OmniLit Acquisition Corp. (“OmniLit”) (Nasdaq: OLIT), a publicly
traded special purpose acquisition company, today announced that
OmniLit’s registration statement on Form S-4, relating to the
previously announced business combination between OmniLit and
Syntec Optics, Inc. (“Syntec Optics”), has been declared effective
by the U.S. Securities and Exchange Commission. Syntec Optics
is a leading optics and photonics company for scientific and
technical instruments, and aerospace and defense. Syntec
Optics’ mission is to provide a U.S.-based scalable platform of
optics and photonics manufacturing that keeps American soldiers out
of harm's way, offers doctors technologically advanced tools for
patient care, and delivers photonics-enabled precision to consumer
products and services.
OmniLit will mail the definitive proxy
statement/prospectus (the “Proxy Statement”) to stockholders of
record as of the close of business on October 6, 2023. The Proxy
Statement contains a notice and voting instruction form or a proxy
card relating to the special meeting of OmniLit’s stockholders (the
“Annual Meeting”).
The Annual Meeting to approve the proposed
business combination is scheduled to be held on October 31, 2023 at
11:00 a.m. Eastern Time via a virtual meeting format
at https://www.colonialstock.com/omnilitacquisition. If the
proposals at the Annual Meeting are approved, the parties
anticipate that the business combination will close and the
combined entity will commence trading on the Nasdaq under the new
ticker symbols “OPTX” and “OPTXW” shortly thereafter, subject to
the satisfaction or waiver, as applicable, of all other closing
conditions.
Every stockholder's vote is important,
regardless of the number of shares held. Accordingly, OmniLit
requests that each stockholder complete, sign, date and return a
proxy card (online or by mail) as soon as possible and, if by
internet, no later than 11:59 p.m. Eastern Time on October 30,
2022, to ensure that the stockholder's shares will be represented
at the Annual Meeting. Stockholders who hold shares in “street
name” (i.e., those stockholders whose shares are held of record by
a broker, bank or other nominee) should contact their broker, bank
or nominee to ensure that their shares are voted.
If any OmniLit stockholder does not receive the
Proxy Statement, such stockholder should (i) confirm his or her
Proxy Statement’s status with his or her broker or (ii) contact
Colonial Stock Transfer, OmniLit’s proxy solicitor, for assistance
at 801-355-5740.
About Syntec Optics
Syntec Optics, headquartered in Rochester, NY,
is one of the largest custom optics and photonics manufacturers in
the United States. Operating for more than two decades, Syntec
Optics runs a state-of-the-art, nearly 90, 000 sq. ft.
manufacturing facility with extensive core capabilities of various
optics manufacturing processes both horizontally and vertically
integrated to provide competitive advantage for OEM customers.
Syntec Optics focuses on mission-critical optics components and
sub-systems for the defense, bio-medical, and consumer
end-markets. To learn more, visit www.syntecoptics.com.
About OmniLit Acquisition Corp.
OmniLit Acquisition Corp. (OmniLit) is a blank
check company concentrated on identifying high quality businesses
with optics and photonics capabilities for a business combination.
To learn more, visit www.omnilitac.com.
Cautionary Statement Regarding Forward
Looking Statements
This press release contains statements that
constitute "forward-looking statements" within the meaning of the
United States Private Securities Litigation Reform Act of 1995,
Section 27A of the Securities Act of 1933, as amended (the
"Securities Act") and Section 21E of the Securities Exchange Act of
1934, as amended. All statements other than statements of
historical fact, including statements as to the transactions
contemplated by the business combination, future results of
operations and financial position, revenue and other metrics,
planned products and services, business strategy and plans,
objectives of management for future operations of Syntec Optics,
market size and growth opportunities, competitive position and
technological and market trends, are forward-looking statements.
Some of these forward-looking statements can be identified by the
use of forward-looking words, including "may," "should," "expect,"
"intend," "will," "estimate," "anticipate," "believe," "predict,"
"plan," "targets," "projects," "could," "would," "continue,"
"forecast" or the negatives of these terms or variations of them or
similar expressions. All forward-looking statements are subject to
risks, uncertainties, and other factors (some of which are beyond
the control of Syntec Optics) which could cause actual results to
differ materially from those expressed or implied by such
forward-looking statements. Actual results could differ
materially from the forward-looking statements made in this press
release. Factors that might cause these differences include but are
not limited to: unanticipated technical and other challenges that
arise with the product manufacturing; unanticipated technical or
other delays with the product; customer and strategic partner
responses; potential future changes to the pricing or other terms;
and potential unforeseen costs or expenses of providing the
products and services. All forward-looking statements are
based upon estimates, forecasts and assumptions that, while
considered reasonable by Syntec Optics and its management, are
inherently uncertain and many factors may cause the actual results
to differ materially from current expectations which include, but
are not limited to statements with respect
to OmniLit’s search for an initial business combination
and OmniLit’s ability to enter into a business
combination agreement with a counterparty, the risk that the
transaction may not be completed, and the other risks and
uncertainties set forth in the sections entitled "Risk Factors" and
"Cautionary Note Regarding Forward-Looking Statements"
in OmniLit’s Form S-4 (File No. 333-271822) filed with
the SEC. Copies are available on the SEC's
website, www.sec.gov. Syntec Optics or OmniLit undertakes
no obligation to update these statements for revisions or changes
after the date of this release, except as required by law.
Additional Information and Where to Find
It
This press release relates to a proposed
transaction between OmniLit and Syntec Optics. OmniLit has filed a
registration statement on Form S-4 with the SEC, which is
subject to change and includes a document that serves as a
prospectus and proxy statement of OmniLit, referred to as a proxy
statement/prospectus. The definitive proxy statement/prospectus
will be sent to all OmniLit stockholders. OmniLit has also filed
other documents regarding the proposed transaction with the SEC.
Before making any voting decision, investors and security holders
of OmniLit are urged to read the registration statement, the proxy
statement/prospectus and all other relevant documents filed or that
will be filed with the SEC in connection with the proposed
transaction because they contain important information about the
proposed transaction.
Investors and security holders are able to
obtain free copies of the registration statement, the proxy
statement/prospectus and all other relevant documents filed or that
will be filed with the SEC by OmniLit through the website
maintained by the SEC at www.sec.gov.
The documents filed by OmniLit with the SEC also
may be obtained by contacting OmniLit Acquisition Corp. by emailing
info@omnilitac.com.
NEITHER THE SEC NOR ANY STATE SECURITIES
REGULATORY AGENCY HAS APPROVED OR DISAPPROVED THE TRANSACTIONS
DESCRIBED IN THIS PRESS RELEASE, PASSED UPON THE MERITS OR FAIRNESS
OF THE BUSINESS COMBINATION OR RELATED TRANSACTIONS OR PASSED UPON
THE ADEQUACY OR ACCURACY OF THE DISCLOSURE IN THIS PRESS RELEASE.
ANY REPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL
OFFENSE.
Participants in the
Solicitation
Syntec Optics, OmniLit and certain of their
respective directors, executive officers and other members of
management and employees may, under SEC rules, be deemed to be
participants in the solicitation of proxies from OmniLit’s
shareholders in connection with the proposed business combination.
A list of the names of such persons and information regarding their
interests in the proposed business combination are contained in the
definitive proxy statement/prospectus. You may obtain free copies
of these documents free of charge by directing a written request to
OmniLit or Syntec Optics. The definitive proxy statement will be
mailed to OmniLit’s shareholders as of a record date to be
established for voting on the proposed business combination when it
becomes available.
No Offer or Solicitation
This press release and the information contained
therein are not intended to and do not constitute an offer to sell
or the solicitation of an offer to buy, sell or solicit any
securities or any proxy, vote or approval, nor shall there be any
sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offer of securities shall be deemed to be made except by means
of a prospectus meeting the requirements of Section 10 of the
Securities Act or an exemption therefrom.
For further information, please contact:Skylar
JacobsChief Operating Officerinfo@omnilitac.com
SOURCE: OmniLit Acquisition Corp. (Nasdaq:
OLIT)
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