Strive and Semler shares fall double digits following merger approval

Core Viewpoint - Strive and Semler announced an all-stock merger to consolidate Bitcoin treasuries, leading to significant stock price declines for both companies on the announcement day [1] Group 1: Merger Details - Semler shareholders voted overwhelmingly in favor of the acquisition with 8,732,675 votes for and 633,524 against, resulting in approximately 93% support for the transaction [2] - The merger allows Strive to absorb Semler's 5,048.1 Bitcoin into its corporate treasury, increasing Strive's total Bitcoin holdings to 12,797.9 Bitcoin post-merger [2][3] Group 2: Financial Implications - Strive purchased an additional 123 Bitcoin for $11,264,000, averaging $91,561 per Bitcoin, bringing its pre-merger holdings to 7,749.8 Bitcoin [3] - The combined entity will become the 11th largest corporate holder of Bitcoin globally, surpassing holdings of Tesla and Trump Media & Technology Group [4] Group 3: Strategic Plans - Management plans to monetize Semler's legacy healthcare operations within 12 months post-transaction, using proceeds to retire Semler's $100 million convertible note and $20 million Coinbase loan [5] - Strive aims to maintain a simple corporate structure focused on Bitcoin accumulation and preferred equity amplification, with a strategy described as "execution with Bitcoin as your hurdle rate" [5] Group 4: Capital Structure and Governance - Strive plans to focus its capital structure on preferred equity rather than debt, citing over $100 million in inbound demand for its preferred equity following a recent oversubscribed offering [6] - Eric Semler, executive chairman of Semler, will join the Strive Board of Directors as part of the merger [6]