Bitfarms and Riot Platforms Settle High-Stakes Takeover Dispute

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Bitfarms and Riot Platforms, two notable Bitcoin mining firms, say they have settled on Riots’ takeover attempt. In a statement jointly signed by the two mining companies, the terms of the agreement were clarified to avert any misunderstandings.

Bitfarms Leadership Changes and Board Reconfiguration

As per the settlement, Andres Finkielsztain, the firm’s co-founder, has relinquished his position on the board and been replaced by Amy Freedman, Riot’s independent director. Freedman, who has over 25 years of experience in corporate governance and the capital market, will take over immediately.

Riot, on its part, has agreed to withdraw the June 24, 2024, requisition move and accept customary standstill provisions through the the rival firm’s 2026 Annual Meeting, with certain exceptions.

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Meanwhile, Bitfarms’ shareholders meeting will likely be held virtually on November 6. Any postponement or delays will result from the need to agree on the nomination of an additional fifth independent director. There is also the matter of Bitfarms’ shareholder rights plan, which Riot Platforms has agreed to. If there is any delay, the postponement cannot be beyond November 20.

Focusing on Growth and Strategic Expansion

Ben Gagnon, CEO of Bitfarms, expressed satisfaction with the settlement terms and stated that the next focus was on executing a growth strategy for the mining company. He says the focus is on diversifying beyond just Bitcoin mining into other areas of interest. These include energy trading, heat recycling, energy generation, and other high-value revenue streams like HPC/AI.

Similarly, Jason Les, Riot’s Chief Executive Officer, said that as the company’s largest shareholder, Riot looks forward to supporting a reconstituted Bitfarms Board and continuing engagement with management.

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Averting Riot’s Hostile Takeover

In April, Riot Platforms had in a significant move attempted to acquire Bitfarms for a staggering $950 million. However, following what it termed a “lack of meaningful engagement” by the Bitfarm board, Riot pulled out of its initial offer to purchase the company at $2.30 per share.

Riots nonetheless embarked on a massive Bitfarms share acquisition move and currently owns 90,110,912 common shares in Bitfarms, approximately 20% of the shares. Under the new settlement agreement, Riot cannot acquire more than 20% of Bitfarms without the board giving a nod.