IonQ to acquire SkyWater Technology for $15 cash + stock per share; total ~$35/share

IonQ, Inc.

IonQ to acquire SkyWater in two-step merger for $15 cash plus stock (Exchange Ratio collared between 0.3326 and 0.5265 IonQ shares).
SkyWater Board unanimously approved; holders of ~19.87% of SkyWater shares signed Voting Agreement to vote in favor.
Termination fee of ~$51.6M; if antitrust blocks deal, SkyWater issues 2.86M shares to IonQ for $100M.
Joint press release includes IonQ's 2025 fiscal year guidance (specific figures not in this filing).
Transaction subject to SkyWater stockholder approval, HSR clearance, and other conditions; expected close by Jan 25, 2027.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

IonQ, Inc. entered into Agreement and Plan of Merger with SkyWater Technology, Inc., Iris Merger Subsidiary 1 Inc., and Iris Merger Subsidiary 2 LLC (effective 2026-01-25).

Action: entry
Agreement: merger
Counterparty: SkyWater Technology, Inc., Iris Merger Subsidiary 1 Inc., and Iris Merger Subsidiary 2 LLC
Effective: 2026-01-25

Exact text from the filing

On January 25, 2026, IonQ, Inc., a Delaware corporation (the “ Company ”), SkyWater Technology, Inc., a Delaware corporation (“ SkyWater ”), Iris Merger Subsidiary 1 Inc., a Delaware corporation (“ Merger Sub 1 ”), and Iris Merger Subsidiary 2 LLC, a Delaware limited liability company (“ Merger Sub 2 ” and, together with Merger Sub 1, the “ Merger Subs ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”)

View on SEC.gov

284 material agreements filed in the last 30 days. Browse all material agreements →

IonQ, Inc. filing history →

Source: SEC EDGAR

accession 0001193125-26-021616

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.