Bitcoin Reaches Historic High, MicroStrategy Takes Action Again! Plans to Raise $2.1 Billion Through New Stock Offering
MicroStrategy Announces Sale Agreement to Raise Up to $2.1 Billion
MicroStrategy once again showcases its financial flexibility, announcing on May 22, 2025, that it has signed a sales agreement with three financial institutions to raise up to $2.1 billion through the issuance of preferred stock. This fundraising initiative is positioned as an “At-the-Market Offering,” allowing for high flexibility and strategic significance.
Issuing 10% Annual Interest Preferred Stock, Total Amount Up to $2.1 Billion
On May 22, U.S. time, MicroStrategy submitted Form 8-K to the SEC, announcing that it has signed a sales agreement with TD Securities (USA) LLC, Barclays Capital Inc., and The Benchmark Company, LLC. According to the agreement, the company can periodically issue its 10% Series A Perpetual Strife preferred stock through the aforementioned institutions, with a total amount reaching up to $2.1 billion.
These shares have a par value of just $0.001 each but offer a fixed annual yield of 10%, positioned as “perpetual preferred stock,” expected to attract institutional investors seeking stable returns.
Flexible “At-the-Market Offering” Mechanism, Allowing Company to Take Control
This issuance adopts the “At-the-Market Offering” model, meaning the company can release shares in batches based on its funding needs and market conditions. The company will only operate through a single sales agent each day to avoid excessive market volatility. Additionally, sales can be conducted via negotiated trades, block trades, or other legitimate means, showcasing high flexibility.
If the company decides to issue, it will send a sales notice to the agent, who will make “reasonable commercial efforts” to sell the shares, and either party can pause or terminate the issuance at any time. For each transaction, the company will pay a commission of up to 2%.
No Guarantee of Sale! Market Reaction Remains Key
It is noteworthy that MicroStrategy has not committed to selling any shares, nor has it guaranteed the timing or price of any sales. Everything will depend on market conditions. According to the SEC documents, this agreement serves more as a backup tool, enabling the company to quickly activate its funding pipeline when needed.
On the same day, the company also released a press release explaining this issuance action and disclosed details to investors through a Prospectus Supplement.
Legal Compliance and Risk Warning, Investors Must Evaluate Cautiously
According to the documents, the issuance of these preferred shares was automatically registered with SEC approval on January 27, 2025. The company also emphasized that this announcement does not constitute an invitation or offer for the sale of any securities, and related sales will be conducted in accordance with the law.
The document also warns that the report may contain forward-looking statements regarding anticipated plans or market conditions, and actual results may differ significantly from expectations, urging investors to refer to the risk factors disclosure.
What Strategic Calculations Are Behind MicroStrategy?
MicroStrategy is known for its aggressive Bitcoin holding strategy. Whether this issuance relates to future expansion or further Bitcoin purchases is not explicitly stated, but the market has begun to focus on where this new funding of up to $2.1 billion will flow. Regardless, this preferred stock issuance plan is sure to become an important barometer for observing the company’s future direction.
Risk Warning
Investing in cryptocurrencies is highly risky, and their prices can be volatile, resulting in a total loss of principal. Please evaluate risks carefully.
