Keel Infrastructure Announces Closing of $458 Million of Convertible Senior Notes

• A portion of proceeds was used to fund the cost of capped calls intended to offset any dilution upon conversion of the convertible notes up to a Keel share price of $11.86
• Existing liquidity expected to be sufficient to develop Panther Creek, Sharon, and Moses Lake through leasing; opportunistic capital raise expected to improve flexibility to make value-add investments across current developments
  
  

NEW YORK, June 09, 2026 (GLOBE NEWSWIRE) -- Keel Infrastructure Corp. (NASDAQ/TSX: KEEL), a North American digital and energy infrastructure company (“Keel” or the “Company”), today announced that it has closed its offering of $458 million aggregate principal amount of 1.250% convertible senior notes due 2032 (the “Convertible Notes”), which includes the exercise in full of the $58 million option granted to the initial purchasers of the Convertible Notes.

Summary of the Offering

• Approximately $445.4 million in net proceeds to Keel, after deducting the initial purchasers’ discounts and commissions but before deducting the estimated offering expenses and the cost of the capped call transactions.
• Interest coupon of 1.250% per annum, payable semi-annually in arrears on January 15 and July 15 of each year, beginning on January 15, 2027.
• Initial conversion price of approximately $7.41 per share of common stock, which represents an approximately 25% premium to the last reported sale price of $5.93 per share of common stock on the Nasdaq on June 4, 2026.
• Initial cap price of the capped call transaction of $11.86 per share of common stock , which represents a premium of 100% to the last reported sale price of $5.93 per share of common stock on the Nasdaq on June 4, 2026.
  
  

Use of Proceeds
The Company’s existing liquidity is expected to be sufficient to develop Panther Creek, Sharon, and Moses Lake through leasing. The proceeds from this offering are expected to improve the Company’s flexibility to make value-add investments across the Company’s current developments.

Keel intends to use the net proceeds as follows:

• A portion of the net proceeds from this offering was used to fund the cost of entering into the capped call transactions described above.
• The remaining net proceeds will be used for general corporate purposes, which may include funding deposits for long-lead equipment and/or collateralizing letters of credit related to expanding and/or accelerating data center development projects.

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