Forward Industries Raises $25 Million in Registered Direct Offering to Expand SOL Treasury

Forward Industries (NASDAQ: FWDI) announced on September 23 that it is raising approximately $25 million through a registered direct offering with a single institutional investor, with all net proceeds going toward additional SOL purchases for its treasury.

The company is issuing 3,125,000 common shares at $8.00 per share, according to the official press release distributed via GlobeNewswire. The transaction is expected to close around September 24. A.G.P./Alliance Global Partners served as sole placement agent.

How a Registered Direct Offering Works and Why Forward Used One

A registered direct offering lets a company sell new shares directly to one or a small number of buyers, drawing from a shelf registration already on file with the SEC. Forward Industries registered Form S-3ASR (File No. 333-290312), which became effective in September 2025, allowing the company to access capital markets without a public roadshow or underwriter syndicate.

The structure favors speed and simplicity: one counterparty, a fixed price, no extended roadshow. For existing shareholders, new shares mean dilution: each existing share represents a smaller percentage of the company after the close.

FWDI Measures Treasury Growth in SOL Per Fully Diluted Share

Chief Investment Officer Ryan Navi stated in the press release that the proceeds will "expand Forward's SOL treasury while increasing SOL per share — the measure of growth that matters most to our shareholders."

That framing matters for how the company argues the dilution is worth it. The company's position is that if the SOL purchased with those proceeds adds more SOL per share than the new shares subtract in ownership percentage, the metric its shareholders track moves in the right direction. The SOL-per-share benchmark measures both the numerator (treasury balance) and the denominator (share count) simultaneously, so neither side of the trade disappears from the scorecard.

FWDI Shares Fell 5.7% on Announcement Day at 3x Normal Volume

FWDI shares declined 5.70% on September 23, with relative trading volume approximately 3.0 times the daily average, per StockTitan market data. The offering price of $8.00 set the reference point for the new shares entering at close.

FWDI's SOL Treasury at 8.16 Million Ahead of the September 24 Close

Forward Industries reached 8.16 million SOL as of September 21, representing approximately 1.39% of Solana's circulating supply and the largest reported public SOL treasury. The company built that position through a sequence of equity raises and staking yield since adopting the Solana treasury strategy in September 2025.

This offering follows the same pattern: raise equity, convert to SOL, hold. The company has not disclosed a target purchase price or specific timing for the SOL acquisition beyond stating it will follow the offering close.