Eva Live Inc Enters $10M Equity Purchase Agreement (GOAI)

What Happened

• On September 17, 2026 (reported on Form 8‑K filed September 23, 2026), Eva Live Inc. entered into an Equity Purchase Agreement with Hudson Global Ventures, LLC that gives the company the right to direct the investor to buy up to $10,000,000 of common stock over the commitment period.
• The Purchase Price for shares bought under each Put Notice is $2.00 per share (subject to customary adjustments). The company also entered a Registration Rights Agreement and issued a Common Stock Purchase Warrant to the investor to buy 275,000 shares (exercise price $0.01) exercisable through September 17, 2031.

Key Details

• Maximum Commitment Amount: $10,000,000.
• Purchase Price: $2.00 per share (adjustable for stock splits/dividends).
• Exchange Cap: Company may not issue >7,994,828 shares under the agreement without shareholder approval (per Nasdaq Rule 5635(d)).
• Put Notice limits: minimum $15,000 per notice; maximum per notice limited to the lesser of 200% of Average Daily Trading Value or the Applicable Trading Amount.
• Warrant: 275,000 shares, $0.01 exercise price, exercisable from 9/17/2026 to 9/17/2031; cashless exercise allowed if market price > exercise price; subject to a 4.99% beneficial ownership limitation.
• Investor’s purchase obligations are conditioned on items including effectiveness of a resale registration statement, continued Nasdaq listing and trading, DWAC eligibility/no DTC chill, compliance with SEC reporting, and the common stock not being a “penny stock.”

Why It Matters

• The agreement provides Eva Live a potential source of up to $10M in capital that the company can draw down over time, which can support operations or growth without setting a single large financing date.
• These transactions can dilute existing shareholders if shares are issued or the warrant is exercised; the Exchange Cap and the 4.99% ownership limit on the warrant impose some limits unless shareholder approval is obtained.
• Investors should watch for the required registration statement filing (to permit resale by the investor), any future Put Notices/stock issuances, and whether the company seeks shareholder approval to exceed the Exchange Cap.