8-KFiled Aug 26, 8:00 PM ET
Core Scientific Enters Credit Agreement for $100M Revolver, $500M L/C Facility
$CORZ · Core Scientific, Inc./txResearch Summary
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Core Scientific Enters Credit Agreement for $100M Revolver, $500M L/C Facility
What Happened
- Core Scientific, Inc. announced that on August 25, 2026 it entered into a Credit Agreement with JPMorgan Chase Bank, N.A. as administrative and collateral agent. The agreement establishes a senior secured Revolving Credit Facility of up to $100.0 million and a Letter of Credit (L/C) Facility of up to $500.0 million. As of the closing date, no amounts were outstanding under either facility. Borrowings under the revolver may be used for general corporate purposes and working capital; letters of credit may be issued to support project obligations under utility agreements and other corporate needs.
Key Details
- Facility sizes: $100.0 million revolving credit; $500.0 million letter-of-credit capacity.
- Pricing and fees: Revolver interest at either Adjusted Term SOFR + 1.75% (0.00% floor) or alternate base rate + 0.75%; L/C fees of 1.75% p.a. plus a 0.125% quarterly fronting fee; unused-commitment fee of 0.25% p.a.
- Term and conditions: Maturity three years from closing (company may elect a fourth year); the agreement is secured by a first-priority lien on substantially all assets and guaranteed by material wholly owned U.S. subsidiaries.
- Borrowing conditions and covenants: quarterly minimum liquidity requirement of $150.0 million; each borrowing under the revolver requires a minimum market capitalization of $3,000.0 million as of the close of trading on the day before the borrowing date. The agreement contains customary affirmative and negative covenants and events of default.
Why It Matters
- The Credit Agreement provides Core Scientific with committed liquidity capacity (a revolving line plus sizable L/C support) to fund general corporate needs and to back project obligations, while no borrowings were outstanding at closing.
- Investors should note the agreement’s covenants and conditions—especially the $150M liquidity floor and the $3.0B market-cap condition to borrow—which can limit the company’s ability to draw on the revolver. The facilities are secured and guaranteed, which prioritizes lender claims on company assets.
- Related disclosure: the company issued a press release on August 27, 2026 announcing the agreement (filed as Exhibit 99.1).