SkyAI, Inc. (Nasdaq: SKYA) announced on October 27, 2026, that it has entered into a tender support and settlement agreement with Bastion Trading Limited and its affiliates. The agreement amends the company's ongoing cash tender offer to include additional classes of securities and establishes a three-year standstill period for the major stockholder.
Under the terms of the agreement, SkyAI will amend its tender offer to increase the purchase of pre-funded warrants to 100% of each class outstanding, up from the previous 95%. The company will also add outstanding stapled warrants as new classes of securities purchasable in the offer. Cash stapled warrants and cryptocurrency stapled warrants will be offered at a price of $0.17 per warrant. The offer will extend until one minute after 11:59 p.m., New York City time, on November 12, 2026.
Bastion Trading Limited has agreed to tender all of its shares of common stock, pre-funded warrants, and stapled warrants into the offer. The company stated that if all securities sought are tendered, it will pay approximately $214.3 million in the amended offer, funded from cash on hand. Bastion has also agreed to a three-year standstill period during which it will not acquire additional securities, nominate directors, or influence management, subject to certain exceptions.
The agreement includes mutual non-disparagement covenants and a mutual release of claims following payment for tendered securities. The Board of Directors has approved the offer and the amendments, though it is not making any recommendation to shareholders regarding whether to participate.
