On October 16, 2026, SkyAI, Inc.—which trades on the Nasdaq Capital Market under the SKYA stock symbol—launched a cash tender offer to acquire up to 95% of each outstanding class of strategic warrants, cryptocurrency pre-funded warrants, cash pre-funded warrants, and common stock, offering a cash price of $3.00 for each share or warrant.
Cash Position and Removal of the SOL Price Condition
As of October 16, 2026, the company holds approximately $223.8 million in cash. This figure supports a purchase price representing an approximate 0.95x multiple of the net asset value, or mNAV, calculated across approximately 70.6 million total shares and warrants outstanding.
Because the company no longer holds any SOL, the tender offer is not conditioned on the market price of the asset. The company had initially expected to include a SOL-related price condition when it first announced the transaction parameters on October 11, 2026.
If the tender offer is fully subscribed, the aggregate purchase price paid out to participating security holders will total approximately $201.3 million. The company will fund these purchases entirely from cash on hand, covering all related fees and expenses without securing external debt or credit facilities.
Breakdown of Securities Sought and Tender Conditions
The offer targets up to 95 percent of four distinct classes of securities. Among the quantities the company aims to acquire are 48,311,489 common shares, 4,880,734 cash pre-funded warrants, 9,939,850 cryptocurrency pre-funded warrants, and 3,955,293 strategic warrants. Cash pre-funded warrants, cryptocurrency pre-funded warrants, and strategic warrants will be purchased at the $3.00 base price less their respective exercise price of $0.0001 per warrant.
$SKYA Tender Offer Commenced:SkyAI, Inc. has initiated a tender offer on October 16, 2026, to buy back up to 95% of its common stock and warrants at $3.00 each, with the announcement made on October 19, 2026. (Visit stockinsights dot ai for full context)
Holders of warrants are not required to exercise them into common stock before participating. They can tender their warrants directly under the procedures filed with the U.S. Securities and Exchange Commission on Schedule TO.
Each class carries specific minimum participation thresholds:
- The offer for common stock requires at least 50 percent of the shares offered for tender to be validly tendered.
- The offer for cash pre-funded warrants and cryptocurrency pre-funded warrants requires at least 50 percent of those combined warrants to be tendered.
- The strategic warrants offer requires at least 50 percent of the offered strategic warrants to be tendered.
Each minimum condition operates independently. The threshold for common stock does not depend on warrant participation, and vice versa. If any class is oversubscribed past the 95 percent ceiling, SkyAI will purchase the securities on a pro rata basis within that specific class.
Expiration Timeline and Participation Mechanics
Unless SkyAI decides to terminate or extend the arrangement beforehand, the tender offer will conclude on October 29, 2026, expiring one minute past 11:59 p.m. New York City time. Shareholders and warrant holders retain the right to withdraw tendered securities at any time before the expiration deadline.
SkyAI has retained MacKenzie Partners, Inc. to act as the information agent for the transaction. Questions regarding the Offer Materials can be directed to MacKenzie Partners by telephone or via email.
The board of directors has approved the offer, though neither the company, its board, its officers, nor the information agent makes any recommendation regarding whether investors should tender their holdings.
