CEF Shares cap
Company: Core Scientific
The claim, verbatim
Under Nasdaq rules, Core Scientific may not issue to B. Riley Principal Capital II more than 70,289,880 shares of Common Stock, representing approximately 19.99% of shares outstanding prior to the Purchase Agreement
Source (primary)
Core Scientific 424B3 filed 2022-10-27 (SEC EDGAR, sec_filing)
View cached copy (2026-09-13)Live source ↗
Quote: “Under the applicable Nasdaq rules, in no event may we issue to B. Riley Principal Capital II under the Purchase Agreement more than 70,289,880 shares of Common Stock, which number of shares is equal to approximately 19.99% of the shares of the Common Stock outstanding immediately prior to the execution of the Purchase Agreement”
How we checked this
Checked on September 22, 2026. The cited source supports every part of this claim.
The document states both the share cap and its 19.99% relationship to pre-agreement outstanding shares.
Confirmed in the source:
- Under Nasdaq rules Core Scientific may not issue B. Riley Principal Capital II more than 70,289,880 shares
- That number equals approximately 19.99% of shares outstanding immediately prior to the Purchase Agreement
What we did: Read our cached copy of SEC EDGAR (https://www.sec.gov/Archives/edgar/data/1839341/000119312522270429/d395956d424b3.htm) in full (18,255 characters, retrieved September 13, 2026) and checked each assertion in the claim against it.
Additional evidence
confirms Core Scientific 424B3 filed 2022-10-27
Quote: “Under the applicable Nasdaq rules, in no event may we issue to B. Riley Principal Capital II under the Purchase Agreement more than 70,289,880 shares of Common Stock, which number of shares is equal to approximately 19.99% of the shares of the Common Stock outstanding immediately prior to the execution of the Purchase Agreement”