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- 40FR12B Initial registration of securities (Canada)
- 99.1 Notice of Special Meeting of Shareholders Dated January 2, 2020
- 99.2 Notice of Special Meeting of Shareholders & Management Information Circular Dated January 2, 2020
- 99.3 Form of Proxy for Special Meeting of Shareholders on February 4, 2020
- 99.4 Certification of Mailing of Proxy-related Materials Dated January 14, 2020
- 99.5 Report of Voting Results from Special Meeting of Shareholders on February 4, 2020
- 99.6 News Release Dated February 20, 2020
- 99.7 News Release Dated February 28, 2020
- 99.8 Early Warning Report Dated February 28, 2020
- 99.9 News Release Dated March 11, 2020
- 99.10 Material Change Report Dated March 21, 2020
- 99.11 News Release Dated April 6, 2020
- 99.12 News Release Dated April 17, 2020
- 99.13 on Class 1 Reporting Issuers and Class 3B Reporting Issuers-participation Fee Management Certification of CFO Dated April 29, 2020
- 99.14 Consolidated Financial Statements As of and for the Years Ended December 31, 2019 and 2018, Dated April 29, 2020
- 99.15 Management's Discussion & Analysis for the Year Ended December 31, 2019, Dated April 29, 2020
- 99.16 CEO Certification of Annual Filings Venture Issuer Basic Certificate Dated April 29, 2020
- 99.17 CFO Certification of Annual Filings Venture Issuer Basic Certificate Dated April 29, 2020
- 99.18 News Release Dated April 29, 2020
- 99.19 Notice of Record and Meeting Dates Dated April 29, 2020
- 99.20 Certificate Pursuant to Subsection 2.20(C) of National Instrument 54-101 Dated April 29, 2020
- 99.21 News Release Dated May 15, 2020
- 99.22 News Release Dated May 19, 2020
- 99.23 Notice of Annual General Meeting of Shareholders Dated May 20, 2020
- 99.24 Notice of Annual General Meeting of Shareholders & Management Information Circular Dated May 20, 2020
- 99.25 News Release Dated May 22, 2020
- 99.26 News Release Dated June 1, 2020
- 99.27 Material Change Report Dated June 1, 2020
- 99.28 Form of Proxy for Annual General Meeting of Shareholders on June 29, 2020
- 99.29 Certification of Mailing of Proxy-related Materials Dated June 9, 2020
- 99.30 Letter from Former Auditor Dated June 17, 2020
- 99.31 Letter from Successor Auditor Dated June 17, 2020
- 99.32 Change of Auditor Notice Dated June 18, 2020
- 99.33 Material Change Report Dated June 19, 2020
- 99.34 News Release Dated June 19, 2020
- 99.35 Material Change Report Dated June 24, 2020
- 99.36 News Release Dated June 24, 2020
- 99.37 Interim Condensed Consolidated Financial Statements As of and for the Three Months Ended March 31, 2020 and 2019 (Unaudited)
- 99.38 Management's Discussion & Analysis for the Three Months Ended March 31, 2020, Dated June 24, 2020
- 99.39 CEO Certification of Interim Filings Venture Issuer Basic Certificate Dated June 24, 2020
- 99.40 CFO Certification of Interim Filings Venture Issuer Basic Certificate Dated June 24, 2020
- 99.41 Material Change Report Dated June 29, 2020
- 99.42 News Release Dated June 29, 2020
- 99.43 Material Change Report Dated August 20, 2020
- 99.44 News Release Dated August 20, 2020
- 99.45 Material Change Report Dated August 28, 2020
- 99.46 News Release Dated August 28, 2020
- 99.47 Interim Condensed Consolidated Financial Statements As of and for the Three and Six Months Ended June 30, 2020 and 2019 (Unaudited)
- 99.48 Management's Discussion & Analysis for the Three and Six Months Ended June 30, 2020, Dated August 28, 2020
- 99.49 CEO Certification of Interim Filings Venture Issuer Basic Certificate Dated August 28, 2020
- 99.50 CFO Certification of Interim Filings Venture Issuer Basic Certificate Dated August 28, 2020
- 99.51 Material Change Report Dated August 31, 2020
- 99.52 News Release Dated August 31, 2020
- 99.53 Material Change Report Dated September 14, 2020
- 99.54 News Release Dated September 14, 2020
- 99.55 Material Change Report Dated September 21, 2020
- 99.56 News Release Dated September 21, 2020
- 99.57 Material Change Report Dated October 13, 2020
- 99.58 News Release Dated October 13, 2020
- 99.59 Material Change Report Dated October 26, 2020
- 99.60 News Release Dated October 26, 2020
- 99.61 Material Change Report Dated October 28, 2020
- 99.62 News Release Dated October 28, 2020
- 99.63 Material Change Report Dated November 9, 2020
- 99.64 News Release Dated November 9, 2020
- 99.65 News Release Dated November 13, 2020
- 99.66 Interim Condensed Consolidated Financial Statements As of and for the Three and Nine Months Ended September 30, 2020 and 2019 (Unaudited)
- 99.67 Management's Discussion & Analysis for the Three and Nine Months Ended September 30, 2020, Dated November 25, 2020
- 99.68 CEO Certification of Interim Filings Venture Issuer Basic Certificate Dated November 26, 2020
- 99.69 CFO Certification of Interim Filings Venture Issuer Basic Certificate Dated November 26, 2020
- 99.70 Material Change Report Dated November 26, 2020
- 99.71 News Release Dated November 26, 2020
- 99.72 Notice Declaring Intention to Qualify Short Form Prospectus Dated November 27, 2020
- 99.73 Material Change Report Dated December 22, 2020
- 99.74 News Release Dated December 22, 2020
- 99.75 Material Change Report Dated December 29, 2020
- 99.76 News Release Dated December 29, 2020
- 99.77 News Release Dated January 3, 2021
- 99.78 Material Change Report Dated January 4, 2021
- 99.79 Material Change Report Dated January 7, 2021
- 99.80 News Release Dated January 7, 2021
- 99.81 News Release Dated January 10, 2021
- 99.82 Material Change Report Dated January 11, 2021
- 99.83 News Release Dated January 13, 2021
- 99.84 Material Change Report Dated January 14, 2021
- 99.85 Material Change Report Dated January 14, 2021
- 99.86 News Release Dated January 14, 2021
- 99.87 Early Warning Report Dated January 25, 2021
- 99.88 News Release Dated January 25, 2021
- 99.89 Material Change Report Dated February 4, 2021
- 99.90 News Release Dated February 4, 2021
- 99.91 News Release Dated February 7, 2021
- 99.92 Material Change Report Dated February 8, 2021
- 99.93 Material Change Report Dated February 10, 2021
- 99.94 News Release Dated February 10, 2021
- 99.95 Material Change Report Dated February 18, 2021
- 99.96 News Release Dated February 18, 2021
- 99.97 Material Change Report Dated February 23, 2021
- 99.98 News Release Dated February 23, 2021
- 99.99 Material Change Report Dated March 2, 2021
- 99.100 News Release Dated March 2, 2021
- 99.101 Annual Information Form for the Year Ended December 31, 2019, Dated March 8, 2021
- 99.102 CEO Certification of Annual Filings In Connection with Voluntarily Filed Annual Information Form Dated March 8, 2021
- 99.103 CFO Certification of Annual Filings In Connection with Voluntarily Filed Annual Information Form Dated March 8, 2021
- 99.104 Material Change Report Dated March 12, 2021
- 99.105 News Release Dated March 12, 2021
- 99.106 Preliminary Short Form Base Shelf Prospectus Dated March 12, 2021
- 99.107 Qualification Certificate Dated March 12, 2021
- 99.108 Receipt from Ontario Securities Commission Dated March 15, 2021
- 99.109 News Release Dated March 18, 2021
- 99.110 Material Change Report Dated March 24, 2021
- 99.111 News Release Dated March 24, 2021
- 99.112 Consolidated Financial Statements As of and for the Years Ended December 31, 2020 and 2019, Dated March 24, 2021
- 99.113 Management's Discussion & Analysis for the Year Ended December 31, 2020, Dated March 24, 2021
- 99.114 on Class 1 Reporting Issuers and Class 3B Reporting Issuers-participation Fee Management Certification of CFO Dated March 25, 2021
- 99.115 Ab Class 1 Reporting Issuers and Class 3B Reporting Issuers-participation Fee Management Certification of CFO Dated March 25, 2021
- 99.116 CEO Certification of Annual Filings Venture Issuer Basic Certificate Dated March 25, 2021
- 99.117 CFO Certification of Annual Filings Venture Issuer Basic Certificate Dated March 25, 2021
- 99.118 Material Change Report Dated March 25, 2021
- 99.119 News Release Dated March 25, 2021
- 99.120 Material Change Report Dated April 1, 2021
- 99.121 News Release Dated April 1, 2021
- 99.122 Notice of Record and Meeting Dates Dated April 1, 2021
- 99.123 Annual Information Form for the Year Ended December 31, 2020, Dated April 7, 2021
- 99.124 CEO Certification of Annual Filings In Connection with Voluntarily Filed Annual Information Form Dated April 7, 2021
- 99.125 CFO Certification of Annual Filings In Connection with Voluntarily Filed Annual Information Form Dated April 7, 2021
- 99.126 CEO Certification of Annual Filings Venture Issuer Basic Certificate Dated April 13, 2021
- 99.127 CFO Certification of Annual Filings Venture Issuer Basic Certificate Dated April 13, 2021
- 99.128 Material Change Report Dated April 16, 2021
- 99.129 News Release Dated April 16, 2021
- 99.130 Material Change Report Dated April 19, 2021
- 99.131 News Release Dated April 19, 2021
- 99.132 News Release Dated April 22, 2021
- 99.133 Material Change Report Dated April 23, 2021
- 99.134 News Release Dated April 23, 2021
- 99.135 Material Change Report Dated April 26, 2021
- 99.136 News Release Dated April 26, 2021
- 99.137 Consent of Kost Forer Gabbay & Kasierer Dated April 27, 2021
- 99.138 Consent of Pricewaterhousecoopers LLP Dated April 28, 2021
Exhibit 99.7
NEWS RELEASE
Pierre-Luc Quimper Files Early Warning Report
February 28, 2020 – Pierre-Luc Quimper announces that he has filed an early warning report (the “Early Warning Report”) in accordance with National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, in connection with the purchase and sale of common shares (“Common Shares”) of Bitfarms Ltd. (the “Corporation”), as described below.
When the Corporation became a reporting issuer on June 13, 2019 (upon being issued a receipt for its final prospectus dated June 12, 2019), Mr. Quimper had control and direction (by way of Prosum Management Inc., a corporation of which he owns 100% of the outstanding securities) over 8,967,845 Common Shares, representing approximately 15.71% of the then-outstanding Common Shares.
Between June 12, 2019 and the time at which he seized to have control and direction over 10% of the of the outstanding Common Shares (which occurred on October 21, 2019), Mr. Quimper has sold an aggregate of 642,208 Common Shares and purchased an aggregate of 8,000 Common Shares (for a net decrease of 634,208 Common Shares), as set forth in the table below. As a result, Mr. Quimper holds fewer than 10% of the outstanding Common Shares.
Date | Number of Common Shares Sold | Number of Common Shares Purchased | Market | Price per Common Share | Total Consideration | |||||
July 15, 2019 | 130,208 | - | Private sale | $0.0008 | $104.1664 | |||||
July 15, 2019 | 100,000 | - | Private sale | $0.99 | $99,000 | |||||
September 23, 2019 | 111,000 | - | TSX Venture Exchange (“TSXV”) | $0.9372 | $104,029.20 | |||||
September 24, 2019 | 20,000 | - | TSXV | $0.95 | $19,000 | |||||
September 25, 2019 | 14,500 | - | TSXV | $0.8586 | $12,449.70 | |||||
September 26, 2019 | 20,000 | - | TSXV | $0.8445 | $16,890 | |||||
September 27, 2019 | 2,500 | - | TSXV | $0.79 | $1,975 | |||||
September 27, 2019 | 2,500 | - | TSXV | $0.81 | $2,025 | |||||
September 27, 2019 | 35,000 | - | TSXV | $0.86 | $30,100 | |||||
September 27, 2019 | 10,000 | - | TSXV | $0.87 | $8,700 | |||||
September 30, 2019 | 2,500 | - | TSXV | $0.77 | $1,925 | |||||
September 30, 2019 | 2,500 | - | TSXV | $0.78 | $1,950 |
Date | Number of Common Shares Sold | Number of Common Shares Purchased | Market | Price per Common Share | Total Consideration | |||||
September 30, 2019 | 5,000 | - | TSXV | $0.83 | $4,150 | |||||
October 11, 2019 | 1,000 | - | TSXV | $0.55 | $550 | |||||
October 11, 2019 | - | 5,000 | TSXV | $0.54 | $2,700 | |||||
October 11, 2019 | 3,000 | - | TSXV | $0.56 | $1,680 | |||||
October 11, 2019 | 3,500 | - | TSXV | $0.57 | $1,995 | |||||
October 11, 2019 | 22,500 | - | TSXV | $0.58 | $13,050 | |||||
October 11, 2019 | 44,500 | - | TSXV | $0.60 | $26,700 | |||||
October 11, 2019 | 10,000 | - | TSXV | $0.61 | $6,100 | |||||
October 11, 2019 | 3,500 | - | TSXV | $0.62 | $2,170 | |||||
October 11, 2019 | 1,000 | - | TSXV | $0.625 | $625 | |||||
October 11, 2019 | 2,000 | - | TSXV | $0.64 | $1,280 | |||||
October 15, 2019 | - | 1,000 | TSXV | $0.53 | $530 | |||||
October 15, 2019 | - | 1,000 | TSXV | $0.54 | $540 | |||||
October 15, 2019 | 3,000 | - | TSXV | $0.54 | $1,620 | |||||
October 15, 2019 | - | 1,000 | TSXV | $0.55 | $550 | |||||
October 15, 2019 | 1,000 | - | TSXV | $0.56 | $560 | |||||
October 15, 2019 | 1,000 | - | TSXV | $0.60 | $600 | |||||
October 16, 2019 | 500 | - | TSXV | $0.51 | $255 | |||||
October 16, 2019 | 14,500 | - | TSXV | $0.52 | $7,540 | |||||
October 16, 2019 | 5,000 | - | TSXV | $0.53 | $2,650 | |||||
October 17, 2019 | 4,000 | - | TSXV | $0.51 | $2,040 | |||||
October 17, 2019 | 10,000 | - | TSXV | $0.52 | $5,200 | |||||
October 17, 2019 | 10,000 | - | TSXV | $0.53 | $5,300 | |||||
October 17, 2019 | 5,000 | - | TSXV | $0.54 | $2,700 | |||||
October 17, 2019 | 5,000 | - | TSXV | $0.55 | $2,750 | |||||
October 18, 2019 | 4,000 | - | TSXV | $0.51 | $2,040 | |||||
October 18, 2019 | 24,000 | - | TSXV | $0.52 | $12,480 | |||||
October 18, 2019 | 2,000 | - | TSXV | $0.53 | $1,060 | |||||
October 21, 2019 | 6,500 | - | TSXV | $0.51 | $3,315 |
Mr. Quimper is party to an escrow agreement dated June 12, 2019 (the “Escrow Agreement”), under which his Common Shares are held in escrow by TSX Trust Company and will be released as per the following schedule:
Date | Number of Common Shares to be Released | |
July 16, 2020 | 896,784 | |
January 16, 2021 | 896,784 | |
July 16, 2021 | 1,345,177 | |
January 16, 2022 | 1,345,177 | |
July 16, 2022 | 3,587,139 |
The Escrow Agreement does not limit Mr. Quimper’s ability to exercise the voting rights attached to his Common Shares held in escrow.
A copy of the Escrow Agreement is available on SEDAR.
2
Mr. Quimper, whose address is 630 Sherbrooke Street West, Suite 301, Montreal, Quebec H3A 1E4, holds his securities of the Corporation for investment purposes. Depending upon the circumstances, Mr. Quimper may, from time to time, acquire additional securities of the Corporation or sell all or a portion of the securities of the Corporation previously acquired.
For further information or to obtain a copy of the Early Warning Report, please contact:
Ali Amadee, Partner
Dentons Canada LLP
1 Place Ville Marie, 39th Floor
Montreal, QC H3B 4M7
(514) 878-8876
3