This represents the largest IPO year to date in 2025 across all U.S. preferred and common equity offerings

Davis Polk advised the representative of the several underwriters in connection with the SEC-registered offering of 28,011,111 shares of variable-rate Series A perpetual stretch preferred stock by MicroStrategy Incorporated (d/b/a Strategy). The preferred stock includes an innovative feature whereby Strategy can increase or decrease the dividend rate monthly with prior notice to shareholders, with the intention to maintain a trading level for the preferred stock at or close to its stated amount of $100 per share. Strategy intends to use the net proceeds from the offering for general corporate purposes, including the acquisition of bitcoin and for working capital. Strategy intends to list the preferred stock on the Nasdaq Global Select Market under the symbol “STRC.”

Strategy is the world’s first and largest bitcoin treasury company. The company has adopted bitcoin as its primary treasury reserve asset. By using proceeds from equity and debt financings, as well as cash flows from its operations, it strategically accumulates bitcoin and advocates for its role as digital capital. The treasury strategy is designed to provide investors varying degrees of economic exposure to bitcoin by offering a range of securities, including equity and fixed-income instruments.

The Davis Polk corporate team included partners Daniel P. Gibbons and Joseph A. Hall, counsel Christopher H. Van Buren and associates Carlos Escandón Alcocer, Yuchen Liu and Eric Spiniello. Partner Zachary J. Zweihorn provided financial institutions advice. The tax team included partner Lucy W. Farr and associates Yueyu Yang and Georgianna Eck. All members of the Davis Polk team are based in the New York office.

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