Dilution profile // every instrument, one screen, from SEC filings

Keel Infrastructure Corp. (KEEL)

CIK 1812477 · all EDGAR filings →

Overall dilution risk
HIGHworst of 4 computed signals (offering ability)
= the worst band among the computed sub-ratings, no hidden weighting
Offering ability
HIGHS-3ASR on file 2026-04-07
= is there a registration (S-1/S-3 family) on file without a later withdrawal
no structured fee data on the live registrations, so this is a yes/no, not a size
Overhead supply
LOWwarrants = 0% of O/S
= warrant shares outstanding divided by current shares outstanding (bands: 20% / 50%)
warrants only; converts, ATMs and equity lines are not in free structured data, so the true overhead is AT LEAST this
Historical dilution
MEDIUM+85% O/S in 3y
= share count now vs 3 years ago (bands: 30% / 100%); a reverse split pushes this negative
Cash need
LOW~40.7 months of runway
= cash vs trailing operating burn (bands: 6mo / 24mo; positive operating CF = low)

Same rating bands the category standard uses, but free, with the formula on the chip and the gaps in the data said out loud.

Shares outstanding over time

2021-12-312026-08-07

Latest: 617.6M shares as of Aug 7, 2026 (10-Q).

Cash runway

Self-funding

generates cash

Full breakdown: cash runway tool · source filing →

Warrants

TrancheWarrantsExercise priceTermNotes
Stronghold Warrants12.9M$1.24FV $11.5M
Macquarie Equity Warrants5.3M$1.17FV $2.9M
Additional Equity Warrants2.2M$5.695yFV $7.1M
Equity Warrants2.2M$5.694.3y
A2023 Warrantsnot tagged$1.23
A2023 Private Placement Warrantsnot tagged$1.17

Tranches exactly as the company dimensioned them in its 10-Q filed Aug 10, 2026. Groupings can overlap (a “Series E and F” row is not additive with a “Series E” row), so do not sum this column. A tranche the filer did not tag is absent here, not absent from the cap table. DOWN-ROUND = the filer tagged price-protection accounting scoped to that tranche.

Warrants outstanding: 2.2M underlying shares, as reported Oct 31, 2025 (10-K).

Reported exercise price: $43.69 (aggregate figure as tagged; individual tranches vary).

Rough fully diluted estimate: 619.8M = 617.6M O/S + 2.2M warrant shares. An estimate, not a filing figure: it ignores converts, options and RSUs, and the two inputs carry different as-of dates.

Convertible notes

NotePrincipalCarryingConv. priceRateIf converted
2025 Convertible Senior Notes$588.0M$593.6M$6.861.375%~85.7M sh
2026 Convertible Senior Notes$458.0M$458.3M$7.411.25%~61.8M sh

If every note above converted at its tagged price: ~147.5M new shares on 617.6M currently outstanding. An estimate from principal ÷ conversion price, with inputs carrying different as-of dates; make-whole adjustments, capped calls and partial repurchases are not modeled.

Notes exactly as the company dimensioned them in its 10-Q filed Aug 10, 2026. Principal is face amount as tagged, not what remains after repurchases unless the filer updated the tag. A note the filer did not dimension is absent here, not absent from the balance sheet; the exhibits stay the ground truth.

Fully diluted build-up

Shares outstanding plus every potential-share instrument the filer tagged in XBRL, each at its own as-of date. An estimate assembled from filed figures, not a filing figure itself.

Shares outstanding617.6MAug 7, 2026
+ Stronghold Warrants (if exercised)12.9MMar 14, 2025
+ Macquarie Equity Warrants (if exercised)5.3MJun 30, 2026
+ Additional Equity Warrants (if exercised)2.2MJun 30, 2026
+ Equity Warrants (if exercised)2.2MJun 30, 2026
+ 2025 Convertible Senior Notes (if fully converted)85.7MOct 1, 2025
+ 2026 Convertible Senior Notes (if fully converted)61.8MJun 30, 2026
Fully diluted estimate787.7M+27.6% vs O/S

Still excluded, because the filer does not tag them in countable form: employee options and RSUs, any instrument living only in exhibit prose, and instruments above missing a share count. Inputs carry different as-of dates, shown per row. Each figure traces to the tranche and note tables above and their cited filings.

Registrations and offerings

S-3ASRApr 7, 2026fee exhibit found but no total offering amount (fees deferred, typical for automatic shelves)filing →

Last 12 months: 2 executed · 1 registered.

EXECUTEDJun 10, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
REGISTEREDApr 7, 2026Automatic shelf registration — effective immediately (large filers)S-3ASR
EXECUTEDApr 1, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
UPDATEJan 28, 2025Prospectus update — often a resale registration, not necessarily new capital424B3
EFFECTIVEJan 28, 2025SEC declared a registration effective — selling can beginEFFECT
WITHDRAWNJul 31, 2024Registration withdrawnRW
EFFECTIVEAug 13, 2021SEC declared a registration effective — selling can beginEFFECT

Full history and shelf status: offering checker · S-3 shelf checker

Source: SEC EDGAR XBRL company facts and filing metadata, fetched live and cached briefly. Share counts are cover-page figures with their form named. Warrant tranches and convertible notes come from the dimensioned facts in the latest 10-Q/10-K instance document, exactly as the company tagged them; untagged tranches and notes are absent, not disproven. Nothing on this page is manually verified and nothing is behind a login: what free data supports is shown, what it cannot support is stated. Not investment advice.

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