EX-99.1 2 d808810dex991.htm EX-99.1 EX-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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

 

Name of entity

James Hardie Industries plc

 

ABN

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

    

8,000 ordinary shares/CUFS

    
           

3

  

Principal terms of the +securities (e.g. 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)

    

8,000 ordinary shares/CUFS issued on exercise of options

    

 

 

+ See chapter 19 for defined terms.

 

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4

  

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

 

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

    

Yes, rank equally with issued ordinary shares/CUFS

    
 

•

  

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

                  
             

5

  

Issue price or consideration

    

Allotment of ordinary shares/CUFS on exercise of options:

 

8,000 at $8.90

 

    
             

6

  

Purpose of the issue

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

    

Exercise of options

    
             

6a

  

Is the entity an +eligible entity that has obtained security holder approval under rule 7.1A?

 

If Yes, complete sections 6b – 6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i

    

No

    
             

6b

  

The date the security holder resolution under rule 7.1A was passed

    

Not applicable

    
             

6c

  

Number of +securities issued without security holder approval under rule 7.1

    

Not applicable

    
             

6d

  

Number of +securities issued with security holder approval under rule 7.1A

    

Not applicable

    

 

 

+ See chapter 19 for defined terms.

 

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6e

  

Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

    

Not applicable

    
           

6f

  

Number of +securities issued under an exception in rule 7.2

    

Not applicable

    
           

6g

  

If +securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation.

    

Not applicable

    
           

6h

  

If +securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements

    

Not applicable

    
           

6i

  

Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements

    

Not applicable

    
           

7

  

+Issue dates

 

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

 

Cross reference: item 33 of Appendix 3B.

    

21 October 2014

    
           
     

Number

      

+Class

    

8

  

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

    

444,933,946

      

Ordinary shares/CUFS

    

 

 

+ See chapter 19 for defined terms.

 

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    Number   +Class

9

  

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

    

   759,940

4,207,857

 

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 - 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

    
           

18

  

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

    

 

 

+ See chapter 19 for defined terms.

 

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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 offer documents 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

    
           

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

  

+Issue date

    

Not applicable

 

    

 

 

+ See chapter 19 for defined terms.

 

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Appendix 3B

New issue announcement

 

 

 

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

   

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

          

 

 

+ See chapter 19 for defined terms.

 

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40

  

Do the +securities rank equally in all respects from the +issue date 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)

          
             
    Number   +Class

42

  

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

                  

 

 

+ See chapter 19 for defined terms.

 

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Appendix 3B

New issue announcement

 

 

 

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 is not available now, we 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/Natasha Mercer

   

Date: 21 October 2014

  

Company Secretary

   

 

Print name:

    Natasha Mercer   

== == == == ==

 

 

+ See chapter 19 for defined terms.

 

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