Strive proposes 15% preferred offering with US$75M annual dividend cost
Five million proposed shares carry a US$100 stated amount, while the preliminary prospectus leaves the sale price and fees blank.
Julian Okafor
A proposed preferred-share sale would add US$75 million in annual dividend accruals if all five million shares are issued. Strive, Inc. NASDAQASST NASDAQSATA, a bitcoin-focused structured finance company whose asset manager oversees more than US$2.8 billion, announced the proposed 15 per cent offering on Tuesday.
The shares carry a US$100 stated amount, giving the proposal US$500 million in stated capital. Strive's preliminary prospectus dated Oct. 13 leaves the public offering price, underwriting discounts and proceeds blank, so the amount raised remains undetermined.
Common shares NASDAQASST closed lower at US$27.59 on Nasdaq at 4:00 p.m. EDT on Oct. 13. Existing preferred shares NASDAQSATA closed lower at US$98.79 on Nasdaq at 4:00 p.m. EDT on Oct. 13. Both closes preceded the announcement at 4:35 p.m. EDT.
Strive's Oct. 13 release schedules the first regular dividend date for Nov. 9, subject to board declaration and legally available funds. The company plans to add assets to its dividend reserve at closing, but the preliminary prospectus leaves the closing date blank.
The Dividend Reserve Would Cover 18 Months
Under the Oct. 13 terms, each proposed share would accumulate US$15 in dividends annually on its stated amount. Multiplying that accrual by the proposed five million shares gives the US$75 million annual total, with the obligation scaling to the number actually issued.
Strive’s Oct. 13 plan calls for a reserve addition of US$22.50 per share, or US$112.5 million at the proposed offering size. Strive says it would fund the account with existing cash and securities, valuing those securities at closing. For common shareholders, the proposal would earmark existing assets for 18 months of preferred dividends.
"Regular dividend dates will fall on each business day, as defined in the governing documentation for the SATS Stock, beginning on November 9, 2026," Strive said in its release.
The daily schedule governs payment dates, while the 15 per cent annual rate determines dividend accrual. Payments require a declaration by the board or an authorized committee and funds legally available for distribution. The first scheduled payment, if declared in full, would include accrued and unpaid dividends from closing.
Bitcoin Is One Of Several Permitted Uses
The Oct. 13 release permits net proceeds to fund general corporate purposes, including bitcoin and bitcoin-related products. It also lists working capital, income-generating assets and capital expenditures. No amount is allocated to a specific bitcoin purchase in the announcement.
Strive could also use proceeds to repurchase Class A common shares or its existing variable-rate preferred shares. Acquisitions of complementary businesses, assets or technologies are another permitted use. The proposed five-million-share offering therefore leaves both the final proceeds and their allocation to be established.
The Oct. 13 prospectus says Strive has applied to list the new preferred shares on Nasdaq. If approved, trading is expected to begin within 30 days after issuance; the document says no public market currently exists for the security. Strive also intends to start an at-the-market offering after listing, with its terms still unestablished.
The Oct. 13 terms set an initial liquidation preference of US$100 per share, with adjustments tied to trading prices and a floor at that amount. Strive could redeem the entire issue under specified tax circumstances or if outstanding shares fell below 25 per cent of the total originally issued across offerings.
Stretch Sets A Lower October Dividend Rate
Strategy Inc NASDAQMSTR, a bitcoin treasury and enterprise analytics company, sets a 12 per cent annualized dividend rate for October record dates on its Stretch preferred shares. Its preferred-stock information page bases that rate on a US$100 stated amount and says it adjusts monthly.
Strive's proposed fixed rate is three percentage points higher than Stretch's October rate. Strategy cautions that its cash dividend is not guaranteed and that its preferred securities are not collateralized by its bitcoin holdings. Its October schedule lists an Oct. 15 record date and Oct. 31 payout.
Strategy's Oct. 12 update reported purchases of 250 bitcoin for US$21.5 million. The purchases occurred during Oct. 5 to 11 and averaged US$86,194 per coin, including fees and expenses. The update, covered by Mugglehead on Oct. 12, also reported separate preferred-stock repurchases costing US$192.4 million.
Read more: Strategy Inc buys 250 bitcoin and repurchases US$192.4M of preferred stock
Strive's pricing and closing dates remain blank in the preliminary prospectus. The first dated test of its payment plan is Nov. 9, 2026, when the initial regular dividend is scheduled, subject to completion of the offering and a board declaration.
