DPCM Capital (XPOA) Shareholders Approve D-Wave Systems Deal
by Marlena Haddad on 2022-08-05 at 5:45pm

DPCM Capital (NYSE:XPOA) announced in a press release this afternoon that its shareholders have approved its combination with quantum computing firm D-Wave Systems at a special meeting held August 2.

But, the SPAC’s 8-K filing disclosed that stockholders holding 29,097,787 shares of Class A Common Stock exercised their right to redeem for a pro rata portion of the funds in DPCM’s trust account. As a result, $291,365,553.22, or 96.993%, will be removed from DPCM’s trust to pay such stockholders.

In an effort to add security to the closing redemption numbers, the deal originally featured a pool of 5,000,000 shares that were to be distributed to non-redeeming shareholders and up to 1,800,000 more for PIPE investors depending on redemption levels. DPCM funded the deal with about $300 million from its current trust supplemented by a $40 million PIPE. This drew investment from Canadian pension manager PSP Investments, NEC Corporation, Goldman Sachs (NYSE:GS), Yorkville Advisors, and Aegis Group Partners.

In an amendment made in June, DPCM waived the condition to the transaction agreement, which called for the aggregate transaction proceeds to be equal to or exceeding $30 million.

Nonetheless, the parties closed the deal today, and the combined company’s shares of common stock and warrants are expected to commence trading, on Monday, August 8, on the NYSE under the ticker symbols “QBTS” and “QBTS WS,” respectively.

The SPAC initially announced the $1.35 billion deal with D-Wave on February 8, 2022. Burnaby, Canada-based D-Wave is developing annealing quantum computers and gate-model quantum computers that can be accessed by clients across a variety of sectors via cloud services agreements.

CEO Alan Baratz will continue to lead the company’s operations. As part of the business combination, Emil Michael, CEO and Chairman of DPCM Capital, joins D-Wave Quantum’s board of directors.


ADVISORS

  • Morgan Stanley & Co. LLC (“Morgan Stanley”) is serving as the exclusive financial advisor to D-Wave.
  • Paul, Weiss, Rifkind, Wharton & Garrison LLP and Blake, Cassels & Graydon LLP are serving as legal counsel to D-Wave.
  • Citigroup Global Markets Inc. (“Citigroup”) is serving as the lead capital markets advisor to DPCM Capital.
  • UBS Investment Bank is also serving as capital markets advisor to DPCM Capital. Greenberg Traurig LLP and Stikeman Elliott LLP are serving as legal counsel to DPCM Capital.
  • Morgan Stanley and Citigroup are also acting as placement agents for DPCM Capital with respect to a portion of the PIPE financing raised for certain Qualified Institutional Buyers and Institutional “Accredited Investors.”
  • Morgan Stanley and Citigroup did not act as placement agents or participate in any role with respect to, and will not earn any fees from, the portion of the PIPE financing which was conducted by D-Wave.
  • Longview Communications and Public Affairs is serving as D-Wave’s Canadian public affairs advisor.
DPCM Capital (XPOA) Shareholders Approve D-Wave Systems Deal
Recent Posts
by Nicholas Alan Clayton on 2025-07-18 at 8:16am

At the SPAC of Dawn During a week in which rare earth mining and space de-SPACs have seen major gains, another blast from the past is making serious waves in the market. EV battery developer QuantumScape (NYSE:QS) rose to a 52-week high of $13.79 yesterday and is cruising even higher in the pre-market. The company...

by Nicholas Alan Clayton on 2025-07-17 at 12:54pm

Cantor Equity Partners I (NASDAQ:CEPO) has entered into a definitive agreement to combine with Bitcoin Standard Treasury in a transaction that is worth about $4.8 billion. Bitcoin Standard Treasury aims to bring in capital from a number of equity instruments to build up one of the largest US-listed Bitcoin treasuries. The combined company is expected...

by Nicholas Alan Clayton on 2025-07-17 at 8:29am

At the SPAC of Dawn Several de-SPACs have made market-moving announcements recently and they haven’t forgotten to cash in on them. Fresh off of announcing $500 million strategic investment and partnership with Apple (NASDAQ:AAPL), rare earth miner MP Materials (NYSE:MP) has followed that up with a $500 million public offering, netting the company a cool...

by Kristi Marvin on 2025-07-16 at 5:33pm

Pyrophyte Acquisition Corp. II (NYSE:PAII.U) announced the pricing of its $175 million IPO and its units are expected to begin trading on the NYSE under the symbol “PAII.U”, Thursday, July 17, 2025. The new SPAC plans to focus its search on companies within the energy sector that constitute critical links in the supply chain of the...

by Nicholas Alan Clayton on 2025-07-16 at 8:18am

At the SPAC of Dawn Rare earth miner MP Materials (NYSE:MP) was one of the early winners of the 2020 SPAC boom, having picked up momentum following its 2020 deal with Fortress Value. But, the company’s news that it will become a major supplier of battery materials for Apple’s empire of electronic devices has sent...

logo

Copyright © 2025 SPACInsider, Inc. All Rights Reserved