UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
Amended and Restated Side Letter Agreement
On the September 26, 2022, D-Wave Quantum Inc., (the “Company”) and the Public Sector Pension Investment Board (“PSP”) entered into an amended and restated side letter agreement (the “Amended Side Letter Agreement”) pursuant to which PSP agreed that for so long as PSP beneficially owns, directly or indirectly, common stock, par value $0.0001 per share (“Common Shares”) of the Company and exchangeable shares of D-Wave Quantum Technologies Inc. which are exchangeable into Common Shares (“Exchangeable Shares” and together with the Common Shares, “Shares”) representing 50% or more of the rights to vote at a meeting of the stockholders of the Company, whether directly or indirectly, including through any voting trust (i) PSP will not exercise the voting rights attached to any of the Shares that would result in PSP voting, whether directly or indirectly, including through any voting trust, more than 49.99% of the voting interests eligible to vote at any meeting of the stockholders of the Company and (ii) PSP will vote the Shares in favor of the election of the directors that are nominated by the board of directors of the Company or a duly authorized committee thereof.
The foregoing description of the Amended Side Letter Agreement does not purport to be complete and is qualified in its entirety by the full text of the Amended Side Letter Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure. |
The information presented under Item 1.01 is incorporated by reference into this Item 7.01.
| Item 9.01 | Financial Statements and Exhibits. |
(c) Exhibits.
| Exhibit No. |
Description | |
| 10.1 | Amended and restated Side Letter Agreement, dated as of September 26, 2022, between D-Wave Quantum Inc. and Public Sector Pension Investment Board. | |
| 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.
| D-WAVE QUANTUM INC. | ||||||
| Dated: September 26, 2022 | ||||||
| By: | /s/ Alan Baratz | |||||
| Alan Baratz | ||||||
| President & Chief Executive Officer | ||||||