Strive (NASDAQ: ASST) and Semler (NASDAQ: SMLR) shares fell Tuesday after Semler shareholders approved an all-stock merger to consolidate Bitcoin treasuries.
Strive stock declined 11.8% and Semler shares dropped 9.6% during the trading session following the announcement. At the time of publication, Strive and Semler shares were up respectively 3.4% and 4.7% after market open on Wednesday.
Semler shareholders voted 8,732,675 to 633,524 in favor of the acquisition, with 43,137 abstentions. Approximately 93% of the votes cast supported the transaction. The deal allows Strive to absorb Semler’s 5,048.1 bitcoin into its corporate treasury.
Strive also announced the purchase of an additional 123 Bitcoin for its corporate treasury. The firm paid a total of $11,264,000, at an average price of $91,561 per Bitcoin. This brings the pre-merger holdings for Strive to 7,749.8 Bitcoin. Upon closing the Semler transaction, the combined entity will hold 12,797.9 Bitcoin.
Strive noted this accumulation makes the combined company the 11th largest corporate holder of Bitcoin globally. The firm stated its holdings now surpass those of Tesla and Trump Media & Technology Group.
Management outlined plans to monetize Semler’s legacy healthcare operations within 12 months of the transaction close. Strive intends to use proceeds to retire Semler’s $100 million convertible note and $20 million Coinbase loan. The company aims to maintain a simple corporate structure focused on bitcoin accumulation and preferred equity amplification.
Strive CEO Matt Cole described the strategy as “execution with Bitcoin as your hurdle rate.”
The Strive board approved a 1-for-20 reverse stock split for Class A and Class B common stock in conjunction with the merger closing. Chief Investment Officer Ben Werkman stated the move aligns the share price with institutional participation standards to open the stock to a wider universe of investors.
Strive plans to focus its capital structure on preferred equity rather than debt. The company cited over $100 million in inbound demand for its preferred equity following a recent offering that was oversubscribed twice.
Eric Semler, executive chairman of Semler, will join the Strive Board of Directors.
Header photo by Lance Grandahl via Unsplash.
