Bitfarms unveils plan to relocate to U.S. and rebrand as Keel Infrastructure

Bitfarms has officially announced a strategic plan that involves redomiciling from Canada to the United States. This move, referred to as the US Redomiciliation, aims to enhance long-term shareholder value and simplify the Company’s story for U.S. investors. Following a thorough strategic review process, Bitfarms’ Board of Directors unanimously agreed that the US Redomiciliation is in Bitfarms’ best interest.

According to Bitfarms’ CEO Ben Gagnon, this move will allow the company to take advantage of the significant opportunities in HPC/AI infrastructure development in the U.S. Gagnon emphasized that transitioning to the U.S. will provide benefits like expanding access to capital and increasing eligibility for index inclusion. This transition aims to solidify Bitfarms’ presence in the U.S., establishing a foundation for value creation as a U.S. company.

Upon completion of the redomiciliation, the ultimate parent company of Bitfarms will be a corporation formed under the laws of the State of Delaware, operating under the name Keel Infrastructure. This new name reflects Bitfarms’ commitment to becoming an infrastructure partner in the HPC/AI industry. Gagnon stated, “The keel is the structural backbone of a vessel—the largely unseen but critical foundation that provides stability and converts energy into forward motion.” This renaming aligns with Bitfarms’ evolving focus from a Bitcoin company to an infrastructure-first owner and developer of HPC/AI data centers in North America.

To effect the redomiciliation, each outstanding common share of Bitfarms will be exchanged for one share of common stock of Keel Infrastructure. Following the completion of this process, Keel Infrastructure is expected to trade on the Nasdaq and the Toronto Stock Exchange under the ticker symbol KEEL. This change is in line with Bitfarms’ strategic focus on expanding U.S.-based HPC/AI infrastructure and operations.

Bitfarms’ office in New York City will become the company’s sole principal executive office post-redomiciliation, reaffirming its commitment to U.S.-based operations. The move to convert to U.S. GAAP in August 2025 was part of a broader strategy focusing on U.S. operations. Bitfarms’ current operations and facilities in Canada and the U.S. are expected to remain unaffected by the redomiciliation.

The completion of the US Redomiciliation is anticipated to occur around April 1, 2026, pending approvals from shareholders, stock exchanges, and courts. Bitfarms plans to seek shareholder approval of the Arrangement at a special meeting of Shareholders on March 20, 2026. Shareholders will receive notice of and be entitled to vote at the meeting, where the terms and conditions of the Arrangement will be disclosed.

Bitfarms recently provided formal notice to repay its $300 million debt facility with Macquarie Group’s Commodities and Global Markets business. This strategic move aims to strengthen Bitfarms’ balance sheet and provide financial flexibility for future endeavors.