Semler Scientific Seeks $500M in Securities Offering to Boost Bitcoin Holdings Despite $41.8M Unrealized Loss

Semler Scientific, a Nasdaq-listed healthcare technology company, has filed a Form S-3 with the U.S. Securities and Exchange Commission (SEC) to raise up to $500 million through a mixed securities offering, with proceeds primarily intended for acquiring additional bitcoin. The move comes as the company navigates a $29.75 million tentative settlement with the U.S. Department of Justice (DOJ) and underscores its aggressive bitcoin acquisition strategy, despite reporting an unrealized loss on its existing crypto holdings.

Semler currently holds 3,192 BTC, acquired at an average cost of $87,850, with a total acquisition cost of approximately $280.4 million, according to BitcoinTreasuries. As of March 31, 2025, these holdings were valued at $263.5 million, reflecting an unrealized loss of $41.8 million due to bitcoin’s price volatility, according to another seperate April 15 SEC filing. The $500 million offering, if fully executed, could significantly expand Semler’s bitcoin portfolio, potentially positioning it among the top corporate BTC holders.

The securities offering aligns with Semler’s efforts to resolve a DOJ investigation into the marketing of its flagship product, QuantaFlo, a diagnostic tool for peripheral arterial disease. The tentative $29.75 million settlement addresses allegations of False Claims Act violations related to improper federal reimbursement claims. As reported earlier, to fund the settlement, Semler has secured a master loan agreement with Coinbase, using its bitcoin holdings as collateral, a move that could mark the first instance of a public company using crypto-backed loans to settle government penalties. The settlement awaits final approval, adding uncertainty to Semler’s financial planning.

Semler’s bitcoin reserve plan has faced headwinds. According to The Block, the company acquired 871 BTC between January and February 2025 at an average price of $101,616. However, bitcoin’s price has experienced a sustained decline since the acquisition, dropping to around $75,000 in early April 2025, partly due to market reactions to Trump's aggressive tariff policies. As of April 16, bitcoin was trading at approximately $84,000, according to Coingecko. The price change of Bitcoin has contributed to ongoing pressure on Semler’s stock (SMLR), which has fallen from $64.94 in January to $34.40, a 47% decline, according to data from YahooFinance.

Despite these challenges, Semler's $500 million securities offering signals strong confidence in bitcoin's long-term price growth. The company's Chairman Eric Semler, has expressed optimism on X, stated“EXCITED TO BUY MORE BTC!” The success of the offering will depend on market reception and bitcoin’s price trajectory, while the DOJ settlement’s finalization remains a key variable.