07/14/2026 | Press release | Distributed by Public on 07/14/2026 14:42
Forge Nano Secures Additional $23 Million in PIPE Financing at $10.00 Per Share, Closes Series D with Samsung Investment Ahead of Public Listing
| · | New commitment brings total PIPE financing to $123 million as Forge Nano continues its path towards its NASDAQ listing |
| · | All $23 million of new PIPE commitments priced at $10.00 per share |
| · | Samsung SDI commits $20 million to Forge Nano, including $10 million in Forge Nano's PIPE financing |
| · | Forge Nano successfully closes its Series D at $97 million, rounding out its pre-IPO capital formation |
| · | Forge Nano's public listing would deliver over $367 million in pro forma cash, assuming no redemptions - combining approximately $244 million in trust with $123 million in PIPE commitments |
DENVER - July 14 - Forge Nano, Inc., a leading U.S.-based semiconductor equipment and advanced materials company pioneering Atomic Layer Deposition ("ALD") technology for artificial intelligence ("AI")-era chip manufacturing and defense battery applications, which has signed an agreement to merge with Archimedes Tech SPAC Partners II Co. ("Archimedes II") (NASDAQ: ATII), today announced an additional $23 million of committed PIPE financing ahead of its expected public listing on NASDAQ. All $23 million of the incremental PIPE financing was priced at $10.00 per share, increasing total PIPE commitments to $123 million.
The additional financing includes a $20 million strategic investment from Samsung SDI, comprised of $10 million in the Company's PIPE financing and $10 million in Forge Nano's Series D financing. Horizons Ventures has also participated in the Company's PIPE financing. Forge Nano has also successfully closed its Series D at $97 million, rounding out its pre-IPO capital formation.
Assuming no shareholder redemptions, Forge Nano's public listing would deliver over $367 million in pro forma cash comprised of the $123 million PIPE and $244 million in Archimedes II cash in trust. Upon closing of the business combination, Forge Nano expects that its substantial capital will accelerate commercialization of the Company's ALD semiconductor equipment platform and expand domestic manufacturing of advanced lithium-ion battery materials.
"These additional commitments represent a strong vote of confidence from both strategic and financial investors as we prepare to become a public company," said Paul Lichty, CEO of Forge Nano. "Samsung SDI's investment reinforces our shared vision for strengthening the domestic battery supply chain, while the new PIPE commitments at $10.00 per share demonstrate continued investor conviction in Forge Nano's long-term growth strategy. We believe we are exceptionally well positioned to scale manufacturing, execute on our commercial pipeline and meet growing demand across the semiconductor and defense battery markets."
The business combination with Archimedes II is expected to close in the second half of 2026, subject to approval by Archimedes II shareholders and the satisfaction of customary closing conditions.
ABOUT FORGE NANO
Forge Nano is a leading U.S. based semiconductor equipment and advanced materials company pioneering Atomic Layer Deposition ("ALD") technology for AI-era chip manufacturing and defense battery applications via its platform technology, Atomic Armor®. Atomic Armor® is a scalable, adaptable nano-scale coating system that strengthens America's most critical systems - at the atomic level. The superior surface coatings produced by Forge Nano's Atomic Armor® process allow partners to unlock peak performance. Learn more at https://www.forgenano.com.
ABOUT ARCHIMEDES II
Archimedes II is a Cayman Islands exempted company led by Chairman Eric R. Ball and CEO Long Long and is comprised of technology investors, corporate finance veterans, engineers and SPAC specialists. Archimedes II was formed as a special purpose acquisition company, or SPAC, for the purpose of effecting a merger with one or more businesses in the technology industry. Archimedes II completed its $230 million IPO in February 2025, and its units, ordinary shares and warrants currently trade on the NASDAQ under the ticker symbols "ATIIU," "ATII" and "ATIIW," respectively. The team's prior SPAC, Archimedes Tech SPAC Partners Co., successfully closed its merger with SoundHound AI, Inc. in April 2022. Learn more at https://www.archimedesspac2.com.
IMPORTANT INFORMATION AND WHERE TO FIND IT
In connection with the proposed business combination, ATII Holdings Inc. ("Pubco"), a wholly-owned subsidiary of Archimedes II, and Forge Nano have filed documents with the Securities and Exchange Commission (the "SEC"), including a registration statement on Form S-4 (the "Registration Statement"), which includes a proxy statement of Archimedes II and a prospectus of Pubco, relating to the proposed business combination. After the SEC declares the Registration Statement effective, the Registration Statement will be mailed to Archimedes II's shareholders in connection with the proposed business combination. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND ANY OTHER DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED BUSINESS COMBINATION OR INCORPORATED BY REFERENCE IN THE REGISTRATION STATEMENT BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED BUSINESS COMBINATION. Any vote in respect of resolutions to be proposed at Archimedes II's extraordinary general meeting to approve the proposed business combination or other responses in relation to the proposed transaction should be made only on the basis of the information contained in the Registration Statement. Investors and security holders may obtain free copies of these documents (as they become available) and other related documents filed with the SEC at the SEC's website at www.sec.gov or by directing a request to: Archimedes Tech SPAC Partners II Co., 2093 Philadelphia Pike #1968, Claymont, DE 19703.
PARTICIPANTS IN THE SOLICITATION
Each of Archimedes II, Pubco, Forge Nano and their respective directors, executive officers and other members of management and employees, under SEC rules, may be deemed to be "participants" in the solicitation of proxies from shareholders of Archimedes II in favor of the proposed business combination. Information about Archimedes II's directors and officers is set forth in Archimedes II's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which was filed with the SEC on March 4, 2026 and Archimedes II's other filings with the SEC. Additional information concerning the interests of Archimedes II's participants in the solicitation, which may, in some cases, be different than those of Archimedes II's shareholders generally, are set forth in the Registration Statement relating to the proposed business combination. These documents are available free of charge at the SEC's web site at www.sec.gov.
NO OFFER OR SOLICITATION
This communication is for information purposes only and is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the proposed business combination or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.