Strive, Inc. announced on October 15, 2026, the pricing of an underwritten offering of 7,000,000 shares of its 15.00% Series A Perpetual SATS Preferred Stock, also known as SATS Stock. The shares are being sold at a public offering price of $90 per share. This represents an increase of 2,000,000 shares over the amount previously announced.
The offering is being led by joint book-running managers Barclays Capital Inc. and Cantor Fitzgerald & Co. Clear Street is acting as lead manager, while B. Riley Securities, H.C. Wainwright & Co., Maxim Group LLC, and StoneX serve as co-managers. The issuance and sale of the SATS Stock are scheduled to settle on October 20, 2026, subject to customary closing conditions.
Strive estimates that the gross proceeds from the offering will be approximately $630 million, before deducting underwriting discounts, commissions, and estimated offering expenses. The company intends to use the net proceeds for general corporate purposes, including the acquisition of bitcoin and bitcoin-related products, working capital, the purchase of income-generating assets, capital expenditures, and the repurchase of shares of Class A Common Stock or Variable Rate Series A Perpetual Preferred Stock. Proceeds may also be used to fund acquisitions of businesses or technologies that complement the company's current operations.
Regarding the terms of the SATS Stock, the preferred shares will accumulate cumulative dividends at a rate of 15.00% per annum on a stated amount of $100 per share. Regular dividends are scheduled to begin on November 9, 2026, with the first payment including all accrued and unpaid dividends from the closing date. Strive plans to establish a dividend reserve at the closing of the offering equal to the first 18 months of dividend payments, funded by a combination of existing cash on hand and securities held by the company.
The preferred stock has a liquidation preference of $100 per share, which will be adjusted daily based on the greater of the stated amount, the last reported sale price per share, or the arithmetic average of the last reported sale prices over the preceding ten trading days. The company retains the right to redeem all of the SATS Stock under specific conditions, including when the total number of shares outstanding falls below 25% of the original issuance amount or if certain tax events occur. Holders also have the right to require the company to repurchase shares in the event of a fundamental change.
