UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-35370 Luxfer Holdings PLC (Exact Name of Registrant as Specified in Its Charter) England and Wales 98-1024030 State or Other Jurisdiction of Incorporation or Organization I. ...

Investors interested in stocks from the Manufacturing - General Industrial sector have probably already heard of Luxfer (LXFR) and Nordson (NDSN) . But which of these two stocks is more attractive to value investors? We'll need to take a closer look to find out.Everyone has their own methods for finding great value opportunities, but our model includes pairing an impressive grade in the Value category of our Style Scores system with a strong Zacks Rank. The Zacks Rank is a proven strategy that targets compa ...

Here at Zacks, our focus is on the proven Zacks Rank system, which emphasizes earnings estimates and estimate revisions to find great stocks. Nevertheless, we are always paying attention to the latest value, growth, and momentum trends to underscore strong picks.Of these, perhaps no stock market trend is more popular than value investing, which is a strategy that has proven to be successful in all sorts of market environments. Value investors use tried-and-true metrics and fundamental analysis to find compa ...

Part I [Business](index=5&type=section&id=Item%201.%20Business) Luxfer Holdings PLC is a global materials engineering company with three segments, reporting $405.0 million net sales and a $2.6 million net loss in 2023, with Graphic Arts targeted for divestiture Financial Performance Overview (Continuing Operations) | Metric | 2023 ($M) | 2022 ($M) | 2021 ($M) | | :--- | :--- | :--- | :--- | | Net Sales | $405.0 | $423.4 | $374.1 | | Net (Loss)/Income | ($2.6) | $32.0 | $30.0 | - The company operates through three business segments: **Elektron (46% of 2023 sales)**, **Gas Cylinders (46% of 2023 sales)**, and **Graphic Arts (8% of 2023 sales)**[11](index=11&type=chunk)[12](index=12&type=chunk)[17](index=17&type=chunk) - Luxfer is initiating a sales process to divest the **Graphic Arts business in 2024** due to a strategic misalignment[17](index=17&type=chunk) - The company faces supply chain challenges and higher raw material costs, particularly for magnesium, but expects **falling magnesium prices to lower input costs in 2024**[20](index=20&type=chunk) 2023 Sales by End-Market | End-Market | Percentage of 2023 Sales (%) | | :--- | :--- | | Defense, First Response & Healthcare | 41% | | Transportation | 29% | | General Industrial | 29% | [Risk Factors](index=15&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks from cyclical markets, supply chain disruptions, raw material volatility, pension liabilities, cybersecurity threats, and indebtedness - Exposure to cyclical end-markets such as automotive, aerospace, and defense poses a risk of **reduced sales and profit during downturns**[62](index=62&type=chunk)[63](index=63&type=chunk) - Reliance on major suppliers for raw materials like aluminum, zirconium, and carbon fiber, including a **force majeure from a key U.S. magnesium supplier**, could negatively impact financial performance[70](index=70&type=chunk)[71](index=71&type=chunk) - Defined benefit pension plans, especially the U.K. Luxfer Group Pension Plan, expose the company to **market volatility and potential funding deficits**, possibly requiring increased cash contributions[81](index=81&type=chunk)[82](index=82&type=chunk) - Cybersecurity threats and data protection laws like GDPR present risks of **business disruption, reputational damage, and significant fines** from a breach[100](index=100&type=chunk)[103](index=103&type=chunk) - As of December 31, 2023, total indebtedness included **$25.0 million in senior notes**, **$43.1 million on the revolving credit facility**, and a **$4.6 million bank overdraft**, potentially impacting cash flows and operational flexibility[128](index=128&type=chunk) - A material weakness in internal control over financial reporting was identified concerning **inventory in transit accounting**, potentially affecting financial reporting accuracy[136](index=136&type=chunk)[138](index=138&type=chunk) [Unresolved Staff Comments](index=32&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments - None[142](index=142&type=chunk) [Cybersecurity](index=32&type=section&id=Item%201C.%20Cybersecurity) Luxfer maintains a Board-overseen cybersecurity program focused on business continuity, cyber-resiliency, and compliance, with no material incidents reported to date - The Board of Directors oversees cybersecurity risk, receiving **quarterly reports from the senior leadership team**[145](index=145&type=chunk) - The company's IT controls align with the **DFARS / NIST 800-171 IT Security Standard** for US Government Contractors[148](index=148&type=chunk) - Risk management strategies encompass **technical defenses, mandatory annual employee training, phishing simulations, and regular third-party security audits**[150](index=150&type=chunk)[151](index=151&type=chunk)[152](index=152&type=chunk) - As of the filing date, no cybersecurity attempts have had or are reasonably likely to have a **material effect on the business**[144](index=144&type=chunk) [Properties](index=34&type=section&id=Item%202.%20Properties) Luxfer operates manufacturing facilities across the U.S., U.K., Canada, and China for its Elektron, Gas Cylinders, and Graphic Arts segments, with principal offices in Milwaukee and Manchester - Elektron manufacturing operations are conducted at **four plants in the U.S. and one in the U.K.**[153](index=153&type=chunk) - Gas Cylinders manufacturing takes place at **two plants in the U.S. and one each in the U.K., Canada, and China**[154](index=154&type=chunk) - Graphic Arts manufacturing is carried out at **one plant in the U.S. and one in the U.K.**[154](index=154&type=chunk) [Legal Proceedings](index=34&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in various lawsuits and claims arising in the normal course of business, with significant details in Note 19 - The company is a defendant in various lawsuits arising from normal business operations, with significant details in **Note 19 of the financial statements**[157](index=157&type=chunk) [Mine Safety Disclosures](index=34&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[158](index=158&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=35&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Luxfer's common stock trades on the NYSE, with **$0.13 per share quarterly dividends** and **210,000 shares repurchased** in 2023 - The company paid **quarterly dividends of $0.13 per ordinary share** in 2023, totaling **$14.0 million**[161](index=161&type=chunk) 2023 Share Repurchases | Quarter | Total Shares Purchased | Average Price Paid per Share ($) | | :--- | :--- | :--- | | Q1 (Jan 1 - Apr 2) | 48,000 | $16.15 | | Q2 (Apr 3 - Jul 2) | 52,000 | $15.48 | | Q3 (Jul 3 - Oct 1) | 52,000 | $12.69 | | Q4 (Oct 2 - Dec 31) | 58,000 | $9.47 | | **Total** | **210,000** | **-** | - In January 2024, the Board authorized the repurchase of an **additional 50,000 ordinary shares** in Q1 2024[173](index=173&type=chunk) [Reserved](index=37&type=section&id=Item%206.%20%5BReserved%5D) This item is not applicable - Not applicable[174](index=174&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=38&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) In 2023, Luxfer's net sales decreased to **$405.0 million**, resulting in a **$2.6 million net loss** due to lower gross profit, restructuring, and impairment charges, with 2024 objectives focused on divestiture and cost control Consolidated Results of Operations (Continuing) | Metric | 2023 ($M) | 2022 ($M) | | :--- | :--- | | Net sales | $405.0 | $423.4 | | Gross profit | $76.6 | $95.0 | | Operating income | $4.2 | $44.8 | | Net (loss) / income | ($2.6) | $32.0 | - The 2023 results include a **$12.7 million impairment charge** for Graphic Arts and **$6.4 million in restructuring charges** for North American Gas Cylinders[187](index=187&type=chunk)[191](index=191&type=chunk) - Cash provided by operating activities increased to **$26.2 million in 2023** from **$15.8 million in 2022**, primarily due to reduced working capital[220](index=220&type=chunk) - Total debt was **$72.2 million as of December 31, 2023**, down from **$81.2 million in 2022**, following a **$25.0 million loan note repayment** in June 2023[217](index=217&type=chunk)[369](index=369&type=chunk) - Key 2024 operating objectives include **divesting Graphic Arts**, renewing Gas Cylinders' long-term agreements, and focusing on **cost control and productivity**[181](index=181&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=56&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Luxfer faces market risks from foreign currency, commodity prices, and interest rates, managed through hedging, fixed-price contracts, and cost pass-through - The company uses **short-duration currency contracts** to hedge foreign currency risks on sales and purchases, primarily against GBP sterling[267](index=267&type=chunk)[268](index=268&type=chunk) - No financial market exists to hedge magnesium, zirconium, or carbon fiber, so the company relies on **fixed-price supply contracts and customer price pass-through**[271](index=271&type=chunk) - The company has exposure to **variable interest rates on its revolving credit facility**, with no interest rate hedge agreements in place as of December 31, 2023[273](index=273&type=chunk)[274](index=274&type=chunk) [Financial Statements and Supplementary Data](index=58&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents Luxfer's consolidated financial statements, with an **unqualified auditor's opinion** on the financials but an **adverse opinion on internal controls** due to a material weakness in inventory accounting - PricewaterhouseCoopers LLP identified a **material weakness in internal control** over financial reporting for inventory in-transit, resulting in an **adverse opinion on internal controls**[278](index=278&type=chunk)[279](index=279&type=chunk) - The auditor issued an **unqualified opinion on the consolidated financial statements**, affirming fair presentation in conformity with U.S. GAAP[278](index=278&type=chunk) - **Pension benefit obligation valuation** was a Critical Audit Matter due to significant judgment and assumptions in actuarial valuations[287](index=287&type=chunk)[288](index=288&type=chunk) - As of December 31, 2023, the U.K. defined benefit pension plan had a **$40.3 million surplus**, while other plans had a **$0.1 million net obligation**[401](index=401&type=chunk) - In 2023, a **$12.7 million impairment charge** was recognized for Graphic Arts segment assets, which is being prepared for divestiture[316](index=316&type=chunk) [Changes in and Disagreements With Accountants on Accounting and Financial Disclosure](index=110&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20With%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) This item is not applicable - Not applicable[459](index=459&type=chunk) [Controls and Procedures](index=110&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were **not effective** as of December 31, 2023, due to a material weakness in inventory in-transit accounting, with a remediation plan underway - Management concluded that **disclosure controls and procedures were not effective** as of December 31, 2023[460](index=460&type=chunk) - A material weakness was identified due to a lack of controls over **inventory in transit accounting**, which did not result in a financial statement misstatement in this report[464](index=464&type=chunk) - A remediation plan is underway to design enhanced risk assessment procedures and implement **new controls over inventory in-transit**[466](index=466&type=chunk)[467](index=467&type=chunk) [Other Information](index=112&type=section&id=Item%209B.%20Other%20Information) No directors or Section 16 officers adopted or terminated Rule 10b5-1 trading arrangements in Q4 2023 - No directors or Section 16 officers adopted or terminated a **Rule 10b5-1 or non-Rule 10b5-1 trading arrangement** in Q4 2023[470](index=470&type=chunk) [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=112&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections) This item is not applicable - Not applicable[471](index=471&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=113&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information on directors, executive officers, and corporate governance is incorporated by reference from the 2024 Proxy Statement - Information is incorporated by reference from the **2024 Proxy Statement**[474](index=474&type=chunk) [Executive Compensation](index=113&type=section&id=Item%2011.%20Executive%20Compensation) Information on executive and director compensation is incorporated by reference from the 2024 Proxy Statement - Information is incorporated by reference from the **2024 Proxy Statement**[475](index=475&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=113&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information on security ownership and equity compensation plans is incorporated by reference from the 2024 Proxy Statement - Information is incorporated by reference from the **2024 Proxy Statement**[475](index=475&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=113&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information on related party transactions and director independence is incorporated by reference from the 2024 Proxy Statement - Information is incorporated by reference from the **2024 Proxy Statement**[476](index=476&type=chunk) [Principal Accountant Fees and Services](index=113&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information on fees paid to the principal accountant is incorporated by reference from the 2024 Proxy Statement - Information is incorporated by reference from the **2024 Proxy Statement**[476](index=476&type=chunk) Part IV [Exhibits and Financial Statement Schedules](index=114&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists filed financial statements and exhibits, including governance documents, debt agreements, and certifications, with schedules omitted - The financial statements listed in **Item 8** are filed as part of this annual report[479](index=479&type=chunk) - A list of exhibits, including governance documents, material contracts, and required certifications, is filed with the report[481](index=481&type=chunk)[484](index=484&type=chunk) [Form 10-K Summary](index=116&type=section&id=Item%2016.%20Form%2010-K%20Summary) No Form 10-K summary is provided - None[483](index=483&type=chunk)

Sales Performance by End Market Q3 2023 Financial Bridge: Consolidated Q3 2023: Segment Results ▪ Year-over-year comparisons remain difficult due to accelerated pricing leading inflation in 2022 General Industrial Downturn and Cost Pressures Affecting Both Segments ▪ Investing thoughtfully in secular growth opportunities tied to niche materials engineering focus ▪ Repurchased $0.6M in shares during Q3 Updating 2023 EPS Guidance Sales Growth (incl. volume, price, and FX) - 5% to -7% L E V E R A G E & L I Q U ...

Luxfer Holdings PLC (NYSE:LXFR) Q3 2023 Earnings Conference Call October 26, 2023 8:30 AM ET Company Participants Kevin Grant – Vice President-Investor Relations and Business Development Andy Butcher – Chief Executive Officer Steve Webster – Chief Financial Officer Conference Call Participants Steve Ferazani – Sidoti Operator Good morning. My name is Angela, and I will be your conference coordinator today. Welcome to the LuxferÂ's Third Quarter 2023 Earnings Conference Call. All lines have been placed on mu ...

Our cost and efficiency actions now underway will help support our bottom line performance in 2023. At the same time, our investment in innovation and talent to drive growth will create value over the long term. We are deploying the right strategy, we are focused on the right markets with long-term growth drivers and we are commercializing the right differentiated products. We remain confident in the bright future ahead of us. Now I would like to turn the call back to the operator to begin the Q&A session. ...

Company Participants Conference Call Participants Operator Now I will turn the call over to Mike Gaiden, Vice President of Investor Relations and Business Development from Luxfer. Mike, please go ahead. Thank you, Melinda. Welcome, everyone, to Luxfer's first quarter 2023 earnings call. With me today is Andy Butcher, Luxfer's Chief Executive Officer; and Steve Webster, Luxfer's Chief Financial Officer. Now I will turn the call over to Andy for a summary comments on the quarter and our outlook, after which S ...

Luxfer Holdings PLC (NYSE:LXFR) Q4 2022 Earnings Conference Call March 1, 2023 8:30 AM ET Company Participants Michael Gaiden - VP, IR and Business Development Andy Butcher - CEO Steve Webster - CFO Conference Call Participants Philip Gibbs - KeyBanc Chip Moore - EF Hutton Operator Good morning. My name is Shelby, and I will be your conference operator today. Welcome to Luxfer's Fourth Quarter 2022 Earnings Conference Call. [Operator Instructions] Now I will turn the call over to Mike Gaiden, Vice President ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-35370 Luxfer Holdings PLC (Exact Name of Registrant as Specified in Its Charter) England and Wales 98-1024030 State or Other Jurisdiction of Incorporation or Organization I.R.S. ...