DPCM Capital Files Statement for Proposed Business Combination with D-Wave

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MIAMI, PALO ALTO and BURNABY, British Columbia — DPCM Capital, Inc. (NYSE: XPOA), a publicly traded special purpose acquisition company (“DPCM Capital”), today announced the filing with the U.S. Securities and Exchange Commission (the “SEC”) by D-Wave Quantum Inc., a wholly-owned subsidiary of DPCM Capital (“D-Wave Quantum”), of a registration statement on Form S-4 (the “Registration Statement”) in connection with the previously announced business combination (the “Transaction”) between DPCM Capital and D-Wave Systems Inc. (“D-Wave”), a leader in quantum computing systems, software, and services—and the only quantum company building both annealing and gate-model quantum computers.

The Registration Statement contains a preliminary proxy statement and prospectus in connection with the Transaction. While the Registration Statement has not yet become effective and the information contained therein is subject to change, it provides important information about D-Wave and the Transaction, including with respect to D-Wave’s unique value to customers and investors as the only quantum computing company that has:

  • More than two dozen Forbes Global 2000 customers, representing a doubling of the number in 2020 with the year-over-year growth driven primarily in the financial services, manufacturing, and pharmaceuticals sectors
  • A highly diversified customer base with Quantum Computing as a Service (QCaaS) from commercial customers representing 68% of 2021 total revenue
  • Annealing quantum technology necessary to solve commercial combinatorial optimization problems that is estimated to represent approximately 25% of the quantum total available market (TAM)
  • Fifteen plus years of developing and building annealing quantum computers, uniquely enabling D-Wave to address today’s optimization portion of the quantum market for applications in important-use cases such as employee scheduling, last-mile vehicle routing, manufacturing-plant floor optimization, supply chain optimization and many others
  • A powerful combination of both professional services and quantum computing as a service (QCaaS) to aid in the development and deployment of hybrid quantum business applications
  • Demonstrated application speed-ups on important real-world problems
  • A dual-product approach to building both annealing and gate-model quantum computers enabling D-Wave to address the full quantum market
  • Developed and introduced 5 generations of increasingly powerful quantum computing systems
  • A track record of operational and commercial experience running a quantum computing business at scale
  • An intent to continue to build on the more than 200 US patents that have been granted to D-Wave since its founding in 1999

Completion of the Transaction, which is expected to occur in the second quarter of 2022, is subject to the Registration Statement being declared effective by the SEC; the approval of the Transaction by DPCM Capital’s stockholders and D-Wave’s shareholders, respectively; and other customary closing conditions. DPCM Capital’s shares of Class A common stock and warrants to purchase shares of Class A common stock currently are traded on the New York Stock Exchange (“NYSE”) under the symbols “XPOA” and “XPOA.WT”, respectively. Upon completion of the Transaction, shares of D-Wave Quantum common stock, a newly formed parent company of D-Wave and DPCM Capital, and warrants to purchase D-Wave Quantum common stock are expected to be traded on the NYSE under the ticker symbols “QBTS” and “QBTS.WS”, respectively.

“We remain excited about the pending business combination with D-Wave and look forward to working with its talented team to accelerate quantum use cases into customer segments, including manufacturing, logistics, pharmaceuticals, finance, and government,” said Emil Michael, CEO of DPCM Capital. “D-Wave is uniquely positioned as the only quantum computing company with full access to an expected $150 billion total market opportunity and is already delivering the significant benefits of quantum computing to major companies across the globe. As the only quantum computing company in the world that is building both annealing and gate-model quantum computers, we are confident that D-Wave will continue to deliver long-term value to stockholders.”

“Today’s announcement invites investors to learn more about D-Wave’s commercial approach, our track record of product delivery, our blue-chip customer base, our professional services enabled QCaaS business and our deep patent portfolio,” said D-Wave CEO Alan Baratz. “We are on-track with the transaction process, and we believe becoming a publicly-traded company will help us create value for our customers and for our investors through market growth, further hybrid quantum application development, and expansion of our product portfolio.”

About D-Wave Systems Inc.

D-Wave is a leader in the development and delivery of quantum computing systems, software and services, and is the world’s first commercial supplier of quantum computers—and the only company developing both annealing quantum computers and gate-model quantum computers. Our mission is to unlock the power of quantum computing today to benefit business and society. We do this by delivering customer value with practical quantum applications for problems as diverse as logistics, artificial intelligence, materials sciences, drug discovery, scheduling, cybersecurity, fault detection, and financial modeling. D-Wave’s systems are being used by some of the world’s most advanced organizations, including NEC Corporation, Volkswagen, DENSO, Lockheed Martin, Forschungszentrum Jülich, University of Southern California, and Los Alamos National Laboratory. With headquarters and the Quantum Engineering Center of Excellence based near Vancouver, Canada, D-Wave’s U.S. operations are based in Palo Alto, Calif. D-Wave has a blue-chip investor base that includes PSP Investments, Goldman Sachs, BDC Capital, NEC Corp., Aegis Group Partners, and In-Q-Tel.

About DPCM Capital Inc.:

DPCM Capital, Inc. is a special purpose acquisition company led by Chairman and CEO Emil Michael, formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business in combination with one or more businesses. UBS Securities LLC acted as sole book-running manager for DPCM Capital’s initial public offering. Its common stock, units, and warrants began trading on the NYSE on Oct. 23, 2020, under the ticker symbols XPOA, XPOA.U and XPOA WS, respectively. Affiliated with the SPAC at the board, management and advisory level, is a team made up of entrepreneurs and operators, including Eric Schmidt, former CEO of Google; Betsy Atkins, a world-class governance expert and enterprise entrepreneur; and Denmark West, one of the early members of the team at Microsoft’s Xbox.

Important Information About the Proposed Transaction and Where to Find It:

A full description of the terms of the transaction is provided in a registration statement on Form S-4 filed with the SEC by D-Wave Quantum Inc. that includes a preliminary prospectus with respect to the combined company’s securities, to be issued in connection with the transaction and a preliminary proxy statement with respect to the stockholder meeting of DPCM Capital to vote on the transaction. D-Wave Quantum Inc. and DPCM Capital urge investors, stockholders, and other interested persons to read the preliminary proxy statement/prospectus, as well as other documents filed with the SEC, because these documents contain important information about D-Wave Quantum Inc., DPCM Capital, D-Wave, and the transaction. After the registration statement is declared effective, the definitive proxy statement/prospectus to be included in the registration statement will be mailed to stockholders of DPCM Capital as of a record date to be established for voting on the Transaction. Stockholders also may obtain a copy of the registration statement on Form S-4—including the proxy statement/prospectus and other documents filed with the SEC without charge—by directing a request to: D-Wave Quantum Inc., 3033 Beta Avenue, Burnaby, BC V5G 4M9 Canada; or via email at shareholdercomm@dwavesys.com; and DPCM Capital, 382 NE 191 Street, #24148, Miami, Florida 33179; or via email at mkilkenny@hstrategies.com. The preliminary and definitive proxy statement/prospectus to be included in the registration statement, once available, also can be obtained, without charge, at the SEC’s website (www.sec.gov).