Insider Brief
- IonQ has entered into an equity distribution agreement with Morgan Stanley and Needham to sell up to $500 million in common stock through an “at-the-market” (ATM) equity offering program.
- The company intends to use the proceeds for general corporate purposes, including accelerating its networking business and exploring new application areas.
- The timing and volume of stock sales under the ATM Program will depend on market conditions, and there is no assurance that shares will be issued or sold.
PRESS RELEASE — IonQ (NYSE: IONQ), a leader in the quantum computing and networking industries, today announced that it has entered into an equity distribution agreement with Morgan Stanley & Co. LLC (“Morgan Stanley”) and Needham & Company LLC (“Needham”) under which it may offer and sell shares of its common stock having an aggregate offering price of up to $500 million from time to time, pursuant to an “at-the-market” equity offering program (the “ATM Program”).
The Company intends to use the net proceeds for general corporate purposes, which may include, among other things, acceleration of its networking business and the creation of new lines of growth in promising application areas.
The shares will be offered through Morgan Stanley and Needham as sales agents. Sales may be made in transactions that are deemed to be “at the market” offerings as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended, including sales made directly on the NYSE or sales made to or through a market maker other than on an exchange or as otherwise agreed upon by the sales agents and us, or in negotiated transactions, which may include block trades.
There can be no assurance that the Company will issue and sell any shares under the ATM Program. The timing of any sales and the number of shares sold, if any, will depend on a variety of factors to be determined by the Company.
A registration statement on Form S-3 (File No. 333-285279) was filed with the SEC on February 26, 2025 and became automatically effective upon filing. A prospectus supplement and accompanying prospectus relating to the ATM Program was filed with the SEC on February 26, 2025. Prospective investors should read the prospectus supplement and accompanying prospectus, together with the documents incorporated by reference therein. Prospective investors may obtain these documents for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, a copy of the prospectus supplement and accompanying prospectus relating to the offering may be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, New York, NY 10014, or by emailing [email protected] or Needham & Company, LLC, Attention: Prospectus Department, 250 Park Avenue, 10th Floor, New York, NY 10177, telephone: (800) 903-3268, or by emailing [email protected].
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.
