SkyAI Announces Preliminary Results of Cash Tender Offer

Rhea-AI Summary

SkyAI (SKYA) announced preliminary cash tender offer results, with expected purchases totaling approximately $209 million, excluding fees and expenses.

The offer expired November 12, 2026. Expected purchases include approximately 47.0 million common shares at $3.00 each; 5.1 million cash and 10.5 million cryptocurrency pre-funded warrants; and 3.9 million strategic warrants. Each of those warrants carries a purchase price of $3.00 less the $0.0001 exercise price. SkyAI also expects to purchase approximately 34.5 million cash and 21.5 million cryptocurrency stapled warrants at $0.17 each. The counts remain preliminary and subject to confirmation by depositary MacKenzie Partners.

4 points · 1 major

PositiveiHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

0 major · 1 point

Hollow bars mark forward-looking points. How the balance works

Positive

• Major point. Forward-looking: it has not happened yet and may not happen.Common stock tender purchases expected at approximately 47.0 million shares at $3.00 per share.
• Minor point. Forward-looking: it has not happened yet and may not happen.Pre-funded warrant purchases expected: approximately 5.1 million cash and 10.5 million cryptocurrency warrants at $3.00 less $0.0001 each.
• Minor point. Forward-looking: it has not happened yet and may not happen.Strategic warrant purchases expected: approximately 3.9 million warrants at $3.00 per warrant less the $0.0001 exercise price.
• Minor point. Forward-looking: it has not happened yet and may not happen.Stapled warrant purchases expected: approximately 34.5 million cash and 21.5 million cryptocurrency warrants at $0.17 each.

Negative

• Minor pointPurchase counts remain preliminary and subject to change pending the depositary's confirmation.

Key Figures

Common shares: Approximately 47.0 million shares at $3.00 per share Pre-funded warrants: Approximately 5.1 million cash and 10.5 million cryptocurrency warrants at $3.00 per warrant less the $0.0001 exercise price Strategic warrants: Approximately 3.9 million warrants at $3.00 per warrant less the $0.0001 exercise price +2 more

Common shares

Approximately 47.0 million shares at $3.00 per share

Preliminary expected purchases

Pre-funded warrants

Approximately 5.1 million cash and 10.5 million cryptocurrency warrants at $3.00 per warrant less the $0.0001 exercise price

Preliminary expected purchases

Strategic warrants

Approximately 3.9 million warrants at $3.00 per warrant less the $0.0001 exercise price

Preliminary expected purchases

Stapled warrants

Approximately 34.5 million cash and 21.5 million cryptocurrency warrants at $0.17 per warrant

Preliminary expected purchases

Aggregate purchase price

Approximately $209 million

Expected; excludes fees and expenses related to the Offer

Historical Context

2 past events · Latest: Nov 02

2 events

1. Nov 02

   Tender offer amendment

   24h Move

   -1.4%

   Amended the offer to include all outstanding pre-funded and stapled warrant classes.

2. Oct 27

   Tender offer expansion

   24h Move

   +1.4%

   Expanded warrant coverage and documented Bastion's commitment to tender eligible securities.

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

Key Terms

cash tender offer, pre-funded warrants, depositary

3 terms

cash tender offer financial

"preliminary results of its previously announced cash tender offer"

A cash tender offer is a public proposal in which an individual or group offers to buy a set number of a company's shares directly from shareholders for a specified cash price during a limited time. It matters to investors because it gives a clear, immediate chance to sell shares at a known price — like a store offering to buy back items at a posted rate — and can affect the stock’s market price, ownership control and liquidity.

pre-funded warrants financial

"Approximately 5.1 million cash pre-funded warrants"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

depositary financial

"MacKenzie Partners, Inc., the depositary and information agent for the Offer"

A depositary is a financial institution that holds and safeguards financial assets, such as stocks or bonds, on behalf of investors. It ensures that ownership records are accurate and that transactions are processed securely. For investors, a depositary provides a trustworthy way to manage their investments, similar to a secure vault that keeps valuables safe and organized.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

NEW YORK, Nov. 13, 2026 (GLOBE NEWSWIRE) -- SkyAI, Inc. (Nasdaq: SKYA) (“SkyAI” or the “Company”) today announced the preliminary results of its previously announced cash tender offer (the “Offer”) to purchase shares of its common stock and certain outstanding warrants. The Offer expired at one minute after 11:59 p.m., New York City time, on November 12, 2026.

Based on the preliminary count by MacKenzie Partners, Inc., the depositary and information agent for the Offer (the “Depositary”) and in accordance with the terms and conditions of the Offer, SkyAI expects to purchase the following securities validly tendered and not validly withdrawn prior to the expiration of the Offer:

• Common stock: Approximately 47.0 million shares at $3.00 per share.
• Pre-funded warrants: Approximately 5.1 million cash pre-funded warrants and 10.5 million cryptocurrency pre-funded warrants at $3.00 per warrant less the $0.0001 exercise price.
• Strategic warrants: Approximately 3.9 million strategic warrants at $3.00 per warrant less the $0.0001 exercise price.
• Stapled warrants: Approximately 34.5 million cash stapled warrants and 21.5 million cryptocurrency stapled warrants at $0.17 per warrant.
  
  

The aggregate purchase price is expected to be approximately $209 million, excluding fees and expenses related to the Offer.

The number of securities expected to be purchased by SkyAI is preliminary and subject to change. The preliminary information contained in this press release is subject to confirmation by the Depositary. The final number of securities to be purchased by SkyAI will be announced following completion of the Depositary's confirmation process. Payment for securities accepted for purchase under the Offer will occur promptly in accordance with the terms of the Offer.

About SkyAI

SkyAI, Inc. (Nasdaq: SKYA) is an artificial intelligence company building an agentic finance platform for the Global South. For additional information, please visit https://www.skyai.co/.

Forward-Looking Statements and Information

This press release contains “forward-looking statements,” including statements regarding the completion of the Offer, the amount and pricing of the Offer, , the number of securities to be taken up and paid for pursuant to valid tenders in the Offer, , and other terms and conditions of the Offer, which involve known and unknown risks, uncertainties and other factors that may cause actual results and other events to be materially different from those expressed or implied by such forward-looking statements.

The forward-looking statements contained in this press release are subject to a number of material factors that could cause actual results to differ materially, including, the satisfaction of the conditions to completion of the Offer, developments or changes in general economic or market conditions, developments or changes in the securities markets, developments or changes in our business, financial condition or cash flows, as well as other risks detailed in our Annual Report on Form 10-K for the most recent fiscal year as filed with the SEC.

A more complete discussion of the risks and uncertainties facing the Company appears in the Company’s Annual Report on Form 10-K for the most recent fiscal year as filed with the SEC, the Company’s Quarterly Reports on Form 10-Q and the Company’s continuous and periodic disclosure filings, which are available at www.sec.gov and at www.skyai.co. All forward-looking statements herein are qualified in their entirety by this cautionary statement, and the Company undertakes no obligation to revise or update any such forward-looking statements or to publicly announce the result of any revisions to any of the forward-looking statements contained herein to reflect future results, events or developments, except as required by law.

Media Contact
Edelman Smithfield
SkyAI@edelmansmithfield.com

Depositary and Information Agent
MacKenzie Partners, Inc.
(800) 322-2885 or (212) 929-5500
tenderoffer@mackenziepartners.com

FAQ

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

What is the expected total purchase price of SkyAI's cash tender offer?

SkyAI expects an aggregate purchase price of approximately $209 million, excluding fees and expenses related to the offer. The securities counts are preliminary and subject to confirmation by the depositary.

When will SkyAI pay for securities accepted in the tender offer?

Payment for accepted securities will occur promptly in accordance with the offer's terms. The final number of securities to be purchased will be announced after the depositary completes its confirmation process.