JWCA advises Marathon Digital Holdings on its $300 million convertible issuance

august 2024 | read press release

Transaction Background

Marathon Digital Holdings (“Marathon” or the “Company”) successfully raised $300 million (inclusive of greenshoe) in the convertible market at attractive terms (2.125% coupon and 25.0% conversion premium)

Marathon’s objectives included:

• Opportunistically raise capital to purchase bitcoin

• Minimize stock price risk during execution

JWCA provided extensive analysis for Marathon on deal structuring and related items, such as:

• Convertible structuring including customized investor put option designed to reduce coupon 

• Execution strategy and timing

• Syndicate structure and precedent data

• Convertible documentation advice to ensure maximum value and future efficiency/flexibility for the company

JWCA provided advice, support and analysis throughout the negotiation and execution process

The transaction was conducted privately using a one-day wall cross process, before flipping into a publicly marketed transaction

Results

Marathon’s second convertible financing transaction was well received by investors:

• The transaction was multiple times oversubscribed allowing the Company to upsize its greenshoe by 33%

• The confidential wall-cross ahead of public marketing provided the Company an opportunity to build an order book and secure interest in the deal prior to launch

This is JWCA’s second advisory assignment for the Company after advising Marathon on its inaugural convertible issuance in November 2021