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MoFo Advises Cambridge Quantum Computing in Combination with Honeywell Quantum Solutions; Combination to Form World’s Leading Integrated Quantum Computing Company

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Morrison & Foerster is advising Cambridge Quantum Computing (CQC) in its combination with Honeywell Quantum Solutions (HQS). The combination will create the world’s leading integrated quantum computing company, setting the pace for what is projected to become a $1 trillion quantum computing industry over the next three decades.

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Morrison & Foerster is advising Cambridge Quantum Computing (CQC) in its combination with Honeywell Quantum Solutions (HQS). The combination will create the world’s leading integrated quantum computing company, setting the pace for what is projected to become a $1 trillion quantum computing industry over the next three decades.The combination brings together an unparalleled quantum computing technology and solutions portfolio, and the new company will offer one of the world’s highest performing quantum computers and a full suite of quantum software, including an advanced quantum operating system. These technologies will support customer needs for improved computation in diverse areas, including cryptography, drug discovery and delivery, material science, finance, and optimization across all major industrial markets.The combination is expected to complete in the third quarter of 2021, subject to regulatory approvals and customary closing conditions.The MoFo team advising CQC was led by London corporate partner Gary Brown, with support from Boston associate Leo Martin, and London associates Jennifer Buckby, Kritika Mohan, and James Whybrow. Tax advice was provided by London partner Sophie Allen, New York partner Anthony Carbone, and of counsel Dave Sturgeon. San Francisco technology transactions partner Justin Haan and associate Jill Tellioglu also assisted on the transaction. Invaluable assistance was provided by San Francisco corporate partner Eric McCrath, Tokyo partner Leo Aguilar, Washington, D.C. partner Andrew Campbell, London senior counsel Jeremy Hunt, and London associate Amber Pledge.

MoFo Advises Cambridge Quantum Computing in Combination with Honeywell Quantum Solutions; Combination to Form World’s Leading Integrated Quantum Computing Company

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Leo Martin is a corporate partner in the Transactions Department and the Mergers + Acquisitions Group, based in the firm’s Boston and New York offices.His practice focuses on advising public and private companies in complex corporate transactions, including domestic and cross-border M&A, carve-out transactions, venture investments, and joint ventures. He regularly represents private equity sponsors and clients in a range of industries, including technology, food + agriculture, financial services, manufacturing, and consumer products.Leo earned his J.D. from Fordham University School of Law and his B.A. from Columbia College at Columbia University. Prior to joining the firm’s Boston office, Leo spent a number of years in Morrison Foerster’s Tokyo office, where he worked on a variety of cross-border M&A transactions.

Leo Martin

Partner

Jennifer Buckby is a Mergers & Acquisitions and Emerging Company & Venture Capital partner based in the London office of Morrison Foerster.Jennifer advises on mergers and acquisitions, joint ventures, emerging company and venture capital transactions, and general corporate advisory matters, with particular expertise advising clients in the technology, life sciences, and food/ag sectors.Jennifer regularly represents, among other clients, Uber, Visa, SoftBank, and SoundCloud.In her M&A practice, Jennifer has represented clients in strategic domestic and cross-border mergers and acquisitions and joint venture transactions, including SoftBank in its acquisition of AutoStore and Uber on its acquisition of Autocab.In her venture capital practice, Jennifer has served as company and investor counsel in early- and late-stage financings and minority strategic investments, including representation of Visa Ventures in strategic Fintech investments around the world and SoundCloud in its Series G funding round.In 2018–19, Jennifer was seconded to Visa, working within its M&A and investments team.Prior to joining Morrison Foerster, Jennifer trained and practiced in the London and Singapore offices of an international law firm.After obtaining an LL.B. Law from the University of Bristol in 2010, Jennifer completed the Legal Practice Course at BPP Law School in 2011. She is qualified as a solicitor in England and Wales.<h4 dir="ltr">﻿Representative Experience</h4><ul><li dir="ltr">Uber in multiple cross-border acquisitions, including its acquisition of UK technology company Autocab.</li><li dir="ltr">SoftBank in multiple transactions, including its $2.8 billion acquisition of 40% of robotics company AutoStore and its $200 million investment in mobile satellite business OneWeb.</li><li dir="ltr">SoftBank Vision Fund 2 as lead investor in a $190 million financing round in UK Fintech platform Primary Bid.</li><li dir="ltr">Visa in multiple M&A and venture capital transactions, including its acquisition of a minority equity stake in Fintech unicorn Interswitch and investments in Bankable, Fidel, Ecolytiq, and TerraPay.</li><li dir="ltr">SoundCloud in multiple transactions, including its $75 million investment from Sirius XM and its acquisition of Musiio.</li><li dir="ltr">Alpine Investors in multiple acquisitions, including in connection with the Evergreen Services and Predictis platforms.</li><li dir="ltr">LIVEKINDLY Collective, one of the world’s largest plant-based food companies, in its acquisition of No Meat, Iceland Foods’ vegan meat alternative company.</li><li dir="ltr">Autodesk as lead investor in a £36 million Series B funding round for UK software maker CloudNC.</li><li dir="ltr">OrbiMed as lead investor in a $104 million Series E funding round for UK healthcare technology and diagnostics company Binx Health.</li><li dir="ltr">Ally Bridge Group as co-lead investor in a $600 million Series D funding round for surgical robotics company, CMR Surgical.</li><li dir="ltr">Ares in its investment in Swedish vehicle technology company Opus.</li><li dir="ltr">Cambridge Quantum Computing in its merger with Honeywell Quantum Solutions.</li></ul>

Jennifer Buckby

David Sturgeon is a partner in Morrison Foerster’s Federal Tax practice.Dave advises clients on a broad range of complex business transactions, including domestic and cross-border mergers and acquisitions, joint ventures, spin-offs and other divestitures, as well as financings, refinancings, restructurings and other business transactions.He earned his J.D. from the University of Chicago Law School, where he was a member of the Chicago Journal of International Law, and received his Master of Laws in taxation from New York University School of Law.Prior to joining Morrison Foerster, Dave was an associate at a law firm in New York, where he represented public companies, financial institutions, private equity clients and other sponsor entities across industries in an extensive range of business transactions.

Dave Sturgeon

Justin Haan is the chair of the firm's Technology Transactions Group, advising leading technology industry pioneers to help them navigate their most critical IP and technology needs.Justin’s practice focuses on transactions and counseling involving intellectual property and technology, including licensing arrangements, technology transfers, and joint development activities. Justin structures, drafts, and negotiates a wide range of commercial agreements, including software and content licenses, service agreements, reseller arrangements, and collaboration, manufacturing, supply and distribution agreements. He advises clients on the development, procurement and commercialization of cutting-edge technologies, including artificial intelligence, machine learning, augmented/virtual reality, semiconductors, data centers, cloud computing services, autonomous vehicles, and unmanned aircraft systems.  Justin also counsels clients on open source software, complex patent-related transactions, and the intellectual property aspects of M&A transactions. Justin’s experience includes advising OpenAI, Arm, Autodesk, Meta, Salesforce, SoftBank, Unity, and others on the IP aspects of complex projects involving cutting-edge technologies and fast-evolving areas of law. Justin serves on the firm’s AI industry committee, where he helps to lead and collaborate with attorneys across multiple practices on the rapid advances of generative AI. Justin is also a sought–after speaker and thought leader on artificial intelligence and has spoken at SXSW on the subject of multimodal AI.Before joining the firm, Justin was an intellectual property associate in the New York office of another global law firm.Justin received his J.D., with a certificate in law and technology, from the University of California, Berkeley School of Law, where he won the Prosser Prize in intellectual property in the entertainment industries and was an articles editor for the Berkeley Technology Law Journal. He received his A.B. from Harvard University.

Justin Haan

Chair of Technology Transactions Practice

Eric T. McCrath is the Chair of Morrison Foerster.Eric has been a trusted advisor on hundreds of public and private M&A, private equity, and financing transactions over the course of his career. As part of his market-leading M&A practice, he counsels strategic acquirers and targets in a variety of industries, including technology (semiconductors, software, AR/VR, FinTech, AI), healthcare, consumer products, financial institutions, media, gaming, and transportation. He represents leading U.S. and global companies and regularly advises on complex cross–border transactions.Eric is regularly recognized by leading publications, including Legal 500 US and Chambers USA, with client sources describing him as “greatly skilled at advising on the most complex and high–profile M&A transactions,” and noting that he “combines strong technical skills and a flair for complexity with commercial awareness, pragmatism and sound judgment.”Eric joined Morrison Foerster as a partner in 2007. He has held multiple leadership roles at the firm prior to being elected chair in June 2022. He has been a member of Morrison Foerster’s Executive Committee since 2016, the Compensation Committee since 2019, has served as Global Co-Chair of the firm’s Corporate Department of over 400 lawyers since 2018, and has also held a number of practice leadership roles.A diverse lawyer of Asian heritage, Eric is also one of the longest-standing members of Morrison Foerster’s Diversity Strategy Committee, having served since 2010.

Eric McCrath

Chair

Andy’s practice focuses on representing issuers and underwriters in capital markets transactions and advising public and private companies on a variety of other corporate and securities matters, including strategic transactions, corporate governance matters, and compliance with the U.S. federal securities laws and the listing standards of securities exchanges.Andy has extensive experience advising both issuers and underwriters in initial public offerings and other registered and unregistered offerings of common and preferred equity, debt, and equity-linked securities. He also serves as primary outside counsel to a number of public and private companies and regularly advises members of management and boards of directors regarding corporate and securities matters.Andy is recognized as a leading lawyer in Chambers USA 2025 for REITs and as a “Notable Practitioner” in IFLR1000 for Capital Markets: Equity. He is recommended by The Legal 500 US for the areas of Capital Markets: Equity Offerings and REITs.<h4>Representative Experience</h4><ul><li>Represented SoftBank Group Corp. in its $2 billion PIPE investment in Intel Corporation (Nasdaq: INTC).</li><li>Represented MedEquities Realty Trust, Inc. (NYSE: MRT) in connection with its $256 million initial public offering, its $164 million 144A offering and private placement of common stock, and its $125 million private placement of preferred stock.</li><li>Represented Inovalon Holdings, Inc. (Nasdaq: INOV) in its $685 million initial public offering.</li><li>Represented Unity Software Inc. (NYSE: U) in connection with its $1.0 billion convertible notes offering to affiliates of Silver Lake and Sequoia Capital.</li><li>Represented RH (NYSE: RH) in connection with its $350 million Rule 144A offering of convertible notes.</li><li>Represented the initial purchasers in separate Rule 144A offerings of $375 million of 7.250% senior secured notes and $941 million of zero coupon senior secured notes of Diversified Healthcare Trust (Nasdaq: DHC).</li><li>Represented UDR, Inc. (NYSE: UDR) in connection with multiple public offerings of debt and equity securities resulting in proceeds in excess of $6 billion.</li><li>Represented Armada Hoffler Properties, Inc. (NYSE: AHH) in connection with multiple public offerings of common and preferred stock and private placements of operating partnership units.</li><li>Represented the dealer manager in exchange offers for senior notes of Office Properties Income Trust (Nasdaq: OPI).</li><li>Represented SoftBank Group Corp. in its $50 million PIPE investment in Cipher Mining Inc. (Nasdaq: CIFR).</li><li>Represented Zippy Shell, one of the largest containerized moving and storage companies in the U.S., in a $180 million preferred equity investment by Carlyle.</li><li>Representing Modiv Industrial, Inc. (NYSE: MDV) in connection with its $50 million at-the-market equity offering.</li><li>Represented the initial purchasers in a $300 million Rule 144A offering of 9.000% senior secured notes of Office Properties Income Trust (Nasdaq: OPI).</li><li>Represented Vonage Holdings Corp. (NYSE: VG) in connection with its $300 million Rule 144A offering of convertible notes.</li><li>Representing Baird in the $400 million at-the-market equity offering of Watsco, Inc. (NYSE: WSO).</li><li>Representing B. Riley in the at-the-market equity offering of Beam Global (Nasdaq: BEEM).</li><li>Representing Baird in the at-the-market equity offering of ESS Tech, Inc. (NYSE: GWH).</li><li>Represented SoftBank Group Corp. in its $150 million PIPE investment in Afya Limited (Nasdaq: AFYA).</li><li>Represented the underwriters in Modiv Industrial, Inc.’s (NYSE: MDV) Series A preferred stock offering, as well as the initial listing of its common stock and related offering.</li><li>Represented the underwriters in multiple underwritten secondary offerings of shares of Landsea Homes Corporation (Nasdaq: LSEA).</li><li>Represented the underwriters in multiple underwritten secondary offerings of shares of BrightSpire Capital, Inc. (NYSE: BRSP) by a stockholder affiliated with DigitalBridge Group, Inc. (NYSE: DBRG).</li><li>Represented B. Riley in a $30 million equity line of credit for Beam Global (Nasdaq: BEEM).</li><li>Represented private investment firms in equity lines of credit for multiple issuers.</li><li>Represented Broad Street Realty, Inc. (OTCQX: BRST) in connection with its joint venture and preferred equity investment from Fortress Investment Group.</li><li>Represented Anzu Special Acquisition Corp in its $425 million initial public offering and its subsequent merger with Envoy Medical, Inc. (Nasdaq: COCH).</li><li>Represented Science Strategic Acquisition Corp. Alpha in its $310 million initial public offering.</li><li>Represented Endurance Acquisition Corp. in its $200 million initial public offering.</li><li>Represented MedEquities Realty Trust, Inc. (NYSE: MRT) in its $600 million merger with Omega Healthcare Investors, Inc. (NYSE: OHI).</li><li>Represented Farmland Partners Inc. (NYSE: FPI) in connection with its initial public offering and subsequent public offerings of its common stock, its $131 million offering of 6.00% Series B Participating Preferred Stock, and private placements of operating partnership units.</li><li>Represented the management team at Parkway, Inc. in connection with its $1.2 billion acquisition by Canada Pension Plan Investment Board.</li><li>Represented UDR, Inc. (NYSE: UDR) in connection with Home Properties, Inc.’s $7.6 billion acquisition by Lone Star Funds, in which UDR acquired six communities for approximately $908 million.</li><li>Represented BMO Capital Markets, BofA Merrill Lynch, and Citigroup in Sun Communities, Inc.’s (NYSE: SUI) $250 million at-the-market equity offering.</li><li>Represented the underwriters in connection with Independence Realty Trust’s (NYSE: IRT) $34 million offering of common stock and concurrent listing.</li><li>Represented Jefferies and Baird in the initial public offering of AmREIT, Inc.</li><li>Represented JP Morgan, Citi, Deutsche Bank, and KeyBanc in the $293 million initial public offering of Retail Properties of America, Inc. (NYSE: RPAI).</li><li>Represented Colony Financial, Inc. in its $287.5 million initial public offering.</li></ul>

Andrew Campbell

Mergers + Acquisitions