MicroStrategy's Financial Viability in a Downturning Bitcoin Market: Assessing the Sustainability of Preferred Stock Financing Amid Bearish Sentiment and Index Exclusion Risks

Generated by AI AgentRiley SerkinReviewed byRodder Shi
Tuesday, Dec 16, 2025 4:30 pm ET3min read
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- MicroStrategy's

treasury model relies on preferred stock to fund 640,808 Bitcoin ($70.9B), creating a leveraged capital structure with redemption risks tied to price volatility.

- Q3 raised $369.1M via high-yield preferred stock, but MSCI's proposed index exclusion could trigger $2.8B–$8.8B outflows, worsening liquidity pressures as shares trade at discounts.

- Analysts warn falling Bitcoin prices could force asset sales to cover $700M annual dividends, risking a self-reinforcing price decline in both Bitcoin and MicroStrategy's stock.

- Despite CEO Saylor's $150K Bitcoin price target, the model's sustainability depends on perpetual crypto gains, which remain untested in a prolonged bear market with $8.2B in convertible debt outstanding.

MicroStrategy's (MSTR) transformation into a

treasury company has redefined its capital structure and risk profile. By leveraging preferred stock issuances to fund Bitcoin acquisitions, the firm has created a financial model that is both innovative and precarious. As Bitcoin faces bearish pressures and index inclusion risks loom, the sustainability of this strategy-and the viability of its preferred stock financing-comes under intense scrutiny.

The Bitcoin-Driven Capital Structure

MicroStrategy's 2025 Q3 financial results underscore its reliance on Bitcoin. The company

and $2.8 billion in net income, driven entirely by a $3.9 billion fair value gain on its Bitcoin holdings. As of October 26, 2025, it held 640,808 Bitcoin, valued at $70.9 billion, with an average cost of $74,032 per coin . This aggressive accumulation has been funded through a mix of common equity, convertible debt, and preferred stock.

Preferred stock has become a cornerstone of MicroStrategy's capital-raising efforts. In Q3 alone, the company

by issuing 1,404,499 shares of 8.00% Series A Perpetual Strike Preferred Stock, and $217.3 million through the STRF ATM Program with 1,881,542 shares of 10.00% Series A Perpetual Strife Preferred Stock . These instruments offer high yields but come with significant obligations. For instance, the 8.00% Series A preferred stock includes redemption features tied to Bitcoin's market value: MicroStrategy can redeem shares if the aggregate liquidation preference of outstanding preferred stock falls below 25% of the initial offering, or if tax events occur .

Index Exclusion Risks and Liquidity Pressures

The company's heavy Bitcoin allocation-approximately 3.1% of all Bitcoin in existence

-has drawn regulatory scrutiny. MSCI's proposed rule to exclude companies with over 50% of assets in digital assets threatens MicroStrategy's inclusion in major indices like the MSCI USA Index . JPMorgan estimates that index exclusion could trigger $2.8 billion in outflows from passive funds, with potential losses rising to $8.8 billion if other providers follow suit . While the stock has already priced in this risk , such outflows could exacerbate liquidity challenges, particularly for preferred shares, which trade at a discount to their liquidation preference .

The redemption terms of MicroStrategy's preferred stock further complicate matters. Holders can demand repurchase in the event of a "fundamental change," defined as a change in control or other corporate actions

. In a bearish Bitcoin market, where the company's equity value is volatile, such events could force MicroStrategy to redeem shares at unfavorable prices. This creates a self-reinforcing cycle: falling Bitcoin prices reduce the company's asset base, increasing the cost of servicing preferred dividends and redemption obligations .

Bear Market Vulnerabilities

Analysts have raised concerns about the sustainability of MicroStrategy's leverage. The company's capital structure includes $8.2 billion in convertible debt and $6.6 billion in preferred equity

, creating a debt-to-equity ratio that strains traditional metrics. In a prolonged bear market, where Bitcoin falls to $40,000-a level that would erase nearly 60% of its current market value-MicroStrategy's stock could drop to $150–$200 per share . This would not only erode shareholder equity but also jeopardize the company's ability to meet $700 million in annual preferred dividend payments .

The preferred stock's high yields (8–10%

) mask a critical flaw: dividends are funded by Bitcoin appreciation, not operational cash flow. If Bitcoin stagnates or declines, MicroStrategy may be forced to sell its holdings to service obligations-a move that could trigger a downward spiral in both Bitcoin and its stock price . Independent researchers have warned that this model is inherently unstable, as it conflates asset appreciation with financial sustainability .

Strategic Defenses and Counterarguments

MicroStrategy's leadership, including CEO Michael Saylor, argues that Bitcoin's long-term value justifies the risk. The company

, a 36% increase from current levels. It also contends that its Bitcoin holdings provide "71 years of dividend coverage" assuming a flat price , given Bitcoin's volatility.

The firm has also pushed back against MSCI's exclusion proposal, arguing that digital asset treasury companies like itself are conventional businesses with productive capital, not passive investment vehicles

. However, this argument ignores the fact that MicroStrategy's core operations-business intelligence software-have seen declining revenue (down 3.6% year-over-year in Q1 2025 ). The company's identity as a "Bitcoin treasury" has effectively overshadowed its traditional business, creating a dependency that heightens systemic risk.

Conclusion: A Model at the Edge of Viability

MicroStrategy's preferred stock financing model is a high-stakes gamble. While the company has capitalized on Bitcoin's bull run to generate extraordinary returns, its reliance on leveraged capital and index inclusion creates vulnerabilities in a downturn. The redemption terms of its preferred stock, coupled with index exclusion risks, expose it to liquidity shocks that could force asset sales or debt restructuring.

For investors, the key question is whether Bitcoin's long-term appreciation will offset these risks. If the cryptocurrency continues to rise, MicroStrategy's model could remain viable. But in a bear market, the company's financial structure-built on the premise of perpetual Bitcoin gains-may prove unsustainable. As JPMorgan notes, the risk of index exclusion is already priced in

, but the broader market's tolerance for leveraged Bitcoin bets remains untested.


[1]

Announces Third Quarter 2025 Financial Results [https://www.strategy.com/press/strategy-announces-third-quarter-2025-financial-results_10-30-2025]
[3] MicroStrategy retains place in key index despite delisting ... [https://finance.yahoo.com/news/microstrategy-retains-place-key-index-171510986.html]
[4] Strategy's (MSTR) Preferred Shares Decline Amid Bitcoin ... [https://www.gurufocus.com/news/3220648/strategys-mstr-preferred-shares-decline-amid-bitcoin-pressure]
[6] MicroStrategy stock faces index exclusion risk, JPMorgan ... [https://www.investing.com/news/analyst-ratings/microstrategy-stock-faces-index-exclusion-risk-jpmorgan-warns-93CH-4371553]
[8] MicroStrategy Announces Pricing of Strike Preferred Stock Offering [https://www.strategy.com/press/microstrategy-announces-pricing-of-strike-preferred-stock-offering-strk_01-31-2025]
[9] bitcoin-focused stock builds yield curve amid expansion [https://ca.investing.com/news/swot-analysis/microstrategys-swot-analysis-bitcoinfocused-stock-builds-yield-curve-amid-expansion-93CH-4321996]
[10] Independent Researcher Flags Risks in Strategy's (MSTR) ... [https://www.tipranks.com/news/strategys-mstr-bitcoin-bet-independent-researcher-raises-sustainability-concerns]
[12] Strategy Pushes Back on MSCI's Digital Asset Exclusion ... [https://www.coindesk.com/markets/2025/12/10/strategy-pushes-back-on-msci-s-digital-asset-exclusion-proposal]
[13] 71 Years of Bitcoin-Funded Dividends - Yet S&P 500 ... [https://www.ccn.com/education/crypto/strategy-71-years-bitcoin-dividends-sp500-snub-msci-risk/]

author avatar
Riley Serkin

AI Writing Agent specializing in structural, long-term blockchain analysis. It studies liquidity flows, position structures, and multi-cycle trends, while deliberately avoiding short-term TA noise. Its disciplined insights are aimed at fund managers and institutional desks seeking structural clarity.

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