Matador Technologies closed a $100 million convertible note facility with ATW Partners to purchase Bitcoin, adopting a financing strategy that allows the company to acquire cryptocurrency without immediate equity dilution. The California-based firm committed its initial $10.5 million tranche exclusively to Bitcoin purchases and set targets of 1,000 Bitcoin by 2026 and 6,000 Bitcoin by 2027, with a stated ambition to eventually control approximately 1% of Bitcoin's total supply.

What to Know:

• Matador secured $100 million in convertible notes at 8% annual interest (dropping to 5% after a major exchange listing), with $10.5 million immediately allocated to Bitcoin acquisition
• The company follows a model pioneered by Strategy, which holds 640,808 Bitcoin representing over 3% of all Bitcoin and reported $2.8 billion in net income for Q3 2025
• While U.S. spot Bitcoin ETFs recorded $191 million in outflows on November 3 following $1.15 billion in prior-week withdrawals, corporate treasurers continue accumulating during price corrections

Convertible Debt Structures Replace Traditional Equity

Strategy established the framework for using convertible notes to acquire Bitcoin, demonstrating that companies could raise capital for cryptocurrency purchases while preserving shareholder equity. Matador's facility with ATW Partners structures the debt at 8% annual interest, a rate that decreases to 5% if the company achieves a NASDAQ or NYSE listing. The initial closing of $10.5 million converts to equity at approximately $0.53 per share, with conversion mechanics adjusting based on listing venue and prevailing market prices.

The arrangement permits up to $89.5 million in additional drawdowns.

This structure provides what traditional equity raises cannot: note holders receive fixed-income protection through the debt instrument while maintaining upside exposure through conversion rights. Companies defer shareholder dilution until conversion occurs. The model enables scaled accumulation aligned with market conditions rather than forcing large one-time purchases.

Matador's notes require Bitcoin collateral equal to 150% of the initial principal amount, with subsequent closings requiring 100% collateral.

This provides creditor protection while allowing the company to leverage existing Bitcoin holdings for additional purchases. The facility terms were finalized during a market correction period, mirroring Strategy's historical pattern of adding Bitcoin during price declines.

Market Volatility Creates Divergent Responses

Strategy reported holding 640,808 Bitcoin in its Q3 2025 earnings, representing over 3% of all Bitcoin in existence. The company posted $3.9 billion in operating income and $2.8 billion in net income for the quarter. Bitcoin per share increased from $39,716 in July to $41,370 in October 2025 despite broader market turbulence.

The market correction revealed contrasting behaviors between institutional fund managers and corporate treasurers. U.S. spot Bitcoin ETFs recorded $191 million in outflows on November 3 alone, following $1.15 billion in withdrawals during the previous week. Corporate acquirers view the same volatility as an accumulation opportunity. Companies with convertible note facilities can maintain longer-term positions, less affected by short-term sentiment shifts that drive retail and institutional fund flows.

Matador initially announced its Bitcoin treasury strategy in December 2024 with a $4.5 million allocation.

The company expanded this approach through the convertible note facility, closing the deal during market weakness. Strategy has consistently added Bitcoin during price corrections, a counter-cyclical approach that has proven effective as Bitcoin recovered from previous downturns. Both companies maintained their accumulation plans through the recent volatility.

ATW Partners, a U.S.-based institutional investor focused on growth-stage financing, structured Matador's facility. The emergence of dedicated capital providers for Bitcoin-focused corporate finance indicates the treasury model has matured into a recognized financing category beyond Strategy's initial experimentation.

Financial Infrastructure Adapts to Digital Assets

Strategy achieved a B- issuer credit rating from S&P in Q3 2025, a development that opens access to larger institutional capital pools. The company introduced four digital credit instruments, including STRC, designed to provide tax-deferred dividends and high effective yields to investors. However, traditional credit rating agencies do not yet recognize Bitcoin as capital in their assessments, affecting credit evaluations despite Strategy's $83 billion market capitalization and substantial digital asset holdings.

A convertible note functions as a loan that converts to equity at predetermined terms, typically during a specified event such as a stock exchange listing or subsequent financing round.

The instrument provides downside protection through interest payments while offering equity upside if the company's value increases. For Bitcoin treasury companies, this structure allows capital raises without immediately diluting existing shareholders while providing creditors with collateral protection.

Bitcoin's protocol limits total supply to 21 million coins, with approximately 19.5 million already mined as of late 2024. Matador's stated goal of accumulating 1% of total supply would require approximately 210,000 Bitcoin, significantly beyond its current targets. Strategy's holdings of 640,808 Bitcoin already exceed 3% of total supply, making it one of the largest corporate holders globally. The fixed supply cap creates scarcity dynamics as corporate and institutional accumulation increases.

Closing Thoughts

The convertible note model for Bitcoin acquisition has expanded beyond Strategy's initial implementation to smaller companies seeking similar treasury strategies. Matador's $100 million facility demonstrates that specialized capital providers now support corporate Bitcoin accumulation across different market capitalizations. As traditional credit infrastructure adapts to recognize digital assets, the financing approach may enable broader corporate adoption despite ongoing market volatility and regulatory uncertainty.