{"success":true,"data":{"pressRelease":{"id":"71425","rtpr_id":"nGNE6yQ403","ticker":"ATII","exchange":"NASDAQ","all_tickers":["ATII"],"title":"Archimedes Tech SPAC Partners II Co. Announces Filing of Amendment to Registration Statement on Form S-4 with the SEC","author":"Globe Newswire","published_at":"2026-06-23T21:05:00.301Z","article_body":"CLAYMONT, Del., June 23, 2026 (GLOBE NEWSWIRE) -- Archimedes Tech SPAC\nPartners II Co. (Nasdaq: ATII), a publicly traded special purpose acquisition\ncompany (“ATII” or “Archimedes II”), today announced the filing with\nthe U.S. Securities and Exchange Commission (the “SEC”), on June 22, 2026,\nof an amendment to the registration statement on Form S-4 (File No.:\n333-295563) (as may be amended from time to time, the “Registration\nStatement”) previously filed in connection with the previously announced\nproposed business combination with Forge Nano, Inc. (“Forge Nano”). The\nRegistration Statement includes a preliminary proxy statement/prospectus and\nhas not yet been declared effective. The Registration Statement was filed by\nATII Holdings Inc. (CIK 0002101833), ATII’s wholly-owned subsidiary\n(“Pubco”), and Forge Nano (CIK 0001719324) and is available free of charge\nat the SEC’s web site at www.sec.gov.\n\nABOUT FORGE NANO\n\nForge Nano is a leading U.S. based semiconductor equipment and advanced\nmaterials company pioneering Atomic Layer Deposition (“ALD”) technology\nfor AI-era chip manufacturing and defense battery applications via its\nplatform technology, Atomic Armor™. Atomic Armor™ is a scalable, adaptable\nnano-scale coating system that strengthens America’s most critical systems -\nat the atomic level. The superior surface coatings produced by Forge Nano’s\nAtomic Armor™ process allows partners to unlock peak performance. Learn more\nat https://www.forgenano.com.\n\nABOUT ARCHIMEDES II\n\nArchimedes II is a Cayman Islands exempted company led by Chairman Eric R.\nBall and CEO Long Long and is comprised of technology investors, corporate\nfinance veterans, engineers and SPAC specialists. ATII was formed as a special\npurpose acquisition company, or SPAC, for the purpose of effecting a merger\nwith one or more businesses in the technology industry. Archimedes II\ncompleted its $230 million IPO in February 2025, and its units, ordinary\nshares and warrants currently trade on the NASDAQ under the ticker symbols\n“ATIIU,” “ATII” and “ATIIW,” respectively. The team’s prior\nSPAC, Archimedes Tech SPAC Partners Co., successfully closed its merger with\nSoundHound AI, Inc. in April 2022. Learn more at\nhttps://www.archimedesspac2.com.\n\nIMPORTANT INFORMATION AND WHERE TO FIND IT\n\nIn connection with the proposed business combination, Pubco and Forge Nano\nhave filed documents with the SEC, including the Registration Statement, which\nincludes a proxy statement/prospectus of ATII, relating to the proposed\nbusiness combination. The Registration Statement will be mailed to ATII’s\nshareholders in connection with the proposed business combination. BEFORE\nMAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ\nTHE REGISTRATION STATEMENT AND ANY OTHER DOCUMENTS FILED OR TO BE FILED WITH\nTHE SEC IN CONNECTION WITH THE PROPOSED BUSINESS COMBINATION OR INCORPORATED\nBY REFERENCE IN THE REGISTRATION STATEMENT BECAUSE THEY CONTAIN IMPORTANT\nINFORMATION ABOUT THE PROPOSED BUSINESS COMBINATION. Any vote in respect of\nresolutions to be proposed at ATII’s extraordinary general meeting to\napprove the proposed business combination or other responses in relation to\nthe proposed transaction should be made only on the basis of the information\ncontained in the Registration Statement. Investors and security holders may\nobtain free copies of these documents (as they become available) and other\nrelated documents filed with the SEC at the SEC’s website at www.sec.gov or\nby directing a request to: Archimedes Tech SPAC Partners II Co., 2093\nPhiladelphia Pike #1968, Claymont, DE 19703.\n\nPARTICIPANTS IN THE SOLICITATION\n\nEach of ATII, Pubco, Forge Nano and their respective directors, executive\nofficers and other members of management and employees, under SEC rules, may\nbe deemed to be “participants” in the solicitation of proxies from\nshareholders of ATII in favor of the proposed business combination.\nInformation about ATII’s directors and officers is set forth in ATII’s\nAnnual Report on Form 10-K for the fiscal year ended December 31, 2025, which\nwas filed with the SEC on March 4, 2026 and ATII’s other filings with the\nSEC. Additional information concerning the interests of ATII’s participants\nin the solicitation, which may, in some cases, be different than those of\nATII’s shareholders generally, are set forth in the Registration Statement\nrelating to the proposed business combination. These documents are available\nfree of charge at the SEC’s web site at www.sec.gov.\n\nNO OFFER OR SOLICITATION\n\nThis communication is for information purposes only and is not intended to and\ndoes not constitute, or form part of, an offer, invitation or the solicitation\nof an offer or invitation to purchase, otherwise acquire, subscribe for, sell\nor otherwise dispose of any securities, or the solicitation of any vote or\napproval in any jurisdiction, pursuant to the proposed business combination or\notherwise, nor shall there be any sale, issuance or transfer of securities in\nany jurisdiction in contravention of applicable law. No offer of securities\nshall be made except by means of a prospectus meeting the requirements of\nSection 10 of the Securities Act.\n\nFORWARD LOOKING STATEMENTS\n\nThis communication includes forward-looking information about, among other\ntopics, the proposed business combination. All statements, other than\nstatements of present or historical fact included in this communication\nregarding the proposed business combination, ATII’s, Pubco’s and Forge\nNano’s ability to consummate the proposed business combination, the benefits\nof the proposed business combination and the combined company’s future\nfinancial performance, as well as the combined company’s strategy, future\noperations, estimated financial position, estimated revenues and losses,\nprojected costs, prospects, plans and objectives of management are\nforward-looking statements. When used in this communication, the words\n“could,” “should,” “will,” “may,” “believe,”\n“anticipate,” “intend,” “estimate,” “expect,” “project,”\nthe negative of such terms and other similar expressions are intended to\nidentify forward-looking statements, although not all forward-looking\nstatements contain such identifying words. These forward-looking statements\nare based on the current expectations and assumptions of ATII’s, Pubco’s\nand Forge Nano’s management about future events and are based on currently\navailable information as to the outcome and timing of future events. Except as\notherwise required by applicable law, ATII, Pubco and Forge Nano disclaim any\nduty to update any forward-looking statements, all of which are expressly\nqualified by the statements in this section, to reflect events or\ncircumstances after the date of this communication.\n\nATII, Pubco and Forge Nano caution you that these forward-looking statements\nare subject to numerous risks and uncertainties, most of which are difficult\nto predict and many of which are beyond the control of ATII, Pubco or Forge\nNano. Risks and uncertainties include, among other things: (i) risks related\nto the occurrence of any event, change or other circumstances that could delay\nthe business combination or give rise to the termination of the agreements\nrelated thereto; (ii) risks related to the outcome of any legal proceedings\nthat may be instituted against ATII, Pubco or Forge Nano following\nannouncement of the transactions; (iii) risks related to the inability to\ncomplete the proposed business combination due to the failure to obtain\napproval of the shareholders of ATII, Pubco and Forge Nano, or other\nconditions to closing in the definitive agreement for the business\ncombination; (iv) the risk that the proposed business combination disrupts\nATII’s, Pubco’s or Forge Nano’s current plans and operations as a result\nof the announcement of the transactions; (v) risks related to Forge Nano’s\nability to realize the anticipated benefits of the proposed business\ncombination, which may be affected by, among other things, competition and the\nability of Forge Nano to grow and manage growth profitably following the\nproposed business combination; (vi) risks related to costs related to the\nproposed business combination; (vii) risks related to changes in applicable\nlaws or regulations; (viii) risks related to Forge Nano’s ability to\nsuccessfully develop and deploy new technologies to address the needs of its\ncustomers; (ix) risks related to the effects of competition on Forge Nano’s\nbusiness, financial condition and results of operations; (x) risks related to\nthe availability and cost of the raw materials necessary for the production of\nForge Nano’s products; (xi) risks related to Forge Nano’s ability to meet\nthe specifications and requirements of its customers or adequately provide\nthem with effective support and services; (xii) risks related to delays in the\nconstruction and operation of production facilities; (xiii) risks related to\nintellectual property infringement, data protection, and other losses; (xiv)\nrisks related to the amount of redemption requests made by ATII’s public\nshareholders; (xv) risks related to Forge Nano’s ability to operate\neffectively as a public company, including its ability to implement controls\nand procedures required for public companies following the business\ncombination; (xvi) risks related to changes in domestic and foreign business,\nmarket, financial, political and legal conditions; (xvii) risks related to the\npossibility that ATII, Pubco or Forge Nano may be adversely affected by other\neconomic, business, and/or competitive factors; and (xviii) other risks\ndiscussed in ATII’s Annual Report on Form 10-K and that are presented in the\nRegistration Statement. There may be additional risks that ATII, Pubco or\nForge Nano presently do not know or that ATII, Pubco or Forge Nano currently\nbelieve are immaterial that could also cause actual results to differ from\nthose contained in the forward-looking statements. Should one or more of the\nrisks or uncertainties described in this communication, or should underlying\nassumptions prove incorrect, actual results and plans could differ materially\nfrom those expressed or implied in any forward-looking statements. Additional\ninformation concerning these and other factors that may impact the operations\nand projections discussed herein can be found in ATII’s periodic filings\nwith the SEC, including ATII’s Annual Report on Form 10-K, and the\nRegistration Statement. These SEC filings are available free of charge on the\nSEC’s website at www.sec.gov.\n\nYou should carefully consider the foregoing factors and the other risks and\nuncertainties that affect the businesses of ATII, Pubco and Forge Nano\ndescribed in the “Risk Factors” and “Forward-Looking Statements”\nsections of the Registration Statement and other documents filed or to be\nfiled by any of them from time to time with the SEC, all of which are\navailable at www.sec.gov. These filings identify and address other important\nrisks and uncertainties that could cause actual events and results to differ\nmaterially from those contained in the forward-looking statements.\nForward-looking statements speak only as of the date they are made. Readers\nare cautioned not to put undue reliance on forward-looking statements, and\nATII, Pubco and Forge Nano assume no obligation to, and do not intend to,\nupdate or revise these forward-looking statements, whether as a result of new\ninformation, future events, or otherwise, unless required by law. None of\nATII, Pubco or Forge Nano gives any assurance that it will achieve its\nexpectations.\n\nContact Information\n\nLong Long\nChief Executive Officer\nArchimedes Tech SPAC Partners II Co.\n(725) 312-2430","article_body_html":"","raw_payload":{"data":{"id":"nGNE6yQ403","title":"Archimedes Tech SPAC Partners II Co. Announces Filing of Amendment to Registration Statement on Form S-4 with the SEC","author":"Globe Newswire","ticker":"ATII","created":"2026-06-23T21:05:00.301Z","tickers":["ATII"],"exchange":"NASDAQ","article_body":"CLAYMONT, Del., June 23, 2026 (GLOBE NEWSWIRE) -- Archimedes Tech SPAC\nPartners II Co. (Nasdaq: ATII), a publicly traded special purpose acquisition\ncompany (“ATII” or “Archimedes II”), today announced the filing with\nthe U.S. Securities and Exchange Commission (the “SEC”), on June 22, 2026,\nof an amendment to the registration statement on Form S-4 (File No.:\n333-295563) (as may be amended from time to time, the “Registration\nStatement”) previously filed in connection with the previously announced\nproposed business combination with Forge Nano, Inc. (“Forge Nano”). The\nRegistration Statement includes a preliminary proxy statement/prospectus and\nhas not yet been declared effective. The Registration Statement was filed by\nATII Holdings Inc. (CIK 0002101833), ATII’s wholly-owned subsidiary\n(“Pubco”), and Forge Nano (CIK 0001719324) and is available free of charge\nat the SEC’s web site at www.sec.gov.\n\nABOUT FORGE NANO\n\nForge Nano is a leading U.S. based semiconductor equipment and advanced\nmaterials company pioneering Atomic Layer Deposition (“ALD”) technology\nfor AI-era chip manufacturing and defense battery applications via its\nplatform technology, Atomic Armor™. Atomic Armor™ is a scalable, adaptable\nnano-scale coating system that strengthens America’s most critical systems -\nat the atomic level. The superior surface coatings produced by Forge Nano’s\nAtomic Armor™ process allows partners to unlock peak performance. Learn more\nat https://www.forgenano.com.\n\nABOUT ARCHIMEDES II\n\nArchimedes II is a Cayman Islands exempted company led by Chairman Eric R.\nBall and CEO Long Long and is comprised of technology investors, corporate\nfinance veterans, engineers and SPAC specialists. ATII was formed as a special\npurpose acquisition company, or SPAC, for the purpose of effecting a merger\nwith one or more businesses in the technology industry. Archimedes II\ncompleted its $230 million IPO in February 2025, and its units, ordinary\nshares and warrants currently trade on the NASDAQ under the ticker symbols\n“ATIIU,” “ATII” and “ATIIW,” respectively. The team’s prior\nSPAC, Archimedes Tech SPAC Partners Co., successfully closed its merger with\nSoundHound AI, Inc. in April 2022. Learn more at\nhttps://www.archimedesspac2.com.\n\nIMPORTANT INFORMATION AND WHERE TO FIND IT\n\nIn connection with the proposed business combination, Pubco and Forge Nano\nhave filed documents with the SEC, including the Registration Statement, which\nincludes a proxy statement/prospectus of ATII, relating to the proposed\nbusiness combination. The Registration Statement will be mailed to ATII’s\nshareholders in connection with the proposed business combination. BEFORE\nMAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ\nTHE REGISTRATION STATEMENT AND ANY OTHER DOCUMENTS FILED OR TO BE FILED WITH\nTHE SEC IN CONNECTION WITH THE PROPOSED BUSINESS COMBINATION OR INCORPORATED\nBY REFERENCE IN THE REGISTRATION STATEMENT BECAUSE THEY CONTAIN IMPORTANT\nINFORMATION ABOUT THE PROPOSED BUSINESS COMBINATION. Any vote in respect of\nresolutions to be proposed at ATII’s extraordinary general meeting to\napprove the proposed business combination or other responses in relation to\nthe proposed transaction should be made only on the basis of the information\ncontained in the Registration Statement. Investors and security holders may\nobtain free copies of these documents (as they become available) and other\nrelated documents filed with the SEC at the SEC’s website at www.sec.gov or\nby directing a request to: Archimedes Tech SPAC Partners II Co., 2093\nPhiladelphia Pike #1968, Claymont, DE 19703.\n\nPARTICIPANTS IN THE SOLICITATION\n\nEach of ATII, Pubco, Forge Nano and their respective directors, executive\nofficers and other members of management and employees, under SEC rules, may\nbe deemed to be “participants” in the solicitation of proxies from\nshareholders of ATII in favor of the proposed business combination.\nInformation about ATII’s directors and officers is set forth in ATII’s\nAnnual Report on Form 10-K for the fiscal year ended December 31, 2025, which\nwas filed with the SEC on March 4, 2026 and ATII’s other filings with the\nSEC. Additional information concerning the interests of ATII’s participants\nin the solicitation, which may, in some cases, be different than those of\nATII’s shareholders generally, are set forth in the Registration Statement\nrelating to the proposed business combination. These documents are available\nfree of charge at the SEC’s web site at www.sec.gov.\n\nNO OFFER OR SOLICITATION\n\nThis communication is for information purposes only and is not intended to and\ndoes not constitute, or form part of, an offer, invitation or the solicitation\nof an offer or invitation to purchase, otherwise acquire, subscribe for, sell\nor otherwise dispose of any securities, or the solicitation of any vote or\napproval in any jurisdiction, pursuant to the proposed business combination or\notherwise, nor shall there be any sale, issuance or transfer of securities in\nany jurisdiction in contravention of applicable law. No offer of securities\nshall be made except by means of a prospectus meeting the requirements of\nSection 10 of the Securities Act.\n\nFORWARD LOOKING STATEMENTS\n\nThis communication includes forward-looking information about, among other\ntopics, the proposed business combination. All statements, other than\nstatements of present or historical fact included in this communication\nregarding the proposed business combination, ATII’s, Pubco’s and Forge\nNano’s ability to consummate the proposed business combination, the benefits\nof the proposed business combination and the combined company’s future\nfinancial performance, as well as the combined company’s strategy, future\noperations, estimated financial position, estimated revenues and losses,\nprojected costs, prospects, plans and objectives of management are\nforward-looking statements. When used in this communication, the words\n“could,” “should,” “will,” “may,” “believe,”\n“anticipate,” “intend,” “estimate,” “expect,” “project,”\nthe negative of such terms and other similar expressions are intended to\nidentify forward-looking statements, although not all forward-looking\nstatements contain such identifying words. These forward-looking statements\nare based on the current expectations and assumptions of ATII’s, Pubco’s\nand Forge Nano’s management about future events and are based on currently\navailable information as to the outcome and timing of future events. Except as\notherwise required by applicable law, ATII, Pubco and Forge Nano disclaim any\nduty to update any forward-looking statements, all of which are expressly\nqualified by the statements in this section, to reflect events or\ncircumstances after the date of this communication.\n\nATII, Pubco and Forge Nano caution you that these forward-looking statements\nare subject to numerous risks and uncertainties, most of which are difficult\nto predict and many of which are beyond the control of ATII, Pubco or Forge\nNano. Risks and uncertainties include, among other things: (i) risks related\nto the occurrence of any event, change or other circumstances that could delay\nthe business combination or give rise to the termination of the agreements\nrelated thereto; (ii) risks related to the outcome of any legal proceedings\nthat may be instituted against ATII, Pubco or Forge Nano following\nannouncement of the transactions; (iii) risks related to the inability to\ncomplete the proposed business combination due to the failure to obtain\napproval of the shareholders of ATII, Pubco and Forge Nano, or other\nconditions to closing in the definitive agreement for the business\ncombination; (iv) the risk that the proposed business combination disrupts\nATII’s, Pubco’s or Forge Nano’s current plans and operations as a result\nof the announcement of the transactions; (v) risks related to Forge Nano’s\nability to realize the anticipated benefits of the proposed business\ncombination, which may be affected by, among other things, competition and the\nability of Forge Nano to grow and manage growth profitably following the\nproposed business combination; (vi) risks related to costs related to the\nproposed business combination; (vii) risks related to changes in applicable\nlaws or regulations; (viii) risks related to Forge Nano’s ability to\nsuccessfully develop and deploy new technologies to address the needs of its\ncustomers; (ix) risks related to the effects of competition on Forge Nano’s\nbusiness, financial condition and results of operations; (x) risks related to\nthe availability and cost of the raw materials necessary for the production of\nForge Nano’s products; (xi) risks related to Forge Nano’s ability to meet\nthe specifications and requirements of its customers or adequately provide\nthem with effective support and services; (xii) risks related to delays in the\nconstruction and operation of production facilities; (xiii) risks related to\nintellectual property infringement, data protection, and other losses; (xiv)\nrisks related to the amount of redemption requests made by ATII’s public\nshareholders; (xv) risks related to Forge Nano’s ability to operate\neffectively as a public company, including its ability to implement controls\nand procedures required for public companies following the business\ncombination; (xvi) risks related to changes in domestic and foreign business,\nmarket, financial, political and legal conditions; (xvii) risks related to the\npossibility that ATII, Pubco or Forge Nano may be adversely affected by other\neconomic, business, and/or competitive factors; and (xviii) other risks\ndiscussed in ATII’s Annual Report on Form 10-K and that are presented in the\nRegistration Statement. There may be additional risks that ATII, Pubco or\nForge Nano presently do not know or that ATII, Pubco or Forge Nano currently\nbelieve are immaterial that could also cause actual results to differ from\nthose contained in the forward-looking statements. Should one or more of the\nrisks or uncertainties described in this communication, or should underlying\nassumptions prove incorrect, actual results and plans could differ materially\nfrom those expressed or implied in any forward-looking statements. Additional\ninformation concerning these and other factors that may impact the operations\nand projections discussed herein can be found in ATII’s periodic filings\nwith the SEC, including ATII’s Annual Report on Form 10-K, and the\nRegistration Statement. These SEC filings are available free of charge on the\nSEC’s website at www.sec.gov.\n\nYou should carefully consider the foregoing factors and the other risks and\nuncertainties that affect the businesses of ATII, Pubco and Forge Nano\ndescribed in the “Risk Factors” and “Forward-Looking Statements”\nsections of the Registration Statement and other documents filed or to be\nfiled by any of them from time to time with the SEC, all of which are\navailable at www.sec.gov. These filings identify and address other important\nrisks and uncertainties that could cause actual events and results to differ\nmaterially from those contained in the forward-looking statements.\nForward-looking statements speak only as of the date they are made. Readers\nare cautioned not to put undue reliance on forward-looking statements, and\nATII, Pubco and Forge Nano assume no obligation to, and do not intend to,\nupdate or revise these forward-looking statements, whether as a result of new\ninformation, future events, or otherwise, unless required by law. None of\nATII, Pubco or Forge Nano gives any assurance that it will achieve its\nexpectations.\n\nContact Information\n\nLong Long\nChief Executive Officer\nArchimedes Tech SPAC Partners II Co.\n(725) 312-2430"},"type":"article","timestamp":"2026-06-23T21:05:00.432606185Z","server_sent_at_ms":1782248700432},"received_at":"2026-06-23T21:05:00.518Z","source_url":null},"analysis":{"id":"60813","press_release_id":"71425","analysis_json":{"industry":null,"redFlags":[],"eventType":"regulatory","narrative":"Archimedes Tech SPAC Partners II Co. filed an amendment to its Form S-4 registration statement with the SEC regarding its proposed business combination with Forge Nano.\n\nThe Registration Statement includes a preliminary proxy statement/prospectus but has not yet been declared effective by the SEC.\n\nForge Nano is a semiconductor equipment company specializing in Atomic Layer Deposition technology for AI-era chip manufacturing and defense battery applications.","sentiment":"neutral","agentHooks":{"shouldPost":false,"suggestedAngle":"Routine S-4 amendment filed for pending merger with Forge Nano; no material new information."},"keyFigures":null,"quotedText":"","namedEntities":{"people":[{"name":"Eric R. 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