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): April 29, 2019

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.)

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

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

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))

Standex International Corporation

SECTION 2 – FINANCIAL INFORMATION

 
ITEM 2.02 – RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS

On April 29, 2019, the registrant issued a press release announcing earnings for the third quarter ended March 31, 2019.  A copy of the release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.  This Current Report on Form 8-K and the press release attached hereto are being furnished by Standex International Corporation pursuant to item 2.02 of Form 8-K.

SECTION 8

ITEM 8.01   OTHER EVENTS

On April 29, 2019 the Registrant announced that it consummated a Stock Purchase Agreement (the “Agreement”) pursuant to which the Registrant acquired all of the outstanding stock of Genius Solutions Engineering Company and GS Innovation, Inc., both Ohio corporations (collectively “GS Engineering”).  GS Engineering is a manufacturer of texturized tools for grained soft touch components for various end use markets, including but not limited to, automotive markets.

A copy of the April 29, 2019 press release related to the transaction is attached hereto as Exhibit 99.2.

SECTION  9 -  FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

(c)

Exhibits – The following exhibits are provided as part of the information furnished under Items 2.02 and 8.01, respectively of this Current Report on Form 8-K.

Exhibit No.

Description

99.1

Press Release of Standex International Corporation dated April 29, 2019 regarding Third Quarter Financial Results

99.2

Press Release of Standex International Corporation dated April 29, 2019 regarding the acquisition of Genius Solutions Engineering Company and GS Innovations, Inc.

FORWORD-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 results may differ materially from those contemplated by the forward-looking statements.  Several factors that could materially effect the Corporation’s actual results are identified in the press release as well as in the Corporation’s Annual Report on Form 10-K for the fiscal year ended June 30, 2018.

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/  Thomas DeByle
	Thomas DeByle Chief Financial Officer
	Date:  April 29, 2019
	Signing on behalf of the registrant and as principal financial officer

EX-99

News Release

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

STANDEX REPORTS THIRD QUARTER 2019 FINANCIAL RESULTS

Continued Strength in Engineering, Hydraulics and Scientific

Strong cash flow from working capital improvements

Acquisition of GS Engineering provides cutting-edge technology in fast growing segment

Successful divestiture of Cooking Solutions Group continues progress on portfolio strategy

SALEM, NH – April 29, 2019. . . . Standex International Corporation (NYSE:SXI) today reported financial results for the its third quarter of fiscal year 2019 ending March 31, 2019.

Summary Financial Results - Total Standex
($M except EPS and Dividends)	3Q19	3Q18	Change
Net Sales	$193.8	$192.1	0.8%
Operating Income	$15.0	$18.8	-20.0%
Net Income from Continuing Ops	$7.3	$11.8	-38.2%
EBITDA	$22.3	$24.6	-9.1%
EBITDA margin	11.5%	12.8%	-130 bps
Adjusted EBITDA	$23.7	$26.9	-11.9%
Adjusted EBITDA margin	12.2%	14.0%	-180 bps
Diluted EPS	$0.58	$0.92	-37.0%
Adjusted EPS	0.65	1.01	-35.6%
Dividends per share	0.20	0.18	11%
3Q Free Cash Flow	$9.5	$(3.5)	NM
Pro Forma Net Debt to EBITDA	1.1x	1.8x	-38.6%

Third-Quarter Fiscal 2019 Results  

“Although we were disappointed with the results in the quarter, we made continued progress in our long-term strategy of building larger and more profitable business units,” commented President and Chief Executive Officer David Dunbar. “We moved the mix of our businesses further towards profitable growth platforms with solid laneway growth, today’s GS acquisition announcement and the successful divestiture of the cooking business.    Operationally, process improvements to cash management delivered improved cash flows throughout the corporation.  I am pleased to see the investments in Engineering Technologies are paying off as new generation aircraft ramps take place.  Finally, our Scientific and Hydraulic businesses posted strong quarters.  To address the shortfalls in certain businesses, we are aggressively implementing pricing, cost containment and productivity actions to position these businesses for the future.

“We have also strengthened our balance sheet and financial flexibility.  We successfully completed the divesture of our Cooking Solutions unit for $105 million within our stated timeframe and price range.  Additionally, we expect free cash flow to continue to build for the balance of the fiscal year as we benefit from improvements in working capital management.  As a result, we are in an excellent position to continue to invest in businesses with solid long-term growth prospects.

“Our overall sales increased slightly as we continue to feel the impact of softness in refrigeration, macro-economic headwinds in electronics and the timing of customer rollouts in engraving programs.  While we expect these factors to continue for the remainder of the fiscal year, we are confident that we are taking the right actions to transform Standex into a world-class operating company,” said Mr. Dunbar.

Restructuring Actions

In response to the temporary slowdown in certain businesses, the Company has launched initiatives to optimize production and enhance performance.  These initial plans are expected to save approximately $3.8 million on an annual basis upon completion in 2Q20.  

In the third quarter, Standex incurred $0.5 million of restructuring expenses, primarily related to headcount reductions in the Electronics and Engraving segments and the start of facility rationalization within the Engraving Group.  For the fourth fiscal quarter, it is anticipated that approximately $0.8 million of additional restructuring charges will be incurred.  For fiscal 2020, Standex now expects an additional $2.8 million in restructuring charges.

Outlook

“While we continue to have challenges in some of our end markets, the contributions from our growth laneways and new product offerings with attractive margin profiles are increasing. Additionally, we are implementing several initiatives throughout the organization to strengthen our operations and performance. We expect our fiscal fourth quarter will be sequentially stronger than the third, but below last year’s fourth quarter.  Looking ahead to fiscal year 2020, we expect that performance will improve as we benefit from scheduled platform rollouts in the automotive OEM market, continued strength in the Engineering and Hydraulics segments and segment-level productivity programs we are currently implementing,” concluded Mr. Dunbar.

Third Quarter Segment Operating Performance

Engraving (19% of sales; 20% of segment operating income)

Engraving ($000’s)	3Q19	3Q18	%Change
Net sales	$37,135	$33,749	10.0 %
Operating Income	4,485	7,195	(37.7%)
Operating Margin	12.1%	21.3%

The 10.0% increase in sales was primarily due to new product offerings which grew by 39%, as well as the addition of sales from the acquisition of Tenibac.  These were offset to a large extent by a decline in traditional sales, primarily to the automotive sector.  Operating income decreased by $2.7 million year-on-year due to geographic mix, particularly from lower North American auto roll-outs and integration expenses associated with the Tenibac acquisition.  

The Company currently expects that the fourth fiscal quarter will grow sequentially and ramp up more sharply in its fiscal 2020.   The Engraving business has initiated restructuring efforts including the reorganization of its largest North American facilities into centers of excellence focused on specific technologies.  Creation of these centers of excellence should result in $1 million in annual savings and strengthen readiness for the expected ramp in customer automotive product launches in fiscal year 2020.  Additionally, on a global basis, Standex will be converting several smaller Engraving production sites into sales offices as certain locations are no longer strategic to supporting OEM tool makers.  The Company expects to realize $2.0 million in savings from these efforts.  

The Company expects demand in both the automotive and non-automotive markets to rebound beginning in the first fiscal quarter of 2020 as there are a number of scheduled new product launches by customers which should lead to increased sales in all regions.

Electronics (26% of sales; 42% of segment operating income)

Electronics ($000’s)	3Q19	3Q18	% Change
Net sales	$50,197	$51,213	(2.0%)
Operating Income	9,418	11,221	(16.1%)
Operating Margin	18.8%	21.9%

The 2.0% decline in sales was primarily due to lower demand in the global automotive market partially offset by strong growth in industrial markets, new product sales and the Agile acquisition.  Operating income for the period decreased by 16.1% from the third quarter of fiscal 2018 as a result of product mix and increased expenses, primarily materials cost and wage inflation, partially offset by operating efficiency initiatives.  During the quarter, the Electronics business began limited production in its new India facility which should begin to ramp in the fourth fiscal quarter of 2019.

The Company currently expects sales for the calendar year will remain at levels similar to those in the fiscal third quarter.  As a result, Standex has initiated efforts focused on G&A expense reduction as well as actions targeting increased productivity and reduced material spend.

Engineering Technologies (14% of sales; 12% of segment operating income)

Engineering ($000’s)		3Q19		3Q18		% Change
Net sales	$27,467		$23,426		17.3%
Operating Income	2,800		1,155		142.4%
Operating Margin	10.2%		4.9%

Engineering Technologies revenue grew 17.3% over 3Q18 due largely to strength in the Energy, Defense and Aviation markets.  The company’s long-term investments to support new aviation platforms is paying off as these platforms ramp to full production volume.  Operating income more than doubled as a result of higher sales volume, associated operating leverage and continued improvements in manufacturing processes.  

In the fourth quarter, Standex expects to continue to benefit from increased demand in the Aviation, Space, and Defense markets.  Operating income is expected to increase as a result of this volume increase as well as continued productivity improvement efforts.

Hydraulics (8% of sales; 10% of segment operating income)

Hydraulics ($000’s)	3Q19	3Q18	% Change
Net sales	$15,106	$12,878	17.3%
Operating Income	2,242	1,749	28.2%
Operating Margin	14.8%	13.6%

Sales for the Hydraulics segment increased 17.3% year-over-year primarily reflecting strong OEM demand in the North American refuse market for the Company’s highly differentiated and new product offerings.  Income from operations gained 28.2% year-over-year due to higher sales partially offset by material cost increases due to tariffs on components purchased from China.  

The Company expects end market demand to remain positive due to ongoing strong demand from construction and infrastructure projects.

Food Service Equipment (33% of sales; 16% of segment operating income)

Food Service ($000’s)	3Q19	3Q18	% Change
Net sales	$63,866	$70,881	(9.9%)
Operating Income	3,559	5,546	(35.8%)
Operating Margin	5.6%	7.8%

The 9.9% decline in sales and 35.8% decrease in operating income reflected continued softness in Refrigeration, particularly in the retail channel, partially offset by double-digit growth in Scientific due to new product launches.  

Standex expects a sequential, seasonal revenue increase in the next quarter but with continued weakness in Refrigeration.  In addition, the Company continues to pursue productivity improvements to address the current market conditions.  The Company is also actively pursuing new Refrigeration business opportunities as well as   continuing to promote its new Scientific, pump and display merchandizer product offerings.

Capital Allocation

·

GS Engineering Acquisition: Today, Standex announced the acquisition of privately-held Genius Solutions Engineering Company (d/b/a GS Engineering) and affiliated GS Innovation, Inc. for $30 million in cash and a five-year earnout.  GS is a market leader in the manufacture of highly specialized “soft touch” skin texturized tooling, primarily serving the automotive end market.  The acquisition is expected to be immediately accretive to earnings, excluding purchase accounting adjustments.

·

Capital Expenditures:  Standex’s capital expenditures are projected to be between $35 million to $36 million in fiscal 2019.  The Company has spent approximately $18 million year-to-date.

·

Dividends: On April 24, the Company declared a quarterly cash dividend of $0.20 per share, which is payable May 24, 2019 to shareholders of record May 10, 2019.  

Balance Sheet and Cash Flow Highlights

·

Net Debt: Standex ended 3Q19 with net debt of $195.7 million, compared with $197.8 million last quarter.  This consisted primarily of long-term debt of $291.7 million and cash and equivalents of $96 million of which $78.5 million was held by foreign subsidiaries. Year to date Standex has repatriated $43.2 million and expects to repatriate $50 million in total by the end of FY19 from foreign subsidiaries.  On April 1^st, the Company received proceeds from the sale of the Cooking Solutions Group and used the proceeds to repay $100 million in long term debt.  After this collection and repayment, the Company’s net debt was $90.6 million, and its pro forma net debt to EBITA leverage ratio was 1.1.

·

Cash Flow: Net cash provided by continuing operating activities for the three months ended March 31, 2019 was $13.3 million compared to net cash provided by continuing operating activities of $2.0 million in the prior year.  The increase in cash provided by operating activities was partially a result of decreases in accounts receivable due to focused collection efforts and our “plan for every part” initiative which resulted in improved inventory turns.  

Capital expenditures were approximately $3.8 million compared to $5.5 million in 3Q18. As a result, the Company generated free cash flow of $9.5 million compared to negative free cash flow of $3.5 million in 3Q18.  

Conference Call Details

Standex will host a conference call for investors tomorrow, April 30, 2019 at 8:30 a.m. ET.  On the call, David Dunbar, President and CEO, and Thomas DeByle, CFO, will review the Company’s financial results and business and operating highlights.  Investors interested in listening to the webcast and viewing the slide presentation should log on to the “Investors” section of Standex’s website under the subheading, “Events and Presentations”, located at www.standex.com.  

A replay of the webcast will also be available on the Company’s website shortly after the conclusion of the presentation through May 14, 2019.  To listen to the playback, please dial (800) 585-8367 in the U.S. or (404) 537-3406 internationally; the passcode is 7555618.  The webcast replay also can be accessed in the “Investor Relations” section of the Company’s website, located at www.standex.com.

Use of Non-GAAP Financial Measures

In addition to the financial measures prepared in accordance with generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP financial measures, including non-GAAP income from operations, non-GAAP net income from continuing operations, free operating cash flow, EBITDA (earnings before interest, taxes, depreciation and amortization) and adjusted earnings per share.  The attached financial tables reconcile non-GAAP measures used in this press release to the most directly comparable GAAP measures. The Company believes that the use of non-GAAP measures including the impact of restructuring charges, purchase accounting, discrete tax events, and acquisition costs help investors to obtain a better understanding of our operating results and prospects, consistent with how management measures and forecasts the Company's performance, especially when comparing such results to previous periods.  An understanding of the impact in a particular quarter of specific restructuring costs, acquisition expenses, or other gains and losses, on net income (absolute as well as on a per-share basis), operating income or EBITDA can give management and investors additional insight into core financial performance, especially when compared to quarters in which such items had a greater or lesser effect, or no effect.  Non-GAAP measures should be considered in addition to, and not as a replacement for, the corresponding GAAP measures, and may not be comparable to similarly titled measures reported by other companies.

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, Australia, Singapore, Mexico, Brazil, Argentina, Turkey, South Africa, India and China.  For additional information, visit the Company's website at http://standex.com/.

Standex International Corporation
Consolidated Statement of Operations
(Unaudited)
		Three Months Ended				Nine Months Ended
		March 31,				March 31,
(In thousands, except share data)		2019		2018		2019		2018
Net sales	$	193,771	$	192,147	$	582,380	$	566,982
Cost of sales		131,981		126,035		384,402		371,882
Gross profit		61,790		66,112		197,978		195,100
Selling, general and administrative expenses		45,390		44,979		136,555		131,830
Restructuring costs		549		1,060		1,173		5,792
Acquisition related costs		805		1,254		2,352		2,962
Income from operations		15,046		18,819		57,898		54,516
Interest expense		3,230		2,286		8,598		5,800
Other (income) expense, net		679		1,014		1,694		1,350
Total		3,909		3,300		10,292		7,150
Income from continuing operations before income taxes		11,137		15,519		47,606		47,366
Provision for income taxes		3,833		3,696		13,535		27,312
Net income (loss) from continuing operations		7,304		11,823		34,071		20,054
Income (loss) from discontinued operations, net of tax		18,965		977		21,450		3,940
Net income (loss)	$	26,269	$	12,800	$	55,521	$	23,994
Basic earnings per share:
Income (loss) from continuing operations	$	0.58	$	0.93	$	2.70	$	1.58
Income (loss) from discontinued operations		1.51		0.08		1.70		0.31
Total	$	2.09	$	1.01	$	4.40	$	1.89
Diluted earnings per share:
Income (loss) from continuing operations	$	0.58	$	0.92	$	2.69	$	1.57
Income (loss) from discontinued operations		1.51		0.08		1.69		0.31
Total	$	1.09	$	1.00	$	4.38		1.88
Average Shares Outstanding
Basic		12,530		12,709		12,626		12,695
Diluted		12,574		12,797		12,687		12,784

Standex International Corporation
Condensed Consolidated Balance Sheets
		(Unaudited)
		March 31,		June 30,
(In thousands)		2019		2018
ASSETS
Current assets:
Cash and cash equivalents	$	96,041	$	109,602
Accounts receivable, net		115,782		119,783
Inventories		103,383		104,300
Prepaid expenses and other current assets		27,115		10,255
Income taxes receivable		3,320		2,348
Current assets- Discontinued Operations		106,863		37,671
Total current assets		452,504		383,959
Property, plant, equipment, net		139,432		136,934
Intangible assets, net		111,505		84,938
Goodwill		260,443		211,751
Deferred tax asset		9,645		7,447
Other non-current assets		29,812		29,749
Long-term Assets- Discontinued Operations		-		62,159
Total non-current assets		550,837		532,978
Total assets	$	1,003,341	$	916,937
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	61,358	$	78,947
Accrued liabilities		61,147		57,679
Income taxes payable		4,762		6,050
Current liabilities- Discontinued Operations		2,561		18,665
Total current liabilities		129,828		161,341
Long-term debt		291,725		193,772
Accrued pension and other non-current liabilities		102,171		110,979
Non-current liabilities- Discontinued Operations		-		50
Total non-current liabilities		393,896		304,801
Stockholders' equity:
Common stock		41,976		41,976
Additional paid-in capital		63,774		61,328
Retained earnings		808,417		761,430
Accumulated other comprehensive loss		(124,417)		(121,859)
Treasury shares		(310,133)		(292,080)
Total stockholders' equity		479,617		450,795
Total liabilities and stockholders' equity	$	1,003,341	$	916,937

Standex International Corporation and Subsidiaries
Statements of Consolidated Cash Flows
(Unaudited)
		Nine Months Ended
		March 31,
(In thousands)		2019		2018
Cash Flows from Operating Activities
Net income	$	55,521	$	23,994
Income (loss) from discontinued operations		21,450		3,940
Income from continuing operations		34,071		20,054
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		22,794		19,632
Stock-based compensation		2,680		3,775
Non-cash portion of restructuring charge		(81)		(1,187)
Contributions to defined benefit plans		(751)		(808)
Net changes in operating assets and liabilities		(33,753)		(14,576)
Net cash provided by operating activities - continuing operations		24,960		26,890
Net cash (used in) operating activities - discontinued operations		617		1,829
Net cash provided by operating activities		25,577		28,719
Cash Flows from Investing Activities
Expenditures for property, plant and equipment		(17,844)		(20,207)
Expenditures for acquisitions, net of cash acquired		(96,768)		(10,397)
Proceeds from life insurance policies		-		2,217
Other investing activities		2,521		1,552
Net cash (used in) investing activities from continuing operations		(112,091)		(26,835)
Net cash provided by (used in) investing activities from discontinued operations		2,925		(1,184)
Net cash (used in) investing activities		(109,166)		(28,019)
Cash Flows from Financing Activities
Proceeds from borrowings		206,650		134,500
Payments of debt		(107,650)		(124,788)
Contingent consideration payment		(910)		-
Activity under share-based payment plans		952		774
Purchase of treasury stock		(19,239)		(2,007)
Cash dividends paid		(7,331)		(6,600)
Net cash provided by financing activities		72,472		1,879
Effect of exchange rate changes on cash		(2,444)		5,179
Net changes in cash and cash equivalents		(13,561)		7,758
Cash and cash equivalents at beginning of year		109,602		88,566
Cash and cash equivalents at end of period	$	96,041	$	96,324

Standex International Corporation
Selected Segment Data
(Unaudited)
		Three Months Ended				Nine Months Ended
		March 31,				March 31,
(In thousands)		2019		2018		2019		2018
Net Sales
Engraving		37,135		33,749		111,602		100,457
Electronics		50,197		51,213		154,347		144,082
Engineering Technologies		27,467		23,426		71,818		65,621
Hydraulics		15,106		12,878		39,758		34,969
Food Service Equipment	$	63,866	$	70,881	$	204,855	$	221,853
Total	$	193,771	$	192,147	$	582,380	$	566,982
Income from operations
Engraving		4,485		7,195		18,883		21,735
Electronics		9,418		11,221		32,581		31,774
Engineering Technologies		2,800		1,155		6,636		3,879
Hydraulics		2,242		1,749		5,753		5,138
Food Service Equipment	$	3,559	$	5,546	$	15,417	$	19,834
Restructuring		(549)		(1,060)		(1,173)		(5,792)
Acquisition related costs		(805)		(1,254)		(2,352)		(2,962)
Corporate		(6,104)		(5,733)		(17,847)		(19,090)
Total	$	15,046	$	18,819	$	57,898	$	54,516

Standex International Corporation
Reconciliation of GAAP to Non-GAAP Financial Measures
(Unaudited)
			Three Months Ended					Nine Months Ended
			March 31,					March 31,
(In thousands, except percentages)			2019		2018	% Change		2019		2018	% Change
Adjusted income from operations and adjusted net income from continuing operations:
Net Sales		$	193,771	$	192,147	0.8%	$	582,380	$	566,982	2.7 %
Income from operations, as reported		$	15,046	$	18,819	-20.0%	$	57,898	$	54,516	6.2 %
Income from operations margin			7.8%		9.8%			9.9%		9.6%
Adjustments:
	Restructuring charges		549		1,060			1,173		5,792
	Acquisition-related costs		805		1,254			2,352		2,962
	Purchase accounting		-		-			511		204
Adjusted income from operations		$	16,400	$	21,133	-22.4%	$	61,934	$	63,474	-2.4%
Adjusted income from operations margin			8.5%		11.0%			10.6%		11.2%
Interest and other income (expense), net			(3,909)		(3,300)			(10,292)		(7,150)
Provision for income taxes			(3,833)		(3,696)			(13,535)		(27,312)
	Discrete and other tax items		-		(456)			(779)		14,559
	Tax impact of above adjustments		(417)		(604)			(1,243)		(2,338)
Net income from continuing operations, as adjusted		$	8,241	$	13,077	-37.0%	$	36,085	$	41,233	-12.5%
EBITDA and Adjusted EBITDA:
Net income from continuing operations, as reported		$	7,304	$	11,823		$	34,071	$	20,054
Net income from continuing operations margin			3.8%		6.2%			5.9%		3.5%
Add back:
	Provision for Income Taxes		3,833		3,696			13,535		27,312
	Interest expense		3,230		2,286			8,598		5,800
	Depreciation and amortization		7,977		6,788			22,794		19,632
EBITDA		$	22,344	$	24,593	-9.1%	$	78,998	$	72,798	8.5%
EBITDA Margin			11.5%		12.8%			13.6%		12.8%
Adjustments:
	Restructuring charges		549		1,060			1,173		5,792
	Acquisition-related costs		805		1,254			2,352		2,962
	Purchase accounting		-		-			511		204
Adjusted EBITDA		$	23,698	$	26,907	-11.9%	$	83,034	$	81,756	1.6%
	Adjusted EBITDA Margin		12.2%		14.0%			14.3%		14.4%
Free operating cash flow:
Net cash provided by operating activities - continuing operations, as reported		$	13,253	$	1,983		$	24,960	$	26,890
Less: Capital expenditures			(3,795)		(5,483)			(17,844)		(20,207)
Free operating cash flow		$	9,458	$	(3,500)		$	7,116	$	6,683
Net income from continuing operations			7,304		11,823			34,071		20,054
Discrete tax item - tax on foreign cash			-		(456)			(779)		14,559
Adjusted net income			7,304		11,367			33,292		34,613
Conversion of free operating cash flow			129.5%		NM			21.4%		19.3%

Standex International Corporation
Reconciliation of GAAP to Non-GAAP Financial Measures
(Unaudited)
			Three Months Ended					Nine Months Ended
			March 31,					March 31,
Adjusted earnings per share from continuing operations			2019		2018	% Change		2019		2018	% Change
Diluted earnings per share from continuing operations, as reported		$	0.58	$	0.92	-37.0%	$	2.69	$	1.57	71.3%
Adjustments:
	Restructuring charges		0.03		0.06			0.06		0.33
	Acquisition-related costs		0.04		0.07			0.13		0.17
	Discrete Tax Items		-		(0.04)			(0.06)		1.14
	Purchase accounting expenses		-		-			0.03		0.01
Diluted earnings per share from continuing operations, as adjusted		$	0.65	$	1.01	-35.6%	$	2.85	$	3.22	-11.5%

Contact:

Thomas DeByle, CFO

(603) 893-9701

e-mail: InvestorRelations@Standex.com

EX-99

Converted by EDGARwiz