RT Strive (@strive)Strive Announces Closing of Upsized & Oversubscribed Follow-On Offering of SATA Stock and Concurrent Exchange of Semler Notes- The Company used a portion of the cash proceeds from the offering of SATA Stock to retire the legacy Semler Scientific $20 million loan with Coinbase Credit Inc.- The Company was able to retire $90 million of the $100 million outstanding convertible senior notes in exchange for approximately 930,000 shares of SATA Stock and plans to retire the remaining $10 millio ...

Core Viewpoint - Strive, Inc. successfully closed a follow-on offering of 1,320,000 shares of its Variable Rate Series A Perpetual Preferred Stock at a price of $90 per share, reflecting strong investor demand and a strategic move to manage its debt effectively [1][2]. Group 1: Offering Details - The follow-on offering generated over $600 million in demand, leading to an increase in the target raise from $150 million to $225 million [2]. - The company retired $110 million of the $120 million debt from the Semler Scientific acquisition, with plans to retire the remaining $10 million by April 2026 [2]. Group 2: Debt Management - Strive retired $90 million of the $100 million outstanding 4.25% Convertible Senior Notes due 2030 through an exchange for approximately 930,000 shares of SATA Stock [3]. - A portion of the proceeds from the SATA Stock offering was used to retire a $20 million loan with Coinbase Credit Inc., resulting in 100% of Strive's Bitcoin holdings being unencumbered [3]. Group 3: Bitcoin Holdings and Performance - As of January 28, 2026, Strive acquired 333.89 Bitcoin at an average price of $89,851, bringing its total Bitcoin holdings to 13,131.82, making it the tenth largest public corporate holder of Bitcoin globally [4]. - Strive's amplification ratio is 37.2%, with 97.7% derived from preferred equity, and the quarter-to-date Bitcoin yield stands at 21.17% [4]. Group 4: Company Growth and Strategy - The successful completion of the oversubscribed SATA follow-on offering indicates robust investor demand for digital credit and highlights the effective execution of Strive's corporate strategy [5]. - Since launching its first ETF in August 2022, Strive Asset Management has grown to manage over $2.3 billion in assets [6].

Core Viewpoint - Strive, Inc. has announced a follow-on offering of 1,320,000 shares of its Variable Rate Series A Perpetual Preferred Stock at an offering price of $90 per share, which is an increase from the previously announced $150 million transaction size [1][2]. Group 1: Offering Details - The total issuance represents up to 2.25 million shares of SATA [1]. - The offering proceeds will be used to finance the redemption and repayment of Semler Convertible Notes, acquire bitcoin and bitcoin-related products, and for working capital [2][3]. - Strive plans to enter into exchange agreements with holders of Semler Convertible Notes, exchanging $90 million principal amount for approximately 930,000 new shares of SATA Stock [3]. Group 2: Dividend Structure - The SATA Stock accumulates cumulative dividends at a variable rate of 12.25% per annum on a stated amount of $100 per share, payable monthly in arrears starting February 15, 2026 [4][5]. - Strive has the discretion to adjust the monthly regular dividend rate, subject to certain restrictions, and intends to maintain the stock price within a long-term range of $95 to $105 per share [4][6]. Group 3: Redemption Rights - Strive has the right to redeem all or any number of shares of SATA Stock at a cash redemption price of $110 per share, plus any accumulated and unpaid dividends [7]. - Redemption can occur if the total number of outstanding shares falls below 25% of the total shares issued or if certain tax events occur [7][8]. Group 4: Company Background - Strive is the first publicly traded asset management Bitcoin treasury company, holding approximately 12,797.6 bitcoin as of January 16, 2026, and managing over $2.3 billion in assets since launching its first ETF in August 2022 [13].

Core Viewpoint - Strive, Inc. plans to conduct a $150 million follow-on offering of its Variable Rate Series A Perpetual Preferred Stock (SATA Stock) to finance various corporate activities, including the redemption of convertible notes and acquisition of bitcoin-related products [1][2]. Group 1: Offering Details - The offering will be registered under the Securities Act of 1933 and is subject to market conditions [1]. - Strive intends to use the net proceeds to finance the redemption and repayment of Semler Convertible Notes, acquire bitcoin, and for general corporate purposes [2]. - The company is negotiating exchanges of Semler Convertible Notes for SATA Stock, which may reduce the size of the follow-on offering [3]. Group 2: Dividend Structure - SATA Stock accumulates cumulative dividends at a variable rate of 12.25% per annum, payable monthly in arrears starting February 15, 2026 [4]. - Strive has the discretion to adjust the monthly regular dividend rate, subject to certain restrictions [4]. - If regular dividends are unpaid, compounded dividends will accumulate at a rate of 12.25% plus 25 basis points, increasing by 25 basis points per month up to a maximum of 20% per annum [4]. Group 3: Redemption Rights - Strive has the right to redeem SATA Stock at a cash price of $110 per share, plus any accumulated dividends [6]. - The company can initiate a "clean-up redemption" if the total outstanding shares fall below 25% of the initial offering [6]. - Holders of SATA Stock have the right to require Strive to repurchase shares at a cash price equal to the stated amount plus accumulated dividends in the event of a "fundamental change" [7]. Group 4: Financial Position - Strive established an initial dividend reserve of $12.00 per share at the IPO Closing and plans to increase it to $12.25 per share with the new offering [5]. - As of January 16, 2026, Strive holds approximately 12,797.6 bitcoin and manages over $2.3 billion in assets [12]. Group 5: Management and Advisors - Barclays and Cantor are acting as joint book-running managers for the offering, with Clear Street as a co-manager [9]. - The offering is being made under an effective shelf registration statement filed with the SEC [10].

Group 1: Acquisition and Corporate Strategy - Strive, Inc. has successfully completed the acquisition of Semler Scientific, making it the 11 largest public corporate holder of bitcoin globally with approximately 12,797.9 bitcoin [1] - The company aims to monetize the operating business from the Semler Scientific subsidiary by expanding its focus on early disease detection products under the leadership of newly appointed Chief Strategy Officer Avik Roy [2] Group 2: Leadership and Expertise - Avik Roy, who has a background in science from MIT and medical training from Yale, has extensive experience in biotech and healthcare, having worked at Bain Capital and J.P. Morgan [3] - Eric Semler, former chairman of Semler Scientific, has joined Strive as an independent board member, while Joe Burnett, previously director of Bitcoin Strategy for Semler Scientific, has taken on the role of VP of Bitcoin Strategy at Strive [4] Group 3: Company Overview - Strive is the first publicly traded asset management Bitcoin treasury company, focused on increasing Bitcoin per share to outperform Bitcoin over the long run, managing over $2 billion in assets since launching its first ETF in August 2022 [5] - Semler Scientific is recognized as a leader in medical devices and software for chronic diseases, with its flagship product QuantaFlo providing rapid point-of-care testing for peripheral arterial disease [6]

Bitcoin (BTC) pushed higher during the U.S. morning, rising as high as $97,000 at one point and lifting bitcoin related equities alongside. Strategy (MSTR), the  largest bitcoin treasury company, rose more than 8% and KindlyMD (NAKA) advanced 10% Metaplanet, the largest Asian bitcoin company, gained 15% in Tokyo trading. Strive (ASST) added 7% after Semler Scientific (SMLR) shareholders voted to approve the company's acquisition. A notable divergence is emerging across asset classes. Technology stocks c ...

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]

Group 1 - Strive, Inc. has received shareholder approval to acquire Semler Scientific in an all-stock transaction [1] - Upon completion of the transaction, Strive will hold a total of 12,797.9 BTC, becoming the 11th largest corporate holder of Bitcoin globally [1] - Strive plans to monetize Semler's medical device business within 12 months post-transaction and repay $100 million in convertible debt and $20 million in Coinbase loans [1]

Core Viewpoint - Strive shareholders approved the acquisition of Semler Scientific, but the announcement of a one-to-20 reverse stock split surprised investors, leading to declines in share prices for both companies [1][3]. Group 1: Acquisition Details - The all-stock transaction will transfer Semler's 5,048 BTC to Strive, resulting in a combined total of nearly 12,798 Bitcoin, positioning the new entity ahead of Tesla and Trump Media & Technology Group in Bitcoin reserves, ranking 11th among corporate holders [2]. - Strive's recent purchase of 123 BTC for $11.3 million at an average price of $91,561 is included in the total Bitcoin holdings [2]. Group 2: Stock Split and Market Reaction - The reverse stock split aims to align Strive's share price with institutional participation standards, as the stock had been trading below $1 for much of the past three months [3]. - Following the announcement, Strive's stock dropped to as low as $0.90 and traded 12% lower, while Semler shares fell nearly 10% [3]. Group 3: Management Perspective - Strive's CEO, Matt Cole, characterized the reverse split as "meaningless from a valuation standpoint," but noted it would facilitate institutional investment in the stock [4]. Group 4: Industry Context - The merger and stock maneuver highlight consolidation pressures in the digital asset treasury sector, as investor enthusiasm has diminished alongside falling stock prices [5]. - Many firms in the sector are trading below the net asset value of their crypto holdings, which restricts their ability to raise capital for expansion [5]. - Mergers and asset roll-ups are becoming essential strategies for scaling operations and enhancing market visibility [5]. Group 5: Financial Strategy - Strive plans to monetize Semler's medical diagnostics business and eliminate approximately $120 million in outstanding debt, which includes a $100 million convertible note and a $20 million loan from Coinbase [6]. - The company intends to maintain a lean corporate structure, focusing on Bitcoin operations and yield generation [6].

Core Viewpoint - Semler Scientific shareholders have approved the acquisition by Strive Inc. in an all-stock transaction, which will position Strive as the 11th largest publicly traded holder of Bitcoin, although investor sentiment appears pessimistic regarding the deal [1][2]. Group 1: Company Details - Strive shares have fallen nearly 13% following the acquisition news, trading at approximately $0.96, while Semler Scientific shares have dropped about 11%, trading just above $20 [2]. - Semler currently holds 5,048.1 BTC in its treasury, and combined with Strive's 7,626 BTC, the total Bitcoin holdings will be valued at $1.1 billion at current prices [2][3]. - Strive recently acquired an additional 123 BTC at an average price of $91,561, which will enhance the combined company's Bitcoin holdings [3]. Group 2: Historical Context - Semler Scientific was previously known for its medical devices aimed at chronic diseases, including the FDA-approved QuantaFlo cardiovascular testing device, and was an early adopter of Bitcoin as a treasury reserve asset [4]. - Strive was founded in 2022 as an "anti-ESG" investment firm, raising $20 million from notable investors, and adopted Bitcoin as a treasury reserve asset in May before announcing the acquisition of Semler in September [5].