Riot Platforms Pushes for Board Overhaul at Bitfarms, Criticizes $175M Acquisition Ahead of Key Shareholder Meeting
September 4, 2024The acquisition of Stronghold Digital Mining, which includes assuming $50 million in debt, has raised concerns due to its timing and the over 100% premium on its share price prior to the announcement.
To improve governance, Riot has proposed the election of two independent nominees, Amy Freedman and John Delaney, to replace current directors Andres Finkielsztain and Fanny Philip.
Riot urges Bitfarms shareholders to vote for its nominees to address what it describes as broken governance and warns against any pre-meeting actions that could disadvantage shareholders.
In the letter, Riot criticized Bitfarms for its recent actions, including board changes and the proposed $175 million acquisition of Stronghold Digital Mining, labeling them as reactive and inadequate.
Riot expressed skepticism about the acquisition, arguing that it does not serve the best interests of Bitfarms' shareholders, particularly as no other industry players were willing to pay such a high price.
Riot Platforms, Inc. has issued an open letter to Bitfarms Ltd. shareholders ahead of a pivotal special meeting scheduled for October 29.
As the largest shareholder of Bitfarms, holding approximately 19.9% of the company, Riot is advocating for significant changes to the Board of Directors to enhance shareholder value.
Bitfarms has yet to publicly respond to Riot's allegations, and the upcoming shareholder meeting will address the board nominations made by Riot.
Riot's campaign for board changes has already led to the resignation of co-founders Emiliano Grodzki and Nicolas Bonta, but the company believes further independent voices are necessary.
Riot highlighted ongoing leadership instability at Bitfarms, noting that the company has experienced five CEO changes in five years.
Despite the turmoil, Bitfarms aims to expand its mining capacity to 950 megawatts by the end of 2025, with half of that capacity located in the U.S.
Riot has warned that incumbent directors will be held personally accountable if they continue actions that are detrimental to shareholder interests.
Summary based on 7 sources
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Sources
Seeking Alpha • Sep 3, 2024
Riot reduces number of nominees to Bitfarms board to two in letter to shareholdersCointelegraph • Sep 3, 2024
Riot Platforms urges Bitfarms board changes ahead of crucial October meetingBlockworks • Sep 3, 2024
Riot criticizes Bitfarms’ acquisition proposal, board changesCryptoSlate • Sep 3, 2024
Riot Platforms targets remaining 2 Bitfarms board members' replacement