The long-standing dispute between Bitfarms, a Bitcoin mining company based in Toronto, and its largest investor, Riot Platforms, is nearing its end as both companies have reached a settlement agreement. This agreement, filed with the United States Securities and Exchange Commission, introduces key changes to Bitfarms’ board and governance structure. As part of the settlement, Andrés Finkielsztain has resigned from Bitfarms’ board, and Amy Freedman has been appointed as a new board member. Freedman will also join the company’s governance, nominating, and compensation committees.
In addition to these changes, Riot Platforms has agreed to withdraw its earlier request to hold a vote aimed at reconstituting Bitfarms’ board. Riot has committed to refraining from any actions that could disrupt or challenge Bitfarms’ control or operations until the company’s 2026 annual meeting. Bitfarms referred to this as a standard part of the settlement, describing it as customary standstill provisions. Riot Platforms CEO Jason Les stated that the settlement represents an important step for advancing shareholder value for both companies. As Bitfarms’ largest shareholder, Riot expressed its intention to support the reconstituted board and continue its engagement with Bitfarms’ management.
Bitfarms has announced that a special shareholder meeting, originally scheduled for late October, will now take place no later than November 20. During this meeting, shareholders will vote on expanding the board from five to six members, electing an independent director, and ratifying the company’s shareholder rights plan. Riot has agreed to vote in favor of these changes, signaling its cooperation with Bitfarms moving forward.
Under the settlement, Riot has also been granted the right to purchase additional shares of Bitfarms, provided it maintains at least a 15 percent ownership stake in the company’s total outstanding common shares. This agreement allows Riot to strengthen its influence within Bitfarms while ensuring it does not challenge the company’s leadership in the near future.
The settlement comes after nearly six months of public disputes between the two companies. The tension began earlier in the year when Riot’s $950-million bid to acquire Bitfarms was rejected. This prompted Riot to issue public statements questioning Bitfarms’ leadership and gradually increase its stake in the company. In response, Bitfarms adopted various strategies, including shareholder rights plans, to prevent Riot from gaining further control.
Now that a resolution has been reached, Bitfarms’ leadership has expressed a renewed focus on its growth strategy. The company aims to diversify its business beyond Bitcoin mining, exploring areas such as energy generation, energy trading, and heat recycling. With Riot’s cooperation and the reconstituted board, both companies are looking to create long-term value for their shareholders.
Bitfarms, which was founded in 2017, operates Bitcoin mining farms and provides computing power to various cryptocurrency networks. The company is publicly traded on both the Toronto Stock Exchange and Nasdaq. Riot Platforms, headquartered in Colorado, continues to be Bitfarms’ largest shareholder, despite the challenges posed by the dispute. The settlement marks the conclusion of a difficult period for both firms, allowing them to focus on future growth opportunities in the cryptocurrency and energy sectors.