Insider Brief
- Xanadu and Crane Harbor have publicly filed a joint Form F-4 with the SEC, advancing a proposed $3.1 billion business combination that could result in Xanadu becoming a publicly traded company.
- The registration statement, which follows a confidential draft submission in November 2025, includes a preliminary proxy statement/prospectus and remains subject to SEC review and shareholder approval.
- The transaction is expected to close in the first quarter of 2026, with the combined company anticipated to trade on Nasdaq and the Toronto Stock Exchange under the ticker “XNDU,” pending customary closing conditions.
PRESS RELEASE — Xanadu Quantum Technologies Inc. (“Xanadu”), a leading photonic quantum computing company, and Crane Harbor Acquisition Corp. (“Crane Harbor”) (Nasdaq: CHAC), a publicly traded special purpose acquisition company, today announced the public filing of their joint registration statement on Form F-4 (the “Registration Statement”) with the U.S. Securities and Exchange Commission (“SEC”) in connection with their previously announced $3.1 billion proposed business combination. The public filing follows the confidential submission of Xanadu Quantum Technologies Limited’s initial draft registration statement on November 24, 2025.
The Registration Statement, which includes a preliminary proxy statement/prospectus, has not yet been declared effective and remains subject to review and amendment by the SEC. Once declared effective, the Registration Statement will provide important information regarding Xanadu’s business, technology, and operations, as well as details of the proposed transaction and the matters to be considered by shareholders of Crane Harbor.
“We are excited to reach this milestone as we move one step closer to becoming a publicly traded company,” said Christian Weedbrook, Founder and Chief Executive Officer of Xanadu. “Xanadu has built a leading quantum computing platform focused on practical, real-world applications, with a clear pathway to both hardware and software commercialization and scalability. This filing reflects the progress we’ve made to date and our confidence in the long-term opportunity ahead as quantum computing becomes an increasingly important part of the global compute ecosystem.”
“This filing represents a significant moment in Xanadu’s plans to list on the Nasdaq and the TSX. We are excited about this transaction and believe Xanadu is well positioned to take the important step of becoming a publicly traded company, supported by a strong leadership team with deep technical and operational experience,” said Bill Fradin, Chief Executive Officer of Crane Harbor.
Founded in 2016, Xanadu represents a breakthrough in quantum computing technology, operating at true room temperature without the complex and energy-intensive cryogenics or laser cooling required by competing approaches, while delivering the world’s first networked, modular, and scalable quantum computer through their Aurora system. Xanadu made history in 2022 as the first pure-play quantum computing company to achieve quantum supremacy with their 216-qubit Borealis system.
Beyond hardware innovation, Xanadu is a leader of the quantum software revolution through PennyLane, the world’s most widely used application development frameworks, enabling researchers, developers, and enterprises to program quantum circuits across all major modalities and cloud platforms. The proposed business combination positions Xanadu to become the first and only publicly traded pure-play photonic quantum computing company, uniquely leveraging photonics as the only medium universally compatible across all quantum modalities for commercialization, including quantum networking, sensing, secure communications, and future applications.
Since announcing the proposed business combination with Crane Harbor Acquisition Corp., Xanadu has continued to make progress with customers, partners, and international governments, and has made key executive hires:
- Strengthened Leadership Team with Appointment of Chief Financial Officer and Chief Legal Officer: Announced the appointment of Michael Trzupek as Chief Financial Officer and Natalie Wilmore as Chief Legal Officer.
- Advanced to Stage B of DARPA’s Quantum Benching Initiative: This progress positions the company alongside just ten other organizations who are demonstrating a credible path toward utility-scale quantum computing and reinforces Xanadu’s photonic quantum computing approach.
- Selected to Participate in the Canadian Quantum Champions Program, Securing Up to CAD $23M: This new, first-of-its-kind Canadian federal initiative is designed to accelerate the development of fault-tolerant quantum computing capabilities in Canada and anchor the country’s quantum leadership for the long term.
- Partnered with Rolls-Royce and Riverlane to Unlock Dramatic Improvements for Applications to Jet Engine Airflow Simulations: By integrating Xanadu’s PennyLane software and Riverlane’s state-of-the-art quantum algorithms, the project enabled Rolls-Royce to achieve a reduction in simulation runtimes by orders of magnitude—shrinking calculation costs from weeks to less than an hour, unlocking new prototyping opportunities for the aerospace industry.
- Expanded Partnership with A*Star to Advance Photonic Quantum Computing: Signed a Memorandum of Understanding with the Agency for Science, Technology and Research (A*STAR) in Singapore to advance research and development in quantum technologies, with the goal of establishing long-term research collaborations and exploring the potential of creating joint quantum laboratories and operations in the country.
- Developed a Novel Quantum Computational Framework to Accelerate Photodynamic Cancer Therapy Research: Designed as a framework to accelerate the discovery of next-generation photosensitizers for photodynamic cancer therapy. We believe Xanadu’s new research demonstrates how fault-tolerant quantum computers can accelerate research into cutting-edge cancer treatments.
- Partnered with Thorlabs to Advance Optical Controls for Photonic Quantum Computing: Project developed customized optical fiber components essential for realizing large-scale photonic quantum computing. Together, the companies can accelerate the production of novel component designs from proof-of-concept to high-volume manufacturing for Xanadu’s scalable hardware.
Xanadu, Crane Harbor and a newly formed entity, Xanadu Quantum Technologies Limited, entered into a definitive business combination agreement on November 3, 2025. The proposed transaction is expected to close in the first quarter of 2026, subject to the Registration Statement being declared effective by the SEC, the approval by Crane Harbor and Xanadu shareholders, and the satisfaction of other customary closing conditions.
Upon completion of the transaction, the combined company’s shares are expected to trade on the Nasdaq and the Toronto Stock Exchange under the ticker symbol “XNDU”.
