Bitfarms Files Proxy for Shareholder Vote on U.S. Redomiciliation and Rebranding to Keel Infrastructure

summarizeSummary

Bitfarms Ltd. has filed its proxy circular for a special shareholder meeting on March 20, 2026, to approve its redomiciliation to the U.S. and rebranding as Keel Infrastructure Corp., a strategic move aimed at enhancing shareholder value and market positioning.

check_boxKey Events

• Shareholder Meeting Scheduled for Redomiciliation Vote

  A special meeting of shareholders is scheduled for March 20, 2026, to vote on the Arrangement Resolution for the U.S. redomiciliation and rebranding to Keel Infrastructure Corp.

• Strategic Pivot to U.S. Domicile and Rebrand

  The company plans to redomicile from Canada to the U.S. as Keel Infrastructure Corp., with each Bitfarms Canada Share exchanging for one share of Keel Common Stock, expected to trade under the ticker 'KEEL' on Nasdaq and TSX.

• Board Unanimously Recommends Approval

  The Board of Directors unanimously recommends shareholders vote FOR the Arrangement Resolution, citing benefits such as expanded access to U.S. capital pools, increased index eligibility, and enhanced commercial positioning for HPC/AI infrastructure.

• Estimated Costs and Risks Disclosed

  The redomiciliation is expected to incur approximately $6 million in non-recurring costs and carries risks including potential adverse tax consequences for Canadian shareholders and increased compliance obligations as a U.S. domestic issuer.

auto_awesomeAnalysis

This filing provides the detailed proxy materials for shareholders to vote on the previously announced redomiciliation to the U.S. and rebranding as Keel Infrastructure Corp. This is a critical step in the company's strategic pivot from a Bitcoin miner to a North American digital infrastructure and energy company, aiming to enhance shareholder value through improved access to U.S. capital markets and alignment with U.S. customer requirements for HPC/AI data centers. Shareholders must approve the Arrangement Resolution for the plan to proceed, making this a highly important corporate governance event. The company estimates non-recurring costs of approximately $6 million for this transition.