SkyAI Sells Entire Solana Treasury, Launches $201 Million Tender Offer

SkyAI exits Solana and opens a $201 million buyback

SkyAI has sold its entire Solana treasury and launched a cash tender offer of up to $201.3 million, the Nasdaq-listed company said in an Oct. 19 disclosure. A tender offer is a public invitation asking shareholders to sell their holdings back to the company, usually at a set price and within a set time.

The company, formerly known as Sharps Technology, reported about $223.8 million in cash and no SOL as of Oct. 16, when the offer began. SOL is the native token of the Solana blockchain. The tender document dates the completion of the Solana sales to Oct. 15.

The cash balance is now larger than the maximum amount SkyAI would spend on repurchases before fees. The company says it will pay for the purchases and related costs without borrowing and without a financing condition.

The numbers behind the sale

• SkyAI reported roughly $223.8 million in cash and no SOL as of Oct. 16.
• The tender offer covers up to $201.3 million and targets up to 95% of each covered class.
• A company update on Oct. 14 put the average sale price of liquid and locked SOL sold over the preceding few days at $107.51 per token, net of fees.
• The sales were spread across BitGo, Anchorage and Coinbase.
• As of June 30, the historical average accounting cost of the portfolio was about $190.44 per SOL, based on The Defiant's calculation from the quarterly filing.

What the company filings say

SkyAI said it dropped a planned requirement that SOL stay above $100 during the offer. That condition had been tied to a funding gap disclosed in its Oct. 13 filing, which reported about 600,000 SOL remaining and only around 80% of the cash needed for the offer.

The completed sale reverses the treasury strategy the company defended a month earlier. In a Sept. 14 statement, SkyAI reported more than 2 million SOL, nearly all staked with institutional validators, and said staking revenue was meant to help fund operating expenses. Staking means locking up tokens to help run a network in exchange for rewards. The Defiant previously reported on SkyAI's initial sale of roughly half its treasury.

SkyAI says it intends to stay listed on Nasdaq and use its remaining cash to develop its AI financial platform, pay operating expenses and meet existing obligations.

Contested tender terms

The offer targets up to 95% of each covered class: common shares, cash pre-funded warrants, cryptocurrency pre-funded warrants and strategic warrants. The price is $3 per share. Eligible warrants receive $3 less their $0.0001 exercise price and can be tendered without first being exercised. A warrant is a contract that gives the holder the right to buy or sell a security at a set price.

The $3 price and the inclusion of strategic advisor warrants conflict with demands made by Bastion Trading on Oct. 14. Bastion said it and certain affiliates beneficially owned about 9.99% of outstanding common stock. It asked for at least $3.50 per share or eligible warrant, the exclusion of strategic advisor warrants, and the appointment of shareholder-identified independent directors before the offer launched. Bastion said it would not take part unless its concerns were addressed.

Bastion also wanted directors and executives to be barred from tendering. The final tender materials allow them to participate on the same terms as other holders, and say none had yet indicated whether they expected to do so.

Participation rules and deadlines

Minimum participation conditions remain in place: 50% of the shares offered for tender, 50% of the two pre-funded warrant classes on a combined basis, and 50% of the strategic warrants offered for tender. These groups are not dependent on one another meeting their minimums.

SkyAI may waive conditions where the law allows. Other conditions include legal and market disruptions and a risk of delisting from Nasdaq. The offer expires one minute after 11:59 p.m. ET on Oct. 29 unless extended or terminated earlier. Holders may withdraw before expiration, and oversubscribed classes are subject to proportional purchases.

What is confirmed

SkyAI has sold all of its Solana holdings, reported about $223.8 million in cash as of Oct. 16, and launched a tender offer of up to $201.3 million at $3 per share. The Oct. 15 sale completion date, the $107.51 average sale price and the $190.44 portfolio average accounting cost as of June 30 come from company filings and The Defiant's calculation.

What is still unclear

Bastion Trading has not said whether it will participate in the tender, and SkyAI's filing says no directors or executives had indicated whether they plan to tender. Whether the minimum participation conditions will be met is also not yet known. The June 30 portfolio average accounting cost does not establish the cost basis of the specific tokens sold.

Why it matters

The completed sale marks a full reversal of SkyAI's Solana treasury strategy in about a month. The company now holds enough cash to cover the maximum repurchase price before fees without borrowing, which removes the funding gap it had disclosed on Oct. 13. Bastion's demands remain unmet, leaving open the question of whether the offer reaches its participation thresholds.

What happens next

The offer is set to expire one minute after 11:59 p.m. ET on Oct. 29 unless it is extended or terminated earlier.

Sources

• The Defiant