Core Scientific, Inc. current report, 20 April 2023

Business Context and Reporting Period

Core Scientific, Inc. filed this Form 8-K regarding events beginning April 20, 2023. The company was undergoing a Chapter 11 corporate reorganization. Its common stock and warrants traded exclusively on the OTC Pink Marketplace under CORZQ and CRZWQ beginning January 3, 2023.

Financial and Operating Metrics

The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating financial metrics.

Material Changes

  • The Board appointed Adam Sullivan as President, effective May 15, 2023. He reports to Chief Executive Officer Mike Levitt and is responsible for financial and strategic matters, including assisting with negotiations related to the reorganization plan.
  • Todd M. DuChene remained Chief Legal Officer and additionally assumed the role of Chief Administrative Officer.

Compensation, Outlook, and Risks

  • Mr. Sullivan’s annual base salary is $500,000.
  • He is eligible for an annual discretionary cash bonus with a target opportunity of at least 100% of base salary. His minimum 2023 bonus is guaranteed at $500,000, subject to the terms and criteria established by the Board.
  • He will be eligible to participate in the company’s equity incentive plan, with any award subject to Board determination and approval by the bankruptcy court overseeing the Chapter 11 reorganization.
  • Management’s stated strategic priority includes negotiating the company’s reorganization plan. The filing does not provide an updated reorganization timeline, plan terms, financing details, or recovery expectations.
  • The filing states that Mr. Sullivan has no family relationship with company directors or executive officers and no reportable related-party transactions with the company.

Important Facts to Verify

  • Progress, timing, and court approval status of the Chapter 11 reorganization plan.
  • Terms and conditions of Mr. Sullivan’s 2023 guaranteed bonus and any subsequent equity award.
  • Current debt, liquidity, financing, and creditor-recovery information, which are not provided in this filing.
  • Current trading status and market disclosures for CORZQ common stock and CRZWQ warrants.