Securities to be Purchased by an entity managed by Heights Capital Management, Inc.
Investment Strengthens IonQ's Unique Position
IonQ (NYSE:IONQ), a leading quantum company, today announced the pricing of a $2.0 billion equity offering consisting of 16,500,000 shares of IonQ's common stock, each at $93 per share, and pre-funded warrants to purchase 5,005,400 shares of IonQ's common stock, each at $93 per pre-funded warrant, each representing a premium of 20% to IonQ's closing stock price on October 9, 2025, as well as seven-year warrants to purchase 43,010,800 additional shares of IonQ's common stock, which warrants will be exercisable at an exercise price of $155 per share, which exercise price represents a premium of 100% to IonQ's closing stock price on October 9, 2025. The securities offered will be purchased from the underwriter by an entity managed by Heights Capital Management, Inc. (the "investor").
"This investment provides an opportunity for the IonQ team to continue to grow and expand our ecosystem. IonQ is one of the only quantum companies in the world capable of delivering advanced computing, networking, and sensing solutions across every theatre – on the ground, in the air, and in space," said Niccolo de Masi, Chairman and CEO of IonQ. "With our accelerated technology roadmap, world-renowned talent, and robust net cash position, we have strengthened our unique position. We believe this is the largest common-stock single-institutional investment in the history of the quantum industry. This $2 billion cash investment will facilitate our global growth and accelerate our quantum commercialization worldwide."
J.P. Morgan acted as the sole underwriter in the transaction. Paul, Weiss, Rifkind, Wharton & Garrison LLP served as legal counsel to IonQ. Simpson Thacher & Bartlett LLP acted as legal counsel to J.P. Morgan. Skadden, Arps, Slate, Meagher & Flom LLP acted as legal counsel to the investor.
A shelf registration statement (including a prospectus) relating to these securities has been filed with the Securities and Exchange Commission ("SEC") and is effective. Before investing, interested parties should read the prospectus supplement and accompanying prospectus and other documents filed with the SEC for information about IonQ and this offering. You may get these documents for free by visiting EDGAR on the SEC website at sec.gov. Alternatively, a copy may be obtained from J.P. Morgan Securities LLC, 383 Madison Avenue, New York, NY 10179, or by email at [email protected] or [email protected].
This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.
About IonQ
IonQ, Inc. (NYSE:IONQ) is a leading quantum company delivering solutions to solve the world's most complex problems. IonQ's current generation quantum computers, IonQ Forte and IonQ Forte Enterprise, are the latest in a line of cutting-edge systems that have been helping customers and partners such as Amazon Web Services, AstraZeneca, and NVIDIA achieve 20x performance results.
The company is accelerating its technology roadmap and intends to deliver the world's most powerful quantum computers with 2 million qubits by 2030 to accelerate innovation in drug discovery, materials science, financial modeling, logistics, cybersecurity, and defense. IonQ's advancements in quantum networking and sensing also position the company as a leader in building the quantum internet.
The company's innovative technology and rapid growth were recognized in Fortune Future 50, Newsweek's 2025 Excellence Index 1000, Forbes' 2025 Most Successful Mid-Cap Companies list, and Built In's 2025 100 Best Midsize Places to Work in Washington DC and Seattle, respectively. Available through all major cloud providers, IonQ is making quantum computing more accessible and impactful than ever before.
IonQ Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Some of the forward-looking statements can be identified by the use of forward-looking words. Statements that are not historical in nature are intended to identify forward-looking statements. These statements include those related to the IonQ's quantum computing capabilities and plans; IonQ's technology driving commercial quantum advantage or delivering scalable, fault-tolerant quantum computing in the future; the relevance and utility of quantum algorithms and applications run on IonQ's quantum computers; the necessity, effectiveness, and future impacts of IonQ's offerings available today; and the scalability, fidelity, efficiency, viability, accessibility, effectiveness, importance, reliability, performance, speed, impact, practicality, feasibility, and commercial-readiness of IonQ's offerings. Forward-looking statements are predictions, projections, and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: IonQ's ability to implement its technical roadmap; changes in the competitive industries in which IonQ operates, including development of competing technologies; IonQ's ability to deliver, and customers' ability to generate, value from IonQ's offerings; IonQ's ability to deliver higher speed and fidelity gates with fewer errors, enhance information transfer and network accuracy, or reduce noise and errors; IonQ's ability to sell effectively to government entities and large enterprises; changes in laws and regulations affecting IonQ's and its suppliers' businesses; IonQ's ability to implement its business plans, forecasts, roadmaps and other expectations, to identify and realize partnerships and opportunities, and to engage new and existing customers; IonQ's ability to effectively enter new markets; IonQ's ability to deliver services and products within currently anticipated timelines; IonQ's inability to attract and retain key personnel; IonQ's inability to effectively integrate its acquisitions; IonQ's customers deciding or declining to extend contracts into new phases; the inability of IonQ's suppliers to deliver components that meet expectations timely; changes in U.S. government spending or policy that may affect IonQ's customers; and risks associated with U.S. government sales, including availability of funding and provisions that allow the government to unilaterally terminate or modify contracts for convenience; changes in laws and regulations affecting IonQ's patents; and IonQ's ability to maintain or obtain patent protection for its products and technology, including with sufficient breadth to provide a competitive advantage. You should carefully consider the foregoing factors and the other risks and uncertainties disclosed in the Company's filings, including but not limited to those described in the "Risk Factors" section of IonQ's most recent periodic financial report (10-Q or 10-K) filed by IonQ with the Securities and Exchange Commission. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and IonQ assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. IonQ does not give any assurance that it will achieve its expectations. IonQ may or may not choose to practice or otherwise use the inventions described in the issued patents in the future.
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