Latham & Watkins Advises MicroStrategy on $563.4 Million Preferred Stock Offering.

MicroStrategy Incorporated (Nasdaq: MSTR) has announced the pricing of its preferred stock offering, valued at US$563.4 million, scheduled for January 30, 2025. The offering involves 7,300,000 shares of 8.00% Series A Perpetual Strike Preferred Stock, priced at $80.00 per share. The anticipated settlement date for the issuance is February 5, 2025, pending the fulfilment of customary closing conditions.

The company estimates net proceeds of approximately $563.4 million from the offering after accounting for underwriting discounts, commissions, and estimated expenses. MicroStrategy intends to allocate these funds for general corporate purposes, including the acquisition of bitcoin and working capital.

The offering is being conducted in accordance with a valid shelf registration statement filed with the Securities and Exchange Commission (SEC) and will be executed through a prospectus supplement and accompanying prospectus.

Strategy (formerly MicroStrategy) is the world's largest and first Bitcoin Treasury company and the largest independent, publicly traded business intelligence provider. With over 35 years of expertise, Strategy provides cloud-native, AI-powered enterprise analytics software to thousands of global customers, and is pioneering Bitcoin applications in business. They believe that their unique blend of operating structure, Bitcoin strategy, and focus on technology innovation offers significant value creation opportunities.

Latham & Watkins LLP served as legal counsel for MicroStrategy during the offering. The corporate team, led by partners Greg Rodgers, Marc Jaffe, and Brittany Ruiz, was supported by associates Nick Gonzalez and Kan Ni. Guidance on convertible equity issues was provided by partner Arash Aminian Baghai and associates Ryan Gold and Andrew Bentz. Partners Bora Bozkurt and Jocelyn Noll, along with associate Michael Yu, offered expertise on tax-related matters, while partner Jenny Cieplak addressed issues concerning digital assets. Partner Yvette Valdez and associate Adam Fovent handled matters related to the CFTC.

Latham & Watkins LLP is a leading global law firm known for its expertise in corporate, litigation, and transactional law. With over 2,000 attorneys in 14 countries, the firm advises clients across a wide range of industries, including technology, healthcare, finance, and energy. Founded in 1934, Latham & Watkins is renowned for its work with emerging companies, offering legal solutions for startups and growth-stage businesses. The firm’s Emerging Companies & Growth team helps navigate complex legal matters related to business formation, financing, and scaling, making it a trusted partner for innovative companies worldwide.

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