SkyAI Sells All of Its SOL, Opens $201M Tender Offer Without SOL Price Condition

SkyAI (Nasdaq: SKYA) no longer holds any SOL. In a press release filed with the SEC on 19 October 2026, the former Sharps Technology said that "as of October 16, 2026, the Company holds approximately $223.8 million in cash and has completed the sale of all of its SOL." The same release confirmed that SkyAI's $3.00 cash tender offer for up to 95% of its shares and warrants, worth about $201.3 million if fully subscribed, began on 16 October and expires at 11:59 p.m. New York time on 29 October 2026.

With the treasury gone, so is one of the offer's original conditions. "The Offer is not conditioned on the price of SOL, which the Company had initially expected to include as a condition when it announced the Offer on October 11, 2026," the release says. Neither the release nor the offer documents give the dates, quantities, prices or proceeds of the final SOL sales.

SkyAI's SOL treasury: from more than 2 million SOL to zero in a month

SkyAI's own statements trace how fast a listed Solana treasury company emptied its treasury. On 14 September 2026, the company said it held more than 2 million SOL as its primary treasury reserve asset, as The Block reported.

Four weeks later the sales had started. SkyAI's 11 October tender offer announcement said it had "recently sold approximately 1M Solana tokens, representing approximately 50% of its Solana holdings," as we reported on 12 October, when it also rejected a proposal from Forward Industries. A Form 8-K filed on 13 October put the remainder at "approximately 600,000 SOL" and said SkyAI had about 80% of the cash it needed for the offer.

The Offer to Purchase, filed with SkyAI's Schedule TO on 16 October, dates the last step: "On October 15, 2026, we completed the sale of all of our SOL, and we hold no digital assets." It says the offer "is funded from cash on hand, including the proceeds of sales of our SOL."

SkyAI tender offer terms: $3.00 per share, 95% of each class, 29 October expiry

SkyAI is offering $3.00 in cash per share or warrant for up to 95% of each of four classes, according to the 19 October release: 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. If more than 95% of a class is tendered, SkyAI buys pro rata.

The company says $3.00 is about 0.95 times its net asset value (mNAV), which it calculates by multiplying the price by about 70.6 million shares and warrants outstanding and dividing by its net cash. Put the other way, $223.8 million of cash spread across 70.6 million securities is about $3.17 each, by our arithmetic, so holders who tender are paid slightly less than their share of the cash pile. Holders who stay keep a stake in what comes next, which the Offer to Purchase describes: "After the Offer, we intend to use our remaining cash to develop and launch our agentic AI financial platform, to pay our operating expenses, and to meet our existing obligations." SkyAI describes itself in the release as building a financial platform that will combine stablecoin rails on Solana SOL$104.52+1.9% with AI.

The offer would shrink SkyAI's share count sharply. If it is fully subscribed, the Offer to Purchase says, "we would have approximately 2,542,710 Shares outstanding." The remaining conditions are a minimum tender of at least 50% of each class, assessed class by class, and a condition tied to the risk of the stock being delisted from Nasdaq. MacKenzie Partners is the information agent and depositary.

SkyAI tender offer vs Bastion Trading's demands

The SOL price condition that disappeared is one that a dissident shareholder had asked SkyAI to drop. On 14 October, Bastion Trading, which The Block described as holding nearly 10% of SkyAI, said it would not tender into the $3.00 offer until its concerns were addressed. It demanded disclosure of the SOL sales, a board overhaul and a price of $3.50, and, according to Bitcoin.com, removal of the $100 SOL condition SkyAI had set out on 11 October, an end to the 50% minimum, and a bar on insiders tendering.

The final terms meet one of those demands, and the filings attribute the change to the sale of the last SOL. The price is still $3.00 and the 50% minimum per class remains. On insiders, the Offer to Purchase says "none of our directors or executive officers have indicated whether they expect to participate in the Offer," and they may tender on the same terms as other holders. The 19 October release does not mention Bastion, and we found no SkyAI response to its letter or any new Bastion statement on the launched offer.

The disclosure gap Bastion complained about is also still open. SkyAI has said when the selling ended, but not when each sale happened, how much SOL went in each, or at what prices.

SOL price stayed above SkyAI's dropped $100 condition

The dropped condition would have let SkyAI abandon the offer if SOL closed at or below $100 during the offer period. SOL never got there: its daily close ranged from about $103 to $111 between 11 and 18 October, according to Solana Compass's SOL token data, closing at $104.28 on 16 October, the day the offer opened.

Our daily closes use UTC days and may differ from any reference price in SkyAI's offer documents.

At $3.00 a share, a little below the company's own cash per security, SkyAI's shareholders are being offered an exit that values the business at less than the money it holds. For the SOL market, the selling itself is finished, since SkyAI says it has nothing left to sell. What remains is a dispute between SkyAI and its shareholders over price, disclosure and the board, with the tender due to close on 29 October.

This article is news reporting and is not an offer to buy or a solicitation of an offer to sell any security. SkyAI says the tender offer is made only through the materials it has filed with the SEC.