Marathon Eyes Another $750 Million Equity Raise

Share dilution continues as Marathon continues to expand hashrate while retaining bitcoin reserves

Marathon Digital, the largest public Bitcoin mining company by realized hashrate, is planning to raise up to $750 million through mixed equity offerings to bolster its Bitcoin reserves.

The company filed a new S-3 form to the Securities and Exchange Commission on Tuesday, with the intention of periodically selling securities, including common stocks, preferred stocks, warrants, and units, with a combined value not exceeding $750 million.

This decision to embark on another round of share dilution aligns with Marathon’s expansion and “hodl” strategy to strengthen its position as the largest public mining firm with the most substantial Bitcoin reserves among its peers.

While Marathon initiated the liquidation of some of its mined Bitcoin earlier this year to cover monthly operating expenses, it still retains most of its Bitcoin production, accumulated since the 2021 bull run, primarily due to extensive equity and debt financing over the past two years.

Around December 2021, Marathon issued convertible notes worth $750 million with a coupon rate of 1%, which matures in 2026. In September 2023, the company issued 31.7 million new shares to certain holders of the notes in exchange for reducing the principal amount of the debt by $417 million.

Two months after the issuance of the 2026 convertible notes, Marathon filed an S-3 form to the SEC in February 2022, planning to raise $750 million in stock offerings at the time. From Q2’22 to Q2’23, Marathon raised about half a billion dollars through equity financing.

In December 2021, Marathon issued convertible notes valued at $750 million, carrying a coupon rate of 1% and maturing in 2026. In September 2023, the company issued 31.7 million new shares to specific noteholders, reducing the principal debt amount by $417 million.

Two months after issuing the 2026 convertible notes, Marathon filed an S-3 form with the SEC in February 2022, with plans to raise $750 million through stock offerings at that time. From Q2’22 to Q2’23, Marathon secured approximately half a billion dollars through equity financing.

Marathon's decision to dilute its shares also aligns with the company's proactive growth strategy, aimed at maintaining its position as the largest Bitcoin mining firm by realized hashrate. The heightened competition among public and private mining operations leading up to the upcoming Bitcoin halving continues to make Bitcoin mining as challenging as ever.