Riot Platforms is calling for a special meeting to reconstitute Bitfarms’ Board.
Shareholders will vote on removing and replacing Chairman Nicolas Bonta and director Andrés Finkielsztain as well as to fill the vacancy left by co-founder Emiliano Grodzki
Riot withdraws $2.30/share offer, pushing for board changes and fresh perspectives.

As expected, Riot Platforms has formally requisitioned a special meeting of Bitfarms shareholders to reconstitute the Bitfarms Board of Directors.

At the Special Meeting, Bitfarms shareholders will be able to vote on removing Nicolas Bonta, the Chairman and Interim CEO, and director Andrés Finkielsztain. They will also vote on the removal of anyone appointed to fill the vacancy left by co-founder Emiliano Grodzki, who was recently removed from the board at the shareholders' annual meeting.

It's the latest step in Riot's attempted takeover of its bitcoin mining peer. Riot Platforms attempted to acquire Bitfarms in April for roughly $950 million. Since that deal was thwarted, Riot has steadily been buying up stock in Bitfarms to become its largest shareholder. Riot owns about 60 million shares, or 14.9%, of the Bitfarms.

Riot is ready to engage with a reconstituted Bitfarms board around a potential acquisition of Bitfarms but is withdrawing its previous offer to acquire the company for $2.30 per share "given the current board’s lack of meaningful engagement."

"It is clear that directors with fresh perspectives are needed to address the issues in the Bitfarms boardroom. Riot is proposing three highly qualified individuals, each of whom is completely independent of Riot and Bitfarms," Riot said in a press release. "Together, they will bring much needed corporate governance oversight, transaction experience and business expertise to the Bitfarms Board."

The three candidates Riot is putting up for the board are John Delaney, an expert in government and public affairs with both public and private sector experience; Amy Freedman, a corporate governance and capital markets expert with over 25 years of experience; and Ralph Goehring, a financial and energy expert with extensive public company CFO experience.

Bitfarms has 21 days to schedule the meeting.

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Jason is a U.S. news editor at The Block. He previously worked as a staff writer and later served as managing editor at Benzinga, a financial news and data company. He led Benzinga's daily markets coverage as well as the expansion of the outlet's cannabis, cryptocurrency and sports betting verticals. He earned a bachelor's degree in journalism from Central Michigan University and resides in the suburbs of Detroit, Michigan. Follow him on X @JasonShubnell.