Bitfarms Ltd. (“
Bitfarms”, or the
“
Company”) (TSXV:BITF) (U.S.:OTC:BFARF), a
Canadian publicly listed bitcoin mining operation, has entered into
subscription agreements with certain institutional investors for
gross proceeds of approximately CAD$20.0 million in a private
placement in the United States of its equity securities, comprised
of 8,888,889 common shares along with warrants to purchase an
aggregate of up to 8,888,889 common shares at a purchase price of
CAD$2.25 per common share and associated warrant. The warrants have
an exercise price of CAD$2.75 per common share and exercise period
of three years. The net proceeds of the private placement will be
used by the Company principally to acquire additional miners,
expand infrastructure, and improve its working capital position.
The private placement is expected to close on or
about January 6, 2021, subject to satisfaction of customary closing
conditions.
“We are pleased to welcome these investors to
Bitfarms as we continue to grow our miner count. There has never
been a more exciting time to be a part of the cryptocurrency mining
industry. We are very pleased to have established an institutional
presence in the United States.,” said Emiliano Grodzki, CEO of
Bitfarms.
H.C. Wainwright & Co. is acting as the
exclusive placement agent for the private placement in the United
States.
Bitfarms has sights set on growth and expansion
towards its mission to provide 3 Exahash of computing power by the
end of 2021, which will continue to contribute to the rapid growth
of the global, decentralized financial economy.
NotesThe securities being
offered have not been, nor will they be, registered under the
United States Securities Act of 1933, as amended, and such
securities may not be offered or sold within the United States
except pursuant to an exemption from the registration requirements
of the U.S. Securities Act of 1933 and applicable state securities
laws. This press release does not constitute an offer to sell or
the solicitation of an offer to buy securities, nor shall it
constitute an offer, solicitation or sale in any jurisdiction in
which such offer, solicitation or sale is unlawful.
About Bitfarms Ltd. Bitfarms is
one of the largest public bitcoin mining operations in the world
and is listed on the TSX-V. Founded in 2017 it has 5 industrial
scale facilities across Quebec, Canada and is responsible for
mining about 1% of the entire supply of bitcoin. Bitfarms run
vertically integrated mining operations with onsite technical
repair, data analytics and engineers to deliver the computing power
needed to contribute to the rapid growth of the global
decentralized financial economy.
For corporate inquiries, please
contact: Geoff Morphygmorphy@bitfarms.com647-500-7440
For media inquiries, please
contact: Ellis Ballardellis@yapglobal.com
011-07725951640
Website: www.bitfarms.com
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Cautionary Statement
Trading in the securities of the Company should
be considered highly speculative. No stock exchange, securities
commission or other regulatory authority has approved or
disapproved the information contained herein. Neither the TSX
Venture Exchange nor its Regulation Services Provider (as that term
is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
This news release contains certain
“forward-looking information” within the meaning of applicable
Canadian securities laws that are based on expectations, estimates
and projections as at the date of this news release. The
information in this release about future plans and objectives of
the Company, including the intention to complete the private
placement and the expected expenditure of the proceeds of the
private placement, are forward-looking information. Other
forward-looking information includes but is not limited to
information concerning: the intentions, plans and future actions of
the Company, as well as Bitfarms’ ability to successfully mine
digital currency, revenue increasing as currently anticipated, the
ability to profitably liquidate current and future digital currency
inventory, volatility of network difficulty and digital currency
prices and the resulting significant negative impact on the
Company’s operations, the construction and operation of expanded
blockchain infrastructure as currently planned, and the regulatory
environment of cryptocurrency in the Provinces of Canada.
Any statements that involve discussions with
respect to predictions, expectations, beliefs, plans, projections,
objectives, assumptions, future events or performance (often but
not always using phrases such as “expects”, or “does not expect”,
“is expected”, “anticipates” or “does not anticipate”, “plans”,
“budget”, “scheduled”, “forecasts”, “estimates”, “believes” or
“intends” or variations of such words and phrases or stating that
certain actions, events or results “may” or “could”, “would”,
“might” or “will” be taken to occur or be achieved) are not
statements of historical fact and may be forward-looking
information and are intended to identify forward-looking
information.
This forward-looking information is based on
reasonable assumptions and estimates of management of the Company
at the time it was made, and involves known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking information. Such
factors include, among others: the Company’s ability to obtain all
approvals required in connection with the private placement and
successfully complete the private placement; risks relating to the
global economic climate; dilution; the Company’s limited operating
history; future capital needs and uncertainty of additional
financing; the competitive nature of the industry; currency
exchange risks; the need for the Company to manage its planned
growth and expansion; the effects of product development and need
for continued technology change; protection of proprietary rights;
the effect of government regulation and compliance on the Company
and the industry; network security risks; the ability of the
Company to maintain properly working systems; reliance on key
personnel; global economic and financial market deterioration
impeding access to capital or increasing the cost of capital; and
volatile securities markets impacting security pricing unrelated to
operating performance. In addition, particular factors which could
impact future results of the business of Bitfarms include but are
not limited to: the construction and operation of blockchain
infrastructure may not occur as currently planned, or at all;
expansion may not materialize as currently anticipated, or at all;
the digital currency market; the ability to successfully mine
digital currency; revenue may not increase as currently
anticipated, or at all; it may not be possible to profitably
liquidate the current digital currency inventory, or at all; a
decline in digital currency prices may have a significant negative
impact on operations; an increase in network difficulty may have a
significant negative impact on operations; the volatility of
digital currency prices; the anticipated growth and sustainability
of hydroelectricity for the purposes of cryptocurrency mining in
the Province of Québec, the ability to complete current and future
financings, any regulations or laws that will prevent Bitfarms from
operating its business; historical prices of digital currencies and
the ability to mine digital currencies that will be consistent with
historical prices; an inability to predict and counteract the
effects of COVID-19 on the business of the Company, including but
not limited to the effects of COVID-19 on the price of digital
currencies, capital market conditions, restriction on labour and
international travel and supply chains; and there will be no
regulation or law that will prevent Bitfarms from operating its
business. The Company has also assumed that no significant events
occur outside of the Bitfarms’ normal course of business. Although
the Company has attempted to identify important factors that could
cause actual results to differ materially, there may be other
factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove
to be accurate as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on forward-looking
information. The Company undertakes no obligation to revise or
update any forward-looking information other than as required by
law.
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