MARA, a Nasdaq-listed Bitcoin miner expanding into digital energy and
AI infrastructure, announced a major balance sheet restructuring on Thursday.
The company said they sold 15,133 Bitcoin for approximately $1.1 billion between March 4 and March 25 to fund the repurchase of its 0.00% convertible senior notes due 2030 and 2031.
The company will repurchase $367.5 million of its 2030 notes for $322.9 million and $633.4 million of its 2031 notes for $589.9 million.
The purchases represent an approximate 9% discount to par value and are expected to generate roughly $88.1 million in cash savings. The transactions are scheduled to close on March 30 and March 31, pending customary conditions.
Following the repurchases, MARA’s outstanding convertible debt will decline by about 30%, reducing total convertible notes from roughly $3.3 billion to $2.3 billion.
The move also limits potential future shareholder dilution tied to the notes’ conversion feature. After the repurchases, $632.5 million of 2030 notes and $291.6 million of 2031 notes will remain outstanding.
The company has made it clear they are pivoting toward artificial intelligence and high-performance computing.
Shares of MARA were up 6% in premarket trading following the announcement.
MARA CEO: Selling bitcoin strengthens our balance sheet
CEO Fred Thiel described the transactions as part of a broader capital allocation strategy.
“Our decision to sell a portion of our Bitcoin holdings reflects a strategic move designed to strengthen our balance sheet and position the company for long-term growth,” Thiel said.
He added that the repurchases preserve shareholder value and provide the company with greater financial flexibility as it expands beyond Bitcoin mining into digital energy and AI/HPC infrastructure.
The company intends to use the remaining proceeds from the Bitcoin sales to support general corporate purposes. MARA’s current Bitcoin holdings now total 38,689 BTC, down from 53,822 BTC at the end of February.
At current market prices, the holdings are valued at approximately $2.7 billion. The update places MARA behind only Twenty One Capital in terms of corporate Bitcoin holdings.
MARA’s capital structure prior to the transactions included $1.0 billion in 2030 notes and $925 million in 2031 notes. Following the repurchases, the principal amounts will be $632.5 million and $291.6 million, respectively.
Other convertible notes remain unchanged, including $48.1 million of 1.0% notes due 2026, $300 million of 2.125% notes due 2031, and $1.025 billion of 0.0% notes due 2032.
J. Wood Capital Advisors LLC acted as financial advisor, while Paul, Weiss, Rifkind, Wharton & Garrison LLP provided legal counsel.
MARA develops technologies that harness excess energy to power high-performance computing applications and accelerate digital infrastructure deployment. The company has stated it plans to sell Bitcoin “from time to time” as part of its 2026 capital and liquidity strategy.
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