Bitfarms and Riot have reached a settlement agreement

Riot Platforms and Bitfarms have reached a deal. The agreement encompasses voting commitments and board modifications.

Bitfarms and Riot Platforms, two Bitcoin mining companies, have jointly disclosed a settlement agreement. This concludes their months-long dispute regarding strategic direction and corporate governance.

Bitfarms announced the accord, which encompasses significant modifications to Riot’s voting commitments and Bitfarms’ Board of Directors.

November 6, 2024 was the original date for the special meeting of shareholders of Bitfarms. Nevertheless, it will now be conducted virtually at a date that will be disclosed.

Andrés Finkielsztain has resigned from Bitfarms’ Board of Directors in accordance with the terms and conditions of the agreement.

The Board has appointed Amy Freedman in his stead. He will become a member of the Governance and Nominating Committee and the Compensation Committee.

Riot has cancelled its June 24, 2024 requisition and has consented to the implementation of standstill provisions until Bitfarms’ 2026 Annual Meeting.

Shareholders will deliberate on the expansion of the board from five to six members at the forthcoming special meeting. The Board will also nominate an independent director, and they will discuss the election of this director. Riot has pledged to vote in favor of these proposed modifications.

Brian Howlett, the Independent Chairman of Bitfarms’ Board, expressed his satisfaction with the agreement with Riot, stating, “We are confident that this is in the best interest of all Bitfarms shareholders.”

The conflict between Riot Platforms and Bitfarms commenced in April 2024 when Riot made an attempt to acquire Bitfarms. Bitfarms declined this offer, deeming it to be a “discounted price” that undervalued the company. The company also claimed that the offer was predominantly beneficial to Riot’s shareholders, rather than to itself.

Riot’s public criticism of Bitfarm’s leadership and strategic decisions worsened the situation. Bitfarms responded by issuing a statement that characterized Riot’s assertions as “misleading.” Bitfarms also accused Riot of attempting to disrupt its operations through public assaults.

The dispute reached a new peak on September 3, 2024, when Riot sent an open letter to Bitfarms’ shareholders. This letter encouraged them to suspend all transactions until the forthcoming shareholder meeting and beyond.

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