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Bitfarms | 6-K: Report of foreign private issuer (related to financial reporting)

SEC ·  Aug 22 06:34
Summary by Moomoo AI
On August 21, 2024, Bitfarms Ltd., a cryptocurrency mining company, announced a definitive agreement to acquire Stronghold Digital Mining, Inc. (NASDAQ: SDIG) in a deal valued at approximately US$125 million, plus the assumption of around US$50 million in debt. The acquisition will be executed through a merger with Backbone Mining Solutions LLC and HPC & AI Megacorp, Inc., both subsidiaries of Bitfarms. Stronghold shareholders will receive 2.520 Bitfarms common shares for each share of Stronghold Class A Common Stock, resulting in the issuance of 58,298,400 Bitfarms common shares, which is about 12.9% of the currently issued and outstanding Bitfarms common shares. The transaction was unanimously recommended by Bitfarms' Special Committee and approved by the Board after a fairness opinion from Houlihan Lokey Capital, Inc. The merger...Show More
On August 21, 2024, Bitfarms Ltd., a cryptocurrency mining company, announced a definitive agreement to acquire Stronghold Digital Mining, Inc. (NASDAQ: SDIG) in a deal valued at approximately US$125 million, plus the assumption of around US$50 million in debt. The acquisition will be executed through a merger with Backbone Mining Solutions LLC and HPC & AI Megacorp, Inc., both subsidiaries of Bitfarms. Stronghold shareholders will receive 2.520 Bitfarms common shares for each share of Stronghold Class A Common Stock, resulting in the issuance of 58,298,400 Bitfarms common shares, which is about 12.9% of the currently issued and outstanding Bitfarms common shares. The transaction was unanimously recommended by Bitfarms' Special Committee and approved by the Board after a fairness opinion from Houlihan Lokey Capital, Inc. The merger is subject to customary closing conditions, including regulatory approvals and the approval of Stronghold's shareholders. The acquisition is expected to be completed in the first quarter of 2025. Additionally, a Voting Agreement was signed with certain Stronghold shareholders, and a TRA Waiver and Termination Agreement was entered into, terminating the Tax Receivable Agreement and waiving associated payments upon the merger's completion.

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