Bitfarms Appoints Independent Board Member Amid Riot Platform's Push for Director Replacements

2024-06-28 05:41:11

Hassan Shittu

Last updated:

June 28, 2024, 09:41 EDT | 2 min read

In an unexpected move, Bitfarms announced the appointment of Fanny Philip as an independent board member amidst an ongoing conflict with Riot Platforms.

Riot, which owns a 14.9% stake in Bitfarms, recently expressed intentions to replace three company board members with independent directors following a failed attempt to increase its stake.

Bitfarms Appoints Fanny Philip to Board Amidst Strategic Shifts and Riot Platform’s Influence

We welcome Fanny Philip to the Bitfarms board.

Ms. Philip @FannyPh9 is a recognized expert in the blockchain technology field, with experience including:

– Founder of MTI Conseils, Inc.
– Former CFO and VP Finances of Canada Computational Unlimited Inc.
– Former COO of SATO… pic.twitter.com/FWPPM6jjfn

— Bitfarms (@Bitfarms_io) June 28, 2024

On June 27, Bitfarms, a leading Bitcoin mining company, announced the appointment of Fanny Philip to its board of directors, making four out of five board members now independent. Philip, an expert in blockchain technology and finance, brings a wealth of experience from her previous roles in various blockchain and mining companies.

Edie Hofmeister, Chair of Bitfarms’ Governance and Nominating Committee, stated,

“Fanny’s appointment to the Board follows a comprehensive search to identify a highly qualified director that enhances the Board’s skill set and marks significant progress on our commitment to refresh the Board with independent candidates.”

Hofmeister further emphasized Philip’s deep knowledge of the North American and European energy sectors, as well as her extensive experience in digital assets, mining, and AI.

Philip, who founded MTI Conseils Inc., has held senior roles in several blockchain and mining companies. She is currently the CFO at SOVIAGO, serves on the Canadian Blockchain Consortium’s mining committee, and is the president of its Québec Chapter. Her appointment is expected to leverage her extensive background to drive significant organic growth and capture a greater share of the global demand for Bitcoin.

This new board appointment follows Riot Platforms, which owns a 14.9% stake in Bitfarms, announcing its intention to replace three members of Bitfarms’ board of directors with independent directors. This decision came after the current board members blocked Riot’s attempt to increase its ownership to more than 15%.

Initially, Riot Platforms attempted a takeover but faced rejection of its $950 million buyout offer, leading Riot to acquire a 9.25% stake in Bitfarms.

Riot had previously withdrawn its offer to acquire all of Bitfarms’ common shares at $2.30 per share, citing difficulties in cooperating with the current board. “It is clear that engaging with the incumbent Bitfarms Board on a potential combination is just not possible,” Riot stated.

On June 13, Riot Platforms announced an increase in its ownership stake in Bitfarms to approximately 14% of the company’s issued and outstanding shares.

Following this, Riot requisitioned a special meeting of Bitfarms’ shareholders, where it plans to replace three board members with independent directors: John Delaney, Amy Freedman, and Ralph Goehring.

Market Dynamics and Industry Trends Around the Bitcoin Mining Company

Philip’s appointment comes when the Bitcoin mining industry is experiencing increased interest due to the growing demand for computational power driven by AI and Bitcoin’s widespread adoption.

Investors are betting big on Bitcoin miners, evidenced by Coatue Management’s $150 million investment in Hut 8 on June 24. Hut 8 is positioned to accelerate its computing capacity and capitalize on the rising demand for computation due to AI.

Bitfarms has engaged Moelis & Company LLC as a financial advisor, with legal support from Skadden, Arps, Slate, Meagher & Flom LLP, Peterson McVicar LLP, and McMillan LLP. Innisfree M&A Inc., and Laurel Hill Advisory Group are strategic advisors and proxy solicitation agents.

With the new appointment and ongoing strategic developments, Bitfarms aims to maximize shareholder value and possibly resolve the ongoing misalignment between them and Riot.

Earlier this month, Bitfarm announced plans to expand its operations to Sharon, Pennsylvania, and secured a significant agreement to develop a new mining facility for its strategic expansion.

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