Exhibit 99.2

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

(ACQUISITION OF HzO)

Defined terms included below shall have the same meaning as terms defined and included in the definitive proxy statement/prospectus of Forge Nano Holdings, Inc. (formerly ATII Holdings, Inc.), dated September 22, 2026, filed with the U.S. Securities and Exchange Commission (the “SEC”) on September 24, 2026, which forms a part of the registration statement on Form S-4 (File No. 333-295563) under the Securities Act of 1933, as amended, initially filed with the SEC on May 5, 2026 and declared effective by the SEC on September 22, 2026.

The following unaudited pro forma condensed combined financial information (acquisition of HzO) presents the consolidated balance sheet and statements of operations of the previously presented pro forma combined company, after giving effect to the acquisition of HzO pursuant to the term sheet dated February 24, 2026, between Forge Nano, Inc. and HzO, Inc. The unaudited pro forma condensed combined financial information (acquisition of HzO) is derived from and should be read in conjunction with:

the unaudited pro forma condensed combined financial statements as of and for the six months ended June 30, 2026, included in the Proxy Statement/Prospectus and incorporated herein by reference;

the unaudited pro forma condensed combined financial statements for the year ended December 31, 2025, included in the Proxy Statement/Prospectus and incorporated herein by reference;

HzO’s unaudited consolidated financial statements as of and for the six months ended June 30, 2026, included in the Proxy Statement/Prospectus and incorporated herein by reference; and

HzO’s audited consolidated financial statements for the year ended December 31, 2025, included in the Proxy Statement/Prospectus and incorporated herein by reference.

The accompanying unaudited pro forma condensed combined financial information (acquisition of HzO) has been prepared in accordance with Article 11 of Regulation S-X and reflects the impact of the probable acquisition of HzO on the previously presented pro forma combined financial information.

The unaudited pro forma condensed combined balance sheet (acquisition of HzO) and the unaudited pro forma condensed combined statements of operations (acquisition of HzO), referred to collectively as the unaudited pro forma condensed combined financial information (acquisition of HzO), were prepared using the acquisition method of accounting for the acquisition of HzO. Under this method of accounting, which is in accordance with Accounting Standards Codification 805 — Business Combinations (“ASC 805”) under generally accepted accounting principles in the United States (“U.S. GAAP”), Forge Nano is the accounting acquirer of HzO and the purchase price for HzO is allocated to the underlying assets acquired and liabilities assumed based on their respective fair values, with any excess purchase price allocated to goodwill.

The unaudited pro forma condensed combined balance sheet (acquisition of HzO) reflects the estimated effects of the acquisition of HzO as if it had been completed on June 30, 2026, and the unaudited pro forma condensed combined statements of operations (acquisition of HzO) reflect the estimated effects of the acquisition of HzO as if it had been completed on January 1, 2025.

The unaudited pro forma condensed combined financial information (acquisition of HzO) has been presented for informational purposes only and is not necessarily indicative of what the combined financial position or results of operations would have been had the acquisition of HzO been completed as of the date indicated. In addition, the unaudited pro forma condensed combined financial information (acquisition of HzO) does not purport to project the future financial position or operating results of the combined company.

The unaudited pro forma condensed combined financial information (acquisition of HzO) contains adjustments that are preliminary and may be revised. There can be no assurance that such revisions will not result in material changes to the information presented in the unaudited condensed combined pro forma financial information (acquisition of HzO). The assumptions underlying the pro forma adjustments are described in greater detail in the accompanying notes to the unaudited pro forma condensed combined financial information (acquisition of HzO).

Additional information about the basis of presentation of this information is provided in “Note 2. Basis of Presentation” hereto.

UNAUDITED PRO FORMA CONDENSED COMBINED BALANCE SHEET
ACQUISITION OF HzO
JUNE 30, 2026
(in thousands, except share and per share data)

	Existing Pro Forma Combined			HzO (Historical)			Transaction Accounting Adjustments				Updated Pro Forma Combined
Assets
Current assets
Cash and cash equivalents	$	140,717		$	2,436		$	—			$	143,153
Restricted cash and cash equivalents		1,026			—			—				1,026
Accounts receivable - net of allowance for credit losses		1,622			1,405			—				3,027
Contract assets - unbilled accounts receivable		6,822			—			—				6,822
Inventory		4,515			924			—				5,439
Prepaid expenses and other current assets		4,549			568			—				5,117
Total Current Assets		159,251			5,333							164,584
Property and equipment - net		23,962			2,749			5,267		(B)		31,978
Goodwill		3,124			8,079			11,372		(B)		22,575
Intangible asset - net		1,487			970			26,230		(B)		28,687
Restricted cash and cash equivalents		56			—			—				56
Right-of-use operating lease assets		65,270			2,335			—				67,605
Non-marketable equity securities		—			15,000			(15,000	)	(A)		—
Other assets		—			424			—				424
Deposits		2,993			—			—				2,993
Total Assets	$	256,143		$	34,890		$	27,869			$	318,902

Liabilities and Stockholders’ Deficit
Current liabilities
Accounts payable	$	3,638		$	1,035		$	200		(C)	$	4,873
Current portion of operating lease liabilities		1,151			990			—				2,141
Contract liabilities - deferred revenue		3,526			398			—				3,924
Provision for loss on contract		752			—			—				752
Accrued and other current liabilities		6,432			1,527			—				7,959
Current portion of debt – net of discount		10,488			—			—				10,488
Unfavorable leasehold interest		—			—			74		(B)		74
Current portion of notes payable		—			23							23
Embedded derivative liability		—			50,881			(50,881	)	(A)		—
Convertible promissory notes, net of discount		—			15,255			(15,255	)	(A)		—
Warrant liability		—			2,067			(2,067	)	(A)		—
Total Current Liabilities		25,987			72,176			(67,929	)			30,234
Operating lease liabilities		64,864			1,555			—				66,419
Due to Sundew Technologies, LLC		2,809			—			—				2,809
Warrant liabilities		143,174			—			—				143,174
Other liabilities		—			141			—				141
Long-term notes payable, net of current portion		—			2,016			(2,000	)	(B)		16
Earn-out Shares liability		704,453			—			—				704,453

Total Liabilities		941,287			75,888			(69,929	)			947,246

Stockholders’ Deficit
Pubco Common Stock		13			—			1		(B)		14
Convertible preferred stock, $0.001 par value, 49,086,791,753 shares authorized; 28,014,564,020 shares issued and outstanding		—			28,015			(28,015	)	(B)		—
Common stock, $0.001 par value, 33,588,600,000 shares authorized; 44,824,953 shares issued and outstanding		—			45			(45	)	(B)		—
Additional paid-in capital		—			291,374			83,203		(A)		56,999
								(317,578	)	(B)
Accumulated deficit		(685,157	)		(361,111	)		361,111		(B)		(685,357	)
								200		(C)
Other comprehensive income		—			679			(679	)	(B)		—
Total Stockholders’ Deficit		(655,144	)		(40,998	)		97,798				(628,344	)
Total Liabilities and Stockholders’ Deficit	$	256,143			34,890			27,869				318,902

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS
ACQUISITION OF HzO
FOR THE SIX MONTHS ENDED JUNE 30, 2026
(in thousands, except share and per share data)

	Existing Pro Forma Combined			HzO (Historical)			Transaction Accounting Adjustments				Updated Pro Forma Combined
Net Sales
Tool manufacturing and related services	$	3,136		$	—		$	—			$	3,136
Coating services		614			—			—				614
Battery manufacturing		351			—			—				351
Revenue - HzO		—			3,400			—				3,400
Total Net Sales		4,101			3,400			—				7,501
Cost of Sales
Tool manufacturing and related services		4,394			—			—				4,394
Coating services		2,666			—			—				2,666
Battery manufacturing		139			—			—				139
Cost of revenue - HzO		—			3,436			—				3,436
Total Cost of Sales		7,199			3,436			—				10,635
Gross loss		(3,098	)		(36	)		—				(3,134	)
Operating Expenses
General and administrative expenses		22,042			4,286			508		(AA)		28,656
								1,820		(BB)
Sales and marketing		—			699			—				699
Research and development		—			408			—				408
Total operating expenses		22,042			5,393			2,328				29,763
Operating Loss		(25,140	)		(5,429	)		(2,328	)			(32,897	)
Other income (expense)
Interest earned on cash in bank account		19			—			—				19
Interest income		220			—			—				220
Grant income		1,819			—			—				1,819
Other income (expense)		70			(257	)		—				(187	)
Interest expense, change in fair value, and amortization of debt discount		(10,866	)		(4,753	)		—				(15,619	)
Foreign currency gain		—			754			—				754
Embedded derivative loss		—			(43,425	)		43,425		(EE)		—
Other expense		(19	)		—			—				(19	)
Total other expense, net		(8,757	)		(47,681	)		43,425				(13,013	)

Loss before provision for income taxes		(33,897	)		(53,110	)		41,097				(45,910	)
Provision for income taxes		—			70			(70	)	(CC)		—
Net loss	$	(33,897	)	$	(53,180	)	$	41,167			$	(45,910	)

Weighted average number of shares outstanding, basic and diluted issued and outstanding												134,155,585
Net loss per share, basic and diluted												(0.34	)

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS
ACQUISITION OF HzO
FOR THE YEAR ENDED DECEMBER 31, 2025
(in thousands, except share and per share data)

	Existing Pro Forma Combined			HzO (Historical)			Transaction Accounting Adjustments				Updated Pro Forma Combined
Net Sales
Tool manufacturing and related services	$	4,625		$	—		$	—			$	4,625
Coating services		1,429			—			—				1,429
Battery manufacturing		1,334			—			—				1,334
Revenue - HzO		—			4,842			—				4,842
Total Net Sales		7,388			4,842			—				12,230
Cost of Sales
Tool manufacturing and related services		6,239			—			—				6,239
Coating services		3,921			—			—				3,921
Battery manufacturing		1,085			—			—				1,085
Cost of revenue - HzO		—			6,379			—				6,379
Total Cost of Sales		11,245			6,379			—				17,624
Gross loss		(3,857	)		(1,537	)		—				(5,394	)
Operating Expenses
General and administrative expenses		42,981			8,706			532		(AA)		56,060
								3,641		(BB)
								200		(DD)

Sales and marketing		—			2,023			—				2,023
Research and development		—			1,007			—				1,007
Total operating expenses		42,981			11,736			4,373				59,090
Operating Loss		(46,838	)		(13,273	)		(4,373	)			(64,484	)
Other income (expense)
Interest earned on cash in bank account		62			—			—				62
Interest income		637			—			—				637
Grant income		7,062			—			—				7,062
Other income (expense)		865			(3,502	)		—				(2,637	)
Interest expense, change in fair value, and amortization of debt discount		(6,515	)		(438	)		—				(6,953	)
Foreign currency gain		—			1,344			—				1,344
Other expense		(578	)		—			—				(578	)
Total other income (expense), net		1,533			(2,596	)		—				(1,063	)

Loss before provision for income taxes		(45,305	)		(15,869	)		(4,373	)			(65,547	)
Provision for income taxes		—			(240	)		240		(CC)		—
Net loss	$	(46,305	)	$	(15,629	)	$	(4,613	)		$	(65,547	)

Weighted average number of shares outstanding, basic and diluted issued and outstanding												134,155,585
Net loss per share, basic and diluted												(0.49	)

NOTES TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

(ACQUISTION OF HzO)

Note 1. Description of the Transaction

HzO, Inc. is a provider of parylene-based thin-film coating solutions that protect electronic components from moisture, corrosion and other environmental damage, with operations in the United States, Mexico and Asia. Forge Nano and HzO have entered into a term sheet pursuant to which Forge Nano would acquire 100% of the fully diluted equity of HzO for total consideration of $55 million, payable in equity and subject to customary adjustments, and the parties are negotiating a definitive merger agreement. The acquisition is expected to close following the closing of the Business Combination. HzO’s coating capabilities are complementary to Forge Nano’s ALD platform and are expected to expand the combined company’s environmental barrier protection offerings. The above proformas and below discussion are being disclosed because the consummation of the proposed transaction has been deemed to be probable and it exceeds the income significant tests as defined in Rule 1-02(w) of Regulation S-X.

Note 2. Basis of Presentation

The accompanying unaudited pro forma condensed combined financial information (acquisition of HzO) and related notes were prepared pursuant to Article 11 of SEC Regulation S-X.

The unaudited pro forma condensed combined statements of operations (acquisition of HzO) for the six months ended June 30, 2026, and for the year ended December 31, 2025, combine the unaudited pro forma condensed combined statements of operations and HzO’s historical unaudited and audited consolidated statements of operations, giving effect to the acquisition of HzO as if it had been completed on January 1, 2025. The accompanying unaudited pro forma condensed combined balance sheet (acquisition of HzO) as of June 30, 2026, combines the unaudited pro forma condensed combined balance sheet and HzO’s historical unaudited consolidated balance sheet, giving effect to the acquisition of HzO as if it had been completed on June 30, 2026.

Both the unaudited pro forma condensed combined financial information and HzO’s financial statements were prepared in accordance with U.S. GAAP and presented in U.S. dollars.

The pro forma adjustments presented in this unaudited pro forma condensed combined financial information (acquisition of HzO) represent management’s preliminary estimates based on information available as of the date of the Proxy Statement/Prospectus and such estimates are subject to revision as further information is obtained. Accordingly, the pro forma adjustments for the acquisition of HzO are preliminary and subject to further adjustment as additional information becomes available and the various analyses and other valuations are performed. Any adjustments may have a significant effect on the unaudited pro forma condensed combined financial information (acquisition of HzO) presented herein and such adjustments may be significant.

The assumptions underlying the pro forma adjustments are described in the accompanying notes to this unaudited pro forma condensed combined financial information (acquisition of HzO).

The unaudited pro forma condensed combined financial information (acquisition of HzO) may not be indicative of future performance and does not necessarily reflect what the financial position and results of operations would have been had this transaction occurred at the beginning of the periods presented.

Further, the unaudited pro forma condensed combined financial information (acquisition of HzO) does not purport to project the future operating results or financial position following the completion of the acquisition of HzO. Additionally, the unaudited pro forma condensed combined financial information (acquisition of HzO) does not reflect any revenue enhancements, anticipated synergies, operating efficiencies, or cost savings that may be achieved related to the acquisition of HzO, nor does it reflect any costs or expenditures that may be required to achieve any possible synergies.

Forge Nano will finalize the accounting for the acquisition of HzO as soon as practicable within the measurement period, but in no event later than one year from the closing date, in accordance with ASC 805.

Forge Nano performed a preliminary review of HzO’s accounting policies to determine whether any adjustments were necessary to ensure comparability in the unaudited pro forma condensed combined financial information (acquisition of HzO). Currently, Forge Nano is not aware of any material differences between the accounting policies of the Forge Nano and HzO that would continue to exist subsequent to the application of acquisition accounting.

Note 3. Estimated Purchase Price Consideration and Preliminary Allocation

Purchase Price Consideration

The estimated preliminary purchase price consideration transferred or estimated to be transferred for the acquisition of HzO is approximately $57.0 million. The following table summarizes the components of the preliminary purchase price consideration reflected in the unaudited pro forma condensed combined financial information (acquisition of HzO):

(in thousands)
Purchase Price Consideration
Base purchase price	$	55,000
Plus: closing cash		2,436
Less: closing debt		-436
Less: deemed loan payoff amount		-2,000
Plus: preexisting relationship related to Forge Nano debt		2,000
Total		57,000

Preliminary Allocation of Purchase Price Consideration to Assets Acquired and Liabilities Assumed

The fair values of the assets and liabilities in the unaudited pro forma condensed combined financial information (acquisition of HzO) are based upon a preliminary assessment of fair value and may change when the final valuation of assets acquired, and liabilities assumed has been prepared, as well as working capital settlements are made. Valuation assessments of specifically identifiable tangible and intangible assets, including the determination of their economic useful lives, have been performed based on currently available information and assumptions as of the closing date; however, these assessments remain preliminary and subject to change during the measurement period.

Forge Nano expects to finalize the purchase price allocation as soon as practicable, but no later than one year from the closing date. As such, the purchase price allocation may change. There can be no assurance that such revisions will not result in material changes.

The preliminary allocation of the purchase price consideration is as follows:

(in thousands)
Cash and cash equivalents	$	2,436
Accounts receivable - net of allowance for credit losses		1,405
Inventory		924
Prepaid expenses and other current assets		568
Total current assets		5,333
Property and equipment		8,016
Intangible asset		27,200
Right-of-use operating lease assets		2,335
Other assets		424
Total assets acquired	$	43,308
Accounts payable	$	1,035
Current portion of operating lease liabilities		990
Accrued and other current liabilities		1,527
Deferred revenue		398
Current portion of notes payable		23
Unfavorable leasehold interest		74
Total current liabilities		4,047
Operating lease liabilities		1,555
Long-term notes payable, net of current portion		16
Other liabilities		141
Total liabilities assumed	$	5,759
Net identifiable assets acquired	$	37,349
Goodwill		19,451
Total consideration to be transferred	$	57,000

Note 4. Adjustments to Unaudited Pro Forma Condensed Combined Balance Sheet (Acquisition of HzO) as of June 30, 2026

The following describes the adjustments to the unaudited pro forma condensed combined balance sheet (acquisition of HzO) as of June 30, 2026:

A. Non-marketable equity security represents shares of Forge Nano which will be converted into shares of Pubco Common Stock at the closing of the Business Combination. These shares will be received into treasury and are expected to be cancelled upon the consummation of the HzO acquisition. The convertible notes, along with their associated warrants, will be converted prior to the closing of the transaction and exchanged for Pubco Common Stock. Accordingly, these assets and liabilities were excluded from the preliminary analysis.

B. Represents the preliminary purchase price allocation.

C. Represents the accrual for estimated additional non-recurring transaction related costs of $0.2 million, primarily consisting of professional fees, not reflected in the historical financial information and estimated to be incurred subsequent to June 30, 2026.

Note 5. Adjustments to Unaudited Pro Forma Condensed Combined Income Statements (Acquisition of HzO)

The following describes the adjustments to the unaudited pro forma condensed combined statements of operations (acquisition of HzO) for the six months ended June 30, 2026, and for the year ended December 31, 2025:

AA. Represents a net increase in depreciation expense on a straight-line basis based on the preliminary step-up in fair value of the property and equipment and the respective assigned estimated useful lives.

BB. Represents the pro forma adjustment to record amortization expense based on the preliminary fair value of identified intangible assets.

CC. Reflects an adjustment to eliminate historical income tax expense related to HzO.

DD. Represents the accrual for estimated additional non-recurring transaction related costs of $0.2 million, primarily consisting of professional fees, not reflected in the historical financial information and estimated to be incurred subsequent to June 30, 2026.

EE. Reflects an adjustment to eliminate historical embedded derivative loss related to HzO.