Bitfarms to acquire Stronghold Digital Mining in US$125 million transaction

Company

Bitfarms Ltd.

Law Firm / Organization
Fasken Martineau DuMoulin LLP
Law Firm / Organization
McMillan LLP
Law Firm / Organization
Peterson McVicar LLP
Law Firm / Organization
Firm 21m PLLC

Company

Stronghold Digital Mining, Inc.

Law Firm / Organization
Blake, Cassels & Graydon LLP
Law Firm / Organization
Vinson & Elkins LLP

On August 21, 2024, Bitfarms Ltd. (Nasdaq/TSX: BITF) entered into a definitive merger agreement to acquire Stronghold Digital Mining, Inc. (Nasdaq: SDIG) in a stock-for-stock transaction valued at approximately US$125 million in equity (CAD 169.75 million) plus the assumption of $50 million in debt (CAD 67.9 million). Stronghold shareholders received 2.52 shares of Bitfarms for each Stronghold share, representing a 71% premium to Stronghold’s 90-day average stock price. Upon closing, expected in Q1 2025, Stronghold shareholders were set to own nearly 10% of the combined company.

Moelis & Company LLC served as financial advisor to Bitfarms, with legal counsel from Skadden, Arp, Slate, Meagher & Flom LLP, McMillan LLP, Peterson McVicar LLP, Fasken Martineau DuMoulin LLP, and Firm 21m PLLC. Houlihan Lokey provided a fairness opinion. Cohen & Company Capital Markets and Vinson & Elkins LLP, supported by Blake, Cassels & Graydon LLP, advised Stronghold. The transaction was subject to regulatory approvals and Stronghold shareholder approval.

Merger & Acquisition
Tech/Computer/IT
$ 169,750,000
Active