UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Amendment No. 2
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities and Exchange Act of 1934
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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).
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Explanatory Note
On September 2, 2022, the Company filed an Amendment to Form 8-K (the “First Amendment”) that amended and supplemented the
Initial Report to provide financial statements of QPhoton and the pro forma financial statements of the Company required by Item 9.01
of Form 8-K. The Company is filing this second amendment to the Initial Report (this “Second Amendment”) for the purpose
of updating our Unaudited Pro Forma Combined Financial Information to (i) give effect, under ASC 805, to the acquisition accounting of
the acquisition of QPhoton and (ii) disclose, pursuant to ASC 805, the date at which the stock price was determined.
No other modifications
to the Initial Report, as amended by the First Amendment, are being made by this Second Amendment. This Second Amendment should be read
in connection with the Initial Report, which provides a more complete description of the Merger Agreement and transactions contemplated
thereby, and the First Amendment.
Item 9.01. Exhibits.
(b) Pro Forma Financial Information.
The unaudited pro forma combined financial statements of the Company and QPhoton as of March 31, 2022 and for the year ended December 31, 2021, together with the related notes to the unaudited pro forma condensed combined financial information, are included as Exhibit 99.1 to this Current Report and are incorporated herein by reference.
(d) Exhibits.
Exhibit Number |
Description | |
99.1 | Unaudited Pro Forma Combined Financial Statements of Quantum Computing Inc. as of March 31, 2022 and for the year ended December 31, 2021. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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.
QUANTUM COMPUTING INC. | ||
Dated: June 26, 2023 | By: | /s/ Christopher Roberts |
Christopher Roberts | ||
Principal Financial Officer and Principal Accounting Officer |
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