SkyAI Announces Tender Offer for Shares and Warrants
News related to:SkyAI · 3 min read
NEW YORK, Oct. 11, 2026 /CourierPR/ -- SkyAI, Inc., a Solana digital asset treasury, announced its intention to commence a cash tender offer to purchase up to 95% of each class of its outstanding common stock, cash pre-funded warrants, cryptocurrency pre-funded warrants, and strategic advisor warrants. The offer, expected to begin on or about October 15, 2026, and continue for 10 business days, will see the company buy shares and warrants at a purchase price of $3.00 per share in cash. This price represents a 65% premium above SkyAI’s closing share price on October 9, 2026, and an over 100% premium to the 60-day volume-weighted average price.
The tender offer is contingent upon a minimum of 50% of each class of the outstanding common stock, cash pre-funded warrants, cryptocurrency pre-funded warrants, and strategic advisor warrants being validly tendered and not validly withdrawn. SkyAI aims to purchase up to 46.37 million shares of common stock and up to 20.72 million cash pre-funded warrants, cryptocurrency pre-funded warrants, and strategic advisor warrants for a maximum aggregate purchase price of approximately $201 million.
The company intends to fund the purchases using cash on hand and proceeds from the sale of SOL held in its treasury. SkyAI has recently sold approximately 1 million Solana tokens, representing 50% of its Solana holdings, and holds approximately 1 million Solana tokens as of the date of this announcement. The company will continue to monitor the market for SOL and may continue to sell depending on market conditions.
SkyAI’s Board of Directors believes the offer will provide shareholders and warrant holders who desire liquidity an opportunity to sell shares or warrants directly to the company. The offer is not subject to any financing conditions as the company’s total current cash combined with the market value of its digital assets exceeds the maximum aggregate purchase price of the offer.
The offer is expected to be conditioned on the closing price of SOL remaining above $100 per SOL throughout the offer period. It will also be subject to customary terms and conditions, including that no legal action or order restrains or prohibits the offer, that no general suspension of trading or material adverse change in the equity or digital asset markets has occurred, and that completing the offer would not cause SkyAI’s common stock to be delisted from Nasdaq or to become subject to deregistration under the Securities Exchange Act of 1934. SkyAI may waive any of these conditions.
Shareholders who validly tender their shares and warrant holders who validly tender their cash pre-funded warrants, cryptocurrency pre-funded warrants, or strategic advisor warrants will have withdrawal rights through the expiration of the offer, in each case in accordance with the procedures to be described in the offer materials.
SkyAI has suspended repurchases of its common stock under its share repurchase program and will not purchase shares other than in the offer until at least ten business days after the offer expires. A shareholder, cash pre-funded warrant holder, cryptocurrency pre-funded warrant holder, or strategic advisor warrant holder whose beneficial ownership rises above 15% of the outstanding shares solely as a result of SkyAI’s purchases in the offer will not trigger SkyAI’s shareholder rights plan. Any further acquisition of shares by that holder after the offer expires will trigger the rights plan.
The precise terms and conditions of the offer will be set forth in the offer materials, letter of transmittal, and related materials that SkyAI expects to file with the SEC and distribute to shareholders and warrant holders when the offer is commenced. The company has retained MacKenzie Partners, Inc., to serve as information agent and depositary agent.