Key Takeaways
- Bastion Trading opposes SkyAI’s $201M tender and questions the sale of roughly 70% of its SOL.
- The 9.99% shareholder wants board changes, fuller disclosure, and a tender price of at least $3.50.
- Shareholder support now hinges on whether SkyAI improves the deal and explains its solana sales.
SkyAI’s $3 Tender Draws Pushback
SkyAI’s plan to use cash and solana sales to fund a sweeping shareholder tender offer is already facing resistance from one of its largest investors.
Bastion Trading said in a statement that it will not participate in the proposed offer unless SkyAI addresses concerns over governance, disclosure, and pricing. The investor, together with affiliates, beneficially owns about 9.99% of SkyAI’s common stock.
The pushback comes days after SkyAI outlined plans to buy up to 95% of its outstanding shares and eligible warrants for $3 each, with a maximum purchase price of about $201 million.
Bastion Questions the Scale of SOL Sales
The central dispute is SkyAI’s crypto treasury.
SkyAI initially said it had sold about 1 million SOL, roughly half of its holdings. Bastion says a subsequent regulatory filing showed only around 600,000 SOL remained, implying approximately 70% of the company’s Solana treasury had been disposed of in less than a month.
Bastion said shareholders still lack key details, including when the SOL was sold, average execution prices, proceeds, transaction costs, and the approval process. That matters because SkyAI had publicly reaffirmed its solana digital asset treasury strategy shortly before the sales, when it said it held more than 2 million SOL.
Bastion is calling for an independent review of the transactions and fuller disclosure before the tender begins.
Board Governance Moves Into the Spotlight
The investor is also challenging the authority of SkyAI’s current board to oversee such a major capital restructuring.
At SkyAI’s 2026 annual meeting, all five incumbent directors received more withhold votes than votes in favor, according to Bastion. Bastion wants the board refreshed with new independent directors and an independent special committee established to oversee the tender process.
The dispute adds another layer to SkyAI’s already complicated capital strategy after the company rejected Forward Industries’ unsolicited all-stock takeover proposal.
Bastion Wants at Least $3.50 Per Share
Bastion is also demanding better economics.
It wants SkyAI to raise the tender price from $3 to at least $3.50, versus Bastion’s estimated net asset value of about $3.30 per share.
It also wants the company to remove the $100 SOL price condition, eliminate the 50% minimum participation threshold, exclude strategic-advisor warrants, and prevent insiders from tendering securities they hold.
The battle now shifts from whether SkyAI can fund the tender to whether shareholders accept its terms. For a crypto treasury company that already appears to be selling large amounts of SOL, that governance fight may prove just as important as the token price itself.
