Form 8-K - Current report

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): May 8, 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 class	Trading 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 May 8, 2024, the Company issued a press release announcing its financial results for the first fiscal quarter ended March 31, 2024. A copy of the press release is furnished hereto as Exhibit 99.1 and is incorporated herein by reference.

On May 8, 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						Press Release dated May 8 , 2024

99.2						Company Presentation dated May 8, 2024

104						Cover 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: May 8, 2024

	By:	/s/ Todd M. DuChene
	Name:	Todd M. DuChene
	Title:	Chief Legal Officer and Chief Administrative Officer


press release									Exhibit 99.1 corescientific.com

Core Scientific Announces Fiscal First Quarter 2024 Results

Fiscal First Quarter 2024 Highlights

•Generated net income of $210.7 million, including a gain on extinguishment of prior obligations of $143.8 million

•Produced adjusted EBITDA of $88.0 million

•Strengthened the balance sheet, ending the quarter with $98.1 million in cash and cash equivalents

•Earned 2,825 self-mined bitcoin, more than any other publicly listed miner in North America

•Operated total hash rate of 25.5 EH/s, consisting of 19.3 EH/s self-mining and 6.2 EH/s hosting

•Owned and managed approximately 745 megawatts of infrastructure, the largest owned infrastructure footprint among publicly listed miners in North America

•Improved average actual self-mining fleet energy efficiency to 26.85 joules per terahash

AUSTIN, Texas, May 8, 2024 - Core Scientific, Inc. (NASDAQ: CORZ), a leader in bitcoin mining, specializing in application-specific digital infrastructure for emerging high-value compute, today announced financial results for the fiscal first quarter of 2024. Net income was $210.7 million, as compared to a net loss of $0.4 million for the same period in 2023. Total revenue was $179.3 million, as compared to $120.7 million for the same period last year. Operating income was $55.2 million, as compared to $7.6 million for the same period in 2023. Adjusted EBITDA was $88.0 million, as compared to $40.3 million for the same period in the prior year.

“We delivered outstanding results in the first quarter, earning more bitcoin than any other publicly traded bitcoin miner, strengthening our balance sheet by paying down debt and improving our cash position, and improving our fleet efficiency with the deployment of new generation miners”, said Adam Sullivan, Core Scientific Chief Executive Officer. “By taking full advantage of favorable market fundamentals and by focusing on productivity and efficiency, we generated strong financial performance that demonstrates our ability to create value for our shareholders.”

“Our 745 megawatts of operational, high-power data center infrastructure forms the basis of our competitive advantage. We believe this advantage places us in a unique position where bitcoin mining serves as the platform on which to build an alternative compute hosting business at a time when the demand for high-power data center capacity is strong and growing.”

“We are in regular discussion with customers to evaluate the potential of transforming more than 500 megawatts of our operational infrastructure and contracted power to host high-performance computing. With our existing access to a total of 1.2 gigawatts of power and with new, more energy efficient bitcoin miners on the horizon, we plan to expand our bitcoin mining hash rate as we build a high-performance computing offering. We are well positioned to take advantage of two very attractive markets,” added Mr. Sullivan.

Fiscal First Quarter Financial and Operational Achievements

•Total revenue of $179.3 million, an increase of $58.6 million over first quarter 2023

•Net income of $210.7 million, an improvement of $211.1 million over first quarter 2023

•Operating income of $55.2 million, an increase of $47.6 million over first quarter 2023

•Adjusted EBITDA of $88.0 million, an improvement of $47.7 million over first quarter 2023

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						Core Scientific, Inc. Fiscal First Quarter 2024 Earnings Release - 2

•Cash and cash equivalents of $98.1 million as of March 31, 2024

•Retired $19 million in obligations shortly after quarter end

•Expanded hosting offering by delivering 16 MW of infrastructure to high-performance compute customer more than 30 days ahead of schedule

•Completed deployment of 28,400 new S19j XP miners

•Deployed first shipment of approximately 2,500 S21 miners

•Completed all 2024 payments due on miners ordered for deployment this year

•Expanded operational infrastructure by 21 MW at Pecos, Texas site

Fiscal First Quarter 2024 Financial Results (Compared to Fiscal First Quarter 2023)

Total revenue for the fiscal first quarter of 2024, was $179.3 million, and consisted of $150.0 million in digital asset mining revenue and $29.3 million in hosting revenue.

Digital asset mining revenue in excess of mining cost of revenue for the fiscal first quarter of 2024 was $68.4 million (46% gross margin), as compared to $25.4 million (26% gross margin) for the same period in the prior year, an increase of $43.0 million. Digital asset mining revenue increased $51.9 million driven by a 134% increase in the price of bitcoin and a 20% increase in our self-mining hash rate, partially offset by the increase in the global hash rate of approximately 73%, leading to a 34% decrease in bitcoin received from self-mining. Digital asset mining cost of revenue consists primarily of direct production costs of mining operations, including electricity costs, and data center operating costs, including salaries, stock-based compensation, and depreciation of property, plant and equipment. The increase in digital asset mining cost of revenue for the fiscal first quarter of 2024 is primarily driven by an increase in depreciation expense resulting from the deployment of approximately 18,000 new generation self-miners.

Hosting revenue in excess of hosting cost of revenue for the fiscal first quarter of 2024, was $9.3 million (32% gross margin), as compared to $6.4 million (28% gross margin) for the same period in the prior year, an increase of $2.8 million. Hosting costs consisted primarily of direct electricity costs and data center operating costs. The increase in Hosting revenue in excess of hosting cost of revenue was primarily due to an increase in revenue of $6.7 million driven by the onboarding of new digital asset mining clients, partially offset by increased proceeds sharing costs of $2.6 million associated with the Company entering proceed sharing contracts with digital asset mining customers beginning in the second fiscal quarter of 2023 and increased depreciation expense of $1.1 million.

Operating expenses for the fiscal first quarter of 2024 totaled $16.9 million, as compared to $24.2 million for the same period in the prior year. The decrease of $7.3 million was primarily attributable lower stock-based compensation of $13.3 million due to forfeitures during the current quarter and no new equity awards granted during fiscal year 2023, partially offset by a $3.4 million increase in personnel and related expenses and a $1.7 million increase in advisor fees related to the reorganization and incurred during the fiscal first quarter.

Net income for the fiscal first quarter of 2024 was $210.7 million, as compared to a net loss of $0.4 million for the same period in the prior year. Net income for the fiscal first quarter of 2024 increased by $211.1 million driven primarily by a decrease of $143.0 million in reorganization items, net, which included gains on extinguishment of pre-emergence obligations of $143.8 million and lower Chapter 11 financing costs of $11.1

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						Core Scientific, Inc. Fiscal First Quarter 2024 Earnings Release - 3

million, partially offset by a $12.8 million increase in reimbursed claimant professional fees, and a $60.1 million mark-to-market adjustment on our warrants and other contingent value rights.

Non-GAAP Adjusted EBITDA for the fiscal first quarter of 2024 was $88.0 million, as compared to Non-GAAP Adjusted EBITDA of $40.3 million for the same period in the prior year. This $47.7 million increase was driven by a $58.6 million increase in total revenue and a $1.1 million decrease in impairment of digital assets, partially offset by a $4.4 million increase in cash operating expenses, a $4.1 million increase in cash cost of revenue, a $3.0 million increase in realized losses on energy derivatives, and a $0.5 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, May 8, 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 (833) 470-1428 (U.S. toll free) and +1 (404) 975-4839 (U.S. local) and providing the Access Code 159022 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 at https://events.q4inc.com/attendee/954677374. 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 first 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 (866) 813-9403 (U.S. toll free) or +1 (929) 458-6194 (U.S. local) and entering Access Code 713825.

ABOUT CORE SCIENTIFIC

Core Scientific is one of the largest bitcoin miners and hosting solutions providers for bitcoin mining in North America. 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 large bitcoin mining customers at our seven operational data centers in Georgia (2), Kentucky (1), North Carolina (1), North Dakota (1) and Texas (2). We derive the majority of our revenue from earning bitcoin for our own account (“self-mining”). To learn more, visit www.corescientific.com.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

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						Core Scientific, Inc. Fiscal First Quarter 2024 Earnings Release - 4

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 and grow its business, source clean and renewable energy, the advantages and expected growth 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 hosting capabilities; our ability to maintain our competitive position as digital asset networks experience 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 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, or the reduction of rewards on other networks, affecting our ability to generate revenue as our customers may not have an adequate incentive to continue mining and customers may cease mining operations altogether; 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 on our financial results, business and business relationships; 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 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 First Quarter 2024 Earnings Release - 5

Core Scientific, Inc.

Consolidated Balance Sheets

(in thousands, except par value)

(Unaudited)


	March 31, 2024		December 31, 2023
Assets
Current Assets:
Cash and cash equivalents	$	98,125	$	50,409
Restricted cash	16,151		19,300
Accounts receivable	1,107		1,001
Digital assets	—		2,284
Prepaid expenses and other current assets	27,937		24,022
Total Current Assets	143,320		97,016
Property, plant and equipment, net	575,969		585,431
Operating lease right-of-use assets	77,766		7,844
Intangible assets, net	2,136		2,247
Other noncurrent assets	14,777		19,618
Total Assets	$	813,968	$	712,156
Liabilities and Stockholders’ Deficit
Current Liabilities:
Accounts payable	$	16,165	$	154,751
Accrued expenses and other current liabilities	68,221		179,636
Deferred revenue	9,250		9,830
Operating lease liabilities, current portion	2,619		77
Finance lease liabilities, current portion	3,018		19,771
Notes payable, current portion	23,333		124,358
Contingent value rights, current portion	15,539		—
Total Current Liabilities	138,145		488,423
Operating lease liabilities, net of current portion	69,022		1,512
Finance lease liabilities, net of current portion	1,170		35,745
Convertible and other notes payable, net of current portion	556,573		684,082
Contingent value rights, net of current portion	29,062		—
Warrant liabilities	327,465		—
Other noncurrent liabilities	11,040		—
Total liabilities not subject to compromise	1,132,477		1,209,762
Liabilities subject to compromise	—		99,335
Total Liabilities	1,132,477		1,309,097
Commitments and contingencies
Stockholders’ Deficit:
Preferred stock; $0.00001 par value; 2,000,000 shares authorized; none issued and outstanding	—		—
Common stock; $0.00001 par value; 10,000,000 shares authorized at March 31, 2024 and December 31, 2023; 182,237 and 386,883 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively	2		36
Additional paid-in capital	1,891,011		1,823,260
Accumulated deficit	(2,209,522)		(2,420,237)
Total Stockholders’ Deficit	(318,509)		(596,941)
Total Liabilities and Stockholders’ Deficit	$	813,968	$	712,156

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						Core Scientific, Inc. Fiscal First Quarter 2024 Earnings Release - 6

Core Scientific, Inc.

Consolidated Statements of Operations

(in thousands, except per share amounts)

(Unaudited)


	Three Months Ended March 31,
	2024		2023
Revenue:
Digital asset mining revenue	$	149,959	$	98,026
Hosting revenue from customers	29,332		18,909
Hosting revenue from related parties	—		3,720
Total revenue	179,291		120,655
Cost of revenue:
Cost of digital asset mining	81,564		72,676
Cost of hosting services	20,081		16,198
Total cost of revenue	101,645		88,874
Gross profit	77,646		31,781
Gain from sales of digital assets	543		1,064
Impairment of digital assets	—		(1,056)
Change in fair value of energy derivatives	(2,218)		—
Losses on disposal of property, plant and equipment	(3,820)		—
Operating expenses:
Research and development	1,799		1,415
Sales and marketing	982		1,008
General and administrative	14,143		21,764
Total operating expenses	16,924		24,187
Operating income	55,227		7,602
Non-operating (income) expenses, net:
Loss (gain) on debt extinguishment	50		(20,761)
Interest expense, net	14,087		157
Reorganization items, net	(111,439)		31,559
Change in fair value of warrant and contingent value rights	(60,114)		—
Other non-operating expense (income), net	1,746		(3,069)
Total non-operating (income) expenses, net	(155,670)		7,886
Income (loss) before income taxes	210,897		(284)
Income tax expense	206		104
Net income (loss)	210,691		(388)
Net income (loss) per share:
Basic	$	0.91	$	—
Diluted	$	0.78	$	—
Weighted average shares outstanding:
Basic	230,954		375,419
Diluted	282,531		375,419

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						Core Scientific, Inc. Fiscal First Quarter 2024 Earnings Release - 7

Core Scientific, Inc.

Segment Results

(in thousands, except percentages)

(Unaudited)


	Three Months Ended March 31,
	2024			2023
Mining Segment	(in thousands, except percentages)
Digital asset mining revenue	$	149,959		$	98,026
Cost of digital asset mining	81,564			72,676
Mining gross profit	$	68,395		$	25,350
Mining gross margin	46		%	26		%

Hosting Segment
Hosting revenue	$	29,332		$	22,629
Cost of hosting services	20,081			16,198
Hosting gross profit	$	9,251		$	6,431
Hosting gross margin	32		%	28		%

Consolidated
Consolidated total revenue	$	179,291		$	120,655
Consolidated cost of revenue	$	101,645		$	88,874
Consolidated gross profit	$	77,646		$	31,781
Consolidated gross margin	43		%	26		%

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						Core Scientific, Inc. Fiscal First Quarter 2024 Earnings Release - 8

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 and (viii) certain additional non-cash or non-recurring 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 or non-recurring 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 First Quarter 2024 Earnings Release - 9

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 March 31,
	2024		20231
Reconciliation of Net income (loss) to Adjusted EBITDA	(Unaudited)
Net income (loss)	$	210,691	$	(388)
Adjustments:
Interest expense, net	14,087		157
Income tax expense	206		104
Depreciation and amortization	28,996		20,094

Stock-based compensation expense	(1,060)		12,273
Unrealized fair value adjustment on energy derivatives	(797)		—
Losses on exchange or disposal of property, plant and equipment	3,820		—
Advisor fees	1,687		—
Loss (gain) on debt extinguishment	50		(20,761)
Reorganization items, net	(111,439)		31,559
Change in fair value of warrant and contingent value rights	(60,114)		—
Other non-operating expenses (income), net	1,746		(3,069)
Other	123		368
Adjusted EBITDA	$	87,996	$	40,337

1 Certain prior year amounts have been reclassified for consistency with the current year presentation.

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						Core Scientific, Inc. Fiscal First Quarter 2024 Earnings Release - 10

/////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////

Please follow us on:

https://www.linkedin.com/company/corescientific/

https://twitter.com/core_scientific

CONTACTS

Investors:

ir@corescientific.com

Media:

press@corescientific.com

-end-

1 MAY 8, 2024 First Quarter Fiscal 2024 Earnings Presentation MAY 8, 2024 Adam Sullivan, CEO Denise Sterling, CFO

2 MAY 8, 2024 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, source clean and renewable energy, the advantages and expected growth 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 hosting capabilities; our ability to maintain our competitive position as digital asset networks experience 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 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, or the reduction of rewards on other networks, affecting our ability to generate revenue as our customers may not have an adequate incentive to continue mining and customers may cease mining operations altogether; 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 on our financial results, business and business relationships; 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. Forward-looking statements

3 MAY 8, 2024 A market leader positioned for continued growth. Top producer of bitcoin among public self-mining peers since 2021 Strong revenue generation supporting profitable growth Largest owned infrastructure capacity by operating MWs Diversifying hosting customer base into high- performance computing Executing on multi-year growth plan for more than 20 new EH/s Operating cash flow supporting organic growth plans Experienced team and trusted partner of choice for industry players

4 MAY 8, 2024 4MAY 8, 2024 Denton, TX 125 MW1 Calvert City, KY 150 MW Dalton, GA 145 MW Marble, NC 104 MW Pecos, TX (Cottonwood) 71 MW2 Grand Forks, ND 100 MW 745 Megawatts Largest Owned Infrastructure Capacity First Qtr. 2024 Average Power Cost $0.043/kWh Dalton, GA 50 MW 1 72 MW expansion underway 2 200 MW expansion planned for 2025-2027; includes 21MW for opportunistic mining using prior generation miners

5 MAY 8, 2024 2,045 2,157 1,760 3,452 5,168 4,928 4,621 7,391 3,260 3,205 2,786 3,536 2,295 4,123 3,197 4,143 12,852 3,806 5,536 6,626 2,159 Leading the industry in bitcoin mining. All bitcoin production and Hashrate data from company press releases; data as of December 31, 2023. Represents self-mined BTC and excludes customer mined BTC R I O T M A R A T H O N I R I S E N E R G Y H U T 8 H I V E C L E A N S P A R K B I T F A R M S A R G O 5,000 10,000 15,000 20,000 25,000 30,000 35,000 2021 2022 2023 5,769 14,438 13,762C O R E S C I E N T I F I C Q1 2024 2,825

6 MAY 8, 2024 Core Scientific Q1 2024 Snapshot Strategic • Approximately 745 MW of owned, energized infrastructure • Additional 372 MW of partially completed infrastructure • Delivered 16 MW data center for high-performance compute client • Multi-year, self-mining growth plan to add 20+ EH/s Operational • Earned 2,825 self-mined bitcoin • 19.3 EH/s self-mining energized hash rate • ~173,000 company-owned bitcoin miners • Improved self-mining fleet efficiency to 26.85 J/TH by 3/31/24 • 6.2 EH/s energized hosted hash rate • Consistently higher hash rate utilization than peer group average1 Financial • $179 million revenue, up 49% YOY • $211 million net income2, up 100% YOY • $88 million adjusted EBITDA, up 118% YOY • $98 million in cash and cash equivalents • $19 million debt retired shortly after quarter end • $18,915 cash cost per self-mined bitcoin3 1 See slide 7 for comparisons and additional detail 2 First quarter 2024 net income includes certain one-time items 3 See slide 13 for additional detail

7 MAY 8, 2024 Source: Monthly Production Updates. As of March 31, 2024 “Group” consists of Argo, Bitdeer, BitFarms, Cipher, CleanSpark, Hive, Hut 8, Iris Energy, Marathon, Riot, Terawulf “Scaled Miners” consists of CleanSpark, Marathon, Riot Se lf- m in ed B itc oi n pe r T wo -M on th A ve ra ge En er gi ze d Ha sh R at e Ca pa ci ty Continue to deliver hash rate utilization higher than peer averages 86.0 72.9 88.5 68.9 68.1 64.1 64.1 60.5 63.0 73.3 57.9 47.6 47.4 75.3 70.7 80.4 63.0 65.7 60.8 60.2 58.4 60.9 64.9 50.5 42.9 43.1 79.0 64.7 76.1 56.2 61.1 55.2 55.5 55.9 56.1 66.3 47.2 37.9 38.6 30 40 50 60 70 80 90 100 Mar-23 Apr-23 May-23 Jun-23 Jul-23 Aug-23 Sep-23 Oct-23 Nov-23 Dec-23 Jan-24 Feb-24 Mar-24 Hash Rate Utilization: Bitcoin Mined per Energized Exahash Core Scientific Group Avg. Ex-Core Avg. for Scaled Miners Ex-Core

8 MAY 8, 2024 • 160% expected growth in U.S. data center power demand from 2023 to 20301 • 3-5 year wait time for new U.S. data center capacity from traditional providers2 • Forward EV/EBITDA multiples for data center companies ~20 times vs. 9-14 times for highest multiple bitcoin miners3 “…if the crypto site could be repurposed as a Data Center and save significant time in getting a data center powered, the resulting value to a Data Center developer could significantly exceed the status quo value of the crypto facility.” 4 1 Source: Goldman Sachs 2 Source: Bank of America 3 Source: Nasdaq IRInsight 4 Source: Morgan Stanley • Predictable, stable, recurring cash flows • Diversifies customers base and revenue mix • Broadens access to capital Benefits to Core Scientific: Unique opportunity to capitalize on owned infrastructure for high-performance compute Market opportunity drivers:

9 MAY 8, 2024 Financial summary

10 MAY 8, 2024 (Unaudited) Q1 2024 Revenue Mix (In Millions, Unaudited) Revenue by Segment Leading bitcoin mining and hosting business generated strong revenue and improved gross margin 84% 16% Self-Mining Hosting $98 $150 $23 $29 Q1 2023 Q1 2024 Self-Mining Hosting (Unaudited) Gross Margin by Segment 26% 28% 46% 32% Self-Mining Hosting Q1 2023 Q1 2024

11 MAY 8, 2024 10% 64% 24% 2% 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 and S19j Pro (29.5 J/TH) Refreshing our S19, S19 Pro and S19j Pro miners with S21s would increase our hash rate by more than 10 EH/s without additional infrastructure S21 (17.5 J/TH) Self-mining fleet composition (as of 3/31/23) 1 Deployed 10,000 new S21 miners between March 31 and April 30, 2024 1

12 MAY 8, 2024 $998 $(150) $(120) $57 $(51) $(11) $(99) $(15) $608 Total Debt - Dec. 31, 2023 Secured and Sec. Convertible Notes Miner Equipment Loans Exit Facility / DIP Financing Finance Leases Infrastructure and Construction Liab. Subject to Compromise Other Total Debt - Mar. 31, 2024 Total Debt Decreased by $390M between year end 2023 and first quarter 2024 - $390M 12/31/23 $998 $560 $180 $4 $56 $62 $99 $37 - 3/31/24 - $410 $60 $61 $4 $51 - $22 $608

13 MAY 8, 2024 First Quarter 2024 Cash Cost Per Bitcoin1 First Quarter 2024 Cash-Based Hash Cost2 Direct Power Cost $ 15,977 2.75¢ Operational Cost3 $ 2,938 0.51¢ Total Direct Cash Cost $ 18,915 3.26¢ Cash Cost to self-mine1 a bitcoin in First Quarter 2024 1 Represents our direct, cash costs of power and facilities operations based on our self-mining/hosting mix as of 12/31/23 divided by total bitcoin self-mined in 2023 of 13,762. Future changes in power cost, operational cost or self-mining/hosting mix could change the cost to mine 2 Represents the cash expenses of power and facilities operations cost divided by our self-mining fleet hash rate, in terahash 3 Includes personnel and related costs, software, telecommunications, security, etc. Amount excludes stock-based compensation and depreciation

14 MAY 8, 2024 21.8 EH/s self-mining hash rate 796 megawatts of owned operational infrastructure 4.5 to 4.7 cents per kilowatt hour average fleet power price 2024 goals and targets

15 MAY 8, 2024 Key investment highlights Well positioned for continued market leadership Top producer of bitcoin among public self-mining peers since 2021 Strong revenue generation supporting profitable growth Largest owned infrastructure capacity by operating MWs Diversifying hosting customer base into high- performance computing Executing on multi-year growth plan for more than 20 new EH/s Operating cash flow supporting organic growth plans Experienced team and trusted partner of choice for industry players

Thank you! Investor Relations (737) 931-1351 ir@corescientific.com Corescientific.com Leader in bitcoin mining, specializing in digital infrastructure for emerging high- value compute

17 MAY 8, 2024 Appendix

18 MAY 8, 2024 Selected quarterly financial results (unaudited) Three Months Ended March 31, 2024 2023 Revenue: Digital asset mining revenue $ 149,959 $ 98,026 Hosting revenue from customers 29,332 18,909 Hosting revenue from related parties — 3,720 Total revenue 179,291 120,655 Cost of revenue: Cost of digital asset mining 81,564 72,676 Cost of hosting services 20,081 16,198 Total cost of revenue 101,645 88,874 Gross profit 77,646 31,781 Gain from sales of digital assets 543 1,064 Impairment of digital assets — (1,056) Change in fair value of energy derivatives (2,218) — Losses on disposal of property, plant and equipment (3,820) — Operating expenses: Research and development 1,799 1,415 Sales and marketing 982 1,008 General and administrative 14,143 21,764 Total operating expenses 16,924 24,187 Operating income 55,227 7,602 Non-operating (income) expenses, net: Loss (gain) on debt extinguishment 50 (20,761) Interest expense, net 14,087 157 Reorganization items, net (111,439) 31,559 Change in fair value of warrant and contingent value rights (60,114) — Other non-operating expense (income), net 1,746 (3,069) Total non-operating (income) expenses, net (155,670) 7,886 Income (loss) before income taxes 210,897 (284) Income tax expense 206 104 Net income (loss) 210,691 (388)

19 MAY 8, 2024 Adjusted EBITDA reconciliation Three Months Ended March 31, 2024 2023 Reconciliation of Net income (loss) to Adjusted EBITDA (Unaudited) Net income (loss) $ 210,691 $ (388) Adjustments: Interest expense, net 14,087 157 Income tax expense 206 104 Depreciation and amortization 28,996 20,094 Stock-based compensation expense (1,060) 12,273 Unrealized fair value adjustment on energy derivatives (797) — Losses on exchange or disposal of property, plant and equipment 3,820 — Advisor fees 1,687 — Loss (gain) on debt extinguishment 50 (20,761) Reorganization items, net (111,439) 31,559 Change in fair value of warrant and contingent value rights (60,114) — Other non-operating expenses (income), net 1,746 (3,069) Other 123 368 Adjusted EBITDA 87,996 40,337

20 MAY 8, 2024 Pathway to de-levering balance sheet Conversion/ Exercise/ Trigger Price Shares (M) Debt ($M) Cash ($M) Notes Actual - 178 $ 608 $ 98 Actual issued and outstanding share count as of March 31, 2024 Convertible Notes1 $ 5.83 45 $ (260) - Mandatory conversion at $7.79 Tranche 1 Warrants2 $ 6.81 98 $ (348) $ 322 Total proceeds of $670M, a portion of which to be used to pay down debt Tranche 2 Warrants $ 8.72 82 - - Penny warrants, executable at/above trigger price Proforma - 403 - $ 420 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

21 MAY 8, 2024 39 43 45 39 19 31 19 50 79 162 264 FY2024 FY2025 FY2026 FY2027 FY2028 FY2029 Interest Principal Debt service $70 million in 2024; amortization of principal weighted heavily to 2027 - 2029 $70 $62 $96 $117 $181 $267 (in $millions) 1 Represents 6.0% cash / 6.0% PIK; PIK interest payable in new Core Scientific common shares • New Delayed Draw Term Loan • New Secured Notes • New Secured Convertible Notes (if not converted) • Miner Equipment Loans • Other debt (Non-miner equipment financing, Mechanic’s Liens Takeback debt, Mechanic’s Liens settlement debt)

Cover	May 08, 2024
Document Information [Line Items]
Document Type	8-K
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, City or Town	Dover
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
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