Important Information About the Proposed Transaction
Between D-Wave Systems Inc. (D-Wave) and DPCM Capital, Inc. (DPCM Capital) and Where to Find It:
A full description of the terms of the transaction between D-Wave and DPCM Capital is provided in a
registration statement on Form S-4, as amended, filed with the U.S. Securities and Exchange Commission (the SEC) by D-Wave Quantum Inc.,
that includes a prospectus with respect to the combined companys securities, to be issued in connection with the transaction and a proxy statement with respect to the stockholder meeting of DPCM Capital to vote on the transaction. D-Wave Quantum Inc. and DPCM Capital urge investors, stockholders, and other interested persons to read the proxy statement/ prospectus, as well as other documents filed with the SEC, because
these documents contain important information about D-Wave Quantum Inc., DPCM Capital, D-Wave, and the transaction. DPCM Capital commenced mailing
the definitive proxy statement/prospectus to its stockholders on or about July 13, 2022, in connection with the transaction. Stockholders also may obtain a copy of the registration statement on
Form S-4, as amendedincluding the proxy statement/prospectus and other documents filed with the SEC without chargeby directing a request
to: D-Wave Quantum Inc., 3033 Beta Avenue, Burnaby, BC V5G 4M9 Canada, or via email at shareholdercomm@dwavesys.com and DPCM Capital, 382 NE 191 Street, #24148, Miami, Florida 33179, or via email at
mward@hstrategies.com. The definitive proxy statement/prospectus included in the registration statement, can also be obtained, without charge, at the SECs website (www.sec.gov).
No Offer or Solicitation
This communication is for
informational purposes only and does not constitute an offer or invitation for the sale or purchase of securities, assets, or the business described herein or a commitment to D-Wave Quantum Inc.,
DPCM Capital, or D-Wave, nor is it a solicitation of any vote, consent, or approval in any jurisdiction pursuant to or in connection with the transaction or otherwise, nor shall there be any sale,
issuance, or transfer of securities in any jurisdiction in contravention of applicable law.
Participants in Solicitation
D-Wave Quantum Inc., DPCM Capital, and D-Wave, and their
respective directors and executive officers, may be deemed participants in the solicitation of proxies of DPCM Capitals stockholders in respect of the transaction. Information about the directors and executive officers of DPCM Capital is set
forth in DPCM Capitals filings with the SEC. Information about the directors and executive officers of D-Wave Quantum Inc. and more detailed information regarding the identity of all potential
participants, and their direct and indirect interests by security holdings or otherwise, is set forth in the definitive proxy statement/prospectus for the transaction. Additional information regarding the identity of all potential participants in
the solicitation of proxies to DPCM Capitals stockholders in connection with the proposed transaction and other matters to be voted upon at the special meeting, and their direct and indirect interests, by security holdings or otherwise, is
included in the definitive proxy statement/prospectus.