Dot Ai Announces Two Letters of Intent for Strategic Preferred Stock Investment and to Sell a Portion of its Operating Business

Rhea-AI Summary

Dot Ai (NASDAQ:DAIC) entered two non-binding letters of intent as part of its strategic alternatives review. An investor may purchase up to $5.0 million of convertible preferred stock, while a strategic buyer may acquire a portion of the operating business for up to $6.0 million plus assumption of about $3.0 million in liabilities.

The buyer would also provide a $500,000 secured convertible note as a down payment. The transactions are intended to strengthen the balance sheet, support Nasdaq listing compliance, and potentially return remaining proceeds to shareholders, but remain subject to definitive agreements and multiple approvals.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Positive

• Proposed up to $5.0 million convertible preferred stock investment for liquidity
• Potential sale of operating assets for up to $6.0 million cash
• Buyer to assume approximately $3.0 million of related liabilities
• $500,000 secured convertible note provides near-term working capital support
• Transactions intended to support continued Nasdaq listing compliance
• Remaining investment proceeds may be returned to shareholders, subject to legal requirements

Negative

• Both letters of intent are non-binding and may not close
• Completion subject to extensive conditions, including stockholder, lender, Nasdaq, and regulatory approvals
• Proposed deals depend on maintenance of the company’s Nasdaq listing
• Convertible preferred stock and note could lead to shareholder dilution if completed
• Sale involves a portion of the operating business, reducing retained assets

News Market Reaction – DAIC

-4.15% 3.1x vol

23 alerts

-4.15% News Effect

+114.8% Peak Tracked

-21.5% Trough Tracked

-$106K Valuation Impact

$2.44M Market Cap

3.1x Rel. Volume

On the day this news was published, DAIC declined 4.15%, reflecting a moderate negative market reaction. Argus tracked a peak move of +114.8% during that session. Argus tracked a trough of -21.5% from its starting point during tracking. Our momentum scanner triggered 23 alerts that day, indicating elevated trading interest and price volatility. This price movement removed approximately $106K from the company's valuation, bringing the market cap to $2.44M at that time. Trading volume was very high at 3.1x the daily average, suggesting heavy selling pressure.

Data tracked by StockTitan Argus on the day of publication.

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Proposed transactions are the result of the Company's previously announced strategic alternatives process and, if consummated, would strengthen the balance sheet with up to a $5 million investment in convertible preferred stock and an up to $6 million asset purchase along with the assumption of up to $3 million of existing liabilities and are intended to support continued Nasdaq compliance, return value to existing shareholders, and position the Company to pursue value-creating strategic initiatives

LAS VEGAS, NV / ACCESS Newswire / June 10, 2026 / Dot Ai, Inc. (NASDAQ:DAIC) ("Dot Ai" or the "Company"), an IoT and AI-based SaaS company redefining asset intelligence for industrial technology, today announced as a result of its review of strategic alternatives the entry into two letters of intent for proposed transactions. The Company has entered into a non-binding letter of intent with an investor (the "Investor") for an up to $5.0 million convertible preferred stock investment and a separate non-binding letter of intent for the sale of a portion of its operating business for approximately $6.0 million in cash, along with the assumption of up to $3.0 million in existing liabilities. The Investor may also provide additional funding to support a potential value-creating strategic initiatives.

Together, if consummated on the terms described below, the proposed transactions are intended to strengthen the Company's balance sheet, support continued compliance with Nasdaq listing requirements, return value to existing shareholders, and position the Company to create long-term shareholder value.

$5.0 Million Strategic Preferred Investment

Under the non-binding term sheet, the Investor would invest an aggregate of $5.0 million in convertible preferred stock, funded in three tranches, subject to definitive documentation. Proceeds are expected to be used for general working capital during the strategic transition, the satisfaction or discharge of existing liabilities, and transaction expenses, with any remaining proceeds returned to the Company's shareholders, subject to applicable legal requirements.

As part of the proposed investment, the Investor would seek to enable strategic initiatives designed to maximize shareholder value, including by making additional capital available. The Company's existing management team is expected to remain involved in overseeing and operating the existing business and providing support in connection with any subsequent strategic initiatives.

Sale of a Portion of the Operating Business

Separately, the Company, through its operating subsidiaries, has entered into a non-binding letter of intent to sell a portion of its operating business - comprising designated operating assets used in the Dot Ai business - to a strategic buyer (the "Buyer") for a purchase price of up to $6.0 million in cash, together with the assumption of approximately $3.0 million of related liabilities, subject to adjustment and definitive documentation. Importantly, the proposed transaction is structured as a sale of a portion of the Company's operating business, with the Company retaining certain operating units within the listed entity.

In connection with the letter of intent and subject to execution of definitive documentation and applicable lender consents, the Buyer would fund a $500,000 secured convertible note to support working capital and transaction-related expenses as a down payment in exchange for exclusivity throughout the term of the deal, and intends to retain and support the existing management team to accelerate commercialization and growth.

Strategic Alternatives Process

The proposed transactions follow the Company's previously announced engagement of Cohen & Company Capital Markets, a division of J.V.B. Financial Group, LLC, to serve as its exclusive financial advisor in connection with its review of strategic alternatives. The letters of intent are non-binding, other than for certain customary provisions, including relating to exclusivity, and expenses, and do not constitute binding commitments to complete the proposed transactions. Completion of the proposed transactions is subject in all respects to the negotiation and execution of definitive agreements, satisfactory completion of due diligence, board approval, receipt of any required stockholder, lender, Nasdaq, and regulatory consents or approvals, market conditions, and the satisfaction of customary closing conditions, including maintenance of the Company's listing on The Nasdaq Stock Market LLC. There can be no assurance that definitive agreements will be executed, that the proposed transactions will be completed on the terms described or at all, or as to the timing of any such transactions. The Company does not intend to disclose further developments unless and until it determines that additional disclosure is appropriate or required.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Dot Ai

Dot Ai (NASDAQ:DAIC) is an IoT and AI-based SaaS company at the forefront of Asset Intelligence technology for smart supply chain operations. Leveraging state-of-the-art AI engines, cutting-edge 5G RF and BLE technology, and seamless cloud integrations, Dot Ai offers real-time asset visibility and predictive analytics that integrate with existing infrastructure. The Company serves multiple industries including aviation, construction, delivery, military, mining, retail, seaports, medical logistics, warehousing and manufacturing. For more information, please visit daic.ai.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that are not historical facts, including statements regarding the proposed convertible preferred stock investment, the proposed sale of a portion of the Company's operating business, the potential $500,000 convertible note financing, the Company's review of strategic alternatives, the anticipated use of proceeds, the potential return of value to shareholders, continued Nasdaq listing compliance, anticipated governance and management changes, and the Company's positioning to pursue a strategic acquisition. All forward-looking statements are based on Dot Ai's current expectations and beliefs concerning future developments and their potential effects on the Company. Forward-looking statements are subject to risks and uncertainties - including the risk that definitive agreements may not be executed, that required stockholder, lender, Nasdaq, or regulatory approvals may not be obtained, and that the proposed transactions may not be completed on the terms described or at all - that could cause actual results to differ materially from those expressed in the forward-looking statements. Readers are cautioned not to put undue reliance on forward-looking statements, and Dot Ai assumes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

Investor Relations Contact:
Lucas A. Zimmerman & Ian Scargill
MZ Group - MZ North America
(262) 357-2918
DAIC@mzgroup.us
www.mzgroup.us

SOURCE: Dot Ai

View the original press release on ACCESS Newswire

FAQ

What did Dot Ai (NASDAQ:DAIC) announce on June 10, 2026?

Dot Ai announced two non-binding letters of intent for a preferred stock investment and a partial asset sale. According to the company, these proposed deals could total up to $5 million in convertible preferred stock and $6 million in cash plus assumed liabilities.

How large is the proposed preferred stock investment in Dot Ai (DAIC)?

The proposed preferred stock investment is up to $5.0 million in convertible preferred shares. According to the company, funding would occur in three tranches and support working capital, liability satisfaction, transaction expenses, and potentially returning any remaining proceeds to shareholders, subject to legal requirements.

What are the key terms of Dot Ai’s proposed asset sale for DAIC shareholders?

Dot Ai may sell a portion of its operating business for up to $6.0 million in cash. According to the company, the buyer would also assume about $3.0 million of related liabilities, while Dot Ai retains certain operating units within the listed entity, subject to definitive documentation.

How will the $500,000 secured convertible note affect Dot Ai (DAIC)?

The buyer intends to provide a $500,000 secured convertible note as a down payment. According to the company, this funding would support working capital and transaction expenses and grants the buyer exclusivity during the deal term, subject to lender consents and definitive agreements.

What is the goal of Dot Ai’s strategic alternatives process for DAIC stock?

Dot Ai’s strategic alternatives process aims to strengthen its balance sheet and support Nasdaq compliance. According to the company, the proposed transactions are also intended to return value to shareholders and position the business to pursue additional value-creating strategic initiatives if completed.

Are Dot Ai’s proposed DAIC transactions guaranteed to close?

The proposed transactions are not guaranteed to close and remain uncertain. According to the company, they depend on negotiating definitive agreements, satisfactory due diligence, board approval, required consents and approvals, market conditions, and maintaining the Nasdaq listing, with no assurance of completion.

What role will Dot Ai’s management play if the DAIC transactions proceed?

Dot Ai expects its existing management team to remain involved if the transactions proceed. According to the company, management would continue operating the existing business and support any subsequent strategic initiatives, while the buyer intends to retain and support the team to accelerate commercialization and growth.