MARA Holdings, Inc. (NASDAQ: MARA), a global leader in digital asset computing and energy transformation, has successfully priced an upsized and oversubscribed offering of $850 million in zero-coupon convertible senior notes due 2031.
The offering includes an option for initial purchasers to buy an additional $150 million in notes, potentially raising the total proceeds to $1 billion.
The offering will close on December 4, 2024, subject to standard conditions. The unsecured notes will not bear regular interest, with a unique structure allowing for special interest payments only under specific conditions.
Maturing on June 1, 2031, the notes will also allow holders to convert into cash, MARA common stock, or a combination thereof, based on MARA’s discretion.
The initial conversion rate is set at 28.9159 shares per $1,000 of principal, translating to an approximate conversion price of $34.58 per share—a 40% premium over MARA’s stock price of $24.70 as of December 2, 2024.
Redemption and repurchase options offer added flexibility, enabling MARA to redeem the notes starting June 2029 or for holders to request repurchase in 2027 and 2029.
MARA plans to use $48 million of the proceeds to repurchase $51 million of its existing 2026 convertible notes, with the remainder allocated for acquiring bitcoin, strategic investments, and corporate growth initiatives.
This private offering, available only to qualified institutional buyers, reflects MARA’s confidence in driving long-term innovation and shareholder value.
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