Bitcoin miner MARA closes upsized $950 million note sale to buy more BTC and fund debt repurchases

MARA Holdings Inc. (ticker MARA), the largest bitcoin miner by holdings, announced that it has closed an upsized $950 million private offering on Monday. The firm raised approximately $940.5 million to fund additional bitcoin purchases and general corporate purposes.

The company granted initial purchasers a 13‑day option to buy up to an additional $200 million of notes, up from $150 million. The 0% convertible senior notes are due 2032.

MARA used about $18.3 million of the proceeds to repurchase $19.4 million of its 1.00% notes due 2026, and about $36.9 million to pay for capped call transactions intended to reduce potential dilution on conversion, according to a statement. The remainder is earmarked for acquiring bitcoin, working capital, strategic acquisitions, expanding existing assets, and debt repayment.

Founded in 2010, MARA currently holds 50,000 BTC worth almost $6 billion, the second-biggest Bitcoin treasury among public entities, The Block's data dashboard shows.

The convertible notes are senior unsecured obligations that bear no regular interest and mature Aug. 1, 2032. They are convertible into cash, shares, or a combination of both at MARA’s discretion, with an initial conversion rate of 49.3619 shares per $1,000 of principal or an implied conversion price of approximately $20.26.

MARA may redeem the notes, on or after Jan. 15, 2030, if its stock trades at least 130% of the conversion price for a specified period. Holders have a put right on Jan. 4, 2030, or upon certain fundamental changes, at 100% of principal plus any special interest.

Monday’s announcement follows MARA’s July 23 pricing release and its initial plan to raise $850 million, which was subsequently upsized to $950 million as demand strengthened. The offering closed July 25.

The new financing adds to the industry trend of miners and crypto‑linked firms tapping convertibles with capped calls to manage dilution while preserving balance‑sheet flexibility for token accumulation, a playbook popularized by BTC treasury company Strategy which holds 607,770 bitcoins valued at over $72 billion.

MARA is trading down by approximately 1.22% at $17.04, according to The Block's price page. The $6.2 billion market cap stock sees average volumes of about $834.7 million per day.