Bitcoin miner Bitfarms has set October 29, 2024 for a special meeting where its shareholders will vote on reconstituting its board of directors. This decision was made after the meeting requested by Riot Platforms on June 24.

Bitfarms stated that shareholders of record as of September 26, 2024 have the right to vote at the meeting, but they are not required to take any action at this time. A special committee of independent board members reviewed the request with the assistance of financial and legal advisors and unanimously set the meeting and registration date.

As reported last month, Bitfarms shareholders will vote at a special meeting on the dismissal of chairman and interim CEO Nicolas Bonta and board member Andrés Finkielsztain. Bitfarms appointed Ben Gagnon as its new CEO on July 8, but Gagnon is not currently on the board, so he has not been targeted. They will also vote on the removal of Fanny Philip, who filled the vacancy after co-founder Emiliano Grodzki was removed from the board at the shareholders’ annual meeting.

Riot’s three proposed candidates for the board are: John Delaney, a government and public affairs expert with experience in the public and private sectors; Amy Freedman, a corporate governance and capital markets expert with more than 25 years of experience; and Ralph Goehring, a finance and energy expert with extensive public company CFO experience.

In its statement, Bitfarms argued that Riot could bring these issues to the agenda at the company’s annual general meeting on May 31 and did not propose a new corporate strategy for the company. Riot has requested that the registration date be set after a hearing before the Ontario Securities Commission on July 22-23 and is seeking to invalidate the company’s shareholder rights plan.

In June, Bitfarms adopted a “poison pill” approach to prevent a potential acquisition. By September 10, if an entity accumulates more than 15% of Bitfarms’ stake, the company will issue new shares and dilute that entity’s stake. However, after September 10, this threshold increases to 20%.

Riot Platforms attempted to acquire Bitfarms for approximately $950 million in April. Last month, Riot said it was ready to talk with a reconstituted Bitfarms board about a possible acquisition, but withdrew its offer to buy the company for $2.30 per share due to the current board’s lack of meaningful involvement.

Since that deal was blocked, Riot has been steadily buying shares to become the largest shareholder in Bitfarms. As of now, Riot owns approximately 60 million shares, or 14.9%, of Bitfarms.

Riot Platforms’ market cap is $2.7 billion, while Bitfarms’ market cap is around $1 billion.

Bitfarms said in a statement on Friday that it is committed to communicating constructively with its shareholders and hopes that Riot will seek to communicate constructively with the company so that Bitfarms does not have to expend its limited cash resources to protect the interests of its shareholders against Riot’s actions.

You can also freely share your thoughts and comments about the topic in the comment section. Additionally, don’t forget to follow us on our Telegram, YouTube, and Twitter channels for the latest news and updates.

The post Bitcoin Miner Bitfarms Sets Voting Date for Riot’s Proposal appeared first on Coin Engineer.

Bitfarms promised earlier this week to dilute its shares if an investor tries to buy more than 15% of the company’s shares. Bitcoin miner Riot Platforms is cracking down on rival Bitfarms’ plans to thwart a possible takeover.

Bitfarms adopted a “poison pill” policy earlier this week, effectively preventing any shareholder from acquiring 15% or more of its shares. The move comes after Riot Platforms announced last week that it plans to increase its 12% stake in Bitfarms; this would enable a hostile takeover of the rival company’s business. On Wednesday, Riot announced that it had purchased nearly 6 million Bitfarms shares on the open market over the past week, increasing its stake to 13.1%. Riot Platforms CEO Jason Les criticized Bitfarms’ defensive strategy on Wednesday.

“Instead of contacting us specifically and in good faith, Bitfarms implemented an off-market Poison Pill with a trigger well below the customary 20% threshold,” Les said in a statement.

Riot attempted to purchase all shares of Bitfarms last month for a total equity value of approximately $950 million. However, Bitfarms rejected this offer. Owning a large enough stake in a company gives an investor certain privileges, such as electing board members and appointing or removing c-level management members. Therefore, it is not uncommon for an investor to deliberately purchase shares to try to direct the company’s operations.

However, a “poison pill” or shareholder rights plan can prevent hostile takeovers. Under such a plan, a firm issues additional shares of stock to dilute an investor’s stake in its business.

The power struggle between Riot and Bitfarms comes at a time of turmoil at Bitfarms. In May, Bitfarms CEO Geoffrey Morphy was ousted over a dispute over the company’s management.

This internal turmoil has fueled Riot’s effort to seize control of its rival, according to the CEO. “We will continue to address serious corporate governance issues at Bitfarms and ensure shareholders have a say in the future of the company,” Les said. Bitfarms stock (symbol BITF) was trading at $2.45, up 7.8% at press time.

You can also freely share your thoughts and comments about the topic in the comment section. Additionally, don’t forget to follow us on our Telegram, YouTube, and Twitter channels for the latest news and updates.

The post Riot Platforms CEO Strikes Back: Critics of Bitfarms’ ‘Poison Pill’ Plan appeared first on Coin Engineer.