Form: UPLOAD

SEC-generated letter

June 28, 2022

Published on June 28, 2022

United States securities and exchange commission logo





June 28, 2022

Nick Pointon
Chief Financial Officer
Arqit Quantum Inc.
1st Floor, 3 More London Riverside
London SE1 2RE , United Kingdom

Re: Arqit Quantum Inc.
Form 20-F for the
Year Ended September 30, 2021
Filed December 16,
2021
File No. 001-40777

Dear Mr. Pointon:

We have reviewed your June 15, 2022 response to our comment
letter and have the
following comment. In our comment, we ask you to provide us with
information so we may
better understand your disclosure.

Please respond to this comment within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comment applies to your facts and circumstances, please tell us why in
your response.

After reviewing your response to this comment, we may have
additional
comments. Unless we note otherwise, our reference to our prior comment
is to the comment in
our June 1, 2022 letter.

Form 20-F for the Year Ended December 31, 2021

Notes to the Financial Statements
1. General information and significant accounting policies
Property, plant and equipment, page F-18

1. We note your response
to comment 1. Please refer to the guidance in Appendix A of
IFRS 16 and tell us how
you determined the lease term for the subject leases based on
your consideration of
the following:
the enforceable
period of the leases, including the 90-day non-renewal notice period.
In order that we
may better understand your response, please provide us more
information
regarding the terms of the 90-day non-renewal notice period at the end of
the initial term.
your assessment
upon the lease commencement as to whether it is "reasonably
Nick Pointon
Arqit Quantum Inc.
June 28, 2022
Page 2
certain" that you would exercise an option to renew or not
exercise an option to
terminate any of such leases based on the broader economics of
the contract,
including but not limited to your past practices regarding such
leases and
customer/user-specific contract conditions.



You may contact Kathryn Jacobson, Senior Staff Accountant at (202)
551-3365 or Robert
Littlepage, Accountant Branch Chief at (202) 551-3361 if you have questions
regarding our
comment on the financial statements and related matters.



FirstName LastNameNick Pointon Sincerely,
Comapany NameArqit Quantum Inc.
Division of
Corporation Finance
June 28, 2022 Page 2 Office of
Technology
FirstName LastName