Convertible Notes with Investor Options

The convertible notes will bear interest at a rate of 6.75% per annum, payable semi-annually on June 15 and December 15, commencing December 15, 2024.

The notes will be convertible into shares of MicroStrategy’s Class A common stock at an initial conversion rate of 84.7427 shares per $1,000 principal amount of notes. The conversion rate will be subject to adjustment in certain circumstances.

The notes will be callable by MicroStrategy on or after June 20, 2029, if the closingMicroStrategy, Bitcoin, investment, convertible notes, offering, reserve asset, cryptocurrency price of MicroStrategy’s Class A common stock is greater than $1,350 per share for 20 consecutive trading days.

Bitcoin Purchase Plans

MicroStrategy, which describes itself as “the world’s first Bitcoin development company,” has been a strong proponent of the cryptocurrency. The company first adopted Bitcoin as a reserve asset in August 2020 and has since acquired over 214,400 Bitcoin.

MicroStrategy has paid an average of $35,180 per Bitcoin. As of June 13, 2024, Bitcoin is trading at $67,495.

Continued Strong Belief in Bitcoin

The convertible note offering is the latest sign of MicroStrategy’s continued strong belief in Bitcoin. The company is confident that Bitcoin will continue to appreciate in value over the long term and is committed to increasing its Bitcoin holdings.

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