Dallas – October 06, 2026 -- Solidion Technology, Inc. (NASDAQ: STI) said it will not raise its all-cash offer to acquire substantially all assets of Polar Power, Inc. (NASDAQ: POLA) after Polar's board rejected the proposal, calling the target company "severely distressed."
Solidion cites Polar's reliance on dilutive financing to justify its valuation
Polar Power established a committed equity facility on July 27, 2026 permitting the sale of up to $25 million in common stock to fund working capital. The company also raised capital through convertible notes issued August 26 that convert at the lower of 80% of the five-day volume-weighted average price or $1.00 per share if not repaid at maturity, terms Solidion said come at the expense of existing shareholders.
Polar Power burned $2.2 million in cash during the first half of 2026
For the six months ended June 30, 2026, Polar reported a net loss of approximately $2.0 million and used about $2.2 million of cash in operations, leaving a cash balance of just $183,000.
NASDAQ compliance deadline looms October 28 amid going-concern doubts
NASDAQ notified Polar on December 31, 2025 that the company failed to meet minimum stockholders' equity requirements after reporting approximately $144,000 in stockholders' equity. Polar has until October 28, 2026 to demonstrate compliance, and its independent auditor expressed substantial doubt about the company's ability to continue as a going concern in its June 30, 2026 Form 10-Q.
Debt-to-equity conversion fails to resolve liquidity gap, Solidion argues
Polar recently converted approximately $614,700 of debt owed to its CEO into preferred equity, a move the company described as a step toward NASDAQ compliance. Solidion said the conversion does not supply the operating liquidity needed to run the business or eliminate the need for additional capital.
Solidion's CEO frames the rejected bid as disciplined, not punitive
"Our acquisition proposals are not personal, nor are our valuations meant to diminish the technology, people or opportunities of the companies we evaluate," said Jaymes Winters, Chairman and CEO of Solidion Technology. He added that Polar's future "is in doubt" given its capital constraints and lack of downside protection for shareholders.
Solidion said its offer reflected disciplined financial modeling and the capital and execution risk it would assume post-acquisition, and that it would not overpay to complete a transaction.