Standex (SXI) acquires remaining 9.9% Narayan Powertech stake for $64M cash
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Standex International Corporation, through its Singapore subsidiary, agreed to buy the remaining 9.90% stake in India-based Narayan Powertech for approximately $64 million in cash. This follows an earlier 90.10% acquisition completed in October 2024 after a planned share-swap structure did not receive Reserve Bank of India approval.
The new Securities Purchase Agreement, signed on June 26, 2026, led to closing on July 2, 2026, giving Standex 100% ownership of Narayan. Upon closing, the prior Shareholders’ Agreement with Narayan’s minority investors automatically terminated, ending their minority rights and related put and call options, with no early termination penalties for Standex or its subsidiary.
Positive
- None.
Negative
- None.
8-K Event Classification
5 items: 1.01, 1.02, 2.01, 7.01, 9.01
5 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 1.02
Termination of a Material Definitive Agreement
Business
A significant contract was terminated, which may affect business operations or revenue.
Item 2.01
Completion of Acquisition or Disposition of Assets
Financial
The company completed a significant acquisition or sale of business assets.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Cash consideration: $64,000,000
Minority interest acquired: 9.90% of capital stock
Ownership after deal: 100% of Narayan
+4 more
7 metrics
Cash consideration
$64,000,000
Aggregate cash price for remaining 9.90% Narayan stake
Minority interest acquired
9.90% of capital stock
Remaining Narayan shares bought under Second Narayan Purchase Agreement
Ownership after deal
100% of Narayan
Mold-Tech Singapore ownership upon closing on July 2, 2026
RBI approval deadline
October 28, 2025
Cutoff for Reserve Bank of India approval of original share swap
Original closing date
October 28, 2024
Initial 90.10% Narayan acquisition by Standex subsidiary
Second agreement signing
June 26, 2026
Date Second Narayan Purchase Agreement was executed
Second transaction closing
July 2, 2026
Date remaining 9.90% acquisition was completed
Key Terms
Material Definitive Agreement, put and call options, Shareholders’ Agreement, Regulation FD Disclosure, +2 more
6 terms
Material Definitive Agreement regulatory
"Item 1.01 Entry into a Material Definitive Agreement."
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
put and call options financial
"would instead become subject to put and call options exercisable in accordance with schedules"
Regulation FD Disclosure regulatory
"SECTION 7 – REGULATION FD DISCLOSURE Item 7.01 Regulation FD Disclosure."
Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.
preemptive rights financial
"The Shareholders’ Agreement had provided the Narayan Minority Shareholders with certain minority shareholder rights, including preemptive rights"
tag-along rights financial
"including preemptive rights, rights to appoint directors, protective provisions with respect to certain matters, and tag-along rights"
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): June 26, 2026
(Exact name of registrant as specified in its charter)
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Registrant’s telephone number, including area code: (603 ) 893-9701
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(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):
Securities registered pursuant to Section 12(b) of the Act:
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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.
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Standex International Corporation
SECTION 1 – REGISTRANT’S BUSINESS AND OPERATIONS
Item 1.01 Entry into a Material Definitive Agreement.
On October 28, 2024 (the “Original Closing Date”), Standex International Corporation, a Delaware corporation (“Standex”), through its wholly owned Singaporean subsidiary, Mold-Tech Singapore PTE LTD (“Mold-Tech Singapore”), acquired 90.10% of the capital stock of Narayan Powertech Private Limited, a private company incorporated under the laws of India (“Narayan”), pursuant to a Securities Purchase Agreement dated as of the Original Closing Date (the “Original Narayan Purchase Agreement”) by and among Standex, Mold-Tech Singapore, Narayan and the stockholders of Narayan (the “Narayan Selling Parties”), all as previously reported by Standex in its Current Report on Form 8-K filed with the Securities and Exchange Commission on October 31, 2024.
Pursuant to the Original Narayan Purchase Agreement, subject to receipt of regulatory approval from the Reserve Bank of India (“RBI”), Mold-Tech Singapore was to acquire the remaining 9.90% of the capital stock of Narayan from the Narayan Selling Parties in a second closing, in consideration for shares of Standex common stock (the “Share Swap”). Simultaneously with the execution of the Original Narayan Purchase Agreement, Standex, Mold-Tech Singapore and certain of the Narayan Selling Parties named therein (the “Narayan Minority Shareholders”) entered into a Shareholders’ Agreement dated as of the Original Closing Date (the “Shareholders’ Agreement”), which provided that if RBI approval for the Share Swap was not obtained by October 28, 2025, the remaining 9.90% of the outstanding capital stock of Narayan would instead become subject to put and call options exercisable in accordance with schedules set forth in the Shareholders’ Agreement, at a purchase price based on the greater of (a) the fair market value of the securities of Narayan as of the Original Closing Date and (b) a formula based on Narayan’s adjusted EBITDA for the twelve months prior to the exercise of any such put or call option.
RBI approval for the Share Swap was not obtained by October 28, 2025. As a result, in accordance with the terms of the Shareholders’ Agreement, the put and call options described above became exercisable with respect to the remaining 9.90% of the outstanding capital stock of Narayan in lieu of the Share Swap.
Rather than exercising those put and call options, Standex, through Mold-Tech Singapore, and the Narayan Minority Shareholders determined to negotiate a direct sale of the remaining minority interest in Narayan. On June 26, 2026, Standex, through Mold-Tech Singapore, and the Narayan Minority Shareholders entered into a Securities Purchase Agreement (the “Second Narayan Purchase Agreement”), pursuant to which Mold-Tech Singapore agreed to acquire the remaining 9.90% of the outstanding capital stock of Narayan from the Narayan Minority Shareholders for aggregate cash consideration of approximately $64,000,000 (the “Second Narayan Transaction”), rather than pursuant to the put and call options under the Shareholders’ Agreement. The closing of the Second Narayan Transaction is expected to occur on July 2, 2026. The information contained in Item 2.01 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.
The foregoing description of the Second Narayan Purchase Agreement is only a summary and is qualified in its entirety by reference to the complete text of the Second Narayan Purchase Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
The Second Narayan Purchase Agreement has been filed herewith to provide investors and security holders with information regarding its terms. It is not intended to provide any other factual information about the parties thereto. The Second Narayan Purchase Agreement contains representations, warranties and covenants that the parties made to each other solely for purposes of that agreement, which may be subject to important qualifications and limitations agreed to by the parties in connection with negotiating its terms, and no person should rely on such representations and warranties as statements of factual information at the time they were made or otherwise.
Item 1.02 Termination of a Material Definitive Agreement.
As a result of the completion of the Second Narayan Transaction described in Item 1.01 above, Mold-Tech Singapore now owns 100% of the outstanding capital stock of Narayan, and none of the Narayan Minority Shareholders (or their permitted transferees) continues to hold any capital stock of Narayan. The Shareholders’ Agreement provides by its own terms that it terminates automatically upon consummation of a transaction, such as the Second Narayan Transaction, following which no Narayan Minority Shareholder or its permitted transferees continues to hold any capital stock of Narayan. In addition, the Second Narayan Purchase Agreement, dated as of June 26, 2026, contains a provision expressly confirming that the Shareholders’ Agreement terminated in accordance with its terms upon the closing of the Second Narayan Transaction. Accordingly, the Shareholders’ Agreement terminated effective as of the closing of the Second Narayan Transaction on July 2, 2026.
The Shareholders’ Agreement had provided the Narayan Minority Shareholders with certain minority shareholder rights, including preemptive rights, rights to appoint directors, protective provisions with respect to certain matters, and tag-along rights, in addition to the put and call options described in Item 1.01 above. Neither Standex nor Mold-Tech Singapore incurred any early termination penalty in connection with the termination of the Shareholders’ Agreement.
The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 1.02.
SECTION 2 – FINANCIAL INFORMATION
Item 2.01 Completion of Acquisition or Disposition of Assets.
On July 2, 2026, Standex, through Mold-Tech Singapore, completed the acquisition of the remaining 9.90% of the outstanding capital stock of Narayan pursuant to the Second Narayan Purchase Agreement described in Item 1.01 above. As a result of the completion of the Second Narayan Transaction, Mold-Tech Singapore now owns 100% of the outstanding capital stock of Narayan.
The information contained in Item 1.01 and Item 1.02 of this Current Report on Form 8-K is incorporated by reference into this Item 2.01.
SECTION 7 – REGULATION FD DISCLOSURE
Item 7.01 Regulation FD Disclosure.
On July 2, 2026, Standex issued a press release announcing the completion of the acquisition of the remaining 9.90% minority interest in Narayan described in Items 1.01, 1.02 and 2.01 above. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.
The information contained in this Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits.
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(d)
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Exhibits – The following exhibit is filed as part of this Current Report on Form 8-K.
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Exhibit No. Description
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10.1
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Securities Purchase Agreement, dated as of June 26, 2026, by and among Standex International Corporation, Mold-Tech Singapore PTE LTD and the Narayan Minority Shareholders named therein.
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99.1
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Press Release of Standex International Corporation dated July 2, 2026 regarding completion of the acquisition of the remaining minority interest in Narayan Powertech Private Limited.
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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FORWARD-LOOKING STATEMENTS
This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform 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 affect Standex’s actual results are identified in Standex’s Annual Report on Form 10-K for the fiscal year ended June 30, 2025, and in its other filings 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 2, 2026
Signing on behalf of the registrant and as principal financial officer
Exhibit 99.1
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News Release |
STANDEX INTERNATIONAL CORPORATION █ SALEM, NH 03079 █ TEL (603) 893-9701 █ FAX (603) 893-7324 █ WEB www.standex.com
STANDEX ACQUIRES REMAINING INTEREST IN NARAYAN POWERTECH
SALEM, N.H., July 2, 2026 /PRNewswire/ -- Standex International Corporation (NYSE:SXI) today announced that it has acquired the remaining 9.9% interest in India-based Narayan Powertech (Narayan), a leading manufacturer of low voltage and medium voltage instrument transformers, for approximately $64 million.
“We are pleased with the smooth integration of Narayan and Amran. Our internal teams are completely focused on meeting customer demand now and in the future,” said David Dunbar, President and Chief Executive Officer of Standex.
“Narayan and Standex Grid have created a stronger player in the transformer industry, with the ability to leverage a larger global footprint and portfolio breadth to create increased value for our customers,” added Chirag Shah, Managing Director of Narayan Powertech and Founder. “I am thrilled to continue the journey with other key team members as part of a global leader like Standex.”
About Standex
Standex International Corporation is a multi-industry manufacturer in four broad business segments: Electronics, Aerospace & Defense, Scientific, and Engraving & Hydraulics with operations in the United States, Europe, Canada, Japan, Singapore, Mexico, Turkey, India, and China. For additional information, visit the Company's website at https://standex.com/.
About Narayan
Narayan Powertech Pvt. Ltd, designs and manufactures low voltage and medium voltage transformers for products focused on the electrical grid. For additional information, visit the Company’s related website at narayanpowertech.com.
SOURCE: Standex International Corporation
For further information:
Christopher Howe
Director of IR
(773) 754-5394
e-mail: InvestorRelations@Standex.com
FAQ
What did Standex International (SXI) announce regarding Narayan Powertech?
Standex International completed the acquisition of the remaining 9.90% minority interest in Narayan Powertech for approximately $64 million in cash, giving its subsidiary Mold-Tech Singapore 100% ownership of the Indian transformer manufacturer as of July 2, 2026.
How much did Standex (SXI) pay for the remaining Narayan Powertech stake?
Standex agreed to pay approximately $64 million in cash to acquire the remaining 9.90% of Narayan Powertech. This transaction followed an initial 90.10% purchase in October 2024 and replaced previously planned put and call option mechanisms under a Shareholders’ Agreement.
When did Standex (SXI) close the acquisition of Narayan’s remaining 9.90% stake?
The Securities Purchase Agreement for the remaining 9.90% of Narayan was signed on June 26, 2026, and the transaction closed on July 2, 2026. From that date, Standex’s subsidiary Mold-Tech Singapore owned 100% of Narayan’s outstanding capital stock.
What business does Narayan Powertech provide to Standex International (SXI)?
Narayan Powertech designs and manufactures low voltage and medium voltage instrument transformers for electrical grid applications. As a wholly owned subsidiary, it complements Standex’s broader Electronics and grid-focused offerings within its global operations across multiple regions.