ATM Update
As previously disclosed, on October 30, 2024, MicroStrategy Incorporated (“MicroStrategy” or the “Company”) entered into a Sales Agreement (the “Sales Agreement”) with TD Securities (USA) LLC, Barclays Capital Inc., The Benchmark Company, LLC, BTIG, LLC, Canaccord Genuity LLC, Cantor Fitzgerald & Co., Maxim Group LLC, Mizuho Securities USA LLC, and SG Americas Securities, LLC, as agents (the “Sales Agents”), pursuant to which the Company may issue and sell shares of its class A common stock, par value $0.001 per share (“Shares”), having an aggregate offering price of up to $21 billion from time to time through the Sales Agents.
On December 16, 2024, the Company announced that, during the period between December 9, 2024 and December 15, 2024, the Company had sold an aggregate of 3,884,712 Shares under the Sales Agreement for aggregate net proceeds to the Company (less sales commissions) of approximately $1.54 billion. As of December 15, 2024, approximately $7.65 billion of Shares remained available for issuance and sale pursuant to the Sales Agreement.
Bitcoin Holdings Update
On December 16, 2024, the Company announced that, during the period between December 9, 2024 and December 15, 2024, the Company acquired approximately 15,350 bitcoins for approximately $1.5 billion in cash, at an average price of approximately $100,386 per bitcoin, inclusive of fees and expenses. The bitcoin purchases were made using proceeds from the issuance and sale of Shares under the Sales Agreement.
As of December 15, 2024, the Company, together with its subsidiaries, held an aggregate of approximately 439,000 bitcoins, which were acquired at an aggregate purchase price of approximately $27.1 billion and an average purchase price of approximately $61,725 per bitcoin, inclusive of fees and expenses.
| Item 7.01 |
Regulation FD Disclosure. |
BTC Yield KPI
From October 1, 2024 to December 15, 2024, the Company’s BTC Yield was 46.4%. From January 1, 2024 to December 15, 2024, the Company’s BTC Yield was 72.4%.
BTC Yield is a key performance indicator (“KPI”) that represents the percentage change period-to-period of the ratio between the Company’s bitcoin holdings and its Assumed Diluted Shares Outstanding. Assumed Diluted Shares Outstanding refers to the aggregate of the Company’s actual shares of common stock outstanding as of the end of the applicable period plus all additional shares that would result from the assumed conversion of all outstanding convertible notes, exercise of all outstanding stock option awards, and settlement of all outstanding restricted stock units and performance stock units. The Company uses BTC Yield as a KPI to help assess the performance of its strategy of acquiring bitcoin in a manner the Company believes is accretive to shareholders. The Company believes this KPI can be used to supplement an investor’s understanding of the Company’s decision to fund the purchase of bitcoin by issuing additional shares of its common stock or instruments convertible to common stock.
