“MicroStrategy Announces $2.0 Billion Convertible Senior Notes Offering”

MicroStrategy Inc. (Nasdaq: MSTR), also known as Strategy, stated in a recent press release that it plans to offer $2.0 billion of its 0% convertible senior notes due 2030 in a private offering. The target audience would be individuals deemed to be qualified institutional buyers, with reliance based on Rule 144A under the amended Securities Act of 1933. Subject to market conditions and other factors, the initial purchasers may also be granted an option to purchase an additional $300 million in notes within five business days from the notes’ initial issuance.

On February 20, 2025, Strategy declared that it has priced this offering, with a prospective closing date set on February 21, 2025. This, however, hinges on the satisfaction of certain customary closing conditions.

Following the deduction of fees and estimated expenses, the firm expects net proceeds from this offering to be roughly $1.99 billion. If the initial purchasers fully exercise their option to procure more notes, the proceeds are expected to be around $2.28 billion. Strategy intends to allocate the net proceeds for its general corporate purposes. These include acquiring more bitcoins and funding its working capital.

The notes will operate as senior, unsecured obligations of Strategy. Until early December 2029, noteholders will only have the right to convert their notes following specific events. Notably, no regular interest will be borne on these notes, and the principal amount will not accrete.

This information is part of the Form 8-K current report filed to the SEC and should not be construed as an offer to sell or a solicitation to buy the notes. Such a sale would be unlawful in any state or jurisdiction where it would violate securities laws.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read MicroStrategy’s 8K filing here.

MicroStrategy Company Profile

MicroStrategy Incorporated provides artificial intelligence-powered enterprise analytics software and services in the United States, Europe, the Middle East, Africa, and internationally. It offers MicroStrategy ONE, which provides non-technical users with the ability to directly access novel and actionable insights for decision-making; and MicroStrategy Cloud for Government service, which offers always-on threat monitoring that meets the rigorous technical and regulatory needs of governments and financial institutions.