Archimedes Tech SPAC Partners II Co(ATII) - 2025 Q4 - Annual Report

IPO and Financial Proceeds - The company completed its Initial Public Offering (IPO) on February 12, 2025, raising gross proceeds of $230 million from the sale of 23 million Units, including an over-allotment option of 3 million Units [90][101]. - A total of $231.15 million from the IPO and private placement was placed in a trust account for the benefit of public shareholders, with funds to be used for an initial business combination [92][105]. - The company incurred transaction costs of $13,175,520 related to the IPO, including $4.6 million in cash underwriting fees and $8.05 million in deferred underwriting fees [102]. Financial Performance - For the year ended December 31, 2025, the company reported a net income of $7,986,738, primarily from interest earned on cash held in the trust account [99]. - The company generated non-operating income from interest on demand deposits held in the trust account, with no operating revenues expected until after the initial business combination [98]. Cash and Debt Position - As of December 31, 2025, the company had cash held in the trust account of $239,860,969, invested in U.S. government treasury obligations or money market funds [105]. - The company has no long-term debt or off-balance sheet arrangements as of December 31, 2025, and has a contractual obligation to pay the sponsor a monthly fee of $10,000 [109][111]. Business Strategy and Timeline - The company intends to focus its search for business combination targets in the technology industry, particularly in artificial intelligence, cloud services, and automotive technology sectors [89]. - The company has up to 21 months from the IPO closing to complete an initial business combination, with a mandatory liquidation date set for November 12, 2026, if not completed [94][108]. - The company may incur significant costs in pursuing acquisition plans and cannot assure the success of completing a business combination [87]. Accounting and Risk Disclosures - As of December 31, 2025, the company did not have any critical accounting estimates to disclose [113]. - The company adopted ASU 2020-06 on June 7, 2024, with no effect on the presented financial statements [114]. - The company adopted ASU 2023-07 on December 31, 2025, which requires additional disclosures on segment expenses and performance measures [115]. - As of December 31, 2025, the company was not subject to any market or interest rate risk, with investments in U.S. government treasury obligations [117].