Two listed cryptocurrency mining companies, Riot Platforms and Bitfarms, announced on Monday that they have reached a settlement agreement. The hostile acquisition attempt by Riot Platforms to acquire its competitor Bitfarms seems to have temporarily come to an end. According to the terms of the agreement, Riot is not allowed to acquire more than 20% of Bitfarms’ shares without board approval.
Bitfarms co-founder Andres Finkielsztain has stepped down from the board, and independent director Amy Freedman, nominated by Riot, has taken his place. Amy Freedman is an expert in corporate governance and capital markets with over 25 years of experience. Riot has agreed to withdraw its amended request and accept customary standstill provisions until Bitfarms’ 2026 annual meeting, with certain exceptions.
The settlement was reached prior to the scheduled special meeting of Bitfarms shareholders on November 6, which will still take place online but may be delayed. Both companies stated that the meeting will not be held later than November 20.
Riot CEO Jason Les added that this agreement represents an important step forward for both parties in driving shareholder value creation. “We are pleased to have reached this constructive resolution with Bitfarms. As Bitfarms’ largest shareholder, we look forward to supporting the reconstituted Bitfarms board and continuing our dialogue with management.”
In April, Riot Platforms attempted to acquire Bitfarms for approximately $950 million. In June, Riot stated that it was ready to engage with the reconstituted Bitfarms board regarding a potential acquisition, but withdrew its previous offer of $2.30 per share due to the board’s “lack of substantive engagement.” Since the failed transaction, Riot has continued to purchase Bitfarms’ stocks, becoming its largest shareholder. Riot currently holds 90,110,912 common shares of Bitfarms, representing approximately 19.9%.
According to the settlement agreement, Bitfarms grants Riot certain rights to purchase more company shares if Riot holds 15% or more of Bitfarms’ issued common shares. However, under the standstill provisions, Riot is still not allowed to acquire more than 20% of Bitfarms’ shares without prior board approval, unless it intends to launch another formal acquisition action.
Riot stated on Monday that the company intends to regularly review its investment in Bitfarms and may increase or decrease its holdings in the company.
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