By Abigail W. Adams
Portland, Me., Feb. 17 – MicroStrategy Inc. priced an upsized $900 million of six-year convertible notes after the market close on Tuesday at par with a coupon of 0% and an initial conversion premium of 50%, according to a market source.
Pricing came at the rich end of talk for a coupon of 0% to 0.5% and an initial conversion premium of 45% to 50%, according to a market source.
Jefferies LLC was bookrunner for the Rule 144A offering, which carries an upsized greenshoe of $150 million.
The initial size of the offering was $600 million with a greenshoe of $90 million.
The notes are non-callable until Feb. 20, 2024 and then subject to a 130% hurdle.
They are putable upon a fundamental change.
The notes will be settled in cash, shares or a combination of both at the company’s option.
Net proceeds are expected to be $879.3 million or will be $1 billion if the greenshoe is exercised in full.
Proceeds will be used to acquire Bitcoin.
The company issued $650 million of convertible debt in December with the proceeds also used to purchase Bitcoin.
MicroStrategy is a Tysons Corner. Va.-based business intelligence and analytics company.
| Issuer: | MicroStrategy Inc.
|
| Securities: | Convertible senior notes
|
| Amount: | $900 million
|
| Greenshoe: | $150 million
|
| Maturity: | Feb. 15, 2027
|
| Bookrunner: | Jefferies LLC
|
| Coupon: | 0%
|
| Price: | Par
|
| Yield: | 0%
|
| Conversion premium: | 50%
|
| Conversion price: | $1,432.46
|
| Conversion rate: | 0.6981
|
| Call options: | Non-callable until Feb. 20, 2024 and then subject to 130% hurdle
|
| Put options: | Upon a fundamental change
|
| Pricing date: | Feb. 16
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| Settlement date: | Feb. 19
|
| Distribution: | Rule 144A
|
| Talk: | Coupon of 0% to 0.5% and initial conversion premium of 45% to 50%
|
| Stock symbol: | Nasdaq: MSTR
|
| Stock price: | $955 at market close Feb. 17
|
| Market capitalization: | $9.16 billion
|
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