Bitfarms Shareholders Approve Delaware Shift and KEEL Ticker Transition

The vote, held March 20, delivered a near-clean sweep, with about 99.3% of ballots cast in favor of the plan to redomicile from Canada to Delaware and adopt the new name, Keel Infrastructure. The margin cleared the required two-thirds threshold with room to spare, signaling broad investor alignment behind management’s direction.

If final approvals land as expected, the transaction is slated to close around April 1. At that point, each Bitfarms share will convert on a 1:1 basis into stock of the new Delaware parent, with trading expected to begin under the ticker “KEEL” on both Nasdaq and the Toronto Stock Exchange shortly after.

The mechanics are straightforward, but the message is not subtle: Bitfarms is leaning hard into a new identity. The company is framing itself less as a bitcoin miner and more as a North American infrastructure operator focused on powering AI workloads and data-intensive computing.

Bitfarms stock lost more than 8% on Friday and 2.23% over the past five trading sessions. Image source: bitcoinminingstock.io.

This AI and HPC pivot did not arrive overnight. Management first outlined the plan on Feb. 6 following a yearlong strategic review that examined investor appetite, capital access, and long-term positioning. The conclusion was clear enough—shift the domicile, simplify the structure, and meet U.S. investors on their own turf.

Proxy advisors, including Institutional Shareholder Services, backed the move, citing its economic logic. The board followed suit with a unanimous recommendation, and shareholders largely treated the proposal as a formality.

Under the new structure, Bitfarms becomes a subsidiary of Keel Infrastructure Corp., a freshly formed Delaware entity. The company’s operations, facilities, and day-to-day activity remain unchanged, at least for now. What changes is the wrapper—legal, financial, and narrative.

The rebrand leans into that narrative. “Keel” references the backbone of a ship, the piece that stabilizes and translates energy into forward motion. Management is clearly aiming to cast the company as foundational plumbing for the next wave of compute demand, rather than a single-asset bet tied to bitcoin mining cycles.

CEO Ben Gagnon framed the vote as validation of a longer effort, noting the company has been repositioning for more than a year. “Today’s vote is an endorsement of our hard work over the course of more than a year, and an important milestone in our strategic pivot,” he said.

The U.S. domicile is expected to bring practical benefits. These include deeper access to American capital markets, better alignment with domestic investors, and a corporate structure that is more familiar under Delaware law. There is also a strategic angle: operating as a U.S.-based entity may ease relationships with utilities, regulators, and enterprise clients tied to AI and data infrastructure.

Bitfarms already has a sizable North American footprint, including a 2.1-gigawatt energy portfolio spanning active, in-development, and pipeline projects. The company’s New York office is set to become its primary executive base following the transition.

There are still boxes to check. Court approval and standard closing conditions remain in play, and as with any restructuring, risks include delays, added costs, or benefits that take longer to materialize. The company has pointed investors to its filings for a fuller accounting of those variables.

Even so, the direction is now locked in. Shareholders have endorsed a shift that trades a single-sector identity for a broader infrastructure thesis—one that places the company closer to the center of AI compute demand, rather than at the edge of bitcoin’s market forces.

FAQ 🔎

• What is Bitfarms changing its name to?
  Bitfarms will rebrand as Keel Infrastructure following its U.S. redomiciliation.
• When will KEEL stock start trading?
  Shares are expected to begin trading under “KEEL” shortly after the deal closes around April 1, 2026.
• Will Bitfarms shares be converted?
  Yes, each Bitfarms share will convert 1:1 into Keel Infrastructure stock.
• Why is Bitfarms moving to the U.S.?
  The shift aims to improve access to U.S. capital, align with investors, and support its AI infrastructure strategy.

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