Forward Industries Announces Updated Proposal to Acquire SkyAI, Inc.

Forward Industries proposes a premium-valued, stock-or-cash acquisition of SkyAI via a non-binding, condition-heavy offer.

Rhea-AI Summary

Forward Industries (FWDI) has submitted a non-binding proposal to acquire all outstanding common stock of SkyAI, Inc., offering SkyAI stockholders cash and/or Forward common stock at each holder’s election.

Each SkyAI share would be converted into the value of 0.306 Forward shares, based on a fixed exchange ratio that would not adjust for future share price movements of either company. Using Forward’s $6.95 closing price on September 14, 2026, the proposal implies consideration of $2.13 per SkyAI share, representing a 50% premium to SkyAI’s $1.42 closing price on the same date. Forward proposes to structure the deal as a merger or other tax-efficient combination that the parties may agree. The company has asked SkyAI’s Board to respond by 5:00 p.m. ET on September 25, 2026. The proposal remains subject to due diligence, negotiation of definitive terms, regulatory clearances, and SkyAI stockholder approval, and there is no assurance any transaction will be completed.

Positive

• 50% premium to SkyAI’s $1.42 closing price on September 14, 2026
• Implied SkyAI consideration of $2.13 per share based on FWDI at $6.95
• Fixed exchange ratio of 0.306 Forward shares per SkyAI share
• SkyAI holders may elect cash, stock, or a combination

Negative

• Proposal is non-binding and subject to completion of due diligence
• Transaction requires regulatory approvals and SkyAI stockholder approval with no assurance of closing

Market Context

FWDI rose 12.62% after the June 15 SkyAI acquisition proposal; that earlier record directly related ...

Analysis

FWDI rose 12.62% after the June 15 SkyAI acquisition proposal; that earlier record directly related to this updated approach, while the current proposal remained non-binding and subject to a definitive agreement and approvals.

Key Figures

Premium: 50% Fixed exchange ratio: 0.306 Forward shares Implied consideration: $2.13 per SkyAI share +3 more

Premium

50%

To SkyAI's September 14, 2026 closing price

Fixed exchange ratio

0.306 Forward shares

Per SkyAI share

Implied consideration

$2.13 per SkyAI share

Based on Forward's September 14, 2026 closing price

Forward closing price

$6.95

September 14, 2026

SkyAI closing price

$1.42

September 14, 2026

Board response deadline

5:00 p.m. Eastern time on September 25, 2026

Requested response from the SkyAI Board

Previous Acquisition Reports

1 past event · Latest: Jun 15

Same Type 1 event

1. Jun 15

   Acquisition proposal

   24h Move

   +0.2%

   Earlier non-binding SkyAI proposal offered 0.367 FWDI shares and a 20% premium.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

fixed exchange ratio, non-binding, due diligence, prospectus

4 terms

fixed exchange ratio financial

"a fixed exchange ratio that would not adjust for changes in the trading price"

A fixed exchange ratio is a predetermined rate used in a stock-for-stock merger that states exactly how many shares of the acquiring or combined company each holder of the target company will receive for each share they own. It matters to investors because it locks in the proportion of ownership, potential dilution and exposure to future share-price moves—like agreeing today to trade three apples for one orange regardless of how apple or orange prices change later—so holders can assess value and voting impact before the deal completes.

non-binding regulatory

"The proposal is non-binding and remains subject to customary conditions"

"Non-binding" describes an agreement or statement that does not legally require the parties involved to follow through with its terms. It’s like a handshake or a written promise that shows intent but isn’t enforceable by law. For investors, understanding whether an agreement is binding or non-binding helps gauge how seriously the parties are committed and how much weight to give to the promises made.

due diligence regulatory

"including completion of due diligence, the negotiation and execution"

Due diligence is the careful investigation and analysis someone conducts before making a decision, such as investing money or entering into an agreement. It’s like researching thoroughly before buying a used car to ensure it’s in good condition; this helps prevent surprises and makes informed choices. For investors, due diligence reduces risk by verifying details and understanding what they’re getting into.

View in glossary

prospectus financial

"offered only by means of a prospectus meeting the requirements"

A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

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

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Proposal reflects a 50% premium to SkyAI's closing price on September 14, 2026. SkyAI stockholders may elect cash or Forward common stock, or any combination of the two.

AUSTIN, Texas, Sept. 15, 2026 (GLOBE NEWSWIRE) -- Forward Industries, Inc. (NASDAQ: FWDI) (the "Company" or "Forward"), the leading Solana treasury company, today announced that it has delivered a letter to the Board of Directors of SkyAI, Inc. proposing to acquire all of SkyAI's issued and outstanding common stock.

Under the proposal, SkyAI stockholders would receive cash and/or shares of Forward common stock, at each holder's election. Each SkyAI share would be converted into the value of 0.306 Forward shares, a fixed exchange ratio that would not adjust for changes in the trading price of either company’s common stock. Based on the closing price of $6.95 per Forward share on September 14, 2026, the ratio implies consideration of $2.13 per SkyAI share, a 50% premium to SkyAI’s closing price of $1.42 on the same date. Forward has proposed to effect the transaction as a merger or other tax-efficient combination as the parties may mutually agree.

“Our updated offer reflects our conviction in the value this combination can create,” said Ryan Navi, CIO of Forward Industries. “Forward has a proven playbook and a track record of execution that delivers value. SkyAI’s stockholders have waited long enough. We’re ready to move quickly - the next step is for the Board to engage.”

Forward has requested a response from the SkyAI Board by 5:00 p.m. Eastern time on September 25, 2026.

The proposal is non-binding and remains subject to customary conditions, including completion of due diligence, the negotiation and execution of a definitive agreement, receipt of required regulatory approvals, and approval by SkyAI's stockholders. There can be no assurance that any transaction will be agreed or completed, or that any definitive agreement will be entered into.

No Offer or Solicitation

This press release is for informational purposes only. It does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor is it a solicitation of any vote or approval, and there will be no sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any securities that may be issued in connection with a transaction would be offered only by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an applicable exemption therefrom.

About Forward Industries, Inc.

Forward Industries, Inc. (NASDAQ: FWDI) is a Solana focused digital asset treasury company, with the strategy to buy, hold, stake, trade, invest in, and grow SOL and SOL related digital assets, protocols and businesses. Forward’s mission is to expand and strengthen the Solana ecosystem by acquiring and staking SOL and engaging with, providing tools to and investing in the Solana network, Solana developers and Solana related projects in order to increase shareholder value. In connection with a private placement transaction in September 2025, Forward launched a digital asset treasury strategy supported by industry leading investors and operating partners including Galaxy Digital and Jump Crypto. For more information on the Company's Solana treasury strategy, visit www.forwardindustries.com.

Forward Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally can be identified by the use of words such as "anticipate," "expect," "plan," "could," "may," "will," "believe," "estimate," "forecast," "goal," "project," and other words of similar meaning. These forward-looking statements address various matters including statements relating to the proposed transaction with SkyAI, Inc., the Company's plan for value creation and strategic advantages, market size and growth opportunities. Each forward-looking statement contained in this press release is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statement. Applicable risks and uncertainties include, among others, the risk that the proposed transaction is not agreed, is delayed, or is not completed on the terms described or at all; the risk that the SkyAI Board does not engage with the Company; failure to realize the anticipated benefits of the proposed transaction or of the Company's digital asset treasury strategy; changes in business, market, financial, political and regulatory conditions; risks relating to the Company's operations and business, including the highly volatile nature of the price of Solana and other cryptocurrencies; the risk that the price of the Company's common stock may be highly correlated to the price of the digital assets that it holds; risks related to increased competition in the industries and markets in which the Company does and will operate (including the applicable digital assets market); risks relating to significant legal, commercial, regulatory and technical uncertainty regarding digital assets generally; risks relating to the treatment of crypto assets for U.S. and foreign tax purposes; as well as those risks and uncertainties identified in the Company's filings with the Securities and Exchange Commission. The forward-looking statements in this press release speak only as of the date of this document, and the Company undertakes no obligation to update or revise any of these statements.

Contacts

Media Contact comms@forwardindustries.com
Investor Relations Contact ir@forwardindustries.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much is Forward Industries proposing to pay for each share of SkyAI?

The proposal would convert each SkyAI share into the value of 0.306 Forward shares. Based on Forward’s $6.95 closing price on September 14, 2026, this implies $2.13 per SkyAI share, which represents a 50% premium to SkyAI’s $1.42 closing price on that date.

What form of consideration can SkyAI stockholders receive under the proposal?

SkyAI stockholders could receive cash and/or shares of Forward common stock, with the mix elected individually by each holder, subject to the final terms of any definitive agreement.

What is the deadline for the SkyAI Board to respond to Forward’s proposal?

Forward has requested that the SkyAI Board provide a response to the proposal by 5:00 p.m. Eastern time on September 25, 2026.

What conditions must be satisfied before any acquisition of SkyAI by Forward could occur?

Completion of any transaction would depend on due diligence, negotiation and execution of a definitive agreement, receipt of required regulatory approvals, and approval by SkyAI’s stockholders. The announcement states there can be no assurance that a transaction will be agreed or completed.

Does this announcement constitute an offer to sell or solicit the purchase of securities?

No. The announcement states that it is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor a solicitation of any vote or approval. Any securities issued in a transaction would be offered only by a prospectus meeting applicable legal requirements or an exemption.