SigmaTron International, Inc. completed the acquisition of Wagz, Inc.
December 30, 2021
Share
SigmaTron International, Inc. (NasdaqCM:SGMA) entered into a Letter of Intent to acquire Wagz, Inc. for $12.3 million on May 29, 2020. SigmaTron International, Inc. executed a definitive agreement to acquire Wagz, Inc. on July 19, 2021. SigmaTron would issue approximately 2.27 million new shares of SigmaTron stock that would result in the Stockholders of Wagz owning approximately one-third of the combined company. As of July 19, 2021, SigmaTron will issue 2.4 million shares to the shareholders of Wagz. Wagz will be a stand-alone operation of SigmaTron post deal completion. On December 7, 2021, the Company amended its Agreement and Plan of Merger with Wagz. The amendment decreases the number of SigmaTron shares given to Wagz in conjunction with the transaction. The transaction remains subject to achievement of certain milestones and satisfaction of conditions by both parties prior to closing such as finalizing a material definitive agreement and SigmaTron's raising of additional capital that it projects will be needed for the expanded operations in the amount of at least $7.5 million and approval from the stockholders of both SigmaTron and Wagz. As of October 22, 2021, the shareholders of SigmaTron approved both the issuance to the current stockholders of Wagz, Inc. shares of SigmaTron's common stock as merger consideration and adoption of the SigmaTron International, Inc. 2021 Employee Stock Option Plan. The transaction is expected to close by the end of August 2020. As of August 12, 2020, the transaction is expected close by the end of October 2020. The deal is expected to close by the end of September 2021 and is subject to the achievement of certain milestones and the satisfaction of conditions by both parties prior to closing. As of December 10, 2021, the deal is expected to close by December 31, 2021. The McLean Group, LLC acted as financial advisor and Barnes and Thornburg LLP acted as legal advisor to Wagz, Inc. Howard & Howard Attorneys LLP served as legal advisor to SigmaTron. Pierce Atwood LLP served as legal advisor to Wagz, Inc.
SigmaTron International, Inc. (NasdaqCM:SGMA) completed the acquisition of Wagz, Inc. December 31, 2021. Under the final Agreement, the current shareholders of Wagz, excluding SigmaTron, will receive a total of 1,546,592 newly issued shares of SigmaTron common stock. As a part of closing, Wagz will become a wholly-owned subsidiary of SigmaTron. Gary R. Fairhead will become the Chairman of the Board of Wagz and Terry B. Anderton will remain the Chief Executive Officer and President of Wagz.
SigmaTron International, Inc. is a provider of electronic manufacturing service (EMS), which includes printed circuit board assemblies, electro-mechanical subassemblies and completely assembled (box-build) electronic products. The Company provides services to its customers, including automatic and manual assembly and testing of products; material sourcing and procurement; manufacturing and test engineering support; design services; warehousing and distribution services; assistance in obtaining product approval from governmental and other regulatory bodies, and compliance reporting. The Companyâs customers are in the industrial electronics, consumer electronics and medical/life sciences industries. It also provides a range of electronic and electromechanical manufacturing related outsourcing solutions for its customers. The Company provides these manufacturing services through an international network of facilities located in the United States, Mexico, China, Vietnam and Taiwan.
SIGMATRON INTERNATIONAL, INC. 
