Every 8-K that Archimedes Tech SPAC Partners II Co. Warrant (ATIIW) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow ATIIW and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ATIIW filings page.
Archimedes Tech SPAC Partners II Co. and its merger partner Forge Nano, Inc. lined up additional private capital to support their proposed business combination. Pubco, the post‑merger holding company, agreed to sell 2,300,000 shares of Pubco Common Stock at $10.00 per share in a PIPE, for about $23 million in gross proceeds, to close substantially concurrently with the merger.
Including this tranche, Forge Nano now has $123 million of committed PIPE financing and has closed a $97 million Series D round, which together with $244 million of Archimedes II cash in trust could provide over $367 million of cash at listing, assuming no redemptions. Samsung SDI is investing $20 million, split between the PIPE and Series D, with participation from Horizons Ventures. The PIPE shares are being issued in a private placement relying on Securities Act section 4(a)(2), with Pubco committing to file a resale registration statement within 30 days after closing and keep it effective for up to three years. Subscription Agreements also include a most‑favored‑nation provision requiring Pubco to match more favorable equity terms, subject to defined Exempt Issuances, during the 12 months following closing. The business combination is expected to close in the second half of 2026, subject to shareholder approvals and customary conditions.
Archimedes Tech SPAC Partners II Co. reports that its merger partner Forge Nano has signed a landmark strategic partnership with Samsung SDI to build a large U.S. battery plant. Samsung SDI will help construct a 3 GWh per year battery Gigafactory in Morrisville, North Carolina.
Forge Nano plans to invest between $300 and $330 million in the facility, supported by a $100 million grant from the U.S. Department of Energy. The plant is expected to be fully operational by 2028 and will produce both Samsung SDI cells and Forge Nano’s Atomic Armor-branded cells.
Samsung SDI has also agreed to a conditional procurement arrangement to buy battery cells from the Gigafactory starting in 2028, and Forge Nano will distribute Samsung SDI battery cells in the U.S. The partnership and plant development proceed alongside the previously announced business combination between Archimedes II and Forge Nano, which is being detailed in a Form S-4 registration statement and related proxy materials for Archimedes II shareholders.
Archimedes Tech SPAC Partners II Co. and Forge Nano, Inc. used an investor call to outline key terms of their proposed business combination and Forge Nano’s growth plans. Forge Nano expects about $317 million in net cash at closing from the SPAC trust and anticipated PIPE on a $1.2 billion pre-money valuation, implying roughly $1.6 billion enterprise value at completion. The deal includes an earnout of up to $900 million across share-price or revenue tiers and is targeted to close in Q3 2026. Management highlighted a three-phase strategy built around semiconductor ALD tools and lithium‑ion batteries, including a 3 GWh U.S. battery plant backed by a $100 million Department of Energy grant and a pipeline they say supports strong revenue growth through 2027 and beyond.
Archimedes Tech SPAC Partners II Co. agreed to merge with Forge Nano, Inc. and re-domesticate into Delaware via a new holding company, Forge Nano Holdings Inc. ATII will merge into Pubco, then Pubco will acquire Forge Nano through a two-step merger, leaving Forge Nano as an indirect wholly owned subsidiary.
Forge Nano stockholders will receive Pubco common stock valued using $1,200,000,000 divided by $10.00, subject to adjustments for certain convertible securities, plus up to 90,000,000 additional earn-out shares if performance milestones are met over five years. A concurrent PIPE will provide $100,000,000 in funding through the sale of 10,000,000 Pubco shares and PIPE warrants to purchase 15,000,000 Pubco shares at $10.00 per share.
Key investors and sponsors have signed support, lock-up and registration rights agreements, including lock-ups on Forge Nano holders expected to own about 56% of Pubco at closing (about 66% with maximum redemptions) and a commitment by the sponsor to contribute up to 3,300,000 ATII shares to secure financing. The business combination is expected to close as early as the third quarter of 2026, subject to shareholder approvals, regulatory clearances, an effective Form S-4 and Nasdaq listing of Pubco shares.