Quantum Computing Inc. Files S-1 Registration

TL;DR

QCGI filed an S-1, looks like they're raising capital. Watch this space.

AI Summary

Quantum Computing Inc. filed an S-1 registration statement on January 22, 2025, detailing its corporate structure and registration of securities. The company, incorporated in Delaware with its principal executive offices in Hoboken, NJ, is involved in the pre-packaged software industry. Dr. William McGann is listed as the Chief Executive Officer and agent for service.

Why It Matters

This S-1 filing indicates Quantum Computing Inc. is preparing to offer securities to the public, which could impact its capital structure and future growth prospects.

Risk Assessment

Risk Level: medium — As an S-1 filing, it represents a company seeking to raise capital, which inherently carries risks related to market reception and execution.

Key Numbers

• 333-284416 — SEC File Number (Identifies the specific registration statement with the SEC.)
• 07030 — ZIP Code (Part of the company's principal executive office address.)

Key Players & Entities

• Quantum Computing Inc. (company) — Registrant
• January 22, 2025 (date) — Filing Date
• Delaware (jurisdiction) — State of Incorporation
• Hoboken, NJ (location) — Principal Executive Offices
• Dr. William McGann (person) — Chief Executive Officer and Agent for Service
• 333-284416 (registration_number) — SEC File Number

FAQ

Key Financial Figures

• $0.0001 — up to 8,489,797 shares of common stock, $0.0001 par value ("Common Stock") of Quantum C
• $4.6 million — l, however, receive up to approximately $4.6 million in gross proceeds if the Placement Agen
• $11.49 — ing price as reported on the Nasdaq was $11.49 per share. The Selling Stockholders ma
• $52 billion — 2022 (the "CHIPS Act"), which allocates $52 billion for the revitalization and onshoring of
• $39 billion — CHIPS Act funding specifically includes $39 billion in manufacturing incentives and $13 bil
• $13 billion — billion in manufacturing incentives and $13 billion to support new research and development
• $190.4 million — t the global TFLN EOM market, valued at $190.4 million in 2022, is forecast to grow to an esti
• $1,931.3 million — 22, is forecast to grow to an estimated $1,931.3 million by 2029 - a compound annual growth rate
• $15.1 b — uit (PIC) market is currently valued at $15.1 billion, and will grow at a CAGR of 20.5%
• $38.4 billion — on, and will grow at a CAGR of 20.5% to $38.4 billion in 2029. This illustrated significant a

Filing Documents

• ea0228261-s1_quantum.htm (S-1) — 2373KB
• ea022826101ex5-1_quantum.htm (EX-5.1) — 7KB
• ea022826101ex10-7_quantum.htm (EX-10.7) — 7KB
• ea022826101ex23-1_quantum.htm (EX-23.1) — 2KB
• ea022826101ex-fee_quantum.htm (EX-FILING FEES) — 11KB
• ex10-7_001.jpg (GRAPHIC) — 2KB
• ex5-1_001.jpg (GRAPHIC) — 4KB
• ex5-1_002.jpg (GRAPHIC) — 7KB
• 0001213900-25-005606.txt ( ) — 12382KB
• qubt-20240930.xsd (EX-101.SCH) — 79KB
• qubt-20240930_cal.xml (EX-101.CAL) — 87KB
• qubt-20240930_def.xml (EX-101.DEF) — 485KB
• qubt-20240930_lab.xml (EX-101.LAB) — 729KB
• qubt-20240930_pre.xml (EX-101.PRE) — 516KB
• ea0228261-s1_quantum_htm.xml (XML) — 2145KB

Use of Proceeds

Use of Proceeds 27 Determination of Offering Price 27 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 28

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 29

Business

Business 38 Directors, Executive Officers and Corporate Governance 46

Executive Compensation

Executive Compensation 52

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 55 Certain Relationships and Related Transactions, and Director Independence 57 Selling Stockholder 58 Plan of Distribution 59

Description of Capital Stock

Description of Capital Stock 60 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 62 Legal Matters 63 Experts 63 Where You Can Find More Information 63 Index to Consolidated Financial Statements F-1 You may only rely on the information contained in this prospectus or that we have referred you to. We have not authorized anyone to provide you with different information. This prospectus does not constitute an offer to sell or a solicitation of an offer to buy any securities other than the Common Stock offered by this prospectus. This prospectus does not constitute an offer to sell or a solicitation of an offer to buy any Common Stock in any circumstances in which such offer or solicitation is unlawful. Neither the delivery of this prospectus nor any sale made in connection with this prospectus shall, under any circumstances, create any implication that there has been no change in our affairs since the date of this prospectus is correct as of any time after its date. i CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This prospectus contains forward-looking statements. Forward-looking statements give our current expectations or forecasts of future events. You can identify these statements by the fact that they do not relate strictly to historical or current facts. Forward-looking statements involve risks and uncertainties and include trends in our market and our anticipated needs for working capital. They are generally identifiable by use of the words "may," "will," "should," "anticipate," "estimate," "plans," "potential," "projects," "continuing," "ongoing," "expects," "management believes," "we believe," "we intend" or the negative of these words or other variations on these words or comparable terminology. These

Forward-Looking Statements". Unless otherwise indicated or the context requires otherwise, the words "we," "us,"

Forward-Looking Statements". Unless otherwise indicated or the context requires otherwise, the words "we," "us," "our", the "Company," "our Company," "QCi" and "QUBT," refer to Quantum Computing Inc., a Delaware corporation, and unless the context indicates otherwise, also includes our wholly-owned subsidiaries. The Computing Landscape and The End of Moore's Law For the past 45 years or so, silicon-based processor manufacturers have been able to double their processing power every 18 to 24 months, a phenomenon known in the computer industry as "Moore's Law." Recently, the computer processor industry has found it increasingly difficult to offer faster, more powerful processors due to fundamental physical effects limiting further size reduction of transistors. Additionally, conventional computers are known to struggle with optimization problems known as NP-complete problems, which are a class of mathematical problems that can, in principle, be solved by conventional computers, with that caveat that the time to solution will grow exponentially with the size of the problem. These NP-complete problems require complex calculations that cannot currently be performed within any reasonable amount of time using conventional computer systems for problem sizes relevant to many industrial and government applications. Published academic research indicates that quantum computers may be ideally suited to solve optimization problems of this type. Some computer science experts believe that quantum computing will be a potential solution to the hard limits now being approached by conventional computers that utilize silicon-based processors. While the date of practical relevance of quantum computers is hard to determine, we believe that quantum availability has already begun and that quantum computers with gradually increasing performance will be introduced by multiple vendors over the course of the next decade. The Company Quantum Computing Inc. ("QCi" or the "Company") is an

View Full Filing

View this S-1 filing on SEC EDGAR