MARA Holdings, the world’s largest Bitcoin miner, is raising $850 million through a private offering of zero-coupon convertible senior notes due 2032. The Miami-based company also expects to offer an additional $150 million to initial purchasers, potentially increasing the total raise to $1 billion.
The funds will help MARA expand its Bitcoin treasury, which currently holds 44,893 BTC. Up to $50 million of the proceeds will be used to repurchase MARA’s existing 1.00% convertible notes due in 2026, with the remainder allocated to purchasing more Bitcoin, capped call transaction expenses, and general corporate purposes.
Unlike traditional debt, these notes bear no regular interest and mature on August 1, 2032. Investors will have the option to convert them into cash, MARA shares, or a mix of both, at the company’s discretion.
Mining Challenges Prompt Treasury Shift
This aggressive capital raise reflects MARA’s strategic pivot as the mining sector faces mounting headwinds. Bitcoin’s April 2025 halving cut mining rewards by 50%, intensifying profitability concerns amid rising energy and hardware costs.
MARA’s Q1 2025 earnings exposed the strain: despite a 30% revenue boost to $214 million, the company posted a net loss of $533 million. CEO Fred Thiel advocates a hybrid treasury model, mining and buying Bitcoin, as a more flexible and cost-effective acquisition strategy.
“As a miner that mines and buys Bitcoin, the hybrid approach provides us significant flexibility to acquire Bitcoin at attractive prices,” Thiel noted in a previous earnings report.
Thiel also urged retail investors to adopt a “buy and hold” Bitcoin strategy, underscoring MARA’s long-term bullish outlook on the digital asset despite ongoing market volatility.
Convertible Notes to Manage Risk and Dilution
MARA’s convertible note issuance includes several protective features. The company will have the right to redeem the notes for cash starting January 15, 2030. Noteholders can also request repurchase if MARA’s share price falls below a predefined threshold.
To reduce potential dilution from note conversions, MARA plans to enter capped call transactions with the offering’s initial buyers, a hedging strategy commonly used in corporate finance to limit the impact on equity.
This move helps MARA maintain shareholder value while still leveraging debt markets to strengthen its Bitcoin position, reflecting a calculated risk in uncertain times for miners.
Corporate Crypto Strategies Continue to Diverge
MARA’s focus on Bitcoin accumulation contrasts sharply with broader shifts in corporate digital asset strategies. As of July 2025, over 273 companies hold Bitcoin in their treasuries, more than double the 124 from the previous year. However, many firms are exploring alternative assets and staking opportunities.
Sequans Communications recently adopted a pure Bitcoin approach, purchasing 1,264 BTC for $150 million, bringing its holdings to 2,317 BTC. Others, like Bit Digital, have moved in a different direction, selling 280 BTC to build an Ethereum-based treasury targeting staking yields.
Meanwhile, BIT Mining plans to raise up to $300 million to build a Solana treasury, while various firms are testing altcoins like XRP, ADA, and DeFi tokens, according to Animoca Brands Research.
Scepticism Rises Over Treasury Strategies
Despite the uptick in corporate crypto adoption, concerns are growing over the sustainability of digital asset treasuries. Glassnode’s James Check warned that the lifespan of Bitcoin-focused strategies may be shorter than expected, particularly as market conditions evolve.
VanEck’s Matthew Sigel has criticised share issuance models tied to crypto asset values, suggesting they risk dilution when stock prices mirror asset valuations. Adding to the uncertainty, MicroStrategy is facing class-action lawsuits alleging it misled investors over crypto profitability.
These developments highlight a fundamental divergence in how companies are navigating the digital finance landscape. While MARA doubles down on Bitcoin, others hedge with staking and altcoins, leaving open the question: is corporate crypto adoption the next frontier of financial innovation.
MARA’s billion-dollar Bitcoin bet underscores its conviction in digital gold, even as mining economics tighten and corporate crypto strategies fragment. With clear hedging mechanisms, a flexible hybrid model, and a growing treasury, MARA is positioning itself as a long-term player in an increasingly volatile digital economy.
