Bitfarms Files Material Change Report with Canadian Regulators

TL;DR

Bitfarms dropped a material change report in Canada on Oct 15, 2025.

AI Summary

On October 15, 2025, Bitfarms Ltd. filed a material change report with Canadian securities regulators, including a press release. This filing is incorporated by reference into their existing Form F-10 and Form S-8 registration statements.

Why It Matters

This filing indicates a significant update or event for Bitfarms Ltd. that has been disclosed to Canadian authorities and is now part of their public SEC filings.

Risk Assessment

Risk Level: low — The filing is a standard procedural report and does not contain information suggesting immediate financial distress or significant operational changes.

Key Players & Entities

• Bitfarms Ltd. (company) — Registrant
• October 15, 2025 (date) — Filing date
• SEDAR+ (company) — Filing system
• Form F-10 (document) — Incorporated registration statement
• Form S-8 (document) — Incorporated registration statement

FAQ

From the Filing

0001213900-25-099301.txt : 20251016 0001213900-25-099301.hdr.sgml : 20251016 20251015212933 ACCESSION NUMBER: 0001213900-25-099301 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20251015 FILED AS OF DATE: 20251016 DATE AS OF CHANGE: 20251015 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Bitfarms Ltd CENTRAL INDEX KEY: 0001812477 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] ORGANIZATION NAME: 09 Crypto Assets EIN: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-40370 FILM NUMBER: 251396282 BUSINESS ADDRESS: STREET 1: 110 YONGE STREET STREET 2: SUITE 1601 CITY: TORONTO STATE: A6 ZIP: M5C 1T4 BUSINESS PHONE: 647-259-1790 MAIL ADDRESS: STREET 1: 110 YONGE STREET STREET 2: SUITE 1601 CITY: TORONTO STATE: A6 ZIP: M5C 1T4 6-K 1 ea0261445-6k_bitfarms.htm REPORT OF FOREIGN PRIVATE ISSUER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2025 Commission File Number: 001-40370 BITFARMS LTD. (Translation of registrant’s name into English) 110 Yonge Street, Suite 1601, Toronto, Ontario, Canada M5C 1T4 (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☐ Form 40-F ☒ DOCUMENTS INCLUDED AS PART OF THIS FORM 6-K On October 15, 2025, the Registrant filed with the Canadian Securities Regulatory Authorities on the System for Electronic Data Analysis and Retrieval + (SEDAR +) a material change report that includes a copy of a press release, a copy of which is attached hereto as Exhibit 99.1, which is incorporated by reference into the Registration Statements of Bitfarms Ltd. on Form F-10 (File No. 333-272989 ) and Form S-8 (File No. 333-278868 and File No. 333-285894 ), each as amended or supplemented. See the Exhibits listed below. Exhibits Exhibit No. Description 99.1 Material Change Report dated October 15, 2025 1 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. BITFARMS LTD. By: /s/ Ben Gagnon Name: Ben Gagnon Title: Chief Executive Officer Date: October 15, 2025 2 EX-99.1 2 ea026144501ex99-1_bitfarms.htm MATERIAL CHANGE REPORT DATED OCTOBER 15, 2025 Exhibit 99.1 FORM 51-102F3 MATERIAL CHANGE REPORT Item 1 Name and Address of Company Bitfarms Ltd. (“Bitfarms” or the “Company”) 110 Yonge Street, Suite 1601 Toronto, Ontario M5C 1T4 Item 2 Date of Material Change October 15, 2025. Item 3 News Release The press release attached as Schedule “A” was released on October 15, 2025 by a newswire company in Canada. Item 4 Summary of Material Change The material change is described in the press release attached as Schedule “A”. Item 5 Full Description of Material Change The material change is described in the press release attached as Schedule “A”. Item 6 Reliance of subsection 7.1(2) of National Instrument 51-102 Not applicable. Item 7 Omitted Information Not applicable. Item 8 Executive Officer Ben Gagnon Chief Executive Officer Bitfarms Ltd. Bgagnon@bitfarms.com Item 9 Date of Report October 15, 2025. Schedule “A” Bitfarms Announces Proposed Offering of US$300 Million of Convertible Senior Notes ● Opportunistic capital raise for general corporate purposes ● Either net proceeds from this offering or cash on hand to be used to purchase cash-settled capped calls to offset economic dilution up to a targeted cap of 125% premium to the last reported sale price of Bitfarms’ common shares on Nasdaq on the date of pricing Toronto, Ontario and New York, New York (October 15, 2025) - Bitfarms Ltd. (NASDAQ/