D-Wave Quantum (QBTS) 10-K 18 Apr 23 2022 FY Annual report Financial data

Cover

Cover - USD ($)	12 Months Ended
	Dec. 31, 2022	Mar. 17, 2023
Document Information [Line Items]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2022
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-41468
Entity Registrant Name	D-Wave Quantum Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	88-1068854
Entity Address, Address Line One	3033 Beta Avenue
Entity Address, City or Town	Burnaby
Entity Address, State or Province	BC
Entity Address, Country	CA
Entity Address, Postal Zip Code	V5G 4M9
City Area Code	604
Local Phone Number	630-1428
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity Public Float	$ 56,760,600
Entity Common Stock, Shares Outstanding		80,390,676
Documents Incorporated by Reference	Portions of the registrant’s definitive proxy statement for the 2023 Annual Meeting of Shareholders are incorporated by reference into Part III of this report. Such proxy statement will be filed with the Securities and Exchange Commission within 120 days of the registrant’s fiscal year ended December 31, 2022.
Entity Central Index Key	0001907982
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Amendment Flag	false
Common stock, par value $0.0001 per share
Document Information [Line Items]
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	QBTS
Security Exchange Name	NYSE
Warrants, each whole warrant exercisable for 1.4541326 shares of common stock at an exercise price of $11.50
Document Information [Line Items]
Title of 12(b) Security	Warrants, each whole warrant exercisable for 1.4541326 shares of common stock at an exercise price of $11.50
Trading Symbol	QBTS.WT
Security Exchange Name	NYSE

Audit Information

Audit Information	12 Months Ended
	Dec. 31, 2022
Audit Information [Abstract]
Auditor Name	PricewaterhouseCoopers LLP
Auditor Location	Vancouver, Canada
Auditor Firm ID	271

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands		Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash		$ 7,065	$ 9,483
Trade accounts receivable, net		757	421
Receivable research incentives		264	4,774
Inventories		2,196	2,114
Prepaid expenses and other current assets		3,643	1,116
Deferred offering costs		0	1,250
Total current assets		13,925	19,158
Property and equipment, net		2,294	3,249
Operating lease right-of-use assets		9,133	8,578
Intangible assets, net		244	272
Other noncurrent assets		1,351	1,353
Total assets		26,947	32,610
Current liabilities:
Trade accounts payable		3,756	2,109
Accrued expenses and other current liabilities		6,687	3,614
Current portion of operating lease liabilities		1,533	1,687
Loans payable, net, current		1,671	220
Deferred revenue, current		1,781	2,665
Promissory notes - related party		420	0
Total current liabilities		15,848	10,295
Warrant liabilities		1,892	0
Operating lease liabilities, net of current portion		7,301	6,990
Loans payable, net, noncurrent		7,811	12,233
Deferred revenue, noncurrent		9	54
Other noncurrent liabilities		0	18
Total liabilities		32,861	29,590
Commitments and contingencies (Note 14)
Stockholders' (deficit) equity:
Non-redeemable convertible preferred stock*, no par value; nil shares and 122,564,333 shares authorized as of December 31, 2022 and December 31, 2021, respectively; nil shares and 122,564,333 shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively.	[1]	0	189,881
Common stock*, par value $0.0001 per share; 675,000,000 shares and unlimited shares authorized at December 31, 2022 and December 31, 2021, respectively; 113,335,530 shares and 2,817,498 shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively.	[1]	11	0
Additional paid-in capital		381,274	148,850
Accumulated deficit		(376,797)	(325,268)
Accumulated other comprehensive loss		(10,402)	(10,443)
Total stockholders' (deficit) equity		(5,914)	3,020
Total liabilities and stockholders’ equity		$ 26,947	$ 32,610
[1]Shares of legacy non-redeemable convertible preferred stock and legacy common stock have been retroactively restated to give effect to the Merger.

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Preferred stock, authorized (in shares)	0	122,564,333
Preferred stock, issued (in shares)	0	122,564,333
Preferred stock, outstanding (in shares)	0	122,564,333
Common stock, par value (in usd per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	675,000,000
Common stock, issued (in shares)	113,335,530	2,817,498
Common stock, outstanding (in shares)	113,335,530	2,817,498

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Revenue		$ 7,173	$ 6,279	$ 5,160
Cost of revenue		2,923	1,750	915
Total gross profit		4,250	4,529	4,245
Operating expenses:
Research and development		32,101	25,401	20,411
General and administrative		21,539	11,897	11,587
Sales and marketing		10,068	6,179	3,714
Total operating expenses		63,708	43,477	35,712
Loss from operations		(59,458)	(38,948)	(31,467)
Other income (expense), net:
Interest expense		(4,633)	(1,728)	(5,257)
Government assistance		0	7,167	12,027
Non-cash interest income on SIF		5,673	0	0
Gain on debt extinguishment		0	0	3,873
Gain on settlement of warrant liability		0	0	7,836
Gain on investment in marketable securities		0	1,163	0
Change in fair value of warrant liabilities		6,173	0	0
Lincoln Park Purchase Agreement issuance costs		(629)	0	0
Other income, net		1,345	801	2,969
Total other income, net		7,929	7,403	21,448
Net loss		$ (51,529)	$ (31,545)	$ (10,019)
Net loss per share, basic (in usd per share)		$ (0.43)	$ (0.25)	$ (0.08)
Net loss per share, diluted (in usd per share)		$ (0.43)	$ (0.25)	$ (0.08)
Weighted-average shares used in computing net loss per share, basic (in shares)	[1]	119,647,777	125,342,746	127,161,731
Weighted-average shares used in computing net loss per share, diluted (in shares)	[1]	119,647,777	125,342,746	127,161,731
Comprehensive loss:
Net loss		$ (51,529)	$ (31,545)	$ (10,019)
Foreign currency translation adjustment, net of tax		41	15	(82)
Net comprehensive loss		$ (51,488)	$ (31,530)	$ (10,101)
[1]Weighted-average shares have been retroactively restated to give effect to the Merger.

Consolidated statements of stoc

Consolidated statements of stockholders’ (deficit) equity - USD ($) $ in Thousands		Total	DWSI	Previously Reported	Revision of Prior Period, Adjustment	ELOC	PIPE	Non-redeemable convertible preferred stock		Non-redeemable convertible preferred stock DWSI	Non-redeemable convertible preferred stock Previously Reported	Non-redeemable convertible preferred stock Revision of Prior Period, Adjustment	Common stock	Common stock DWSI	Common stock Previously Reported	Common stock Revision of Prior Period, Adjustment	Common stock ELOC	Common stock PIPE	Additional paid-in capital	Additional paid-in capital DWSI	Additional paid-in capital Previously Reported	Additional paid-in capital Revision of Prior Period, Adjustment	Additional paid-in capital ELOC	Additional paid-in capital PIPE	Accumulated deficit	Accumulated deficit Previously Reported	Accumulated deficit Revision of Prior Period, Adjustment	Accumulated other comprehensive loss	Accumulated other comprehensive loss Previously Reported	Accumulated other comprehensive loss Revision of Prior Period, Adjustment
Preferred stock, balance (in shares) at Dec. 31, 2019	[1]							120,115,206			135,012,939	(14,897,733)
Common stock, balance (in shares) at Dec. 31, 2019													13,540,768		15,220,212	(1,679,444)
Balance at Dec. 31, 2019		$ (103,868)		$ (103,868)	$ 0			$ 152,091			$ 152,091	$ 0	$ 0		$ 16,337	$ (16,337)			$ 38,121		$ 21,784	$ 16,337			$ (283,704)	$ (283,704)	$ 0	$ (10,376)	$ (10,376)	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options (in shares)													10,009	890
Exercise of stock options		4	$ 1										$ 0						4	$ 1
Exercise of warrants (in shares)	[1]							278,604
Exercise of warrants		818						$ 818
Stock-based compensation		269	2,720																269	2,720
Share issuance costs		(110)	(432)					$ (110)		$ (432)
Stock exchanged on transaction (in shares)								(120,393,810)	[1]				(13,550,777)	2,723,014
Stock exchanged on transaction		(169,146)	8,457					$ (152,799)											(16,347)	8,457
Old DWSI fair value of warrants issued for services			450																	450
Conversion of preferred stock (in shares)	[1]									24,078,762
Conversion of preferred stock			160,690							$ 47,336										$ 113,354
Issuance of stock (in shares)	[1]									48,004,778
Issuance of stock			43,679							$ 43,679
DWSI Class B Preferred Stock issued on D-Wave convertible debt transfer (in shares)	[1]									50,480,793
Old DWSI Class B Preferred Stock issued on D-Wave convertible debt transfer			$ 99,298							$ 99,298
Foreign currency translation adjustment, net of tax		(82)																										(82)
Net loss		(10,019)																							(10,019)
Preferred stock, balance (in shares) at Dec. 31, 2020	[1]							122,564,333
Common stock, balance (in shares) at Dec. 31, 2020													2,723,904
Balance at Dec. 31, 2020		$ 32,729						$ 189,881					$ 0						147,029						(293,723)			(10,458)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options (in shares)		105,203											93,595
Exercise of stock options		$ 82																	82
Stock-based compensation		1,739																	1,739
Foreign currency translation adjustment, net of tax		15																										15
Net loss		$ (31,545)																							(31,545)
Preferred stock, balance (in shares) at Dec. 31, 2021		122,564,333						122,564,333	[1]
Common stock, balance (in shares) at Dec. 31, 2021		2,817,498											2,817,499
Balance at Dec. 31, 2021		$ 3,020						$ 189,881					$ 0						148,850						(325,268)			(10,443)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options (in shares)		1,380,609											1,228,268
Exercise of stock options		$ 1,077																	1,077
Exercise of warrants (in shares)													121,261
Exercise of warrants		959																	959
Stock-based compensation		9,164																	9,164
Conversion of preferred stock (in shares)								(122,564,333)	[1]				96,764,117
Conversion of preferred stock		0						$ (189,881)					$ 10						189,871
Issuance of stock (in shares)																	2,260,346	5,816,528
Issuance of stock						$ 7,596	$ 40,000											$ 1					$ 7,596	$ 39,999
Merger, net of redemptions and transaction costs (in shares)													4,327,512
Merger, net of redemptions and transaction costs (Note 3)		(16,242)																	(16,242)
Foreign currency translation adjustment, net of tax		41																										41
Net loss		$ (51,529)																							(51,529)
Preferred stock, balance (in shares) at Dec. 31, 2022		0						0	[1]
Common stock, balance (in shares) at Dec. 31, 2022		113,335,530											113,335,530
Balance at Dec. 31, 2022		$ (5,914)						$ 0					$ 11						381,274						(376,797)			(10,402)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of stock (in shares)						127,180	5,816,528
Common stock, balance (in shares) at Aug. 05, 2022		110,007,972
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of warrants (in shares)		121,261
Preferred stock, balance (in shares) at Dec. 31, 2022		0						0	[1]
Common stock, balance (in shares) at Dec. 31, 2022		113,335,530											113,335,530
Balance at Dec. 31, 2022		$ (5,914)						$ 0					$ 11						$ 381,274						$ (376,797)			$ (10,402)
[1]The shares of the Company's non-redeemable convertible preferred stock and common stock, prior to the Merger have been retrospectively restated to reflect the Conversion Ratio of 0.889657 established in the Merger.

Consolidated statements of st_2

Consolidated statements of stockholders’ (deficit) equity (Parenthetical)	Aug. 05, 2022
Statement of Stockholders' Equity [Abstract]
Conversion ratio	0.889657

Consolidated statements of cash

Consolidated statements of cash flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net loss	$ (51,529)	$ (31,545)	$ (10,019)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation and amortization	1,423	1,534	1,886
Allowance for doubtful accounts	1	0	0
Stock-based compensation	9,164	1,739	2,989
Amortization of operating right-of-use assets	910	1,068	840
Provision for excess and obsolete inventory	66	269	246
Non-cash interest expense on convertible debt	0	0	5,095
Non-cash interest expense on government payable	2,483	1,722	137
Venture Loan interest and final payment fee	1,808	0	0
Amortization of Venture Loan commitment fee	(175)	0	0
Fair value of warrants issued for services	0	0	451
Non-cash lease expense	0	0	201
Non-cash Lincoln Park Purchase Agreement issuance costs	629	0	0
Government assistance	0	(7,140)	(12,027)
Non-cash interest income on SIF	(5,673)	0	0
Change in fair value of Public Warrant liability and Private Warrant liability	(6,173)	0	0
Interest benefit on debt	0	(19)	0
Gain on settlement of warrant liability	0	0	(7,836)
Gain on marketable securities	0	(1,163)	0
Gain on debt extinguishment	0	0	(3,873)
Unrealized foreign exchange gain	(1,257)	(100)	(287)
Realized loss on issuance of shares under the Lincoln Park Purchase Agreement	75	0	0
Change in operating assets and liabilities:
Trade accounts receivable	(337)	163	8,002
Research incentives receivable	1,332	2,236	(9,053)
Inventories	(148)	182	(652)
Prepaid expenses and other current assets	(387)	(1,012)	(16)
Trade accounts payable	3,597	(379)	1,279
Accrued expenses and other current liabilities	715	578	(5,579)
Deferred revenue, current	(929)	(1,902)	(335)
Operating lease liability	(821)	(1,031)	(736)
Net cash used in operating activities	(45,226)	(34,800)	(29,287)
Cash flows from investing activities:
Purchase of property and equipment	(423)	(1,774)	(736)
Purchase of software	(75)	(225)	(53)
Net cash used in investing activities	(498)	(1,999)	(789)
Cash flows from financing activities:
Proceeds from issuance of preferred stock for cash	0	0	43,679
Proceeds from issuance of common stock from the PIPE investment (Note 3)	40,000	0	0
Merger, net of redemption and transaction costs (Note 3)	4,100	0	0
Transaction costs paid directly by D-Wave Systems	(6,528)	0	0
Proceeds from government assistance	3,159	25,147	0
Share issuance costs	0	0	(542)
Proceeds from issuance of common stock upon exercise of stock options	1,077	85	5
Proceeds from debt financing	20,000	111	0
Proceeds from Lincoln Park Purchase Agreement	4,250	0	0
Debt payments	(21,511)	(31)	0
Venture Loan interest and final payment fee	(1,808)	0	0
Government loan payment	(398)	(399)	0
Net cash provided by financing activities	43,265	24,913	43,144
Effect of exchange rate changes on cash and cash equivalents	41	34	(13)
Net (decrease) increase in cash and cash equivalents	(2,418)	(11,852)	13,055
Cash and cash equivalents at beginning of period	9,483	21,335	8,280
Cash and cash equivalents at end of period	7,065	9,483	21,335
Supplemental disclosure of noncash investing and financing activities:
Operating lease right-of-use assets recognized in exchange for new operating lease obligations	360	11,870	4,932
Increase in operating lease liability and right-of-use asset due to resolution of contingency	1,113	0	0
Purchases/(sales) of property and equipment included in accounts payable/(accounts receivable)	66	14	(79)
Initial value of promissory notes recognized in connection with closing of the Merger	420	0	0
Initial warrant liabilities recognized in connection with closing of the Merger	8,100	0	0
Non-cash Merger financing	5,294	0	0
Non-cash Directors and Officers Insurance	2,893	0	0
Issuance of shares for payment of Lincoln Park Purchase Agreement commitment fee	3,271	0	0
Conversion of convertible preferred stock to common stock	189,871	0	0
Cash payments included in the measurement of operating lease liabilities	0	1,573	1,474
Unpaid deferred costs	0	1,142	0
Public Warrants
Cash flows from financing activities:
Proceeds from exercise of warrants	924	0	0
All Other Warrants
Cash flows from financing activities:
Proceeds from exercise of warrants	$ 0	$ 0	$ 2

Description of business

Description of business	12 Months Ended
	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of business	Description of business D-Wave Quantum Inc. ("D-Wave" or the “Company”) was incorporated as a corporation organized and existing under the General Corporation Law of the State of the Delaware on January 24, 2022. The Company was formed for the purpose of effecting a merger between DPCM Capital, Inc. (“DPCM”), D-Wave Systems Inc. (“D-Wave Systems”), and certain other affiliated entities through a series of transactions (the “Merger” to the definitive agreement entered into on February 7, 2022 (the “Transaction Agreement”). On August 5, 2022, in conjunction with the Merger, DPCM and D-Wave Systems became wholly-owned subsidiaries of, and are operated by, the Company. Upon the completion of the Merger, the Company succeeded to all of the operations of its predecessor, D-Wave Systems. For the years ended December 31, 2022, 2021 and 2020, the Company’s revenue was derived primarily from customers located in the United States, Japan, and Germany.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The Company has prepared the accompanying consolidated financial statements in accordance with the accounting principles generally accepted in the United States of America ("U.S. GAAP"). Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASUs”) of the Financial Accounting Standards Board (“FASB”) and pursuant to the regulations of the U.S. Securities and Exchange Commission ("SEC"). The Merger was accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, DPCM, as a direct wholly-owned subsidiary of D-Wave, who is the legal acquirer, was treated as the "acquired" company for financial reporting purposes and D-Wave Systems was treated as the accounting acquirer. This determination was primarily based on the following factors: (i) D-Wave Systems' existing stockholders have the majority of the voting interest in the combined entity with an approximate 91% voting interest; (ii) the combined company's board of directors consists of seven board members with one board member designated by DPCM, three board members retained from the D-Wave Systems' board, and three additional independent board members; (iii) D-Wave Systems' senior management comprises all the senior management of the combined company; and (iv) D-Wave Systems' existing operations comprise the ongoing operations of the combined company. In accordance with guidance applicable to these circumstances, the Merger was treated as the equivalent of D-Wave Systems issuing stock for the net assets of DPCM, accompanied by a recapitalization. The net assets of DPCM were stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Merger are those of D-Wave Systems. As a result, the consolidated financial statements included herein reflect (i) the historical operating results of D-Wave Systems prior to the Merger, (ii) the combined results of the Company, D-Wave Systems and DPCM following the closing of the Merger, (iii) the assets and liabilities of D-Wave Systems at their historical costs, (iv) the assets and liabilities of the Company and DPCM at their historical costs, which approximates fair value, and (v) the Company's equity structure for all periods presented. In accordance with ASC 805 guidance applicable to these circumstances, the equity structure has been restated in all comparative periods up to the closing date of the Merger, to reflect the number of the Company's shares of common stock, par value $0.0001 ("Common Shares") issued to D-Wave Systems' stockholders in connection with the recapitalization transaction. As such, the Common Shares and the corresponding capital amounts and earnings per share related to D-Wave Systems' common stock prior to the Merger have been retrospectively restated as shares reflecting the conversion ratio established in the Merger. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned su bsidiaries. All intercompany accounts and transactions have been eliminated in the consolidated financial statements upon consolidation. Liquidity a nd going concern The Company has prepared its consolidated financial statements assuming that it will continue as a going concern. Since its inception, the Company has incurred net losses and negative cash flows from operations. As of December 31, 2022, the Company had an accumulated deficit of $376.8 million. For the years ended December 31, 2022, 2021 and 2020, the Company incurred a net loss of $51.5 million, $31.5 million and $10.0 million, respectively, and the Company had net cash outflows from operating activities of $45.2 million, $34.8 million and $29.3 million, respectively. As of December 31, 2022, the Company had $7.1 million of cash and working capital (current assets less current liabilities) deficit of $1.9 million . The Company expects to incur additional operating losses and negative cash flows from operating activities as it continues to expand its commercial operations and research and development programs. On August 5, 2022, the Company completed a Merger with DPCM. The Company received gross proceeds of $49.0 million from the PIPE Investment (as defined below) and the DPCM trust account. $21.8 million of the gross proceeds was used to repay the Venture Loan obligations and, $14.2 million was used to pay for the Company's transaction costs, including DPCM's transaction costs, associated with the Merger. On April 13, 2023, the Company entered into a Term Loan and Security Agreement (the "Term Loan"), by and between the Company and PSPIB Unitas Investments II Inc., ("PSPIB" or the "Lender") with an aggregate principal amount of $50.0 million to be made available to the Company, as defined in the Term Loan and Security Agreement, in three tranches (Refer to Note 18 - Subsequent events). The first tranche, in an aggregate principal amount of $15.0 million was advanced to the Company on April 14, 2023, with the second and third tranches, of $15.0 million and $20.0 million, respectively, to be made available to the Company subject to certain conditions. Prior to PSPIB's advance of the first tranche, the Company satisfied several closing conditions including the provision of a cash flow forecast and the board of directors' retention of an advisor. The second tranche, that shall be available to the Company as of July 12, 2023, is subject to the Company providing the Lender with an IP valuation report, a board-approved operating budget for 2023 through 2027, and SIF’s consent to the grant of security interests in the Project IP associated with the SIF Loan. The third tranche, that shall be available to the Company as of October 10, 2023, is subject to the Company closing a $25.0 million non-dilutive financing on terms reasonably acceptable to the Lender, providing the Lender with an IP valuation report, and a board-approved operating budget for 2023 through 2027. Each tranche is subject to a 2.0% drawdown fee and the Term Loan matures on March 31, 2027. The initial $15.0 million tranche provides the Company with a two month cash runway. There can be no assurance that the Company will be able to meet the conditions necessary to draw on the second and third tranches. At the discretion of the Company, the Term Loan bears interest on a monthly basis at either (i) 10% payable in cash, or (ii) 10% payable in kind ('PIK'), with the latter added to the principal value of the Term Loan. Upon the repayment or prepayment of the Term Loan, there is a prepayment premium due the Lender that is equal to 3.0% of the amount repaid / prepaid prior to the first anniversary of the closing of the Term Loan, 2.0% of the amount repaid / prepaid after the first anniversary and before the second anniversary of the closing of the Term Loan, 1.0% of the amount repaid / prepaid after the second anniversary and before the third anniversary of the closing of the Term Loan and no prepayment premium due thereafter. The Term Loan requires that any proceeds from the issuance of Common Stock under the LPC Purchase Agreement be applied towards the repayment of advances under the Term Loan in addition to a premium payment equal to 10% of the amount then prepaid to the Lender. The Term Loan is secured by a first-priority security interest in substantially all of the Company’s assets and contains certain operational and financial covenants. In conjunction with the Merger, the Company and D-Wave Systems entered into a Purchase Agreement with Lincoln Park on June 16, 2022 which provides D-Wave the sole right, but not the obligation, to direct Lincoln Park to buy specified dollar amounts up to $150 million of Common Shares through June 15, 2025. The Purchase Agreement may provide t he Company and D-Wave with additional liquidity to fund the business, subject to the conditions set forth in the agreement, including volume limitations tied to periodic market prices, ownership limitations restricting Lincoln Park from owning more than 9.9% of the then total outstanding Common Shares and a floor price of $1.00 at which the Company may not sell to Lincoln Park any Common Shares. As of December 31, 2022, the Company has received $4.2 million in proceeds through the issuance of 1,878,806 Common Shares to Lincoln Park under the Purchase Agreement. Subsequent to December 31, 2022, D-Wave continued to make sales pursuant to the Lincoln Park Purchase Agreement when the market price of the Company's shares was above the floor price of $1.00 (see Note 18). On February 13, 2023, the Company filed an S-1 registration statement with the SEC to register an additional 35.0 million shares of Common Shares under the Purchase Agreement with Lincoln Park. Since February 13, 2023, the Company's share price has been below the floor price of $1.00 and the Company may not sell shares to Lincoln Park. There is no assurance when the Company might be able to make sales to Lincoln Park in the future. To the extent that sufficient capital is not obtained through the cash received in connection with the issuance of Common Shares under the Purchase Agreement with Lincoln Park, management will be required to obtain additional capital through the issuance of debt and/or equity, or other arrangements. However, there can be no assurance that D-Wave will be able to raise additional capital when needed or under acceptable terms. The issuance of additional equity may dilute existing stockholders and newly issued shares may contain senior rights and preferences compared to the currently outstanding common stock. Any future debt may contain covenants and limit D-Wave’s ability to pay dividends or make other distributions to stockholders. If D-Wave is unable to obtain additional financing, operations will be scaled back or discontinued. In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s Accounting Standards Codification (“ASC”) Topic 205-40, “Basis of Presentation—Going Concern” , management has determined that the Company's liquidity condition raises substantial doubt about the Company’s ability to continue as a going concern, which is considered to be for a period of one year from the issuance of these financial statements. These consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty. Such adjustments could be material. COVID-19 pandemic The Company is subject to risks and uncertainties relating to the ongoing outbreak of the novel strain of coronavirus (“COVID-19”), which the World Health Organization declared a pandemic in March 2020. The COVID-19 pandemic has resulted in authorities implementing numerous measures to contain the virus, including travel bans and restrictions, quarantines, shelter-in-place orders, and business limitations and shutdowns. Work-from-home and other measures have introduced additional operational risks, including cybersecurity risks, and may adversely affect the way the Company and its third-party partners operate. The extent to which the COVID-19 pandemic impacts the Company’s workforce, business, financial condition, and results of operations will depend on future developments, which are highly uncertain and cannot be predicted at this time. If the financial markets and/or the overall economy are impacted for an extended period, the Company’s results may be materially adversely affected. For the years ended December 31, 2022, 2021, and 2020, the Company’s business, results of operation and financial condition was not significantly impacted due to the effects of COVID-19. Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in the Company’s consolidated financial statements and accompanying notes as of the date of the consolidated financial statements. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. On an ongoing basis, management evaluates its estimates as there are changes in circumstances, facts, and experience. The Company’s accounting estimates and assumptions may change over time in response to COVID-19 and the change could be material in future periods. As of the date of issuance of these consolidated financial statements, the Company is not aware of any specific event or circumstances that would require the Company to update estimates, judgments or revise the carrying value of any assets or liabilities. Actual results may differ from those estimates or assumptions. Public Warrants and Private Warrants The Company evaluated its outstanding warrants which were issued in exchange for (i) the warrants initially included in the DPCM units (the "Units") issued in DPCM’s initial public offering (the “Public Warrants”), and (ii) the warrants of DPCM held by CDPM Sponsor Group, LLC (the “Sponsor”) that were issued to the Sponsor at the closing of DPCM’s initial public offering (the “Private Warrants,” and together with the Public Warrants, the “Warrants”), which are discussed in Note 11 - Warrants liabilities , in accordance with ASC 815-40, “Derivatives and Hedging - Contracts in Entity’s Own Equity .” The Private Warrants do not meet the derivative scope exception and are accounted for as derivative liabilities. Specifically, the Private Warrants contain provisions that cause the settlement amounts to be dependent upon the characteristics of the holder of the warrant which is not an input into the pricing of a fixed-for-fixed option on equity shares. Therefore, the Private Warrants are not considered indexed to the Company’s stock and should be classified as a liability. Since the Private Warrants meet the definition of a derivative, the Company recorded the Private Warrants as liabilities on the consolidated balance sheet at fair value upon the Closing, with subsequent changes in the fair value recognized in the consolidated statements of operations and comprehensive loss at each reporting date. The measurements of the Private Warrants after the detachment of the Public Warrants from the Units are classified as Level 2 fair value measurements due to the use of an observable market quote for the Public Warrants, which are considered to be a similar asset in an active market. The Public Warrants also do not meet the indexation guidance in ASC 815-40 and are accounted for as liabilities as the Public Warrants include a provision whereby in a scenario on which there is not an effective registration statement, the warrant holders have a cap, 0.361 Common Shares per warrant (subject to adjustment), on the issuable number of shares in a cashless exercise. The measurements of the Public Warrants after the detachment of the Public Warrants from the Units are classified as Level 1 fair value measurements due to the use of an observable market quote in an active market. Operating segment Operating segments are defined as components of an enterprise for which separate discrete information is available for evaluation by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company’s Chief Executive Officer, who is the chief operating decision maker, reviews financial information on an aggregate basis for allocating and evaluating financial performance. As such, the Company views its operations and manages its business in one operating and reportable segment. See Note 17 - Geographic areas . Foreign currency translation and transactions The Company’s reporting currency is the U.S. dollar. Generally, the functional and reporting currency of its international subsidiaries is the currency of their primary economic environment. Accordingly, all foreign balance sheet accounts have been translated into U.S. dollars using the rate of exchange at the respective balance sheet date. Components of the consolidated statements of operation and comprehensive loss have been translated at the average exchange rate for the year or the corresponding period. Translation gains and losses are recorded in accumulated other comprehensive loss as a component of stockholders’ equity. Gains or losses arising from currency exchange rate fluctuations on transactions denominated in a currency other than the local functional currency are included in the consolidated statements of operations and comprehensive loss. For the years ended December 31, 2022, 2021 and 2020, the Company recorded $1.2 million, $0.6 million and $0.6 million in foreign currency transaction gains, respectively, in other income in its consolidated statements of operations and comprehensive loss. Comprehensive loss Comprehensive loss consists of two components, net loss and other comprehensive loss. The Company’s other comprehensive loss consists of foreign currency translation adjustments that result from consolidation of its foreign entities. Cash and cash equivalents The Company’s cash and cash equivalents consists of money held in demand depository accounts. The carrying amount of cash was $7.1 million and $9.5 million as of December 31, 2022 and December 31, 2021, respectively, which approximates fair value and was determined based upon Level 1 inputs. The Company did not hold short-term investments as of December 31, 2022 and December 31, 2021. Trade accounts receivable, net The Company’s accounts receivable consists principally of amounts due related to product sales as well as services. These receivables are generally due within 30 days of the period in which the corresponding sales occur and do not bear interest are classified as trade accounts receivable, net on the consolidated balance sheets. Trade accounts receivable are reported at their estimated net realizable value. Allowance for credit losses The Company adopted ASU 2016-13, Financial Instruments - Credit Losses , on December 31, 2022, which was retroactively applied as of the first day of fiscal year 2022, as further described within the section below titled "Recently adopted accounting pronouncements." This accounting standard requires companies to measure expected credit losses on financial instruments based on the total estimated amount to be collected over the lifetime of the instrument. Prior to the adoption of this accounting standard, the Company recorded incurred loss reserves against receivable balances based on current and historical information. Expected credit losses for uncollectible receivable balances consider both current conditions and reasonable and supportable forecasts of future conditions. Current conditions considered include predefined aging criteria, as well as specified events that indicate the balance due is not collectible. Reasonable and supportable forecasts used in determining the probability of future collections consider publicly available macroeconomic data and whether future credit losses are expected to differ from historical losses. The Company is not party to any off-balance sheet arrangements that would require an allowance for credit losses in accordance with this accounting standard. As of December 31, 2022, 2021, and 2020, the Company did not recognize any material write-offs and has not recorded activity for its allowance for doubtful accounts. Inventories Inventories are stated at the lower of cost, using the weighted average cost method, or net realizable value. Inventory that is obsolete or in excess of forecasted usage is written down to its estimated net realizable value based on the assumptions about future demand and market conditions. Inventory write-downs are charged to cost of revenue and establish a new cost basis for the inventory. Inventories include raw materials, which consist of parts and supplies used in the Company’s manufacturing process and research and development activities as well as service parts for the Company’s quantum computer systems, work-in-process and finished goods. Property and equipment, net Property and equipment are stated at cost less accumulated depreciation and impairment. Depreciation is recognized using the straight-line method over the estimated useful lives of the depreciable property, or for leasehold improvements, the remaining term of the lease, whichever is shorter. Costs for capital assets not yet placed into service are capitalized as construction-in-progress and depreciated once placed into service. The Company’s estimated useful lives of its property and equipment are as follows. Estimated Useful Lives Quantum computer systems 5 years Lab equipment 5 years Computer equipment 3 years Furniture and fixtures 5 years Leasehold improvements Shorter of expected lease term or estimated useful life Upon sale or retirement of the assets, the cost and related accumulated depreciation are removed from the accounts and the resulting gain or loss is recognized in the statement of operations and comprehensive loss. Expenditures for general maintenance and repairs are expensed as incurred. Intangible assets, net The Company’s intangible assets consist of acquired computer software, including off-the-shelf software applications as well as costs associated with systems’ implementations. Computer software is stated at cost less accumulated amortization and impairment. Off-the-shelf software is amortized on a straight-line basis over three years while the costs of implementing systems are amortized over the initial license term. Annual license fees for off-the-shelf software are expensed as incurred. Internally developed software Costs related to the formulation and design of internally developed software are expensed as incurred to research and development. Impairment of long-lived assets Long-lived assets, such as property and equipment and other long-term assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent the carrying amount of the underlying asset exceeds its fair value. The Company did not record any impairment loss on long-lived assets during the years ended December 31, 2022, 2021 and 2020. Fair value of financial instruments Certain assets and liabilities are carried at fair value under U.S. GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: ⮚ Level 1—Quoted prices in active markets for identical assets or liabilities. ⮚ Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. ⮚ Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The categorization of a financial instrument within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company recognizes transfers between levels of the fair value hierarchy on the date of the event or change in circumstances that caused the transfer. The carrying amounts reflected in the consolidated balance sheets for cash , trade accounts receivable, net, trade accounts payable and accrued expenses approximate their fair values (Level 1). The Company carries its marketable investments at cost, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments by the same issuer, as they represent investments in privately held companies for which there are no quoted market prices. As of December 31, 2022 and 2021, the carrying values of the Company's marketable investments were $1.2 million and $1.2 million, respectively, and were reported in other noncurrent assets in the consolidated balance sheets. The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis as of December 31, 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value (in thousands): Description Level December 31, 2022 Liabilities: Warrant Liabilities – Public Warrants 1 $ 1,047 Warrant Liabilities – Private Placement Warrants 2 $ 845 The Warrants are accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liabilities in the consolidated balance sheets. The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the consolidated statements of operations. For periods subsequent to the detachment of the Public Warrants from the Units, the close price of the Public Warrants was used as the fair value of the Warrants as of each relevant date. The subsequent measurements of the Public Warrants after the detachment of the Public Warrants from the Units are classified as Level 1 fair value measurements due to the use of an observable market quote in an active market. The subsequent measurements of the Private Warrants after the detachment of the Public Warrants from the Units are classified as Level 2 fair value measurements due to the use of an observable market quote for the Public Warrants, which are considered to be a similar asset in an active market. As of the August 5, 2022 (the Closing Date) and December 31, 2022, the liabilities for the Warrants were calculated by multiplying the quoted market price per DPCM Public Warrant of $0.11 by the 17,916,609 Warrants outstanding (see Note 11). Transfers to/from Levels 1, 2, and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs. Concentration of credit risk and other risks and uncertainties Credit risk Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. The Company regularly maintains deposits with major and reputable financial institutions in excess of amounts insured by the Federal Deposit Insurance Corporation and the Canadian Deposit Insurance Corporation. These deposits may be redeemed upon demand. The Company performs periodic evaluations of the relative credit standing of the financial institutions. With respect to accounts receivable, the Company monitors the credit quality of its customers as well as estimate an allowance for doubtful accounts for estimated losses resulting from the inability of customers to make required payments. Concentration risk Agreements which potentially subject the Company to concentration risk consist principally of three customer agreements. For the year ended December 31, 2022, 14% of the Company’s total revenue was earned from a single customer, 12% was earned from a second customer and 11% was earned from a third customer. For the year ended December 31, 2021, 15% of the Company’s total revenue was earned from a single customer and 13% was earned from a second customer. For the year ended December 31, 2020, 22% of the Company's total revenue was earned from a single customer, 17% was earned from a second customer and 10% was earned from a third customer. Foreign currency risk The Company’s customers are located in the United States, Japan, Europe, Canada and other locations; therefore, foreign exchange risk exposures arise from transactions denominated in currencies other than the functional and reporting currency (United States dollars). To date, a majority of the Company’s sales have been denominated in United States dollars and a significant portion of the Company’s operating expenses are denominated in Canadian dollars. The Company also purchases certain of its key manufacturing inputs in Euros. As the Company expands its presence in international markets, the Company’s results of operations and cash flows may increasingly be subject to fluctuations due to changes in foreign currency exchange rates and may be adversely affected in the future due to changes in foreign exchange rates. To date, the Company has not entered into any hedging arrangements to minimize the impact of these fluctuations in the exchange rates. The Company will reassess its approach to manage our risk relating to fluctuations in currency rates. The Company does not believe that foreign currency risk had a material effect on its business, financial condition, or result of operations during the periods presented. Inflation risk The Company does not believe that inflation had a significant impact on its results of operations for any periods presented in its consolidated financial statements. Nonetheless, if the Company's costs were to become subject to significant inflationary pressures, it may not be able to fully offset such higher costs, and its inability or failure to do so could harm its business, financial condition, and results of operations. Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets and current operating lease liabilities and operating lease liabilities, net of current portion on the Company’s consolidated balance sheets. As of December 31, 2022 and 2021, the Company had no financing lease arrangements. The Company recognizes lease expense for its operating leases on a straight line basis over the term of the lease. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from a lease. ROU assets and operating lease liabilities are recognized at the commencement date based on the present value of the future minimum lease payments over the lease term. Operating lease ROU assets also include the impact of any lease incentives. Amendments to a lease are assessed to determine if it represents a lease modification or a separate contract. Lease modifications are reassessed as of the effective date of the modification using an incremental borrowing rate based on the information available at the commencement date. For modified leases, the Company also reassesses the lease classification as of the effective date of the modification. The interest rate used to determine the present value of the future lease payments is the Company’s incremental borrowing rate, because the interest rate implicit in the Company’s leases is not readily determinable. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located. The Company’s lease terms include periods under options to extend or terminate the lease when it is reaso

Merger

Merger	12 Months Ended
	Dec. 31, 2022
Reverse Recapitalization [Abstract]
Merger	Merger As discussed in Note 2 - Basis of Presentation and Summary of Significant Accounting Policies , on August 5, 2022, the Company completed the Merger. Upon the closing of the Merger, the following occurred: • Each non-redeeming share of DPCM Class A common stock was converted into the right to receive 1.4541326 Common Shares (the “Exchange Ratio”), such that 902,213 shares of DPCM Class A common stock that were not redeemed were exchanged for 1,311,937 Common Shares; • All outstanding warrants of DPCM were converted into the right to receive Warrants. Each such Warrant is exercisable for 1.4541326 Common Shares, at any time commencing on September 4, 2022, the date that was 30 days after the completion of the Merger. The number of Common Shares received upon the exercise of Warrants will be rounded down to the nearest whole number of Common Shares; • 3,015,575 shares of DPCM Class B common stock held by Sponsor and DPCM’s officers, directors and other special advisors were converted into Common Shares on a one-for-one basis; and • Pursuant to an arrangement effected under Part 9, Division 5 of the Business Corporations Act (British Columbia) (the “Arrangement”) all holders of outstanding non-redeemable convertible preferred shares of D-Wave Systems received equity interests in D-Wave in exchange for their equity interests in D-Wave Systems. The aggregate consideration paid to former shareholders of D-Wave Systems in connection with the Merger was approximately 99,736,752 Common Shares and Exchangeable Shares (as defined below) (excluding options of D-Wave Systems and warrants of D-Wave Systems). “Exchangeable Shares” refers to shares in the capital of D-Wave Quantum Technologies Inc., or ExchangeCo, an indirect Canadian subsidiary of D-Wave. The Exchangeable Shares are exchangeable from time to time, at the holder’s election, for Common Shares on a one-for-one basis. In connection with the Merger and concurrently with the execution of the Transaction Agreement, on February 7, 2022, DPCM and the Company entered into separate subscription agreements with a number of investors (each a "PIPE Investor"), pursuant to which the PIPE Investors agreed to purchase, and the Company agreed to sell to the PIPE Investors, a number of Common Shares (the “PIPE Shares”) equal to the aggregate purchase price for all Common Shares subscribed for by each PIPE Investor, divided by $10.00 and multiplied by the Exchange Ratio for an aggregate purchase price of $40.0 million (the “PIPE Investment”), such that the PIPE Investors purchased 5,816,528 PIPE Shares in the aggregate. The PIPE Investment closed simultaneously with the consummation of the Merger. On August 2, 2022, the DPCM shareholders voted to approve the Merger. Management determined that once this vote had occurred, it was probable that D-Wave Quantum Inc. would be required to pay Lincoln Park the Commitment Fee associated with the Purchase Agreement. As such, on August 2, 2022, D-Wave Quantum Inc. incurred a $2.6 million liability payable to Lincoln Park, which was the amount of cash contractually required to settle the Commitment Fee. Other than the Commitment Fee liability, D-Wave Quantum, Inc. had no other assets, liabilities, or operations prior to the Closing Date of August 5, 2022. The Merger was accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, DPCM was treated as the "acquired" company for financial reporting purposes. See Note 2 - Basis of presentation, for further details. Accordingly, for accounting purposes, the Merger was treated as the equivalent of the Company issuing shares for the net assets of DPCM, accompanied by a recapitalization. The net assets of DPCM were stated at historical cost, with no goodwill or other intangible assets recorded. In accounting for the Merger and after redemptions, net proceeds received by the Company totaled $18.7 million. The following table presents the net proceeds from the Merger and PIPE Investment for the year ended December 31, 2022 (in thousands): Recapitalization Cash - DPCM trust and cash, net of redemptions $ 9,130 Cash - PIPE Investment 40,000 Less: Non-cash net liabilities assumed from DPCM and D-Wave Quantum Inc. (16,378) Less: Transaction costs (14,017) Net Merger and PIPE Investment 18,735 Add back: Non-cash net liabilities assumed from DPCM and D-Wave Quantum Inc. 16,378 Add back: Accrued transaction costs 2,459 Net cash contribution from Merger and PIPE Investment $ 37,572 The following table presents the number of shares of common stock issued immediately following the consummation of the Merger, PIPE Investment, and closing of the Lincoln Park Purchase Agreement: Number of Shares Exchange of DPCM Class A common stock for D-Wave Quantum Inc. common stock upon Merger (1) 1,311,937 Exchange of DPCM Class B common stock for D-Wave Quantum Inc. common stock upon Merger (2) 3,015,575 D-Wave Quantum Inc. common stock issued in PIPE Investment upon Merger 5,816,528 Merger and PIPE shares 10,144,040 Exchange of D-Wave Systems Inc. common stock for D-Wave Quantum Inc. common stock (including Exchangeable Shares) upon Merger (3) 99,736,752 D-Wave Quantum Inc. common stock issued to Lincoln Park for the Lincoln Park Purchase Agreement closing commitment upon Merger 127,180 Total D-Wave Quantum Inc. common stock (including Exchangeable Shares) outstanding immediately after Merger, PIPE Investment, and closing of the Lincoln Park Purchase Agreement 110,007,972 (1) Prior to the Merger, there were 30,000,000 shares of DPCM Class A common stock subject to possible redemption outstanding. Also prior to the Merger, 29,097,787 shares of DPCM Class A common stock subject to possible redemption were redeemed, resulting in 902,213 shares of DPCM Class A common stock outstanding immediately prior to the Merger. The number of Common Shares that former stockholders of DPCM Class A common stock received upon exchanging their shares in connection with the Merger was calculated by multiplying the 902,213 shares of DPCM Class A common stock outstanding immediately prior to the Merger by the Exchange Ratio. All fractional shares were rounded down. (2) Prior to the Merger, there were 7,500,000 shares of DPCM Class B common stock outstanding. Also prior to the Merger, 4,484,425 shares of DPCM Class B common stock were forfeited, resulting in 3,015,575 shares of DPCM Class B common stock outstanding immediately prior to the Merger. In connection with the Merger, the former stockholders of DPCM Class B common stock exchanged their shares for Common Shares on a one-for-one basis. (3) In conjunction with the Merger, all of D-Wave Systems' non-redeemable convertible preferred stock was converted into D-Wave Systems' common stock. As a result, there were 112,106,972 shares of D-Wave Systems' common stock outstanding immediately prior to the Merger. In conjunction with the Merger, the number of Common Shares that former stockholders of D-Wave Systems' common stock received upon exchanging their shares in conjunction with the Merger was calculated by multiplying the 112,106,972 shares of D-Wave Systems' common stock outstanding by the conversion ratio of 0.889657 (the “Conversion Ratio”), resulting in 99,736,752 shares of D-Wave Quantum Inc. common stock outstanding (including 48,409,601 Exchangeable Shares). During the year ended December 31, 2022, 787 Exchangeable Shares were exchanged for Common Shares. All fractional shares were rounded down.

Revenue from contracts with cus

Revenue from contracts with customers	12 Months Ended
	Dec. 31, 2022
Revenue from Contract with Customer [Abstract]
Revenue from contracts with customers	Revenue from contracts with customers Disaggregation of revenue The following table depicts the disaggregation of revenue by type of products or services and timing of transfer of products or services (in thousands): Year ended December 31, 2022 2021 2020 Type of products or services QCaaS $ 5,616 $ 4,424 $ 4,313 Professional services 1,478 1,786 426 Other revenue 79 69 421 Total revenue, net $ 7,173 $ 6,279 $ 5,160 Timing of revenue recognition Revenue recognized over the time $ 6,960 $ 6,090 $ 4,688 Revenue recognized at a point in time 213 189 472 Total revenue, net $ 7,173 $ 6,279 $ 5,160 Other revenue includes printed circuit board sales. Revenue by geographical markets is presented in Note 177 - Geographic areas. Contract balances The following table provides information about account receivable, contract assets and liabilities as of December 31, 2022 and December 31, 2021 (in thousands): December 31, December 31, 2022 2021 Contract assets: Trade account receivable $ 757 $ 421 Unbilled receivables, which are included in 'Prepaid expenses and other current assets' 58 17 Total contract assets 815 438 Contract liabilities: Deferred revenue, current 1,781 2,665 Deferred revenue, noncurrent 9 54 Customer deposit, which are included in 'Accrued expenses and other current liabilities' 45 21 Total contract liabilities $ 1,835 $ 2,740 Changes in deferred revenue from contracts with customers were as follows (in thousands): December 31, December 31, 2022 2021 Balance at beginning of period $ 2,719 $ 4,713 Deferral of revenue 5,325 4,092 Recognition of deferred revenue (6,254) (6,086) Balance at end of period $ 1,790 $ 2,719 Remaining performance obligations A significant number of the Company’s product and service sales are short-term in nature with a contract term of one year or less. For those contracts, the Company has utilized the practical expedient in ASC 606-10-50-14 exempting the Company from disclosure of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original expected duration of one year or less. As of December 31, 2022, the aggregate amount of remaining performance obligations that were unsatisfied or partially unsatisfied related to customer contracts was $1.8 million. This amount included deferred revenue on the Company’s consolidated balance sheets, of which approximately 99% is expected to be recognized to revenue in the next 12 months. As of December 31, 2021, the aggregate amount of remaining performance obligations related to customer contracts that are unsatisfied or partially unsatisfied was $2.7 million which included deferred revenue on the Company’s consolidated balance sheets, of which approximately 98% was expected to be recognized to revenue in the next 12 months.

Balance sheet details

Balance sheet details	12 Months Ended
	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Balance sheet details	Balance sheet details Inventories Inventories consisted of the following (in thousands): December 31, December 31, 2022 2021 Raw materials $ 2,170 $ 2,103 Work-in-process 26 11 Total inventories $ 2,196 $ 2,114 Accrued expenses and other current liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): December 31, December 31, 2022 2021 Accrued expenses: Accrued transaction costs $ 2,459 $ — Accrued professional services 1,858 1,953 Accrued compensation and related benefits 1,641 1,108 Other accruals 233 318 Other current liabilities: Other payroll expenses $ 451 $ 175 Customer deposit 45 21 Current portion of long term debt, net — 39 Total accrued expenses and other current liabilities $ 6,687 $ 3,614 Prepaid expenses and other current assets Prepaid expenses and other current assets consisted of the following (in thousands): December 31, December 31, 2022 2021 Prepaid expenses: Prepaid services $ 391 $ 125 Prepaid software 559 531 Prepaid rent 96 151 Prepaid commissions 268 84 Prepaid insurance 697 — Other 89 156 Other current assets: Directors and Officers insurance $ 1,449 $ — Unbilled receivables 58 17 Security deposits 36 52 Total prepaid expenses and other current assets $ 3,643 $ 1,116 Other noncurrent assets Other noncurrent assets consisted of the following (in thousands): December 31, December 31, 2022 2021 Investment in securities $ 1,168 $ 1,169 Long-term deposits 183 184 Total other noncurrent assets $ 1,351 $ 1,353

Property and equipment, net

Property and equipment, net	12 Months Ended
	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Property and equipment, net	Property and equipment, net Property and equipment, net consisted of the following (in thousands): December 31, December 31, 2022 2021 Quantum computer systems $ 13,714 $ 13,425 Lab equipment 6,666 6,645 Computer equipment 3,545 3,305 Leasehold improvements 1,075 1,074 Furniture and fixtures 319 316 Construction-in-progress 86 285 Total property and equipment 25,405 25,050 Less: Accumulated depreciation (23,111) (21,801) Property and equipment, net $ 2,294 $ 3,249 Depreciation expense for the years ended December 31, 2022, 2021, and 2020 was $1.3 million, $1.4 million and $1.9 million, respectively. During the years ended December 31, 2022, 2021, and 2020, the Company did not acquire any property and equipment under capital leases.

Intangible assets, net

Intangible assets, net	12 Months Ended
	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible assets, net	Intangible assets, net Intangible assets, net consisted of the following (in thousands): December 31, December 31, 2022 2021 Capitalized software $ 1,152 $ 1,087 Other intangible assets 45 35 Total intangible assets 1,197 1,122 Less: Accumulated amortization (953) (850) Intangible assets, net $ 244 $ 272 Amortization expense for the years ended December 31, 2022, 2021 and 2020 was $0.1 million, respectively.

Loans payable, net

Loans payable, net	12 Months Ended
	Dec. 31, 2022
Debt Disclosure [Abstract]
Loans payable, net	Loans payable, net As of December 31, 2022 and December 31, 2021 loans payable, net, consisted of the SIF Loan (as defined below), the Venture Loan (as defined below), Technology Partnerships Canada ("TPC") loan, and the financing of the Company's D&O insurance premiums. The following table shows the component of loans payable (in thousands): December 31, December 31, 2022 2021 Loan payable, beginning of period $ 29,844 $ 13,624 SIF contribution — 16,786 Financing of Directors and Officers Insurance 2,893 — Venture Loan 20,000 — Payments * (1,893) (399) Interest and final fee on Venture Loan 1,808 — Repayment of the Venture Loan (21,808) — Foreign exchange (gain) loss (1,903) (167) Loan payable, end of period $ 28,941 $ 29,844 Discount, beginning of period $ (17,391) $ (11,948) SIF discount on additional contribution — (7,167) Interest expense 2,483 1,728 Non-cash interest income from SIF (5,673) — Foreign exchange (gain) loss 1,122 (4) Discount, end of period $ (19,459) $ (17,391) Total loans payable, net $ 9,482 $ 12,453 Short-term portion 1,671 220 Long-term portion 7,811 12,233 Total loans payable, net $ 9,482 $ 12,453 *For the year ended December 31, 2022, the Company paid $1.5 million for Directors and Officers Insurance and $0.4 million for the repayment of the TPC government loans. For the year ended December 31, 2021, the Company paid $0.4 million for the TPC government loan. TPC loan During the year ended December 31, 2021, the Company received funding totaling C$12.5 million from TPC. The obligation associated with that funding was required to be repaid on a fixed schedule due in May of each year. On November 23, 2020, the Company entered into an amendment which forgave C$5.0 million of unpaid accrued debt principal and interest owed from 2019 through 2020. During the year ended December 31, 2020, the Company recorded the debt forgiveness of $3.9 million in gain on debt extinguishment in the consolidated statement of operations and comprehensive loss. The amendment also waived the interest charge on the remaining C$2.5 million of principal and revised the repayment schedule to C$500,000 due annually on April 30, 2021, to April 30, 2025. This repayable contribution is repayable over 5 years. The initial fair value of the TPC loan is determined by using a discounted cash flow analysis. The only significant assumption used in determining the discounted cash flow is the discount rate used by Management of 25%. SIF Loan On November 20, 2020 , the Company entered into an agreement with SIF, whereby SIF agreed to make a repayable contribution in the form of a loan to the Company of up to C$40.0 million (“the SIF Loan”). Funds from the SIF Loan are to be used for projects involving the a daptation of research findings for commercial applications that have the potential for market disruption; development of current product and services through the implementation of new or incremental technology that will enhance the Company’s competitive capability; and development of process improvements which reduce the environmental footprint of current production through the use of new or improved technologies. As of December 31, 2022 , the Company has received C$36.0 million in funding from SIF. The annual repayment of the SIF Loan is calculated based upon a formula using the Company’s fiscal year revenue multiplied by a repayment rate totaling 150% of total SIF Loan funds received to date. The contractual repayment period is 15 years and commences in the second year in which the Company reports annual revenue of $70.0 million (the “Benchmark Year”). In each of those years, an annual repayment amount is due. Each annual repayment must be paid by April 30 of the year following the year for which the annual repayment due will be calculated. If the Benchmark Year is not achieved within 14 years following the fiscal year in which the project is completed, the SIF Loan is forgiven. The SIF Loan is initially recorded at fair value, and subsequently at amortized cost. As the SIF Loan is interest free,the difference between the carrying value and fair value is recorded as government assistance on the consolidated statement of operations and comprehensive loss and updated annually. The initial fair value of the SIF Loan is determined by using a discounted cash flow analysis for the loan, which requires a number of assumptions. The significant assumptions used in determining the discounted cash flows include estimating the amount and timing of future revenue for the Company and the appropriate discount rate. In determining the appropriate discount rate, the Company engaged a third-party valuation team to calculate the discount rate of the SIF Loan. The valuation considered the weighted average cost of capital for the Company, risk adjusted based on the development risks of the Company’s product. It was determined that the discount rate to use in calculating the discounted cash flow for the SIF Loan was 26%, and the Benchmark Year is expected to occur between 2025 to 2027. The Company determined that a 20% decrease in projected revenue over the term of the SIF Loan would decrease the carrying value by approximately $0.5 million. Repayments of the SIF L oan can also be triggered upon default of the agreement, or termination of the agreement, or upon a change of control that has not been approved by the Canadian government. The Canadian government approved the transaction with DPCM conditionally on May 9, 2022, with all conditions being satisfied on the closing date of the Merger. As of December 31, 2022, the Company is not aware of any events that would trigger default or termination of the SIF Loan. The Company did not recognize any eligible expenditure claims or have any amounts receivable from SIF during the year ended December 31, 2022. Therefore no discount on additional contribution were recorded during the year ended December 31, 2022. The Company recorded $5.7 million as a contra-liability in the consolidated balance sheet and to non-cash interest income on SIF in the consolidated statement of operations and comprehensive loss to bring the SIF Loan to its carrying value as of December 31, 2022. During the year ended December 31, 2021, the discount on the additional contribution from SIF totaled $7.2 million. The discount was recorded as a contra-liability in the consolidated balance sheet and to government assistance in the consolidated statement of operations and comprehensive loss. Venture Loan On March 3, 2022, the Company entered into a Venture Loan and Security Agreement (the "Venture Loan") with PSPIB Unitas Investments II Inc. ("PSPIB"). Under the Venture Loan, the Company had the ability to borrow up to an aggregate principal amount of $25.0 million in three tranches, subject to certain terms and conditions. The loan was subject to a per annum interest rate as published in the Wall Street Journal or any successor publication as the “prime rate” plus 7.25% provided that the Wall Street Journal prime rate is not less than 3.25% and if found to be less than 3.25%, such rate will be deemed to be 3.25%. The maturity date of the loan was defined as the earliest of December 31, 2022, or the closing of the Merger, or the date of acceleration of such loan following an event of default. During the year ended December 31, 2022, the Company received $20.0 million in loan proceeds that were recorded in current loans payable in its consolidated balance sheet, $15.0 million of which was received on March 3, 2022 and $5.0 million of which was received on June 30, 2022. All obligations under the Venture Loan including principal, accrued interest, and the final payment fee totaling $21.8 million was repaid upon the completion of the Merger on August 5, 2022. Financing of directors and officers insurance In conjunction with the Business Combination, the Company entered into a Directors and Officers insurance policy on August 5, 2022 with a total premium, taxes and fees totaling $2.8 million. The insurance may cover certain liabilities arising from the Company’s obligation to indemnify its directors and certain of its officers and employees, and former officers, directors, and employees of acquired companies, in certain circumstances. Under the terms of the insurance financing, payments of $0.3 million, which include interest at the rate of 4.24% per annum, are due each month for nine months commencing on September 5, 2022. The total outstanding directors and officers insurance due as of December 31, 2022 was $1.4 million.

Leases

Leases	12 Months Ended
	Dec. 31, 2022
Leases [Abstract]
Leases	Leases The Company leases real estate, including offices and manufacturing facilities and has entered into various other agreements with respect to assets used in conducting its business. The Company’s leases have remaining lease terms ranging from less than 1 year to 11 years. Some of the lease agreements contain rent holidays and rent escalation clauses that were included in the calculation of the right of use of assets and lease liabilities. The Company’s building leases are subject to annual operating cost charges that may change from time to time during the lease term. The Company’s lease liabilities are not remeasured as a result of changes to the operating costs; rather, these changes are treated as variable lease payments and recognized in the period in which the obligation for the payments was incurred. The annual operating costs are a non-lease component of the contracts; however, the Company has elected to adopt the practical expedient whereby such costs are not separated from the lease component. In determining the initial values of the lease obligations, the Company made a number of assumptions, including using a weighted average discount rate of 9% to 20% and using the foreign exchange rate at the date of calculation in order to translate any foreign currency balances. For the years ended December 31, 2022, 2021 and 2020, the Company recorded operating lease costs of $1.5 million, $1.4 million and $1.6 million, respectively. The lease costs are reflected in the statement of operations and comprehensive loss as follows (in thousands): December 31, 2022 2021 2020 Research and development $ 224 $ 268 $ 268 General and administrative 1,542 1,347 1,398 Less: sublease income (260) (260) (42) Total lease costs $ 1,506 $ 1,355 $ 1,624 The weighted-average remaining lease terms and discount rates for operating leases were as follows: December 31, 2022 2021 2020 Weighted average remaining lease term in years 2.8 2.9 2.4 Weighted average discount rate (1) 17 % 18 % 20 % (1) For the lease contracts denominated in Canadian dollars, the discount rate was determined on a currency-equivalent basis. Future minimum operating lease payment under non-cancelable leases as of December 31, 2022, were as follows (in thousands): Year ended December 31, Operating leases 2023 $ 1,533 2024 1,341 2025 1,137 2026 1,168 2027 1,199 Thereafter 7,849 Total future minimum lease payments $ 14,227

Income taxes

Income taxes	12 Months Ended
	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Income taxes	Income taxes Income tax expense The following table presents domestic and foreign components of loss before income taxes for the years ended December 31, 2022, 2021 and 2020 (in thousands): Year ended December 31, 2022 2021 2020 Domestic $ (11,214) $ (27,205) $ (7,784) Foreign (40,315) (4,340) (2,235) Total net loss before income taxes $ (51,529) $ (31,545) $ (10,019) The Merger resulted in the Company's federal tax jurisdiction moving from Canada to the United States effective August 5, 2022. Therefore, for the years ended December 31, 2021 and 2020, the Company's domestic net loss before income taxes related to Canada while its domestic net loss before income taxes for the year ended December 31, 2022 related to the United States. Significant components of the Company’s deferred income tax assets and liabilities as of December 31, 2022, and 2021 are as follows: Year ended December 31, 2022 2021 Deferred tax assets: Net operating loss carryforwards $ 55,430 $ 59,916 Research and development credit carryforward 13,304 13,675 Scientific research and experimental development deductions 30,064 23,071 Depreciation and amortization 5,943 5,634 Deferred revenue — 165 Start-up costs 978 — Stock-based compensation 547 — Other accruals and reserves 888 730 Total deferred tax assets 107,154 103,191 Valuation Allowance (100,241) (97,143) Total deferred tax assets, net $ 6,913 $ 6,048 Deferred tax liabilities: Convertible notes (1) (4) Marketable securities (315) (315) Loan payable (6,597) (5,729) Total deferred tax liabilities (6,913) (6,048) Net deferred tax assets (liabilities) $ — $ — The effective tax rate differs from the statutory rate, primarily due to the Company’s history of incurring losses, which have not been utilized, the foreign rate differential related to subsidiary earnings, and other permanent differences. A summary reconciliation of the effective tax rate calculated at the US federal rate for 2022 and the combined Canadian federal and provincial statutory corporate tax rate for 2021 and 2020 is as follows: Year ended December 31, 2022 2021 2020 US federal tax rate 21 % 27 % 27 % State tax 1 % — % — % Foreign losses taxed at different rates 5 % — % 1 % Return to provision adjustments (1) % — % — % Stock-based compensation (3) % — % — % Research and development credits 5 % — % (3) % Permanent differences (24) % (2) % 18 % Other — % 1 % 7 % Change in valuation allowance (4) % (26) % (50) % Effective tax rate — % — % — % As the Merger resulted in the Company's federal tax jurisdiction moving from Canada to the United States, its federal and provincial tax rate decreased from 27% for the year ended December 31, 2021 to 21% for the year ended December 31, 2022. Realization of deferred tax assets is dependent upon future earnings, if any, the timing and the amount of which are uncertain. As of December 31, 2022, the Company maintained a valuation allowance with respect to its subsidiaries’ net operating losses that it believes is more likely than not that the deferred tax asset will not be realized. The Company will continue to reassess the valuation allowance annually and if future evidence allows for a partial or full release of the valuation allowance, a tax benefit will be recorded accordingly. As of December 31, 2022, the Company has Canadian tax loss carryforwards of approximately $130.6 million expiring between 2033 and 2042 as well as Scientific Research and Experimental Development expenditures of approximately $111.1 million that can be carried forward indefinitely, which are available to be applied against future taxable income. In addition, the Company has investment tax credits of approximately $15.9 million expiring between 2023 and 2042 that are available to be applied against future Canadian federal income taxes payable. The Company has provincial investment tax credits of approximately $1.6 million expiring in 2032 that are available to be applied against future Canadian provincial income taxes payable. The Company also has US tax loss carryforwards of approximately $50.6 million which may be applied against future taxable income, of which $15.6 million will expire between 2032 and 2037, while $35.0 million can be carried forward indefinitely. Future utilization of US tax loss carryforwards is subject to certain limitations under the Internal Revenue Code ("IRC"), including limitations under IRC section 382. The Company's US tax loss carryforwards may be limited by IRC section 382. However, those limitations do not have a significant impact to the financial statements since there is no utilization of the tax loss carryforwards and a full valuation allowance exists against the net operating losses. The Company files income tax returns in the US, Canada, and various foreign and state jurisdictions. The 2013 to 2022 tax years remain subject to examination by the US federal and state tax authorities. The 2018 to 2022 tax years remain subject to examination by Canadian tax authorities. The Company has unrecognized tax benefits of $0.7 million as of December 31, 2022. No amount of the unrecognized tax benefits would affect the effective tax rate because any tax benefits would result in adjustments to a related deferred tax asst that are offset by a valuation allowance. The Company has not accrued for any interest or penalties as of December 31, 2022. A reconciliation of the beginning and ending amounts of total gross unrecognized tax benefits are as follows: Balance, December 31, 2021 $ — Gross increase related to current year fiscal year tax positions — Gross increase related to prior year fiscal year tax positions 689 Settlements — Lapse of statute of limitations — Balance, December 31, 2022 $ 689

Warrant liabilities

Warrant liabilities	12 Months Ended
	Dec. 31, 2022
Other Liabilities Disclosure [Abstract]
Warrant liabilities	Warrant liabilities In conjunction with the Merger, the Company assumed 10,000,000 DPCM public warrants and 8,000,000 DPCM private warrants. During the year ended December 31, 2022, 83,391 DPCM public warrants were exercised resulting in the Company receiving proceeds of $1.0 million for the issuance of 121,261 D-Wave Quantum Common Shares (underlying shares were converted using the conversion ratio of 1.4541326 as per the Transaction Agreement). As of December 31, 2022, the Company has 17,916,609 Warrants outstanding. As part of the Merger, as described in Note 33 - Merger , each DPCM Public Warrant and Private Warrant that was issued and outstanding immediately prior to the Merger was automatically and irrevocably converted into one D-Wave Quantum warrant. The Warrants are subject to the terms and conditions of the warrant agreement entered into between DPCM, Continental Stock Transfer & Trust Company and the Company (the “Warrant Agreement Amendment” as specified in the Transaction Agreement). Each such Warrant will be exercisable at an exercise price of $11.50 for 1.4541326 Common Shares, or an approximate exercise price per Common Share of $7.91, subject to adjustments. The Warrants may be exercised for a whole number of shares of the Company. No fractional shares will be issued upon exercise of the Warrants. The Warrants will expire on August 5, 2027, or earlier upon redemption or liquidation. The Private Warrants are identical to the Public Warrants except that the Private Warrants are exercisable on a cashless basis and are non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. The Company may redeem the Public Warrants: • in whole and not in part; • at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption; provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares based on the redemption date and the fair market value of the Common Share; • if, and only if, the last reported sales price of the shares of the Common Shares for any twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which a notice of redemption is given equals or exceeds $10.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalization and the like) (the "Reference Value"); • if the Reference Value is less than $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalization and the like), the Private Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above; and • if, and only if, there is an effective registration statement covering the issuance of the Common Shares issuable upon exercise of the warrants and a current prospectus relating thereto available throughout the 30-day period after written notice of redemption is given, or an exemption from registration is available. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of the Common Shares issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, or recapitalization, reorganization, merger or consolidation. However, the warrants will not be adjusted for issuance of the Common Shares at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the warrants. For details of the D-Wave Systems legacy warrants, classified as equity, refer to Note 144 - Commitments and contingencies.

Stock-based compensation

Stock-based compensation	12 Months Ended
	Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]
Stock-based compensation	Stock-based compensation 2020 Equity Incentive Plan In April 2020, the Board of Directors of D-Wave Systems approved the 2020 Equity Incentive Plan (the "2020 Plan") which provides for the grant of qualified ISO and NSO, restricted stock, RSU or other awards to the Company’s employees, officers, directors, advisors, and outside consultants. After the closing of the Merger effective August 5, 2022, no additional awards were issued under the 2020 Plan. Awards outstanding under the 2020 Plan will continue to be governed by such plan; however, the Company will not grant any further awards under the 2020 Plan. Stock options granted under the 2020 Plan will be converted applying the Conversion Ratio to the underlying common stock at the exercise date. 2022 Equity Incentive Plan In connection with the Merger (Note 3), the shareholders approved the D-Wave Quantum Inc. 2022 Equity Incentive Plan (the “2022 Plan”) on August 5, 2022, which became effective immediately upon the closing of the Merger. The 2022 Plan provides for the grant of ISOs, NSOs, SARs, RSAs, RSU awards, performance awards and other forms of awards to employees, directors and consultants, including employees and consultants of Company’s affiliates. The aggregate number of Common Shares reserved for future issuance under the 2022 Plan is 16,965,849 shares as of December 31, 2022. The number of shares reserved for issuance under the 2022 Plan will automatically increase on January 1st of each year for a period of ten years commencing on January 1, 2023 and ending on (and including) January 1, 2032, in an amount equal to 5% of the fully-diluted Common Shares outstanding on December 31 of the preceding year; provided, however, that the Board of Directors of the Company may act prior to January 1st of a given year to provide that the increase for such year will be a lesser number of Common Shares. While the 2022 Plan allows for the issuance of awards with a service condition, a performance condition, a market condition, or some combination of the three, to date, the Company has only issued awards subject to a service condition. Awards issued under the 2022 Plan have vesting periods ranging from under one year to four years from the original grant date, and all awards issued to date under the 2022 Plan will expire ten years from the original grant date. Stock option valuation The Company estimates the fair value of stock options on the date of grant using the Black-Scholes option-pricing model and has used this method during the years ended December 31, 2022, 2021 and 2020. The Black-Scholes option-pricing model requires estimates of highly subjective assumptions, which affect the fair value of each stock option. ⮚ Risk-Free Interest Rate . The Company estimates its risk-free interest rate by using the yield on actively traded non-inflation-indexed U.S. treasury securities with contract maturities equal to the expected term. ⮚ Expected Term . The expected term of the Company’s options represents the period that the stock-based awards are expected to be outstanding. The Company has estimated the expected term of its employee awards using the SAB Topic 14 Simplified Method allowed by the FASB and SEC, for calculating expected term as it has limited historical exercise data to provide a reasonable basis upon which to otherwise estimate expected term. Certain of the Company’s options began vesting prior to the grant date, in which case the Company uses the remaining vesting term at the grant date in the expected term calculation. ⮚ Expected Volatility . As the Company was privately held until August 5, 2022, there was no public market for its common stock prior to the Merger and given the limited quoted price history for the Common Shares, the expected volatility is based on the average historical stock price volatility of comparable publicly-traded companies in its industry peer group, financial, and market capitalization data. ⮚ Expected Dividend Yield . The Company has not declared or paid dividends to date and does not anticipate declaring dividends. As such, the dividend yield has been estimated to be zero. ⮚ Fair Value of Underlying Common Stock . Because the Common Shares were not yet publicly traded on the date of the grant, the Company must estimate the fair value of the Common Shares prior to the Merger. The Board of Directors considers numerous objective and subjective factors to determine the fair value of the Common Shares at each meeting in which awards are approved. The factors considered include, but are not limited to: (i) the results of contemporaneous independent third-party valuations of the Common Shares; (ii) the prices, rights, preferences, and privileges of the D-Wave Systems’ previously convertible redeemable preferred stock relative to those of its common stock; (iii) the lack of marketability of the Common Shares; (iv) actual operating and financial results; (v) current business conditions and projections; (vi) the likelihood of achieving a liquidity event, such as an initial public offering or sale of the Company, given prevailing market conditions; and (vii) precedent transactions involving the Company’s shares. There were 1,500,081 stock options granted under the 2022 Plan and 4,369,866 stock options granted under the 2020 Plan during the years ended December 31, 2022 and 2021, respectively. The options granted under the 2020 Plan are subject only to a service condition and will vest 25% on the first anniversary of the grant date and will vest 2.0834% per month thereafter over the subsequent 36 months. The options granted under the 2022 Plan are subject only to a service condition and will vest 25% on the first anniversary of the grant date and will vest 2.0834% per month thereafter over the subsequent 36 months. The assumptions used to estimate the fair value of stock options granted during the years ended December 31, 2022, 2021 and 2020 are as follows: Year ended December 31, 2022 2021 2020 Expected dividend yield — — — Expected volatility 36.6 % 56.3 % 45.0 % Expected term (years) 6.1 8.5 9.4 Risk-free interest rate 3.0 % 0.9 % 0.43 % Common stock option activity The following table summarizes the Company’s stock option activity during the periods presented (in thousands except share and per share data): Number of options Weighted average exercise price ($) Weighted average remaining contractual term (years) Aggregate intrinsic value ($) Outstanding as of December 31, 2020 12,654,807 0.81 9.38 — Granted 4,369,866 0.82 — — Exercised (105,203) 0.81 — — Cancelled (171,204) 0.81 — — Forfeited (412,132) 0.81 — — Outstanding as of December 31, 2021 16,336,134 0.81 8.55 80,179 Granted 1,500,081 10.07 — — Exercised (1,380,609) 0.81 — 1,981 Forfeited (1,050,228) 1.43 — — Expired (17,832) 0.81 — — Outstanding as of December 31, 2022 15,387,546 1.76 7.12 8,763 Options exercisable as of December 31, 2022 11,309,426 0.89 6.53 7,056 Options unvested as of December 31, 2022 4,076,090 3.86 8.74 1,706 The weighted-average grant date fair value of stock options granted during the years ended December 31, 2022, 2021, and 2020 was $4.11, $2.05, and $0.35 per share, respectively. The aggregate intrinsic value of stock options is calculated as the difference between the exercise price of the stock options and the estimated fair value of the Common Shares for those stock options that had exercise prices lower than the fair value of the Common Shares. As of December 31, 2022, total unrecognized compensation cost related to unvested stock option grants was approximately $9.7 million. This amount is expected to be recognized over a weighted average period of approximately 1.13 years. The total fair values of the stock options vested during the years ended December 31, 2022, 2021, and 2020 was $3.8 million, $1.7 million, and $1.0 million, respectively. During the year ended December 31, 2022, the Company modified the terms of certain options previously granted to employees. There were two separate types of modifications. The first type of modification was to extend the exercise period of employee awards that had already vested (“Type 1 Modification”). For each Type 1 Modification, the Company calculated the fair value of the original awards and modified awards and recognized the incremental fair value on the modification date. The Type 1 Modification impacted five grantees. The second type of modification was to accelerate the vesting terms of an unvested award such that the award vested immediately upon the employee’s termination (“Type 2 Modification”). For Type 2 Modification, the Company recognized compensation expense equal to the grant date fair value of the modified award. The Type 2 Modification impacted one grantee. The total impact of the modifications was $0.4 million and such compensation expense is included within the consolidated statements of operations and comprehensive loss for the year ended December 31, 2022. Common stock warrants On April 14, 2022, 617,972 common stock warrants of D-Wave Systems with an exercise price of $1.75 expired. As of December 31, 2022, there are no common stock warrants outstanding. Preferred stock warrants The Company did not record any movements during the year ended December 31, 2022. As of December 31, 2022, the following preferred stock warrants of D-Wave Systems were outstanding and exercisable: Number of warrants outstanding Weighted average exercise price ($) Expiry Date Number exercisable 3,247,637 1.92 29-Nov-26 1,299,055 Total, December 31, 2022 3,247,637 1.92 1,299,055 As a result of the Merger and as per the Transaction Agreement, the preferred stock warrants of D-Wave Systems noted above are exercisable for up to 2,889,282 Common Shares, which is equal to the number of warrants multiplied by the Conversion Ratio (see Note 3). Restricted stock unit awards Under the 2022 Plan, the Board of Directors granted certain employees RSUs in association with the Merger, and granted certain new hires, executives, and members of the Board of Directors RSUs as part of their annual compensation. All RSUs granted are subject to a service condition. The RSUs granted to employees as part of the Merger and the RSUs granted to certain executives will vest 50% on the first anniversary of the grant date, and then 25% on the second and third anniversaries of the grant date. Certain executive RSUs will vest 50% on the first anniversary of the grant date, and 50% on the second anniversary of the grant date. The new hire RSUs will vest 25% on the first anniversary of the grant date, and then 6.25% each quarter subsequent to the first anniversary for twelve quarters. Lastly, the RSUs awarded to members of the Board of Directors will vest 100% after serving for a period equal to the number of days from the grant date to the date of the Company’s first annual shareholder meeting. The year ended December 31, 2022, was the first year that the Company issued RSUs. The following table summarizes the RSU activity and related information under the 2022 Plan: Number of Outstanding Weighted average Grant Date Fair Value ($) Unvested as of December 31, 2021 — $ — Granted 8,278,317 5.72 Forfeited (135,013) 0.12 Vested — — Unvested as of December 31, 2022 8,143,304 $ 5.69 For the year ended December 31, 2022, the weighted-average grant-date fair value of RSUs granted was $5.72. For the year ended December 31, 2022, the fair value of RSUs vested was nil. As of December 31, 2022, the unrecognized stock-based compensation cost related to the RSUs was $41.6 million, which is expected to be recognized over a weighted-average period of 2.63 years. As the year ended December 31, 2022 was the first year the Company issued RSUs, there were no RSUs granted, forfeited/canceled, vested, unvested, or outstanding as of December 31, 2021. During the year ended December 31, 2022, the Company recorded stock-based compensation expense related to the RSUs of $4.8 million. There was no stock-based compensation expense related to RSUs for the years ended December 31, 2021 and 2020. Of the total stock-based compensation expense recognized as of December 31, 2022, $0.4 million was classified as cost of revenue, $3.1 million was classified as research and development expense, $2.6 million was classified as general and administrative expense, and $3.0 million was classified as sales and marketing expense within the consolidated statements of operations and comprehensive loss. Stock-based compensation expense The following table summarizes the stock-based compensation expense classified in the consolidated statements of operations and comprehensive loss as follows (in thousands): Year ended December 31, 2022 2021 2020 Cost of revenue $ 379 $ 41 $ 49 Research and development 3,141 297 1,464 General and administrative 2,615 1,164 1,346 Sales and marketing 3,029 237 130 Total stock-based compensation $ 9,164 $ 1,739 $ 2,989

Promissory note - related party

Promissory note - related party	12 Months Ended
	Dec. 31, 2022
Related Party Transactions [Abstract]
Promissory note - related party	Promissory note - related party On February 28, 2022, an affiliate of DPCM entered into an unsecured promissory note of up to $1.0 million with the Sponsor (the "Affiliate Note"). The purpose of the Affiliate Note was to provide DPCM with additional working capital. All amounts drawn on the Affiliate Note were provided directly to DPCM. The Affiliate Note is not convertible and bears no interest. The principal balance of the Affiliate Note was originally due and payable upon the earlier of the date on which DPCM consummates its initial business combination, or the date that the winding up of DPCM is effective. As of December 31, 2022, a total of $0.2 million has been drawn on the Affiliate Note. In connection with the Merger, the Affiliate Note was assumed by the Company and was amended and restated effective December 31, 2022. The amended and restated note has identical terms as the Affiliate Note except that the Company must pay the principal balance in four equal installments on April 30, 2023, June 30, 2023, August 31, 2023, and October 31, 2023. On April 13, 2022, DPCM entered into an unsecured promissory note of up to $1.0 million with the Sponsor (the "DPCM Note"). The purpose of the DPCM Note was to provide DPCM with additional working capital. All amounts drawn on the DPCM Note were provided directly to DPCM. The DPCM Note is not convertible and bears no interest. The principal balance of the DPCM Note was originally due and payable upon the earlier of the date on which DPCM consummates its initial business combination, or the date that the winding up of DPCM is effective. As of December 31, 2022, a total of $0.2 million has been drawn on the DPCM Note. In connection with the Merger, the DPCM Note was assumed by the Company and was amended and restated effective December 31, 2022. The amended and restated note has identical terms as the Affiliate Note except that the Company must pay the principal balance in equal installments on March 31, 2023 and June 30, 2023.

Commitments and contingencies

Commitments and contingencies	12 Months Ended
	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and contingencies	Commitments and contingencies D-Wave Systems Warrant Transaction Agreements In November 2020, contemporaneously with a revenue arrangement, D-Wave Systems entered into a contract, pursuant to which D-Wave Systems agreed to issue to a customer a warrant to acquire up to 3,247,637 shares of its Class A Preferred Shares (the “Warrant Preferred Shares”), subject to certain vesting requirements. As the warrant was issued in connection with an existing commercial agreement with a customer, the value of the warrant was determined to be consideration payable to the customer and, consequently, will be treated as a reduction to revenue recognized under the corresponding revenue arrangement. Approximately 40% of the Warrant Preferred Shares vested and became immediately exercisable on August 13, 2020. The remaining Warrant Preferred Shares will vest and become exercisable upon satisfaction of certain milestones based on revenue generated under the commercial agreement with the customer, to the extent certain prepayments are made by the customer. As of December 31, 2022, these revenue-based milestones have yet to be met. The fair value of the Warrant Preferred Shares at the date of issuance was determined to be $1.1 million. During the year ended December 31, 2022, no Warrant Preferred Shares were vested or probable of vesting. As a result of the Merger and as per the Transaction Agreement, the Warrant Preferred Shares noted above, are exercisable for up to 2,889,282 Common Shares, which amount is equal to the number of warrants multiplied by the Conversion Ratio. The D-Wave Systems Warrant Preferred Shares were purchased at a purchase price of approximately $2.16 per D-Wave Systems Warrant. The Company estimated the fair value of D-Wave Systems Warrant Shares on the date of grant using the Black-Scholes option-pricing model. The Black-Scholes option-pricing model requires estimates of highly subjective assumptions, which affect the fair value of each warrant. The estimated fair value of the Common Shares was based on the Common Share offering price due to its proximity to the grant date of the Warrant Shares. The estimated term is based on the contractual life of the Warrant Shares. The remaining assumptions were developed consistent with the methodologies described further in Note 12 - Share Based Compensation . Lease obligation In November 2021, the Company amended a building lease to extend the term by ten years and six months through December 31, 2033. The lease amendment constituted a modification as it extended the original lease term and required evaluation of the remeasurement of the lease liability and corresponding right-of-use asset. The reassessment resulted in the Company continuing to classify the lease as an operating lease and remeasurement of the lease liability on the basis of the extended lease term. The total right-of-use asset recorded in association with the lease extension was $6.8 million with a corres ponding operating lease liability. In September 2022, the Company amended a building lease to extend the term by twelve months through June 30, 2024. The lease amendment constituted a modification as it extended the original lease term and required evaluation of the remeasurement of the lease liability and corresponding right-of-use asset. The reassessment resulted in the Company continuing to classify the lease as an operating lease and remeasurement of the lease liability on the basis of the extended lease term. The total right-of-use asset recorded in association with the lease extension was $0.2 million with a corresponding operating lease liability. In October 2022, the Company amended a building lease to extend the term by two years through December 2024. The lease amendment constituted a modification as it extended the original lease term and required evaluation of the remeasurement of the lease liability and corresponding right-of-use asset. The reassessment resulted in the Company continuing to classify the lease as an operating lease and remeasurement of the lease liability on the basis of the extended lease term. The total right-of-use asset recorded in association with the lease extension was $0.2 million with a corresponding operating lease liability. Litigation From time to time, the Company may become involved in various legal proceedings in the ordinary course of its business and may be subject to third-party infringement claims. In the normal course of business, the Company may agree to indemnify third parties with whom it enters into contractual relationships, including customers, lessors, and parties to other transactions with the Company, with respect to certain matters. The Company has agreed, under certain conditions, to hold these third parties harmless against specified losses, such as those arising from a breach of representations or covenants, other third-party claims that the Company’s products, when used for their intended purposes, infringe the intellectual property rights of such other third parties, or other claims made against certain parties. It is not possible to determine the maximum potential amount of liability under these indemnification obligations due to the Company’s limited history of prior indemnification claims and the unique facts and circumstances that are likely to be involved in each particular claim. As of December 31, 2022 and 2021, the Company was not subject to any material litigation or pending litigation claims.

Net loss per share

Net loss per share	12 Months Ended
	Dec. 31, 2022
Earnings Per Share [Abstract]
Net loss per share	Net loss per share As a result of the Merger (see Note 33), the Company has retroactively adjusted the weighted average shares outstanding prior to August 5, 2022 to give effect to the Conversion Ratio used to determine the number of Common Shares into which they were converted. The following table sets forth the computation of the basic and diluted net loss per share attributable to common stockholders for the year ended December 31, 2022, 2021, and 2020 (in thousands, except share and per share data): Year ended December 31. 2022 2021 2020 Numerator: Net loss attributable to common stockholders - basic and diluted $ (51,529) $ (31,545) $ (10,019) Denominator: Weighted-average common stock outstanding 119,647,777 125,342,746 127,161,731 Net loss per share attributable to common stockholders - basic and diluted $ (0.43) $ (0.25) $ (0.08) For the years ended December 31, 2022, 2021, and 2020 the Company’s potentially dilutive securities were stock options, the Warrant Shares, the Public Warrants and Private Warrants, and the warrants to purchase Common Shares and preferred stock. Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share for all periods as the inclusion of all potential common shares outstanding would have been anti-dilutive. Potentially dilutive securities (upon conversion) that were not included in the diluted per share calculations because they would be anti-dilutive were as follows: Year ended December 31. 2022 2021 2020 Public Warrants as converted to Common Shares (Note 11) 14,420,065 — — Private Warrants as converted to Common Shares (Note 11) 11,633,060 — — D-Wave Systems Warrant Shares as converted to Common Shares (Note 14) 2,889,282 2,889,282 2,889,282 Options to purchase common stock as converted to Common Shares 13,689,638 14,533,399 11,258,438 Total 42,632,045 17,422,681 14,147,720

Stockholders' Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2022
Equity [Abstract]
Stockholders' Equity	Stockholders' Equity Preferred Stock As of December 31, 2022, D-Wave Quantum Inc. is authorized to issue up to 20,000,000 shares of preferred stock. D-Wave Quantum Inc. has not issued any shares of preferred stock as of December 31, 2022. As no shares have been issued, D-Wave Quantum Inc. preferred stock is not reflected on the consolidated balance sheet. Equity Purchase Agreement On June 16, 2022, the Company entered into a common stock purchase agreement (“LPC Purchase Agreement”) with Lincoln Park. The LPC Purchase Agreement provides that, subject to the terms and conditions therein, the Company has the right, but not the obligation, to sell, at its discretion, to Lincoln Park up to $150.0 million Common Shares over a 36-month period commencing on October 26, 2022. As of December 31, 2022, the Company has received $4.2 million in proceeds through the issuance of 1,878,806 Common Shares to Lincoln Park under the Purchase Agreement . The purchase price per share of the shares sold will be based on the market prices prevailing immediately preceding the time of sale as computed under the LPC Purchase Agreement. The Purchase Agreement prohibits the Company from directing Lincoln Park to purchase any Common Shares if the closing price of the Common Shares is less than $1.00. The agreement may be terminated by the Company at any time, at its sole discretion, without any additional cost or penalty. Common Stock As of December 31, 2022, the Company had 113,335,530 shares of common stock outstanding, comprised of 48,408,854 Exchangeable Shares and 64,926,678 Common Shares. At any time and at their election, holders of Exchangeable Shares can exchange their shares for Common Shares on a one-for-one basis. In addition, holders of Exchangeable Shares have the same rights with respect to voting, dividends, and liquidation, dissolution, and winding up, as holders of Common Shares. As such, the Exchangeable Shares are identical in substance to Common Shares and, therefore, are treated as shares of common stock of the Company. The Company's common stock contains the following rights: Voting Rights Except as otherwise required by law or as otherwise provided in any certificate of designation for any series of preferred stock, the holders of D-Wave Quantum Common Shares possess all voting power for the election of directors and all other matters requiring stockholder action. Holders of D-Wave Quantum Common Shares are entitled to one vote per share on matters to be voted on by stockholders. Dividend Rights Holders of D-Wave Quantum Common Shares will be entitled to receive dividends as and when declared by D-Wave Quantum’s board of directors at its discretion out of funds properly applicable to the payment of dividends, subject to the rights, if any, of shareholders holding shares with special rights to dividends. The timing, declaration, amount and payment of future dividends will depend on D-Wave Quantum’s financial condition, earnings, capital requirements and debt service obligations, as well as legal requirements, regulatory constraints, industry practice and other factors that D-Wave Quantum’s board of directors deems relevant. Rights Related to Liquidation, Dissolution and Winding Up In the event of voluntary or involuntary liquidation, dissolution, distribution of assets or winding-up, the holders of D-Wave Quantum Common Shares will be entitled to receive an equal amount per share of all of the Company's assets of whatever kind available for distribution to stockholders, after the rights of the holders of the preferred stock, if any, have been satisfied.

Geographic areas

Geographic areas	12 Months Ended
	Dec. 31, 2022
Segment Reporting [Abstract]
Geographic areas	Geographic areas The following table presents a summary of revenue by geography for t he years ended December 31, 2022, 2021 and 2020: Years ended December 31, 2022 2021 2020 United States $ 3,342 $ 3,425 $ 3,119 Japan 1,241 1,614 1,630 Germany 1,150 741 155 Other 1,440 499 256 Total revenue $ 7,173 $ 6,279 $ 5,160 "Other" includes Europe, the Middle East, Africa (EMEA) and Asia, Canada and Australia. The Company has not had any sales in China, Russia or Ukraine. The following table sets forth the long-lived assets, consisting of property and plant, net, and operating lease right-of-use assets, by geographic area as of December 31, 2022, December 31, 2021 and December 31, 2020 as follows (in thousands): December 31, 2022 2021 2020 Canada $ 10,953 $ 11,251 $ 4,984 United States 474 576 858 Total long-lived assets $ 11,427 $ 11,827 $ 5,842 As of December 31, 2022, December 31, 2021 and December 31, 2020 substantially all of the Company’s long-lived assets are located in Canada and in the United States. Significant customers The Company had significant customers during the years ended December 31, 2022, 2021, and 2020. A significant customer is defined as one that comprises up to ten percent or more of total revenues in a particular year or ten percent of outstanding accounts receivable balance as of the year end. The tables below present the significant customers on a percentage of total revenue basis for the years ended December 31, 2022, 2021 and 2020. Years ended December 31, 2022 2021 2020 Customer A 14 % 15 % 22 % Customer B 12 % 13 % 17 % Customer C 11 % 12 % 10 % As of December 31, 2022, 2021 and 2020, there were two, three, and two significant customers, respectively, that comprised ten percent or more of outstanding accounts receivable balances. All revenue derived from major customers above are included in the United States and Germany during the year ended December 31, 2022 and the United States and Japan during the year ended December 31, 2021.

Subsequent events

Subsequent events	12 Months Ended
	Dec. 31, 2022
Subsequent Events [Abstract]
Subsequent events	Subsequent events The Company has evaluated all events occurring through April 18, 2023, the date on which the consolidated financial statements were issued, and during which time, nothing has occurred outside the normal course of business operations that would require disclosure except the following: • The Company issued 13,239,654 Common Shares in connection with the Lincoln Park Purchase Agreement for total proceeds of $15.7 million. • The Company issued 598,368 Common Shares related to the exercise of stock options for proceeds of $0.6 million. • On January 5, 2023 and March 27, 2023, the Company granted 143,000 and 3,349,520 RSUs to certain of its employees, respectively. • On February 13, 2023, a registration statement relating to the resale of up to $35.0 million Common Shares under the Lincoln Park Purchase Agreement was filed. • On April 13, 2023, the Company entered into the Term Loan and Security Agreement, by and between the Company and PSPIB (the "Term Loan"). Under the Term Loan, term loans in aggregate principal amount of $50.0 million are to be made available to the Company in three tranches, subject to certain terms and conditions (refer to Note 2 - Basis of presentation ). The first tranche, in an aggregate principal amount of $15.0 million was advanced on April 14, 2023 with second and third tranches, of $15.0 million and $20.0 million respectively, to be made available to us subject to certain conditions.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The Company has prepared the accompanying consolidated financial statements in accordance with the accounting principles generally accepted in the United States of America ("U.S. GAAP"). Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASUs”) of the Financial Accounting Standards Board (“FASB”) and pursuant to the regulations of the U.S. Securities and Exchange Commission ("SEC"). The Merger was accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, DPCM, as a direct wholly-owned subsidiary of D-Wave, who is the legal acquirer, was treated as the "acquired" company for financial reporting purposes and D-Wave Systems was treated as the accounting acquirer. This determination was primarily based on the following factors: (i) D-Wave Systems' existing stockholders have the majority of the voting interest in the combined entity with an approximate 91% voting interest; (ii) the combined company's board of directors consists of seven board members with one board member designated by DPCM, three board members retained from the D-Wave Systems' board, and three additional independent board members; (iii) D-Wave Systems' senior management comprises all the senior management of the combined company; and (iv) D-Wave Systems' existing operations comprise the ongoing operations of the combined company. In accordance with guidance applicable to these circumstances, the Merger was treated as the equivalent of D-Wave Systems issuing stock for the net assets of DPCM, accompanied by a recapitalization. The net assets of DPCM were stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Merger are those of D-Wave Systems. As a result, the consolidated financial statements included herein reflect (i) the historical operating results of D-Wave Systems prior to the Merger, (ii) the combined results of the Company, D-Wave Systems and DPCM following the closing of the Merger, (iii) the assets and liabilities of D-Wave Systems at their historical costs, (iv) the assets and liabilities of the Company and DPCM at their historical costs, which approximates fair value, and (v) the Company's equity structure for all periods presented. In accordance with ASC 805 guidance applicable to these circumstances, the equity structure has been restated in all comparative periods up to the closing date of the Merger, to reflect the number of the Company's shares of common stock, par value $0.0001 ("Common Shares") issued to D-Wave Systems' stockholders in connection with the recapitalization transaction. As such, the Common Shares and the corresponding capital amounts and earnings per share related to D-Wave Systems' common stock prior to the Merger have been retrospectively restated as shares reflecting the conversion ratio established in the Merger.
Principles of Consolidation	Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned su bsidiaries. All intercompany accounts and transactions have been eliminated in the consolidated financial statements upon consolidation.
Use of estimates	Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in the Company’s consolidated financial statements and accompanying notes as of the date of the consolidated financial statements. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. On an ongoing basis, management evaluates its estimates as there are changes in circumstances, facts, and experience.
Public Warrants and Private Warrants	Public Warrants and Private Warrants The Company evaluated its outstanding warrants which were issued in exchange for (i) the warrants initially included in the DPCM units (the "Units") issued in DPCM’s initial public offering (the “Public Warrants”), and (ii) the warrants of DPCM held by CDPM Sponsor Group, LLC (the “Sponsor”) that were issued to the Sponsor at the closing of DPCM’s initial public offering (the “Private Warrants,” and together with the Public Warrants, the “Warrants”), which are discussed in Note 11 - Warrants liabilities , in accordance with ASC 815-40, “Derivatives and Hedging - Contracts in Entity’s Own Equity .” The Private Warrants do not meet the derivative scope exception and are accounted for as derivative liabilities. Specifically, the Private Warrants contain provisions that cause the settlement amounts to be dependent upon the characteristics of the holder of the warrant which is not an input into the pricing of a fixed-for-fixed option on equity shares. Therefore, the Private Warrants are not considered indexed to the Company’s stock and should be classified as a liability. Since the Private Warrants meet the definition of a derivative, the Company recorded the Private Warrants as liabilities on the consolidated balance sheet at fair value upon the Closing, with subsequent changes in the fair value recognized in the consolidated statements of operations and comprehensive loss at each reporting date. The measurements of the Private Warrants after the detachment of the Public Warrants from the Units are classified as Level 2 fair value measurements due to the use of an observable market quote for the Public Warrants, which are considered to be a similar asset in an active market. The Public Warrants also do not meet the indexation guidance in ASC 815-40 and are accounted for as liabilities as the Public Warrants include a provision whereby in a scenario on which there is not an effective registration statement, the warrant holders have a cap, 0.361 Common Shares per warrant (subject to adjustment), on the issuable number of shares in a cashless exercise. The measurements of the Public Warrants after the detachment of the Public Warrants from the Units are classified as Level 1 fair value measurements due to the use of an observable market quote in an active market. Warrants The Company determines the accounting classification of warrants that are issued, as either liability or equity, by first assessing whether the warrants meet liability classification in accordance with ASC 480, Distinguishing Liabilities from Equity (“ASC 480”), and then in accordance with ASC 815, Derivatives and Hedging (“ASC 815”), depending on the specific terms of the warrant agreement. Under ASC 480, warrants are considered liability classified if the warrants are mandatorily redeemable, obligate the issuer to settle the warrants or the underlying shares by paying cash or other assets, or must or may require settlement by issuing variable number of shares. If warrants do not meet liability classification under ASC 480, the Company assesses the requirements under ASC 815, which states that contracts that require or may require the issuer to settle the contract for cash are liabilities recorded at fair value, irrespective of the likelihood of the transaction occurring that triggers the net cash settlement feature. If the warrants do not require liability classification under ASC 815, in order to conclude equity classification, the Company assesses whether the warrants are indexed to its common stock and whether the warrants are classified as equity under ASC 815 or other applicable GAAP. After all relevant assessments are made, the Company concludes whether the warrants are classified as liability or equity. Liability classified warrants are required to be accounted for at fair value both on the date of issuance and on subsequent accounting period ending dates, with all changes in fair value after the issuance date recorded in the statements of operations as a gain or loss. For equity classified warrants, no changes in fair value are recognized after the issuance date.
Operating segment	Operating segmentOperating segments are defined as components of an enterprise for which separate discrete information is available for evaluation by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company’s Chief Executive Officer, who is the chief operating decision maker, reviews financial information on an aggregate basis for allocating and evaluating financial performance. As such, the Company views its operations and manages its business in one operating and reportable segment.
Foreign currency translation and transactions	Foreign currency translation and transactions The Company’s reporting currency is the U.S. dollar. Generally, the functional and reporting currency of its international subsidiaries is the currency of their primary economic environment. Accordingly, all foreign balance sheet accounts have been translated into U.S. dollars using the rate of exchange at the respective balance sheet date. Components of the consolidated statements of operation and comprehensive loss have been translated at the average exchange rate for the year or the corresponding period. Translation gains and losses are recorded in accumulated other comprehensive loss as a component of stockholders’ equity. Gains or losses arising from currency exchange rate fluctuations on transactions denominated in a currency other than the local functional currency are included in the consolidated statements of operations and comprehensive loss. For the years ended December 31, 2022, 2021 and 2020, the Company recorded $1.2 million, $0.6 million and $0.6 million in foreign currency transaction gains, respectively, in other income in its consolidated statements of operations and comprehensive loss.
Comprehensive loss	Comprehensive loss Comprehensive loss consists of two components, net loss and other comprehensive loss. The Company’s other comprehensive loss consists of foreign currency translation adjustments that result from consolidation of its foreign entities.
Cash and cash equivalents	Cash and cash equivalents The Company’s cash and cash equivalents consists of money held in demand depository accounts. The carrying amount of cash was $7.1 million and $9.5 million as of December 31, 2022 and December 31, 2021, respectively, which approximates fair value and was determined based upon Level 1 inputs. The Company did not hold short-term investments as of December 31, 2022 and December 31, 2021.
Trade accounts receivable, net	Trade accounts receivable, net The Company’s accounts receivable consists principally of amounts due related to product sales as well as services. These receivables are generally due within 30 days of the period in which the corresponding sales occur and do not bear interest are classified as trade accounts receivable, net on the consolidated balance sheets. Trade accounts receivable are reported at their estimated net realizable value. Allowance for credit losses The Company adopted ASU 2016-13, Financial Instruments - Credit Losses , on December 31, 2022, which was retroactively applied as of the first day of fiscal year 2022, as further described within the section below titled "Recently adopted accounting pronouncements." This accounting standard requires companies to measure expected credit losses on financial instruments based on the total estimated amount to be collected over the lifetime of the instrument. Prior to the adoption of this accounting standard, the Company recorded incurred loss reserves against receivable balances based on current and historical information. Expected credit losses for uncollectible receivable balances consider both current conditions and reasonable and supportable forecasts of future conditions. Current conditions considered include predefined aging criteria, as well as specified events that indicate the balance due is not collectible. Reasonable and supportable forecasts used in determining the probability of future collections consider publicly available macroeconomic data and whether future credit losses are expected to differ from historical losses. The Company is not party to any off-balance sheet arrangements that would require an allowance for credit losses in accordance with this accounting standard.
Inventories	Inventories Inventories are stated at the lower of cost, using the weighted average cost method, or net realizable value. Inventory that is obsolete or in excess of forecasted usage is written down to its estimated net realizable value based on the assumptions about future demand and market conditions. Inventory write-downs are charged to cost of revenue and establish a new cost basis for the inventory. Inventories include raw materials, which consist of parts and supplies used in the Company’s manufacturing process and research and development activities as well as service parts for the Company’s quantum computer systems, work-in-process and finished goods.
Property and equipment, net	Property and equipment, net Property and equipment are stated at cost less accumulated depreciation and impairment. Depreciation is recognized using the straight-line method over the estimated useful lives of the depreciable property, or for leasehold improvements, the remaining term of the lease, whichever is shorter. Costs for capital assets not yet placed into service are capitalized as construction-in-progress and depreciated once placed into service. The Company’s estimated useful lives of its property and equipment are as follows. Estimated Useful Lives Quantum computer systems 5 years Lab equipment 5 years Computer equipment 3 years Furniture and fixtures 5 years Leasehold improvements Shorter of expected lease term or estimated useful life Upon sale or retirement of the assets, the cost and related accumulated depreciation are removed from the accounts and the resulting gain or loss is recognized in the statement of operations and comprehensive loss. Expenditures for general maintenance and repairs are expensed as incurred.
Intangible assets, net	Intangible assets, net The Company’s intangible assets consist of acquired computer software, including off-the-shelf software applications as well as costs associated with systems’ implementations. Computer software is stated at cost less accumulated amortization and impairment. Off-the-shelf software is amortized on a straight-line basis over three years while the costs of implementing systems are amortized over the initial license term. Annual license fees for off-the-shelf software are expensed as incurred.
Internally developed software	Internally developed software Costs related to the formulation and design of internally developed software are expensed as incurred to research and development.
Impairment of long-lived assets	Impairment of long-lived assets Long-lived assets, such as property and equipment and other long-term assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent the carrying amount of the underlying asset exceeds its fair value.
Fair value of financial instruments	Fair value of financial instruments Certain assets and liabilities are carried at fair value under U.S. GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: ⮚ Level 1—Quoted prices in active markets for identical assets or liabilities. ⮚ Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. ⮚ Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The categorization of a financial instrument within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company recognizes transfers between levels of the fair value hierarchy on the date of the event or change in circumstances that caused the transfer. The carrying amounts reflected in the consolidated balance sheets for cash , trade accounts receivable, net, trade accounts payable and accrued expenses approximate their fair values (Level 1). The Company carries its marketable investments at cost, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments by the same issuer, as they represent investments in privately held companies for which there are no quoted market prices. As of December 31, 2022 and 2021, the carrying values of the Company's marketable investments were $1.2 million and $1.2 million, respectively, and were reported in other noncurrent assets in the consolidated balance sheets. The Warrants are accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liabilities in the consolidated balance sheets. The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the consolidated statements of operations. For periods subsequent to the detachment of the Public Warrants from the Units, the close price of the Public Warrants was used as the fair value of the Warrants as of each relevant date. The subsequent measurements of the Public Warrants after the detachment of the Public Warrants from the Units are classified as Level 1 fair value measurements due to the use of an observable market quote in an active market. The subsequent measurements of the Private Warrants after the detachment of the Public Warrants from the Units are classified as Level 2 fair value measurements due to the use of an observable market quote for the Public Warrants, which are considered to be a similar asset in an active market. As of the August 5, 2022 (the Closing Date) and December 31, 2022, the liabilities for the Warrants were calculated by multiplying the quoted market price per DPCM Public Warrant of $0.11 by the 17,916,609 Warrants outstanding (see Note 11). Transfers to/from Levels 1, 2, and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs.
Concentration of credit risk and other risks and uncertainties	Concentration of credit risk and other risks and uncertainties Credit risk Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. The Company regularly maintains deposits with major and reputable financial institutions in excess of amounts insured by the Federal Deposit Insurance Corporation and the Canadian Deposit Insurance Corporation. These deposits may be redeemed upon demand. The Company performs periodic evaluations of the relative credit standing of the financial institutions. With respect to accounts receivable, the Company monitors the credit quality of its customers as well as estimate an allowance for doubtful accounts for estimated losses resulting from the inability of customers to make required payments. Concentration risk Agreements which potentially subject the Company to concentration risk consist principally of three customer agreements. For the year ended December 31, 2022, 14% of the Company’s total revenue was earned from a single customer, 12% was earned from a second customer and 11% was earned from a third customer. For the year ended December 31, 2021, 15% of the Company’s total revenue was earned from a single customer and 13% was earned from a second customer. For the year ended December 31, 2020, 22% of the Company's total revenue was earned from a single customer, 17% was earned from a second customer and 10% was earned from a third customer. Foreign currency risk The Company’s customers are located in the United States, Japan, Europe, Canada and other locations; therefore, foreign exchange risk exposures arise from transactions denominated in currencies other than the functional and reporting currency (United States dollars). To date, a majority of the Company’s sales have been denominated in United States dollars and a significant portion of the Company’s operating expenses are denominated in Canadian dollars. The Company also purchases certain of its key manufacturing inputs in Euros. As the Company expands its presence in international markets, the Company’s results of operations and cash flows may increasingly be subject to fluctuations due to changes in foreign currency exchange rates and may be adversely affected in the future due to changes in foreign exchange rates. To date, the Company has not entered into any hedging arrangements to minimize the impact of these fluctuations in the exchange rates. The Company will reassess its approach to manage our risk relating to fluctuations in currency rates. The Company does not believe that foreign currency risk had a material effect on its business, financial condition, or result of operations during the periods presented. Inflation risk The Company does not believe that inflation had a significant impact on its results of operations for any periods presented in its consolidated financial statements. Nonetheless, if the Company's costs were to become subject to significant inflationary pressures, it may not be able to fully offset such higher costs, and its inability or failure to do so could harm its business, financial condition, and results of operations.
Leases	Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets and current operating lease liabilities and operating lease liabilities, net of current portion on the Company’s consolidated balance sheets. As of December 31, 2022 and 2021, the Company had no financing lease arrangements. The Company recognizes lease expense for its operating leases on a straight line basis over the term of the lease. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from a lease. ROU assets and operating lease liabilities are recognized at the commencement date based on the present value of the future minimum lease payments over the lease term. Operating lease ROU assets also include the impact of any lease incentives. Amendments to a lease are assessed to determine if it represents a lease modification or a separate contract. Lease modifications are reassessed as of the effective date of the modification using an incremental borrowing rate based on the information available at the commencement date. For modified leases, the Company also reassesses the lease classification as of the effective date of the modification. The interest rate used to determine the present value of the future lease payments is the Company’s incremental borrowing rate, because the interest rate implicit in the Company’s leases is not readily determinable. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located. The Company’s lease terms include periods under options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option in the measurement of its ROU assets and liabilities. The Company considers contractual-based factors such as the nature and terms of the renewal or termination, asset-based factors such as physical location of the asset and entity-based factors such as the importance of the leased asset to the Company’s operations to determine the lease term. The Company generally uses the base, non-cancelable, lease term when determining the ROU assets and lease liabilities. The right-of-use asset is tested for impairment in accordance with Accounting Standards Codification (“ASC”) Topic 360, Property, Plant, and Equipment.
Net income (loss) per share	Net income (loss) per share Basic net loss per common share is computed by dividing the net loss available to common stockholders (the numerator) by the weighted-average number of common shares outstanding (the denominator) during the period. Diluted net loss per common share is computed by dividing the net loss available to common stockholders adjusted by any preferred stock dividends declared during the period by the weighted average number of common stock and potential common shares outstanding when the impact is not antidilutive. Contingently issuable shares are included in basic Earning Per Share ("EPS") only when there is no circumstance under which those shares would not be issued. Shares issuable for little or no cash consideration shall be considered outstanding common shares and included in the computation of basic EPS. Net income (loss) per share The Company calculates earnings per share under ASC 260 Earning Per Share. Basic net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of common shares outstanding for the period. Diluted net income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares outstanding for the period, including potential dilutive shares assuming the dilutive effect of outstanding stock options and of convertible preferred stock. For periods in which the Company has reported net losses, diluted net loss per share attributable to common stockholders is the same as basic net loss per share, since dilutive shares of common stock are not assumed to have been issued if their effect is anti-dilutive.
Government assistance	Government assistance The Company receives various forms of government assistance including (i) government grants, (ii) investment credits, and (iii) government loans, for research and development initiatives from Canadian government agencies. The Company recognizes grants and investment tax credits relating to qualifying scientific research and development expenditures as a reduction of the related eligible expenses (research and development expenses) in its consolidated statement of operations and comprehensive loss. Grants and investment tax credits are recognized in the period during which the related qualifying expenses are incurred, provided that the conditions under which the grants and investment tax credits have been met. The Company recognizes grants and investment tax credits in an amount equal to the estimated qualifying expenses incurred in each period multiplied by the applicable reimbursement percentage. Grants and investment tax credits that are recognized upon incurring qualifying expenses in advance of receipt of grant funding or proceeds from research and development incentives are recorded in the consolidated balance sheets as research incentives receivable. In circumstances where the grants received relate to prior period eligible expenses, the Company recognizes them as government assistance in its consolidated statement of operations and comprehensive loss in the current period. During the years December 31, 2022, 2021 and 2020 , the Company recorded Scientific Research and Experimental Development investment tax credits of $0.1 million, $1.5 million and $2.1 million, respectively, as an offset to its research and development expenses in its consolidated statements of operations and comprehensive loss. Upon entering into the transaction agreement on February 7, 2022, the Company is no longer a Canadian Controlled Private Corporation. As a result, beginning February 7, 2022, Scientific Research and Development investment tax credits can be applied to reduce income taxes payable to the Canadian government. Subsequent to February 7, 2022, expenses qualifying for Scientific Research and Development investment credits that are not realized will be reflected as investment tax credit carryforwards. The Company has received government loans under funding agreements that bear interest at rates that are below market rates of interest or are interest-free. The Company accounts for the imputed benefit arising from the difference between a market rate of interest and the rate of interest charged as additional grant funding, and records interest expense for the loans at a market rate of interest. On the date that loan proceeds are earned, the Company recognizes the portion of the loan proceeds allocated to grant funding as a discount to the carrying value of the loan and as other liability, which is subsequently recognized as additional government assistance upon draw down of the qualified loan amounts. During the years ended December 31, 2022, 2021 and 2020, the Company recorded the interest benefit on Strategic Innovation Fund (“SIF”) government loans for $nil, $7.2 million and $12.0 million, respectively, as government assistance in its consolidated statements of operations and comprehensive loss. See Note 8 - Loans payable
Revenue recognition and Cost of revenue	Revenue recognition The Company recognizes revenue in accordance with Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) and accounts for certain contract costs in accordance with FASB’s Accounting Standards Codification (“ASC”) 340-40, Other Assets and Deferred Costs-Contracts with Customers . The core principle of ASC 606 is that an entity shall recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To support this core principle, the Company applies the following five step approach: ⮚ Identify the contract with the customer ⮚ Identify the performance obligations ⮚ Determine the transaction price ⮚ Allocate the transaction price to the performance obligations ⮚ Recognize revenue when (or as) the entity satisfies a performance obligation The Company generates revenue through subscription sales to access its Quantum Computing as a Service (“QCaaS”) cloud platform and from professional services related to the practical applications of quantum computing technology to solve its customers’ business challenges, to develop quantum proofs-of-concepts, pilot hybrid quantum applications and to put those applications into production. In addition, the Company also earns revenue from providing training regarding quantum computing systems and building related applications. In arrangements with re-sellers of the Company’s cloud services, the re-seller is considered the customer and the Company does not have any contractual relationships with the re-sellers’ end users. For these arrangements, revenue is recognized at the amount charged to the re-seller and does not reflect any mark-up to the end user. When the Company determines that its contracts with customers contain multiple performance obligations, for these arrangements, the Company allocates the transaction price based on the relative standalone selling price (“SSP”) method by comparing the SSP of each distinct performance obligation to the total value of the contract. The Company uses a range of amounts to estimate SSP for products and services sold together in a contract to determine whether there is a discount to be allocated based on the relative SSP of the various products and services. In instances where SSP is not directly observable, such as when the Company does not sell the product or service separately, the Company determines the SSP using information that may include market conditions and other observable inputs. Standalone selling price is typically established as a range. In situations in which the stated contract price for a performance obligation is outside of the applicable standalone selling price range and has a different pattern of transfer to the customer than the other performance obligations in the contract, the Company will reallocate the total transaction price to each performance obligation based on the relative standalone selling price of each. At times, the Company may sell bundled services that include professional services, QCaaS and training. For these bundled arrangements, the Company’s selling prices associated with QCaaS and training are observable, predictable and consistent. Accordingly, the Company uses the residual method under which the total transaction price and observable SSP of the QCaaS and training performance obligations are used to arrive at the estimated SSP of the professional services performance obligation. The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring goods and services to the customer. Revenue is recorded based on the transaction price. The Company’s contracts with customers may include renewals or other options at fixed prices. Determining whether such options are considered distinct performance obligations that provide the customer with a material right and therefore should be accounted for separately requires significant judgment. Judgment is required to determine the standalone selling price for each renewal option to determine whether the renewal pricing is reflective of the standalone selling price or is reflective of a discount that would provide the customer with a material right. Based on the Company’s assessment of standalone selling prices, the Company determined that there were no significant material rights provided to its customers requiring separate recognition. The timing of revenue recognition may not align with the right to invoice the customer. The Company records accounts receivable when it has the unconditional right to issue an invoice and receive payment, regardless of whether revenue has been recognized. Deferred revenue is primarily composed of fees related to QCaaS, which are generally billed in advance and recognized as revenue over the related subscription term. Unbilled receivables relate to revenue recognized for milestones completed under professional services contracts for which the related milestone billing has not yet occurred. In instances where the timing of revenue recognition differs from the timing of the right to invoice, the Company has determined that a significant financing component generally does not exist. The primary purpose of the Company’s invoicing terms is to provide customers with simplified and predictable way of purchasing the products and services and not to receive financing from or provide financing to the customer. Additionally, the Company has elected the practical expedient terms that permit an entity not to recognize a significant financing component if the time between the transfer of a good or service and payment is one year or less. Payment terms on invoiced amounts are typically net 30 days. The Company does not offer rights of return for its services in the normal course of business and contracts generally do not include service-type warranties that provide any incremental service to the customer beyond providing assurance that the services conform to applicable specifications or customer-specific or subjective acceptance provisions. The Company also excludes from revenue government-assessed and imposed taxes on revenue-generating activities that are invoiced to customers. The Company has identified up to two performance obligations regularly included in arrangements involving the Leap Quantum Cloud (QCaaS) subscriptions and the D-Wave Launch professional services. The Company’s professional services are typically not coterminous with the QCaaS subscriptions. Revenue from QCaaS is recognized evenly over the contractual period, on a straight-line basis over the subscription term, beginning on the date that the service is made available to the customer. Professional services are recognized, at point in time, as they are earned based on the cost-to-cost method. Under the cost-to-cost method, revenue is recognized based on the ratio that incurred costs bear to total estimated contract costs with related cost of revenue recorded as the costs are incurred. Each month management reviews estimated contract costs through a process of aggregating actual costs incurred and estimating additional costs to completion based upon the current available information and status of the contract. The effect of any change in the estimated gross margin rate for a contract is reflected in revenues in the period in which the change is known. Provisions for the full amount of anticipated losses on contracts are made in the period in which they become determinable. Contract assets and contract liabilities The timing of revenue recognition, billings and cash collections may result in accounts receivable, contract assets, and contract liabilities (deferred revenue) on the Company’s consolidated balance sheets. A receivable is recorded in the period in which the Company provides services when it has an unconditional right to payment. Contract assets primarily relate to the value of services transferred to the customer for which the right to payment is not just dependent on the passage of time. Contract assets are transferred to accounts receivable when rights to payment become unconditional. A contract liability is recognized when the Company receives payment or has an unconditional right to payment in advance of the satisfaction of performance. The contract liabilities represent deferred service revenue, which is recorded when the Company receives consideration, or such consideration is unconditionally due, from a customer prior to transferring services to the customer under the terms of a contract. Deferred service revenue typically results from fees related to the Company’s QCaaS platform. The Company has elected to apply the practical expedient to expense contract acquisition costs as incurred when the expected amortization period is one year or less. The Company capitalizes incremental costs incurred to fulfill its contracts that (i) relate directly to the contract, (ii) are expected to generate resources that will be used to satisfy the Company’s performance obligation(s) under the contract, and (iii) are expected to be recovered through revenue generated under the contract. The Company has not identified any costs that are incremental to the acquisition of customer contracts that would be capitalized as deferred costs on the balance sheet in accordance with ASC 340-40. Incremental costs incurred to fulfill the Company’s contracts that meet the capitalization criteria in ASC 340-40 have historically been immaterial. Accordingly, the Company has not capitalized any contract fulfillment costs as of December 31, 2022 and 2021. Cost of revenue Cost of revenue consists of expenses related to delivering the Company’s services, which includes direct services costs and direct labor costs, including stock-based compensation, as well as depreciation and amortization related to the Company’s quantum computing systems and related software.
Research and Development	Research and Development Research and development expenses consist of personnel costs, including stock-based compensation expense, and allocated shared resource costs for the Company’s hardware, software and engineering personnel who design and develop the Company’s quantum computing systems and research new quantum computing technologies. Unlike a standard computer, design and development efforts continue throughout the useful life of the Company’s quantum computing systems to ensure proper calibration and optimal functionality. Research and development expenses also include purchased hardware and software costs related to quantum computing systems constructed for research purposes that are not probable of providing future economic benefit and have no alternate future use.
Advertising costs	Advertising costsAdvertising costs are expensed as incurred and are included in sales and marketing expenses in the consolidated statements of operations.
Stock-based compensation	Stock-based compensation The Company accounts for its stock-based compensation in accordance with ASC 718, Compensation—Stock Compensation (ASC 718). ASC 718 requires all stock-based payments to employees and directors, including grants qualified incentive stock options (“ISO”), nonqualified stock options (“NSO”), restricted stock awards (“RSA”), restricted stock units (“RSU”), or stock appreciation rights (“SAR”), to be recognized as expense based on the estimated fair value of the awards as of the grant date. The Company uses the Black-Scholes option-pricing model to estimate the grant date fair value of its ISOs and NSOs, and the Company uses the quoted market closing price of its common stock as reported on the New York Stock Exchange ("NYSE") as the grant date fair value for RSUs. Stock-based compensation expense is recognized over the requisite service period using the straight-line method and is based on the value of the portion of stock-based payment awards that is ultimately expected to vest. As such, the Company’s stock-based compensation is reduced for the estimated forfeitures at the grant date and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Stock-based compensation expenses to non-employees as consideration for services received are measured on the date of performance at the fair value of the consideration received or the fair value of the equity instruments issued, using the Black-Scholes option-pricing model for ISOs and NSOs and the NYSE quoted market price, whichever can be more reliably measured. Compensation expense for options granted to non-employees is remeasured each period as the underlying options vest. The Black-Scholes option-pricing model requires the use of subjective assumptions, which determine the fair value of share-based awards, including the fair value of the Company’s Common Shares, the option’s expected term, the price volatility of the underlying Common Shares, risk-free interest rates, and the expected dividend yield of the Common Shares. The assumptions used to determine the fair value of the stock awards represent management’s best estimates. As there is limited quoted price history for the Company's Common Shares, the Company has estimated the volatility of the Company's Common Shares using comparable publicly-traded peer companies. The Company's estimates involve inherent uncertainties and the application of management’s judgment.
Income taxes	Income taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the estimated future tax consequences of events that have been included in the consolidated financial statements or in the Company’s tax returns. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statements and tax bases of assets and liabilities using the enacted tax rates and laws in effect for the years in when the differences are expected to reverse. Deferred income taxes are classified as current or non-current, based on the classification of the related assets and liabilities giving rise to the temporary differences. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. In assessing the need for a valuation allowance, the Company considers factors such as past operating results and expected future taxable income within each jurisdiction in which the Company operates. To the extent that new information becomes available, which causes the Company to change its judgment regarding the adequacy of tax liabilities or valuation allowances, such changes will impact income tax expense in the period in which such determination is made. Interest and penalties, if any, related to accrued liabilities for potential tax assessments are included in income tax expense. The Company follows the authoritative guidance under ASC 740, which clarifies the accounting for uncertainty in tax positions recognized in the financial statements. ASC 740 provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits.
Recently adopted accounting pronouncements and Recently Issued Accounting Pronouncements Not Yet Adopted	Recently adopted accounting pronouncements D-Wave is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act, until such time as those standards apply to private companies. D-Wave is provided the option to adopt new or revised accounting guidance as an “emerging growth company” under the JOBS Act either (1) within the same periods as those otherwise applicable to public business entities, or (2) within the same time periods as private companies, including early adoption when permissible. The Company has, however, elected to early-adopt as permitted certain new or revised accounting standards as of dates that may or may not coincide with the effective dates of public companies. These standards include the following: In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses , which requires entities to estimate all expected credit losses for financial assets measured at amortized cost basis, including trade receivables, held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. The Company adopted this guidance using the modified retrospective adoption method on December 31, 2022, which was retroactively applied as of the first day of fiscal year 2022. The adoption of this accounting standard did not have a material impact to the Company’s consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("Topic 740"). The objective of the guidance is to simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and to provide more consistent application to improve the comparability of financial statements. The guidance is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022, with early adoption permitted. The Company early adopted this guidance on January 1, 2021, and the adoption did not have a material impact to the Company’s consolidated financial statements. In November 2021, the FASB issued ASU 2021-10, Disclosures by Business Entities about Government Assistance ("ASU 2021-10"). ASU 2021-10 was issued to increase the transparency of government assistance. ASU 2021-10 requires that entities make certain annual disclosures about transactions with a government that are accounted for by applying a grant or contribution accounting model by analogy. The required disclosures include: (1) information about the nature of the transactions and the related accounting policy used to account for the transactions; (2) the line items on the balance sheet and income statement that are affected by the transactions, and the amounts applicable to each financial statement line item; and (3) significant terms and conditions of the transactions, including commitments and contingencies. The amendments in ASU 2021-10 are effective for all entities within their scope for financial statements issued for annual periods beginning after December 15, 2021. Early application of the amendments is permitted. An entity should apply the amendments in ASU 2021-10 either (1) prospectively to all transactions within the scope of the amendments that are reflected in financial statements at the date of initial application and new transactions that are entered into after the date of initial application or (2) retrospectively to those transactions. The Company adopted the ASU 2021-10 on December 31, 2022 with an effective date of January 1, 2022, and the adoption did not have a material impact to the Company's consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted No other new accounting pronouncements issued or effective during 2022 had, or are expected to have, a material impact on the Company’s consolidated financial statements.

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
Liabilities measured at fair value on a recurring basis	The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis as of December 31, 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value (in thousands): Description Level December 31, 2022 Liabilities: Warrant Liabilities – Public Warrants 1 $ 1,047 Warrant Liabilities – Private Placement Warrants 2 $ 845

Merger (Tables)

Merger (Tables)	12 Months Ended
	Dec. 31, 2022
Reverse Recapitalization [Abstract]
Business combination	The following table presents the net proceeds from the Merger and PIPE Investment for the year ended December 31, 2022 (in thousands): Recapitalization Cash - DPCM trust and cash, net of redemptions $ 9,130 Cash - PIPE Investment 40,000 Less: Non-cash net liabilities assumed from DPCM and D-Wave Quantum Inc. (16,378) Less: Transaction costs (14,017) Net Merger and PIPE Investment 18,735 Add back: Non-cash net liabilities assumed from DPCM and D-Wave Quantum Inc. 16,378 Add back: Accrued transaction costs 2,459 Net cash contribution from Merger and PIPE Investment $ 37,572 The following table presents the number of shares of common stock issued immediately following the consummation of the Merger, PIPE Investment, and closing of the Lincoln Park Purchase Agreement: Number of Shares Exchange of DPCM Class A common stock for D-Wave Quantum Inc. common stock upon Merger (1) 1,311,937 Exchange of DPCM Class B common stock for D-Wave Quantum Inc. common stock upon Merger (2) 3,015,575 D-Wave Quantum Inc. common stock issued in PIPE Investment upon Merger 5,816,528 Merger and PIPE shares 10,144,040 Exchange of D-Wave Systems Inc. common stock for D-Wave Quantum Inc. common stock (including Exchangeable Shares) upon Merger (3) 99,736,752 D-Wave Quantum Inc. common stock issued to Lincoln Park for the Lincoln Park Purchase Agreement closing commitment upon Merger 127,180 Total D-Wave Quantum Inc. common stock (including Exchangeable Shares) outstanding immediately after Merger, PIPE Investment, and closing of the Lincoln Park Purchase Agreement 110,007,972 (1) Prior to the Merger, there were 30,000,000 shares of DPCM Class A common stock subject to possible redemption outstanding. Also prior to the Merger, 29,097,787 shares of DPCM Class A common stock subject to possible redemption were redeemed, resulting in 902,213 shares of DPCM Class A common stock outstanding immediately prior to the Merger. The number of Common Shares that former stockholders of DPCM Class A common stock received upon exchanging their shares in connection with the Merger was calculated by multiplying the 902,213 shares of DPCM Class A common stock outstanding immediately prior to the Merger by the Exchange Ratio. All fractional shares were rounded down. (2) Prior to the Merger, there were 7,500,000 shares of DPCM Class B common stock outstanding. Also prior to the Merger, 4,484,425 shares of DPCM Class B common stock were forfeited, resulting in 3,015,575 shares of DPCM Class B common stock outstanding immediately prior to the Merger. In connection with the Merger, the former stockholders of DPCM Class B common stock exchanged their shares for Common Shares on a one-for-one basis. (3) In conjunction with the Merger, all of D-Wave Systems' non-redeemable convertible preferred stock was converted into D-Wave Systems' common stock. As a result, there were 112,106,972 shares of D-Wave Systems' common stock outstanding immediately prior to the Merger. In conjunction with the Merger, the number of Common Shares that former stockholders of D-Wave Systems' common stock received upon exchanging their shares in conjunction with the Merger was calculated by multiplying the 112,106,972 shares of D-Wave Systems' common stock outstanding by the conversion ratio of 0.889657 (the “Conversion Ratio”), resulting in 99,736,752 shares of D-Wave Quantum Inc. common stock outstanding (including 48,409,601 Exchangeable Shares). During the year ended December 31, 2022, 787 Exchangeable Shares were exchanged for Common Shares. All fractional shares were rounded down.

Revenue from contracts with c_2

Revenue from contracts with customers (Tables)	12 Months Ended
	Dec. 31, 2022
Revenue from Contract with Customer [Abstract]
Disaggregation of revenue	The following table depicts the disaggregation of revenue by type of products or services and timing of transfer of products or services (in thousands): Year ended December 31, 2022 2021 2020 Type of products or services QCaaS $ 5,616 $ 4,424 $ 4,313 Professional services 1,478 1,786 426 Other revenue 79 69 421 Total revenue, net $ 7,173 $ 6,279 $ 5,160 Timing of revenue recognition Revenue recognized over the time $ 6,960 $ 6,090 $ 4,688 Revenue recognized at a point in time 213 189 472 Total revenue, net $ 7,173 $ 6,279 $ 5,160 The following table presents a summary of revenue by geography for t he years ended December 31, 2022, 2021 and 2020: Years ended December 31, 2022 2021 2020 United States $ 3,342 $ 3,425 $ 3,119 Japan 1,241 1,614 1,630 Germany 1,150 741 155 Other 1,440 499 256 Total revenue $ 7,173 $ 6,279 $ 5,160
Accounts receivable, contract assets and liabilities, and changes in deferred revenue	The following table provides information about account receivable, contract assets and liabilities as of December 31, 2022 and December 31, 2021 (in thousands): December 31, December 31, 2022 2021 Contract assets: Trade account receivable $ 757 $ 421 Unbilled receivables, which are included in 'Prepaid expenses and other current assets' 58 17 Total contract assets 815 438 Contract liabilities: Deferred revenue, current 1,781 2,665 Deferred revenue, noncurrent 9 54 Customer deposit, which are included in 'Accrued expenses and other current liabilities' 45 21 Total contract liabilities $ 1,835 $ 2,740 Changes in deferred revenue from contracts with customers were as follows (in thousands): December 31, December 31, 2022 2021 Balance at beginning of period $ 2,719 $ 4,713 Deferral of revenue 5,325 4,092 Recognition of deferred revenue (6,254) (6,086) Balance at end of period $ 1,790 $ 2,719

Balance sheet details (Tables)

Balance sheet details (Tables)	12 Months Ended
	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Inventories	Inventories consisted of the following (in thousands): December 31, December 31, 2022 2021 Raw materials $ 2,170 $ 2,103 Work-in-process 26 11 Total inventories $ 2,196 $ 2,114
Accrued expenses and other current liabilities	Accrued expenses and other current liabilities consisted of the following (in thousands): December 31, December 31, 2022 2021 Accrued expenses: Accrued transaction costs $ 2,459 $ — Accrued professional services 1,858 1,953 Accrued compensation and related benefits 1,641 1,108 Other accruals 233 318 Other current liabilities: Other payroll expenses $ 451 $ 175 Customer deposit 45 21 Current portion of long term debt, net — 39 Total accrued expenses and other current liabilities $ 6,687 $ 3,614
Prepaid expenses and other current assets	Prepaid expenses and other current assets consisted of the following (in thousands): December 31, December 31, 2022 2021 Prepaid expenses: Prepaid services $ 391 $ 125 Prepaid software 559 531 Prepaid rent 96 151 Prepaid commissions 268 84 Prepaid insurance 697 — Other 89 156 Other current assets: Directors and Officers insurance $ 1,449 $ — Unbilled receivables 58 17 Security deposits 36 52 Total prepaid expenses and other current assets $ 3,643 $ 1,116
Other noncurrent assets	Other noncurrent assets consisted of the following (in thousands): December 31, December 31, 2022 2021 Investment in securities $ 1,168 $ 1,169 Long-term deposits 183 184 Total other noncurrent assets $ 1,351 $ 1,353

Property and equipment, net (Ta

Property and equipment, net (Tables)	12 Months Ended
	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Property and equipment, net	Property and equipment, net consisted of the following (in thousands): December 31, December 31, 2022 2021 Quantum computer systems $ 13,714 $ 13,425 Lab equipment 6,666 6,645 Computer equipment 3,545 3,305 Leasehold improvements 1,075 1,074 Furniture and fixtures 319 316 Construction-in-progress 86 285 Total property and equipment 25,405 25,050 Less: Accumulated depreciation (23,111) (21,801) Property and equipment, net $ 2,294 $ 3,249

Intangible assets, net (Tables)

Intangible assets, net (Tables)	12 Months Ended
	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible assets, net	Intangible assets, net consisted of the following (in thousands): December 31, December 31, 2022 2021 Capitalized software $ 1,152 $ 1,087 Other intangible assets 45 35 Total intangible assets 1,197 1,122 Less: Accumulated amortization (953) (850) Intangible assets, net $ 244 $ 272

Loans payable, net (Tables)

Loans payable, net (Tables)	12 Months Ended
	Dec. 31, 2022
Debt Disclosure [Abstract]
Components of loans payable	The following table shows the component of loans payable (in thousands): December 31, December 31, 2022 2021 Loan payable, beginning of period $ 29,844 $ 13,624 SIF contribution — 16,786 Financing of Directors and Officers Insurance 2,893 — Venture Loan 20,000 — Payments * (1,893) (399) Interest and final fee on Venture Loan 1,808 — Repayment of the Venture Loan (21,808) — Foreign exchange (gain) loss (1,903) (167) Loan payable, end of period $ 28,941 $ 29,844 Discount, beginning of period $ (17,391) $ (11,948) SIF discount on additional contribution — (7,167) Interest expense 2,483 1,728 Non-cash interest income from SIF (5,673) — Foreign exchange (gain) loss 1,122 (4) Discount, end of period $ (19,459) $ (17,391) Total loans payable, net $ 9,482 $ 12,453 Short-term portion 1,671 220 Long-term portion 7,811 12,233 Total loans payable, net $ 9,482 $ 12,453 *For the year ended December 31, 2022, the Company paid $1.5 million for Directors and Officers Insurance and $0.4 million for the repayment of the TPC government loans. For the year ended December 31, 2021, the Company paid $0.4 million for the TPC government loan.

Leases (Tables)

Leases (Tables)	12 Months Ended
	Dec. 31, 2022
Leases [Abstract]
Lease costs and other information	The lease costs are reflected in the statement of operations and comprehensive loss as follows (in thousands): December 31, 2022 2021 2020 Research and development $ 224 $ 268 $ 268 General and administrative 1,542 1,347 1,398 Less: sublease income (260) (260) (42) Total lease costs $ 1,506 $ 1,355 $ 1,624 The weighted-average remaining lease terms and discount rates for operating leases were as follows: December 31, 2022 2021 2020 Weighted average remaining lease term in years 2.8 2.9 2.4 Weighted average discount rate (1) 17 % 18 % 20 % (1) For the lease contracts denominated in Canadian dollars, the discount rate was determined on a currency-equivalent basis.
Future minimum operating lease payments	Future minimum operating lease payment under non-cancelable leases as of December 31, 2022, were as follows (in thousands): Year ended December 31, Operating leases 2023 $ 1,533 2024 1,341 2025 1,137 2026 1,168 2027 1,199 Thereafter 7,849 Total future minimum lease payments $ 14,227

Income taxes (Tables)

Income taxes (Tables)	12 Months Ended
	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Domestic and foreign components of loss before income taxes	The following table presents domestic and foreign components of loss before income taxes for the years ended December 31, 2022, 2021 and 2020 (in thousands): Year ended December 31, 2022 2021 2020 Domestic $ (11,214) $ (27,205) $ (7,784) Foreign (40,315) (4,340) (2,235) Total net loss before income taxes $ (51,529) $ (31,545) $ (10,019)
Significant components of deferred income tax assets and liabilities	Significant components of the Company’s deferred income tax assets and liabilities as of December 31, 2022, and 2021 are as follows: Year ended December 31, 2022 2021 Deferred tax assets: Net operating loss carryforwards $ 55,430 $ 59,916 Research and development credit carryforward 13,304 13,675 Scientific research and experimental development deductions 30,064 23,071 Depreciation and amortization 5,943 5,634 Deferred revenue — 165 Start-up costs 978 — Stock-based compensation 547 — Other accruals and reserves 888 730 Total deferred tax assets 107,154 103,191 Valuation Allowance (100,241) (97,143) Total deferred tax assets, net $ 6,913 $ 6,048 Deferred tax liabilities: Convertible notes (1) (4) Marketable securities (315) (315) Loan payable (6,597) (5,729) Total deferred tax liabilities (6,913) (6,048) Net deferred tax assets (liabilities) $ — $ —
Reconciliation of the effective tax rate	A summary reconciliation of the effective tax rate calculated at the US federal rate for 2022 and the combined Canadian federal and provincial statutory corporate tax rate for 2021 and 2020 is as follows: Year ended December 31, 2022 2021 2020 US federal tax rate 21 % 27 % 27 % State tax 1 % — % — % Foreign losses taxed at different rates 5 % — % 1 % Return to provision adjustments (1) % — % — % Stock-based compensation (3) % — % — % Research and development credits 5 % — % (3) % Permanent differences (24) % (2) % 18 % Other — % 1 % 7 % Change in valuation allowance (4) % (26) % (50) % Effective tax rate — % — % — %
Reconciliation of unrecognized tax benefits	A reconciliation of the beginning and ending amounts of total gross unrecognized tax benefits are as follows: Balance, December 31, 2021 $ — Gross increase related to current year fiscal year tax positions — Gross increase related to prior year fiscal year tax positions 689 Settlements — Lapse of statute of limitations — Balance, December 31, 2022 $ 689

Stock-based compensation (Table

Stock-based compensation (Tables)	12 Months Ended
	Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]
Assumptions used to estimate fair value of stock options granted	The assumptions used to estimate the fair value of stock options granted during the years ended December 31, 2022, 2021 and 2020 are as follows: Year ended December 31, 2022 2021 2020 Expected dividend yield — — — Expected volatility 36.6 % 56.3 % 45.0 % Expected term (years) 6.1 8.5 9.4 Risk-free interest rate 3.0 % 0.9 % 0.43 %
Stock option activity	The following table summarizes the Company’s stock option activity during the periods presented (in thousands except share and per share data): Number of options Weighted average exercise price ($) Weighted average remaining contractual term (years) Aggregate intrinsic value ($) Outstanding as of December 31, 2020 12,654,807 0.81 9.38 — Granted 4,369,866 0.82 — — Exercised (105,203) 0.81 — — Cancelled (171,204) 0.81 — — Forfeited (412,132) 0.81 — — Outstanding as of December 31, 2021 16,336,134 0.81 8.55 80,179 Granted 1,500,081 10.07 — — Exercised (1,380,609) 0.81 — 1,981 Forfeited (1,050,228) 1.43 — — Expired (17,832) 0.81 — — Outstanding as of December 31, 2022 15,387,546 1.76 7.12 8,763 Options exercisable as of December 31, 2022 11,309,426 0.89 6.53 7,056 Options unvested as of December 31, 2022 4,076,090 3.86 8.74 1,706
Preferred stock warrants outstanding and exercisable	As of December 31, 2022, the following preferred stock warrants of D-Wave Systems were outstanding and exercisable: Number of warrants outstanding Weighted average exercise price ($) Expiry Date Number exercisable 3,247,637 1.92 29-Nov-26 1,299,055 Total, December 31, 2022 3,247,637 1.92 1,299,055
RSU activity and related information	The following table summarizes the RSU activity and related information under the 2022 Plan: Number of Outstanding Weighted average Grant Date Fair Value ($) Unvested as of December 31, 2021 — $ — Granted 8,278,317 5.72 Forfeited (135,013) 0.12 Vested — — Unvested as of December 31, 2022 8,143,304 $ 5.69
Stock-based compensation expense	The following table summarizes the stock-based compensation expense classified in the consolidated statements of operations and comprehensive loss as follows (in thousands): Year ended December 31, 2022 2021 2020 Cost of revenue $ 379 $ 41 $ 49 Research and development 3,141 297 1,464 General and administrative 2,615 1,164 1,346 Sales and marketing 3,029 237 130 Total stock-based compensation $ 9,164 $ 1,739 $ 2,989

Net loss per share (Tables)

Net loss per share (Tables)	12 Months Ended
	Dec. 31, 2022
Earnings Per Share [Abstract]
Computation of basic and diluted net loss per share	The following table sets forth the computation of the basic and diluted net loss per share attributable to common stockholders for the year ended December 31, 2022, 2021, and 2020 (in thousands, except share and per share data): Year ended December 31. 2022 2021 2020 Numerator: Net loss attributable to common stockholders - basic and diluted $ (51,529) $ (31,545) $ (10,019) Denominator: Weighted-average common stock outstanding 119,647,777 125,342,746 127,161,731 Net loss per share attributable to common stockholders - basic and diluted $ (0.43) $ (0.25) $ (0.08)
Potentially dilutive securities	Potentially dilutive securities (upon conversion) that were not included in the diluted per share calculations because they would be anti-dilutive were as follows: Year ended December 31. 2022 2021 2020 Public Warrants as converted to Common Shares (Note 11) 14,420,065 — — Private Warrants as converted to Common Shares (Note 11) 11,633,060 — — D-Wave Systems Warrant Shares as converted to Common Shares (Note 14) 2,889,282 2,889,282 2,889,282 Options to purchase common stock as converted to Common Shares 13,689,638 14,533,399 11,258,438 Total 42,632,045 17,422,681 14,147,720

Geographic areas (Tables)

Geographic areas (Tables)	12 Months Ended
	Dec. 31, 2022
Segment Reporting [Abstract]
Disaggregation of revenue	The following table depicts the disaggregation of revenue by type of products or services and timing of transfer of products or services (in thousands): Year ended December 31, 2022 2021 2020 Type of products or services QCaaS $ 5,616 $ 4,424 $ 4,313 Professional services 1,478 1,786 426 Other revenue 79 69 421 Total revenue, net $ 7,173 $ 6,279 $ 5,160 Timing of revenue recognition Revenue recognized over the time $ 6,960 $ 6,090 $ 4,688 Revenue recognized at a point in time 213 189 472 Total revenue, net $ 7,173 $ 6,279 $ 5,160 The following table presents a summary of revenue by geography for t he years ended December 31, 2022, 2021 and 2020: Years ended December 31, 2022 2021 2020 United States $ 3,342 $ 3,425 $ 3,119 Japan 1,241 1,614 1,630 Germany 1,150 741 155 Other 1,440 499 256 Total revenue $ 7,173 $ 6,279 $ 5,160
Long-lived assets by geographic area	The following table sets forth the long-lived assets, consisting of property and plant, net, and operating lease right-of-use assets, by geographic area as of December 31, 2022, December 31, 2021 and December 31, 2020 as follows (in thousands): December 31, 2022 2021 2020 Canada $ 10,953 $ 11,251 $ 4,984 United States 474 576 858 Total long-lived assets $ 11,427 $ 11,827 $ 5,842
Significant customers	The tables below present the significant customers on a percentage of total revenue basis for the years ended December 31, 2022, 2021 and 2020. Years ended December 31, 2022 2021 2020 Customer A 14 % 15 % 22 % Customer B 12 % 13 % 17 % Customer C 11 % 12 % 10 %

Basis of Presentation and Sum_4

Basis of Presentation and Summary of Significant Accounting Policies - Other Narrative (Details)			4 Months Ended	12 Months Ended
	Apr. 13, 2023 USD ($)	Aug. 05, 2022 USD ($) shares	Apr. 18, 2023 shares	Dec. 31, 2022 USD ($) segment $ / shares shares	Dec. 31, 2021 USD ($) $ / shares	Dec. 31, 2020 USD ($)	Feb. 13, 2023 USD ($)	Oct. 26, 2022 USD ($)	Jun. 16, 2022 USD ($) $ / shares	Mar. 03, 2022 USD ($)
Accounting Policies [Line Items]
Number of board members | segment				7
Common stock, par value (in usd per share) | $ / shares				$ 0.0001	$ 0.0001
Accumulated deficit				$ 376,797,000	$ 325,268,000
Net loss				51,529,000	31,545,000	$ 10,019,000
Net cash outflows from operations				45,226,000	34,800,000	29,287,000
Cash				7,065,000	9,483,000
Working capital deficit				(1,900,000)
Gross proceeds received from Business Combination		$ 49,000,000
Debt payments				21,511,000	31,000	0
Payment of merger transactions costs, including costs paid on behalf of related party		14,200,000
ELOC, right to sell common stock								$ 150,000,000	$ 150,000,000
ELOC, ownership restriction percentage									9.90%
ELOC, floor stock price (in usd per share) | $ / shares									$ 1
ELOC, proceeds from share issuance, cumulative				$ 4,200,000
Cap on common stock issuable per warrant				0.361
Number of operating segments | segment				1
Number of reportable segments | segment				1
Foreign currency transaction gain				$ 1,200,000	600,000	600,000
Off-the-shelf software, useful life				3 years
Marketable investments				$ 1,200,000	1,200,000
Warrants, quoted price (in usd per share) | $ / shares				$ 0.11
Warrants outstanding (in shares) | shares				17,916,609
SR&ED investment tax credit				$ 100,000	1,500,000	2,100,000
Government assistance, interest benefit				0	7,200,000	12,000,000
Advertising costs				$ 800,000	900,000	$ 1,000,000
Subsequent Event
Accounting Policies [Line Items]
ELOC, right to sell common stock							$ 35,000,000
Board member designated by DCPM
Accounting Policies [Line Items]
Number of board members | segment				1
Board member retained from D-Wave Systems' board
Accounting Policies [Line Items]
Number of board members | segment				3
Independent board members
Accounting Policies [Line Items]
Number of board members | segment				3
Venture Loan | Other notes payable
Accounting Policies [Line Items]
Debt payments		$ 21,800,000		$ 21,808,000	$ 0
Aggregate principal amount										$ 25,000,000
Term Loan | Line of Credit | Subsequent Event
Accounting Policies [Line Items]
Aggregate principal amount	$ 50,000,000
Debt, drawdown fee percentage	2%
Interest rate	10%
Debt, interest rate, payable in kind	10%
Debt, premium payment, percentage of amount prepaid from common stock issuance proceeds	10%
Term Loan | Line of Credit | Subsequent Event | Debt Instrument, Repayment Period One
Accounting Policies [Line Items]
Debt, prepayment premium, percentage	3%
Term Loan | Line of Credit | Subsequent Event | Debt Instrument, Repayment Period Two
Accounting Policies [Line Items]
Debt, prepayment premium, percentage	2%
Term Loan | Line of Credit | Subsequent Event | Debt Instrument, Repayment Period Three
Accounting Policies [Line Items]
Debt, prepayment premium, percentage	1%
Term Loan | Line of Credit | Subsequent Event | Debt Instrument, Tranche One
Accounting Policies [Line Items]
Aggregate principal amount	$ 15,000,000
Term Loan | Line of Credit | Subsequent Event | Debt Instrument, Tranche Two
Accounting Policies [Line Items]
Aggregate principal amount	15,000,000
Term Loan | Line of Credit | Subsequent Event | Debt Instrument, Tranche Three
Accounting Policies [Line Items]
Aggregate principal amount	20,000,000
Debt, subject to closing non-dilutive financing, amount	$ 25,000,000
ELOC
Accounting Policies [Line Items]
Issuance of stock (in shares) | shares		127,180
ELOC | Subsequent Event
Accounting Policies [Line Items]
Issuance of stock (in shares) | shares			13,239,654
ELOC | Purchase Agreement
Accounting Policies [Line Items]
Issuance of stock (in shares) | shares				1,878,806
D-Wave Systems Existing Stockholders
Accounting Policies [Line Items]
Voting interest				91%

Basis of Presentation and Sum_5

Basis of Presentation and Summary of Significant Accounting Policies - Property and equipment, net (Details)	12 Months Ended
	Dec. 31, 2022
Quantum computer systems
Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Lab equipment
Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Computer equipment
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Estimated useful life	5 years

Basis of Presentation and Sum_6

Basis of Presentation and Summary of Significant Accounting Policies - Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Liabilities:
Warrants	$ 1,892	$ 0
Level 1 | Public Warrants
Liabilities:
Warrants	1,047
Level 2 | Private Warrants
Liabilities:
Warrants	$ 845

Basis of Presentation and Sum_7

Basis of Presentation and Summary of Significant Accounting Policies - Concentration Risk (Details) - Revenue - Customer concentration risk	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Customer A
Concentration Risk [Line Items]
Concentration risk, percentage	14%	15%	22%
Customer B
Concentration Risk [Line Items]
Concentration risk, percentage	12%	13%	17%
Customer C
Concentration Risk [Line Items]
Concentration risk, percentage	11%	12%	10%

Merger - Narrative (Details)

Merger - Narrative (Details) $ / shares in Units, $ in Thousands		12 Months Ended
	Aug. 05, 2022 USD ($) $ / shares shares	Dec. 31, 2022 shares	Aug. 04, 2022 shares	Aug. 02, 2022 USD ($)	Dec. 31, 2021 shares
Schedule Of Reverse Recapitalization [Line Items]
Exchange ratio	1.4541326
Sale of stock, price (in usd per share) | $ / shares	$ 10
Cash - PIPE Investment | $	$ 40,000
Commitment fee liability | $				$ 2,600
Net proceeds received | $	$ 18,735
Common stock, outstanding (in shares)	110,007,972	113,335,530			2,817,498
Stock forfeited (in shares)			4,484,425
Conversion ratio	0.889657
DCPM Class A common stock
Schedule Of Reverse Recapitalization [Line Items]
Stock exchanged (in shares)	902,213
DCPM Class A common stock subject to redemption
Schedule Of Reverse Recapitalization [Line Items]
Common stock, outstanding (in shares)			30,000,000
Stock redeemed (in shares)			29,097,787
DCPM Class B common stock
Schedule Of Reverse Recapitalization [Line Items]
Common stock, outstanding (in shares)	3,015,575		7,500,000
D-Wave Systems common stock
Schedule Of Reverse Recapitalization [Line Items]
Common stock, outstanding (in shares)			112,106,972
Exchangeable Shares
Schedule Of Reverse Recapitalization [Line Items]
Common stock, outstanding (in shares)		48,408,854
D-Wave Systems Inc. Stockholders
Schedule Of Reverse Recapitalization [Line Items]
Exchange of common stock (in shares)	99,736,752
D-Wave Systems Inc. Stockholders | Exchangeable Shares
Schedule Of Reverse Recapitalization [Line Items]
Exchange of common stock (in shares)	48,409,601
Exchange of shares (in shares)		787

Merger - Net Proceeds (Details)

Merger - Net Proceeds (Details) - USD ($) $ in Thousands		12 Months Ended
	Aug. 05, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Reverse Recapitalization [Abstract]
Cash - DPCM trust and cash, net of redemptions	$ 9,130
Cash - PIPE Investment	40,000
Less: Non-cash net liabilities assumed from DPCM and D-Wave Quantum Inc.	(16,378)
Less: Transaction costs	(14,017)	$ (6,528)	$ 0	$ 0
Net Merger and PIPE Investment	18,735
Add back: Non-cash net liabilities assumed from DPCM and D-Wave Quantum Inc.	16,378
Reverse Recapitalization, Accrued Transaction Costs	2,459
Net cash contribution from Merger and PIPE Investment	$ 37,572

Merger - Common Stock (Details)

Merger - Common Stock (Details) - shares	Aug. 05, 2022	Dec. 31, 2022	Aug. 04, 2022	Dec. 31, 2021
Schedule Of Reverse Recapitalization [Line Items]
Business Combination and PIPE shares (in shares)	10,144,040
Common stock, outstanding (in shares)	110,007,972	113,335,530		2,817,498
PIPE
Schedule Of Reverse Recapitalization [Line Items]
Issuance of stock (in shares)	5,816,528
ELOC
Schedule Of Reverse Recapitalization [Line Items]
Issuance of stock (in shares)	127,180
DCPM Class B common stock
Schedule Of Reverse Recapitalization [Line Items]
Common stock, outstanding (in shares)	3,015,575		7,500,000
DPCM Capital, Inc. Stockholders | DCPM Class A common stock
Schedule Of Reverse Recapitalization [Line Items]
Exchange of common stock (in shares)	1,311,937
DPCM Capital, Inc. Stockholders | DCPM Class B common stock
Schedule Of Reverse Recapitalization [Line Items]
Exchange of common stock (in shares)	3,015,575
D-Wave Systems Inc. Stockholders
Schedule Of Reverse Recapitalization [Line Items]
Exchange of common stock (in shares)	99,736,752

Revenue from contracts with c_3

Revenue from contracts with customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 7,173	$ 6,279	$ 5,160
Transferred over Time [Member]
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	6,960	6,090	4,688
Transferred at Point in Time [Member]
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	213	189	472
QCaaS [Member]
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	5,616	4,424	4,313
Professional Services [Member]
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	1,478	1,786	426
Product and Service, Other [Member]
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 79	$ 69	$ 421

Revenue from contracts with c_4

Revenue from contracts with customers - Receivables, Contract Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Contract assets:
Trade account receivable	$ 757	$ 421
Unbilled receivables, which are included in 'Prepaid expenses and other current assets'	58	17
Total contract assets	815	438
Contract liabilities:
Deferred revenue, current	1,781	2,665
Deferred revenue, noncurrent	9	54
Customer deposit, which are included in 'Accrued expenses and other current liabilities'	45	21
Total contract liabilities	$ 1,835	$ 2,740

Revenue from contracts with c_5

Revenue from contracts with customers - Change in Deferred Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Contract With Customer, Liability [Roll Forward]
Balance at beginning of period	$ 2,719	$ 4,713
Deferral of revenue	5,325	4,092
Recognition of deferred revenue	(6,254)	(6,086)
Balance at end of period	$ 1,790	$ 2,719

Revenue from contracts with c_6

Revenue from contracts with customers - Narrative (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 1.8	$ 2.7
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation, percentage		98%
Remaining performance obligation, period		12 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation, percentage	99%
Remaining performance obligation, period	12 months

Balance sheet details - Invento

Balance sheet details - Inventories (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Raw materials	$ 2,170	$ 2,103
Work-in-process	26	11
Total inventories	$ 2,196	$ 2,114

Balance sheet details - Accrued

Balance sheet details - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Accrued expenses:
Accrued transaction costs	$ 2,459	$ 0
Accrued professional services	1,858	1,953
Accrued compensation and related benefits	1,641	1,108
Other accruals	233	318
Other current liabilities:
Other payroll expenses	451	175
Customer deposit	45	21
Current portion of long term debt, net	0	39
Total accrued expenses and other current liabilities	$ 6,687	$ 3,614

Balance sheet details - Prepaid

Balance sheet details - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Prepaid expenses:
Prepaid services	$ 391	$ 125
Prepaid software	559	531
Prepaid rent	96	151
Prepaid commissions	268	84
Prepaid insurance	697	0
Other	89	156
Other current assets:
Directors and Officers insurance	1,449	0
Unbilled receivables	58	17
Security deposits	36	52
Total prepaid expenses and other current assets	$ 3,643	$ 1,116

Balance sheet details - Other N

Balance sheet details - Other Noncurrent Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Investment in securities	$ 1,168	$ 1,169
Long-term deposits	183	184
Total other noncurrent assets	$ 1,351	$ 1,353

Property and equipment, net (De

Property and equipment, net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 25,405	$ 25,050
Less: Accumulated depreciation	(23,111)	(21,801)
Property and equipment, net	2,294	3,249
Depreciation expense	1,300	1,400	$ 1,900
Quantum computer systems
Property, Plant and Equipment [Line Items]
Total property and equipment	13,714	13,425
Lab equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	6,666	6,645
Computer equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	3,545	3,305
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	1,075	1,074
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property and equipment	319	316
Construction-in-progress
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 86	$ 285

Intangible assets, net (Details

Intangible assets, net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Total intangible assets	$ 1,197	$ 1,122
Less: Accumulated amortization	(953)	(850)
Intangible assets, net	244	272
Amortization expense	100	100	$ 100
Capitalized software
Finite-Lived Intangible Assets [Line Items]
Total intangible assets	1,152	1,087
Other intangible assets
Finite-Lived Intangible Assets [Line Items]
Total intangible assets	$ 45	$ 35

Loans payable, net - Components

Loans payable, net - Components (Details) - USD ($) $ in Thousands		12 Months Ended
	Aug. 05, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Loans payable
Loan payable, beginning of period		$ 29,844	$ 13,624
Contributions		0	16,786
Payments		(21,511)	(31)	$ 0
Interest and final fee on Venture Loan		1,808	0
Foreign exchange (gain) loss		(1,903)	(167)
Loan payable, end of period		28,941	29,844	13,624
Discount
Discount, beginning of period		(17,391)	(11,948)
SIF discount on additional contribution		0	(7,167)
Interest expense		2,483	1,728
Non-cash interest income from SIF		(5,673)	0
Foreign exchange (gain) loss		1,122	(4)
Discount, end of period		(19,459)	(17,391)	$ (11,948)
Total loans payable, net		9,482	12,453
Current portion of long term debt, net		1,671	220
Loans payable, net, noncurrent		7,811	12,233
Other notes payable | Financing of Directors and Officers Insurance
Loans payable
Contributions		2,893	0
Payments		(1,500)
Discount
Total loans payable, net		1,400
Other notes payable | Venture Loan
Loans payable
Contributions		20,000	0
Payments	$ (21,800)	(21,808)	0
Other notes payable | Other Loans
Loans payable
Payments		(1,893)	(399)
Other notes payable | TPC Government Loans
Loans payable
Payments		$ (400)	$ (400)

Loans payable, net - Narrative

Loans payable, net - Narrative (Details) $ in Thousands, $ in Thousands						12 Months Ended
	Aug. 05, 2022 USD ($)	Jun. 30, 2022 USD ($)	Mar. 03, 2022 USD ($)	Nov. 23, 2020 CAD ($)	Nov. 20, 2020 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2021 CAD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2022 CAD ($)	Nov. 20, 2020 CAD ($)
Debt Instrument [Line Items]
Gain on debt extinguishment						$ 0	$ 0		$ 3,873
Impact of 20% decrease in projected revenue, decrease in carrying value						500
Non-cash interest income from SIF						5,673	0
Contributions						0	16,786
Debt payments						21,511	31		0
Outstanding amount						9,482	12,453
SIF Loan
Debt Instrument [Line Items]
Face amount											$ 40,000
Cumulative funding										$ 36,000
Repayment rate					150%						150%
Term					15 years
Repayment benchmark year, revenue					$ 70,000
Repayment benchmark year, period					14 years						14 years
Discount percentage					26%						26%
Discount on loan							7,200
Venture Loan | Other notes payable
Debt Instrument [Line Items]
Proceeds from debt financing		$ 5,000	$ 15,000
Face amount			$ 25,000
Contributions						20,000	0
Debt payments	$ 21,800					21,808	0
Venture Loan | Prime rate | Other notes payable
Debt Instrument [Line Items]
Basis spread on variable rate			7.25%
Variable rate basis, floor			3.25%
TPC Government Loans | Other notes payable
Debt Instrument [Line Items]
Proceeds from debt financing								$ 12,500
Debt forgiven				$ 5,000
Gain on debt extinguishment									$ 3,900
Debt forgiveness, interest waived principal				2,500
Annual principal payment				$ 500
Debt modification period				5 years
Debt modification discount rate				25%
Debt payments						400	400
Financing of Directors and Officers Insurance | Other notes payable
Debt Instrument [Line Items]
Face amount	2,800
Contributions						2,893	$ 0
Debt payments						1,500
Payment amount	$ 300
Interest rate	4.24%
Outstanding amount						$ 1,400

Leases - Narrative (Details)

Leases - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Lessee, Lease, Description [Line Items]
Weighted average discount rate	17%	18%	20%
Operating lease costs	$ 1,506	$ 1,355	$ 1,624
Minimum
Lessee, Lease, Description [Line Items]
Lease term	1 year
Weighted average discount rate	9%
Maximum
Lessee, Lease, Description [Line Items]
Lease term	11 years
Weighted average discount rate	20%

Leases - Costs and Other Inform

Leases - Costs and Other Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Lessee, Lease, Description [Line Items]
Sublease income	$ (260)	$ (260)	$ (42)
Total lease costs	$ 1,506	$ 1,355	$ 1,624
Weighted average remaining lease term in years	2 years 9 months 18 days	2 years 10 months 24 days	2 years 4 months 24 days
Weighted average discount rate	17%	18%	20%
Research and development
Lessee, Lease, Description [Line Items]
Operating lease costs	$ 224	$ 268	$ 268
General and administrative
Lessee, Lease, Description [Line Items]
Operating lease costs	$ 1,542	$ 1,347	$ 1,398

Leases - Future Minimum Operati

Leases - Future Minimum Operating Lease Payments (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Leases [Abstract]
2023	$ 1,533
2024	1,341
2025	1,137
2026	1,168
2027	1,199
Thereafter	7,849
Total future minimum lease payments	$ 14,227

Income taxes - Domestic and For

Income taxes - Domestic and Foreign Components of Loss Before Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Domestic	$ (11,214)	$ (27,205)	$ (7,784)
Foreign	(40,315)	(4,340)	(2,235)
Total net loss before income taxes	$ (51,529)	$ (31,545)	$ (10,019)

Income taxes - Components of De

Income taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Net operating loss carryforwards	$ 55,430	$ 59,916
Research and development credit carryforward	13,304	13,675
Scientific research and experimental development deductions	30,064	23,071
Depreciation and amortization	5,943	5,634
Deferred revenue	0	165
Start-up costs	978	0
Stock-based compensation	547	0
Other accruals and reserves	888	730
Total deferred tax assets	107,154	103,191
Valuation Allowance	(100,241)	(97,143)
Total deferred tax assets, net	6,913	6,048
Deferred tax liabilities:
Convertible notes	(1)	(4)
Marketable securities	(315)	(315)
Loan payable	(6,597)	(5,729)
Total deferred tax liabilities	(6,913)	(6,048)
Net deferred tax assets (liabilities)	$ 0	$ 0

Income taxes - Reconciliation o

Income taxes - Reconciliation of Effective Tax Rate (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
US federal tax rate	21%	27%	27%
State tax	1%	0%	0%
Foreign losses taxed at different rates	5%	0%	1%
Return to provision adjustments	(1.00%)	0%	0%
Stock-based compensation	(3.00%)	0%	0%
Research and development credits	5%	0%	(3.00%)
Permanent differences	(24.00%)	(2.00%)	18%
Other	0%	1%	7%
Change in valuation allowance	(4.00%)	(26.00%)	(50.00%)
Effective tax rate	0%	0%	0%

Income Taxes - Narrative (Detai

Income Taxes - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Income Tax Contingency [Line Items]
Unrecognized tax benefits	$ 689	$ 0
Unrecognized tax benefits that would affect the effective tax rate	0
Domestic Tax Authority
Income Tax Contingency [Line Items]
Tax losses carried forward	50,600
Tax losses carried forward, subject to expiration	15,600
Tax losses carried forward, not subject to expiration	35,000
Canada Revenue Agency
Income Tax Contingency [Line Items]
Tax losses carried forward	130,600
Canada Revenue Agency | Research Tax Credit Carryforward
Income Tax Contingency [Line Items]
Tax credit carryforward	111,100
Canada Revenue Agency | Investment Tax Credit Carryforward
Income Tax Contingency [Line Items]
Tax credit carryforward	15,900
Canada Revenue Agency | Provincial Investment Tax Credit Carryforward
Income Tax Contingency [Line Items]
Tax credit carryforward	$ 1,600

Income taxes - Reconciliation_2

Income taxes - Reconciliation of Unrecognized Tax Benefits (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Balance	$ 0
Gross increase related to current year fiscal year tax positions	0
Gross increase related to prior year fiscal year tax positions	689
Settlements	0
Lapse of statute of limitations	0
Balance	$ 689

Warrant liabilities (Details)

Warrant liabilities (Details) $ / shares in Units, $ in Thousands		5 Months Ended	12 Months Ended
	Aug. 05, 2022 shares	Dec. 31, 2022 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) day $ / shares shares	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Class of Warrant or Right [Line Items]
Stock issued for exercise of warrants (in shares)		121,261
Exchange ratio	1.4541326
Warrants outstanding (in shares)		17,916,609	17,916,609
Warrants, exercise price, prior to exchange ratio (in usd per share) | $ / shares		$ 11.50	$ 11.50
Warrants, exercise price (in usd per share) | $ / shares		7.91	7.91
Warrants, redemption price (in usd per share) | $ / shares		$ 0.10	$ 0.10
Warrants, redemption notice period			30 days
Warrants, redemption share price threshold trading days | day			20
Warrants, redemption share price threshold consecutive trading days			30 days
Reference value (in usd per share) | $ / shares			$ 18
Public Warrants
Class of Warrant or Right [Line Items]
Business Combination, warrants assumed (in shares)	10,000,000
Warrants exercised (in shares)		83,391
Proceeds from exercise of warrants | $		$ 1,000	$ 924	$ 0	$ 0
Private Warrants
Class of Warrant or Right [Line Items]
Business Combination, warrants assumed (in shares)	8,000,000

Stock-based compensation - Narr

Stock-based compensation - Narrative (Details) - USD ($)		12 Months Ended
	Apr. 14, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Nov. 30, 2020
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common shares reserved for future issuance (in shares)		16,965,849
Period over which shares reserved for future issuance will increase		10 years
Additional shares reserved for issuance, percentage		5%
Expiration period		10 years
Options granted (in shares)		1,500,081	4,369,866
Weighted average grant date fair value, stock options granted (in usd per share)		$ 4.11	$ 2.05	$ 0.35
Unrecognized compensation cost, options		$ 9,700,000
Fair value of stock options vested		$ 3,800,000	$ 1,700,000	$ 1,000,000
Warrants, exercise price (in usd per share)		$ 7.91
Warrants outstanding (in shares)		17,916,609
Total stock-based compensation		$ 9,164,000	1,739,000	2,989,000
Cost of revenue
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation		379,000	41,000	49,000
Research and development
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation		3,141,000	297,000	1,464,000
General and administrative
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation		2,615,000	1,164,000	1,346,000
Sales and marketing
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation		$ 3,029,000	$ 237,000	$ 130,000
Minimum
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period		1 year
Maximum
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period		4 years
Options
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period		36 months
Expected dividend yield		0%	0%	0%
Unrecognized compensation cost, period for recognition		1 year 1 month 17 days
Modification incremental cost		$ 400,000
Options | Share-Based Payment Arrangement, Tranche One
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting percentage		25%
Options | Share-Based Payment Arrangement, Tranche Two
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting percentage		2.0834%
RSUs
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unrecognized compensation cost, period for recognition		2 years 7 months 17 days
Granted (in usd per share)		$ 5.72
Fair value of awards vested		$ 0
Unrecognized compensation cost, excluding options		41,600,000
Total stock-based compensation		$ 4,800,000	$ 0	$ 0
RSUs, Business Combination and certain executives | Share-Based Payment Arrangement, Tranche One
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting percentage		50%
RSUs, Business Combination and certain executives | Share-Based Payment Arrangement, Tranche Two
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting percentage		25%
RSUs, certain executives | Share-Based Payment Arrangement, Tranche One
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting percentage		50%
RSUs, certain executives | Share-Based Payment Arrangement, Tranche Two
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting percentage		50%
RSUs, new hires | Share-Based Payment Arrangement, Tranche One
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting percentage		25%
RSUs, new hires | Share-Based Payment Arrangement, Tranche Two
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting percentage		6.25%
RSUs, Board of Directors
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting percentage		100%
2022 Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options granted (in shares)		1,500,081
2020 Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options granted (in shares)			4,369,866
Common stock warrants
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrants expired (in shares)	617,972
Warrants, exercise price (in usd per share)	$ 1.75
Warrants outstanding (in shares)		0
Preferred stock warrants
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrants, exercise price (in usd per share)					$ 2.16
Warrants outstanding (in shares)		3,247,637
Warrants, number of shares issuable (in shares)		2,889,282			3,247,637

Stock-based compensation - Assu

Stock-based compensation - Assumptions Used to Estimate Fair Value of Stock Options Granted (Details) - Options	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected dividend yield	0%	0%	0%
Expected volatility	36.60%	56.30%	45%
Expected term	6 years 1 month 6 days	8 years 6 months	9 years 4 months 24 days
Risk-free interest rate	3%	0.90%	0.43%

Stock-based compensation - Stoc

Stock-based compensation - Stock Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Number of options
Balance (in shares)	16,336,134	12,654,807
Granted (in shares)	1,500,081	4,369,866
Exercised (in shares)	(1,380,609)	(105,203)
Forfeited (in shares)	(1,050,228)	(412,132)
Expired/Cancelled (in shares)	(17,832)	(171,204)
Balance (in shares)	15,387,546	16,336,134	12,654,807
Exercisable (in shares)	11,309,426
Unvested (in shares)	4,076,090
Weighted  average  exercise  price  ($)
Balance (in usd per share)	$ 0.81	$ 0.81
Granted (in usd per share)	10.07	0.82
Exercised (in usd per share)	0.81	0.81
Forfeited (in usd per share)	1.43	0.81
Expired/Cancelled (in usd per share)	0.81	0.81
Balance (in usd per share)	1.76	$ 0.81	$ 0.81
Exercisable (in usd per share)	0.89
Unvested (in usd per share)	$ 3.86
Weighted average remaining contractual term (years)
Balance	7 years 1 month 13 days	8 years 6 months 18 days	9 years 4 months 17 days
Exercisable	6 years 6 months 10 days
Unvested	8 years 8 months 26 days
Aggregate intrinsic value ($)
Balance	$ 8,763	$ 80,179	$ 0
Exercised	1,981
Exercisable	7,056
Unvested	$ 1,706

Stock-based compensation - Pref

Stock-based compensation - Preferred Stock Warrants (Details) - $ / shares	Dec. 31, 2022	Nov. 30, 2020
Class of Warrant or Right [Line Items]
Number of warrants outstanding (in shares)	17,916,609
Weighted average exercise price (in usd per share)	$ 7.91
Preferred stock warrants
Class of Warrant or Right [Line Items]
Number of warrants outstanding (in shares)	3,247,637
Weighted average exercise price (in usd per share)		$ 2.16
Number exercisable (in shares)	1,299,055
Preferred stock warrants | Weighted average
Class of Warrant or Right [Line Items]
Weighted average exercise price (in usd per share)	$ 1.92

Stock-based compensation - RSU

Stock-based compensation - RSU Activity and Related Information (Details) - RSUs	12 Months Ended
	Dec. 31, 2022 $ / shares shares
Number of Outstanding
Unvested (in shares) | shares	0
Granted (in shares) | shares	8,278,317
Forfeited/canceled (in shares) | shares	(135,013)
Vested (in shares) | shares	0
Unvested (in shares) | shares	8,143,304
Weighted average Grant Date Fair Value ($)
Unvested (in usd per share) | $ / shares	$ 0
Granted (in usd per share) | $ / shares	5.72
Forfeited/canceled (in usd per share) | $ / shares	0.12
Vested (in usd per share) | $ / shares	0
Unvested (in usd per share) | $ / shares	$ 5.69

Stock-based compensation - Expe

Stock-based compensation - Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 9,164	$ 1,739	$ 2,989
Cost of revenue
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	379	41	49
Research and development
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	3,141	297	1,464
General and administrative
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	2,615	1,164	1,346
Sales and marketing
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 3,029	$ 237	$ 130

Promissory note - related par_2

Promissory note - related party (Details) - USD ($)	Dec. 31, 2022	Apr. 13, 2022	Feb. 28, 2022	Dec. 31, 2021
Related Party Transaction [Line Items]
Promissory notes - related party	$ 420,000			$ 0
Affiliated Entity | Affiliate Note
Related Party Transaction [Line Items]
Notes Payable, Related Parties, Borrowing Capacity			$ 1,000,000
Promissory notes - related party	200,000
Affiliated Entity | DCPM Note
Related Party Transaction [Line Items]
Notes Payable, Related Parties, Borrowing Capacity		$ 1,000,000
Promissory notes - related party	$ 200,000

Commitments and contingencies (

Commitments and contingencies (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended			12 Months Ended
	Oct. 31, 2022	Sep. 30, 2022	Nov. 30, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Nov. 30, 2020	Aug. 13, 2020
Other Commitments [Line Items]
Warrants				$ 1,892	$ 0
Warrants, exercise price (in usd per share)				$ 7.91
Lease renewal term	2 years		10 years 6 months	12 months
Right-of-use asset and operating lease liability	$ 200	$ 200	$ 6,800	$ 360	11,870	$ 4,932
Preferred stock warrants
Other Commitments [Line Items]
Warrants, number of shares issuable (in shares)				2,889,282			3,247,637
Warrants vested, percentage								40%
Warrants							$ 1,100
Warrants vested, fair value					$ 0
Warrants, exercise price (in usd per share)							$ 2.16

Net loss per share - Computatio

Net loss per share - Computation (Details) - USD ($) $ / shares in Units, $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Numerator:
Net loss attributable to common stockholders - basic		$ (51,529)	$ (31,545)	$ (10,019)
Net loss attributable to common stockholders - diluted		$ (51,529)	$ (31,545)	$ (10,019)
Denominator:
Weighted-average common stock outstanding, basic (in shares)	[1]	119,647,777	125,342,746	127,161,731
Weighted-average common stock outstanding, diluted (in shares)	[1]	119,647,777	125,342,746	127,161,731
Net loss per share attributable to common stockholders - basic (in usd per share)		$ (0.43)	$ (0.25)	$ (0.08)
Net loss per share attributable to common stockholders - diluted (in usd per share)		$ (0.43)	$ (0.25)	$ (0.08)
[1]Weighted-average shares have been retroactively restated to give effect to the Merger.

Net loss per share - Potentiall

Net loss per share - Potentially Dilutive Securities (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities (in shares)	42,632,045	17,422,681	14,147,720
Warrants | Public Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities (in shares)	14,420,065	0	0
Warrants | Private Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities (in shares)	11,633,060	0	0
Preferred stock warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities (in shares)	2,889,282	2,889,282	2,889,282
Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities (in shares)	13,689,638	14,533,399	11,258,438

Stockholders' Equity (Details)

Stockholders' Equity (Details) $ / shares in Units, $ in Millions			12 Months Ended
	Oct. 26, 2022 USD ($)	Aug. 05, 2022 shares	Dec. 31, 2022 USD ($) vote shares	Jun. 16, 2022 USD ($) $ / shares	Dec. 31, 2021 shares	Dec. 31, 2020 shares	Dec. 31, 2019 shares
Subsidiary, Sale of Stock [Line Items]
Preferred stock, authorized (in shares)			0		122,564,333
ELOC, right to sell common stock | $	$ 150			$ 150
ELOC, right to sell common stock, period	36 months
ELOC, proceeds from share issuance, cumulative | $			$ 4.2
ELOC, floor stock price (in usd per share) | $ / shares				$ 1
Common stock, outstanding (in shares)		110,007,972	113,335,530		2,817,498
Common stock, exchange ratio			1
Common stock, voting rights | vote			1
Exchangeable Shares
Subsidiary, Sale of Stock [Line Items]
Common stock, outstanding (in shares)			48,408,854
Common Shares
Subsidiary, Sale of Stock [Line Items]
Common stock, outstanding (in shares)			64,926,678
Non-redeemable convertible preferred stock
Subsidiary, Sale of Stock [Line Items]
Preferred stock, authorized (in shares)			20,000,000
Common stock
Subsidiary, Sale of Stock [Line Items]
Common stock, outstanding (in shares)			113,335,530		2,817,499	2,723,904	13,540,768
ELOC
Subsidiary, Sale of Stock [Line Items]
Issuance of stock (in shares)		127,180
ELOC | Common stock
Subsidiary, Sale of Stock [Line Items]
Issuance of stock (in shares)			2,260,346
Purchase Agreement | ELOC
Subsidiary, Sale of Stock [Line Items]
Issuance of stock (in shares)			1,878,806

Geographic areas - Disaggregati

Geographic areas - Disaggregation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenues from External Customers and Long-Lived Assets [Line Items]
Total revenue	$ 7,173	$ 6,279	$ 5,160
Total long-lived assets	11,427	11,827	5,842
Canada
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	10,953	11,251	4,984
United States
Revenues from External Customers and Long-Lived Assets [Line Items]
Total revenue	3,342	3,425	3,119
Total long-lived assets	474	576	858
Japan
Revenues from External Customers and Long-Lived Assets [Line Items]
Total revenue	1,241	1,614	1,630
Germany
Revenues from External Customers and Long-Lived Assets [Line Items]
Total revenue	1,150	741	155
Other
Revenues from External Customers and Long-Lived Assets [Line Items]
Total revenue	$ 1,440	$ 499	$ 256

Geographic areas - Significant

Geographic areas - Significant Customers (Details) - Customer concentration risk	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenue | Customer A
Concentration Risk [Line Items]
Concentration risk, percentage	14%	15%	22%
Revenue | Customer B
Concentration Risk [Line Items]
Concentration risk, percentage	12%	13%	17%
Revenue | Customer C
Concentration Risk [Line Items]
Concentration risk, percentage	11%	12%	10%
Accounts Receivable | Two Customers
Concentration Risk [Line Items]
Concentration risk, percentage	10%		10%
Accounts Receivable | Three Customers
Concentration Risk [Line Items]
Concentration risk, percentage		10%

Subsequent events (Details)

Subsequent events (Details) - USD ($) $ in Thousands				4 Months Ended	12 Months Ended
	Mar. 27, 2023	Jan. 05, 2023	Aug. 05, 2022	Apr. 18, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Apr. 13, 2023	Feb. 13, 2023	Oct. 26, 2022	Jun. 16, 2022
Subsequent Event [Line Items]
Exercise of stock options (in shares)					1,380,609	105,203
Proceeds from issuance of common stock upon exercise of stock options					$ 1,077	$ 85	$ 5
ELOC, right to sell common stock										$ 150,000	$ 150,000
ELOC
Subsequent Event [Line Items]
Issuance of stock (in shares)			127,180
Issuance of stock					$ 7,596
RSUs
Subsequent Event [Line Items]
Awards granted (in shares)					8,278,317
Subsequent Event
Subsequent Event [Line Items]
Exercise of stock options (in shares)				598,368
Proceeds from issuance of common stock upon exercise of stock options				$ 600
ELOC, right to sell common stock									$ 35,000
Subsequent Event | Term Loan | Line of Credit
Subsequent Event [Line Items]
Aggregate principal amount								$ 50,000
Subsequent Event | Term Loan | Line of Credit | Debt Instrument, Tranche One
Subsequent Event [Line Items]
Aggregate principal amount								15,000
Subsequent Event | Term Loan | Line of Credit | Debt Instrument, Tranche Two
Subsequent Event [Line Items]
Aggregate principal amount								15,000
Subsequent Event | Term Loan | Line of Credit | Debt Instrument, Tranche Three
Subsequent Event [Line Items]
Aggregate principal amount								$ 20,000
Subsequent Event | ELOC
Subsequent Event [Line Items]
Issuance of stock (in shares)				13,239,654
Issuance of stock				$ 15,700
Subsequent Event | RSUs | Employees
Subsequent Event [Line Items]
Awards granted (in shares)	3,349,520	143,000