Churchill Capital Corp X/Cayman Files 8-K

Ticker: INFQ-WT · Form: 8-K · Filed: Sep 8, 2025 · CIK: 2007825

Churchill Capital Corp X/Cayman 8-K Filing Summary
FieldDetail
CompanyChurchill Capital Corp X/Cayman (INFQ-WT)
Form Type8-K
Filed DateSep 8, 2025
Risk Levellow
Pages16
Reading Time19 min
Key Dollar Amounts$0.0001, $11.50, $1,800,000,000, $10, $5,000,001
Sentimentneutral

Sentiment: neutral

Topics: material-definitive-agreement, 8-k

TL;DR

Churchill Capital Corp X/Cayman filed an 8-K on 9/8/25 for a material definitive agreement.

AI Summary

On September 8, 2025, Churchill Capital Corp X/Cayman entered into a material definitive agreement. The filing also includes information regarding Regulation FD disclosure and financial statements and exhibits. Churchill Capital Corp X/Cayman is incorporated in Delaware and its principal executive offices are located at 640 Fifth Avenue, 14th Floor, New York, NY 10019.

Why It Matters

This 8-K filing indicates a significant event for Churchill Capital Corp X/Cayman, potentially related to a material definitive agreement, which could impact its business operations and investor relations.

Risk Assessment

Risk Level: low — The filing is a standard 8-K report detailing a material definitive agreement and related disclosures, without immediate indication of significant financial distress or major strategic shifts.

Key Players & Entities

  • Churchill Capital Corp X/Cayman (company) — Registrant
  • September 8, 2025 (date) — Date of Report
  • 640 Fifth Avenue, 14th Floor, New York, NY 10019 (location) — Principal Executive Offices

FAQ

What is the nature of the material definitive agreement entered into by Churchill Capital Corp X/Cayman?

The filing does not specify the exact nature of the material definitive agreement, only that one was entered into on September 8, 2025.

What other information is included in this 8-K filing?

This 8-K filing also includes information regarding Regulation FD disclosure and financial statements and exhibits.

When was this 8-K report filed?

The report was filed on September 8, 2025.

Where are Churchill Capital Corp X/Cayman's principal executive offices located?

The principal executive offices are located at 640 Fifth Avenue, 14th Floor, New York, NY 10019.

What is the state of incorporation for Churchill Capital Corp X/Cayman?

Churchill Capital Corp X/Cayman is incorporated in Delaware.

Filing Stats: 4,727 words · 19 min read · ~16 pages · Grade level 20 · Accepted 2025-09-08 08:16:16

Key Financial Figures

  • $0.0001 — LC Class A ordinary shares, par value $0.0001 per share CCCX The Nasdaq Stock Mar
  • $11.50 — ordinary share at an exercise price of $11.50 per share CCCXW The Nasdaq Stock Ma
  • $1,800,000,000 — re-money equity value of the Company of $1,800,000,000 (the " Equity Value "). The Equity Valu
  • $10 — Per Share Equity Value divided by (ii) $10.00, where the " Per Share Equity Value
  • $5,000,001 — sactions; (v) Churchill having at least $5,000,001 of net tangible assets as of the Closin
  • $100,000,000 — g SPAC Cash "), being at least equal to $100,000,000 as of the Closing (such condition, the
  • $12.00 — ted SPAC Common Stock equals or exceeds $12.00 per share during any 15 trading days wi
  • $126,547,600 — to issue and sell to the PIPE Investors $126,547,600 of Domesticated SPAC Common Stock, par
  • $10.00 — e Securities Act at a purchase price of $10.00 per share (the " PIPE Investment "). Th

Filing Documents

From the Filing

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2025 CHURCHILL CAPITAL CORP X (Exact name of registrant as specified in its charter) Delaware 001-42646 86-1946291 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 640 Fifth Avenue , 14th Floor New York , NY 10019 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: ( 212 ) 380-7500 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Title of each class Trading Symbol Name of each exchange on which registered Units, each consisting of one Class A ordinary share and one-quarter of one redeemable warrant CCCXU The Nasdaq Stock Market LLC Class A ordinary shares, par value $0.0001 per share CCCX The Nasdaq Stock Market LLC Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share CCCXW The Nasdaq Stock Market LLC 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). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item1.01 Entry into a Material Definitive Agreement. On September 8, 2025, Churchill Capital Corp X (" Churchill " or " we ") entered into an Agreement and Plan of Merger and Reorganization (the " Merger Agreement ") by and among Churchill, AH Merger Sub I, Inc., a Delaware corporation and direct, wholly-owned subsidiary of Churchill (" Merger Sub I "), AH Merger Sub II, LLC, a Delaware limited liability company and direct, wholly-owned subsidiary of Churchill (" Merger Sub II ") and ColdQuanta, Inc., a Delaware corporation (the " Company "). Pursuant to the Merger Agreement, and on the terms and subject to the satisfaction or waiver of the conditions set forth therein, the parties thereto intend to effect a business combination transaction by which Merger Sub I will merge with and into the Company, with the Company continuing as the surviving corporation and a wholly-owned subsidiary of Churchill (" First Merger "), and immediately following the First Merger, the surviving corporation of the First Merger will merge with and into Merger Sub II, with Merger Sub II continuing as the surviving entity (the " Second Merger " and, together with the First Merger, the " Mergers "). The transactions contemplated by the Merger Agreement, including the PIPE Investment (as defined below), are referred to as the " Transactions ." The proposed Mergers are expected to be consummated following the receipt of the required approvals by the shareholders of Churchill and the Company and the satisfaction or waiver of certain other closing conditions set forth in the Merger Agreement. Merger Agreement The Domestication Immediately prior to the Domestication, each of the then issued and outstanding Class B ordinary shares of Churchill, par value $0.0001 per share (each, a " Cayman Class B Share "), will be converted, on a one-for-one basis, into a Class A ordinary share of Churchill, par value $0.0001 per share (each, a " Cayman Class A Share "). Pursuant to the Domestication: (i) each of the then issued and outstanding Cayman Class A Shares will convert automatically, on a one-for-one basis, into a share of common stock, par value $0.0001 per share, of Domesticated SPAC (the " Domesticated SPAC Common Stock "); (ii) each of the then issued and outstanding warrants to acquire Cayman Class A Shares (each, a " Cayman SPAC Warrant ") will convert automatically into a warrant to acquire a corresponding number of shares of Domesticated SPAC Common Stock, on a one-for-one basis, pursuant to the related warrant agreement (each warrant, a " Domesticated SPAC Warrant "); and (iii) each of the then issued and outstanding units of Churchill will be cancele

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