Transom Capital Commences Friendly Tender Offer for All Outstanding Common Shares of SigmaTron International at $3.02 Per Share

Strategic Insights -

Transom Capital Group, an operationally focused middle-market private equity firm, has launched a cash tender offer to acquire all outstanding shares of common stock of SigmaTron International, Inc., a electronic manufacturing services company, at a price of $3.02 per share. The tender offer is part of the previously announced Agreement and Plan of Merger between Transom and SigmaTron, with the unanimous support of SigmaTron's Board of Directors. This offer provides certainty of value and immediate significant liquidity to SigmaTron stockholders, while underscoring Transom's commitment to the company's long-term success.

Key Takeaways:

  • The tender offer was initiated by Transom Capital Group, an operationally focused middle-market private equity firm, to acquire all outstanding shares of common stock of SigmaTron International, Inc.
  • The offer price is $3.02 per share in cash, and the tender offer is scheduled to expire at one minute after 11:59 p.m., Eastern Time, on July 24, 2025, unless extended.
  • The SigmaTron Board of Directors unanimously recommends that stockholders tender their shares in the offer, citing the certainty of value and immediate liquidity provided by the offer.
  • The Board conducted a comprehensive review of financial and strategic alternatives and engaged with over thirty parties to determine interest in a transaction, prior to determining the Transom offer was the best option.
  • The offer is subject to customary terms and conditions, including the tender of a majority of the voting power of SigmaTron and the satisfaction of other customary closing conditions.
  • Following the successful closing of the tender offer, Transom will acquire any shares of SigmaTron that are not tendered in the tender offer through a second-step merger for the same consideration.
  • The tender offer materials will be filed with the U.S. Securities and Exchange Commission (SEC), and the solicitation/recommendation statement on Schedule 14D-9 will be available at no charge on the SEC's website.
  • Transom Capital Group is a leading operationally-focused private equity firm that specializes in identifying and unlocking value in the middle market, with a strong track record across various economic cycles.

Statistics:

  • The tender offer price is $3.02 per share.
  • The tender offer is scheduled to expire on July 24, 2025, at one minute after 11:59 p.m., Eastern Time, unless extended.
  • Over thirty parties were engaged by SigmaTron to determine interest in a transaction.
  • Transom will acquire any shares of SigmaTron that are not tendered in the tender offer through a second-step merger for the same consideration.

Sources:

  • Transom Capital Group, LLC ("Transom"), an operationally focused middle-market private equity firm, announced that it has commenced a cash tender offer to acquire all outstanding shares of common stock of SigmaTron International, Inc. (NASDAQ: SGMA) (the "Company" or "SigmaTron").
  • The tender offer statement on Schedule TO, including an offer to purchase and letter of transmittal, was filed with the SEC on June 26, 2025.
  • The solicitation/recommendation statement on Schedule 14D-9 was filed with the SEC on June 26, 2025.
  • The information agent for Transom in the offer is D.F. King & Co., Inc., and the depositary and paying agent is Equiniti Trust Company, LLC.
  • The SEC's website (www.sec.gov) may be accessed for information and documents related to the tender offer.
  • Transom's website (www.transomcap.com) may be accessed for more information on the firm.