USDMARA Holdings sells 15,133 BTC for $1.1B to fund $1.0B convertible debt buyback
Bitcoin-funded debt repurchase reduces MARA’s convertible exposure while maintaining liquidity for corporate use
TL;DR
- MARA sold 15,133 BTC for about $1.1B to fund a $1.0B convertible note buyback at ~9% discount
- Company captured ~$88.1M in savings and reduced outstanding convertible debt by ~30%
- Remaining 2030 and 2031 notes total ~$924.1M after transactions expected to close March 30–31, 2026
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MARA Holdings said March 26, 2026 it sold 15,133 Bitcoin between March 4 and March 25 for an aggregate price of about $1.1 billion to fund privately negotiated agreements repurchasing $1.0 billion of its 0.00% convertible senior notes due 2030 and 2031, with proceeds also allocated for general corporate purposes.
The company agreed to repurchase approximately $367.5 million principal amount of its 0.00% convertible senior notes due 2030 for about $322.9 million in cash, alongside roughly $633.4 million principal amount of its 0.00% convertible senior notes due 2031 for about $589.9 million in cash, reflecting negotiated discounts relative to face value. MARA stated these transactions are expected to close on March 30, 2026 for the 2030 notes and March 31, 2026 for the 2031 notes, subject to customary closing conditions.
MARA said the combined repurchase captures approximately $88.1 million in value before transaction costs, representing about a 9% discount to par value while reducing both outstanding indebtedness and potential dilution tied to conversion features embedded in the notes. The company added that the transactions are expected to lower its convertible debt exposure by roughly 30%, while preserving operational flexibility amid ongoing shifts in crypto price dynamics and coin market cap positioning across digital asset markets.
Following completion, MARA expects $632.5 million principal amount of the 2030 notes and $291.6 million principal amount of the 2031 notes to remain outstanding, bringing the combined total of those two series to approximately $924.1 million. The company’s broader convertible debt profile is projected to decline from $3,298,077,000 as of December 31, 2025 to $2,297,201,000 after giving effect to the transactions, while other outstanding series include $48,077,000 of 1.00% notes due 2026, $300,000,000 of 2.125% notes due 2031, and $1,025,000,000 of 0.00% notes due 2032.
Chief Executive Officer Fred Thiel said, “Our decision to sell a portion of our bitcoin holdings reflects a strategic capital allocation move designed to strengthen our balance sheet and position the company for long-term growth.” He added, “By retiring over $1 billion in debt at a discount, we captured approximately $88 million in value, reduced future dilution risk, and meaningfully de-levered the balance sheet on our terms.”
Thiel also said, “This transaction enhances financial flexibility and increases strategic optionality as we expand beyond pure-play bitcoin mining into digital energy and AI/HPC infrastructure,” while MARA confirmed J. Wood Capital Advisors LLC acted as financial advisor and Paul, Weiss, Rifkind, Wharton & Garrison LLP served as legal advisor for the repurchase agreements.
This article has been refined and enhanced by ChatGPT.
