Core Scientific secures $600M in new credit lines
Rhea-AI Filing Summary
Core Scientific, Inc. (CORZ) entered into committed senior secured credit facilities totaling $600 million, comprised of a $100 million senior secured revolving credit facility and a $500 million letter of credit facility with a syndicate of banks led by JPMorgan Chase Bank, N.A. The facilities mature on the third anniversary of August 25, 2026, or, at the company’s election, the fourth anniversary, and are secured by a first‑priority lien on substantially all assets of Core Scientific and certain wholly owned domestic subsidiaries, which also guarantee the obligations.
Borrowings under the revolver bear interest at Adjusted Term SOFR + 1.750% (0.00% floor) or an alternate base rate + 0.75%. Letters of credit incur a 1.750% annual fee plus a 0.125% quarterly fronting fee, and a 0.250% annual commitment fee applies to unused portions of the facilities. As of closing, no amounts were outstanding, and the company disclosed a quarterly liquidity covenant of at least $150 million and a minimum market capitalization of $3,000 million as a condition to each borrowing under the revolver. A related press release states the facilities are expected to release approximately $300 million of restricted cash, improving capital efficiency as Core Scientific continues shifting its digital infrastructure business toward high‑density colocation services for AI‑related workloads.
Positive
- $600 million in new senior secured credit facilities enhances funding capacity and flexibility for general corporate purposes and project support.
- Facilities are expected to release approximately $300 million of restricted cash, improving capital efficiency and available liquidity.
- No amounts were drawn at closing, preserving the full $600 million of committed capacity for future use.
Negative
- Credit Agreement requires minimum quarterly liquidity of $150 million, adding an ongoing financial covenant the company must maintain.
- Each revolver borrowing is conditioned on a minimum market capitalization of $3,000 million, potentially limiting access to funding if valuation declines.
Insights
Analyzing...
8-K Event Classification
4 items: 1.01, 2.03, 7.01, 9.01
4 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Revolving Credit Facility: $100.0 million
Letter of Credit Facility: $500.0 million
Total Senior Secured Credit Facilities: $600 million
+5 more
8 metrics
Revolving Credit Facility
$100.0 million
Aggregate principal amount available under senior secured revolving credit facility
Letter of Credit Facility
$500.0 million
Aggregate principal amount available under L/C Facility
Total Senior Secured Credit Facilities
$600 million
Combined committed capacity of revolving and letter of credit facilities
Liquidity Covenant
$150.0 million
Minimum liquidity required as of last day of each fiscal quarter
Minimum Market Capitalization
$3,000.0 million
Required as of market close before each borrowing under revolver
Restricted Cash Release
approximately $300 million
Expected amount of restricted cash released by facilities per company statement
SOFR Margin on Revolver
1.750%
Applicable margin over Adjusted Term SOFR on revolver borrowings
Letter of Credit Fee
1.750% per annum
Annual fee on outstanding letters of credit under L/C Facility
Key Terms
senior secured revolving credit facility, letter of credit facility, Adjusted Term SOFR, first-priority lien, +2 more
6 terms
senior secured revolving credit facility financial
"a senior secured revolving credit facility in an aggregate principal amount of up to $100.0 million"
A senior secured revolving credit facility is a multi‑use bank lending line that a company can draw, repay and redraw as needed, backed by specific assets and ranked first in repayment order if the company defaults. Think of it like a collateralized credit card that gives flexible short‑term cash while lenders hold priority to recover their money; investors watch it because it affects a company’s liquidity, borrowing cost, and who gets paid first in financial distress.
letter of credit facility financial
"a letter of credit facility in an aggregate principal amount of up to $500.0 million"
A letter of credit facility is a bank-backed line that lets a borrower obtain letters of credit — promises the bank will pay a seller if the borrower cannot. Think of it like a guaranteed store voucher that reassures a counterparty they will be paid even if the buyer’s cash is tight. Investors watch this because it supports sales and supply deals, lowers payment risk, and counts against a company’s borrowing capacity and liquidity profile.
Adjusted Term SOFR financial
"Borrowings under the Revolving Credit Facility bear interest at a rate per annum equal to, at the Company’s option, (i) Adjusted Term SOFR"
Adjusted term SOFR is a forward‑looking interest benchmark based on short‑term overnight Treasury repo rates, with a small extra amount added to reflect differences from legacy rates. Think of it as a quoted price that has been nudged to make payments comparable to older benchmarks; it matters to investors because it directly influences borrowing costs, bond yields and cash‑flow forecasts, affecting valuations and hedging outcomes.
first-priority lien financial
"secured by a first-priority lien on substantially all assets of the Company and the Guarantors"
A first-priority lien is a legal claim that gives one lender or creditor the top spot to seize and sell specified assets if a borrower fails to pay. For investors, it matters because being first in line usually means a higher chance of recovering money after a default, lowering risk compared with holders who are behind in the queue — like a person cutting to the front of a checkout line for payment from the same pile of goods.
restricted cash financial
"The facilities are expected to release approximately $300 million of restricted cash"
Cash that a company holds but cannot use for day-to-day operations because it is set aside for a specific purpose—such as meeting loan covenants, serving as collateral, funding an escrow, or complying with regulations. Like money in a locked savings account earmarked for a bill, restricted cash reduces the cash available to run the business and pay dividends or debts, so investors treat it differently when assessing a company’s true short-term financial strength.
high-density colocation technical
"a leader in digital infrastructure for high-density colocation (“HDC”)"
High-density colocation is a data center service that places a large number of servers or powerful computing equipment into a small physical footprint, requiring higher electrical power and more robust cooling than typical hosting. For investors, it matters because it lets providers earn more revenue from the same space and infrastructure while also raising capital and operating needs for power, cooling and specialized equipment — like packing many appliances into a tiny kitchen that needs stronger wiring and ventilation.
FAQ
What new credit facilities did Core Scientific (CORZ) secure?
Core Scientific entered into $600 million of committed senior secured credit facilities, consisting of a $100 million revolving credit facility and a $500 million letter of credit facility, with obligations guaranteed by certain domestic subsidiaries and secured by a first‑priority lien on substantially all assets.
How will Core Scientific (CORZ) use its new revolving credit facility and letter of credit facility?
Borrowings under the $100 million revolving credit facility may be used for general corporate purposes and working capital. The $500 million letter of credit facility may provide credit support for specific project obligations under utility agreements and other general corporate purposes.
What are the key financial terms of Core Scientific’s (CORZ) new credit facilities?
Revolver borrowings bear interest at Adjusted Term SOFR + 1.750% (0.00% floor) or an alternate base rate + 0.75%. Letters of credit have a 1.750% annual fee plus a 0.125% quarterly fronting fee, and a 0.250% annual commitment fee applies to unused facility amounts.
What covenants apply under Core Scientific’s (CORZ) new Credit Agreement?
Core Scientific must maintain liquidity of at least $150 million each quarter, calculated as unrestricted cash plus undrawn revolver commitments. Each revolver borrowing also requires a minimum $3,000 million market capitalization, alongside customary restrictive covenants on debt, liens, dividends, and investments.
How do the new facilities affect Core Scientific’s (CORZ) liquidity position?
The company states the facilities are expected to release approximately $300 million of restricted cash, which it believes will improve capital efficiency and financial flexibility while preserving undrawn access to the $600 million of committed capacity at closing.
Were any amounts drawn on Core Scientific’s (CORZ) new facilities at closing?
No. The filing states that as of the closing date, no amounts were outstanding under either the revolving credit facility or the letter of credit facility, leaving the entire committed capacity available.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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 25, 2026
Core Scientific, Inc.
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
838 Walker Road, Suite 21-2105 Dover, Delaware | ||||||||
| (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 | ||||||
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 1.01 Entry into a Material Definitive Agreement.
On August 25, 2026 (the “Closing Date”), Core Scientific, Inc. (the “Company”) entered into a Credit Agreement (the “Credit Agreement”), among the Company, as borrower, each issuing bank and lender party thereto from time to time (the “Lenders”), JPMorgan Chase Bank, N.A. as administrative agent and collateral agent.
The Credit Agreement provides for (a) a senior secured revolving credit facility in an aggregate principal amount of up to $100.0 million outstanding at any time (the “Revolving Credit Facility”), and (b) a letter of credit facility in an aggregate principal amount of up to $500.0 million outstanding at any time (the “L/C Facility” and together with the Revolving Credit Facility, the “Facilities” and each, a “Facility”).
Loans under the Revolving Credit Facility may be borrowed, repaid and reborrowed and letters of credit may be issued under the L/C Facility from time to time until the third anniversary of the Closing Date or, at the Company’s election in its sole discretion, the fourth anniversary of the Closing Date (the “Maturity Date”). The proceeds of borrowings under the Revolving Credit Facility may be used for general corporate purposes and working capital needs. Letters of Credit may be issued under the L/C Facility to provide credit support for specific project obligations under utility agreements and for other general corporate purposes of the Company and its subsidiaries. As of the Closing Date, no amounts were outstanding under either Facility.
Borrowings under the Revolving Credit Facility bear interest at a rate per annum equal to, at the Company’s option, (i) Adjusted Term SOFR (subject to a 0.00% floor) plus an applicable margin of 1.750%, or (ii) an alternate base rate plus an applicable margin of 0.75%. Letters of credit issued under the L/C Facility are subject to (a) a per annum fee equal to 1.750% of the aggregate face amount of outstanding letters of credit and (b) a quarterly fronting fee equal to 0.125% of the aggregate face amount of outstanding letters of credit. The Company will also pay a quarterly commitment fee of 0.250% per annum on the actual daily unused portion of the Facilities.
The Company’s obligations under the Credit Agreement are guaranteed by certain direct or indirect, wholly owned material domestic subsidiaries of the Company (collectively, the “Guarantors”) and are secured by a first-priority lien on substantially all assets of the Company and the Guarantors.
The Credit Agreement contains customary representations, warranties and affirmative and negative covenants that are typical for facilities and transactions of this type and nature, including, among other things, covenants that restrict the Company and its subsidiaries’ ability to incur additional indebtedness, create liens, consolidate or merge, make acquisitions and other investments, guarantee obligations of third parties, make loans or advances, declare or pay certain dividends or distributions on the Company’s stock, redeem or repurchase shares of the Company stock, engage in transactions with affiliates and enter into agreements restricting the Company subsidiaries’ ability to pay dividends or dispose of assets. These covenants are subject to a number of qualifications and limitations set forth in the Credit Agreement.
The Credit Agreement requires the Company’s liquidity, defined to include unrestricted cash on hand plus available undrawn commitments under the Revolving Credit Facility, as of the last day of each fiscal quarter to not be less than $150.0 million. In addition, as a condition to each borrowing under the Revolving Credit Facility, the Company must have a minimum market capitalization of not less than $3,000.0 million as of market close on the trading day immediately preceding each borrowing date.
The Credit Agreement provides for customary events of default, including, but not limited to, failure to pay principal and interest, failure to comply with covenants, agreements or conditions, and certain events of bankruptcy or insolvency involving the Company and its material subsidiaries.
The foregoing summary description of the Credit Agreement is qualified in its entirety by reference to the copy of the Credit Agreement filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information in Item 1.01 above is incorporated by reference into this Item 2.03.
Item 7.01 Regulation FD Disclosure.
On August 27, 2026, the Company issued a press release announcing that it entered into the Credit Agreement. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information shall not be deemed incorporated by reference into any other filing with the Securities and Exchange Commission made by the Company, whether made before or after today’s date, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific references in such filing.
Item 9.01 Financial Statement and Exhibits
(d) Exhibits:
| Exhibit No. | Description | |||||||
| 10.1 | Credit Agreement, dated as of August 25, 2026, among Core Scientific, Inc., as borrower, each issuing bank and lender party thereto from time to time, and JPMorgan Chase Bank, N.A., as administrative agent and as collateral agent. | |||||||
| 99.1 | Press Release, dated August 27, 2026 | |||||||
| 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: August 27, 2026 | ||||||||
| By: | /s/ Todd M. DuChene | |||||||
| Name: | Todd M. DuChene | |||||||
| Title: | Chief Legal Officer and Chief Administrative Officer | |||||||
Core Scientific Secures $600 Million of Senior Secured Credit Facilities MIAMI, Florida, August 27, 2026 – Core Scientific, Inc. (Nasdaq: CORZ) (“Core Scientific” or the “Company”), a leader in digital infrastructure for high-density colocation (“HDC”), today announced that it has entered into $600 million of committed senior secured credit facilities, consisting of a $100 million revolving credit facility and $500 million letter of credit facility. The proceeds of borrowings under the revolving credit facility may be used for general corporate purposes and working capital needs. The letter of credit facility may be issued to provide credit support for specific project obligations under utility agreements and for other general corporate purposes of the Company and its subsidiaries. “We appreciate the group of financial institutions that worked with us to develop a financing solution tailored to the needs of our business,” said Jim Nygaard, Chief Financial Officer of Core Scientific. “The facilities are expected to release approximately $300 million of restricted cash, meaningfully improving our capital efficiency and financial flexibility as we pursue opportunities in a dynamic and rapidly evolving industry.” Borrowings under the revolving credit facility have a three-year maturity and will bear interest at either Adjusted Term Secured Overnight Financing Rate (“SOFR”) plus 1.75% or an alternate base rate plus 0.75%, at the Company’s election. Letters of credit issued under the letter of credit facility will carry an annual fee of 1.75% on outstanding amounts, as well as an annual 0.125% fronting fee. The Company’s obligations under the facilities are guaranteed by certain wholly owned domestic subsidiaries and secured by a first-priority lien on substantially all assets of the Company and the guarantors. Morgan Stanley Senior Funding, Inc. acted as Lead Left Arranger and Joint Bookrunner, and JPMorgan Chase Bank, N.A. serves as Administrative Agent, Collateral Agent, Joint Lead Arranger and Joint Bookrunner. Goldman Sachs and TD Securities (USA) LLC as Joint Lead Arrangers and Joint Bookrunners. At closing, commitments are expected to be allocated equally among Morgan Stanley, JPMorgan Chase Bank, N.A., Goldman Sachs and TD Securities.
-more- About Core Scientific, Inc. Core Scientific is a leader in designing, building and operating large scale, purpose-built data centers for high-density colocation (“HDC”) services. Core Scientific operates facilities for high-density colocation services serving artificial intelligence-related (“AI”) workloads and is a premier provider of digital infrastructure and services to its third- party customers. The majority of the Company's revenue is derived from high-density colocation services, with the remainder derived from earning digital assets for the Company's own account and from digital asset mining hosting services. The Company is in the process of repurposing its remaining mining facilities to support its high-density colocation services business as circumstances allow. Core Scientific’s facilities are located in Alabama (1), Georgia (2), Kentucky (1), North Carolina (1), North Dakota (1), Oklahoma (1) and Texas (4). To learn more, visit www.corescientific.com. Special Note Regarding Forward-Looking Statements This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”). Forward- looking 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. These forward-looking statements include, but are not limited to, statements regarding the Company’s senior secured credit facilities, including the anticipated use of proceeds therefrom and the impact on the Company’s capital efficiency and financial flexibility. These statements are provided for illustrative purposes only and are based on various assumptions, whether or not identified in this press release, and on the current expectations of the Company’s management. These forward-looking statements are not intended to serve, and must not be relied on by any investor, as a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of the Company. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and assumptions, known or unknown, that could cause actual results to vary materially from those indicated or anticipated. These risks, assumptions and uncertainties include those described in the section titled “Risk Factors” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, Quarterly Reports on Form 10-Q, and the Company’s other filings with the Securities and Exchange Commission. If one or more of these risks or uncertainties
-end- materializes, or if underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. There may be additional risks that the Company could not presently know or that the Company currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this press release and should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this press release. The Company anticipates that subsequent events and developments will cause the Company’s assessments to change. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so. Accordingly, you should not place undue reliance on these forward-looking statements, which speak only as of the date they are made. Please follow us on: https://www.linkedin.com/company/corescientific/ https://twitter.com/core_scientific https://www.youtube.com/@Core_Scientific Investors: ir@corescientific.com Media: press@corescientific.com