IonQ to acquire cybersecurity firm Elisity for $1.3 billion
The deal adds Elisity's Zero Trust platform to IonQ's quantum security business, with up to $150 million more in stock tied to revenue milestones.
Key takeaways
- IonQ, Inc. (IONQ) agreed on Oct. 9 to acquire Elisity, Inc., a Zero Trust security company, for shares valued at $1.15 billion, plus up to $150 million in earnout consideration tied to revenue milestones. The company expects the deal to close in the fourth quarter of 2026.
IonQ, Inc. (IONQ) said Monday it has agreed to buy Elisity, Inc., a Zero Trust security company, in an all-stock deal valued at up to $1.3 billion. The deal would combine IonQ’s post-quantum cryptography and quantum key distribution capabilities with Elisity’s Zero Trust technology platform.
The agreement was signed on Oct. 9, a regulatory filing showed Tuesday. The company said Elisity adds a high-growth enterprise security business to its expanding quantum security offerings.
“Elisity will bring proven enterprise policy enforcement scale and deployment experience to our quantum security strategy and will give IonQ a strong growth platform,” said Chairman and CEO Niccolo de Masi.
De Masi also said, “Q-Day is coming much faster than predicted.”
Elisity was founded in 2019, according to the company. It says it has more than 100 global customer deployments and a growing number of Fortune 500 customers.
The company said Elisity’s platform provides Zero Trust security for users, devices, workloads, AI agents and other non-human identities.
The company said Elisity has doubled its revenue and its customer base year over year, with zero churn among deployed customers.
IonQ puts the microsegmentation market at more than $10 billion, with a double-digit compound annual growth rate.
IonQ said its multiproduct revenue grew 40% year over year in the second quarter of 2026.
Under the agreement, shares with a value of $1.15 billion will be paid to Elisity’s securityholders at closing. That amount is reduced by any leakage, other than customary permitted exceptions, that Elisity incurred since July 31, 2026.
The number of shares will be set using the volume-weighted average price over the 20 trading days ending before the third business day prior to closing. That price cannot be above $49.61 or below $33.07 per share.
Elisity’s securityholders can also receive shares worth up to $150 million, based on revenue milestones achieved from Aug. 1, 2026 to Jan. 31, 2028.
IonQ also agreed to set up a retention pool of restricted stock units for continuing Elisity employees. The units are calculated by dividing $100 million by the common stock price, will be granted after closing and will vest over four years.
“Our customers need to prioritize post-quantum cryptography initiatives while securing existing assets to keep essential operations running,” said Elisity CEO James Winebrenner.
After closing, Elisity will continue serving its customers under its current leadership, including Winebrenner, the company said.
The company expects the transaction to close in the fourth quarter of 2026. Completion is subject to customary conditions, including required regulatory approvals and authorization to list the new shares on the New York Stock Exchange.
The agreement may be terminated by mutual written agreement, or, subject to certain conditions, if closing has not occurred by Jan. 7, 2027.
The shares will be issued under exemptions from registration, including Section 4(a)(2) of the Securities Act and Regulation D and Regulation S, the filing said. A copy of the agreement is filed as Exhibit 2.1, with some schedules and exhibits omitted.