qbts-20240905

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________________________________________________

FORM 8-K

_____________________________________________________________

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 5, 2024

_____________________________________________________________

D-Wave Quantum Inc.

(Exact Name of Registrant as Specified in Its Charter)

_____________________________________________________________


Delaware	001-41468	88-1068854
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

2650 East Bayshore Road

Palo Alto, California

94303

(Address of principal executive offices)

(604) 630-1428

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

_____________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.0001 per share

QBTS

New York Stock Exchange

Warrants, each whole warrant exercisable for 1.4541326 shares of common stock at an exercise price of $11.50

QBTS.WT

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company						x


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.						o

Item 7.01 Regulation FD Disclosure.

On September 5, 2024, D-Wave Quantum Inc. (“D-Wave”) announced that it has joined the Chicago Quantum Exchange (“CQE”) as a corporate partner. D-Wave aims to engage with the CQE community on materials science research, quantum education, and the development of practical optimization use cases, including for the manufacturing and logistics industries. The CQE includes about 50 corporate, international, nonprofit, and regional partners.  A copy of the press release is attached as Exhibit 99.1.

The information in this Item 7.01 to this Current Report on Form 8-K, including Exhibit 99.1, is intended to be furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.						Description
99.1						Press release, dated September 5, 2024.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: September 5, 2024	D-Wave Quantum Inc.

	By:	/s/ Alan Baratz
	Name:	Alan Baratz
	Title:	President & Chief Executive Officer

Exhibit 99.1

D-Wave Quantum Joins the Chicago Quantum Exchange

Collaboration aims to further quantum education and industry adoption efforts

PALO ALTO, Calif. and CHICAGO – Sept. 5, 2024 – D-Wave Quantum Inc., a leading provider of quantum computing systems, software, and services, has joined the Chicago Quantum Exchange (CQE) as a corporate partner. The company, which serves a wide range of industries, helps customers derive value from today’s quantum technologies by solving complex computational problems spanning optimization, research and artificial intelligence.

It aims to engage with the CQE community on materials science research, quantum education, and the development of practical optimization use cases, including for the manufacturing and logistics industries.

“Quantum computing has the potential to create new paths for solving some of society’s most difficult challenges, but to realize this vision, we need to accelerate industry adoption and ensure that the future quantum workforce has access to education programs geared toward real-world applications,” said David Awschalom, the Liew Family Professor in Molecular Engineering and Physics at the University of Chicago and the director of the Chicago Quantum Exchange. “We look forward to collaborating with D-Wave to advance these shared goals.”

D-Wave, founded in 1999, is developing two types of superconducting quantum computers: annealing systems, currently at 5,000+-qubits, and gate-based systems. D-Wave offers cloud access to its current annealing quantum computing systems as well as open-source software and support services for customers across a variety of sectors, including government, education, manufacturing, logistics, financial services, life sciences, retail and more.

“As the world’s first commercial quantum computing company, D-Wave is at the forefront of quantum innovation, education, and adoption,” said Dr. Alan Baratz, CEO of D-Wave. “Our efforts are well aligned with the Chicago Quantum Exchange’s mission of fostering a Midwest-based quantum community that advances quantum science, trains the future quantum workforce, and, ultimately, drives the quantum economy. We’re thrilled to join the CQE and look forward to working together to support its efforts in helping Chicago become a central driver of US leadership in quantum.”

The CQE is based at the University of Chicago and anchored by the US Department of Energy’s Argonne National Laboratory and Fermi National Accelerator Laboratory, the University of Illinois Urbana-Champaign, the University of Wisconsin–Madison, Northwestern University, and Purdue University. The CQE includes about 50 corporate, international, nonprofit, and regional partners. 

D-Wave is also a member of MxD, a Chicago-based digital manufacturing innovation center focused on providing solutions for the domestic defense industrial base. MxD members can use D-Wave’s quantum computing technologies today to solve a variety of optimization problems that they face, including optimization for logistics and manufacturing, materials sciences, mobility, supply chain management, and more.

Both MxD and the CQE are members of The Bloch Quantum Tech Hub. Governor J.B. Pritzker announced a multi-year plan to support quantum commercialization in the region. D-Wave’s technology, products, and training are expected to play a role in these efforts.

About D-Wave Quantum 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 building 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 technology has been used by some of the world’s most advanced organizations including Mastercard, Deloitte, Davidson Technologies,

ArcelorMittal, Siemens Healthineers, Unisys, NEC Corporation, Pattison Food Group Ltd., DENSO, Lockheed Martin, Forschungszentrum Jülich, University of Southern California, and Los Alamos National Laboratory.

Forward-Looking Statements

Certain statements in this press release are forward-looking, as defined in the Private Securities Litigation Reform Act of 1995. These statements involve risks, uncertainties, and other factors that may cause actual results to differ materially from the information expressed or implied by these forward-looking statements and may not be indicative of future results. These forward-looking statements are subject to a number of risks and uncertainties, including, among others, various factors beyond management’s control, including the risks set forth under the heading “Risk Factors” discussed under the caption “Item 1A. Risk Factors” in Part I of our most recent Annual Report on Form 10-K or any updates discussed under the caption “Item 1A. Risk Factors” in Part II of our Quarterly Reports on Form 10-Q and in our other filings with the SEC. Undue reliance should not be placed on the forward-looking statements in this press release in making an investment decision, which are based on information available to us on the date hereof. We undertake no duty to update this information unless required by law.