Key Takeaways
- MARA Holdings will raise $850 million via convertible notes for bitcoin acquisitions and debt buybacks.
- $50 million is allocated for repurchasing existing convertible notes due in 2026.
- MARA now holds nearly 50,000 BTC, second only to MicroStrategy among public companies.
MARA Holdings has announced plans to raise $850 million via a private offering of zero-coupon convertible senior notes.
The company intends to use the proceeds to purchase additional bitcoin, repurchase existing convertible notes, and execute other corporate strategies.
Funding structure
From the total amount raised, $50 million is allocated specifically for buying back part of MARA’s 1.00% convertible notes due in 2026.
The remainder will be directed toward bitcoin accumulation and other previously disclosed uses.
The notes can be converted into cash, MARA common stock, or a mix of both, with conversions allowed only under certain conditions before May 1, 2032.
The exact conversion rate and related terms will be finalized during pricing.
Capped call
To reduce the risk of stock dilution, MARA will enter into private capped call agreements with initial buyers or affiliates.
These agreements are structured to offset dilution if the notes are converted to shares by matching the number of shares underlying the notes, and will be adjusted for corporate actions such as stock splits.
Bitcoin treasury and mining performance
MARA recently reported mining 2,358 BTC in Q2 2025, ending June with 310,000 active miners and a total of 49,951 bitcoin in its treasury.
This makes MARA the second-largest public company holder of bitcoin, surpassed only by MicroStrategy, which holds 607,770 BTC.
The company stated in its press release:
“Proceeds from the offering will be used for the acquisition of bitcoin, debt repurchases, capped call transactions, and other corporate purposes.”
