Announcing Forward's Letter of Intent to Brera Holdings PLC - Read Press Release (Disclaimer) (8-K)

Press Release

Press Release

Forward Industries Announces Letter of Intent to Acquire SkyAI, Inc. (SKYA)

Forward Industries Announces Letter of Intent to Acquire SkyAI, Inc. (SKYA)

Forward Industries Announces Letter of Intent to Acquire SkyAI, Inc. (SKYA)

Forward Industries Team

AUSTIN, TX, June 15, 2026 (GLOBE NEWSWIRE) -- Forward Industries, Inc. (NASDAQ: FWDI) today confirms that it made a non-binding proposal to the Board of Directors of SkyAI, Inc. regarding an all-stock business combination under which SKYA stockholders would receive 0.367 newly-issued shares of Forward common stock for each share of SKYA common stock, representing a premium of approximately 20% to SKYA’s closing share price of $1.29 on the day immediately preceding the date of our proposal, or $1.55 per share. SKYA did not respond to the proposal by its expiration at the close of business on Friday, June 12, 2026. We are disappointed and surprised by the lack of response from the SKYA team and strongly believe that engaging in discussions with Forward is in the best interest of both SKYA and its shareholders.

Why Forward exists

Forward was built to advance Solana and to create value for our shareholders by offering a differentiated public-markets vehicle for exposure to SOL and the growth of the Solana ecosystem. Since launching our treasury strategy in September 2025, we have assembled the largest Solana treasury in the world, staked the majority of our SOL to our high-performance validator infrastructure, launched fwdSOL as a liquid staking token, and begun deploying capital directly into Solana protocols as an investor and liquidity provider. Forward is taking a first principles approach to fulfilling its long-term vision of becoming the Berkshire Hathaway of Solana while simultaneously reaching our short and medium-term goal of compounding SOL per share materially faster than the SOL staking rate and pushing the Solana ecosystem forward as a whole.

Why we approached SKYA

SKYA’s recent pivot toward AI appears to represent a significant departure from the Company’s historical strategy at a time when shareholders have already endured substantial value destruction. Despite the strategic shift, the market has continued to assign a deeply discounted valuation to the business, reflecting investor skepticism regarding the ability of the Company’s new direction to generate sustainable growth and shareholder returns as a standalone entity.

We believe a combination with FWDI offers a compelling alternative path forward. FWDI has established itself as a leading institutional Solana treasury platform with a clearly defined capital allocation framework, access to growth capital, and a strategy centered on increasing intrinsic value on a per-share basis. A transaction would provide SKYA shareholders with exposure to a differentiated digital asset treasury model, enhanced liquidity, greater institutional relevance, and participation in a larger, better-capitalized platform positioned to benefit from the continued growth of the Solana ecosystem.

We believe SKYA shareholders deserve the opportunity to be a part of the strategy and vision that they originally underwrote and to do so with a platform that has a proven strategy, stronger market positioning, and a clear roadmap for long-term value creation.

We made this proposal because we believe Forward is a strong partner for SKYA and its shareholders. We believe our capital structure, our scale as the largest Solana treasury, and our access to capital position us to realize and sustain the value embedded in SKYA more effectively than the company can on a standalone basis. Our proposal was designed to deliver SKYA stockholders a meaningful premium to recent trading levels, alongside continued — and we believe more liquid — exposure to Solana through Forward shares, backed by a leadership team with a demonstrated track record of execution and the support of leading operators in the digital asset industry, including Galaxy Digital and Jump Crypto.

Most importantly, we believe this combination would have advanced a mission SKYA and Forward share: accelerating the growth of the Solana ecosystem and creating durable value for the stockholders of both companies, for the builders and developers who power the network, and for the holders of SOL.

“SKYA trades at a significant discount to the net asset value of its treasury and its recent AI pivot has only exacerbated that discount with its shares meaningfully underperforming both SOL and its treasury-company peers since their pivot,” said Ryan Navi, Chief Investment Officer of Forward Industries. “In the current market environment, it can be difficult for subscale treasury companies to perform when high relative fixed operating costs cause meaningfully lower yields and negative cash flows which continue to erode shareholder value. Forward’s scale, strong balance sheet, and access to capital are precisely what a company in SKYA’s position needs to deliver on the vision it originally promised its shareholders.”

Media Contact
comms@forwardindustries.com

Investor Relations
Elevate IR
ir@forwardindustries.com

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SOL Holdings

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CHANGE

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SOL Holdings

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CHANGE

+10.61%

*As of March 31st, 2026

mNAV (Fully Diluted)

0.827x

*As of March 31st, 2026

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Legal Disclaimer: This feed, and the information contained herein, has been provided to you solely for informational purposes. Neither the information, nor any opinion contained in this feed, constitutes an offer to buy or sell, or a solicitation of an offer to buy or sell, any securities, digital assets or other financial instruments. Nothing contained in this feed constitutes investment, legal or tax advice. You should consult your own advisors and make your own investigations and evaluations of the information herein. Any decisions based on information contained in this feed are the sole responsibility of the viewer. None of Forward Industries nor any of its affiliates, shareholders, directors, officers, management, employees or representatives makes any representation or warranty, express or implied, as to the accuracy or completeness of any of the information or any other information (whether communicated in written or oral form) transmitted or made available to you. Each of the aforementioned parties expressly disclaims any and all liability relating to or resulting from the use of this information. Certain information contained herein (including any financial information) may have been obtained from published and non-published sources. Such information has not been independently verified and we are not responsible for the timeliness or accuracy of such information. Forward Industries and its affiliates may buy, sell or hold investments in some of the companies, digital assets or protocols discussed in this feed. Except where otherwise indicated, the information on this site is based on matters as they exist as of the date of preparation and not as of any future date, and will not be updated or otherwise revised to reflect information that subsequently becomes available, or circumstances existing or changes occurring after the date hereof.

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No Offer, Recommendation or Solicitation

None of the information contained on this Site constitutes a recommendation, solicitation or offer by Forward Industries, Inc. (“Forward Industries”) or its affiliates to buy or sell any securities, digital assets, or other financial instruments.

Without limiting the generality of the foregoing, no information contained on this Site constitutes or would be deemed to constitute an invitation in any jurisdiction to invest or otherwise deal in the shares (“Shares”) of Forward Industries. None of the information contained in this Site constitutes an offer to sell, or a solicitation of an offer to buy or subscribe for, any Shares or other securities in the United States or in any other jurisdiction, nor shall it, or the fact of its distribution, form the basis of, or be relied upon, in connection with or act as an inducement to enter into any contract or commitment therefor.

Neither Forward Industries nor any of its affiliates is, or expects to be, registered as an investment company under the U.S. Investment Company Act of 1940, as amended (the “Investment Company Act”), and investors will not be entitled to the benefits of the Investment Company Act.

Forward-Looking Statements

Certain statements on this site, social media posts or other public statements may constitute “forward-looking statements”. Words such as “may,” “might,” “will,” “should,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “predict,” “forecast,” “project,” “plan,” “intend” or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. While the Company believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking statements, which are based on information available to us on the date of the release.


Linked Sites


This Site provides links to other websites that we think might be of interest to our users. Please note that when you click on one of these links, you may be moving to another provider’s website. These linked sites and their providers are not controlled by us, and we are not responsible for the contents or the proper operation of any linked site. The inclusion of any link does not imply our endorsement or our adoption of the statements therein. We encourage you to read the terms of use and privacy statements of these linked sites as their policies may differ from ours.


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These terms and your use of the Site shall be governed by the laws of the United States of America and the State of New York without regard to its conflicts of laws principles. Any legal action or proceeding related to this Site shall be brought exclusively in a federal or state court of competent jurisdiction sitting in New York.


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Legal Disclaimer: This feed, and the information contained herein, has been provided to you solely for informational purposes. Neither the information, nor any opinion contained in this feed, constitutes an offer to buy or sell, or a solicitation of an offer to buy or sell, any securities, digital assets or other financial instruments. Nothing contained in this feed constitutes investment, legal or tax advice. You should consult your own advisors and make your own investigations and evaluations of the information herein. Any decisions based on information contained in this feed are the sole responsibility of the viewer. None of Forward Industries nor any of its affiliates, shareholders, directors, officers, management, employees or representatives makes any representation or warranty, express or implied, as to the accuracy or completeness of any of the information or any other information (whether communicated in written or oral form) transmitted or made available to you. Each of the aforementioned parties expressly disclaims any and all liability relating to or resulting from the use of this information. Certain information contained herein (including any financial information) may have been obtained from published and non-published sources. Such information has not been independently verified and we are not responsible for the timeliness or accuracy of such information. Forward Industries and its affiliates may buy, sell or hold investments in some of the companies, digital assets or protocols discussed in this feed. Except where otherwise indicated, the information on this site is based on matters as they exist as of the date of preparation and not as of any future date, and will not be updated or otherwise revised to reflect information that subsequently becomes available, or circumstances existing or changes occurring after the date hereof.

The terms and conditions of use set forth below apply to this website (collectively, the “Site”). Please read these terms and conditions carefully before using the Site. By using this Site, you acknowledge that you have read, understood and agreed to the terms and conditions of use. If you do not agree to these terms and conditions of use, you may not access or use the Site. Forward Industries, Inc. and its affiliates (collectively referred to as the “Forward Industries,” “us”, “we” or “our”) reserves the right, at our discretion, to change, modify, add or remove portions of these terms at any time. Therefore, we suggest that you review these terms periodically for changes. By using our Site after we have posted changes to these terms and conditions of use, you are agreeing to be bound by these terms.

No Offer, Recommendation or Solicitation

None of the information contained on this Site constitutes a recommendation, solicitation or offer by Forward Industries, Inc. (“Forward Industries”) or its affiliates to buy or sell any securities, digital assets, or other financial instruments.

Without limiting the generality of the foregoing, no information contained on this Site constitutes or would be deemed to constitute an invitation in any jurisdiction to invest or otherwise deal in the shares (“Shares”) of Forward Industries. None of the information contained in this Site constitutes an offer to sell, or a solicitation of an offer to buy or subscribe for, any Shares or other securities in the United States or in any other jurisdiction, nor shall it, or the fact of its distribution, form the basis of, or be relied upon, in connection with or act as an inducement to enter into any contract or commitment therefor.

Neither Forward Industries nor any of its affiliates is, or expects to be, registered as an investment company under the U.S. Investment Company Act of 1940, as amended (the “Investment Company Act”), and investors will not be entitled to the benefits of the Investment Company Act.

Forward-Looking Statements

Certain statements on this site, social media posts or other public statements may constitute “forward-looking statements”. Words such as “may,” “might,” “will,” “should,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “predict,” “forecast,” “project,” “plan,” “intend” or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. While the Company believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking statements, which are based on information available to us on the date of the release.


Linked Sites


This Site provides links to other websites that we think might be of interest to our users. Please note that when you click on one of these links, you may be moving to another provider’s website. These linked sites and their providers are not controlled by us, and we are not responsible for the contents or the proper operation of any linked site. The inclusion of any link does not imply our endorsement or our adoption of the statements therein. We encourage you to read the terms of use and privacy statements of these linked sites as their policies may differ from ours.


Governing Law and Consent to Jurisdiction


These terms and your use of the Site shall be governed by the laws of the United States of America and the State of New York without regard to its conflicts of laws principles. Any legal action or proceeding related to this Site shall be brought exclusively in a federal or state court of competent jurisdiction sitting in New York.


Social Media Disclaimer


Legal Disclaimer: This feed, and the information contained herein, has been provided to you solely for informational purposes. Neither the information, nor any opinion contained in this feed, constitutes an offer to buy or sell, or a solicitation of an offer to buy or sell, any securities, digital assets or other financial instruments. Nothing contained in this feed constitutes investment, legal or tax advice. You should consult your own advisors and make your own investigations and evaluations of the information herein. Any decisions based on information contained in this feed are the sole responsibility of the viewer. None of Forward Industries nor any of its affiliates, shareholders, directors, officers, management, employees or representatives makes any representation or warranty, express or implied, as to the accuracy or completeness of any of the information or any other information (whether communicated in written or oral form) transmitted or made available to you. Each of the aforementioned parties expressly disclaims any and all liability relating to or resulting from the use of this information. Certain information contained herein (including any financial information) may have been obtained from published and non-published sources. Such information has not been independently verified and we are not responsible for the timeliness or accuracy of such information. Forward Industries and its affiliates may buy, sell or hold investments in some of the companies, digital assets or protocols discussed in this feed. Except where otherwise indicated, the information on this site is based on matters as they exist as of the date of preparation and not as of any future date, and will not be updated or otherwise revised to reflect information that subsequently becomes available, or circumstances existing or changes occurring after the date hereof.