IonQ prices $40.00 public offering of 20.5M common shares and 29.5M pre-funded warrants, each paired with two $69.46 Series C Warrants
On October 14, 2026, IonQ entered into an underwriting agreement with J.P. Morgan Securities LLC as sole underwriter for a public offering of 20,500,000 shares of common stock and 29,500,000 pre-funded warrants, each paired with two Series C Warrants to purchase an additional 100,000,000 shares of common stock in the aggregate, at a combined public offering price of $40.00 per share or pre-funded warrant. Each Series C Warrant has a $69.46 exercise price, a 7-year term expiring October 16, 2033, and is exercisab...
Key takeaways
Aggregate combined public offering price of approximately $2.0 billion: 20.5 million common shares at $40.00 and 29.5 million pre-funded warrants at $39.9999, with Series C Warrants issued for no additional consideration.
Up to 100 million shares of additional dilution potential from the Series C Warrants, which are exercisable immediately upon issuance at $69.46 per share through October 16, 2033.
Pre-Funded Warrants for 29.5 million shares are immediately exercisable at a $0.0001 nominal price, functionally equivalent to common stock for fundraising purposes.
J.P. Morgan Securities LLC acted as sole underwriter; Paul, Weiss, Rifkind, Wharton & Garrison LLP served as company counsel and Simpson Thacher & Bartlett LLP as underwriter counsel.
Company is subject to a 60-day lock-up from the prospectus date and officers and directors to a 30-day lock-up, each with customary carve-outs.
Each Series C Warrant is subject to a 4.99% beneficial ownership cap per holder, adjustable up to 9.99%.
Specific use of proceeds was not disclosed in the 8-K or underwriting agreement; reference is made to the Registration Statement, Pricing Disclosure Package, and Prospectus under 'Use of proceeds'.
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