MicroStrategy Reports Pricing of Strike Preferred Stock Offering

MicroStrategy Incorporated, on Friday, announced the pricing of its offering on Jan 30, 2025, of 7,300,000 shares of 8.00 percent Series A Perpetual Strike Preferred Stock (the “perpetual strike preferred stock”), at a public offering price of $80.00 per share. The issuance and sale of the perpetual strike preferred stock are scheduled to settle on Feb 5, 2025, subject to customary closing conditions.

The company estimates that the net proceeds to it from the offering will be about $563.4 million, after removing the underwriting discounts and commissions and the company’s estimated offering expenses. MicroStrategy plans to use the net proceeds from the offering for general corporate purposes, including the buying of bitcoin and for working capital, the report stated.

MicroStrategy said in a statement that the “Holders of the perpetual strike preferred stock will have the right to convert their shares of perpetual strike preferred stock on any business day (subject to certain limitations) into shares of MicroStrategy’s class A common stock (together, if applicable, with cash in lieu of any fractional share of class A common stock) at the then-applicable conversion rate.”

“The initial conversion rate is 0.1000 shares of MicroStrategy’s class A common stock per share of perpetual strike preferred stock, which represents an initial conversion price of $1,000.00 per share of MicroStrategy’s class A common stock. The conversion rate and conversion price will be subject to adjustment upon the occurrence of certain events, ” MicroStrategy added.

The STRK

According to the report, the perpetual strike preferred stock will have a liquidation preference of $100 per share and will accumulate cumulative dividends at a fixed rate of 8.00 percent per annum. Regular dividends on the perpetual strike preferred stock will be payable when, as, and if declared by MicroStrategy’s board of directors, out of funds legally available for their payment to the extent paid in cash, quarterly in arrears on March 31, June 30, Sept 30, and Dec 31 of each year, beginning on March 31, 2025.

Who are the running managers for the offering?

The company said that Barclays, Moelis & Company LLC, BTIG, TD Cowen and Keefe, Bruyette & Woods, a Stifel Company, are acting as joint book-running managers for the offering, while AmeriVet, Bancroft Capital, and The Benchmark Company are acting as co-managers for the offering.

About MicroStrategy Incorporated

MicroStrategy (Nasdaq: MSTR) is the world’s first and largest Bitcoin Treasury Company. We are a publicly traded company that has adopted Bitcoin as our primary treasury reserve asset. By using proceeds from equity and debt financings, as well as cash flows from our operations, we strategically accumulate Bitcoin and advocate for its role as digital capital. Our treasury strategy is designed to provide investors varying degrees of economic exposure to Bitcoin by offering a range of securities, including equity and fixed-income instruments.

In addition, we provide industry-leading AI-powered enterprise analytics software, advancing our vision of Intelligence Everywhere. We leverage our development capabilities to explore innovation in Bitcoin applications, integrating analytics expertise with our commitment to digital asset growth. We believe our combination of operational excellence, strategic Bitcoin reserve, and focus on technological innovation positions us as a leader in both the digital asset and enterprise analytics sectors, offering a unique opportunity for long-term value creation.

MicroStrategy, MicroStrategy AI, Intelligence Everywhere, Intelligent Enterprise, and MicroStrategy Library are either trademarks or registered trademarks of MicroStrategy Incorporated in the United States and certain other countries. Other product and company names mentioned herein may be the trademarks of their respective owners.