Forward Industries Faces Resistance in Solana Treasury Rollup

Smaller SOL Treasury Firms Reject or Ignore All-Stock Acquisition Push

TL;DR

• Forward Industries is trying to consolidate smaller Solana digital asset treasury firms through all-stock proposals.
• Solana Company and Brera rejected Forward’s offers, while SkyAI did not respond before its proposal expired.
• Forward’s campaign comes as several SOL treasury companies trade below the value of their crypto holdings.

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Forward Industries is trying to acquire smaller publicly traded Solana digital asset treasury firms through all-stock proposals, but its consolidation push has failed to secure a deal after Solana Company and Brera rejected offers and SkyAI did not respond before its proposal expired.

Forward announced Monday that it intended to acquire SkyAI, Inc. and Solana Company through non-binding business combinations. The company sent non-binding proposals to both boards, offering target shareholders premiums and continued Solana exposure through Forward shares. Solana Company declined the initial offer, while SkyAI did not respond.

The latest proposals followed Forward’s earlier rejected bid for Solmate, another Solana treasury firm. Across the three attempts, Forward has not completed a transaction. The proposals were unsolicited and structured as all-stock combinations, meaning target shareholders would have received FWDI shares rather than cash if the deals had moved forward.

Forward’s offer to HSDT stockholders valued each HSDT common share at $1.63 and proposed 0.386 newly issued Forward common shares for each HSDT share. Forward described the offer as a roughly 10% premium. Forward also offered SKYA holders an all-stock deal at a 20% premium to SKYA’s recent price.

Forward Says Scale Could Help Weaker SOL DATs

Forward is described as the largest publicly traded Solana treasury company and the biggest SOL DAT by an order of magnitude. The company holds more SOL than its next three competitors combined, giving it a larger base as smaller digital asset treasury companies trade at discounts to the value of their crypto holdings.

Ryan Navi, chief investment officer for Forward, said Forward’s fully diluted mNAV was stronger than its basic market-cap mNAV. Navi said Forward is well-positioned to acquire SOL DAT competitors, partly because Forward is set to join the Russell 2000 and Russell 3000 indexes at the end of the month, a change expected to increase FWDI liquidity from passive buyers.

Forward’s acquisition pitch centers on smaller SOL DATs facing high fixed operating costs, lower yields and weaker cash flow while trading below net asset value. Navi said Forward is approaching smaller SOL DATs with terms it views as attractive, including a shareholder premium and the opportunity to increase SOL exposure through a larger combined company.

Navi said weaker SOL DATs could face expensive liquidation proceedings if pressure continues. He also warned that if a SOL DAT winds down, it would most likely be forced into a cash-only distribution, meaning backers who contributed SOL to a collective strategy might not receive those tokens back.

“We see a lot of opportunities, especially in this dislocation, where we can play offense and others are playing defense,” Navi said. “There’s room for win-win outcomes.”

Forward also criticized SkyAI’s market position. “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,” Navi said.

Navi added that “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.”

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