{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-23-041322","form_type":"8-K","ticker":"OPTX","cik":"0001866816","company_name":"SYNTEC OPTICS HOLDINGS, INC.","filed_at":"2023-11-14T23:59:59+00:00","discovered_at":"2026-05-14T18:03:31.197476+00:00","generated_at":"2026-06-08T04:04:47.076037+00:00","sec_items":["1.01","2.01","9.01","3.03","5.03","5.06","8.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"Syntec Optics completes SPAC merger, 1.05M shares redeemed, Al Kapoor controls 83.5%","bullets":["Merger closed Nov 7, 2023; OmniLit renamed Syntec Optics Holdings, Inc.; shares started trading OPTX on Nasdaq Nov 8.","1,051,450 public shares redeemed at ~$10.68/share (~$11.2M); remaining trust $3.17M used for expenses and corporate purposes.","Post-combination shares outstanding: 36,868,266; Al Kapoor beneficially owns 83.49% of common stock.","New credit agreement: revolver increased to $10M (from $8M), interest rate SOFR+225bps (down from +310bps), new $5M equipment facility.","Contingent earnout: up to 26M additional shares at stock prices $12.50/$14.00/$15.50 within 5 years; performance earnout up to 2M shares based on revenue/EBITDA."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-23-041322","json":"https://secwatch.observer/filing/0001493152-23-041322.json","markdown":"https://secwatch.observer/filing/0001493152-23-041322.md","text":"https://secwatch.observer/filing/0001493152-23-041322.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1866816/000149315223041322/0001493152-23-041322-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1866816/000149315223041322/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-08T04:04:47.076037+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"246a6e3a2222465604622e9c9b32ecb231d28503","claim":"SYNTEC OPTICS HOLDINGS, INC.: As a result of the Business Combination, the Company ceased to be a shell company (effective 2023-11-07).","evidence_excerpt":"As a result of the Business Combination, the Company ceased to be a shell company.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1866816/000149315223041322/0001493152-23-041322-index.htm","confidence":0.98,"family_label":"Governance Changes","details":[{"label":"Change","value":"shell status"},{"label":"Effective","value":"2023-11-07"}],"fact_type":"governance_change"},{"claim_id":"354303f8b33dd2e4a14339ef3fb8b813dad0698e","claim":"SYNTEC OPTICS HOLDINGS, INC.: Amended and Restated Certificate of Incorporation became effective on November 7, 2023 in connection with the consummation of the Transactions (effective 2023-11-07).","evidence_excerpt":"On November 7, 2023, in connection with the consummation of the Transactions, the Company’s A&R Charter, and Amended and Restated Bylaws (the “ A&R Bylaws ”) were approved by OmniLit’s stockholders at the Annual Meeting and became effective.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1866816/000149315223041322/0001493152-23-041322-index.htm","confidence":0.95,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2023-11-07"}],"fact_type":"governance_change"},{"claim_id":"b04fe3355ff72f92fc139c7f3d090f68660d29ba","claim":"SYNTEC OPTICS HOLDINGS, INC.: Amended and Restated Bylaws became effective on November 7, 2023 in connection with the consummation of the Transactions (effective 2023-11-07).","evidence_excerpt":"On November 7, 2023, in connection with the consummation of the Transactions, the Company’s A&R Charter, and Amended and Restated Bylaws (the “ A&R Bylaws ”) were approved by OmniLit’s stockholders at the Annual Meeting and became effective.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1866816/000149315223041322/0001493152-23-041322-index.htm","confidence":0.95,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2023-11-07"}],"fact_type":"governance_change"},{"claim_id":"a48bf629f20d134eac66e94f936e5e6298e3b5c4","claim":"SYNTEC OPTICS HOLDINGS, INC. underwent a change of control involving Syntec Optics, Inc. for $316,000,000 (closed 2023-11-07).","evidence_excerpt":"”), totaling 31,600,000 shares (including the conversion and assumption of the options to purchase shares of Legacy Syntec Common Stock described below), which is equal to (x) $316,000,000 divided by (y) $10.00 (the “ Merger Consideration ”) and (ii) the contingent right to receive Earnout Shares (as defined below) (which may be zero) following the Closing.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1866816/000149315223041322/0001493152-23-041322-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Syntec Optics, Inc."},{"label":"Consideration","value":"$316,000,000"},{"label":"Closing","value":"2023-11-07"}],"fact_type":"ma_transaction"},{"claim_id":"88308a88a44ece0cc852c01ed75f697177b1889b","claim":"SYNTEC OPTICS HOLDINGS, INC. entered into Credit Agreement with the lender valued at increased the revolving line of credit from $8,000,000 to $10,000,000.","evidence_excerpt":"Syntec Optics, Inc. refinanced its existing loan facilities. Pursuant to the terms of the new Credit Agreement with the lender, the proceeds of the refinancing were used","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1866816/000149315223041322/0001493152-23-041322-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"the lender"},{"label":"Value","value":"increased the revolving line of credit from $8,000,000 to $10,000,000"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}