Saylor's "Never Sell" Era Ends in a Single Filing 📉→💰
Strategy adopted a "Digital Credit Capital Framework" on Monday, formally ending years of "never sell" rhetoric by authorizing up to $1.25 billion in Bitcoin sales to fund dividends, build cash reserves and repurchase its own securities. The Nasdaq-listed firm (MSTR) introduced a Bitcoin Monetization Program permitting management to sell BTC to replenish a USD Reserve that currently stands at $2.55 billion, cover preferred dividend and interest obligations, and finance authorized buybacks of Digital Credit securities and Class A common stock. Any Bitcoin sales outside those defined purposes would require additional board approval, and the company emphasized it is not obligated to execute any sales under the program. Executive Chairman Michael Saylor said in a statement, "Strategy remains committed to Bitcoin as its primary treasury reserve asset. At the same time, Digital Credit requires liquidity, discipline, and active capital management," and described the framework as intended to "strengthen credit quality" and enable Strategy to "reduce expected preferred stock dividend payments when accretive." President and CEO Phong Le framed the change as a shift from primarily issuing capital toward "actively managing the capital structure through both issuance and repurchases." Saylor separately noted that "Bitcoin is capital. Our Digital Credit Capital Framework lets us transform that capital into productive support for shareholder value while preserving our long-term Bitcoin strategy."
Alongside the monetization program, the board authorized up to $1 billion in repurchases of Digital Credit Securities and up to $1 billion in MSTR buybacks, with the repurchase programs carrying no fixed expiration date and not drawing from the USD Reserve. Strategy raised the annual dividend rate on its Variable Rate Series A Perpetual Stretch Preferred Stock (STRC) to 12.00% from 11.50%, effective for dividend periods beginning July 1, and adopted a board-approved policy requiring a minimum of 12 months of dividend and interest coverage. The $2.55 billion USD Reserve, designated solely for preferred dividends and interest expense, represents approximately 17.4 months of coverage at current run-rates, and Strategy estimates combined coverage of approximately 25.9 months once the $1.25 billion Bitcoin monetization capacity is included. Strategy disclosed it did not purchase any Bitcoin during the week ended Sunday, leaving holdings unchanged at 847,363 BTC acquired for a combined $64.5 billion at an average price of $75,651 per coin, while separately raising approximately $1.15 billion in net proceeds by selling 12.67 million MSTR shares.
Bitcoin traded around $59,800 shortly after the announcement, down 0.5% over the prior 24 hours per CoinGecko data, while MSTR shares advanced roughly 5% in pre-market trading to $86.52 according to Yahoo Finance and STRC traded at a 28.75% discount to par with a Friday low of $71.25 per TradingView data. Grayscale research head Zach Pandl had argued the week prior that Strategy should sell $3 billion in Bitcoin to restore confidence, and on June 27 the company's mNAV, the ratio of its enterprise value to its Bitcoin holdings, fell below 1 for the first time. Strategy has now sold 32 BTC earlier in June as part of a disclosed monetization approach, and the broader Digital Credit preferred stack carries annual dividend and interest obligations exceeding $700 million across series STRK, STRF and STRD, the largest outstanding preferred issuances. The framework filing is intended to give management discretion to execute Bitcoin sales, dividend top-ups and share repurchases without seeking separate board authorization for each transaction.
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