GigCapital8 Corp. (GIW) entered into a definitive business combination agreement with Quantisimo Corp., a pure-play sovereign quantum vertical platform formed by WISeQey (WQEY) and SEALSQ (LAES). Upon closing, Quantisimo will become a Nasdaq-listed public company under the ticker 'QSMO' with a pro forma equity value of approximately $666.1 million. The deal is expected to close in Q1 2027, subject to shareholder approval and other customary conditions.
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Executive Summary
GigCapital8 Corp. (GIW) entered into a definitive business combination agreement with Quantisimo Corp., a pure-play sovereign quantum vertical platform formed by WISeQey (WQEY) and SEALSQ (LAES). Upon closing, Quantisimo will become a Nasdaq-listed public company under the ticker 'QSMO' with a pro forma equity value of approximately $666.1 million. The deal is expected to close in Q1 2027, subject to shareholder approval and other customary conditions.
Key Facts
- Definitive business combination agreement signed on October 8, 2026, following a letter of intent announced June 24, 2026.
- Pro forma equity value of Quantisimo is approximately $666.1 million at $10.00 per share, based on 66,610,000 shares to be issued to WISeQey and SEALSQ.
- Minimum cash condition of $15 million, funded from GigCapital8's trust account, any PIPE investment, and a matching cash contribution from SEALSQ.
- WISeQey, SEALSQ, and GigCapital8's sponsor have agreed to six-month lock-up agreements; sponsor agreed to vote in favor and not to redeem shares.
- Closing expected in Q1 2027, subject to shareholder approval, SEC effectiveness of Form F-4 registration, and Nasdaq listing approval for PubCo's listing under symbol 'QSMO.
- PubCo will have a dual-class structure with Class F shares holding 49.999999% of total voting power.
- No PIPE investment is expected at not less than $10.00 per share.
Financial Impact
Pro forma equity value of Quantisimo approximately $666.1 million at $10.00 per share; minimum cash condition of $15 million.
Investment Themes
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 425 Filing (Primary) | 0001193125-26-418408 |
| Document: giwwu-ex99_1.htm | 0001193125-26-418408 |
| Document: 0001193125-26-418408-index-headers.html | 0001193125-26-418408 |
| Document: 0001193125-26-418408-index.html | 0001193125-26-418408 |
| Document: 0001193125-26-418408.txt | 0001193125-26-418408 |
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Oct 14, 2026 12d ago | 425 | $10.20 $10.17 | ▼ −0.29% | ▼ −0.75% | $10.17 (−0.29%) |
Oct 14, 2026 12d ago | 425 | $10.20 $10.17 | ▼ −0.29% | ▼ −0.75% | $10.17 (−0.29%) |
Oct 13, 2026 13d ago | 425 | $10.18 $10.17 | ▼ −0.10% | ▲ +1.05% | $10.17 (−0.10%) |
Oct 13, 2026 13d ago | 8-K | $10.18 $10.17 | ▼ −0.10% | ▲ +1.05% | $10.17 (−0.10%) |
Oct 9, 2026 17d ago | 425 | $10.20 $10.19 | ▼ −0.10% | ▲ +1.87% | $10.17 (−0.29%) |
Oct 9, 2026 17d ago | 8-K | $10.20 $10.19 | ▼ −0.10% | ▲ +1.87% | $10.17 (−0.29%) |
Jun 25, 2026 17w ago | 425 / 8-K | $10.08 $10.07 | ▼ −0.10% | ▼ −1.66% | $10.17 (+0.89%) |
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