MicroStrategy Incorporated (NASDAQ:MSTR) Q1 2024 Earnings Call Transcript

Year-to-date, we have added 20,180 Bitcoins to MicroStrategy’s holdings at an aggregate purchase price of $1.4 billion using net proceeds from our two convertible note issuances in March. Lastly, Bitcoins purchased through excess cash from the software business are also held at MicroStrategy, the parent entity, and also collateralize our 2028 senior secured notes. Year-to-date we have added 2,418 Bitcoins to MicroStrategy’s Holdings at an aggregate purchase price of $136 million using proceeds from excess cash. As of April 26, there are in total 38,679 Bitcoins held at MicroStrategy or $2.4 billion in current market value. Our commitment to our Bitcoin strategy remains unchanged and steadfast, and we plan to strategically and opportunistically buy more Bitcoin as we have in every quarter since August of 2020 using excess cash from operations and proceeds from any capital markets activities.

MicroStrategy remains the largest corporate holder of Bitcoin in the world, and we remain committed to our Bitcoin acquisition strategy with the utmost conviction, long-term focus, and with a strong risk managed approach. As a Bitcoin development company, the unique ability to access the capital markets and the positive impact from using intelligent leverage are illustrated on this slide. During the first quarter of 2024, our total Bitcoin Holdings increased by 13.3%. During the same period, our total basic share count comprised of total basic Class A shares outstanding and total basic Class B shares outstanding increased by only 4.6%. This is in part due to the deferred dilution impact of leveraging convertible debt and our opportunistic execution of these financings, which has resulted in tremendous value creation for our shareholders.

The difference between our Bitcoin accretion and the share dilution is representative of the yield we are able to generate for our shareholders as a Bitcoin development company. Hypothetically, assuming all outstanding convertible notes are fully converted at their respective conversion prices, all outstanding options are fully exercised and all restricted stock units and performance stock units fully vest, the fully diluted share count would have increased by only 4.8% during the first quarter. Thus, the increase in our Bitcoin holdings has outpaced the increase in our total share counts in Q1. Turning to slide 15, Bitcoin has significantly outperformed most other asset classes year-to-date. And as of March 31, 2024 the aggregate costs of our Bitcoin purchases were $7.5 billion versus the carrying value of our Bitcoin holdings of $5.1 billion.

This is compared to the market value of our holdings of $15.2 billion based on the Bitcoin prices of the last day of the quarter. Currently, the market value of our Bitcoin holdings is significantly above our average cost basis, which is equal to an average purchase price of approximately $35,200. The new accounting rule that was approved by the FASB last December requires companies holding digital assets, including Bitcoin to adopt fair value accounting treatment by Q1 of 2025. We fully plan to adopt the change by when the rule takes effect, and we are determining when the most appropriate time to do so would be. Now turning to our capital markets activities. Since the inception of our Bitcoin strategy, we have issued $3.6 billion of corporate debt through senior secured notes and convertible notes with a very attractive blended interest rate of approximately 1.3%.

With staggered maturities over several years through March 2031. Leverage remains a key component of our active capital allocation strategy, which when opportunistically deploys — deployed, enables us to add more Bitcoin holdings at an attractive cost. Our two recent convertible note financings were both upsized and well received by the market. We issued $800 million of convertible notes due March 2030 at an annual interest rate of 0.625% and a conversion premium of 42.5% to the closing price of our Class A common stock on the pricing day, reflecting a conversion price of approximately $14.98 per share. The following week, given the strong rally in MSTR stock price, we were able to access the market again in a follow on offering and issued an additional $603.75 million of convertible notes due March 2031 at an annual interest rate of 0.875% a conversion premium of 40% to the volume weighted average price of our Class A common stock on the pricing day, and a conversion price of approximately $2,327 per share.

The net proceeds from both convertible note issuances were used expeditiously to acquire additional Bitcoin. In addition to raising debt, we continue to demonstrate a solid track record of issuing permanent equity in a manner that we believe is accretive to shareholders. Since the third quarter of 2021, we have raised a total of $3.2 billion in proceeds through our ATM offerings, with an average price of approximately $464 per share across total equity raised. As we have done in the past, we will continue to actively monitor the capital markets and carefully evaluate the most accretive use of the capital markets to drive incremental value for our shareholders. Debt financing helps us maintain healthy leverage relative to the market value of our Bitcoin Holdings, and raising equity helps us to deleverage our balance sheet when needed.

The primary use of proceeds from our debt and equity capital activities to-date have been to acquire additional Bitcoin, which we have done in a manner we believe to be extremely accretive. Our overall capital allocation strategy continues to be focused on increasing our total Bitcoin Holdings, while managing our debt very closely and prudently. Lastly, as of the end of first quarter, we grew unrestricted cash and cash equivalents on our balance sheet to $81.3 million and we continue to maintain more than sufficient overall liquidity to manage our ongoing operating needs. The next slide illustrates our debt maturity profile. And as you can see the nearest maturity is more than six quarters away, and not until late 2025. While the 2025 convertible notes have been trading well in the market, as we have said previously, we continue to monitor the markets and evaluate liability management opportunities in order to manage our debt, as well as opportunities to raise additional financing in the future.

The management team has demonstrated a strong track record of disciplined approach to navigate through volatile times in the Bitcoin market, and we believe we have established significant credibility to execute on our strategic goal of generating value for our shareholders. As Phong said earlier, we believe that the combination of our operating structure, Bitcoin strategy, and focus on technology innovation provides a unique value proposition for shareholder value creation, when compared to other forms of exposure to Bitcoin. Thank you for your time today and for your continued support of MicroStrategy. I’ll now turn the call over to Michael for his remarks.

Michael Saylor: Thank you, Andrew. And thank you for everybody for being with us here today. I’d just like to add a few comments on our strategy and Bitcoin in general following up on the words of Phong and Andrew. I’ll start with, our performance scorecard, we like to keep score every quarter and evaluate ourself against all the relevant benchmarks. So I think this slide is very instructive. What you can see here in a nutshell is all of the enterprise software companies that we compete against in the business intelligence business and their performance since we embarked on our Bitcoin strategy in the summer of 2020. And you can see we’re approximately 10 times to 30 times more in performance than any of those companies. You can see all the big tech stocks over the last three and three quarters of years.