MARA Completes $1 Billion Convertible Note Sale to Fund Bitcoin Acquisitions and Strengthen Financial Flexibility

MARA Holdings has successfully raised $1 billion through a strategic sale of 0% convertible senior notes, marking a significant milestone in its efforts to expand Bitcoin holdings and manage its financial operations effectively. With net proceeds totaling $980 million after deductions, the funds will support both debt reduction and cryptocurrency investments, positioning MARA for sustained growth in the rapidly evolving digital asset space.

Key Details of the $1 Billion Offering

This milestone transaction includes an additional $150 million raised through an option exercised by initial purchasers. The proceeds have been allocated with clear strategic intent:

• Debt Repurchase: $212 million will be used to repurchase MARA’s existing convertible notes due in 2026.

• Bitcoin Investments: The remaining funds are earmarked for acquiring Bitcoin and supporting operational costs, underscoring MARA’s commitment to expanding its digital asset portfolio.

These convertible senior notes, maturing in 2030, are issued without regular interest but feature special provisions, including redemption options beginning in 2028. MARA can redeem the notes if its stock price consistently exceeds 130% of the conversion price, set at $25.91 per share—a 42.5% premium over the current trading value.

Investors holding these notes can choose to convert them into cash, stock, or a mix of both, depending on MARA’s election. Despite being unregistered under U.S. securities laws, the notes can be traded under applicable exemptions.

Second Convertible Note Sale Adds $700 Million

Earlier this week, MARA disclosed a separate $700 million private offering of convertible notes, also maturing in 2030. These notes aim to address similar objectives:

• Debt Repurchase: $200 million is allocated for repurchasing 2026 convertible notes.

• Cryptocurrency Investments: The remaining $500 million will be directed toward Bitcoin acquisitions and operational initiatives.

Unlike the 0% interest notes, this tranche will begin accruing semi-annual interest starting in March 2025, offering an additional layer of value to investors. Redemption and conversion terms align with the $1 billion offering, ensuring cohesive financial planning across MARA’s debt management strategy.

A Forward-Thinking Approach to Financial Strategy

MARA’s carefully structured convertible note sales emphasize a dual approach: enhancing financial flexibility while leveraging opportunities in the cryptocurrency market. By addressing near-term debt obligations and expanding its digital asset portfolio, MARA strengthens its foundation for sustainable growth.

These initiatives reflect the company’s confidence in the long-term potential of Bitcoin and its commitment to maintaining a robust balance sheet amid evolving market dynamics.