0001193125-24-008995.txt : 20240221 0001193125-24-008995.hdr.sgml : 20240221 20240117101657 ACCESSION NUMBER: 0001193125-24-008995 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240117 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Core Scientific, Inc./tx CENTRAL INDEX KEY: 0001839341 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] ORGANIZATION NAME: 09 Crypto Assets IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 106 EAST 6TH STREET, SUITE 900-145 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: (425) 998-5300 MAIL ADDRESS: STREET 1: 106 EAST 6TH STREET, SUITE 900-145 CITY: AUSTIN STATE: TX ZIP: 78701 FORMER COMPANY: FORMER CONFORMED NAME: Power & Digital Infrastructure Acquisition Corp. DATE OF NAME CHANGE: 20210106 FILER: COMPANY DATA: COMPANY CONFORMED NAME: American Property Acquisitions I, LLC CENTRAL INDEX KEY: 0002001040 ORGANIZATION NAME: IRS NUMBER: 831663198 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 210 BARTON SPRINGS ROAD STREET 2: SUITE 300 CITY: AUSTIN STATE: TX ZIP: 78704 BUSINESS PHONE: (512) 402-5233 MAIL ADDRESS: STREET 1: 210 BARTON SPRINGS ROAD STREET 2: SUITE 300 CITY: AUSTIN STATE: TX ZIP: 78704 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Core Scientific Specialty Mining (Oklahoma) LLC CENTRAL INDEX KEY: 0002000948 ORGANIZATION NAME: IRS NUMBER: 845164327 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 210 BARTON SPRINGS ROAD STREET 2: SUITE 300 CITY: AUSTIN STATE: TX ZIP: 78704 BUSINESS PHONE: (512) 402-5233 MAIL ADDRESS: STREET 1: 210 BARTON SPRINGS ROAD STREET 2: SUITE 300 CITY: AUSTIN STATE: TX ZIP: 78704 FILER: COMPANY DATA: COMPANY CONFORMED NAME: American Property Acquisition, LLC CENTRAL INDEX KEY: 0002000691 ORGANIZATION NAME: IRS NUMBER: 825490825 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 210 BARTON SPRINGS ROAD STREET 2: SUITE 300 CITY: AUSTIN STATE: TX ZIP: 78704 BUSINESS PHONE: (512) 402-5233 MAIL ADDRESS: STREET 1: 210 BARTON SPRINGS ROAD STREET 2: SUITE 300 CITY: AUSTIN STATE: TX ZIP: 78704 FILER: COMPANY DATA: COMPANY CONFORMED NAME: American Property Acquisitions VII, LLC CENTRAL INDEX KEY: 0002000704 ORGANIZATION NAME: IRS NUMBER: 831663198 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 210 BARTON SPRINGS ROAD STREET 2: SUITE 300 CITY: AUSTIN STATE: TX ZIP: 78704 BUSINESS PHONE: (512) 402-5233 MAIL ADDRESS: STREET 1: 210 BARTON SPRINGS ROAD STREET 2: SUITE 300 CITY: AUSTIN STATE: TX ZIP: 78704 CORRESP 1 filename1.htm CORRESP

Core Scientific, Inc.

210 Barton Springs Road, Suite 300

Austin, Texas 78704

VIA EDGAR

January 17, 2024

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Crypto Assets

100 F Street, N.E.

Washington, D.C. 20549

Attention: Lulu Cheng

 

Re:

Core Scientific, Inc. and Co-Applicants

Application for Qualification of Indenture Under the Trust Indenture Act of 1939 on Form T-3

File No.: 022-29109

Ladies and Gentlemen:

We refer to the Application for Qualification of Indenture Under the Trust Indenture Act of 1939 on Form T-3 (File No. 022-29109) (as amended, the “Form T-3”) of Core Scientific, Inc. (the “Company”) and the guarantors named therein (the “Guarantors” and, together with the Company, the “Applicants”), initially filed on November 17, 2023 with the Securities and Exchange Commission (the “Commission”), in connection with the qualification under the Trust Indenture Act of 1939, as amended (the “Act”), of (i) the indenture governing the 10.00%/12.00% Cash/Cash-and-Payment in Stock Convertible Secured Notes due 2029 to be issued by the Company and guaranteed by the Guarantors and (ii) the indenture governing the 12.50% Secured Notes due 2028 to be issued by the Company and guaranteed by the Guarantors. On January 17, 2024, the Company filed Amendment No. 1 to the above referenced Form T-3.

In accordance with Section 307(c) of the Act, the Applicants hereby respectfully request the acceleration of the effectiveness of the above referenced Form T-3 so that it may become effective at or prior to 8:00 AM (Eastern time) on January 23, 2024 or as soon as reasonably practicable thereafter.

If you have any questions regarding the foregoing, please contact Merritt S. Johnson of Weil, Gotshal & Manges LLP at (212) 310 8280.

 

Very truly yours,

 

CORE SCIENTIFIC, INC.

By:  

/s/ Todd M. DuChene

Name:   Todd M. DuChene
Title:   Chief Legal Officer, Chief Administrative Officer and Secretary

AMERICAN PROPERTY ACQUISITION, LLC

By: Core Scientific Operating Company, its sole member

By:  

/s/ Todd M. DuChene

Name:   Todd M. DuChene
Title:   Director, Executive Vice President, General Counsel, Chief Compliance Officer and Secretary

AMERICAN PROPERTY ACQUISITIONS I, LLC

By: American Property Acquisition, LLC, its sole member

By: Core Scientific Operating Company, its sole member

By:  

/s/ Todd M. DuChene

Name:   Todd M. DuChene
Title:   Director, Executive Vice President, General Counsel, Chief Compliance Officer and Secretary

AMERICAN PROPERTY ACQUISITIONS VII, LLC

By: American Property Acquisition, LLC, its sole member

By: Core Scientific Operating Company, its sole member

By:  

/s/ Todd M. DuChene

Name:   Todd M. DuChene
Title:   Director, Executive Vice President, General Counsel, Chief Compliance Officer and Secretary

CORE SCIENTIFIC SPECIALTY MINING (OKLAHOMA) LLC

By: Core Scientific Operating Company, its sole member

By:  

/s/ Todd M. DuChene

Name:   Todd M. DuChene
Title:   Director, Executive Vice President, General Counsel, Chief Compliance Officer and Secretary