Filing Details

Accession Number:
0001193125-24-016353
Form Type:
13G Filing
Publication Date:
2024-01-25 19:00:00
Filed By:
Notion Capital Iii Gp Llp
Company:
Arqit Quantum Inc.
Filing Date:
2024-01-26
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Liberum Wealth Limited 0 20,011,538 0 20,011,538 20,011,538 9.649%
Filing

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.     )*

 

 

Arqit Quantum Inc.

(Name of Issuer)

Ordinary Shares

(Title of Class of Securities)

G0567U101

(CUSIP Number)

(Date of Event which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


  1    

  NAME OF REPORTING PERSON

 

  Liberum Wealth Limited(1)

  2  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

  (a)  ☐        (b)  ☒

  3  

  SEC USE ONLY

 

  4  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Guernsey

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

   5     

  SOLE VOTING POWER

 

  0

   6   

  SHARED VOTING POWER

 

  20,011,538(1)(2)

   7   

  SOLE DISPOSITIVE POWER

 

  0

   8   

  SHARED DISPOSITIVE POWER

 

  20,011,538(1)(2)

  9    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  20,011,538(1)(2)

10  

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

  ☐

11  

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

  9.649%(1)(2)(3)

12  

  TYPE OF REPORTING PERSON

 

  OO

 

(1)

Includes 3,102 ordinary shares, par value $0.0001 per share (the Ordinary Shares) held by Notion Platform Limited.

(2)

Includes 1,909,522 Ordinary Shares that could be obtained upon the conversion of 1,909,522 registered direct warrants (the Registered Direct Warrants) received in connection with the securities purchase agreement, dated September 8, 2023 by and among the Issuer and certain purchasers, with each Registered Direct Warrant providing the right to purchase one Ordinary Share at a price of $0.78 per share.

(3)

Percentage calculated based on 207,388,051 ordinary shares issued and outstanding as of November 21, 2023, as reported in Issuers Form 20-F (No. 001-40777) as filed with the Securities and Exchange Commission.

 

Item 1(a).

Name of Issuer

Arqit Quantum Inc.

 

Item 1(b).

Address of Issuers Principal Executive Offices

3 More London Riverside, 1st Floor, London SE1 2RE, United Kingdom

 

CUSIP No. G0567U101    SCHEDULE 13G    Page 2 of 5

Item 2(a).

Name of Person Filing

Liberum Wealth Limited(1)

 

Item 2(b).

Address of Principal Business Office or, if None, Residence

1st Floor Royal Chambers, St Julians Avenue, St Peters Port, GY1 3JX, Guernsey

 

Item 2(c).

Citizenship

Not applicable.

 

Item 2(d).

Title of Class of Securities

Ordinary Shares.

 

Item 2(e).

CUSIP Number

G0567U101

 

Item 3.

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

Not applicable.

 

Item 4.

Ownership

Liberum Wealth Limited

(a) Amount beneficially owned:

20,011,538(1)(2) ordinary shares

(b) Percent of class:

9.649%(3)

(c)Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote

0

(ii) Shared power to vote or to direct the vote

20,011,538(1)(2)

(iii) Sole power to dispose or to direct the disposition of

0

(iv) Shared power to dispose or to direct the disposition of

20,011,538(1)(2)

 

(1)

Includes 3,102 ordinary shares, par value $0.0001 per share (the Ordinary Shares) held by Notion Platform Limited.

(2)

Includes 1,909,522 Ordinary Shares that could be obtained upon the conversion of 1,909,522 registered direct warrants (the Registered Direct Warrants) received in connection with the securities purchase agreement, dated September 8, 2023 by and among the Issuer and certain purchasers, with each Registered Direct Warrant providing the right to purchase one Ordinary Share at a price of $0.78 per share.

(3)

Percentage calculated based on 207,388,051 ordinary shares issued and outstanding as of November 21, 2023, as reported in Issuers Form 20-F (No. 001-40777) as filed with the Securities and Exchange Commission.

 

CUSIP No. G0567U101    SCHEDULE 13G    Page 3 of 5

Item 5.

Ownership of Five Percent or Less of a Class.

Not applicable.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

 

Item 9.

Notice of Dissolution of Group.

Not applicable.

 

Item 10.

Certifications.

By signing below, the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

 

CUSIP No. G0567U101    SCHEDULE 13G    Page 4 of 5

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: January 26, 2024

 

Liberum Wealth Limited
By:   /s/ Stephen Ozanne
Stephen Ozanne, Authorized Signatory

 

CUSIP No. G0567U101    SCHEDULE 13G    Page 5 of 5