What is the estimated valuation of Core Scientific's shares being exchanged for CoreWeave shares, and is it considered fair value? | CORZ (Aug 08, 2025) | Candlesense

What is the estimated valuation of Core Scientific's shares being exchanged for CoreWeave shares, and is it considered fair value?

Answer

The press release you quoted does not provide a dollar‑valued estimate for the Core Scientific (CORZ) shares that are being exchanged for CoreWeave Class A common shares, nor does it give any analysis of whether the price is “fair value.”

Below is a step‑by‑step explanation of what information is available and what would be needed to answer the question definitively.


1. What the release actually states

Item Information given in the release
Exchange ratio Each Core Scientific shareholder will receive 0.1235 newly issued CoreWeave Class A common shares for every Core Scientific share they own.
Valuation No monetary amount (e.g., “$X per Core Scientific share”) is disclosed.
Fair‑value assessment The release does not contain any commentary from the board, an independent fairness‑valuation firm, or a market‑price comparison.

2. How a valuation would normally be derived

To translate the exchange ratio into a valuation of Core Scientific’s shares, the following data points are required:

Required data Why it matters
Current market price of CoreWeave Class A common shares (or a recent closing price) Multiplying the exchange ratio (0.1235) by the price per CoreWeave share yields the implied value per Core Scientific share.
Number of Core Scientific shares outstanding (to compute the total value of the transaction) Helps assess the overall size of the deal and whether the price is in line with comparable transactions.
Independent fairness‑valuation report (often prepared by a valuation firm) Provides a “fair‑value” benchmark that the board can rely on to satisfy fiduciary‑duty standards.

Example (hypothetical)

If CoreWeave Class A shares were trading at $10.00 on the day of the announcement, the implied value of each Core Scientific share would be:

[
\text{Implied value per Core Scientific share} = 0.1235 \times \$10.00 = \$1.235
]

But because the release does not disclose the CoreWeave share price, we cannot compute this figure.

3. Why the fairness of the price cannot be judged from the release

  • No market price disclosed: Without the CoreWeave share price, the implied value per Core Scientific share is indeterminate.
  • No independent fairness analysis: The press release mentions an investigation into possible fiduciary‑duty breaches, but it does not reference a third‑party fairness opinion, which is the typical standard for “fair value” determinations in public‑company transactions.
  • Regulatory context: For a transaction to be deemed “fair” under U.S. securities law, the board of the target company (Core Scientific) must be able to demonstrate that it obtained a fair‑value determination—usually by hiring a qualified valuation firm and documenting the methodology. The release does not state that such a process has been completed.

4. What you can do to obtain the missing information

  1. Check the current CoreWeave Class A share price on a real‑time market data source (e.g., Bloomberg, Reuters, or a major brokerage platform).
  2. Search for any accompanying SEC filings (e.g., Form 8‑K, Schedule 13D/13G, or a proxy statement) that might disclose the transaction terms, including a fairness‑valuation report.
  3. Contact the Ademi Firm directly (as the release invites) to request any fairness‑opinion documents or a detailed valuation analysis. Their contact details are:

Bottom line

  • Estimated valuation: The press release does not provide a dollar amount for Core Scientific’s shares being exchanged for CoreWeave shares. To calculate it, you would need the market price of CoreWeave Class A common shares, which is not included in the announcement.
  • Fair‑value determination: Because the release lacks both a monetary valuation and any reference to an independent fairness‑opinion, we cannot conclude whether the exchange price is “fair value” based solely on the information provided.

If you need a precise valuation, obtain the current CoreWeave share price and, if possible, any fairness‑opinion documents filed with the SEC or supplied by the Ademi Firm. Only then can you assess whether the price meets the legal standard of “fair value” for Core Scientific’s public shareholders.