Going_4_It
5 days ago
I read the article and I still don't believe a "Poison Pill" is worth the paper it is printed on.
You said "...can't..." buy shares and on that point I respectfully disagree. If you said "shouldn't" then I might agree, because of the problem that might result. This ios a Cause and Effect situation and that is all it is.
Now I am NOT saying RIOT should ignore the Poison Pill and go ahead and buy more shares. WHAT I AM SAYING is that words on a piece of paper, as in this so call "poison Pill" have no real power to stop it. In this day and age virtually everything is for sale, for example, when you can get any outcome you want in court by simply giving a Supreme Court Justice a ride on you fancy airplane. Anything is possible where money is involved and there are greedy people controlling the situation.
Furthermore, my shares are my personal property. I can sell them to whom ever I please. There might be a mechanism implemented on the U.S. exchanges that implement the poison pill. But not so in a private sale. There is more than one way to sell anything, should there be The Will, there is always The Way
The article you cited says the following:
"Investors who can't convince a company to drop its poison pill can attempt to persuade shareholders to replace the board."
So what we are really talking about is Voting Power, as in One Share-One Vote. Obviously, RIOT seeks seats on the BOD. In that regard I could give RIOT my voting Proxy for the shares I own. I don't think RIOT necessarily wants to own the shares, per se. Certainly they have better uses for their money.
Finally, I think the point of CAN or CAN NOT buy shares is moot. Because I happen to be well aware of what courts are capable of and what a good lawyer can achieve.
Going_4_It
5 days ago
IMO, I think this Poison Pill provision is meaningless and born out of fear and weakness.
It is not going to stop RIOT or anyone else from buying shares. How can it?
There won't be a bolt of lightening coming down striking the buyer dead if they do. Physics is not involved. If you have the money to buy on account at an exchange and a working mouse then a click or two and you have bought some shares. How can it stop them?
Of course, this so called "poison pill" might provide a pretext to file a law suit or file a complaint, etc. But in this day an age anyone can sue anyone else for any reason or for absolutely no reason. And court cases can take years to resolve. If RIOT wants to own BITF then they have the resources to pull it off. And then they just absorb the company and the law suit or complaint goes away.
I own substantial stock in both companies. So I am ambivalent to which way this goes. As far as I am concerned, as an investment, RIOT has outperformed BITF. So buying BITF would only improve RIOT as an investment going forward.
All just my opinion...
TaperT2
7 days ago
Read this, from Mon. Today Bitfarms announced that it adopted a Canadian style “poison pill”. They’ve outsmarted Riot.
What a bunch of West Texas rubes Riot turned out to be.
Okay. This is my power alley, folks: takeover law and tactics.
Unlike a standard US pill, one that requires the full board approve any bid by a “non-desired” major holder (and thus may be attacked in the courts, if adopted during a hostile’s street sweep — as entrenchment), the standard Canadian pills are… more elegant, by far.
They are of a kind that may properly be adopted in the middle of a takeover fight, like this one. Why?
Because they simply say “street sweeps beyond 15% are per se coercive“, and thus… unlawful. [This pill gives current management breathing room to work on better deals, in secret — with more credible partners.]
Specifically, Bitfarms’ pill now cannot be undone for six months (and then only if more than 50% of the shareholders vote it down), and ends all street sweeps, by requiring a formal Canadian tender offer, open to all — and kept open for at least 105 days, and the tender bidder must agree to buy at least 50%-plus-one share, at the price Riot would offer, in this case. Here’s that bit:
“…Under the Rights Plan, a “Permitted Bid” is a take-over bid made in compliance with the Canadian take-over bid regime. Specifically, a Permitted Bid is a take-over bid that is made to all shareholders, that is open for 105 days (or such shorter period as is permitted under the Canadian take-over bid regime) and that contains certain conditions, including that no common shares will be taken up and paid for unless more than 50% of the common shares that are held by independent shareholders are tendered to the take-over bid….”
And, Confidential Note to Jason Les — $2.30 won’t cut it — probably nothing shy of $5 will.
So — as I’ve said, Riot dumped perhaps $120 million into a dead money hole, to get 12% — and now must offer perhaps at least another $710 million, or $5/share, to win the other 38% it must get it hands on, in order to have complied with Bitfarms’ Canadian-style pill.
It cannot just coerce small moms and pops in any more street sweep.
Riot can ask for a meeting to elect a slate of directors, but this gives the current board a minimum of six months, to work out its own white knight, or white squire, and / or come up with its own restructuring proposals — and offer those to all shareholders.
In sum, Messrs. Yi and Les… have been out smarted in a game of what used to be called (politically incorrectly)… “Mexican Sweat”.
Hilarious. and F Idiot braindead pinhead gary
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