[8-K] Laser Photonics Corporation Reports Material Event

Rhea-AI Filing Summary

Laser Photonics Corporation agreed to acquire the assets of Beamer Laser Marking Systems, the laser capital equipment division of ARCH Cutting Tools. The acquired assets include intellectual property and all contracts, and the company will pay with 3,000,000 restricted shares; the filing states Beamer had no liabilities. Beamer produces IR fiber 1064nm laser marking systems used for tracking and traceability, serialization, 2D codes and decorative marking.

The filing references two press releases that describe Beamer’s modular industrial marking solutions, U.S.-based manufacturing and an established customer base including Fortune 100 companies in aerospace, defense and pharmaceuticals. The releases state these capabilities are expected to help mitigate supply chain issues and tariffs and provide new growth opportunities.

The Asset Purchase Agreement and the two press releases are filed as exhibits to the report.

Positive

• Acquisition includes intellectual property and contracts, expanding Laser Photonics’ product and IP portfolio
• Beamer had no liabilities, which simplifies the asset integration and limits immediate balance-sheet risk
• U.S.-based manufacturing and modular design are expected to help mitigate supply chain issues and tariffs per the press releases
• Established customer base including Fortune 100 companies in aerospace, defense and pharmaceuticals may provide new growth opportunities

Negative

• Transaction counterparty is an affiliate of the company’s controlling investor, creating related-party transaction and governance considerations
• Consideration is 3,000,000 restricted shares, a non-cash equity payment that alters the company’s outstanding restricted share allotment as stated in the filing

Insights

Financial Analyst

TL;DR: Asset acquisition adds IP, manufacturing and customers; consideration is equity, not cash.

The transaction transfers Beamer’s IP and customer contracts into Laser Photonics in exchange for 3,000,000 restricted shares, expanding the company’s product set into 1064nm IR fiber marking systems. The filing states Beamer has no liabilities, which simplifies integration from a balance-sheet perspective. The referenced press materials emphasize U.S.-based manufacturing and an existing customer base that includes large defense, aerospace and pharmaceutical firms, which could meaningfully expand Laser Photonics’ market access and reduce supplier and tariff exposure. From a revenue-growth standpoint, this is a strategic bolt-on that leverages manufacturing capability and customer relationships rather than a cash outlay.

Corporate Governance / Risk Analyst

TL;DR: Related-party aspects warrant close disclosure and governance scrutiny.

The purchaser is acquiring assets from Beamer under an APA with Fonon Quantum Technologies, identified as an affiliate of the entity that controls voting of Laser Photonics. That explicit affiliation makes this a related-party transaction and raises governance considerations around valuation, fairness and minority shareholder protections. The filing documents the agreement and press releases as exhibits and confirms the non-cash consideration (3,000,000 restricted shares) and that Beamer had no liabilities. Investors should note the transaction structure and related-party counterparty are material facts requiring transparent disclosure and appropriate board review; the filing provides the agreement as an exhibit for review.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 5, 2025

LASER PHOTONICS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware		001-41515		84-3628771
(State of other jurisdiction		(Commission		(IRS Employer
of incorporation)		File Number)		Identification No.)

1101 N. Keller Rd.
Suite G
Orlando, FL		32810
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (407) 804-1000

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		LASE		The Nasdaq Stock Market LLC

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Item 1.01 Entry Into a Material Definitive Agreement.

On August 5, 2025, Laser Photonics Corporation (the “Company” or “Laser Photonics”) entered into an Asset Purchase Agreement (the “APA”) with Fonon Quantum Technologies, Inc. (“FQTI”), an affiliate of ICT Investments, LLC, the company that together with its affiliates has voting control of Laser Photonics, to acquire the assets of Beamer Laser Marking Systems (“Beamer”), the laser capital equipment manufacturing division of ARCH Cutting Tools, Inc, a Michigan corporation. Beamer manufactures IR fiber laser marking systems that provide standard, engineered and inline 1064nm IR laser marking solutions for a variety of industries used in tracking and traceability to serialization, 2D codes and decorative marking. Under the terms of the APA, Laser Photonics agreed to issue 3,000,000 restricted shares of its common stock as payment for the Beamer assets. including its intellectual property, and all contracts. Beamer had no liabilities. The foregoing description of the APA is qualified in its entirety by reference to the full text of that agreement, a copy of each of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

Laser Photonics issued two press releases regarding Beamer Laser. The first press release was issued on June 26, 2025, stating that the Company intended to acquire the Beamer Laser assets. The second press release was issued on July 3, 2025, that discussed the importance of Beamer Laser’s standard industrial marking solutions and modular design to allow for smooth integration into manufacturing workflows, that its U.S.-based manufacturing capabilities were expected to help Laser Photonics to mitigate supply chain issues and tariffs, ensuring better control over quality, lead times and costs, and that with Beamer Laser’s established customer base, which includes Fortune 100 companies in aerospace, defense and pharmaceuticals, were anticipated to provide Laser Photonics with new growth opportunities.

A copy of each press release is furnished as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K and are incorporated herein by reference.

The information furnished herein, including Exhibits 99.1 and 99.2, is not deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. This information will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference.

Item 9.01. Financial Statements and Exhibits.

Exhibits

Exhibit No.		Description
10.1		Asset Purchase Agreement, dated August 5, 2025
99.1		Press Release, dated June 26, 2025
99.2		Press Release dated July 3, 2025
104		Cover Page Interactive Data File

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: August 11, 2025	LASER PHOTONICS CORPORATION
	By:	/s/ Wayne Tupuola
		Wayne Tupuola
		President and CEO

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FAQ

What assets did Laser Photonics (LASE) acquire from Beamer Laser?

The company acquired Beamer’s assets including intellectual property and all contracts, described in the Asset Purchase Agreement filed as an exhibit.

How did Laser Photonics pay for the Beamer assets?

The acquisition consideration is 3,000,000 restricted shares of Laser Photonics common stock issued to the counterparty.

Who was the counterparty in the Asset Purchase Agreement?

The APA was with Fonon Quantum Technologies, Inc., identified in the filing as an affiliate of the entity that has voting control of Laser Photonics.

What products and markets does Beamer serve?

Beamer manufactures IR fiber 1064nm laser marking systems used for tracking and traceability, serialization, 2D codes and decorative marking across industries.

Does Beamer have outstanding liabilities?

The filing states that Beamer had no liabilities at the time of the agreement.

What potential operational benefits did the press releases highlight?

The press releases state that U.S.-based manufacturing and modular design were expected to help mitigate supply chain issues and tariffs and support integration into manufacturing workflows.