the Plan, the Company entered into a credit and guaranty agreement, dated as of January 23, 2024 (the " Exit Credit Agreement "), by and among the Company, as borrower, the guarantors named therein, the lenders party thereto and Wilmington Trust, National Association, as administrative agent and collateral agent, consisting of an $80 million first-lien credit facility with certain holders of the Company's April Convertible Notes and August Convertible Notes (in such capacity, the " Exit Lenders ") equal to (i) a $40 million term loan comprised of (x) a $20 million initial term loan and (y) a $20 million delayed-draw term loan and (ii) a $40 million roll-up of the outstanding balance of the April Convertible Notes and August Convertible Notes (the " Exit Facility "). The Exit Facility will mature on January 23, 2027. From the Effective Date, cash borrowings under the Exit Facility bear interest at 9.0% per annum, payable on the first business day of each Fiscal Quarter (as defined in the Exit Credit Agreement), commencing on April 1, 2024. The Exit Facility amortizes in equal quarterly installments of $1.25 million beginning on January 1, 2026. Upon the occurrence and during the continuance of an Event of Default (as such term is defined in the Exit Credit Agreement), the obligations under the Exit Facility shall automatically bear interest at a rate equal to an additional 2.0% per annum over the rate otherwise applicable, with such interest being payable in cash on each interest payment date (unless the administrative agent demands prior payment). Obligations under the Exit Credit Agreement are secured by a valid and perfected lien and security interest on substantially all assets and property of the Company and the guarantors thereof, including a first-priority lien on all new, unencumbered miner equipment purchased by the Company or any subsi

02

Item 1.02 Termination of a Material Definitive Agreement. Equity Interests On the Effective Date, all equity interests in the Company that existed immediately prior to the Effective Date were cancelled, including the Company's then-existing common stock and warrants, and the Company issued or caused to be issued the New Common Stock in accordance with the terms of the Plan. Debt Securities and Agreements On the Effective Date, the obligations of

View Full Filing

View this 8-K/A filing on SEC EDGAR

View on ReadTheFiling | About | Contact | Privacy | Terms

Data from SEC EDGAR. Not affiliated with the SEC. Not investment advice. © 2026 OpenDataHQ.