FORGE NANO, INC.

Extension

Extends the Final Maturity Date to August 31, 2026, or, if earlier, seven days before the merger Closing Date referenced in the amendment. No other economic terms are changed.

Extension

Extends the Final Maturity Date of the term loan to May 5, 2026. In connection with the amendment, Borrower is making an $8,000,000 payment including a $7,512,355 principal prepayment, accrued interest, a $12,521 prepayment premium, and a $400,000 loan discount.

• final_maturity_date: n/a → 2026-05-05 §Section 2

Amendment

Amends the credit agreement to permit issuance of up to $40,000,000 of unsecured subordinated convertible notes subject to a subordination agreement. Updates defined terms and adds an affirmative covenant to ensure subordinated creditors comply with the subordination agreement.

• effective_date: n/a → 2024-09-20 §Section 2.1
• permitted_indebtedness_cap_unsecured_convertible_notes: n/a → 40000000 §Section 2.3
• affirmative_covenant_added: n/a → n/a §Section 2.4
• definition_Financing Documents_amended: n/a → n/a §Section 2.2

Amendment

Amends the Credit Agreement to set the Outside Funding Date to May 26, 2023, adds a new post-closing mortgage/recording requirement, and revises the dividends/redemptions provision to permit actions through issuance or conversion into capital stock. No pricing, maturity, or financial covenant terms are changed.

• Outside Funding Date: n/a → 2023-05-26 §Section 2(b)
• Section 5.16(c) mortgage deliverable and lien priority: n/a → n/a §Section 2(a)
• Section 6.06(a) dividends/redemptions through stock issuance or conversion: n/a → n/a §Section 2(c)