Riot Platforms Amends Bitfarms Stake Filing

TL;DR

Riot Platforms just updated its Bitfarms filing - something's up.

AI Summary

Riot Platforms, Inc. has filed an amendment (12) to its Schedule 13D concerning Bitfarms Ltd. as of September 5, 2024. This filing indicates a change in beneficial ownership of Bitfarms Ltd. common shares by Riot Platforms, Inc. The specific details of the change in ownership percentage or the exact number of shares acquired or disposed of are not immediately clear from this header information but represent an update to their previous filing.

Why It Matters

This amendment signals a potential shift in control or influence over Bitfarms Ltd. by a significant competitor, Riot Platforms, Inc., which could impact the future strategy and operations of both companies.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can indicate strategic moves by competitors, potentially leading to market volatility or takeover speculation.

Key Players & Entities

• Riot Platforms, Inc. (company) — Filing entity and potential acquirer/stakeholder
• Bitfarms Ltd. (company) — Subject company of the filing
• 0001104659-24-097450 (filing_id) — Accession number for the SEC filing
• 20240905 (date) — Date of filing and change

FAQ

Key Financial Figures

• $202,180,487 — Reporting Person reported herein was US$202,180,487. The Common Shares beneficially owned b

Filing Documents

• tm2423341d1_sc13da.htm (SC 13D/A) — 36KB
• tm2423341d1_ex1.htm (EX-1) — 36KB
• 0001104659-24-097450.txt ( ) — 74KB

Security and Issuer

Item 1. Security and Issuer. This Amendment No. 12 to Schedule 13D (“ Amendment No. 12 ”) relates to the Schedule 13D filed on May 28, 2024 (as amended by Amendment No. 1, dated May 29, 2024, Amendment No. 2, dated June 4, 2024, Amendment No. 3 dated June 5, 2024, Amendment No. 4 dated June 12, 2024, Amendment No. 5 dated June 13, 2024, Amendment No. 6 dated June 24, 2024, Amendment No. 7 dated July 31, 2024, Amendment No. 8 dated August 5, 2024, Amendment No. 9 dated August 9, 2024, Amendment No. 10 dated August 14, 2024 and Amendment No. 11 dated August 21, 2024, the “ Schedule 13D ”) by Riot Platforms, Inc., a Nevada corporation (the “ Reporting Person ”), relating to the Common Shares, no par value per share (the “ Common Shares ”), of Bitfarms Ltd., a corporation incorporated under the Canada Business Corporations Act and continued under the Business Corporations Act (Ontario) (the “ Company ”), whose principal executive offices are located at 110 Yonge Street, Suite 1601, Toronto, Ontario, M5C 1T4. Except as specifically amended by this Amendment No. 12, the Schedule 13D is unchanged.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration.

of the Schedule 13D is hereby amended and

Item 3 of the Schedule 13D is hereby amended and restated to read in full as follows: The information disclosed under Item 4 of the Schedule 13D (as amended by Amendment No. 12) is hereby incorporated by reference into this Item 3. T he aggregate purchase price of the Common Shares held by the Reporting Person reported herein was US$202,180,487. The Common Shares beneficially owned by the Reporting Person were purchased using funds out of its working capital.

Purpose of Transaction

Item 4. Purpose of Transaction.

of the Schedule 13D is hereby amended and

Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following information: On September 3, 2024, the Reporting Person issued a press release (the “ Press Release ”) that included an open letter to the shareholders of the Company. The Press Release, which is filed as Exhibit 1 hereto, is incorporated herein by reference.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer.

(a) and (b) of the Schedule 13D is hereby amended and

Item 5(a) and (b) of the Schedule 13D is hereby amended and restated to read in full as follows: (a) and (b) The aggregate number and percentage of the Common Shares that are beneficially owned by the Reporting Person and as to which the Reporting Person has sole voting power, shared voting power, sole dispositive power and shared dispositive power are set forth on the cover page of this Statement, and such information is incorporated herein by reference. The percentages used herein are calculated based on an aggregate of 452,818,655 Common Shares outstanding, based on reports from the Company’s transfer agent. CUSIP No. 09173B107 Page 4 of 5 SCHEDULE 13D

of the Schedule 13D is hereby amended and supplemented by adding

Item 5 of the Schedule 13D is hereby amended and supplemented by adding the following information: (c) The following information concerning the Common Shares purchased by (or on behalf of) the Reporting Person during the 60-day period prior to this filing is added: Trade Date Shares Purchased Weighted Average Price per Share (US$) Price Range (US$) 09/03/2024 304,998 2.09 2.06 – 2.15

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits. Exhibit 1: Press Release of the Reporting Person, dated September 3, 2024 CUSIP No. 09173B107 Page 5 of 5 SCHEDULE 13D SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this Statement is true, complete and correct. Dated: September 5, 2024 Riot Platforms, Inc. By: /s/ Colin Yee Name: Colin Yee Title: Chief Financial Officer

View Full Filing

View this SC 13D/A filing on SEC EDGAR