Bitfarms Ltd. (“Bitfarms” or, the “Company”), a global leader in vertically integrated Bitcoin data center operations, today announced the results of its special meeting (the “Special Meeting”) of shareholders of the Company (the “Shareholders”), held virtually on November 20, 2024. A total of 230,227,376 common shares, representing 50.83% of the issued and outstanding common shares of the Company were represented at the Special Meeting.
Pursuant to a settlement agreement between the Company and Riot Platforms, Inc. dated September 23, 2024 (the “Settlement Agreement”), at the Special Meeting, shareholders were asked: (i) to approve an expansion of the board of directors (the “Board”) from five members to six members, (ii) to elect an independent director nominated by the Board to serve as the sixth member of the Board, and (iii) to ratify the Company’s shareholder rights plan adopted on July 24, 2024. More details regarding the Settlement Agreement may be found in the press release of the Company dated September 23, 2024.
Based on the proxies received and the votes cast at the Special Meeting, Shareholders voted “For” the following:
- The expansion of the Board from five members to six members, with votes “For” totaling 225,261,549 common shares, representing 97.84% of the votes cast, and votes “Against” totaling 4,965,822 common shares, or 2.16% (proxies representing a total of 5 common shares were not voted in respect of this item of business);
- The election of Andrew J. Chang as Independent Director with votes “For” totaling 159,301,723 (98.65%) common shares and votes “Withheld” totaling 2,172,110 common shares (proxies representing a total of 68,753,543 common shares were not voted in respect of this item of business); and
- The ratification of Bitfarms’s shareholder rights plan adopted on July 4, 2024, with votes “For” totaling 159,185,101 common shares (98.58%) and votes “Against” totaling 2,288,734 common shares (1.42%) (proxies representing a total of 68,753,541 common shares were not voted in respect of this item of business).
Appointment of Andrew J. Chang to Bitfarms Board of Directors
Mr. Chang is a 20-year veteran of the technology industry with experience as an investor, operating executive, entrepreneur, and advisor. He was a founding partner of Liberty City Ventures, a leading venture capital fund. Mr. Chang also served as Chief Operating Officer of Paxos, a blockchain infrastructure platform that has powered solutions for PayPal, Stripe, and more. At Paxos, he helped grow the team from 8 to 190 employees and launched the first regulated blockchain focused trust company and the first regulated stablecoin in the U.S. During that time, Paxos raised $500M in capital and its most recent valuation is $2.4 billion.
Before joining Paxos, Andrew served as a Lead Strategic Partner Development Manager at Google, working in business development for display ad products. Prior to that, he was the Chief Operating Officer of ConditionOne and an associate at TechStars (New York). He also has experience managing innovation in research, analytics and digital media at WPP PLC-owned Kantar Video and at 360i, a digital marketing agency.
Andrew earned his MBA from New York University’s Leonard N. Stern School of Business, where he was President of the student body, and a BS from Boston College.
“Bitfarms has built an impressive operation in Bitcoin mining, and I’m thrilled to work with the Board to define the Company’s next chapter,” stated incoming Independent Director Andrew Chang. “There are incredible growth opportunities ahead and Bitfarms is well-positioned for success.”
