Bitfarms, a Toronto-based Bitcoin mining company, has taken proactive measures to safeguard its strategic review process from potential hostile takeover attempts by Riot Platforms, a Colorado-based Bitcoin mining company.

In a press release dated June 10, Bitfarms announced the unanimous approval of a shareholder rights plan, commonly known as a "poison pill," by its board of directors. The purpose of this plan is to protect the interests of Bitfarms' shareholders and maintain the integrity of the ongoing strategic alternatives review process.

Riot Platforms, currently holding 11.62% of Bitfarms' shares, has recently proposed acquiring all issued and outstanding common shares of Bitfarms for $950 million. Additionally, Riot expressed its intention to requisition a special meeting of shareholders, bypassing the ongoing review process.

In response, Bitfarms' special committee concluded that Riot's offer significantly undervalues the company and its growth prospects. Despite welcoming Riot's interest initially, Bitfarms noted Riot's refusal to engage in the strategic review process while actively acquiring additional shares in the open market since April 22, 2024.

ms' Rights Plan sets a threshold of 15% share accumulation before triggering. Effective June 20, one right will be issued per common share, becoming exercisable if any entity, along with certain related parties, acquires 15% or more of the outstanding common shares before September 10, or 20% thereafter, without adhering to the plan's guidelines.

The adoption of the Rights Plan is subject to ratification by shareholders within six months and approval by the Toronto Stock Exchange. Delays in acceptance may occur until the relevant securities commission is satisfied.

Bitfarms' proactive stance underscores its commitment to protecting shareholder interests and ensuring a fair and transparent strategic review process amidst external takeover attempts.