MARA Holdings, Inc. Announces $1.0 Billion Repurchase of 0.00% Convertible Senior Notes due 2030 and 2031 and Sale of 15,133 Bitcoin
MWN-AI** Summary
MARA Holdings, Inc. (NASDAQ: MARA), a prominent digital energy and infrastructure company, has announced its strategic decision to repurchase approximately $1.0 billion of its 0.00% Convertible Senior Notes due in 2030 and 2031. Through privately negotiated agreements, MARA intends to repurchase around $367.5 million of the 2030 Notes for about $322.9 million and approximately $633.4 million of the 2031 Notes for nearly $589.9 million. This initiative, set to close at the end of March 2026, is expected to yield significant cash savings of around $88.1 million, equating to a 9% discount to par value. The repurchase is anticipated to reduce MARA's convertible debt by around 30%, strengthening its balance sheet and minimizing potential shareholder dilution linked to the conversion features of the Notes.
In conjunction with the notes repurchase, MARA disclosed the sale of 15,133 Bitcoin between March 4 and March 25, 2026, totaling approximately $1.1 billion. The proceeds from these Bitcoin sales will primarily fund the note repurchase transactions, with any remaining capital aimed for general corporate purposes. CEO Fred Thiel emphasized that this move reflects a strategic capital allocation aimed at enhancing the company's financial flexibility, reducing debt, and enabling MARA to diversify beyond bitcoin mining into digital energy and AI/HPC infrastructure.
Post-transaction, the outstanding amounts of the 2030 and 2031 Notes will stand at $632.5 million and $291.6 million, respectively. As MARA navigates market uncertainties and works to fortify its financial position, these initiatives reflect its commitment to long-term growth and adaptability within the evolving digital energy landscape.
MWN-AI** Analysis
MARA Holdings, Inc. (NASDAQ: MARA) recently made headlines with its announcement to repurchase approximately $1 billion of its convertible senior notes due in 2030 and 2031, alongside the sale of 15,133 Bitcoin for about $1.1 billion. This strategic move signals a robust shift in the company's capital allocation strategy, aimed at bolstering its balance sheet and reducing leverage.
The repurchase of the convertible notes, which will reduce the principal outstanding by nearly 30%, positions MARA favorably in an evolving market. By repurchasing these notes at a discount, the company anticipates capturing approximately $88 million in value, thus limiting future dilution risks associated with the conversion features of the notes. This reflects a proactive approach to financial management and demonstrates management’s commitment to improving shareholder value.
The substantial Bitcoin sale further indicates MARA's underlying strength in liquidity management. Utilizing its digital assets to fund debt reduction not only alleviates financial burdens but also enhances operational flexibility. The successful execution of these transactions could lead to a positively adjusted risk profile, attracting investor interest—especially among those focused on sustainable growth in the digital infrastructure landscape.
From a market perspective, MARA's current strategy aligns well with broader trends toward digital asset optimization and corporate responsibility within capital management. Given the volatile nature of Bitcoin and the technology sector, investors should remain vigilant while analyzing market conditions affecting MARA's stock.
Analysts suggest monitoring MARA’s operational shifts as it pivots towards a broader portfolio that includes renewable energy and high-performance computing applications. This diversification, combined with reduced debt, could enhance MARA's appeal as it seeks to solidify its position in the competitive digital energy market. In summary, MARA's recent actions reflect a prudent financial strategy, and investors may find value opportunities as the company solidifies its growth trajectory.
**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.
Miami, FL, March 26, 2026 (GLOBE NEWSWIRE) -- MARA Holdings, Inc. (NASDAQ: MARA) (“MARA” or the “Company”), a leading digital energy and infrastructure company, today announced that it has entered into privately negotiated repurchase agreements with certain holders of its outstanding 0.00% Convertible Senior Notes due 2030 (the “2030 Notes”) and 0.00% Convertible Senior Notes due 2031 (the “2031 Notes” and, together with the 2030 Notes, the “Notes”) to repurchase approximately $367.5 million in aggregate principal amount of the 2030 Notes for an aggregate cash repurchase price of approximately $322.9 million and approximately $633.4 million in aggregate principal amount of the 2031 Notes for an aggregate cash repurchase price of approximately $589.9 million (the “notes repurchase transactions”). The repurchases of the 2030 Notes and the 2031 Notes are expected to close on March 30, 2026 and March 31, 2026, respectively, subject to the satisfaction of customary closing conditions.
The notes repurchase transactions are expected to capture approximately $88.1 million in value through cash savings before transaction costs for the Company, representing an approximate discount of 9% to par value, and will reduce outstanding indebtedness and potential future dilution associated with the conversion feature of the Notes. The transactions are also expected to reduce the Company’s outstanding convertible indebtedness by approximately 30%. Following the notes repurchase transactions, an aggregate of $632.5 million principal amount of the 2030 Notes and an aggregate of $291.6 million principal amount of the 2031 Notes will remain outstanding.
The Company also announced today that, between March 4 and March 25, 2026, it sold 15,133 bitcoin for an aggregate sale price of approximately $1.1 billion. The Company expects to use the proceeds from the bitcoin sales to fund the notes repurchase transactions, with the remainder available for general corporate purposes.
“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. By retiring over $1 billion of face value debt at a discount, we captured approximately $88 million in value that would otherwise have been lost, reduced potential shareholder dilution, and leveraged our bitcoin holdings to meaningfully de-lever the balance sheet on our terms. This transaction enhances financial flexibility and increases strategic optionality as we expand beyond pure-play bitcoin mining into digital energy and AI/HPC infrastructure,” said Fred Thiel, MARA’s chairman and chief executive officer.
The following table presents the Company’s aggregate principal amount of convertible note indebtedness as of December 31, 2025 before and after giving effect to the notes repurchase transactions.
| Convertible Notes | Amount outstanding as of December 31, 2025 | Amount outstanding after giving effect to the notes repurchase transactions | ||
| 2030 Notes | $1,000,000,000 | $632,540,000 | ||
| 2031 Notes | $925,000,000 | $291,584,000 | ||
| 1.00% Convertible Senior Notes due 2026 | $48,077,000 | $48,077,000 | ||
| 2.125% Convertible Senior Notes due 2031 | $300,000,000 | $300,000,000 | ||
| 0.00% Convertible Senior Notes due 2032 | $1,025,000,000 | $1,025,000,000 | ||
| Total | $3,298,077,000 | $2,297,201,000 |
J. Wood Capital Advisors LLC acted as financial advisor, and Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal advisor, in connection with the note repurchase transactions.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any security, nor shall there be any offer, solicitation or sale of any security, in any jurisdiction in which such offering, solicitation or sale would be unlawful. Nothing in this press release shall be deemed an offer to purchase the Notes.
About MARA
MARA (NASDAQ: MARA) deploys digital energy technologies to advance the world’s energy systems. Harnessing the power of compute, MARA transforms excess energy into digital capital, balancing the grid and accelerating the deployment of critical infrastructure. Building on its expertise to redefine the future of energy, MARA develops technologies that reduce the energy demands of high-performance computing applications, from AI to the edge.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws. All statements, other than statements of historical fact, included in this press release are forward-looking statements, including statements regarding the closings of the notes repurchase transactions. The words “may,” “will,” “could,” “anticipate,” “expect,” “intend,” “believe,” “continue,” “target” and similar expressions or variations or negatives of these words are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Such forward-looking statements include, among other things, the amount of the Notes to be repurchased, the amount of the Notes to remain outstanding following completion of the notes repurchase transactions, the ability to complete the notes repurchase transactions on the timeline described herein or at all, and the final aggregate cash repurchase prices for the notes repurchase transactions. Such forward-looking statements are based on management’s current expectations about future events as of the date hereof and involve many risks and uncertainties that could cause MARA’s actual results to differ materially from those expressed or implied in these forward-looking statements. Subsequent events and developments, including actual results or changes in MARA’s assumptions, may cause MARA’s views to change. Readers are cautioned not to place undue reliance on such forward-looking statements. All forward-looking statements included herein are expressly qualified in their entirety by these cautionary statements. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including uncertainties related to market conditions, the other factors discussed in the “Risk Factors” section of MARA’s most recent Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (“SEC”) and the risks described in other filings that MARA may make from time to time with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and MARA specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required by applicable law.
MARA Company Contact:
Telephone: 800-804-1690
Email: ir@mara.com
MARA Media Contact:
Email: mara-jf@joelefrank.com
FAQ**
How do the recent notes repurchase transactions by Marathon Digital Holdings Inc. (MARA) reflect the company's strategy for enhancing its financial flexibility and reducing outstanding convertible indebtedness?
In what ways will the funds from the recent bitcoin sales inform the future capital allocation strategy of Marathon Digital Holdings Inc. (MARA) as it expands into digital energy and AI infrastructures?
Considering the expected reduction of approximately 30% in outstanding convertible indebtedness, how does Marathon Digital Holdings Inc. (MARA) plan to utilize the saved capital for long-term growth and development initiatives?
What specific risks and uncertainties does Marathon Digital Holdings Inc. (MARA) identify that could potentially impact their ability to execute the notes repurchase transactions as planned?
**MWN-AI FAQ is based on asking OpenAI questions about Marathon Digital Holdings Inc. (NASDAQ: MARA).
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