Stream STRE Perpetual Preferred Stock IPO | Euro-Denominated | Bitcoin | Michael Saylor & Phong Le
Strategy · 2025-11-03 · 28m · View on YouTube →
Hello everyone. Thanks for joining for
our stream investor presentation. My
name is Fong Lee. I'm the president and
CEO strategy and I'm joined by our
executive chairman, Michael Sailor.
I'll quickly walk through the highle
term sheet for stream. This is an SEC
registered uh security priced at 100
euro per share of stream. Uh this will
be senior to two of our other preferreds
strike stride and MSTR common stock and
junior to our other two preferred strife
stretch and our convertible debt. Stream
is perpetual and will pay at a dividend
rate of 10% perom.
Uh there are other uh dividend stoppers
dividend deferability liquidation
preference details that you can see
here. We plan on offering this uh and
listing it on the Euro MTF exchange in
Luxembourg.
Let me start with an overview of the
company. Uh Strategy is the first and
largest Bitcoin treasury company in the
world. We have 641,25
Bitcoin which is 3.1% of all Bitcoin
that will ever be in existence. Our
market cap's currently at around $77
billion, which makes us the 138th
largest publicly listed company in the
United States. And this year alone,
we've launched four preferreds in the
US. Strife, Strike, Stride, and Stretch.
And our most recent one, Stretch, STRC,
is the largest IPO so far in the US in
2025 at $2.5 billion. In year today,
we've raised nearly $20 billion of
capital. Uh, and those proceeds have
been used to buy Bitcoin. And that's
about 88% of what we raised in 2024. And
we have a couple months left to go this
year.
Every single quarter since we launched
our Bitcoin Treasury Company strategy in
Q3 2020, we bought Bitcoin, 85
acquisitions total. We intend to
continue buying Bitcoin into perpetuity.
Those
Bitcoin purchases have positioned us as
the fifth largest treasury in the US uh
compared to companies like Nvidia,
Amazon, Google, Microsoft. And we expect
that in about a year we may be the
second largest uh corporate treasury in
the US and our objective is in about 5
years to be the largest larger than
Birkshshire Hathaway larger than the mag
7.
Our strategy has been very successful.
Since the beginning of our Bitcoin
treasury company strategy, August 10th,
2020, we've seen 80% annualized return
uh on MSTR, making us one of the top
performing equities in the US. And more
interestingly, our performance has
outstripped that of Bitcoin by nearly
2x, which has been nearly 2x the
performance of the MAG 7, which has been
nearly 2x the performance of S&P 500. As
you look at the rest of the asset
classes here, we've outperformed bonds
by essentially infinity.
Uh, our access to the capital markets
has been quite robust. I'd mentioned
we've raised $19.8 billion so far this
year. We raised $22.6 billion. Last
year, what you'll see last year, we were
primarily focused on convertible debt as
our primary uh leverage instrument. This
year we've decreased our reliance on
convertible debt and we've really
amplified our securities by investing in
Bitcoin uh through uh raising of capital
through our preferred $6 billion so far
and that's going to be our primary way
that we raise capital on a go forward
basis.
So what are we? We're a Bitcoin backs
we're a company that issues Bitcoin back
securities, right? And for those who who
want access to Bitcoin with 50% return,
40 50% V, they can buy the underlying
Bitcoin. What we've done with MSTR is
through uh leverage and through
amplification create a higher volatility
and higher returns, 80% return, 70%
volatility. And that's been very
successful for us as you've seen uh with
the increase in our equity value. But
what we found is some investors don't
want more volatility and more returns
than Bitcoin. They want access to
Bitcoin, but they want lower volatility,
lower returns, and uh better downside uh
risk. And that's why we launched the
preferred this year. Four prefers. The
first one was strike, which is about a
billion dollars in market value at this
point in time and 30% ball, 9% yield.
You'll see we found instruments stride,
strife, stretch that reduce the
volatility profile. And so similar to an
oil refinery or oil company that
refineses oil and creates products like
kerosene, gasoline, jet fuel, uh
asphalt, lycra, spandex
strategy refineses oil, uh refineses
Bitcoin and creates Bitcoin back
securities.
And what's that what that's done for us
is is the prefers that we've issued
because uh of their unique nature
because they're backed by Bitcoin
because they give access to Bitcoin with
different profiles. They've been
extremely liquid and extremely
accessible in the US market trading on
the NASDAQ. Right? You'll see here that
Strife Strike Stride trade on a a daily
basis about anywhere between 13 and $18
million a day. Stretch has been
extremely successful and was trade about
$72 million a day. That's 72x the
average US dollar listed preferred. And
if you look at the average Euro hybrid,
it's about that much more liquid too.
72x. And non-listed prefers in the US is
significantly more liquid, 720 times
more liquid. uh and so we expect that as
uh stream starts to trade uh in the
European market on the Luxembourg
exchange, our objective is to create
similar liquidity profiles that we have
in the US market.
If you look at our overall debt and
preferred equity structure here, we have
six convertible notes. As I mentioned,
uh we're reducing our reliance on these
convertible notes as our primary
mechanism to raise capital. uh and we'll
start to see these start to mature and
equidize over time. Four of them are
already in the money to uh should be in
the money uh by the time they mature.
And so our objective is to reduce our
reliance on convertible debt over time.
Uh and we'll increase our reliance here
on our preferred equity which you see
and we've on a performer basis include
stream in here assuming a€ 350 million
euro issuance.
Our
capital structure is quite robust. We
have $93 billion in enterprise value, 77
billion in market cap, and $71 billion
in Bitcoin asset value. Today, we have
about $ 8.2 billion of convertible debt,
which means they're about 1.1x levered
on our convertible debt. And we have
$7.1 billion of preferred debt. And we
use the term amplification here because
this isn't really leveraged as you would
traditionally think. There is a coupon
or a dividend payment, but these are
perpetual. These these are unique in
that they never come due. They they we
don't have to pay them back like we do a
convertible note that might have a
maturity of four, five, six years. These
never come due. And as a result, we use
the term amplification. This is a
hybrid. This is not traditional debt and
it looks more like equity. And with this
amplification, we're able to buy
Bitcoin, pay dividends over time, and
ultimately increase Bitcoin per share
and Bitcoin yield to our shareholders.
And you'll see here there's about $731
million of Proform annual dividend
interest. Although that may sound like a
large amount for some companies, for us
that's covered 97 years with our Bitcoin
net asset value.
This shows the $731 million of dividend
interest payments. Uh 5 uh70 million of
that is from our uh four cumulative
preferreds. And Stride, our most junior
security is non-cumulative and has uh
fewer protections to the shareholder. Uh
and so $125 million of those dividends
are non-cumulative and can be suspended
at any time. And you'll see at the top
of this structure is $35 million in
interest on our debt. We do intend to be
able to pay uh the dividends on these
preferred. We don't really intend to use
a non-cumulative feature. Uh but this
gives you a sense of the seniority and
our interest expense.
Another way to think of the $731
million. We get the question a lot. How
much coverage do we have on the $731
million? H how how much at risk are we
of not being able to pay the dividend
and the interest? And we think it's
pretty low. If you think about $731
million as a percentage, the last 12
months of total capital we've raised is
less than 2%. If you look at the last 12
months of equity we've raised, it's less
than 3%. And you look at it as the
year-to-ate 2025 operating income of the
business is less than 7%. And if we were
have to, which we wouldn't, raise uh all
of the dividends and interest for the
year in one day, that's about 25% of our
average daily trading volume.
One important feature of our preferreds
because of the unique structure of our
Bitcoin treasury business is what we
call rock dividends, return of capital.
The first four prefers that we issued in
the US uh have return of capital
treatment meaning as a company we
produce uh negative earnings and profits
from a tax basis and because it's
negative earnings and profits this is
return of capital which means that the
dividends are tax deferred uh until you
sell the underlying security. This is uh
in contrast to qualified dividends which
have a tax rate of 20 to 20 35%.
Uh or interest income what you might get
from a bond or a money market or a bank
account which has 37 to 55% tax rates
when you add in the tax uh effect of
both the federal taxes, state taxes and
local taxes. So we don't expect for the
foreseeable future 10 years or more to
produce positive ENTP. In fact, we'll
run our business to have negative ENTP
which means that the rock dividend
guidance that we're providing will be
for greater than 10 years out and a US
investor can expect that the rock
dividends will continue for the
foreseeable future for all of our
preferred including this new one stream.
If you're a European investor, we're
working with uh the local uh regulatory
bodies to see if we can get similar
treatment in Europe. And it's something
that uh we think is important we'll
pursue.
Those rock dividends really result in uh
a scalable tax efficient fixed income
generator. Our Bitcoin treasury model
which is unique to strategy and unique
to a company to capitalize on Bitcoin
may be the most taxefficient company in
the world. What does that mean? We issue
digital equity and digital credit like
stream and like MSTR and the proceeds
from issuing that equity and credit is
tax deferred. We can then purchase
Bitcoin which sits on our balance sheet.
any appreciation on that Bitcoin, as
long as we don't sell our Bitcoin, which
we don't intend to do, is tax deferred.
And we're able to pay dividends, rock
dividends on that credit, and that is
also tax deferred. So, we have a triple
tax deferred model.
So, with that, I'm going to pass this
over to our executive chairman, Michael
Sailor, to tell you more about stream.
>> Thank you, Paul.
Um I'm delighted to introduce stream to
all of you today. Um we are in the
business of creating digital credit and
so strategy could be thought of as a
digital credit factory.
In essence, what we're doing is is
accumulating a large pool of digital
capital, Bitcoin, and then we create
credit instruments that create US dollar
yield like stretch and strife and stride
and strike. And the credit investors get
those rock dividends. So, they're tax
deferred dividends. Now, it's a
perpetual swap because our equity
investors want BTC yield. So when we
sell the credit, we invest it in Bitcoin
and we generate more Bitcoin per share.
That's what we call BTC yield. And as we
hold that Bitcoin, it appreciates in
value. And my long-term forecast over
the next 20 years is approximately 30% a
year ARR.
So as it appreciates in value, it
appreciates tax deferred. And the result
is we generate tax deferred earnings for
the equity investors while we're
generating tax deferred dividends for
the credit investors.
That is the digital credit factory. Now
stream is the first digital credit
instrument we've created for the
European market. And whereas all of our
other credit instruments generated USD
yield, stream is going to generate euro
yield.
So what is it? Uh STRE is a
Eurodenominated
perpetual preferred security offering a
fixed 10% dividend.
Now that's very comparable to Strife
STRF
uh except instead of being $100 par
value, it's a hundred euros par value.
Um stream will uh come out of the gate
with a 5.6xb 6x BTC rating. That means
for every one
uh in stream we issue, we'll have 5.6
euros in collateral in the form of
Bitcoin. Um it will be listed on the
Luxembourg stock exchange. It will pay a
quarterly cash dividend. Um and um and
uh similar to Strife, it does have
protections. If if we were to miss a
dividend, there's a penalty clause and
step up provisions and the dividend
rate. And uh and so we've um we've
worked to create in essence a euro
version of STRF
for uh European investors.
Uh we've compared the two instruments
here on uh slide 23.
You can see we have about 1.2 billion of
Strife outstanding. We're targeting 350
million euros of Stream. Uh Stripe's on
the NASDAQ, Streams on the Euro MTF.
They're both fixed dividends. That means
that uh they may trade above par. Strife
is traded above par. So that so the
price will fluctuate uh causing the
effective yield to fluctuate each day.
Uh they're both cumulative preferreds.
They both have the escalating dis
dividend protection feature. The
effective yield of strife right now is
9.2% because it trades above par. Uh the
duration of both instruments is
perpetual.
So if you're looking for a 10% dividend
yield forever perpetually, then stream
is a very interesting instrument. Um
stream is going to be senior to strike,
senior to stride, senior to the common
stock. Uh it will be junior to our debt
instruments, strife and stretch.
Here you can see an illustrative pricing
framework
with strife at 109 right now. That gets
you to a 920 basis point effective
yield. You can see that that really
looks like 300 basis points of spread.
That's the US corporate high yield
spread and a 250 basis point incremental
spread above the high yield rate in the
US after accounting for the 10-year US
swap rate. Now, if you were to apply the
same spreads in in the stream
instrument, well, the European 10ear
swap rate is 260 basis points.
The panuropean high yield spread is 280
basis points. So tacking on another 250
basis points of incremental spread
implies that the par value for stream or
the par yield would be 7.9%.
That means that if stream were to trade
at par with strife it would be 127
versus a par value of hundred euros.
um if we discount it and it's poss it's
quite likely we will discount it for
this deal um because it's an IPO and
because stream is junior to Strife then
you can see that at par value for
example that represents a 21% discount
that would be a 210 basis point premium
over the parody value.
Let's take another look at that.
Um you can see the historic 10-year swap
rates of the US dollar versus the euro.
And of course for the most part over the
past three years um the US swap rate has
been higher than the European swap rate.
It's 366 basis points versus 264 basis
points. So there's about a 1%
difference. And of course, if we look at
the swaps curve all the way from a
two-year duration to a 50-year duration,
the story is consistently the US dollar
swaps curve is just higher than the
European swaps curve. You can see the
difference between European high yield
and US high yield.
And you see that the illustrative stream
uh spread over the swaps rate is 530
basis points. So we think that stream
looks very attractive you know versus
European high yield and looks very
attractive versus the European risk-free
rate as well. Now we've done some other
comps here you can see the uh comparable
ETFs in the European market
and [snorts] you can see uh the
effective yields for these ETFs are
anywhere from 3.3 to 6.6%.
They've got expense ratios of 39 basis
points to 50 basis points. The tax, the
US tax equivalent yield would be
anywhere from 3.3 to 6.6.
And of course, stream, it's a 10%
effective yield if it comes at par. And
of course, there's no expenses. We don't
charge expense ratios for any of our
credit instruments. And if you're a US
taxpayer with a 37%
federal tax rate, the tax equivalent
yield for stream would be 15.9%.
So it looks to be two times as good on
an effective yield basis and perhaps
three times as good on or three to four
times as good on a tax equivalent yield
basis versus other ETFs in the
marketplace.
If we look at the broader credit indexes
in Europe, the panuropean aggregate is
$19.6 trillion with 9,800 members. The
effective yield is 3.1%. The maturity is
8 years. And of course, you can see all
these effective yields. They're 2 to 3%
for the investment grade. For the high
yield or 5.3 to 5.7%.
uh stream of course is going to be 10%
effective yield and almost 16% US tax
equivalent yield. So again two to three
or two to four times more yield
depending upon your tax situation. And
the other thing worth pointing out is
the maturity. You know a lot of times
the maturity on high yield instruments
is shorter like four years. A lot of
instruments are callable or
refinancable.
uh stream isn't callable by us. So it's
a 10.3y
year effective maturity. So if you're a
long duration credit investor, this is
uh 10% effective yield for you know for
the maui duration of 10.3 years. But
that's it's pretty compelling. Um
we'll take a look at hybrids uh in the
European market. You can see a bunch of
B-rated hybrids. The liquidity of these
instruments is a million euros a day. We
expect stream to be much more liquid. If
it has the same liquidity profile as
Strife, it'll be five times more liquid.
Uh the duration of those instruments is
three to five years. Stream will be 10.
The effective yield of those instruments
is a five or a six handle for the most
part. Stream will be 10. The tax
equivalent yield of stream again 15.9%
for a US equivalent taxpayer.
Um, so we think that stream represents a
a pretty compelling credit offering
in the European high yield markets
and uh, you know, it's so compelling on
a on a duration effective yield and tax
equivalent basis. I mean the question
really becomes you know what's the
catch? What's the risk? Um well here you
got a you've got one screen you can see
that stream is affect on a tax
equivalent basis is twice as good as the
next best thing private credit you know
and uh you know money markets in Europe
are 1.5%
uh and so stream is uh stream is going
to be the digital credit instrument in
Europe and uh and it should actually
cause people to reset their expectations
about what is a decent yield for a
credit instrument.
In order to help you understand or
assess the risk, uh we've included our
credit model here in the presentation.
Um the thing about digital credit is you
can do a digital credit risk assessment
in real time. If you go to our website,
strategy.com,
there's a credit tab and in that credit
tab, we have our capital structure
and every 15 seconds, we feed in the
current BTC price. We feed in the
rolling BTC volatility and we give you
the ability to put in your own forecast
for the next 10 years of volatility and
your own forecast for the next 10 years
of BTC ARR. How will it perform? So
if we take a standard statistical model
and we plug in a price of volatility
forecast and an ARR forecast, we can
arrive at a risk that you will be under
collateralized
at the end of the duration. And so we
call that BTC risk. Um you can see here
if you assume Bitcoin is going up 0%
forever, that's 0% BTC AR, you're a
skeptic. And if you think that Bitcoin
is going to remain volatile,
44% V is the rolling yearly. It's a
rolling uh 12 month volatility or
looking back the average volatility of
the last 12 months of Bitcoin. And you
plug in the current price about 110,000.
Well, you can see that the risk for
these credit instruments in the
preferred stack range from 26 to 35%
that you'll be under collolateralized at
the end of the duration. You can extract
a credit spread that offsets that risk a
fair credit spread. That would be our
BTC credit number. And you can see that
fair credit spread is anywhere from 270
basis points to 397 basis points. Now we
have plugged in the market credit spread
and uh you can see the spread premium
here and of course even if you're a
skeptic there's a very large spread
premium over the market credit spread
for these instruments. So that's the
first interesting observation.
Now what happens if I assume that
Bitcoin will go up 10% a year? If you
think Bitcoin is going to perform like
the S&P index, well, you can see this
entire credit model shifts dramatically
and now the risk uh fall into the 8 to
12% level. The credit spreads on the on
the preferred instruments fall to 77 to
126 basis points. And of course, the
market credit spreads uh haven't
changed, but the spread premium gets to
be pretty large.
And of course the final slide is
what happens if Bitcoin appreciates at
10% a year and the volatility continues
on its downward trajectory. About 5
years ago Bitcoin ball was about 85% and
it fell from 85 to 75 to 65 to 55 to 45
over the past 5 years. So as the asset
class matures and the volatility
decreases you could imagine that on
average over the next decade it would be
a 30 vol and a 10% a
uh if you have that outlook what you can
see is that the risk becomes quite minor
and all of these instruments look
investment grade right the you know all
the risk on the the bonds go to
effectively dimminimous and then the
risk on the preferreds go to anywhere
from four to 13 basis point fair credit
spreads. So the market right now
misunderstands
uh the actual credit risk involved with
these instruments and they're fairly
skeptical on Bitcoin as collateral. So
that means that the spread premiums are
quite wide.
But if you are a credit investor and if
you have a positive outlook toward
Bitcoin, you can see there's an
opportunity here because as Bitcoin
appreciates in price, the BTC ratings
will increase. As the Bitcoin volatility
decreases, the the BTC risk will
decrease. And of course, as Bitcoin
performs, then this asset class matures.
So, um these are all very credit
positive things for the asset uh class
and digital credit in general. So, with
that, um we've got a few more uh slides
in the deck. They go over the definition
of all of our KPIs and they explain all
of the metrics used in the presentation.
So feel free to peruse that if you like.
Um I'll just summarize uh with the big
picture which is we think that um stream
is a pretty compelling digital credit
instrument. It's the first digital
credit we've offered in the European
market. And um you can see here uh
because we're raising capital in
perpetuity and investing it in Bitcoin
in perpetuity, we can pay higher
effective yields which are to the
benefit of the credit investor and we
can pride those yields in in a rock
dividend which is to the benefit of the
credit investor as well. So, I
appreciate your time and attention to
this today and uh we'll look forward to
answering any questions you might have
as you look further at our offering.