MergerApr 30, 2026, 06:23 AM
ATII to Merge with Forge Nano; $1.2B Pre-Money Valuation
AI Summary
Archimedes Tech SPAC Partners II Co. (ATII) announced a business combination with Forge Nano, a company specializing in atomic-scale material surface engineering. The transaction values Forge Nano at a $1.2 billion pre-money valuation and is expected to provide approximately $317 million in net cash at closing, which will fund expansion of semiconductor tool and battery manufacturing capacity. The combined entity is projected to have an enterprise value of $1.6 billion, with existing Forge Nano shareholders retaining 75% ownership. The deal includes a performance earnout of up to $900 million across three tiers, active for five years post-closing.
Key Highlights
- Forge Nano to merge with Archimedes Tech SPAC Partners II Co. (ATII), expected to close in Q3 2026.
- Forge Nano is expected to receive approximately $317 million in net cash at closing.
- The transaction values Forge Nano at a $1.2 billion pre-money valuation.
- Upon merger completion, Forge Nano's enterprise value is expected to be approximately $1.6 billion.
- Existing Forge Nano shareholders will retain roughly 75% ownership, rolling over 100% of their holdings.
- A performance earnout of up to $900 million is structured across three tiers ($15, $20, $25 per share or revenue targets).
- Forge Nano targets 129% compound annual growth through 2027, driven by semiconductor tools and battery materials.
- The company received a $100 million DOE grant for a 3 GWh lithium-ion production facility in North Carolina.
Price Impact
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