A. History and Development of the Company See the section entitled “Explanatory Note” in this Report for additional information regarding the Company and the Business Combination Agreement. Certain additional information about the Company is included in the Proxy Statement/Prospectus under the section entitled “Information About Old Xanadu” and is incorporated herein by reference. The material terms of the Business Combination are described in the Proxy Statement/Prospectus under the sections entitled “Questions and Answers About the SPAC Shareholders’ Meeting and the Business Combination” and “Proposal No. 1—The Business Combination Proposal,” each of which are incorporated herein by reference. We are subject to certain of the informational filing requirements of the Exchange Act. Since we are a “foreign private issuer” incorporated in a qualifying jurisdiction, we are exempt from the rules and regulations under the Exchange Act prescribing the furnishing and content of proxy statements, and our officers, directors and principal shareholders are exempt from the reporting and “short-swing” profit recovery provisions contained in Section 16 of the Exchange Act with respect to their purchase and sale of Class B Subordinate Voting Shares. In addition, we are not required to file reports and financial statements with the SEC as frequently or as promptly as U.S. public companies whose securities are registered under the Exchange Act. However, we are required to file with the SEC an Annual Report on Form 20-F containing financial statements audited by an independent registered public accounting firm. The SEC also maintains a website at https://www.sec.gov that contains reports and other information that we file with or furnish electronically to the SEC. Xanadu Quantum Technologies Limited was incorporated under the Business Corporations Act (Ontario) on October 2, 2025. The mailing address of our principal executive office is at 777 Bay Street, Suite 2400, Toronto, Ontario, M5G 2C8, Canada. Our telephone number is (416) 304-9629. Our website is https://xanadu.ai. The information contained on the website does not form a part of, and is not incorporated by reference into, this Report. 2 B. Business Overview Information regarding our business is included in the Proxy Statement/Prospectus under the sections entitled “Information About Old Xanadu” and “Old Xanadu Management’s Discussion and Analysis of Financial Condition and Results of Operations,” each of which are incorporated herein by reference. C. Organizational Structure The Company was incorporated under the Business Corporations Act (Ontario) on October 2, 2025 and is the parent company of each of Crane Harbor and Old Xanadu. The organizational chart of the Company after giving effect to the Business Combination is included on page 3 of the Proxy Statement/Prospectus and is incorporated herein by reference. D. Property, Plants and Equipment Information regarding our facilities is included in the Proxy Statement/Prospectus under the section entitled “Information About Old Xanadu” and the information set forth under Item 5 below is incorporated herein by reference.