TYSONS CORNER, Va.–(BUSINESS WIRE)–MicroStrategy Incorporated (Nasdaq: MSTR) (“MicroStrategy”), in furtherance of its previously announced 21/21, a capital plan to raise $21 billion $21 billion in equity and $21 billion in fixed income today announced a range of financial instruments, including debt, convertible bonds and equities. Preferably, over the next three years, it is targeting a capital raise of up to $2 billion through a single plan. or further underwritten public offerings (the “Offer”) of perpetual preferred stock that will be higher than our Class A common stock. Perpetual preferred stock may include features such as (i) convertibility into our Class A common stock, (ii) payment of cash dividends, and (iii) provisions allowing redemption of shares, among other features. The offering is expected to be registered through a registration statement on Form S-3 that will be filed with the U.S. Securities and Exchange Commission. The number of deposit shares representing a share of the perpetual preferred stock to be offered, the final terms of the perpetual preferred stock, and the offering price have not yet been determined. The purpose of the offer is to allow MicroStrategy to continue strengthening its balance sheet and acquire more Bitcoin. The offering is expected, however, to occur in the first quarter of 2025. However, the decision whether to proceed with and consummate the offering is at MicroStrategy’s sole discretion and subject to market and other circumstances. MicroStrategy may elect not to continue or complete the offering at all.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities. Any offers, solicitations, offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). This announcement is being made pursuant to Rule 135 of the Securities Act.
Forward-looking statements
Statements in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements include, but are not limited to: Statements regarding MicroStrategy’s plan to consummate the offering, the size and timing of the offering, the expected use of any proceeds from the offering and the terms of the offering. The words “expect”, “believe”, “continue”, “could”, “estimate”, “anticipate”, “intend”, “may”, “plan”, “potential”, “predict”, “project”, “aim” “Should,” “aim,” “will,” “would” and similar expressions identify forward-looking statements, although not all forward-looking statements contain such identifying words. Actual results may differ materially from those indicated in these forward-looking statements as a result of various important factors, including uncertainties regarding market conditions, completion of the offering on anticipated terms or at all, and other factors discussed in the “Risk Factors” section of MicroStrategy’s Quarterly Report. Regarding the Form 10-Q filed with the Securities and Exchange Commission on October 31, 2024, and the risks described in other filings MicroStrategy may make with the SEC Any forward-looking statements contained in this press release speak only as of the date hereof, and MicroStrategy specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.
communication
MicroStrategy Incorporated
Shirish Jajodia
Company Treasurer
ir@microstrategy.com