Rigetti SPAC Presentation Deck

Made public by

sourced by PitchSend

1 of 60

Creator

Rigetti logo
Rigetti

Category

Published

October 2021

Slides

Transcriptions

#1rigetti Investor Presentation October 2021 MIMIN imili 23 A010010100 6840. 27.24 BARNES waliitin#2Cautionary Notes This presentation ("Presentation") is for informational purposes only. This Presentation shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation or sale would be unlawful. This Presentation has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between Rigetti & Co, Inc. ("Rigetti") and Supernova Partners Acquisition Company II, Ltd. ("Supernova") and the related transactions (the "Proposed Business Combination") and for no other purpose. These materials are exclusively for the use of the party or the parties to whom they have been provided by representatives of Rigetti and Supernova. By accepting these materials, the recipient acknowledges and agrees that he, she or it (a) will maintain the information and data contained herein in the strictest of confidence and will not, under any circumstances whatsoever, reproduce these materials, in whole or in part, or disclose any of the contents hereof or the information and data contained herein to any other person without the prior written consent of Rigetti and Supernova, (b) is not subject to any contractual or other obligation to disclose these materials to any other person or entity, (c) will return these materials, and any other materials that the recipient may have received in the course of considering an investment in Supernova and Rigetti and (d) will promptly notify Rigetti and Supernova and their respective representatives of any unauthorized release, disclosure or use of these materials or the information and data contained herein. Furthermore, all or a portion of the information contained in these materials may constitute material non-public information of Rigetti, Supernova and their affiliates, and other parties that may be referred to in the context of those discussions. By your acceptance of this Presentation, you acknowledge that applicable securities laws restrict a person from purchasing or selling securities of a person with tradeable securities from communicating such information to any other person under circumstances in which it is reasonably foreseeable that such person is likely to purchase or sell such securities. Certain information included herein describes or assumes the expected terms that will be included in the agreements to be entered into by the parties to the Proposed Business Combination. Such agreements are under negotiation and subject to change. The consummation of the Proposed Business Combination is also subject to other various risks and contingencies, including customary closing conditions. There can be no assurance that the Proposed Business Combination will be consummated with the terms described herein or otherwise. As such, the subject matter of these materials is evolving and is subject to further change by Rigetti and Supernova in their joint and absolute discretion. Neither the Securities and Exchange Commission nor any securities commission of any other U.S. or non-U.S. jurisdiction has approved or disapproved of the Proposed Business Combination presented herein, or determined that this presentation is truthful or complete. No representations or warranties, express or implied, are given in, or in respect of, this Presentation. To the fullest extent permitted by law in no circumstances will Supernova, Rigetti or any of their respective subsidiaries, stockholders, affiliates, representatives, directors, officers, employees, advisers or agents be responsible or liable for a direct, indirect or consequential loss or loss of profit arising from the use of this Presentation, its contents, its omissions, reliance on the information contained within it, or on opinions communicated in relation thereto or otherwise arising in connection therewith. Industry and market data used in this Presentation have been obtained from third-party industry publications and sources as well as from research reports prepared for other purposes. Neither Supernova nor Rigetti has independently verified the data obtained from these sources and cannot assure you of the data's accuracy or completeness. This data is subject to change. In addition, this Presentation does not purport to be all-inclusive or to contain all of the information that may be required to make a full analysis of Rigetti or the Proposed Business 2 Combination. Viewers of this Presentation should each make their own evaluation of Rigetti and of the relevance and adequacy of the information and should make such other investigations as they deem necessary. References in this Presentation to our "partners" or "partnerships" with technology companies, governmental entities, universities or others do not denote that our relationship with any such party is in a legal partnership form, but rather is a generic reference to our contractual relationship with such party. Forward Looking Statements - Certain statements included in this Presentation that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect," "should," "would," "plan," "predict," "potential," "seem," "seek," "future," "outlook," and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of other financial and performance metrics and projections of market opportunity. These statements are based on various assumptions, whether or not identified in this Presentation, and on the current expectations of the respective management of Rigetti and Supernova and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by an investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of Rigetti and Supernova. These forward-looking statements are subject to a number of risks and uncertainties, including changes in domestic and foreign business, market, financial, political, and legal conditions; the inability of the parties to successfully or timely consummate the Proposed Business Combination, including the risk that any regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect the combined company or the expected benefits of the Proposed Business Combination or that the approval of the stockholders of Supernova or Rigetti is not obtained; failure to realize the anticipated benefits of the Proposed Business Combination; risks relating to the uncertainty of the projected financial information with respect to Rigetti; risks related to the performance of Rigetti's business and the timing of expected business or revenue milestones; the effects of competition on Rigetti's business; the amount of redemption requests made by Supernova's stockholders; the ability of Supernova or Rigetti to issue equity or equity-linked securities or obtain debt financing in connection with the Proposed Business Combination or in the future; and those factors discussed in Supernova's final prospectus that forms a part of Supernova's Registration Statement on Form S-1 (Reg. No. 333-252963), filed with the SEC pursuant to Rule 424(b)(4) on March 3, 2021 (the "Prospectus") under the heading "Risk Factors," and other documents Supernova has filed, or will file, with the SEC. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that neither Supernova nor Rigetti presently know, or that Supernova or Rigetti currently believe are immaterial, that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Supernova's and Rigetti's expectations, plans, or forecasts of future events and views as of the date of this Presentation. Supernova and Rigetti anticipate that subsequent events and developments will cause Supernova's and Rigetti's assessments to change. However, while Supernova and Rigetti may elect to update these forward-looking statements at some point in the future, Supernova and Rigetti specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing Supernova's and Rigetti's assessments of any date subsequent to the date of this Presentation. Accordingly, undue reliance should not be placed upon the forward-looking statements. rigetti#3Cautionary Notes (continued) Use of Projections - This Presentation contains projected financial information. Such projected financial information constitutes forward-looking information, and is for illustrative purposes only and should not be relied upon as necessarily being indicative of future results. The assumptions and estimates underlying such financial forecast information are inherently uncertain and are subject to a wide variety of significant business, economic, competitive, and other risks and uncertainties. See "Forward-Looking Statements" above. Actual results may differ materially from the results contemplated by the financial forecast information contained in this Presentation, and the inclusion of such information in this Presentation should not be regarded as a representation by any person that the results reflected in such forecasts will be achieved. Use of Data - The data contained herein is derived from various internal and external sources. No representation is made as to the reasonableness of the assumptions made within or the accuracy or completeness of any projections or modeling or any other information contained herein. Any data on past performance or modeling contained herein is not an indication as to future performance. Supernova and Rigetti assume no obligation to update the information in this presentation. Trademarks This presentation contains trademarks, service marks, trade names and copyrights of other companies, which are property of their respective owners. Use of Non-GAAP Financial Metrics and Other Key Financial Metrics - This presentation includes certain non- GAAP financial measures (including on a forward-looking basis) such as EBITDA and EBITDA Margin. Rigetti defines EBITDA as net income (loss), adjusted for interest expense, depreciation and amortization, stock-based compensation and income taxes and one-off non-recurring items. EBITDA Margin is EBITDA divided by total revenue. These non-GAAP measures are an addition, and not a substitute for or superior to measures of financial performance prepared in accordance with GAAP and should not be considered as an alternative to net income, operating income or any other performance measures derived in accordance with GAAP. Reconciliations of non-GAAP measures to their most directly comparable GAAP counterparts are included in the Appendix to this presentation. Rigetti believes that these non-GAAP measures of financial results (including on a forward-looking basis) provide useful supplemental information to investors about Rigetti. Rigetti's management uses forward looking non-GAAP measures to evaluate Rigetti's projected financial and operating performance. However, there are a number of limitations related to the use of these non-GAAP measures and their nearest GAAP equivalents. For example, other companies may calculate non-GAAP measures differently, or may use other measures to calculate their financial performance, and therefore Rigetti's non-GAAP measures may not be directly comparable to similarly titled measures of other companies. Morgan Stanley & Co. LLC (Morgan Stanley) and Deutsche Bank Securities, Inc. (Deutsche Bank) are acting as placement agents in connection with the business combination. In addition, Morgan Stanley is acting as financial advisor to Supernova and Deutsche Bank is acting as financial advisor to Rigetti. Morgan Stanley, Deutsche Bank, their respective affiliates and any of their respective employees, directors, officers, contractors, advisors, members, successors, representatives or agents make no representation or warranty as to the accuracy or completeness of this presentation, and shall have no liability for any representations (expressed or implied) contained in, or for any omissions from, this presentation or any other written or oral communications transmitted to the recipient in the course of its evaluation of Rigetti. The only information that will have any legal effect and upon which an interested 3 party may rely upon will be that in such representations and warranties as may be contained in a definitive agreement between such party and Rigetti relating to a Transaction, if any. Additional Information and Where to Find It - Supernova intends to file a registration statement on Form S-4 with the Securities Exchange Commission (the "SEC"), which will include a proxy statement/prospectus, that will be both the proxy statement to be distributed to holders of Supernova's common shares in connection with its solicitation of proxies for the vote by Supernova's shareholders with respect to the proposed business combination and other matters as may be described in the registration statement, as well as the prospectus relating to the offer and sale of the securities to be issued in the business combination. After the registration statement is declared effective, Supernova will mail a definitive proxy statement/prospectus and other relevant documents to its shareholders. This presentation does not contain all the information that should be considered concerning the proposed business combination and is not intended to form the basis of any investment decision or any other decision in respect of the business combination. Supernova's shareholders and other interested persons are advised to read, when available, the preliminary proxy statement/prospectus included in the registration statement and the amendments thereto and the definitive proxy statement/prospectus and other documents filed in connection with the proposed business combination, as these materials will contain important information about Rigetti, Supernova and the business combination. When available, the definitive proxy statement/prospectus and other relevant materials for the proposed business combination will be mailed to shareholders of Supernova as of a record date to be established for voting on the proposed business combination. Shareholders will also be able to obtain copies of the preliminary proxy statement, the definitive proxy statement and other documents filed with the SEC, without charge, once available, at the SEC's website at www.sec.gov, or by directing a request to Supernova's secretary at 4301 50th Street NW, Suite 300 PMB 1044, Washington, D.C. 20016, (202) 918-7050. Participants in the Solicitation Supernova and its directors and executive officers may be deemed participants in the solicitation of proxies from Supernova's shareholders with respect to the proposed business combination. A list of the names of those directors and executive officers and a description of their interests in Supernova is contained in Supernova's prospectus dated March 3, 2021 relating to its initial public offering, which was filed with the SEC and is available free of charge at the SEC's website at www.sec.gov. To the extent such holdings of Supernova's securities may have changed since that time, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Additional information regarding the interests of such participants will be contained in the proxy statement/prospectus for the proposed business combination when available. Rigetti and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of Supernova in connection with the proposed business combination. A list of the names of such directors and executive officers and information regarding their interests in the proposed business combination will be included in the proxy statement/prospectus for the proposed business combination when available. No Offer or Solicitation - This presentation does not constitute (i) a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed business combination or (ii) an offer to sell, a solicitation of an offer to buy, or a recommendation to purchase any security of Supernova, Rigetti, or any of their respective affiliates. rigetti#4Supernova Partners Acquisition Company II • Supernova Partners Acquisition Company II, Inc. ("Supernova"; NYSE:SNII) raised $345 million in March 2021 • Diverse management team with deep sector expertise and decades of operational, investment and acquisition experience • Supernova Partners Acquisition Company I raised $402.5 million in an IPO in October 2020 and has signed a definitive merger agreement with Offerpad, a digital real estate platform, and Supernova Partners Acquisition Company III raised $281 million in an IPO in March 2021 Spencer Rascoff CO-CHAIR ZILLOW GROUP hotwire Goldman Sachs Alexander Klabin CO-CHAIR ancient SENATOR Goldman Sachs 4 Robert Reid CEO Blackstone Morgan Stanley Michael Clifton CFO THE CARLYLE GROUP BANK OF AMERICA rigetti#5World-changing opportunity Massive untapped revenue opportunity expected to exceed current HPC and cloud hardware markets. Winning technology Superconducting quantum computers have the most qubits, the lowest error rates, and are scaling the fastest. Distinctive approach Proprietary chip architecture accelerates scaling and full-stack strategy shortens path to key business inflection points. Team to win 8+ year track record of pioneering leadership with multiple industry firsts, 100+ patents and applications, combined with a deep and experienced team across business and technology. 5 rigetti#6Transaction Summary Transaction overview Highly attractive opportunity to invest at the inflection point Attractive entry multiple relative to public peers and recent transactions $1,152M post-money enterprise value based on 1.9x 2026E revenue of $594M Existing Rigetti shareholders and management rolling 100% of equity Transaction will be funded by $103M PIPE, Supernova Il cash in trust of $345M¹ Net cash proceeds to Rigetti's balance sheet to accelerate product development and expand operations ● ● . . Sources and uses ($M) Sources Supernova Il cash in trust¹ Issuance of shares PIPE shareholders Total sources 345 1,041 103 $1,488 Uses Pro forma cash Rigetti equity holder stock consideration Deal expenses Total uses 398 1,041 50 $1,488 Pro forma valuation ($M, except per share data) Total shares outstanding Price per share Equity value Less: net cash Total enterprise value TEV/Revenue TEV/EBITDA Pro forma illustrative ownership breakdown Rigetti equity holders 67% Supernova II 4% 7% PIPE investors 22% Public equity holders 1 Assumes no Supernova II stockholder has exercised its redemption rights to receive cash from the trust account. This amount will be reduced by the amount of cash used to satisfy any redemptions. 2 Total shares outstanding include 104.1M seller rollover shares, 34.5M Supernova Il public shares, 10.3M shares from PIPE and 6.1M Supernova II founder shares. Note Years represent calendar year end. Excludes direct investment in Rigetti by strategic partner. Rigetti cash and debt balances as of August 31, 2021.29% of Sponsor promote subject to vesting; vests in full if, at any time during the 5 year period post-closing, the VWAP of pubco shares is greater than or equal to $12.50 for any 20 trading days within a 30 consecutive trading day window, also vests upon the consummation of a liquidation, merger, capital stock exchange, reorganization or other similar transaction where the shares can be exchanged for cash or marketable securities with an aggregate value equal to or greater than $12.50 per share. Excludes the impact of Supernova Il's warrants (public or private). Due to rounding, numbers presented may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures 6 155.0 $10.00 $1,550 ($397) $1,152 2026E 1.9x 3.0x rigetti#7Chad Rigetti, PhD Founder and CEO IBM Yale Founded Rigetti Computing in 2013 as the first company focused on developing universal, gate-model quantum computers Raised $200M+ in venture funding and recruited world class board and executive team Former researcher at IBM quantum computing group (2010-2013) Postdoctoral researcher at Yale focused on quantum-limited amplifiers (2009-2010) Ph.D. in applied physics from Yale focused on two-qubit gates for superconducting qubits (2002-2009) Developed first all-microwave two-qubit gate methods for superconducting qubits, an approach now used broadly in the industry 4,520 citations | h-index 31 | i10-index 53 | 38 issued US patents FOUNDED 2013 TOTAL INVESTMENT $200M+ 1 Includes patents issued and pending. 2 TCV represents total contract value PATENTS & APPLICATIONS¹ 116 7 EMPLOYEES 130+ Taryn Naidu COO D Demand Right Media side Former CEO, Rightside (Nasdaq: NAME) EVP Demand Media, IPO 2011 Built organizations, raised $800M+ in capital, led acquisitions and multiple successful exits Investor in Rigetti for 8 years University of Regina, BSc Computer Science TECHNICAL PHDs 40+ TCV TO DATE² $40M+ rigetti#8Mission: Build the world's most powerful computers to help solve humanity's most important and pressing problems. 8 rigetti#9Pioneering industry leadership and operational execution 2014 Invented & patented hybrid quantum-classical co-processor architecture to practical quantum computing 2013 Rigetti & Co, Inc. founded by Chad Rigetti, PhD as the first universal pure- play quantum computing company 2016 Rigetti Fab-1 is commissioned as the first and only dedicated quantum chip fabrication facility 2015 Established facility in Berkeley, CA with leading quantum computing modality: superconducting qubits 2018 First chemically accurate simulation on a cloud quantum computer 2017 Rigetti becomes 2nd company in history to build and deploy a universal gate-model quantum computer over the cloud 9 2020 Selected to build first commercial quantum computer in the UK 2019 32-qubit system developed and launched on Amazon Web Services 2021 First scalable quantum chip is demonstrated based on Rigetti proprietary modular architecture rigetti#10Pioneering industry leadership and operational execution E2021+ Rigetti 80Q+ 2015 Rigetti 3Q 2017-2018 Rigetti 4Q/8Q 2018-2020 Rigetti 16Q POCOOGE 10 880000000 rigetti 2019-present Rigetti 32/40Q 20 Roo rigetti#111 Quantum computing is a world-changing opportunity. 11 rigetti#12In the next decade one quantum computer could be more powerful than today's entire global cloud. 12 rigetti#13Potential to unlock solutions to the most pressing and important problems while creating unimagined opportunities Hypersonic Simulation Artificial Intelligence Climate Simulation Cybersecurity SYSTEM PROTEC Energy Distribution 13 0000 Computer Vision 317 ***** Computational Fluid Dynamics 10 1 In-silico Drug Discovery THE MAR Portfolio Optimization Supply Chain Optimization Investment Risk Mitigation rigetti#14Harnessing nature's operating system unlocks exponential computational power ☐ Classical Bits (Binary) Either 0 or 1 Solves problems by evaluating solutions sequentially. 14 Quantum Bits (Qubits) Both 0 and 1 at the same time Solves problems by evaluating solutions simultaneously. rigetti#15Harnessing nature's operating system unlocks exponential computational power e.g., computing power needed to discover the next penicillin A classical computer with more transistors (10%) than there are atoms in the observable universe Source "Will Quantum Computing Transform Biopharma R&D?" Boston Consulting Group, 10 Dec. 2019. 15 A quantum computer with 286 qubits rigetti#16Enhance human health and longevity Problem Developing treatments for leading causes of death requires understanding the biochemical properties of potential therapies.¹ Constraint Exact modeling of molecular and materials properties grows exponentially with each added atom. Quantum Solution Direct quantum simulations may better predict properties, enabling candidate therapies to reach market faster. Sample partners on quantum simulation: UK Research and Innovation astex PHASECRAFT pharmaceuticals 1 Langione, Matt, "The Promise of Quantum Computers." TED. SQMS 16 WINTHE // rigetti#17Clean energy from the same reactions that power the sun Problem Reliance on fossil fuels is accelerating climate change. Global energy use is expected to increase by 50% by 2050.1 Constraint Energy production in fusion reactors requires compressing plasma into extreme conditions where quantum effects cause exponentially complex behavior. Quantum Solution Insights from quantum simulation may produce more realistic physical models of fusion, accelerating the path to clean energy. Sample partners on fusion energy: U.S. DEPARTMENT OF Office of ENERGY Science Lawrence Livermore National Laboratory 1 Kahan, Ari. "EIA Projects Nearly 50% Increase in World Energy Usage by 2050, Led by Growth in Asia." U.S. Energy Information Administration, (EIA), 24 Sept. 2019.#18Increase the speed and accuracy of market insights 50.53% 38.43% 30.6196 27.77% 35.66% 39.04% 27.98% 30.35% 33,169 27.79% 30.42% 26.63% 22.03% Problem Optimizing investment positions and pricing decisions depends on accurate quantitative models that can swiftly respond to changing market conditions. Constraint Realistic models incorporating available data can be too slow and expensive to inform real-time decision making. Quantum Solution Quantum enhanced machine learning and Monte Carlo simulation 1,2 may yield quantitative insights in a fraction of the time, allowing faster responses to market changes. Sample partners on finance applications: UK UK Research and Innovation standard chartered Top-tier global banks 1 "Goldman Sachs predicts quantum computing 5 years away from use in markets." Financial Times, 29 Apr. 2021. 2 Giurgica-Tiron, Tudor, et al. "Low Depth Algorithms for Quantum Amplitude Estimation." ArXiv:2012.03348 [Quant- Ph], Dec. 2020. arXiv.org. 18 www NA N/A NA NIA WA NATH N/A NA N/A N/A N/A N/A N/A N/A N/A N/A NA N/A N/A N/A N/A 37.96% 34.43% 48% линны 73.64 19.06% $21.49% ₁36.61% 33.89% 38.35% 31.34% 24.13% 31.26% 40.25% 28.79% 44.06% 30.34% 28.56% 34.96% 28.01% 41.201 59 18 10 Wh 1 24300#19Classical computers have hit fundamental limits Processor performance 1980 CISC 2x / 2.5 yrs (22% / yr) 1985 Performance of classical processors since 1980 1990 RISC 2x / 1.5 yrs (52% / yr) 1995 2000 Note CISC = Complex Instruction Set Computer. RISC = Reduced Instruction Set Computer Source Equity Research, Press, "Beyond Moore's Law with Parallel Processing & Heterogeneous SoCs." Embedded Computing Design, 1 Mar. 2021. End of Dennard scaling Multicore 2x / 3.5 yrs (23% / yr) 2005 19 Amdahl's Law 2x / 6 yrs (12% / yr) 2010 2015 Diminishing returns 2x / 20 yrs (3% / yr) "Moore's Law has finished." -Jensen Huang, 2019 CEO, NVIDIA "Moore's Law is dead. Moore's Law is over." - Mike Muller, 2018 CTO, ARM rigetti#20Massive untapped demand when quantum computers meet requirements for practical workloads $850B * | * | * 1ST Forecasted Quantum Computing Generated Operating Income¹,2 Current Cloud HW Market³ Current HPC Market4 $100B $40B Requirements for practical workloads Scale: >1000 qubits Error Rates: < 0.5% Clock Speed: >1 MHz Fully Programmable & Universal (run general quantum algorithms) Manufacturable Co-processor (can be used alongside traditional computers) Delivered over the cloud 1 Langione et al., "Where Will Quantum computers Create Value - and When?" Boston Consulting Group, May 2019. 2 Hazan et al., "The Next Tech Revolution: Quantum Computing." McKinsey & Company, March 2020. 3 "Gartner Forecasts Worldwide Public Cloud End-User Spending to Grow 23% in 2021," Press Release, Gartner, Inc., April 21, 2021. 4 "High-Performance computing (HPC) Market By Component (Solutions, Services), By Deployment (Cloud-based, On-premises), By Application (Healthcare, gaming, Retail, BFSI, Government, Manufacturing, Education, Transportation, Others) and By Region, Forecast to 2028." Emergen Research, April 2021. 20 rigetti#212 Rigetti scalable chip technology can unlock the market. 21 rigetti#22Superconducting quantum computers have the most qubits, the lowest error rates¹, and are scaling the fastest Progress in scaling universal gate-model quantum computing systems by hardware modality: 2011 to 2021 Qubit Count 80 60 40 20 0 2011 2021 Example key players per modality: I T 2011 2021 lons 7-12 Superconducting 2-6 Google IBM rigetti Honeywell IONQ JPL Note Graph includes largest demonstration of systems to date by 2011 and by 2021 that are universal and compatible with generic quantum algorithms 1 Best estimated two-qubit gate fidelity as of June 2021 on systems larger than two qubits are 99.8% (median) on 53Q for superconducting³, 99.5% (typical) on 10Q for ions", 98.9% (typical) on 12Q for photons¹6 and 97.4% (averaged) on 10Q for atoms. 20 In order as appear on the graph: 2 DiCarlo, L., et al. "Preparation and Measurement of Three-Qubit Entanglement in a Superconducting Circuit." Nature, vol. 467, no. 7315, Sept. 2010, pp. 574-78. arXiv.org, doi:10.1038/nature09416. 3 Neeley, M., et al. "Generation of Three-Qubit Entangled States Using Superconducting Phase Qubits." Nature, vol. 467, no. 7315, Sept. 2010, pp. 570- 73. arXiv.org, doi:10.1038/nature09418. 4 rigetti.com, June 2021. 5 Arute, Frank, et al. "Quantum Supremacy Using a Programmable Superconducting Processor." Nature, vol. 574, no. 7779, Oct. 2019, pp. 505-10. www.nature.com, doi:10.1038/s41586-019-1666-5. 6 Zhang, Eric J., et al. "High-Fidelity Superconducting Quantum Processors via Laser-Annealing of Transmon Qubits." ArXiv:2012.08475 [Quant-Ph], Dec. 2020. arXiv.org. 7 Benhelm, J., et al. "Towards Fault-Tolerant Quantum Computing with Trapped lons." Nature Physics, vol. 4, no. 6, June 2008, pp. 463-66. arXiv.org, doi:10.1038/nphys961. 8 Monz, Thomas, et al. "14-Qubit Entanglement: Creation and Coherence." Physical Review Letters, vol. 106, no. 13, Mar. 2011, p. 130506. arXiv.org, doi:10.1103/PhysRevLett.106.130506. 9 "Quantum Computer." Honeywell. 10 Wright, K., et al. "Benchmarking an 11-Qubit Quantum Computer." Nature Communications, vol. 10, no. 1, Nov. 2019, p. 5464. www.nature.com, doi:10.1038/s41467-019-13534-2. 11 Egan, Laird, et al. "Fault-Tolerant Operation of a Quantum Error-Correction Code." ArXiv:2009.11482 [Quant-Ph], Jan. 2021. arXiv.org. 12 Pogorelov, Ivan, et al. "A Compact lon-Trap Quantum Computing Demonstrator." ArXiv:2101.11390 [Quant-Ph], June 2021. arXiv.org. 13 Okamoto, Ryo, et al. "Realization of a Knill-Laflamme-Milburn Controlled-NOT Photonic Quantum Circuit Combining Effective Optical Nonlinearities." Proceedings of the National Academy of Sciences, vol. 108, no. 25, June 2011, pp. 10067-71. www.pnas.org, doi:10.1073/pnas.1018839108. 14 Crespi, Andrea, et al. "Integrated Photonic Quantum Gates for Polarization Qubits." Nature Communications, vol. 2, no. 1, Nov. 2011, p. 566. www.nature.com, doi:10.1038/ncomms1570. 15 Qiang, Xiaogang, et al. "Large-Scale Silicon Quantum Photonics Implementing Arbitrary Two-Qubit Processing." Nature Photonics, vol. 12, no. 9, Sept. 2018, pp. 534-39. arXiv.org, doi:10.1038/s41566-018-0236-y. 16 Taballione, Caterina, et al. "A 12-Mode Universal Photonic Processor for Quantum Information Processing." ArXiv:2012.05673 [Physics, Physics:Quant-Ph], Dec. 2020. arXiv.org. 17 Arrazola, J. M., et al. "Quantum Circuits with Many Photons on a Programmable Nanophotonic Chip." Nature, vol. 591, no. 7848, Mar. 2021, pp. 54-60. arXiv.org, doi:10.1038/s41586-021-03202-1. 18 Wilk, T., et al. "Entanglement of Two Individual Neutral Atoms Using Rydberg Blockade." Physical Review Letters, vol. 104, no. 1, Jan. 2010, p. 010502. arXiv.org, doi:10.1103/PhysRevLett. 104.010502. 19 Madjarov, Ivaylo S., et al. "High-Fidelity Entanglement and Detection of Alkaline-Earth Rydberg Atoms." Nature Physics, vol. 16, no. 8, Aug. 2020, pp. 857-61. arXiv.org, doi:10.1038/s41567-020-0903-z. 20 Levine, Harry, et al. "Parallel Implementation of High-Fidelity Multi-Qubit Gates with Neutral Atoms." Physical Review Letters, vol. 123, no. 17, Oct. 2019, p. 170503. arXiv.org, doi:10.1103/PhysRevLett.123.170503. universität innsbruck 2011 2021 22 Photons 13-17 PsiQuantum XANADU 2011 QUIX 2021 Atoms FRUTAS 18-20 rigetti#23Among industry leaders, Rigetti is the only pure play superconducting company and is scaling fastest Increase in system qubit count: June 2017 vs. June 2021 Qubits 7.8x larger 4.1x larger 3-5 rigetti¹2 IBM³ 5.9x larger 6,7 Google 2.2x larger IONQ 8,9 rigetti Google IONQ Pure Play ✓ ✓ Full Stack ✓ 1 Reagor, M., et al. "Demonstration of Universal Parametric Entangling Gates on a Multi-Qubit Lattice." Science Advances, vol. 4, no. 2, Feb. 2018, p. eaao3603. arXiv.org, doi:10.1126/sciadv.aao3603. 2 rigetti.com, June 2021. 3 "A Quantum Experience at Maker Faire." IBM Research Blog, 19 May 2017. 4 Wang, Yuanhao, et al. "16-Qubit IBM Universal Quantum Computer Can Be Fully Entangled." Npj Quantum Information, vol. 4, no. 1, Sept. 2018, pp. 1-6. www.nature.com, doi:10.1038/s41534-018-0095-x. 5 Zhang, Eric J., et al. "High-Fidelity Superconducting Quantum Processors via Laser-Annealing of Transmon Qubits." ArXiv:2012.08475 [Quant-Ph], Dec. 2020. arXiv.org. 6 Kelly, J., et al. "State Preservation by Repetitive Error Detection in a Superconducting Quantum Circuit." Nature, vol. 519, no. 7541, Mar. 2015, pp. 66-69. arXiv.org, doi:10.1038/nature14270. 7 Arute, Frank, et al. "Quantum Supremacy Using a Programmable Superconducting Processor." Nature, vol. 574, no. 7779, Oct. 2019, pp. 505-10. www.nature.com, doi:10.1038/s41586-019-1666-5. 8 Debnath, S., et al. "Demonstration of a Small Programmable Quantum Computer with Atomic Qubits." Nature, vol. 536, no. 7614, Aug. 2016, pp. 63-66. arXiv.org, doi:10.1038/nature18648. 9 Wright, K., et al. "Benchmarking an 11-Qubit Quantum Computer." Nature Communications, vol. 10, no. 1, Nov. 2019, p. 5464. www.nature.com, doi:10.1038/s41467-019-13534-2. 10 Vahidpour, Mehrnoosh, et al. "Superconducting Through-Silicon Vias for Quantum Integrated Circuits." ArXiv:1708.02226 [Physics, Physics:Quant-Ph], Aug. 2017. arxiv.org. 11 O'Brien, William, et al. "Superconducting Caps for Quantum Integrated Circuits." ArXiv:1708.02219 [Physics, Physics:Quant-Ph], Aug. 2017. arXiv.org. 12 3D signalling patents pending 13 Gold, Alysson, et al. "Entanglement Across Separate Silicon Dies in a Modular Superconducting Qubit Device." ArXiv:2102.13293 [Quant-Ph], Mar. 2021. arXiv.org. 23 Modular Scalable Processor 10-13 rigetti#24Proprietary modular chip architecture eliminates key scaling roadblocks Typical Quantum Chip - MINNE Single-chip processors • Entire re-design with each generation • Component yield requirements increase exponentially with qubit count • Scaling is slow and expensive 24 rigetti Proprietary Quantum Chip Large-scale processors built from identical tiles • Modular • Manufacturable • Scalable rigetti#25Proprietary technology unlocked by 6+ years of fab- driven innovation Superconducting caps Developed 2015 - 2018 Facilitates scaling and enhances performance² + Superconducting TSVs Developed 2016-2019 Isolates on-chip components and maximizes performance³ + 21 patents pending and issued¹ Pictured: Rigetti modular, multi-chip quantum processor Interchip Coupling Developed 2018-2021 Interchip coupling enables fast gates and scaling qubit fabric across multiple chips4 1 Covering aspects of the modular, multi-chip quantum processor and the modular system architecture described herein. 2 O'Brien, William, et al. "Superconducting Caps for Quantum Integrated Circuits." ArXiv:1708.02219 [Physics, Physics:Quant-Ph], Aug. 2017. arXiv.org. 3 Vahidpour, Mehrnoosh, et al. "Superconducting Through-Silicon Vias for Quantum Integrated Circuits." ArXiv:1708.02226 [Physics, Physics:Quant-Ph], Aug. 2017. arXiv.org. 4 Gold, Alysson, et al. "Entanglement Across Separate Silicon Dies in a Modular Superconducting Qubit Device." ArXiv:2102.13293 [Quant-Ph], Mar. 2021. arXiv.org. 25 rigetti#26Modular system architecture designed for rapid scaling to advantage and beyond 2018 2019 8Q 16Q multiplexed readout 0000 2020 32Q superconducting caps and vias 00000 2021 40Q Advantage Scale Performance Broad Quantum Advantage Narrow Quantum Advantage Multi-chip Processor 00000 JUU 80+Q multi-chip, high density I/O, 3D signaling 2021 In development 26 2024 In development 1,000+Q error mitigation tunable coupling, increased connectivity, scalable packaging, 2026 In development 4,000+Q error correction. Large Scale Fault Tolerance Beyond In development 1,000,000+Q fault-tolerant rigetti#27Distinctive quantum chip manufacturing drives core value creation Rapid design-fab-test iteration loops and short production cycles create compounding advantages over time rigetti Typical MEMS Typical Semiconductor 0 27 5-15 Fermilab 10 20 17-30 22-40 30 Processing Lead Time (weeks) AFRL THE AIR FORCE RESEARCH LABORATORY LEAD DISCOVER DEVELOP DELIVER Leading research institutions leverage unique Rigetti quantum foundry capabilities 40 50 PURDUE UNIVERSITY rigetti#283 Rigetti is positioned to be the industry leader. 28 rigetti#29Intrinsic and durable technology advantages can give Rigetti a larger market opportunity than competitors Workload (days) 80 60 40 20 0 >100x speed advantage enables solutions to a broader set of practical problems¹ e.g., market trajectory analysis for portfolio optimization Current deployed systems Estimated Workload2 (108 market correlations) 12 Hours rigetti 64 Days IONQ Processing Time (days) 100 75 50 25 0 Future systems running error correction5 Estimated Workload6 (large market simulation) 2 Minutes rigetti 25 Days IONQ Summit HPC⁹ Note Internal company estimates based on empirical data from Rigetti and lonQ, and published processor specifications and data. 1 Combinatorial optimization task (QAOA[3]) for graph bisection problem, for example on market graphs [4], with execution time empirically measured as: t = (# shots to target solution) x (quantum circuit runtime / shot). 2 Evaluated as (t x # jobs) for the largest problem instance that fits on lonQ (2048 unique bisections); each job generates a target solution to the market graph. 3 Farhi, Edward, et al. "A Quantum Approximate Optimization Algorithm." ArXiv:1411.4028 [Quant-Ph], Nov. 2014. arXiv.org. 4 Boginski, Vladimir, et al. On Structural Properties of the Market Graph. 2003. 5 Fault-tolerant quantum computation runs at a clock speed set by the duration of an error-correction cycle, following standard modality assumptions: Rigetti at 1 us [Kelly, J., et al. "State Preservation by Repetitive Error Detection in a Superconducting Quantum Circuit." Nature, vol. 519, no. 7541, Mar. 2015, pp. 66-69. arXiv.org, doi:10.1038/nature14270.] and lonQ at 22 ms [8]. 6 Resource estimates are order of 108 T-gates, e.g., derivatives pricing applications: Chakrabarti, et al, Quantum 5, 463 (2021). Processing time estimated as: t = (108 cycles) x (cycle time). 7 Kelly, J., et al. "State Preservation by Repetitive Error Detection in a Superconducting Quantum Circuit." Nature, vol. 519, no. 7541, Mar. 2015, pp. 66-69. arXiv.org, doi:10.1038/nature14270. 8 See Table VI: Bermudez, et al, PRX 7, 041061 (2017). 9 Both platforms expected to significantly outperform supercomputers for relevant tasks. 29 rigetti#30Rigetti is poised to win the race to critical inflection points Narrow Quantum Advantage² Broad Quantum Advantage² Potential Revenue¹ R&D 2022 2024 Quantum Machine Learning Narrow Quantum Advantage Solve a practical, operationally relevant problem with improved accuracy, speed or cost 2026 1 Chart is not to scale and inflection points are based on the estimated revenue growth as a result of projected milestones in the Rigetti technology roadmap 2 Timing of narrow quantum advantage and broad quantum advantage are based on the Rigetti technology roadmap. As a result, exact timing of these milestones are subject to a degree of uncertainty. 30 Quantum Simulation Optimization Broad Quantum Advantage Solve a practical problem that would be physically impossible to solve on any classical computer rigetti#31Partners + customers recognize Rigetti technology leadership 1 Total revenue over the term of the contract Total Contract Value¹ (2018-2021) $40M+ 31 Rigetti is the lead industry partner of a US Quantum Information Research Center Superconducting Quantum Materials and Systems Center: • One of five national DOE QIS Research Centers DEPARTMENT OF ENERGY • Five-year, $115M effort • 20 partner institutions with 80+ experts from academia, industry, and government Lawrence Livermore National Laboratory Other customers accelerating path to advantage: aws DARPA H UK Research and Innovation U.S. AIR FORCE Fermilab ITED STATES O standard chartered OF AMERI NASA OAK RIDGE National Laboratory PHASECRAFT rigetti#32Strategic IP portfolio >100 patents and applications Patent portfolio is designed to: 1,2 Key patented technology areas Protect Rigetti full-stack technology across hardware, software and services I I ■ Protect the IP space for Rigetti technology roadmap Capture IP space beyond the current roadmap for future development of quantum computing in the 10-15 year time frame Rigetti IP Portfolio Areas:² 17% 20% 13% 50% Quantum computing systems, software & access Algorithms & applications for problem solving Quantum processor hardware Chip design & fabrication 1 Data as of April 1, 2021. 2 Includes patents issued and pending. 3 Earliest priority date per patent category Quantum computing systems, software & access Algorithms & applications for problem solving Quantum processor hardware Chip design & fabrication 32 From hybrid quantum-classical computing and low-latency cloud platform architectures to gate formation methodologies for improved gate fidelity. First Priority Date: 2014³ From quantum instruction language compiler to quantum processor simulator. First Priority Date: 2016³ From interchip coupling and multi-chip modules to 3-D scaling and high density connectivity. First Priority Date: 2015³ From combined silicon semiconductors and MEMS process technologies to designs for improving processor fidelity. First Priority Date: 2014³ rigetti#33World-class technical talent drives culture of innovation 130+ 100+ 40+ Employees Technical staff PhDs PhDs from: Yale ETH Zürich OLEO 188 UNIVERSITY OF OXFORD Stanford University Mi FOUR 40+ 1K+ EASILY Peer reviewed publications Caltech THE UNIVERSITY OF CHICAGO UNIVERSITY OF CAMBRIDGE 33 rigetti#34Extraordinary founder-led leadership team and board Chad Rigetti Founder, CEO and Chairman IBM Yale Mike Harburn SVP, Hardware kateeva FORMFACTOR Management team Taryn Naidu COO Demand Right Media side Mandy Birch SVP, Partnerships Mit Brian Sereda CFO @energous ActiveVideo' David Rivas SVP, Software Sun NOKIA ecosystems Management Rick Danis General Counsel KYMETA Demand Media Jackie Kaweck SVP, HR VIVIDSEATS. Leapfrog 34 Current board members / select advisors David Cowar Bessemer, Co-founder of Verisign, Midas List Hall of Fame Current Board Member Peter Pace Former 16th Chairman of the Joint Chiefs of Staff Alissa Fitzgerald AMFitzgerald & Associates, MIG Hall of Fame Cathy McCarthy Founder of Recros Medica, Former President and CEO of SM&A Advisor Ray O. Johnson Former CTO, Lockheed Martin Michael Rogers Former 17th Director of NSA and US Navy Admiral rigetti#35Rigetti Quantum Cloud Services delivers the capability for practical workloads to the mainstream market Enterprise standard chartered Energy Pharma Cirq aws Commonwealth Bank Logistics Finance KOSTRANGEWORKS Partner Quantum Services Academia Northwestern University Qiskit OAK RIDGE National Laboratory A THE UNIVERSITY OF ARIZONA rigetti PyQuil Fermilab Partner HPC Startups PHASECRAFT ENTROPICA LABS Jupyter Partner Cloud Services Rigetti hybrid co-processing¹,2 Rigetti Quantum Computing Systems 1 Smith, Robert S., et al. "A Practical Quantum Instruction Set Architecture." ArXiv:1608.03355 [Quant-Ph], Feb. 2017. arXiv.org. 2 U.S. Patents 10,127,499, 10,402,743, 10,650,324, 10,956,830 and patents pending 35 Government DARPA U.S. AIR FORCE NASA Mathematical SW Customer Hybrid Cloud Pure Play Advantage Rigetti plans to grow its partnerships with the existing cloud and HPC providers to deliver Quantum Computing as a Service (QCaaS) to end users. Production quantum computing system integrated with QCS rigetti#364 Financials and transaction overview. 36 rigetti#37Positioned for explosive revenue growth Summary forecasted financial data ($M) 600 480 360 240 120 0 7 (31) 2021E 18 (39) 2022E Narrow Quantum Advantage¹ 34 (32) 2023E 73 (12) 2024E Broad Quantum Advantage¹ 288 142 2025E 594 380 2026E Revenue CAGR: 140% (2021-2026) Key Growth Drivers: • Achieving quantum advantage ● New production system releases • Maturing quantum ecosystem Commentary Revenue growth supported by long-term development contracts and strong partnerships with QCaaS distribution and direct channels. Post quantum advantage milestones, the majority of revenue shifts from development contracts to QCaaS. OpEx increase is primarily driven by R&D of next-generation systems and headcount growth in engineering and go-to-market. rigetti Revenue EBITDA Note Years represent calendar year end. Prepared on the basis of certain technical, market, competitive and other assumptions to be subsequently described in further detail, and which may not be satisfied. As a result, these projections are subject to a high degree of uncertainty and may not be achieved within the time-frames described or at all 1 Timing of narrow quantum advantage and broad quantum advantage are based on the Rigetti technology roadmap. As a result, exact timing of these milestones are subject to a degree of uncertainty. 37#38Rapidly increasing revenue per customer and system 2026 QCaaS Demand Projections 2026 QCaaS Delivery Projections QCaaS Direct Customers QCaaS Distribution Customers Description 1 Based on internal company estimates Deep full-stack integration of workloads through QCS Partnered distribution through major public, private, and HPC clouds Number of customers 100+ 5-10 Revenue per customer $0.8 - $13M $9 - $146M Building from our existing customer base, we expect accelerating growth in revenue per customer and number of customers. Customer growth driven by quantum advantage demonstrations across machine learning, optimization, and simulation in numerous industries. 38 ▬▬▬▬▬▬U ₪UDONUU Anticipated Production Systems 250Q system 1,000Q system 60Q system 4,000Q system Multiple generations of advantage-performance systems projected to be available through QCS in 2026. The projected average annual revenue per system scales to $40M+ in 2026. An estimated 14 production systems required to meet demand in 2026 (all fit in a standard size basketball court). rigetti#39Revenue potential increases with each system generation 1,000 qubit D-2 System Est. 2024 4,000 qubit D-2 System Est. 2026 ($14.3) ($34.2) Note Based on internal company estimates ($50.0) $0.0 $100.0 $150.0 System Cost ($M) Estimated Annual System Revenue Potential ($M) $96.4 $50.0 39 $192.7 $200.0 System Costs Estimated system costs increase with the scaling of system size in new generations but the projected gross margin per system increases with each generation. Post quantum advantage, there are opportunities for system cost reduction through economies of scale and engineering development. System Revenue The estimated revenue potential increases with each system as the computational power increases exponentially with the qubit count. Increasing computational power with each generation will unlock solutions to a broader set of problems across industries. rigetti#40Capitalized to unlock market demand $600 $400 $200 $0 Cash position and EBITDA less capex ($M) 2021E 2022E 2023E 2024E 2025E 2026E ■Year Opening Cash Balance SPAC/PIPE Investment EBITDA less capex Cash Balance The net proceeds of this transaction are expected to fund Rigetti to EBITDA breakeven by 2025. EBITDA less capex Spending increases to scale technical teams and invest in infrastructure needed to parallelize the development of quantum advantage grade systems. Rigetti will make incremental investments in its existing quantum foundry capabilities to scale system count to meet quantum advantage demand. Note Years represent calendar year end. Excludes direct investment in Rigetti by strategic partner. Year opening cash balance as of December 31, 2020. Prepared on the basis of certain technical, market, competitive and other assumptions to be subsequently described in further detail, and which may not be satisfied. As a result, these projections are subject to a high degree of uncertainty and may not be achieved within the time-frames described or at all 40 rigetti#41Upon closing of the transaction, Rigetti will trade on the NYSE under the symbol RGTI. believe Rigetti is poised to be the global leader in quantum computing and can have a profound positive impact on human society. Leading Investors 3 BESSEMER VENTURE PARTNERS FRANKLIN TEMPLETON NASA IQT IN-Q-TEL Leading Customers and Partners aws DARPA U.S. AIR FORCE Fully Capitalized Balance Sheet Transaction allows Rigetti to accelerate product development, consolidate its QCaaS market leadership, and scale operations to bring the positive impact of quantum computing to the world. rigetti#42World-changing opportunity Massive untapped revenue opportunity expected to exceed current HPC and cloud hardware markets. Winning technology Superconducting quantum computers have the most qubits, the lowest error rates, and are scaling the fastest. Distinctive approach Proprietary chip architecture accelerates scaling and full-stack strategy shortens path to key business inflection points. Team to win 8+ year track record of pioneering leadership with multiple industry firsts, 100+ patents and applications, combined with a deep and experienced team across business and technology. 42 rigetti#43rigetti#44Risk Factors Certain Risks Related to Rigetti & Co, Inc. All references to the "Company," "Rigetti," "we," "us" or "our" in this presentation refer to the business of Rigetti & Co, Inc. The risks presented below are certain of the general risks related to the Company's business, industry and ownership structure and are not exhaustive. The list below is qualified in its entirety by disclosures contained in future filings by the Company, or by third parties (including Supernova Partners Acquisition Co II, Ltd.) with respect to the Company, with the United States Securities and Exchange Commission ("SEC"). These risks speak only as to the date of this presentation and we make no commitment to update such disclosure. The risks highlighted in future filings with the SEC may differ significantly from and will be more extensive than those presented below. • Rigetti is in its early stages and has a limited operating history, which makes it difficult to forecast its future results of operations. •Rigetti has a history of operating losses and expects to incur significant expenses and continuing losses for the foreseeable future. • Rigetti may not be able to scale its business quickly enough to meet customer and market demand, which could result in lower profitability or cause it to fail to execute on its business strategies. Even if the market in which Rigetti competes achieves the forecasted growth, its business could fail to grow at similar rates, if at all. • Rigetti may not manage its growth effectively. • Rigetti's operating and financial results forecast relies in large part upon assumptions and analyses developed by it. Rigetti has limited insight into customer demand, pricing models and price sensitivities which could make it difficult to create reliable business models and accurately forecast growth. If these assumptions or analyses prove to be incorrect, its actual operating results may be materially different from its forecasted results. Our analysis is based on our technology roadmap, market, competitive landscape and other assumptions. Any of these bases may end up being different than anticipated. Unfavorable changes in any of these or other factors, most of which are beyond our control, could materially and adversely affect our business, prospects, financial results and results of operations. • Rigetti may need additional capital to pursue its business objectives and respond to business opportunities, challenges or unforeseen circumstances, and Rigetti cannot be sure that additional financing will be available. Rigetti's ability to use net operating loss carryforwards and other tax attributes may be limited in connection with the business combination or other ownership changes. • Rigetti has not produced a large-scale quantum computer and face significant barriers in its attempts to produce quantum computers, including the need to invent and develop new technology. If Rigetti cannot successfully overcome those barriers, its business will be negatively impacted and could fail. Rigetti's future generations of hardware being developed to demonstrate narrow quantum advantage and broad quantum advantage, which are important milestones for its technical roadmap and commercialization, are not yet available for customers and may never be available. • The quantum computing industry is competitive on a global scale and Rigetti may not be successful in competing in this industry or establishing and maintaining confidence in its long-term business prospects among current and future partners and customers. • There are no assurances that Rigetti will be able to broadly commercialize quantum computers. 44 •Rigetti relies on access to high performance third party classical computing through public clouds, high performance computing centers and on-premises computing infrastructure to deliver performant quantum solutions to customers. Rigetti may not be able to maintain high quality relationships and connectivity with these resources which could make it harder for it to reach customers or deliver solutions in a cost effective manner. • Rigetti's system depends on the use of certain development tools, supplies, equipment and production methods. If it is unable to procure the necessary tools, supplies and equipment to build its quantum systems, or is unable to do so on a timely and cost-effective basis, and in sufficient quantities, Rigetti may incur significant costs or delays which could negatively affect its operations and business. Even if Rigetti is successful in developing quantum computing systems and executing its strategy, competitors in the industry may achieve technological breakthroughs which render its quantum computing systems obsolete or inferior to other products. ● • Rigetti may be unable to reduce the cost of developing its quantum computers, which may prevent it from pricing its quantum systems competitively. • The quantum computing industry is in its early stages and volatile, and if it does not develop, if it develops slower than Rigetti expects, if it develops in a manner that does not require use of Rigetti's quantum computing solutions, if it encounters negative publicity or if Rigetti's solution does not drive commercial engagement, the growth of Rigetti's business will be harmed. • If Rigetti's computers fail to achieve quantum advantage, its business, financial condition and future prospects may be harmed. • Rigetti could suffer disruptions, outages, defects and other performance and quality problems with its quantum computing systems, its production technology partners or with the public cloud, data centers and internet infrastructure on which it relies. · Rigetti may face unknown supply chain issues that could delay the development or introduction of its product and negatively impact its business and operating results. • If Rigetti cannot successfully execute on its strategy, including in response to changing customer needs and new technologies and other market requirements, or achieve its objectives in a timely manner, its business, financial condition and results of operations could be harmed. •Rigetti is highly dependent on its ability to attract and retain senior executive leadership and other key employees, such as quantum physicists, software engineers and other key technical employees, which is critical to its success. If Rigetti fails to retain talented, highly-qualified senior management, engineers and other key employees or attract them when needed, such failure could negatively impact its business. • Rigetti's future growth and success depend on its ability to sell effectively to customers, which could make achieving revenue targets difficult. Rigetti may not be able to accurately estimate the future supply and demand for its quantum computers, which could result in a variety of inefficiencies in its business and hinder its ability to generate revenue. If Rigetti fails to accurately predict its manufacturing requirements, Rigetti could incur additional costs or experience delays. • Because Rigetti's success depends, in part, on its ability to expand sales internationally, its business will be susceptible to risks associated with international operations. rigetti ●#45Risk Factors (continued) • Rigetti's international sales and operations subject it to additional risks and costs, including the ability to engage with customers in new geographies, exposure to foreign currency exchange rate fluctuations, that can adversely affect its business, financial condition, revenues, results of operations or cash flows. • Rigetti's quantum computing systems may not be compatible with some or all industry-standard software and hardware in the future, which could harm its business. • Rigetti may rely heavily on future collaborative partners and third parties to develop key, relevant algorithms and programming to make its quantum systems commercially viable. • System security and data protection breaches, as well as cyber-attacks, could disrupt Rigetti's operations, which may damage its reputation and adversely affect its business. • Unfavorable conditions in Rigetti's industry or the global economy, could limit Rigetti's ability to grow its business and negatively affect its results of operations. • Government actions and regulations, such as tariffs and trade protection measures, may limit Rigetti's ability to obtain products from its suppliers or sell its products and services to customers. • Acquisitions, divestitures, strategic investments and strategic partnerships could disrupt Rigetti's business and harm its financial condition and operating results. Rigetti has been, and may in the future be, adversely affected by the global COVID-19 pandemic, its various strains or future pandemics. • Rigetti's facilities or operations could be damaged or adversely affected as a result of prolonged power outages, natural disasters and other catastrophic events. • State, federal and foreign laws and regulations related to privacy, data use and security could adversely affect Rigetti. • Rigetti is subject to U.S. and foreign anti-corruption, anti-bribery and similar laws, and non-compliance with such laws can subject it to criminal or civil liability and harm its business. • Rigetti is subject to governmental export and import controls that could impair its ability to compete in international markets due to licensing requirements and subject it to liability if it is not in compliance with applicable laws. • Rigetti's business is exposed to risks associated with litigation, investigations and regulatory proceedings. 45 • Rigetti may become subject to product liability claims, which could harm its financial condition and liquidity if it is not able to successfully defend or insure against such claims. • Rigetti is subject to requirements relating to environmental and safety regulations and environmental remediation matters which could adversely affect its business, results of operation and reputation. • If Rigetti is unable to obtain and maintain patent protection for its products and technology, or if the scope of the patent protection obtained is not sufficiently broad or robust, its competitors could develop and commercialize products and technology similar or identical to Rigetti's, and Rigetti's ability to successfully commercialize its product and technology may be adversely affected. Moreover, the secrecy of its trade secrets could be compromised, which could cause Rigetti to lose the competitive advantage resulting from these trade secrets. • Rigetti's patent applications may not result in issued patents or its patent rights may be contested, circumvented, invalidated or limited in scope, any of which could have a material adverse effect on its ability to prevent others from interfering with the commercialization of its products. • Rigetti may face patent infringement and other intellectual property claims that could be costly to defend, result in injunctions and significant damage awards or other costs (including indemnification of third parties or costly licensing arrangements (if licenses are available at all) and limit its ability to use certain key technologies in the future or require development of non-infringing products, services, or technologies, which could result in a significant expenditure and otherwise harm its business. Rigetti relies on certain open-source software in its quantum systems. If licensing terms change, Rigetti's business may be adversely affected. . Some of Rigetti's intellectual property has been or may be conceived or developed through government-funded research and thus may be subject to federal regulations providing for certain rights for the U.S. government or imposing certain obligations on it, such as a license to the U.S. government under such intellectual property, "march- in" rights, certain reporting requirements and a preference for U.S.-based companies, and compliance with such regulations may limit its exclusive rights and its ability to contract with non-U.S. manufacturers. ● rigetti#465 Appendix 46 rigetti#47Summary financial forecast ($M) Total revenue¹ % growth (-) Cost of goods sold Gross profit % margin (-) Operating expenses Depreciation EBITDA (-) Capital expenditures EBITDA less capex 2021E 7 39% (3) 5 61% (41) 5 (31) (7) (39) 2022E 18 142% (6) 12 69% (60) 8 (39) (41) (80) 2023E 34 92% (10) 25 72% (70) 13 (32) (33) (66) 2024E 73 113% (17) 56 76% (86) 18 (12) (63) (75) 2025E 288 293% (36) 252 88% (138) 28 142 (112) 30 Note Years represent calendar year end. Prepared on the basis of technology roadmap, market, competitive landscape and other assumptions of which the details may or may not be satisfied in this presentation. As a result, these projections are subject to a high degree of uncertainty and may not be achieved within the time-frames described or at all. Due to rounding, numbers presented may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures 1 Revenue channels are emerging and being defined; exact type and accounting recognition of Rigetti revenue to be determined. Revenue may include prepayments, bookings, subscriptions, and recognized contracts 47 2026E 594 106% (69) 525 88% (187) 42 380 (170) 210 rigetti#48Selected historical financials ($ in thousands) Year ended January 31, Total revenue Statement of Operations Operating costs and expenses¹ Loss from operations Net loss FY2020 735 48,149 (47,702) (53,816) FY2021 5,543 39,143 (26,127) January 31, Cash and cash equivalents Consolidated Balance Sheet Working capital² (35,092) Property and equipment, net Total assets Total liabilities Convertible redeemable preferred stock Total stockholder's deficit Note The financials are derived from the FYE January 2021 audited financial statements. The fiscal year end is being changed to December 31 starting with December 31, 2021 1 Includes stock-based compensation expense of $2.6 million and $2.8 million for the years ended January 31, 2021 and 2020, respectively. 2 Working capital is defined as current assets excluding cash less current liabilities 48 FY2020 309 (33,487) 20,040 27,485 35,104 120,794 FY2021 22,202 (1,688) 20,141 49,682 3,584 81,523 (128,413) (35,425) rigetti#49Operational benchmarking Revenue growth (%) 293% rigetti 2025E 88% Gross margin (%) rigetti 2025E 106% 49% rigetti 2026E rigetti 2025E 88% EBITDA margin (%) rigetti 2026E 64% rigetti 2026E 295% IONQ 2025E 89% IONQ 2025E 26% IONQ 2025E 120% IONQ 2026E 86% Quantum compute IONQ 2026E 52% IONQ 2026E Note Years represent calendar year end. Market data as of October 5, 2021. AMD, Nvidia, and Microsoft are not pro forma for Xilinx, ARM, and Nuance transactions, respectively 1 AWS segment of Amazon represented. Revenue estimates per Wall Street consensus. Source Rigetti management projections, company filings, Thomson Reuters, and FactSet 49 Median: 13% 13% NVIDIA 2023E 68% Median: 60% NVIDIA 2023E 51% NVIDIA AMD 2023E 12% 2023E Median: 38% 51% AMD 2023E 25% AMD 2023E High-growth compute Median: 17% 22% aws 2023E 1 Median: 68% ΝΑ aws 2023E Median: 51% ΝΑ aws 2023E 13% Microsoft 2023E 68% Microsoft 2023E 51% Microsoft 2023E Cloud infrastructure rigetti#50Valuation benchmarking EV / Revenue 4.0x rigetti 2025E EV / EBITDA 8.1x rigetti 2025E 1.9x rigetti 2026E 3.0x rigetti 2026E 3.9x IONQ 2025E 15.1x |IONQ 2025E 1.8x IONQ 2026E Quantum compute 3.4x IONQ 2026E Median: 10.9x 15.9x NVIDIA 2023E 30.9x NVIDIA 6.0x Median: 27.5x 2023E AMD 2023E 24.1x AMD 2023E High-growth compute Note Years represent calendar year end. Market data as of October 5, 2021. AMD, Nvidia, and Microsoft are not pro forma for Xilinx, ARM, and Nuance transactions, respectively 1 AWS segment of Amazon represented for reference only. 2022E EV / revenue multiple based on the median of nine Wall Street revenue multiple estimates available for AWS. 2022E EV/EBITDA multiple based on the median of three Wall Street EBITDA multiple estimates available for AWS. Source Rigetti management projections, company filings, Thomson Reuters, and FactSet 50 Median: 10.1x 11.0x aws 1 2022E Median: 21.4x 24.6x aws 1 7 2022E 9.3x Microsoft 2023E 18.2x Microsoft 2023E Cloud infrastructure rigetti#51Significant upside potential ($bn) Implied future EV $6.5 $5.3 • Rigetti is valued by applying a 2-year forward multiple range of 9.0x - 11.0x, based on current peer multiples, to Rigetti's 2026E revenue of $594M to arrive at a future EV in 2024 Implied discounted EV $3.8 $3.1 . Rigetti's 2024 future EV is then discounted back 3 years at a 20% discount rate to arrive at an implied discounted EV today 51 Transaction value Implied discount of -67% at the midpoint $1.2 • Transaction is priced at an additional discount rigetti#52Fastest rate of progress on increasing fidelity Increase in best demonstrated 2Q median fidelity from June 2017 to June 2021 5% 4% 3% 2% 1% 0% 4.4% 1,2 rigetti ¹.2 2.7% 3-5 IBM 0.8% 0.7% 8,9 IONQ Rigetti has systematically increased gate fidelity on cloud-deployed systems. Additional fidelity will be achieved via integrating faster gates and longer coherence. Google Note Increase is calculated as an absolute percentage increase for 2Q median fidelity 1 Reagor, M., et al. "Demonstration of Universal Parametric Entangling Gates on a Multi-Qubit Lattice." Science Advances, vol. 4, no. 2, Feb. 2018, p. eaao3603. arXiv.org, doi:10.1126/sciadv.aao3603. 2 Rigetti internal data, March 4, 2021 3 "A Quantum Experience at Maker Faire." IBM Research Blog, 19 May 2017. 4 Wang, Yuanhao, et al. "16-Qubit IBM Universal Quantum Computer Can Be Fully Entangled." Npj Quantum Information, vol. 4, no. 1, Sept. 2018, pp. 1-6. www.nature.com, doi:10.1038/s41534-018-0095-x. 5 Zhang, Eric J., et al. "High-Fidelity Superconducting Quantum Processors via Laser-Annealing of Transmon Qubits." ArXiv:2012.08475 [Quant-Ph], Dec. 2020. arXiv.org. 6 Kelly, J., et al. "State Preservation by Repetitive Error Detection in a Superconducting Quantum Circuit." Nature, vol. 519, no. 7541, Mar. 2015, pp. 66-69. www.nature.com, doi:10.1038/nature14270. 7 Arute, Frank, et al. "Quantum Supremacy Using a Programmable Superconducting Processor." Nature, vol. 574, no. 7779, Oct. 2019, pp. 505-10. www.nature.com, doi:10.1038/s41586-019-1666-5. 8 Debnath, S., et al. "Demonstration of a Small Programmable Quantum Computer with Atomic Qubits." Nature, vol. 536, no. 7614, Aug. 2016, pp. 63- 66. www.nature.com, doi:10.1038/nature18648. 9 Wright, K., et al. "Benchmarking an 11-Qubit Quantum Computer." Nature Communications, vol. 10, no. 1, Nov. 2019, p. 5464. www.nature.com, doi:10.1038/s41467-019-13534-2. 52 The achievable gate fidelity for superconductors based on best-shown components is >99.99%, approximately 50x better than requirement for fault-tolerance. rigetti#53Fastest rate of progress on increasing fidelity Best demonstrated median 2Q fidelity: June 2017 vs. June 2021 100.0 90.0 80.0 70.0 60.0 50.0 93.0 97.4 96.0 98.7 3-5 99.0 99.8 6,7 96.8 97.5 rigetti ¹,2 IBM Google IONQ 8,9 1 Reagor, M., et al. "Demonstration of Universal Parametric Entangling Gates on a Multi-Qubit Lattice." Science Advances, vol. 4, no. 2, Feb. 2018, p. eaao3603. arXiv.org, doi:10.1126/sciadv.aao3603. 2 Rigetti internal data, March 4, 2021 3 "A Quantum Experience at Maker Faire." IBM Research Blog, 19 May 2017. 4 Wang, Yuanhao, et al. "16-Qubit IBM Universal Quantum Computer Can Be Fully Entangled." Npj Quantum Information, vol. 4, no. 1, Sept. 2018, pp. 1-6. www.nature.com, doi:10.1038/s41534-018-0095-x. 5 Zhang, Eric J., et al. "High-Fidelity Superconducting Quantum Processors via Laser-Annealing of Transmon Qubits." ArXiv:2012.08475 [Quant-Ph], Dec. 2020. arXiv.org. 6 Kelly, J., et al. "State Preservation by Repetitive Error Detection in a Superconducting Quantum Circuit." Nature, vol. 519, no. 7541, Mar. 2015, pp. 66-69. www.nature.com, doi:10.1038/nature14270. 7 Arute, Frank, et al. "Quantum Supremacy Using a Programmable Superconducting Processor." Nature, vol. 574, no. 7779, Oct. 2019, pp. 505-10. www.nature.com, doi:10.1038/s41586-019-1666-5. 8 Debnath, S., et al. "Demonstration of a Small Programmable Quantum Computer with Atomic Qubits." Nature, vol. 536, no. 7614, Aug. 2016, pp. 63- 66. www.nature.com, doi:10.1038/nature18648. 9 Wright, K., et al. "Benchmarking an 11-Qubit Quantum Computer." Nature Communications, vol. 10, no. 1, Nov. 2019, p. 5464. www.nature.com, doi:10.1038/541467-019-13534-2. 53 rigetti#54Partnering on quantum machine learning applications Quantum machine learning integrates quantum algorithms and ML programs by improving predictive accuracy or reducing training time by encoding data in the exponential Hilbert space of the quantum computer Image classification with Department of Defense Problem area Large amounts of satellite data with low quality and missing or incomplete images Path to advantage Improved accuracy and speed of classification using QNNs Operation impact Enhance rapid decision-making and fill in knowledge gaps by providing more complete, clear image data More applications Detect fraudulent financial transactions² Accelerate drug discovery by identifying promising drug candidates from high volumes of data³ Safeguard network systems with autonomous cyberwarfare and adversarial intent prediction4 Financial risk management with global bank Example of a problem area Limited data to create accurate risk models and backtest current models Path to advantage Quantum Born Machines for synthetic data generation $1.1B+ Annual revenue opportunity by 20261 Potential operational impact Testing of trading strategies with a larger number of scenarios to enable enhanced risk management Impact sectors Aerospace & defense Energy, utilities & climate Manufacturing Scientific research Healthcare & life sciences Logistics & transportation Financial services rigetti 1 Baul, Supradip, et al. Global Enterprise Quantum Computing Market Opportunity Analysis and Industry Forecast, 2018-2025. Allied Market Research. 2 Hodson, Mark, et al. "Finding the Optimal Nash Equilibrium in a Discrete Rosenthal Congestion Game Using the Quantum Alternating Operator Ansatz." ArXiv:2008.09505 [Quant-Ph], Aug. 2020. arXiv.org. 3 Li, Junde, et al. "Quantum Generative Models for Small Molecule Drug Discovery." ArXiv:2101.03438 [Quant-Ph], Jan. 2021. arXiv.org. 4 Chen, Samuel Yen-Chi, et al. "Variational Quantum Circuits for Deep Reinforcement Learning." ArXiv:1907.00397 [Quant-Ph, Stat], July 2020. arXiv.org. 54#55Partnering on optimization applications Solve hard, constrained combinatorial optimization problems faster and within a defined error tolerance. The quantum approximate optimization algorithm (QAOA) is a path to quantum supremacy.² Optimal spectrum allocation with DARPA Problem area Establish and maintain communication networks in hostile environments through optimized spectrum allocation Path to advantage Use QAOA to solve hard constraint, discrete optimization problems faster than conventional heuristics Operation impact Maintain global persistent awareness despite adversarial spectrum tactics and/or resource scarcity DARPA Enabling space exploration with NASA Problem area Optimization problems arising in NASA's missions, e.g., interplanetary spacecraft landing controls Path to advantage Exploit hybrid quantum-classical models to maximize solvable problem size Operation impact Safely realize ambitious space exploration through transformational mission design practices NASA More applications Portfolio optimization over discrete lots and under investment constraints³ • Job sequencing and scheduling, such as single machine scheduling Traffic flow optimization for air traffic management Vehicle routing including the capacity constraint Impact sectors $1.5B+ Annual revenue opportunity by 20261 Aerospace & defense Energy, utilities & climate Manufacturing Scientific research Healthcare & life sciences Logistics & transportation Financial services rigetti Baul, Supradip, et al. Global Enterprise Quantum Computing Market Opportunity Analysis and Industry Forecast, 2018-2025. Allied Market Research. 2 Brandão, Fernando G. S. L., et al. "Faster Quantum and Classical SDP Approximations for Quadratic Binary Optimization." ArXiv:1909.04613 [Quant-Ph], Aug. 2020. arXiv.org. 3 Hodson, Mark, et al. "Portfolio Rebalancing Experiments Using the Quantum Alternating Operator Ansatz." ArXiv:1911.05296 [Quant-Ph], Nov. 2019. arXiv.org. 4 Hadfield, Stuart, et al. "From the Quantum Approximate Optimization Algorithm to a Quantum Alternating Operator Ansatz." Algorithms, vol. 12, no. 2, Feb. 2019, p. 34. arXiv.org, doi:10.3390/a12020034. Stollenwerk, Tobias, et al. "Quantum Annealing Applied to De-Conflicting Optimal Trajectories for Air Traffic Management." IEEE Transactions on Intelligent Transportation Systems, vol. 21, no. 1, Jan. 2020, pp. 285-97. arxiv.org. doi:10.1109/TITS.2019.2891235.6 Irie, Hirotaka, et al. "Quantum Annealing of Vehicle Routing Problem with Time, State and Capacity." ArXiv:1903.06322 [Quant-Ph], Mar. 2019. arXiv.org.#56Partnering on simulation applications Simulate quantum mechanical systems exponentially faster to unlock the complexities of nature, such as predicting intractable dynamics at the core of physical models, and estimating physical properties of materials. Fusion energy with the Department of Energy Problem Area Challenge of developing sustainable fusion energy production, mastering non-linear plasma dynamics and control Path to Advantage Replicate governing physical mechanics with quantum mechanical effects² Operation Impact Design more efficient fusion reactors based on realistic physical modeling PARA ENER TEPST RUPAME More applications • Predicting molecular structures for novel catalysts³ Optimizing chemical reaction dynamics for fertilizers³ • Engineering functional proteins for drug design4 • Navigating the nuclear shell model for safer reactor design5 Calculating intractable Monte Carlo in high energy particle physics Increasing the efficiency of solar cells via solid-state materials design7 Modeling physical systems with UK government Example Problem Area Designing solid-state materials, e.g., batteries, due to strongly correlated electronic behavior Path to Advantage Apply hybrid variational techniques to solve electronic structure calculations, mapping exponential entanglements onto quantum native hardware Potential operational Impact Practical improvements for battery energy density and lifetime via predictable nano-scale innovations UK Research and Innovation $1.4B+ Annual revenue opportunity by 20261 Impact sectors Aerospace & defense Energy, utilities & climate Manufacturing Healthcare & life sciences Logistics & transportation Financial services Scientific research 1 Baul, Supradip, et al. Global Enterprise Quantum Computing Market Opportunity Analysis and Industry Forecast, 2018-2025. Allied Market Research. 2 Lykken, Joseph D. "Quantum Information for Particle Theorists." ArXiv:2010.02931 [Hep-Lat, Physics:Hep-Ph, Physics:Quant-Ph], Dec. 2020. arXiv.org. 3 Cao, Yudong, et al. "Quantum Chemistry in the Age of Quantum Computing." Chemical Reviews, vol. 119, no. 19, Oct. 2019, pp. 10856-915. arXiv.org, doi:10.1021/acs.chemrev.8b00803. 4 Outeiral, Carlos, et al. "The Prospects of Quantum Computing in Computational Molecular Biology." WIRES Computational Molecular Science, vol. 11, no. 1, Jan. 2021. arXiv.org, doi:10.1002/wcms.1481. 5 Dumitrescu, E. F., et al. "Cloud Quantum Computing of an Atomic Nucleus." Physical Review Letters, vol. 120, no. 21, May 2018, p. 210501. arXiv.org, doi:10.1103/PhysRevLett. 120.210501. 6 Joseph, Ilon. "Koopman-von Neumann Approach to Quantum Simulation of Nonlinear Classical Dynamics." Physical Review Research, vol. 2, no. 4, Oct. 2020, p. 043102. arxiv.org. doi:10.1103/PhysRevResearch.2.043102. 7 "The Promise and Challenges of Quantum Computing for Energy Storage." Joule, vol. 2, no. 5, May 2018, pp. 810-13. www.sciencedirect.com, doi:10.1016/j.joule.2018.04.021. rigetti

Download to PowerPoint

Download presentation as an editable powerpoint.

Related

Freightos Results Presentation Deck image

Freightos Results Presentation Deck

Industrials

Hexagon Purus Results Presentation Deck image

Hexagon Purus Results Presentation Deck

Industrials

Moelis & Company Investment Banking Pitch Book image

Moelis & Company Investment Banking Pitch Book

Financial Services

Lumen Investor Day Presentation Deck image

Lumen Investor Day Presentation Deck

Communication Services

Context Therapeutics Investor Presentation Deck image

Context Therapeutics Investor Presentation Deck

Healthcare

Evercore Investment Banking Pitch Book image

Evercore Investment Banking Pitch Book

Financial Services

Marti Results Presentation Deck image

Marti Results Presentation Deck

Technology

UBS Results Presentation Deck image

UBS Results Presentation Deck

Financial Services