Syntec Optics (OPTX) 10-K 1 Apr 22 2021 FY Annual report Financial data

Cover

Cover - USD ($)	7 Months Ended
	Dec. 31, 2021	Apr. 01, 2022	Jun. 30, 2021
Document Type	10-K
Amendment Flag	false
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2021
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity File Number	001-41034
Entity Registrant Name	OMNILIT ACQUISITION CORP.
Entity Central Index Key	0001866816
Entity Tax Identification Number	87-0816957
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1111 Lincoln Road
Entity Address, Address Line Two	Suite 500
Entity Address, City or Town	Miami Beach
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33139
City Area Code	(786)
Local Phone Number	750-2820
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	true
Entity Public Float			$ 0
Documents Incorporated by Reference	None
ICFR Auditor Attestation Flag	false
Auditor Firm ID	688
Auditor Name	Marcum LLP
Auditor Location	West Palm Beach, FL
Units, each consisting of one share of Class A common stock and one-half of a redeemable warrant
Title of 12(b) Security	Units, each consisting of one share of Class A common stock and one-half of a redeemable warrant
Trading Symbol	OLITU
Security Exchange Name	NASDAQ
Class A common stock, par value $0.0001 per share
Title of 12(b) Security	Class A common stock, par value $0.0001 per share
Trading Symbol	OLIT
Security Exchange Name	NASDAQ
Redeemable warrants, each whole warrant entitling the holder to purchase one share of Class A common stock
Title of 12(b) Security	Redeemable warrants, each whole warrant entitling the holder to purchase one share of Class A common stock
Trading Symbol	OLITW
Security Exchange Name	NASDAQ
Common Class A [Member]
Entity Common Stock, Shares Outstanding		14,375,000
Common Class B [Member]
Entity Common Stock, Shares Outstanding		4,791,667

Balance Sheet

Balance Sheet	Dec. 31, 2021USD ($)
Current assets:
Cash on hand	$ 494,599
Prepaid expenses	171,908
Total current assets	666,507
Long-term prepaid expenses	135,036
Marketable securities held in Trust Account	146,626,679
Total assets	147,428,222
Current liabilities:
Accounts payable and accrued offering costs	204,095
Total current liabilities	204,095
Deferred underwriters’ discount	5,031,250
Total liabilities	5,235,345
Commitments and contingencies (Note 6)
Class A Common stock subject to possible redemption, 14,375,000 shares at redemption value of $10.20	146,625,000
Stockholders’ deficit:
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
Additional paid-in capital
Accumulated deficit	(4,432,602)
Total stockholders’ deficit	(4,432,123)
Total liabilities and stockholders’ deficit	147,428,222
Common Class A [Member]
Stockholders’ deficit:
Common Stock Value
Common Class B [Member]
Stockholders’ deficit:
Common Stock Value	$ 479

Balance Sheet (Parenthetical)

Balance Sheet (Parenthetical)	Dec. 31, 2021$ / sharesshares
Temporary equity possible redemption per share | $ / shares	$ 14,375,000
Temporary Equity, Redemption Price Per Share | $ / shares	10.20
Preferred stock, par value | $ / shares	$ 0.0001
Preferred stock, shares authorized	1,000,000
Preferred stock, shares issued	0
Preferred stock, shares outstanding	0
Class A Common Stock [Member]
Common stock, par value | $ / shares	$ 0.0001
Common stock, shares authorized	100,000,000
Common stock, shares issued	0
Common stock, shares outstanding	0
Common stock shares of redemption	14,375,000
Common Class B [Member]
Common stock, par value | $ / shares	$ 0.0001
Common stock, shares authorized	20,000,000
Common stock, shares issued	4,791,667
Common stock, shares outstanding	4,791,667

Statement of Operations

Statement of Operations	7 Months Ended
	Dec. 31, 2021USD ($)$ / sharesshares
Formation and operating costs	$ 171,167
Loss from operations	(171,167)
Other income (expense)
Interest earned on investment held in Trust Account	1,679
Total other income	1,679
Net loss	$ (169,488)
Common Class A [Member]
Other income (expense)
Basic and diluted weighted average shares outstanding | shares	14,375,000
Basic and diluted net loss per share | $ / shares	$ (0.01)
Common Class B [Member]
Other income (expense)
Basic and diluted weighted average shares outstanding | shares	4,330,522
Basic and diluted net loss per share | $ / shares	$ (0.01)

Statement of Shareholders' Defi

Statement of Shareholders' Deficit - 7 months ended Dec. 31, 2021 - USD ($)	Preferred Stock [Member]	Common Stock [Member]Common Class B [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance at May. 19, 2021
Balance, shares at May. 19, 2021
Class B common stock issued to initial shareholder		$ 479	24,521		25,000
Class B common stock issued to initial shareholder, shares		4,791,667
Proceeds from issuance of public warrants, net of offering costs			3,359,443		3,359,443
Issuance of private placement warrants in connection with Initial Public Offering, net of offering costs			6,900,893		6,900,893
Remeasurement of shares subject to redemption			(10,284,857)	(4,263,114)	(14,547,971)
Net income				(169,488)	(169,488)
Balance at Dec. 31, 2021		$ 479		$ (4,432,602)	$ (4,432,123)
Balance, shares at Dec. 31, 2021		4,791,667

Statement of Shareholders' De_2

Statement of Shareholders' Deficit (Parenthetical) - shares	Nov. 01, 2021	Sep. 27, 2021	May 21, 2021
Defined Benefit Plan Disclosure [Line Items]
Stock split description	the Company effected a 1 1/3 for 1 forward stock split on our founder shares
Founder Shares [Member]
Defined Benefit Plan Disclosure [Line Items]
Number of shares issued	4,791,667		4,312,500
Stock forfeiture		718,750
Stock split description	the Company effected a 1 1/3 for 1 forward stock split of its Class B common stock, so that the Sponsor owns an aggregate of 4,791,667 Founder Shares.

Statement of Cash Flows

Statement of Cash Flows	7 Months Ended
	Dec. 31, 2021USD ($)
Cash flows from operating activities:
Net loss	$ (169,488)
Adjustments to reconcile net loss to net cash used in operating activities:
Interest earned on investment held in Trust Account	(1,679)
Changes in current assets and liabilities:
Prepaid expenses	(306,945)
Accounts payable and accrued offering costs	204,095
Net cash used in operating activities	(274,017)
Cash Flows from Investing Activities:
Investment of cash in Trust Account	(146,625,000)
Net cash used in investing activities	(146,625,000)
Cash flows from financing activities:
Proceeds from sale of Units, net of underwriters’ discount	140,875,000
Proceeds from issuance of private placement warrants	6,920,500
Proceeds from issuance of Class B common stock to Sponsor	25,000
Proceeds from notes-payable related party	300,000
Proceeds from advances from related party	363,995
Payment of offering costs	(426,884)
Payoff of amounts due to related party	(663,995)
Net cash provided by financing activities	147,393,616
Net change in cash	494,599
Cash, beginning of the period
Cash, end of the period	494,599
Non-cash financing transactions:
Remeasurement of Shares Subject to Redemption	14,547,971
Deferred underwriting fee payable	5,031,250
Offering costs included in accounts payable and accrued expenses	$ 66,435

Organization and Business Opera

Organization and Business Operations	7 Months Ended
	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Business Operations	Note 1 — Organization and Business Operations OmniLit Acquisition Corp. (the “Company”) was incorporated in Delaware for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses (the “Business Combination”). The Company has not selected any specific business-combination target and it has not, nor has anyone on the Company’s behalf, initiated any substantive discussions, directly or indirectly, with any business-combination target. As of December 31, 2021, the Company had not commenced any operations other than searching for a business combination after our Initial Public Offering (as defined below). All activity for the period from May 20, 2021 (inception) through December 31, 2021 relates to the Company’s formation, the Initial Public Offering and, subsequent to the Initial Public Offering, identifying a target company for a Business Combination. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived from the Initial Public Offering. The Company has selected December 31 as its fiscal year end. The registration statements for the Initial Public Offering were declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on November 8, 2021 (the “Effective Date”). On November 12, 2021, the Company completed its initial public offering (the “Initial Public Offering” or “IPO”) of 14,375,000 1,875,000 10.00 143,750,000 Simultaneously with the closing of the IPO, the Company consummated a private placement (the “Private Placement”) of 6,201,750 575,000 143,750 1.00 6,920,500 Transaction costs amounted to $ 8,333,135 , consisting of $ 2,875,000 of underwriting discount, $ 5,031,250 of deferred underwriting discount, and $ 426,884 of other offering costs. In addition, $ 1,579,046 of cash was held outside of the Trust Account (as defined below) and is available for working capital purposes. The Company’s Business Combination must be with one or more target businesses that together have a fair market value equal to at least 80 Upon the closing of the Initial Public Offering, a total of $ 146,625,000 10.20 100,000 The Company will provide its public stockholders with the opportunity to redeem all or a portion of their public shares upon the completion of the Business Combination either: (i) in connection with a stockholder meeting called to approve the Business Combination; or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a proposed Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The stockholders will be entitled to redeem their shares for a pro rata portion of the amount then on deposit in the Trust Account (initially approximately $10.20 per share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations). All of the public shares contain a redemption feature which allows for the redemption of such public shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the initial Business Combination and in connection with certain amendments to the Company’s amended and restated memorandum and articles of association. OMNILIT ACQUISITION CORP NOTES TO FINANCIAL STATEMENTS In accordance with SEC and its guidance on redeemable equity instruments, which has been codified in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 480-10-S99, redemption provisions not solely within the control of a company require ordinary shares subject to redemption to be classified outside of permanent equity. Given that the public shares will be issued with other freestanding instruments (i.e., public warrants), the initial carrying value of ordinary shares classified as temporary equity will be the allocated proceeds determined in accordance with FASB ASC 470-20. The public shares are subject to FASB ASC 480-10-S99. If it is probable that the equity instrument will become redeemable, the Company has the option to either (i) accrete changes in the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become redeemable, if later) to the earliest redemption date of the instrument or (ii) recognize changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period. The Company has elected to recognize this change immediately. Initial Business Combination The Company has 15 months from the closing of the Initial Public Offering (or up to 21 months from the closing of the IPO, if the Company extends the period of time to consummate a business combination, as described in more detail in the Prospectus) to consummate the Business Combination (the “Combination Period”). However, if the Company is unable to complete the Business Combination within the Combination Period, the Company will redeem 100% of the outstanding public shares for a pro rata portion of the funds held in the Trust Account, equal to the aggregate amount then on deposit in the Trust Account including interest earned on the funds held in the Trust Account and not previously released to the Company to pay its franchise and income taxes obligations and less up to $ 100,000 The Sponsor, officers, and directors have agreed: (i) to waive their redemption rights with respect to their founder shares and public shares in connection with the completion of the Business Combination; (ii) to waive their redemption rights with respect to their founder shares and public shares in connection with a stockholder vote to approve an amendment to the Company’s certificate of incorporation; and (iii) to waive their rights to liquidating distributions from the Trust Account with respect to their founder shares if the Company fails to complete the Business Combination within the Combination Period. The Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a written letter of intent, confidentiality or similar agreement, or business-combination agreement, reduce the amount of funds in the Trust Account to below the lesser of: (i) $ 10.20 Liquidity and Going Concern Consideration As of December 31, 2021, the Company had cash on hand of $ 494,599 held outside of the Trust Account and available for working capital purposes. The Sponsor has provided a Commitment Letter to the Company to provide access to $ 100,000 The Company does not believe we will need to raise additional funds in order to meet the expenditures required for operating our business. However, if the estimate of the costs of identifying a target business, undertaking in-depth due diligence and negotiating a Business Combination are less than the actual amount necessary to do so, the Company may have insufficient funds available to operate our business prior to a Business Combination. Moreover, the Company may need to obtain additional financing either to complete a Business Combination or because the Company becomes obligated to redeem a significant number of public shares upon consummation of a Business Combination, in which case the Company may issue additional securities or incur debt in connection with such Business Combination. Subject to compliance with applicable securities laws, the Company would only complete such financing simultaneously with the completion of a Business Combination. If the Company is unable to complete a Business Combination because it does not have sufficient funds available, the Company will be forced to cease operations and liquidate the Trust Account. In addition, following a Business Combination, if cash on hand is insufficient, the Company may need to obtain additional financing in order to meet its obligations. Based on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity to meet its needs through the earlier of the consummation of a Business Combination or one year from this filing. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination. Risks and Uncertainties Management is currently evaluating the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position and/or search for a target company, the specific impact is not readily determinable as of the date of the financial statement. The financial statement does not include any adjustments that might result from the outcome of this uncertainty. OMNILIT ACQUISITION CORP NOTES TO FINANCIAL STATEMENT

Significant Accounting Policies

Significant Accounting Policies Basis of Presentation	7 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Significant Accounting Policies Basis of Presentation	Note 2 — Significant Accounting Policies Basis of Presentation Basis of Presentation The accompanying financial statements of the Company is presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of December 31, 2021. Marketable Securities Held in Trust Account The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair value, or a combination thereof. When the Company’s investments held in the Trust Account are comprised of U.S. government securities, the investments are classified as trading securities. When the Company’s investments held in the Trust Account are comprised of money market funds, the investments are recognized at fair value. Trading securities and investments in money market funds are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in gain on investments held in the Trust Account in the accompanying unaudited condensed statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. Concentration of credit risk Financial instruments that potentially subject the Company to concentration of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal depository insurance coverage of $ 250,000 Offering Costs The Company complies with the requirements of Accounting Standards Codification (“ASC”) 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A-” Expenses of Offering”. Offering costs consist of legal, accounting, underwriting discount and other costs that are directly related to the IPO. Accordingly, on December 31, 2021, offering costs totaling $ 8,333,135 2,875,000 5,031,250 426,885 OMNILIT ACQUISITION CORP NOTES TO FINANCIAL STATEMENT Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its shares of Class A common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Shares of Class A common stock subject to mandatory redemption (if any) is classified as a liability instrument and is measured at fair value. Conditionally redeemable shares of Class A common stock (including shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, shares of Class A common stock are classified as stockholders’ equity. The Company’s shares of Class A common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, shares of Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheet. All of the 14,375,000 Class A ordinary shares sold as part of the Units in the IPO contain a redemption feature which allows for the redemption of such public shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Company’s amended and restated memorandum and articles of association. In accordance with the accounting treatment for redeemable equity instruments, which has been codified in ASC 480-10-S99, redemption provisions not solely within the control of the Company require Class A ordinary shares subject to redemption to be classified outside of permanent equity. Therefore, all Class A ordinary shares have been classified outside of permanent equity. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid in capital and accumulated deficit. At December 31, 2021, the Class A Ordinary shares reflected in the balance sheet are reconciled in the following table: Schedule Of Reconciliation Of Class A Ordinary Shares Gross proceeds $ 143,750,000 Less: Proceeds allocated to Public Warrants at issuance (3,566,173 ) Class A ordinary share issuance costs (8,106,798 ) Add: Accretion of Carrying value to redemption value 14,547,971 Class A ordinary shares subject to possible redemption $ 146,625,000 Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the financial statement, primarily due to its short-term nature. Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Accounting for Warrants The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the instruments’ specific terms and applicable authoritative guidance in ASC 480 and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the instruments are free standing financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the instruments meet all of the requirements for equity classification under ASC 815, including whether the instruments are indexed to the Company’s own common shares and whether the instrument holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, was conducted at the time of warrant issuance and as of each subsequent period end date while the instruments are outstanding. Management has concluded that the Public Warrants and Private Placement Warrants issued pursuant to the warrant agreement qualify for equity accounting treatment. Income Taxes The Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more- likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no no The Company has identified the United States as its only “major” tax jurisdiction. OMNILIT ACQUISITION CORP NOTES TO FINANCIAL STATEMENT The Company is subject to potential income tax examinations by federal and state taxing authorities. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with federal and state tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Net Loss Per Common Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. The Company has two classes of shares, which are referred to as Class A common stock and Class B common stock. Earnings and losses are shared pro rata between the two classes of stock. The warrants are exercisable to purchase 14,108,000 For the period from May 20, 2021 (Inception) through December 31, 2021, net loss per common share is as follows: Schedule of Net income Per Common Share Class A Class B Basic and diluted net loss per share Numerator: Allocation of net loss $ (127,116 ) $ (42,372 ) Denominator Weighted-average shares outstanding 14,375,000 4,330,522 Basic and diluted net loss per share $ (0.01 ) $ (0.01 ) Recent Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging —Contracts in Entity’ Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’ Own Equity (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception, and it simplifies the diluted earnings per share calculation in certain areas. The provisions of ASU 2020-06 are applicable for fiscal years beginning after December 15, 2023, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company is currently evaluating the impact of ASU 2020- 06 on its financial statements. The Company’s management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying balance sheet.

Initial Public Offering

Initial Public Offering	7 Months Ended
	Dec. 31, 2021
Initial Public Offering
Initial Public Offering	Note 3 — Initial Public Offering On November 12, 2021, the Company completed its IPO of 14,375,000 1,875,000 10.00 143,750,000 The underwriters were paid a cash underwriting discount of $ 2,875,000 0.20 3.5 5,031,250

Private Placement

Private Placement	7 Months Ended
	Dec. 31, 2021
Private Placement
Private Placement	Note 4— Private Placement Simultaneously with the closing of the IPO, the Company completed a private placement of an aggregate of 6,920,500 1.00 6,920,500 The Private Placement Warrants will be identical to the warrants sold in the Initial Public Offering, except that the Private Placement Warrants: (i) may not (including the Class A common stock issuable upon exercise of these warrants), subject to certain limited exceptions, be transferred, assigned, or sold by the holders until 30 days after the completion of the Business Combination; and (ii) will be entitled to registration rights. OMNILIT ACQUISITION CORP NOTES TO FINANCIAL STATEMENT The Company’s Sponsor has agreed: (i) to waive its redemption rights with respect to its founder shares and public shares in connection with the completion of the Business Combination; (ii) to waive its redemption rights with respect to its founder shares and public shares in connection with a stockholder vote to approve an amendment to the Company’s certificate of incorporation: (A) to modify the substance or timing of the Company’s obligation to redeem 100% of its public shares if the Company does not complete its Business Combination within 15 months from the closing of the IPO (or up to 21 months from the closing of the IPO, if the Company extends the period of time to consummate a business combination, as described in more detail in the Prospectus); or (B) with respect to any other provision relating to stockholders’ rights or pre-initial business-combination activity; and (iii) to waive its rights to liquidating distributions from the Trust Account with respect to its founder shares if the Company fails to complete its Business Combination within 15 months from the closing of the IPO (or up to 21 months from the closing of the IPO, if the Company extends the period of time to consummate a business combination, as described in more detail in the Prospectus). In addition, the Company’s Sponsor has agreed to vote any founder shares held by them and any public shares purchased during or after the IPO (including in open market and privately negotiated transactions) in favor of the Business Combination.

Related Party Transactions

Related Party Transactions	7 Months Ended
	Dec. 31, 2021
Related Party Transactions [Abstract]
Related Party Transactions	Note 5 — Related Party Transactions Related Party Payables Since our inception our Sponsor has advanced an aggregate of $ 363,995 Promissory Note — Related Party On June 10, 2021, the Company issued an unsecured promissory note to the Sponsor, pursuant to which the Company may borrow up to an aggregate principal amount of $ 300,000 300,000 Related Party Loans In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). Such Working Capital Loans would be convertible into private placement-equivalent warrants at a price of $ 1.00 1,500,000 1,500,000 Related Party Extension Loans The Company will have until 15 months from the closing of the Initial Public Offering to consummate a Business Combination. However, if the Company anticipates that it may not be able to consummate a Business Combination within 15 months, the Company will, by resolution of the Company’s board of directors, extend the period of time to consummate a Business Combination by an additional three months up to twice (for a total of up to 21 months to complete a Business Combination) if such extension is requested by the Sponsor. Pursuant to the terms of the Company’s certificate of incorporation and the trust agreement entered into between the Company and Continental Stock Transfer & Trust Company on the date of the Initial Public Offering, in order to extend the time available for the Company to consummate a Business Combination, the Sponsor or its affiliates or designees must deposit into the trust account $ 1,250,000 1,437,500 0.10 Founder Shares On May 20, 2021, the Company issued an aggregate of 4,312,500 718,750 the Company effected a 1 1/3 for 1 forward stock split on our founder shares 4,791,667 25,000 0.005 12.00 OMNILIT ACQUISITION CORP NOTES TO FINANCIAL STATEMENT

Commitments Registration Rights

Commitments Registration Rights	7 Months Ended
	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments Registration Rights	Note 6 — Commitments Registration Rights The holders of the founder shares, Private Placement Warrants, shares of Class A common stock underlying the Private Placement Warrants, and warrants (including underlying securities) that may be issued upon conversion of working capital loans will have registration rights to require the Company to register a sale of any of its securities held by them pursuant to a registration rights agreement to be signed prior to or on the effective date of the IPO. These holders will be entitled to make up to three demands, excluding short form registration demands, that the Company registers such securities for sale under the Securities Act. In addition, these holders will have “piggy-back” registration rights to include their securities in other registration statements filed by the Company. Notwithstanding the foregoing, the underwriters may not exercise their demand and “piggyback” registration rights after five and seven years, respectively, after the effective date of the Initial Public Offering and may not exercise their demand rights on more than one occasion. Underwriters Agreement On November 12, 2021, the underwriters were paid a cash underwriting discount of $ 2,875,000 0.20 0.35 5,031,250 Right of First Refusal Subject to certain conditions, the Company granted Imperial Capital, for a period beginning on the closing of the Initial Public Offering and ending 12 months after the date of the consummation of the Business Combination, a right of first refusal to provide investment banking and/or financial advisory services in connection with certain future transaction until the earlier of (x) the date of the consummation of our initial business combination and (y) 18 months from the closing of the IPO. In accordance with FINRA Rule 5110(g)(6), such right of first refusal shall not have a duration of more than three years from the effective date of the registration statement of which the Prospectus forms a part.

Stockholder_s Deficit

Stockholder’s Deficit	7 Months Ended
	Dec. 31, 2021
Equity [Abstract]
Stockholder’s Deficit	Note 7 — Stockholder’s Deficit Recapitalization the Company effected a recapitalization whereby a 1 1/3 for 1 forward stock split 4,791,667 Preferred Stock 1,000,000 0.0001 no Class A Common Stock 100,000,000 shares of Class A common stock at par value of $ 0.0001 each. At December 31,2021, there were 14,375,000 shares of Class A common stock issued and outstanding and subject to possible redemption. Class B Common Stock 20,000,000 0.0001 4,791,667 The Company’s initial stockholder has agreed not to transfer, assign, or sell any of its founder shares until the earlier of: (i) one year after the date of the consummation of the Business Combination; or (ii) the date on which the Company consummates a liquidation, merger, stock exchange, or other similar transaction that results in all of its stockholders having the right to exchange their shares of Class A common stock for cash, securities, or other property. Any permitted transferees will be subject to the same restrictions and other agreements of the initial stockholder with respect to any founder shares. Notwithstanding the foregoing, if the closing price of the Company’s Class A common stock equals or exceeds $ 12.00 The shares of Class B common stock will automatically convert into shares of the Company’s Class A common stock at the time of its Business Combination on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations, and the like, and subject to further adjustment as provided herein. In the case that additional shares of Class A common stock, or equity-linked securities, are issued or deemed issued in excess of the amounts offered in the Company’s registration statement and related to the closing of the Business Combination, the ratio at which shares of Class B common stock shall convert into shares of Class A common stock will be adjusted (unless the holders of a majority of the outstanding shares of Class B common stock agree to waive such adjustment with respect to any such issuance or deemed issuance) so that the number of shares of Class A common stock issuable upon conversion of all shares of Class B common stock will equal, in the aggregate, on an as-converted basis, 25% of the sum of the total number of all shares of common stock outstanding OMNILIT ACQUISITION CORP NOTES TO FINANCIAL STATEMENT Holders of the Class A common stock and holders of the Class B common stock will vote together as a single class on all matters submitted to a vote of the Company’s stockholders, with each share of common stock entitling the holder to one vote. Warrants 7,187,500 6,920,500 Each whole warrant entitles the holder thereof to purchase one share of the Company’s Class A common stock at a price of $ 11.50 if: (A) the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of its Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Company’s sponsor or its affiliates, without taking into account any founder shares held by the Company’s sponsor or its affiliates, prior to such issuance) (the “Newly Issued Price”); (B) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the Business Combination on the date of the consummation of the Business Combination (net of redemptions); and (C) the volume weighted average trading price of the Company’s common stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummates the Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price described below under “Redemption of warrants” will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price The warrants will become exercisable on the later of 12 months from the closing of the IPO, or 30 days after the completion of its Business Combination and will expire five years after the completion of the Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation. The Company will not be obligated to deliver any shares of Class A common stock pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the shares of Class A common stock underlying the warrants is then effective and a prospectus is current. No warrant will be exercisable, and the Company will not be obligated to issue shares of Class A common stock upon exercise of a warrant unless Class A common stock issuable upon such warrant exercise has been registered, qualified, or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. In no event will the Company be required to net cash settle any warrant. In the event that a registration statement is not effective for the exercised warrants, the purchaser of a unit containing such warrant will have paid the full purchase price for the unit solely for the share of Class A common stock underlying such unit. Once the warrants become exercisable, the Company may call the warrants for redemption (excluding the Private Placement Warrants): ● in whole and not in part; ● at a price of $ 0.01 ● upon not less than 30 days’ prior written notice of redemption to each warrant holder; and ● if, and only if, the reported last sale price of the Class A common stock equals or exceeds $ 18.00 ● if, and only if, there is a current registration statement in effect with respect to the shares of Class A common stock underlying such warrants. If the Company calls the warrants for redemption as described above, the management will have the option to require any holder that wishes to exercise its warrant to do so on a “cashless basis.” If the management takes advantage of this option, all holders of warrants would pay the exercise price by surrendering their warrants for that number of shares of Class A common stock equal to the quotient obtained by dividing: (A) the product of the number of shares of Class A common stock underlying the warrants, multiplied by the difference between the exercise price of the warrants and the “fair market value” (defined below); by (B) the fair market value. The “fair market value” shall mean the average reported last sale price of the Class A common stock for the 10 trading days ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of warrants. The exercise price and number of shares of common stock issuable on exercise of the warrants may be adjusted in certain circumstances, including in the event of a stock dividend, extraordinary dividend, or the Company’s recapitalization, reorganization, merger, or consolidation. However, the warrants will not be adjusted for issuances of shares of common stock at a price below their respective exercise prices.

Fair Value

Fair Value	7 Months Ended
	Dec. 31, 2021
Fair Value Disclosures [Abstract]
Fair Value	Note 8 — Fair Value The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of December 31, 2021 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. Schedule of the Fair Value Valuation Techniques Assets: Level December 31, 2021 Marketable securities held in Trust Account 1 $ 146,626,679 Transfers to/from Levels 1, 2, and 3 are recognized at the beginning of the reporting period. There were no transfers between levels for the period from May 20, 2021 (inception) through December 31, 2021. OMNILIT ACQUISITION CORP NOTES TO FINANCIAL STATEMENT Level 1 instruments include investments in mutual funds invested in government securities. The Company uses inputs such as actual trade data, benchmark yields, quoted market prices from dealers or brokers, and other similar sources to determine the fair value of its investments. Warrant Fair Value Measurement The Company established the initial fair value for the warrants on November 9, 2021, the date of the Company’s Initial Public Offering, using a modified Black-Scholes model for the Public Warrants and Private Placement Warrants and the transaction prices that serve as a proxy for fair value that were observed on the Balance Sheet date. The Company allocated the proceeds received from (i) the sale of Units (which is inclusive of one share of Class A common stock and one-half of one Public Warrant) and (ii) the sale of Private Placement Warrants, first to the warrants based on their fair values as determined at initial measurement, with the remaining proceeds recorded as a charge to accumulated deficit based on their relative fair values recorded at the initial measurement date. The warrants were classified as Level 3 at the initial measurement date due to the use of unobservable inputs. Schedule of Fair Value Measurement of Unobservable Inputs November 9, 2021 Initial Measurement Input Public Warrants Private Placement Warrants Common stock price $ 9.79 $ 9.79 Risk-free interest rate 1.34 % 1.34 % Expected term in years 5.87 5.87 Expected volatility 10.00 % 10.00 % Exercise price $ 11.50 $ 11.50 Fair Value per warrant $ 0.50 $ 0.50

Income Taxes

Income Taxes	7 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Income Taxes	Note 9- Income Taxes As of December 31, 2021, the Company’s net deferred tax assets are as follows: Schedule of Deferred Tax Assets Deferred tax asset: Organizational costs/Startup expenses $ 11,964 Net operating loss 29,971 Total deferred tax asset 41,935 Valuation allowance (41,935 ) Deferred tax asset, net of allowance $ - The income tax benefit for the period from May 20, 2021, (inception) through December 31, 2021, consists of the following: Schedule of Income Tax Provision Federal: Current $ - Deferred (35,944 ) State: Current - Deferred (5,991 ) Change in valuation allowance 41,935 Income tax provision $ - As of December 31, 2021, the Company has $ 122,158 of U.S. federal and state net operating loss carryovers, which do not expire. In assessing the realization of the deferred tax assets, management considers whether it is more likely than not that some portion of all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. After consideration of all of the information available, management believes that significant uncertainty exists with respect to future realization of the deferred tax assets and has therefore established a full valuation allowance. For the period from May 20, 2021 (inception) through December 31, 2021, the change in the valuation allowance was $ 41,935 . A reconciliation of the federal income tax rate to the Company’s effective tax rate at December 31, 2021 is as follows: Schedule of Federal Income Tax Rate Statutory federal income tax rate 21.0 % State taxes, net of federal tax benefit 2.8 % Change in valuation allowance -23.8 % Income tax provision 0.0 % The Company will file income tax returns in the U.S. federal jurisdiction and Florida. The Company’s effective tax rates for the period presented differ from the expected (statutory) rates due to the recording of full valuation allowances on deferred tax assets

Subsequent Events

Subsequent Events	7 Months Ended
	Dec. 31, 2021
Subsequent Events [Abstract]
Subsequent Events	Note 10- Subsequent Events The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date the financial statements were available to be issued. The Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements, except as described below. The Sponsor has provided a Commitment Letter to the Company to provide access to $ 100,000

Significant Accounting Polici_2

Significant Accounting Policies Basis of Presentation (Policies)	7 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying financial statements of the Company is presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC.
Emerging Growth Company Status	Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of December 31, 2021.
Marketable Securities Held in Trust Account	Marketable Securities Held in Trust Account The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair value, or a combination thereof. When the Company’s investments held in the Trust Account are comprised of U.S. government securities, the investments are classified as trading securities. When the Company’s investments held in the Trust Account are comprised of money market funds, the investments are recognized at fair value. Trading securities and investments in money market funds are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in gain on investments held in the Trust Account in the accompanying unaudited condensed statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information.
Concentration of credit risk	Concentration of credit risk Financial instruments that potentially subject the Company to concentration of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal depository insurance coverage of $ 250,000
Offering Costs	Offering Costs The Company complies with the requirements of Accounting Standards Codification (“ASC”) 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A-” Expenses of Offering”. Offering costs consist of legal, accounting, underwriting discount and other costs that are directly related to the IPO. Accordingly, on December 31, 2021, offering costs totaling $ 8,333,135 2,875,000 5,031,250 426,885 OMNILIT ACQUISITION CORP NOTES TO FINANCIAL STATEMENT
Class A Ordinary Shares Subject to Possible Redemption	Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its shares of Class A common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Shares of Class A common stock subject to mandatory redemption (if any) is classified as a liability instrument and is measured at fair value. Conditionally redeemable shares of Class A common stock (including shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, shares of Class A common stock are classified as stockholders’ equity. The Company’s shares of Class A common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, shares of Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheet. All of the 14,375,000 Class A ordinary shares sold as part of the Units in the IPO contain a redemption feature which allows for the redemption of such public shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Company’s amended and restated memorandum and articles of association. In accordance with the accounting treatment for redeemable equity instruments, which has been codified in ASC 480-10-S99, redemption provisions not solely within the control of the Company require Class A ordinary shares subject to redemption to be classified outside of permanent equity. Therefore, all Class A ordinary shares have been classified outside of permanent equity. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid in capital and accumulated deficit. At December 31, 2021, the Class A Ordinary shares reflected in the balance sheet are reconciled in the following table: Schedule Of Reconciliation Of Class A Ordinary Shares Gross proceeds $ 143,750,000 Less: Proceeds allocated to Public Warrants at issuance (3,566,173 ) Class A ordinary share issuance costs (8,106,798 ) Add: Accretion of Carrying value to redemption value 14,547,971 Class A ordinary shares subject to possible redemption $ 146,625,000
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the financial statement, primarily due to its short-term nature.
Fair Value Measurements	Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.
Accounting for Warrants	Accounting for Warrants The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the instruments’ specific terms and applicable authoritative guidance in ASC 480 and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the instruments are free standing financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the instruments meet all of the requirements for equity classification under ASC 815, including whether the instruments are indexed to the Company’s own common shares and whether the instrument holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, was conducted at the time of warrant issuance and as of each subsequent period end date while the instruments are outstanding. Management has concluded that the Public Warrants and Private Placement Warrants issued pursuant to the warrant agreement qualify for equity accounting treatment.
Income Taxes	Income Taxes The Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more- likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no no The Company has identified the United States as its only “major” tax jurisdiction. OMNILIT ACQUISITION CORP NOTES TO FINANCIAL STATEMENT The Company is subject to potential income tax examinations by federal and state taxing authorities. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with federal and state tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.
Net Loss Per Common Share	Net Loss Per Common Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. The Company has two classes of shares, which are referred to as Class A common stock and Class B common stock. Earnings and losses are shared pro rata between the two classes of stock. The warrants are exercisable to purchase 14,108,000 For the period from May 20, 2021 (Inception) through December 31, 2021, net loss per common share is as follows: Schedule of Net income Per Common Share Class A Class B Basic and diluted net loss per share Numerator: Allocation of net loss $ (127,116 ) $ (42,372 ) Denominator Weighted-average shares outstanding 14,375,000 4,330,522 Basic and diluted net loss per share $ (0.01 ) $ (0.01 )
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging —Contracts in Entity’ Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’ Own Equity (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception, and it simplifies the diluted earnings per share calculation in certain areas. The provisions of ASU 2020-06 are applicable for fiscal years beginning after December 15, 2023, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company is currently evaluating the impact of ASU 2020- 06 on its financial statements. The Company’s management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying balance sheet.

Significant Accounting Polici_3

Significant Accounting Policies Basis of Presentation (Tables)	7 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Schedule Of Reconciliation Of Class A Ordinary Shares	Schedule Of Reconciliation Of Class A Ordinary Shares Gross proceeds $ 143,750,000 Less: Proceeds allocated to Public Warrants at issuance (3,566,173 ) Class A ordinary share issuance costs (8,106,798 ) Add: Accretion of Carrying value to redemption value 14,547,971 Class A ordinary shares subject to possible redemption $ 146,625,000
Schedule of Net income Per Common Share	For the period from May 20, 2021 (Inception) through December 31, 2021, net loss per common share is as follows: Schedule of Net income Per Common Share Class A Class B Basic and diluted net loss per share Numerator: Allocation of net loss $ (127,116 ) $ (42,372 ) Denominator Weighted-average shares outstanding 14,375,000 4,330,522 Basic and diluted net loss per share $ (0.01 ) $ (0.01 )

Fair Value (Tables)

Fair Value (Tables)	7 Months Ended
	Dec. 31, 2021
Fair Value Disclosures [Abstract]
Schedule of the Fair Value Valuation Techniques	The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of December 31, 2021 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. Schedule of the Fair Value Valuation Techniques Assets: Level December 31, 2021 Marketable securities held in Trust Account 1 $ 146,626,679
Schedule of Fair Value Measurement of Unobservable Inputs	Schedule of Fair Value Measurement of Unobservable Inputs November 9, 2021 Initial Measurement Input Public Warrants Private Placement Warrants Common stock price $ 9.79 $ 9.79 Risk-free interest rate 1.34 % 1.34 % Expected term in years 5.87 5.87 Expected volatility 10.00 % 10.00 % Exercise price $ 11.50 $ 11.50 Fair Value per warrant $ 0.50 $ 0.50

Income Taxes (Tables)

Income Taxes (Tables)	7 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Schedule of Deferred Tax Assets	As of December 31, 2021, the Company’s net deferred tax assets are as follows: Schedule of Deferred Tax Assets Deferred tax asset: Organizational costs/Startup expenses $ 11,964 Net operating loss 29,971 Total deferred tax asset 41,935 Valuation allowance (41,935 ) Deferred tax asset, net of allowance $ -
Schedule of Income Tax Provision	The income tax benefit for the period from May 20, 2021, (inception) through December 31, 2021, consists of the following: Schedule of Income Tax Provision Federal: Current $ - Deferred (35,944 ) State: Current - Deferred (5,991 ) Change in valuation allowance 41,935 Income tax provision $ -
Schedule of Federal Income Tax Rate	A reconciliation of the federal income tax rate to the Company’s effective tax rate at December 31, 2021 is as follows: Schedule of Federal Income Tax Rate Statutory federal income tax rate 21.0 % State taxes, net of federal tax benefit 2.8 % Change in valuation allowance -23.8 % Income tax provision 0.0 % The Company will file income tax returns in the U.S. federal jurisdiction and Florida. The Company’s effective tax rates for the period presented differ from the expected (statutory) rates due to the recording of full valuation allowances on deferred tax assets

Organization and Business Ope_2

Organization and Business Operations (Details Narrative) - USD ($)	Nov. 12, 2021	Dec. 31, 2021
Subsidiary, Sale of Stock [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights		$ 0.01
Transaction costs		$ 8,333,135
Other Underwriting Expense		2,875,000
Deferred underwriting discount		5,031,250
Cash		1,579,046
Interest on Dissolution Expenses		$ 100,000
Pro rata interest		$ 10.20
Cash and Cash Equivalents, at Carrying Value		$ 494,599
Access to provide additional working capital		$ 100,000
Trust [Member]
Subsidiary, Sale of Stock [Line Items]
Shares Issued, Price Per Share		$ 10.20
Proceeds from Issuance of Private Placement		$ 146,625,000
Trust Account [Member]
Subsidiary, Sale of Stock [Line Items]
Business Acquisition, Percentage of Voting Interests Acquired		80.00%
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Stock Issued During Period, Shares, New Issues	14,375,000
Shares Issued, Price Per Share	$ 10
Proceeds from Issuance Initial Public Offering	$ 143,750,000
Other Underwriting Expense	$ 2,875,000
Deferred underwriting discount		$ 5,031,250
[custom:OtherOfferingCosts-0]		$ 426,884
Over-Allotment Option [Member]
Subsidiary, Sale of Stock [Line Items]
Stock Issued During Period, Shares, New Issues	1,875,000
Shares Issued, Price Per Share	$ 10
Private Placement [Member] | OmniLit Sponsor LLC [Member]
Subsidiary, Sale of Stock [Line Items]
Class of Warrant or Right, Outstanding	6,201,750
Private Placement [Member] | Imperial Capital LLC [Member]
Subsidiary, Sale of Stock [Line Items]
Class of Warrant or Right, Outstanding	575,000
Private Placement [Member] | I Bankers Securities Inc [Member]
Subsidiary, Sale of Stock [Line Items]
Class of Warrant or Right, Outstanding	143,750
Private Placement Warrants [Member]
Subsidiary, Sale of Stock [Line Items]
Stock Issued During Period, Shares, New Issues		6,920,500
Shares Issued, Price Per Share		$ 1
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 1
Proceeds from Issuance of Warrants	$ 6,920,500	$ 6,920,500

Schedule Of Reconciliation Of C

Schedule Of Reconciliation Of Class A Ordinary Shares (Details)	Dec. 31, 2021USD ($)
Accounting Policies [Abstract]
Gross proceeds	$ 143,750,000
Proceeds allocated to Public Warrants at issuance	(3,566,173)
Class A ordinary share issuance costs	(8,106,798)
Add: Accretion of Carrying value to redemption value	14,547,971
Class A ordinary shares subject to possible redemption	$ 146,625,000

Schedule of Net income Per Comm

Schedule of Net income Per Common Share (Details)	7 Months Ended
	Dec. 31, 2021$ / sharesshares
Common Class A [Member]
Basic and diluted net income per share, Numerator: Allocation of net loss	(127,116)
Denominator: Weighted-average shares outstanding	14,375,000
Basic and diluted net loss per share | $ / shares	$ (0.01)
Common Class B [Member]
Basic and diluted net income per share, Numerator: Allocation of net loss	(42,372)
Denominator: Weighted-average shares outstanding	4,330,522
Basic and diluted net loss per share | $ / shares	$ (0.01)

Significant Accounting Polici_4

Significant Accounting Policies Basis of Presentation (Details Narrative)	7 Months Ended
	Dec. 31, 2021USD ($)shares
Accounting Policies [Abstract]
Federal depository insurance	$ 250,000
Offering cost	8,333,135
Underwritting Discounts	2,875,000
Deferred underwriting discount	5,031,250
Other offering cost	426,885
Unrecognized Tax Benefits	0
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued	$ 0
Purchase of warrants exercisable | shares	14,108,000

Initial Public Offering (Detail

Initial Public Offering (Details Narrative)	Nov. 12, 2021USD ($)$ / sharesshares	Dec. 31, 2021USD ($)$ / shares
Subsidiary, Sale of Stock [Line Items]
Other Underwriting Expense		$ 2,875,000
Underwriting discount price per share | $ / shares		$ 0.20
Deferred underwriting discount rate		0.035
Deferred underwriting discount		$ 5,031,250
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Stock Issued During Period, Shares, New Issues | shares	14,375,000
Shares Issued, Price Per Share | $ / shares	$ 10
Proceeds from Issuance Initial Public Offering	$ 143,750,000
Other Underwriting Expense	$ 2,875,000
Underwriting discount price per share | $ / shares	$ 0.20
Deferred underwriting discount		$ 5,031,250
Over-Allotment Option [Member]
Subsidiary, Sale of Stock [Line Items]
Stock Issued During Period, Shares, New Issues | shares	1,875,000
Shares Issued, Price Per Share | $ / shares	$ 10
Over-Allotment Option [Member] | Underwriters [Member]
Subsidiary, Sale of Stock [Line Items]
Stock Issued During Period, Shares, New Issues | shares	1,875,000

Private Placement (Details Narr

Private Placement (Details Narrative) - Private Placement Warrants [Member] - USD ($)	Nov. 12, 2021	Dec. 31, 2021
Subsidiary, Sale of Stock [Line Items]
Number of shares issued		6,920,500
Shares issued, price per share		$ 1
Proceeds from issuance of warrants	$ 6,920,500	$ 6,920,500

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	Nov. 12, 2021	Nov. 01, 2021	Sep. 27, 2021	May 21, 2021	Dec. 31, 2021	Jul. 31, 2021	Jun. 10, 2021
Related Party Transaction [Line Items]
Warrant to purchase common stock price per share					$ 0.01
Stock split description		the Company effected a 1 1/3 for 1 forward stock split on our founder shares
Value of shares issued					$ 25,000
IPO [Member]
Related Party Transaction [Line Items]
Shares issued, price per share	$ 10
Number of shares issued	14,375,000
Over-Allotment Option [Member]
Related Party Transaction [Line Items]
Shares issued, price per share	$ 10
Number of shares issued	1,875,000
Working Capital Loans [Member]
Related Party Transaction [Line Items]
Debt conversion, converted instrument, warrants					1,500,000
Debt conversion, converted instrument, amount					$ 1,500,000
Working Capital Loans [Member] | Private Placement [Member]
Related Party Transaction [Line Items]
Warrant to purchase common stock price per share					$ 1
Sponsor [Member]
Related Party Transaction [Line Items]
Advances due-related party					$ 363,995
Sponsor [Member] | Unsecured Promissory Note [Member]
Related Party Transaction [Line Items]
Note payable-related party						$ 300,000
Sponsor [Member] | Unsecured Promissory Note [Member] | IPO [Member]
Related Party Transaction [Line Items]
Debt instrument, face amount							$ 300,000
Continental Stock Transfer and Trust [Member] | Minimum [Member]
Related Party Transaction [Line Items]
Business combination, acquisition related costs					1,250,000
Continental Stock Transfer and Trust [Member] | Maximum [Member]
Related Party Transaction [Line Items]
Business combination, acquisition related costs					$ 1,437,500
Continental Stock Transfer and Trust [Member] | Over-Allotment Option [Member]
Related Party Transaction [Line Items]
Shares issued, price per share					$ 0.10
Founder Shares [Member]
Related Party Transaction [Line Items]
Shares issued, price per share		$ 0.005
Number of shares issued		4,791,667		4,312,500
Number of shares forfeited			718,750
Stock split description		the Company effected a 1 1/3 for 1 forward stock split of its Class B common stock, so that the Sponsor owns an aggregate of 4,791,667 Founder Shares.
Value of shares issued		$ 25,000
Founder Shares [Member] | Common Class A [Member]
Related Party Transaction [Line Items]
Shares issued, price per share					12
Founder Shares [Member] | Maximum [Member] | Common Class A [Member]
Related Party Transaction [Line Items]
Shares issued, price per share					$ 12

Commitments Registration Righ_2

Commitments Registration Rights (Details Narrative) - USD ($)	Nov. 12, 2021	Dec. 31, 2021
Subsidiary, Sale of Stock [Line Items]
Underwriting discount		$ 2,875,000
Underwriting discount, price per share		$ 0.20
Share price		$ 18
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Underwriting discount	$ 2,875,000
Underwriting discount, price per share	$ 0.20
Share price	$ 0.35
Deferred underwriting fee	$ 5,031,250

Stockholder_s Deficit (Details

Stockholder’s Deficit (Details Narrative) - $ / shares	Nov. 01, 2021	Nov. 01, 2021	May 21, 2021	Dec. 31, 2021
Class of Stock [Line Items]
Stock split description	the Company effected a 1 1/3 for 1 forward stock split on our founder shares
Preferred stock, shares authorized				1,000,000
Preferred stock, par value				$ 0.0001
Preferred stock, shares outstanding				0
Preferred stock, shares issued				0
Conversion of stock, description				25% of the sum of the total number of all shares of common stock outstanding
Common stock, voting rights				Holders of the Class A common stock and holders of the Class B common stock will vote together as a single class on all matters submitted to a vote of the Company’s stockholders, with each share of common stock entitling the holder to one vote.
Warrant to purchase common stock price per share				$ 0.01
Sale of stock description				if: (A) the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of its Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Company’s sponsor or its affiliates, without taking into account any founder shares held by the Company’s sponsor or its affiliates, prior to such issuance) (the “Newly Issued Price”); (B) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the Business Combination on the date of the consummation of the Business Combination (net of redemptions); and (C) the volume weighted average trading price of the Company’s common stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummates the Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price described below under “Redemption of warrants” will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price
Share price				$ 18
Public Warrants [Member]
Class of Stock [Line Items]
Number of warrants outstanding				7,187,500
Private Placement Warrants [Member]
Class of Stock [Line Items]
Number of warrants outstanding				6,920,500
Warrant [Member]
Class of Stock [Line Items]
Warrant to purchase common stock price per share				$ 11.50
Founder Shares [Member]
Class of Stock [Line Items]
Stock split description	the Company effected a 1 1/3 for 1 forward stock split of its Class B common stock, so that the Sponsor owns an aggregate of 4,791,667 Founder Shares.
Number of shares issued	4,791,667		4,312,500
Shares issued, price per share	$ 0.005	$ 0.005
Common Class B [Member]
Class of Stock [Line Items]
Stock split description		the Company effected a recapitalization whereby a 1 1/3 for 1 forward stock split
Common Stock, Shares Authorized				20,000,000
Common Stock, Par or Stated Value Per Share				$ 0.0001
Common stock, shares outstanding				4,791,667
Common stock, shares issued				4,791,667
Common Class B [Member] | Sponsor [Member]
Class of Stock [Line Items]
Number of shares issued		4,791,667
Common Class A [Member]
Class of Stock [Line Items]
Common Stock, Shares Authorized				100,000,000
Common Stock, Par or Stated Value Per Share				$ 0.0001
Common stock, shares outstanding				14,375,000
Common Class A [Member] | Founder Shares [Member]
Class of Stock [Line Items]
Shares issued, price per share				$ 12
Common Class A [Member] | Founder Shares [Member] | Maximum [Member]
Class of Stock [Line Items]
Shares issued, price per share				$ 12

Schedule of the Fair Value Valu

Schedule of the Fair Value Valuation Techniques (Details)	Dec. 31, 2021USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities held in Trust Account	$ 146,626,679
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities held in Trust Account	$ 146,626,679

Schedule of Fair Value Measurem

Schedule of Fair Value Measurement of Unobservable Inputs (Details)	Nov. 09, 2021$ / shares
Private Placement Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair Value per warrant	$ 0.50
Public Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair Value per warrant	$ 0.50
Measurement Input, Share Price [Member] | Private Placement Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	9.79
Measurement Input, Share Price [Member] | Public Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	9.79
Measurement Input, Risk Free Interest Rate [Member] | Private Placement Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	1.34
Measurement Input, Risk Free Interest Rate [Member] | Public Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	1.34
Measurement Input, Expected Term [Member] | Private Placement Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	5.87
Measurement Input, Expected Term [Member] | Public Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	5.87
Measurement Input, Price Volatility [Member] | Private Placement Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	10
Measurement Input, Price Volatility [Member] | Public Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	10
Measurement Input, Exercise Price [Member] | Private Placement Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	11.50
Measurement Input, Exercise Price [Member] | Public Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	11.50

Schedule of Deferred Tax Assets

Schedule of Deferred Tax Assets (Details)	Dec. 31, 2021USD ($)
Income Tax Disclosure [Abstract]
Organizational costs/Startup expenses	$ 11,964
Net operating loss	29,971
Total deferred tax asset	41,935
Valuation allowance	(41,935)
Deferred tax asset, net of allowance

Schedule of Income Tax Provisio

Schedule of Income Tax Provision (Details)	7 Months Ended
	Dec. 31, 2021USD ($)
Income Tax Disclosure [Abstract]
Current
Deferred	(35,944)
Current
Deferred	(5,991)
Change in valuation allowance	41,935
Income tax provision

Schedule of Federal Income Tax

Schedule of Federal Income Tax Rate (Details)	7 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Statutory federal income tax rate	21.00%
State taxes, net of federal tax benefit	2.80%
Change in valuation allowance	(23.80%)
Income tax provision	0.00%

Income Taxes (Details Narrative

Income Taxes (Details Narrative)	Dec. 31, 2021USD ($)
Income Tax Disclosure [Abstract]
Federal and state, net operating loss carryforwards	$ 122,158
Deferred Tax Assets, Valuation Allowance	$ 41,935

Subsequent Events (Details Narr

Subsequent Events (Details Narrative)	7 Months Ended
	Dec. 31, 2021USD ($)
Subsequent Events [Abstract]
Additional working capital	$ 100,000