Mara Holdings Inc.

04/30/2026 | Press release | Distributed by Public on 04/30/2026 05:20

MARA Advances Its Optimized Digital Infrastructure Strategy with Agreement to Acquire Long Ridge Energy & Power (Form 8-K)

MARA Advances Its Optimized Digital Infrastructure Strategy with Agreement to Acquire Long Ridge Energy & Power

Establishes Premier Digital Infrastructure Campus with Over 1 GW of Total Potential Capacity, Including 200 MW of

Existing MARA Capacity and Line of Sight to up to 600 Gross MW of AI and Critical IT Loads

Increases MARA's Owned and Operated Capacity by 65%

Adds Approximately $144 Million of Annualized Adjusted EBITDA1 at Less than $15/MWh of All-In Operating Costs

MARA to Host Conference Call Today at 8:00 a.m. ET (5:00 a.m. PT)

Miami, FL, - April 30, 2026 - MARA Holdings, Inc. (NASDAQ: MARA) ("MARA"), a leading energy and compute infrastructure company, today announced that it has entered into a definitive agreement to acquire Long Ridge Energy & Power LLC ("Long Ridge Energy") from FTAI Infrastructure Inc. (NASDAQ: FIP) ("FTAI Infrastructure") for a total transaction value of approximately $1.5 billion (including the assumption of certain debt). The acquisition includes Long Ridge Energy's highly efficient 505 MW2 nameplate combined-cycle gas power plant (the "Long Ridge CCGT") in Hannibal, Ohio, and over 1,600 contiguous acres supporting an integrated digital infrastructure campus in one of the most active data center and power markets in the world.

The acquired campus will provide immediate access to power, land, water and fiber upon closing, with less site development execution risk relative to greenfield alternatives, and supports more than 1 GW of total potential power capacity across generation and load. MARA believes the site is distinctly positioned to support multiple monetization pathways, including long-term HPC leases, flexible compute operations - including Bitcoin mining - and wholesale power generation. MARA also believes that assets of this scale and quality are increasingly difficult to replicate given the time, cost and complexity required to secure power, land, permitting and interconnection in today's market.

"The agreement to acquire Long Ridge Energy is a significant step forward in executing our optimized digital infrastructure strategy," said Fred Thiel, MARA's chairman and CEO. "Power is the scarce input in AI and, with the planned addition of Long Ridge Energy, we are gaining control of a highly efficient, contracted energy platform that has a rare combination of large-scale power, land, water access, fuel supply and grid interconnection in a single location - assets that are increasingly difficult to replicate in today's market - and is ready for expansion to build a flagship AI campus. By combining energy generation, fuel supply and compute infrastructure, we are building a differentiated platform designed to maximize the value of every megawatt we control."

Long Ridge Energy Highlights

The acquired Long Ridge Energy assets are expected to serve as a cornerstone within MARA's digital infrastructure development pipeline. With the acquisition, MARA will expand its operational and development capacity to approximately 2.2 gigawatts across the PJM, ERCOT, SPP, and international markets. MARA's Hannibal data center, co-located at the Long Ridge Energy site, has already received inbound interest from multiple potential investment-grade AI/Critical IT tenants.

MARA expects construction of an initial AI/Critical IT buildout to begin in 1H 2027, with initial capacity accelerated by its current 200 MW of capacity and targeted to be ready for service in mid-2028. MARA also has multiple paths to expand capacity at the site to up to 600 gross MW over time through a combination of grid expansions and on-site power generation, which MARA will pursue in parallel with the transaction close.

1

Annualized Adjusted EBITDA and Adjusted EBITDA are non-GAAP measures. Refer to "Non-GAAP Financial Information" for the definitions of such terms and reconciliations to the closest comparable GAAP metrics.

2

Currently authorized to sell 485 MW; expected to increase to full 505 MW nameplate in H2 2026.

In addition, the Long Ridge CCGT maintains approximately 125 acres of industrially permitted land and is a highly efficient combined-cycle gas turbine in the PJM interconnection, with ~505 MW and approximately 100 MMcfd of vertically integrated fuel supply. The facility benefits from structurally low energy costs, supported by all-in operating costs of less than $15/MWh, and long-dated hedges that provide durable and visible cash flows. MARA does not expect to reduce Long Ridge Energy's current supply of power generation into the PJM grid and does not anticipate impact to consumers. As MARA develops additional compute capacity behind the meter, it expects to pair that demand with incremental generation over time.

As part of the transaction, MARA will also acquire rail infrastructure supporting on-site logistics and operations. Ownership of this infrastructure provides additional flexibility and control over site development, which MARA believes is important in supporting the requirements of AI/Critical IT customers.

Following the closing of the transaction, MARA plans to retain Long Ridge Energy's team, supplementing MARA's existing expertise and providing a scalable operating platform for future digital infrastructure development.

Transaction Details and Key Financial Highlights

$1.5 billion transaction value, including the assumption of at least $785 million of debt, backstopped by a bridge loan from Barclays

Represents approximately $144 million of Annualized Adjusted EBITDA, based on Long Ridge Energy's 2H 2025 performance, providing stable, cash-generative operations that support the development of MARA's broader development objectives and financial health

Expected to increase MARA's owned and operated power capacity by approximately 65%

Expected to close in the second half of 2026, subject to regulatory approvals, including clearance under the Hart-Scott-Rodino Act and Federal Energy Regulatory Commission approval, as well as satisfaction of other customary closing conditions

Conference Call Details

MARA will hold a webcast and conference call at 8:00 a.m. Eastern Time (5:00 a.m. Pacific Time) today to discuss the acquisition.

To register to participate in the conference call, please use the link below.

Date: Thursday, April 30, 2026

Time: 8:00 a.m. Eastern time (5:00 a.m. Pacific time)

Registration link: Webcast

The webcast will also be available for replay at MARA's website at ir.mara.com. If investors have any difficulty connecting to the conference call, please contact MARA's investor relations team at [email protected].

Advisors

Barclays Capital Inc. and Compass Point Research & Trading, LLC are serving as financial advisors to MARA on the transaction. Paul, Weiss, Rifkind, Wharton & Garrison LLP and Sidley Austin LLP are serving as legal advisors to MARA.

Jefferies LLC and Lazard are serving as financial advisors to FTAI Infrastructure. Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal advisor to FTAI Infrastructure.

About MARA

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.

Non-GAAP Financial Information

Mara Holdings Inc. published this content on April 30, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on April 30, 2026 at 11:20 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]