SkyAI, Inc. (Nasdaq: SKYA), a Solana digital asset treasury, announced on October 12 that it will launch a cash tender offer to repurchase up to 95% of its common stock and warrants at $3.00
SkyAI, Inc. (Nasdaq: SKYA), a Solana digital asset treasury, announced on October 12 that it will launch a cash tender offer to repurchase up to 95% of its common stock and warrants at $3.00 per share, a 65% premium to its October 9 closing price, while rejecting an unsolicited takeover bid from Forward Industries, according to the company announcement.
The offer targets up to 46.37 million common shares and 20.72 million cash pre-funded warrants, cryptocurrency pre-funded warrants and strategic advisor warrants, for a maximum aggregate purchase price of about $201 million. SkyAI expects to commence the tender on or about October 15 and run it for 10 business days, with the definitive terms set out in offer materials to be filed with the U.S. Securities and Exchange Commission.
SkyAI will fund the buyback using cash on hand and proceeds from selling Solana held in its treasury. The company said it has already sold about 1 million SOL tokens, roughly half of its holdings, and retains about 1 million SOL. The offer is conditioned on Solana’s closing price staying above $100 throughout the offer period, and on at least 50% of each class of securities being validly tendered and not withdrawn.
The $3.00 purchase price represents a premium of more than 100% to the 60-day volume-weighted average price of SKYA. The board framed the tender as a way to give shareholders and warrant holders an option to exit at a premium, while continuing shareholders keep exposure to the company’s stated pivot toward an agentic AI financial platform built on stablecoin rails.
A special committee of independent directors unanimously recommended, and the board agreed, that Forward Industries’ latest non-binding proposal, an exchange of 0.306 shares of FWDI stock for each SkyAI share, undervalues SkyAI and is not in the best interests of its shareholders. Forward Industries, which has built what it describes as the world’s largest Solana treasury, has expanded its Solana position through a series of capital raises and at-the-market offerings.
SkyAI said the tender has not yet commenced and may not proceed. If more than 95% of any class is tendered, the company expects to buy that class back on a pro-rata basis. SkyAI has also suspended its existing share repurchase program and will not buy shares outside the offer until at least 10 business days after it expires. The Schedule TO filing with the definitive terms is expected by October 15.
