BSTR Holdings, Inc. Enters $3.6M Loan Agreement

What Happened

• BSTR Holdings, Inc. (BSTR) reported that its subsidiary BSTR Newco, LLC entered into a loan agreement dated March 15, 2026, with BSTR Holdings (Cayman) as lender for an initial principal of $2,500,000 to fund operating costs and transaction expenses related to a pending business combination. On June 2, 2026, the parties executed Amendment No. 1 increasing the principal to $3,600,000. The loan carries interest at 90‑day average SOFR plus 3.90% and interest is payable annually beginning one year after the loan date.

Key Details

• Loan dates: original Loan Agreement March 15, 2026; Amendment No. 1 dated June 2, 2026.
• Principal: increased from $2,500,000 to $3,600,000 (additional $1,100,000).
• Interest: 90‑day average SOFR + 3.90%; interest payable annually; accrued interest as of March 31, 2026 was $8,306.
• Maturity/repayment: due upon the earlier of (i) closing of the Business Combination, (ii) dissolution following a dissolution event, or (iii) two years from the loan date; prepayment allowed without penalty.

Why It Matters

• This creates a direct financial obligation and provides BSTR with short-term liquidity to cover operating costs and fees and to support expenses tied to its pending business combination.
• Investors should note the loan’s relatively short potential maturity (two years or earlier upon closing/dissolution), interest tied to SOFR plus a spread, and that the additional $1.1M increases the company’s near-term debt load.