Riot Platforms, Inc. Announces 10% Ownership in Bitfarms Ltd.

Riot Platforms, Inc. Acquires 10% Stake in Bitfarms Ltd.

CASTLE ROCK, Colo. – Riot Platforms, Inc. (“Riot”) has announced its acquisition of a 10% ownership stake in Bitfarms Ltd. This move is part of Riot's ongoing strategy to expand its influence in the cryptocurrency mining sector. According to Riot's press release, this acquisition was carried out under the regulations of Canadian National Instruments 62-103 and 62-104, which pertain to early warning systems and take-over bids.

Details of the Acquisition

On May 28, 2024, Riot acquired 3,002,350 common shares of Bitfarms Ltd., representing approximately 0.75% of the company's issued and outstanding common shares. The shares were purchased at an average price of approximately US$2.19 per share, amounting to a total of US$6,572,744.62.

Prior to this acquisition, Riot already owned 9.25% of Bitfarms' common shares. With the new purchase, Riot's total ownership in Bitfarms has increased to 10%.

Strategic Intentions

Riot's acquisition follows its efforts to engage with Bitfarms' board of directors regarding a non-binding proposal to acquire all outstanding shares of Bitfarms Ltd. Riot's proposal, initially sent on April 22, 2024, offers US$2.30 per share, to be paid in a combination of cash and Riot's common stock.

Riot reiterated this proposal in a follow-up letter sent on May 28, 2024, and also disclosed its intention to requisition a special meeting of Bitfarms' shareholders to nominate independent directors to Bitfarms' board.

Potential Implications

If the proposed acquisition is successful, it could lead to several significant changes for Bitfarms, including a change of control, a new board of directors, and the potential delisting of Bitfarms' shares from major stock exchanges. Riot plans to review its investment in Bitfarms continuously and may adjust its stake based on various factors, including the response from Bitfarms' board and overall market conditions.

Regulatory Filings

Riot will file an Early Warning Report in compliance with Canadian securities laws, which will be available on the SEDAR+ website. Interested parties can access further information through Riot's official website and contact Phil McPherson, Vice President of Capital Markets & Investor Relations, at (303) 794-2000 ext. 110.

About Riot Platforms, Inc.

Riot Platforms, Inc. (NASDAQ: RIOT) aims to be a leading Bitcoin-driven infrastructure platform. The company is focused on Bitcoin mining operations and digital infrastructure, with mining operations based in central Texas and engineering and fabrication operations in Denver, Colorado.

For more information, visit Riot's official website at www.riotplatforms.com.

Cautionary Note

Riot emphasizes that its proposal to acquire Bitfarms is non-binding and that there is no guarantee that a definitive agreement will be reached. The company advises investors to refer to its filings with the U.S. Securities and Exchange Commission (SEC) and Canadian securities regulatory authorities for detailed information on risks and uncertainties.

For more details, visit the SEC's website at www.sec.gov or the SEDAR+ website at www.sedarplus.ca.