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Riot Platforms | 425: Filing under Securities Act Rule 425 of certain prospectuses and communications in connection with business combination transactions

SEC ·  May 28 23:37

Summary by Futu AI

Riot Platforms, Inc., a prominent player in the cryptocurrency mining industry, has publicly announced a proposal to acquire Bitfarms Ltd., a move that would make Riot the largest publicly-traded Bitcoin miner globally. The announcement, made on May 28, 2024, follows Riot's acquisition of a significant equity position in Bitfarms, establishing Riot as its largest shareholder. Despite Bitfarms' Board of Directors rejecting an initial private offer, Riot is taking the proposal public to allow Bitfarms' shareholders to weigh in on the potential combination. Riot is preparing to requisition a Special Meeting of Bitfarms' shareholders to vote on the addition of new director nominees proposed by Riot. The acquisition aims to advance Riot's goal of achieving 100 EH/s in Bitcoin mining...Show More
Riot Platforms, Inc., a prominent player in the cryptocurrency mining industry, has publicly announced a proposal to acquire Bitfarms Ltd., a move that would make Riot the largest publicly-traded Bitcoin miner globally. The announcement, made on May 28, 2024, follows Riot's acquisition of a significant equity position in Bitfarms, establishing Riot as its largest shareholder. Despite Bitfarms' Board of Directors rejecting an initial private offer, Riot is taking the proposal public to allow Bitfarms' shareholders to weigh in on the potential combination. Riot is preparing to requisition a Special Meeting of Bitfarms' shareholders to vote on the addition of new director nominees proposed by Riot. The acquisition aims to advance Riot's goal of achieving 100 EH/s in Bitcoin mining capacity. Riot has advised its employees to maintain focus on their duties and refrain from trading in Riot or Bitfarms securities while in possession of material non-public information, in line with the company's Insider Trading Policy. The proposal is non-binding, and there is no certainty that a definitive offer will be made or accepted, or that any transaction will be completed. Riot has stated it will provide updates on the proposed transaction as required by law.

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