Forward Industries, Inc. confirmed that as of July 1, 2026, its outstanding shares consisted of 73,846,883 shares of common stock, par value $0.01 per share. This total is comprised of 87,163,107 shares issued less 13,316,224 shares repurchased and held in treasury. The Common Shares are admitted to trading on the NASDAQ Stock Market under the ticker symbol FWDI. The International Securities Identification Number for these securities is US3499321038.

Capital Structure Details

The company disclosed the status of its equity instruments as of July 1, 2026. In addition to the outstanding common stock, there are outstanding options to purchase up to 1,811,666 Common Shares. Furthermore, there are outstanding restricted stock units and performance stock units conferring on their holders vested or unvested rights to convert into, or to receive, up to an aggregate of 2,107,732 Shares.

Forward Industries confirmed that as of July 1, 2026, there were outstanding warrants to subscribe for an aggregate of 25,759,600 Common Shares.

Regulatory Context

This announcement is made for the purposes of Rule 2.12 of the Irish Takeover Panel Act, 1997, Takeover Rules, 2022. The directors of Forward Industries accept responsibility for the information contained in this announcement, confirming it is in accordance with the facts and does not omit anything likely to affect the import of such information.

Forward Industries announced that its non-binding proposal to acquire Solana Company (HSDT) through an all-stock business combination was rejected by HSDT's Board of Directors. On June 12, HSDT voted to decline the offer without entering into further discussions, a decision Forward expressed disappointment and surprise regarding. The acquiring firm believes that opening a dialogue is in the best interest of both companies and their respective shareholders.

Proposal Details

Forward Industries had proposed an exchange ratio of 0.386 newly-issued shares of its common stock for each share of HSDT common stock. This valuation represented a premium of approximately 10% to HSDT's closing share price of $1.48 on the day immediately preceding the proposal date, equating to $1.63 per share. The offer was designed to provide HSDT stockholders with a premium to recent trading levels and continued exposure to the Solana ecosystem through Forward shares, which are scheduled to join the Russell 2000 and 3000 indices in the coming weeks.

Strategic Rationale

Forward Industries stated it was built to advance Solana and create value for shareholders by offering a differentiated public-markets vehicle for exposure to SOL and the ecosystem's growth. Since launching its treasury strategy in September 2025, the company claims to have assembled the largest Solana treasury globally. It has staked the majority of its SOL to high-performance validator infrastructure, launched fwdSOL as a liquid staking token, and deployed capital into Solana protocols as an investor and liquidity provider.

Management Commentary

"We have nothing but respect for the HSDT team and what they have built in the Solana ecosystem so far," said Ryan Navi, Chief Investment Officer of Forward Industries. He added that combining efforts would be mutually beneficial for both companies, their stockholders, and the broader Solana community. Navi emphasized that Forward approached HSDT as partners in good faith, believing the combined entity could better deliver on promises made to shareholders and the ecosystem.