Artisan Partners International Value Group Sends Letter to Board of Luxfer

GlobeNewswire | Artisan Partners Asset Management Inc.
Today at 5:03pm UTC

MILWAUKEE, Wis., July 29, 2026 (GLOBE NEWSWIRE) -- The Artisan Partners International Value Group today sent a letter to the board chair of Luxfer Holdings PLC. The full text of the letter is as follows:

July 29, 2026

Patrick K. Mullen
Chair
Luxfer Holdings PLC
8989 North Port Washington Road, Suite 211
Milwaukee, WI 53217

Dear Patrick,

As you may recall, we are members of the Artisan Partners International Value Group, which collectively manages approximately $58 billion in discretionary investment client assets. As fundamental value investors with a long-term investment horizon, we focus on high-quality companies trading at a substantial discount to our estimate of intrinsic value.

We have been shareholders of Luxfer Holdings PLC (the “Company”) since shortly after the launch of our International Explorer investment strategy in 2020, and the Company continues to be a core holding for client accounts managed within the strategy.

Throughout our ownership, we have remained supportive of management's efforts to improve the quality of the business while also providing constructive feedback on strategic alternatives initiated by the Company that we believed would maximize long-term shareholder value. Collectively, our client accounts currently own roughly 5.7% of the Company's outstanding shares.

While we welcome the conclusion of the strategic review process, we are profoundly disappointed by its outcome. Based on the information currently available, we believe the agreed acquisition price of $17.37 per share materially undervalues the Company, and we are concerned that the announcement omits important context necessary to properly evaluate the proposed transaction.

Our concerns are summarized below.

1. The Board's characterization of the strategic review is inconsistent with its own public disclosures.

The acquisition announcement states that the “active strategic review” began in April 2026 and measures the acquisition premium relative to the share price immediately preceding that announcement. This strategic review date is difficult to reconcile with the Company's own disclosures over the past three years.

The strategic review did not begin in April 2026.

Rather:

  • On October 25, 2023, Luxfer publicly announced that it had accelerated and expanded its strategic review and subsequently confirmed its retention of Deutsche Bank to assist in evaluating strategic alternatives.
  • During 2024, management repeatedly discussed the ongoing review and communicated that it had identified several important strategic initiatives.
  • In July 2025, the Company sold the Graphic Arts business and explicitly described that divestiture as one of the principal outcomes of the strategic review.
  • In its 2025 Form 10-K, the Company disclosed approximately $0.8 million of professional fees associated with the ongoing strategic review, demonstrating that the process remained active well before April 2026.

Accordingly, shareholders have every reason to conclude that the Board has been evaluating strategic alternatives continuously for nearly three years. Referring to April 2026 as the beginning of the strategic review materially understates both the duration and the scope of the process. More importantly, it establishes a benchmark that significantly overstates the headline acquisition premium.

2. The Board selected a benchmark date that preceded the release of materially positive information.

The choice of April 28, 2026, as the reference point deserves particular scrutiny. That date immediately preceded the Company's first-quarter earnings release, and the significance of this timing cannot be overstated as the first-quarter results represented a clear inflection point for Luxfer. This is further confirmed by the Q2 results announced this week.

In the first-quarter earnings release, management reported improving operating performance, increased confidence in margins, stronger end-market demand and a clear path toward accelerating earnings growth into 2027. The Company also raised guidance and communicated a materially more optimistic outlook than investors had heard in prior quarters. The market responded accordingly, and at various times in the weeks and months following the results announcement, Luxfer's shares traded well above the current agreed cash consideration.

Yet the acquisition premium is calculated using the final trading day before investors and the market were informed of these developments. In effect, shareholders are being asked to value the Company based upon information that the market no longer considered current.

3. Long-term shareholders are being asked to surrender the value of improvements they funded.

We are also deeply troubled by the timing of the transaction. For several years, shareholders supported management while the Company undertook significant restructuring, divested non-core operations, invested in operational improvements, improved manufacturing efficiency, strengthened its aerospace and defense franchises, and positioned itself for accelerating earnings growth. Only after many of these initiatives began producing tangible results has a sale materialized, but at a disappointingly suboptimal price.

The inevitable consequence is that much of the value created by those investments now appears likely to accrue to the buyer rather than to the shareholders who financed them.

While we are supportive of the process the Board has set in place, our position is that any acquisition proposal for the Company should more appropriately reflect what we believe to be its true intrinsic value. The currently proposed transaction fails to do this.

For these reasons, we intend to vote against the proposed transaction on its present terms.
Sincerely,

Anand VasagiriBeini Zhou
Co-Portfolio Manager Co-Portfolio Manager
  

Press Inquiries
Eileen Kwei
800.399.1770
eileen.kwei@artisanpartners.com 


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