D-Wave Systems Inc. (“D-Wave”), a leader in quantum computing
systems, software, and services, and the only company building both
quantum annealing and gate-based quantum computers, has announced
the anticipated public company board of directors that is expected
to go into effect at the close of D-Wave’s De-SPAC transaction with
DPCM Capital, Inc. (NYSE: XPOA). Upon the closing of the
transaction, shares of D-Wave Quantum Inc. - a newly formed company
that will be the parent company of D-Wave and DPCM Capital - are
expected to trade on the NYSE under the symbol “QBTS.”
Technology industry veteran Steven West, who has served on the
D-Wave board since 2009, has been named chair of the D-Wave Quantum
Board of Directors. Roger Biscay, Amy Cappellanti-Wolf, Emil
Michael and Michael Rogers will join current D-Wave board members
Alan Baratz and Eduard van Gelderen to round out the D-Wave Quantum
Board of Directors.
“D-Wave is leading a significant shift in computing, as it
harnesses the power of quantum to solve today’s critical problems
for organizations,” said Steve West, chair-elect of the D-Wave
Quantum Board of Directors. “The new board will bring extensive
expertise in helping companies accelerate commercial delivery of
quantum technology solutions, build fiscally sound and compliant
businesses, and navigate high-growth expansion across product
categories, industry verticals and global markets. We look forward
to supporting D-Wave as it continues to bring real, practical
commercial quantum computing solutions to market.”
Board members include:
Dr. Alan Baratz became the CEO of D-Wave in 2020.
Previously, as Executive Vice President of R&D and Chief
Product Officer, he drove the development, delivery, and support of
all of D-Wave’s products, technologies, and applications. He has
over 25 years of experience in product development and bringing new
products to market at leading technology companies and software
startups. As the first president of JavaSoft at Sun Microsystems,
Alan oversaw the growth and adoption of the Java platform from its
infancy to a robust platform supporting mission-critical
applications in nearly 80 percent of Fortune 1000 companies. He has
also held executive positions at Symphony, Avaya, Cisco, and IBM.
Alan served as CEO and president of Versata, Zaplet, and NeoPath
Networks, and as a managing director at Warburg Pincus LLC.
Roger Biscay holds over 20 years of experience driving
financial management, strategy, organizational planning, and
compliance across high-tech public and private companies. He has
served as Senior Vice President and Treasurer of Cisco Systems
since April 2017, where his responsibilities include corporate
finance, investments, cash management, foreign exchange, risk
transfer, safety, security and business resiliency. He has served
on the board of directors of Wasabi Technologies since August 2021,
including as a member of the audit committee and governance
committee, and has held senior financial markets positions in the
areas of fixed income, equity capital markets and foreign exchange
with the Royal Bank of Canada, Banque Paribas and Lehman
Brothers.
Amy Cappellanti-Wolf is an accomplished senior human
resources professional, business transformer and executive coach
with expertise ranging from startups to Fortune 500 enterprises.
Her management roles span high-tech (Symantec, Silver Spring
Networks, Cisco, Sun Microsystems), entertainment (The Walt Disney
Company), and consumer goods (Frito-Lay). Since May 2022 she has
served as Chief Human Resources Officer and Real Estate Leader of
Cohesity. From January 2014 to February 2020, Amy was the Chief
Human Resources Officer and Real Estate Leader for Symantec. She
also serves on the board of Softchoice, a provider of technology
solutions and managed services; Betterworks, a continuous
performance management platform company; and Pivotal, a non-profit
that focuses on foster youth education and employment.
Emil Michael serves as Chief Executive Officer and
Chairman of DPCM Capital, Inc. He is one of Silicon Valley’s most
highly regarded executives having built three successful companies
including Tellme Networks (sold to Microsoft in 2007), Klout (sold
to Lithium Technologies in 2014) and Uber. Emil has extensive
experience identifying high-growth, tech-enabled businesses with
his investments spanning a range of companies including Brex,
GoPuff, Revolut, SpaceX and Stripe. He has been the Chairman and
CEO of M8 Enterprises LLC since January 2018. Prior to that, he
served as Chief Business Officer of Uber, Chief Operating Officer
of Klout, and as a White House Fellow working for the Secretary of
Defense. Emil also was part of the founding team of Tellme
Networks, a pioneer in speech recognition technology and systems,
helping the company raise over $250 million in venture capital and
leading it through an $800 million sale to Microsoft.
Michael Rogers is a leader and adviser on emerging
technologies, geopolitics, and cybersecurity. He currently serves
on the board of trustees of MITRE Corporation, which he joined in
August 2016, and served as vice chairman from November 2018 until
he was elected as its Chairman in November 2021. In April 2021,
Michael joined the Board of Directors of D-Wave Government Inc., a
subsidiary providing D-Wave quantum computing systems, software,
services and expertise to the U.S. government. He also currently
serves on the board of IronNet Cybersecurity, Elite Detection K9,
Contstella Intelligence, IAP Worldwide Services and IP3
Corporation. Michael represented Michigan’s 8th Congressional
District in the U.S. House of Representatives from 2001 to 2015. He
also sat on the Energy and Commerce Committee and chaired the House
Permanent Select Committee on Intelligence.
Eduard van Gelderen is Senior Vice President and Chief
Investment Officer at the Public Sector Pension Investment Board
(PSP Investments), where he oversees the organization’s total
portfolio and establishes the long-term investment portfolio
strategy. He also heads Responsible Investment, including oversight
of ESG and government & sponsor relations. Eduard has served as
CEO of the Dutch financial service provider APG Asset Management
and as Deputy CIO of ING Investment Management. He began his career
as an investment banker in London and Amsterdam. Eduard is a
certified Financial Risk Manager and a Chartered Financial Analyst
and has served on several investment advisory boards.
Steven West is a 30-year veteran of the information
technology marketplace and currently the founder and a partner in
Emerging Company Partners LLC, a technology consulting firm. Over
the course of his career, he has held many executive positions,
including president and CEO of Entera, an Internet content delivery
firm (acquired by Blue Coat Systems, Inc.); CEO of Hitachi Data
Systems; and Group Executive of EDS. Steven is a former board
director at Cisco, where he served for 23 years, and Autodesk where
he served for nine years. He also served on the boards of Delta-Q
Technologies and Bycast Inc.
About D-Wave Systems Inc.
D-Wave is a leader in the development and delivery of quantum
computing systems, software and services, the world’s first
commercial supplier of quantum computers, and the only company
building both annealing quantum computers and gate-model quantum
computers. Our mission is to unlock the power of quantum computing
for business and society, today. We do this by delivering customer
value with practical quantum applications for problems as diverse
as logistics, artificial intelligence, materials sciences, drug
discovery, scheduling, cybersecurity, fault detection, and
financial modeling. D-Wave’s systems are being used by some of the
world’s most advanced organizations, including NEC Corporation,
Volkswagen, DENSO, Lockheed Martin, University of Southern
California, Forschungszentrum Jülich and Los Alamos National
Laboratory. With headquarters and the Quantum Engineering Center of
Excellence based near Vancouver, Canada, D-Wave’s U.S. operations
are based in Palo Alto, Calif. D-Wave has a blue-chip investor base
that includes PSP Investments, Goldman Sachs, BDC Capital, NEC
Corp., Aegis Group Partners, and In-Q-Tel.
D-Wave announced in February it has entered into a definitive
transaction agreement with DPCM Capital, Inc. (“DPCM Capital”)
(NYSE:XPOA), a publicly traded special purpose acquisition company.
Upon closing of the transaction, shares of D-Wave Quantum Inc., a
newly formed parent company of D-Wave and DPCM Capital, are
expected to trade on the NYSE under the symbol “QBTS.”
Important Information About the Proposed Transaction and
Where to Find It:
A full description of the terms of the transaction between
D-Wave and DPCM Capital is provided in a registration statement on
Form S-4, as amended, filed with the Securities and Exchange
Commission (SEC) by D-Wave Quantum Inc. that includes a preliminary
prospectus with respect to the combined company’s securities, to be
issued in connection with the transaction and a preliminary proxy
statement with respect to the stockholder meeting of DPCM Capital
to vote on the transaction. D-Wave Quantum Inc. and DPCM Capital
urge investors, stockholders, and other interested persons to read
the preliminary proxy statement/ prospectus, as well as other
documents filed with the SEC, because these documents contain
important information about D-Wave Quantum Inc., DPCM Capital,
D-Wave, and the transaction. After the registration statement is
declared effective, the definitive proxy statement/prospectus to be
included in the registration statement will be mailed to
stockholders of DPCM Capital as of a record date to be established
for voting on the transaction. Stockholders also may obtain a copy
of the registration statement on Form S-4, as amended—including the
proxy statement/prospectus and other documents filed with the SEC
without charge—by directing a request to: D-Wave Quantum Inc., 3033
Beta Avenue, Burnaby, BC V5G 4M9 Canada, or via email at
shareholdercomm@dwavesys.com and DPCM Capital, 382 NE 191 Street,
#24148, Miami, Florida 33179, or via email at
mward@hstrategies.com. The preliminary and definitive proxy
statement/prospectus to be included in the registration statement,
once available, can also be obtained, without charge, at the SEC’s
website (www.sec.gov).
Forward-Looking Statements
This press release contains forward-looking statements that are
based on beliefs and assumptions, and on information currently
available. In some cases, you can identify forward-looking
statements by the following words: “may,” “will,” “could,” “would,”
“should,” “expect,” “intend,” “plan,” “anticipate,” “believe,”
“estimate,” “predict,” “project,” “potential,” “continue,”
“ongoing,” or the negative of these terms or other comparable
terminology, although not all forward-looking statements contain
these words. These statements involve risks, uncertainties, and
other factors that may cause actual results, levels of activity,
performance, or achievements to be materially different from the
information expressed or implied by these forward-looking
statements. We caution you that these statements are based on a
combination of facts and factors currently known by us and our
projections of the future, which are subject to a number of risks.
Forward-looking statements in this press release include, but are
not limited to, statements regarding the anticipated board of
directors of D-Wave Quantum Inc., the closing of the business
combination transaction between D-Wave and DPCM Capital, the
approval of trading the shares of D-Wave Quantum Inc. on the NYSE,
D-Wave’s ability to harness the power of quantum to solve critical
problems for organizations and to bring real, practical commercial
quantum computing solutions to market. We cannot assure you that
the forward-looking statements in this press release will prove to
be accurate. These forward-looking statements are subject to a
number of risks and uncertainties, including, among others, various
factors beyond management’s control, including risks relating to
general economic conditions, risks relating to the immaturity of
the quantum computing market, risks relating to our limited
experience as a public company and other risks, uncertainties and
factors set forth in the sections entitled “Risk Factors” and
“Cautionary Note Regarding Forward-Looking Statements” in DPCM
Capital’s Annual Report on Form 10-K, as amended, originally filed
with the SEC on March 31, 2021, and in the proxy
statement/prospectus filed by D-Wave Quantum Inc. in connection
with the proposed transaction, and other filings with the SEC.
Furthermore, if the forward-looking statements prove to be
inaccurate, the inaccuracy may be material. In addition, you are
cautioned that past performance may not be indicative of future
results. In light of the significant uncertainties in these
forward-looking statements, you should not rely on these statements
in making an investment decision or regard these statements as a
representation or warranty by any person that D-Wave Quantum Inc.,
DPCM Capital, or D-Wave will achieve our objectives and plans in
any specified time frame, or at all. The forward-looking statements
in this press release represent our views as of the date of this
press release. We anticipate that subsequent events and
developments will cause our views to change. However, while we may
elect to update these forward-looking statements at some point in
the future, we have no current intention of doing so except to the
extent required by applicable law. You should, therefore, not rely
on these forward-looking statements as representing our views as of
any date subsequent to the date of this press release.
No Offer or Solicitation
This communication is for informational purposes only and does
not constitute an offer or invitation for the sale or purchase of
securities, assets, or the business described herein or a
commitment to D-Wave Quantum Inc., DPCM Capital, or D-Wave, nor is
it a solicitation of any vote, consent, or approval in any
jurisdiction pursuant to or in connection with the transaction or
otherwise, nor shall there be any sale, issuance, or transfer of
securities in any jurisdiction in contravention of applicable
law.
Participants in Solicitation
D-Wave Quantum Inc., DPCM Capital, and D-Wave, and their
respective directors and executive officers, may be deemed
participants in the solicitation of proxies of DPCM Capital’s
stockholders in respect of the transaction. Information about the
directors and executive officers of DPCM Capital is set forth in
DPCM Capital’s filings with the SEC. Information about the
directors and executive officers of D-Wave Quantum Inc. and more
detailed information regarding the identity of all potential
participants, and their direct and indirect interests by security
holdings or otherwise, will be set forth in the definitive proxy
statement/prospectus for the transaction when available. Additional
information regarding the identity of all potential participants in
the solicitation of proxies to DPCM Capital’s stockholders in
connection with the proposed transaction and other matters to be
voted upon at the special meeting, and their direct and indirect
interests, by security holdings or otherwise, will be included in
the definitive proxy statement/prospectus, when it becomes
available.
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version on businesswire.com: https://www.businesswire.com/news/home/20220523005626/en/
For D-Wave:
Media Contact: Alan Auyeung AxiCom media@dwavesys.com
Investor Relations Contact: Kevin Hunt
ir@dwavesys.com
For DPCM Capital:
Marley Ward mward@hstrategies.com
DPCM Capital (NYSE:XPOA)
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