Form 8-K - Current report

 

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):  September 19, 2024

_______________________________

SIGMATRON INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

_______________________________

Delaware	000-23248	36-3918470
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

2201 Landmeier Road

Elk Grove Village, Illinois 60007

(Address of Principal Executive Offices) (Zip Code)

(847) 956-8000

(Registrant's telephone number, including area code)

Not applicable

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

_______________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock $0.01 par value per share	SGMA	The NASDAQ Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

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

 

 

Item 2.02. Results of Operations and Financial Condition.

On September 19, 2024, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description
99.1		Press Release dated September 19, 2024
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

SIGNATURE

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

	SIGMATRON INTERNATIONAL, INC.
Date: September 19, 2024	By:	/s/ Gary R. Fairhead
		Gary R. Fairhead
		Chief Executive Officer

 

EXHIBIT 99.1

Sigmatron International, Inc. Reports First Quarter Financial Results For Fiscal 2025

ELK GROVE VILLAGE, Ill., Sept. 19, 2024 (GLOBE NEWSWIRE) -- SigmaTron International, Inc. (NASDAQ: SGMA), an electronic manufacturing services company, today reported revenues and earnings for the fiscal quarter ended July 31, 2024.

For the three months ended July 31, 2024, revenues decreased $13.4 million, or 14 percent, to $84.8 million compared to $98.1 million for the same period in the prior year. Net income/(loss) for the three-month period ended July 31, 2024, was a loss of $3.3 million compared to income of $0.3 million for the same period in the prior year. Basic and diluted income/(loss) per share for the three months ended July 31, 2024 was a loss of $0.54, compared to income of $0.04 income per share for the same period last year.

Commenting on SigmaTron’s first quarter fiscal 2025 results, Gary R. Fairhead, Chief Executive Officer and Chairman of the Board, said, “The softness that we have seen in our revenue has continued as expected and disclosed in our press release dated September 3, 2024. As we stated, the softness has continued through the first quarter of fiscal 2025 and our customers continued to indicate that they believe activity will start to increase in the fourth quarter of calendar 2024. As you can see from the financial statements, revenue is down 14.4% year over year for the first quarter. However, sequentially, the first quarter of fiscal 2025 was up 4.4% over the fourth quarter of fiscal 2024. We hope that’s the beginning of the trend that we have been told to expect. We have continued to react to these market conditions as we have been throughout this period by reductions in overhead and costs coupled with reduced manufacturing schedules. We have already done another reduction in August and we will continue to evaluate the situation as we finish calendar 2024.

“Also, as mentioned several times before, one area of focus remains the reduction of inventory to reduce working capital requirements and that has continued during the first quarter as expected. It will remain a focus for the balance of this calendar year. Our relationships with our customers remain excellent. We are working with many of them on new projects and remain optimistic that calendar 2025 will be a much stronger year. We have continued to discuss this situation with others in our industry and understand that this softness seems to be pervasive across many of their customers and markets as well. We have also continued our efforts with Lincoln International to de-lever our balance sheet and we have made progress in several areas. We remain hopeful that our customers’ expectations will start to materialize sooner rather than later and in the interim, we will continue to focus on managing the market conditions as we currently are experiencing them.”

About SigmaTron International, Inc.

Headquartered in Elk Grove Village, Illinois, SigmaTron International, Inc. operates in one reportable segment as an independent provider of electronic manufacturing services (“EMS”). The EMS segment includes printed circuit board assemblies, electro-mechanical subassemblies and completely assembled (box-build) electronic products. The Company and its wholly-owned subsidiaries operate manufacturing facilities in Elk Grove Village, Illinois; Acuna, Chihuahua, and Tijuana Mexico; Union City, California; Suzhou, China; and Biên Hòa City, Vietnam. In addition, the Company maintains an International Procurement Office and Compliance and Sustainability Center in Taipei, Taiwan. The Company also provides design services in Elk Grove Village, Illinois, U.S.

Forward-Looking Statements

Note: This press release contains forward-looking statements. Words such as “continue,” “anticipate,” “will,” “expect,” “believe,” “plan,” and similar expressions identify forward-looking statements. These forward-looking statements are based on the current expectations of the Company. Because these forward-looking statements involve risks and uncertainties, the Company’s plans, actions and actual results could differ materially. Such statements should be evaluated in the context of the direct and indirect risks and uncertainties inherent in the Company’s business including, but not necessarily limited to, the Company’s continued dependence on certain significant customers; the continued market acceptance of products and services offered by the Company and its customers; pricing pressures from the Company’s customers, suppliers and the market; the activities of competitors, some of which may have greater financial or other resources than the Company; the variability of the Company’s operating results; the impact of material weaknesses in internal controls over financial reporting; the results of long-lived assets and goodwill impairment testing; the risks inherent in any merger, acquisition or business combination, including the ability to achieve the expected benefits of acquisitions as well as the expenses of acquisitions; the collectability of aged account receivables; the variability of the Company’s customers’ requirements; the impact of inflation on the Company’s operating results; the availability and cost of necessary components and materials; the impact acts of war may have to the supply chain; the ability of the Company and its customers to keep current with technological changes within its industries; regulatory compliance, including conflict minerals; the continued availability and sufficiency of the Company’s credit arrangements; the costs of borrowing under the Company’s senior and subordinated credit facilities, including under the rate indices that replaced LIBOR; increasing interest rates; the ability to meet the Company’s financial and restrictive covenants under its loan agreements; changes in U.S., Mexican, Chinese, Vietnamese or Taiwanese regulations affecting the Company’s business; the turmoil in the global economy and financial markets; public health crises, including COVID-19 and variants; the continued availability of scarce raw materials, exacerbated by global supply chain disruptions, necessary for the manufacture of products by the Company; the stability of the U.S., Mexican, Chinese, Vietnamese and Taiwanese economic, labor and political systems and conditions; global business disruption caused by the Russian invasion of Ukraine and related sanctions and the Israel-Hamas conflict; currency exchange fluctuations; and the ability of the Company to manage its growth. These and other factors which may affect the Company’s future business and results of operations are identified throughout the Company’s Annual Report on Form 10-K, and as risk factors, may be detailed from time to time in the Company’s filings with the Securities and Exchange Commission. These statements speak as of the date of such filings, and the Company undertakes no obligation to update such statements in light of future events or otherwise unless otherwise required by law.

For Further Information Contact:
SigmaTron International, Inc.
James J. Reiman
1-800-700-9095

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
		Three Months				Three Months
		Ended				Ended
		July 31,				July 31,
			2024				2023
Net sales			84,776,978				98,130,356
Cost of products sold			78,371,784				88,479,136
Gross profit			6,405,194				9,651,220
Selling and administrative expenses			6,623,866				6,842,805
Operating (loss) income			(218,672	)			2,808,415
Other expense			(2,268,275	)			(2,700,451	)
(Loss) income before income tax			(2,486,947	)			107,964
Income tax (expense) benefit			(802,213	)			154,135
Net (loss)/income		$	(3,289,160	)		$	262,099
Net (loss)/income per common share - basic		$	(0.54	)		$	0.04
Net (loss)/income per common share - diluted		$	(0.54	)		$	0.04
Weighted average number of common equivalent
shares outstanding - assuming dilution			6,119,288				6,100,284
CONDENSED CONSOLIDATED BALANCE SHEETS
		July 31,				April 30,
			2024				2024
Assets:
Current assets		$	167,894,193				175,902,619
Machinery and equipment-net			32,497,960				33,755,078
Deferred income taxes			8,752,870				4,432,210
Intangibles			897,567				979,188
Other assets			8,799,128				8,724,880
Total assets		$	218,841,718			$	223,793,975
Liabilities and stockholders' equity:
Current liabilities		$	145,416,405				145,888,791
Long-term obligations			10,571,046				11,832,931
Stockholders' equity			62,854,267				66,072,253
Total liabilities and stockholders' equity		$	218,841,718			$	223,793,975

Cover	Sep. 19, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Sep. 19, 2024
Entity File Number	000-23248
Entity Registrant Name	SIGMATRON INTERNATIONAL, INC.
Entity Central Index Key	0000915358
Entity Tax Identification Number	36-3918470
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	2201 Landmeier Road
Entity Address, City or Town	Elk Grove Village
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60007
City Area Code	847
Local Phone Number	956-8000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock $0.01 par value per share
Trading Symbol	SGMA
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

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