Silicon Valley Acquisition Corp. (SVAQ) filed a Form 8-K on September 17, 2026, announcing an amendment to its previously disclosed business combination agreement with EigenQ, Inc. The amended agreement, entered into by SVAQ, its wholly-owned subsidiary Merger Sub, and EigenQ, modifies the registration rights and lock-up agreements applicable to the transaction.
Specifically, the amendment clarifies the definition of Company Stockholders subject to the Registration Rights and Lock-up Agreement to include only those listed on a newly added Annex B. Additionally, the filing states that the Outside Date under the original agreement has been extended from February 14, 2027, to June 30, 2027. This deadline is subject to automatic monthly extensions if SVAQ and EigenQ provide written consent.
Separately, on the same date, SVAQ and EigenQ entered into a securities purchase agreement with an institutional investor. Under this agreement, EigenQ issued a senior secured note with an original principal amount of $22,225,000 and a 10% original issue discount. The company also issued warrants to purchase 1,852,083 shares of common stock at an exercise price of $12.00 per share. An additional tranche of notes and warrants is scheduled to be issued immediately prior to the Business Combination Closing, subject to certain conditions.
The EigenQ Notes bear interest at 8% per annum for cash payments and 10% per annum for payments in kind. The notes mature six months after issuance, with the maturity date extendable by three months if the Business Combination Agreement remains in effect. Upon maturity, the principal amount plus accrued interest is payable to the investor, along with a premium of 30% of the original principal balance. The notes include customary affirmative and negative covenants, including requirements to maintain unrestricted cash and cash equivalents of at least $7.5 million and to file the Business Combination Registration Statement with the SEC within 21 days of receiving a comment letter.
The filing also references a press release dated September 18, 2026, stating that the financing package is approximately $45 million, with $22.5 million funded upfront and the remainder expected at the closing of the business combination. The press release notes that the combined company is expected to trade on the Nasdaq Global Market under the ticker symbol "EIGQ" following the transaction.
