| Item 7.01 |
Regulation FD Disclosure. |
As previously disclosed, on December 21, 2022, Core Scientific, Inc. (the “Company”) and certain of its affiliates (collectively, the “Debtors”) filed voluntary petitions (the “Chapter 11 Cases”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) seeking relief under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”). The Debtors continue to operate their business and manage their properties as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. Additional information about the Chapter 11 Cases, including access to Court documents, is available online at cases.stretto.com/CoreScientific/, a website administered by Stretto, Inc., a third-party bankruptcy claims and noticing agent. The information on this web site is not incorporated by reference into, and does not constitute part of, this Form 8-K.
Also, as previously disclosed, on November 16, 2023, the Debtors filed the Third Amended Joint Chapter 11 Plan of Reorganization of Core Scientific, Inc. and its Debtor Affiliates (the “Plan”) and the related Disclosure Statement for the Plan (the “Disclosure Statement”) with the Bankruptcy Court. Further, on November 17, 2023, the Bankruptcy Court entered an order, among other things, conditionally approving the Disclosure Statement and authorizing the Debtors to solicit acceptances for the Plan. Capitalized terms used but not defined in this Current Report on Form 8-K have the meanings ascribed to them in the Plan.
On December 18, 2023, the Debtors, the committee of unsecured creditors of the Debtors (the “Creditors’ Committee”), the ad hoc group of the Debtors’ secured convertible notes holders (the “Ad Hoc Noteholder Group”), the equity committee (the “Equity Committee”), the members of the Equity Committee, other than Foundry Digital LLC (the “Equity Committee Members”) and B. Riley Commercial Capital, LLC and BRF Finance Co., LLC (and any assignees thereof) (collectively, “B. Riley”) reached an agreement in principle with respect to the terms of a global settlement of Plan issues between such parties (the “Global Plan Settlement”). The Debtors, the Creditors’ Committee, the Ad Hoc Noteholder Group, the Equity Committee, the Equity Committee Members and B. Riley will continue to work and negotiate in good faith to document the Global Plan Settlement, resolve certain open issues and revise the Plan and Disclosure Statement to incorporate the terms of the Global Plan Settlement.
As a result of the Global Plan Settlement, the deadline for participating in the Company’s previously announced Equity Rights Offering has been extended to Thursday, December 28, 2023 (and is subject to further extension).
On December 21, 2023, the Company issued a press release announcing the agreement in principle with respect to the terms of the Global Plan Settlement and the extension of the Equity Rights Offering subscription deadline. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Cautionary Statement Regarding Forward-Looking Information
This Form 8-K includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “estimate,” “plan,” “project,” “forecast,” “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. The Company’s actual results may differ materially from those anticipated in these forward-looking statements as a result of certain risks and other factors, which could include the following: risks and uncertainties relating to the Company’s Chapter 11 Cases including but not limited to, the Company’s ability to obtain Bankruptcy Court approval with respect to motions in its Chapter 11 Cases, successfully enter into and implement a restructuring plan, emerge from Chapter 11