Financing ·
Amends PIPE to issue $70.3M in pre-funded warrants instead of shares for Forge Nano merger
NANOForge Nano Holdings, Inc.
Archimedes Tech SPAC Partners II Co., Pubco, and Forge Nano amended their subscription agreement to convert 7,031,175 of the 10,000,000 subscribed PIPE shares into pre-funded warrants at an exercise price of $0.0001 per share. The remaining 2,968,825 shares will be issued as common stock alongside 15,000,000 PIPE warrants. This change reduces the immediate equity dilution from the private placement while maintaining the aggregate purchase price of $100 million. Concurrently, the Sponsor waived transfer restrictions on 3,000,000 ordinary shares to be transferred to the Investor. The transaction is part of the proposed business combination between ATII and Forge Nano, a manufacturer of nanoscale materials for industrial applications.