• MicroStrategy announces a $1.75 billion convertible notes offering to fund additional Bitcoin purchases and general corporate purposes.
• The 0% senior notes, maturing in 2029, provide holders the option to convert into cash or stock, aligning with MicroStrategy’s Bitcoin strategy.

MicroStrategy, the world’s first and largest Bitcoin Treasury Company, has announced plans to offer $1.75 billion in 0% convertible senior notes due in 2029. The offering, targeting qualified institutional buyers, aims to raise funds for acquiring additional Bitcoin and general corporate purposes.

The notes, which mature on December 1, 2029, will not bear interest or accrete principal and will be convertible under specific conditions into cash, shares of MicroStrategy’s class A common stock, or a combination of both, at the company’s discretion. MicroStrategy may redeem the notes for cash beginning December 4, 2026, provided at least $75 million of the aggregate principal remains outstanding after redemption. Holders also retain the right to demand repurchase on June 1, 2028.

ALSO READ: Michael Saylor Dismisses Bitcoin Dip, Eyes $100K by Year-End

The final terms, including the conversion rate, will be determined upon pricing. The company expects the conversion price to be based on the volume-weighted average price of its stock on the pricing date. Additionally, initial purchasers may be granted an option to purchase up to $250 million more in notes.

The offering aligns with MicroStrategy’s position as the largest Bitcoin Treasury Company. It represents another step in its strategy to leverage both equity and debt instruments to expand its Bitcoin holdings, which it considers a key pillar of its financial strategy.

The notes will be offered under Rule 144A of the Securities Act of 1933, with additional compliance for transactions outside the U.S. under Regulation S. However, these notes and related shares will not be registered under U.S. securities laws and cannot be offered in the U.S. without applicable exemptions.