Matador Technologies has finalized a $100 million convertible note facility with ATW Partners, a financing strategy designed to enable the company to acquire Bitcoin without immediate equity dilution. The California-based firm committed its initial $10.5 million tranche exclusively to Bitcoin purchases. Matador has set ambitious targets of acquiring 1,000 Bitcoin by 2026 and 6,000 Bitcoin by 2027, with a long-term ambition to control approximately 1% of Bitcoin's total supply.
Key Details of the Financing Facility
- •Matador has secured $100 million in convertible notes with an initial annual interest rate of 8%, which is set to decrease to 5% upon the company's major exchange listing.
- •An initial sum of $10.5 million has been immediately allocated for the acquisition of Bitcoin.
- •This financing strategy mirrors the model pioneered by Strategy, which currently holds a substantial 640,808 Bitcoin, representing over 3% of the total Bitcoin supply. Strategy reported a net income of $2.8 billion for the third quarter of 2025.
- •Despite U.S. spot Bitcoin ETFs experiencing $191 million in outflows on November 3, following $1.15 billion in withdrawals the preceding week, corporate treasurers continue to accumulate Bitcoin during market corrections.
Convertible Debt Structures Emerge as Alternative to Traditional Equity
Strategy established a precedent for utilizing convertible notes as a method for acquiring Bitcoin, demonstrating that companies can raise capital for cryptocurrency purchases while deferring equity dilution. Matador's agreement with ATW Partners structures the debt with an 8% annual interest rate, which is reduced to 5% upon the company's listing on the NASDAQ or NYSE. The initial closing of $10.5 million converts to equity at approximately $0.53 per share, with conversion mechanics subject to adjustment based on the listing venue and prevailing market prices.
The facility allows for up to an additional $89.5 million in drawdowns.
This structure offers note holders fixed-income protection through the debt instrument, alongside upside potential via conversion rights, a combination not typically provided by traditional equity raises. Companies can postpone shareholder dilution until the conversion event occurs. This model facilitates scaled accumulation that can align with market conditions, rather than forcing large, immediate purchases.
Matador's convertible notes require Bitcoin collateral equivalent to 150% of the initial principal amount, with subsequent closings necessitating 100% collateral.
This collateral requirement provides robust protection for creditors while enabling the company to leverage its existing Bitcoin holdings for further acquisitions. The facility's terms were finalized during a period of market correction, reflecting Strategy's historical approach of acquiring Bitcoin during price declines.
Market Volatility Influences Divergent Investor Responses
In its third-quarter 2025 earnings report, Strategy disclosed holdings of 640,808 Bitcoin, exceeding 3% of the total Bitcoin supply. The company reported $3.9 billion in operating income and $2.8 billion in net income for the quarter. Despite broader market turbulence, the price of Bitcoin per share increased from $39,716 in July to $41,370 in October 2025.
The recent market correction highlighted contrasting behaviors between institutional fund managers and corporate treasurers. U.S. spot Bitcoin ETFs experienced $191 million in outflows on November 3 alone, following $1.15 billion in withdrawals in the prior week. In contrast, corporate acquirers are viewing the same volatility as an opportunity for accumulation. Companies utilizing convertible note facilities can maintain longer-term positions, exhibiting less susceptibility to short-term sentiment shifts that often drive retail and institutional fund flows.
Matador initially announced its Bitcoin treasury strategy in December 2024 with an allocation of $4.5 million.
The company has since expanded this strategy through the convertible note facility, completing the deal during a period of market weakness. Strategy has consistently increased its Bitcoin holdings during price corrections, a counter-cyclical strategy that has proven effective as Bitcoin has recovered from previous downturns. Both companies have maintained their accumulation plans amidst recent market volatility.
ATW Partners, an institutional investor based in the U.S. specializing in growth-stage financing, structured Matador's facility. The emergence of dedicated capital providers for Bitcoin-focused corporate finance signals that the treasury model has matured into a recognized financing category, extending beyond Strategy's initial pioneering efforts.
Financial Infrastructure Adapts to the Digital Asset Landscape
Strategy achieved a B- issuer credit rating from S&P in the third quarter of 2025, a development that is expected to improve access to larger pools of institutional capital. The company introduced four digital credit instruments, including STRC, which are designed to offer investors tax-deferred dividends and high effective yields. However, traditional credit rating agencies do not yet formally recognize Bitcoin as capital in their assessments, which can affect credit evaluations despite Strategy's market capitalization of $83 billion and substantial digital asset holdings.
A convertible note functions as a loan that converts into equity under predetermined terms, typically triggered by a specified event such as a stock exchange listing or a subsequent financing round.
This financial instrument provides downside protection through interest payments while also offering equity upside potential if the company's valuation increases. For companies focused on Bitcoin treasuries, this structure allows for capital raising without immediately diluting existing shareholders, while simultaneously offering creditors collateral protection.
The Bitcoin protocol has a fixed supply cap of 21 million coins, with approximately 19.5 million mined as of late 2024. Matador's stated objective of accumulating 1% of the total supply would necessitate acquiring approximately 210,000 Bitcoin, a figure significantly beyond its current targets. Strategy's holdings of 640,808 Bitcoin already surpass 3% of the total supply, positioning it as one of the largest corporate holders globally. The fixed supply cap is expected to create scarcity dynamics as corporate and institutional accumulation of Bitcoin increases.
Conclusion: Evolving Financing Strategies for Digital Assets
The convertible note model for Bitcoin acquisition has expanded beyond Strategy's initial implementation, now being adopted by smaller companies pursuing similar treasury strategies. Matador's $100 million facility highlights the growing presence of specialized capital providers supporting corporate Bitcoin accumulation across various market capitalizations. As traditional credit infrastructure continues to adapt to recognize digital assets, this financing approach may facilitate broader corporate adoption, even amidst ongoing market volatility and regulatory uncertainties.