James Hardie Industries Plc. · NYSE:JHX
James Hardie Industries — Shareholder Meeting (August 2015)
33 slides from James Hardie Industries's shareholder meeting presentation, Aug 14, 2015
Slide 1: Annual General Meeting 14 August 2015
For personal use only Annual General Meeting 14 August 2015
Slide 2: Disclaimer: Forward-Looking Statements
DISCLAIMER For personal use only FORWARD-LOOKING STATEMENTS This Management Presentation contains forward-looking statements. James Hardie Industries plc (the “company”) may from time to time make forward-looking statements in its periodic reports filed with or furnished to the Securities and Exchan
Slide 3: Disclaimer (continued)
DISCLAIMER (continued) For personal use only Words such as “believe,” “anticipate,” “plan,” “expect,” “intend,” “target,” “estimate,” “project,” “predict,” “forecast,” “guideline,” “aim,” “will,” “should,” “likely,” “continue,” “may,” “objective,” “outlook” and similar expressions are intended to id
Slide 4: Chairman's Address – Michael Hammes
For personal use only Annual General Meeting 14 August 2015 Chairman’s Address – Michael Hammes PAGE 4
Slide 5: CEO's Presentation – Louis Gries
For personal use only Annual General Meeting 14 August 2015 CEO’s Presentation – Louis Gries PAGE 5
Slide 6: Group Overview
GROUP OVERVIEW For personal use only Three Months Ended 30 June Q1'16 Q1'15 Change Adjusted EBIT (US$ millions) 89.7 71.2 26% Adjusted EBIT Margin % 20.9% 17.1% 3.8 pts Adjusted Net Operating Profit (US$ millions) 63.5 50.1 27% Net operating cash flow (US$ million) 55.1 42.5 30% Adjusted Diluted EPS
Slide 7: USA and Europe Fiber Cement 1st Quarter Summary
USA AND EUROPE FIBER CEMENT 1st QUARTER SUMMARY For personal use only 1st Quarter Results Net Sales Up 5% to US$337.0 million Sales Volume Up 4% to 480.0 mmsf Average Price Up 1% to US$686 per msf EBIT Up 32% to US$89.5 million EBIT Margin Up 540 bps to 26.6% • Higher volume driven by modest market
Slide 8: Asia Pacific Fiber Cement 1st Quarter Summary
ASIA PACIFIC FIBER CEMENT 1st QUARTER SUMMARY 1st Quarter Results For personal use only Net Sales Up 15% to A$117.4 million Sales Volume Up 10% to 119.1 mmsf Average Price Up 5% to A$975 per msf US$ EBIT1 Down 5% to US$19.7 million A$ EBIT1 Up 15% to A$25.4 million US$ EBIT Margin1 Down 10 bps to 21
Slide 9: FY2016 Guidance
FY2016 GUIDANCE For personal use only • Management notes the range of analysts’ forecasts for net operating profit excluding asbestos for the year ending 31 March 2016 is between US$244 million and US$286 million • Management expects full year Adjusted net operating profit to be between US$240 milli
Slide 10: Items of Business
For personal use only Annual General Meeting 14 August 2015 Items of Business* *Shareholders should refer to the 2015 Notice of Annual General Meeting for the full text and background to each resolution set forth in the presentation PAGE 10
Slide 11: 1: Financial Statements and Reports for Fiscal Year 2015
For personal use only RESOLUTION 1: Financial Statements and Reports for Fiscal Year 2015 • To receive and consider the financial statements and the reports of the Board and external auditor for the fiscal year ended 31 March 2015 PAGE 11
Slide 12: 1: Financial Statements and Reports – Voting Results
For personal use only RESOLUTION 1: Financial Statements and Reports for Fiscal Year 2015 PROXY RESULTS: Votes %* For 365,611,073 99.97 Against 30,139 0.01 Open 74,945 0.02 Abstain 2,112,605 N/A Excluded 0 N/A * Percentages have been rounded PAGE 12
Slide 13: 2: Remuneration Report for Fiscal Year 2015
For personal use only RESOLUTION 2: Remuneration Report for Fiscal Year 2015 • To receive and consider the Remuneration Report of the Company for the fiscal year ended 31 March 2015 PAGE 13
Slide 14: 2: Remuneration Report – Voting Results
For personal use only RESOLUTION 2: Remuneration Report for Fiscal Year 2015 PROXY RESULTS: Votes %* For 316,331,083 86.37 Against 49,869,849 13.61 Open 74,945 0.02 Abstain 1,552,885 N/A Excluded 0 N/A * Percentages have been rounded PAGE 14
Slide 15: 3: Election/Re-election of Directors
For personal use only RESOLUTION 3: Election/Re-election of Directors a. That Andrea Gisle Joosen be elected as a director b. That Brian Anderson, who retires by rotation in accordance with the Articles of Association, be re-elected as a director c. That Alison Littley, who retires by rotation in ac
Slide 16: 3(a): Election of Director – Andrea Gisle Joosen
For personal use only RESOLUTION 3(a): Election of Director – Andrea Gisle Joosen PROXY RESULTS: Votes %* For 367,196,036 99.94 Against 146,472 0.04 Open 74,945 0.02 Abstain 411,309 N/A Excluded 0 N/A * Percentages have been rounded PAGE 16
Slide 17: 3(b): Re-election of Director – Brian Anderson
For personal use only RESOLUTION 3(b): Re-election of Director – Brian Anderson PROXY RESULTS: Votes %* For 362,187,124 98.90 Against 3,948,439 1.08 Open 72,445 0.02 Abstain 1,620,754 N/A Excluded 0 N/A * Percentages have been rounded PAGE 17
Slide 18: 3(c): Re-election of Director – Alison Littley
For personal use only RESOLUTION 3(c): Re-election of Director – Alison Littley PROXY RESULTS: Votes %* For 364,858,380 99.30 Against 2,490,637 0.68 Open 74,945 0.02 Abstain 404,800 N/A Excluded 0 N/A * Percentages have been rounded PAGE 18
Slide 19: 3(d): Re-election of Director – James Osborne
For personal use only RESOLUTION 3(d): Re-election of Director – James Osborne PROXY RESULTS: Votes %* For 367,248,977 99.95 Against 98,318 0.03 Open 72,445 0.02 Abstain 409,022 N/A Excluded 0 N/A * Percentages have been rounded PAGE 19
Slide 20: 4: Authority to Fix the External Auditor's Remuneration
For personal use only RESOLUTION 4: Authority to Fix the External Auditor’s Remuneration • That the Board be authorised to fix the remuneration of the external auditor for the fiscal year ended 31 March 2016 PAGE 20
Slide 21: 4: Auditor's Remuneration – Voting Results
For personal use only RESOLUTION 4: Authority to Fix the External Auditor’s Remuneration PROXY RESULTS: Votes %* For 367,239,915 99.95 Against 124,484 0.03 Open 74,945 0.02 Abstain 389,080 N/A Excluded 0 N/A * Percentages have been rounded PAGE 21
Slide 22: 5: Re-approval of Long Term Incentive Plan 2006
For personal use only RESOLUTION 5: Re-approval of the James Hardie Industries Long Term Incentive Plan 2006 • That approval is given for all purposes for further amendment to, and continued operation of, the James Hardie Industries Long Term Incentive Plan 2006 (as amended) PAGE 22
Slide 23: 5: Long Term Incentive Plan – Voting Results
For personal use only RESOLUTION 5: Re-approval of the James Hardie Industries Long Term Incentive Plan 2006 PROXY RESULTS: Votes %* For 296,517,107 82.15 Against 64,341,200 17.83 Open 70,291 0.02 Abstain 6,377,886 N/A Excluded 522,278 N/A * Percentages have been rounded PAGE 23
Slide 24: 6: Grant of Return on Capital Employed Restricted Stock Units
For personal use only RESOLUTION 6: Grant of Return on Capital Employed Restricted Stock Units • Approve the grant of Return on Capital Employed Restricted Stock Units (RSUs) under the Company’s 2006 Long Term Incentive Plan (as amended) to the CEO, Louis Gries PAGE 24
Slide 25: 6: ROCE RSUs – Voting Results
For personal use only RESOLUTION 6: Grant of Return on Capital Employed Restricted Stock Units PROXY RESULTS: Votes %* For 322,438,703 88.16 Against 43,202,226 11.82 Open 70,291 0.02 Abstain 1,595,264 N/A Excluded 522,278 N/A * Percentages have been rounded PAGE 25
Slide 26: 7: Grant of Relative TSR RSUs
For personal use only RESOLUTION 7: Grant of Relative Total Shareholder Return (TSR) RSUs • Approve the grant of RSUs with a Relative Total Shareholder Return (TSR) hurdle under the Company’s 2006 Long Term Incentive Plan (as amended) to the CEO, Louis Gries PAGE 26
Slide 27: 7: Relative TSR RSUs – Voting Results
For personal use only RESOLUTION 7: Grant of Relative Total Shareholder Return (TSR) RSUs PROXY RESULTS: Votes %* For 295,288,992 80.74 Against 70,356,714 19.24 Open 70,291 0.02 Abstain 1,590,487 N/A Excluded 522,278 N/A * Percentages have been rounded PAGE 27
Slide 28: Special Resolution 8: Amend the Memorandum of Association
For personal use only SPECIAL RESOLUTION 8: Amend the Memorandum of Association • That clauses, 2, 3(i)(d) and 3 (ix) of the Memorandum of Association, in the form produced to the meeting and initialled by the Chairman for the purposes of identification, be adopted in substitution for, and to the ex
Slide 29: Special Resolution 8: Voting Results
For personal use only SPECIAL RESOLUTIONS 8: Amend the Memorandum of Association PROXY RESULTS: Votes %* For 365,250,513 99.41 Against 2,078,690 0.57 Open 72,791 0.02 Abstain 426,768 N/A Excluded 0 N/A * Percentages have been rounded PAGE 29
Slide 30: Special Resolution 9: Amend the Articles of Association
For personal use only SPECIAL RESOLUTIONS 9: Amend the Articles of Association • That the Articles of Association, in the form produced to the meeting and initialled by the Chairman for the purposes of identification, be adopted in substitution for, and to the exclusion of, the existing Articles of
Slide 31: Special Resolution 9: Voting Results
For personal use only SPECIAL RESOLUTIONS 9: Amend the Articles of Association PROXY RESULTS: Votes %* For 365,245,144 99.41 Against 2,089,142 0.57 Open 72,791 0.02 Abstain 421,685 N/A Excluded 0 N/A * Percentages have been rounded PAGE 31
Slide 32: Other Items of Business
For personal use only Other Items of Business PAGE 32
Slide 33: Annual General Meeting August 2015
For personal use only Annual General Meeting 14 August 2015
James Hardie Industries — Shareholder Meeting (August 2015) on 6ix