Crane Harbor Acquisition Corp., a special purpose acquisition vehicle, has entered into a business combination agreement with Xanadu Quantum Technologies, Inc., that is expected to result in Xanadu being the first and only publicly traded pure play photonic quantum computing company. The combined company is expected to have a pro forma enterprise value of approximately US$3.1 billion and a pro forma market capitalization of approximately US$3.6 billion. 

Xanadu has produced the first networked, modular and scalable quantum computer. In connection with the transaction, the combined company is expected to receive US$225 million cash from Crane Harbor’s trust account, assuming no redemptions by Crane Harbor’s public stockholders, and US$275 million from a group of strategic and institutional investors via a common equity committed private placement investment (PIPE).

Morgan Stanley & Co. LLC is serving as lead placement agent for the PIPE. CIBC Capital Markets, Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC, and JonesTrading are also serving as placement agents for the PIPE.

Cooley LLP and Osler, Hoskin & Harcourt LLP are serving as legal counsel to Xanadu. Winston & Strawn LLP, Stevens & Lee P.C. and Bennett Jones LLP are serving as legal counsel to Crane Harbor. Ropes & Gray LLP and Davies Ward Phillips & Vineberg LLP are acting as legal advisors to the PIPE placement agents.