01—Abstract
Summary
Summary of the 8-K filed December 23, 2024. Cited figures are marked; the original filing is the authoritative source.
MicroStrategy Incorporated (now Strategy Inc) disclosed in this Form 8-K, filed December 23, 2024, that it continued to fund bitcoin purchases through its at-the-market equity program.
Under the Sales Agreement dated October 30, 2024, which covers up to $21 billiona of class A common stock, the company sold 1,317,841 shares between December 16 and December 22, 2024, for aggregate net proceeds of approximately $561 million. About $7.08 billion of capacity remained available as of December 22, 2024. During the same period, the company acquired approximately 5,262 bitcoins for approximately $561 million in cash, at an average price of about $106,662 per bitcoin, using proceeds from the share sales.
As of December 22, 2024, it held approximately 444,262 bitcoins, acquired at an aggregate purchase price of about $27.7 billionb, an average of roughly $62,257 per bitcoin. Under Item 7.01, the company reported a BTC Yield KPI of 47.4% quarter-to-date (October 1 to December 22, 2024) and 73.7% year-to-date. The filing defines this metric as the period-to-period percentage change in the ratio of bitcoin holdings to Assumed Diluted Shares Outstanding, and it cautions that the metric is not a measure of financial performance, liquidity, or investment return and is not predictive of the share price.
02—Key points
Key Highlights
- Sold 1,317,841 shares under the Sales Agreement from December 16 to December 22, 2024, for approximately $561 million in net proceeds (after sales commissions).
- Approximately $7.08 billion of the $21 billion Sales Agreement capacity remained available as of December 22, 2024.
- Acquired approximately 5,262 bitcoins for about $561 million in cash at an average price of about $106,662 per bitcoin, inclusive of fees and expenses.
- Total bitcoin holdings reached approximately 444,262 as of December 22, 2024, acquired at an aggregate purchase price of about $27.7 billion (average about $62,257 per bitcoin).
- Reported BTC Yield of 47.4% for October 1 to December 22, 2024, and 73.7% year-to-date from January 1 to December 22, 2024.
- Assumed Diluted Shares Outstanding rose to 280,828 thousand as of December 22, 2024, versus 235,042 thousand at September 30, 2024, and 207,636 thousand at December 31, 2023.
- The filing states that BTC Yield is a narrow, supplemental KPI, not an operating, liquidity, or return measure, and that it does not account for debt or the source of capital used to buy bitcoin.
03—Questions
Frequently Asked Questions
How is the company funding its bitcoin purchases?
According to the filing, the bitcoin purchases during December 16 to December 22, 2024, were made using proceeds from the issuance and sale of class A common stock under the Sales Agreement with a group of sales agents.
How much bitcoin did the company hold as of December 22, 2024?
The company, together with its subsidiaries, held an aggregate of approximately 444,262 bitcoins, acquired at an aggregate purchase price of approximately $27.7 billion and an average purchase price of approximately $62,257 per bitcoin, inclusive of fees and expenses.
What is BTC Yield, and what did the company report?
BTC Yield is a KPI representing the percentage change period-to-period in the ratio of bitcoin holdings to Assumed Diluted Shares Outstanding. The company reported 47.4% for October 1 to December 22, 2024, and 73.7% for January 1 to December 22, 2024.
How much capacity remains under the at-the-market program?
As of December 22, 2024, approximately $7.08 billion of class A common stock remained available for issuance and sale under the Sales Agreement, which has an aggregate offering price of up to $21 billion.
Does BTC Yield indicate future share price performance?
No. The filing states that BTC Yield is not indicative or predictive of the trading price of the company's class A common stock, is not a measure of investment return or operating performance, and that past performance is not indicative of future results.
04—Continue