François Garcin, the executive MARA Holdings (NASDAQ: MARA) hired to develop its European business and help obtain French approval for the acquisition of EDF’s Exaion, has sued the company in federal court in New York.

Garcin filed a 40-page complaint in the Southern District of New York, seeking more than €11 million in allegedly unpaid fees. The case was reported by the French Bitcoin institute INBi. The claims remain allegations unless proven in court, and MARA has not yet filed its response.

Garcin’s claims against MARA

Garcin was brought in by MARA Holdings to lead its European expansion and secure French approval for the Exaion takeover. He now alleges that the company refused to pay more than €11 million ($12 million) after terminating his contract in March.

According to the complaint, Garcin’s contract was signed on June 22, 2025, and gave him exclusive authority over an initiative described in the filing as “Project Nebula.” The project covered the Exaion acquisition as well as planned joint ventures with French energy companies.

His compensation package included a €2.4 million advisory fee and a success commission equal to 4% of MARA’s total investment in Exaion.

The Exaion transaction closed on February 20, 2026. MARA paid approximately €148 million, or about $168 million, for a 64% stake in Exaion. As part of the transaction, Xavier Niel’s NJJ acquired a 10% stake in MARA France, while Niel and MARA CEO Fred Thiel joined Exaion’s board.

Garcin says the contract entitled him to a commission of about €5.92 million, or roughly $6.4 million. He also claims MARA still owed him €1 million, or about $1.08 million, from his advisory fee.

On March 6, about two weeks after the deal closed, MARA terminated Garcin’s contract without paying the success commission or the remaining advisory fee, according to the lawsuit.

MARA told Garcin the dispute concerned a VAT tax issue, but Garcin’s filing rejects that explanation. He argues that MARA had already paid seven months of earlier invoices that included French VAT and had not objected to those invoices at the time.

The next procedural step will be MARA’s court response, which would set out whether the company denies the allegations, challenges the contract claims, or raises other defenses.

Political scrutiny of the Exaion acquisition

In the complaint, Garcin says MARA hired him to persuade the French President and other French stakeholders that MARA’s entry into France “was not a Trojan horse.”

MARA also brought in Gérard Mestrallet, the former chief executive of French energy group Engie. According to the filing, Mestrallet told a senior French official that MARA planned to invest “about €4 billion over three years” in French data centers.

MARA confirmed Mestrallet’s appointment as senior advisor in an August 25, 2025, press release. The same announcement named Garcin as General Manager of Europe and said MARA had established its new European headquarters in Paris.

Despite those efforts, the Exaion deal faced significant political resistance in France. Former Economy Minister Antoine Armand asked the government to clarify the transaction on August 11, 2025, the same day it was announced.

In the following months, politicians across the French political spectrum raised concerns. Éric Ciotti warned about the loss of French sovereignty over critical infrastructure. David Lisnard criticized the non-compete clause that EDF was required to accept. Marine Le Pen, Jean-Luc Mélenchon, and Manuel Bompard also questioned the deal.

Those objections placed the transaction in a broader debate over control of energy-linked digital infrastructure, data centers, and the terms under which a foreign-listed crypto mining company could acquire a French technology asset.

In October, lawmaker Philippe Latombe published an op-ed criticizing the takeover. Soon afterward, the Economy Minister ordered an economic-security investigation. In December, French parliamentarians referred the deal’s terms to the country’s financial crimes prosecutor.

The French Treasury later sent a letter clearing MARA to take control of Exaion. However, the letter stated that EDF’s two-year non-compete clause would remain in place, which further angered critics of the transaction.

France briefly paused the acquisition in early February over national-security concerns, sending MARA shares down 13.3% at the time. On February 20, the French government revised the terms of the deal, removing the non-compete and non-solicitation clauses. It also brought Xavier Niel’s investment firm, NJJ, into MARA France’s capital.

The lawsuit further alleges that MARA obtained an invitation to the Choose France summit, an annual event where global companies meet French leaders. Garcin’s filing says the invitation was granted through “a very small exception,” indicating it was not part of the standard approval process.

According to the complaint, Garcin met with former President François Hollande on January 19, 2026. The filing says a provisional government authorization for the Exaion deal was issued 60 minutes after that meeting ended.

The complaint also cites internal messages that it says reflected the company’s attitude toward the French process. In one message, MARA CEO Fred Thiel praised “the conquest of Gaul.” Another message in a WhatsApp group that included Thiel said, “Make MARA Great Again!”