Bastion Calls for SkyAI Buyback Price to Rise to $3.50
Key Facts
Bastion Trading called on SkyAI to raise the offer price for its buyback of eligible shares and warrants from $3.00 to at least $3.50, in a statement challenging the price and the range of securities covered by the offer. Bastion said it and certain affiliates together beneficially own approximately 9.99% of the company's outstanding common shares. Its demand concerns a cash tender offer by SkyAI to repurchase its securities as part of a plan to provide liquidity to investors seeking an exit. Alongside the price increase, Bastion called for the maximum purchase percentage for each class of pre-funded warrants to be raised from 95% to 100%. It said the change would allow holders seeking an exit to sell their entire holdings of those warrants. The shareholder's demands thus combine an increase in the cash consideration for each eligible share or warrant with the ability for pre-funded warrant holders to sell their entire holdings.
Bastion based its demand for a higher price on an estimated net asset value for SkyAI of approximately $3.30 per share. Its estimate puts asset value per share above the current cash consideration, while its requested price also exceeds that estimate. Bastion used an assumed Solana price of $110 per token in its calculation as part of the methodology underpinning its valuation. Its objections also extended to the eligibility of warrants granted to the strategic adviser to participate in the buyback. In its statement, it demanded the "exclusion of warrants granted to the strategic adviser," objecting to their being treated on a par with securities held by investors who provided capital to the company. Its objection to those warrants links the buyback terms to the origin of the eligible securities, seeking different treatment for the adviser's warrants from securities held by investors who funded the company.
For its part, SkyAI announced at the launch of the offer that it held approximately $223.8 million in cash to fund the buyback. It said the aggregate purchase price of the securities it would buy would be approximately $201.3 million if the offer were fully subscribed. That amount represents the size of the purchase at full subscription, compared with the cash balance the company said was available to finance the transaction. SkyAI confirmed that it had completed the sale of its entire Solana holdings, making the liquidation part of the funding backdrop to the current cash offer. Following its complete exit from the token, the company removed the offer's link to the Solana price. It said in its announcement that the offer was "not conditioned on the price of Solana," removing the price condition tied to the token it had held before completing the sale.
Before the liquidation was completed, the company's assets included cash and a remaining Solana holding, according to an announcement filed with the U.S. Securities and Exchange Commission. On October 14, 2026, SkyAI announced that it held approximately $204.6 million in cash, alongside approximately 210,000 locked Solana tokens. The announcement of the sale of its entire holdings came later, after that earlier balance still included units of the cryptocurrency. Against the backdrop of the valuation dispute, SkyAI's board had previously rejected the latest unsolicited proposal from Forward Industries, saying it undervalued the company and was not in shareholders' interests. SkyAI says its strategic plan includes "building an agentic AI-powered financial platform." The announced plan combines development of that platform with liquidity through the buyback for investors who prefer to exit.
On governance, Bastion called on the board members concerned to resign voluntarily if they could not demonstrate that they had exercised independent oversight and fulfilled their duties to shareholders. It tied its call for their departure to those members' ability to demonstrate their oversight performance and accountability to shareholders. It also proposed holding a special shareholder meeting if board members believed they still retained shareholders' confidence. Under Bastion's proposal, shareholders would decide the board's future composition at that meeting, putting the question of whether members should remain to a shareholder vote. The announced expiration date for the cash tender offer is October 29, 2026, unless SkyAI extends it or terminates it early.