MARA Completes $950M Convertible Note Offering To Purchase More Bitcoin

Bitcoin Magazine

MARA Completes $950M Convertible Note Offering To Purchase More Bitcoin

Today, MARA Holdings, Inc. (NASDAQ: MARA) announced it has raised a $950 million private offering of 0.00% convertible senior notes due 2032. The company also granted buyers a 13 day option to purchase up to $200 million in additional notes and plans to use a large portion of the funds to acquire more Bitcoin.

The offering closed on July 25, 2025, generating approximately $940.5 million in net proceeds after fees. About $18.3 million was used to repurchase $19.4 million of MARA’s 2026 convertible notes, and $36.9 million was allocated to capped call transactions that help reduce potential dilution for shareholders. 

“MARA expects to use the remainder of the net proceeds to acquire additional bitcoin and for general corporate purposes, which may include working capital, strategic acquisitions, expansion of existing assets, and repayment of additional debt and other outstanding obligations,” the release explained.

Marathon may redeem the notes after January 15, 2030, if its stock trades at least 30 percent above the conversion price for a specified period. Investors may also demand redemption under certain conditions, including stock price drops or corporate changes.

“The conversion rate for the notes is initially 49.3619 shares of MARA’s common stock per $1,000 principal amount of notes, which is equivalent to an initial conversion price of approximately $20.2585 per share,” stated the press release. “The conversion rate is subject to adjustment upon the occurrence of certain events.”

The capped call transactions aim to limit dilution, with a $24.14 cap set about 40% above MARA’s recent trading price. The notes mature in 2032, pay no interest, and are convertible under certain conditions. Hedge unwinding by 2026 noteholders could cause short term stock volatility.

“This activity could also cause or avoid an increase or a decrease in the market price of the common stock or the notes, which could affect the ability of noteholders to convert the notes… it could affect the number of shares of common stock, if any, and value of the consideration that noteholders will receive upon conversion of the notes,” the company added.

This post MARA Completes $950M Convertible Note Offering To Purchase More Bitcoin first appeared on Bitcoin Magazine and is written by Oscar Zarraga Perez.