Bitfarms, a prominent Bitcoin mining company, has appointed Fanny Philip as an independent board member amidst a strategic push from Riot Platforms to replace three of the company’s directors.
Bitfarms Bolsters Board Independence with Fanny Philip’s Appointment
On June 27, Bitfarms announced the addition of Fanny Philip to its board of directors, enhancing the board’s independence with now four out of five members being independent. Philip, renowned for her expertise in blockchain technology and finance, brings valuable experience from her leadership roles in various blockchain and mining companies.
Edie Hofmeister, Chair of Bitfarms’ Governance and Nominating Committee, emphasized the importance of Philip’s appointment:
“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 highlighted Philip’s profound knowledge of the North American and European energy sectors, alongside her extensive background in digital assets, mining, and AI.
Philip, the founder of MTI Conseils Inc., has held senior positions in several blockchain and mining firms. She currently serves as CFO at SOVIAGO, is part of the Canadian Blockchain Consortium’s mining committee, and presides over its Québec Chapter. Her appointment aims to leverage her expertise to drive organic growth and capture a larger share of the global Bitcoin demand.
Riot Platforms’ Influence and Strategic Movements
Riot Platforms, holding a 14.9% stake in Bitfarms, recently declared its intention to replace three board members with independent directors following a failed attempt to increase its stake beyond 15%.
Initially, Riot Platforms proposed a $950 million buyout offer, which was rejected by Bitfarms’ current board. Following this, Riot acquired a 9.25% stake in Bitfarms but faced resistance from the board, leading to the withdrawal of its $2.30 per share acquisition offer.
“It is clear that engaging with the incumbent Bitfarms Board on a potential combination is just not possible,” Riot stated after withdrawing its offer.
On June 13, Riot increased its ownership to approximately 14% of Bitfarms’ issued shares and called for a special shareholder meeting to propose the replacement of three board members with independent directors: John Delaney, Amy Freedman, and Ralph Goehring.
Industry Trends and Strategic Developments
Philip’s appointment coincides with a period of heightened interest in the Bitcoin mining industry, driven by the growing demand for computational power from AI and Bitcoin adoption. This trend is reflected in recent investments, such as Coatue Management’s $150 million investment in Hut 8, aimed at expanding computing capacity.
Bitfarms, with financial advisory from Moelis & Company LLC and legal support from Skadden, Arps, Slate, Meagher & Flom LLP, Peterson McVicar LLP, and McMillan LLP, is strategically positioned to maximize shareholder value amidst these industry trends. Innisfree M&A Inc. and Laurel Hill Advisory Group are also providing strategic advice and proxy solicitation services.
Earlier this month, Bitfarms announced plans to expand its operations to Sharon, Pennsylvania, securing a significant agreement to develop a new mining facility as part of its strategic growth initiatives.
With Philip’s appointment and ongoing strategic efforts, Bitfarms aims to resolve its misalignment with Riot Platforms and enhance its position in the competitive Bitcoin mining landscape.
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