D-Wave Quantum Inc. has entered into a definitive agreement with the U.S. Department of Commerce to receive up to $100 million in funding under the U.S. CHIPS and Science Act. The agreement, signed on September 4, 2026, is intended to finance advanced microelectronics research and development. The funding will support the prototyping of advanced semiconductor technology for quantum computing and the development of scalable high-performance quantum components, including the integration of systems for annealing and gate-model superconducting quantum computers.
The award will be disbursed in tranches based on the achievement of specific milestones. An initial tranche of $53,552,620 is available shortly following the agreement date. Additional tranches totaling $46,447,380 will be released upon the completion of specific fabrication and integration milestones, including the installation of tools, fabrication of quantum processing unit prototypes, and the calibration of scaled units.
In exchange for the funding, the U.S. Department of Commerce will acquire a minority, non-controlling equity stake in D-Wave. The company will issue 7,095,721 shares of common stock at a price of $14.093 per share. The issuance price was determined based on the lowest reported closing price of the stock on dates related to the agreement, discounted by 15%. The shares will not be registered under the Securities Act of 1933 at the time of issuance.
The period of performance for the agreement commences on the award date and terminates on the earlier of the completion of all milestones or the fifth anniversary of the agreement date. The agreement includes standard terms regarding intellectual property, including provisions granting the U.S. government a license to use funded inventions for government purposes. The company has also outlined specific risks associated with the agreement, including uncertainty regarding the timing and amount of funding, potential dilution for existing stockholders, and the possibility that the Department may terminate the agreement for convenience.