Quantum Computing Inc. Announces Agreement to Acquire Luminar Semiconductor, Inc. to Accelerate Technology Roadmap

Rhea-AI Summary

Quantum Computing Inc (Nasdaq: QUBT) signed a Stock Purchase Agreement to acquire Luminar Semiconductor, Inc. (LSI) from Luminar Technologies (Nasdaq: LAZR) for $110 million in cash, subject to customary adjustments.

The acquisition adds LSI's photonic components, patents, and engineering team to QCi to strengthen its supply chain, increase engineering depth, and accelerate development of compact, integrated quantum systems. QCi will act as the proposed stalking horse bidder in Luminar's Chapter 11 Section 363 sale process; LSI is not a debtor and is operating in the ordinary course.

Closing is subject to customary conditions and bankruptcy court approval, which the parties expect by end of January 2026.

Positive

• Acquisition value of $110 million in all-cash consideration
• Adds LSI photonic components and patents to QCi roadmap
• QCi gains experienced engineering team, boosting R&D capacity

Negative

• Transaction requires bankruptcy court approval via Section 363 sale
• Sale subject to customary adjustments, creating price uncertainty
• Parent Luminar's Chapter 11 filing may delay closing timing

Key Figures

LSI sale value $110 million All-cash Stock Purchase Agreement for Luminar Semiconductor, Inc.

Expected court approval End of January 2026 Target timing for bankruptcy court approval of Section 363 sale

Market Reality Check

$0.8997 Last Close

Volume Volume 5,193,213 is roughly in line with the 20-day average of 5,670,798 (relative volume 0.92). normal

Technical Shares at $0.8997 are trading below the 200-day MA of $2.97 and 91.35% below the 52-week high.

Peers on Argus

LAZR is down 6.88% while sector peers show mixed moves (e.g., CAAS up 1.54%, SRI down 4.03%, HYLN down 3.96%), indicating a company-specific reaction rather than a broad Auto Parts sector move.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Nov 13	Q3 2025 results	Negative	-8.6%	Q3 2025 results showed losses, guidance suspension, and strategic review.
Oct 13	Earnings call schedule	Neutral	+8.3%	Announcement of timing and format for Q3 2025 quarterly update.
Aug 12	Q2 2025 results	Negative	-15.6%	Q2 2025 results with revenue decline, losses, and reduced guidance.
Jul 29	Inducement grants	Neutral	+1.0%	Equity inducement awards granted to new CEO tied to performance.
Jul 11	Business update date	Neutral	-3.8%	Scheduling of Q2 2025 business update and webcast details.

Pattern Detected

Recent history shows pronounced negative reactions to financial reports and liquidity stress, while neutral scheduling or governance updates have produced mixed and often smaller moves.

Recent Company History

Over the last six months, Luminar has repeatedly highlighted liquidity stress, strategic reviews, and guidance changes. Q2 and Q3 2025 results both led to double‑digit percentage declines, reflecting concern over losses and revised outlooks. Multiple 8‑Ks documented missed interest payments and forbearance negotiations. Governance actions, including a new CEO compensation package and scheduling update calls, produced modest or mixed reactions. Today’s announcement of a $110 million sale of LSI via a Section 363 process fits into this broader restructuring and asset‑monetization narrative.

Regulatory & Risk Context

Active S-3 Shelf Registration 2025-08-22

Luminar has an active Form S-3/A shelf filed on 2025-08-22 for Series A convertible preferred stock, with potential dilution from convertible notes and remaining capacity under an equity financing program as disclosed in the filing. The shelf is marked as not yet effective with 0 recorded usage events.

Market Pulse Summary

The stock is dropping -57.0% following this news. A negative reaction despite the announced $110 million LSI sale fits a pattern where Luminar’s shares fell on news highlighting liquidity stress and strategic uncertainty. The concurrent voluntary Chapter 11 filing underscores restructuring risk, and past disclosures noted substantial doubt about continuing as a going concern. Even with an active shelf registration for potential capital measures, execution risk around the Section 363 sale and broader reorganization could have weighed heavily on sentiment.

Key Terms

stock purchase agreement financial

"announced that it has signed an agreement (the "Stock Purchase Agreement") to acquire"

A stock purchase agreement is a legal contract that sets the terms for buying or selling shares, specifying the price, number of shares, how payment is made, and any conditions or promises each side must meet. It matters to investors because it defines who owns what, when ownership changes, and what protections or obligations attach to the deal—think of it as a detailed receipt plus the house rules that determine the financial risks and benefits of the transaction.

chapter 11 regulatory

"it has initiated voluntary chapter 11 cases in the U.S. Bankruptcy Court"

Chapter 11 is a U.S. bankruptcy process that lets a financially distressed company keep operating while it reorganizes its debts and business plan under court supervision. Think of it as a formal pause that allows the company to renegotiate payments, shed contracts or assets, and seek a path to profitability instead of being liquidated; investors watch it because it can change the value and priority of claims, equity dilution, or the likelihood of recovery.

section 363 sale process regulatory

"the transaction will require the approval of the bankruptcy court pursuant to a Section 363 sale process"

A Section 363 sale process is a court-supervised procedure under U.S. bankruptcy law that lets a company sell assets quickly, often free of prior claims, so the business or its estate can raise cash or wind down operations. Investors care because these sales determine who buys valuable assets, how much creditors and equity holders recover, and how fast ownership changes hands—like a judge-run auction that can set the final price and recovery for stakeholders.

AI-generated analysis. Not financial advice.

HOBOKEN, N.J., Dec. 15, 2025 /PRNewswire/ -- Quantum Computing Inc. ("QCi" or the "Company") (Nasdaq: QUBT), an innovative, quantum optics and integrated photonics technology company, today announced that it has signed an agreement (the "Stock Purchase Agreement") to acquire Luminar Semiconductor, Inc. ("LSI"), a wholly owned subsidiary of Luminar Technologies, Inc. ("Luminar") (Nasdaq: LAZR), in an all-cash transaction valued at $110 million (the "Transaction"), subject to customary adjustments. The acquisition will bring QCi a portfolio of core photonic technologies, patents, and a highly experienced team of engineers and scientists that will accelerate QCi's roadmap while continuing to support and grow LSI's established customer base.

LSI manufactures and sells a portfolio of photonic components that are important building blocks on QCi's technology roadmap. The acquisition will bring LSI's components, patents and talent into QCi, strengthening the Company's supply chain, substantially increasing the engineering depth of its workforce, and accelerating the advancement of compact, fully-integrated quantum systems for commercial deployment.

Yuping Huang, CEO and Chairman of the Board of QCi commented, "This acquisition represents a meaningful step forward in our strategy to develop and scale practical, integrated quantum solutions. The post-closing revenue opportunity will be two-fold: to serve and expand LSI's current non-quantum customer base; and to utilize LSI's technology and products to drive the commercialization of quantum appliances in our targeted markets. LSI employees are a highly valued component of this deal and QCi will provide attractive career opportunities and competitive compensation to those that remain with the company."

"We also believe LSI's current customer base will benefit from QCi's ownership," Huang added. "We are in a strong position to invest immediately in LSI's R&D, product development, and manufacturing capabilities. We believe this combination strengthens both organizations and positions us to accelerate our technology roadmap and put quantum technology into the hands of people."

"LSI is a high-quality business with significant long-term potential, and this transaction with QCi provides the investment and strategic vision needed to realize that potential," said Paul Ricci, CEO of Luminar. "By bringing together QCi's and LSI's complementary capabilities and engineering strengths, they will be able to bring innovations to market faster and better serve their customers across a broad set of advanced photonics and sensing applications."

Concurrent with this announcement, LSI's parent Luminar announced that it has initiated voluntary chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas. LSI is not a debtor in Luminar's chapter 11 cases and is operating in the ordinary course. Because LSI is a subsidiary of Luminar, the transaction will require the approval of the bankruptcy court pursuant to a Section 363 sale process. QCi has agreed to be the proposed stalking horse bidder for LSI in connection with the bankruptcy cases and, in this capacity, will be entitled to customary bid protections. The parties anticipate closing the transaction subject to the satisfaction of customary closing conditions, including receipt of the bankruptcy court approval, which the parties expect to receive by the end of January 2026.

About Quantum Computing Inc.
Quantum Computing Inc. (Nasdaq: QUBT) is an innovative, quantum optics and integrated photonics technology company that provides accessible and affordable quantum machines and foundry services for the production of photonic chips based on thin-film lithium niobate. QCi's products are designed to operate at room temperature and low power at an affordable cost. The Company's portfolio of core technologies and products offer unique capabilities in the areas of high-performance computing, artificial intelligence, and cybersecurity, as well as remote sensing applications.

Company Contact:
Rosalyn Christian/John Nesbett
IMS Investor Relations
qci@imsinvestorrelations.com

Forward-Looking Statements

This press release contains forward-looking statements as defined within Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements and forecasts, generally identified by terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "intends," "goal," "objective," "seek," "attempt," "aim to," or variations of these or similar words, involve risks and uncertainties because they relate to events and depend on circumstances that will occur in the future. Those statements include statements regarding the intent, belief, or current expectations of QCi and members of its management as well as the assumptions on which such statements are based. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, including the occurrence of any event, change or other circumstances that could give rise to the right of the Company or Luminar to terminate the Stock Purchase Agreement, the possibility that the Transaction is not completed or, if completed, that the anticipated benefits of the Transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of LSI, the possibility that the Transaction may be more expensive to complete than anticipated, diversion of management's attention from ongoing business operations and opportunities, operating costs and business disruption following the Transaction, exposure to potential litigation, the integration of Luminar Semiconductor's products and technologies with QCi, and the acceleration of QCi's development roadmap, and that actual results may differ materially from those contemplated by such forward-looking statements. Except as required by federal securities law, QCi undertakes no obligation to update or revise forward-looking statements to reflect changed conditions.

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SOURCE Quantum Computing Inc.

FAQ

What is the purchase price for Luminar Semiconductor in the QCi deal (QUBT)?

QCi agreed to acquire Luminar Semiconductor for $110 million in cash, subject to customary adjustments.

How does the LSI acquisition affect QCi's technology roadmap and supply chain (QUBT)?

The deal adds LSI's photonic components, patents, and engineers to strengthen supply chain and accelerate integration of quantum systems.

Is Luminar Semiconductor a debtor in Luminar's Chapter 11 filing relevant to QUBT acquisition?

No; LSI is not a debtor and is operating in the ordinary course while the parent pursues Chapter 11.

What approval is required and when do parties expect to close the QCi (QUBT) acquisition?

The sale requires bankruptcy court approval under a Section 363 process; the parties expect approval by end of January 2026.

Will QCi act as a stalking horse bidder for LSI in the sale process (QUBT)?

Yes; QCi agreed to be the proposed stalking horse bidder and will be entitled to customary bid protections.