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Bitfarms Announces Board Chair Transition in Anticipation of U.S. Redomiciliation

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Bitfarms (NASDAQ/TSX: BITF) appointed Edie Hofmeister as Chair of the Board, succeeding Brian Howlett, who will remain an Independent Director. The change supports Bitfarms’ previously announced plan to redomicile to the United States. Hofmeister joined the board in November 2022 and has chaired the Governance & Nominating and Environmental & Social Responsibility committees. She brings two decades of U.S. corporate, securities and transaction experience and said U.S. redomiciliation is expected to increase access to U.S. capital pools, broaden the U.S. investor base, and improve index eligibility. CEO Ben Gagnon thanked Howlett for his leadership and said the transition aligns with governance and growth preparations for the redomiciliation.

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Positive

  • Edie Hofmeister appointed Chair; joined board in November 2022
  • Supports U.S. redomiciliation to increase access to U.S. capital
  • Brian Howlett will remain on the board as Independent Director

Negative

  • None.

News Market Reaction

-5.47%
6 alerts
-5.47% News Effect
-$103M Valuation Impact
$1.78B Market Cap
0.6x Rel. Volume

On the day this news was published, BITF declined 5.47%, reflecting a notable negative market reaction. Our momentum scanner triggered 6 alerts that day, indicating moderate trading interest and price volatility. This price movement removed approximately $103M from the company's valuation, bringing the market cap to $1.78B at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Director tenure start: 2020 Chairman tenure start: 2024 EVP & General Counsel period: 2010–2019 +4 more
7 metrics
Director tenure start 2020 Brian Howlett has served as Director since 2020
Chairman tenure start 2024 Brian Howlett has served as Chairman since 2024
EVP & General Counsel period 2010–2019 Edie Hofmeister EVP Corporate Affairs and General Counsel at Tahoe Resources
Current share price $3.11 Pre-news price for BITF on publication day
52-week high $6.60 BITF 52-week high level before this news
52-week low $0.673 BITF 52-week low level before this news
Market cap $1,811,708,163 Market capitalization prior to the announcement

Market Reality Check

Price: $2.10 Vol: Volume 57,743,982 is 1.42...
normal vol
$2.10 Last Close
Volume Volume 57,743,982 is 1.42x the 20-day average of 40,537,951, indicating elevated trading interest ahead of this governance update. normal
Technical BITF at $3.11 is trading above its 200-day MA of $2 and about 52.88% below its $6.60 52-week high.

Peers on Argus

BITF gained 2.64% with elevated volume. Crypto-exposed peers were mixed: BTBT up...

BITF gained 2.64% with elevated volume. Crypto-exposed peers were mixed: BTBT up 1.51%, HIVE up 5.67%, while FUFU, OPY, and TIGR declined. No peers appeared in the momentum scanner, suggesting this governance and U.S. redomiciliation news is more stock-specific than broad sector-driven.

Historical Context

5 past events · Latest: Jan 07 (Neutral)
Pattern 5 events
Date Event Sentiment Move Catalyst
Jan 07 Conference appearance Neutral -2.8% Needham Growth Conference presentation and 1x1 meeting availability.
Jan 02 Asset sale/strategy Positive +10.6% Sale of Paso Pe site and completed exit from Latin America operations.
Nov 13 Earnings and financing Neutral -18.0% Q3 2025 results with strong growth but net loss and large convert deal.
Nov 13 HPC/AI pivot Positive -18.0% Plan to convert Washington bitcoin site to HPC/AI workloads by Dec 2026.
Oct 30 Earnings scheduling Neutral -4.7% Announcement of Q3 2025 results release date and conference call details.
Pattern Detected

Strategic and financing announcements often triggered sizable moves, with positive portfolio shifts (e.g., Latam exit) seeing gains, while large financings and AI pivot updates sometimes coincided with sharp selloffs.

Recent Company History

Over the last few months, Bitfarms has focused on repositioning toward North American, HPC/AI-oriented infrastructure. On Jan 2, 2026, it announced a Latam exit via a Paso Pe sale for up to $30 million, which coincided with a 10.64% gain. Earlier, Q3 2025 results showed $69 million revenue and a $588 million convertible notes deal, followed by a -17.98% move. Today’s Board Chair transition and U.S. redomiciliation focus fits into this broader strategic realignment.

Market Pulse Summary

The stock moved -5.5% in the session following this news. A negative reaction despite governance-foc...
Analysis

The stock moved -5.5% in the session following this news. A negative reaction despite governance-focused news fits prior periods where strategic announcements, like the Q3 2025 results and AI pivot moves of about -18%, coincided with selling. Investors may reassess leadership and redomiciliation changes in the context of earlier large financings and capital structure shifts. Any sharp downside move could later be revisited as the market digests execution progress and subsequent disclosures.

Key Terms

redomiciling, public and private offerings, debt financings, joint ventures, +3 more
7 terms
redomiciling regulatory
"My experience building large-scale infrastructure ... Redomiciling to the United States is expected to increase"
Redomiciling is the process of moving a company's legal home from one country to another — changing where it is officially incorporated — while its business operations and management may stay the same. For investors this matters because the new legal home can change the rules that apply to taxes, financial reporting, shareholder rights and stock exchange listings, much like changing a person’s residence alters which laws and paperwork apply to them.
public and private offerings financial
"she has successfully guided multinational companies through public and private offerings, NYSE and NASDAQ listings"
Public and private offerings are two ways a company raises money by selling shares or debt: public offerings are sold broadly to the general investing public through regulated markets, while private offerings are sold directly to a limited group of investors such as institutions or wealthy individuals. Investors care because public deals create easily tradable securities and clearer price signals, whereas private deals can mean less liquidity, different risk profiles, and varying levels of disclosure — like buying an item in a shop versus arranging a private sale.
debt financings financial
"guided multinational companies through public and private offerings, NYSE and NASDAQ listings, intricate debt financings"
Debt financings are ways a company raises money by borrowing—for example through loans, bonds, or credit lines—agreeing to pay back the principal with interest over time. For investors, this matters because borrowing affects a company’s ability to grow, the risk it faces if earnings fall, and the amount of cash available for dividends or reinvestment; think of it like a household taking on a mortgage: it can enable bigger purchases but adds fixed payments and financial strain if income drops.
joint ventures financial
"intricate debt financings, joint ventures, complex litigation and multi-billion-dollar acquisitions"
A joint venture is a business arrangement where two or more companies come together to work on a specific project or goal, sharing both the risks and the rewards. It’s like partners teaming up for a common goal, which can help them access new markets, share expertise, or reduce costs. For investors, joint ventures can create new opportunities but also involve shared responsibilities and potential risks.
NASDAQ listings financial
"guided multinational companies through public and private offerings, NYSE and NASDAQ listings"
Nasdaq listings are companies whose shares are approved to be bought and sold on the Nasdaq stock exchange, a major electronic market where investors trade stock. Like having a storefront on a busy shopping street, a Nasdaq listing gives a company greater visibility, easier access to buyers and sellers, and must meet ongoing rules that affect liquidity, investor confidence and potential inclusion in market indexes—factors that influence a stock’s price and appeal.
NYSE listings financial
"guided multinational companies through public and private offerings, NYSE and NASDAQ listings"
Shares listed on the NYSE are stocks approved to trade on the New York Stock Exchange, a major public marketplace where buyers and sellers meet. For investors this matters because an NYSE listing signals that a company has met certain size, reporting and governance standards, and it typically means higher visibility, more buyers, and generally better trading liquidity—similar to a product being sold in a large, trusted supermarket rather than a small local stall.
securities law regulatory
"Drawing on her deep understanding of U.S. corporate and securities law, she has played a pivotal role"
Securities law is the set of rules that govern the creation, sale and trading of financial instruments such as stocks and bonds, designed to ensure accurate disclosure and fair behavior in markets. Like traffic laws that keep drivers honest and prevent accidents, these rules require truthful information, forbid fraud and provide enforcement tools so investors can make informed choices and rely on a basic level of market integrity.

AI-generated analysis. Not financial advice.

-Edie Hofmeister to Succeed Brian Howlett as Chair; Howlett to Remain on Board-

TORONTO, Ontario and NEW YORK, Jan. 14, 2026 (GLOBE NEWSWIRE) -- Bitfarms Ltd. (NASDAQ/TSX: BITF) (“Bitfarms” or the “Company”), a North American energy and digital infrastructure company, today announced that Edie Hofmeister has been appointed as Chair of the Board of Bitfarms. This appointment supports Bitfarms’ previously announced strategy of redomiciling to the United States. Ms. Hofmeister succeeds Brian Howlett who has served as Director since 2020, and Chairman since 2024. Mr. Howlett will continue to serve as an Independent Director.

Ms. Hofmeister brings over two decades of extensive expertise in legal affairs, corporate governance, and business strategy, developed over years in senior leadership roles. As an American business leader, she has successfully guided multinational companies through public and private offerings, NYSE and NASDAQ listings, intricate debt financings, joint ventures, complex litigation and multi-billion-dollar acquisitions. Drawing on her deep understanding of U.S. corporate and securities law, she has played a pivotal role in shaping governance practices aligned with American standards. From 2010-2019 she served as EVP Corporate Affairs and General Counsel for Tahoe Resources where, as its first employee, she helped build the company from a start-up to a mid-cap precious metals producer with operations throughout the Americas. In this role, she helped lead capital raises and large infrastructure development projects. Ms. Hofmeister joined Bitfarms’ Board of Directors in November 2022 and has since served as Chair of the Governance and Nominating Committee, and the Environmental and Social Responsibility Committee.

“I am honored to assume the role of Chair of the Board at such a defining moment for Bitfarms,” said incoming Chair, Edie Hofmeister. “My experience building large-scale infrastructure and leading risk and governance functions has taught me the importance of strong foundations during periods of change. Redomiciling to the United States is expected to increase our access to U.S. capital pools, broaden our U.S. investor base, and improve our eligibility for inclusion in certain stock indices. As the Company advances its U.S. redomiciliation, my focus will be on maintaining strong governance foundations while supporting execution of Bitfarms’ HPC/AI growth strategy. I look forward to working closely with Brian, Ben and the Board as we navigate this transition.”

CEO Ben Gagnon added, “We thank Brian for his leadership as Chairman. He has been instrumental in shaping our direction and driving meaningful progress at Bitfarms. We will continue to draw on his experience and perspective as an Independent Director. This transition reflects our commitment to strong governance and strategic growth as we prepare for U.S. redomiciliation. Edie’s experience as an executive and seasoned public board director makes her uniquely qualified to lead the Board during this pivotal chapter.”

About Bitfarms Ltd.
Bitfarms is a North American energy and digital infrastructure company that builds and operates vertically integrated, state-of-the-art data centers and energy infrastructure for high-performance computing and Bitcoin mining.

Bitfarms’ 2.1 GW North American energy portfolio, comprised of energized, under development, and pipeline MW, is clustered in data center hotspots with robust access to power and fiber infrastructure.

Bitfarms was founded in 2017 and is a proven leader in digital infrastructure with operations throughout the Americas. Bitfarms is headquartered in New York, NY and Toronto, ON and traded on the Nasdaq and Toronto Stock Exchange.

To learn more about Bitfarms’ events, developments, and online communities:
www.bitfarms.com
http://x.com/Bitfarms_io
https://www.linkedin.com/company/bitfarms/

Forward-Looking Statements  
This news release contains certain “forward-looking information” and “forward-looking statements” (collectively, “forward-looking information”) that are based on expectations, estimates and projections as at the date of this news release and are covered by safe harbors under Canadian and United States securities laws. The statements and information in this release regarding the Company’s intention to redomicile to the United States, the appointment of a new Chair of the Board with skills and experience to support the Company’s U.S. redomiciliation strategy, the benefits of redomiciling the Company to the United States and other statements regarding future growth, plans and objectives of the Company are forward-looking information.

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”, “prospects”, “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. This forward-looking information is based on assumptions and estimates of management of Bitfarms at the time they were made, and involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance, or achievements of Bitfarms to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. Such factors, risks and uncertainties include, among others: anticipated benefits of redomiciling the Company to the United States may not be realized or may not meet the expectations of the Company, may not occur at all, and may have unanticipated costs for the Company; the anticipated benefits of the rebalancing of operations to North America and the North American energy and compute infrastructure strategy may not be realized or the realization of such benefits may be delayed; an inability to apply the Company’s data centers to HPC/AI opportunities on a profitable basis; a failure to secure long-term contracts associated with HPC/AI customers on terms which are economic or at all; the construction and operation of new facilities may not occur as currently planned, or at all; expansion of existing facilities may not materialize as currently anticipated, or at all; the construction and operation of new facilities may not occur as currently planned, or at all; expansion of existing facilities may not materialize as currently anticipated, or at all; failure of the equipment upgrades to be installed and operated as planned; the availability of additional power may not occur as currently planned, or at all; expansion may not materialize as currently anticipated, or at all; the power purchase agreements and economics thereof may not be as advantageous as expected the risks of an increase in electricity costs, cost of natural gas, changes in currency exchange rates, energy curtailment or regulatory changes in the energy regimes in the jurisdictions in which Bitfarms operates and the potential adverse impact on profitability; future capital needs and the ability to complete current and future financings, as well as capital market conditions in general; share dilution resulting from equity issuances; and the adoption or expansion of any regulation or law that will prevent Bitfarms from operating its business, or make it more costly to do so. For further information concerning these and other risks and uncertainties, refer to Bitfarms’ filings on www.sedarplus.ca (which are also available on the website of the U.S. Securities and Exchange Commission (the “SEC") at www.sec.gov), including the Company's annual information form for the year ended December 31, 2024, management’s discussion & analysis for the year-ended December 31, 2024 and the management's discussion and analysis for the three and nine months ended September 30, 2025. Although Bitfarms has attempted to identify important factors that could cause actual results to differ materially from those expressed in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended, including factors that are currently unknown to or deemed immaterial by Bitfarms. 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 any forward-looking information. Bitfarms does not undertake any obligation to revise or update any forward-looking information other than as required by law. 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 Toronto Stock Exchange, Nasdaq, or any other securities exchange or regulatory authority accepts responsibility for the adequacy or accuracy of this release.

Investor Relations Contact:
Laine Yonker
investors@bitfarms.com

Media Contact:
Tara Goldstein
tgoldstein@bitfarms.com


FAQ

Who is the new Chair of Bitfarms (BITF) and when did she join the board?

Edie Hofmeister is the new Chair; she joined Bitfarms’ board in November 2022.

What role will former Chair Brian Howlett have after the January 14, 2026 change?

Brian Howlett will continue to serve as an Independent Director after stepping down as Chair.

How does the Bitfarms (BITF) board change relate to its U.S. redomiciliation plan?

The chair transition is intended to support the company’s U.S. redomiciliation and related governance alignment.

What benefits did Bitfarms cite for redomiciling to the United States?

The company said redomiciling is expected to increase access to U.S. capital pools, broaden its U.S. investor base, and improve index eligibility.

What governance roles did Edie Hofmeister hold at Bitfarms before becoming Chair?

She served as Chair of the Governance and Nominating Committee and the Environmental and Social Responsibility Committee.

How did Bitfarms’ CEO describe the board transition announced January 14, 2026?

CEO Ben Gagnon said the transition reflects a commitment to strong governance and strategic growth ahead of U.S. redomiciliation.
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