SKYA · SkyAI

The thesis

SkyAI's shares are more likely to lag the S&P 500 over the next three months. They closed at $2.45 on 12 November 2026, below the $3.00 per share cash tender offer for up to 95% of the company's common stock, and the value of any untendered shares depends on how much cash the company keeps after paying for the tendered ones. The company's final results and the first closes after settlement will show that value.

The tender offer expired one minute after 11:59 p.m. New York time on 12 November 2026, after the session closed. SkyAI said in its 2 November 2026 release that preliminary results, including any proration, would follow on the next business day, 13 November 2026. Those figures were not public when this note was written, so the call does not rest on them.

The $2.45 close is below the $2.97 close of 11 November 2026 and below each close from 5 November to 10 November 2026, which ran between $2.92 and $2.96. After settlement, SkyAI will be a small listed company building an agentic AI finance platform. SkyAI's 10-Q for the quarter ended 30 September 2026, filed 6 November 2026, reports 50,854,199 common shares outstanding as of 2 November 2026. A full 95% purchase would leave about one share in twenty outstanding.

Bullish and bearish views on SkyAI, Inc.

The bull case on SkyAI, Inc. (SKYA), in brief: cash covers the full offer. The bear case: the shares closed below the offer.

Bull case

• Cash covers the full offer. An 8-K filed on 27 October 2026 reported about $223.8 million of cash after SkyAI sold all of its Solana (SOL) tokens. The 2 November 2026 release put full acceptance at about $214.3 million and said the offer has no financing condition.
• The offer terms are fixed. The 2 November 2026 release confirmed $3.00 per share for up to 48,311,489 common shares, which is 95% of the class. It also confirmed $2.9999 per pre-funded and strategic warrant and $0.17 per stapled warrant.
• The largest dissenting holder now tenders. Under the 27 October 2026 settlement, Bastion Trading, a holder of about 9.99%, agreed to tender all of its common shares, pre-funded warrants and stapled warrants and accepted a three-year standstill. That support helps each class reach its 50% minimum condition.
• Crypto price risk is gone. SkyAI sold about 2 million SOL at an average of $107.20 net per token. The company said on 2 November 2026 that it holds no SOL and will not buy SOL back after the offer.
• The offer carried a large premium. SkyAI's 8-K announcing the plan priced the $3.00 offer 65% above the 9 October 2026 close. An SEC Form 4 shows Bastion bought 44,000 shares at $1.78 on 7 October 2026 under a Rule 10b5-1 plan.

Bear case

• The shares closed below the offer. The $2.45 close on 12 November 2026 is under the $3.00 offer and under the $2.97 close of 11 November 2026. The drop came in the session before the offer expired, and any value above the cash paid depends on what the untendered shares are worth.
• The remaining company loses money. SkyAI's 10-Q reports a nine-month net loss of $24.6 million to 30 September 2026, with selling, general and administrative expenses of $12.8 million and related-party consulting fees of $7.1 million. The third-quarter net income of $84.9 million came mainly from a $90.5 million unrealized gain on digital assets that SkyAI has since sold.
• Shareholders have voted against management. At the 18 September 2026 annual meeting, holders withheld 66.6% to 75.0% of votes cast on each director nominee and rejected the 2026 Equity Incentive Plan by 22,464,708 votes against to 5,048,520 for, according to Solana Compass on 25 September 2026. Directors kept their seats under plurality voting.
• The offer was priced below net asset value. SkyAI's 19 October 2026 release put the $3.00 price at about 0.95 times net asset value. Solana Compass reported on 14 October 2026 that Bastion had demanded $3.50 before it settled.
• The board takes no side. The board approved the offer and its amendments but makes no recommendation on whether holders should tender.

Price setup

The shares closed at $2.45 on 12 November 2026. That is 36.5% below the 52-week intraday high of $3.86 set on 12 November 2025. The 3-month change is 150.0%, measured from a $0.98 close on 14 August 2026. The 52-week closing low is $0.95, on 25 June 2026.

The close sits above the 50-day average of $2.22 and the 200-day average of $1.71, both as of 12 November 2026. Almost all of the three-month gain followed the tender announcement. Benzinga reported the shares rose 41.8% to $2.58 in the 12 October 2026 session, the first trading day after the plan was announced.

Adjusted price histories do not record cash paid in a tender. After settlement, the quoted price reflects only the shares left outstanding, so a sharp drop in the quote can follow a completed offer without any loss to a holder who tendered. The price after settlement is a read on the remaining business alone.

Catalysts ahead

No upcoming dated catalysts on file — the dated entries below have passed.

Elapsed catalysts

• 13 November 2026: Preliminary tender results and proration, due the business day after the 12 November 2026 expiry per the company's release. Shows how many shares remain outstanding after the offer and how the 95% cap is applied. (passed)

What would change the view

A daily close above $3.71, which would put the shares well above the $3.00 tender price and show them leading the S&P 500. A raised offer price above $3.00 would also show the shares leading.

What it trades with

Until settlement, the shares follow the offer price and the odds of completion. They have little link to the S&P 500, to AI software stocks or to the price of SOL, which SkyAI no longer holds. Other companies running buyouts or tender offers move on their own deal events.

After settlement, the untendered shares will trade as a micro-cap AI software company. A share count cut by up to 95% will leave the stock thinly traded, so single trades can move the price.