Business Context and Reporting Period
This Form 6-K is filed by Bitfarms Ltd. (soon to be Keel Infrastructure Corp.) for the month of March 2026. The filing announces the completion of a U.S. Redomiciliation plan, transitioning the company from a Canadian corporation to a Delaware-based entity named Keel Infrastructure Corp., effective approximately April 1, 2026. Consequently, the company is restating its interim financial reports for the fiscal year ended December 31, 2025, converting them from International Financial Reporting Standards (IFRS) to U.S. GAAP.
Key Financial Metrics
The filing text does not provide specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity. This document serves as a cover report to incorporate by reference the restated unaudited consolidated interim financial statements and Management's Discussion and Analysis (MD&A) for the periods ended March 31, June 30, and September 30, 2025, and 2024. These detailed metrics are contained in Exhibits 99.1 through 99.6 attached to the filing.
Material Changes
- Accounting Standard Conversion: Interim financial reports previously filed under IFRS are being restated to comply with U.S. GAAP.
- Corporate Structure: The company is redomiciling from Canada to the United States, changing its name to Keel Infrastructure Corp.
- Reporting Status: The company is transitioning from a foreign private issuer filing Form 20-F/40-F to a U.S. domestic issuer filing Form 10-K.
Guidance, Outlook, and Risks
The filing confirms that all necessary shareholder, stock exchange, and court approvals for the U.S. Redomiciliation have been obtained. The transition is expected to be completed on or about April 1, 2026. The document explicitly states that the restated financial statements do not update or reflect any events occurring after the dates of the original filings. No specific forward-looking guidance, risk factors, or unusual items are detailed within the text of this cover report.
Investor Verification Checklist
- Verify the specific financial impacts of the IFRS to U.S. GAAP conversion by reviewing Exhibits 99.1 through 99.6.
- Confirm the exact completion date of the U.S. Redomiciliation and the official name change to Keel Infrastructure Corp.
- Review the restated MD&A for any material adjustments to prior period results that may affect historical trend analysis.
- Check subsequent filings for the first full quarter reported under the new U.S. GAAP framework and domestic issuer status.