- Saylor traced corporate financing from the Dutch East India Company in 1602 through centuries of preferred stock, securities regulation and public market development.
- Historical tax rules, SEC shelf registration and at-the-market programs helped establish the financing structures used in modern capital markets.
- Strategy launched its STRC preferred stock in July 2025, raising approximately $2.521 billion and using proceeds to purchase 21,021 BTC.
Strategy Chairman Michael Saylor has traced the financial history behind digital credit, linking Bitcoin financing to centuries of corporate and securities development. In his account, common stock, preferred shares, exchanges, tax rules, and modern issuance systems helped create the structure behind Strategy’s Stretch preferred stock.
Four Centuries of Corporate Financing
Saylor traced transferable corporate ownership to the Dutch East India Company, chartered in 1602. Its shares allowed investors to sell their ownership without forcing the business to return its capital. Preferred stock later offered investors different payment priorities.
In 1836, Maryland financed the Baltimore & Ohio Railroad through preferred shares carrying a perpetual 6% preferential dividend. Meanwhile, the New York market developed from the 1792 Buttonwood Agreement. Edward Calahan introduced the stock ticker in 1867, while Nasdaq began electronic quotations in 1971.
Federal securities laws followed, including the Securities Act of 1933 and Exchange Act of 1934. The Investment Company Act of 1940 also established rules affecting investment companies and their capital structures.
Tax Rules and Public Markets Support Digital Credit
Saylor also highlighted tax rules governing distributions that return invested capital. Federal legislation in 1921, 1924, and 1954 established the framework for reducing shareholder tax basis.
Shelf registration and at-the-market programs added further financing options. SEC Rule 415 established the modern shelf framework in 1982, while subsequent reforms expanded issuer flexibility.
These arrangements allow companies to register securities beforehand and sell shares through existing markets. Additionally, share repurchases give issuers another way to manage outstanding claims.
Bitcoin entered the framework after Satoshi Nakamoto published its whitepaper on October 31, 2008. The network’s genesis block followed on January 3, 2009. The CFTC classified Bitcoin as a commodity in 2015.
Strategy’s Stretch Combines Bitcoin and Preferred Stock
Strategy launched Stretch, trading under STRC on Nasdaq, in July 2025. Its initial offering raised approximately $2.521 billion before expenses. The company used net proceeds to purchase 21,021 BTC.
The perpetual preferred stock carries monthly dividends under a board-determined rate policy. An amendment effective November 1, 2026, established calendar-day dividend record dates and business-day payments.
Saylor described the structure as a combination of Bitcoin reserves, preferred-stock claims, public trading, and capital management.
