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Quantisimo to List on Nasdaq via $666 Million GigCapital8 SPAC Merger

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Quantisimo Corp. has agreed to go public on the Nasdaq through a definitive merger agreement with special purpose acquisition company GigCapital8 Corp. Class A (NASDAQ:GIW). The transaction will combine Quantisimo and GigCapital8 under a new holding company, Quantisimo Holding Corp., which is expected to list under the ticker symbol QSMO. The deal values Quantisimo at a pro forma equity value of approximately $666.1 million at $10.00 per share.

Quantisimo was established by WISeQey Corp B (BX:WIHN) and its subsidiary SEALSQ Corp. (NASDAQ:LAES) to serve as a specialized quantum technology platform. Prior to the closing of the deal, WISeQey and SEALSQ will transfer their interests in several operating businesses, including WISeSat.Space Holdings Corp. (NASDAQ:SAIQ), Miraex SA, SEALCOIN AG, and WeCan Group SA, into Quantisimo. Upon completion, WISeQey and SEALSQ will receive 66.61 million shares of the new holding company, giving them a majority stake in the combined public entity. The merger aims to integrate digital trust foundations with quantum computing, networking, and secure infrastructure.

The transaction is expected to close in the first quarter of 2027, subject to customary closing conditions and approval from GigCapital8 shareholders. To finalize the deal, a minimum cash condition of $15 million must be met, which will be funded by GigCapital8's trust account and potential private investments, alongside a matching cash contribution from SEALSQ. Shareholders should also note that WISeQey, SEALSQ, and GigCapital8's sponsor have agreed to a standard six-month lock-up period following the completion of the merger.

Key points

  • Quantisimo Corp. will merge with GigCapital8 Corp. Class A (NASDAQ:GIW) to list on the Nasdaq under the ticker symbol QSMO.
  • The transaction values Quantisimo at an estimated pro forma equity value of $666.1 million at $10.00 per share.
  • WISeQey Corp B (BX:WIHN) and SEALSQ Corp. (NASDAQ:LAES) will transfer assets to Quantisimo and retain a majority stake in the new public company.
  • The transaction is expected to close in the first quarter of 2027, subject to shareholder approval and a minimum cash condition of $15 million.

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Questions and answers

What is the ticker symbol for the new Quantisimo public company?

The new publicly listed holding company, Quantisimo Holding Corp., is expected to list its ordinary shares on the Nasdaq Capital Market under the ticker symbol QSMO.

When is the Quantisimo and GigCapital8 merger expected to close?

The business combination is expected to be completed in the first quarter of 2027, subject to customary closing conditions, including approval by GigCapital8 shareholders.

Who will own the majority of Quantisimo after the merger?

WISeQey and its subsidiary SEALSQ are expected to hold a majority of the outstanding ordinary shares of the new publicly listed holding company, receiving an aggregate of 66.61 million shares.