EX-99.1 2 d414876dex991.htm EXHIBIT 99.1 EXHIBIT 99.1

Exhibit 99.1

Appendix 3B

New Issue Announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional

securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

James Hardie Industries SE

ARBN

097 829 895 Incorporated in Ireland. The liability of members is limited.

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

 

1   +Class of +securities issued or to be issued   Ordinary shares/CUFS
2   Number of +securities issued or to be issued (if known) or maximum number which may be issued   80,000 ordinary shares/CUFS
3   Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)   80,000 ordinary shares/CUFS issued on exercise of options

 

James Hardie Industries SE

 

+  See chapter 19 for defined terms

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New Issue Announcement

 

4  

Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?

 

If the additional securities do not rank equally, please state:

 

•   the date from which they do

 

•   the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

 

•   the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

  Yes, rank equally with issued ordinary shares/CUFS
5   Issue price or consideration  

Allotment of ordinary shares/CUFS on exercise of options:

 

80,000 at $7.05

6  

Purpose of the issue

(If issued as consideration for the acquisition of assets, clearly identify those assets)

 

 

Exercise of options

7   Dates of entering +securities into uncertificated holdings or despatch of certificates   28 August 2012
       

Number

 

+Class

8   Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)  

 

438,252,130

 

 

Ordinary shares/ CUFS

 

James Hardie Industries SE

 

+  See chapter 19 for defined terms

   Appendix 3B – Page 2            


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Number

 

+Class

9   Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable)  

 

8,591,215

3,193,356

 

No Stock Options or Restricted Stock Units have been cancelled.

 

 

Options

Restricted Stock Units

10   Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)   Rank for dividends equally with issued ordinary shares/CUFS

Part 2 - Bonus issue or pro rata issue

 

11   Is security holder approval required?   Not applicable
12   Is the issue renounceable or non-renounceable?   Not applicable
13   Ratio in which the +securities will be offered   Not applicable
14   +Class of +securities to which the offer relates   Not applicable
15   +Record date to determine entitlements   Not applicable
16   Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?   Not applicable
17   Policy for deciding entitlements in relation to fractions   Not applicable

 

James Hardie Industries SE

 

+  See chapter 19 for defined terms

   Appendix 3B – Page 3            


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18  

Names of countries in which the entity has +security holders who will not be sent new issue documents

 

Note: Security holders must be told how their entitlements are to be dealt with.

 

Cross reference: rule 7.7.

  Not applicable
19   Closing date for receipt of acceptances or renunciations   Not applicable
20   Names of any underwriters   Not applicable
21   Amount of any underwriting fee or commission   Not applicable
22   Names of any brokers to the issue   Not applicable
23   Fee or commission payable to the broker to the issue   Not applicable
24   Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders   Not applicable
25   If the issue is contingent on +security holders’ approval, the date of the meeting   Not applicable
26   Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled   Not applicable
27   If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders   Not applicable
28   Date rights trading will begin (if applicable)   Not applicable

 

James Hardie Industries SE

 

+  See chapter 19 for defined terms

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29   Date rights trading will end (if applicable)   Not applicable  
30   How do +security holders sell their entitlements in full through a broker?   Not applicable  
31   How do +security holders sell part of their entitlements through a broker and accept for the balance?   Not applicable  
32   How do +security holders dispose of their entitlements (except by sale through a broker)?   Not applicable  
33   +Despatch date   Not applicable  

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

 

34  

Type of securities

(tick one)

(a)   x   Securities described in Part 1
(b)   ¨  

All other securities

 

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

 

35   ¨   If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders

 

James Hardie Industries SE

 

+  See chapter 19 for defined terms

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36   ¨  

If the +securities are +equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories

1 - 1,000

1,001 - 5,000

5,001 - 10,000

10,001 - 100,000

100,001 and over

37   ¨   A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)

 

38   Number of securities for which +quotation is sought  
39   Class of +securities for which quotation is sought  
40  

Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?

 

If the additional securities do not rank equally, please state:

 

•   the date from which they do

 

•   the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

 

•   the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

 
41  

Reason for request for quotation now

 

Example: In the case of restricted securities, end of restriction period

 

(if issued upon conversion of another security, clearly identify that other security)

 

 

James Hardie Industries SE

 

+  See chapter 19 for defined terms

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Appendix 3B

New Issue Announcement

 

        

Number

  

+Class

42   Number and +class of all +securities quoted on ASX (including the securities in clause 38)      

Quotation agreement

 

1

+Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the +securities on any conditions it decides.

 

2 We warrant the following to ASX.

 

   

The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.

 

   

There is no reason why those +securities should not be granted +quotation.

 

   

An offer of the +securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

 

   

Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.

 

   

If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.

 

3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

 

4

We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

 

Sign here:   

/s/ Marcin Firek

   Date: 28 August 2012
   Company Secretary   
Print name:    Marcin Firek   

 

James Hardie Industries SE

 

+  See chapter 19 for defined terms

   Appendix 3B – Page 7