Forge Nano and Archimedes II Merge, Valued at $1.2 Billion
Forge Nano and Archimedes Tech SPAC Partners II Co. entered into a definitive business combination agreement that would result in Forge Nano becoming a publicly listed company. Upon closing of the Transaction, the combined company will operate as Forge Nano, Inc. and its common stock and warrants are expected to trade on NASDAQ under the new ticker symbol "NANO" and "NANOW" respectively. The Company will continue to be led by Forge Nano's existing management team, which brings deep technological and manufacturing experience. The Transaction values Forge Nano at approximately $1.2B on a pre-money, pre-merger basis. The Transaction also includes $100M in new capital committed in a private placement of common stock and warrants. Archimedes II currently holds approximately $242M in cash in trust. Assuming no redemptions, the Transaction would result in a total equity value of approximately $1.595B. The Transaction comes on the heels of Forge Nano's Series D funding round with $82.2M funded and committed to date. The business combination values Forge Nano at a pre-money, pre-merger equity of $1.2B. Additionally, the agreement includes a non-transferable earnout entitling holders to potential additional payments of up to $900M in shares of the combined company tied to three specific trading price and revenue milestones. In addition to the $82.5M in Series D financing, the Transaction could provide up to $342M gross proceeds to Forge Nano, including: $242M of cash held in the Archimedes II trust account as of April 9, 2026; and $100M in capital committed by a leading fundamental institutional investor. Proceeds from the Transaction are expected to: Expand the production capacity of both semiconductor tools and battery cells; Accelerate Forge Nano's technology and product roadmap; Expand into new verticals such as pharmaceuticals, data centers and quantum computing; and Scale customer adoption and establish new ecosystem partnerships. The boards of directors of Forge Nano and Archimedes II have each unanimously approved the proposed business combination and the Transaction is expected to close in the second half of 2026, subject to the approval of Archimedes II shareholders and other customary closing conditions, including the effectiveness of the registration statement on Form S-4 to be filed by an affiliate of Archimedes II and Forge Nano with the U.S. Securities and Exchange Commission, the receipt of required regulatory approvals and approval by NASDAQ to list the securities of the combined company.
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- Seminar Announcement: Forge Nano will host a technical seminar on May 6, 2026, at the Sofitel in Kuala Lumpur, showcasing its Atomic Layer Deposition (ALD) technology for semiconductor manufacturing, aimed at engaging local industry leaders and partners to enhance Malaysia's critical role in the global semiconductor supply chain.
- Strengthening Market Position: Malaysia accounts for approximately 13% of the global semiconductor market, and with a rapid push into higher-value front-end manufacturing, Forge Nano's technology will enable local manufacturers to enhance production capabilities to meet the increasing demand for AI and high-performance computing.
- Technical Milestone Achievement: Forge Nano recently announced that its ALD coating technology can uniformly cover structures with aspect ratios up to 1000:1, overcoming the limitations of conventional deposition techniques, which demonstrates its potential in advanced packaging and photonics, thereby solidifying its competitive edge in the market.
- Global Expansion Strategy: Forge Nano is building a production-ready ecosystem in Asia, focusing on local partnerships and service infrastructure to accelerate technology adoption and provide operational support necessary for long-term success, with plans to go public through a merger with Archimedes II in the second half of 2026.
- Surging Market Demand: Forge Nano plans to go public through a $1.6 billion merger with Archimedes Tech SPAC Partners II amid a surge in AI chip demand, as companies ramp up spending on data centers and high-performance computing, boosting orders for chip and equipment manufacturers.
- Significant Financing: The deal is expected to generate gross proceeds of up to $342 million, including $242 million held in the SPAC's trust account, providing Forge Nano with robust financial backing for its expansion plans.
- Strategic Investment Support: Backed by marquee investors such as Volkswagen, GM Ventures, and LG Technology Ventures, Forge Nano has also secured a $100 million grant from the U.S. Department of Energy, highlighting its strong potential in semiconductor tools and lithium-ion battery manufacturing.
- Future Growth Plans: Forge Nano intends to use the proceeds to scale U.S. manufacturing of semiconductor tools and lithium-ion batteries while supporting expansion into high-growth markets like pharmaceuticals, data centers, and quantum computing, with the SPAC deal expected to close in the second half of 2026.
- Significant Market Opportunity: Forge Nano's three-phase growth plan targets an estimated addressable market exceeding $359 billion by 2034, supported by a Tier-1 strategic battery partnership and a $100 million grant from the U.S. Department of Energy, highlighting its strong potential in critical industries.
- Technological Innovation and Patent Support: With over 200 patents, Forge Nano's Atomic Layer Deposition (ALD) technology has already been deployed in Spire Global satellites launched via SpaceX, further solidifying its leadership position in the semiconductor and battery markets.
- Capital Support and Transaction Valuation: The business combination implies a pre-money valuation of $1.2 billion, with approximately $182 million in committed capital raised from PIPE and Series D financing, ensuring the transaction's smooth execution and providing funding for future expansion.
- Strategic Investor Endorsement: Participation from strategic investors such as Volkswagen, Hanwha Aerospace, and LG Technology Ventures enhances Forge Nano's market credibility and supports its deepening role in the domestic battery supply chain.

Deal Overview: The deal includes non-transferable earnout entitlements for holders, which could prevent potential payments of up to $900 million in shares tied to three milestones.
Financial Implications: The structure of the deal is designed to limit financial liabilities associated with the earnout provisions, impacting the overall valuation and financial strategy.

Nanotechnology in Manufacturing: The article discusses the anticipated use of nanotechnology in U.S. manufacturing, particularly for semiconductor tools and lithium-ion batteries.
Impact on Semiconductor Industry: The integration of nanotechnology is expected to enhance the efficiency and capabilities of semiconductor manufacturing processes.
Advancements in Battery Technology: The application of nanotechnology is also projected to improve the performance and longevity of lithium-ion batteries.
Broader Implications for U.S. Economy: These advancements in manufacturing and technology are likely to have significant implications for the U.S. economy and its competitiveness in the global market.

Transaction Value: The transaction value for ForgeNano is approximately $1.2 billion on a pre-money, pre-merger basis.
Company Overview: ForgeNano specializes in advanced nanotechnology solutions, focusing on enhancing the performance of materials through innovative processes.






