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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading Symbol(s)
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Name of each exchange on
which registered |
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| Item 2.02. |
Results of Operations and Financial Condition.
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| Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
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| Item 9.01 |
Financial Statements and Exhibits.
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| (d) |
Exhibits.
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Exhibit
No. |
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Description
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Offer Letter of Employment, dated April 26, 2022, by and between Quantum-Si Incorporated and Patrick Schneider
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Press Release dated May 9, 2022
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Press Release dated May 9, 2022
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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QUANTUM-SI INCORPORATED
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By:
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/s/ Claudia Drayton
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Name:
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Claudia Drayton
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Title:
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Chief Financial Officer
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April 26, 2022
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Sincerely,
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|||
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Quantum-Si Incorporated
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|||
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By:
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/s/ Jonathan M. Rothberg
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Jonathan M. Rothberg
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|||
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Executive Chairman of the Board and Founder
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|||
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ACCEPTED AND AGREED:
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|||
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By:
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/s/ Patrick Schneider
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Patrick Schneider
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|||

| ● |
Announced the appointment of Patrick Schneider as President & Chief Operating Officer.
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| ● |
Made progress on scale-up activities, technology transfers and contract manufacturer collaborations to build operational scale in preparation for launch.
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| ● |
Successfully completed the technology transfer to our Garnet Valley, Pennsylvania facility for the scale up of semiconductor chip production.
|
| ● |
Shared an application note demonstrating the use of Quantum-Si’s PlatinumTM sequencer to interrogate variants in Beta Amyloid, a protein of key pathological
and clinical significance in the progression of Alzheimer’s disease.
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| ● |
Held $434.8 million in cash, cash equivalents and marketable securities as of March 31, 2022, providing sufficient runway to make key investments in the business.
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|
Three months ended March 31,
|
||||||||
|
2022
|
2021
|
|||||||
|
Operating expenses:
|
||||||||
|
Research and development
|
$
|
18,771
|
$
|
7,972
|
||||
|
Selling, general and administrative
|
8,369
|
3,807
|
||||||
|
Total operating expenses
|
27,140
|
11,779
|
||||||
|
Loss from operations
|
(27,140
|
)
|
(11,779
|
)
|
||||
|
Dividend income
|
855
|
-
|
||||||
|
Change in fair value of warrant liabilities
|
2,647
|
-
|
||||||
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Other expense, net
|
(11,537
|
)
|
-
|
|||||
|
Loss before provision for income taxes
|
(35,175
|
)
|
(11,779
|
)
|
||||
|
Provision for income taxes
|
-
|
-
|
||||||
|
Net loss and comprehensive loss
|
$
|
(35,175
|
)
|
$
|
(11,779
|
)
|
||
|
Net loss per common share attributable to common stockholders, basic and diluted
|
$
|
(0.25
|
)
|
$
|
(2.13
|
)
|
||
|
Weighted-average shares used to compute net loss per share attributable to common
stockholders, basic and diluted
|
138,619,929
|
5,528,551
|
||||||
|
March 31,
2022
|
December 31,
2021
|
|||||||
|
Assets
|
||||||||
|
Current assets:
|
||||||||
|
Cash and cash equivalents
|
$
|
34,984
|
$
|
35,785
|
||||
|
Marketable securities
|
399,810
|
435,519
|
||||||
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Prepaid expenses and other current assets
|
4,985
|
5,868
|
||||||
|
Total current assets
|
439,779
|
477,172
|
||||||
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Property and equipment, net
|
11,151
|
8,908
|
||||||
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Goodwill
|
9,483
|
9,483
|
||||||
|
Other assets
|
690
|
690
|
||||||
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Operating lease right-of-use assets
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15,035
|
6,973
|
||||||
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Total assets
|
$
|
476,138
|
$
|
503,226
|
||||
|
Liabilities and stockholders' equity
|
||||||||
|
Current liabilities:
|
||||||||
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Accounts payable
|
$
|
4,293
|
$
|
3,393
|
||||
|
Accrued expenses and other current liabilities
|
8,779
|
7,276
|
||||||
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Short-term operating lease liabilities
|
973
|
859
|
||||||
|
Total current liabilities
|
14,045
|
11,528
|
||||||
|
Long-term liabilities:
|
||||||||
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Warrant liabilities
|
4,592
|
7,239
|
||||||
|
Other long-term liabilities
|
240
|
206
|
||||||
|
Operating lease liabilities
|
15,386
|
7,219
|
||||||
|
Total liabilities
|
34,263
|
26,192
|
||||||
|
Stockholders' equity
|
||||||||
|
Class A Common stock, $0.0001 par value; 600,000,000 shares authorized as of March 31, 2022
and December 31, 2021; 118,972,397 and 118,025,410 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively
|
12
|
12
|
||||||
|
Class B Common stock, $0.0001 par value; 27,000,000 shares authorized as of March 31, 2022
and December 31, 2021; 19,937,500 shares issued and outstanding as of March 31, 2022 and December 31, 2021
|
2
|
2
|
||||||
|
Additional paid-in capital
|
744,268
|
744,252
|
||||||
|
Accumulated deficit
|
(302,407
|
)
|
(267,232
|
)
|
||||
|
Total stockholders' equity
|
441,875
|
477,034
|
||||||
|
Total liabilities and stockholders' equity
|
$
|
476,138
|
$
|
503,226
|
||||
|
Three months ended March 31,
|
||||||||
|
2022
|
2021
|
|||||||
|
Net loss
|
$
|
(35,175
|
)
|
$
|
(11,779
|
)
|
||
|
Dividend income
|
(855
|
)
|
-
|
|||||
|
Change in fair value of warrant liabilities
|
(2,647
|
)
|
-
|
|||||
|
Other expense, net
|
11,537
|
-
|
||||||
|
Stock-based compensation
|
(714
|
)
|
457
|
|||||
|
Depreciation
|
452
|
213
|
||||||
|
Adjusted EBITDA
|
$
|
(27,402
|
)
|
$
|
(11,109
|
)
|
||