<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 4)
Under the Securities Exchange Act of 1934
Optek Technology, Inc.
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
683815
(CUSIP Number)
Hayden D. McMillian
F.S. Warrant, L.P.
901 East Byrd Street, 17th Floor
Richmond, Virginia 23219
(804) 775-3776
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
September 29, 1998
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of (S)(S) 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box [_].
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following pages)
(Page 1 of 21 Pages)
<PAGE>
CUSIP NO. 683815 Page 2 of 21 Pages
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
F.S. Warrant, L.P.
36-4245647
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
OO
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e) [_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER
650,000
8. SHARED VOTING POWER
-0-
9. SOLE DISPOSITIVE POWER
650,000
10. SHARED DISPOSITIVE POWER
-0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
650,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.4%
14. TYPE OF REPORTING PERSON*
PN
<PAGE>
CUSIP NO. 683815 Page 3 of 21 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
First Source Equity Holdings, Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
AF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e) [_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Virginia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER
-0-
8. SHARED VOTING POWER
650,000
9. SOLE DISPOSITIVE POWER
-0-
10. SHARED DISPOSITIVE POWER
650,000
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
650,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.4%
14. TYPE OF REPORTING PERSON*
CO
<PAGE>
CUSIP NO. 683815 Page 4 of 21 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Dominion Capital, Inc.
54-3480682
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
AF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e) [_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Virginia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER
-0-
8. SHARED VOTING POWER
650,000
9. SOLE DISPOSITIVE POWER
-0-
10. SHARED DISPOSITIVE POWER
650,000
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
650,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.4%
14. TYPE OF REPORTING PERSON*
CO
<PAGE>
CUSIP NO. 683815 Page 5 of 21 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Dominion Resources, Inc.
54-1229715
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
3 SEC USE ONLY
4. SOURCE OF FUNDS*
N/A
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e) [_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Virginia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER
-0-
8. SHARED VOTING POWER
650,000
9. SOLE DISPOSITIVE POWER
-0-
10. SHARED DISPOSITIVE POWER
650,000
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
650,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.4%
14. TYPE OF REPORTING PERSON*
HC
<PAGE>
CUSIP NO. 683815 Page 6 of 21 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
First Source Financial LLP
36-39991240
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
N/A
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER
-0-
8. SHARED VOTING POWER
-0-
9. SOLE DISPOSITIVE POWER
-0-
10. SHARED DISPOSITIVE POWER
-0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14. TYPE OF REPORTING PERSON*
PN
<PAGE>
CUSIP NO. 683815 Page 7 of 21 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Virginia Financial Ventures, Inc.
54-1740145
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
N/A
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e) [_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Virginia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER
-0-
8. SHARED VOTING POWER
-0-
9. SOLE DISPOSITIVE POWER
-0-
10. SHARED DISPOSITIVE POWER
-0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14. TYPE OF REPORTING PERSON*
CO
<PAGE>
CUSIP NO. 683815 Page 8 of 21 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
N.H. Capital, Inc.
36-3990749
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
N/A
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e) [_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Virginia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER
-0-
8. SHARED VOTING POWER
-0-
9. SOLE DISPOSITIVE POWER
-0-
10. SHARED DISPOSITIVE POWER
-0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14. TYPE OF REPORTING PERSON*
CO
<PAGE>
CUSIP NO. 683815 Page 9 of 21 Pages
First Source Financial LLP, an Illinois registered limited liability
partnership ("FSFLLP"); Virginia Financial Ventures, Inc. ("Virginia") and N.H.
Capital, Inc. ("N.H."), each a Virginia corporation, each a 50% General Partner
of FSFLLP and each a wholly owned subsidiary of Dominion Capital, Inc.
("Dominion"), a Virginia corporation that is a wholly owned subsidiary of
Dominion Resources, Inc., a Virginia corporation ("Dominion Resources");
Dominion and Dominion Resources hereby amend the Statement on Schedule 13D,
dated July 14, 1988, as amended January 31, 1991, April 14, 1995 and May 6, 1998
(the "Statement"), with respect to the shares of common stock, par value $0.01
(the "Shares"), of Optek Technology, Inc., a Delaware corporation (the
"Issuer"). F.S. Warrant, L.P., a Delaware limited partnership ("FS Warrant"),
and First Source Equity Holdings, Inc., a Virginia corporation and the one
percent General Partner of FS Warrant ("Equity Holdings") hereby join in this
Statement. A copy of the agreement among FS Warrant, Equity Holdings, FSFLLP,
Virginia, N.H., Dominion and Dominion Resources as required by Rule 13d-
1(k)(1)(iii) is attached hereto as Exhibit 15. Unless otherwise indicated,
capitalized terms used below but not defined herein shall have the meanings
assigned to such terms in the Statement.
Item 1. Security and Issuer
Item 1 of the Statement is hereby amended as follows:
The title of the class of equity securities to which this Statement on
Schedule 13D relates is common stock, par value $0.01 per share (the "Shares"),
of Optek Technology, Inc., a Delaware corporation (the "Issuer"). The principal
executive offices of the Issuer are located at 1215 West Crosby Road,
Carrollton, Texas 75006.
Item 2. Identity and Background
Item 2 of the Statement is hereby amended as follows:
(a) FS Warrant.
FS Warrant's principal business is the holding of securities for
investment. The address of FS Warrant's principal business and the address of
its principal office are 901 East Byrd Street, 17th Floor, Richmond, Virginia
23219.
The present principal occupation or employment and the name, principal
business and address of any corporation or other organization in which such
employment is conducted of each executive officer and director of FS Warrant are
set forth in Appendix A.
During the last five years, neither FS Warrant nor, to the best of its
knowledge, any of the persons listed in Appendix A has been convicted in any
criminal proceeding (excluding traffic violations or similar misdemeanors) or
has been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violations with respect to such laws.
To the best knowledge of FS Warrant, except as otherwise indicated in
Appendix A, each of the persons listed in Appendix A is a citizen of the United
States of America.
(b) Equity Holdings.
<PAGE>
CUSIP NO. 683815 Page 10 of 21 Pages
Equity Holdings' principal business is acting as the general partner
of FS Warrant. The address of Equity Holdings' principal business and the
address of its principal office are 901 East Byrd Street, 17th Floor, Richmond,
Virginia 23219.
The present principal occupation or employment and the name, principal
business and address of any corporation or other organization in which such
employment is conducted of each executive officer and director of Equity
Holdings are set forth in Appendix A.
During the last five years, neither Equity Holdings nor, to the best
of its knowledge, any of the persons listed in Appendix A has been convicted in
any criminal proceeding (excluding traffic violations or similar misdemeanors)
or has been a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction and as a result of such proceeding was or is subject
to a judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities laws
or finding any violations with respect to such laws.
To the best knowledge of Equity Holdings, except as otherwise
indicated in Appendix A, each of the persons listed in Appendix A is a citizen
of the United States of America.
(c) Dominion.
Dominion is primarily engaged in financial and real estate investment
activities. The address of Dominion's principal business and the address of its
principal office are 901 East Byrd Street, Richmond, Virginia 23219.
The present principal occupation or employment and the name, principal
business and address of any corporation or other organization in which such
employment is conducted of each executive officer and director of Dominion are
set forth in Appendix B.
During the last five years, neither Dominion nor, to the best of its
knowledge, any of the persons listed in Appendix B has been convicted in any
criminal proceeding (excluding traffic violations or similar misdemeanors) or
has been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violations with respect to such laws.
To the best knowledge of Dominion, except as otherwise indicated in
Appendix B, each of the persons listed in Appendix B is a citizen of the United
States of America.
(d) Dominion Resources.
Dominion Resources is a holding company with utility and non-utility
subsidiaries. The address of Dominion Resources' principal business and the
address of its principal office are 901 East Byrd Street, Richmond, Virginia
23219.
The present principal occupation or employment and the name, principal
business and address of any corporation or other organization in which such
employment is conducted of each executive officer and director of Dominion
Resources are set forth in Appendix C.
During the last five years, neither Dominion Resources nor, to the
best of its knowledge, any of the persons listed in Appendix C has been
convicted in any criminal proceeding (excluding traffic violations or similar
misdemeanors) or has been a party to a civil proceeding of a judicial or
administrative body of competent
<PAGE>
CUSIP NO. 683815 Page 11 of 21 Pages
jurisdiction and as a result of such proceeding was or is subject to a judgment,
decree or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or finding any
violations with respect to such laws.
To the best knowledge of Dominion Resources, except as otherwise
indicated in Appendix C, each of the persons listed in Appendix C is a citizen
of the United States of America.
(e) FSFLLP.
FSFLLP's principal business is providing commercial financial
services. The address of FSFLLP's principal business and the address of its
principal office are 2850 West Golf Road, Rolling Meadows, Illinois 60008.
The present principal occupation or employment and the name, principal
business and address of any corporation or other organization in which such
employment is conducted of each executive officer and director of FSFLLP are set
forth in Appendix D.
During the last five years, neither FSFLLP nor, to the best of its
knowledge, any of the persons listed in Appendix D has been convicted in any
criminal proceeding (excluding traffic violations or similar misdemeanors) or
has been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violations with respect to such laws.
To the best knowledge of FSFLLP, except as otherwise indicated in
Appendix D, each of the persons listed in Appendix D is a citizen of the United
States of America.
(f) Virginia.
Virginia's principal business is acting as the general partner of
FSFLLP. The address of Virginia's principal business and the address of its
principal office are 901 East Byrd Street, Richmond, Virginia 23219.
The present principal occupation or employment and the name, principal
business and address of any corporation or other organization in which such
employment is conducted of each executive officer and director of Virginia are
set forth in Appendix E.
During the last five years, neither Virginia nor, to the best of its
knowledge, any of the persons listed in Appendix E has been convicted in any
criminal proceeding (excluding traffic violations or similar misdemeanors) or
has been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violations with respect to such laws.
To the best knowledge of Virginia, except as otherwise indicated in
Appendix E, each of the persons listed in Appendix E is a citizen of the United
States of America.
(g) N.H.
N.H.'s principal business is acting as the general partner of FSFLLP.
The address of N.H.'s principal business and the address of its principal office
are 901 East Byrd Street, Richmond, Virginia 23219.
<PAGE>
CUSIP NO. 683815 Page 12 of 21 Pages
The present principal occupation or employment and the name, principal
business and address of any corporation or other organization in which such
employment is conducted of each executive officer and director of N.H. are set
forth in Appendix E.
During the last five years, neither N.H. nor, to the best of its
knowledge, any of the persons listed in Appendix E has been convicted in any
criminal proceeding (excluding traffic violations or similar misdemeanors) or
has been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violations with respect to such laws.
To the best knowledge of N.H., except as otherwise indicated in
Appendix E, each of the persons listed in Appendix E is a citizen of the United
States of America.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of the Statement is hereby amended to add the following:
FS Warrant received 650,000 Shares as part of a capital contribution
package made by FSFLLP in return for a 99% limited partnership interest in FS
Warrant.
Item 4. Purpose of Transaction
Item 4 of the Statement is hereby amended to add the following:
FS Warrant acquired the Shares from FSFLLP for investment purposes.
Except for adjustments to the number of Shares as a result of any stock split,
stock dividend, recapitalization, or other event resulting in a change in the
number of Shares outstanding, FS Warrant does not presently intend to acquire
additional Shares.
Other than as indicated above, none of FS Warrant, Equity Holdings,
Dominion or Dominion Resources has any plans and none has made or received any
proposals which relate to or which would result in any of the following:
(a) the acquisition of additional securities of the Issuer, or the
disposition of securities of the Issuer;
(b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its subsidiaries;
(c) a sale or transfer of a material amount of assets of the Issuer or
any of its subsidiaries;
(d) any change in the present Board of Directors or management of the
Issuer, including any plans or proposals to change the number or term of
Directors or to fill any existing vacancies on the Board of Directors;
(e) any material change in the present capitalization or dividend
policy of the Issuer;
(f) any other material change in the Issuer's business or corporate
structure, including but not limited to, if the Issuer is a registered closed-
end investment company, any plans or proposals to make any changes in its
investment policy for which a vote is required by section 13 of the Investment
Company Act of 1940;
<PAGE>
CUSIP NO. 683815 Page 13 of 21 Pages
(g) changes in the Issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the acquisition of
control of the Issuer by any person;
(h) causing a class of securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
(i) a class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act; or
(j) any actions similar to any of those enumerated above.
Item 5. Interests in Securities of Issuer.
Item 5 is hereby amended as follows:
(a) As of the date hereof, FS Warrant, Equity Holdings, Dominion and
Dominion Resources may be deemed to beneficially own 650,000 Shares which
represent approximately 8.4% of the 7,712,607 shares reported by the Issuer to
be outstanding as of August 25, 1998 according to its Report on Form 10-Q for
the fiscal quarter ended July 31, 1998.
(b) FS Warrant has the sole power to vote and dispose of all Shares
acquired from FSFLLP. Equity Holdings, Dominion and Dominion Resources have
shared power to vote and dispose of those Shares. FSFLLP, Virginia and N.H. no
longer have the power to vote or dispose of any Shares.
(c) FS Warrant, Equity Holdings, Dominion, Dominion Resources, FSFLLP,
Virginia and N.H. have not, and to the best knowledge of FS Warrant, Equity
Holdings, Dominion, Dominion Resources, FSFLLP, Virginia and N.H., none of the
persons listed in Appendices A through E hereto has effected any transactions in
Shares during the past 60 days.
(d) None.
(e) Not applicable with respect to FS Warrant, Equity Holdings,
Dominion and Dominion Resources. On September 29, 1998, FSFLLP, Virginia and
N.H. ceased to be the beneficial owner of more than 5% of the Shares.
Item 6. Contracts, Arrangements, Understanding or Relationships With Respect
to Securities of the Issuer.
Not applicable.
Item 7. Materials to be filed as Exhibits.
Item 7 of the Statement is hereby amended as follows:
Exhibit 15 - Agreement among the Reporting Persons as to joint filing
of Schedule 13D, dated October 21, 1998.
<PAGE>
CUSIP NO. 683815 Page 14 of 21 Pages
After reasonable inquiry to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this Statement is true,
complete and correct.
Date: October 21, 1998
F.S. WARRANT, L.P.
By: /s/ Hayden D. McMillian
------------------------
Name: Hayden D. McMillian
Title: Vice President
Date: October 21, 1998
FIRST SOURCE EQUITY HOLDINGS, INC.
By: /s/ Hayden D. McMillian
-----------------------
Name: Hayden D. McMillian
Title: Vice President
Date: October 21, 1998
DOMINION CAPITAL, INC.
By: /s/ Hayden D. McMillian
-----------------------
Name: Hayden D. McMillian
Title: Senior Vice President
Date: October 21, 1998
DOMINION RESOURCES, INC.
By: /s/ David L. Heavenridge
------------------------
Name: David L. Heavenridge
Title: Executive Vice President
<PAGE>
CUSIP NO. 683815 Page 15 of 21 Pages
Date: October 21, 1998
FIRST SOURCE FINANCIAL LLP
By: /s/ D. P. Dekker
----------------
Name: D. P. Dekker
Title: Senior Vice President
Date: October 21, 1998
VIRGINIA FINANCIAL VENTURES, INC.
By: /s/ Hayden D. McMillian
-----------------------
Name: Hayden D. McMillian
Title: Vice President
Date: October 21, 1998
N.H. CAPITAL, INC.
By: /s/ Hayden D. McMillian
-----------------------
Name: Hayden D. McMillian
Title: Vice President
<PAGE>
CUSIP NO. 683815 Page 16 of 21 Pages
APPENDIX A
Executive Officers and Directors of F.S. Warrant, L.P. and First Source Equity
Holdings, Inc.
Name and Title; Principal Occupation or Employment
- --------------------------------------------------
F.S. Warrant, L.P.
- ------------------
First Source Equity Holdings, Inc. is the General Partner of F.S.
Warrant, L.P. The Executive Officers and Directors of First Source Equity
Holdings, Inc., are listed below.
First Source Equity Holdings, Inc.
- ----------------------------------
David L. Heavenridge, Director and President; President and Chief Executive
Officer of Dominion Capital, Inc.
Hayden D. McMillian, Vice President; Senior Vice President and Chief Financial
Officer of Dominion Capital, Inc.
Mark P. Mikuta, Vice President; Vice President and Controller of Dominion
Capital, Inc.
Henry C. Riely, Secretary; Corporate Secretary of Dominion
Capital, Inc.
The business address of each of the Executive Officers and Directors listed
above is 901 East Byrd Street, 17th Floor, Richmond, Virginia 23219.
<PAGE>
CUSIP NO. 683815 Page 17 of 21 Pages
APPENDIX B
Executive Officers and Directors of Dominion Capital, Inc.
Name and Title; Principal Occupation or Employment
- --------------------------------------------------
Thomas E. Capps, Chairman of the Board; Chairman of the Board, President and
Chief Executive Officer of Dominion Resources, Inc.
David L. Heavenridge, President, Chief Executive Officer and Director
Charles E. Coudriet, Senior Vice President
Randolph W. Wyckoff, Senior Vice President
Hayden D. McMillian, Senior Vice President and Chief Financial Officer
Daniel A. Hillsman, Jr., Vice President
Thomas K. Wilson, Vice President - Marketing
Mark F. Mikuta, Vice President and Controller
Dennis W. Hedgepeth, Vice President and Treasurer
Henry C. Riely, Corporate Secretary
John B. Bernhardt, Director; Retired, 8020 Quail Hollow, Suffolk, Virginia 23433
Thomas N. Chewning, Director
John W. Harris, Director; President and Managing Partner, Harris Group, Rotunda
Suite 175, 4201 Congress Street, Charlotte, North Carolina 28209
William T. Roos, Director; Retired, President, Penn Luggage, Inc., 2820 Build
America Drive, Hampton, Virginia 23666
Frank S. Royal, M.D., Director; East End Medical Building, 1122 North 25th
Street, Suite A, Richmond, Virginia 23223
Dr. Dallas Simmons, Director; President, Virginia Union University, 1500 North
Lombardy Street, Richmond, Virginia 23220
David A. Wollard, Director; Retired, 460 South Marion Parkway, Denver, Colorado
80209
Except as noted above, the business address of each of the Executive Officers
and Directors listed above is 901 E. Byrd Street, Richmond, Virginia 23219.
<PAGE>
CUSIP NO. 683815 Page 18 of 21 Pages
APPENDIX C
Executive Officers and Directors of Dominion Resources, Inc.
Name and Title; Principal Occupation or Employment
- --------------------------------------------------
Thomas E. Capps, Chairman of the Board, President and Chief Executive Officer of
Dominion Resources, Inc.
Norman B.M. Askew, Executive Vice President
Thomas N. Chewning, Executive Vice President
David L. Heavenridge, Executive Vice President
Edgar M. Roach, Jr., Executive Vice President and Chief Financial Officer
Thomas P. Farrell, II, Senior Vice President of Corporate Affairs
William S. Mistr, Vice President
James L. Trueheart, Vice President and Controller
James F. Stutts, Vice President and General Counsel
Scott G. Hetzer, Vice President and Treasurer
Patricia A. Wilkerson, Corporate Secretary
Karen E. Hunter, Assistant Vice President of Financial Planning
William C. Hall, Assistant Vice President
John B. Adams, Jr., Director; President and Chief Executive Officer, The Bowman
Companies, One Bowman Drive, Fredericksburg, Virginia 22408
John B. Bernhardt, Director; Retired, 8020 Quail Hollow, Suffolk, Virginia 23433
Dr. Benjamin J. Lambert, III, Director; Virginia State Senator and Optometrist,
904 North First Street, Richmond, Virginia 23219
Richard L. Leatherwood, Director; 3805 Greenway, Baltimore, Maryland 21218
Harvey L. Lindsay, Jr., Director; Chairman and Chief Executive Officer, Harvey
Lindsay Commercial Real Estate, Dominion Tower, Suite 1400, 999 Waterside Drive,
Norfolk, Virginia 23510
Kenneth A. Randall, Director; 6 Whittaker's Mill, Williamsburg, Virginia 23185
William T. Roos, Director; Retired, President, Penn Luggage, Inc., 2820 Build
America Drive, Hampton, Virginia 23666
<PAGE>
CUSIP NO. 683815 Page 19 of 21 Pages
Frank S. Royal, M.D., Director; East End Medical Building, 1122 North 25th
Street, Suite A, Richmond, Virginia 23223
Dr. Dallas Simmons, Director; President, Virginia Union University, 1500 North
Lombardy Street, Richmond, Virginia 23220
Robert H. Spilman, Director; Chairman of the Board and Chief Executive Officer,
Bassett Furniture Industries, Inc., P.O. Box 880, Bassett, Virginia 24055
Judith B. Warrick, Director; Senior Advisor, Morgan Stanley & Co., Inc., 1585
Broadway, 14th Floor, New York, New York, 10036
Except as otherwise noted, the business address of each of the Executive
Officers and Directors listed above is 901 E. Byrd Street, Richmond, Virginia
23219.
<PAGE>
CUSIP NO. 683815 Page 20 of 21 Pages
APPENDIX D
Executive Officers of First Source Financial LLP
Name and Title; Principal Occupation or Employment
- --------------------------------------------------
D.P. Killion, President and Chief Executive Officer
G.R. Cooper, Senior Vice President
R.M. Coseo, Senior Vice President
D.P. Dekker, Senior Vice President
A.F. DeMonte, Senior Vice President
G.L. Francis, Senior Vice President
J.P. Thacker, Senior Vice President
J.W. Wilson, Senior Vice President
C.R. Zara, Senior Vice President
E.A. Szarkowicz, Secretary
R.A. Reese, Assistant Secretary
P.D. Menge, Treasurer
The business address of each of the Executive Officers listed above is 2850 West
Golf Road, Rolling Meadows, Illinois 60008.
<PAGE>
CUSIP NO. 683815 Page 21 of 21 Pages
APPENDIX E
Executive Officers and Directors of Virginia Financial Ventures, Inc. and N.H.
Capital, Inc.
Name and Title; Principal Occupation or Employment
- --------------------------------------------------
Virginia Financial Ventures, Inc.
- ---------------------------------
Thomas E. Capps, Director; Chairman, President and Chief Executive Officer of
Dominion Resources, Inc.
David L. Heavenridge, President, Director and Chief Executive Officer;
President, Director and Chief Executive Officer of Dominion Capital, Inc.
Hayden D. McMillian, Director and Vice President; Senior Vice President and
Chief Financial Officer of Dominion Capital, Inc.
Daniel A. Hillsman, Jr., Treasurer
Charles E. Coudriet, Vice President; Senior Vice President of Dominion Capital,
Inc.
Henry C. Riely, Secretary; Corporate Secretary of Dominion Capital, Inc.
Patricia A. Wilkerson, Assistant Secretary; Corporate Secretary of Dominion
Resources, Inc.
N.H. Capital, Inc.
- ------------------
Thomas E. Capps, Director; Chairman, President and Chief Executive Officer of
Dominion Resources, Inc.
David L. Heavenridge, Director and President; Director, President and Chief
Executive Officer of Dominion Capital, Inc.
Hayden D. McMillian, Director and Vice President; Senior Vice President and
Chief Financial Officer of Dominion Capital, Inc.
Dennis W. Hedgepath, Treasurer; Vice President and Treasurer of Dominion
Capital, Inc.
Henry C. Riely, Secretary; Corporate Secretary of Dominion Capital, Inc.
Patricia A. Wilkerson, Assistant Secretary; Corporate Secretary of Dominion
Resources, Inc.
The business address of each of the Executive Officers and Directors listed
above is 901 E. Byrd Street, Richmond, Virginia 23219.
<PAGE>
EXHIBIT 15
AGREEMENT PURSUANT TO RULE 13d-1(k)(1)(iii)
CONCERNING JOINT SCHEDULE 13D FILING
The undersigned each agree, in connection with the transfer, effective
September 29, 1998, by First Source Financial, L.L.P. to F.S. Warrant, L.P.of
650,000 shares of Common Stock, with a par value of $0.01 per share, of Optek
Technology, Inc., a Delaware corporation: (i) that an Amended Statement on
Schedule 13D (the "Amended Statement") shall be filed jointly by all of them
pursuant to Section 13(d) of the Securities Exchange Act of 1934 (the "Exchange
Act"), together with any amendments to the Amended Statement that from time to
time may be required; and (ii) that the Amended Statement and any such
amendments are filed on behalf of each of them. The undersigned acknowledge
their respective responsibilities with respect to the Amended Statement and any
such amendments as set forth in Rule 13d-1(k)(1)(iii) promulgated under the
Exchange Act.
This Agreement may be executed in counterparts.
Date: October 21, 1998 F.S. Warrant, L.P.
By: /s/ Hayden D. McMillian
-----------------------------------
Name: Hayden D. McMillian
Title: Vice President
Date: October 21, 1998 First Source Equity Holdings, Inc.
By: /s/ Hayden D. McMillian
-----------------------------------
Name: Hayden D. McMillian
Title: Vice President
Date: October 21, 1998 Dominion Capital, Inc.
By: /s/ Hayden D. McMillian
-----------------------------------
Name: Hayden D. McMillian
Title: Senior Vice President
Date: October 21, 1998 Dominion Resources, Inc.
By: /s/ David L. Heavenridge
-----------------------------------
Name: David L. Heavenridge
Title: Executive Vice President
<PAGE>
Date: October 21, 1998 First Source Financial L.L.P.
By: /s/ David P. Dekker
-----------------------------------
Name: David P. Dekker
Title: Senior Vice President
Date: October 21, 1998 Virginia Financial Ventures, Inc.
By: /s/ Hayden D. McMillian
-----------------------------------
Name: Hayden D. McMillian
Title: Vice President
Date: October 21, 1998 N.H. Capital, Inc.
By: /s/ Hayden D. McMillian
-----------------------------------
Name: Hayden D. McMillian
Title: Vice President
