Keel Infrastructure Corp. (NASDAQ:KEEL), formerly known as Bitfarms Ltd., filed its quarterly report on Form 10-Q for the quarter ended September 30, 2026, with the SEC on November 5, 2026.

Key Highlights

  • Share count: 617,883,881 shares of common stock were outstanding as of November 4, 2026, according to the filing.
  • Corporate redomiciliation: Keel became the ultimate parent company of Bitfarms effective April 1, 2026, through a statutory plan of arrangement under Section 182 of the Business Corporations Act (Ontario).
  • Share exchange: Holders of Bitfarms common shares received one share of Keel common stock per common share of Bitfarms under the Arrangement.
  • Name change: Bitfarms Ltd. was renamed "Backbone Hosting Solutions Inc." following an internal corporate reorganization completed on June 15, 2026.
  • Issuer status: Keel is the successor issuer to Bitfarms pursuant to Rule 12g-3(a) under the Exchange Act and is classified as a U.S. domestic issuer, while Bitfarms was a foreign private issuer.
  • Filer classification: The company is designated an accelerated filer and is not a smaller reporting company or emerging growth company, as indicated on the cover page.

Keel Infrastructure Corp. Reports Q3 2026 Results Following U.S. Redomiciliation

Keel Infrastructure Corp., listed on NASDAQ:KEEL and formerly operating as Bitfarms Ltd., filed its Form 10-Q for the quarter ended September 30, 2026. The filing describes the company as a Delaware corporation headquartered at 120 Broadway, Suite 1375, New York, NY 10004. As of November 4, 2026, the registrant reported 617,883,881 shares of common stock outstanding.

According to the filing, Keel became the ultimate parent company of Bitfarms on April 1, 2026, through a statutory plan of arrangement completed as part of Bitfarms' previously announced U.S. Redomiciliation Transaction. Under the Arrangement, Keel indirectly acquired all issued and outstanding common shares of Bitfarms, with each Bitfarms shareholder receiving one share of Keel common stock. The filing states that the issuance of Keel shares under the Arrangement "was exempt from registration under Section 3(a)(10) of the Securities Act of 1933." Keel reported this succession on a Form 8-K filed on April 1, 2026.

The filing notes that for accounting and financial reporting purposes, Bitfarms is the accounting predecessor of Keel, and the condensed consolidated financial statements "are presented as a continuation of Bitfarms' historical consolidated financial statements at historical carrying amounts." The company disclosed that its business strategy includes "a strategic transformation to digital infrastructure, including high-performance computing ('HPC') from Bitcoin Mining," and cited risks including the ability to execute leases for HPC data centers, dependence on power sources in Pennsylvania, Washington State, and Quebec, and potential impacts from Quebec Orders-in-Council 88-2026 and 89-2026. The filing contains forward-looking statements that the company cautions are subject to risks and uncertainties that could cause actual results to differ materially.

What Was Disclosed

Keel Infrastructure Corp. filed a quarterly report covering the period ended September 30, 2026, disclosing its corporate structure following its U.S. redomiciliation from Canada, the renaming of its Bitfarms subsidiary, its share count as of November 4, 2026, and its ongoing strategic shift toward HPC and digital infrastructure.