Form 8-K
8-K — LUXFER HOLDINGS PLC
Accession: 0001437749-26-033796
Filed: 2026-10-28
Period: 2026-10-28
CIK: 0001096056
SIC: 2810 (INDUSTRIAL INORGANIC CHEMICALS)
Item: Financial Statements and Exhibits
Documents
8-K — lxfr20261023_8k.htm (Primary)
EX-99.1 — EXHIBIT 99.1 (ex_1030605.htm)
GRAPHIC (elektron.jpg)
GRAPHIC (gascylinders.jpg)
GRAPHIC (logo.jpg)
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XML — IDEA: XBRL DOCUMENT (R1.htm)
8-K — FORM 8-K
8-K (Primary)
Filename: lxfr20261023_8k.htm · Sequence: 1
lxfr20261023_8k.htm
false
0001096056
0001096056
2026-10-28
2026-10-28
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): October 28, 2026
Luxfer Holdings PLC
(Exact Name of Registrant as Specified in Charter)
England and Wales
001-35370
98-1024030
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
3016 Kansas Avenue,
Riverside, CA, 92507
(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.
Item 9.01 Financial Statements and Exhibits
On October 28, 2026, Luxfer Holdings PLC (the "Company") issued a press release announcing its earnings for the third quarter and year to date 2026. A copy of the release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
(d) Exhibits
99.1 Press Release dated October 28, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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: October 28, 2026
By: /s/ Benjamin M. Coulson
Name: Benjamin M. Coulson
Title: Corporate Controller & Company Secretary
EX-99.1 — EXHIBIT 99.1
EX-99.1
Filename: ex_1030605.htm · Sequence: 2
ex_1030605.htm
Exhibit 99.1
LUXFER REPORTS THIRD QUARTER RESULTS
Third Quarter 2026 Highlights*
●
GAAP Net Sales of $91.7 million, compared to $95.6 million in the prior-year period; Adjusted Net Sales¹ declined 3.9% to $89.3 million.
●
GAAP Net income of $0.9 million, or $0.03 per diluted share, compared to net income of $2.7 million, or $0.10 per diluted share, in the prior-year period.
●
Adjusted EBITDA¹ of $12.2 million, declined 10.3% compared to $13.6 million in the prior-year period
●
Adjusted Diluted EPS¹ of $0.25, declined 16.7% compared to $0.30.
●
Free Cash Flow of $12.4 million during the quarter, with net debt declining to $37.8 million
Key Results * (amounts in millions, except EPS)
Net Sales, Net Income, Adjusted EBITDA and EPS
Q3 2026
Change
YTD 2026
Change
GAAP Net Sales
$
91.7
(4.1%)
$
273.1
(9.2%)
Adjusted Net Sales1
89.3
(3.9%)
266.7
(4.9%)
GAAP Net Income
0.9
(66.7%)
9.3
(13.9%)
GAAP Diluted EPS
$
0.03
(70.0%)
$
0.34
(15.0%)
Adjusted Diluted EPS1
0.25
(16.7%)
0.81
(2.4%)
Adjusted EBITDA1
12.2
(10.3%)
37.9
(2.6%)
GAAP Measures include the Superform business, previously reported as a discontinued operation.
* Comparative information is relative to prior-year third quarter.
1 Note: Adjusted results exclude Superform and Graphic Arts businesses.
Third Quarter Financials
GAAP net sales, including Superform, were $91.7 million for the third quarter of 2026, compared to $95.6 million in the prior-year period, a decrease of 4.1%. The decline primarily reflected lower sales within the Elektron segment, while Gas Cylinders’ sales remained relatively flat year-over-year. Excluding Superform, adjusted net sales decreased 3.9% to $89.3 million, compared to $92.9 million in the prior-year period.
GAAP gross profit decreased to $22.4 million, compared to $22.8 million in the prior-year period, while gross margin expanded approximately 60 basis points to 24.4%. Adjusted gross profit, excluding Superform, increased to $21.8 million from $21.7 million, with adjusted gross margin expanding approximately 100 basis points to 24.4% too, despite lower year-over-year sales.
Adjusted EBITDA decreased 10.3% to $12.2 million, compared to $13.6 million in the prior-year period, with adjusted EBITDA margin declining approximately 100 basis points to 13.7%. The reduction in profitability primarily reflected lower year-over-year sales within the Elektron defense sector, partially offset by improved performance in Gas Cylinders.
GAAP net profit was $0.9 million, or $0.03 per diluted share primarily reflecting transaction expense, compared to net income of $2.7 million, or $0.10 per diluted share, in the prior-year period. Adjusted net income decreased to $7.0 million, or $0.25 per diluted share, compared to $8.1 million, or $0.30 per diluted share, in the prior-year period.
Segment Results* (amounts in millions)
Elektron
Q3 2026
Change
YTD 2026
Change
Net Sales
$
46.7
(6.6%)
$
136.1
(9.0%)
Gross Profit
13.5
(8.8%)
44.2
(0.9%)
Gross Margin
28.9%
(70bps)
32.5%
270bps
Adjusted EBITDA
$
7.4
(25.3%)
$
25.5
(7.9%)
Adjusted EBITDA Margin
15.8%
(400bps)
18.7%
20bps
Gas Cylinders
Q3 2026
Change
YTD 2026
Change
Net Sales
$
42.6
(0.7%)
$
130.6
(0.3%)
Gross Profit
8.3
20.3%
23.1
12.1%
Gross Margin
19.5%
340bps
17.7%
200bps
Adjusted EBITDA
$
4.8
29.7%
$
12.4
10.7%
Adjusted EBITDA Margin
11.3%
270bps
9.5%
100bps
* Comparative information is relative to prior-year third quarter
Capital Resources and Liquidity
Net cash provided by continuing operating activities for the third quarter of 2026 was $15.6 million, compared to $11.6 million in the prior-year period. Free cash flow was $12.4 million, compared to $10.3 million in the third quarter of 2025. The Company received $10.4 million in proceeds from a UK pension surplus refund, net of the associated $3.5 million tax payment, which is reflected in the quarter's free cash flow.
As of September 27, 2026, net debt totaled $37.8 million, resulting in a net debt to LTM adjusted EBITDA ratio of 0.8x.
During the third quarter of 2026, the Company did not repurchase any ordinary shares. Year-to-date, approximately $1.4 million of ordinary shares have been repurchased. Additionally, approximately $3.4 million was returned to shareholders through dividends during the quarter, bringing the year-to-date total to $10.3 million.
Transaction Update
As previously announced, on July 27, 2026, Luxfer Holdings PLC entered into a definitive agreement to be acquired by affiliates of Wynnchurch Capital, L.P. in an all-cash transaction valued at $17.37 per ordinary share. The transaction remains subject to shareholder approval and the satisfaction of other customary closing conditions. A shareholder vote is scheduled for November 4, 2026, with the transaction expected to close later in November 2026.
Due to the pending transaction, Luxfer will not host a third quarter 2026 earnings conference call.
About Luxfer
Luxfer is a global industrial company innovating niche applications in materials engineering. Using its broad array of proprietary technologies, Luxfer focuses on value creation, customer satisfaction, and demanding applications where technical know-how and manufacturing expertise combine to deliver a superior product. Luxfer’s high-performance materials, components, and high-pressure gas containment devices are used in defense and emergency response, clean energy, healthcare, transportation, and general industrial applications. For more information, please visit www.luxfer.com. Luxfer is listed on the New York Stock Exchange and its ordinary shares trade under the symbol LXFR.
Non-GAAP Financial Measures
Luxfer Holdings PLC prepares its financial statements using U.S. Generally Accepted Accounting Principles (GAAP). When a company discloses material information containing non-GAAP financial measures, SEC regulations require that the disclosure include a presentation of the most directly comparable GAAP measure and a reconciliation of the GAAP and non-GAAP financial measures. Management’s inclusion of non-GAAP financial measures in this release is intended to supplement, not replace, the presentation of Luxfer’s financial results in accordance with GAAP. Luxfer management believes that these non-GAAP financial measures, when considered together with the GAAP financial measures, provide information that is useful to investors in understanding period-over-period operating results separate and apart from items that may, or could, have a disproportionately positive or negative impact on results in any period. Management also believes that these non-GAAP financial measures enhance the ability of investors to analyze Luxfer’s business trends and understand Luxfer’s performance. In addition, management may utilize non-GAAP financial measures as a guide in Luxfer’s forecasting, budgeting, and long-term planning process. Non-GAAP financial measures should be considered in addition to, and not as a substitute for, or superior to, financial measures presented in accordance with GAAP.
Additional Information
In connection with the proposed transaction between Luxfer Holdings PLC (“Luxfer”) and affiliates of Wynnchurch Capital, L.P., Luxfer filed a definitive proxy statement on Schedule 14A with the Securities and Exchange Commission (“SEC”) on September 17, 2026. Luxfer may also file other relevant materials with the SEC in connection with the proposed transaction. INVESTORS AND SECURITYHOLDERS OF LUXFER ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT (WHICH INCLUDES NOTICES CONVENING THE SCHEME MEETING AND THE GENERAL MEETING OF LUXFER’S SHAREHOLDERS IN CONNECTION WITH THE SCHEME OF ARRANGEMENT, AND AN EXPLANATORY STATEMENT IN RESPECT OF THE SCHEME OF ARRANGEMENT OF LUXFER, IN ACCORDANCE WITH THE REQUIREMENTS OF THE U.K. COMPANIES ACT 2006) AND ANY OTHER RELEVANT MATERIALS FILED OR THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE MATERIALS AND DOCUMENTS INCORPORATED BY REFERENCE THEREIN, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR MAY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS.
The definitive proxy statement has been mailed or otherwise made available to Luxfer’s shareholders. Investors and securityholders can obtain copies of the definitive proxy statement and other filings containing information about the proposed transaction, free of charge, through the SEC’s website at www.sec.gov, on the investor relations page of Luxfer’s website at https://www.luxfer.com/investors, or by contacting Luxfer’s investor relations department at Investor.Relations@Luxfer.com.
Forward-Looking Statements
This release contains certain forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those projected in the forward-looking statements. Examples of such forward-looking statements include but are not limited to: (i) statements regarding the Company’s results of operations and financial condition; (ii) statements of plans, objectives or goals of the Company or its management, including those related to financing, products, or services; (iii) statements of future economic performance; and (iv) statements of assumptions underlying such statements. Words such as “believes,” “anticipates,” “expects,” “intends,” “forecasts,” and “plans,” and similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that the predictions, forecasts, projections, and other forward-looking statements will not be achieved. The Company cautions that several important factors could cause actual results to differ materially from the plans, objectives, expectations, estimates, and intentions expressed in such forward-looking statements. These factors include but are not limited to: (i) demand conditions in our end markets, including customer inventory cycles and regulatory developments; (ii) customer concentration and changes in purchasing behavior; (iii) competitive pressures and pricing dynamics; (iv) global economic, geopolitical, trade and tax developments, including tariffs, export controls and other trade measures; (v) supply chain disruption, raw material and energy cost volatility, and availability of critical inputs; (vi) foreign currency fluctuations and hedging effectiveness; (vii) environmental, health and safety, climate-related and other regulatory requirements; (viii) product liability, warranty, recall and litigation risks; (ix) cybersecurity threats, data protection obligations and evolving disclosure requirements; (x) our ability to protect intellectual property and successfully innovate; (xi) pension obligations and related regulatory requirements; (xii) operational disruptions, labor relations and workforce availability; (xiii) our ability to successfully execute acquisitions and strategic initiatives; and (xiv) our level of indebtedness, financing arrangements and covenant compliance. The Company cautions that the foregoing list of important factors are not exhaustive. These factors are more fully discussed in the sections entitled “Forward-Looking Statements” and “Risk Factors” in its Annual Report on Form 10-K for the year ended December 31, 2025, which was filed with the U.S. Securities and Exchange Commission on February 24, 2026. When relying on forward-looking statements to make decisions with respect to the Company, investors and others should carefully consider the foregoing factors and other uncertainties and events. Forward-looking statements speak only as of the date on which they are made, and the Company does not undertake any obligation to update or revise any such statement, whether because of new information, future events, or otherwise.
Contact Info:
Kevin Cornelius Grant
Vice President of Investor Relations and Business Development
Kevin.Grant@luxfer.com
LUXFER HOLDINGS PLC
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
Third Quarter
Year-to-date
In millions, except share and per-share data
2026
2025
2026
2025
Net sales
$
91.7
$
95.6
$
273.1
$
300.7
Cost of goods sold
(69.3
)
(72.8
)
(203.7
)
(231.7
)
Gross profit
22.4
22.8
69.4
69.0
Selling, general and administrative expenses
(11.8
)
(11.8
)
(36.5
)
(38.3
)
Research and development
(1.4
)
(0.9
)
(4.4
)
(3.1
)
Restructuring charges
(0.7
)
(3.4
)
(4.5
)
(5.2
)
Disposal related costs
(1.0
)
(1.1
)
(1.0
)
(1.2
)
Loss on assets held-for-sale
—
—
—
(2.8
)
Other costs
(4.7
)
—
(6.5
)
—
Operating income
2.8
5.6
16.5
18.4
Net interest expense
(1.0
)
(0.7
)
(2.7
)
(2.4
)
Net defined benefit pension (charge) / credit
(0.1
)
0.6
(0.2
)
1.8
Income before income taxes
1.7
5.5
13.6
17.8
Provision for income taxes
(0.8
)
(2.8
)
(4.3
)
(7.0
)
Net income
$
0.9
$
2.7
$
9.3
$
10.8
Earnings per share
Basic
$
0.03
$
0.10
$
0.35
$
0.41
Diluted
$
0.03
$
0.10
$
0.34
$
0.40
Weighted average ordinary shares outstanding
Basic
26,759,526
26,746,390
26,713,500
26,743,059
Diluted
27,295,210
27,159,024
27,269,641
27,189,456
LUXFER HOLDINGS PLC
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
September 27,
December 31,
In millions, except share and per-share data
2026
2025
Current assets
Cash and cash equivalents
$
19.9
$
8.3
Restricted cash
2.3
2.4
Accounts and other receivables, net of allowances of $0.4 and $0.5, respectively
62.7
50.0
Prepayments and accrued income
7.2
5.4
Inventories
98.9
92.4
Current assets held-for-sale
—
5.5
Total current assets
$
191.0
$
164.0
Non-current assets
Property, plant and equipment, net
$
61.3
$
60.2
Right-of-use assets from operating leases
9.3
8.5
Goodwill
68.8
69.6
Intangibles, net
10.3
10.9
Deferred tax assets
1.2
1.2
Pensions and other retirement benefits
41.0
54.9
Investments and loans to joint ventures and other affiliates
0.4
0.4
Total assets
$
383.3
$
369.7
Current liabilities
Current maturities of long-term debt and short-term borrowings
$
—
$
25.0
Accounts payable
22.0
24.6
Accrued liabilities
34.6
27.2
Taxes on income
5.8
2.6
Current liabilities held-for-sale
—
2.8
Other current liabilities
14.9
16.0
Total current liabilities
$
77.3
$
98.2
Non-current liabilities
Long-term debt
$
57.7
$
14.4
Pensions and other retirement benefits
0.1
0.1
Deferred tax liabilities
14.9
18.4
Other non-current liabilities
11.4
12.2
Total liabilities
$
161.4
$
143.3
Shareholders' equity
Ordinary shares of £0.50 par value; authorized 40,000,000 shares for 2026 and 2025; issued 28,944,000 for 2026 and 2025; outstanding 26,759,711 and 26,640,434 for 2026 and 2025, respectively
26.5
26.5
Additional paid-in capital
229.1
228.7
Treasury shares
(28.6
)
(27.6
)
Company shares held by ESOP
(0.5
)
(0.7
)
Retained earnings
101.5
102.5
Accumulated other comprehensive loss
(106.1
)
(103.0
)
Total shareholders' equity
221.9
226.4
Total liabilities and shareholders' equity
$
383.3
$
369.7
LUXFER HOLDINGS PLC
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Year-to-date
In millions
2026
2025
Operating activities
Net income
$
9.3
$
10.8
Adjustments to reconcile net income to net cash provided / (used) by operating activities
Depreciation
6.1
6.9
Depreciation of right of use assets
1.2
2.3
Amortization of purchased intangible assets
0.6
0.6
Amortization of debt issuance costs
0.1
0.2
Share-based compensation charges
3.0
2.8
Deferred income taxes
(3.5
)
(1.1
)
Non-cash restructuring charges
0.1
4.0
Loss on held for sale asset group
—
3.3
Defined benefit pension credit
(0.2
)
(1.8
)
Refund on U.K. pension plan surplus
13.9
—
Tax on refund of U.K. pension plan surplus
(3.5
)
—
Changes in assets and liabilities
Accounts and other receivables
(12.3
)
2.5
Inventories
(4.6
)
(9.3
)
Current assets held-for-sale
—
(1.6
)
Prepayments and accrued income
(1.3
)
(1.4
)
Accounts payable
(3.5
)
(7.3
)
Accrued liabilities
7.4
4.1
Current liabilities held-for-sale
—
(0.1
)
Other current liabilities
4.2
5.5
Other non-current assets and liabilities
(2.8
)
(2.2
)
Net cash provided by operating activities
14.2
18.2
Investing activities
Capital expenditures
(7.9
)
(4.6
)
Net proceeds from sale of businesses
—
4.3
Net cash used by investing activities
(7.9
)
(0.3
)
Financing activities
Net drawdown of bank overdraft
—
(3.1
)
Repayment of loan note
(25.0
)
—
Gross drawdowns of borrowings greater than three months
86.2
—
Gross repayments of borrowings greater than three months
(39.3
)
—
Net drawdowns of borrowings / (repayments) less than three months
(3.1
)
0.9
Debt issuance costs
0.1
(0.9
)
Repurchase of own shares
(1.4
)
(1.9
)
Share-based compensation cash paid
(2.0
)
(0.7
)
Dividends paid
(10.3
)
(10.5
)
Net cash provided / (used) by financing activities
5.2
(16.2
)
Effect of exchange rate changes on cash and cash equivalents
—
0.4
Net increase
$
11.5
$
2.1
Cash, cash equivalents and restricted cash; beginning of year
10.7
6.3
Cash, cash equivalents and restricted cash; end of the Third quarter
22.2
8.4
Supplemental cash flow information:
Interest payments
$
2.0
$
2.7
Income tax payments, net
4.5
6.6
LUXFER HOLDINGS PLC
SUPPLEMENTAL INFORMATION
SEGMENT INFORMATION (UNAUDITED)
Net sales
Adjusted EBITDA
Third Quarter
Year-to-date
Third Quarter
Year-to-date
In millions
2026
2025
2026
2025
2026
2025
2026
2025
Gas Cylinders segment
$
42.6
$
42.9
$
130.6
$
131.0
$
4.8
$
3.7
$
12.4
$
11.2
Elektron segment
46.7
50.0
136.1
149.5
7.4
9.9
25.5
27.7
Excluding Superform / Graphic Arts segment
89.3
92.9
266.7
280.5
12.2
13.6
37.9
38.9
Superform segment
2.4
2.7
6.4
6.8
0.1
0.1
0.3
0.1
Graphic Arts segment
—
—
—
13.4
—
—
—
(1.1
)
Consolidated
$
91.7
$
95.6
$
273.1
$
300.7
$
12.3
$
13.7
$
38.2
$
37.9
Depreciation and amortization
Restructuring charges
Third Quarter
Year-to-date
Third Quarter
Year-to-date
In millions
2026
2025
2026
2025
2026
2025
2026
2025
Gas Cylinders segment
$
0.7
$
0.9
$
2.0
$
2.6
$
0.3
$
0.9
$
3.9
$
3.0
Elektron segment
1.5
1.7
4.7
4.9
0.4
2.6
0.6
2.6
Excluding Superform / Graphic Arts segment
2.2
2.6
6.7
7.5
0.7
3.5
4.5
5.6
Superform segment
—
—
—
—
—
(0.1
)
—
(0.4
)
Graphic Arts segment
—
—
—
—
—
—
—
—
Consolidated
$
2.2
$
2.6
$
6.7
$
7.5
$
0.7
$
3.4
$
4.5
$
5.2
Gross profit
Third Quarter
Year-to-date
In millions
2026
2025
2026
2025
Gas Cylinders segment
$
8.3
$
6.9
$
23.1
$
20.6
Elektron segment
13.5
14.8
44.2
44.6
Excluding Superform / Graphic Arts segment
21.8
21.7
67.3
65.2
Superform segment
0.6
1.1
2.1
1.9
Graphic Arts segment
—
—
—
1.9
Consolidated
$
22.4
$
22.8
$
69.4
$
69.0
ADJUSTED NET INCOME AND ADJUSTED EARNINGS PER SHARE
(UNAUDITED)
Third Quarter
In millions except per share data
2026
2025
Continuing
operations
Superform
Adjusted
Total
Continuing
operations
Superform /
Graphic Arts
Adjusted
Total
Net income
$
0.9
$
(0.6
)
$
1.5
$
2.7
$
(0.9
)
$
3.6
Accounting charges relating to acquisitions and disposals of businesses:
Amortization on acquired intangibles
0.2
—
0.2
0.2
—
0.2
Disposal related charge
1.0
1.0
—
1.1
1.1
—
Defined benefit pension charge / (credit)
0.1
—
0.1
(0.6
)
—
(0.6
)
Restructuring charge
0.7
—
0.7
3.4
(0.1
)
3.5
Other costs
4.7
—
4.7
—
—
—
Loss on disposal of assets held-for-sale
—
—
—
—
—
—
Share-based compensation charge
0.9
(0.2
)
1.1
1.0
—
1.0
Income tax on adjusted items
(1.6
)
(0.3
)
(1.3
)
0.4
—
0.4
Adjusted net income
$
6.9
$
(0.1
)
$
7.0
$
8.2
$
0.1
$
8.1
Adjusted earnings per ordinary share
(1)
Earnings per ordinary share
$
0.03
$
(0.02
)
$
0.05
$
0.10
$
(0.03
)
$
0.13
Impact of adjusted items
0.22
0.02
0.20
0.20
0.03
0.17
Adjusted diluted earnings per ordinary share
$
0.25
$
—
$
0.25
$
0.30
$
—
$
0.30
Year-to-date
In millions except per share data
2026
2025
Continuing
operations
Superform
Adjusted
Total
Continuing
operations
Superform /
Graphic Arts
Adjusted
Total
Net income
$
9.3
$
(0.7
)
$
10.0
$
10.8
$
(4.2
)
$
15.0
Accounting charges relating to acquisitions and disposals of businesses:
Amortization on acquired intangibles
0.6
—
0.6
0.6
—
0.6
Disposal related charge
1.0
1.0
—
1.2
1.1
0.1
Defined benefit pension charge / (credit)
0.2
—
0.2
(1.8
)
—
(1.8
)
Restructuring charge
4.5
—
4.5
5.2
(0.4
)
5.6
Other costs
6.5
—
6.5
—
—
—
Loss on disposal of assets held-for-sale
—
—
—
2.8
2.8
—
Share-based compensation charge
3.0
—
3.0
2.8
0.2
2.6
Income tax on adjusted items
(3.1
)
(0.3
)
(2.8
)
0.4
—
0.4
Adjusted net income
$
22.0
$
—
$
22.0
$
22.0
$
(0.5
)
$
22.5
Adjusted earnings per ordinary share
(1)
Diluted earnings per ordinary share
$
0.34
$
(0.03
)
$
0.37
$
0.40
$
(0.15
)
$
0.55
Impact of adjusted items
0.47
0.03
0.44
0.41
0.13
0.28
Adjusted diluted earnings per ordinary share
$
0.81
$
—
$
0.81
$
0.81
$
(0.02
)
$
0.83
(1)
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.
ADJUSTED EBITDA (UNAUDITED)
Third Quarter
In millions except per share data
2026
2025
Continuing
operations
Superform
Adjusted
Total
Continuing
operations
Superform /
Graphic Arts
Adjusted
Total
Adjusted net income
$
6.9
$
(0.1
)
$
7.0
$
8.2
$
0.1
$
8.1
Add back:
Income tax on adjusted items
1.6
0.3
1.3
(0.4
)
—
(0.4
)
Provision for income taxes
0.8
(0.1
)
0.9
2.8
—
2.8
Net finance costs
1.0
—
1.0
0.7
—
0.7
Adjusted EBITA
10.3
0.1
10.2
11.3
0.1
11.2
Depreciation
2.0
—
2.0
2.4
—
2.4
Adjusted EBITDA
$
12.3
$
0.1
$
12.2
$
13.7
$
0.1
$
13.6
Year-to-date
In millions except per share data
2026
2025
Continuing
operations
Superform
Adjusted
Total
Continuing
operations
Superform /
Graphic Arts
Adjusted
Total
Adjusted net income
$
22.0
$
—
$
22.0
$
22.0
$
(0.5
)
$
22.5
Add back:
Income tax on adjusted items
3.1
0.3
2.8
(0.4
)
—
(0.4
)
Provision for income taxes
4.3
—
4.3
7.0
(0.3
)
7.3
Net finance costs
2.7
—
2.7
2.4
(0.2
)
2.6
Adjusted EBITA
32.1
0.3
31.8
31.0
(1.0
)
32.0
Depreciation
6.1
—
6.1
6.9
—
6.9
Adjusted EBITDA
$
38.2
$
0.3
$
37.9
$
37.9
$
(1.0
)
$
38.9
ADJUSTED EFFECTIVE TAX RATE
(UNAUDITED)
Third Quarter
In millions except per share data
2026
2025
Continuing
operations
Superform
Adjusted
Total
Continuing
operations
Superform /
Graphic Arts
Adjusted
Total
Adjusted net income / (loss)
$
6.9
$
(0.1
)
$
7.0
$
8.2
$
0.1
$
8.1
Add back:
Income tax on adjusted items
1.6
0.3
1.3
(0.4
)
—
(0.4
)
Provision for income taxes
0.8
(0.1
)
0.9
2.8
—
2.8
Adjusted income before income taxes
9.3
0.1
9.2
10.6
0.1
10.5
Adjusted provision for income taxes
$
2.4
$
0.2
$
2.2
$
2.4
$
—
$
2.4
Adjusted effective tax rate
25.8
%
200.0
%
23.9
%
22.6
%
—
%
22.9
%
Year-to-date
In millions except per share data
2026
2025
Continuing
operations
Superform
Adjusted
Total
Continuing
operations
Superform /
Graphic Arts
Adjusted
Total
Adjusted net income / (loss)
$
22.0
$
—
$
22.0
$
22.0
$
(0.5
)
$
22.5
Add back:
Income tax on adjusted items
3.1
0.3
2.8
(0.4
)
—
(0.4
)
Provision / (credit) for income taxes
4.3
—
4.3
7.0
(0.3
)
7.3
Adjusted income before income taxes
29.4
0.3
29.1
28.6
(0.8
)
29.4
Adjusted provision / (credit) for income taxes
$
7.4
$
0.3
$
7.1
$
6.6
$
(0.3
)
$
6.9
Adjusted effective tax rate
25.2
%
100.0
%
24.4
%
23.1
%
37.5
%
23.5
%
NET DEBT RATIO
(UNAUDITED)
Third Quarter
In millions
2026
2025
Cash and cash equivalents
$
19.9
$
6.0
Total debt
(57.7
)
(43.3
)
Net debt
37.8
37.3
Adjusted EBITDA
46.6
56.5
Net debt to EBITDA ratio
0.8
0.7
Adjusted EBITDA excluding Superform / Graphic Arts segment
$
51.1
$
51.3
Net debt to EBITDA ratio excluding Superform / Graphic Arts segment
0.7
0.7
FREE CASH FLOW
(UNAUDITED)
Third Quarter
Year-to-date
In millions
2026
2025
2026
2025
Net cash provided by continuing operating activities
$
15.6
$
11.6
$
14.2
$
18.2
Net cash provided by Superform / Graphic Arts operating activities
0.1
0.3
—
0.3
Net cash provided by continuing operating activities excluding Superform / Graphic Arts
15.5
11.3
14.2
17.9
Capital expenditures
(3.2
)
(1.3
)
(7.9
)
(0.3
)
Superform / Graphic Arts capital expenditures
(0.1
)
(0.3
)
—
(0.3
)
Capital expenditures excluding Superform / Graphic Arts
(3.1
)
(1.0
)
(7.9
)
—
Free cash flow
12.4
10.3
6.3
17.9
Free cash flow excluding Superform / Graphic Arts
$
12.4
$
10.3
$
6.3
$
17.9
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Document And Entity Information
Oct. 28, 2026
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Entity, Address, State or Province
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City Area Code
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