MARA (NASDAQ: MARA) announced privately negotiated repurchases of its 0.00% convertible senior notes due 2030 and 2031, repurchasing approximately $367.5M principal of 2030 Notes for ~$322.9M cash and ~$633.4M principal of 2031 Notes for ~$589.9M cash.
The transactions, expected to close March 30–31, 2026, capture approximately $88.1M in value (~9% discount), reduce convertible indebtedness by about 30%, and follow sales of 15,133 bitcoin for ~$1.1B to fund the repurchases.
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Positive
Captured $88.1M in cash savings (~9% discount to par)
Reduced outstanding convertible indebtedness by ~30%
Sold 15,133 BTC for approximately $1.1B to fund repurchases
Total convertible notes outstanding fell from $3.298B to $2.297B
Negative
Repurchases require approximately $912.8M cash outflow (repurchase prices combined)
Reduction of crypto holdings by 15,133 BTC lowers bitcoin reserve
News Market Reaction – MARA
+3.62%
41 alerts
+3.62%Session close to close
+8.9%Peak Tracked
-10.6%Trough Tracked
$3.57BMarket Cap
0.8xRel. Volume
In the Mar 26 session, MARA gained 3.62%, reflecting a moderate positive market reaction.
Argus tracked a peak move of +8.9% during that session.
Argus tracked a trough of -10.6% from its starting point during tracking.
Our momentum scanner triggered 41 alerts that day, indicating elevated trading interest and price volatility.
This announcement details a sizeable balance sheet shift: MARA sold 15,133 BTC for $1.1 billion and ...
Analysis
This announcement details a sizeable balance sheet shift: MARA sold 15,133 BTC for $1.1 billion and used the proceeds to repurchase over $1.0 billion of 0.00% convertible notes at a discount, capturing about $88.1 million and cutting total convertible debt to $2.297 billion. Historically, crypto-tag updates have produced modest average moves of 0.39%. Investors may watch future bitcoin treasury decisions, additional liability management, and progress in shifting capacity toward digital energy and AI/HPC infrastructure.
Key Figures
2030 Notes repurchased:$367.5 million principal2031 Notes repurchased:$633.4 million principalCash paid for 2030 Notes:$322.9 million+5 more
8 metrics
2030 Notes repurchased$367.5 million principal0.00% Convertible Senior Notes due 2030
2031 Notes repurchased$633.4 million principal0.00% Convertible Senior Notes due 2031
Cash paid for 2030 Notes$322.9 millionRepurchase price for 2030 Notes
Cash paid for 2031 Notes$589.9 millionRepurchase price for 2031 Notes
Value captured$88.1 millionExpected cash savings before transaction costs
Bitcoin sold15,133 BTCSales between March 4–25, 2026
BTC sale proceeds$1.1 billionAggregate sale price of 15,133 BTC
Convertible debt after deal$2,297,201,000Total convertible note indebtedness post-transactions
Mixed update with lower production but sizable BTC holdings and growth plans.
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
Pattern Detected
Crypto-tagged updates for MARA have generally seen modest price reactions, with most events showing small positive moves after operational or treasury-focused news. One notable divergence followed a strategic bitcoin yield investment that coincided with a negative reaction. Overall, the stock has tended to respond mildly to crypto/operations disclosures, whether about production, hashrate, or bitcoin holdings.
Recent Company History
Over the past year, MARA’s crypto-tagged news has centered on bitcoin production, expanding holdings, and scaling hashrate. Updates in July–October 2025 highlighted growth in BTC holdings, energized hashrate near 60 EH/s, and large liquid asset balances, generally with small positive price moves. Treasury actions such as yield strategies and managed accounts also featured. Today’s combination of bitcoin sales and convertible note repurchases fits this pattern of using the bitcoin balance sheet as a strategic financing tool.
Key Terms
convertible senior notes, aggregate principal amount, conversion feature, general corporate purposes, +4 more
8 terms
convertible senior notesfinancial
"0.00% Convertible Senior Notes due 2030 (the “2030 Notes”) and 0.00% Convertible Senior Notes due 2031"
Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.
aggregate principal amountfinancial
"to repurchase approximately $367.5 million in aggregate principal amount of the 2030 Notes"
The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.
conversion featurefinancial
"reduce outstanding indebtedness and potential future dilution associated with the conversion feature of the Notes"
A conversion feature is a built-in option in a security—such as a bond or preferred share—that allows the holder to exchange it for a set number of common shares under specified conditions. It matters to investors because it mixes steady income or priority rights with potential upside if the stock rises, while also carrying the risk of diluting existing owners; think of it like a voucher that can be cashed in for stock when it becomes more valuable.
general corporate purposesfinancial
"with the remainder available for general corporate purposes"
"General corporate purposes" refer to the broad range of activities and expenses a company can use its funds for to support its overall operations and growth. This can include things like paying bills, investing in new projects, or strengthening its financial position. For investors, understanding this term helps clarify how a company plans to use its resources to sustain and expand its business over time.
rule 10b5-1 trading planregulatory
"The sale was executed under a pre-arranged Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
restricted stock unitsfinancial
"approving new standard agreements for restricted stock units (RSUs) and performance-based RSUs"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance-based rsusfinancial
"standard agreements for restricted stock units (RSUs) and performance-based RSUs (PSUs)"
Performance-based restricted stock units (RSUs) are promises to deliver company shares to employees only if the business meets specific goals, such as revenue, profit, stock-price targets, or strategic milestones. For investors, they matter because they change future share supply and align management incentives with company results—like a salesperson whose bonus only pays out when sales targets are hit—so they can affect earnings, dilution, and confidence in leadership.
relative total shareholder returnfinancial
"subject to a three-year Relative Total Shareholder Return modifier from January 1, 2026"
Relative total shareholder return measures how much an investor’s gain from a company — including stock price changes and dividends — beats or lags a chosen benchmark or peer group over a set time. Think of it as a race: it shows whether the company outpaced rivals or the market, which helps investors and boards judge performance, compare returns fairly, and link results to pay or investment decisions.
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.
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
How much principal of MARA 2030 and 2031 notes is being repurchased and when will they close?
MARA is repurchasing ~$367.5M of 2030 Notes and ~$633.4M of 2031 Notes, expected to close March 30 and March 31, 2026. According to the company, closings are subject to customary conditions and will reduce outstanding convertible principal balances.
How did MARA fund the note repurchases and what bitcoin sales were involved?
MARA sold 15,133 bitcoin for roughly $1.1B between March 4–25, 2026 to fund the repurchases. According to the company, remaining proceeds are available for general corporate purposes after funding the transactions.
What cash savings and discount did MARA capture from repurchasing convertible notes?
The company captured approximately $88.1M in value, an approximate 9% discount to par value. According to the company, this reflects cash savings before transaction costs from retiring notes below face value.
How much convertible debt will MARA have outstanding after the repurchase transactions?
After the transactions, total convertible notes outstanding are expected to be about $2.297B, down from $3.298B as of December 31, 2025. According to the company, specific remaining balances include $632.54M for 2030 Notes and $291.584M for 2031 Notes.
What investor effects should shareholders expect from MARA's repurchase of convertible notes (MARA)?
Shareholders may see reduced potential dilution and improved balance sheet flexibility from retiring convertible debt at a discount. According to the company, the repurchases reduce conversion-driven dilution risk and increase strategic optionality for growth investments.
