8-K

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): July 15, 2020

STANDEX INTERNATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-7233	31-0596149
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

23 Keewaydin Drive, Salem, New Hampshire	03079
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (603) 893-9701

 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, Par Value $1.50 Per Share	SXI	New York Stock Exchange

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 (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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.    ☐

Standex International Corporation

SECTION 8

Item 8.01 Other Events.

On July 16, 2020, the Company issued a Press Release announcing the July 15, 2020 acquisition of Renco Electronics (“Renco”). Pursuant to the Stock Purchase Agreement Standex has paid approximately $28 million in cash for the aggregate outstanding shares of Renco. The Purchase Price is subject to post-closing adjustments tied to the level of working capital of the business at the time of the closing. Renco is a custom magnetics manufacturer. A copy of the press release is filed as Exhibit 99 to this Current Report on Form 8-K and is incorporated herein by reference.

SECTION 9

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99	Press Release of the Company dated July 16, 2020, announcing the acquisition of Renco Electronics
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

FORWARD-LOOKING STATEMENTS

This current report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Act of 1995 (the “Act”) that are intended to come within the safe harbor protection provided by the Act. By their nature, all forward-looking statements involve risks and uncertainties, and actual outcomes may differ materially from those contemplated by the forward-looking statements. Several factors that could materially affect the acquisition of the Renco business include variations from the Company’s estimates in the actual financial impact of the acquisition, including the condition of the Renco business after the sale, which may depend upon, among other things, general economic conditions, the cost and availability of raw materials and the degree of success in the integration of Renco with the Standex Electronics businesses of the Company. Factors that could materially affect the Company’s actual results are identified in the note regarding forward-looking statements which is contained in the press release attached as Exhibit 99, as well as in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2019 and subsequent periodic reports filed by the Company with the Securities and Exchange Commission.

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 thereunto duly authorized.

STANDEX INTERNATIONAL CORPORATION 

(Registrant)

/s/ Ademir Sarcevic

Ademir Sarcevic

Chief Financial Officer 

Date: July 20, 2020

Signing on behalf of the registrant and as principal financial officer

EX-99

Exhibit 99

News Release

STANDEX INTERNATIONAL CORPORATION  SALEM, NH 03079  TEL (603) 893-9701  FAX (603) 893-7324  WEB www.standex.com

STANDEX ACQUIRES RENCO ELECTRONICS

EXPANDING CUSTOM MAGNETICS CAPABILITIES AND CUSTOMER VALUE PROPOSITION

● Acquires Renco Electronics, Inc., a Leading U.S. Custom Magnetics Manufacturer

● Enhances Standex’s Custom Magnetics Scale with Highly Complementary Technical and Application Expertise and Customer End Markets

SALEM, NH – July 16, 2020 – Standex International Corporation (NYSE:SXI) today announced that it has acquired privately-held, Florida-based Renco Electronics for approximately $28 million in cash with an additional three-year earnout payment based upon achieving certain financial targets. The transaction is being financed from Standex’s existing cash balance. The Company expects the acquisition to be accretive to its earnings in its first year of ownership as well as additive to consolidated free cash flow.

“We are very pleased to have acquired Renco Electronics, a great strategic fit, deepening our significant engineering and technical expertise in end markets supported by strong engineer-to-engineer relationships. In addition, Renco’s end markets and customer base in areas such as consumer and industrial are highly complementary to our existing business with the potential to further expand key account relationships and capitalize on cross selling opportunities between the two companies. Renco’s design and manufacturing cycle is extremely efficient, reinforced by a strong global network of proprietary supplier relationships,” commented President and Chief Executive Officer David Dunbar.

Renco Electronics designs and manufactures customized as well as standard magnetics components and products including transformers, inductors, chokes and coils for power and RF applications. The products are used in consumer, industrial, military, and aerospace end markets. Renco’s trailing twelve-month revenues were approximately $28 million.

Commenting on the transaction, Edward Rensing, President and CEO of Renco, stated “We are excited to join a global leader that provides a strong foundation for our continued growth. Standex’s ownership offers us the opportunity to leverage a much broader geographical presence, engineering expertise, complementary product offerings and customer relationships.

“With today’s announcement we have strengthened our competitive advantage by adding scale to our expertise and capabilities in markets that are growing and highly fragmented. The addition of Renco also furthers Standex’s portfolio strategy of building our higher-margin growth business segments into more significant platforms. We look forward to welcoming the entire Renco team to our company," concluded Dunbar.

Founded in 1955, Renco Electronics, Inc. designs and manufactures customized as well as standard magnetics products. The company has approximately 120 employees and is headquartered in Rockledge, Florida with manufacturing facilities in Rockledge and Asia.

About Standex

Standex International Corporation is a multi-industry manufacturer in five broad business segments: Engraving, Electronics, Engineering Technologies, Hydraulics, and Food Service Equipment with operations in the United States, Europe, Canada, Japan, Singapore, Mexico, Brazil, Turkey, South Africa, India and China. For additional information, visit the Company's website at http://standex.com/.

About Renco Electronics

Renco Electronics, Inc. founded in 1955 designs and manufactures world-class engineering-driven inductors, transformers, chokes, coils and subassemblies for thousands of products focused on consumer, industrial, military and aerospace end markets. For additional information, visit the Company's website at http://www.rencousa.com/.

Contact: Ademir Sarcevic, CFO

(603) 893-9701

e-mail : InvestorRelations@Standex.com

XML

Document And Entity Information	Jul. 15, 2020
Document Information [Line Items]
Entity, Registrant Name	STANDEX INTERNATIONAL CORPORATION
Document, Type	8-K
Document, Period End Date	Jul. 15, 2020
Entity, Incorporation, State or Country Code	DE
Entity, File Number	1-7233
Entity, Tax Identification Number	31-0596149
Entity, Address, Address Line One	23 Keewaydin Drive
Entity, Address, City or Town	Salem
Entity, Address, State or Province	NH
Entity, Address, Postal Zip Code	03079
City Area Code	603
Local Phone Number	893-9701
Title of 12(b) Security	Common Stock
Trading Symbol	SXI
Security Exchange Name	NYSE
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000310354