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Riot Platforms | 8-K: Riot Platforms Signs Settlement Agreement With Bitfarms

SEC ·  Sep 23 19:33

Summary by Moomoo AI

On September 23, 2024, Riot Platforms, Inc., a Nevada-based company listed on the Nasdaq Capital Market under the trading symbol RIOT, announced a settlement agreement with Bitfarms Ltd. The agreement resulted in Andrés Finkielsztain resigning from Bitfarms' board of directors and the appointment of Amy Freedman to the board and its committees. Riot Platforms also withdrew its request for a special meeting of Bitfarms' shareholders. A special meeting is now scheduled no later than November 20, 2024, to vote on expanding the board to six members, electing a new independent director, and ratifying a shareholder rights plan. Riot has agreed to vote in favor of these matters and has been granted certain rights to nominate a board replacement if Freedman ceases to...Show More
On September 23, 2024, Riot Platforms, Inc., a Nevada-based company listed on the Nasdaq Capital Market under the trading symbol RIOT, announced a settlement agreement with Bitfarms Ltd. The agreement resulted in Andrés Finkielsztain resigning from Bitfarms' board of directors and the appointment of Amy Freedman to the board and its committees. Riot Platforms also withdrew its request for a special meeting of Bitfarms' shareholders. A special meeting is now scheduled no later than November 20, 2024, to vote on expanding the board to six members, electing a new independent director, and ratifying a shareholder rights plan. Riot has agreed to vote in favor of these matters and has been granted certain rights to nominate a board replacement if Freedman ceases to serve, under specific conditions. Additionally, Riot has agreed to standstill provisions effective until June 1, 2026, or the day after Bitfarms' 2026 annual meeting, which includes restrictions on acquiring a significant percentage of Bitfarms' shares, voting against the agreement, and other specified actions. The agreement also includes mutual non-disparagement provisions. Both companies issued a joint press release on the same day to announce the agreement. The details of the agreement are referenced in full text as Exhibit 99.1, with the joint press release as Exhibit 99.2, and Riot's separate press release as Exhibit 99.3, all filed with the SEC.
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