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

SEC announcement ·  Jun 13 04:15
Summary by Futu AI
Riot Platforms, Inc. (NASDAQ: RIOT), a Bitcoin mining and digital infrastructure company, has publicly criticized Bitfarms Ltd. (NASDAQ/TSX: BITF) for adopting a shareholder rights plan, commonly known as a 'Poison Pill.' This plan, effective immediately, prevents any shareholder from acquiring more than 15% of Bitfarms' common shares without a formal take-over bid. Riot, which has been in private discussions with Bitfarms regarding the appointment of new board members and the resignation of Chairman Nicolas Bonta, views the Poison Pill as a direct conflict with established legal and governance standards. Riot's CEO, Jason Les, expressed disappointment over Bitfarms' lack of engagement and good faith, particularly after shareholders recently voted out co-founder Emiliano Grodzki. Riot has made a non-binding proposal for a business combination with Bitfarms, which is not guaranteed to result in a definitive offer or transaction. The announcement also includes cautionary notes regarding forward-looking statements and clarifies that this press release is not an offer or solicitation for securities transactions.
Riot Platforms, Inc. (NASDAQ: RIOT), a Bitcoin mining and digital infrastructure company, has publicly criticized Bitfarms Ltd. (NASDAQ/TSX: BITF) for adopting a shareholder rights plan, commonly known as a 'Poison Pill.' This plan, effective immediately, prevents any shareholder from acquiring more than 15% of Bitfarms' common shares without a formal take-over bid. Riot, which has been in private discussions with Bitfarms regarding the appointment of new board members and the resignation of Chairman Nicolas Bonta, views the Poison Pill as a direct conflict with established legal and governance standards. Riot's CEO, Jason Les, expressed disappointment over Bitfarms' lack of engagement and good faith, particularly after shareholders recently voted out co-founder Emiliano Grodzki. Riot has made a non-binding proposal for a business combination with Bitfarms, which is not guaranteed to result in a definitive offer or transaction. The announcement also includes cautionary notes regarding forward-looking statements and clarifies that this press release is not an offer or solicitation for securities transactions.
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