MicroStrategy greenshoe exercised, ups convertibles to $800 million

By Mary-Katherine Stinson

Lexington, Ky., March 11 – MicroStrategy Inc.’s $100 million greenshoe was exercised in full, lifting the total amount of its 0.625% six-year convertible notes to $800 million from $700 million, according to an 8-K filing with the Securities and Exchange Commission.

The notes were priced on March 5 with an initial conversion premium of 42.5%.

Initially, MicroStrategy had sought to sell $600 million of the notes with a smaller greenshoe of $90 million.

The notes are non-callable until March 22, 2027 and then subject to a 130% hurdle.

If called, at least $90 million in principal must remain outstanding if the full outstanding amount is not redeemed in full.

The notes are putable on Sept. 15, 2028 or upon a fundamental change.

They will be settled in cash, shares or a combination of both at the company’s option.

Citigroup Global Markets Inc., Moelis & Co. and TD Cowen were bookrunners for the Rule 144A offering.

The company realized proceeds of approximately $782 million, which were used to acquire additional Bitcoin.

MicroStrategy is a Tysons Corner. Va.-based business intelligence and analytics company.

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