This private offering targets qualified institutional buyers and seeks to bolster the company’s resources amid volatile market environments.

As of June 13, MicroStrategy holds more than 1% of BTC’s circulating supply, equivalent to 214,400 BTC, valued at approximately $15 billion.

Offering details

MicroStrategy said it will offer initial purchasers an option to acquire an additional $75 million in notes within 13 days of issuance. The convertible senior notes will be unsecured and mature by June 15, 2032. Interest will be payable semi-annually, with the first payment due on December 15, 2024.

The firm said it retains the right to redeem the notes for cash, either in full or in part, after June 29, 2029, under specific conditions that provide flexibility in financial management.

Investors can convert the notes into cash, MicroStrategy’s class A common stock, or a combination of both. It will offer a versatile financial instrument aligned with the company’s growth and investment strategy. The conversion terms, including the rate and price, will be finalized upon the offering’s pricing.

The offering and any subsequent conversion shares of MicroStrategy’s class A common stock will not be registered under the Securities Act or state securities laws. Consequently, they may not be offered or sold in the US without registration or an applicable exemption from registration requirements.

MicroStrategy said it will use the proceeds to bolster its investment in Bitcoin while addressing general corporate purposes in line with Chair Michael Saylor’s commitment to the asset.

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