Hey, everyone, it's Brian Vieten. I'm on the crypto equity research team supporting John Todaro at Needham. Thanks, everyone, for tuning in today. Today, I have the pleasure of introducing Adam Sullivan, CEO; Denise Sterling, CFO; and Michael Bros here to present on Core Scientific, one of the largest Bitcoin miners in the space, and it's been going through a pretty interesting transformation. Guys, thanks for joining today. We appreciate it, Brian, and we appreciate Needham having us here. Good afternoon, everyone. I appreciate you all joining us today, to hear more about Core Scientific. My name is Adam Sullivan, President and CEO of Core Scientific. Flipping to the next page quickly, this is just a quick safe harbor statement, for everyone to read through. Our presentation is available on our website. So today, we're gonna walk through an introduction of the company first. You know, it's really a reintroduction opportunity for us as we're coming back to market. Then we'll talk about our emergence timeline and our growth plan. And then lastly, we're going to discuss our financial positioning as we emerge from our Chapter 11 process. So let's move to slide 5. Core Scientific is a leader in Bitcoin mining, having developed the largest infrastructure footprint in North America, and we produced more Bitcoin in 2023 than any other public miner, a lead that we've held ever since we announced going public back in 2021. The market for compute in all form, in all forms really continues to grow, and as it grows, specialized use cases are emerging that benefit from what we call application-specific infrastructure configurations. That's another definition for ASIC than you traditionally hear, and that's what we believe we develop. We develop and operate specialized infrastructure for Bitcoin mining and other forms of high-value compute. So let's take a look at a snapshot of Core Scientific today. Core Scientific is one of the largest Bitcoin miners and hosting companies in North America. We've been operating high-power data centers for digital asset mining and GPU hosting since 2017. We're one of the longest track record companies in this industry. I wanna highlight a few key metrics here that really describe our business. We're currently traded on OTC that we expect to list in the coming days, which I'll provide more information in a few slides. On the Nasdaq as we have a confirmed plan with the courts, paving the way for our emergence and relisting. Over the first nine months of 2023, we generated $360 million in top-line revenue. We did that operating 158,000 of our own Bitcoin miners, utilizing 724 MW of operational capacity. Those facilities are strategically located across the United States and helps us minimize our local power risk, something that many other Bitcoin miners do not have today. We mined nearly 20,000 Bitcoin in all of 2023, inclusive of our self-mined Bitcoin and for our hosting clients, and we produced 38 Bitcoin per day on average in the month of December, employing nearly 17 exahash of energized hash rate. And we plan to grow our infrastructure by more than 50% over the next 3 years to nearly 1.1 GW, which is mainly driven by 372 MW located at our two Texas facilities that have partially developed infrastructure from our growth plans back prior to our Chapter 11 process. So let's talk about those 724 MW operational today. Our data centers are specifically designed for Bitcoin mining. We have scale power at each of our facilities. Each of our facilities are at least 100 MW. Now, some interesting points here, we do not use HVAC. We designed our facilities without HVAC to maximize power available for our mining equipment. Only one of our sites, in fact, uses evaporative cooling in one section of the facility, while none of our remaining sites require water or other forms of liquid cooling systems, allowing for additional power to go to machines. Now, we have a breadth of experience in developing our infrastructure. Three of our sites are actually converted from other industrial applications. The remainder of our sites, in fact, are greenfield sites, which really shows the breadth of our design and development know-how. Certain of our data centers are well-positioned to host GPU compute operations. An interesting fact related to that is we actually have a Tier 3 data center inside of one of our facilities today, and we've operated GPUs at scale inside of Core Scientific in the past. So let's dive a little bit deeper on the next slide about on why we are distributed across a number of states. We operate a portfolio of distributed high-power data centers in five states, which, as I mentioned before, not only reduces the risk for local power, but also local weather events, which we've seen across the United States. We have continuously improved and enhanced the design of our data centers based on our learnings. We've been in this industry for seven years, and we've operated more than 600,000 machines in our facilities, so we have a tremendous amount of knowledge and know-how, and have collected a significant amount of data on how to improve our designs and our operations. One of, one of our cornerstones when entering a new location, as well, is that we strive to build strong relationships with the local community in which we operate. That's an important differentiating factor, as historically, you've seen negative news articles in, in many locations, but we have a very close relationship with not only the local community, but also local officials in every jurisdiction that we operate. A major differentiating factor for Core Scientific is that we have the opportunity to leverage previous investments in our infrastructure to continue to build out over 372 MW-... Across our two Texas sites that you see here on this page are Denton and Cottonwood facility. Now, the average cost to complete is much lower than what you see amongst other mining companies, because we've already installed the high voltage and much of other equipment related to that infrastructure development, which actually brings our average price per megawatt to about $200,000, and this is all due to the fact that we've already spent the money and spent the time to develop those locations. Our plan for our future growth is rooted in funding growth for both infrastructure and machines out of operating cash flow, which we believe also separates us apart from our peer group. Now, let's talk about the two areas of operations today in the next slide. We operate really two business segments today. That's our self-mining and our hosting business. That means we're producing Bitcoin for ourselves and also hosting equipment for others, which operationally to our facilities, are almost identical. Core Scientific develops and operates technology infrastructure at our core. And so when we have our own miners or our hosting clients, we operate them all like they're our own machines. And so from our perspective, the operations are identical. We co-locate or host mining equipment for our hosting customers, and that's mainly driven by either two factors. One is they're a strategic business partner to Core Scientific. Some of those notable are companies like Bitmain. And then we also host for other publicly traded mining companies or other private miners as well, where we believe we're receiving an economic benefit for having them there, that would be above traditional hosting rates. Flipping to the next slide, I really want to talk about our advantage. You know, our scale is most easily communicated through our year-to-date self-mined Bitcoin production. This is a lead we've held against other publicly traded mining companies since at least 2021, when Core announced we were going public. As of 2024, you know, we may no longer be the largest miner in terms of volume, but we believe we will remain the most efficient miner at scale, so it's bitcoins produced per exahash. And we've spent 2023 refocusing our business from growth that we were focused on since our inception in 2017, where we built the largest infrastructure fleet in North America, to refocusing our business on optimizing for Bitcoin production and also focusing on being the most efficient Bitcoin miner at scale. So we're hyper-focused today on optimizing our operations for Bitcoin, for our hosting clients, and also for other types of high-value compute. Now, let's talk a little bit about our emergence. You know, I want to take a step back here as well and talk a little bit about our Chapter 11 process. Prior to our Chapter 11 filing, our focus was on maximizing growth. That resulted in large CapEx, and that resulted in debt on our balance sheet. That was coupled with a sustained Bitcoin pricing drop from really November of 2021 through the end of 2022. That was coupled with a spike in global energy prices in the summer of 2022, which severely limited our cash flow and our ability to service debt. These factors combined to pressure cash flow, which resulted in our Chapter 11 in December of 2022. We learned a great deal from this experience, though, and we were able to evaluate our business and actually conduct our business throughout the reorganization in a way where we were able to make a number of very strategic changes that you'll see play out not only at the end of our 2023, but also throughout 2024. So those main areas are, we've redone our capital allocation, and we've actually created a very strong discipline around how we spend every dollar in this firm. We've also built a financial risk management team focused on hedging power and future Bitcoin production. We've also taken a renewed focus on our expense management, and we treat every single dollar, every single dollar that goes out of this company the same in terms of how we make a decision, whether it's on a regular expense or a capital expenditure, and that really goes back to our strong capital allocation process. We've also built out new business processes that help streamline our operations, and we've developed a robust communication plan, not only for the external market, but also internally for our company, who has just gone through a longer restructuring process. Right now, we're highly focused on driving efficiency, productivity, and creating strategic optionality for our company. So let's talk a little bit about the progress we've made so far. You know, over the past 13 months, we've made tremendous progress towards getting to, getting to today, really. All of the things that have happened over the course of the past few months are huge tailwinds for us as a company. We you know, we started off by announcing we paid off our debt financing, a very rare occurrence for a company in a Chapter 11 process. We also finalized what ended up being an oversubscribed $55 million rights equity rights offering, which shows up investor support for not only our company today, but also the future growth of our business. Also, earlier this week, on Tuesday, we received final confirmation by the courts for our plan of reorganization, which means that we are able to not only emerge, but also relist in the coming days. We have an expected emergence date of next week, January 23rd. We've also set a final exchange ratio for existing shares on a 10-to-1 basis. I touched on this earlier, but the key to our restructuring plan that enables us to de-lever our balance sheet, we're reducing net debt at emergence by approximately $400 million from. So that takes us from greater than $1 billion pre-filing to right around $600 million at emergence. We wanted to structure this deal so that so that positive post-emergence share price performance could de-lever our balance sheet even further, which we are able to do. That starts with the converts, which represent $260 million of that $600 million in debt, which has a mandatory conversion feature at $2.1 billion. Once that's converted, that would bring our debt balance down to about $340 million. Then we have two tranches of warrants that are going to existing equity holders. That first tranche of warrants given to existing equity holders are cash exercise warrants, which, upon full exercise, would bring $650 million in cash to our company upon that full exercise. Those warrants have a strike price at $1.875 billion valuation. That will be equated to a share price at our emergence date. Our new debt amortization schedule reduces post-emergence obligations to about $50 million of debt service through 2025, less than $90 million or about $90 million through the first three years. All of those factors combined give us a great confidence in our ability to de-lever our balance sheet through this new plan that we will have at emergence. As I mentioned earlier, we have about 370 MW of partially developed infrastructure, 2 Texas data centers. You know, our growth plan involves building out infrastructure over the coming years, and it comes at a fraction of the cost of traditional new infrastructure. So our growth plan that we've laid out here, this is an achievable and high ROI use of our capital that we're very excited to execute on. Now let's move on to our financial positioning. We have structured our debt maturity schedule to minimize cash requirements in the first two years, as I just mentioned, giving us time to de-lever our balance sheet. As you can see here, we have $50 million in total debt service in the first two years, and less than $100 million in total debt service over the first 3. As you can see, we have a maturity wall five years out in 2029, but that's mainly driven by the convertible note. That is $260 million of what you see there, and that has a mandatory conversion feature at $2.1 billion total enterprise value, which provides us great confidence in the ability to exercise that convert prior to that maturity. What we're looking at here is our growth in our infrastructure and miner refreshes really driving our growth in our top line. Obviously, we have a very significant opportunity in the infrastructure side that I walked through on the growth side of the next 372 MW that are partially developed. But also in the fact that we can refresh miners, you know, inside of our existing equipment, which will drive additional top line and margin for our business, and also build that inside of our new infrastructure developments, continue to deploy new miners, resulting in growing profit and growing our cash flow. You can find many assumptions behind these forecasts in our most recent business plan that we filed with the courts. So let's move on to our 2023 financial results. The main call-outs here are our revenue and what we've done to drive greater profitability. Our revenue over the first three quarters of 2023 was market-leading at $360 million. Now, as we work down that column, we've been hyper-focused over the past year on not only reducing our COGS via participating in new power programs related to intermittency, but also on the expense management side that I touched on earlier, where we've streamlined our internal company via an internal reorganization alongside of tighter controls on any dollar that leaves this company, whether it's via an expense or via a capital expenditure. You're seeing the very early stages of these initiatives today, but you'll continue to see improvements from those initiatives over the course of 2024. Now, all of this growth on the next page, all of this growth, our market leadership and the execution on our refocused business plan, you know, it really comes down to our outstanding team. You know, our greatest asset is really this team that we've comprised of professionals from a number of different industries, including the traditional data center world, financial services, technology, and the energy space. From our perspective, our team is our strongest competitive advantage as we not only continue to execute on our market leadership position in the Bitcoin mining world, but also as we continue to advance into other forms of high-value compute to maximize the value of our infrastructure. So I thank you all for your time today. We're really looking forward to emerging from the restructuring process very soon and engaging with you all more in 2024. I believe now we'll be taking some questions. So Brian, I'll hand it back over to you. Great. Thanks, Adam. Just compiling some questions here. Guys, remember, you can submit questions through your portal. Okay, great. So first question, Adam, with all the, with all the miners kind of ramping hash rate, you know, pretty significantly, we're hearing up to 5x for some of these guys, does it give you, you know, the kind of 2021 fears, kind of a cycle of the past? Do you feel like miners have, have learned their lessons or, you know, is there a possibility we repeat. You know, coming from a company that has learned our lesson, you know, what we saw in 2021 was the continuation of really growth at all costs. You know, that type of growth that is not only based on very optimistic free cash flow projections to be able to fund additional growth, but also based on significant capital raising that would need to occur in order to continue those growth opportunities. You know, those are opportunities that we feel we have remedied through the course of our Chapter 11 process. I would say, you know, we're gonna see some type of fallout from some of the significant growth that other companies have planned, where they're building infrastructure for the first time, where they're installing miners for the first time. All of those things are lessons that we've learned throughout the course of not only our Chapter 11 process, but also the fact that we're the only company in this industry that has gone through multiple previous halvings. So all of those lessons learned that we have force us into a different perspective. We think about this business on a ten-year basis, not a one-year or two-year basis, like a lot of other companies do. And so when we think about it on a ten-year basis, you have to think about funding your growth from a free cash flow, funding that growth via, I would say, conservative free cash flow assumptions, and ensuring that you can weather any type of market downturn with enough cash on balance sheet, and also adequate modeling for all of your site-level profitability to understand how much equipment will stay online in any type of downside volatility event. So yes, I would say I'm adequately concerned for certain companies in this industry, but I'm very confident for Core Scientific and how we're positioned for 2024. That's great. Just a couple on power costs. Can you talk about the power cost dynamics on the road to 1.1 GW? Do you think on a, you know, per kilowatt-hour basis, do you think power costs go up or down, sideways, as you're kind of growing into the new sites? Yeah. So from a power cost perspective for Core Scientific, we've continued to evaluate opportunities across the landscape, not only within our existing infrastructure. But there's a reason why we're focused on additional growth of that next 372 MW in Texas. The intermittency programs that are available in Texas are significant, and with our new capabilities in the hedging side for power, it provides us greater clarity into what our power pricing would look like under different scenarios, under different types of intermittency. And so we're highly confident in our ability to continue to work on bringing down power costs over, over the long- term, but we're not necessarily forecasting that on a go-forward basis. It's something that we view as an additive to our existing business today and our existing business model in any forecast that we've put out. Great. That's a good segue into the next one. Just on that kind of intermittency, can you comment on the, I guess, the structure of the existing portfolio? How much of your power use is, you know, behind the meter versus front of meter, and just what are, what do those opportunities look like for kind of the, the add-on ancillary services, curtailment, power sales, stuff like that? Of course. So I'm gonna take the first part of the question, and then I'll hand it over to Michael Bros, our head of strategy. But intermittency, from our perspective, is a key and a cornerstone to entering into any new market. So when we look at any new site or any new development, we have to ensure that we have low power costs and the opportunity to lower those power costs via intermittency. Now, we're seeing greater intermittency across the portfolio, but that's one of the reasons why we've a diversified base of facilities across a number of different power markets. Because what we're seeing in states like Texas right now, where we're seeing higher power costs, you know, that has ripple effects for a number of Bitcoin miners. Obviously, we've seen hash rate come down globally, and that's mainly a result of a number of states under pressure from the freeze that we're going through at the moment. But I'm gonna hand it over to Michael Bros to talk a little bit more and, and answer your question in a little bit more depth. Yeah. Thanks, Adam, and thanks, Brian. So really, you know, we're our power portfolio is comprised really of Texas being unregulated and then the regulated markets in most of our other sites. You know, we leverage intermittency, you know, primarily in Texas, but also in some of our regulated power locations, ultimately to help lower the power prices, as Adam mentioned. So it's really a combination on our existing portfolio. And as Adam mentioned, you know, a big focus for us going forward is Texas, and a lot of that has to do with the pricing power derived through kind of the intermittency programs. That's great. And then, yeah, you mentioned the $200,000 build-out. I guess, could you just elaborate on what's factored in there, if there's any other components we should be thinking about? Yeah, so the great part about developing a significant amount of infrastructure over our past, prior to our Chapter 11 process, is that we spent a lot of money and spent a lot of time developing all of the long lead items that are necessary to operate a Bitcoin mining facility. So that $200,000 is a fully loaded number that we've confirmed with our contractors to fully complete the build-out of that infrastructure. The great part about it is we know timelines in a much more firm way because we already have the power allocation on all 372 MW. We have all the long lead infrastructure items in place, and in some cases, we have full buildings and shelving inside. So we have a significant idea, or we have a very good handle on what that execution takes. Given different market conditions, we can change our infrastructure development and bring certain components of our infrastructure online more quickly if we choose, but that's not our plan today. Our plan is to take a much better approach here with a pragmatic growth strategy that lays out 372 MW over the next three years to build us that ramp to 1.1 GW. That's great. And, again, for the audience, just one more chance to submit a question here. Looks like just one last one here. Adam, could you just elaborate on kind of the nuts and bolts of how you're optimizing for that, for that efficiency on a, like you said, a Bitcoin produced per exahash? Just some of the techniques you guys are using there. Yeah, absolutely. I'll actually hand it back to Mike Bros to walk through a little bit of our playbook that we put together. You know, before Mike goes, just to give everyone an idea, we've been through halvings before. We've been through downside volatility events, so we understand what it takes in order to execute through these downside volatility events. And so we've been able to capture a lot of those learnings over the course of the past few years to build what we believe is an industry-standard playbook for how to bring up our efficiency and also prepare for any type of downside volatility event. So Mike, I'll hand it over to you. Yeah, thanks, Adam. So we're approaching this from, you know, a multifaceted approach here. As Adam said, the big piece is focusing on efficiency. That's done through a couple of ways. One is continuing to purchase new miners. You know, as announced, late last year, we had entered into an agreement to purchase roughly 27,000 XP units, and we'll continue to look to, you know, opportunistically expand with more efficient miners. In addition to that, our custom proprietary fleet management software enables us to ensure, you know, as high of uptime as possible on the units. We're able to dynamically control and, you know, through curtailment activities and bring those back up very quickly, and so that helps minimize downtime. It also helps us in ways of being able to auto-ticket for down machines and more quickly be able to repair and get machines back up and running, and that all leads to, you know, optimizing uptime. In addition to that, we've got some custom firmware that does enable us to run machines in low power mode and to kind of optimize tuning that is helping improve efficiency, kind of baseline efficiency on machines. And then lastly, what we're doing is looking really, you know, deep at a site level and optimizing the mix of machines by site, you know, to improve efficiency. And then also looking at, you know, what operating mode to be running these in, if it makes sense to run in low power mode or, you know, alternative operating modes. By being able to do this at a site by site and down to a rack level, this really enables us to optimize across the fleet and ensure that we're running the most efficient portfolio that we possibly can. That's great. It looks like just one last one here. You know, what, what do you guys make of the higher Bitcoin fees? How, how durable could this be? You know, there's a thought out there that, hey, if the fees stay too high, folks might seek out the Lightning Network. That would kind of drive those fees back down. Flip side would be, you know, hey, we get to 1 billion people using the network, and, and fees kind of sustain higher. But what's, what's kind of your, your view and, and maybe outlook there? Higher fee generation is necessary over the long- term for to maintain security on the Bitcoin network. What we're seeing today is early innings of that, and we're seeing different types of spikes in volatility or I should really call it spikes in transaction fees and congestion in the mempool, which is the pool of transactions trying to get confirmed on the network. And so, you know, those are driven by a number of different factors, you know, often pointed to due to Ordinals. But what we're gonna see over time is, even as we migrate to Layer 2 for certain types of transactions, there will still be settlement on the main chain. And so even though transaction fees are relatively high today, it's not gonna dissuade people from utilizing the Bitcoin network overall. What we believe, in fact, is that it's gonna continue to drive innovation on the Bitcoin network, which will enable and stabilize the long-term health of Bitcoin, which, from our perspective, is a huge win because, obviously, we're dedicated today to supporting the security of the Bitcoin network. Anything that's helped support that long-term vision for Bitcoin is a net positive in our book. We're very excited about some of the new developments that are going on. You know, obviously, Ordinals are exciting, but there are a number of other developments that are occurring where people are looking to secure information on the Bitcoin network, and we're very supportive of all those. Great. Well, look, that I think we're out of questions. Adam, Denise, Michael, thanks so much for presenting today. Audience, thanks for joining, and operators, thanks so much for the help. We really appreciate it. Thanks so much. Best of luck on the journey. We appreciate it. Thank you, everyone. Thank you. Thanks, everyone.