Riot Platforms’ Website. Riot Platforms, a prominent Bitcoin mining company, has proactively addressed shareholder concerns and secured the necessary support for the board overhaul. A dedicated website has been launched to inform shareholders about corporate governance issues at Bitfarms and Riot’s plans to reconstitute the board. This is all part of Riot’s decisive strategy to advance its acquisition of Bitfarms, which marks a significant shift in its approach. As Riot Platforms moves forward with its acquisition plans, this initiative will help enable a successful merger with Bitfarms.
Riot Platforms Launches Campaign to Reconstitute Bitfar
To rally support for its plan to restructure Bitfarms’ board of directors, Riot Platforms has created a new website, [www.ABetterBitfarms.com]. This project aims to inform Bitfarms shareholders about Riot’s plan to bring in new leadership and the problems with the company’s governance.
Riot recently sent out a press release inviting Bitfarms’ employees, shareholders, and other interested parties to check back for updates, provide anonymous feedback, and find out more about Riot’s efforts to bring in new directors with new ideas, solid corporate governance expertise, and a history of public company directorships and executive management.
On a newly launched website, Riot revealed its intentions for a restructured Bitfarms board to inform shareholders about the importance of corporate governance improvements. Riot can organize private online meetings with its shareholders to discuss potential modifications and their advantages.
Riot, the company that owns 14.9% of Bitfarms, said on June 24 that it would appoint three independent directors to the board to replace current board members. In a formal request for a special shareholder meeting, Riot voiced its concerns over Bitfarms’ corporate governance and its attempts to maximize shareholder value.
Riot Platform Intentions
Riot Platforms has announced its intention to reorganize the board to resolve these governance concerns and start a positive conversation on a possible acquisition. In addition to filling the position left by co-founder Emiliano Grodzki, shareholders will vote to remove and replace Chairman Nicolas Bonta and Director Andrés Finkielsztain.
On June 28, during the continuing debate, Bitfarms appointed Fanny Philip as an independent board member in reaction to Riot’s actions. Philip filled the position when Grodzki resigned after the most recent AGM and Special Meeting of Shareholders.
The present board’s determination to prevent Riot from increasing its ownership position beyond 15% prompted this appointment, which is noteworthy. Riot’s main reasons for requesting a board revamp were poor handling of the CEO succession, insufficient reactions to acquisition ideas, and the unwarranted execution of a shareholder rights plan.
As independent directors, Riot proposes three individuals: Amy Freedman, CEO of Kingsdale Advisors, a former mayor of Jacksonville, and Ralph Goehring, chief financial officer of the energy business. Riot thinks Bitfarms would benefit greatly from the new ideas and experience these candidates bring to corporate governance.
Rejects Riot’s $950 Million Acquisition Offer, Adopts Shareholder Rights Plan
In May, the Canadian mining firm turned down a $950 million acquisition bid from Riot, an American company. Compared to Bitfarms’ one-month volume-weighted average share price as of May 24, this pricing constituted a premium of 24%.
Ten days following its Annual General and Special Meeting, on June 10, Bitfarms approved a shareholder rights plan in reaction to Riot’s attempt at acquisition. To prevent hostile takeovers, the plan, sometimes called a “poison pill,”—allows current shareholders to buy more shares at a steep discount if one entity buys a large chunk of the company’s stock without the board’s consent.
For example, other shareholders will be able to purchase common shares at a steep discount to the market price on September 20th if an individual or group becomes a 15% stakeholder of Bitfarms’ shares before then and then expands their interest to 20% without board approval. Riot demands leadership changes to restart the merger conversation, which it says has been obstructed by bad governance.
