- MicroStrategy announced a proposed private offering of $1.75 billion of convertible senior notes due 2029
- The notes will be convertible into cash, shares of MicroStrategy’s class A common stock, or a combination of both
- MicroStrategy intends to use the net proceeds from the offering to acquire additional bitcoin and for general corporate purposes
On November 18, 2024, MicroStrategy Incorporated announced its intention to offer $1.75 billion of convertible senior notes due 2029 in a private offering, subject to market conditions. The notes will allow investors to gain economic exposure to Bitcoin as part of MicroStrategy’s corporate strategy.
Details of the Offering
Amount and Type of Notes
- $1.75 billion aggregate principal amount of 0.0% convertible senior notes due 2029
Maturity Date
- The notes will mature on December 1, 2029.
Optional Redemption
- On or after December 4, 2026, MicroStrategy may redeem the notes for cash under certain conditions.
Repurchase at Option of Holders
- Holders can require MicroStrategy to repurchase their notes for cash on June 1, 2028.
Conversion Rights
- The notes will be convertible into cash, shares of MicroStrategy’s class A common stock, or a combination at MicroStrategy’s election. The initial conversion rate and terms will be set at pricing.
Use of Proceeds
- MicroStrategy intends to use the net proceeds to acquire additional bitcoin and for general corporate purposes.
Offering Details
- The notes will only be offered to qualified institutional buyers under Rule 144A and to certain non-US persons under Regulation S.
- The notes have not been registered under the Securities Act and may not be offered absent registration or an exemption.
Conclusion
The proposed convertible notes offering is part of MicroStrategy’s corporate strategy to accumulate bitcoin and provide investors exposure to digital assets. However, the offering is subject to market conditions and may not be completed as described or at all.
