Bitfarms and Riot Resolve Dispute, Expand Board of Directors Ahead of Key Meeting
Bitfarms Ltd. and Riot Platforms Inc. announced the agreement ahead of Bitfarms’ special shareholders meeting scheduled for November 6, according to a September 23 press release.
The announcement comes after months of tension between the two Bitcoin miners, which began with Riot’s hostile takeover bid.
settlement agreement
Under the agreement, Riot, Bitfarms’ largest shareholder, will withdraw its previous request and approve expansion of Bitfarms’ board of directors. It was also decided to conclude a suspension agreement until 2026.
Additionally, Andrés Finkielsztain has stepped down from the Bitfarms board of directors and Amy Freedman has been appointed as a new member. She will also serve on the governance, nominating and compensation committees.
Riot agreed to vote in favor of expanding its board of directors from five to six members at a special meeting, during which shareholders will be required to elect independent directors and ratify Bitfarms’ shareholder rights plan.
The agreement, which includes Riot’s withdrawal of its request, marks a collaborative effort between the two companies. Riot CEO Jason Les emphasized that the agreement was “an important step in advancing shareholder value creation.”
The agreement will be filed with the U.S. Securities and Exchange Commission and posted on SEDAR.
Dispute Ended
The agreement follows months of tension between Bitfarms and Riot due to acquisition attempts and Riot’s attempts to influence Bitfarms’ strategic alternatives review process.
Riot criticized Bitfarms’ corporate governance and made a non-binding offer to acquire the company, but the latter resisted, accusing Riot of being opportunistic and attempting to acquire Bitfarms at a discounted price.
Bitfarms responded by adopting a shareholder rights plan, also known as the “poison pill,” in June to maintain the integrity of its strategic review and prevent Riot from gaining undue influence.
While Riot’s aggressive tactics reflect its efforts to expand its presence in the highly competitive Bitcoin mining industry, Bitfarms has remained focused on protecting shareholders and pursuing long-term growth through its review process.
The agreement represents a step towards resolving these tensions as both companies now aim to maximize shareholder value.
