Infleqtion, Inc. SEC Filings

Churchill Capital Corp X is asking shareholders to approve its merger with Infleqtion and is registering up to 244,463,410 shares of Post-Closing Company common stock in connection with the deal. The SPAC will domesticate from the Cayman Islands to Delaware and, after a two-step merger, be renamed Infleqtion, Inc., focusing on quantum computing, sensing and software.

Infleqtion holders are slated to receive stock valued at an aggregate $1,800,000,000, paid entirely in shares at $10.00 per Post-Closing Company share, with an estimated exchange ratio of about 0.347 Post‑Closing share for each Infleqtion share. A concurrent PIPE investment of $126,547,600 at $10.00 per share will provide additional capital.

Pro forma, Infleqtion stockholders would hold about 69.9% of the combined company in a no‑redemption case and 86.6% under maximum redemptions, with public shareholders potentially redeemed out entirely in the maximum redemption scenario. CCX public shareholders may redeem their Class A shares for cash from the trust account, subject to a 15% per‑holder cap, and are being asked to vote on the business combination and related governance, stock issuance, incentive plan, ESPP, director and adjournment proposals. The combined company intends to list on the NYSE under the symbol INFQ.

Churchill Capital Corp X (CCCX) has filed Amendment No. 2 to its Form S-4 to register up to 244,463,410 shares of common stock to be issued in connection with its proposed business combination with ColdQuanta, Inc. (d/b/a Infleqtion). CCCX will domesticate from the Cayman Islands to Delaware and, through a two-step merger, Infleqtion will become a wholly owned subsidiary and the combined public company will be renamed “Infleqtion, Inc.”

The merger values Infleqtion at an aggregate Equity Value of $1,800,000,000, paid entirely in stock at $10.00 per share, implying an estimated exchange ratio of about 0.347 new shares for each Infleqtion common share. A concurrent PIPE Investment will provide $126,547,600 of CCCX common stock at $10.00 per share. Pro forma ownership under no-redemption and maximum-redemption cases ranges from 214,924,762 to 173,524,762 shares outstanding, with Infleqtion holders owning the majority in both scenarios. CCCX’s board unanimously approved the deal, supported by a fairness opinion from Ocean Tomo, and is calling a shareholder meeting on February 12, 2026, while seeking to list the new Infleqtion, Inc. shares on the NYSE under the symbol “INFQ.”

Churchill Capital Corp X has filed an amended Form S-4 for its proposed business combination with quantum technology company ColdQuanta, Inc. (d/b/a Infleqtion). This proxy statement/prospectus covers up to 244,463,410 shares of common stock of the post-closing company to be issued in connection with the merger and related transactions.

The deal values Infleqtion at an equity value of $1.8 billion, to be paid entirely in post-closing common stock at $10.00 per share, with an estimated exchange ratio of about 0.347 post-closing shares for each Infleqtion common share. CCX has also arranged a $126,547,600 PIPE investment at $10.00 per share to help fund the transaction.

Following the deal, CCX will domesticate from the Cayman Islands to Delaware and be renamed Infleqtion, Inc. Pro forma, Infleqtion stockholders are expected to hold the majority of the combined company, with SPAC public holders, the sponsor and PIPE investors owning the balance under various redemption scenarios. The CCX board unanimously approved the merger and received a fairness opinion supporting the purchase price.

Churchill Capital Corp X filed this communication to highlight its proposed business combination with quantum technology company ColdQuanta, Inc. (Infleqtion) through a Nasdaq MarketSite interview with Infleqtion’s CEO, Matt Kinsella. He explains that Infleqtion uses room-temperature neutral-atom technology to build quantum products such as precision clocks, RF antennas, sensors and, longer term, quantum computers.

Kinsella describes current products that already show large performance gains over classical systems and notes that Infleqtion has announced 12 logical qubits, with a goal of reaching around 100 logical qubits to enable new materials and chemistry applications, and later 1,000 for areas like drug discovery. Over the next 12–24 months, Infleqtion aims to grow revenue from sensing products and continue selling quantum computing systems while advancing toward quantum advantage in computing.

The communication also explains that Churchill will file a Form S-4 registration statement with a proxy statement/prospectus for shareholders to vote on the business combination and emphasizes detailed forward‑looking statement and risk disclosures, urging Churchill and Infleqtion shareholders to read those materials once available.

Churchill Capital Corp X has filed a communication about its proposed business combination with quantum technology company ColdQuanta, Inc. (Infleqtion) and the plan to take Infleqtion public. In a detailed interview, Infleqtion’s CEO describes a platform built on neutral atom quantum technology used for precision clocks, sensors and quantum computers, all operating at room temperature through laser-controlled atomic systems.

The discussion highlights applications in GPS‑independent timing, national security, cryptography, drug discovery, AI acceleration and space-based quantum systems, including work with NASA and U.S. defense customers. Management emphasizes that Infleqtion is already selling quantum sensing products and intends to use new capital from going public to accelerate commercialization and reach logical qubits that can unlock quantum advantage in areas like materials science and advanced computing.

Churchill Capital Corp X filed its quarterly report, highlighting its May IPO of 41.4 million units at $10.00 and a Trust Account balance of $419.6 million at redemption value as of September 30, 2025. The company reported a Q3 net loss of $33.4 million, driven mainly by a non-cash $30.5 million loss from the change in fair value of a subscription agreement liability and $6.0 million of subscription agreement expense, partly offset by $4.4 million of interest income on Trust investments.

Churchill entered a definitive Merger Agreement on September 8, 2025 to combine with ColdQuanta, Inc. and signed PIPE subscription agreements for $126.5 million at $10.00 per share, recorded as a $36.5 million liability at quarter-end. Liquidity at September 30, 2025 included cash of $1.14 million and a working capital deficit of $35.2 million. As of November 12, 2025, shares outstanding were 41,700,000 Class A and 10,350,000 Class B, with 10,350,000 public warrants outstanding.

Churchill Capital Corp X (CCCX) filed a Rule 425 communication featuring Infleqtion’s announcement that Ilan Hart has been appointed chief financial officer, effective October 20, 2025, as the company prepares to go public via a business combination with CCCX.

Infleqtion reports approximately $29 million in trailing twelve‑month revenue as of June 30, 2025, reflecting an ~80% CAGR over two years, and expects about $50 million of booked and awarded business at year‑end 2025, with a potential pipeline exceeding $300 million. The definitive agreement values Infleqtion at a pre‑money equity value of $1.8 billion and is expected to deliver over $540 million in gross transaction proceeds, including over $125 million from a common stock PIPE, assuming no redemptions.

Hart will oversee capital markets strategy, investor relations, and long‑term financial planning as Infleqtion scales its neutral‑atom quantum computing and precision sensing platform.

Churchill Capital Corp X announced the confidential submission of a draft Form S-4 to the SEC on October 29, 2025, advancing its proposed business combination with Infleqtion (also referred to as ColdQuanta, Inc. in prior disclosures). The filing will include proxy materials for Churchill’s shareholder vote and a prospectus for securities to be issued in connection with the transaction.

The accompanying press release states the deal is expected to deliver over $540 million in gross proceeds, assuming no redemptions, including more than $125 million from a common stock PIPE at the transaction valuation. Upon closing, the combined company will operate as “Infleqtion, Inc.” and is expected to list on a leading North American exchange under the ticker “INFQ.” The transaction remains subject to SEC effectiveness of the S-4, Churchill shareholder approval, and other customary closing conditions, and is expected to close in Q1 2026.

Churchill Capital Corp X announced that, together with ColdQuanta, it confidentially submitted a draft registration statement on Form S-4 to the SEC on October 29, 2025, in connection with their previously disclosed merger agreement signed on September 8, 2025.

The proposed transaction will be presented to Churchill shareholders for a vote. After the Form S-4 is filed and declared effective, a definitive proxy statement/prospectus and related materials will be mailed to shareholders of both companies as of the record date. A joint press release dated November 4, 2025 was furnished as Exhibit 99.1.