Strategy revealed in an 8-K filing that it plans to repurchase approximately $1.5 billion of its outstanding 0% Convertible Senior Notes due 2029 through privately negotiated transactions. The estimated cash cost is $1.38 billion, and the company said funding may come from cash on hand, at-the-market equity sales, or Bitcoin sales. That last option immediately drew attention, as Strategy has historically expanded its BTC holdings rather than liquidate them.
Buyback Details and Settlement
The repurchased notes are priced at nearly 8% below par. The final amount could shift based on MSTR stock performance during a specified pricing period. Settlement is expected around May 19. All notes bought back will be canceled after closing.
Earlier this month, Strategy added $43 million worth of Bitcoin and raised about $206.61 million through STRC preferred stock issuance — a move that contrasts with the potential sell-side signal now on the table.
Market Blowback: MSTR Slides 5%
MSTR shares dropped more than 5% shortly after markets opened. Investors reacted cautiously to the possibility of Bitcoin liquidation, even though no confirmed sale has materialized. Strategy currently holds 818,869 BTC, valued at over $65 billion at roughly $80,000 per Bitcoin, with unrealized gains of about $3.9 billion.
Saylor’s Capital Framework
During the May 5 earnings call, Executive Chairman Michael Saylor outlined a broader capital strategy tied to Bitcoin accumulation. He stated that proceeds from STRC preferred stock offerings would fund additional Bitcoin purchases over time. Saylor also noted the firm’s breakeven annual Bitcoin appreciation rate is around 2.3%, and any Bitcoin sales for obligations or dividends could be offset by new capital raised via preferred stock issuance.
The market is now watching whether Strategy will actually tap its Bitcoin stash. The company has long positioned itself as a buy-and-hold Bitcoin proxy, making the filing's mention of potential sales a notable pivot that tests investor conviction.