IonQ, Inc. has entered into a definitive agreement to acquire Elisity, Inc., a Zero Trust security company, in an all-stock transaction. The deal was announced on October 12, 2026, and is expected to close in the fourth quarter of 2026, subject to regulatory approvals and other customary closing conditions.
Under the terms of the agreement, IonQ will acquire all issued and outstanding shares of Elisity. The aggregate consideration payable at closing consists of shares of IonQ common stock with a value of $1,150,000,000. This amount will be reduced by any leakage incurred by Elisity since July 31, 2026.
The number of shares issued will be calculated based on the volume-weighted average price of IonQ common stock for the 20 trading days immediately preceding the third business day before the closing. The share price used for the calculation will not exceed $49.61 per share nor fall below $33.07 per share.
In addition to the base consideration, Elisity’s securityholders may receive an earnout consideration valued at up to $150,000,000. This earnout is contingent on Elisity achieving specific revenue milestones between August 1, 2026, and January 31, 2028.
IonQ has also agreed to establish a retention pool for Elisity’s continuing employees. This pool consists of restricted stock units (RSUs) with a total value of $100,000,000, determined by dividing this amount by the common stock price. The RSUs will vest over four years following the closing of the transaction.
Elisity is a cybersecurity firm focused on Zero Trust technology. The company has a global enterprise customer base and claims a track record of doubling its revenue and customer base year-over-year. The acquisition aims to combine Elisity’s Zero Trust platform with IonQ’s post-quantum cryptography and quantum key distribution capabilities.
