Strategy, a business intelligence firm known for its Bitcoin holdings, announced plans to raise $2 billion through a private offering of convertible senior notes. 

The proceeds are expected to be used for general corporate purposes, including potential Bitcoin acquisitions.

The notes, maturing in 2030, will be offered to institutional investors under Rule 144A of the Securities Act, allowing private placements to qualified buyers. 

Investors will have the option to convert the notes into shares of Strategy’s Class A common stock under specific conditions, with the conversion price determined at the time of pricing. 

The company also granted initial purchasers an option to buy an additional $300 million in notes within five business days of issuance.

Unlike traditional bonds, the notes will not bear interest or increase in principal value. 

Strategy has included a redemption feature that allows the company to repurchase the notes starting in 2027 if its stock price exceeds 130% of the conversion price for a set period. 

Noteholders may also require Strategy to repurchase the notes in 2028 or in the event of certain corporate changes classified as “fundamental changes.”

Led by co-founder and executive chairman Michael Saylor, Strategy has expanded its Bitcoin holdings since shifting to a Bitcoin-focused strategy in 2020. The company currently holds over 478,000 Bitcoin as of February 18th, 2025.

The success of the offering may depend on investor confidence in Strategy’s stock performance and the broader Bitcoin market.

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