The Operator’s Blog · Behind The Crypto

The $45 Million Power Bill Fight: Celsius v. Core Scientific

Two companies in bankruptcy disputed how their hosting contract handled rising power costs, then settled in a deal valued around $45 million.

By Aviran Vargas · · Updated · 4 min read · Case Files

The Case at a Glance

Parties
Celsius Mining (hosting customer) and Core Scientific (host)
Forum
The Celsius and Core Scientific bankruptcy cases, both filed in 2022
Core issue
Whether a “fixed price” hosting contract let the host pass power cost increases to the customer
Amounts at stake
$3.65 million in pass through charges billed; Core said about $5.4 million was owed; Celsius later claimed over $300 million
Outcome
Settled in September 2023 in a deal valued around $45 million

What Happened

Celsius Mining was one of the largest hosting customers in the country. Core Scientific was one of the largest hosts. In 2022 both companies ended up in bankruptcy, and their hosting contract turned into a court fight that ran across two bankruptcy courts.

The dispute had two parts. First, Celsius said Core did not deploy all the machines it promised. Celsius claimed only 6,564 of 10,885 contracted rigs were brought online, or about 21.5 megawatts delivered against a commitment of nearly 80. Second, Core billed Celsius more than $3.65 million in power cost pass through charges when electricity prices spiked. Celsius said the contract was a fixed price deal. In its reading, the pass through clause only covered new taxes and government fees, not ordinary increases in the utility bill.

Core read the contract the other way, said Celsius owed about $5.4 million, and powered down Celsius machines in January 2023. Celsius eventually claimed over $300 million in damages. In September 2023 the two sides settled in a deal valued around $45 million, and Celsius picked up one of Core’s Texas sites in the process. The coverage cited below does not describe any court ruling on what the clause meant.

Why This Case Draws Attention

I follow this case because it shows how much of a hosting contract is really about power. Electricity is often the largest operating cost in bitcoin mining. When a contract describes the hosting rate as fixed, the question of who bears a change in power prices can carry a large share of the value of the deal. I walk through other common clauses in Mining Hosting Agreements: Terms That Recur.

Colocation contracts in traditional data centers commonly spell out power rates, escalators, and pass through events in detail. Crypto hosting grew quickly during a period of rising bitcoin prices, and many hosting contracts were signed in a short time. In 2022 energy prices rose and bitcoin fell, and a number of hosting relationships ended up in disputes over contract wording, including this one.

Issues This Case Raises

The settlement ended this dispute. The case still points to broader questions on which hosts and customers could take different positions.

  • What can be passed through? Celsius read the clause to cover new taxes and government fees. Core read it to allow the power cost charges it billed. Clauses in the industry range from short lists of specific costs to any rise in the host’s utility bill.
  • How are pass through charges supported? Pass through charges may come with utility invoices or other documents. Whether and how those are shared depends on the contract, and the parties can disagree about what support is enough.
  • How do deployment commitments interact with payment? Celsius said 6,564 of 10,885 contracted rigs came online. In disputes like this, a host may point to conditions such as equipment delivery or site power, while a customer may point to the capacity it was promised. Contracts tie payment to promised or energized capacity in different ways.
  • When may a host power down machines? Core powered down Celsius machines in January 2023 during the billing dispute. Contracts vary in whether they address shutdown rights, notice periods, and what happens to the customer’s revenue during an outage. A similar question came up when Whinstone cut power to Rhodium.

The case in one sentence

Two companies read the same pass through clause differently, and their dispute over it ended in a settlement valued around $45 million.

Background on hosting contract disputes generally is on the crypto hosting practice page.

Common Questions

What was the Celsius v. Core Scientific dispute about?

Celsius said Core Scientific deployed fewer machines than the hosting contract promised and billed power cost increases that, in Celsius’s reading, the contract did not allow. Core said Celsius owed about $5.4 million and powered down its machines in January 2023.

How did the case end?

The two companies settled in September 2023 in a deal valued around $45 million. As part of it, Celsius picked up one of Core Scientific’s Texas sites.

What is a power cost pass through clause?

It is the part of a hosting agreement that lets the host bill the customer for certain cost increases on top of the hosting rate. Some clauses cover only new taxes and government fees. Others cover any rise in the host’s utility bill. The difference can be worth millions.

Did a court decide what the pass through clause meant?

The coverage cited in this article does not describe a court ruling on the meaning of the clause. The parties settled in September 2023 in a deal valued around $45 million.

I was not involved in this case and I do not represent any party in it. Everything above comes from public court records and news coverage, cited below. This article summarizes the public record and is not legal advice. Nothing here states an opinion on any standard of care or on any party's conduct.

Sources: The Block on the dispute, CoinDesk on the settlement

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