8/10/2026

speaker
Operator
Conference Operator

Ladies and gentlemen, thank you for standing by. Welcome to Keele Infrastructure Corp. second quarter 2026 earnings conference call. At this time, all participants are in a listen-only mode. After the speaker's presentation, there will be a question and answer session. To ask a question during the session, you would need to press star 11 on your telephone. You will then hear an automated message advising your hand is raised. And to withdraw your question, please press star 11 again. Please be advised that today's conference is being recorded. I would now like to turn the conference over to Lane Yonker, Keele Infrastructure Investor Relations. Please go ahead.

speaker
Lane Yonker
Director of Investor Relations

Thank you and welcome to Keele Infrastructure's second quarter 2026 conference call. With me on the call today are Director and Chief Executive Officer Ben Gagnon and Chief Financial Officer Jonathan Murr. Before we begin, please note this call is being webcast with an accompanying slide presentation. Today's press release and presentation can be accessed on our website under the investor section. Turning to slide two. I'd like to remind everyone that certain forward-looking statements will be made during this call and that future results could differ from those implied in this statement. The forward-looking information is based on certain assumptions and is subject to risks and uncertainties. I invite you to consult Kiehl's 10-Q for a complete list, which will be available on our website and the SEC website. Please note that references will be made to certain non-GAAP financial measures and therefore may not be comparable to similar measures presented by other companies. We invite listeners to refer to today's press release and our File 10-Q for definitions of the non-GAAP measures and their reconciliations to GAAP measures. Please note that all financial references are denominated in U.S. dollars unless otherwise noted. And now, turning to slide three, it is my pleasure to turn the call over to Ben Gagnon, member of the Keele Board of Directors and our Chief Executive Officer. Ben, please go ahead.

speaker
Ben Gagnon
Director and Chief Executive Officer

Thank you, Elaine, and good morning, everyone. Eighteen months ago, we laid out a clear vision for both Keele and the data center industry. We told you that the defining constraint of the most important technology of our lifetime was not chips or capital, it was power. And we told you that by the end of 2026, power would be even more constrained and even higher demand. We laid out a clear investment thesis that focusing on developing power in the right places on timelines that matter would be incredibly valuable to prospective tenants and value maximizing for shareholders. We explained the necessary work ahead of time and we kept you informed step by step exactly how we would transform this company into a premier regional data center developer. We said we would exit Latin America and Bitcoin and become an American HPC and AI company. We did. We said we would rebuild the balance sheet to enable our transition to an HPC and AI infrastructure company. We did. We said we would be ready to monetize our assets when power was scarcer and demand was stronger. We are. Throughout this transition, we've delivered on our commitments either on time or early. If timelines moved, we told you why. We told you what it meant, and we told you what did and did not change. That's not luck. That's a track record reflecting strategic discipline and consistent execution. Turning to slide four. In May, we shared that management was focused on three things this year. One, advancing permitting and leasing across all three priority sites. Two, securing our expansion capacity. And three, delivering energized megawatts as quickly as possible for our customers. 90 days later, here is where each one stands. First, on permitting and leasing. I will walk through each site's permitting and leasing update individually in a moment, but I'd like to first highlight the main takeaways here. One, we further advance permitting across all three priority sites this quarter and have clear visibility on permit completion at each site. And two, near-term power is scarce and our sites have it. That scarcity is doing the work for us. It's why all three sites have multiple potential customers engaged and negotiating, and it's why these conversations start from a very different place than they would have two years ago. This is an important distinction because when your site solves the hardest and most valuable problem potential tenants have, power, timing, and location, the commercial process stops being a pitch and it starts being a negotiation. And so to leave this next pivotal phase, Last month, we welcomed Ganesh Iyer as President of Keele. Ganesh has spent his career at the intersection of infrastructure and commercial strategy and joins us after nearly seven years as Chief Business Officer of Digital Realty. He is now leading our commercial efforts, and while he has only been with us about a month, he has already hit the ground running. Second, on expansion capacity. Last quarter, we explained our thesis that the market was not ascribing much value to the unsecured megawatts in our expansion capacity. We also explained that securing these megawatts was an important focus for management and a key value driver for shareholders. So first, in Pennsylvania, we've been working closely with both of our utility partners to advance our power applications for expanded capacity. While we can't provide details today, we are increasingly confident in our ability to convert potential expansion capacity from our two gigawatt Pennsylvania pipeline into more signed ESAs, delivering energized megawatts for HBC through 2030. We expect we should be able to provide investors with a fulsome update as early as December or January. Additionally, we advanced our Sherbrooke Data Center plans during the quarter, securing all necessary local approvals from the city and the local utility, with only provincial approval outstanding. We are excited to significantly expand our relationship with Sherbrooke, where over the past seven years, we have generated substantial revenues, taxes, jobs, and community benefits. If approved, we will consolidate our three legacy Bitcoin power purchase agreements into a single 96 megawatt HPC and AI power purchase agreement for a new data center development in Sherbrooke, a market where new data center energy capacity is nearly impossible to secure and is in high demand. Sherbrooke will be designed from the ground up to support the next generation of hardware and has the potential to become one of the most technologically advanced data centers in all of Quebec upon completion. Third, delivering energized infrastructure as soon as possible. Every commercial negotiation comes down to the same two questions. How fast can I get my first megawatts? And how fast and far can I keep growing with you after that? So in parallel with every commercial negotiation, we are working constantly with our partners, our manufacturers, and our supply chains to protect the timelines our customers are underwriting. Turning to slide five. Let me share some examples because most of this work never makes a press release. This quarter alone, we accepted delivery of long lead time items and the first VERTIF modules at Moses Lake. We'll be conducting further factory and pre-delivery inspections with VERTIF as modules come off the assembly line. We completed inspections for backup generation equipment at Moses Lake. We took delivery of several long lead time items in Sharon, including multiple transformers. We began executing final fiber contracts across our three sites, ensuring multiple path redundancy and connectivity will be available before the sites are online. We continue to update our data center design, improving power density specs so that we can meet customers' hardware requirements. We completed the first phase of construction across all three sites, which is the decommissioning of all US Bitcoin mining operations. And most importantly, we significantly deepened our bench of subject matter experts across construction, power, fiber, engineering, controls, and other critical disciplines, and we continue to add talent in these areas. clear, deliberate steps to de-risk our project timelines and ensure we can deliver state-of-the-art infrastructure within the timeframes and budgets our customers require. These steps mark the difference between a promise and a delivery date. Step back and look at what all of this adds up to. 18 months ago, we laid out our thesis and our strategy. Today, we are exactly where we said we wanted to be. The market is where we anticipated it would be. We are now active in the commercial process with the sites we wanted to bring to market at the moment we wanted to bring them to market. We are doing so from a position of financial strength and with permitting largely de-risked. We followed through on our promise not to cap upside by signing leases prematurely, and that patience is now paying for itself. This is our Goldilocks phase. Not too early to matter, not too late to win, exactly the window we built this company to hit. Now, let me show you what execution looks like on the ground, starting at Moses Lake. Turning to slide six. Moses Lake is shaping up to be a milestone site for Keele. It will likely be the first site fully permitted, the first site to come online, the first site to generate HVC revenues, and upon commissioning, We expect it to return significant equity capital to our balance sheet and become our first source of durable free cash flow. Permitting Washington works a bit differently than in Pennsylvania and has allowed us to start site development while we finish the go vertical permitting process, which we expect will wrap up later this quarter. The Bitcoin mine that stood there before is gone, completely removed. Today, The site is being prepared for the Vertiv modules with every piece of critical long lead equipment secured and being actively manufactured. In fact, the first Vertiv modules have already arrived on site with deliveries continuing from here. When you look at that rendering on the slide, understand that everything in it is bought, contracted, or already being manufactured, including the building itself. We look forward to delivering Moses Lake as our first fully commissioned and energized data center in 2027. And the commercial process reflects this. Moses Lake has interest from exactly the potential tenants you would want. Leading AI companies, GPU clouds, and enterprises that need power now. Inbound activity and negotiations have accelerated throughout the quarter, reflecting just how scarce near-term power is in the Pacific Northwest. Moses Lake serves a different customer profile than our Pennsylvania sites. Faster moving companies that value speed and a fully operated facility. So due to that customer demand, we may structure leases here on a modified gross basis rather than triple net with credit support structured to match. That approach lets these tenants move at the speed they need, keeps keel in operational control, and creates more value for a site with the size and scope of Moses Lake. Turning to slide seven. As share-in momentum continues to build, we secured full zoning in April. Land development was approved during the quarter, and our final environmental permits are submitted and progressing on track, with only a few environmental permits remaining before Sharon is cleared. We also iterated on the designs throughout the quarter, evaluating how to best consolidate the compute capacity, which we believe would be a simpler, less complex build and an overall stronger product. Sharon is in active commercial discussions today. with multiple parties engaging on the site simultaneously and evaluating it for exactly what it is, rare, uncontracted 2027 power in PJM. The structures under discussion here are focused on triple net and include pairing fast-growing AI companies with investment-grade credit support, exactly the kind of structure that enables a high-growth customer to deliver a financeable, long-term lease. Turning to slide eight. And then there's Panther Creek. 350 megawatts of secured utility capacity with PPL. Two hours from New York and Philadelphia in the middle of one of the most sought after AI corridors in America. This quarter we secured zoning. We secured conditional land development approval. And we refined the data center design for higher density deployments. Because with potential expansion capacity to 500 megawatts or more, that is where customer demand is going. not just solving for near-term power, but power that can keep scaling for years to come. On permits, we are in the final stages of our last few environmental permits. All have been submitted and are progressing. However, the final process with regulators is taking a few months longer than originally anticipated. For investors, I would like to clarify what this means. One, the final DEP permitting does not change our planned power delivery schedule under the ESA. Two, it does not change the anticipated economics of the project. And most importantly, three, it has not slowed commercial progress or interest. As of today, our earliest RFS date continues to be 2027. And for the customers that we are speaking to, we don't believe this will have an impact. Commercial interest at Panther Creek is high, and we believe recent broader market dynamics are also beneficial for the site. Because of the scale of the Panther Creek campus, engagement is led by large, sophisticated AI companies, and we expect interest from the very largest players to deepen as the site reaches execution-ready status on permitting. That is the pattern in this market. The bigger the counterparty, the more they value certainty. And with every permit that lands, Panther Creek becomes something only a handful of sites in America can offer. Near-term power, at scale, with room to keep growing for years. Today, we have multiple potential customers negotiating across multiple sites simultaneously. Interest across the portfolio far exceeds the capacity we have to lease. And these are the counterparties you would want at the table. Hyperscalers, leading AI companies, GPU cloud, and large enterprise. While I cannot name names or reveal particulars, I want you to understand that there is competitive tension in this process, and our challenge is not finding customer demand, but in choosing among it. I also want to be direct about how we think about signing. We have been very clear for the past 18 months about our commercial timeline. We did not rush to the finish line, but rather took the time to de-risk our sites, build commercial interest, and ensure we secure the best economics possible for our shareholders. A lease is not a trophy for a press release. It is a 15-year commitment of infrastructure, credit, and trust. And the difference between a good lease and a great one is measured in hundreds of millions of dollars over its life. Holding the bottleneck everyone needs to grow means we are negotiating from strength, and we will focus on optimizing across customers, economics, and cost of capital. We are not going to cap the upside of a generational asset in order to deliver a headline. We remain very optimistic and increasingly confident from the engaged and active tenants in our commercial process. The intensity makes clear that our portfolio is exceptionally well positioned to solve a wide variety of customers' problems. Secured power available in 2027, attractive locations, and proven delivery partners remain the differentiators driving every customer conversation we're having. Turning to slide nine, and with that, I'll turn it over to Jonathan to discuss our Q2 financial results.

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