8-K
Luxfer Holdings PLC (LXFR)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): December 16, 2021
Luxfer Holdings PLC
(Exact Name of Registrant as Specified in Charter)
| England and Wales | 001-35370 | 98-1024030 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission<br>File Number) | (I.R.S. Employer<br>Identification No.) |
8989 North Port Washington Road, Suite 211,
Milwaukee, WI, 53217
(Address of principal executive offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: +1 414-269-2419
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Ordinary Shares, nominal value £0.50 each | LXFR | New York Stock Exchange |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
☐ 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.
Section 8 Other Events
Item 8.01 Other Events
On December 16, 2021, the Registrant issued a press release regarding actions to reduce legacy pension plan liabilities.
A copy of the press release is furnished as Exhibit 99.1 and incorporated by reference in this Item 8.01.
Section 9 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Press Release datedDecember 16, 2021
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Luxfer Holdings PLC
(Registrant)
Date: December 16, 2021
By: /s/ Megan Glise
Megan Glise
Authorized Signatory for and on behalf of
Luxfer Holdings PLC
Document
Luxfer Announces Actions to Reduce Legacy Pension Plan Liabilities
MILWAUKEE, WISCONSIN -- Luxfer Holdings PLC (NYSE: LXFR), (“Luxfer” or the “Company”), a global industrial company innovating niche applications in materials engineering, today announced that it is taking multiple actions related to its U.S. and U.K. legacy pension plans, both of which remain frozen, to further strengthen its balance sheet.
Luxfer expects to reduce its pension deficit by approximately $12.7 million (£9.6 million) by initiating a special one-off deficit reduction payment to its legacy U.K. Defined Benefit Pension Plan (the “Plan”). The payment ensures that the Company will not be required to make additional contributions to the legacy Plan for at least the next three years.
Based on the full valuation carried out on April 5, 2021 as required by U.K. pension rules, the legacy Plan is expected to approach zero deficit at year end following the one-off payment of $12.7 million, coupled with other payments made in 2021, subject to capital market movements.
The Company remains committed to ensuring that the Plan has the means to discharge its future liabilities as they become due. The additional payment should allow the Plan to increase its investment in assets that are better matched to Plan liabilities.
Luxfer has also decided to terminate its U.S. Pension Plan. The process is expected to be complete within 12 to 18 months, including final funding requirements and administrative cost payments.
Luxfer is thankful for the close collaboration with pension trustees who have aided the Company in making exceptional progress towards significantly reducing the pension deficit, which was as large as $91 million in 2014. “Our pension deficit progress, coupled with this additional pension payment, creates significant strategic flexibility for Luxfer and increases optionality to further enhance shareholder value through dividends, share buyback, and portfolio optimization,” said Alok Maskara, Chief Executive Officer.
About Luxfer Holdings PLC
Luxfer is a global industrial company innovating niche applications in materials engineering, 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 devices are used in defense and emergency response, healthcare, transportation, and general industrial applications. For more information, visit www.luxfer.com.
Luxfer is listed on the New York Stock Exchange and its ordinary shares trade under the symbol LXFR.
Luxfer Contact Information
Heather Harding
Investor Relations
Investor.relations@luxfer.com