PUBLIC COMPANY M&A

Bitfarms delays special shareholders meeting to review Riot’s amended requisition

theblock.co 09/09/2024 - 14:36 PM

Bitfarms Adjusts Shareholder Meeting Date

U.S. publicly traded bitcoin miner Bitfarms has rescheduled its special meeting of shareholders by one week to reevaluate an amended requisition from Riot Platforms.

Meeting Reschedule
Bitfarms (BITF) moved its meeting, previously set for October 29, to November 6. This decision follows a requisition from Riot Platforms (RIOT) initiated on June 24. On September 3, Riot amended its requisition, voicing concerns over Bitfarms' recent governance changes and its planned acquisition of Stronghold Digital before the special meeting to vote on restructuring Bitfarms' board of directors.

Riot has been advocating for additional changes to Bitfarms' board, emphasizing the importance of independent oversight and improved governance for enhancing shareholder value.

Background on Riot's Interest
Riot originally attempted to acquire its smaller rival for approximately $950 million in April and has since increased its stake in Bitfarms to become the largest shareholder, now owning around 19.9% of Bitfarms.

Bitfarms Response
In a press release on Monday, Bitfarms stated, "The Bitfarms Board is focused on acting in the best interests of ALL Bitfarms shareholders." It further accused Riot, as a direct competitor, of prioritizing its shareholders' interests over those of Bitfarms'.

The Bitfarms Special Committee aims to engage constructively with Riot to resolve the amended requisition, avoiding unnecessary costs associated with a proxy contest to safeguard the interests of its shareholders.

The Special Committee has proposed increasing the board size to six by adding a mutually agreed nominee, along with implementing a standstill and other customary provisions.

Stock Performance
At the time of publication, Bitfarms' stock was up 4.7%, trading at $1.88 per share, while Riot's stock was priced around $650 a share.




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