The SEC exhibit filed June 25, 2026 by Archimedes Tech SPAC Partners II names a facility (Morrisville, North Carolina), a capacity (3 GWh/year), a manufacturing start (2028), an operational partner (Samsung SDI), a conditional procurement agreement, and a U.S. distribution arrangement for Samsung SDI cells. These terms appear in a securities filing subject to SEC anti-fraud provisions, within a SPAC registration context that carries heightened disclosure scrutiny and Rule 10b-5 liability post-reform. Officers certified them. Counsel reviewed them.
That distinction matters because the battery-defense space generates MOUs and partnership announcements at a rate that has no relationship to actual program formation. An SEC-filed exhibit occupies a categorically different evidence tier: the commercial structure it describes either exists or its absence exposes the filer to securities liability. The CEO's News & Observer interview (Samsung will train staff, help with equipment installation, provide access to formulations and supply chain) adds context. The SEC filing is the load-bearing artifact.
The filing establishes a real commercial pathway. It does not establish a defense pathway. The gap between those two states is what this assessment measures.
Defense Language in the Filing
The exhibit references "defense battery applications" twice, both in boilerplate company descriptions. The CEO quote mentions "domestic defense and other critical infrastructure customers." The facility description positions Morrisville as supporting "defense and industrial applications."
Every reference is forward-looking. The filing claims no existing DoD battery production contract, no QPL status, no Section 4865 compliance, no Section 842 compliance. Its own forward-looking statement disclaimer covers "strategy, future operations, prospects, plans, objectives, production facilities, and benefits of the transaction." Defense appears as a target market. Not a current revenue stream, not a contracted demand signal.
This is Tier 1 public data establishing defense aspiration. It is not evidence of defense demand. The strongest public artifact available for Samsung SDI's U.S. defense positioning describes where the company intends to sell, not where it has sold. A reader carrying this into a meeting needs that distinction stated cleanly.
The Procurement Record
Forge Nano's defense aspiration sits on a thin R&D foundation. USAspending records (searched July 17, 2026) show five DoD contract actions: a 2025 Army STTR for ALD-enabled silicon-based fast-charging lithium-ion cells ($204K), a 2024 Air Force SBIR Phase I for Li-S cathode coating ($180K), a 2022 Navy purchase order for an ALD fluidized bed system ($528K), and two older Navy SBIR/STTR awards from 2014–2015 totaling roughly $160K obligated. SBIR.gov shows 10 Phase I awards and 1 Phase II across all agencies. That is a 10% conversion rate against typical agency Phase I-to-Phase II rates of 40–50%. The pattern reads as early-stage exploration, not a technology portfolio progressing toward transition.
The Army STTR targets silicon anode cells. The Air Force work addresses cathode coatings for lithium-sulfur chemistry. The Navy fluidized bed system is manufacturing equipment. None is a production contract for battery cells. Total obligated DoD value across all five contracts: approximately $1.07M over eleven years. No production vehicle, no recurring procurement action, no defense battery delivery at any scale appears in Tier 1 public procurement databases (USAspending, SBIR.gov, SAM.gov, DIU; all searched as of July 17, 2026).
Tier 1 absence-of-evidence, treated accordingly: this does not prove no defense relationship exists in classified or pre-award channels. It establishes that none is visible where visible relationships appear.
Testing the Section 4865 Proof Stack
Section 4865 compliance requires five independent evidence layers. Each requires its own artifact. None substitutes for another. The Forge Nano/Samsung SDI pathway assessed against each:
Cell origin. The filing describes domestic manufacturing at Morrisville starting 2028. If cells are produced there, cell-origin documentation for domestic final assembly is plausible. The filing also describes Forge Nano as a U.S. distributor of Samsung SDI cells. Distribution of imported cells is a separate activity and does not satisfy cell-origin requirements. The filing does not distinguish which function would serve defense customers. These two activities, domestic cell production and import distribution, need to be tracked independently because they produce fundamentally different compliance artifacts.
FEOC technology-license status. This is the leg where Forge Nano's position is most concrete. The company claims 200+ patents and a proprietary ALD platform. The technology traces to CU Boulder faculty (ALD NanoSolutions, founded 2001, merged with Forge Nano in 2021) and an exclusive Argonne license for continuous ALD on powders. Patent assignments show U.S.-based inventors and institutions. No formal FEOC technology-license certification exists for any company; no public template or procedure has been published. But the provenance record points to domestically originated IP rather than FEOC-licensed technology. Editorial judgment, informed by tracking these pathways across the sector: the evidence trail here is materially cleaner than most.
95% non-FEOC functional-cell-component cost. This is the decisive gap, and it is nearly completely opaque. The SEC filing states Morrisville will leverage Samsung SDI's "manufacturing expertise and supply-chain pricing." The CEO interview says the first batteries will use "Samsung's recipe and supply chain." Neither source names cathode active material suppliers, anode material suppliers, separator suppliers, electrolyte suppliers, or current collector sources for Morrisville-produced cells. Neither provides cost-origin shares.
Samsung SDI's known U.S. material supply chain is StarPlus-specific: an L&F LFP cathode supply deal for ESS batteries at the Kokomo, Indiana JV. Whether those supply relationships extend to Morrisville is undisclosed. "Samsung's recipe and supply chain" could mean Samsung SDI's existing qualified suppliers, some of whom may source precursors from FEOC jurisdictions. CAM sourcing is the decisive variable in MACR compliance across every context I have tracked. It is also the variable most consistently absent from public disclosures. Without component-level cost-origin data, the 95% non-FEOC test cannot be assessed. It certainly cannot be satisfied.
FAT/QPL qualification. No public evidence of a Forge Nano or Samsung SDI defense battery qualification, QPL listing, or First Article Test exists in any searched database. QPL-32565 remains active with no publicly visible product rows. The Morrisville facility does not begin manufacturing until 2028. Qualification testing cannot have started for cells that do not yet exist.
Production volume. Pre-production. The 3 GWh/year capacity is a planning figure. No DoD production contract or volume commitment appears in the public record.
| Proof-Stack Leg | Status | Key Gap |
|---|---|---|
| Cell origin | Plausible but contingent | Filing conflates domestic manufacturing and import distribution; unclear which serves defense |
| FEOC technology license | Credible evidence trail | No formal certification process exists for any company |
| 95% non-FEOC component cost | Opaque | No CAM or material supplier disclosure for Morrisville cells |
| FAT/QPL qualification | No evidence | Pre-production; earliest plausible artifact 2029+ |
| Production volume | Pre-production | No DoD contract or volume commitment |
One leg has a credible public evidence trail. One is plausible but contingent on which cells serve which customers. Three have no public evidence behind them. The most consequential of the three, component cost origin, requires supply chain transparency that battery manufacturers treat as proprietary. That is not a temporary gap. It is a structural feature of how these companies operate.
StarPlus Is a Separate Pathway
Samsung SDI's other U.S. manufacturing presence is StarPlus Energy in Kokomo: a Stellantis JV, backed by a $7.54B DOE loan, targeting up to 67 GWh of EV and ESS cell production. StarPlus is a commercial automotive and energy storage operation. Morrisville is a 3 GWh facility with a different partner, different scale, and different stated market positioning. Defense language appears in the Forge Nano filing, not in any StarPlus disclosure.
Morrisville does not add incremental defense capacity to an existing Samsung SDI defense position. Samsung SDI has no existing defense position in the U.S. public record to add to.
Conversion Conditions
For this pathway to move from defense-adjacent commercial structure to actual defense demand, specific artifacts would need to appear. In rough order of significance:
A DoD production contract or OTA awarded to Forge Nano for battery cells. Not an SBIR. A production action with a quantity, a delivery schedule, and a CLIN for cells. SAM.gov is the primary watch point.
A QPL application or First Article Test for Morrisville-produced cells. This cannot happen before the facility produces cells. Given the 2028 manufacturing start, the earliest plausible QPL artifact is 2029 or later.
A Section 4865 or Section 842 compliance filing demonstrating the 95% non-FEOC functional-cell-component cost share. No public template or procedure for this filing exists as of July 2026.
An FEOC audit covering Samsung SDI's material supply chain for Morrisville cells. This requires Samsung SDI to disclose component-level sourcing at a granularity the company has not demonstrated willingness to provide publicly. It is the hardest artifact on this list to produce.
The 2028 manufacturing start aligns with the January 2028 Section 4865 deadline for new programs. That alignment deserves exactly the weight it carries: a date in a forward-looking statement coinciding with a statutory deadline. Forward-looking dates are easy to align with deadlines. The proof-stack framework exists precisely to distinguish timeline coincidence from compliance evidence. A passed FAT, a QPL listing, a cost-origin audit: these are compliance evidence. A date that coincides with a deadline satisfies zero of the five proof-stack legs. This inference is editorial judgment drawn from tracking these pathways across the sector, weighted accordingly.
Assessment
The SEC filing establishes a real commercial structure with legal weight. It does not establish a defense pathway. One of five Section 4865 proof-stack legs has a credible public evidence trail. The most consequential leg is opaque.
The filing does not change the Samsung SDI defense story as tracked in the Korea section. It adds a specific, legally filed commercial structure to Samsung SDI's U.S. presence that could, under conditions not yet visible in the public record, become a defense supply pathway. The distance between those two states is measured in production contracts, qualification milestones, and supply chain audits. Watch for the artifacts listed above. Until they appear, this is commercial structure with defense aspiration: filed at a level of specificity that makes it worth tracking, at a level of defense evidence that makes it premature to count.
- DFARS 4865 clause status: The statute required DFARS implementation within 180 days of enactment, but Federal Register and DFARS searches as of July 17, 2026 still show no published clause, waiver template, or rulemaking artifact for Section 4865.
- Section 805 as enforcement analog: DoW's June 30, 2026 launch of a public Section 805 compliance website with waiver procedures and phase-out plan requirements shows what visible enforcement infrastructure looks like when DoD operationalizes a supply-chain restriction, a template Section 4865 still lacks.
- 6T production gap persists: The Army's SBIR A254-P050 topic closed May 2026 targeting MIL-PRF-32565 technical gaps including thermal-runaway mitigation and wireless charging, but USAspending searches through July 17 returned no recurring 6T production contract awards.
- Blue List battery blind spot: DCMA's public Blue List endpoint now carries 69 UAV rows with platform and manufacturer fields but still exposes no battery supplier, cell chemistry, cost-origin, or Section 4865 status fields, meaning platform clearance and battery-origin compliance remain on separate, unlinked clocks.