Strategy to Repurchase $1.5 Billion in 2029 Convertible Notes

Strategy (MSTR), the largest corporate holder of bitcoin, announced Friday that it has agreed to repurchase approximately $1.5 billion of its outstanding 0% Convertible Senior Notes due 2029 through privately negotiated deals with select noteholders.

According to the filing, the company expects to pay around $1.38 billion in cash for the repurchase, representing a discount to the notes’ face value.

The 2029 convertible notes were originally issued by Strategy in November 2024 as part of a $3 billion offering carrying a 0% coupon. The notes mature on Dec. 2, 2029 and have a conversion price of $672.40 per share, well above the company’s current stock price of around $183.

The company noted that the final repurchase price could still change and will partially depend on the volume-weighted average price (VWAP) of Strategy’s Class A shares during a specified measurement period.

Strategy said it expects to fund the buyback using existing cash, proceeds from future share sales, and potentially bitcoin sales. Once the transaction settles, which is expected around May 19, the repurchased notes will be cancelled, leaving approximately $1.5 billion of the 2029 convertible notes still outstanding.

Shares of Strategy (MSTR) fell roughly 2% in pre-market trading Friday as bitcoin pulled back overnight to around $80,400.