Tony Soprano was a piker

 

“Once you know how it all ends, the only use of time is…how do I buy more bitcoin? But take all your money and buy bitcoin. Then take all your time, figure out how to borrow more money to buy more bitcoin. Then take all your time and figure out what you can sell to buy bitcoin. And if you absolutely love the thing, that you don’t want to sell it, go mortgage your house and buy bitcoin with it. And if you’ve got a business that you love because your family works for the business and it’s in your family for 37 years, and you can’t bear to sell it, mortgage it, finance it, and convert the proceeds into the hardest money on earth, which is bitcoin.” – Michael Saylor

As a companion piece to yesterday's post,  Doomberg peaks into the window of the asylum. 

Fast forward about 20 years to mid-2020. MicroStrategy is a no-growth (but free cash flow positive) software provider sitting on about $500 million in cash. Saylor, who owns 25% of MicroStrategy’s stock, makes a fateful decision. With a market cap of $1.2 billion, his ownership of MicroStrategy is worth approximately $300 million. As we’ll see, Saylor isn’t the settle-for-being-a-centi-millionaire type, so he decides to do something totally unique. He goes all in on bitcoin.

On August 11, 2020, Saylor and MicroStrategy shocked the investing world by revealing they had spent $250 million of shareholder money to purchase 21,454 bitcoins at an average price of $11,652 each. Recognizing the significant risk of a negative market reaction, Saylor hedged his bluff. MicroStrategy’s stock had closed at $123.62 the day prior. Concurrent with the bitcoin announcement, the company also revealed it was willing to repurchase up to $250 million of the company’s stock at up to $140 a share, a 13% premium to the prior close. Here’s the text from the 8K filed with the SEC:

“On August 11, 2020, the Company also issued a press release announcing that the Company has commenced a “modified Dutch Auction” tender offer to purchase up to $250.0 million in value of shares of its issued and outstanding class A common stock, or such lesser number of shares as are properly tendered and not properly withdrawn, at a price not greater than $140.00 nor less than $122.00 per share. A copy of this press release is attached as Exhibit 99.2 to this Current Report on Form 8-K.”

The bluff worked, and so did Saylor’s bet on bitcoin. MicroStrategy’s stock quickly rose to above the repurchase offer. Ultimately, the company only ended up spending $60.5 million on the modified Dutch auction and used the remaining money to, wait for it, buy more bitcoin!

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Saylor also continued to put his shareholder’s money where his mouth was, regularly using the rest of the company’s cash (and any new cash flow generated by the underlying software business) to buy more bitcoin. When those funds ran dry, Saylor officially crossed the Rubicon. On December 7, 2020, with the stock trading at $330 a share and bitcoin trading at $19,000, MicroStrategy announced its intent to issue debt in the form of unsecured convertible bonds to buy more bitcoin. Naturally, the deal was oversubscribed and upsized to $650 million. Stonks and whatnot.

On February 9, 2021, with bitcoin over $47,000, MicroStrategy stock reached an intraday all-time high of $1,315 a share, a ten-fold increase since Saylor embarked on his bitcoin adventure. His stake in MicroStrategy soared to above $3 billion, on paper at least.

What is a responsible steward of shareholder value, err, degenerate gambler to do? This might come as a surprise to you, but Saylor isn’t the settle-for-being-a-low-single-digit-billionaire type either. A week after MicroStrategy’s stock topped, he went back to the debt market, this time raising $1.05 billion in a new unsecured convertible debt offering to buy yet more bitcoin. This time, however, he seems to have nearly top-ticked the bitcoin price. After reaching $57,000 in the aftermath of Saylor’s latest gambit, bitcoin treaded water for the next three months, before collapsing by ~50% in mid-May to the mid-$30,000s.

Just when I thought Saylor was out of Rubicons to cross, he found another. Having tapped out the unsecured debt market, Saylor literally mortgaged MicroStrategy’s software business to raise yet another $500 million of debt, but this time it was of the secured variety. That’s right, by issuing a straight bond with a 6.125% coupon, secured by the assets and future cash flows of the software business, Saylor simultaneously screwed over the previous buyers of the unsecured convertible debt (by cramming them down the cap table behind the new bondholders) and tripled down on his bitcoin parlay.

The latest development is MicroStrategy selling up to one billion new shares of equity, undoubtedly to buy more bitcoin. The closest analogy I can think of for all this is a mafia bust out but with the CEO doing it to his own company. 

But no one seems to care. Not the regulators, of course, because this is the 21st century. Not the stockholders who have given this bitcoin holding company a market cap of more than one and a half times the bitcoin it holds. More than twice if you figure in the massive debt the company has taken on. 

Here's the kicker. Even though the company is obviously obscenely overvalued, Doomberg DOES NOT recommend betting against it. "In today’s market, the more outrageous a CEO behaves, the higher their stock can go." It may have always been true that "the market can stay irrational longer than you can stay liquid," but it's never been this true.