Strive expands $150m perpetual preferred deal, offering playbook for Strategy debt revamp

Strive (ASST) has upsized its follow-on offering of Series A Variable Rate Perpetual Preferred Stock (SATA) beyond $150 million, pricing the shares at $90 each. The structure is emerging as a potential blueprint for replacing fixed-maturity convertible debt with perpetual equity capital, eliminating refinancing risk.

The bitcoin treasury and asset management firm plans to issue up to 2.25 million SATA shares through a mix of public issuance and privately negotiated debt exchanges. Proceeds will primarily go toward addressing Semler Scientific’s 4.25% convertible senior notes due 2030, which are guaranteed by Strive.

Roughly $90 million in principal is expected to be exchanged directly for about 930,000 newly issued SATA shares. Remaining net proceeds, along with cash on hand and potential funds from unwinding capped call transactions, are slated to redeem or repurchase remaining Semler convertibles, repay borrowings under Semler’s Coinbase credit facility, and fund additional bitcoin purchases.

Instead of refinancing traditional debt, Strive is converting fixed-maturity obligations into perpetual preferred equity. SATA carries a variable dividend currently set at 12.25%, has no maturity date, and no conversion feature. Because the instrument is treated as equity rather than debt, it improves reported leverage metrics and financial flexibility. In exchange, former bondholders give up equity conversion upside for a higher-yielding, senior security with liquidity and priority over common stock.

This approach could also be relevant for Strategy (MSTR), which holds approximately $8.3 billion in outstanding convertible notes. Its largest tranche is $3 billion due June 2, 2028, with a $672.40 conversion price — roughly 300% above the current share price near $160.

Using perpetual preferred equity to retire or exchange such debt could give Executive Chairman Michael Saylor another lever to reduce future maturity risk while preserving balance sheet flexibility.