On September 17, MicroStrategy® Incorporated (Nasdaq: MSTR) announced, according to official sources, that it plans to privately place a $700 million aggregate principal amount of convertible senior notes due 2028 (the “Notes”) to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), subject to market and other conditions. MicroStrategy also expects to grant the initial purchasers of the Notes an option to purchase up to an additional $105 million aggregate principal amount of Notes for a period of 13 days from the initial issuance date of the Notes. This offering is subject to market and other conditions, and there is no assurance that the offering will be completed or that it will be completed on the terms described above.

The Notes will be unsecured senior debt obligations of MicroStrategy and will bear interest payable semi-annually on March 15 and September 15 of each year, commencing on March 15, 2025. The Notes will mature on September 15, 2028, unless earlier repurchased, redeemed or converted in accordance with their terms. Under certain conditions, MicroStrategy may redeem all or a portion of the Notes for cash on or after December 20, 2027.