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LUXFER HOLDINGS PLC

For the period ended Dec 31, 2024. Filed Feb 25, 2025.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Feb 25, 2025

LXFR$17.32+0.1%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-K

Period ended 2023-12-31; filed 2024-02-27.

0001096056-24-000011

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-K

Period ended 2024-12-31; filed 2025-02-25.

0001096056-25-000015

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 203 previous paragraphs and 201 current paragraphs.

110 unchanged; 54 reworded; 35 added; 35 removed; 4 previous and 2 current paragraphs rearranged.

Tables are not compared: 9 previous and 12 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (35)

Current report

•potential or actual tariffs, and other political risks worldwide;

Current report

Macro-economic conditions have continued to impact our general industrial end-market with demand remaining soft for products across all segments. We have also experienced variability of demand for certain products in our defense, first response & healthcare end-market, particularly defense applications, including countermeasure flares and flameless ration heaters, although we have seen this improve in the second half of the year. We have been able to navigate these challenges through productivity and cost management initiatives resulting in improved margins. Legal recoveries and effective working capital management contributed to excellent cash conversion and significantly reduced net debt levels.

Current report

While the outlook remains uncertain there are some signs of recovery within the industrial and defense end markets within our Elektron segment, which we are well-placed to capitalize on.

Current report

•Lower sales of both commercial and defense aerospace alloys;

Current report

•Lower sales for Alternative Fuel cylinders following lower demand in North America; and

Current report

•Strong sales of magnesium alloys, particularly those used in automotive applications; and

Current report

•Stronger demand for SCBA cylinders as well as cylinders used in aerospace applications.

Current report

The 3.0 percentage point increase in gross profit as a percentage of sales in 2024 from 2023 was primarily the result of contract renegotiation and manufacturing efficiencies having a positive impact on margins within the Gas Cylinders and Elektron Divisions respectively. This has been partially offset by adverse volume and mix.

Current report

•$0.1 million gain on disposal of Luxfer Gas Cylinders France site, offset by $0.9 million of costs incurred in relation to its closure; and

Current report

In 2024 acquisition and disposal related costs of $12.2 million were incurred in relation to the divestiture of our Graphic Arts segment. $9.8 million represents a loss on held-for-sale asset group to reflect its fair value and $2.4 million represents professional fees. No acquisition and disposal related costs were incurred during 2023.

Current report

Other Income of $7.7 million in 2024 relates to the recovery of legal costs from our insurer related to the previously disclosed US Ecology case, (see Note 22). Historically the legal costs relating to this case were in selling, general and administrative expenses. There was no other income in 2023.

Current report

The $6.1 million gain on disposal recognized in 2024 was in relation to the sale of previously disclosed held-for-sale land and buildings in our Elektron division. Net consideration of $7.3 million was received in the fourth quarter of 2024. There was no gain on disposal of assets held for sale in 2023.

Current report

The defined benefit pension credit of $1.6 million in 2024, is in relation to the U.K. plan.

Current report

The 42.3 percentage point decrease in the effective tax rate in 2024 from 2023 was primarily due to non-deductible expenses and deferred tax credit, predominantly in relation to the previously mentioned pension buy-out and impairment charges.

Current report

•Increased volumes of our medical and aerospace cylinders.

Current report

The 1.0 percentage point increase in adjusted EBITA for Gas Cylinders as a percentage of net sales in 2024 from 2023 is predominantly the result of pricing improvements from new sales contracts partially offset by adverse sales mix and volume.

Current report

•Lower sales of both commercial and defense aerospace alloys; and

Current report

•Reductions in chemical response kit and commercial magnesium powder sales.

Current report

•Increased sales of flameless ration heaters for meals ready to eat (MRE) and of our new unitized ration product ("UGR-E") ;

Current report

•Strong sales of magnesium alloys, particularly those used in automotive applications;

Current report

The 7.9 percentage point increase in adjusted EBITA for Elektron as a percentage of net sales in 2024 from 2023 was a result of the net recovery from the previously disclosed US Ecology case in 2024 of $7.7 million, compared to the net cost of $5.9 million in 2023. This was partially offset by adverse price.

Current report

The 8.2 percentage point increase in adjusted EBITDA for Elektron as a percentage of net sales in 2024 from 2023 was predominantly the result of the increase in adjusted EBITA as a percentage of net sales.

Current report

The loss in 2024 for Graphic Arts was a result of relatively high magnesium raw material cost amid increased competition. 2023 was significantly impacted by significant material cost inflation resulting in competitive constraints. Magnesium purchase price has reduced throughout 2024, although there is typically a lag before this impact is recognized in the income statement through lower cost of sales.

Current report

The loss in 2024 for Graphic Arts was a result of the factors above, in accordance with ASC 360, depreciation did not impact 2024 as no depreciation is charged on assets held for sale.

Current report

•funding acquisitions, including deferred contingent consideration payments;

Current report

Cash provided by operating activities was $51.1 million and $26.2 million in 2024 and 2023 respectively, which includes approximately $5.0 million and $3.6 million of cash spent on restructuring activities in those years. Cash was primarily related to the net income / loss from operating activities, net of the following non-cash items: depreciation and amortization; share-based compensation charges; pension credit / (charge); gain on disposal of held for sale assets; loss on held-for-sale asset group and net changes to assets and liabilities. Cash flow was impacted by the $5.8 million receipt arising from the reimbursement of legal costs in relation to the previously disclosed US Ecology case, whereas 2023 had an outflow of $5.9 million. Also impacting the 2023 cash flow was the $2.1 million contribution the Company made in relation to the sale of the U.S. pension plan to an insurer.

Current report

In December 2023, it was established that any potential liability arising from the lawsuits and reasonable defense costs related to the US Ecology case (see Note 22) are covered by insurance. The Company recognized $7.7 million within other income in the twelve months of 2024, in relation to these costs previously incurred by the Company. $5.8 million cash has been received in 2024 and a final $1.9 million has been received post year end, included within accounts and other receivables.
Removed paragraphs (35)

Previous report

Margin pressure resulting from supply chain challenges easing

Previous report

We have recently experienced supply chain challenges, which resulted in higher cost of certain raw materials. In our supply chain, previously described challenges caused by the disruption in our U.S. domestic magnesium supply continued, and overall competitive cost pressures persisted. These issues have been particularly acute in our Graphic Arts segment, where the ability to pass through higher costs to our customers has proved to be constrained. In recent months however, the purchase price of Magnesium has been falling, which will result in lower input cost in 2024. We have implemented elements of our strategic review in Graphic Arts to reduce costs, including a headcount reduction program. We are also pursuing further actions to improve margins and maintain strong cash flow across the business.

Previous report

In the majority of cases we are able to pass through inflationary costs to our customers, although we are still constrained by a small number of contracts, particularly in the Gas Cylinders segment, the longest running of which is not subject to renewal until mid-2024. However, our expectation is that the adverse impact of material availability / inflation, energy cost inflation and labor and transport constraints will lessen in 2024 and when costs fall we will look to share cost savings with customers through lower pricing. However the outlook remains highly uncertain with both the size and timing of future cost increases difficult to predict.

Previous report

•Completion of long-term agreement renewals in Gas Cylinders enabling pass through of inflationary costs;

Previous report

•Reduction in sales of magnesium powders for commercial use; and

Previous report

The 3.5 percentage point decrease in gross profit as a percentage of sales in 2023 from 2022 was primarily the result of adverse sales mix and higher materials costs relative to price increases. These issues have been particularly acute in our Graphic Arts Division where the ability to pass through higher costs to our customers has proved to be constrained with the emergence of lower cost competition. However, cost recovery and margin has improved throughout the year in the Gas Cylinders Division as fixed-priced contracts continue to be renegotiated.

Previous report

•An additional $0.4 million in relation to the closure of Luxfer Gas Cylinders France;

Previous report

•$0.2 million of further redundancies within our Gas Cylinders division;

Previous report

•$0.2 million credit in relation to the closure of our Elektron Division's Canadian facility.

Previous report

The 51.2 percentage point increase in the effective tax rate in 2023 from 2022 was primarily due to the impact of increase tax credits in relation to U.K. incentives and the U.K. rate change from 19% to 25%, partially offset by the jurisdictional mix of income.

Previous report

Net sales in Gas Cylinders continued to be impacted throughout the year by the fixed-price contracts in place across the segment, although we have been able to renegotiate some of our fixed-price contracts to offset inflation.

Previous report

•Lower sales of SoluMag® in the Oil and Gas industry; and

Previous report

•Reduction in sales of magnesium powders for commercial use.

Previous report

These decreases were partially offset by increased sales of chemical response kits and flameless ration heaters. There has also been continued increase in demand for zirconium products, particularly those used in pharmaceutical applications, as well as increases in our industrial end-market.

Previous report

The 6.9 percentage point decrease in adjusted EBITDA for Elektron as a percentage of net sales in 2023 from 2022 was primarily the result of adverse product mix across the segment and increased legal fees, coupled with $1.0 million FX headwind. Price increases throughout the year more than offset inflation.

Previous report

The loss in 2023 for Graphic Arts was a result of lower volumes coupled with the increased cost of magnesium filtering through. High fixed costs and the lowering of pricing to slow sales decline had a negative impact on margins.

Previous report

In January 2023, the Company increased the capacity of its existing RCF to $125.0 million, an increase of $25.0 million. In June 2023, the Company repaid the $25.0 million loan note due in 2023.

Previous report

Cash provided by operating activities was $26.2 million and $15.8 million in 2023 and 2022 respectively, which includes approximately $3.6 million and $10.0 million of cash spent on restructuring activities in those years. Cash was primarily related to the net loss / net income from operating activities, net of the following non-cash items: (i) depreciation and amortization; (ii) share-based compensation charges; (iii) pension adjustments (iv) impairment charges and (v) net changes to assets and liabilities. In 2022, the Company had increased its working capital balances, predominantly as a result of inventory build to try and reduce inflationary price rises, 2023 saw a corresponding reduction in those balances.

Previous report

In October 2022, the Company agreed a final settlement of $1.0 million to the purchasers of the previously disposed aluminum gas cylinder business. The settlement was a reduction to the original consideration paid.

Previous report

The Company refinanced in October 2021, see Note 11 for details of the refinance.

Previous report

In November 2018, an alleged explosion occurred at a third-party waste disposal and treatment site in Grand View, Idaho, reportedly causing property damage, personal injury, and one fatality. The Company 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. The Company believes this service company, in turn, 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 three 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. The three lawsuits were administratively consolidated and, to date, two lawsuits remain ongoing. The Company believes that we are not liable for the incident, have asserted such, and, in conjunction with our insurers, continue to fully defend the Company against these lawsuits. Therefore, we do not currently expect any eventual outcome in these matters to have a material impact on the Company's financial position or results of operations.

Previous report

In December 2023, it was established that any potential liability arising from the lawsuits and reasonable defense costs related thereto are covered by insurance. Negotiations as to recovery of historic defense costs are ongoing, and therefore the Company has not recognized any asset with respect to said recovery as of December 31, 2023.

Previous report

Accruals are recorded for various contingencies, including legal proceedings, self-insurance and other claims that arise in the normal course of business. The accruals are based on judgment, the probability of losses and, where applicable, the consideration of opinions of internal and/or external legal counsel and actuarial determined estimates. Additionally, we record receivables from third party insurers when recovery has been determined to be probable.

Previous report

Our critical judgment revolves around the recognition of litigation and environmental liabilities in relation to the closure of our French site. We have recognized a loss contingency of $3.0 million, for which we have engaged with external experts to assist with the valuation of these liabilities.
Reworded paragraphs (54)

Previous wording

•Addressing general macro uncertainty and building resilience into the outlook, especially in our General Industrial end-market;

Current wording

•Addressing continuing general macro uncertainty and building resilience into the outlook;

Previous wording

•Ongoing focus on cost control, new product launches and productivity improvements across the business;

Current wording

•Ongoing focus on cost control and productivity improvements across the business to drive margin improvement, as well as new product launches to stimulate top line growth;

Previous wording

•Execution of actions identified upon completion of the recently-announced expanded and accelerated strategic review, including the divestiture of Graphic Arts;

Current wording

•Execution of actions identified upon completion of the previously announced expanded and accelerated strategic review, including the divestiture of Graphic Arts and Superform U.S.;

Previous wording

•Focus on recruiting, developing and maintaining talent, including our new leadership development programs, while driving a high-performance culture.

Current wording

•Focus on recruiting, developing and maintaining talent, while driving a high-performance culture.

Previous wording

Adjusting for foreign exchange headwinds of $0.3 million, consolidated net sales have decreased by 4.3% in 2023 from 2022. The adverse impact of volume and mix has accounted for a $43.1 million reduction in sales, while the passing through of material cost inflation, where not constrained by contract, has partially offset this decrease by $25.0 million.

Current wording

Adjusting for foreign exchange tailwinds of $1.7 million (2023: $0.3 million), consolidated net sales have decreased by 3.6% in 2024 from 2023. The adverse impact of volume and mix has accounted for a $16.0 million reduction in sales, while the passing through of price increases has slightly offset this decrease by $1.2 million.

Previous wording

While sales in our General Industrial and Transportation end markets have decreased by 23.9% and 10.2% respectively, our sales in our Defense, First Response and Healthcare end market has increased by 23.9%.

Current wording

While sales in our General Industrial and Transportation end markets have decreased by 9.2% and 5.7% respectively, our sales in our Defense, First Response and Healthcare end market have increased by 2.7%.

Previous wording

•Increase in demand for zirconium products, particularly those used in pharmaceutical applications;

Current wording

•Significant decrease in demand for zirconium products, particularly those used in automotive catalysis products;

Previous wording

•Significant increase in sales of chemical response kits; and

Current wording

•Reductions in sales of chemical response kits following increased activity in the prior year clearing order backlogs;

Previous wording

•Decreased demand for photo-engraving plates, particularly outside the North American market due to competitive pressure from increased raw material costs;

Previous wording

•Strong demand for our new unitized ration product ("UGR-E") in quarter two.

Current wording

•Increased sales of flameless ration heaters for meals ready to eat (MRE) and of our new unitized ration product ("UGR-E") ;

Previous wording

SG&A costs as a percentage of sales have increased by 1.8 percentage points in 2023 from 2022, largely due to the $5.9 million of legal costs expensed in the Elektron Division. These predominantly relate to the case described in Note 19 and are not expected to recur in 2024.

Current wording

SG&A costs as a percentage of sales are relatively flat, having increased by 0.3 percentage points in 2024 from 2023. SG&A costs in 2023 included $5.9 million of legal costs in the Elektron Division. This activity relates to the legal case described in Note 22.

Previous wording

Research and development costs as a percentage of sales declined marginally in 2023 when compared to 2022 although overall spend of $4.6 million continues to show our commitment to new product development.

Current wording

Research and development costs as a percentage of sales remained flat in 2024 when compared to 2023 the overall spend of $4.4 million continues to show our commitment to new product development.

Previous wording

•$3.0 million of asset impairments and $2.3 million asset relocation, restructuring and other costs in relation to the rationalization of our North American Gas Cylinders businesses to reduce our fixed cost base;

Current wording

•$1.9 million of asset impairments and $1.8 million asset relocation, restructuring and other costs in relation to the rationalization of our North American Gas Cylinders businesses to reduce our fixed cost base;

Previous wording

•$0.5 million of waste clean up costs and $0.2 million of asset impairments in the Elektron division in relation to the consolidation of production facilities in the Magnesium Powders operations; and

Current wording

•$0.2 million of waste clean up costs in the Elektron division in relation to the consolidation of production facilities in the Magnesium Powders operations.

Previous wording

Net interest expense of $6.3 million in 2023 increased from $3.9 million in 2022 due to the continued combination of increased interest rates and higher drawings on the revolving credit facility.

Current wording

Net interest expense of $5.2 million in 2024 decreasing from $6.3 million in 2023 primarily due to the lower average drawings on the revolving credit facility.

Previous wording

The defined benefit pension charge of $7.6 million in 2023 was predominantly the result of the sale of the U.S. pension plan liability to an insurer. In the first quarter of 2023, there was a $9.2 million charge in relation to the sale, which included $2.3 million cash and $6.9 million in relation to the derecognition of the U.S. pension liability and reallocation of accumulated actuarial losses from other comprehensive income. In the second quarter of 2023, we received a $0.2 million contribution refund, resulting in a net cash outflow of $2.1 million and a charge of $9.0 million in 2023 in relation to the settlement. An additional $0.3 million interest cost has been recognized in relation to the U.S. plan in the year.

Current wording

The defined benefit pension charge of $7.6 million in 2023, was predominantly the result of the sale of the U.S. pension plan liability to an insurer. There was a $9.0 million charge in relation to the sale, which included $2.1 million cash and $6.9 million in relation to the derecognition of the U.S. pension liability and reallocation of accumulated actuarial losses from other comprehensive income. An additional $0.3 million of interest cost was recognized in relation to the U.S. plan in the year. The 2023 charge was partially offset by a $1.7 million credit on the U.K. plan as expected return on assets outweighed the interest cost and net actuarial loss. This is consistent with the current year.

Previous wording

The following tables of non-GAAP summary financial data presents a reconciliation of net income from continuing operations and diluted earnings per ordinary share from continuing operations to adjusted net income from continuing operations, adjusted EBITA from continuing operations, adjusted income from continuing operations before income taxes, adjusted EBITDA from continuing operations, adjusted earnings per ordinary share from continuing operations, adjusted provision for income taxes and adjusted effective tax rate from continuing operations, for the periods presented, being the most comparable GAAP measures. 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 from continuing operations, adjusted earnings per share from continuing operations, adjusted EBITA from continuing operations and adjusted EBITDA from continuing operations in isolation as an alternative to net income and earnings per share when evaluating Luxfer's operating performance or measuring Luxfer's profitability.

Current wording

The following tables of non-GAAP summary financial data presents a reconciliation of net income from continuing operations and diluted earnings per ordinary share from continuing operations to adjusted net income from continuing operations, adjusted EBITA from continuing operations, adjusted income from continuing operations before income taxes, adjusted EBITDA from continuing operations, adjusted EBITDA excluding legal cost (recovery) / expense, adjusted earnings per ordinary share from continuing operations, adjusted provision for income taxes and adjusted effective tax rate from continuing operations, for the periods presented, being the most comparable GAAP measures. Management believes that adjusted net income excluding legal cost (recovery) / expense, adjusted earnings per share, adjusted EBITA and adjusted EBITDA excluding legal cost (recovery) / expense 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 from continuing operations, adjusted earnings per share from continuing operations, adjusted EBITA from continuing operations and adjusted EBITDA excluding legal cost (recovery) / expense from continuing operations in isolation as an alternative to net income and earnings per share when evaluating Luxfer's operating performance or measuring Luxfer's profitability. In 2024, the Company initiated a process to divest the Graphic Arts business. While Graphic Arts does not meet the 'strategic shift' criteria outlined in ASC 205-20 for it to be classified as a discontinued operation, we believe that given the expectation that divestiture will be completed in the current year, it is appropriate in the tables below to separate out the results of Graphic Arts in order to provide a more complete financial summary for the period. Similarly for other Income of $7.7 million in 2024 relates to the recovery of legal costs from our insurer related to the previously disclosed US Ecology case, historically the legal costs relating to this case were in selling, general and administrative expenses, however the other income in 2024 is separated due to its one-off nature and the recovery relating to several years. We believe separating the income and costs relating to this is also appropriate to provide a more complete financial summary for the period.

Previous wording

During 2023, the Graphic Arts reporting segment has been disaggregated from the Elektron segment and is being reported separately as the Graphic Arts segment. The Elektron segment's results for 2022 and 2021 have been adjusted to strip out Graphic Arts' results.

Current wording

In 2023, the Graphic Arts reporting segment was disaggregated from the Elektron segment and in 2024 and 2023 is being reported separately as the Graphic Arts segment. The Elektron segment's results for 2022 have been adjusted to strip out Graphic Arts' results.

Previous wording

Adjusted EBITDA, which is our segment income metric, represents net income from continuing operations adjusted for share-based compensation charges, restructuring charges, impairment charges, other charges, acquisitions and disposals costs, net interest expenses, defined benefits pension credit, provision for taxes and depreciation and amortization.. A reconciliation to net income can be found in ITEM 8, Note 17.

Current wording

Adjusted EBITA, which is our segment income metric, represents net income from continuing operations adjusted for share-based compensation charges, restructuring charges, impairment charges, other charges, acquisitions and disposals costs, net interest expenses, defined benefits pension credit, provision for taxes and amortization. A reconciliation to pre-tax income can be found in ITEM 8, Note 18. Adjusted EBITDA, as shown below, represents adjusted EBITA less depreciation. Management believes that 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. Adjusted EBITDA is reconciled to adjusted EBITA above.

Previous wording

The net sales and adjusted EBITDA for Gas Cylinders were as follows:

Current wording

The net sales, adjusted EBITA and adjusted EBITDA for Gas Cylinders were as follows:

Previous wording

The 1.5% increase in Gas Cylinders sales in 2023 from 2022 was primarily the result of:

Current wording

The 0.1% decrease in Gas Cylinders sales in 2024 from 2023 was primarily the result of:

Previous wording

•Lower demand for AF cylinders, coupled with industrial cylinders' sales being weaker in the year.

Previous wording

•Price increases throughout the segment as contracts are renegotiated.

Current wording

•Price increases throughout the segment as contracts are renegotiated; and

Previous wording

The 2.0 percentage point increase in adjusted EBITDA for Gas Cylinders as a percentage of net sales in 2023 from 2022 is the result of the renegotiation of fixed price contracts, as price more than offset inflation during the year.

Current wording

The 0.7 percentage point increase in adjusted EBITDA for Gas Cylinders as a percentage of net sales in 2024 from 2023 is predominantly the result of the increase in adjusted EBITA as a percentage of net sales.

Previous wording

The net sales and adjusted EBITDA for Elektron were as follows:

Current wording

The net sales, adjusted EBITA and adjusted EBITDA for Elektron were as follows:

Previous wording

The 6.9% decrease in Elektron sales in 2023 from 2022 was negatively impacted by adverse volume and mix, while price increase contributed an additional $9.6 million. Primary movements were:

Current wording

The 5.9% decrease in Elektron sales in 2024 from 2023 was primarily the result of:

Current wording

•Increased magnesium alloy sales to the Oil and Gas industry.

Previous wording

The net sales and adjusted EBITDA for Graphic Arts were as follows:

Current wording

The net sales, adjusted EBITA and adjusted EBITDA for Graphic Arts were as follows:

Previous wording

The 18.6% decrease in Graphic Arts sales in 2023 from 2022 was a result of decreased demand for photo-engraving plates, particularly outside the North American market as competition has increased as a result of recent inflation, especially the high cost of magnesium.

Current wording

The 6.0% decrease in Graphic Arts sales in 2024 from 2023 was primarily the result of fluctuating demand for photo-engraving plates, particularly outside the North American market.

Previous wording

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 ("RCF") and accompanying ancillary hedging facilities and the Loan Note due 2026. Our principal liquidity needs are:

Current wording

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 Note due in 2026. Our principal liquidity needs are:

Previous wording

•servicing interest on the Loan Notes, which is payable at each quarter end, in addition to interest and / or commitment fees on the RCF;

Current wording

•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;

Previous wording

•hedging facilities used to manage our foreign exchange and aluminum purchase price risks.

Current wording

•hedging facilities used to manage our foreign exchange risks and aluminum purchase price risks.

Previous wording

Net cash used for investing activities was $9.4 million in 2023, compared to $5.6 million in 2022. The following investing activities impacted our cash flow:

Current wording

Net cash used for investing activities was $3.4 million in 2024, compared to $9.4 million in 2023. The following investing activities impacted our cash flow:

Previous wording

Capital expenditures in 2023 was $9.4 million compared to $8.3 million in 2022. We anticipate capital expenditures for 2024 to be between $11 million and $14 million as we increase investment in order to grow the business.

Current wording

Capital expenditures in 2024 was $10.3 million compared to $9.4 million in 2023. We anticipate capital expenditures for 2025 to be between $12 million and $15 million as we increase investment in order to grow the business.

Previous wording

In May 2022, the Company sold a previously held-for-sale building in the Elektron segment for $3.7 million. Consideration was paid in full upon sale.

Current wording

In September 2024, the Company sold a previously held-for-sale building in the Elektron segment for $7.3 million. Consideration was paid in full in October 2024.

Previous wording

In 2023, net cash used for financing activities was $27.5 million, (2022: $2.0 million). We repaid $25.0 million of short term borrowings, partially offset by a $4.3 million increase in our bank overdraft. We made net drawdowns on our borrowing facilities of $10.2 million (2022: net drawdowns of $24.8 million) and dividend payments of $14.0 million (2022: $14.2 million), equating to $0.52 per ordinary share (2022: $0.515 per ordinary share). In 2023, the Company spent $2.7 million repurchasing approximately 200,000 shares, (2022: $11.1 million repurchasing approximately 700,000 shares).

Current wording

In 2024, net cash used for financing activities was $44.0 million, (2023: $27.5 million). We repaid $1.5 million of bank overdraft, made net repayments on our borrowing facilities of $25.7 million (2023: net drawdowns of $10.2 million) and dividend payments of $14.0 million (2023: $14.0 million), equating to $0.52 per ordinary share (2023: $0.52 per ordinary share). In 2024, the Company spent $2.3 million repurchasing approximately 200,000 shares, (2023: $2.7 million repurchasing approximately 200,000 shares).

Previous wording

The Note Purchase Agreement contains customary covenants and events of default, in each case with customary and appropriate grace periods and thresholds. In addition, the Note Purchase Agreement requires us to maintain compliance with a minimum interest coverage ratio and a leverage ratio. The interest coverage ratio measures our EBITDA (as defined in the Note Purchase Agreement) to Net Finance Charges (as defined in the Note Purchase Agreement). We are required to maintain an interest coverage ratio of 4.0:1. The leverage ratio measures our Total Net Debt (as defined in the Note Purchase Agreement) to Adjusted Acquisition EBITDA (as defined in the Note Purchase Agreement). We are required to maintain a leverage ratio of no more than 3.0:1. We have been in compliance with the covenants under the Note Purchase Agreement throughout all of the quarterly measurement dates from and including September 30, 2011, to December 31, 2023.

Current wording

The Note Purchase Agreement contains customary covenants and events of default, in each case with customary and appropriate grace periods and thresholds. In addition, the Note Purchase Agreement requires us to maintain compliance with a minimum interest coverage ratio and a leverage ratio. The interest coverage ratio measures our EBITDA (as defined in the Note Purchase Agreement) to Net Finance Charges (as defined in the Note Purchase Agreement). We are required to maintain an interest coverage ratio of 4.0:1. The leverage ratio measures our Total Net Debt (as defined in the Note Purchase Agreement) to Adjusted Acquisition EBITDA (as defined in the Note Purchase Agreement). We are required to maintain a leverage ratio of no more than 3.0:1. We have been in compliance with the covenants under the Note Purchase Agreement throughout all of the quarterly measurement dates from and including September 30, 2011, to December 31, 2024. The Loan Note due 2026 and the Note Purchase Agreement are governed by the law of the State of New York.

Previous wording

A new Senior Facilities Agreement was signed in October 2021, for more information see ITEM 8 Note 11.

Current wording

A Senior Facilities Agreement was signed in October 2021, for more information see ITEM 8 Note 12.

Showing the first 40 of 54 pairs. Open the source sections for the rest.

Rearranged current paragraphs (2)

Current report — wording carried from elsewhere

•Significant decrease in demand for zirconium products, particularly those used in automotive catalysis products;

Current report — wording carried from elsewhere

These decreases were partially offset by:
Rearranged previous paragraphs (4)

Previous report — wording carried elsewhere

This charge was partially offset by a $1.7 million credit on the U.K. plan as expected return on assets outweighed the interest cost and net actuarial loss.

Previous report — wording carried elsewhere

The Loan Note due 2026 and the Note Purchase Agreement are governed by the law of the State of New York.

Previous report — wording carried elsewhere

At December 31, 2022, the Company had committed banking facilities of $100.0 million with an additional $50.0 million of uncommitted facilities through an accordion provision. Of the committed facilities, $31.9 million was drawn at December 31, 2022.

Previous report — wording carried elsewhere

Pension and other post-retirement plans