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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended January 31, 2003
Commission File Number 0-23248
SigmaTron International, Inc.
- --------------------------------------------------------------------------------
(Exact Name of Registrant, as Specified in its Charter)
Delaware 36-3918470
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(State or other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)
2201 Landmeier Road, Elk Grove Village, Illinois 60007
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(Address of Principal Executive Offices)
Registrant's Telephone Number, Including Area Code: (847) 956-8000
No Change
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(Former Name, Address, or Fiscal Year, if Changed Since Last Reports)
Indicate, by check mark, whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
--- ---
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes No X
--- ---
On March 11, 2003 there were 2,881,227 shares of the Registrant's Common Stock
outstanding.
SigmaTron International, Inc.
Index
PART 1. FINANCIAL INFORMATION: Page No.
--------
Item 1. Condensed Consolidated Financial Statements
Condensed Consolidated Balance Sheets - January 31, 2003
and April 30, 2002 3
Condensed Consolidated Statements of Operations - Three
and Nine Months Ended January 31, 2003 and 2002 4
Condensed Consolidated Statements of Cash Flows -
Nine Months Ended January 31, 2003 and 2002 5
Notes to Condensed Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 8
Item 3. Quantitative and Qualitative Disclosures about Market Risk 10
Item 4. Controls and Procedures 10
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 10
SIGMATRON INTERNATIONAL, INC.
Condensed Consolidated Balance Sheets
JANUARY 31, April 30,
2003 2002
UNAUDITED Audited
----------- -----------
Current assets:
Cash $ 2,500 $ 344,880
Accounts receivable, less allowance for doubtful
accounts of $70,000 and $194,786 at January 31, 2003
and April 30, 2002, respectively 11,517,171 9,568,947
Inventories 13,026,478 12,052,390
Prepaid and other assets 547,075 480,127
Deferred income taxes 323,940 323,940
Other receivables 25,159 100,322
----------- -----------
Total current assets 25,442,323 22,870,606
Property, machinery and equipment, net 13,931,522 12,581,595
Due from SMTU:
Investment and advances 1,163,176 1,152,826
Equipment receivable 2,292,664 2,692,737
Other receivable 543,440 835,054
Other assets 1,223,602 718,177
----------- -----------
Total assets $44,596,727 $40,850,995
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Trade accounts payable $ 7,819,674 $ 5,260,132
Accrued expenses 3,152,671 2,514,767
Income taxes payable 876,237 17,093
Notes payable - building 250,000 -
Capital lease obligations 887,631 921,444
----------- -----------
Total current liabilities 12,986,213 8,713,436
Notes payable - banks 3,953,571 9,234,015
Notes payable- building 1,512,849 -
Capital lease obligations, less current portion 1,069,071 1,225,034
Deferred income taxes 1,225,079 1,225,079
----------- -----------
Total long-term liabilities 7,760,570 11,684,128
----------- -----------
Total liabilities 20,746,783 20,397,564
STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value; 500,000 shares
authorized, none issued and outstanding - -
Common stock, $.01 par value; 6,000,000 shares
authorized, 2,881,227 shares issued and outstanding 28,812 28,812
at January 31, 2003 and April 30, 2002
Capital in excess of par value 9,436,554 9,436,554
Retained earnings 14,384,578 10,988,065
----------- -----------
Total stockholders' equity 23,849,944 20,453,431
----------- -----------
Total liabilities and stockholders' equity $44,596,727 $40,850,995
=========== ===========
See accompanying notes.
The condensed consolidated balance sheet as of April 30, 2002 has been derived
from the audited consolidated financial statements for that date but does not
include all the information in the accompanying notes required for complete
financial statements.
3
SIGMATRON INTERNATIONAL, INC.
Condensed Consolidated Statements Of Operations
Unaudited Unaudited
THREE MONTHS Three Months NINE MONTHS Nine Months
ENDED Ended ENDED Ended
JANUARY 31, 2003 January 31, 2002 JANUARY 31, 2003 January 31, 2002
---------------- ---------------- ---------------- -----------------
Net sales $ 25,499,226 $ 22,665,278 $ 67,320,606 $ 65,325,246
Cost of products sold 20,697,357 19,551,076 55,868,662 57,609,419
------------ ------------ ------------ ------------
Gross profit 4,801,869 3,114,202 11,451,944 7,715,827
Selling and administrative expenses 2,023,075 1,919,958 5,678,944 4,918,896
------------ ------------ ------------ ------------
Operating income 2,778,794 1,194,244 5,773,000 2,796,931
Equity in net (income) loss of SMTU 82,608 (31,952) (10,351) (114,256)
Interest expense - Banks and capital lease obligations 138,357 355,931 509,498 1,190,023
Interest income - SMTU and LC (66,455) (99,178) (234,944) (318,783)
------------ ------------ ------------ ------------
Income before income tax expense 2,624,284 969,443 5,508,797 2,039,947
Income tax expense 981,340 378,082 2,112,284 795,579
------------ ------------ ------------ ------------
Net income $ 1,642,944 $ 591,361 $ 3,396,513 $ 1,244,368
============ ============ ============ ============
Net income per common share - Basic $ 0.57 $ 0.21 $ 1.18 $ 0.43
============ ============ ============ ============
Net income per common share - Assuming dilution $ 0.49 $ 0.20 $ 1.02 $ 0.43
============ ============ ============ ============
Weighted average shares of common stock outstanding
Basic 2,881,227 2,881,227 2,881,227 2,881,227
============ ============ ============ ============
Diluted 3,355,227 2,907,477 3,319,394 2,894,352
============ ============ ============ ============
See accompanying notes.
4
SIGMATRON INTERNATIONAL, INC.
Condensed Consolidated Statements of Cash Flows
Unaudited
NINE MONTHS Nine Months
ENDED Ended
JANUARY 31, January 31,
2003 2002
----------- -----------
OPERATING ACTIVITIES:
Net income $ 3,396,513 $ 1,244,368
Adjustments to reconcile net income
to net cash provided by operating activities:
Provision for inventory obsolescence - 724,900
Depreciation 1,568,745 1,462,178
Loss on disposal of fixed assets 330,901 -
Equity in net income of SMTU (10,351) (114,256)
Deferred income taxes - 28,255
Changes in operating assets and liabilities:
Accounts receivable (1,948,224) (703,383)
Inventories (974,088) 3,641,593
Prepaid expenses and other assets 194,477 1,233,474
Refundable income taxes - 680,825
Income taxes payable 859,144 -
Trade accounts payable 2,559,542 (3,248,502)
Trade accounts payable - related parties - (939,126)
Accrued expenses 637,904 276,525
----------- -----------
Net cash provided by operating activities 6,614,563 4,286,851
INVESTING ACTIVITIES:
Purchases of property, machinery and equipment (1,299,572) (528,042)
----------- -----------
Net cash used in investing activities (1,299,572) (528,042)
FINANCING ACTIVITIES:
Net payments under bank note payable obligation (189,776) (1,147,586)
Net payments under line of credit (5,280,444) (2,611,223)
Net payments under building note payable obligation (187,151) -
----------- -----------
Net cash used in financing activities (5,657,371) (3,758,809)
Change in cash (342,380) -
Cash at beginning of period 344,880 2,500
----------- -----------
Cash at end of period $ 2,500 $ 2,500
=========== ===========
Noncash investing and financing activities:
A loan obligation of $1,950,000 was incurred in the first
quarter of fiscal 2003 when the Company acquired certain
property under seller financing.
See accompanying notes.
5
SigmaTron International, Inc.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
January 31, 2003
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with accounting principles generally accepted in the
United States of America for interim financial information and with the
instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do
not include all of the information and footnotes required by accounting
principles generally accepted in the United States for complete financial
statements. In the opinion of management, all adjustments (consisting of normal
recurring adjustments) considered necessary for a fair presentation have been
included. Operating results for the three month and nine month period ended
January 31, 2003 are not necessarily indicative of the results that may be
expected for the year ending April 30, 2003. For further information, refer to
the consolidated financial statements and footnotes thereto included in the
Company's Annual Report on Form 10-K for the year ended April 30, 2002.
NOTE B - INVENTORIES
The components of inventory consist of the following:
January 31, April 30,
2003 2002
----------- -----------
Finished products $ 2,806,885 $ 2,055,222
Work-in-process 1,776,270 1,519,873
Raw materials 8,443,323 8,477,295
----------- -----------
$13,026,478 $12,052,390
=========== ===========
NOTE C - LINE OF CREDIT
The Company has a loan and security agreement that provides for a revolving
line-of-credit facility. The maximum borrowing limit under the revolving
line-of-credit facility is limited to the lesser of: (i) $20,000,000; or (ii) an
amount equal to the sum of up to 85% of the receivables borrowing base and the
lesser of $9,000,000, or up to 50% of the inventory borrowing base, as defined
in the loan and security agreement. At January 31, 2003 there was approximately
$10,300,000 of unused credit under the terms of the agreement.
In January 2003 the revolving credit facility was amended and now matures in
September 2004. The outstanding loan balance of $3,953,571 has been classified
as a long-term liability
6
in the Company's balance sheet at January 31, 2003. At January 31, 2003, the
Company was in compliance with its financial covenants under the revolving
credit facility.
NOTE D - NOTES PAYABLE - OTHER
The Company acquired a plant in Mexico through seller financing. The loan of
$1,950,000 is payable in equal monthly installments of approximately $31,000
over six and a half years at a rate of 7% interest per annum. Prior to the
acquisition of the plant the Company rented the facility.
CRITICAL ACCOUNTING POLICES
Management Estimates and Uncertainties - The preparation of consolidated
financial statements in conformity with generally accepted accounting principles
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosures of contingent assets and
liabilities at the date of the consolidated financial statements and the
reported amounts of revenues and expenses during the reporting period.
Significant estimates made in preparing the consolidated financial statements
include depreciation and amortization periods, the allowance for doubtful
accounts, and reserves for inventory. Actual results could materially differ
from these estimates.
Revenue Recognition - Revenues from sales of product including the Company's
contract manufacturing business are recognized when the product is shipped. In
general it is the Company's policy to recognize revenue and related costs when
the order has been shipped from our facilities, which is also the same point
that title passes under the terms of the purchase order. Periodically inventory
is held on consignment and revenue is recognized when the product is consumed by
the Company's customer. Based on the Company's history of providing contract
manufacturing services, we believe that collectibility is reasonably assured.
Inventories - Inventories are stated at the lower of cost (first-in, first-out
method) or market. Cost includes labor, material and manufacturing overhead.
Provisions are based on assumptions about future product life cycles, product
demand and market conditions. When required, provisions are made to reduce
excess inventories to their estimated net realizable values. It is possible that
estimates of net realizable values can change in the near term.
Impairment of Long-Lived Assets - The Company reviews long-lived assets for
impairment whenever events or changes in circumstances indicate that the
carrying amount of an asset may not be recoverable. An asset is considered
impaired if its carrying amount exceeds the future net cash flow the asset is
expected to generate. If such asset is considered to be impaired, the impairment
to be recognized is measured by the amount by which the carrying amount of the
asset, if any, exceeds its fair market value.
In October 2001, the Financial Accounting Standards Board issued SFAS No. 144,
"Accounting for the Impairment or Disposal of Long-Lived Assets," which
establishes a
7
single accounting model for the impairment or disposal of long-lived assets,
including discontinued operations. SFAS 144 supersedes SFAS 121, "Accounting for
the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed of"
and APB Option No. 30, "Reporting the Results of Operations - Reporting the
Effects of Disposal of a Segment of a Business and Extraordinary, Unusual and
Infrequently Occurring Events and Transactions for the Disposal of a Segment of
a Business." The provisions of SFAS 144 are effective in fiscal years beginning
after December 15, 2001, with early adoption permitted and, in general, are to
be applied prospectively. The Company adopted SFAS No. 144 at May 1, 2002, and
has determined that adoption did not have a material effect on its results of
operations or financial position.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
NOTE: To the extent any statements in this quarterly statement may be deemed to
be forward looking, such statements should be evaluated in the context of the
risks and uncertainties inherent in the Company's business, including the
Company's continued dependence on certain significant customers; the continued
market acceptance of products and services offered by the Company and its
customers; 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 availability and cost of necessary components; the
continued availability and sufficiency of the Company's credit arrangements;
changes in U.S. or Mexican regulations affecting the Company's business; the
continued stability of the Mexican economic, labor and political conditions; the
ability of the Company to manage its growth; expansion to include manufacturing
in China and securing financing for the operation in China. 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 risk
factors contained therein and 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 this report and the Company undertakes no obligation to update
such statements in light of future events or otherwise.
RESULTS OF OPERATIONS:
Net sales increased for the three month period ended January 31, 2003 to
$25,499,226 from $22,665,278 for the three month period ended January 31, 2002.
Net sales for the nine months ended January 31, 2003 increased to $67,320,606
from $65,325,246 for the same period in the prior fiscal year. Sales increased
for the three and nine months ended January 31, 2003 primarily due to an
increase in orders from new and existing customers.
Sales can be misleading as an indication of the Company's financial performance.
Gross profit margins can vary considerably among customers and products
depending on the type of services rendered by the Company, specifically the
variation of orders for turnkey services versus consignment services. Variations
in the number of turnkey orders compared to consignment orders can lead to
significant fluctuations in the Company's revenue levels and
8
margins. Further, customers' orders can be delayed, rescheduled or canceled at
any time, which can significantly impact the operating results of the Company.
In addition, the ability to replace such delayed or lost sales in a short period
of time cannot be assured.
Gross profit increased during the three month period ended January 31, 2003 to
$4,801,869 or 18.8% of net sales, compared to $3,114,202, or 13.7% of net sales
for the same period in the prior fiscal year. Gross profit increased for the
nine month period ended January 31, 2003 to $11,451,944 or 17.0% of net sales,
compared to $7,715,827 or 11.8% of net sales for the same period in the prior
fiscal year. The increase in the Company's gross margin for the three and nine
month period is the result of a number of factors including labor cost and
overhead efficiencies, component pricing, increased capacity utilization and
product mix. Management continues to re-evaluate and align its overhead
structure with current customer requirements. While the Company's focus remains
on expanding its customer base and increasing gross margins, there can be no
assurance that gross margins will remain stable or increase in future quarters.
Selling and administrative expenses increased to $2,023,075 or 7.9% of net sales
for the three month period ended January 31, 2003 compared to $1,919,958 or 8.5%
of net sales in the same period last year. Selling and administrative expenses
increased to $5,678,944 or 8.4% of net sales for the nine month period ended
January 31, 2003 compared to $4,918,896 or 7.5% of net sales in the same period
last year. The increase is primarily due to an increase in legal and bonus
expense for the three and nine month period ended January 31, 2003.
Interest expense for bank debt and capital lease obligations for the three month
period ended January 31, 2003 was $138,357 compared to $355,931 for the same
period in the prior year. Interest expense for the nine month period ended
January 31, 2003 decreased to $509,498 from $1,190,023 compared to the same
period in the prior year. This decrease was attributable to a decrease in
interest rates and the amount outstanding under the credit facility.
As a result of the factors described above, net income increased to $1,642,944
for the three month period ended January 31, 2003 compared to $591,361 for the
same period in the prior year. Basic and dilutive earnings per share for the
third fiscal quarter of 2003 were $0.57 and $0.49, respectively compared to
basic and dilutive earnings per share of $0.21 and $0.20, respectively for the
same period in the prior year. For the nine months ended January 31, 2003, the
Company recorded net income of $3,396,513 compared to $1,244,368 for the same
period in the prior fiscal year. Basic and dilutive earnings per share for the
nine month period ended January 31, 2003 were $1.18 and $1.02, respectively
compared to basic and dilutive earnings per share of $0.43 for the same period
in the prior year.
LIQUIDITY AND CAPITAL RESOURCES:
During the third quarter of fiscal 2003 the Company financed operations through
cash provided by operating activities. During the nine month period, cash
provided by operating activities was primarily related to net income of
3,396,513 and a $2,559,542 increase in accounts payable in the nine month period
ended January 31, 2003.
9
The Company used $1,299,572 in cash for investing activities in the nine months
ended January 31, 2003. The Company anticipates additional machinery and
equipment will be purchased during fiscal 2003, which will result in additional
cash being used for investing activities. Net cash used in financing activities
included $5,280,444 in payments under the line of credit for the nine months
ended January 31, 2003.
In conjunction with the Company's China expansion, it has decided to raise
capital of $6,000,000. Currently the Company is expecting to raise this the
money from our banks and through subordinated debt placement.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not applicable
ITEM 4. CONTROLS AND PROCEDURES
The Company maintains a set of disclosure controls and procedures that are
designed to ensure that information required to be disclosed by the Company in
the reports filed by the Company under the Securities Exchange Act of 1934, as
amended ("Exchange Act"), is recorded, processed, summarized and reported within
the time periods specified in the SEC's rules and forms. Within the 90 days
prior to the date of this report, the Company carried out an evaluation, under
the supervision of the Chief Executive Officer and Chief Financial Officer, of
the effectiveness of the design and operation of the Company's disclosure
controls and procedures pursuant to Rule 13a-14 of the Exchange Act. Based on
that evaluation, the Chief Executive Officer and Chief Financial Officer
concluded that the Company's disclosure controls and procedures are effective.
There have been no significant changes in the Company's internal controls or
other factors that could significantly affect those controls subsequent to the
date of their evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibit 99.1 - Certification by the Principal Executive Officer of
SigmaTron International, Inc. Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
Exhibit 99.2 - Certification by the Principal Financial Officer of
SigmaTron International, Inc. Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002(18 U.S.C. 1350).
10
SIGNATURES:
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.
SIGMATRON INTERNATIONAL, INC.
/s/ Gary R. Fairhead 3/13/03
- ----------------------------------- ------------------
Gary R. Fairhead Date
President and CEO (Principal Executive Officer)
/s/ Linda K. Blake 3/13/03
- ----------------------------------- ------------------
Linda K. Blake Date
Chief Financial Officer, Secretary and Treasurer
(Principal Financial Officer and Principal
Accounting Officer)
CERTIFICATIONS
I, Gary R. Fairhead, President and Chief Executive of SigmaTron
International, Inc., certify that:
1. I have reviewed this quarterly report on Form 10-Q of SigmaTron
International, Inc.;
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
quarterly report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
a) designed such disclosure controls and procedures to ensure
that material information relating to the registrant, including its
consolidated subsidiaries, is made
known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the filing
date of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about
the effectiveness of the disclosure controls and procedures based on
our evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent function):
a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's ability
to record, process, summarize and report financial data and have
identified for the registrant's auditors any material weaknesses in
internal controls; and
b) any fraud, whether or not material, that involves
management or other employees who have a significant role in the
registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in
this quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: March 13, 2003
/s/ Gary R. Fairhead
----------------------------------------
Gary R. Fairhead
President and Chief Executive Officer of
SigmaTron International, Inc.
I, Linda K. Blake, Chief Financial Officer, Secretary and Treasurer of
SigmaTron International, Inc., certify that:
1. I have reviewed this quarterly report on Form 10-Q of SigmaTron
International, Inc.;
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
quarterly report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
a) designed such disclosure controls and procedures to ensure
that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this quarterly report
is being prepared;
b) evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the filing
date of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about
the effectiveness of the disclosure controls and procedures based on
our evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent function):
a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's ability
to record, process, summarize and report financial data and have
identified for the registrant's auditors any material weaknesses in
internal controls; and
b) any fraud, whether or not material, that involves
management or other employees who have a significant role in the
registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in
this quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: March 13, 2003
/s/ Linda K. Blake
-------------------------------------------
Linda K. Blake
Chief Financial Officer, Secretary and
Treasurer of SigmaTron International, Inc.