Nasdaq-listed SkyAI, formerly Sharps Technology, has emptied the Solana treasury it assembled only months earlier and is now offering to buy back up to 95% of every class of its securities for cash at $3 per unit.

Selling shareholders will exit at less than half the $6.50 per share paid in the August 2025 placement that built the treasury. Those who stay will own a thinly traded, cash-heavy company with an AI product still in early development — and a register whose shape now depends on a tender that one large investor is refusing on the current terms.

From two million SOL to zero in a month

SkyAI adopted its Solana strategy in August 2025. Its June-quarter filing showed 2,003,676 SOL on hand at June 30, bought at an average cost of about $190 per token. The reserve then disappeared within weeks:

• September 14 — SkyAI reaffirms its Solana treasury strategy and reports more than 2 million SOL.
• October 11 — The board approves a cash tender. The initial plan requires SOL to stay above $100 while the offer is open.
• October 13 — A company filing cited by investor Bastion Trading shows about 600,000 SOL left.
• October 14 — An update lists about 210,000 locked SOL remaining and reports recent sales at an average of $107.51 per token, net of fees, through BitGo, Anchorage and Coinbase.
• October 15–16 — The treasury is entirely cash, about $223.8 million, and the tender opens.

The reported sales came in about 44% below the June cost basis. For SOL traders, the practical point is that the overhang is gone: SkyAI no longer holds tokens that could reach the market.

The sequence runs against the usual treasury-company playbook. Strategy has recently been putting more money into repurchases than into new bitcoin, but it has kept its coins. SkyAI sold all of its tokens first and is now handing most of the proceeds back.

How the $3 offer works

The tender opened on October 16 and covers common shares plus three warrant classes. All three warrant types carry a $0.0001 exercise price, so they are bought at $2.9999 and can be tendered without first being converted into shares. Many carry 4.99% or 9.99% ownership caps that would block a full exercise before the deadline — the reason SkyAI included them.

The strategic warrants were issued in August 2025 to Sol Markets, SkyAI's strategic adviser. As the Offer to Purchase sets out, purchases are prorated within any class where more than 95% is tendered, so a holder who tenders everything may get part of the position back.

Each class also needs at least 50% of the amount sought to be tendered, with the two pre-funded warrant classes counted together. If a class falls short, the offer for that class can fail while the others go ahead.

Payment comes from cash on hand, with no financing condition. The SOL-price test from the October 11 plan is gone, because there are no tokens left to price.

Before the October 29 deadline

The offer expires at the end of October 29, New York time, unless extended, and brokers often set earlier cut-offs. Tendered securities can be withdrawn at any point before expiry, and preliminary results, including any proration, are due the next business day.

Non-U.S. holders face 30% withholding on the gross payment unless they claim a lower rate on the relevant IRS Form W-8. Neither SkyAI nor its board recommends tendering or holding.

What the remaining 5% would own

SkyAI is paying slightly less than its cash per security, so every unit it buys leaves a little cash behind for holders who stay. At full subscription the effect is large: the cash behind each remaining security roughly doubles. That figure is calculated before tender fees and expenses, running costs and existing obligations, and it is not a share-price estimate.

It also overstates what a remaining holder can count on. About 63.3 million other warrants remain outstanding, almost all exercisable at $9. until 2028 — roughly 18 times the number of shares and pre-funded warrants left after a full tender. Options over another 1.8 million shares carry an average exercise price of about $8.43. Both are far out of the money at $3, but a rally toward $9.75 would bring a wave of new shares.

The securities SkyAI buys back will be cancelled and can be reissued for acquisitions or fundraising without a separate shareholder vote, unless the law or Nasdaq rules require one.

Trading would also thin out: a full tender leaves about 2.5 million common shares. SkyAI says it expects to keep meeting Nasdaq Capital Market listing standards and has made that a condition of the offer.

The offer document also warns that a holder who keeps its shares while most others sell could end up with a majority and control board elections. SkyAI's shareholder rights plan, normally triggered at 15%, will not be set off by a stake that grows only because others sold.

The AI business starts on a small budget

Selling the reserve also ended SkyAI's main source of income. Staking produced $5.46 million in net revenue in the first half of 2026, while sales from the legacy medical-device business were under $200,000.

The same filing shows where the money went. General and administrative costs were $10.2 million in the half-year, including $4.4 million of stock compensation; a related-party consulting contract cost another $5 million; research and development, the line that carries platform work, was $420,255. Cash used in operations came to $5.7 million over the six months. At that pace, the roughly $22.5 million remaining would last about two years, before tender expenses or any increase in development spending.

SkyAI describes the new product as an agentic AI financial platform built on Solana stablecoin rails. It announced the pivot in May, set up an overseas headquarters in Hong Kong and leased an office in Shenzhen. At June 30, software development was still in the preliminary stage, and the offer documents give no launch date.

The consulting contract deserves closer attention from anyone staying in. It runs for 20 years with Sol Edge Limited, a firm owned by the brother of Alice Zhang, SkyAI's chief investment officer and a director. The first year cost $10 million; since August 27, the fee has been 2% a year of the assets Sol Edge administers for SkyAI. If SkyAI ends the agreement early, it owes all fees that would have accrued through the end of the term. The filings do not say how much of the post-tender cash would fall within that fee base.

Bastion wants $3.50 — the cash cannot cover it

Bastion Trading, which reported about 9.99% beneficial ownership with its affiliates, said on October 14 it would not tender on SkyAI's terms. It said it was prepared to pursue legal remedies, put net asset value near $3.30 a share and asked for at least $3.50.

That price runs into arithmetic. At $3.50, buying 95% of every class would cost about $234.8 million, roughly $11 million more than SkyAI holds. Any price above the company's cash per security of about $3.17 would also move value from holders who stay to holders who leave.

Bastion also pointed to SkyAI's 2026 annual meeting, where, it says, all five directors received more withhold votes than votes in favor.

Its own stake could decide the outcome. A 9.99% holding is about 5.1 million shares, double the 2.5 million that would remain after a full share tender. If Bastion holds on, every other shareholder could sell in full without proration, leaving Bastion with most of the common stock left — the control scenario the offer document describes. Its statement came two days before the final terms were filed.

Preliminary results, due the business day after the October 29 expiry, will show how many holders took the $3, whether any class missed its 50% minimum and how concentrated the remaining register has become. SkyAI's next quarterly report will then be the first to show the company without its tokens: no staking income, whatever cash the tender leaves behind, and a platform that has yet to launch.

This article is provided for informational purposes only and does not constitute financial, investment or tax advice. Tender participation is governed by the company's official offer documents.