0001839341FALSECore Scientific, Inc./tx00018393412024-08-072024-08-070001839341us-gaap:CommonStockMember2024-08-072024-08-070001839341core:WarrantExercisePriceOf6.81PerShareMember2024-08-072024-08-070001839341core:WarrantExercisePriceOf0.01PerShareMember2024-08-072024-08-07

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 7, 2024
Core Scientific, Inc.
(Exact name of registrant as specified in its charter)
Delaware 001-40046 86-1243837
(State or other jurisdiction
of incorporation)		 (Commission
File Number)		 (IRS Employer
Identification No.)
838 Walker Road, Suite 21-2105
Dover, Delaware
 
19904
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (512) 402-5233

(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
 
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.00001 per share
CORZ
The Nasdaq Global Select Market
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $6.81 per share         
CORZW
The Nasdaq Global Select Market
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $0.01 per share
CORZZ
The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 2.02    Results of Operations and Financial Condition

On August 7, 2024, the Company issued a press release announcing its financial results for the second fiscal quarter ended June 30, 2024. A copy of the press release is furnished hereto as Exhibit 99.1 and is incorporated herein by reference.

On August 7, 2024, the Company also released a corporate presentation reporting such results. A copy of the presentation is furnished hereto as Exhibit 99.2 and is incorporated herein by reference.

Item 7.01    Regulation FD Disclosure
The information contained in Item 2.02 is incorporated herein by reference.

The information in Items 2.02 and 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01    Financial Statement and Exhibits
(d) Exhibits:
  
Exhibit
No.		Description
99.1
99.2
104Cover Page Interactive Data File (embedded within the Inline XBRL document).




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Core Scientific, Inc.
Dated: August 7, 2024
By:/s/ Todd M. DuChene
Name:Todd M. DuChene
Title:Chief Legal Officer and Chief Administrative Officer


press release
imagea.jpg
Exhibit 99.1

corescientific.com
Core Scientific Announces Fiscal Second Quarter 2024 Results
Fiscal Second Quarter 2024 Highlights
•Incurred net loss of $804.9 million due primarily to a net $796.0 million non-cash mark-to-market adjustment to our warrants and other contingent value right liabilities required as a result of significant quarter-over-quarter increase in the value of our equity
•Generated operating income of $6.6 million, a decrease of $2.9 million over second quarter 2023
•Produced adjusted EBITDA of $46.0 million
•Contracted 382 megawatts of infrastructure to host high-performance computing (“HPC”), including latest contract option exercise, for total potential revenue of approximately $6.7 billion over 12 years
•Achieved mandatory conversion of convertible notes, removing $260 million in debt from balance sheet
•Earned 1,680 self-mined bitcoin
AUSTIN, Texas, August 7, 2024 - Core Scientific, Inc. (NASDAQ: CORZ), a leader in digital infrastructure for bitcoin mining and HPC, today announced financial results for the fiscal second quarter of 2024. Net loss was $804.9 million, as compared to a net loss of $9.3 million for the same period in 2023. Total revenue was $141.1 million, as compared to $126.9 million for the same period last year. Operating income was $6.6 million, as compared to $9.5 million for the same period in 2023. Adjusted EBITDA was $46.0 million, as compared to $45.0 million for the same period in the prior year. Second quarter Net loss resulted from a net $796 million mark-to-market adjustment in the value of our tranche 1 and tranche 2 warrants and other contingent value rights required as a result of the significant quarter-over-quarter increase in the value of our equity.

“We continue to demonstrate progress on the execution of our strategy to maximize the value of our high-power digital infrastructure portfolio through bitcoin mining and high-performance computing,” said Adam Sullivan, Core Scientific Chief Executive Officer. “Key achievements in and after the quarter include successfully navigating the April halving and emerging with favorable quarterly cash cost to mine of approximately $29,900 per bitcoin, converting $260 million in convertible notes during and shortly after the end of the quarter, commencing HPC hosting operations and revenue generation at our 16-megawatt Austin data center, and signing long-term contracts to host 382 megawatts of high-performance computing with our current client. These long-term contracts represent total potential revenue of approximately $6.7 billion over 12 years.”

“Our highly experienced digital infrastructure team is preparing to modify several of our data centers to support HPC hosting, including working diligently to address supply chain challenges as they emerge. We also continue discussions with our existing client and other counterparties to contract our remaining 118 megawatts of infrastructure for HPC hosting while we work to execute on our pipeline of opportunities to increase our 1,200 MW of contracted power. We are building meaningful momentum in each of our businesses as we enter the second half of the year and believe we are well positioned to drive continued value creation for our shareholders.” Mr. Sullivan added.

Fiscal Second Quarter Financial and Operational Achievements
•Total revenue of $141.1 million, an increase of $14.2 million over second quarter 2023
•Net loss of $804.9 million, an increase of $795.6 million over second quarter 2023
•Operating income of $6.6 million, a decrease of $2.9 million over second quarter 2023
•Adjusted EBITDA of $46.0 million, an increase of $1.0 million over second quarter 2023
•Cash and cash equivalents of $96.1 million as of June 30, 2024
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Core Scientific, Inc. Fiscal Second Quarter 2024 Earnings Release - 2
•Additional 72 megawatts of infrastructure completed at Denton, Texas data center, expanding operational infrastructure to approximately 830 megawatts
•Voluntary conversion of $26.4 million in convertible notes, with the mandatory conversion of the remaining $233.6 million in convertible notes outstanding shortly after the end of the second quarter
•Operated total hash rate of 24.6 EH/s, consisting of 19.4 EH/s self-mining and 5.2 EH/s hosting
•Improved average actual self-mining fleet energy efficiency to 24.7 joules per terahash
•Strengthened the balance sheet, ending the quarter with $96.1 million in cash and cash equivalents
Fiscal Second Quarter 2024 Financial Results (Compared to Fiscal Second Quarter 2023)
Total revenue for the fiscal second quarter of 2024 was $141.1 million, and consisted of $110.7 million in digital asset self-mining revenue, $24.8 million in digital asset hosted mining revenue and $5.5 million in HPC hosting revenue.

Digital asset self-mining revenue in excess of mining cost of revenue for the fiscal second quarter of 2024 was $30.7 million (28% gross margin), as compared to $30.2 million (31% gross margin) for the same period in the prior year, an increase of $0.5 million. The increase in Digital asset self-mining revenue in excess of Digital asset mining cost of revenue was driven by a 134% increase in the price of bitcoin, a 28% increase in our self-mining hash rate and an increase in the number of mining units deployed, offset by the 52% decrease in bitcoin mined due to the halving and higher network difficulty.

Digital asset hosted mining revenue in excess of hosting cost of revenue for the fiscal second quarter of 2024 was $7.4 million (30% gross margin), as compared to $6.7 million (23% gross margin) for the same period in the prior year, an increase of $0.7 million. The increase in Digital asset hosted mining revenue in excess of Digital asset hosted mining cost of revenue was primarily due to a larger share of more profitable hosting arrangements.

HPC hosting revenue in excess of HPC hosting cost of revenue for the fiscal second quarter of 2024 was $0.6 million (11% gross margin). HPC hosting started operations during the fiscal second quarter of 2024. HPC hosting costs consisted primarily of lease expense and direct electricity costs.

Operating expenses for the fiscal second quarter of 2024 totaled $31.4 million, as compared to $27.1 million for the same period in the prior year. The increase of $4.3 million was primarily attributable a $7.2 million increase in personnel and related expenses and $4.6 million of HPC startup costs incurred during the current period, partially offset by lower stock-based compensation of $6.5 million due to cancellations and forfeitures of equity-based awards.

Net loss for the fiscal second quarter of 2024 was $804.9 million, as compared to a net loss of $9.3 million for the same period in the prior year. Net loss for the fiscal second quarter of 2024 increased by $795.6 million driven primarily by a net $796.0 million mark-to-market adjustment on our warrants and other contingent value rights comprising a $827.7 million increase in the fair value of warrant liabilities, partially offset by a $31.7 million decrease in fair value of contingent value rights. These mark-to-market adjustments were driven by the increase in our stock price during the period. Also contributing to the increase in Net loss was a $14.8 million increase in Interest expense, net resulting from the Bankruptcy Court ordered stay on payment of pre-petition obligations, including interest during the same period in 2023, partially offset by $18.5 million in
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Core Scientific, Inc. Fiscal Second Quarter 2024 Earnings Release - 3
Reorganization items, net with no comparable activity for the same period in fiscal 2024 due the Company’s emergence from bankruptcy during the first quarter 2024 .

Non-GAAP Adjusted EBITDA for the fiscal second quarter 2024 was $46.0 million, as compared to Non-GAAP Adjusted EBITDA of $45.0 million for the same period in the prior year. This $1.0 million increase was driven by a $14.2 million increase in total revenue and a $1.1 million decrease in impairment of digital assets, partially offset by a $7.6 million increase in cash operating expenses, a $3.2 million increase in cash cost of revenue, a $2.0 million increase in realized losses on energy derivatives, a $0.9 million decrease in gain from sales of digital assets and a $0.6 million decrease in the change in fair value of digital assets.
Fiscal Year-to-Date 2024 Financial Results (Compared to Fiscal Year-to-Date 2023)
Total revenue for the six months ended June 30, 2024 was $320.4 million, and consisted of $260.7 million in digital asset self-mining revenue, $54.2 million in digital asset hosted mining revenue and $5.5 million in HPC hosting revenue.

Digital asset self-mining revenue in excess of mining cost of revenue for the six months ended June 30, 2024 was $99.1 million (38% gross margin), as compared to $55.6 million (28% gross margin) for the same period in the prior year, an increase of $43.6 million. The increase in Digital asset self-mining revenue in excess of Digital asset self-mining cost of revenue was primarily due to a 34% increase in mining revenue driven by a 134% increase in the price of bitcoin, a 28% increase in our self-mining hash rate, driven by our fleet mix and efficiency, and an increase in the number of mining units deployed, partially offset by the 42% decrease in bitcoin mined due to the halving and higher network difficulty.

Digital asset hosted mining revenue in excess of hosting cost of revenue for the six months ended June 30, 2024 was $16.7 million (31% gross margin), as compared to $13.2 million (25% gross margin) for the same period in the prior year, an increase of $3.5 million. The increase in Digital asset hosted mining revenue in excess of Digital asset hosted mining cost of revenue was primarily due to a larger share of more profitable hosting arrangements.

HPC hosting revenue in excess of HPC hosting cost of revenue for the six months ended June 30, 2024 was $0.6 million (11% gross margin). HPC hosting started operations during the fiscal second quarter of 2024. HPC hosting costs consisted primarily of lease expense and direct electricity costs.

Operating expenses for the six months ended June 30, 2024 totaled $48.3 million, as compared to $51.3 million for the same period in the prior year. The decrease of $3.0 million was primarily attributable to lower stock-based compensation of $20.2 million due to cancellations and forfeitures of equity-based awards, partially offset by a $11.1 million increase in personnel and related expenses and $4.6 million of HPC startup costs incurred during the current period.

Net loss for the six months ended June 30, 2024 was $594.2 million, as compared to a net loss of $9.6 million for the same period in the prior year. Net loss for the six months ended June 30, 2024 increased by $584.6 million driven primarily by a net $735.9 million mark-to-market adjustment on our warrants and other contingent value rights comprising a $809.3 million increase in the fair value of warrant liabilities, partially offset by a $73.4 million decrease in fair value of contingent value rights. These mark-to-market adjustments were driven by the increase in our stock price during the period. Also contributing to the increase in Net loss was a $28.7 million increase in Interest expense, net resulting from the Bankruptcy Court ordered stay on payment of pre-petition obligations, including interest during the same period in 2023, and a $20.9 million
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Core Scientific, Inc. Fiscal Second Quarter 2024 Earnings Release - 4
decrease in (Loss) gain on extinguishment of debt compared to the same period in the prior year, partially offset by a decrease of $161.5 million in Reorganization items, net, which included gains on extinguishment of pre-emergence obligations of $143.8 million.


Non-GAAP Adjusted EBITDA for the six months ended June 30, 2024 was $134.0 million, as compared to Non-GAAP Adjusted EBITDA of $85.3 million for the same period in the prior year. This $48.7 million increase was driven by a $72.8 million increase in total revenue and a $2.2 million decrease in impairment of digital assets, partially offset by a $12.0 million increase in cash operating expenses, a $7.2 million increase in cash cost of revenue, a $5.0 million increase in realized losses on energy derivatives, and a $2.0 million decrease in gain from sales of digital assets.
CONFERENCE CALL AND LIVE WEBCAST
In conjunction with this release, Core Scientific, Inc. will host a conference call today, Wednesday, August 7, 2024, at 4:30 pm Eastern Time that will be webcast live. Adam Sullivan, Chief Executive Officer, Denise Sterling, Chief Financial Officer and Steven A. Gitlin, Senior Vice President Investor Relations, will host the call.
Investors may dial into the call by using the following telephone numbers: +1 (877) 407-1875 (U.S. toll free) and +1 (215) 268-9909 (U.S. local) and providing the Access Code 13747858 five to ten minutes prior to the start time to allow for registration.
Investors with Internet access may listen to the live audio webcast via the Investor Relations page of the Core Scientific, Inc. website, http://investors.corescientific.com or by clicking here. Please allow 10 minutes prior to the call to download and install any necessary audio software. A replay of the audio webcast will be available for one year.
A supplementary investor presentation for the fiscal second quarter 2024 may be accessed at https://investors.corescientific.com/investors/events-and-presentations/default.aspx.


AUDIO REPLAY
An audio replay of the event will be archived on the Investor Relations section of the Company's website at http://investors.corescientific.com and via telephone by dialing +1 (877) 660-6853 (U.S. toll free) or +1 (201) 612-7415 (U.S. local) and entering Access Code 13747858.


ABOUT CORE SCIENTIFIC
Core Scientific is a leader in digital infrastructure for bitcoin mining and high-performance computing. Transforming energy into high-value compute with superior efficiency at scale, we employ our own large fleet of computers (“miners”) to earn bitcoin for our own account and provide hosting services for bitcoin mining and high-performance computing customers at our eight operational data centers in Georgia (2), Kentucky (1), North Carolina (1), North Dakota (1) and Texas (3). We derive the majority of our revenue from earning bitcoin for our own account (“self-mining”). To learn more, visit www.corescientific.com.




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Core Scientific, Inc. Fiscal Second Quarter 2024 Earnings Release - 5
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding projections, estimates and forecasts of revenue and other financial and performance metrics, projections of market opportunity and expectations, the Company’s ability to scale, grow its business and execute on its growth plans and hosting contracts, source clean and renewable energy, the advantages, expected growth, and anticipated future revenue of the Company, and the Company’s ability to source and retain talent. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “aim,” “estimate,” “plan,” “project,” “forecast,” “goal,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. All forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including: our ability to earn digital assets profitably and to attract customers for our digital asset and high performance compute hosting capabilities; our ability to perform under our existing colocation agreements, our ability to maintain our competitive position in our existing operating segments, the impact of increases in total network hash rate; our ability to raise additional capital to continue our expansion efforts or other operations; our need for significant electric power and the limited availability of power resources; the potential failure in our critical systems, facilities or services we provide; the physical risks and regulatory changes relating to climate change; potential significant changes to the method of validating blockchain transactions; our vulnerability to physical security breaches, which could disrupt our operations; a potential slowdown in market and economic conditions, particularly those impacting high performance computing, the blockchain industry and the blockchain hosting market; the identification of material weaknesses in our internal control over financial reporting; price volatility of digital assets and bitcoin in particular; the “halving” of rewards available on the Bitcoin network, affecting our ability to generate revenue; the potential that insufficient awards from digital asset mining could disincentivize transaction processors from expending processing power on a particular network, which could negatively impact the utility of the network and further reduce the value of its digital assets; the requirements of our existing debt agreements for us to sell our digital assets earned from mining as they are received, preventing us from recognizing any gain from appreciation in the value of the digital assets we hold; potential changes in the interpretive positions of the SEC or its staff with respect to digital asset mining firms; the increasing likelihood that U.S. federal and state legislatures and regulatory agencies will enact laws and regulations to regulate digital assets and digital asset intermediaries; increasing scrutiny and changing expectations with respect to our ESG policies; the effectiveness of our compliance and risk management methods; the adequacy of our sources of recovery if the digital assets held by us are lost, stolen or destroyed due to third-party digital asset services; the effects of our emergence from bankruptcy and our substantial level of indebtedness and our current liquidity constraints affecting our financial condition and ability to service our indebtedness. Any such forward-looking statements represent management’s estimates and beliefs as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change.

Although the Company believes that in making such forward-looking statements its expectations are based upon reasonable assumptions, such statements may be influenced by factors that could cause actual outcomes and results to be materially different from those projected. The Company cannot assure you that the assumptions upon which these statements are based will prove to have been correct. Additional important factors that may affect the Company’s business, results of operations and financial position are described from time to time in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, Quarterly Reports on Form 10-Q and the Company’s other filings with the Securities and Exchange Commission. The Company does
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Core Scientific, Inc. Fiscal Second Quarter 2024 Earnings Release - 6
not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by applicable law.
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Core Scientific, Inc. Fiscal Second Quarter 2024 Earnings Release - 7
Core Scientific, Inc.
Condensed Consolidated Balance Sheets
(in thousands, except par value)
(Unaudited)
June 30,
2024		December 31,
2023
Assets

Current Assets:
Cash and cash equivalents$96,122 $50,409 
Restricted cash983 19,300 
Accounts receivable4,676 1,001 
Digital assets— 2,284 
Prepaid expenses and other current assets16,082 24,022 
Total Current Assets117,863 97,016 
Property, plant and equipment, net549,994 585,431 
Operating lease right-of-use assets75,783 7,844 
Other noncurrent assets17,816 21,865 
Total Assets$761,456 $712,156 
Liabilities and Stockholders’ Deficit
Current Liabilities:
Accounts payable$8,491 $154,751 
Accrued expenses and other current liabilities
28,949 179,636 
Deferred revenue7,912 9,830 
Operating lease liabilities, current portion5,427 77 
Finance lease liabilities, current portion2,717 19,771 
Notes payable, current portion 18,370 124,358 
Contingent value rights, current portion
2,958 — 
Total Current Liabilities74,824 488,423 
Operating lease liabilities, net of current portion67,068 1,512 
Finance lease liabilities, net of current portion553 35,745 
Convertible and other notes payable, net of current portion 526,756 684,082 
Contingent value rights, net of current portion
9,988 — 
Warrant liabilities
1,155,103 — 
Other noncurrent liabilities11,038 — 
Total liabilities not subject to compromise1,845,330 1,209,762 
Liabilities subject to compromise— 99,335 
Total Liabilities1,845,330 1,309,097 
Commitments and contingencies
Stockholders’ Deficit:
Preferred stock; $0.00001 par value; 2,000,000 and nil shares authorized at June 30, 2024 and December 31, 2023, respectively; none issued and outstanding at June 30, 2024 and December 31, 2023— — 
Common stock; $0.00001 par value; 10,000,000 shares authorized at June 30, 2024 and December 31, 2023; 187,892 and 386,883 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively2 36 
Additional paid-in capital1,930,542 1,823,260 
Accumulated deficit(3,014,418)(2,420,237)
Total Stockholders’ Deficit(1,083,874)(596,941)
Total Liabilities and Stockholders’ Deficit$761,456 $712,156 
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Core Scientific, Inc. Fiscal Second Quarter 2024 Earnings Release - 8
Core Scientific, Inc.
Condensed Consolidated Statements of Operations
(in thousands, except per share amounts)
(Unaudited)
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Revenue:
Digital asset self-mining revenue
$110,743 $97,082 $260,702 $195,108 
Digital asset hosted mining revenue from customers
24,840 26,316 54,172 45,225 
Digital asset hosted mining revenue from related parties
— 3,514 — 7,234 
HPC hosting revenue5,519 — 5,519 — 
Total revenue
141,102 126,912 320,393 247,567 
Cost of revenue:
Cost of digital asset self-mining
80,001 66,846 161,565 139,522 
Cost of digital asset hosted mining services
17,393 23,107 37,474 39,305 
Cost of HPC hosting services4,891 — 4,891 — 
Total cost of revenue
102,285 89,953 203,930 178,827 
Gross profit
38,817 36,959 116,463 68,740 
Change in fair value of digital assets
(584)— (41)— 
Gain from sale of digital assets
— 931 — 1,995 
Impairment of digital assets— (1,127)— (2,183)
Change in fair value of energy derivatives
(539)— (2,757)— 
Gain (loss) on disposal of property, plant and equipment
268 (174)(3,552)(174)
Operating expenses:
Research and development
2,174 1,640 3,973 3,055 
Sales and marketing
2,966 1,084 3,948 2,092 
General and administrative
26,243 24,396 40,386 46,160 
Total operating expenses
31,383 27,120 48,307 51,307 
Operating income
6,579 9,469 61,806 17,071 
Non-operating (income) expenses, net:
Loss (gain) on debt extinguishment
120 — 170 (20,761)
Interest expense (income), net
14,775 (36)28,862 121 
Reorganization items, net— 18,455 (111,439)50,014 
Change in fair value of warrant and contingent value rights
796,035 — 735,921 — 
Other non-operating expense (income), net
401 181 2,147 (2,888)
Total non-operating expenses, net
811,331 18,600 655,661 26,486 
Loss before income taxes
(804,752)(9,131)(593,855)(9,415)
Income tax expense144 129 350 233 
Net loss
$(804,896)$(9,260)$(594,205)$(9,648)
Net loss per share:
Basic
$(4.51)$(0.02)$(2.87)$(0.03)
Diluted
$(4.51)$(0.02)$(2.87)$(0.03)
Weighted average shares outstanding:
Basic
178,505 375,779 207,092 375,875 
Diluted
178,505 375,779 207,092 375,875 
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Core Scientific, Inc. Fiscal Second Quarter 2024 Earnings Release - 9
Core Scientific, Inc.
Segment Results
(in thousands, except percentages)
(Unaudited)
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Digital Asset Self-Mining Segment(in thousands, except percentages)
Digital asset self-mining revenue$110,743$97,082$260,702$195,108
Cost of digital asset self-mining
80,00166,846161,565139,522
Digital Asset Self-Mining gross profit$30,742$30,236$99,137$55,586
Digital Asset Self-Mining gross margin28 %31 %38 %28 %
Digital Asset Hosted Mining Segment
Digital asset hosted mining revenue from customers$24,840$29,830$54,172$52,459
Cost of digital asset hosted mining services17,39323,10737,47439,305
Digital Asset Hosted Mining gross profit$7,447$6,723$16,698$13,154
Digital Asset Hosted Mining gross margin30 %23 %31 %25 %
HPC Hosting Segment
HPC hosting revenue$5,519$—$5,519$—
Cost of HPC hosting services4,891—4,891—
HPC Hosting gross profit$628$—$628$—
HPC Hosting gross margin11 %— %11 %— %
Consolidated
Consolidated total revenue$141,102$126,912$320,393$247,567
Consolidated cost of revenue$102,285$89,953$203,930$178,827
Consolidated gross profit$38,817$36,959$116,463$68,740
Consolidated gross margin28 %29 %36 %28 %





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Core Scientific, Inc. Fiscal Second Quarter 2024 Earnings Release - 10
Core Scientific, Inc. and Subsidiaries
Non-GAAP Financial Measures
(Unaudited)
Adjusted EBITDA is a non-GAAP financial measure defined as our net income or (loss), adjusted to eliminate the effect of (i) interest income, interest expense, and other income (expense), net; (ii) provision for income taxes; (iii) depreciation and amortization; (iv) stock-based compensation expense; (v) Reorganization items, net; (vi) change in fair value of energy derivatives; (vii) change in the fair value of warrant and contingent value rights, (viii) business or site startup costs which are not reflective of the ongoing costs incurred after startup, (ix) bankruptcy advisory costs incurred related to reorganization which are not reflective of the ongoing costs incurred in post-emergence operations, and (x) certain additional non-cash items that do not reflect the performance of our ongoing business operations. For additional information, including the reconciliation of net income (loss) to Adjusted EBITDA, please refer to the table below. We believe Adjusted EBITDA is an important measure because it allows management, investors, and our Board of Directors to evaluate and compare our operating results, including our return on capital and operating efficiencies, from period-to-period by making the adjustments described above. In addition, it provides useful information to investors and others in understanding and evaluating our results of operations, as well as provides a useful measure for period-to-period comparisons of our business, as it removes the effect of net interest expense, taxes, certain non-cash items, variable charges and timing differences. Moreover, we have included Adjusted EBITDA in this earnings release because it is a key measurement used by our management internally to make operating decisions, including those related to operating expenses, evaluate performance, and perform strategic and financial planning.
The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature or because the amount and timing of these items are not related to the current results of our core business operations which renders evaluation of our current performance, comparisons of performance between periods and comparisons of our current performance with our competitors less meaningful. However, you should be aware that when evaluating Adjusted EBITDA, we may incur future expenses similar to those excluded when calculating this measure. Our presentation of this measure should not be construed as an inference that its future results will be unaffected by unusual items. Further, this non-GAAP financial measure should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). We compensate for these limitations by relying primarily on GAAP results and using Adjusted EBITDA on a supplemental basis. Our computation of Adjusted EBITDA may not be comparable to other similarly titled measures computed by other companies because not all companies calculate this measure in the same fashion. You should review the reconciliation of net loss to Adjusted EBITDA below and not rely on any single financial measure to evaluate our business.
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Core Scientific, Inc. Fiscal Second Quarter 2024 Earnings Release - 11
The following table reconciles the non-GAAP financial measure to the most directly comparable U.S. GAAP financial performance measure, which is net loss, for the periods presented (in thousands):
Three Months Ended June 30,Six Months Ended June 30,
2024
20231
2024
20231
Adjusted EBITDA
Net loss$(804,896)$(9,260)$(594,205)$(9,648)
Adjustments:
Interest expense, net14,775 (36)28,862 121 
Income tax expense144 129 350 233 
Depreciation and amortization29,477 20,473 58,473 40,567 
Stock-based compensation expense8,494 14,280 7,434 26,553 
Unrealized fair value adjustment on energy derivatives(1,465)— (2,262)— 
Gain (loss) on disposal of property, plant and equipment(268)174 3,552 174 
HPC startup costs4,601 — 4,601 — 
Bankruptcy advisory costs(1,380)— 307 — 
Loss (gain) on debt extinguishment120 — 170 (20,761)
Reorganization items, net— 18,455 (111,439)50,014 
Change in fair value of warrant and contingent value rights
796,035 — 735,921 — 
Other non-operating expenses (income), net401 181 2,147 (2,888)
Other(2)594 121 962 
Adjusted EBITDA$46,036 $44,990 $134,032 $85,327 
1 Certain prior year amounts have been reclassified for consistency with the current year presentation.

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Core Scientific, Inc. Fiscal Second Quarter 2024 Earnings Release - 12
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-end-
Second Quarter Fiscal 2024 Earnings Presentation Adam Sullivan, CEO Denise Sterling, CFO August 7, 2024

 
2 FORWARD-LOOKING STATEMENTS This presentation contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding projections, estimates and forecasts of revenue and other financial and performance metrics, projections of market opportunity and expectations, the Company’s ability to scale, and grow its business and execute on its growth plans and hosting contracts, source clean and renewable energy, the advantages, and expected growth, and anticipated future revenue of the Company, and the Company’s ability to source and retain talent. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “aim,” “estimate,” “plan,” “project,” “forecast,” “goal,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. All forward looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including: our ability to earn digital assets profitably and to attract customers for our digital asset and high performance compute hosting capabilities; our ability to perform under our existing colocation agreements, our ability to maintain our competitive position in our existing operating segments, the impact of increases in total network hash rate; our ability to raise additional capital to continue our expansion efforts or other operations; our need for significant electric power and the limited availability of power resources; the potential failure in our critical systems, facilities or services we provide; the physical risks and regulatory changes relating to climate change; potential significant changes to the method of validating blockchain transactions; our vulnerability to physical security breaches, which could disrupt our operations; a potential slowdown in market and economic conditions, particularly those impacting high performance computing, the blockchain industry and the blockchain hosting market; the identification of material weaknesses in our internal control over financial reporting; price volatility of digital assets and bitcoin in particular; the “halving” of rewards available on the Bitcoin network, affecting our ability to generate revenue; the potential that insufficient awards from digital asset mining could disincentivize transaction processors from expending processing power on a particular network, which could negatively impact the utility of the network and further reduce the value of its digital assets; the requirements of our existing debt agreements for us to sell our digital assets earned from mining as they are received, preventing us from recognizing any gain from appreciation in the value of the digital assets we hold; potential changes in the interpretive positions of the SEC or its staff with respect to digital asset mining firms; the increasing likelihood that U.S. federal and state legislatures and regulatory agencies will enact laws and regulations to regulate digital assets and digital asset intermediaries; increasing scrutiny and changing expectations with respect to our ESG policies; the effectiveness of our compliance and risk management methods; the adequacy of our sources of recovery if the digital assets held by us are lost, stolen or destroyed due to third-party digital asset services; the effects of our emergence from bankruptcy and our substantial level of indebtedness and our current liquidity constraints affecting our financial condition and ability to service our indebtedness. Any such forward-looking statements represent management’s estimates and beliefs as of the date of this presentation. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change. Year over year comparisons are based on the combined results of Core Scientific and its acquired entities. Although the Company believes that in making such forward-looking statements its expectations are based upon reasonable assumptions, such statements may be influenced by factors that could cause actual outcomes and results to be materially different from those projected. The Company cannot assure you that the assumptions upon which these statements are based will prove to have been correct. Additional important factors that may affect the Company’s business, results of operations and financial position are described from time to time in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, Quarterly Reports on Form 10-Q and the Company’s other filings with the Securities and Exchange Commission. The Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by applicable law. NON-GAAP FINANCIAL MEASURES This presentation also contains non-GAAP financial measures as defined by the SEC rules, including Adjusted EBITDA and adjusted earnings (loss) per diluted share. The Company believes that these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the Company's financial condition and results of operations. The Company's management uses certain of these non-GAAP measures to compare the Company's performance to that of prior periods for trend analyses and for budgeting and planning purposes. The Company urges investors not to rely on any single financial measure to evaluate its business.

 
3 Effectively managing post- halving impacts Diversifying hosting customer base into high- performance computing Expanding Texas data centers to support diversification strategy Convertible notes equitization eliminated $260M in debt from balance sheet Well positioned for continued growth and market leadership Secured long-term HPC hosting contracts totaling 382 Megawatts (MW) A leading producer of bitcoin generating adjusted EBITDA as HPC hosting business ramps

 
4 Accomplishments this year Q2Q1 Q3

 
5 PROPRIETARY & CONFIDENTIAL 56 Commentary Cottonwood 56 Trailing 12 Month Performance(1) CapEx Investment Pecos, TX 250MW (Cottonwood 1 & 2) • Greenfield Buildout in 2022 • Campus has (2) phases – COT1 and COT2 • Core Scientific Leased • COT1 - (1) Operational Building totaling 50MW of energized capacity (~15k miners) with expansion capacity of additional 200MW • COT2 - (50) Operational containers totaling 21MW of energized capacity (~7.8k miners) • COT2 MW usage counts against total power allocation of 250MW from ERCOT • COT1 – 53k sq/ft production area • 7 Mining Ops FTEs • Utility Provider: TNMP Lease Information COT1 • Initial term expires Nov 2031; optional three, 10-year extensions (through Nov 2061) • Rent of $10k/acre ($600k) per 10-year term; rent escalates 20% per extension COT2 • Leased for 99 years (through 2122) • Paid full lease rent of $1m in 2023 88% Uptime 87% Hashrate Utilization 1.9 EH 97% Self-Mining Potential CapEx Projects • ~$500k CapEx for tech building • ~$250k CapEx for COT2 container field weatherization project • Complete COT1 200MW capacity expansion We design and build application-specific digital infrastructure Approximately 830 Operational Megawatts Pecos, TX 71 MW1 Austin, TX 16 MW Denton, TX 197 MW Calvert City, KY 150 MW Grand Forks, ND 100 MW Dalton 1, GA 50 MW Marble, NC 104 MW 1 100 MW expansion underway; includes 21MW for opportunistic mining using prior generation miners Muskogee, OK 100 MW In Development Dalton 3, GA 145 MW

 
6 We have earned more bitcoin since 2021 than any other public company in North American company 0 5,000 10,000 15,000 20,000 25,000 30,000 35,000 40,000 ARGO BITFARMS CLEANSPARK CORE SCIENTIFIC HIVE HUT8 IRIS ENERGY MARATHON RIOT 2021 2022 2023 1H 2024

 
7 2024 snapshot Operational (Q2) Financial (Q2) • Signed aggregate 382 MW HPC hosting contracts with anticipated potential revenue of $6.7 billion over 12-year contracts • Secured Block 3nm ASIC supply for up to 15 EH/s hash rate • Earned 1,680 bitcoin • Operated 19.4 EH/s self- mining hash rate • Added 72 MW of infrastructure at Denton, TX data center • $141 million revenue • $804.9 million net loss, mainly driven by non-cash adjustments • $46 million adjusted EBITDA • $260 million of debt removed from balance sheet through third quarter Strategic (YTD)

 
8 (Unaudited) Q2 2024 Revenue Mix (In Millions, Unaudited) Revenue by Segment Leading bitcoin mining and hosting business poised for growth 78% 18% 4% Self-M ining Hosting HPC $97 $111 $30 $25 $6 Q2 2023 Q2 2024 Self-Mining Hosting HPC (Unaudited) Gross Margin by Segment 31% 23% 0% 28% 30% 11% Self-Mining Hosting HPC Q2 2023 Q2 2024

 
7% 63% 23% 7% Antminer S19 Antminer S19 Pro & S19j Pro Antminer S19j XP Antminer S21 S19j XP (21.5 J/TH) S19 (34.2 J/TH) S19 Pro & S19j Pro (29.5 J/TH) S21 (17.5 J/TH) Self-mining fleet composition (as of 6/30/24) • Operated approximately 163,500 self-miners1 • Average self-miner energy efficiency of 24.1 Joules/TH1 • Planning to procure 10,000 to15,000 self-miners in second half of 2024 • Block 3nm ASICs to support refresh and hash rate expansion beyond 2024 1 As of 6/30/24 9

 
10 Total debt decreased by $290M between first quarter and July 2024 3/31/24 $608 $410 $60 $61 $4 $51 $22 - - - 6/30/24 - $384 $61 $61 $3 $42 $1 $552 $384 - July 2024 - - - - - - - - $150 $318 ~$(56M) ($ millions) $608 $(26) $1 $- $(1) $(9) $(21) $552 $(234) $318 Total Debt - March 31, 2024 Secured and Sec. Convertible Notes Miner Equipment Loans Exit Facility Finance Leases Infrastructure and Construction Other Total Debt - June 30, 2024 Secured and Sec. Convertible Notes Total Debt - July 2024 ~$(234M) Secured Convertible Notes mandatory conversion triggered 7/5/24, resulting in equitization of remaining $234M For June 30, 2024, amount represents Notes Payable Current ($18.4M) and Non-Current ($526.8M), Finance Lease Liabilities Current ($2.7M) and Non-Current ($0.6M), plus unamortized discount and debt issuance costs – post petition ($3.6M) For March 31, 2024, amount represents Notes Payable Current ($23.3M) and Non-Current ($556.6M), Finance Lease Liabilities Current ($3.0M) and Non-Current ($1.2M), unamortized discounts – post petition ($4.1M), plus infrastructure and construction liabilities classified in Accrued Expenses and Other Current Liabilities ($20.2M)

 
11 Cash Cost to self-mine a bitcoin in second quarter 2024 1 Represents our direct, cash costs of power and facilities operations based on our self-mining/hosting mix as of 6/30/24 divided by total bitcoin self-mined in 2024 Q2 of 1,680. Future changes in power cost, operational cost or self-mining/hosting mix could change the cash cost to mine 2 Represents the cash expenses of power and operational costs divided by our self-mining fleet hash rate, in terahash 3 Includes personnel and related costs, software, telecommunications, security, etc. Excludes stock-based compensation and depreciation 11 Second Quarter 2024 Cash Cost Per Bitcoin1 $24,533 Second Quarter 2024 Cash-Based Hash Cost2 2.46¢ $5,346 0.54¢ $29,879 3.00¢ Direct Power Cost Operational Cost3 Total Direct Cash Cost

 
12 1. GAAP Revenue is recorded as an operating lease on a straight-line basis over the life of the contract and includes Base License Fee, deferred revenue (Capex Credit) and annual escalator 2. Up to $1.5 million per HPC MW (or approximately $575 million) of data center build out costs are funded by CoreWeave and credited against hosting payments at no more than 50% of monthly fees until fully repaid 3. Power costs are a direct passthrough to our client and both revenue and cost of revenue will be grossed up accordingly, resulting in higher revenue but lower GAAP profit margins than exhibited above Year 1 Year 2 Year 3 Year 4 – 13 Total GAAP Revenue1 $ 392 $ 558 $ 558 $ 5,192 $ 6,700 Expenses (78) (112) (112) (1,038) (1,340) Profit $ 313 $ 447 $ 447 $ 4,153 $ 5,360 Profit Margin 80% 80% 80% 80% 80% Capex Credit2 (196) (279) (97) (3) (575) After Credit Profit $ 118 $ 168 $ 350 $ 4,150 $ 4,785 Non-GAAP Contribution Margin3 30% 30% 63% 80% 71% CoreWeave funds $575 million in cash, and Capex Credit prepayment recorded as deferred revenue HPC infrastructure completed and placed in service HPC MW energized in 1H of 2025 HPC MW fully energized Capex Credit fully repaid and After Credit Profit Margin stabilizes at 80% Delivery of 382 HPC MW Total cumulative revenue of $6.7 billion Average annual revenue of $560 million Contract term: 12 years, with two five-year extension options CoreWeave HPC contracts - illustrative key financials, timeline 2024 2038 Expenses include facilities operations, repairs and maintenance, security, FTEs, insurance, property tax, etc. Profit margin of 80% Repayment of Capex Credit at 50% of contracted revenue until repaid Power and utilities costs are direct pass-through to CoreWeave3

 
13 CoreWeave HPC contracts - flow of capex funding Customer Contract Executed 1 Draw on Escrow 2 Execute Order Form • Joint Escrow Account established and funded (Escrow Agent) • $1.5M/HPC MW or $575M 3 Pay Vendors for Assets and Services 4 Financial Statements at Energization 5 HPC MW Fully Energized 6 Pass Through and Variable Services Fund HPC CapEx • Project design and development plans completed • Purchase orders completed and request for funding initiated • Operating case account funded by Escrow Build Out Data Center • HPC Data Center constructed • Cash paid from Operating cash account to vendors for fixed assets and services Energize Data Center • Development of HPC Data Center completed and ready to be energized Place Data Center into Service • HPC Data Center placed in service • Contract Revenue recognized • Cost of revenue recorded for Data Center operating costs • Capex Credit repaid (50%) Power, Utilities and Variable Service Revenue • Power and utilities costs incurred • Direct pass-through of power cost to client • Revenue recorded for variable services requested by client (remote hands) • No impact to Income Statement or Balance Sheet Financial Statement Impact • Recognize Cash received from Escrow Account • Establish Deferred HPC License Fee (Liability) • Record Construction in Progress “(CIP”) • Reduce Cash • Property Plant and Equipment (Asset) placed in service • Deferred HPC License Fee (Liability) which includes; o $1.5M/HPC MW or $575M • HPC Revenue recorded o Cash Received o Deferred HPC License Fee recognized – Capex Credit (reduction in Liability) • Data Center exp. recorded, including depreciation • Revenue & Cost of Revenue grossed-up for power cost pass through • Revenue recorded for variable services rendered

 
CORE SCIENTIFIC14 2024 catalysts Contract remaining 118 MW of infrastructure available for HPC hosting Execute on pipeline of opportunities to increase our infrastructure capacity for HPC hosting and bitcoin mining Diversify HPC hosting clients 1 2 3

 
15 382 MW HPC application-specific data center (ASDC) infrastructure estimated delivery timeline H2 2024 80MW Delivery 40MW Delivery 80MW Delivery ASDC 1 ASDC 2 ASDC 3 H1 2025 H2 2025 H1 2026 ASDC 4 112MW Delivery ASDC 5 70MW Delivery Development, Construction Installation, Operational Readiness

 
16 2024 goals and targets Self-mining hash rate (EH/s) 21.8 MW operational HPC infrastructure 16 MW operational bitcoin infrastructure ~800 Bitcoin mining fleet average power price (cents/kWh) 4.2 - 4.4

 
17 Summary Executing on our diversification strategy to create long term shareholder value | Capturing AI compute market growth | Fortifying our strong bitcoin mining franchise Expanding our platform for accelerated growth Building on our assets and our team Strengthening our earnings power Balancing our business Creating a new category in digital infrastructure

 
18 Appendix

 
19 Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Cash Costs per Bitcoin Direct power cost per bitcoin self-mined $ 24,553 $ 11,253 $ 19,136 $ 10,775 Operational costs per bitcoin self-mined1 5,346 2,218 3,830 1,958 Total cost to self-mine one bitcoin2 $ 29,879 $ 13,471 $ 22,966 $ 12,733 Cash-Based Hash Cost3 Direct power cost per terahash $ 0.025 $ 0.030 $ 0.026 $ 0.032 Operational costs per terahash1 0.005 0.006 0.005 0.006 Total cash-based hash cost3 $ 0.030 $ 0.036 $ 0.031 $ 0.038 Cash cost to mine bitcoin: three and six months ended June 30, 2024 1 Includes personnel and related costs, software, telecommunications, security, etc. Amount excludes stock-based compensation and depreciation. 2 Represents our direct cash costs of power and facilities based on our self-mining/hosting mix divided by total bitcoin self-mined during the periods presented. 3 Represents the cash expense of power and facilities operation cost divided by our self-mining fleet hash rate, in terahash.

 
20 Three Months Ended June 30, Period over Period Change Six Months Ended June 30, Period over Period Change 2024 2023 Dollar Percentage 2024 2023 Dollar Percentage Revenue: Digital asset mining revenue $ 110,743 $ 97,082 $ 13,661 14% $ 260,702 $ 195,108 $ 65,594 34% Digital asset hosting revenue from customers 24,840 26,316 (1,476) (6)% 54,172 45,225 8,947 20% Digital asset hosting revenue from related parties — 3,514 (3,514) (100)% — 7,234 (7,234) (100)% HPC hosting revenue 5,519 — 5,519 100% 5,519 — 5,519 100% Total revenue 141,102 126,912 14,190 11% 320,393 247,567 72,826 29% Cost of revenue: Cost of digital asset mining 80,001 66,846 13,155 20% 161,565 139,522 22,043 16% Cost of digital asset hosting services 17,393 23,107 (5,714) (25)% 37,474 39,305 (1,831) (5)% Cost of HPC hosting services 4,891 — 4,891 100% 4,891 — 4,891 100% Total cost of revenue 102,285 89,953 12,332 14% 203,930 178,827 25,103 14% Gross profit 38,817 36,959 1,858 5% 116,463 68,740 47,723 69% Change in fair value of digital assets (584) — (584) (100)% (41) — (41) (100)% Gain from sale of digital assets — 931 (931) (100)% — 1,995 (1,995) (100)% Impairment of digital assets — (1,127) 1,127 100% — (2,183) 2,183 100% Change in fair value of energy derivatives (539) — (539) (100)% (2,757) — (2,757) (100)% Gain (loss) on disposal of property, plant and equip. 268 (174) 442 254% (3,552) (174) (3,378) (1,941)% Operating expenses: Research and development 2,174 1,640 534 33% 3,973 3,055 918 30% Sales and marketing 2,966 1,084 1,882 174% 3,948 2,092 1,856 89% General and administrative 26,243 24,396 1,847 8% 40,386 46,160 (5,774) (13)% Total operating expenses 31,383 27,120 4,263 16% 48,307 51,307 (3,000) (6)% Operating income 6,579 9,469 (2,890) (31)% 61,806 17,071 44,735 262% Non-operating (income) expenses, net: Loss (gain) on debt extinguishment 120 — 120 100% 170 (20,761) 20,931 101% Interest expense (income), net 14,775 (36) 14,811 41,142% 28,862 121 28,741 23,753% Reorganization items, net — 18,455 (18,455) (100)% (111,439) 50,014 (161,453) (323)% Change in fair value of warrant and contingent value rights 796,035 — 796,035 100% 735,921 — 735,921 100% Other non-operating expense (income), net 401 181 220 122% 2,147 (2,888) 5,035 174% Total non-operating expenses, net 811,331 18,600 792,731 4,262% 655,661 26,486 629,175 2,376% Loss before income taxes (804,752) (9,131) (795,621) (8,713)% (593,855) (9,415) (584,440) (6,208)% Income tax expense 144 129 15 12% 350 233 117 50% Net loss $ (804,896) $ (9,260) $ (795,636) (8,592)% $ (594,205) $ (9,648) $ (584,557) (6,059)% Consolidated statement of operations: three and six months ended June 30, 2024 ($ Millions)

 
21 Adjusted EBITDA reconciliation - three and six months ended June 30, 2024 $ Millions Three Months Ended June 30, 2024 Six Months Ended June 30, 2024 Net loss $ (804.9) $ (594.2) Interest expense, net 14.8 28.9 Income tax expense 0.1 0.4 Earnings Before Interest and Taxes (EBIT) $ (790.0) $ (565.0) Depreciation and amortization 29.5 58.5 Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) $ (760.5) $ (506.5) Adjustments: Stock-based compensation expense 8.5 7.4 Unrealized fair value adjustment on energy derivatives (1.5) (2.3) Gain (loss) on disposal of property, plant and equipment (0.3) 3.6 HPC startup costs 4.6 4.6 Bankruptcy advisory costs (1.4) 0.3 Loss (gain) on debt extinguishment 0.1 0.2 Reorganization items, net — (111.4) Change in fair value of warrant and contingent value rights 796.0 735.9 Other non-operating expenses, net 0.4 2.1 Other — 0.1 Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (Adjusted EBITDA) $ 46.0 $ 134.0

 
22 Three Months Ended June 30, Period over Period Change Six Months Ended June 30, Period over Period Change 2024 2023 Dollar Percentage 2024 2023 Dollar Percentage Digital Asset Self-Mining Segment Digital asset self-mining revenue $ 110,743 $ 97,082 $ 13,661 14 % $ 260,702 $ 195,108 $ 65,594 34 % Cost of digital asset self-mining 80,001 66,846 13,155 20 % 161,565 139,522 22,043 16 % Digital Asset Self-Mining gross profit $ 30,742 $ 30,236 $ 506 2 % $ 99,137 $ 55,586 $ 43,551 78 % Digital Asset Self-Mining gross margin 28 % 31 % 38 % 28 % Digital Asset Hosted Mining Segment Digital asset hosted mining revenue from customers $ 24,840 $ 29,830 $ (4,990) (17) % $ 54,172 $ 52,459 $ 1,713 3 % Cost of digital asset hosted mining services 17,393 23,107 (5,714) (25) % 37,474 39,305 (1,831) (5) % Digital Asset Hosted Mining gross profit $ 7,447 $ 6,723 $ 724 11 % $ 16,698 $ 13,154 $ 3,544 27 % Digital Asset Hosted Mining gross margin 30 % 23% 31% 25% HPC Hosting Segment HPC hosting revenue $ 5,519 $ — $ 5,519 NM $ 5,519 $ — $ 5,519 NM Cost of HPC hosting services 4,891 — 4,891 NM 4,891 — 4,891 NM HPC Hosting gross profit $ 628 $ — $ 628 NM $ 628 $ — $ 628 NM HPC Hosting gross margin 11% —% 11% —% Consolidated Consolidated total revenue $ 141,102 $ 126,912 $ 14,190 11% $ 320,393 $ 247,567 $ 72,826 29% Consolidated cost of revenue 102,285 89,953 12,332 14% 203,930 178,827 25,103 14% Consolidated gross profit $ 38,817 $ 36,959 $ 1,858 5 % $ 116,463 $ 68,740 $ 47,723 69% Consolidated gross margin 28% 29% 36% 28% Segments - three and six months ended June 30, 2024

 
23 De-levering balance sheet – Q2 2024 snapshot 1. Voluntary conversion price $5.83; mandatory conversion price $7.79 based on VWAP of CORZ stock over 20 consecutive trading days 2. Tranche 1 (cash) warrant exercise price of $6.81 – actual exercises may continue over range of share prices; 50% of proceeds required to pay down exit facility and new secured notes 3. Tranche 3 (penny) warrant exercise price of $8.72 based on VWAP of CORZ stock over 20 consecutive trading days Notes & Financial Statement Impact • Actual issued and outstanding share count as of June 30, 2024 • Voluntary conversion price of $5.83 o Q2 2024 -- $26.4M of Convertible Notes equitized for ~4.5M shares of New Common Stock • Mandatory conversion at $7.79 o Triggered July 4,2024 o July 2024 -- $$233.6M of Convertible Notes equitized for ~40.1M shares of New Common Stock • Financial Statement Impact o No P/L impact o Record reduction in debt and increase in Equity • Exercise price of $6.81 o Q2 2024 – proceeds received of $0.4M in exchange for ~54k shares of New Common Stock • Total potential proceeds of $670M, a portion of which is to be used to pay down debt • Financial Statement Impact o If exercised, record final mark-to-market adjustment at FMV = P/L impact o Record reduction in Warrant liability and increase in Equity • Penny warrants, executable at/above trigger price of $8.72 • Exercisable on July 11, 2024 (Trigger Event) • Financial Statement Impact o If exercised, record final mark-to-market adjustment at FMV = P/L impact o Record reduction in Warrant liability and increase in Equity Cash ($M) $96 - $352 - Debt ($M) $552 $(234) $(318) - @ 8/2/24 Shares (M) 258 - 98 47 @ 6/30/24 Shares (M) 183 ~40 98 82 Actual Convertible Notes1 Tranche 1 Warrants2 Tranche 2 Warrants3 $448-403403Proforma

 
v3.24.2.u1
Cover
Aug. 07, 2024
Document Information [Line Items]  
Document Type 8-K
Document Period End Date Aug. 07, 2024
Entity Registrant Name Core Scientific, Inc./tx
Entity Incorporation, State or Country Code DE
Entity File Number 001-40046
Entity Tax Identification Number 86-1243837
Entity Address, Address Line One 838 Walker Road
Entity Address, Address Line Two Suite 21-2105
Entity Address, State or Province DE
Entity Address, Postal Zip Code 19904
City Area Code 512
Local Phone Number 402-5233
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company true
Entity Ex Transition Period false
Entity Central Index Key 0001839341
Amendment Flag false
Entity Address, City or Town Dover
Common stock, par value $0.00001 per share  
Document Information [Line Items]  
Title of 12(b) Security Common stock, par value $0.00001 per share
Trading Symbol CORZ
Security Exchange Name NASDAQ
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $6.81 per share  
Document Information [Line Items]  
Title of 12(b) Security Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $6.81 per share
Trading Symbol CORZW
Security Exchange Name NASDAQ
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $0.01 per share  
Document Information [Line Items]  
Title of 12(b) Security Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $0.01 per share
Trading Symbol CORZZ
Security Exchange Name NASDAQ
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