EL7.AI
StocksMedium•21 October 2026•
3 min read

SkyAI offers to buy back securities for about $201.3 million as Bastion demands better terms

Key Facts

1The tender offer has a total value of about $201.3 million if fully subscribed.
2SkyAI reported holding about $223.8 million in cash after selling its entire Solana holdings.
3Bastion is calling for the price to be raised from $3.00 to at least $3.50 and strategic advisory warrants to be excluded.
4Bastion estimated the potential proceeds for the advisory warrants at about $11.9 million and said the entity granted them was controlled by the brother of a board member.

SkyAI launched a cash tender offer for its securities on October 16, 2026, worth about $201.3 million if fully subscribed, according to its filing with the U.S. Securities and Exchange Commission. The offer seeks to purchase up to 95% of each class of common shares, cash-funded and cryptocurrency-funded pre-funded warrants, and strategic warrants, at a base price of $3.00 per share or warrant. The company said its cash balance stood at about $223.8 million after completing the sale of its entire Solana holdings. It also removed the offer's link to the cryptocurrency's price, making the cash consideration terms independent of its movements. The offer document states that the purchase is not subject to a financing condition.

The offer includes the purchase of up to 3,955,293 strategic warrants, the class whose inclusion Bastion Trading opposes. According to the offer to purchase, an exercise price of $0.0001 is deducted from the consideration paid for each pre-funded or strategic warrant. In its October 21 statement, Bastion estimated the potential proceeds for the advisory warrants included in the offer at about $11.9 million. It said Sol Markets was the entity granted those warrants and that it was controlled by James Zhang. It added that Zhang is the brother of Alice Zhang, a SkyAI board member and its chief investment officer.

Bastion says it and its affiliates beneficially own about 9.99% of the outstanding common shares, according to its earlier statement of opposition. It is calling for the offer price to be raised from $3.00 to at least $3.50 per eligible share or warrant, with strategic advisory warrants excluded. It is also calling for the acceptance cap for each class of pre-funded warrants to be raised from 95% to 100%, allowing holders who wish to exit fully to do so. It had said it "will not participate in the proposed tender offer unless its concerns are satisfactorily addressed." Escalating its demands, it called on the chairman and the directors concerned to explain their roles in the liquidation and the offer, or voluntarily resign. Failing that, it demanded a special shareholder meeting to determine the board's composition.

SkyAI says it is building a financial platform that combines stablecoin payment rails on the Solana network with artificial intelligence. Its board had announced its rejection of the latest unsolicited offer from Forward Industries. The board said the offer undervalued the company and was not in shareholders' interests. SKYA shares closed at $2.83 on October 20, 2026, according to EL7 data. The tender offer is scheduled to expire one minute after 11:59 p.m. New York time on October 29, 2026, unless extended or terminated early, according to the company's statement.