Keel Infrastructure Swings to Deep Loss as Redomiciliation Costs Mount
The HPC infrastructure developer posted a $127.6 million net loss in the first quarter, more than tripling from a year earlier, as it absorbed restructuring charges tied to its U.S. redomiciliation and Latin American exit.
Keel Infrastructure (KEEL), the North American HPC and AI infrastructure developer formerly known as Bitfarms, reported a first-quarter net loss of $127.6 million, or $0.21 a share, widening 232% from $38.4 million, or $0.08 a share, a year earlier. The results reflected the company's first full quarter operating under its new identity following a sweeping strategic transformation that included a U.S. redomiciliation, a rebrand, and the divestiture of its Latin American operations.
Revenue fell 22% to $37 million from $47.7 million in the year-ago period, while cost of revenues climbed 34%, driving gross margin from a slim 1% to negative 71%. Adjusted EBITDA swung to negative $16.7 million, a negative 45% margin, compared with positive $6.9 million and a 14% margin a year ago — a $23.6 million deterioration.
The widening losses were amplified by a surge in general and administrative expenses, which rose 52% to $26.8 million. The company attributed the increase largely to professional services tied to its U.S. redomiciliation, a conversion to U.S. GAAP accounting, and the sale of its Paso Pe site in Uruguay, which closed April 21. The operating loss widened 182% to $98.4 million, incorporating a $41.4 million non-cash loss on digital asset fair value, up from $23.0 million a year ago, and $28 million in depreciation versus $18 million. A $21.6 million loss on extinguishment of the Macquarie credit facility further pressured the bottom line.
Keel closed a $458 million convertible senior notes offering in the quarter, carrying a 1.250% coupon and maturing in 2032, with net proceeds of approximately $445.4 million. The notes carry an initial conversion price of roughly $7.41 a share, a 25% premium to the $5.93 reference price, with a capped-call arrangement setting the ceiling at $11.86 a share. As of May 8, the company held approximately $533 million in liquidity, comprising $336 million in unrestricted cash and $197 million in unencumbered Bitcoin. Keel sold 269 Bitcoin for $20 million between January 1 and May 8 as part of a wind-down of its digital asset holdings.
The company said its existing liquidity is sufficient to fund capital requirements across its 2.2-gigawatt development pipeline — spanning sites at Panther Creek, Sharon, and Moses Lake — through lease execution and the start of construction at Moses Lake, covering general and administrative costs through 2028. Keel also named Ganesh Aiyer as President, reporting to the CEO, to lead commercial and pipeline expansion; Aiyer previously served as Chief Business Officer at Digital Realty Trust.
With the U.S. redomiciliation completed on April 1 and the Paso Pe sale finalized three weeks later, Keel now operates as a pure-play North American HPC and AI infrastructure developer. The first-quarter results capture the cost of that transition, while the company's forward trajectory hinges on converting its multi-gigawatt pipeline into contracted revenue.