SOLAI Announces Receipt of Preliminary Non-Binding Going-Private Proposal

Rhea-AI Summary

SOLAI (NYSE: SLAI) disclosed receipt of a preliminary, non-binding going-private proposal from Chaince Digital Holdings to acquire all Class A and Class B ordinary shares, including ADS (100 Class A shares per ADS), for US$0.03069 per Ordinary Share (US$3.069 per ADS) in cash.

The offer equals 110% of NAV per Ordinary Share as of September 30, 2025, with a Final Purchase Price to be recalculated to 110% of the most recent quarter-end NAV and capped at US$3.20 per ADS. The Board has received the Proposal and no decision or agreement has been made.

Positive

• Proposed cash offer of US$3.069 per ADS
• Offer equals 110% of NAV as of September 30, 2025
• Final price mechanism tied to most recent quarter-end NAV

Negative

• Proposal is preliminary and non-binding; no agreement yet
• Final Purchase Price subject to adjustment and a US$3.20 ADS cap
• Company made no decision and provided no assurance the transaction will occur

Argus Mar 12 session

+6.45% close to close Open Argus

Details

News Market Reaction – SLAI

In the Mar 12 session, SLAI gained 6.45%, reflecting a notable positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock moved +6.5% in the session following this news. A strong positive reaction aligns with a c...

Analysis

The stock moved +6.5% in the session following this news. A strong positive reaction aligns with a cash going-private proposal priced at US$3.069 per ADS, versus a pre-news level of $0.93. The offer references 110% of NAV and includes a cap at US$3.20 per ADS, anchoring expectations. Historical trading showed mixed responses to strategic and governance news, so any sustained rerating could depend on deal certainty, regulatory progress, and whether competing bids or changes to terms emerge.

Key Figures

Proposed price per Ordinary Share: US$0.03069 Proposed price per ADS: US$3.069 ADS share ratio: 100 Class A ordinary shares per ADS +5 more

Proposed price per Ordinary Share

US$0.03069

Preliminary non-binding going-private proposal

Proposed price per ADS

US$3.069

Preliminary non-binding going-private proposal

ADS share ratio

100 Class A ordinary shares per ADS

Capital structure in proposal

Premium to NAV

110% of NAV per Ordinary Share

Proposal based on September 30, 2025 NAV

NAV reference per ADS

US$2.79

Net asset value as of September 30, 2025

Price cap per ADS

US$3.20

Maximum Final Purchase Price in proposal

Q3 2025 revenue

US$4.4M

Unaudited financial results for quarter ended September 30, 2025

Cash and cash equivalents

US$3.8M

Balance as of September 30, 2025

Historical Context

5 past events · Latest: Mar 09

5 events

1. Mar 09

   Strategy expansion

   24h Move

   -1.6%

   Announced strategic expansion into personal AI infrastructure with multi-layer roadmap.

2. Feb 27

   Listing notice

   24h Move

   +2.5%

   Received NYSE continued listing notice for sub-US$1.00 average ADS price.

3. Dec 30

   Capital increase

   24h Move

   -8.7%

   Shareholders approved large increase in authorised share capital at EGM.

4. Nov 21

   Earnings release

   24h Move

   +4.4%

   Reported Q3 2025 results with lower revenue but narrowed operating loss.

5. Nov 19

   Earnings date set

   24h Move

   -7.3%

   Announced timing for release of Q3 2025 financial results.

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

Key Terms

going-private transaction, american depositary shares, net asset value (nav), class a ordinary shares, +2 more

6 terms

going-private transaction regulatory

"for a proposed purchase price of US$0.03069 per Ordinary Share... in a going-private transaction"

A going-private transaction is when a company’s publicly traded shares are bought out so the company is no longer listed on a stock exchange, usually by private investors or existing management. For investors it matters because public shareholders typically receive cash or other compensation and lose future public trading liquidity; the deal often includes a premium over the market price and signals a major strategic shift in how the business will be run.

american depositary shares financial

"including Ordinary Shares represented by American depositary shares (the "ADS", each representing 100 Class A ordinary shares)"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

net asset value (nav) financial

"represents 110% of the Company's net asset value (NAV) per Ordinary Share as of September 30, 2025"

Net asset value (NAV) is the per-share value of an investment fund calculated by totaling the fund’s assets, subtracting its liabilities, and dividing the remainder by the number of outstanding shares. Think of it like a price tag on each share of a collective piggy bank: investors use NAV to see what each share is worth, to compare funds, and, for many funds, it’s the price at which shares are bought or redeemed.

class a ordinary shares financial

"to acquire all of the issued and outstanding Class A ordinary shares and Class B ordinary shares"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

class b ordinary shares financial

"to acquire all of the issued and outstanding Class A ordinary shares and Class B ordinary shares"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

non-binding proposal regulatory

"has received a preliminary non-binding proposal letter (the "Proposal") from Chaince Digital Holdings Inc."

A non-binding proposal is an offer or plan presented by one party that outlines terms they would like to pursue but does not create a legally enforceable obligation. Think of it like a detailed handshake or a draft invitation to negotiate: it signals intent and frames possible outcomes, but either side can walk away or change terms without legal penalty. Investors watch these because they can move a stock’s price by suggesting a possible deal, yet they carry higher uncertainty than formal agreements.

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

AKRON, Ohio, March 12, 2026 /PRNewswire/ -- SOLAI Limited (NYSE: SLAI) (previously traded under "BTCM") ("SOLAI" or the "Company"), a technology-driven personal AI and digital infrastructure provider, today announced that its Board of Directors (the "Board") has received a preliminary non-binding proposal letter (the "Proposal") from Chaince Digital Holdings Inc., to acquire all of the issued and outstanding Class A ordinary shares and Class B ordinary shares of the Company ("Ordinary Shares"), including Ordinary Shares represented by American depositary shares (the "ADS", each representing 100 Class A ordinary shares), for a proposed purchase price of US$0.03069 per Ordinary Share, or US$3.069 per ADS, in cash in a going-private transaction (the "Proposed Transaction"), subject to certain conditions.

The proposed purchase price represents 110% of the Company's net asset value (NAV) per Ordinary Share as of September 30, 2025 (the reference date used in the Proposal), which was US$2.79 per ADS. Under the Proposal's price adjustment mechanism, the final purchase price payable upon closing of the Proposed Transaction ("Final Purchase Price"), would be recalculated and adjusted to reflect 110% of the NAV per Ordinary Share as of the most recent quarter-end date immediately preceding the closing of the Proposed Transaction. The Final Purchase Price is subject to a price cap and will in no event exceed US$3.20 per ADS.

The Company cautions its shareholders and others considering trading in its securities that the Board has just received the Proposal and has not made any decisions with respect to the Company's response to the Proposal. There can be no assurance that any definitive offer will be made, that any agreement will be executed, or that the Proposed Transaction or any other transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to this or any other transaction, except as required under applicable law.

About SOLAI Limited

SOLAI Limited (previously known as "BIT Mining Limited") (NYSE: SLAI) (previously traded under "BTCM"), is a technology-driven personal AI and digital infrastructure provider. Building upon its historical legacy in digital asset mining and blockchain network operations, the Company is leveraging extensive experience in large-scale hardware deployment, data center operations, and high-performance computing to build the foundational infrastructure for personal and digital assets globally.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "target," "going forward," "outlook" and similar statements. Such statements are based upon management's current expectations and current market and operating conditions and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company's control, which may cause the Company's actual results, performance or achievements to differ materially from those in the forward-looking statements. Important factors that could cause SOLAI's actual results to differ materially from those indicated in the forward-looking statements. Further information regarding these and other risks, uncertainties or factors is included in the Company's filings with the U.S. Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law.

For further information:
SOLAI Limited
ir@solai.com
ir.solai.com
www.solai.com

Christensen Advisory
Jason Ng
Tel: +852-2117-0861
Email: solai@christensencomms.com

View original content:https://www.prnewswire.com/news-releases/solai-announces-receipt-of-preliminary-non-binding-going-private-proposal-302712176.html

SOURCE SOLAI Limited

FAQ

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

What price did Chaince propose to buy SOLAI (SLAI) shares on March 12, 2026?

Chaince proposed US$0.03069 per Ordinary Share (US$3.069 per ADS) in cash. According to the company, the Proposal ties the price to 110% of NAV as of September 30, 2025 and includes further adjustment mechanics.

How does the proposed SOLAI (SLAI) purchase price relate to NAV and is there a cap?

The proposal values shares at 110% of NAV with a capped maximum. According to the company, the Final Purchase Price will be recalculated to 110% of the most recent quarter-end NAV and will not exceed US$3.20 per ADS.

Is the going-private proposal for SOLAI (SLAI) binding and approved by the Board?

No, the Proposal is preliminary and non-binding, and the Board has not made a decision. According to the company, there is no assurance a definitive offer will be made or the Proposed Transaction will be consummated.

What shares are included in Chaince's SOLAI (SLAI) going-private proposal?

All issued and outstanding Class A and Class B ordinary shares, including ADS where each ADS equals 100 Class A shares. According to the company, the Proposed Transaction would cover Ordinary Shares represented by ADS.

Will the SOLAI (SLAI) purchase price change before closing?

Yes, the Final Purchase Price will be recalculated to reflect 110% of the NAV as of the most recent quarter-end before closing. According to the company, that recalculation is subject to the Proposal's price adjustment mechanism and the US$3.20 cap.

What should SOLAI (SLAI) shareholders know about the likelihood of the transaction closing?

There is no assurance the transaction will occur; the company warned shareholders to exercise caution. According to the company, receipt of the Proposal does not mean an agreement will be executed or the Proposed Transaction approved.