Mara Holdings completes $1B offering of convertible senior notes

MARA Holdings (MARA) announced the closing on November 20, 2024 of its offering of 0.00% convertible senior notes due 2030. The aggregate principal amount of the notes sold in the offering was $1 billion, which includes $150 million aggregate principal amount of notes issued pursuant to an option to purchase, within a 13-day period beginning on, and including, the date on which the notes were first issued, granted to the initial purchasers under the purchase agreement, which the initial purchasers exercised in full on November 19, 2024 and which additional purchase was completed on November 20, 2024. The notes were sold in a private offering to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended. The net proceeds from the sale of the notes were approximately $980 million, after deducting the initial purchasers’ discounts and commissions but before estimated offering expenses payable by MARA. MARA expects to use approximately $199 million of the net proceeds from the sale of the notes to repurchase $212 million in aggregate principal amount of its existing convertible notes due 2026 in privately negotiated transactions with the remainder of the net proceeds to be used to acquire additional bitcoin and for general corporate purposes, which may include working capital, strategic acquisitions, expansion of existing assets, and repayment of additional debt and other outstanding obligations.