DPCM Capital in a regulatory filing said it made multiple amendments to its merger agreement with D-Wave, including the addition of a $150 million purchase agreement with Lincoln Park and waiving the $30 million minimum cash condition for closing the D-Wave deal. The Lincoln Park investment would occur over three years and includes a provision for accelerated purchases of stock.
The amount of allowable SPAC expenses was reduced to $7 million.
D-Wave is engaged in quantum computing systems, software, and services.
Announced in February, the deal gives D-Wave an equity value of approximately $1.2 billion. The transaction also includes an incentive structure in which a bonus pool of 5 million shares will be allocated pro rata to non-redeeming public stockholders of DPCM Capital, effectively reducing their cost basis. A similar bonus pool of up to 1.8 million shares has been established for PIPE investors to ensure the same effective cost basis for PIPE investors as for public stockholders of DPCM Capital.The combined company will receive $300 million in gross proceeds from DPCM Capital’s trust account—assuming no redemptions—as well as a $40 million PIPE led by new and existing investors including Canadian public-sector pension-plan manager PSP Investments, NEC Corporation, Goldman Sachs, Yorkville Advisors, and Aegis Group Partners. Read more.
