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Sep 23, 2024

On September 23, 2024, Bitfarms Ltd. (NASDAQ / TSX: BITF) (“Bitfarms”) entered into a settlement agreement (the “Agreement”) with Riot Platforms Inc. (NASDAQ: RIOT) (“Riot”).

Ending the months’ long dispute, the Agreement secures Bitfarms’ right to continue with its business plan to grow the company. Pursuant to the Agreement, Riot has agreed to customary standstill provisions; Andrés Finkielsztain has stepped down from the Board of Directors; and Amy Freedman has been appointed to the Board of Directors, the Governance and Nominating Committee, and the Compensation Committee of the Board. The Agreement comes in advance of the Special Meeting of Bitfarms’ shareholders currently scheduled for November 6, 2024, where shareholders will be asked to approve an expansion of the Board from five members to six members, to elect an independent director nominated by the Board to serve as the sixth member of the Board, and to ratify Bitfarms’ shareholder rights plan announced on July 24, 2024. Riot has agreed to vote in favour of these matters.

Bitfarms is a global vertically integrated Bitcoin mining data center company that contributes its computational power to one or more mining pools from which it receives payment in Bitcoin. Bitfarms develops, owns, and operates vertically integrated mining facilities with in-house management and company-owned electrical engineering, installation service, and multiple onsite technical repair centers. Bitfarms’ proprietary data analytics system delivers best-in-class operational performance and uptime.

Riot Platforms is a Bitcoin mining and digital infrastructure company focused on a vertically integrated strategy.

McMillan acted as Canadian counsel to the Special Committee of the Board of Directors of Bitfarms in connection with this cross-border matter. The team, led by Paul Davis and included Sandra Zhao, Matthew DeAmorim, and Kiira Kaaris (Capital Markets & Securities); Adam Chisholm, Brett Harrison, and Guneev Bhinder (Litigation & Dispute Resolution).

As a national business law firm with exceptional capabilities to lead businesses through cross-border transactions and investments into Canada and within multifaceted regulatory regimes, McMillan provides real-time business solutions to help our clients stay ahead. Our Capital Markets & Securities Group excels in structuring and closing complex deals of all shapes and sizes in Canada, the US, and internationally and in providing innovative transactional advice and solutions. Additionally, McMillan’s Litigation & Dispute Resolution Group successfully represents Canadian and international clients facing virtually any type of business dispute in almost any forum. Frequently retained to assert business clients’ rights and defend their products and brands, our litigators also act for governments, agencies, tribunals, and international panels and organizations. With lawyers trained in common law and civil law systems, the group is recognized for their creativity and effectiveness in bringing disputes to a satisfactory conclusion, both inside and outside the courts.