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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(D)
OF
THE SECURITIES EXCHANGE ACT OF 1934
Date
of Report: November
8, 2023 (November 7, 2023)
SYNTEC
OPTICS HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-41034 |
|
04-3447217 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
515
Lee Rd.
Rochester,
NY |
|
146060 |
(Address of principal
executive offices) |
|
(Zip Code) |
(585)
768-2513
(Registrant’s
telephone number, including area code)
OmniLit Acquisition Corp.
1111 Lincoln Road, Suite 500
Miam, FL 33139
(Former name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
☐ |
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common Stock, par value
$0.0001 per share, |
|
OPTX |
|
NASDAQ Stock Market LLC |
|
|
|
|
|
Redeemable Warrants, each exercisable for one share of Common Stock for $11.50 per share |
|
OPTXW |
|
NASDAQ Stock Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
On
November 7, 2023, Syntec Optics Holding, Inc., a Delaware corporation (f/k/a OmniLit Acquisition Corp.), consummated the previously announced
merger pursuant to the Business Combination Agreement by and among OmniLit, Merger Sub, and Syntec Optics.
The
Company issued a press release announcing the closing of the business combination with OmniLit, and that its common stock will commence
trading on the Nasdaq Capital Market under the symbol “OPTX” and its warrants will commence trading on the Nasdaq Capital
Market under the symbol “OPTXW” on November 8, 2023. The Company also issued a press
release announcing that the Company will ring the opening Nasdaq bell on Wednesday, November 8, 2023, to celebrate the closing of the
business combination and commencement of trading under the new symbol.
Cautionary
Note Regarding Forward-Looking Statements
This
Current Report on Form 8-K contains certain “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, including certain financial forecasts and projections. All statements
other than statements of historical fact contained in this press release, including statements as to the transactions contemplated by
the business combination and related agreements, 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 or OLIT), which could cause
actual results to differ materially from those expressed or implied by such forward-looking statements. All forward-looking statements
are based upon estimates, forecasts and assumptions that, while considered reasonable by OLIT and its management, and Syntec Optics and
its management, as the case may be, are inherently uncertain and many factors may cause the actual results to differ materially from
current expectations which include, but are not limited to: 1) the occurrence of any event, change or other circumstances that could
give rise to the termination of the definitive merger agreement with respect to the business combination; 2) the outcome of any legal
proceedings that may be instituted against Syntec Optics, OLIT, the combined company or others following the announcement of the business
combination and the transactions contemplated thereby; 3) the inability to complete the business combination due to the failure to satisfy
other conditions to closing the business combination; 4) changes to the proposed structure of the business combination that may be required
or appropriate as a result of applicable laws or regulations or as a condition to obtaining regulatory approval of the business combination;
5) the ability to meet Nasdaq’s listing standards following the consummation of the business combination; 6) the risk that the
business combination disrupts current plans and operations of Syntec Optics as a result of the announcement and consummation of the business
combination; 7) the inability to recognize the anticipated benefits of the business combination; 8) ability of Syntec Optics to successfully
increase market penetration into its target markets; 9) the addressable markets that Syntec Optics intends to target do not grow as expected;
10) the loss of any key executives; 11) the loss of any relationships with key suppliers including suppliers in China; 12) the loss of
any relationships with key customers; 13) the inability to protect Syntec Optics’ patents and other intellectual property; 14)
the failure to successfully execute manufacturing of announced products in a timely manner or at all, or to scale to mass production;
15) costs related to the business combination; 16) changes in applicable laws or regulations; 17) the possibility that Syntec Optics
or the combined company may be adversely affected by other economic, business and/or competitive factors; 18) Syntec Optics’ estimates
of its growth and projected financial results for 2023 and 2024 and meeting or satisfying the underlying assumptions with respect thereto;
19) the risk that the business combination may not be completed in a timely manner or at all, which may adversely affect the price of
OLIT’s securities; 20) the risk that the transaction may not be completed by OLIT’s business combination deadline (as may
be extended pursuant to OLIT’s governing documents); 21) the impact of any pandemic, including any mutations or variants thereof
and the Russian/Ukrainian or Israeli conflict, and any resulting effect on business and financial conditions; 22) inability to complete
any investments or borrowings in connection with the business combination; 23) the potential for events or circumstances that result
in Syntec Optics’ failure to timely achieve the anticipated benefits of Syntec Optics’ customer arrangements; and 24) other
risks and uncertainties set forth in the sections entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking
Statements” in OLIT’s Form S-1, 8k, and 10Q filings and registration statement on Form S-4 filed with the SEC, and declared
effective on October 5, 2023. These filings identify and address other important risks and uncertainties that could cause actual events
and results to differ materially from those contained in the forward-looking statements. Nothing in this press release should be regarded
as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated
results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which
speak only as of the date they are made. Neither OLIT nor Syntec Optics gives any assurance that either OLIT or Syntec Optics, or the
combined company, will achieve its expected results. Neither OLIT nor Syntec Optics undertakes any duty to update these forward-looking
statements except as otherwise required by law.
Item 9.01 |
Financial Statements and Exhibits. |
(d)
Exhibits.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
|
Syntec Optics Holdings, Inc. |
|
|
|
Date: November 7, 2023 |
|
|
|
|
|
|
By: |
/s/ Joe
Mohr |
|
Name: |
Joe Mohr |
|
Title: |
Chief Executive Officer |
Exhibit
99.1
Syntec
Optics, Inc., a Leading Advanced Manufacturing Company, Completes Business Combination with OmniLit (Nasdaq:OLIT) and will Commence Trading
on Nasdaq Under Ticker Symbol “OPTX”
ROCHESTER,
NEW YORK (November 07, 2023) – Syntec Optics, Inc., an industry leader in ultra-high precision optics and photonics, announced
today that it completed its business combination with OmniLit Acquisition Corp. (“OLIT”) on November 7, 2023. The
combined company will operate under the name Syntec Optics Holdings, Inc. (“Syntec” and the “Company”).
Commencing
November 8, 2023, at the opening of trading, Syntec’s common stock and warrants are expected to trade on the Nasdaq Stock Exchange
(“Nasdaq”) under the symbols “OPTX” and “OPTXW,” respectively. The company will continue to be led
by Joe Mohr, Chief Executive Officer, alongside the rest of the current Syntec management team.
OLIT’s
shareholders approved the transaction at a special meeting held on October 31, 2023 (the “Annual Meeting”). Over 99.9%
of the votes on the business combination proposal at the Annual Meeting were cast in favor of approving the business
combination. OLIT’s shareholders also voted to approve all other proposals presented at the Annual Meeting.
“We
are excited to begin the next chapter of Syntec’s story,” said Joe Mohr, Chief Executive Officer of Syntec Optics. “Becoming
a public company is an important and exciting step forward for us. The proceeds we received from this transaction and our relationships
in diverse end-markets will further facilitate the development and large-scale deployment of our new optics and photonics products
while also helping us grow our existing core business.”
Skylar
Jacobs, Chief Operating Officer of OLIT, added, “Through the merger of Syntec, OLIT achieved its intent to merge with a
well-established optics and photonics company that delivers mission-critical solutions. We are excited as Syntec becomes a public
company and is poised to revolutionize Low Earth Orbit satellites, light-weight military optics, and intelligent patient
care.”
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 over two decades, Syntec Optics runs a state-of-the-art manufacturing facility with extensive core capabilities of
various optics manufacturing processes, both horizontally and vertically integrated, to provide a competitive advantage for optics
and photonics integrators. 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. SyntecOptics recently launched new products, including
Low Earth Orbit satellite optics and lightweight night vision goggle optics. To learn more, visit www.syntecoptics.com.
About
OmniLit Acquisition Corp.
OmniLit
Acquisition Corp. (OmniLit) is a blank check company that identifies high-quality businesses with optics and photonics capabilities
for a business combination. To learn more, visit www.omnilitac.com.
Forward-Looking
Statements
This
press release contains certain “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, including certain financial forecasts and projections. All statements other than statements of historical
fact contained in this press release, including statements as to the transactions contemplated by the business combination and related
agreements, 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 or OLIT), which could cause actual results to differ materially from those
expressed or implied by such forward-looking statements. All forward-looking statements are based upon estimates, forecasts and assumptions
that, while considered reasonable by OLIT and its management, and Syntec Optics and its management, as the case may be, are inherently
uncertain and many factors may cause the actual results to differ materially from current expectations which include, but are not limited
to: 1) the outcome of any legal proceedings that may be instituted against Syntec Optics, OLIT, the combined company or others following
the announcement of the business combination and the transactions contemplated thereby; 2) changes to the proposed structure of the business
combination that may be required or appropriate as a result of applicable laws or regulations or as a condition to obtaining regulatory
approval of the business combination; 3) the ability to meet Nasdaq’s listing standards following the consummation of the business
combination; 4) the risk that the business combination disrupts current plans and operations of Syntec Optics as a result of the announcement
and consummation of the business combination; 5) the inability to recognize the anticipated benefits of the business combination; 6)
ability of Syntec Optics to successfully increase market penetration into its target markets; 7) the addressable markets that Syntec
Optics intends to target do not grow as expected; 8) the loss of any key executives; 9) the loss of any relationships with key suppliers;
10) the loss of any relationships with key customers; 11) the inability to protect Syntec Optics’ patents and other intellectual
property; 12) the failure to successfully execute manufacturing of announced products in a timely manner or at all, or to scale to mass
production; 13) costs related to the business combination; 14) changes in applicable laws or regulations; 15) the possibility that Syntec
Optics or the combined company may be adversely affected by other economic, business and/or competitive factors; 16) Syntec Optics’
estimates of its growth and projected financial results for 2023 and 2024 and meeting or satisfying the underlying assumptions with respect
thereto; 17) the impact of any pandemic, including any mutations or variants thereof and the Russian/Ukrainian or Israeli conflict, and
any resulting effect on business and financial conditions; 18) inability to complete any investments or borrowings in connection with
the business combination; 19) the potential for events or circumstances that result in Syntec Optics’ failure to timely achieve
the anticipated benefits of Syntec Optics’ customer arrangements; and 20) other risks and uncertainties set forth in the sections
entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in OLIT’s Form S-1,
8k, and 10Q filings and registration statement on Form S-4 filed with the SEC, and declared effective on October 5, 2023. These filings
identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those
contained in the forward-looking statements. Nothing in this press release should be regarded as a representation by any person that
the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements
will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Neither
OLIT nor Syntec Optics gives any assurance that either OLIT or Syntec Optics, or the combined company, will achieve its expected results.
Neither OLIT nor Syntec Optics undertakes any duty to update these forward-looking statements except as otherwise required by law.
For
further information, please contact:
Skylar
Jacobs
Chief
Operating Officer
info@omnilitac.com
SOURCE:
OmniLit Acquisition Corp. (Nasdaq: OLIT)
Exhibit
99.2
Syntec
Optics, Inc. Listing on Nasdaq via Merger with OmniLit (Nasdaq: OLIT) Announces NASDAQ Opening Bell Ringing to Celebrate
ROCHESTER,
NEW YORK (November 07, 2023) – Syntec Optics, Inc., maker of the leading mission-critical optics and photonics, announced today
that the company will ring the opening Nasdaq bell on Wednesday, November 8, 2023, to celebrate its initial listing. Anyone can tune
in to watch the memorable experience on livestream, Nasdaq MarketSite Tower in Times Square, and participating TV networks around the
globe.
Syntec
Optics CEO Joe Mohr commented, “It’s an honor to celebrate our listing on Nasdaq and recognize the amazing milestones the
Syntec Optics team has accomplished in the recent launch of satellite optics for Low Earth Orbit and Viper, the light-weight night vision
defense optics, with several other anticipated new product launches on the way. The company looks forward to sharing the event with several
employees who will be present at the iconic bell-ringing ceremony.”
The
Nasdaq approval letter for listing was received at 6.29 p.m. on November 6, 2023. OmniLit Acquisition Corp. and Syntec Optics, Inc. intend
to complete the previously announced merger on November 7, 2023.
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 manufacturing facility with extensive core capabilities of various optics
manufacturing processes, both horizontally and vertically integrated, to provide a competitive advantage for optics and photonics integrators.
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. Syntec Optics recently launched new products, including Low Earth Orbit satellite optics and lightweight
night vision goggle optics. 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.
Forward-Looking
Statements
This
press release contains certain “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, including certain financial forecasts and projections. All statements other than statements of historical
fact contained in this press release, including statements as to the transactions contemplated by the business combination and related
agreements, 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 or OLIT), which could cause actual results to differ materially from those
expressed or implied by such forward-looking statements. All forward-looking statements are based upon estimates, forecasts and assumptions
that, while considered reasonable by OLIT and its management, and Syntec Optics and its management, as the case may be, are inherently
uncertain and many factors may cause the actual results to differ materially from current expectations which include, but are not limited
to: 1) the occurrence of any event, change or other circumstances that could give rise to the termination of the definitive merger agreement
with respect to the business combination; 2) the outcome of any legal proceedings that may be instituted against Syntec Optics, OLIT,
the combined company or others following the announcement of the business combination and the transactions contemplated thereby; 3) the
inability to complete the business combination due to the failure to satisfy other conditions to closing the business combination; 4)
changes to the proposed structure of the business combination that may be required or appropriate as a result of applicable laws or regulations
or as a condition to obtaining regulatory approval of the business combination; 5) the ability to meet Nasdaq’s listing standards
following the consummation of the business combination; 6) the risk that the business combination disrupts current plans and operations
of Syntec Optics as a result of the announcement and consummation of the business combination; 7) the inability to recognize the anticipated
benefits of the business combination; 8) ability of Syntec Optics to successfully increase market penetration into its target markets;
9) the addressable markets that Syntec Optics intends to target do not grow as expected; 10) the loss of any key executives; 11) the
loss of any relationships with key suppliers; 12) the loss of any relationships with key customers; 13) the inability to protect Syntec
Optics’ patents and other intellectual property; 14) the failure to successfully execute manufacturing of announced products in
a timely manner or at all, or to scale to mass production; 15) costs related to the business combination; 16) changes in applicable laws
or regulations; 17) the possibility that Syntec Optics or the combined company may be adversely affected by other economic, business
and/or competitive factors; 18) Syntec Optics’ estimates of its growth and projected financial results for 2023 and 2024 and meeting
or satisfying the underlying assumptions with respect thereto; 19) the risk that the business combination may not be completed in a timely
manner or at all, which may adversely affect the price of OLIT’s securities; 20) the risk that the transaction may not be completed
by OLIT’s business combination deadline (as may be extended pursuant to OLIT’s governing documents); 21) the impact of any
pandemic, including any mutations or variants thereof and the Russian/Ukrainian or Israeli conflict, and any resulting effect on business
and financial conditions; 22) inability to complete any investments or borrowings in connection with the business combination; 23) the
potential for events or circumstances that result in Syntec Optics’ failure to timely achieve the anticipated benefits of Syntec
Optics’ customer arrangements; and 24) other risks and uncertainties set forth in the sections entitled “Risk Factors”
and “Cautionary Note Regarding Forward-Looking Statements” in OLIT’s Form S-1, 8k, and 10Q filings and registration
statement on Form S-4 filed with the SEC, and declared effective on October 5, 2023. These filings identify and address other important
risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements.
Nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein
will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue
reliance on forward-looking statements, which speak only as of the date they are made. Neither OLIT nor Syntec Optics gives any assurance
that either OLIT or Syntec Optics, or the combined company, will achieve its expected results. Neither OLIT nor Syntec Optics undertakes
any duty to update these forward-looking statements except as otherwise required by law.
For
further information, please contact:
Skylar
Jacobs
Chief
Operating Officer
info@omnilitac.com
SOURCE:
OmniLit Acquisition Corp. (Nasdaq: OLIT)
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