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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 September 27, 202026, 2021


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 Wales98-1024030
State or Other Jurisdiction of
Incorporation or Organization		I.R.S. Employer Identification No.
Lumns Lane, Manchester, M27 8LN
Address of principal executive offices
Registrant’s telephone number, including area code: +1 414-269-2419
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Ordinary Shares, nominal value £0.50 eachLXFRNew York Stock Exchange
Securities registered or to be registered pursuant to Section 12(g) of the Act: None
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    o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes    x No    o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See definition of "large accelerated filer", "accelerated filer", "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.:
Large accelerated filer 
oAccelerated Filerx
Non-accelerated filer 
o
Smaller reporting company 
☐
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. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes    ☐ No    x
The number of shares outstanding of Registrant’s only class of ordinary stock on September 27, 2020,26, 2021, was 27,622,099.27,704,918.


TABLE OF CONTENTS
Page
PART I FINANCIAL INFORMATION
Item 1.Condensed Financial Statements (unaudited)1 
Condensed Consolidated Statements of Income (unaudited)1 
Condensed Consolidated Statements of Comprehensive Income / (Loss) (unaudited)2 
Condensed Consolidated Balance Sheets (unaudited)3 
Condensed Consolidated Statements of Cash Flows (unaudited)4 
Condensed Consolidated Statements of Changes in Equity (unaudited)5 
Notes to Condensed Consolidated Financial Statements (unaudited)7 
Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations2022 
Item 3.Quantitative and Qualitative Disclosures About Market Risk3133 
Item 4.Controls and Procedures3133 
PART II OTHER INFORMATION
Item 1.Legal Proceedings3234 
Item 1A.Risk Factors3234 
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds3234 
Item 6.Exhibits3334 
Signatures3435 


PART I - FINANCIAL INFORMATION

Item 1.        Condensed Financial Statements (unaudited)

LUXFER HOLDINGS PLC
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
Third QuarterYear-to-date
In millions, except share and per-share data2020201920202019
Net sales$90.4 $107.1 $283.7 $344.0 
Cost of goods sold(72.1)(81.9)(222.1)(257.7)
Gross profit$18.3 $25.2 $61.6 $86.3 
Selling, general and administrative expenses(9.8)(11.8)(34.4)(42.6)
Research and development(1.0)(1.5)(2.6)(4.5)
Restructuring charges(4.3)(2.6)(7.9)(24.3)
Impairment charges0 0 0 0.2 
Acquisition and disposal related costs0 0 (0.2)(1.7)
Other income2.3 0 2.3 0 
Other charges0 (2.7)0 (2.7)
Operating income$5.5 $6.6 $18.8 $10.7 
Interest expense(1.2)(1.3)(3.5)(3.5)
Defined benefit pension credit1.1 0.6 3.3 1.7 
Income before income taxes and equity in net income / (loss) of affiliates$5.4 $5.9 $18.6 $8.9 
Provision for income taxes(2.8)(0.6)(5.6)(4.1)
Income before equity in net income / (loss) of affiliates$2.6 $5.3 $13.0 $4.8 
Equity in net income / (loss) of affiliates (net of tax)0 0.5 (0.1)0.7 
Net income$2.6 $5.8 $12.9 $5.5 
Earnings per share
Basic$0.09 $0.21 $0.47 $0.20 
Diluted$0.09 $0.21 $0.46 $0.20 
Weighted average ordinary shares outstanding
Basic27,619,298 27,393,743 27,532,823 27,243,638 
Diluted28,013,706 27,869,416 27,958,942 27,843,525 
Third QuarterYear-to-date
In millions, except share and per-share data2021202020212020
Net sales$91.2 $77.7 $275.4 $242.7 
Cost of goods sold(70.1)(58.8)(203.2)(181.7)
Gross profit21.1 18.9 72.2 61.0 
Selling, general and administrative expenses(10.6)(8.4)(33.9)(30.3)
Research and development(1.3)(1.0)(2.9)(2.6)
Restructuring charges(0.5)(4.2)(2.1)(7.8)
Acquisition and disposal related costs(0.6)— (1.5)(0.2)
Other charges— — (1.1)— 
Operating income8.1 5.3 30.7 20.1 
Interest expense(0.8)(1.2)(2.4)(3.5)
Defined benefit pension credit0.6 1.1 1.8 3.3 
Income before income taxes and equity in net loss from affiliates7.9 5.2 30.1 19.9 
Provision for income taxes(1.9)(2.8)(3.6)(5.6)
Income before equity in net loss from affiliates6.0 2.4 26.5 14.3 
Equity in net loss from affiliates (net of tax)— — — (0.1)
Net income from continuing operations6.0 2.4 26.5 14.2 
(Loss) / income from discontinued operations, net of tax(0.7)0.2 (2.8)(1.3)
(Loss) / gain on disposition of discontinued operations, net of tax(0.5)— 6.6 — 
Net (loss) / income from discontinued operations$(1.2)$0.2 $3.8 $(1.3)
Net income$4.8 $2.6 $30.3 $12.9 
Earnings / (loss) per share1
Basic from continuing operations$0.22 $0.09 $0.96 $0.52 
Basic from discontinued operations2
$(0.04)$0.01 $0.14 $(0.05)
Basic$0.17 $0.09 $1.09 $0.47 
Diluted from continuing operations$0.21 $0.09 $0.94 $0.51 
Diluted from discontinued operations2$(0.04)$0.01 $0.14 $(0.05)
Diluted$0.17 $0.09 $1.08 $0.46 
Weighted average ordinary shares outstanding
Basic27,722,472 27,619,298 27,718,874 27,532,823 
Diluted28,033,732 28,013,706 28,072,155 27,958,942 
See accompanying notes to condensed consolidated financial statements
1The calculation of earnings per share is performed separately for continuing and discontinued operations. As a result, the sum of the two in any particular period may not equal the earnings-per-share amount in total.
2The loss per share for discontinued operations in the Third Quarter of 2021 and the year-to-date of 2020 has not been diluted, since the incremental shares included in the weighted-average number of shares outstanding would have been anti-dilutive.
1

LUXFER HOLDINGS PLC
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME / (LOSS) (UNAUDITED)
Third QuarterYear-to-date
In millions2020201920202019
Net income$2.6 $5.8 $12.9 $5.5 
Other comprehensive income / (loss)
Net change in foreign currency translation adjustment3.0 (2.5)(3.7)(4.7)
Pension and post-retirement actuarial gains, net of $0.1, $0.1, $0.3 and $0.3 tax, respectively0.5 0.5 1.4 1.3 
Other comprehensive income / (loss), net of tax3.5 (2.0)(2.3)(3.4)
Total comprehensive income$6.1 $3.8 $10.6 $2.1 
Third QuarterYear-to-date
In millions2021202020212020
Net income$4.8 $2.6 $30.3 $12.9 
Other comprehensive (loss) / income
Change in foreign currency translation adjustment, net of tax(2.1)3.0 (0.1)(3.7)
Pension and post-retirement actuarial gains, net of $0.2, $0.1, $0.5 and $0.3 tax, respectively0.7 0.5 2.1 1.4 
Other comprehensive (loss) / income, net of tax(1.4)3.5 2.0 (2.3)
Total comprehensive income$3.4 $6.1 $32.3 $10.6 
See accompanying notes to condensed consolidated financial statements
2

LUXFER HOLDINGS PLC
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
September 27,December 31,
In millions, except share and per-share data20202019
Current assets
Cash and cash equivalents$14.2 $10.2 
Restricted cash0.7 0.1 
Accounts and other receivables, net of allowances of $0.6 and $1.3, respectively55.9 66.3 
Inventories84.7 94.5 
Other current assets4.3 5.0 
Total current assets$159.8 $176.1 
Non-current assets
Property, plant and equipment, net$92.3 $98.9 
Right-of-use assets from operating leases12.3 14.8 
Goodwill67.5 68.8 
Intangibles, net12.7 13.6 
Deferred tax assets14.6 15.8 
Investments and loans to joint ventures and other affiliates0.4 2.3 
Total assets$359.6 $390.3 
Current liabilities
Current maturities of long-term debt and short-term borrowings$25.0 $0 
Accounts payable23.6 36.4 
Accrued liabilities27.9 25.2 
Taxes on income2.3 0.1 
Other current liabilities14.3 12.3 
Total current liabilities$93.1 $74.0 
Non-current liabilities
Long-term debt$49.7 $91.4 
Pensions and other retirement benefits26.7 35.2 
Deferred tax liabilities2.8 2.5 
Other non-current liabilities10.6 12.8 
Total liabilities$182.9 $215.9 
Shareholders' equity
Ordinary shares of £0.50 par value; authorized 40,000,000 shares for 2020 and 2019; issued and outstanding 29,000,000 shares for 2020 and 2019$26.6 $26.6 
Deferred shares of £0.0001 par value; authorized issued and outstanding 761,835,338,444 shares for 2020 and 2019149.9 149.9 
Additional paid-in capital70.1 68.4 
Treasury shares(4.0)(4.0)
Own shares held by ESOP(1.5)(1.7)
Retained earnings87.5 84.8 
Accumulated other comprehensive loss(151.9)(149.6)
Total shareholders' equity$176.7 $174.4 
Total liabilities and shareholders' equity$359.6 $390.3 
September 26,December 31,
In millions, except share and per-share data20212020
Current assets
Cash and cash equivalents$15.1 $1.5 
Restricted cash0.1 — 
Accounts and other receivables, net of allowances of $0.6 and $0.5, respectively59.0 43.1 
Inventories80.6 68.8 
Current assets held-for-sale10.5 36.0 
Other current assets1.3 1.5 
Total current assets$166.6 $150.9 
Non-current assets
Property, plant and equipment, net$88.5 $86.0 
Right-of-use assets from operating leases11.7 9.5 
Goodwill72.9 70.2 
Intangibles, net12.2 12.8 
Deferred tax assets18.0 16.5 
Investments in joint ventures and other affiliates0.4 0.5 
Total assets$370.3 $346.4 
Current liabilities
Accounts payable$30.7 $18.6 
Accrued liabilities30.1 21.5 
Taxes on income3.6 0.4 
Current liabilities held-for-sale1.7 11.4 
Other current liabilities12.9 13.5 
Total current liabilities$79.0 $65.4 
Non-current liabilities
Long-term debt$49.6 $53.4 
Pensions and other retirement benefits42.4 50.8 
Deferred tax liabilities1.3 2.0 
Other non-current liabilities11.3 7.7 
Total liabilities$183.6 $179.3 
Shareholders' equity
Ordinary shares of £0.50 par value; authorized 40,000,000 shares for 2021 and 2020; issued and outstanding 28,944,000 shares for 2021 and 29,000,000 2020.$26.5 $26.6 
Deferred shares of £0.0001 par value; authorized issued and outstanding 761,835,338,444 shares for 2021 and 2020149.9 149.9 
Additional paid-in capital69.5 70.6 
Treasury shares(5.5)(4.0)
Own shares held by ESOP(1.2)(1.4)
Retained earnings111.3 91.2 
Accumulated other comprehensive loss(163.8)(165.8)
Total shareholders' equity$186.7 $167.1 
Total liabilities and shareholders' equity$370.3 $346.4 
See accompanying notes to condensed consolidated financial statements
3

LUXFER HOLDINGS PLC
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Year-to-date
In millions20202019
Operating activities
Net income$12.9 $5.5 
Adjustments to reconcile net income to net cash provided by / (used for) operating activities
   Equity in net loss / (income) of affiliates0.1 (0.7)
   Depreciation10.2 10.4 
   Amortization of purchased intangible assets0.6 0.9 
   Amortization of debt issuance costs0.4 0.3 
   Share-based compensation charges2.1 4.0 
   Deferred income taxes0.7 1.5 
   Gain on disposal of property, plant and equipment0 (2.9)
   Asset impairment charges0 4.8 
   Defined benefit pension credit(3.3)(1.7)
   Defined benefit pension contributions(2.7)(5.4)
Changes in assets and liabilities
   Accounts and other receivables9.9 (7.2)
   Inventories8.2 (3.8)
   Other current assets0.7 (1.8)
   Accounts payable(11.9)(4.8)
   Accrued liabilities3.5 (8.2)
   Other current liabilities4.9 (2.2)
   Other non-current assets and liabilities0.4 (2.3)
Net cash provided by / (used for) operating activities$36.7 $(13.6)
Investing activities
Capital expenditures$(6.0)$(10.3)
Proceeds from sale of property, plant and equipment0 1.2 
Proceeds from sale of businesses and other1.3 4.6 
Net cash used for investing activities$(4.7)$(4.5)
Financing activities
Net drawdown of short-term borrowings$0 $(3.5)
Net (repayment) / drawdown of long-term borrowings(16.5)31.7 
Deferred consideration paid(0.4)(0.5)
Proceeds from sale of shares1.1 3.3 
Share-based compensation cash paid(1.3)(4.3)
Dividends paid(10.2)(10.2)
Net cash (used for) / from financing activities$(27.3)$16.5 
Effect of exchange rate changes on cash and cash equivalents(0.1)(0.4)
Net increase / (decrease)$4.6 $(2.0)
Cash, cash equivalents and restricted cash; beginning of year10.3 14.1 
Cash, cash equivalents and restricted cash; end of the Third Quarter14.9 12.1 
Supplemental cash flow information:
Interest payments$3.5 $3.5 
Income tax payments1.6 6.6 
Year-to-date
In millions20212020
Operating activities
Net income$30.3 $12.9 
Net (income) / loss from discontinued operations(3.8)1.3 
Net income from continuing operations$26.5 $14.2 
Adjustments to reconcile net income to net cash provided by operating activities
   Equity in net loss from affiliates— 0.1 
   Depreciation10.5 9.4 
   Amortization of purchased intangible assets0.7 0.6 
   Amortization of debt issuance costs0.3 0.4 
   Share-based compensation charges2.2 2.1 
   Deferred income taxes(2.2)0.4 
   Defined benefit pension credit(1.8)(3.3)
   Defined benefit pension contributions(4.6)(2.7)
Changes in assets and liabilities
   Accounts and other receivables(10.2)4.8 
   Inventories(5.4)3.7 
   Other current assets(1.2)10.7 
   Accounts payable9.6 (9.5)
   Accrued liabilities8.6 2.7 
   Other current liabilities(0.3)2.6 
   Other non-current assets and liabilities1.4 0.3 
Net cash provided by operating activities - continuing34.1 36.5 
Net cash provided by operating activities - discontinued— 0.2 
Net cash provided by operating activities$34.1 $36.7 
Investing activities
Capital expenditures$(5.6)$(5.8)
Proceeds from sale of businesses and other23.7 1.3 
Acquisitions(19.3)— 
Net cash used for investing activities - continuing(1.2)(4.5)
Net cash used for investing activities - discontinued— (0.2)
Net cash used for investing activities$(1.2)$(4.7)
Financing activities
Net repayment of long-term borrowings$(4.4)$(16.5)
Deferred consideration paid— (0.4)
Proceeds from sale of shares— 1.1 
Repurchase of own shares(2.8)— 
Share-based compensation cash paid(1.9)(1.3)
Dividends paid(10.2)(10.2)
Net cash used for financing activities$(19.3)$(27.3)
Effect of exchange rate changes on cash and cash equivalents0.1 (0.1)
Net increase$13.7 $4.6 
Cash, cash equivalents and restricted cash; beginning of year1.5 10.3 
Cash, cash equivalents and restricted cash; end of the Third Quarter15.2 14.9 
Supplemental cash flow information:
Interest payments$2.5 $3.5 
Income tax payments5.2 1.6 
See accompanying notes to condensed consolidated financial statements
4

LUXFER HOLDINGS PLC
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)
In millions,Ordinary
shares		Deferred
shares		Additional paid-in capitalTreasury shares NumberTreasury shares AmountOwn shares held by ESOP NumberOwn shares held by ESOP AmountRetained
earnings		Accumulated other comprehensive lossTotal
equity
At January 1, 2020$26.6 $149.9 $68.4 (0.4)$(4.0)(1.2)$(1.7)$84.8 $(149.6)$174.4 
Net income— — — — — — — 6.2 — 6.2 
Other comprehensive loss, net of tax— — — — — — — — (7.3)(7.3)
Dividends declared— — — — — — — (3.4)— (3.4)
Share-based compensation— — 0.5 — — — — — — 0.5 
Utilization of shares from ESOP to satisfy share based compensation— — (0.7)— — 0.1 0.1 — — (0.6)
At March 29, 2020$26.6 $149.9 $68.2 (0.4)$(4.0)(1.1)$(1.6)$87.6 $(156.9)$169.8 
Net income— — — — — — — 4.1 — 4.1 
Shares sold from ESOP— — 0.9 — — — — — — 0.9 
Other comprehensive income, net of tax— — — — — — — — 1.5 1.5 
Dividends declared— — — — — — — (3.4)— (3.4)
Share based compensation— — 0.8 — — — — — — 0.8 
Utilization of shares from ESOP to satisfy share based compensation— — (0.5)— — 0.1 0.1 — — (0.4)
At June 28, 2020$26.6 $149.9 $69.4 (0.4)$(4.0)(1.0)$(1.5)$88.3 $(155.4)$173.3 
Net income— — — — — — — 2.6 — 2.6 
Other comprehensive income, net of tax— — — — — — — — 3.5 3.5 
Dividends declared— — — — — — — (3.4)— (3.4)
Share based compensation— — 0.8 — — — — — — 0.8 
Utilization of treasury shares to satisfy share based compensation— — (0.1)— — — — — — (0.1)
At September 27, 2020$26.6 $149.9 $70.1 (0.4)$(4.0)(1.0)$(1.5)$87.5 $(151.9)$176.7 
In millions,Ordinary
shares		Deferred
shares		Additional paid-in capitalTreasury shares NumberTreasury shares AmountOwn shares held by ESOP NumberOwn shares held by ESOP AmountRetained
earnings		Accumulated other comprehensive lossTotal shareholders'
equity
At January 1, 2021$26.6 $149.9 $70.6 (0.4)$(4.0)(1.0)$(1.4)$91.2 $(165.8)$167.1 
Net income— — — — — — — 14.5 — 14.5 
Other comprehensive income, net of tax— — — — — — — — 1.5 1.5 
Dividends declared— — — — — — — (3.4)— (3.4)
Share-based compensation— — 0.5 — — — — — — 0.5 
Utilization of shares from ESOP to satisfy share based compensation— — (1.4)— — 0.1 0.1 — — (1.3)
At March 28, 2021$26.6 $149.9 $69.7 (0.4)$(4.0)(0.9)$(1.3)$102.3 $(164.3)$178.9 
Net income— — — — — — — 11.0 — 11.0 
Other comprehensive income, net of tax— — — — — — — — 1.9 1.9 
Dividends declared— — — — — — — (3.4)— (3.4)
Share based compensation— — 0.9 — — — — — — 0.9 
Utilization of shares from ESOP to satisfy share based compensation— — (0.3)— — 0.1 0.1 — — (0.2)
Cancellation of ordinary share capital(0.1)— (0.8)— — — — — — (0.9)
At June 27, 2021$26.5 $149.9 $69.5 (0.4)$(4.0)(0.8)$(1.2)$109.9 $(162.4)$188.2 
Net income— — — — — — — 4.8 — 4.8 
Shares sold from ESOP— — (0.1)— — — — — — (0.1)
Other comprehensive loss, net of tax— — — — — — — — (1.4)(1.4)
Dividends declared— — — — — — — (3.4)— (3.4)
Share based compensation— — 0.8 — — — — — — 0.8 
Utilization of shares from ESOP to satisfy share based compensation— — (0.3)— — — — — — (0.3)
Purchase of own shares— — — (0.1)(1.5)— — — — (1.5)
Cancellation of ordinary share capital— — (0.4)— — — — — — (0.4)
At September 26, 2021$26.5 $149.9 $69.5 (0.5)$(5.5)(0.8)$(1.2)$111.3 $(163.8)$186.7 

Ordinary share capital represents 28,944,000 shares in the third quarter, 28,962,000 in the second quarter and 29,000,000 shares in the three quartersfirst quarter of 2020.2021.
Deferred share capital represents 761,835,338,444 shares in the three quartersfirst nine months of 2020.

2021.





5

In millions,Ordinary sharesDeferred sharesAdditional paid-in capitalTreasury shares NumberTreasury shares AmountOwn shares held by ESOP NumberOwn shares held by ESOP AmountRetained earningsAccumulated other comprehensive lossTotal equity
At January 1, 2019$26.6 $149.9 $65.6 (0.4)$(4.3)(1.6)$(2.2)$95.3 $(146.6)$184.3 
Net loss— — — — — — — (3.8)— (3.8)
Shares sold from ESOP— — 1.3 — — 0.1 0.1 — — 1.4 
Other comprehensive income, net of tax— — — — — — — — 2.1 2.1 
Dividends declared— — — — — — — (3.4)— (3.4)
Share-based compensation— — 2.3 — — — — — — 2.3 
Utilization of treasury shares to satisfy share based compensation— — (3.3)— — 0.1 0.2 — — (3.1)
At March 31, 2019$26.6 $149.9 $65.9 (0.4)$(4.3)(1.4)$(1.9)$88.1 $(144.5)$179.8 
Net income— — — — — — — 3.5 — 3.5 
Shares sold from ESOP— — 1.8 — — 0.1 0.1 — — 1.9 
Other comprehensive loss, net of tax— — — — — — — — (3.5)(3.5)
Dividends declared— — — — — — — (3.4)— (3.4)
Share based compensation— — 0.8 — — — — — — 0.8 
Utilization of shares from ESOP to satisfy share based compensation— — (1.2)— — 0.1 0.1 — — (1.1)
At June 30, 2019$26.6 $149.9 $67.3 (0.4)$(4.3)(1.2)$(1.7)$88.2 $(148.0)$178.0 
Net income— — — — — — — 5.8 — 5.8 
Other comprehensive loss, net of tax— — — — — — — — (2.0)(2.0)
Dividends declared— — — — — — — (3.4)— (3.4)
Share based compensation— — 0.6 — — — — — — 0.6 
Utilization of treasury shares to satisfy share based compensation— — (0.1)— 0.3 — — — — 0.2 
At September 29. 2019$26.6 $149.9 $67.8 (0.4)$(4.0)(1.2)$(1.7)$90.6 $(150.0)$179.2 

In millions,Ordinary sharesDeferred sharesAdditional paid-in capitalTreasury shares NumberTreasury shares AmountOwn shares held by ESOP NumberOwn shares held by ESOP AmountRetained earningsAccumulated other comprehensive lossTotal shareholders'
equity
At January 1, 2020$26.6 $149.9 $68.4 (0.4)$(4.0)(1.2)$(1.7)$84.8 $(149.6)$174.4 
Net income— — — — — — — 6.2 — 6.2 
Shares sold from ESOP— — — — — — — 
Other comprehensive loss, net of tax— — — — — — — — (7.3)(7.3)
Dividends declared— — — — — — — (3.4)— (3.4)
Share-based compensation— — 0.5 — — — — — — 0.5 
Utilization of treasury shares to satisfy share based compensation— — (0.7)— — 0.1 0.1 — — (0.6)
At March 29, 2020$26.6 $149.9 $68.2 (0.4)$(4.0)(1.1)$(1.6)$87.6 $(156.9)$169.8 
Net income— — — — — — — 4.1 — 4.1 
Shares sold from ESOP— — 0.9 — — — — 0.9 
Other comprehensive income, net of tax— — — — — — — — 1.5 1.5 
Dividends declared— — — — — — — (3.4)— (3.4)
Share based compensation— — 0.8 — — — — — — 0.8 
Utilization of shares from ESOP to satisfy share based compensation— — (0.5)— — 0.1 0.1 — — (0.4)
At June 28, 2020$26.6 $149.9 $69.4 (0.4)$(4.0)(1.0)$(1.5)$88.3 $(155.4)$173.3 
Net income— — — — — — — 2.6 — 2.6 
Other comprehensive income, net of tax— — — — — — — — 3.5 3.5 
Dividends declared— — — — — — — (3.4)— (3.4)
Share based compensation— — 0.8 — — — — — — 0.8 
Utilization of treasury shares to satisfy share based compensation— — (0.1)— — — — — — (0.1)
At September 27, 202026.6 149.9 70.1 (0.4)(4.0)(1.0)(1.5)87.5 (151.9)176.7 
Ordinary share capital represents 29,000,000 shares in the three quartersfirst nine months of 2019.2020.
Deferred share capital represents 761,835,338,444 shares in the three quartersfirst nine months of 2019.2020.

See accompanying notes to condensed consolidated financial statements
6

LUXFER HOLDINGS PLC
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1.    Basis of Presentation and Responsibility for interimInterim Financial Statements
We prepared the accompanying unaudited consolidated condensed financial statements of Luxfer Holdings PLC and all wholly-owned, majority owned or otherwise controlled subsidiaries on the same basis as our annual audited financial statements, except for the adoption for Accounting Standards Update ("ASU") 2016-13, "current expected credit loss model".statements. We condensed or omitted certain information and footnote disclosures normally included in our annual audited financial statements, which we prepared in accordance with U.S. Generally Accepted Accounting Principles (GAAP).
Our quarterly financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2019.2020. As used in this report, the terms "we," "us," "our," "Luxfer" and "the Company" mean Luxfer Holdings PLC and its subsidiaries, unless the context indicates another meaning.
In the opinion of management, our financial statements reflect all adjustments, which are of a normal recurring nature, necessary for presentation of financial statements for interim periods in accordance with U.S. GAAP and with the instructions to Form 10-Q in Article 10 of Securities and Exchange Commission (SEC) Regulation S-X.
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of our financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates, and any such differences may be material to our financial statements.
Our fiscal year ends on December 31. We report our interim quarterly periods on a 13-week quarter basis, ending on a Sunday. The Third Quarter 2021, ended on September 26, 2021, and the Third Quarter 2020, ended on September 27, 2020, and2020.
Discontinued operations
Certain amounts in the Third Quarter 2019, ended on September 29, 2019.prior-year financial statements were reclassified to conform to the current-year presentation due to the classification of certain businesses as discontinued operations.
Impact of COVID-19 on the Financial Statements
In March 2020, the World Health Organization characterized the coronavirus ("COVID-19") a pandemic. The rapid spread of the pandemic and the continuously evolving responses to combat it have had an increasingly negative impact on the global economy. At this time, Luxfer is operatingLuxfer’s 2020 results were significantly affected by the global macro environment resulting from the COVID-19 pandemic, including broad-based market weakness, which was especially evident in our general industrial and transportation end-markets, contributing to a full year decline of 18.0% and 14.7% respectively, in each of those markets.
In the first nine months of 2021, with net sales up 13.5%, a return to growth across all end-markets and adjusted EBITDA up 21.7% on the prior year, the Company has delivered three quarters of strong performance amid the global economic recovery from the COVID-19 pandemic. Furthermore, it continues to operate all of its facilities at near normal production levels, following earlier temporary closures atof a small numberfew locations in the second and third quarters of locations. However, due2020. Due to weaker demand resulting from uncertain economic conditions, potential supply constraints, and the continued spreadimpact of COVID-19, Luxfer has temporarily reduced capacity at certain facilities with partial furloughing of the workforce. We have also identifiedimplemented additional cost saving programs in the second half of 2020, including headcount reductionsreductions. Company performance is now much improved and the apparent success of vaccine programs in the U.S. and Europe has given rise to fewer restrictions, increased stability and macroeconomic recovery. That said, the coronavirus is still prevalent in many of our markets, there are pressures on availability and therefore cost of, raw materials, transport, energy and labor, continuing restrictions on international travel resulting in considerable uncertainty as a direct response to the impact of the pandemic. As the situation evolves and ifwhen normal conditions will prevail. If warranted, it is possible that the Company may again suspend or reduce operations at additional facilities. In view of the rapidly changing business environment, unprecedented market volatility and heightened degree of uncertainty resulting from COVID-19, we are currently unable to fully determine its future impact on our business. However, we are monitoring the progression of the pandemic and its potentialcertain facilities, which could have an adverse effect on our financial position, results of operations and cash flows.
The Company recognized that the COVID-19 pandemic constituted a triggering event in accordance with ASCAccounting Standards Codification, ("ASC"), 350 Intangibles - Goodwill and Other, during the First Quarterfirst quarter of 2020 and therefore performed an impairment assessment of its goodwill and other intangible assets. Based on the forecast at that time, we did not identify any impairments, nor marginal outcomes. A re-forecast wasDuring 2020 and in the first nine months of 2021, quarterly re-forecasts were performed in July and October, which took into accountto assess the impact COVID-19 has hadwas having on our secondresults and thirdliquidity, and in the fourth quarter results. The re-forecast did not changeof 2020 we carried out our annual goodwill and other intangibles impairment test using cash flows from the annual and strategic plan budgeting exercise.

7

1.    Basis of Presentation and Responsibility for interim Financial Statements (continued)
There have been no subsequent triggering events that has changed our assessment of fair value, withas a result, no impairments nor marginal outcomes have been identified.
Assumptions and judgments are required in calculating the fair value of the reporting units. In developing our discounted cash flow analysis, assumptions about future revenues and expenses, capital expenditures and changes in working capital are based on our annual operating plan and long-term business plan for each of our reporting units. These plans take into consideration numerous factors including historical experience, anticipated future economic conditions, changes in raw material prices and growth expectations for the industries and end markets we participate in. These assumptions and judgments may change as we learn more about the impact of the COVID-19 pandemic.
In relation to liquidity, the Company has access to a revolving credit facility (see Note 10)9) and has performed stress testing on financial covenants using current forecast information and has not identified any liquidity concerns.

7
Adoption of new accounting standards
Current expected credit loss ("CECL") model
On January 1, 2020, Furthermore, the Company adopted ASU 2016-13, financial instruments - Credit Losses (Topic 326): Measurementhas reported historically low levels of credit losses on Financial Instruments prospectively. The ASU replacesnet debt and continual strong cash flow generation since the incurred loss impairment model with an expected credit loss impairment model for financial instruments, including trade receivables.
•Under the CECL model, the Company is required to consider whether expected credit losses should be recognized for trade receivables that are considered “current” (i.e., not past due).
•When using historical loss rates in a provision matrix, the Company is required to consider whether and, if so, how the historical loss rates differ from what is currently expected over the lifeonset of the trade receivables (on the basis of current conditions and reasonable and supportable forecasts about the future).
Upon adoption, there was no adjustment needed to opening retained earnings as at January 1, 2020.
As a result of implementing ASU 2016-13, the Company did not recognize any material additional allowance within Accounts and Other Receivables as at January 1, 2020. Accounts and Other Receivables are shown net of a $0.6 million allowance at September 27, 2020.
The Company is exposed to credit losses primarily through sales of products. The Company’s expected loss allowance methodology for accounts receivable is developed using historical collection experience, current and future economic and market conditions and a review of the current status of customers' trade accounts receivables. Due to the short-term nature of such receivables, the estimate of accounts receivable amounts that may not be collected is based on aging of the accounts receivable balances and the financial condition of customers. Additionally, specific allowance amounts are established to record the appropriate provision for customers that have a higher probability of default. The Company considered the current and expected future economic and market conditions surrounding the COVID-19 pandemic and determined that the estimate of credit losses was not significantly impacted.
Estimates are used to determine the allowance. It is based on assessment of anticipated receipts and all other historical, current and future information that is reasonably available.
The following table provides a roll-forward of the allowance for credit losses that is deducted from the amortized cost basis of accounts receivable to present the net amount expected to be collected.
2020
In millionsQTDYTD
Balance at June 28, / January 1,$1.6 $1.3 
Adoption of ASU 2016-13, cumulative-effect adjustment to retained earnings0 0 
Provisions for expected credit losses(1.0)(0.6)
Other, including foreign currency translation0 (0.1)
Balance at September 27,$0.6 $0.6 

pandemic.
Accounting standards issued but not yet effective
None that will be material to the Company.


8
2.    Earnings per share

Basic earnings per share are computed by dividing net income or loss for the period by the weighted-average number of ordinary shares outstanding, net of Treasurytreasury shares and shares held in ESOP. Diluted earnings per share are computed by dividing net income for the period by the weighted average number of ordinary shares outstanding net of Treasury shares, shares held in ESOP and the dilutive ordinary shares equivalents.
Basic and diluted earnings per share were calculated as follows:
Third QuarterYear-to-date
In millions except share and per-share data2020201920202019
Basic earnings:
Net income$2.6 $5.8 $12.9 $5.5 
Weighted average number of £0.50 ordinary shares:
For basic earnings per share27,619,298 27,393,743 27,532,823 27,243,638 
Dilutive effect of potential common stock394,408 475,673 426,119 599,887 
For diluted earnings per share28,013,706 27,869,416 27,958,942 27,843,525 
Earnings per share using weighted average number of ordinary shares outstanding:
Basic earnings per ordinary share$0.09 $0.21 $0.47 $0.20 
Diluted earnings per ordinary share$0.09 $0.21 $0.46 $0.20 
Third QuarterYear-to-date
In millions except share and per-share data2021202020212020
Basic earnings:
Net income from continuing operations$6.0 $2.4 $26.5 $14.2 
Net (loss) / income from discontinued operations(1.2)0.2 3.8 (1.3)
Net income$4.8 $2.6 $30.3 $12.9 
Weighted average number of £0.50 ordinary shares:
For basic earnings per share27,722,472 27,619,298 27,718,874 27,532,823 
Dilutive effect of potential common stock311,260 394,408 353,281 426,119 
For diluted earnings per share28,033,732 28,013,706 28,072,155 27,958,942 
Earnings / (loss) per share using weighted average number of ordinary shares outstanding3:
Basic earnings per ordinary share for continuing operations$0.22 $0.09 $0.96 $0.52 
Basic (loss) / earnings per ordinary share for discontinued operations(0.04)0.01 0.14 (0.05)
Basic earnings per ordinary share$0.17 $0.09 $1.09 $0.47 
Diluted earnings per ordinary share for continuing operations$0.21 $0.09 $0.94 $0.51 
Diluted (loss) / earnings per ordinary share for discontinued operations(0.04)0.01 0.14 (0.05)
Diluted earnings per ordinary share$0.17 $0.09 $1.08 $0.46 
3 The calculation of earnings per share is performed separately for continuing and discontinued operations. As a result, the sum of the two in any particular period may not equal the earnings-per-share amount in total
In the third quarter of 2021 and year-to-date 2020, basic average shares outstanding and diluted average shares outstanding were the same for discontinued operations because the effect of potential shares of common stock was anti-dilutive since the Company generated a net loss from discontinued operations.
.
8

3.    Net Sales
Disaggregated sales disclosures for the quarter and year-to-datefirst nine months ended September 27, 2020,26, 2021, and September 29, 2019,27, 2020, are included below and in Note 14, Segmental Information.
Third Quarter
20202019
In millionsGas CylindersElektronTotalGas CylindersElektronTotal
General industrial$11.5 $20.0 $31.5 $10.1 $29.0 $39.1 
Transportation16.5 9.9 26.4 20.8 11.9 32.7 
Defense, First Response & Healthcare17.0 15.5 32.5 23.3 12.0 35.3 
$45.0 $45.4 $90.4 $54.2 $52.9 $107.1 
Third Quarter
20212020
In millionsGas CylindersElektronTotalGas CylindersElektronTotal
General industrial$7.6 $21.6 $29.2 $6.8 $20.0 $26.8 
Transportation19.7 11.4 31.1 11.9 9.9 21.8 
Defense, First Response & Healthcare18.3 12.6 30.9 13.6 15.5 29.1 
Net sales$45.6 $45.6 $91.2 $32.3 $45.4 $77.7 

Year-to-date
20202019
In millionsGas CylindersElektronTotalGas CylindersElektronTotal
General industrial$34.3 $65.6 $99.9 $34.2 $88.1 $122.3 
Transportation53.9 29.7 83.6 65.8 48.2 114.0 
Defense, First Response & Healthcare59.8 40.4 100.2 70.7 37.0 107.7 
$148.0 $135.7 $283.7 $170.7 $173.3 $344.0 

9
3.    Net Sales (continued)
Year-to-date
20212020
In millionsGas CylindersElektronTotalGas CylindersElektronTotal
General industrial$23.3 $69.0 $92.3 $19.6 $65.6 $85.2 
Transportation50.7 35.1 85.8 37.3 29.7 67.0 
Defense, First Response & Healthcare54.3 43.0 97.3 50.1 40.4 90.5 
Net sales$128.3 $147.1 $275.4 $107.0 $135.7 $242.7 
The Company’s performance obligations are satisfied over time as work progresses or at a point in time. Design and tooling arrangements areWith the only contracts for which sales are recognizedreclassification of our Superform business as discontinued operations, none of the Company's revenue from continuing operations is satisfied over time. Sales from these sources combined accounted for less than 1% ofAs a result, the Company’s sales for the quarters and year-to-date ended September 27, 2020, and September 29, 2019. All consideration from contracts with customers is included in these amounts.
The following table provides information aboutCompany's contract receivables, contract assets and contract liabilities from contracts with customers:
In millionsSeptember 27, 2020December 31, 2019
Contract receivables$1.1 $1.7 
Contract assets0.2 1.3 
Contract liabilities(0.2)(0.5)
Contractare included within current assets consist of $0.2 million accrued unbilled amounts relating to tooling revenue and are recognized in prepayments and accrued income in the consolidated balance sheets. Of the $1.3 million contract assets recognized as of December 31, 2019, $1.2 million was billed to customers and transferred to receivables as of September 27, 2020.
Contract liabilities of $0.2 million consist of advance payments and billing above costs incurred and are recognized as other current liabilities. Significant changes in contract liabilities balances during the period are as follows:
In millions2020
As at January 1,$(0.5)
Net (payments received) / amounts billed(0.6)
Net (costs incurred) / revenue recognized0.9
As at September 27,$(0.2)
held-for-sale.

4.    Restructuring
During the Third Quarter of 2020 we continued execution of certain business restructuring initiatives aimed at reducing our fixed cost structureThe $0.5 million and realigning our business. The $4.3$2.1 million restructuring charge in the Third Quarterthird quarter and first nine months of 2021, respectively, included $0.3 million and $1.0 million, respectively, of further costs associated with the announced closure of Luxfer Gas Cylinders France, and was largely legal and professional fees. The nine months of 2021 also includes $0.9 million of one-time employee termination costs in the Elektron division, largely in relation to the divestiture of our small Luxfer Magtech production facility in Ontario, Canada in the second quarter of 2021.
The $4.2 million and $7.8 million restructuring charge in the third quarter and first nine months of 2020, respectively, was predominantly ($3.3 million)million and $6.5 million, respectively) the result of further costs associated with the announced closure of Luxfer Gas Cylinders France, including one-time employee benefit costs and associated legal and professional fees. There was an additional $1.0 million ofIn addition we incurred one-time employee benefit expense resulting from actionscosts in relation to reduceCOVID-led cost saving programs largely affecting our fixed cost-baseElektron Division, of $0.9 million and $1.3 million in lightthe third quarter and first nine months of the COVID-19 pandemic.2020, respectively.
Restructuring-related costs included within Restructuring charges in the Condensed Consolidated Financial Statements by reportable segment were as follows:
Third QuarterYear-to-date
In millions2021202020212020
Severance and related costs
Gas Cylinders$0.5 $3.3 $1.1 $6.7 
Elektron— 0.9 1.0 1.0 
Other— — — 0.1 
Total restructuring charges$0.5 $4.2 $2.1 $7.8 
Third QuarterYear-to-date
In millions2020201920202019
Severance and related costs
Gas Cylinders segment$3.4 $2.3 $6.8 $18.9 
Elektron segment0.9 0.3 1.0 0.4 
Other0 0 0.1 0 
$4.3 $2.6 $7.9 $19.3 
Asset impairments
Gas Cylinders segment$0 $0 $0 $0.6 
Elektron segment0 0 0 4.4 
$0 $0 $0 $5.0 
Total restructuring charges$4.3 $2.6 $7.9 $24.3 



109

4.    Restructuring(continued)
Activity related to restructuring, recorded in Other current liabilities in the consolidated balance sheets is summarized as follows:
In millions20202021
Balance at January 1,$6.59.0 
Costs incurred7.92.1 
Cash payments and other(5.0)(2.5)
Balance at September 27,26,$9.48.6 
5.    Acquisition and disposal related gains / (costs)costs
On March 15, 2021 the Company completed the acquisition of the Structural Composites Industries LLC (SCI) business of Worthington Industries, Inc., based in Pomona, California, for $19.3 million cash consideration. The acquisition of SCI strengthens Luxfer’s composite cylinder offerings and aligns with recent investment to enhance our alternative fuel capabilities to capitalize on the growing compressed natural gas (CNG) and hydrogen opportunities.
At the Third Quarter of 2021 the purchase price allocation was ongoing and therefore a provisional allocation was presented. During the ongoing review of the purchase price allocation in the Third Quarter there has been a reallocation of $0.2 million from inventories to goodwill. No other changes in the purchase price allocation presented at the Second Quarter of 2021 have been identified, although the review remains ongoing.
Acquisition-related costs of $0.6 million and $1.5 million incurred in the third quarter and first nine months of 2021 respectively, primarily represent transitional costs and professional fees incurred in relation to the SCI acquisition.
Acquisition-related costs of $0.2 million were incurred duringin the First Quarterfirst nine months of 2020 and represents amounts incurred in relationrelated to M&A exploration activities net of a $0.1 million release of deferred contingent consideration.

In Julythe Third Quarter of 2020 we sold our 51% investment in Luxfer Uttam India Private Limited to our joint venture partner resulting in a gain on sale of less than $0.1 million.

The net $1.7 million charge for the first nine-months of 2019 was in relation to a $2.9 million gain in the Second Quarter of 2019 related to the sale of Magnesium Elektron CZ s.r.o. This gain was offset by a $4.6 million charge in the First Quarter of 2019 in relation to reimbursement of costs following the terminated Neo acquisition.
6.    Other income
Other income of $2.3 million for the Third Quarter of 2020 represents payments received from a European automotive customer for compensation in relation to a contribution of loss and product volumes relating to our Gas Cylinders segment.

7.    Other charges
Other charges of $2.7$1.1 million incurred in the Third Quarter of 2019 were the result of the Company's decision to commence a project to remove low-level naturally occurring radioactive material (NORM) from a redundant building at its Manchester, UK site. The work represents remediation of a legacy environmental issue and is
expected to complete in the first quarternine months of 2021 butrelates to the settlement of a class action lawsuit in the Gas Cylinders segment in relation to an alleged historic violation of the Californian Labor Code, concerning a Human Resources administration matter. The Company expects the cash related to the settlement to be paid during the year, with no significant further costs envisaged.additional charge to the income statement.
10

7.    Supplementary balance sheet information
September 26,December 31,
In millions20212020
Accounts and other receivables
Trade receivables$50.0 $33.6 
Related parties0.2 0.2
Prepayments and accrued income6.5 5.5
Derivative financial instruments0.1 0.2
Deferred consideration0.9 0.2
Other receivables1.3 3.4
Total accounts and other receivables$59.0 $43.1 
Inventories
Raw materials and supplies$36.2 $26.2 
Work-in-process23.7 19.7 
Finished goods20.7 22.9 
Total inventories$80.6 $68.8 
Other current assets
Income tax receivable1.3 1.5 
Total other current assets$1.3 $1.5 
Property, plant and equipment, net
Land, buildings and leasehold improvements$67.0 $65.2 
Machinery and equipment265.6 255.3 
Construction in progress6.5 7.8 
Total property, plant and equipment339.1 328.3 
Accumulated depreciation and impairment(250.6)(242.3)
Total property, plant and equipment, net$88.5 $86.0 
Other current liabilities
Restructuring related liabilities$8.6 $9.0 
Contingent liabilities1.5 1.1 
Derivative financial instruments0.1 0.4 
Operating lease liability1.1 2.9 
Other current liabilities1.6 0.1 
Total other current liabilities$12.9 $13.5 
Other non-current liabilities
Contingent liabilities$0.6 $1.0 
Operating lease liability10.7 6.7 
Total other non-current liabilities$11.3 $7.7 


11
8.    Supplementary balance sheet information
September 27,December 31,
In millions20202019
Accounts and other receivables
Trade receivables$45.2 $52.4 
Related parties0.1 2.7 
Prepayments and accrued income6.4 6.7 
Derivative financial instruments0.1 0.3 
Deferred consideration0.5 0 
Other receivables3.6 4.2 
Total accounts and other receivables$55.9 $66.3 
Inventories
Raw materials and supplies$30.0 $33.4 
Work-in-process26.4 32.2 
Finished goods28.3 28.9 
Total inventories$84.7 $94.5 
Other current assets
Held-for-sale assets$3.7 $3.9 
Income tax receivable0.6 1.1 
Total other current assets$4.3 $5.0 
Property, plant and equipment, net
Land, buildings and leasehold improvements$70.3 $68.1 
Machinery and equipment285.5 287.7 
Construction in progress6.9 8.9 
Total property, plant and equipment362.7 364.7 
Accumulated depreciation and impairment(270.4)(265.8)
Total property, plant and equipment, net$92.3 $98.9 
Other current liabilities
Contingent liabilities$9.5 $6.6 
Derivative financial instruments0.1 0 
Operating lease liability3.0 3.3 
Other current liabilities1.7 2.4 
Total other current liabilities$14.3 $12.3 
Other non-current liabilities
Contingent liabilities$1.0 $0.9 
Operating lease liability9.5 11.7 
Other non-current liabilities0.1 0.2 
Total other non-current liabilities$10.6 $12.8 


12
8.7.    Supplementary balance sheet information (continued)
Held-for-saleIn 2020, the Company classified its Superform aluminum superplastic forming business operating from sites in the U.S. and the U.K, and our U.S. aluminum gas cylinder business, as assets and liabilities held-for-sale in accordance with ASC 205-20 Discontinued Operations. See Note 10 for a breakdown of this disposal group.
Held-for-sale assetsSeptember 27,December 31,
In millions20202019
Property, plant and equipment$3.7 $3.7 
Inventory0 0.2 
Held-for-sale assets$3.7 $3.9 
Our U.S. aluminum gas cylinder business was sold during the First Quarter of 2021 and our U.K. Superform business was sold during the Third Quarter of 2021.
During 2018, aThe respective assets and liabilities of the above disposal group have been reclassified as held-for-sale also included within assets held-for-sale, but not disclosed as discontinued operations, in 2021 and 2020 is 1 building valued at $3.7 million, within our Elektron Segment was classified as held-for-sale assets, presented within Segment.
Both of these respective items have been included in the table below.
Held-for-sale assetsSeptember 26,December 31,
In millions20212020
Property, plant and equipment$4.8 $11.6 
Right-of-use-assets from operating leases0.4 3.1 
Inventory2.7 12.6 
Accounts and other receivables2.6 8.7 
Held-for-sale assets$10.5 $36.0 
Held-for-sale liabilities
Accounts payable0.6 4.3 
Accrued liabilities0.1 1.5 
Other current liabilities1.0 5.6 
Held-for-sale liabilities$1.7 $11.4 
There has been no reclassification of items from other current assets. The building was part of a site closure announced in 2017 and was readily available for sale at December 31, 2018. As a result of delays, extendedcomprehensive income to the income statement as a result of COVID-19, the site at Riverhead, NY is now expecteditems reclassified to be sold during the first half of 2021 and is included within held-for-sale assets as of September 27, 2020 and December 31, 2019.held-for-sale.

9.8.     Goodwill and other identifiable intangible assets
Changes in goodwill during the first three-quartersnine months ended September 27, 2020,26, 2021, were as follows:
In millionsGas CylindersElektronTotal
At January 1, 2020$27.0 $41.8 $68.8 
Exchange difference(0.8)(0.5)(1.3)
Balance at September 27, 2020$26.2 $41.3 $67.5 
In millionsGas CylindersElektronTotal
At January 1, 2021$27.9 $42.3 $70.2 
Additions2.6 — 2.6 
Exchange difference0.1 — 0.1 
Net balance at September 26, 2021$30.6 $42.3 $72.9 
Identifiable intangible assets consisted of the following:
September 27, 2020December 31, 2019
In millionsGrossAccumulated amortizationNetGrossAccumulated amortizationNet
Customer relationships$13.4 $(5.0)$8.4 $13.4 $(4.6)$8.8 
Technology and trading related7.7 (3.4)4.3 8.1 (3.3)4.8 
$21.1 $(8.4)$12.7 $21.5 $(7.9)$13.6 
September 26, 2021December 31, 2020
In millionsGrossAccumulated amortizationNetGrossAccumulated amortizationNet
Customer relationships$13.4 $(5.5)$7.9 $13.4 $(5.2)$8.2 
Technology and trading related8.3 (4.0)4.3 8.3 (3.7)4.6 
$21.7 $(9.5)$12.2 $21.7 $(8.9)$12.8 
Identifiable intangible asset amortization expense was $0.6$0.7 million and $0.9$0.6 million for the first three-quartersnine months of 20202021 and 20192020, respectively.
Intangible asset amortization expense during the remainder of 20202021 and over the next five years is expected to be approximately $0.1 million in 2020, $0.7$0.2 million in 2021, $0.7$0.9 million in 2022, $0.7$0.9 million in 2023, $0.7$0.9 million in 2024, and $0.7$0.9 million in 2025.2025 and $0.9 million in 2026.

1312

10.9.    Debt

Debt outstanding was as follows:
In millionsSeptember 27, 2020December 31, 2019
3.67% Loan Notes due 2021$25.0 $25.0 
4.88% Loan Notes due 202325.0 25.0 
4.94% Loan Notes due 202625.0 25.0 
Revolving credit facility0 17.5 
Unamortized debt issuance costs(0.3)(1.1)
Total debt$74.7 $91.4 
Less current portion$(25.0)$0 
Non-current debt$49.7 $91.4 
Unamortized debt issuance costs of $0.5 million associated with the revolving credit facility have been reclassified into other receivables, presented within Accounts and other receivables, for the third quarter 2020 given the the balance of the facility is NaN.
In millionsSeptember 26, 2021December 31, 2020
4.88% Loan Notes due 2023$25.0 $25.0 
4.94% Loan Notes due 202625.0 25.0 
Revolving credit facility— 4.1 
Unamortized debt issuance costs(0.4)(0.7)
Total debt$49.6 $53.4 
Less current portion$— $— 
Non-current debt$49.6 $53.4 
The weighted-average interest rate on the revolving credit facility was 2.16%1.63% for the Third Quarterfirst nine months of 20202021 and 2.47%2.19% for the full-year 2019.2020.
The maturity profile of the Company's debt, excluding unamortized issuance costs and discounts, is as follows:
In millions202020212022202320242025ThereafterTotal
Loan Notes due 2021$0 $25.0 $0 $— $0 $0 $0 $25.0 
Loan Notes due 20230 0 0 25.0 0 0 0 25.0 
Loan Notes due 20260 0 0 0 0 0 25.0 25.0 
Revolving credit facility0 0 0 0 0 0 0 0 
Total debt$0 $25.0 $0 $25.0 $0 $0 $25.0 $75.0 
In millions20212022202320242025ThereafterTotal
Loan Notes due 2023$— $— $25.0 $— $— $— $25.0 
Loan Notes due 2026— — — — — 25.0 25.0 
Total debt$— $— $25.0 $— $— $25.0 $50.0 
Loan notes due and shelf facility
We have been in compliance with the covenants under the Note Purchase and Private Shelf Agreement throughout all of the quarterly measurement dates from and including September 30, 2014, to September 27, 2020.26, 2021.
The Loan Notes due 2021, 2023 and 2026, the Shelf Facility and the Note Purchase and Private Shelf Agreement are governed by the law of the State of New York.
Senior Facilities Agreement
During the Third Quarter of 2020, we repaid $16.5 millionThe balance outstanding on the Revolving Credit Facility and the balance outstandingrevolving credit facility at September 27, 2020,26, 2021, was NaN,nil, and at December 31, 2019,2020, was $17.5$4.1 million, with $150.0$100.0 million undrawn at September 27, 2020, $132.526, 2021 and $145.9 million undrawn at December 31, 2019.2020. During the second quarter of 2021 we reduced our Revolving credit facility to $100.0 million, from $150.0 million.
The current banking facilities are due to expire July 31, 2022, however, a new facility is expected to be signed on October 26, 2021. See Note 16 for additional information.
We have been in compliance with the covenants under the Senior Facilities Agreement throughout all of the quarterly measurement dates from and including September 30, 2011, to September 27,26, 2021.

10.    Discontinued Operations
Our Superform aluminum superplastic forming business which operated from sites in the U.S. and the U.K, and our U.S. aluminum gas cylinder business were historically included in the Gas Cylinders segment. As a result of our decision to exit non-strategic aluminum product lines, we have reflected the results of operations of these businesses as discontinued operations in the Condensed Consolidated Statements of Income for all periods presented.
Our U.S. aluminum gas cylinder business was sold in March 2021 for $21.0 million. Subsequent to the First Quarter, $0.8 million of working capital adjustments were made, resulting in final proceeds of $20.2 million.
In September 2021, our Superform U.K. business was sold for $4.1 million, made up of $3.5 million cash received and $0.6 million of non-contingent, deferred consideration,receivable by September 30, 2022.
We expect our Superform U.S business to be sold within the next twelve months.
13

10.    Discontinued Operations (continued)
The assets and liabilities of the Superform U.S. business has been presented within Current assets held-for-sale and Current liabilities held-for-sale in the consolidated balance sheets for 2021 and 2020. Our Superform U.K. and U.S. aluminum gas cylinders business, along with our Superform U.S business has been presented within Current assets held-for-sale and Current liabilities held-for-sale in 2020. The Company has determined that the carrying value of the held-for-sale assets is recoverable and as a result no loss allowances have been recognized.
Results of discontinued operations were as follows:
Third QuarterYear-to-date
In millions2021202020212020
Net sales$4.9 $12.7 $19.5 $41.0 
Cost of goods sold(4.7)(13.3)(20.4)(40.4)
Gross profit / (loss)$0.2 $(0.6)$(0.9)$0.6 
Selling, general and administrative expenses(1.4)(1.4)(3.1)(4.1)
Restructuring charges— (0.1)— (0.1)
Other income— 2.3 — 2.3 
Operating (loss) / profit$(1.2)$0.2 $(4.0)$(1.3)
Tax credit0.5 — 1.2 — 
Net (loss) / income$(0.7)$0.2 $(2.8)$(1.3)

The earnings per share for discontinued operations for the first nine months of 2021 and 2020 was $0.14 and a loss of $0.05, respectively. The positive result in 2021 was the result of the $6.6 million gain on disposition of discontinued operations, partially offset by the $2.8 million loss from operations.

In the First Quarter of 2021, the Company sold its U.S. aluminum gas cylinders business for $20.2 million, after working capital adjustments, which resulted in a gain on sale of $6.7 million, net of a $2.0 million tax charge which was recognized in the First Quarter of 2021.

In the Third Quarter of 2021, the Company recorded a $0.1 million loss on the sale of the Superform U.K business, see below table. There was an additional $0.4 million true up to working capital in relation to the Graham disposal, resulting in a total $0.5 million loss on disposition in the quarter.
Third Quarter
In millions2021
Cash consideration received$3.5
Deferred consideration payable0.6
Less
Net assets sold(4.2)
Gross loss on disposition(0.1)
Provision for income taxes—
Net loss on disposition$(0.1)


14

10.    Discontinued Operations (continued)
The assets and liabilities classified as held-for-sale related to discontinued operations were as follows:
Held-for-sale assetsSeptember 26,December 31,
In millions20212020
Property, plant and equipment$1.1 $7.9 
Right-of-use-assets from operating leases0.4 3.1 
Inventory2.7 12.6 
Accounts and other receivables2.6 8.7 
Held-for-sale assets$6.8 $32.3 
Held-for-sale liabilities
Accounts payable0.6 4.3 
Accrued liabilities0.1 1.5 
Other current liabilities1.0 5.6 
Held-for-sale liabilities$1.7 $11.4 

Also included within assets held-for-sale, but not disclosed as discontinued operations, in 2021 and 2020 is 1 building valued at $3.7 million, within our Elektron Segment.
The depreciation and amortization, capital expenditures and significant non-cash items were as follows:
Third QuarterYear-to-date
In millions2021202020212020
Cash flows from discontinued operations:
Depreciation$0.1 $0.2 $0.4 $0.8 
Cash balances are swept into the treasury entities at the end of each day, these sweeps are recorded within operating cash flows in the statements of cash flows.
11.    Income Taxes
We manage our affairs so that we are centrally managed and controlled in the United Kingdom (“U.K.”) and therefore have our tax residency in the U.K. The provision for income taxes consists of provisions for the U.K. and international income taxes. We operate in an international environment with operations in various locations outside the U.K. Accordingly, the consolidated income tax rate is a composite rate reflecting the earnings in the various locations and the applicable rates.
The effective income tax rate on continuing operations for the 39-week periodfirst none-months ended September 26, 2021, was 12.0%, compared to 28.1% for the first ine-months ended September 27, 2020, was 30.1%, compared to 42.7% for the 39-week period ended September 29, 2019.2020. The 2020 tax2021 rate has been affectedimpacted by the reduction in the Canadian tax rate which is applied toa $2.8 million deferred tax assets. However, there is no material change to our cash tax ratecredit as a result of these items. The 2019 rate was affected by the impact of non-deductible expenses related toenacted increase in the aborted acquisition of Neo Performance Materials and restructuring activities. TheU.K. tax rate in any quarter can be affected positively or negatively by adjustments that are requiredfrom 19% to be reported in the specific quarter of resolution.25% from April 2023.

15

12.    Share Plans

Total share-based compensation expense for the three-quartersquarters ended September 26, 2021, and September 27, 2020, and September 29, 2019, was as follows:
Third QuarterYear-to-date
In millions2020201920202019
Total share-based compensation charges$0.8 $0.6 $2.1 $4.0 
Third QuarterYear-to-date
In millions2021202020212020
Total share-based compensation charges$0.8 $0.8 $2.2 $2.1 
In March 2020,2021, we issued our annual share-based compensation grants under the Luxfer Holdings PLC Long-Term Umbrella Incentive Plan. The total number of awards issued was approximately 130,000110,000 and the weighted average fair value of options granted in 20202021 was estimated to be $11.30$21.14 per share.
In May 2020, we issued additional share-based compensation grants underAlso in March 2021, approximately 45,000 awards were granted based on the Luxfer Holdings PLC Long-Term Umbrella Incentive Plan.achievement of total shareholder return targets from the period January 1, 2018 to December 31, 2020. The total number of awards issued was 2,000 and the weighted average fair value of options granted in 2020 was estimated to be $13.13 per share.vested immediately upon grant.
In June 2020,2021, we issued our annual share-based compensation grants under the Luxfer Holdings PLC Non-Executive Directors' Equity Incentive Plan. The total number of awards issued was 27,28019,184 and the weighted-average fair value of options granted was estimated to be $13.38 per share.
In September 2020, we issued additional share-based compensation grants under the Luxfer Holdings PLC Long-Term Umbrella Incentive Plan. The total number of awards issued was approximately 4,000 and the weighted average fair value of options granted was estimated to be $11.84$21.69 per share.
The following table illustrates the assumptions used in deriving the fair value of share options granted during 20202021 and the year-ended December 31, 2019:2020:
20202019
Dividend yield (%)3.39 - 4.092.10
Expected volatility range (%)36.48 - 56.2835.06 - 44.20
Risk-free interest rate (%)0.16 - 0.490.74 - 2.52
Expected life of share options range (years)0.50 - 4.000.50 - 4.00
Weighted average exercise price ($)$1.00$1.00
Model usedBlack-Scholes & Monte-CarloBlack-Scholes & Monte-Carlo
20212020
Dividend yield (%)3.39 - 4.093.39 - 4.09
Expected volatility range (%)36.48 - 56.2836.48 - 56.28
Risk-free interest rate (%)0.18 - 0.490.18 - 0.49
Expected life of share options range (years)0.50 - 4.000.50 - 4.00
Forfeiture rate5.00 5.00 
Weighted average exercise price ($)$1.00$1.00
Model usedBlack-Scholes & Monte-CarloBlack-Scholes & Monte-Carlo
The expected life of the share options is based on historical data and current expectations, and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility over a period similar to the life of the options is indicative of future trends, which may not necessarily be the actual outcome.

1516

13.    Shareholders' Equity
Dividends paid and proposed
Third QuarterYear-to-date
In millions2020201920202019
Dividends declared and paid during the year:
Interim dividend paid February 6, 2019 ($0.125 per ordinary share)$— $— $— $3.4 
Interim dividend paid May 1, 2019 ($0.125 per ordinary share)— — — 3.4 
Interim dividend paid August 7, 2019 ($0.125 per ordinary share)— 3.4 — 3.4 
Interim dividend paid February 5, 2020 ($0.125 per ordinary share)— — 3.4 — 
Interim dividend paid May 6, 2020 ($0.125 per ordinary share)— — 3.4 — 
Interim dividend paid August 5, 2020 ($0.125 per ordinary share)3.4 — 3.4 — 
$3.4 $3.4 $10.2 $10.2 
Third QuarterYear-to-date
In millions2021202020212020
Dividends declared and paid during the year:
Interim dividend paid February 5, 2020 ($0.125 per ordinary share)$— $— $— $3.4 
Interim dividend paid May 6, 2020 ($0.125 per ordinary share)— — — 3.4 
Interim dividend paid August 5, 2020 ($0.125 per ordinary share)— 3.4 — 3.4 
Interim dividend paid February 4, 2021 ($0.125 per ordinary share)— — 3.4 — 
Interim dividend paid May 5, 2021 ($0.125 per ordinary share)— — 3.4 — 
Interim dividend paid August 4, 2021 ($0.125 per ordinary share)3.4 — 3.4 — 
$3.4 $3.4 $10.2 $10.2 

In millions20202019
Dividends declared and paid after the quarter end (not recognized as a liability at the quarter end):
Interim dividend declared October 3, and paid November 6, 2019: ($0.125 per ordinary share)$— $3.4 
Interim dividend declared October 5, and to be paid November 4, 2020: ($0.125 per ordinary share)3.4 — 
$3.4 $3.4 
In millions20212020
Dividends declared and paid after the quarter end (not recognized as a liability at the quarter end):
Interim dividend declared October 5, and to be paid November 4, 2020 ($0.125 per ordinary share)$— $3.4 
Interim dividend declared October 5, and to be paid November 3, 2021 ($0.125 per ordinary share)3.4 — 
$3.4 $3.4 

Based on a share buyback program approved by shareholders at the 2021 Annual General Meeting, in the Third Quarter the company purchased 88,734 total shares for $1.9 million; year to date purchases were 126,734 total shares for $2.8 million. Of the 126,734 repurchased in the year, 56,000 have been canceled with the remaining 70,374 retained within Treasury shares.
17

14.    Segmental Information
We classify our operations into 2 core business segments, Gas Cylinders and Elektron, based primarily on shared economic characteristics for the nature of the products and services; the nature of the production processes; the type or class of customer for their products and services; the methods used to distribute their products or provide their services; and the nature of the regulatory environment. The Company has 54 identified business units, which aggregate into the 2 reportable segments. Luxfer Gas Cylinders and Luxfer Superform aggregate intoforms the Gas Cylinders segment, and Luxfer MEL Technologies, Luxfer Magtech and Luxfer Graphic Arts aggregate into the Elektron segment. In the first two quarters of 2019, priorThe Superform business unit used to its divestiture, Luxfer Czech Republic also aggregatedaggregate into the Elektron Segment.Gas Cylinders segment, but is now recognized as discontinued operations. A summary of the operations of the segments is provided below:
Gas Cylinders segment
Our Gas Cylinders segment manufactures and markets specialized products using aluminum, titaniumcomposites and carbon composites,aluminum, including pressurized cylinders for use in various applications including self-contained breathing apparatus (SCBA) for firefighters, containment of oxygen and other medical gases for healthcare, alternative fuel vehicles, and general industrial. The segment also forms lightweight aluminum and titanium panels into highly complex shapes that are used mainly in the transportation industry.
Elektron segment                                                Our Elektron segment focuses on specialty materials based primarily on magnesium and zirconium, with key product lines including advanced lightweight magnesium alloys with a variety of uses across a variety of industries; magnesium powders for use in countermeasure flares, as well as heater meals; photoengraving plates for graphic arts; and high-performance zirconium-based materials and oxides used as catalysts and in the manufacture of advanced ceramics, fiber-optic fuel cells, and many other performance products.
Other
Other primarily represents unallocated corporate expense and includes non-service related defined benefit pension cost / credit.
Management monitors the operating results of its reportable segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated by the chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments as the CEO, using adjusted EBITA1(1) and adjusted EBITDA, which we definedefined as segment income and are based on operating income adjusted for share based compensation charges; loss on disposal of property, plant and equipment; restructuring charges; impairment charges; acquisition and disposal related gains and costs; other charges; depreciation and amortization; and unwind of the discount on deferred consideration.
1 Adjusted EBITA is adjusted EBITDA less depreciation
16
14.    Segmental Information (continued)
Unallocated assets and liabilities include those which are held on behalf of the Company and cannot be allocated to a segment, such as taxation, investments, cash, retirement benefits obligations, bank and other loans and holding company assets and liabilities.
Financial information by reportable segment for the Third Quarter and year-to-date ended September 27, 2020,26, 2021, and September 29, 2019,27, 2020, is included in the following summary:
Net salesAdjusted EBITDA
Third QuarterYear-to-dateThird QuarterYear-to-date
In millions20202019202020192020201920202019
Gas Cylinders segment$45.0 $54.2 $148.0 $170.7 $7.6 $6.3 $16.2 $17.9 
Elektron segment45.4 52.9 135.7 173.3 6.6 10.4 23.5 37.5 
Consolidated$90.4 $107.1 $283.7 $344.0 $14.2 $16.7 $39.7 $55.4 
Net salesAdjusted EBITDA
Third QuarterYear-to-dateThird QuarterYear-to-date
In millions20212020202120202021202020212020
Gas Cylinders segment$45.6 $32.3 $128.3 $107.0 $5.4 $7.1 $16.7 $16.6 
Elektron segment45.6 45.4 147.1 135.7 8.4 6.6 32.1 23.5 
Consolidated$91.2 $77.7 $275.4 $242.7 $13.8 $13.7 $48.8 $40.1 
Depreciation and amortizationRestructuring charges
Third QuarterYear-to-dateThird QuarterYear-to-date
In millions20202019202020192020201920202019
Gas Cylinders segment$1.2 $1.3 $3.6 $4.1 $3.4 $2.3 $6.8 $19.5 
Elektron segment2.4 2.3 7.2 7.2 0.9 0.3 1.0 4.8 
Other0 0 0 0 0 0 0.1 0 
Consolidated$3.6 $3.6 $10.8 $11.3 $4.3 $2.6 $7.9 $24.3 
Total assetsCapital expenditures
September 27,December 31,Third QuarterYear-to-date
In millions202020192020201920202019
Gas Cylinders segment$134.5 $156.0 $0.7 $0.5 $1.7 $2.9 
Elektron segment190.5 200.8 0.9 0.3 3.4 8.2 
Other34.6 33.5 0 0 0 0 
Consolidated$359.6 $390.3 $1.6 $0.8 $5.1 $11.1 
Depreciation and amortization(1)
Restructuring charges
Third QuarterYear-to-dateThird QuarterYear-to-date
In millions20212020202120202021202020212020
Gas Cylinders segment$1.4 $1.0 $3.9 $2.8 $0.5 $3.3 $1.1 $6.7 
Elektron segment2.4 2.4 7.3 7.2 — 0.9 1.0 1.0 
Other— — — — — — — 0.1 
Consolidated$3.8 $3.4 $11.2 $10.0 $0.5 $4.2 $2.1 $7.8 

Property, plant and equipment, net
September 27,December 31,
In millions20202019
United States$53.1 $57.3 
United Kingdom34.2 36.7 
Canada3.6 3.6 
France1.1 1.0 
Asia Pacific0.3 0.3 
$92.3 $98.9 
(1) Depreciation and amortization includes the expense recognized in relation to assets, and excludes amortization of debt issue costs.
18

14.    Segmental Information (continued)
Total assetsCapital expenditures
September 26,December 31,Third QuarterYear-to-date
In millions202120202021202020212020
Gas Cylinders segment$128.3 $99.7 $0.2 $0.7 $0.7 $1.7 
Elektron segment194.8 189.7 1.8 0.9 4.9 3.4 
Other40.3 24.7 — — — — 
Discontinued operations6.9 32.3 — — — — 
Consolidated$370.3 $346.4 $2.0 $1.6 $5.6 $5.1 

17
Property, plant and equipment, net
September 26,December 31,
In millions20212020
U.S.$47.4 $44.3 
United Kingdom36.3 36.6 
Canada3.4 3.7 
Rest of Europe1.1 1.1 
Asia Pacific0.3 0.3
$88.5 $86.0 
14.    Segmental Information (continued)
The following table presents a reconciliation of Adjusted EBITDA to net income:income from continuing operations:
Third QuarterYear-to-date
In millions2020201920202019
Adjusted EBITDA$14.2 $16.7 $39.7 $55.4 
Other share-based compensation charges(0.8)(0.6)(2.1)(4.0)
Depreciation and amortization(3.6)(3.6)(10.8)(11.3)
Unwind discount on deferred consideration0 (0.1)0 (0.2)
Restructuring charges(4.3)(2.6)(7.9)(24.3)
Impairment charges0 0 0 0.2 
Acquisition and disposal related gains / (costs)0 0 (0.2)(1.7)
Other charges (2)
0 (2.7)0 (2.7)
Defined benefits pension credit1.1 0.6 3.3 1.7 
Interest expense, net(1.2)(1.3)(3.5)(3.5)
Provision for income taxes(2.8)(0.6)(5.6)(4.1)
Net income$2.6 $5.8 $12.9 $5.5 
Third QuarterYear-to-date
In millions2021202020212020
Adjusted EBITDA$13.8 $13.7 $48.8 $40.1 
Other share-based compensation charges(0.8)(0.8)(2.2)(2.1)
Depreciation and amortization(3.8)(3.4)(11.2)(10.0)
Restructuring charges(0.5)(4.2)(2.1)(7.8)
Acquisition and disposal related costs(0.6)— (1.5)(0.2)
Other charges— — (1.1)— 
Defined benefits pension credit0.6 1.1 1.8 3.3 
Interest expense, net(0.8)(1.2)(2.4)(3.5)
Provision for income taxes(1.9)(2.8)(3.6)(5.6)
Net income from continuing operations$6.0 $2.4 $26.5 $14.2 


19

14.    Segmental Information (continued)
The following tables present certain geographic information by geographic region for the Third Quarter and year-to-date ended September 27, 2020,26, 2021, and September 29, 2019:27, 2020:
Net Sales(3)
Third QuarterYear-to-date
2020201920202019
$MPercent$MPercent$MPercent$MPercent
United States$49.4 54.7 %$58.0 54.1 %$159.3 56.1 %$182.4 52.9 %
U.K.5.4 6.0 %7.9 7.4 %18.5 6.5 %28.5 8.3 %
France5.0 5.5 %3.5 3.3 %14.1 5.0 %12.9 3.8 %
Italy2.6 2.9 %5.1 4.8 %11.4 4.0 %16.8 4.9 %
Germany3.1 3.4 %4.2 3.9 %11.1 3.9 %18.2 5.3 %
Top five countries$65.5 72.5 %$78.7 73.6 %$214.4 75.5 %$258.8 75.2 %
Rest of Europe5.9 6.5 %8.6 8.0 %18.3 6.5 %30.5 8.9 %
Asia Pacific12.5 13.8 %13.0 12.1 %34.5 12.2 %37.3 10.8 %
Other (4)
6.5 7.2 %6.8 6.3 %16.5 5.8 %17.4 5.1 %
$90.4 $107.1 $283.7 $344.0 
Net Sales(1)
Third QuarterYear-to-date
2021202020212020
$MPercent$MPercent$MPercent$MPercent
United States$49.4 54.2 %$41.1 52.9 %$151.8 55.1 %$132.8 54.8 %
U.K.6.5 7.1 %4.1 5.3 %17.5 6.4 %13.8 5.7 %
Germany5.1 5.6 %3.1 4.0 %13.2 4.8 %11.0 4.5 %
France2.6 2.9 %4.9 6.3 %9.3 3.4 %14.0 5.8 %
Italy3.5 3.8 %1.9 2.4 %9.5 3.4 %8.1 3.3 %
Top five countries$67.1 73.6 %$55.1 70.9 %$201.3 73.1 %$179.7 74.1 %
Rest of Europe4.9 5.4 %5.8 7.5 %19.0 6.9 %18.1 7.5 %
Asia Pacific13.7 15.0 %12.1 15.6 %38.1 13.8 %32.9 13.5 %
Other (2)
5.5 6.0 %4.7 6.0 %17.0 6.2 %12.0 4.9 %
$91.2 $77.7 $275.4 $242.7 
(2) Other charges relates to an expense incurred in relation to the Company's decision to commence a project to remove low-level          naturally occurring radioactive material.
(3)(1) Net sales are based on the geographic destination of sale.
(4)(2) Other includes Canada, South America, LatinCentral America and Africa.

18
15.     Commitments and Contingencies
Committed and uncommitted banking facilities
The Company had committed banking facilities of $100.0 million at September 26, 2021 and $150.0 million at September 27, 2020 and December 31, 2019.2020. Of these committed facilities, 0thingnil was drawn at September 27, 2020,26, 2021 and $17.5$4.1 million was drawn at December 31, 2019.

2020. The current banking facilities are due to expire July 31, 2022, however, a new facility is expected to be signed on October 26, 2021. See Note 16 for additional information.
The Company had a separate (uncommitted) facility for letters of credit which at September 27, 2020,26, 2021 was £1.0 million ($1.31.4 million) and December 31, 2019,2020 was £1.0 million ($1.3 million). None of these were utilized at September 27, 202026, 2021 and December 31, 20192020, respectively.

The Company also has 2 separate (uncommitted) bonding facilities for bank guarantees;guarantees, 1 denominated in GBP sterling of £4.5 million (2020: $5.7(2021: $6.2 million, 2019: $5.92020: $6.1 million), and 1 denominated in USD of $1.5 million (2019: $0.4(2020: $1.5 million). Of that denominateddominated in GBP, £1.2£0.6 million ( $1.5($0.8 million) and £1.6£1.0 million ($2.31.4 million) was utilized at September 27, 2020,26, 2021, and December 31, 2019,2020, respectively. Of that dominateddenominated in USD, $0.9 million was utilized at September 26, 2021 and $0.8 million was utilized in September 27, 2020 and was fully utilized at December 31, 2019.

2020.
The Company also has a $4.0 million (December 31, 2019: NaN) separate overdraft facility of which 0nenone was drawn at September 27,26, 2021 and at December 31, 2020. The Company has various uncommitted transitional banking and foreign exchange lines available for day-to-day operational purposes.

Capital commitments
20

At September 27, 2020, the Company had capital expenditure commitments of $0.8 million for the acquisition of new plant15.     Commitments and equipment.

Inventory commitments

NoneContingencies (continued)
Contingencies
During February 2014, a cylinder was sold to a long-term customer and ruptured at one of their gas facilities. As a result of this rupture, 3 people were noted to have minor injuries such as loss of hearing. There was no major damage to assets of the customer. A claim washas been launched by the three3 people who were injured in the incident. We have reviewed our quality control checks from around the time which the cylinder was produced and no instances of failures have been noted. It has also been noted by the investigator that the customer has poor quality and safety checks. As a result we do not believe that we are liable for the incident, and therefore, do not currently expect this case to have a material impact on the Company's financial position or results of operations.
In November 2018, an explosion occurred at a third-party waste disposal and treatment site in Boise,
Idaho, allegedly causing property damage, personal injury, and one fatality. We had contracted with a service
company for removal and disposal of certain waste resulting from the magnesium powder manufacturing
operations at the Reade facility in Manchester, New Jersey. We believe this service company, in turn, apparently
contracted with the third-party disposal company, at whose facility the explosion occurred, for treatment and
disposal of the waste. In November 2020, we were named as a defendant in 3 lawsuits in relation to the
incident – one by the third-party disposal company, one by the estate of the decedent, and one by an injured
employee of the third-party disposal company. At present, we have received insufficient information on the cause
of the explosion. We do not believe that we are liable for the incident, have asserted such, and, therefore, do not
currently expect this matter to have a material impact on the Company’s financial position or results of
operations.

16. Subsequent Events
None material.In October 2021, Luxfer has agreed a new five year, $100.0 million revolving credit facility, ("RCF") which is expected to become effective on October 26, 2021, with no material changes to the financial covenants but with improvements to other restrictive terms. The revised terms include an uncommitted, $50.0 million accordion facility.
The existing $50.0 million US private placement notes will also be amended in line with the new RCF terms. Additionally, the amendment includes a $50.0 million, uncommitted shelf facility available to issue long-term notes for up to three years from the effective date.
1921

Item 2.        Management's Discussion and Analysis of Financial Condition and Results of Operations
Information regarding forward-looking statements
This Interim Report on Form 10-Q contains certain statements, statistics and projections that are, or may be, forward-looking. These forward-looking statements are subject to known and unknown risks, uncertainties, assumptions and other factors that could cause our actual results of operations, financial condition, liquidity, performance, prospects, opportunities, achievements or industry results, as well as those of the markets we serve or intend to serve, to differ materially from those expressed in, or suggested by, these forward-looking statements. The accuracy and completeness of all such statements, including, without limitation, statements regarding our future financial position, strategy, plans and objectives for the management of future operations, is not warranted or guaranteed. These statements typically contain words such as "believes," "intends," "expects," "anticipates," "estimates," "may," "will," "should" and words of similar import. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. Although we believe that the expectations reflected in such statements are reasonable, no assurance can be given that such expectations will prove to be correct. There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements. These factors include, but are not limited to, factors identified in "Business," "Risk factors," and "Management's Discussion and Analysis of Financial Condition and Results of Operations," or elsewhere in this Interim Report, as well as:
•general economic conditions, or conditions affecting demand for the services offered by us in the markets in which we operate, both domestically and internationally, being less favorable than expected;
•risks related to the impact of the global COVID-19 pandemic, such as the scope and duration of the outbreak, government actions and restrictive measures implemented in response, supply chain disruptions and other impacts to the business, and the Company’s ability to execute business continuity plans, as a result of the COVID-19 pandemic;
•worldwide economic and business conditions and conditions in the industries in which we operate;
•ongoing impact of COVID-19 and future pandemics;
•fluctuations in the cost of raw materials and utilities;
•availability of essential inputs, including but not limited to, raw materials, transport, energy and labor;
•currency fluctuations and other financial risks;
•our ability to remediate the material weakness in our internal controls over financial reporting;
•our ability to protect our intellectual property;
•the significant amount of indebtedness we have incurred and may incur, and the obligations to service such indebtedness and to comply with the covenants contained therein;
•relationships with our customers and suppliers;
•increased competition from other companies in the industries in which we operate;
•changing technology;
•our ability to execute and integrate new acquisitions;
•claims for personal injury, death or property damage arising from the use of products produced by us;
•the occurrence of accidents or other interruptions to our production processes;
•changes in our business strategy or development plans, and our expected level of capital expenditure;
•our ability to attract and retain qualified personnel;
•restrictions on the ability of Luxfer Holdings PLC to receive dividends or loans from certain of its subsidiaries;
•regulatory, environmental, legislative and judicial developments; and
•our intention to pay dividends.
Please read the sections "Business" and "Risk factors" included within the 20192020 Annual Report on Form 10-K and "Management's Discussion and Analysis of Financial Condition and Results of Operations," and "Risk factors" of this Interim Report on Form 10-Q for a more complete discussion of the factors that could affect our performance and the industries in which we operate, as well as those discussed in other documents we file or furnish with the SEC.
2022

About Luxfer
Luxfer is a global manufacturer of highly-engineered industrial materials, which focuses on value creation by using its broad array of technical know-how and proprietary technologies. Luxfer's high-performance materials, components, and high-pressure gas containment devicesproducts are used in defense and emergency response, healthcare, transportation, and general industrial applications.settings. For more information, visit www.luxfer.com.
Key trends and uncertainties regarding our existing business
Impact of COVID-19 on operations

The global COVID-19 outbreak characterized by increased business uncertainty and broad based market weakness, had an adverse impact on our financial results during 2020 impacting demand across most of our end markets. We took a variety of actions during 2020 to help mitigate the financial impact, including executing additional cost savings measures, reducing our capital spending, initiating restructuring actions and proactively managing our working capital. Activity in most of the end markets we serve has improved throughout 2021 year-to-date, although like-for-like sales are still tracking at around 10% below the pre-pandemic 2019 level. The recovery in demand has had business impacts, including increased material cost inflation on key inputs (including magnesium, aluminum and carbon fiber), labor availability issues and energy and transport cost increases. Currently our expectation is that the impact of material and energy cost inflation and labor and transport constraints will continue at least into the fourth quarter of 2021, with continuing uncertainty around the outlook for 2022.

Luxfer’s top priority during this global pandemic ishas been the health and well-being of our employees, customers, shareholders, and the communities in which we operate. The Company continues to monitor the COVID-19 situation closely, including subsequent constraints on supply, while simultaneously executing business continuity plans. These business continuity plans include, but are not limited to, (i) retooling operations to maintain social distance and maximize employee safety; (ii) increasing resources and efforts to manage supply constraints in order to satisfy demand from the most impactful parts of our business; (iii) expanding flexible work arrangements and policies, where practical, to maximize employee safety; (iv) increased monitoring of short-term cash flow, including measures to reduce costs and generate cash; and (v)(iv) providing regular updates to our shareholders, employees, customers, and suppliers in a transparent and timely manner.

At this time, Luxfer continues to operate all of its facilities, following temporary closures at a small number of locations earlier in the year. However, due to weaker demand resulting from uncertain economic conditions, potential supply constraints, and the continued spread of COVID-19, Luxfer has temporarily reduced capacity at certain facilities and has implemented additional cost saving programs, including headcount reductions as a direct response to the impact of the pandemic. As the situation evolves and if warranted, the Company may suspend or reduce operations at additional facilities.

Luxfer’s third quarter results continue to reflect the global macro environment resulting from the COVID-19 pandemic, including broad-based market weakness, which is especially evident in our industrial and transportation end-markets. Our industrial and transportation end-markets have declined 19.4% and 19.3%, respectively, in the third quarter of 2020 and 18.3% and 26.7%, respectively, in the first nine months, relative to the same period in the prior year. However, the Company has a strong balance sheet and access to an existing $150 million credit facility, which was not drawn on at the end of the third quarter following strong cash generation in the quarter. Furthermore, as our net debt to EBITDA ratio has fallen to 1.1x at the end of the third quarter (from 1.5x at the end of the second quarter), we have identified no issues in relation to financial covenants nor availability of funding for continued operations. We continue to learn more about the impact of the COVID-19 pandemic, and these assumptions and judgments may change over time.

Operating objectives and trends
In 2020,2021, we expect the following operating objectives and trends to impact our business:
•ProactiveContinuing proactive response to the COVID-19 pandemic, including the health and well-being actions highlighted above, in addition to initiatives to stimulate demand for products, ensure continuity of supply and action focusedfocus on cost saving programs;
•ProductivityDivestiture of non-strategic aluminum businesses (identified as discontinued operations) in the Gas Cylinders segment;
•Refocus on productivity acceleration and growth recovery post COVID-19 as we progress towards acapitalize on lean manufacturing processinitiatives and increase focus onpursue faster product innovation;
•Leveraging delivered plant consolidation projects in our Gas Cylinders and Graphic Arts businesses to further reduce fixed costs and safeguard competitiveness;
•Continued focus on developing global talent and implementing a high-performance culture; and
•ImprovedContinued focus on improved operating cash generation with lower restructuring activity and strongermaintaining strong working capital performance.

2123

CONSOLIDATED RESULTS OF OPERATIONS
The consolidated results of operations for the Third Quarter of 20202021 and 20192020 of Luxfer were as follows:
Third Quarter% / point change
In millions202020192020 v 2019
Net sales$90.4 $107.1 (15.6)%
Cost of goods sold(72.1)(81.9)(12.0)%
Gross profit18.3 25.2 (27.4)%
     % of net sales20.2 %23.5 %(3.3)
Selling, general and administrative expenses(9.8)(11.8)(16.9)%
     % of net sales10.8 %11.0 %(0.2)
Research and development(1.0)(1.5)(33.3)%
     % of net sales1.1 %1.4 %(0.3)
Restructuring charges(4.3)(2.6)65.4 %
     % of net sales4.8 %2.4 %2.4 
Other income2.3 — n/a
     % of net sales(2.5)%— %(2.5)
Other charges— (2.7)n/a
     % of net sales— %2.5 %(2.5)
Operating income$5.5 $6.6 (16.7)%
     % of net sales6.1 %6.2 %(0.1)
Net interest expense(1.2)(1.3)(7.7)%
     % of net sales1.3 %1.2 %0.1 
Defined benefit pension credit1.1 0.6 83.3 %
     % of net sales1.2 %0.6 %0.6 
Income before income taxes and equity in net income of affiliates$5.4 $5.9 (8.5)%
     % of net sales6.0 %5.5 %0.5 
Provision for income taxes(2.8)(0.6)366.7 %
     Effective tax rate51.9 %10.2 %41.7 
Income before equity in net income of affiliates$2.6 $5.3 (50.9)%
     % of net sales2.9 %4.9 %(2.0)
Equity in income of unconsolidated affiliates (net of tax)— 0.5 n/a
     % of net sales— %0.5 %(0.5)
Net income$2.6 $5.8 (55.2)%
     % of net sales2.9 %5.4 %(2.5)
Third Quarter% / point change
In millions202120202021 v 2020
Net sales$91.2 $77.7 17.4 %
Cost of goods sold(70.1)(58.8)19.2 %
Gross profit21.1 18.9 11.6 %
     % of net sales23.1 %24.3 %(1.2)
Selling, general and administrative expenses(10.6)(8.4)26.2 %
     % of net sales11.6 %10.8 %0.8 
Research and development(1.3)(1.0)30.0 %
     % of net sales1.4 %1.3 %0.1 
Restructuring charges(0.5)(4.2)(88.1)%
     % of net sales0.5 %5.4 %(4.9)
Acquisition and disposal related costs(0.6)— n/a
     % of net sales0.7 %— %0.7 
Operating income$8.1 $5.3 52.8 %
     % of net sales8.9 %6.8 %2.1 
Net interest expense(0.8)(1.2)(33.3)%
     % of net sales0.9 %1.5 %(0.6)
Defined benefit pension credit0.6 1.1 (45.5)%
     % of net sales0.7 %1.4 %(0.7)
Income before income taxes$7.9 $5.2 51.9 %
     % of net sales8.7 %6.7 %2.0 
Provision for income taxes(1.9)(2.8)(32.1)%
     Effective tax rate24.1 %53.8 %(29.7)
Net income$6.0 $2.4 150.0 %
     % of net sales6.6 %3.1 %3.5 













2224

The consolidated results of operations for the three-quartersfirst nine months ended September 27, 202026, 2021 and September 29, 201927 2020 of Luxfer were as follows:
Year-to-date% / point change
In millions202020192020 v 2019
Net sales$283.7 344.0 (17.5)%
Cost of goods sold(222.1)(257.7)(13.8)%
Gross profit61.6 86.3 (28.6)%
% of net sales21.7 %25.1 %(3.4)
Selling, general and administrative expenses(34.4)(42.6)(19.2)%
% of net sales12.1 %12.4 %(0.3)
Research and development(2.6)(4.5)(42.2)%
% of net sales0.9 %1.3 %(0.4)
Restructuring charges(7.9)(24.3)(67.5)%
% of net sales2.8 %7.1 %(4.3)
Impairment charges— 0.2 (100.0)%
% of net sales— %(0.1)%0.1 
Acquisition and disposal related costs(0.2)(1.7)(88.2)%
% of net sales0.1 %(0.5)%0.6 
Other income2.3 — n/a
% of net sales0.8 %— %0.8 
Other charges— (2.7)n/a
% of net sales— %0.8 %(0.8)
Operating income18.8 10.7 175.7 %
% of net sales6.6 %3.1 %3.5 
Net interest expense(3.5)(3.5)0.0 %
% of net sales1.2 %1.0 %0.2 
Defined benefit pension credit3.3 1.7 94.1 %
% of net sales1.2 %0.5 %0.7 
Income before income taxes and equity in net income / (loss) of affiliates18.6 8.9 109.0 %
% of net sales6.6 %2.6 %4.0 
Provision for income taxes(5.6)(4.1)36.6 %
Effective tax rate30.1 %46.1 %(16.0)
Income / (loss) before equity in net income / (loss) of affiliates13.0 4.8 n/a
% of net sales4.6 %1.4 %3.2 
Equity in income / (loss) of unconsolidated affiliates (net of tax)(0.1)0.7 n/a
% of net sales— %0.2 %(0.2)
Net income / (loss)$12.9 $5.5 n/a
% of net sales4.5 %1.6 %2.9 
Year-to-date% / point change
In millions202120202021 v 2020
Net sales$275.4 242.7 13.5 %
Cost of goods sold(203.2)(181.7)11.8 %
Gross profit72.2 61.0 18.4 %
% of net sales26.2 %25.1 %1.1 
Selling, general and administrative expenses(33.9)(30.3)11.9 %
% of net sales12.3 %12.5 %(0.2)
Research and development(2.9)(2.6)11.5 %
% of net sales1.1 %1.1 %0.0 
Restructuring charges(2.1)(7.8)(73.1)%
% of net sales0.8 %3.2 %(2.4)
Acquisition and disposal related costs(1.5)(0.2)650.0 %
% of net sales0.5 %(0.1)%0.6 
Other charges(1.1)— n/a
% of net sales0.4 %— %0.4 
Operating income$30.7 $20.1 52.7 %
% of net sales11.1 %8.3 %2.8 
Net interest expense(2.4)(3.5)(31.4)%
% of net sales0.9 %1.4 %(0.5)
Defined benefit pension credit1.8 3.3 (45.5)%
% of net sales0.7 %1.4 %(0.7)
Income before income taxes and equity in net loss from affiliates$30.1 $19.9 51.3 %
% of net sales10.9 %8.2 %2.7 
Provision for income taxes(3.6)(5.6)(35.7)%
Effective tax rate12.0 %28.1 %(16.1)
Income before equity in net loss from affiliates$26.5 $14.3 85.3 %
% of net sales9.6 %5.9 %3.7 
Equity in loss of unconsolidated affiliates (net of tax)— (0.1)n/a
% of net sales— %— %n/a
Net income / (loss)$26.5 $14.2 86.6 %
% of net sales9.6 %5.9 %3.7 
2325

Net sales
The 15.6%17.4% and 17.5% decrease13.5% increase in consolidated net sales in the third quarter and first nine months, respectively, of 2021 from 2020 from 2019 was heavily influencedprimarily the result of the continuing recovery in volumes adversely impacted by COVID-19 in the economic downturn resulting from the COVID-19 pandemic,prior year, with the adverse impact most pronounced across the industrial and transportation end markets, including:significant factors being:
•DecreasedIncreased sales in Luxfer Gas Cylinders of $7.9 million and $17.1 million in the third quarter and first nine months respectively, due to the acquisition of Structural Composite Industries at the end of the first quarter, which primarily impacted sales of magnesiumcylinders used in aerospace alloys, zirconium catalysis materials and SoluMag® alloy in our Elektron Division;alternative fuels applications;
•DecreasedIncreased sales of photo-engraving plates in our Elektron Division;SCBA cylinders used by first responders;
•Lower Superform tooling and formed partIncreased sales predominantly to European luxuryin Luxfer MEL Technologies of zirconium catalysis automotive customers impacted by temporary facility shutdowns earlierproducts;
•Increased sales in the year;Luxfer Magtech of magnesium powders for military applications; and
•Decreased salesFavorable foreign exchange variances of aluminum cylinders for industrial use and lower sales of SCBA composite cylinders.
These decreases were partially offset by growth in sales$2.1 million in the third quarter of chemical response kits and heater meals in our Elektron Division.
Alternative Fuels cylinder sales$9.6 million in the Gas Cylinders Division returnedyear to growth relative to the prior year.date.

Gross profit
The 3.3 and 3.41.1 percentage point increase in gross profit as a percentage of sales in the first nine months of 2021 from 2020 was primarily the result of the impact of our ongoing cost reduction program. This has been partially offset in the third quarter, which saw a 1.2 percentage point decrease in gross profit as a percentage of sales, largely due to the impact of inflationary cost pressures not fully offset by cost reduction program initiatives.

Selling, general and administrative expenses ("SG&A")
SG&A costs as a percentage of sales in the third quarter and first nine months respectively of 2021 from 2020 from 2019 was primarily the result of adverse product sales mix.
These adverse factors were partially offsetincreased by the impact of productivity improvements in Luxfer Gas Cylinders Europe, following closure of the French operation in 20190.8 and transfer of production to the U.K. and U.S.A.

Selling, general and administrative expenses ("SG&A")
Thereduced by 0.2 percentage point increase in SG&A costs as a percentage of sales in the third quarter of 2020 from 2019 was primarily the result of the COVID led fall in revenue not being fully matched by cost reductions.
SG&A as a percentage of sales was relatively unchanged in the first nine-months of 2020 from 2019.points respectively.

Research and development costs
Research and development costscost as a percentage of sales reducedincreased by 0.30.1 percentage points in the third quarter of 2021 relative to 2020, and 0.4was flat, again as a percentage pointsof sales, in the first nine months.

Restructuring charges
The $0.5 million and $2.1 million restructuring charge in the third quarter and first nine months of 2020 relative2021 included $0.3 million and $1.1 million respectively of further costs associated with the announced closure of Luxfer Gas Cylinders France, and was largely legal and professional fees. The nine months of 2021 also includes $0.9 million of one-time employee termination costs in the Elektron division, largely in relation to 2019 respectively as a resultthe divestiture of project delays resulting from COVID.

Restructuring chargesour small Luxfer Magtech production facility in Ontario, Canada.
The $4.3$4.2 million and $7.9$7.8 million restructuring charge in the third quarter and first nine months of 2020 was predominantly ($3.3 million and $6.5 million respectively) the result of further costs associated with the announced closure of Luxfer Gas Cylinders France, including one-time employee benefitscosts and associated legal and professional fees. In addition we have incurred one-time employee benefit expensecosts in relation to COVID-led cost saving programs largely affecting our Elektron Division, of $1.0$0.9 million and $1.2$1.3 million in the third quarter and first nine months of 2020 respectively.
The $2.6 million restructuring charge in the third quarter of 2019 was driven by $2.1 million of further costs associated with the announced closure of Luxfer Gas Cylinders France, including one-time employee benefits, ongoing site costs and legal and professional fees. In addition, restructuring charges include $0.5 million related to one-time employee benefits across sites in North America and the U.K in the Elektron and Gas Cylinders segment.
The $24.3 million restructuring charge in the first nine-months of 2019 includes $18.7 million in relation to the closure of Luxfer Gas Cylinders France; $4.6 million related to asset write-downs and one-time employee benefits following the decision to scale down production at one of our Luxfer Magtech sites; and $1.0 million of
other simplification costs.

Impairment charges
The impairment credit of $0.2 million in the first nine months of 2019 reflects a fair value adjustment to the held-for-sale assets in the Elektron segment.
24
Acquisition and disposal related costs
Net costs of $0.2$0.6 million and $1.5 million incurred in the third quarter and first nine months of 2021 respectively primarily relate to the acquisition of Structural Composites Industries.
Acquisition related costs of $0.2 million in 2020 includerepresents amounts incurred in relation to merger and acquisition ("M&A&A"), exploration activities net of a $0.1 million release of deferred contingent consideration.

In July 2020 we sold our 51% investment in Luxfer Uttam India Private Limited to the JV partner. Allowing for legal costs we generated a profit on disposal of less than $0.1 million.
26

Acquisition and disposal related costs in 2019 of $1.7 million relate to a $3.5 million reimbursement payment and $1.1 million of professional and legal fees incurred in connection with the terminated acquisition of Neo Performance Materials, occurring in the first quarter; offset in the second quarter by a $2.9 million gain on disposal of Elektron's magnesium recycling business in the Czech Republic.

Other income
Other income of $2.3 million for the Third Quarter of 2020 represents payments received from a European automotive customer for compensation in relation to contribution of loss and product volumes relating to our Gas Cylinders segment. This item has been included in adjusted net income and adjusted earnings per share as the compensation relates to a current customer and an existing line of business.

Other charges
Other charges of $2.7 million incurred in the Third Quarter of 2019 were the result of the Company's decision to commence a project to remove low-level naturally occurring radioactive material (NORM) from a redundant building at its Manchester, UK site. The work represents remediation of a legacy environmental issue and as such has been excluded from adjusted net income and adjusted earnings per share. It is expected to complete in the first quarternine months of 2021 but with no significant further costs envisaged.relates to the settlement of a class action lawsuit in the Gas Cylinders segment in relation to an alleged historic violation of the Californian Labor Code, concerning a Human Resources administration matter.

Net interest expense
Net interest expense in 2020 from 2019 decreased by $0.1of $0.8 million in the third quarter and was flatof 2021 reduced from $1.2 million in the third quarter 2020, largely due to the $25 million early repayment in December 2020 of the Loan Notes 2021. This also resulted in lower net interest expense of $2.4 million in the first nine months of 2021 relative to $3.5 million in the year.first nine months of 2020.

Defined benefit pension credit
The $0.5 million and $1.6$1.5 million increasedecrease in defined benefit pension credit to $1.1$0.6 million and $3.3$1.8 million in the third quarter and first nine months of 20202021 from $0.6$1.1 million and $1.7$3.3 million in 20192020 is primarily due to the combined effect on the U.K. plan of lower projected asset returns and a reductionhigher post-2030 inflation projection in the U.K., partially offset by a fall in the discount rate and lower inflation, partially offset by lower projected asset returns.rate.

Provision for income taxes
The movement in the statutory effective tax rate from 46.1%28.1% in 2019,2020, to 30.1%12.0% in 2020,2021, was primarily due to non-deductible restructuring activitiesthe impact of the enacted tax rate change in 2020 and 2019 and non-deductible expensesthe U.K., which is due to rise from 19% to 25% in April 2023. The subsequent increase in the value of deferred tax assets related to the aborted acquisitionour defined benefit pension plan resulted in a credit of $2.2 million recorded in our tax charge in the prior year.second quarter. When stripping out the effectimpact of these expenses,this, as well as other less significant adjusting items, the adjusted effective tax rate has increaseddecreased to 23.1%21.2% in 20202021 from 19.0%22.1% in 20192020, largely as a result of tax rate changes in the prior year affecting the valuation of net operating loss deferred tax assets.assets, partially offset by changes in the profit mix by tax jurisdiction.



2527

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES
The following table of non-GAAP summary financial data presents a reconciliation of net income to adjusted net income for the periods presented, being the most comparable GAAP measure. Management believes that adjusted net income, adjusted earnings per share, adjusted EBITA and adjusted EBITDA are key performance indicators (KPIs) used by the investment community and that such presentation will enhance an investor’s understanding of the Company's operational results. In addition, Luxfer's CEO and other senior management use these KPIs, among others, to evaluate business performance. However, investors should not consider adjusted net income and adjusted earnings per share in isolation as an alternative to net income and earnings per share when evaluating Luxfer's operating performance or measuring Luxfer's profitability.
Third QuarterYear-to-date
In millions except per share data2020201920202019
Net income$2.6 $5.8 $12.9 $5.5 
Accounting charges relating to acquisitions and disposals of businesses:
     Unwind of discount on deferred consideration— 0.1 — 0.2 
     Amortization on acquired intangibles0.2 0.3 0.6 0.9 
     Acquisition and disposal related (gains) / costs— — 0.2 1.7 
Defined benefit pension credit(1.1)(0.6)(3.3)(1.7)
Restructuring charges4.3 2.6 7.9 24.3 
Impairment charges— — — (0.2)
Other charges (1)
— 2.7 — 2.7 
Share-based compensation charges0.8 0.6 2.1 4.0 
Income tax on adjusted items0.1 (1.5)(0.4)(3.8)
Adjusted net income$6.9 $10.0 $20.0 $33.6 
Adjusted earnings per ordinary share
Diluted earnings per ordinary share$0.09 $0.21 $0.46 $0.20 
Impact of adjusted items0.16 0.15 0.26 1.01 
Adjusted diluted earnings per ordinary share(1)
$0.25 $0.36 $0.72 $1.21 
Third QuarterYear-to-date
In millions except per share data2021202020212020
Net income from continuing operations$6.0 $2.4 $26.5 $14.2 
Accounting charges relating to acquisitions and disposals of businesses:
     Amortization on acquired intangibles0.3 0.2 0.7 0.6 
     Acquisition and disposal related costs0.6 — 1.5 0.2 
Defined benefit pension credit(0.6)(1.1)(1.8)(3.3)
Restructuring charges0.5 4.2 2.1 7.8 
Other charges— — 1.1 — 
Share-based compensation charges0.8 0.8 2.2 2.1 
Other non-recurring tax items(1)
— — (2.2)— 
Income tax on adjusted items(0.4)0.1 (1.8)(0.4)
Adjusted net income$7.2 $6.6 $28.3 $21.2 
Adjusted earnings per ordinary share
Diluted earnings per ordinary share$0.21 $0.09 $0.94 $0.51 
Impact of adjusted items0.04 0.15 0.06 0.25 
Adjusted diluted earnings per ordinary share(2)
$0.26 $0.24 $1.01 $0.76 
(1) Other non-recurring tax items represents the impact of the recently enacted U.K. tax rate change (from 19% to 25% with effect from April 2023) on deferred tax assets related to our U.K. defined benefit pension plan.
(2) For the purpose of calculating diluted earnings per share, the weighted average number of ordinary shares outstanding during the financial year has been adjusted for the dilutive effects of all potential ordinary shares and share options granted to employees, except where there is a loss in the period, then no adjustment is made.
Third QuarterYear-to-date
In millions2020201920202019
Adjusted net income$6.9 $10.0 $20.0 $33.6 
Add back:
     Income tax on adjusted items(0.1)1.5 0.4 3.8 
     Provision for income taxes2.8 0.6 5.6 4.1 
     Net finance costs1.2 1.3 3.5 3.5 
Adjusted EBITA$10.8 $13.4 $29.5 $45.0 
     Depreciation3.4 3.3 10.2 10.4 
Adjusted EBITDA$14.2 $16.7 $39.7 $55.4 
Third QuarterYear-to-date
In millions2021202020212020
Adjusted net income$7.2 $6.6 $28.3 $21.2 
Add back:
     Other non-recurring tax items— — 2.2 — 
     Income tax on adjusted items0.4 (0.1)1.8 0.4 
     Provision for income taxes1.9 2.8 3.6 5.6 
     Net finance costs0.8 1.2 2.4 3.5 
Adjusted EBITA$10.3 $10.5 $38.3 $30.7 
     Depreciation3.5 3.2 10.5 9.4 
Adjusted EBITDA$13.8 $13.7 $48.8 $40.1 

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The following table presents a reconciliation for the adjusted effective tax rate, which management believes is a KPI used by the investment community and that such presentation will enhance an investor’s understanding of the Company's operational results.
Third QuarterYear-to-date
In millions2020201920202019
Adjusted net income$6.9 $10.0 $20.0 $33.6 
Add back:
     Income tax on adjusted items(0.1)1.5 0.4 3.8 
     Provision for income taxes2.8 0.6 5.6 4.1 
Adjusted income before income taxes$9.6 $12.1 $26.0 $41.5 
Adjusted provision for income taxes2.7 2.1 6.0 7.9 
Adjusted effective tax rate28.1 %17.4 %23.1 %19.0 %
Third QuarterYear-to-date
In millions2021202020212020
Adjusted net income$7.2 $6.6 $28.3 $21.2 
Add back:
     Other non-recurring tax items— — 2.2 — 
     Income tax on adjusted items0.4 (0.1)1.8 0.4 
     Provision for income taxes1.9 2.8 3.6 5.6 
Adjusted income before income taxes$9.5 $9.3 $35.9 $27.2 
Adjusted provision for income taxes2.3 2.7 7.6 6.0 
Adjusted effective tax rate24.2 %29.0 %21.2 %22.1 %

SEGMENT RESULTS OF OPERATIONS
The summary that follows provides a discussion of the results of operations of each of our two reportable segments (Gas Cylinders and Elektron). Both segments comprise various product offerings that serve multiple end markets.
Adjusted EBITDA represents operating income adjusted for share based compensation charges; loss on disposal of property, plant and equipment; restructuring charges; impairment charges; acquisition and disposal related gains and costs; other charges; and depreciation and amortization; and unwind of discount on deferred consideration.amortization. A reconciliation to net income and taxes can be found in Note 14 to the condensed consolidated financial statements.

GAS CYLINDERS
The net sales and adjusted EBITDA for Gas Cylinders were as follows:
Third Quarter% / point changeYear-to-date% / point change
In millions202020192020 v 2019202020192020 v 2019
Net sales$45.0 $54.2 (17.0)%$148.0 $170.7 (13.3)%
Adjusted EBITDA7.6 6.3 20.6 %16.2 17.9 (9.5)%
     % of net sales16.9 %11.6 %5.3 10.9 %10.5 %0.4 
Third Quarter% / point changeYear-to-date% / point change
In millions202120202021 v 2020202120202021 v 2020
Net sales$45.6 $32.3 41.2 %$128.3 $107.0 19.9 %
Adjusted EBITDA5.4 7.1 (23.9)%16.7 16.6 0.6 %
     % of net sales11.8 %22.0 %(10.2)13.0 %15.5 %(2.5)
Net sales
The 17.0%41.2% and 13.3% decrease19.9% increase in Gas Cylinders sales in the third quarter and first nine months, respectively, of 20202021 from 20192020 was primarily the result of COVID-19 related disruption marked by temporary customer shutdowns, including:of:
•DecreasedIncreased sales of Superform tooling$7.9 million and formed parts;$17.1 million in the third quarter and first nine months respectively, due to the acquisition of Structural Composite Industries at the end of the first quarter, which positively impacted cylinders used in aerospace and alternative fuels applications;
•DecreasedIncreased sales of composite and aluminum cylinders;SCBA cylinders used by first responders; and
•DecreasedIncreased sales of SCBA composite cylinders.cylinders for gas calibration and other industrial applications.
Alternative Fuels cylinder sales have returned to growth in the third quarter relative to the prior year.
Adjusted EBITDA
The 5.310.2 percentage point increasedecrease in adjusted EBITDA for Gas Cylinders as a percentage of net sales in the third quarter of 2021 relative to 2020 from 2019is primarily due to losses incurred by the recently acquired SCI business. There was primarily the result of:
•Received compensation in relation to a contribution of loss and product volumes from an automotive customer; and
•Productivity improvements and cost savings.
This was partially offset by adverse product mix.
Adjusted EBITDA as a percentage of net sales was relatively flat (0.42.5 percentage point increase)decrease in profitability in the first nine months relative to the prior year.of 2021 from 2020.




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ELEKTRON
The net sales and adjusted EBITDA for Elektron were as follows:
Third Quarter% / point changeYear-to-date% / point change
In millions202020192020 v 2019202020192020 v 2019
Net sales$45.4 $52.9 (14.2)%$135.7 $173.3 (21.7)%
Adjusted EBITDA6.6 10.4 (36.5)%23.5 37.5 (37.3)%
     % of net sales14.5 %19.7 %(5.2)17.3 %21.6 %(4.3)
Third Quarter% / point changeYear-to-date% / point change
In millions202120202021 v 2020202120202021 v 2020
Net sales$45.6 $45.4 0.4 %$147.1 $135.7 8.4 %
Adjusted EBITDA8.4 6.6 27.3 %32.1 23.5 36.6 %
     % of net sales18.4 %14.5 %3.9 21.8 %17.3 %4.5 
Net sales
The 14.2%0.4% and 21.7% decrease8.4% increase in Elektron sales in the third quarter and first nine months, respectively, of 20202021 from 20192020 was primarily the result of a partial recovery from the COVID-19 related disruption toin the industrial and transportation end markets, especially:prior year, including:
•DecreasedIncreased sales of zirconium-based industrialautomotive catalysts;
•DecreasedIncreased sales of automotive catalysts in the first nine months;
•Lower sales of SoluMag® alloy andLuxfer Magtech magnesium aerospace alloys;powders for military applications; and
•LowerIncreased sales of Luxfer Graphic Arts photo-engraving plates.

Adjusted EBITDA
The 5.23.9 and 4.34.5 percentage point decreaseincrease in adjusted EBITDA for Elektron as a percentage of net sales in the third quarter and first nine-months,nine months respectively of 20202021 from 20192020 was primarily the result of the impact of COVID-19 related reductionpartial recovery in volumes more than offsetting associatedimpacted by the pandemic in the prior year, characterized by improved product sales mix and continuing benefit from cost saving measures. This was further impacted by adverse product sales mix.

LIQUIDITY AND CAPITAL RESOURCES
Our liquidity requirements arise primarily from obligations under our indebtedness, capital expenditures, acquisitions, the funding of working capital and the funding of hedging facilities to manage foreign exchange and commodity purchase price risks. We meet these requirements primarily through cash flows from operating activities, cash deposits and borrowings under the Revolving Credit Facility and accompanying ancillary hedging facilities and the Loan Notes due 2021, 2023 and 2026. Our principal liquidity needs are:
•funding acquisitions, including deferred contingent consideration payments;
•capital expenditure requirements;
•payment of shareholder dividends;
•servicing interest on the Loan Notes, which is payable at each quarter end, in addition to interest and / or commitment fees on the Senior Facilities Agreement;
•working capital requirements, particularly in the short term as we aim to achieve organic sales growth; and
•hedging facilities used to manage our foreign exchange and aluminum purchase price risks.
From time to time, we consider acquisitions or investments in other businesses that we believe would be appropriate additions to our business.
The current banking facilities are due to expire July 31, 2022, however, a new facility is expected to be signed on October 26, 2021. See Note 16 of Item 1. Financial Statements and Supplementary Data for additional information.
We believe that, in the long term, cash generated from our operations will be adequate to meet our anticipated requirements for working capital, capital expenditures and interest payments on our indebtedness. In the short term, we believe we have sufficient credit facilities to cover any variation in our cash flow generation. However, any major repayments of indebtedness will be dependent on our ability to raise alternative financing or to realize substantial returns from operational sales. Also, our ability to expand operations through sales development and capital expenditures could be constrained by the availability of liquidity, which, in turn, could impact the profitability of our operations.
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We have been in compliance with the covenants under the Loan NotesNote Purchase and Private Shelf Agreement and the Senior Facilities Agreement throughout all of the quarterly measurement dates from and including September 30, 2011inception to September 27, 2020.26, 2021.
Luxfer conducts all of its operations through its subsidiaries, joint ventures and affiliates. Accordingly, Luxfer's main cash source is dividends from its subsidiaries. The ability of each subsidiary to make distributions depends on the funds that a subsidiary receives from its operations in excess of the funds necessary for its operations, obligations or other business plans. We have not historically experienced any material impediment to these distributions, and we do not expect any local legal or regulatory regimes to have any impact on our ability to meet our liquidity requirements in the future. In addition, since our subsidiaries are wholly-owned, our claims will generally rank junior to all other obligations of the subsidiaries. If our operating subsidiaries are unable to make distributions, our growth may slow, unless we are able to obtain additional debt or equity financing. In the event of a subsidiary's liquidation, there may not be assets sufficient for us to recoup our investment in the subsidiary.
Our ability to maintain or increase the generation of cash from our operations in the future will depend significantly on the competitiveness of and demand for our products, including our success in launching new products. Achieving such success is a key objective of our business strategy. Due to commercial, competitive and external economic factors, however, we cannot guarantee that we will generate sufficient cash flows from operations or that future working capital will be available in an amount sufficient to enable us to service our indebtedness or make necessary capital expenditures.
Cash Flows
Operating activities
Cash provided by operating activities was $36.7$34.1 million for the year-to-datefirst nine months in 2020.2021. It was primarily related to net income from operating activities, net of the following non-cash items: depreciation and amortization, pension contributions and net changes to assets and liabilities.
Cash used inprovided by operating activities was $13.6$36.7 million in the first nine months of 2019.2020. It was primarily related to net lossincome from operating activities, net of the following non-cash items: depreciation and amortization; asset impairment charges, pension contributions and net changes to assets and liabilities.
Investing activities
Net cash used for investing activities was $4.7$1.2 million for the first nine months of 2020,2021, compared to net cash used for investing activities of $4.5 million in 2019. The2020.The movement was primarily due to the impactacquisition and disposal activity. There was $20.2 million and $3.5 million of the higher proceeds received from the saledivestiture of businesses in 2019,our U.S. aluminum gas cylinder facility and our Superform UK business respectively, partially offset by a decrease inthe $19.3 million acquisition of Structural Composite Industries. In addition, capital expenditures decreased from $5.8 million in the current year which were $6.0 million and $10.3 million, for the first nine-monthsnine months of 2020, and 2019, respectively. We anticipate capital expenditures for fiscal 2020 to be approximately $10 million.$5.6 million in 2021.
Financing activities
In the first nine months of 2020,2021, net cash used for financing activities was $19.3 million (2020: $27.3 million (2019: $16.5 million inflow)million). We made net repayments on our banking facilities of $nil (2020: $16.5 million (2019: $31.7 million drawdown)repayment) and dividend payments of $10.2 million (2019:(2020: $10.2 million), equating to $0.375 per ordinary share. WeIn 2020 we received $1.1 million (2019: $3.3 million) in relation to proceeds from sales of shares, andno shares have been sold in 2021. In addition, we paid out $1.3$1.9 million (2019: $4.3(2020: $1.3 million) in settling share based compensation.
Based on a share buyback program approved by shareholders at the 2020 Annual General Meeting, in the Third Quarter the company purchased 88,734 total shares for $1.9 million; year to date purchases were 126,734 total shares for $2.8 million. Of the 126,734 repurchased in the year, 56,000 have been canceled with the remaining 70,734 retained within Treasury shares.


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Capital Resources
Dividends
We paid year-to-date dividends in 20202021 of $10.2 million (2019:(2020: $10.2 million year-to-date), or $0.375 per ordinary share.
Any payment of dividends is also subject to the provisions of the U.K. Companies Act, according to which dividends may only be paid out of profits available for distribution determined by reference to financial statements prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act and IFRS as adopted by the E.U.,2006, which differ in some respects from GAAP. In the event that dividends are paid in the future, holders of the ordinary shares will be entitled to receive payments in U.S. dollars in respect of dividends on the underlying ordinary shares in accordance with the deposit agreement. Furthermore, because we are a holding company, any dividend payments would depend on cash flows from our subsidiaries.
Authorized shares
Our authorized share capital consists of 40.0 million ordinary shares with a par value of £0.50 per share.
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Contractual obligations
The following summarizes our significant contractual obligations that impact our liquidity:
 Payments Due by Period
 TotalLess than
1 year		1 – 3
years		3 – 5
years		After
5 years
 (in $ million)
Contractual cash obligations     
Loan Notes due 2021$25.0 $25.0 $— $— $— 
Loan Notes due 202325.0 — 25.0 — — 
Loan Notes due 202625.0 — — — 25.0 
Obligations under operating leases19.1 3.6 4.2 2.4 8.9 
Capital commitments0.8 0.8 — — — 
Purchase commitments1.0 0.6 0.4 — — 
Interest payments11.4 3.4 4.6 2.5 0.9 
Total contractual cash obligations$107.3 $33.4 $34.2 $4.9 $34.8 
 Payments Due by Period
In millionsTotalLess than
1 year		1 – 3
years		3 – 5
years		After
5 years
Contractual cash obligations     
Loan Notes due 2023$25.0 $— $25.0 $— $— 
Loan Notes due 202625.0 — — 25.0 — 
Obligations under operating leases21.3 1.3 6.0 4.1 9.9 
Capital commitments0.7 0.7 — — — 
Interest payments8.0 2.5 3.4 2.1 — 
Total contractual cash obligations$80.0 $4.5 $34.4 $31.2 $9.9 
The were no drawings at September 26, 2021 on the Revolving Credit Facility.
Off-balance sheet measures
At September 27, 2020,26, 2021, we had no off-balance sheet arrangements other than the totwo bonding facilities disclosed in Note 15.

NEW ACCOUNTING STANDARDS
See Note 1 of the Notes to Condensed Consolidated Financial Statements for information pertaining to recently adopted accounting standards or accounting standards to be adopted in the future.

CRITICAL ACCOUNTING POLICIES
We have adopted various accounting policies to prepare the consolidated financial statements in accordance with GAAP. Certain of our accounting policies require the application of significant judgment by management in selecting the appropriate assumptions for calculating financial estimates. In our 20192020 Annual Report on Form 10-K, filed with the SEC on March 9, 2020,2, 2021, we identified the critical accounting policies which affect our more significant estimates and assumptions used in preparing our consolidated financial statements.




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Item 3.        Quantitative and qualitative disclosures about market risk
There have been no material changes in our market risk during the three quartersfirst nine months ended September 27, 2020, except for the impact of COVID-19, which is addressed as a specific risk factor in ITEM-1A in Part II of this filing.26, 2021. For additional information, refer to Item 7A of our 20192020 Annual Report on Form 10-K, filed with the SEC on March 9, 2020.2, 2021.

Item 4.        Controls and Procedures
Evaluation of Disclosure Controls and Procedures
We maintain a system of disclosure controls and procedures designed to provide reasonable assurance as to the reliability of our published financial statements and other disclosures included in this report. Our management evaluated, with the participation of our Chief Executive Officer and our Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the quarter ended September 27, 2020,26, 2021, pursuant to Rule 13a-15(b) of the Securities Exchange Act of 1934 (the “Exchange Act”). Based upon their evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that our disclosure controls and procedures were not effective, at a reasonable assurance level, as of June 28, 2020, as a result of the material weakness describedquarter ended September 26, 2021, to ensure that information required to be disclosed by us in Item 9A of the Form 10-K filed withreports we file or submit under the SEC on March 9, 2020 not having been fully remediated by the second quarter of 2020.
Ongoing Remediation of Material Weakness in Internal Control over Financial Reporting
As previously described in Plan for Remediation of Material Weakness in Internal Control Over Financial Reporting of Item 9A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2019 we began implementing a remediation plan to address the material weakness mentioned above. In line with the plan we have implemented enhanced controls to monitorExchange Act is recorded, processed, summarized and document privileged access to, and segregation of dutiesreported, within the ERP system;time periods specified in the Securities and have updated the design of certain process-level controls. However, the weakness will not be considered remediated until all the applicable controls have been implementedExchange Commission’s rules and seen to operate for a sufficient period of time.

In light of the material weakness, the Company performed additional analysisforms, and other post-closing procedures to ensure our consolidated financial statements are preparedthat information required to be disclosed by us in accordance with generally accepted accounting principles. Ourthe reports we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officerprincipal executive and our Chief Financial Officer, has concluded that our consolidatedprincipal financial statements for the periods covered by and included in this Quarterly Report on Form 10-Q are fairly presented in all material respects in accordance with accounting principles generally accepted in the United States of America (GAAP) for the periods presented herein.officers, as appropriate to allow timely decisions regarding required disclosures.
Changes in Internal Control over Financial Reporting
There was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the quarter and annualyear-to-date period ended September 27, 2020,26, 2021, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

Item 1.        Legal Proceedings
While weThe Company is a defendant in various lawsuits and is subject to various claims that arise in the normal course of business, the most significant of which are involved from time to timesummarized in claimsNote 15 (commitments and legal proceedings that result from, and are incidentalcontingencies) to the conductconsolidated financial statements in ITEM 1. In the opinion of our business including business and commercial litigation, employee and product liability claims, there are no material pending legal proceedings to whichmanagement, the Company or anylikelihood that the ultimate disposition of its subsidiaries is a party, or of which any of their property is subject. It is possible, however, that an adverse resolution of an unexpectedly large number of such individual claims or proceedings could in the aggregatethese matters will have a material adverse effect on results of operations for a particular year or quarter.impact is remote.

Item 1A.    Risk Factors

There have been no material changes from the risk factors previously disclosed in Item 1A. of our 20192020 Annual Report on Form 10-K, except that the adverse impact of the COVID-19 coronavirus outbreak has become more significant and widespread. The related risk factors under the caption "We depend upon our larger suppliers for a significant portion of our raw materials, and a loss of one of these suppliers, or a significant supply interruption could negatively impact our financial performance" as previously disclosed in Item 1A. of our 2019 Annual Report on Form 10-K relating to COVID-19, remain applicable. In addition to the supply-side risks there are additional risks related to a fall in customer demand. We therefore highlight the following additional risk.

Our results of operations may be negatively impacted by the coronavirus disease pandemic
In December 2019, the 2019 novel coronavirus disease (COVID-19) surfaced in Wuhan, China. In March 2020, the World Health Organization characterized the coronavirus ("COVID-19") a pandemic. The rapid spread of the pandemic and the continuously evolving responses to combat it have had an increasingly negative impact on the global economy, resulting in an economic downturn that could impact demand for our products and our ability to produce them. With many countries affected, there have been widespread disruptions from the temporary closure of third-party supplier and manufacturer facilities and interruptions in product supply. To date the outbreak has resulted in a decline in revenues and profitability as highlighted in Item 2, Management Discussion and Analysis of Financial Condition and Results of Operations. While there have been some positive indicators such as restrictive measures being reduced in many countries and the reopening of temporarily closed facilities, the future impact remains highly uncertain and cannot be predicted and there is no assurance that the outbreak will not have a material adverse impact on the future results of the Company. The extent of the impact will depend on future developments, including global and country-specific actions taken to contain the spread of the coronavirus.10-K.

Item 2.        Unregistered Sales of Equity Securities and Use of Proceeds
Not applicable.
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Item 6.    Exhibits
31.1     Certification Required by Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934-Alok Maskara
31.2     Certification Required by Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934-Heather Harding
32.1     Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code)-Alok Maskara
32.2     Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code)-Heather Harding
101    The financial statements from the Company’s Interim Report on Form 10-Q for the quarter and year ended ended September 27, 2020,26, 2021, formatted in XBRL: (i) Condensed Consolidated Statements of Income, (ii) Condensed Consolidated Statements of Comprehensive Income, (iii) Condensed Consolidated Balance Sheets, (iv) Condensed Consolidated Statements of Cash Flows, (v) Condensed Consolidated Statements of Changes in Equity, and (vi) Notes to Condensed Consolidated Financial Statements, tagged as blocks of text and including detailed tags.

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SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) 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.
Luxfer Holdings plc
(Registrant)
/s/Alok Maskara
Alok Maskara
Chief Executive Officer
(Duly Authorized Officer)
October 26, 202025, 2021


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