Semler Scientific to Offer $500M in Securities to Support Bitcoin Plan

Highlights:

• Semler has filed with the SEC to raise $500 million to fund operations and expand its Bitcoin holdings.
• The company has agreed to pay $29.75 million to settle claims linked to marketing medical devices.
• Bitcoin losses and falling revenue have impacted Semler’s first-quarter financial performance.

Semler Scientific filed a registration statement with the U.S. Securities and Exchange Commission on April 15 to offer up to $500 million in securities. The Nasdaq-listed healthcare company stated in its S-3 filing that the offering could include common stock, debt securities, warrants, or units and may take place in one or more rounds.

The company plans to use the proceeds from the sale for general purposes. This includes increasing its Bitcoin holdings, investing in research and development, managing administrative expenses, and making capital investments.

Semler Scientific has filed a Form S-3 registration statement with the SEC, proposing to offer up to $500 million in securities—including debt securities, common stock, units, and warrants—under a shelf registration. Net proceeds are intended for general corporate purposes,…

— Wu Blockchain (@WuBlockchain) April 15, 2025

Semler Scientific started buying Bitcoin in May and bought 3,192 BTC at an average cost of $87,854. The current market worth of its Bitcoin investments amounts to about $266 million. Semler has clarified that the company makes Bitcoin purchases based on market conditions. In addition, it stated that it does not operate under target accumulation guidelines.

The company acquired its most recent batch of 871 BTC between January 11 and February 3, paying an average price of $101,616 per coin. Despite a decline in Bitcoin’s value during the first quarter, Semler confirmed it intends to hold the asset long-term. The company’s strategy places it among the top corporate holders of Bitcoin, just ahead of several publicly listed firms.

Company Reaches Settlement in Principle with DOJ

Alongside its SEC filing, Semler Scientific also submitted an 8-K report disclosing its agreement in principle with the U.S. Department of Justice. The company agreed to pay $29.75 million to settle claims under the False Claims Act related to the marketing of its photoplethysmography devices.

These devices were used in tests submitted for Medicare reimbursement, and the investigation began in 2017. The company had received a civil investigative demand at that time. The demand led to years of document production and correspondence with the DOJ.

Semler stated in the filing that the agreement is not yet final and that the terms could still change. However, if the deal moves forward, the company plans to fund the payment using proceeds from a loan agreement with Coinbase. This loan would be secured by Semler’s existing Bitcoin holdings.

The company entered into the master loan agreement with Coinbase earlier this year. The agreement allows it to borrow both cash and digital assets by using Bitcoin as collateral.

The company mentioned that it will combine the loan proceeds with its available cash to meet the proposed payment if the agreement becomes final. Semler’s founder and chairman, Eric Semler, posted on X that the company was moving ahead with the settlement while remaining focused on acquiring more Bitcoin.

We have reached a settlement in principle, EXCITED TO BUY MORE BTC! 🚀

— Eric Semler (@SemlerEric) April 15, 2025

Bitcoin Losses and Lower Revenues Mark First Quarter

In the same April 15 filing, Semler Scientific disclosed preliminary results for the first quarter of the year. The company expects to report revenues between $8.8 million and $8.9 million and operational losses ranging from $1.3 million to $1.5 million. The firm maintained approximately $10 million worth of cash and equivalent assets as of March 31.

The price drop of Bitcoin from $93,500 in early January to $82,350 at the end of March resulted in Semler recording a total unrealized loss of $41.8 million in digital assets. The Bitcoin price dropped to $75,000 on April 7, which created substantial effects on valuation. Semler maintains its Bitcoin corporate reserve integration strategy even while facing market volatility.