D-Wave Quantum Inc. current report, 20 July 2023

D-Wave Quantum Inc. — Form 8-K Summary

Business context and reporting period

D-Wave Quantum Inc. filed a Form 8-K dated July 20, 2023, to report an amendment to its existing term loan agreement. This filing does not present quarterly or annual operating results.

Material financing terms and liquidity

  • On July 20, 2023, the company and its subsidiaries entered into a Third Amendment to the Loan and Security Agreement with PSPIB Unitas Investments II Inc.
  • The amendment relates to the term loan originally dated April 13, 2023.
  • No prepayment of term-loan advances is required for aggregate gross proceeds of up to $50.0 million received from share issuances under the equity line of credit, provided the proceeds are received before October 18, 2023.
  • The filing does not provide the outstanding term-loan balance, interest rate, maturity date, cash balance, revenue, profitability, cash flow, or liquidity runway.

Changes versus the prior comparable period

The filing reports a financing-term amendment rather than operating performance. Relative to the previously amended loan agreement, the company obtained temporary flexibility to retain up to $50.0 million of qualifying equity-issuance proceeds without making a required prepayment under the term loan.

Outlook, risks, contingencies, and unusual items

  • The amendment may preserve cash from qualifying equity financing through October 18, 2023, subject to the agreement’s terms.
  • Potential equity issuances may result in dilution to existing shareholders.
  • The filing does not provide management guidance, operating outlook, financial forecasts, or discussion of business risks.
  • The complete terms and conditions are contained in Exhibit 10.1, the Third Amendment to the Loan and Security Agreement.

Key facts investors should verify

  • Confirm the amount and terms of the outstanding term loan, including maturity, interest, covenants, and repayment requirements.
  • Review Exhibit 10.1 for conditions, definitions, and limitations applicable to the $50.0 million prepayment exemption.
  • Verify the amount, timing, and pricing of any equity-line share issuances before October 18, 2023.
  • Assess the potential dilution and the company’s liquidity after any related equity financing.