James Hardie Industries plc 6-K, filed Nov 8, 2022
James Hardie Industries plc (JHX)
6-K
2022-11-08
For: 2022-09-30
View Original
Added on
April 06, 2026
About this 6-K
James Hardie Industries plc filed this 6-K on November 8, 2022.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the Month of November 2022
1-15240
(Commission File Number)
JAMES HARDIE INDUSTRIES plc
(Translation of registrant’s name into English)
Europa House, Second Floor
Harcourt Centre
Harcourt Street, Dublin 2, D02, WR20, Ireland
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F..X.... Form 40-F.........
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Not Applicable
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Not Applicable
TABLE OF CONTENTS
2
Forward-Looking Statements
This Form 6-K 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 Exchange Commission, on Forms 20-F and 6-K, in its annual reports to shareholders, in offering circulars, invitation memoranda and prospectuses, in media releases and other written materials and in oral statements made by the company’s officers, directors or employees to analysts, institutional investors, existing and potential lenders, representatives of the media and others. Statements that are not historical facts are forward-looking statements and such forward-looking statements are statements made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995.
Examples of forward-looking statements include:
•statements about the company’s future performance;
•projections of the company’s results of operations or financial condition;
•statements regarding the company’s plans, objectives or goals, including those relating to strategies, initiatives, competition, acquisitions, dispositions and/or its products;
•expectations concerning the costs associated with the suspension or closure of operations at any of the company’s plants and future plans with respect to any such plants;
•expectations concerning the costs associated with the significant capital expenditure projects at any of the company’s plants and future plans with respect to any such projects;
•expectations regarding the extension or renewal of the company’s credit facilities including changes to terms, covenants or ratios;
•expectations concerning dividend payments and share buy-backs;
•statements concerning the company’s corporate and tax domiciles and structures and potential changes to them, including potential tax charges;
•uncertainty from the discontinuance of LIBOR and transition to any other interest rate benchmark;
•statements regarding the effect and consequences of the COVID-19 public health crisis;
•statements regarding tax liabilities and related audits, reviews and proceedings;
•statements regarding the possible consequences and/or potential outcome of legal proceedings brought against us and the potential liabilities, if any, associated with such proceedings;
•expectations about the timing and amount of contributions to AICF, a special purpose fund for the compensation of proven Australian asbestos-related personal injury and death claims;
•expectations concerning the adequacy of the company’s warranty provisions and estimates for future warranty-related costs;
•statements regarding the company’s ability to manage legal and regulatory matters (including but not limited to product liability, environmental, intellectual property and competition law matters) and to resolve any such pending legal and regulatory matters within current estimates and in anticipation of certain third-party recoveries; and
•statements about economic or housing market conditions in the regions in which we operate, including but not limited to, the levels of new home construction and home renovations, unemployment levels, changes in consumer income, changes or stability in housing values, the availability of mortgages and other financing, mortgage and other interest rates, housing affordability and supply, the levels of foreclosures and home resales, currency exchange rates, and builder and consumer confidence.
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 identify forward-looking statements but are not the exclusive means of identifying such statements. Readers are cautioned not to place undue reliance on these forward-looking statements and all such forward-looking statements are qualified in their entirety by reference to the following cautionary statements.
3
Forward-looking statements are based on the Company’s current expectations, estimates and assumptions and because forward-looking statements address future results, events and conditions, they, by their very nature, involve inherent risks and uncertainties, many of which are unforeseeable and beyond the Company’s control. Such known and unknown risks, uncertainties and other factors may cause actual results, performance or other achievements to differ materially from the anticipated results, performance or achievements expressed, projected or implied by these forward-looking statements. These factors, some of which are discussed under “Risk Factors” in Section 3 of the Form 20-F filed with the Securities and Exchange Commission on 17 May 2022, include, but are not limited to: all matters relating to or arising out of the prior manufacture of products that contained asbestos by current and former Company subsidiaries; required contributions to AICF, any shortfall in AICF funding and the effect of currency exchange rate movements on the amount recorded in the Company’s financial statements as an asbestos liability; compliance with and changes in tax laws and treatments; competition and product pricing in the markets in which the Company operates; the consequences of product failures or defects; exposure to environmental, asbestos, putative consumer class action or other legal proceedings; general economic and market conditions; the supply and cost of raw materials; possible increases in competition and the potential that competitors could copy the Company’s products; compliance with and changes in environmental and health and safety laws; risks of conducting business internationally; compliance with and changes in laws and regulations; currency exchange risks; dependence on customer preference and the concentration of the Company’s customer base; dependence on residential and commercial construction markets; the effect of adverse changes in climate or weather patterns; use of accounting estimates; risk and uncertainties arising out of the COVID-19 public health crisis, including the impact of COVID-19 on our business, sales, results of operations and financial condition and all other risks identified in the Company’s reports filed with Australian, Irish and US securities regulatory agencies and exchanges (as appropriate). The Company cautions you that the foregoing list of factors is not exhaustive and that other risks and uncertainties may cause actual results to differ materially from those referenced in the Company’s forward-looking statements. Forward-looking statements speak only as of the date they are made and are statements of the Company’s current expectations concerning future results, events and conditions. The Company assumes no obligation to update any forward-looking statements or information except as required by law.
4
EXHIBIT INDEX
| Exhibit No. | Description | |||||||
| Results for Announcement to the Market | ||||||||
ASX Cover 30 September 2022 | ||||||||
| Media Release | ||||||||
| Management’s Analysis of Results | ||||||||
| Management Presentation | ||||||||
| Condensed Consolidated Financial Statements | ||||||||
| Half Year Directors' Report | ||||||||
| Substantial Holding Notice | ||||||||
| 2022 AGM Chairmans Address and Presentation | ||||||||
| JHX Announces Management Appointments | ||||||||
| Results of 2022 AGM & Change of Chairperson | ||||||||
| JHX Announces Chairperson Appointment | ||||||||
5
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| James Hardie Industries plc | ||||||||
Date: 8 November 2022 | By: /s/ Joseph C. Blasko | |||||||
Joseph C. Blasko | ||||||||
General Counsel, Chief Compliance Officer and Company Secretary | ||||||||
6
EXHIBIT INDEX
| Exhibit No. | Description | |||||||
| Results for Announcement to the Market | ||||||||
ASX Cover 30 September 2022 | ||||||||
| Media Release | ||||||||
| Management’s Analysis of Results | ||||||||
| Management Presentation | ||||||||
| Condensed Consolidated Financial Statements | ||||||||
| Half Year Directors' Report | ||||||||
| Substantial Holding Notice | ||||||||
| 2022 AGM Chairmans Address and Presentation | ||||||||
| JHX Announces Management Appointments | ||||||||
| Results of 2022 AGM & Change of Chairperson | ||||||||
| JHX Announces Chairperson Appointment | ||||||||
7
Exhibit 99.1
James Hardie Industries plc Europa House 2nd Floor, Harcourt Centre Harcourt Street, Dublin 2, D02 WR20, Ireland T: +353 (0) 1 411 6924 F: +353 (0) 1 479 1128 | |||||
8 November 2022
The Manager
Company Announcements Office
Australian Securities Exchange Limited
20 Bridge Street
SYDNEY NSW 2000
Dear Sir/Madam
Results for Announcement to the Market
James Hardie announced today its results for the 2nd quarter and six months ended 30 September 2022 and has filed the following documents with the ASX:
| • | ASX Cover Sheet | ||||
| • | Media Release | ||||
| • | Management’s Analysis of Results | ||||
| • | Management Presentation | ||||
| • | Condensed Consolidated Financial Statements | ||||
| • | Half-Yearly Directors' Report | ||||
Copies of these documents are available on James Hardie’s investor relations website at
https://ir.jameshardie.com.au/.
| Yours faithfully | ||
James Brennan-Chong | ||
| Director of Investor Relations and Market Intelligence | ||
This announcement has been authorized for release by the Board of Directors of James Hardie Industries plc.
James Hardie Industries plc is a limited liability company incorporated in Ireland with its registered office at
Europa House 2nd Floor, Harcourt Centre, Harcourt Street, Dublin 2, D02 WR20, Ireland.
Europa House 2nd Floor, Harcourt Centre, Harcourt Street, Dublin 2, D02 WR20, Ireland.
Directors: Anne Lloyd (Chairperson, USA), Peter-John Davis (Aus), Persio Lisboa (USA),
Rada Rodriguez (Sweden), Suzanne B. Rowland (USA), Nigel Stein (UK), Harold Wiens (USA).
Chief Executive Officer and Director: Aaron Erter (USA)
Company number: 485719
ARBN: 097 829 895
Exhibit 99.2
Results for Announcement to the Market
James Hardie Industries plc
ARBN 097 829 895
Half Year Ended 30 September 2022 | ||||||||||||||
| Key Information | Half Year Ended 30 September | |||||||||||||
FY 2023 US$M | FY 2022 US$M | Movement | ||||||||||||
| Net Sales From Ordinary Activities | 1,998.5 | 1,746.5 | Up | 14% | ||||||||||
| Profit From Ordinary Activities After Tax Attributable to Shareholders | 330.5 | 271.5 | Up | 22% | ||||||||||
| Net Profit Attributable to Shareholders | 330.5 | 271.5 | Up | 22% | ||||||||||
| Net Tangible Assets per Ordinary Share | US$2.58 | US$2.12 | Up | 22% | ||||||||||
Dividend Information
•On 8 November 2022, the Company announced the replacement of ordinary dividends with a share buyback program
•The FY2022 second half ordinary dividend ("FY2022 second half dividend") of US30.0 cents per security was paid to CUFS holders on 29 July 2022.
Movements in Controlled Entities during the half year Ended 30 September 2022
The following entity was created: James Hardie Fiber Cement Europe GmbH (29 June 2022).
The following entities were dissolved: SNC Parc 3 (30 June 2022) and James Hardie France SAS (1 July 2022).
Associates and Joint Venture Entities
FELS Recycling GmbH (51%); Aplicaciones Minerales S.A. (28%)
Review
The results and information included within this Report have been prepared using US GAAP and have been subject to an independent review by external auditors.
Results for the three months and Half Year Ended 30 September 2022 | |||||
| Contents | |||||
| 1. | Media Release | ||||
| 2. | Management's Analysis of Results | ||||
| 3. | Management Presentation | ||||
| 4. | Condensed Consolidated Financial Statements | ||||
| 5. | Half-Yearly Directors' Report | ||||
James Hardie Industries plc is incorporated under the laws of Ireland with its corporate seat in Dublin, Ireland. The liability of members is limited. The information contained in the above documents should be read in conjunction with the James Hardie 2022 Annual Report which can be found on the company website at https://ir.jameshardie.com.au/.
Media Release 8 November 2022 |  | ||||
Exhibit 99.3
James Hardie Industries Announces Second Quarter
Fiscal Year 2023 Results
Fiscal Year 2023 Results
Global Net Sales +10% to US$997.6 Million for the Second Quarter
Adjusted Net Income +13% to US$175.8 Million for the Second Quarter
Adjusts Fiscal Year 2023 Adjusted Net Income Guidance Range
to US$650 Million and US$710 Million
to US$650 Million and US$710 Million
Announces New Capital Allocation Framework, including US$200 Million share buyback
James Hardie Industries plc (ASX: JHX; NYSE: JHX), the world’s #1 producer and marketer of high- performance fiber cement and fiber gypsum building solutions, today announced results for its second quarter fiscal year 2023, the three-month period ending 30 September 2022.
Second Quarter Fiscal Year 2023 Highlights, Compared to Second Quarter Fiscal Year 2022, as applicable:
•North America Fiber Cement Segment Net Sales increased +18% to US$750.6 million and EBIT increased +17% to US$212.8 million, with an EBIT margin of 28.4%
•Asia Pacific Fiber Cement Segment Net Sales increased +7% to A$211.1 million and EBIT decreased 7% to A$56.1 million, with an EBIT margin of 26.6%
•Europe Building Products Segment Net Sales decreased 2% to €102.0 million and EBIT decreased 69% to €4.4 million, with an EBIT margin of 4.3%
•Global Adjusted EBIT increased +6% to US$218.5 million, with an Adjusted EBIT margin of 21.9%
•Global Net Sales increased +10% on flat Global Volume, as all three regions continue to deliver on the global strategy of delivering value added solutions to our customers.
Speaking to the second quarter results, James Hardie CEO Aaron Erter said, “I am proud to report that the James Hardie team has continued to deliver strong execution of our global strategy that produced record Q2 results. The team’s performance is reflected in strong Price/Mix growth in all three regions, including North America Price/Mix growth of +14%, Asia Pacific Price/Mix growth of +11% and Europe Price/Mix growth of +12%. The team’s success in driving high value product growth is underpinned by our superior value proposition. We are homeowner focused, customer and contractor driven, providing the entire value chain with world class products and services.”
Mr. Erter continued, “This calendar year has seen the macro-economic environment continue to change around us quite significantly, with unprecedented levels of inflation, rapidly rising interest rates, slowing housing activity, global supply chain disruptions, and a war in Europe. At James Hardie, we are navigating this market uncertainty with a focus on controlling what we can control. We plan to win regardless of market conditions, and we will continue to accelerate and expand our competitive advantages.
Media Release: James Hardie - Second Quarter Ended 30 September 2022 | 1 | |||||||
Media Release 8 November 2022 | | ||||
Over the past 45 days, we have seen a significant change to the outlook of housing market activity for the second half of our fiscal year in most of the geographies where we participate.
•In North America: (1) single family new construction starts have slowed significantly and market expectations for the remainder of our fiscal year have declined sharply, (2) the repair and remodel segment is seeing moderation due to a number of factors including, but not limited to, falling home prices and declining consumer confidence due to the uncertain economic outlook. As of 16 August 2022, our expectation of second half volume was for mid-single digit growth, which we then reaffirmed at our Investor Day in early September. However, based on the significant decline in market expectations, which we have reviewed with our customer partners, we now expect second half volume growth to be between negative 5% and negative 8%, versus the prior year, which is a significant reduction to our August/September projections.
•In Australia, labor shortages and unfavorable weather conditions are constraining housing market activity despite strong contracted backlogs. In addition, we have had customers in Australia and New Zealand ask to lower inventory levels as we enter this period of market uncertainty. This constrained housing market activity resulted in our APAC volume declining by 4% in Q2. For the second half of our fiscal year, we expect volume growth to be between negative 4% and flat, versus the prior year.
Despite the reduction in our expectations for housing market activity, we are confident that we will be able to deliver growth above market and strong returns. This is reflected in the updated guidance provided today, which at its midpoint represents 10% growth in Adjusted Net Income versus the prior year.”
Discussing James Hardie’s ability to navigate uncertain markets, Mr. Erter concluded, “I believe our strong balance sheet, superior value proposition, and our 5,000+ committed team members, will drive James Hardie to deliver organic growth above market with strong returns.”
Second Quarter Fiscal Year 2023 Results Compared to Second Quarter Fiscal Year 2022 Results
Global: Global Net Sales increased +10% to US$997.6 million, while Global Adjusted EBIT increased +6% to US$218.5 million. Global Adjusted Net Income increased +13% to US$175.8 million. Global Adjusted EBIT margin of 21.9% was achieved through continued operational improvements and the delivery of a high value product mix offset by high input and freight costs and our ongoing investment in growth initiatives.
North America Fiber Cement Segment: Net Sales increased +18% to US$750.6 million, driven by ongoing execution of our high value product mix strategy that delivered Price/Mix growth of +14%, with volume growth of +4%, which included ColorPlus™ volume growth of +31%. In addition to high value product mix, LEAN manufacturing initiatives continued to generate improved performance across the Company’s North American manufacturing network, helping to deliver +17% EBIT growth to US$212.8 million. The EBIT margin contracted 30 basis points to 28.4%, as significant year over year inflationary pressures were partially offset by delivery of our high value product mix strategy.
Through our continued efforts to partner with customers to drive shared growth goals, our North America business again delivered robust ColorPlus™ volume growth of +31%. In August, we stated that we would deliver approximately 200 basis points of EBIT Margin accretion in Q2 versus Q1, and the team successfully delivered against that commitment, increasing EBIT Margin by 250 basis points by successfully executing our June 2022 price increase and maintaining SG&A spend at Q1 levels, while our COGS per unit remained relatively flat.
Asia Pacific Fiber Cement Segment: Net sales increased +7% to A$211.1 million. EBIT decreased 7% to A$56.1 million, at an EBIT margin of 26.6%. The EBIT margin of 26.6% was achieved through the delivery of high value product mix but offset by the impact of rising input costs, reduced volumes and our ongoing investment in growth initiatives.
Media Release: James Hardie - Second Quarter Ended 30 September 2022 | 2 | |||||||
Media Release 8 November 2022 | | ||||
Europe Building Products Segment: Net Sales decreased 2% to €102.0 million, as the housing market slowed throughout Europe, partially offset by Price/Mix growth of +12%. Fiber Cement Net Sales declined 6% and Fiber Gypsum Net Sales declined 2%. EBIT decreased 69% to €4.4 million, with an EBIT margin of 4.3%. The EBIT margin was reduced by 930 basis points, due to the impact of inflation on key input costs as well as reduced volumes.
Mr. Erter remarked, “Our European business continues to face significant headwinds from inflationary pressures and a slowing housing market. However, the European team’s execution of our high value product mix strategy has resulted in strong Price/Mix growth, which underpins the ongoing transformation of the business.”
Capital Resources
Operating cash flow generation of US$264.6 million in the first half of fiscal year 2023 was driven by strong profitable organic sales growth, partially offset by an increase in working capital. Working capital increased by US$46.9 million primarily due to increased inventory levels globally and lower accounts payable balances in North America and APAC.
James Hardie Chief Financial Officer, Jason Miele, stated, “Today we adjusted our Capital Allocation Framework to better match who we are: a growth company. The number one and primary focus of our Capital Allocation Framework is to invest in organic growth; our 5-year average Adjusted ROCE of 36% is proof that investing in our growth should be our number one use of capital. Returning excess capital to shareholders via a share buyback rather than a dividend provides a growth company the optimal flexibility to ensure investment in organic growth is prioritized while maintaining financial strength and flexibility through cycles. Through these cycles we will target an average leverage ratio below 2.0x. Finally, today, we announce the replacement of our unfranked ordinary dividend with a share buyback program, which was approved by our Board of Directors for an amount up to US$200 million from today through 31 October 2023.”
Sustainability
At James Hardie, we are all committed to Building Sustainable Communities and we recognize that keeping environmental and social considerations at the core of everything we do is fundamental to our success. On 26 July 2022, James Hardie released its FY22 Sustainability Report, highlighting the progress against our goals. In October, Jill Kolling, Chief Sustainability Officer, was added to the Executive Leadership Team, reporting directly to Mr. Erter. Commenting on sustainability, Mr. Erter said: “The decisions we make each day must be environmentally and socially responsible to create sustainable value for homeowners, our customers and our investors. The Company’s sustainability progress reflects the efforts of our global team, whose passion and commitment drives the success of our business outcomes in a sustainable way.”
For more on our commitment to Sustainability including our goals, see our FY22 Sustainability Report at https://www.jameshardie.com/why-hardie/sustainability
Outlook and Earnings Guidance | ||
Based on the challenging macro-economic conditions, and housing market uncertainty, management has adjusted the fiscal year 2023 Adjusted Net Income guidance range. The updated 2023 Adjusted Net Income guidance range is US$650 million to US$710 million, changed from the prior range of US$730 million and US$780 million, due to a decline in volume expectations. The comparable prior year Adjusted Net Income for fiscal year 2022 was US$620.7 million.
Media Release: James Hardie - Second Quarter Ended 30 September 2022 | 3 | |||||||
Media Release 8 November 2022 | | ||||
Mr. Erter stated, “We see a weakened housing market for the remainder of our fiscal year, softening volumes in all three regions we participate in. I am confident our experienced and talented teams will continue to partner with our customers to bring them value and deliver growth above market. To ensure we deliver on our results, our teams will be laser focused on expense control through HMOS, price realization, and efficient resource allocation. We will continue to invest in key growth initiatives to enhance our industry leading value proposition. This industry leading value proposition, combined with our world class team that is homeowner focused, customer and contractor driven, will enable us to continue to outperform the market.”
James Hardie’s guidance is based on current estimates and assumptions and is subject to several known and unknown uncertainties and risks.
Key Financial Information | ||
| Q2 FY23 | Q2 FY22 | Change | 6 Months FY23 | 6 Months FY22 | Change | ||||||||||||||||||||||||||||||
| Group (US$ millions) | |||||||||||||||||||||||||||||||||||
| Net Sales | 997.6 | 903.2 | 10% | 1,998.5 | 1,746.5 | 14% | |||||||||||||||||||||||||||||
| Adjusted EBIT | 218.5 | 205.7 | 6% | 426.9 | 386.2 | 11% | |||||||||||||||||||||||||||||
| Adjusted EBIT Margin (%) | 21.9 | 22.8 | -0.9 pts | 21.4 | 22.1 | -0.7 pts | |||||||||||||||||||||||||||||
| Adjusted Net Income | 175.8 | 154.9 | 13% | 330.1 | 289.1 | 14% | |||||||||||||||||||||||||||||
| Operating Cash Flow | 264.6 | 357.5 | (26%) | ||||||||||||||||||||||||||||||||
| North America Fiber Cement (US$ millions) | |||||||||||||||||||||||||||||||||||
| Net Sales | 750.6 | 635.3 | 18% | 1,490.7 | 1,212.4 | 23% | |||||||||||||||||||||||||||||
| EBIT | 212.8 | 182.5 | 17% | 404.6 | 351.8 | 15% | |||||||||||||||||||||||||||||
| EBIT Margin (%) | 28.4 | 28.7 | -0.3 pts | 27.1 | 29.0 | -1.9 pts | |||||||||||||||||||||||||||||
| Asia Pacific Fiber Cement (A$ millions) | |||||||||||||||||||||||||||||||||||
| Net Sales | 211.1 | 196.6 | 7% | 411.2 | 380.7 | 8% | |||||||||||||||||||||||||||||
| EBIT | 56.1 | 60.6 | (7%) | 107.4 | 111.0 | (3%) | |||||||||||||||||||||||||||||
| EBIT Margin (%) | 26.6 | 30.8 | -4.2 pts | 26.1 | 29.2 | -3.1 pts | |||||||||||||||||||||||||||||
| Europe Building Products (€ millions) | |||||||||||||||||||||||||||||||||||
| Net Sales | 102.0 | 104.6 | (2%) | 212.8 | 207.9 | 2% | |||||||||||||||||||||||||||||
| EBIT | 4.4 | 14.2 | (69%) | 15.8 | 27.7 | (43%) | |||||||||||||||||||||||||||||
| EBIT Margin (%) | 4.3 | 13.6 | -9.3 pts | 7.4 | 13.3 | -5.9 pts | |||||||||||||||||||||||||||||
Further Information | ||
Readers are referred to the Company’s Condensed Consolidated Financial Statements and Management’s Analysis of Results for the second quarter ended 30 September 2022 for additional information regarding the Company’s results, including information regarding income taxes, the asbestos liability and contingent liabilities.
Media Release: James Hardie - Second Quarter Ended 30 September 2022 | 4 | |||||||
Media Release 8 November 2022 | | ||||
Management Briefing for Analysts, Investors and Media | ||
James Hardie will conduct a teleconference and audio webcast for analysts, investors, and media on Tuesday 8 November 2022, 8:30am Sydney, Australia time (Monday 7 November 2022, 4:30pm New York City, USA time). Analysts, investors, and media can access the management briefing via the following:
All participants wishing to join the webcast, please use the following link:
https://edge.media-server.com/mmc/p/zrvd9yy5
All participants wishing to join the teleconference will need to pre-register by navigating to:
https://s1.c-conf.com/diamondpass/10026253-fgydtf.html
Once registered, you will receive a calendar invite with dial-in numbers and a unique PIN which will be required to join the call.
Webcast Replay: Will be available after the Live Webcast concludes at https://ir.jameshardie.com.au
Use of Non-GAAP Financial Information; Australian Equivalent Terminology | ||
This Media Release includes financial measures that are not considered a measure of financial performance under generally accepted accounting principles in the United States (GAAP), such as Adjusted net income and Adjusted EBIT. These non-GAAP financial measures should not be considered to be more meaningful than the equivalent GAAP measure. Management has included such measures to provide investors with an alternative method for assessing its operating results in a manner that is focused on the performance of its ongoing operations and excludes the impact of certain legacy items, such as asbestos adjustments. Additionally, management uses such non-GAAP financial measures for the same purposes. However, these non-GAAP financial measures are not prepared in accordance with GAAP, may not be reported by all of the Company’s competitors and may not be directly comparable to similarly titled measures of the Company’s competitors due to potential differences in the exact method of calculation. The Company is unable to forecast the comparable US GAAP financial measure for future periods due to, amongst other factors, uncertainty regarding the impact of actuarial estimates on asbestos-related assets and liabilities in future periods. For additional information regarding the non-GAAP financial measures presented in this Media Release, including a reconciliation of each non-GAAP financial measure to the equivalent GAAP measure, see the section titled “Non-GAAP Financial Measures” included in the Company’s Management’s Analysis of Results for the second quarter ended 30 September 2022.
In addition, this Media Release includes financial measures and descriptions that are considered to not be in accordance with GAAP, but which are consistent with financial measures reported by Australian companies, such as EBIT and EBIT margin. Since the Company prepares its Condensed Consolidated Financial Statements in accordance with GAAP, the Company provides investors with definitions and a cross- reference from the non-GAAP financial measure used in this Media Release to the equivalent GAAP financial measure used in the Company's Condensed Consolidated Financial Statements. See the section titled “Non- GAAP Financial Measures” included in the Company’s Management’s Analysis of Results for the second quarter ended 30 September 2022.
Media Release: James Hardie - Second Quarter Ended 30 September 2022 | 5 | |||||||
Media Release 8 November 2022 | | ||||
Forward-Looking Statements | ||
This Media Release contains forward-looking statements and information that are necessarily subject to risks, uncertainties and assumptions. Many factors could cause the actual results, performance or achievements of James Hardie to be materially different from those expressed or implied in this release, including, among others, the risks and uncertainties set forth in Section 3 “Risk Factors” in James Hardie’s Annual Report on Form 20-F for the fiscal year ended March 31, 2022; changes in general economic, political, governmental and business conditions globally and in the countries in which James Hardie does business; changes in interest rates; changes in inflation rates; changes in exchange rates; the level of construction generally; changes in cement demand and prices; changes in raw material and energy prices; changes in business strategy and various other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described herein. James Hardie assumes no obligation to update or correct the information contained in this Media Release except as required by law.
This media release has been authorized by the James Hardie Board of Directors.
END
Investor/Media/Analyst Enquiries:
James Brennan-Chong
Director of Investor Relations and Market Intelligence
| Telephone: | +61 2 9638 9205 | |||||||
| Email: | media@jameshardie.com.au | |||||||
James Hardie Industries plc is a limited liability company incorporated in Ireland with its registered office at Europa House, 2nd Floor, Harcourt Centre, Harcourt Street, Dublin 2, D02 WR20, Ireland
Media Release: James Hardie - Second Quarter Ended 30 September 2022 | 6 | |||||||
Fiscal 2023 Three and Six Months Ended 30 September 2022 |  | ||||
Exhibit 99.4
| Management’s Analysis of Results | ||
This Management’s Analysis of Results forms part of a package of information about James Hardie Industries plc’s results. It should be read in conjunction with the other parts of this package, including the Media Release, the Management Presentation and the Condensed Consolidated Financial Statements. Except as otherwise indicated in this Management’s Analysis of Results, James Hardie Industries plc is referred to as “JHI plc.” JHI plc, together with its direct and indirect wholly-owned subsidiaries, are collectively referred to as “James Hardie,” the “Company,” “we,” “our,” or “us.” Definitions for certain capitalized terms used in this Management’s Analysis of Results can be found in the section titled “Non-GAAP Financial Measures.”
This Management’s Analysis of Results includes financial measures that are not considered a measure of financial performance under generally accepted accounting principles in the United States (“GAAP”). These non-GAAP financial measures should not be considered to be more meaningful than the equivalent GAAP measures. Management has included such measures to provide investors with an alternative method for assessing its financial condition and operating results in a manner that is focused on the performance of its ongoing operations. These measures exclude the impact of certain legacy items, such as asbestos adjustments, or significant non-recurring items, such as asset impairments, restructuring expenses, as well as adjustments to tax expense. In addition, management provides an adjusted effective tax rate, which excludes the tax impact of the special pre-tax items (items listed above) and special tax items. Management believes that this non-GAAP tax measure provides an ongoing effective rate which investors may find useful for historical comparisons and for forecasting and is an alternative method of assessing the economic impact of taxes on the Company, as it more closely approximates payments to taxing authorities. Management uses such non-GAAP financial measures for the same purposes. These non-GAAP measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. These non-GAAP financial measures are not prepared in accordance with GAAP, may not be reported by all of the Company’s competitors and may not be directly comparable to similarly titled measures of the Company’s competitors due to potential differences in the exact method of calculation. For additional information regarding the non-GAAP financial measures presented in this Management’s Analysis of Results, including a reconciliation of each non-GAAP financial measure to the equivalent GAAP measure, see the section titled “Non-GAAP Financial Measures.” In addition, this Management’s Analysis of Results includes financial measures and descriptions that are considered to not be in accordance with GAAP, but which are consistent with financial measures reported by Australian companies. Since James Hardie prepares its condensed consolidated financial statements in accordance with GAAP, the Company provides investors with definitions and a cross-reference from the non-GAAP financial measure used in this Management’s Analysis of Results to the equivalent GAAP financial measure used in the Company's Condensed Consolidated Financial Statements. See the section titled “Non-GAAP Financial Measures.”
These documents, along with an audio webcast of the Management Presentation on 8 November 2022, are available from the Investor Relations area of our website at ir.jameshardie.com.au
Investor/Media/Analyst Inquiries:
James Brennan-Chong
Director of Investor Relations and Market Intelligence
Telephone: | +61 2 9638 9205 | |||||||
Email: | media@jameshardie.com.au | |||||||
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 1 | |||||||
| CONSOLIDATED RESULTS | | ||||
| Overview | ||
James Hardie Industries plc is a world leader in the manufacturing of fiber cement building solutions, and a market leader in fiber gypsum and cement-bonded boards in Europe. Our fiber cement building materials include a wide-range of products for both external and internal use across a broad range of applications. We have four reportable segments: North America Fiber Cement, Asia Pacific Fiber Cement, Europe Building Products and Research and Development.
| 2nd Quarter Financial Highlights | ||
| US$ Millions (except per share data) | Three Months Ended 30 September | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| FY23 | FY22 | Change | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net sales | $ | 997.6 | $ | 903.2 | 10% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Gross margin (%) | 35.4 | 36.4 | (1.0 pts) | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| EBIT | 226.6 | 215.0 | 5% | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| EBIT margin (%) | 22.7 | 23.8 | (1.1 pts) | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Adjusted EBIT1 | 218.5 | 205.7 | 6% | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Adjusted EBIT margin (%)1 | 21.9 | 22.8 | (0.9 pts) | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income | 167.4 | 150.1 | 12% | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Adjusted Net income1 | 175.8 | 154.9 | 13% | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Earnings per share - diluted | $ | 0.38 | $ | 0.34 | 12% | |||||||||||||||||||||||||||||||||||||||||||||||||||
Adjusted earnings per share - diluted1 | $ | 0.39 | $ | 0.35 | 11% | |||||||||||||||||||||||||||||||||||||||||||||||||||
1 See section titled “Non-GAAP Financial Measures" for a reconciliation to the equivalent GAAP measure | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
•Net sales increased 10% to US$997.6 million on the strength of Price/Mix growth of 11% as we continue to execute our global strategy of driving high value product mix. Our Price/Mix growth is underpinned by our superior value proposition; we are consumer focused, customer and trade driven, providing the entire value chain with world class products and services.
•Adjusted EBIT increased 6% to US$218.5 million with an adjusted EBIT margin of 21.9%. On a global basis, high input costs that included significant inflationary pressures were partially offset by our continued execution of driving a high value product mix.
The Company's critical strategic initiatives remain unchanged and our global management team is committed to executing our strategies which include: (1) marketing directly to homeowners to accelerate demand creation, (2) penetrating and driving profitable growth in existing and new segments, and (3) commercializing global innovations by expanding into new categories. Additionally, we will continue to focus on driving high value products through our customers.
The second quarter consolidated results continued to be strong despite operating in a challenging global macro environment. Sequentially, compared to first quarter, the North America segment improved its EBIT margin 250 basis points with SG&A costs remaining relatively flat. On a global basis, we continue to manage costs and drive a high value product mix while demonstrating our commitment to investing significantly in marketing, innovation and talent.
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 2 | |||||||
| OPERATING RESULTS | | ||||
| North America Fiber Cement Segment | ||
Operating results for the North America Fiber Cement segment were as follows:
| US$ Millions | Three and Six Months Ended 30 September | |||||||||||||||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | Change | 6 Months FY23 | 6 Months FY22 | Change | |||||||||||||||||||||||||||||||||
| Volume (mmsf) | 810.7 | 781.0 | 4% | 1,634.4 | 1,519.9 | 8% | ||||||||||||||||||||||||||||||||
| Fiber cement net sales | 750.6 | 635.3 | 18% | 1,490.7 | 1,212.4 | 23% | ||||||||||||||||||||||||||||||||
| Gross profit | 17% | 17% | ||||||||||||||||||||||||||||||||||||
| Gross margin (%) | (0.2 pts) | (1.7 pts) | ||||||||||||||||||||||||||||||||||||
| EBIT | 212.8 | 182.5 | 17% | 404.6 | 351.8 | 15% | ||||||||||||||||||||||||||||||||
| EBIT margin (%) | 28.4 | 28.7 | (0.3 pts) | 27.1 | 29.0 | (1.9 pts) | ||||||||||||||||||||||||||||||||
Q2 FY23 vs Q2 FY22
Net sales increased 18%, due to an increase in our Price/Mix of 14% and volume growth of 4%. The increase in our Price/Mix resulted from the continued execution of our strategy to drive a high value product mix combined with our January and June 2022 strategic pricing increases.
Gross margin decreased as a result of the following components:
| Higher average net sales price | 7.7 | pts | |||
| Higher production and distribution costs | (7.9 | pts) | |||
| Total percentage point change in gross margin | (0.2 | pts) | |||
Higher production and distribution costs resulted from significant inflationary pressures across almost all categories, with the largest impacts being increased costs of freight, pulp, natural gas, labor and cement.
SG&A expenses increased 21% as we continue to invest in marketing and talent. As a percentage of sales, SG&A expenses increased 0.2 percentage points.
EBIT margin decreased 0.3 percentage points to 28.4%, driven by higher SG&A expenses and a slightly lower gross margin.
Six Months FY23 vs Six Months FY22
Net sales increased 23%, due to an increase in our Price/Mix of 15% and volume growth of 8%. The increase in our Price/Mix resulted from the continued execution of our strategy to drive a high value product mix combined with our January and June 2022 strategic pricing increases.
Gross margin decreased as a result of the following components:
| Higher average net sales price | 7.8 | pts | |||
| Higher production and distribution costs | (9.5 | pts) | |||
| Total percentage point change in gross margin | (1.7 | pts) | |||
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 3 | |||||||
| OPERATING RESULTS | | ||||
Higher production and distribution costs resulted from significant inflationary pressures across almost all categories, with the largest impacts being increased costs of freight, pulp, natural gas, labor and cement.
SG&A expenses increased 27% as we continue to invest in marketing and talent. As a percentage of sales, SG&A expenses increased 0.2 percentage points.
EBIT margin decreased 1.9 percentage points to 27.1%, driven by lower gross margin and higher SG&A expenses.
| Asia Pacific Fiber Cement Segment | ||
The Asia Pacific Fiber Cement segment is comprised of the following regions: (i) Australia; (ii) New Zealand; and (iii) the Philippines.
Operating results for the Asia Pacific Fiber Cement segment in US dollars were as follows:
| US$ Millions | Three and Six Months Ended 30 September | |||||||||||||||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | Change | 6 Months FY23 | 6 Months FY22 | Change | |||||||||||||||||||||||||||||||||
| Volume (mmsf) | 155.9 | 161.8 | (4%) | 306.1 | 316.6 | (3%) | ||||||||||||||||||||||||||||||||
| Fiber cement net sales | 144.3 | 144.4 | —% | 287.1 | 286.2 | —% | ||||||||||||||||||||||||||||||||
| Gross profit | (6%) | (5%) | ||||||||||||||||||||||||||||||||||||
| Gross margin (%) | (2.4 pts) | (1.9 pts) | ||||||||||||||||||||||||||||||||||||
| EBIT | 38.3 | 44.5 | (14%) | 74.9 | 83.3 | (10%) | ||||||||||||||||||||||||||||||||
| EBIT margin (%) | 26.6 | 30.8 | (4.2 pts) | 26.1 | 29.2 | (3.1 pts) | ||||||||||||||||||||||||||||||||
Operating results for the Asia Pacific Fiber Cement segment in Australian dollars were as follows:
| A$ Millions | Three and Six Months Ended 30 September | |||||||||||||||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | Change | 6 Months FY23 | 6 Months FY22 | Change | |||||||||||||||||||||||||||||||||
| Volume (mmsf) | 155.9 | 161.8 | (4%) | 306.1 | 316.6 | (3%) | ||||||||||||||||||||||||||||||||
| Fiber cement net sales | 211.1 | 196.6 | 7% | 411.2 | 380.7 | 8% | ||||||||||||||||||||||||||||||||
| Gross profit | 1% | 3% | ||||||||||||||||||||||||||||||||||||
| Gross margin (%) | (2.4 pts) | (1.9 pts) | ||||||||||||||||||||||||||||||||||||
| EBIT | 56.1 | 60.6 | (7%) | 107.4 | 111.0 | (3%) | ||||||||||||||||||||||||||||||||
| EBIT margin (%) | 26.6 | 30.8 | (4.2 pts) | 26.1 | 29.2 | (3.1 pts) | ||||||||||||||||||||||||||||||||
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 4 | |||||||
| OPERATING RESULTS | | ||||
Q2 FY23 vs Q2 FY22 (A$)
Net sales increased 7%, driven by Price/Mix growth of 11%, partially offset by lower volume of 4%. The decline in volumes is primarily attributable to softening of demand in Australia as labor shortages are constraining housing market activity. The growth in Price/Mix resulted from price increases across all markets and the continued execution of our high value product mix strategy.
The decrease in gross margin can be attributed to the following components:
| Higher average net sales price | 4.8 | pts | |||
| Higher production and distribution costs | (7.2 | pts) | |||
| Total percentage point change in gross margin | (2.4 | pts) | |||
Higher production and distribution costs resulted from significant inflationary pressures across almost all categories, with the largest impacts on gross margin primarily being increased costs of pulp and higher freight costs.
SG&A expenses increased 30%, primarily driven by our investment in talent and marketing. As a percentage of sales, SG&A expenses increased 1.9 percentage points.
EBIT margin of 26.6% decreased 4.2 percentage points, driven by lower gross margin and higher SG&A expenses.
Six Months FY23 vs Six Months FY22 (A$)
Net sales increased 8%, driven by Price/Mix growth of 11%, partially offset by lower volume of 3%. The decline in volumes is primarily attributable to softening of demand in Australia as labor shortages are constraining housing market activity, as well as unusually high rainfall in Australia in the first quarter. The growth in Price/Mix was attributable to price increases across all markets and the continued execution of our high value product mix strategy.
The decrease in gross margin can be attributed to the following components:
| Higher average net sales price | 5.7 | pts | |||
| Higher production and distribution costs | (7.6 | pts) | |||
| Total percentage point change in gross margin | (1.9 | pts) | |||
Higher production and distribution costs resulted from significant inflationary pressures across almost all categories, with the largest impacts primarily being increased costs of pulp and higher freight costs.
SG&A expenses increased 21%, primarily driven by investments in talent. As a percentage of sales, SG&A expenses increased 1.2 percentage points.
EBIT margin of 26.1% decreased 3.1 percentage points, driven by lower gross margin and higher SG&A expenses.
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 5 | |||||||
| OPERATING RESULTS | | ||||
| Europe Building Products Segment | ||
The Europe Building Products segment is comprised of: (i) Europe Fiber Cement; and (ii) Europe Fiber Gypsum.
Operating results for the Europe Building Products segment in US dollars were as follows:
| US$ Millions | Three and Six Months Ended 30 September | |||||||||||||||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | Change | 6 Months FY23 | 6 Months FY22 | Change | |||||||||||||||||||||||||||||||||
| Volume (mmsf) | 207.0 | 240.6 | (14%) | 436.4 | 487.5 | (10%) | ||||||||||||||||||||||||||||||||
| Fiber cement net sales | 17.0 | 21.2 | (20%) | 35.6 | 41.9 | (15%) | ||||||||||||||||||||||||||||||||
Fiber gypsum net sales1 | 85.7 | 102.3 | (16%) | 185.1 | 206.0 | (10%) | ||||||||||||||||||||||||||||||||
| Net sales | 102.7 | 123.5 | (17%) | 220.7 | 247.9 | (11%) | ||||||||||||||||||||||||||||||||
| Gross profit | (37%) | (26%) | ||||||||||||||||||||||||||||||||||||
| Gross margin (%) | (6.8 pts) | (4.8 pts) | ||||||||||||||||||||||||||||||||||||
| EBIT | 4.5 | 16.7 | (73%) | 16.6 | 33.0 | (50%) | ||||||||||||||||||||||||||||||||
| EBIT margin (%) | 4.3 | 13.6 | (9.3 pts) | 7.4 | 13.3 | (5.9 pts) | ||||||||||||||||||||||||||||||||
1Also includes cement bonded board net sales | ||||||||||||||||||||||||||||||||||||||
Operating results for the Europe Building Products segment in Euros were as follows:
| € Millions | Three and Six Months Ended 30 September | |||||||||||||||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | Change | 6 Months FY23 | 6 Months FY22 | Change | |||||||||||||||||||||||||||||||||
| Volume (mmsf) | 207.0 | 240.6 | (14%) | 436.4 | 487.5 | (10%) | ||||||||||||||||||||||||||||||||
| Fiber cement net sales | 16.9 | 17.9 | (6%) | 34.3 | 35.1 | (2%) | ||||||||||||||||||||||||||||||||
Fiber gypsum net sales1 | 85.1 | 86.7 | (2%) | 178.5 | 172.8 | 3% | ||||||||||||||||||||||||||||||||
| Net sales | 102.0 | 104.6 | (2%) | 212.8 | 207.9 | 2% | ||||||||||||||||||||||||||||||||
| Gross profit | (26%) | (15%) | ||||||||||||||||||||||||||||||||||||
| Gross margin (%) | (6.8 pts) | (4.8 pts) | ||||||||||||||||||||||||||||||||||||
| EBIT | 4.4 | 14.2 | (69%) | 15.8 | 27.7 | (43%) | ||||||||||||||||||||||||||||||||
| EBIT margin (%) | 4.3 | 13.6 | (9.3 pts) | 7.4 | 13.3 | (5.9 pts) | ||||||||||||||||||||||||||||||||
1Also includes cement bonded board net sales | ||||||||||||||||||||||||||||||||||||||
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 6 | |||||||
| OPERATING RESULTS | | ||||
Q2 FY23 vs Q2 FY22 (€)
Net sales decreased 2% due to a 14% decrease in volume, partially offset by a 12% growth in Price/Mix, The volume decrease was due to both lower fiber gypsum and fiber cement volumes as housing market activity decreased. Higher Price/Mix was driven by our strategic price increases.
The decrease in gross margin is attributable to the following components:
| Higher average net sales price | 6.5 | pts | |||
| Higher production and distribution costs | (13.3 | pts) | |||
| Total percentage point change in gross margin | (6.8 | pts) | |||
Higher production and distribution costs resulted from significant inflationary pressures across almost all categories, with the largest impacts on gross margin being increased costs of natural gas, freight, gypsum and paper.
SG&A expenses increased 10% primarily due to our investment in talent and marketing as we continue to position ourselves for long-term growth. As a percentage of sales, SG&A expenses increased 2.0 percentage points.
EBIT margin of 4.3% decreased 9.3 percentage points primarily driven by lower gross margin and higher SG&A expenses as a percentage of sales.
Six Months FY23 vs Six Months FY22 (€)
Net sales increased 2% due to a 12% growth in Price/Mix, partially offset by a 10% decrease in volumes mostly related to lower fiber gypsum volumes as housing market activity decreased. Higher Price/Mix was driven by our strategic price increases.
The decrease in gross margin is attributable to the following components:
| Higher average net sales price | 7.0 | pts | |||
| Higher production and distribution costs | (11.8 | pts) | |||
| Total percentage point change in gross margin | (4.8 | pts) | |||
Higher production and distribution costs resulted from significant inflationary pressures across almost all categories, with the largest impacts on gross margin being increased costs of natural gas, freight, paper, and gypsum.
SG&A expenses increased 8% primarily due to our continued investment in talent and marketing. As a percentage of sales, SG&A expenses increased 0.9 percentage point.
EBIT margin of 7.4% decreased 5.9 percentage points primarily driven by lower gross margin and higher SG&A as a percentage of sales.
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 7 | |||||||
| OPERATING RESULTS | | ||||
| General Corporate | ||
Results for General Corporate were as follows:
| US$ Millions | Three and Six Months Ended 30 September | |||||||||||||||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | Change % | 6 Months FY23 | 6 Months FY22 | Change % | |||||||||||||||||||||||||||||||||
| General Corporate SG&A expenses | $ | 28.0 | $ | 29.7 | (6) | $ | 51.7 | $ | 65.2 | (21) | ||||||||||||||||||||||||||||
| Asbestos: | ||||||||||||||||||||||||||||||||||||||
Asbestos adjustments (gain) loss | (8.5) | (9.6) | (11) | (21.7) | (12.4) | 75 | ||||||||||||||||||||||||||||||||
| AICF SG&A expenses | 0.4 | 0.3 | 33 | 0.7 | 0.6 | 17 | ||||||||||||||||||||||||||||||||
| General Corporate costs | $ | 19.9 | $ | 20.4 | (2) | $ | 30.7 | $ | 53.4 | (43) | ||||||||||||||||||||||||||||
General Corporate SG&A expenses for the three and six months period decreased US$1.7 million and US$13.5 million, respectively. For both periods, the decreases were primarily due to lower stock compensation expenses and marketing costs, partially offset by our continued investment in growth initiatives.
Asbestos adjustments primarily reflect the non-cash foreign exchange re-measurement impact on asbestos related balance sheet items, driven by the change in the AUD/USD spot exchange rate from the beginning balance sheet date to the ending balance sheet date, for each respective period. In addition, these amounts are partially offset by losses on foreign currency forward contracts related to future AICF payments.
Readers are referred to Note 6 of our 30 September 2022 condensed consolidated financial statements for further information on asbestos.
| Interest, net | ||
| US$ Millions | Three and Six Months Ended 30 September | |||||||||||||||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | Change % | 6 Months FY23 | 6 Months FY22 | Change % | |||||||||||||||||||||||||||||||||
| Gross interest expense | $ | 11.0 | $ | 10.6 | 4 | $ | 20.9 | $ | 21.3 | (2) | ||||||||||||||||||||||||||||
| Capitalized interest | (1.6) | (0.2) | 700 | (2.4) | (0.7) | 243 | ||||||||||||||||||||||||||||||||
| Interest income | (0.4) | (0.1) | 300 | (0.5) | (0.1) | 400 | ||||||||||||||||||||||||||||||||
| Net AICF interest income | (0.8) | (0.2) | 300 | (1.0) | (0.3) | 233 | ||||||||||||||||||||||||||||||||
| Interest, net | $ | 8.2 | $ | 10.1 | (19) | $ | 17.0 | $ | 20.2 | (16) | ||||||||||||||||||||||||||||
Interest, net for the three and six months periods decreased primarily due to higher capitalized interest related to our capital expansion projects.
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 8 | |||||||
| OPERATING RESULTS | | ||||
| Income Tax | ||
Three and Six Months Ended 30 September | |||||||||||||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | Change | 6 Months FY23 | 6 Months FY22 | Change | ||||||||||||||||||||||||||||||
| Income tax expense (US$ Millions) | 63.5 | 54.9 | 16% | 112.7 | 106.2 | 6% | |||||||||||||||||||||||||||||
| Effective tax rate (%) | 27.5 | 26.8 | 0.7 pts | 25.4 | 28.1 | (2.7 pts) | |||||||||||||||||||||||||||||
Adjusted income tax expense1 (US$ Millions) | 46.2 | 40.6 | 14% | 91.1 | 76.5 | 19% | |||||||||||||||||||||||||||||
Adjusted effective tax rate1 (%) | 20.8 | 20.8 | — pts | 21.6 | 20.9 | 0.7 pts | |||||||||||||||||||||||||||||
1Includes tax adjustments related to the amortization benefit of certain US intangible assets, asbestos, and other tax adjustments | |||||||||||||||||||||||||||||||||||
The effective tax rate for the three months increased 0.7 percentage points primarily due to asbestos and other tax adjustments. The Adjusted effective tax rate for the three months was flat.
For the six months, the effective tax rate decreased 2.7 percentage points primarily due to asbestos and other tax adjustments. The Adjusted effective tax rate increased 0.7 percentage points, primarily due to a change in the geographical mix of earnings.
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 9 | |||||||
| OPERATING RESULTS | | ||||
| Net Income | ||
| US$ Millions | Three and Six Months Ended 30 September | |||||||||||||||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | Change % | 6 Months FY23 | 6 Months FY22 | Change % | |||||||||||||||||||||||||||||||||
| EBIT | ||||||||||||||||||||||||||||||||||||||
| North America Fiber Cement | $ | 212.8 | $ | 182.5 | 17 | $ | 404.6 | $ | 351.8 | 15 | ||||||||||||||||||||||||||||
| Asia Pacific Fiber Cement | 38.3 | 44.5 | (14) | 74.9 | 83.3 | (10) | ||||||||||||||||||||||||||||||||
| Europe Building Products | 4.5 | 16.7 | (73) | 16.6 | 33.0 | (50) | ||||||||||||||||||||||||||||||||
| Research and Development | (9.1) | (8.3) | (10) | (17.5) | (16.7) | (5) | ||||||||||||||||||||||||||||||||
General Corporate1 | (28.0) | (29.7) | 6 | (51.7) | (65.2) | 21 | ||||||||||||||||||||||||||||||||
| Adjusted EBIT | 218.5 | 205.7 | 6 | 426.9 | 386.2 | 11 | ||||||||||||||||||||||||||||||||
| Net income | ||||||||||||||||||||||||||||||||||||||
Adjusted interest, net1 | 9.0 | 10.3 | (13) | 18.0 | 20.5 | (12) | ||||||||||||||||||||||||||||||||
| Other (income) expense | (12.5) | (0.1) | NM | (12.3) | 0.1 | NM | ||||||||||||||||||||||||||||||||
Adjusted income tax expense2 | 46.2 | 40.6 | 14 | 91.1 | 76.5 | 19 | ||||||||||||||||||||||||||||||||
| Adjusted net income | $ | 175.8 | $ | 154.9 | 13 | $ | 330.1 | $ | 289.1 | 14 | ||||||||||||||||||||||||||||
1.Excludes Asbestos-related expenses and adjustments 2.Includes tax adjustments related to the amortization benefit of certain US intangible assets, asbestos and other tax adjustments NM = not meaningful | ||||||||||||||||||||||||||||||||||||||
Adjusted net income for the three month period of US$175.8 million increased 13%, primarily due to the strong performance of the North America segment and a US$8.9 million gain, net of tax, related to the sale of land in Europe, partially offset by lower EBIT in both the Asia Pacific and Europe regions, and higher adjusted income tax expense.
Adjusted net income for the six month period of US$330.1 million increased 14%, primarily driven by the strong performance in North America, lower general corporate costs and the US$8.9 million gain, net of tax, on sale of land in Europe, partially offset by higher adjusted income tax expense and lower EBIT in the Europe and Asia Pacific regions.
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 10 | |||||||
| OTHER INFORMATION | | ||||
and was 1
| Cash Flow | ||
| US$ Millions | Six Months Ended 30 September | |||||||||||||||||||||||||
| FY23 | FY22 | Change | Change % | |||||||||||||||||||||||
| Net cash provided by operating activities | $ | 264.6 | $ | 357.5 | $ | (92.9) | (26) | |||||||||||||||||||
| Net cash used in investing activities | 374.8 | 82.7 | 292.1 | 353 | ||||||||||||||||||||||
| Net cash used in financing activities | 24.2 | 313.1 | (288.9) | (92) | ||||||||||||||||||||||
Significant sources and uses of cash during the first six months of fiscal year 2023 include:
•Cash provided by operating activities:
◦Higher net sales and profitability led to net income, adjusted for non-cash items, of US$450.7 million;
◦Working capital increased by US$46.9 million, primarily due to higher inventory and lower accounts payable, partially offset by lower accounts receivable; and
◦Asbestos claims paid of US$57.9 million.
•Cash used in investing activities:
◦Capital expenditures of US$310.1 million, includes A$84.2 million for land purchased in Melbourne, Australia and North America capacity expansion project spend of US$128.9 million; and
◦AICF net investments of US$76.4 million.
•Cash used in financing activities:
◦Dividend payment of US$129.6 million; and
◦US$110.0 million in net drawdowns on our revolving credit facility.
| Capacity Expansion | ||
As previously announced, we are investing in a transformational global capacity expansion program, including brownfield and greenfield expansions in all three regions. We continue to review the macro-economic conditions and the impacts on the housing markets we do business in as we plan and execute this global capacity expansion program.
During fiscal year 2023, we expect to commission the following assets/facilities:
North America
•Trim finishing capacity in Prattville, Alabama
•ColorPlus® finishing capacity in Westfield, Massachusetts
Asia Pacific
•Brownfield expansion in Carole Park, Australia
In addition, during fiscal year 2023, we expect to:
North America
•Purchase land for a future Greenfield site in the USA
•Continue construction of Sheet Machines #3 and #4 in Prattville, Alabama, executing against our original timeline
Asia Pacific
•Begin construction of our Greenfield site in Melbourne, Victoria
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 11 | |||||||
| OTHER INFORMATION | | ||||
Europe
•Purchase land for a future Greenfield site in Europe
We will continue to review and monitor the macro-economic conditions and the impacts on the housing markets we do business in as we plan and execute this global capacity expansion program. We continue to estimate the total investment to be between US$1.6 billion to US$1.8 billion.
| Liquidity and Capital Allocation | ||
Our cash position decreased US$34.3 million, from US$125.0 million at 31 March 2022 to US$90.7 million at 30 September 2022. We also have US$443.0 million of available borrowing capacity under our revolving credit facility at 30 September 2022.
During fiscal year 2023, we will contribute A$160.4 million to AICF in quarterly installments. The first two payments of A$39.7 million and A$39.9 million were made on 1 July 2022 and 4 October 2022, respectively.
Based on our existing cash balances, together with anticipated operating cash flows and unutilized credit facilities, we anticipate we will have sufficient funds to meet our planned working capital and other expected cash requirements for the next twelve months.
| Capital Management | ||
Today we announced a revised Capital Allocation framework, which prioritizes the use of free cash flow as follows:
•Invest in organic growth
•Maintain a flexible balance sheet
•Deploy excess capital to shareholders via share buybacks
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 12 | |||||||
| NON-GAAP FINANCIAL TERMS | | ||||
| Financial Measures - GAAP equivalents | ||
This document contains the financial statement line item EBIT, which is considered to be non-GAAP, but is consistent with the term used by Australian companies. Because we prepare our condensed consolidated financial statements under GAAP, the equivalent GAAP financial statement line item description used in our condensed consolidated financial statements is Operating income (loss).
EBIT – Earnings before interest and tax.
EBIT margin – EBIT margin is defined as EBIT as a percentage of net sales.
| Non GAAP Financial Terms | ||
This Management’s Analysis of Results includes certain financial information to supplement the Company’s condensed consolidated financial statements which are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). These financial measures are designed to provide investors with an alternative method for assessing our performance from on-going operations, capital efficiency and profit generation. Management uses these financial measures for the same purposes. These financial measures include:
| • | Adjusted EBIT; | ||||||||||
| • | Adjusted EBIT margin; | ||||||||||
| • | Adjusted interest, net; | ||||||||||
| • | Adjusted net income; | ||||||||||
| • | Adjusted diluted earnings per share; | ||||||||||
| • | Adjusted income before income taxes; | ||||||||||
| • | Adjusted income tax expense; and | ||||||||||
| • | Adjusted effective tax rate | ||||||||||
These financial measures are or may be non-GAAP financial measures as defined in the rules of the U.S. Securities and Exchange Commission and may exclude or include amounts that are included or excluded, as applicable, in the calculation of the most directly comparable financial measures calculated in accordance with GAAP. These financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP financial measures and should be read only in conjunction with the Company’s condensed consolidated financial statements prepared in accordance with GAAP. In evaluating these financial measures, investors should note that other companies reporting or describing similarly titled financial measures may calculate them differently and investors should exercise caution in comparing the Company’s financial measures to similar titled measures by other companies.
| Definitions | ||
AFFA – Amended and Restated Final Funding Agreement
AICF – Asbestos Injuries Compensation Fund Ltd
Sales Volume
mmsf – million square feet, where a square foot is defined as a standard square foot of 5/16” thickness. | |||||
msf – thousand square feet, where a square foot is defined as a standard square foot of 5/16” thickness. | |||||
Price/Mix – The percentage growth in revenue attributable to price increases and shift in mix of products sold. Price/Mix is calculated as the Net Sales growth percentage less the Volume growth percentage.
Working Capital – The working capital calculation used in our cash provided by operating analysis includes the change in: (1) Accounts and other receivables, net; (2) Inventories; and (3) Accounts payable and accrued liabilities.
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 13 | |||||||
| NON-GAAP FINANCIAL MEASURES | | ||||
| Financial Measures - GAAP equivalents | ||
Adjusted EBIT
| US$ Millions | Three and Six Months Ended 30 September | |||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | 6 Months FY23 | 6 Months FY22 | |||||||||||||||||||||||
| EBIT | $ | 226.6 | $ | 215.0 | $ | 447.9 | $ | 398.0 | ||||||||||||||||||
| Asbestos: | ||||||||||||||||||||||||||
| Asbestos adjustments (gain) loss | (8.5) | (9.6) | (21.7) | (12.4) | ||||||||||||||||||||||
| AICF SG&A expenses | 0.4 | 0.3 | 0.7 | 0.6 | ||||||||||||||||||||||
| Adjusted EBIT | $ | 218.5 | $ | 205.7 | $ | 426.9 | $ | 386.2 | ||||||||||||||||||
| Net sales | 997.6 | 903.2 | 1,998.5 | 1,746.5 | ||||||||||||||||||||||
| Adjusted EBIT margin | 21.9% | 22.8% | 21.4% | 22.1% | ||||||||||||||||||||||
Adjusted interest, net
| US$ Millions | Three and Six Months Ended 30 September | |||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | 6 Months FY23 | 6 Months FY22 | |||||||||||||||||||||||
| Interest, net | $ | 8.2 | $ | 10.1 | $ | 17.0 | $ | 20.2 | ||||||||||||||||||
| AICF interest income, net | (0.8) | (0.2) | (1.0) | (0.3) | ||||||||||||||||||||||
| Adjusted interest, net | $ | 9.0 | $ | 10.3 | $ | 18.0 | $ | 20.5 | ||||||||||||||||||
Adjusted net income
| US$ Millions | Three and Six Months Ended 30 September | |||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | 6 Months FY23 | 6 Months FY22 | |||||||||||||||||||||||
| Net income | $ | 167.4 | $ | 150.1 | $ | 330.5 | $ | 271.5 | ||||||||||||||||||
| Asbestos: | ||||||||||||||||||||||||||
| Asbestos adjustments (gain) loss | (8.5) | (9.6) | (21.7) | (12.4) | ||||||||||||||||||||||
| AICF SG&A expenses | 0.4 | 0.3 | 0.7 | 0.6 | ||||||||||||||||||||||
| AICF interest income, net | (0.8) | (0.2) | (1.0) | (0.3) | ||||||||||||||||||||||
Tax adjustments1 | 17.3 | 14.3 | 21.6 | 29.7 | ||||||||||||||||||||||
| Adjusted net income | $ | 175.8 | $ | 154.9 | $ | 330.1 | $ | 289.1 | ||||||||||||||||||
1Includes tax adjustments related to the amortization benefit of certain US intangible assets, asbestos, and other tax adjustments | ||||||||||||||||||||||||||
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 14 | |||||||
| NON-GAAP FINANCIAL MEASURES | | ||||
Adjusted diluted earnings per share
Three and Six Months Ended 30 September | ||||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | 6 Months FY23 | 6 Months FY22 | |||||||||||||||||||||||
| Adjusted net income (US$ millions) | $ | 175.8 | $ | 154.9 | $ | 330.1 | $ | 289.1 | ||||||||||||||||||
Weighted average common shares outstanding - Diluted (millions) | 446.1 | 446.0 | 446.1 | 445.9 | ||||||||||||||||||||||
| Adjusted diluted earnings per share | $ | 0.39 | $ | 0.35 | $ | 0.74 | $ | 0.65 | ||||||||||||||||||
Adjusted effective tax rate
| US$ Millions | Three and Six Months Ended 30 September | |||||||||||||||||||||||||
| Q2 FY23 | Q2 FY22 | 6 Months FY23 | 6 Months FY22 | |||||||||||||||||||||||
| Income before income taxes | $ | 230.9 | $ | 205.0 | $ | 443.2 | $ | 377.7 | ||||||||||||||||||
| Asbestos: | ||||||||||||||||||||||||||
| Asbestos adjustments (gain) loss | (8.5) | (9.6) | (21.7) | (12.4) | ||||||||||||||||||||||
| AICF SG&A expenses | 0.4 | 0.3 | 0.7 | 0.6 | ||||||||||||||||||||||
| AICF interest income, net | (0.8) | (0.2) | (1.0) | (0.3) | ||||||||||||||||||||||
| Adjusted income before income taxes | $ | 222.0 | $ | 195.5 | $ | 421.2 | $ | 365.6 | ||||||||||||||||||
| Income tax expense | 63.5 | 54.9 | 112.7 | 106.2 | ||||||||||||||||||||||
Tax adjustments1 | (17.3) | (14.3) | (21.6) | (29.7) | ||||||||||||||||||||||
| Adjusted income tax expense | $ | 46.2 | $ | 40.6 | $ | 91.1 | $ | 76.5 | ||||||||||||||||||
| Effective tax rate | 27.5% | 26.8% | 25.4% | 28.1% | ||||||||||||||||||||||
| Adjusted effective tax rate | 20.8% | 20.8% | 21.6% | 20.9% | ||||||||||||||||||||||
1Includes tax adjustments related to the amortization benefit of certain US intangible assets, asbestos, and other tax adjustments | ||||||||||||||||||||||||||
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 15 | |||||||
| FORWARD-LOOKING STATEMENTS | | ||||
This Management’s Analysis of Results 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 Exchange Commission, on Forms 20-F and 6-K, in its annual reports to shareholders, in offering circulars, invitation memoranda and prospectuses, in media releases and other written materials and in oral statements made by the Company’s officers, directors or employees to analysts, institutional investors, existing and potential lenders, representatives of the media and others. Statements that are not historical facts are forward-looking statements and such forward-looking statements are statements made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995.
Examples of forward-looking statements include:
▪statements about the Company’s future performance;
▪projections of the Company’s results of operations or financial condition;
▪statements regarding the Company’s plans, objectives or goals, including those relating to strategies, initiatives, competition, acquisitions, dispositions and/or its products;
▪expectations concerning the costs associated with the suspension or closure of operations at any of the Company’s plants and future plans with respect to any such plants;
▪expectations concerning the costs associated with the significant capital expenditure projects at any of the Company’s plants and future plans with respect to any such projects;
▪expectations regarding the extension or renewal of the Company’s credit facilities including changes to terms, covenants or ratios;
▪expectations concerning dividend payments and share buy-backs;
▪statements concerning the Company’s corporate and tax domiciles and structures and potential changes to them, including potential tax charges;
▪uncertainty from the discontinuance of LIBOR and transition to any other interest rate benchmark;
▪statements regarding the effect and consequences of the COVID-19 public health crisis;
▪statements regarding tax liabilities and related audits, reviews and proceedings;
▪statements regarding the possible consequences and/or potential outcome of legal proceedings brought against us and the potential liabilities, if any, associated with such proceedings;
▪expectations about the timing and amount of contributions to AICF, a special purpose fund for the compensation of proven Australian asbestos-related personal injury and death claims;
▪expectations concerning the adequacy of the Company’s warranty provisions and estimates for future warranty-related costs;
▪statements regarding the Company’s ability to manage legal and regulatory matters (including but not limited to product liability, environmental, intellectual property and competition law matters) and to resolve any such pending legal and regulatory matters within current estimates and in anticipation of certain third-party recoveries; and
▪statements about economic or housing market conditions in the regions in which we operate, including but not limited to, the levels of new home construction and home renovations, unemployment levels, changes in consumer income, changes or stability in housing values, the availability of mortgages and other financing, mortgage and other interest rates, housing affordability and supply, the levels of foreclosures and home resales, currency exchange rates, and builder and consumer confidence.
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 identify forward-looking statements but are not the exclusive means of identifying such statements. Readers are cautioned not to place undue reliance on these forward-looking statements and all such forward-looking statements are qualified in their entirety by reference to the following cautionary statements.
Forward-looking statements are based on the Company’s current expectations, estimates and assumptions and because forward-looking statements address future results, events and conditions, they, by their very nature, involve inherent risks and uncertainties, many of which are unforeseeable and beyond the Company’s control. Such known and unknown risks, uncertainties and other factors may cause actual results, performance or other achievements to differ materially from the anticipated results, performance or achievements expressed, projected or implied by these forward-looking statements. These factors, some of which are discussed under “Risk Factors” in Section 3 of the Form 20-F filed with the Securities and Exchange Commission on 17 May 2022, include, but are not limited to: all matters relating to or arising out of the prior manufacture of products that contained asbestos by current and former Company subsidiaries; required contributions to AICF, any shortfall in AICF funding and the effect of currency exchange rate movements on the amount recorded in the Company’s financial statements as an asbestos liability; compliance with and changes in tax laws and treatments; competition and product pricing in the markets in which the Company operates; the consequences of product failures or defects; exposure to environmental, asbestos, putative consumer class action or other legal proceedings; general economic and market conditions; the supply and cost of raw materials; possible increases in competition and the potential that competitors could copy the Company’s products; compliance with and changes in environmental and health and safety laws; risks of conducting business internationally; compliance with and changes in laws and regulations; currency exchange risks; dependence on customer preference and the concentration of the Company’s customer base; dependence on residential and commercial construction markets; the effect of adverse changes in climate or weather patterns; use of accounting estimates; risk and uncertainties arising out of the COVID-19 public health crisis, including the impact of COVID-19 on our business, sales, results of operations and financial condition and all other risks identified in the Company’s reports filed with Australian, Irish and US securities regulatory agencies and exchanges (as appropriate). The Company cautions you that the foregoing list of factors is not exhaustive and that other risks and uncertainties may cause actual results to differ materially from those referenced in the Company’s forward-looking statements. Forward-looking statements speak only as of the date they are made and are statements of the Company’s current expectations concerning future results, events and conditions. The Company assumes no obligation to update any forward-looking statements or information except as required by law.
Management's Analysis of Results: James Hardie - 2nd Quarter Fiscal Year 2023 | 16 | |||||||
Q2 FY23 MANAGEMENT PRESENTATION 8 November 2022
Page 2 James Hardie Q2 FY23 Results CAUTIONARY NOTE ON FORWARD‐LOOKING STATEMENTS This Management Presentation contains forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. 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 Exchange Commission on Forms 20‐F and 6‐K, in its annual reports to shareholders, in media releases and other written materials and in oral statements made by the Company’s officers, directors or employees to analysts, institutional investors, representatives of the media and others. 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 identify forward‐looking statements but are not the exclusive means of identifying such statements. These forward‐looking statements are based upon management's current expectations, estimates, assumptions and beliefs concerning future events and conditions. Readers are cautioned not to place undue reliance on any forward‐ looking statements. Forward‐looking statements are necessarily subject to risks, uncertainties and other factors, many of which are unforeseeable and beyond the Company’s control. Many factors could cause actual results, performance or achievements to be materially different from those expressed or implied in this Management Presentation, including, among others, the risks and uncertainties set forth in Section 3 “Risk Factors” in James Hardie’s Annual Report on Form 20‐F for the year ended 31 March 2022; changes in general economic, political, governmental and business conditions globally and in the countries in which the Company does business, including the impact of COVID‐19; changes in interest rates; changes in inflation rates; changes in exchange rates; the level of construction generally; changes in cement demand and prices; changes in raw material and energy prices; changes in business strategy and various other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described herein. James Hardie assumes no obligation to update or correct the information contained in this Management Presentation except as required by law. This Management Presentation includes financial measures that are not considered a measure of financial performance under generally accepted accounting principles in the United States (GAAP). These financial measures are designed to provide investors with an alternative method for assessing our performance from on‐going operations, capital efficiency and profit generation. Management uses these financial measures for the same purposes. These financial measures are or may be non‐GAAP financial measures as defined in the rules of the U.S. Securities and Exchange Commission and may exclude or include amounts that are included or excluded, as applicable, in the calculation of the most directly comparable financial measures calculated in accordance with GAAP. These non‐GAAP financial measures should not be considered to be more meaningful than the equivalent GAAP measure. Management has included such measures to provide investors with an alternative method for assessing its operating results in a manner that is focused on the performance of its ongoing operations and excludes the impact of certain legacy items, such as asbestos adjustments. Additionally, management uses such non‐GAAP financial measures for the same purposes. However, these non‐GAAP financial measures are not prepared in accordance with GAAP, may not be reported by all of the Company’s competitors and may not be directly comparable to similarly titled measures of the Company’s competitors due to potential differences in the exact method of calculation. For additional information regarding the non‐GAAP financial measures presented in this Management Presentation, including a reconciliation of each non‐GAAP financial measure to the equivalent GAAP measure, see the slide titled “Non‐GAAP Financial Measures” included in the Appendix to this Management Presentation. In addition, this Management Presentation includes financial measures and descriptions that are considered to not be in accordance with GAAP, but which are consistent with financial measures reported by Australian companies, such as operating profit, EBIT and EBIT margin. Since the Company prepares its Consolidated Financial Statements in accordance with GAAP, the Company provides investors with definitions and a cross‐reference from the non‐GAAP financial measure used in this Management Presentation to the equivalent GAAP financial measure used in the Company’s Consolidated Financial Statements. See the section titled “Non‐GAAP Financial Measures” included in the Appendix to this Management Presentation. CAUTIONARY NOTE ON FORWARD‐LOOKING STATEMENTS USE OF NON‐GAAP FINANCIAL INFORMATION; AUSTRALIAN EQUIVALENT TERMINOLOGY
Page 3 James Hardie Q2 FY23 Results AGENDA • Strategy and Operations Update • Q2 FY23 Financial Results • Closing • Questions and Answers Aaron Erter CEO Jason Miele CFO
STRATEGY AND OPERATIONS UPDATE
Page 5 James Hardie Q2 FY23 Results STRATEGY IS UNCHANGED AND CONTINUES TO DRIVE PROFITABLE GLOBAL GROWTH Market to Homeowners to Create Demand Penetrate and Drive Profitable Growth in Existing and New Segments Commercialize Global Innovations by Expanding Into New Categories Continued Execution and Expansion of Foundational Initiatives: i) LEAN Manufacturing ii) Customer Engagement iii) Supply Chain Integration 1 2 3 Zero Harm & ESG
Page 6 James Hardie Q2 FY23 Results INSIGHTS ON OUR GLOBAL STRATEGY Marketing to homeowners in North America & APAC to make James Hardie the brand of choice Deliver superior value to customers, contractors, builders and homeowners We must also focus on Long Term Strategic Enablers: − Capacity Expansion − Innovative Products AND Services Homeowner Focused, Customer and Contractor Driven Lo ng T er m S tr at eg ic P la n Fo un da tio na l S tr at eg ic Im pe ra tiv es All of these are Foundational Strategic Imperatives that are critical to support our global growth In addition, James Hardie People and how we develop our organizational capability must be Foundational to our strategy
Page 7 James Hardie Q2 FY23 Results A GLOBAL GROWTH COMPANY Global Net Sales 10 Year CAGR Global Adj. Net Income 10 Year CAGR Global Operating Cash Flow 3 Year Avg FY22 vs FY121 11% 3x 16%36% Global Adj. ROCE2 Avg. FY18‐FY22 1 Comparison of average Global Operating Cash Flow FY20‐FY22 and FY10‐FY12 2 Return on Capital Employed calculated as Adjusted EBIT / Adjusted Gross Capital Employed
Page 8 James Hardie Q2 FY23 Results EFFICIENT INVESTMENT IN ORGANIC GROWTH 32% 28% 31% 40% 51% 0% 10% 20% 30% 40% 50% FY18 FY19 FY20 FY21 FY22 Adjusted ROCE FY18‐FY22 A track record of efficient and effective investment in organic growth that will continue across the critical enablers of our global strategy: Capacity Expansion Innovative Products and Services Targeted Demand Creation
Page 9 James Hardie Q2 FY23 Results • Invest in Organic Growth − Capacity Expansion − Innovation − Targeted Demand Creation • Maintain Flexible Balance Sheet − Maintain leverage2 below 2.0x • Deploy Excess Capital to Shareholders − Share Buyback 1 3 36% Global Adj. ROCE1 1 5 Year Average FY18‐FY22 2 Net debt / Trailing 12 Months Adjusted EBITDA 2 CAPITAL ALLOCATION FRAMEWORK
Page 10 James Hardie Q2 FY23 Results US$200 million through 31 October 2023 • As part of our continued focus on deploying excess capital to shareholders, management announces the replacement of our unfranked ordinary dividend with an on‐market share buyback program to acquire up to: SHARE BUYBACK ANNOUNCED
Page 11 James Hardie Q2 FY23 Results OPERATIONS UPDATE APACNorth America Europe First Half Execution (in US$) Net Sales +23% vs pcp EBIT +15% vs pcp Second Half Outlook Significant slowing of SF NC Moderating of R&R activity Expecting volume of ‐5% to ‐8% Second Half Outlook Constrained NC activity Expecting similar volume outcomes to first half, approximately ‐4% to flat Improved price/mix growth as price increases in all three countries took place in Sep/Oct Second Half Outlook Continued Housing market recession Expecting net sales to be slightly negative First Half Execution (in A$) Net Sales +8% vs pcp EBIT ‐3% vs pcp First Half Execution (in €) Net Sales +2% vs pcp EBIT ‐43% vs pcp All changes presented are versus prior corresponding period
Q2 FY23 FINANCIAL RESULTS
Page 13 James Hardie Q2 FY23 Results M M M M M M M % % 1 Excludes asbestos related expenses and adjustments 2 Excludes asbestos related expenses and adjustments, and tax adjustments mmsf +2% US$1,998.5 +14% Adjusted EBITDA Margin1 26.2 -1.0 pts US$426.9 US$997.6 +10% +6% -1% All changes presented are versus prior corresponding period Operating Cash Flow Adjusted Net Income2 Adjusted EBIT1 Sales Volume Net Sales Q2 FY23 1,173.6 +13% US$218.5 mmsf US$175.8 6 Months FY23 2,376.9 -1.1 pts 25.5 +11% US$330.1 +14% US$264.6 -26% • All 3 regions are simultaneously executing on the Global Strategy • 10% increase in Q2 FY23 Global Net Sales − The unfavorable change in foreign exchange rates between Q2 FY23 and Q2 FY22, had an unfavorable impact on Net Sales of US$30.9 million • 6% increase in Q2 FY23 EBIT − The unfavorable change in foreign exchange rates between Q2 FY23 and Q2 FY22, had an unfavorable impact on Adjusted EBIT of US$3.2 million • 13% increase in Q2 FY23 Adjusted Net Income − Includes a US$8.9 million gain on sale of surplus European land, net of tax • 14% increase in half year Net Sales and a 14% increase in half year Adjusted Net Income • Operating cash flow of US$264.6 million for the half year, down 26% − Decrease driven by unfavorable change in working capital in the current period, versus favorable change in prior period GLOBAL RESULTS
Page 14 James Hardie Q2 FY23 Results NORTH AMERICA SUMMARY • 18% increase in Q2 FY23 Net Sales led by robust Price/Mix growth − Continued execution in driving High Value Product penetration with our customers − ColorPlus™ volumes +31% • 17% increase in Q2 FY23 EBIT with an EBIT Margin of 28.4% − Strong Net Sales growth − Execution of LEAN manufacturing − Inflationary pressures for key raw materials including pulp, natural gas, labor and cement − Investment in growth • 23% increase in half year Net Sales and a 15% increase in half year EBIT • Q2 FY23 vs Q1 FY23: 250 basis point improvement in EBIT margin to 28.4% from 25.9% − Execution of June 2022 price increase − Maintaining SG&A spend at Q1 levels − COGS per unit remained relatively flat M M M M % % % % All changes presented are versus prior corresponding period 31.3 -2.2 pts US$1,490.7 +23% US$404.6 +15% 6 Months FY23 1,634.4 Sales Volume Net Sales EBIT Margin EBIT 28.4 -0.3 pts US$212.8 +17% +18% EBITDA Margin 32.6 -0.6 pts +14%Price/Mix US$750.6 +15% Q2 FY23 810.7 mmsf +4% mmsf +8% 27.1 -1.9 pts
Page 15 James Hardie Q2 FY23 Results APAC SUMMARY • 7% increase in Q2 FY23 Net Sales driven by strong Price/Mix growth of +11% − 4% decline in volumes due to slowing demand in Australia as labor constrained housing market activity − Continued execution in driving High Value Product penetration − Growth in high value innovations • 7% decline in Q2 FY23 EBIT at an EBIT Margin of 26.6% − Strong Net Sales growth − Continued execution of LEAN manufacturing − Higher freight and pulp costs (including unfavorable impact of foreign exchange on pulp purchased in $US) • 8% increase in half year Net Sales and a 3% decline in half year EBIT M M M M % % % % +11% -3.3 pts A$107.4 -3% EBITDA Margin -4.4 pts All changes presented are versus prior corresponding period 26.1 -3.1 pts 28.2 6 Months FY23 306.1 mmsf -3% 28.6 A$411.2 +8% EBIT A$56.1 -7% Net Sales A$211.1 +7% Sales Volume 155.9 mmsf -4% EBIT Margin 26.6 Price/Mix -4.2 pts +11% Q2 FY23
Page 16 James Hardie Q2 FY23 Results EUROPE SUMMARY • 2% decline in Q2 FY23 Net Sales − 14% decline in volumes as housing activity slowed − Strong Price/Mix growth of +12% • €4.4 million of Q2 FY23 EBIT at an EBIT Margin of 4.3% − Significant inflation decreasing EBIT and EBIT Margin Primarily due to rising prices for natural gas, freight, gypsum, and paper − SG&A investment increased 10%, primarily in marketing and talent capability • 2% increase in half year Net Sales and a 43% decline in half year EBIT M M M M % % % % +12% -6% -2% -2% 3% 7.4 -5.9 pts-9.3 pts €4.4 -69% Fiber Gypsum Net Sales Fiber Cement Net Sales All changes presented are versus prior corresponding period 13.4 -6.0 pts 6 Months FY23 436.4 mmsf -10% €212.8 +2% €15.8 -43% Price/Mix Q2 FY23 Sales Volume 207.0 mmsf -14% Net Sales -2% €102.0 +12% EBITDA Margin 10.8 -8.9 pts EBIT EBIT Margin 4.3
CLOSING
Page 18 James Hardie Q2 FY23 Results FULL YEAR FISCAL YEAR 2023 GUIDANCE Management adjusts full year FY23 Adjusted Net Income1 guidance, due to decline in volume expectations, to: US$650 million and US$710 million a 10% increase at the mid point relative to FY22 North America Guidance – Full Year FY23 Net Sales Growth 13+% growth versus FY22 EBIT margin 28‐30% James Hardie’s guidance is based on current estimates and assumptions and is subject to a number of known and unknown uncertainties and risks, including those related to the COVID‐19 pandemic and set forth in our Media Release in “Forward‐Looking Statements.” 1 Fiscal Year 2022 and 2023 Adjusted Net Income excludes asbestos related expenses and adjustments.
Page 19 James Hardie Q2 FY23 Results JAMES HARDIE – A GLOBAL GROWTH COMPANY Homeowner Focused, Customer and Contractor Driven 1 Comparison of average Global Operating Cash Flow FY20‐FY22 and FY10‐FY12 2 Return on Capital Employed calculated as Adjusted EBIT / Adjusted Gross Capital Employed Strong Growth Opportunities Brand of Choice Innovation Pipeline Integrated Localized Supply Chain Multi‐Segment Focus Experienced Management Team Strong Balance Sheet & Cash Generation Attractive Returns Premium Products and Services Responsible Corporate Citizen Global Net Sales 10 Year CAGR 11% 16% Global Adj. Net Income 10 Year CAGR 3x Global Operating Cash Flow 3 Year Avg FY22 vs FY121 Global Adj. ROCE2 Avg. FY18‐FY22 36%
QUESTIONS
APPENDIX
Page 22 James Hardie Q2 FY23 Results BUILDING SUSTAINABLE COMMUNITIES: ENVIRONMENTAL, SOCIAL AND GOVERNANCE 80% of raw materials sourced within 150 miles of manufacturing facilities 75% of employees hired locally 65% of our products are shipped within 500 miles of manufacturing facilities Total Recordable Incident Rate below industry average (TRIR) 1.22 TRIR Environment Zero Harm Communities 1 Intensity measured from a 2019 baseline Further information can be found in our FY22 Sustainability Report 3.8 Industry Average VS Reduction in Scope 1 and Scope 2 greenhouse gas intensity 1 (MT CO2e/$ revenue) in CY21 GOAL: 40% by 2030 21% Reduction in landfill waste intensity 1 (MT/$ revenue) in CY21 GOAL: 50% by 2030 47% Million additional 1 cubic feet of water recycled in CY21 GOAL: 20M cubic feet by 20303.87
Page 23 James Hardie Q2 FY23 Results DRIVING A HIGHER VALUE PRODUCT MIX – AVERAGE NET SALES PRICE 718 725 745 814 893 921 500 600 700 800 900 1000 FY19 FY20 FY21 FY22 Q1 FY23 Q2 FY23 U S$ p er M SF North America Average Net Sales Price 306 311 312 342 378 387 200 250 300 350 400 FY19 FY20 FY21 FY22 Q1 FY23 Q2 FY23 € pe r M SF Europe Average Net Sales Price 992 1,027 1,056 1,111 1,211 1,219 700 800 900 1,000 1,100 1,200 1,300 FY19 FY20 FY21 FY22 Q1 FY23 Q2 FY23 A$ p er M SF APAC Average Net Sales Price
Page 24 James Hardie Q2 FY23 Results GENERAL CORPORATE COSTS • Q2 corporate costs decreased 6% vs pcp • Driven primarily by lower stock compensation due to a lower share price • Q2 R&D increased 10% vs pcp • Customer Driven Innovation remains a core strategic initiative to drive organic profitable growth RESEARCH & DEVELOPMENT 28.0 29.7 51.7 65.2 0 20 40 60 80 FY23 FY22 U S$ m ill io ns Q2 6 Months 9.1 8.3 17.5 16.7 0 5 10 15 20 FY23 FY22 U S$ m ill io ns Q2 6 Months
Page 25 James Hardie Q2 FY23 Results 1 OPERATING CASH FLOW CAPITAL EXPENDITURES • Half year total capex of US$310.1 million • Melbourne land purchase • North American capacity expansion projects • Half year operating cash flows decreased 26% vs last year • Decrease driven by unfavorable change in working capital in the current period, versus favorable change in prior period U S$ M ill io ns 264.6 357.5 664.3 727.6 0 250 500 750 1,000 H1 FY23 H2 FY22 Half year TTM 104.4 70.0 205.7 38.1 310.1 108.1 0 50 100 150 200 250 300 350 H1 FY23 H1 FY22 U S$ M ill io ns Non Capacity Capacity
Page 26 James Hardie Q2 FY23 Results LIQUIDITY PROFILE 2 1 Incremental liquidity of up to US$250 million may be accessed via an accordion feature, which is provided for under the terms of the syndicated RCF agreement, but not credit approved. Do not anticipate accessing accordion feature. 2 Based on exchange rate as of 30 September 2022 3 Leverage ratio is based on bank covenant definition 1.3x 0.8x 0.8x 30 Sep 2020 30 Sep 2021 30 Sep 2022 Net Leverage Ratio3 Corporate debt structure • €400 million (US$392.0 million)2 3.625% senior unsecured notes, maturing 2026 (callable since October 2021) • US$400 million 5.00% senior unsecured notes maturing 2028 (callable in January 2023) • US$600 million unsecured RCF, maturing December 2026 Net leverage and liquidity • 0.8x leverage ratio3 at 30 September 2022 • US$533.7 million of liquidity at 30 September 2022
Page 27 James Hardie Q2 FY23 Results DEPRECIATION AND AMORTIZATION
Page 28 James Hardie Q2 FY23 Results First Half ended 30 September 2022: • Average claim settlement was 8% below actuarial estimates and 3% below pcp • Number of claims settled were 17% above actuarial estimates • Claims received were 3% above actuarial expectations and 7% above pcp • Net cash outflow was 6% below actuarial expectations ASBESTOS CLAIMS DATA 1 Average claim settlement is derived as the total amount paid divided by the number of non‐nil claims
Page 29 James Hardie Q2 FY23 Results This Management Presentation forms part of a package of information about the company’s results. It should be read in conjunction with the other parts of this package, including the Management’s Analysis of Results, Media Release and Condensed Consolidated Financial Statements Financial Measures – GAAP Equivalents This document contains the financial statement line item EBIT, which is considered to be non‐GAAP, but is consistent with the term used by Australian companies. Because we prepare our consolidated financial statements under GAAP, the equivalent GAAP financial Statement line item description used in our condensed consolidated financial statements is Operating income (loss). Definitions EBIT – Earnings before interest and tax EBIT margin – EBIT margin is defined as EBIT as a percentage of net sales Price/Mix – The percentage growth in revenue attributable to price increases and shift in mix of products sold. Price/Mix is calculated as the Net Sales growth percentage less the volume growth percentage. Working Capital – The working capital calculation used in our cash provided by operating analysis includes the change in: (1) Accounts and other receivables, net; (2) Inventories; and (3) Accounts payable and accrued liabilities. Sales Volume mmsf –million square feet, where a square foot is defined as a standard square foot of 5/16” thickness msf – thousand square feet, where a square foot is defined as a standard square foot of 5/16” thickness Non‐financial Terms AFFA – Amended and Restated Final Funding Agreement AICF – Asbestos Injuries Compensation Fund Ltd NON‐GAAP FINANCIAL MEASURES
Page 30 James Hardie Q2 FY23 Results NON‐GAAP FINANCIAL MEASURES
Page 31 James Hardie Q2 FY23 Results NON‐GAAP FINANCIAL MEASURES US$ Millions Q2'23 Q2'22 6 Months FY23 6 Months FY22 Europe Building Products Segment EBIT 4.5$ 16.7$ 16.6$ 33.0$ Europe Building Products Segment net sales 102.7 123.5 220.7 247.9 Europe Building Products Segment EBIT margin 4.3% 13.6% 7.4% 13.3% Depreciation and amortization 6.6 7.6 13.2 15.2 Europe Building Products Segment EBITDA 11.1$ 24.3$ 29.8$ 48.2$ Europe Building Products Segment EBITDA Margin 10.8% 19.7% 13.4% 19.4% Three and Six Months Ended 30 September Europe Building Products Segment EBIT and EBITDA
Page 32 James Hardie Q2 FY23 Results NON‐GAAP FINANCIAL MEASURES
Page 33 James Hardie Q2 FY23 Results NON‐GAAP FINANCIAL MEASURES
Q2 FY23 MANAGEMENT PRESENTATION 8 November 2022
Exhibit 99.6
James Hardie Industries plc
Condensed Consolidated Financial Statements
as of and for the Three and Six Months Ended 30 September 2022
F-1
James Hardie Industries plc
Index
| Page | |||||
F-2
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors of James Hardie Industries plc
Results of Review of Interim Financial Statements
We have reviewed the accompanying condensed consolidated balance sheet of James Hardie Industries plc (“the Company”) as of 30 September 2022, the related condensed consolidated statements of operations and comprehensive income for the three and six-month periods ended 30 September 2022 and 2021, the condensed consolidated statements of cash flows for the six-month periods ended 30 September 2022 and 2021, the condensed consolidated statements of changes in shareholders' equity for the three and six-month periods ended 30 September 2022 and 2021, and the related notes (collectively referred to as the “condensed consolidated interim financial statements”). Based on our reviews, we are not aware of any material modifications that should be made to the condensed consolidated interim financial statements for them to be in conformity with U.S. generally accepted accounting principles.
We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of 31 March 2022, the related consolidated statements of operations and comprehensive income, cash flows and changes in shareholders' equity for the year then ended, and the related notes (not presented herein); and in our report dated 17 May 2022, we expressed an unqualified audit opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of 31 March 2022, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.
Basis for Review Results
These financial statements are the responsibility of the Company's management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the SEC and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.
/s/ Ernst & Young LLP
Irvine, California
8 November 2022
F-3
James Hardie Industries plc
Condensed Consolidated Balance Sheets
| (Millions of US dollars) | (Unaudited) 30 September 2022 | 31 March 2022 | |||||||||
| Assets | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 90.7 | $ | 125.0 | |||||||
| Restricted cash and cash equivalents | 5.0 | 5.0 | |||||||||
| Restricted cash and cash equivalents - Asbestos | 30.9 | 141.9 | |||||||||
| Restricted short-term investments - Asbestos | 97.2 | 119.7 | |||||||||
| Accounts and other receivables, net | 343.4 | 398.4 | |||||||||
| Inventories | 320.2 | 279.7 | |||||||||
| Prepaid expenses and other current assets | 71.6 | 43.2 | |||||||||
| Insurance receivable - Asbestos | 6.9 | 7.9 | |||||||||
| Workers’ compensation - Asbestos | 2.8 | 3.2 | |||||||||
| Total current assets | 968.7 | 1,124.0 | |||||||||
| Property, plant and equipment, net | 1,620.0 | 1,457.0 | |||||||||
| Operating lease right-of-use-assets | 61.0 | 57.8 | |||||||||
| Finance lease right-of-use-assets | 2.5 | 2.3 | |||||||||
| Goodwill | 175.2 | 199.5 | |||||||||
| Intangible assets, net | 142.1 | 162.8 | |||||||||
| Restricted long-term investments - Asbestos | 73.9 | — | |||||||||
| Insurance receivable - Asbestos | 30.0 | 37.8 | |||||||||
| Workers’ compensation - Asbestos | 16.1 | 18.6 | |||||||||
| Deferred income taxes | 765.7 | 819.2 | |||||||||
| Deferred income taxes - Asbestos | 292.4 | 360.1 | |||||||||
| Other assets | 4.9 | 4.1 | |||||||||
| Total assets | $ | 4,152.5 | $ | 4,243.2 | |||||||
| Liabilities and Shareholders’ Equity | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable and accrued liabilities | $ | 419.8 | $ | 458.0 | |||||||
| Accrued payroll and employee benefits | 96.4 | 116.6 | |||||||||
| Operating lease liabilities | 13.7 | 12.5 | |||||||||
| Finance lease liabilities | 1.0 | 1.1 | |||||||||
| Accrued product warranties | 5.6 | 6.7 | |||||||||
| Income taxes payable | 4.1 | 9.5 | |||||||||
| Asbestos liability | 115.2 | 132.9 | |||||||||
| Workers’ compensation - Asbestos | 2.8 | 3.2 | |||||||||
| Other liabilities | 28.5 | 29.4 | |||||||||
| Total current liabilities | 687.1 | 769.9 | |||||||||
| Long-term debt | 933.8 | 877.3 | |||||||||
| Deferred income taxes | 84.2 | 86.9 | |||||||||
| Operating lease liabilities | 62.6 | 63.1 | |||||||||
| Finance lease liabilities | 1.6 | 1.5 | |||||||||
| Accrued product warranties | 30.6 | 31.0 | |||||||||
| Income taxes payable | 2.3 | 2.3 | |||||||||
| Asbestos liability | 821.8 | 1,010.8 | |||||||||
| Workers’ compensation - Asbestos | 16.1 | 18.6 | |||||||||
| Other liabilities | 46.1 | 48.9 | |||||||||
| Total liabilities | 2,686.2 | 2,910.3 | |||||||||
| Commitments and contingencies (Note 8) | |||||||||||
| Shareholders’ equity: | |||||||||||
Common stock, Euro 0.59 par value, 2.0 billion shares authorized; 445,654,922 shares issued and outstanding at 30 September 2022 and 445,348,933 shares issued and outstanding at 31 March 2022 | 232.3 | 232.1 | |||||||||
| Additional paid-in capital | 231.7 | 230.4 | |||||||||
| Retained earnings | 1,089.3 | 892.4 | |||||||||
| Accumulated other comprehensive loss | (87.0) | (22.0) | |||||||||
| Total shareholders’ equity | 1,466.3 | 1,332.9 | |||||||||
| Total liabilities and shareholders’ equity | $ | 4,152.5 | $ | 4,243.2 | |||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
F-4
James Hardie Industries plc
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)
| Three Months Ended 30 September | Six Months Ended 30 September | ||||||||||||||||||||||
| (Millions of US dollars, except per share data) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Net sales | $ | 997.6 | $ | 903.2 | $ | 1,998.5 | $ | 1,746.5 | |||||||||||||||
| Cost of goods sold | 644.3 | 574.3 | 1,306.1 | 1,109.8 | |||||||||||||||||||
| Gross profit | 353.3 | 328.9 | 692.4 | 636.7 | |||||||||||||||||||
| Selling, general and administrative expenses | 124.6 | 114.2 | 246.2 | 233.3 | |||||||||||||||||||
| Research and development expenses | 10.6 | 9.3 | 20.0 | 17.8 | |||||||||||||||||||
| Asbestos adjustments (gain) loss | (8.5) | (9.6) | (21.7) | (12.4) | |||||||||||||||||||
| Operating income | 226.6 | 215.0 | 447.9 | 398.0 | |||||||||||||||||||
| Interest, net | 8.2 | 10.1 | 17.0 | 20.2 | |||||||||||||||||||
| Other (income) expense | (12.5) | (0.1) | (12.3) | 0.1 | |||||||||||||||||||
| Income before income taxes | 230.9 | 205.0 | 443.2 | 377.7 | |||||||||||||||||||
| Income tax expense | 63.5 | 54.9 | 112.7 | 106.2 | |||||||||||||||||||
| Net income | $ | 167.4 | $ | 150.1 | $ | 330.5 | $ | 271.5 | |||||||||||||||
| Income per share: | |||||||||||||||||||||||
| Basic | $ | 0.38 | $ | 0.34 | $ | 0.74 | $ | 0.61 | |||||||||||||||
| Diluted | $ | 0.38 | $ | 0.34 | $ | 0.74 | $ | 0.61 | |||||||||||||||
| Weighted average common shares outstanding (Millions): | |||||||||||||||||||||||
| Basic | 445.5 | 444.7 | 445.5 | 444.5 | |||||||||||||||||||
| Diluted | 446.1 | 446.0 | 446.1 | 445.9 | |||||||||||||||||||
| Comprehensive income, net of tax: | |||||||||||||||||||||||
| Net income | $ | 167.4 | $ | 150.1 | $ | 330.5 | $ | 271.5 | |||||||||||||||
| Currency translation adjustments | (30.3) | (18.2) | (65.0) | (18.6) | |||||||||||||||||||
| Comprehensive income | $ | 137.1 | $ | 131.9 | $ | 265.5 | $ | 252.9 | |||||||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
F-5
James Hardie Industries plc
Condensed Consolidated Statements of Cash Flows
(Unaudited)
| Six Months Ended 30 September | |||||||||||||||||
| (Millions of US dollars) | 2022 | 2021 | |||||||||||||||
| Cash Flows From Operating Activities | |||||||||||||||||
| Net income | $ | 330.5 | $ | 271.5 | |||||||||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||||||||
| Depreciation and amortization | 83.1 | 78.3 | |||||||||||||||
| Lease expense | 12.2 | 10.2 | |||||||||||||||
| Deferred income taxes | 48.3 | 50.3 | |||||||||||||||
| Stock-based compensation | 5.5 | 10.7 | |||||||||||||||
| Asbestos adjustments (gain) loss | (21.7) | (12.4) | |||||||||||||||
| Excess tax benefits from share-based awards | (0.6) | (1.3) | |||||||||||||||
| Gain on sale of land | (12.7) | — | |||||||||||||||
| Other, net | 6.1 | 9.4 | |||||||||||||||
| Changes in operating assets and liabilities: | |||||||||||||||||
| Accounts and other receivables | 31.4 | (5.1) | |||||||||||||||
| Inventories | (55.1) | (23.2) | |||||||||||||||
| Lease assets and liabilities, net | (12.4) | (9.8) | |||||||||||||||
| Prepaid expenses and other assets | (31.5) | 2.1 | |||||||||||||||
| Insurance receivable - Asbestos | 2.9 | 5.3 | |||||||||||||||
| Accounts payable and accrued liabilities | (23.2) | 33.2 | |||||||||||||||
| Claims and handling costs paid - Asbestos | (57.9) | (57.1) | |||||||||||||||
| Income taxes payable | (4.3) | (4.5) | |||||||||||||||
| Other accrued liabilities | (36.0) | (0.1) | |||||||||||||||
| Net cash provided by operating activities | $ | 264.6 | $ | 357.5 | |||||||||||||
| Cash Flows From Investing Activities | |||||||||||||||||
| Purchases of property, plant and equipment | $ | (310.1) | $ | (108.1) | |||||||||||||
| Proceeds from sale of property, plant and equipment | 14.1 | — | |||||||||||||||
| Capitalized interest | (2.4) | (0.7) | |||||||||||||||
| Purchase of restricted investments - Asbestos | (76.4) | 26.1 | |||||||||||||||
| Net cash used in investing activities | $ | (374.8) | $ | (82.7) | |||||||||||||
| Cash Flows From Financing Activities | |||||||||||||||||
| Proceeds from credit facilities | $ | 230.0 | $ | 250.0 | |||||||||||||
| Repayments of credit facilities | (120.0) | (250.0) | |||||||||||||||
| Proceeds from issuance of shares | 0.1 | 0.1 | |||||||||||||||
| Repayment of finance lease obligations and borrowings | (0.6) | (0.5) | |||||||||||||||
| Dividends paid | (129.6) | (309.9) | |||||||||||||||
| Taxes paid related to net share settlement of equity awards | (4.1) | (2.8) | |||||||||||||||
| Net cash used in financing activities | $ | (24.2) | $ | (313.1) | |||||||||||||
| Effects of exchange rate changes on cash and cash equivalents, restricted cash and restricted cash - Asbestos | $ | (10.9) | $ | (8.6) | |||||||||||||
| Net decrease in cash and cash equivalents, restricted cash and restricted cash - Asbestos | (145.3) | (46.9) | |||||||||||||||
| Cash and cash equivalents, restricted cash and restricted cash - Asbestos at beginning of period | 271.9 | 318.4 | |||||||||||||||
| Cash and cash equivalents, restricted cash and restricted cash - Asbestos at end of period | $ | 126.6 | $ | 271.5 | |||||||||||||
| Non-Cash Investing and Financing Activities | |||||||||||||||||
| Capital expenditures incurred but not yet paid | $ | 37.1 | $ | 20.2 | |||||||||||||
| Supplemental Disclosure of Cash Flow Activities | |||||||||||||||||
| Cash paid to AICF | $ | 27.4 | $ | 62.1 | |||||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
F-6
James Hardie Industries plc
Condensed Consolidated Statements of Changes in Shareholders' Equity
(Unaudited)
| Three Months Ended 30 September 2022 | |||||||||||||||||||||||||||||
| (Millions of US dollars) | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Total | ||||||||||||||||||||||||
| Balances as of 30 June 2022 | $ | 232.2 | $ | 230.9 | $ | 921.9 | $ | (56.7) | $ | 1,328.3 | |||||||||||||||||||
| Net income | — | — | 167.4 | — | 167.4 | ||||||||||||||||||||||||
| Other comprehensive loss | — | — | — | (30.3) | (30.3) | ||||||||||||||||||||||||
| Stock-based compensation | 0.1 | 0.7 | — | — | 0.8 | ||||||||||||||||||||||||
| Issuance of ordinary shares | — | 0.1 | — | — | 0.1 | ||||||||||||||||||||||||
Balances as of 30 September 2022 | $ | 232.3 | $ | 231.7 | $ | 1,089.3 | $ | (87.0) | $ | 1,466.3 | |||||||||||||||||||
| Six Months Ended 30 September 2022 | |||||||||||||||||||||||||||||
| (Millions of US dollars) | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Total | ||||||||||||||||||||||||
Balances as of 31 March 2022 | $ | 232.1 | $ | 230.4 | $ | 892.4 | $ | (22.0) | $ | 1,332.9 | |||||||||||||||||||
| Net income | — | — | 330.5 | — | 330.5 | ||||||||||||||||||||||||
| Other comprehensive loss | — | — | — | (65.0) | (65.0) | ||||||||||||||||||||||||
| Stock-based compensation | 0.2 | 1.2 | — | — | 1.4 | ||||||||||||||||||||||||
| Issuance of ordinary shares | — | 0.1 | — | — | 0.1 | ||||||||||||||||||||||||
| Dividends declared | — | — | (133.6) | — | (133.6) | ||||||||||||||||||||||||
Balances as of 30 September 2022 | $ | 232.3 | $ | 231.7 | $ | 1,089.3 | $ | (87.0) | $ | 1,466.3 | |||||||||||||||||||
| Three Months Ended 30 September 2021 | |||||||||||||||||||||||||||||
| (Millions of US dollars) | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Total | ||||||||||||||||||||||||
| Balances as of 30 June 2021 | $ | 231.5 | $ | 229.4 | $ | 732.8 | $ | (7.0) | $ | 1,186.7 | |||||||||||||||||||
| Net income | — | — | 150.1 | — | 150.1 | ||||||||||||||||||||||||
| Other comprehensive loss | — | — | — | (18.2) | (18.2) | ||||||||||||||||||||||||
| Stock-based compensation | 0.5 | 2.6 | — | — | 3.1 | ||||||||||||||||||||||||
Balances as of 30 September 2021 | $ | 232.0 | $ | 232.0 | $ | 882.9 | $ | (25.2) | $ | 1,321.7 | |||||||||||||||||||
| Six Months Ended 30 September 2021 | |||||||||||||||||||||||||||||
| (Millions of US dollars) | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Total | ||||||||||||||||||||||||
Balances as of 31 March 2021 | $ | 231.4 | $ | 224.6 | $ | 611.4 | $ | (6.6) | $ | 1,060.8 | |||||||||||||||||||
| Net income | — | — | 271.5 | — | 271.5 | ||||||||||||||||||||||||
| Other comprehensive loss | — | — | — | (18.6) | (18.6) | ||||||||||||||||||||||||
| Stock-based compensation | 0.6 | 7.3 | — | — | 7.9 | ||||||||||||||||||||||||
| Issuance of ordinary shares | — | 0.1 | — | — | 0.1 | ||||||||||||||||||||||||
Balances as of 30 September 2021 | $ | 232.0 | $ | 232.0 | $ | 882.9 | $ | (25.2) | $ | 1,321.7 | |||||||||||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
F-7
James Hardie Industries plc
Notes to Condensed Consolidated Financial Statements
1. Organization and Significant Accounting Policies
Nature of Operations
James Hardie Industries plc ("JHI plc") manufactures and sells fiber cement, fiber gypsum and cement-bonded building products for interior and exterior building construction applications, primarily in the United States, Australia, Europe, New Zealand and the Philippines.
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the U.S. generally accepted accounting principles ("GAAP") for interim financial information. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. Interim financial results are not necessarily indicative of results anticipated for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto, included in the Company’s Annual Report on Form 20-F for the fiscal year ended 31 March 2022 from which the prior year balance sheet information herein was derived. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expense, and related disclosures. Actual results could differ from those estimates.
The condensed consolidated financial statements represent the financial position, results of operations and cash flows of JHI plc and its wholly-owned subsidiaries and variable interest entity (“VIE”). Unless the context indicates otherwise, JHI plc and its direct and indirect wholly-owned subsidiaries and VIE (as of the time relevant to the applicable reference) are collectively referred to as “James Hardie”, the “James Hardie Group” or the “Company”. All intercompany balances and transactions have been eliminated in consolidation. In management’s opinion, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments considered necessary for a fair presentation of the results for the interim periods presented.
The Company has recorded on its condensed consolidated balance sheets certain foreign assets and liabilities, including asbestos related assets and liabilities under the terms of the Amended and Restated Final Funding Agreement (“AFFA”), that are denominated in foreign currencies and subject to translation (foreign entities) or remeasurement (Asbestos Injuries Compensation Fund (“AICF”) entity and Euro denominated debt) into US dollars at each reporting date. Unless otherwise noted, the Company converts foreign currency denominated assets and liabilities into US dollars at the current spot rate at the end of the reporting period; while revenues and expenses are converted using an average exchange rate for the period. The Company records gains and losses on its Euro denominated debt which are economically offset by foreign exchange gains and losses on loans between subsidiaries, resulting in a net immaterial translation gain or loss which is recorded in the Selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive income.
Summary of Significant Accounting Policies
During the first quarter of fiscal year 2023, the Company reclassified its Restricted Short-Term Investments - Asbestos from available for sale to held to maturity ("HTM") due to AICF's ability and intent to hold these securities to maturity. At the time of the reclassification, the fair value of the investments were carried at fair value. Subsequently, these investments are carried at amortized cost.
Other than noted above, there were no changes to our significant accounting policies as described in our Annual Report on Form 20-F for the fiscal year ended 31 March 2022.
F-8
James Hardie Industries plc
Notes to Condensed Consolidated Financial Statements (continued)
Earnings Per Share
Basic earnings per share ("EPS") is calculated using net income divided by the weighted average number of common shares outstanding during the period. Diluted EPS is similar to basic EPS except that the weighted average number of common shares outstanding is increased to include the number of additional common shares calculated using the treasury method that would have been outstanding if the dilutive potential common shares, such as restricted stock units, had been issued.
Basic and dilutive common shares outstanding used in determining net income per share are as follows:
| Three Months Ended 30 September | Six Months Ended 30 September | ||||||||||||||||||||||
| (Millions of shares) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Basic common shares outstanding | 445.5 | 444.7 | 445.5 | 444.5 | |||||||||||||||||||
| Dilutive effect of stock awards | 0.6 | 1.3 | 0.6 | 1.4 | |||||||||||||||||||
| Diluted common shares outstanding | 446.1 | 446.0 | 446.1 | 445.9 | |||||||||||||||||||
There were no potential common shares which would be considered anti-dilutive for the three and six months ended 30 September 2022 and 2021.
Potential common shares of 0.3 million for both the three and six months ended 30 September 2022 and 0.5 million for both the three and six months ended 30 September 2021, have been excluded from the calculation of diluted common shares outstanding as they are considered contingent shares which are not expected to vest.
2. Revenues
The following represents the Company's disaggregated revenues:
| Three Months Ended 30 September 2022 | |||||||||||||||||||||||
| (Millions of US dollars) | North America Fiber Cement | Asia Pacific Fiber Cement | Europe Building Products | Consolidated | |||||||||||||||||||
| Fiber cement revenues | $ | 750.6 | $ | 144.3 | $ | 17.0 | $ | 911.9 | |||||||||||||||
| Fiber gypsum revenues | — | — | 85.7 | 85.7 | |||||||||||||||||||
| Total revenues | $ | 750.6 | $ | 144.3 | $ | 102.7 | $ | 997.6 | |||||||||||||||
| Three Months Ended 30 September 2021 | |||||||||||||||||||||||
| (Millions of US dollars) | North America Fiber Cement | Asia Pacific Fiber Cement | Europe Building Products | Consolidated | |||||||||||||||||||
| Fiber cement revenues | $ | 635.3 | $ | 144.4 | $ | 21.2 | $ | 800.9 | |||||||||||||||
| Fiber gypsum revenues | — | — | 102.3 | 102.3 | |||||||||||||||||||
| Total revenues | $ | 635.3 | $ | 144.4 | $ | 123.5 | $ | 903.2 | |||||||||||||||
| Six Months Ended 30 September 2022 | |||||||||||||||||||||||
| (Millions of US dollars) | North America Fiber Cement | Asia Pacific Fiber Cement | Europe Building Products | Consolidated | |||||||||||||||||||
| Fiber cement revenues | $ | 1,490.7 | $ | 287.1 | $ | 35.6 | $ | 1,813.4 | |||||||||||||||
| Fiber gypsum revenues | — | — | 185.1 | 185.1 | |||||||||||||||||||
| Total revenues | $ | 1,490.7 | $ | 287.1 | $ | 220.7 | $ | 1,998.5 | |||||||||||||||
F-9
James Hardie Industries plc
Notes to Condensed Consolidated Financial Statements (continued)
| Six Months Ended 30 September 2021 | |||||||||||||||||||||||
| (Millions of US dollars) | North America Fiber Cement | Asia Pacific Fiber Cement | Europe Building Products | Consolidated | |||||||||||||||||||
| Fiber cement revenues | $ | 1,212.4 | $ | 286.2 | $ | 41.9 | $ | 1,540.5 | |||||||||||||||
| Fiber gypsum revenues | — | — | 206.0 | 206.0 | |||||||||||||||||||
| Total revenues | $ | 1,212.4 | $ | 286.2 | $ | 247.9 | $ | 1,746.5 | |||||||||||||||
The process by which the Company recognizes revenues is similar across each of the Company's reportable segments. Fiber cement and fiber gypsum revenues are primarily generated from the sale of siding and various boards used in external and internal applications, as well as accessories. Fiber gypsum revenues also includes the sale of cement-bonded boards in the Europe Building Products segment.
3. Cash and Cash Equivalents, Restricted Cash and Restricted Cash - Asbestos
The following table provides a reconciliation of Cash and cash equivalents, Restricted cash and Restricted cash - Asbestos reported within the condensed consolidated balance sheets that sum to the total of the same such amounts shown in the condensed consolidated statements of cash flows:
| 30 September | 31 March | ||||||||||
| (Millions of US dollars) | 2022 | 2022 | |||||||||
| Cash and cash equivalents | $ | 90.7 | $ | 125.0 | |||||||
| Restricted cash | 5.0 | 5.0 | |||||||||
| Restricted cash - Asbestos | 30.9 | 141.9 | |||||||||
| Total cash and cash equivalents, restricted cash and restricted cash - Asbestos | $ | 126.6 | $ | 271.9 | |||||||
Restricted cash relates to an insurance policy which restricts the cash from general corporate purposes.
Restricted cash - Asbestos is restricted to the settlement of asbestos claims and for the payment of the operating costs of AICF.
4. Inventories
Inventories consist of the following components:
| 30 September | 31 March | ||||||||||
| (Millions of US dollars) | 2022 | 2022 | |||||||||
| Finished goods | $ | 219.6 | $ | 187.3 | |||||||
| Work-in-process | 20.6 | 16.2 | |||||||||
| Raw materials and supplies | 88.5 | 82.1 | |||||||||
| Provision for obsolete finished goods and raw materials | (8.5) | (5.9) | |||||||||
| Total inventories | $ | 320.2 | $ | 279.7 | |||||||
F-10
James Hardie Industries plc
Notes to Condensed Consolidated Financial Statements (continued)
5. Long-Term Debt
| 30 September | 31 March | ||||||||||
| (Millions of US dollars) | 2022 | 2022 | |||||||||
| Senior unsecured notes: | |||||||||||
Principal amount 3.625% notes due 2026 (€400.0 million) | $ | 392.0 | $ | 446.4 | |||||||
Principal amount 5.000% notes due 2028 | 400.0 | 400.0 | |||||||||
| Total | 792.0 | 846.4 | |||||||||
| Unsecured revolving credit facility | 150.0 | 40.0 | |||||||||
| Unamortized debt issuance costs: | (8.2) | (9.1) | |||||||||
| Total Long-term debt | $ | 933.8 | $ | 877.3 | |||||||
| Weighted average interest rate of Long-term debt | 4.3 | % | 4.2 | % | |||||||
| Weighted average term of available Long-term debt | 4.5 years | 5.0 years | |||||||||
Fair value of Senior unsecured notes (Level 1) | $ | 716.6 | $ | 845.1 | |||||||
As of 30 September 2022, the Company had a total borrowing base capacity under the revolving credit facility of US$600.0 million with outstanding borrowings of US$150.0 million, and US$7.0 million of issued but undrawn letters of credit and bank guarantees. These letters of credit and bank guarantees relate to various operational matters including insurance, performance bonds and other items, leaving the Company with US$443.0 million of available borrowing capacity under the revolving credit facility.
At 30 September 2022, the Company was in compliance with all of its covenants contained in the senior unsecured notes and the unsecured revolving credit facility agreement.
6. Asbestos
In February 2007, the Company's shareholders approved the AFFA, an agreement pursuant to which the Company provides long-term funding to AICF.
Asbestos Adjustments (Gain) Loss
The Asbestos adjustments (gain) loss included in the condensed consolidated statements of operations and comprehensive income comprise the following:
| Three Months Ended 30 September | Six Months Ended 30 September | ||||||||||||||||||||||
| (Millions of US dollars) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Effect of foreign exchange on Asbestos net liabilities | $ | (25.1) | $ | (22.2) | $ | (59.1) | $ | (27.9) | |||||||||||||||
| Loss on foreign currency forward contracts | 14.8 | 13.7 | 35.2 | 16.6 | |||||||||||||||||||
| Other | 1.8 | (1.1) | 2.2 | (1.1) | |||||||||||||||||||
| Asbestos adjustments (gain) loss | $ | (8.5) | $ | (9.6) | $ | (21.7) | $ | (12.4) | |||||||||||||||
F-11
James Hardie Industries plc
Notes to Condensed Consolidated Financial Statements (continued)
Claims Data
The following table shows the activity related to the numbers of open claims, new claims and closed claims during each of the past five years and the average settlement per settled claim and case closed:
Six Months | ||||||||||||||||||||
| Ended | For the Years Ended 31 March | |||||||||||||||||||
| 30 September 2022 | 2022 | 2021 | 2020 | 2019 | 2018 | |||||||||||||||
| Number of open claims at beginning of period | 365 | 360 | 393 | 332 | 336 | 352 | ||||||||||||||
| Number of new claims | ||||||||||||||||||||
| Direct claims | 190 | 411 | 392 | 449 | 430 | 422 | ||||||||||||||
| Cross claims | 90 | 144 | 153 | 208 | 138 | 140 | ||||||||||||||
| Number of closed claims | 315 | 550 | 578 | 596 | 572 | 578 | ||||||||||||||
| Number of open claims at end of period | 330 | 365 | 360 | 393 | 332 | 336 | ||||||||||||||
| Average settlement amount per settled claim | A$303,000 | A$314,000 | A$248,000 | A$277,000 | A$262,000 | A$253,000 | ||||||||||||||
Average settlement amount per case closed 1 | A$272,000 | A$282,000 | A$225,000 | A$245,000 | A$234,000 | A$217,000 | ||||||||||||||
| Average settlement amount per settled claim | US$212,000 | US$232,000 | US$178,000 | US$189,000 | US$191,000 | US$196,000 | ||||||||||||||
Average settlement amount per case closed 1 | US$190,000 | US$208,000 | US$162,000 | US$167,000 | US$171,000 | US$168,000 | ||||||||||||||
1 The average settlement amount per case closed includes nil settlements. | ||||||||||||||||||||
Under the terms of the AFFA, the Company has rights of access to actuarial information produced for AICF by the actuary appointed by AICF, which is currently KPMG Actuarial. The Company’s disclosures with respect to claims statistics are subject to it obtaining such information, however, the AFFA does not provide the Company an express right to audit or otherwise require independent verification of such information or the methodologies to be adopted by the approved actuary. As such, the Company relies on the accuracy and completeness of the information provided by AICF to the approved actuary and the resulting information and analysis of the approved actuary when making disclosures with respect to claims statistics.
The following is a detailed rollforward of the Net Unfunded AFFA liability, net of tax, for the six months ended 30 September 2022:
| (Millions of US dollars) | Asbestos Liability | Insurance Receivables | Restricted Cash and Investments | Other Assets and Liabilities | Net Unfunded AFFA Liability | Deferred Tax Assets | Income Tax Payable | Net Unfunded AFFA Liability, net of tax | |||||||||||||||||||||||||||||||||||||||
Opening Balance - 31 March 2022 | $ | (1,143.7) | $ | 45.7 | $ | 261.6 | $ | (1.1) | $ | (837.5) | $ | 360.1 | $ | 43.9 | $ | (433.5) | |||||||||||||||||||||||||||||||
Asbestos claims paid1 | 57.4 | — | (57.4) | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||
| Payment received in accordance with AFFA | — | — | 27.4 | — | 27.4 | — | — | 27.4 | |||||||||||||||||||||||||||||||||||||||
| AICF claims-handling costs incurred (paid) | 0.5 | — | (0.5) | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||
| AICF operating costs paid - non claims-handling | — | — | (0.7) | — | (0.7) | — | — | (0.7) | |||||||||||||||||||||||||||||||||||||||
| Insurance recoveries | — | (2.9) | 2.9 | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||
| Movement in income tax payable | — | — | — | — | — | (21.0) | (19.5) | (40.5) | |||||||||||||||||||||||||||||||||||||||
| Other movements | — | — | 1.1 | (0.6) | 0.5 | — | — | 0.5 | |||||||||||||||||||||||||||||||||||||||
| Effect of foreign exchange | 148.8 | (5.9) | (32.4) | 0.3 | 110.8 | (46.7) | (5.0) | 59.1 | |||||||||||||||||||||||||||||||||||||||
Closing Balance - 30 September 2022 | $ | (937.0) | $ | 36.9 | $ | 202.0 | $ | (1.4) | $ | (699.5) | $ | 292.4 | $ | 19.4 | $ | (387.7) | |||||||||||||||||||||||||||||||
F-12
James Hardie Industries plc
Notes to Condensed Consolidated Financial Statements (continued)
___________
1Claims paid of US$57.4 million reflects A$82.1 million converted at the average exchange rate for the period based on the assumption that these transactions occurred evenly throughout the period.
AICF Funding
During fiscal year 2023, the Company will contribute A$160.4 million to AICF in quarterly installments. The first two payments of A$39.7 million and A$39.9 million were made on 1 July 2022 and 4 October 2022, respectively.
For the six months ended 30 September 2022, the Company did not provide financial or other support to AICF that it was not previously contractually required to provide.
Restricted Investments
AICF invests its excess cash in time deposits, which are classified as HTM investments and the carrying value materially approximates the fair value for each investment. The following table represents the investments entered into as of 30 September 2022:
| Date Invested | Maturity Date | Interest Rate | A$ Millions | |||||||||||||||||
| August 2022 | 15 February 2023 | 3.35% | 50.0 | |||||||||||||||||
| April 2022 | 5 April 2024 | 2.75% | 54.0 | |||||||||||||||||
| January 2022 | 25 January 2024 | 1.41% | 30.0 | |||||||||||||||||
| January 2022 | 25 January 2023 | 0.79% | 100.0 | |||||||||||||||||
| October 2021 | 6 October 2023 | 0.60% | 30.0 | |||||||||||||||||
7. Derivative Instruments
The Company uses derivatives for risk management purposes and does not engage in speculative activity. A risk management objective for the Company is to mitigate interest rate risk associated with the Company’s external credit facilities and foreign currency risk primarily with respect to forecasted transactions denominated in foreign currencies. The determination of whether the Company enters into a derivative transaction to achieve these risk management objectives depends on a number of factors, including an evaluation of the extent to which derivative instruments will achieve such risk management objectives of the Company.
Foreign Currency Forward Contracts
The Company’s foreign currency forward contracts are valued using models that maximize the use of market observable inputs including interest rate curves and both forward and spot prices for currencies and are categorized as Level 2 within the fair value hierarchy.
The following table sets forth the total outstanding notional amount and the fair value of the Company’s foreign currency forward contracts:
| Fair Value as of | |||||||||||||||||||||||||||||||||||
| (Millions of US dollars) | Notional Amount | 30 September 2022 | 31 March 2022 | ||||||||||||||||||||||||||||||||
| Derivatives not accounted for as hedges | 30 September 2022 | 31 March 2022 | Assets | Liabilities | Assets | Liabilities | |||||||||||||||||||||||||||||
| Foreign currency forward contracts | $ | 302.3 | $ | 251.0 | $ | — | $ | 23.0 | $ | 2.0 | $ | 1.9 | |||||||||||||||||||||||
F-13
James Hardie Industries plc
Notes to Condensed Consolidated Financial Statements (continued)
The following table sets forth the gain and loss on the Company’s foreign currency forward contracts recorded in the Company's condensed consolidated statements of operations and comprehensive income as follows:
| Three Months Ended 30 September | Six Months Ended 30 September | ||||||||||||||||||||||
| (Millions of US dollars) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Asbestos adjustments loss | $ | 14.8 | $ | 13.7 | $ | 35.2 | $ | 16.6 | |||||||||||||||
| Selling, general and administrative expenses (income) | (0.6) | — | 4.0 | (5.6) | |||||||||||||||||||
| Total loss | $ | 14.2 | $ | 13.7 | $ | 39.2 | $ | 11.0 | |||||||||||||||
8. Commitments and Contingencies
Legal Matters
The Company is involved from time to time in various legal proceedings and administrative actions related to the normal conduct of its business, including general liability claims, putative class action lawsuits and litigation concerning its products.
Although it is impossible to predict the outcome of any pending legal proceeding, management believes that such proceedings and actions should not, individually or in the aggregate, have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows, except as they relate to asbestos and New Zealand weathertightness claims as described in these condensed consolidated financial statements.
New Zealand Weathertightness Claims
Since fiscal year 2002, the Company’s New Zealand subsidiaries have been joined in a number of weathertightness claims in New Zealand that relate to residential buildings (single dwellings and apartment complexes) and a small number of non-residential buildings, primarily constructed from 1998 to 2004. The claims often involve multiple parties and allege that losses were incurred due to excessive moisture penetration of the buildings’ structures. The claims typically include allegations of poor building design, inadequate certification of plans, inadequate construction review and compliance certification and deficient work by sub-contractors.
Historically, the Company’s New Zealand subsidiaries have been joined to these claims as one of several co-defendants, including local government entities responsible for enforcing building codes and practices, resulting in the Company’s New Zealand subsidiaries becoming liable for only a portion of each claim. In addition, the Company’s New Zealand subsidiaries have had access to third-party recoveries to defray a portion of the costs incurred in resolving such claims.
Currently pending are two claims filed on behalf of multiple plaintiffs in 2015 against the Company and/or its subsidiaries as the sole defendants, each of which alleges that the New Zealand subsidiaries’ products were inherently defective. The Company believes it has substantial factual and legal defenses to these claims and is defending the claims vigorously.
Cridge, et al. (Case Nos. CIV-2015-485-594 and CIV-2015-485-773), In the High Court of New Zealand, Wellington Registry (hereinafter the “Cridge litigation”). From August to December 2020, the trial of phase one of the Cridge litigation was held in Wellington, New Zealand solely to determine whether the Company’s New Zealand subsidiaries had a duty to the plaintiffs and breached that duty. In August 2021, the Wellington High Court issued its decision finding in favor of the Company on all claims (the “Cridge Decision”). In September 2021, plaintiffs filed a notice of appeal of the trial court’s decision, and
F-14
James Hardie Industries plc
Notes to Condensed Consolidated Financial Statements (continued)
subsequently the appellate court held a hearing in August 2022. The Company anticipates the appellate court to issue its decision no sooner than December 2022. As of 30 September 2022, the Company has not recorded a reserve related to the Cridge litigation as the chance of loss remains not probable following the Cridge Decision.
Waitakere, et al. (Case No. CIV-2015-404-3080), In the High Court of New Zealand, Auckland Registry (hereinafter the “Waitakere litigation”). The trial in the Waitakere litigation is currently not scheduled to begin until May 2023 in Auckland, New Zealand. As of 30 September 2022, the Company has not recorded a reserve related to the Waitakere litigation as the chance of loss is not probable and the amount of loss, if any, cannot be reasonably estimated.
The resolution of one or more of the litigation matters by way of a court decision or settlement has the potential to impact the accounting treatment regarding the probability of a potential loss and the Company’s ability to reasonably estimate a reserve with regards to the other litigation matters discussed above. Furthermore, an adverse judgement in one or more of these litigation matters could have a material adverse impact on our consolidated financial position, results of operations or cash flows.
Environmental
The operations of the Company, like those of other companies engaged in similar businesses, are subject to a number of laws and regulations on air, soil and water quality, waste handling and disposal. The Company’s policy is to accrue for environmental costs when it is determined that it is probable that an obligation exists and the amount can be reasonably estimated.
9. Income Taxes
Income taxes payable represents taxes currently payable which are computed at statutory income tax rates applicable to taxable income derived in each jurisdiction in which the Company conducts business. During the six months ended 30 September 2022, the Company paid taxes, net of refunds, of US$65.5 million.
Income tax expense differs from the statutory rate primarily due to the Company’s mix of pre-tax income by jurisdiction, foreign taxes on domestic income and foreign exchange on asbestos.
Deferred income taxes include net operating loss carry-forwards. At 30 September 2022, the Company had tax loss carry-forwards in Australia, New Zealand, Europe and the US of approximately US$62.4 million that are available to offset future taxable income in the respective jurisdiction. The Company establishes a valuation allowance against a deferred tax asset if it is more likely than not that some portion or all of the deferred tax asset will not be realized.
The Australian tax loss carry-forwards primarily result from current and prior year tax deductions for contributions to AICF. James Hardie 117 Pty Limited, the performing subsidiary under the AFFA, is able to claim a tax deduction for its contributions to AICF over a five-year period commencing in the year the contribution is incurred. At 30 September 2022, the Company recognized a tax deduction of US$70.1 million (A$100.3 million) for the current year relating to total contributions to AICF of US$722.5 million (A$1,002.8 million) incurred in tax years 2019 through 2023.
F-15
James Hardie Industries plc
Notes to Condensed Consolidated Financial Statements (continued)
10. Stock-Based Compensation
Total stock-based compensation expense consists of the following:
| Three Months Ended 30 September | Six Months Ended 30 September | ||||||||||||||||||||||
| (Millions of US dollars) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Liability Awards | $ | 1.2 | $ | 2.9 | $ | (0.5) | $ | 8.5 | |||||||||||||||
| Equity Awards | 4.1 | 5.9 | 5.5 | 10.7 | |||||||||||||||||||
| Total stock-based compensation expense | $ | 5.3 | $ | 8.8 | $ | 5.0 | $ | 19.2 | |||||||||||||||
As of 30 September 2022, the unrecorded future stock-based compensation expense related to outstanding equity awards was US$21.0 million and will be recognized over an estimated weighted average amortization period of 1.9 years.
11. Segment Information
The Company reports its operating segment information in the format that the operating segment information is available to and evaluated by the Chief Operating Decision Maker. The North America Fiber Cement segment manufactures fiber cement interior linings, exterior siding products and related accessories in the United States; these products are sold in the United States and Canada. The Asia Pacific Fiber Cement segment includes all fiber cement products manufactured in Australia and the Philippines, and sold in Australia, New Zealand, Asia, the Middle East and various Pacific Islands. The Europe Building Products segment includes fiber gypsum and cement-bonded boards manufactured in Europe and fiber cement product manufactured in the United States that is sold in Europe. The Research and Development segment represents the cost incurred by the research and development centers. General Corporate primarily consist of Asbestos adjustments (gain) loss, officer and employee compensation and related benefits, professional and legal fees, administrative costs and rental expense on the Company’s corporate offices. The Company does not report net interest expense for each segment as the segments are not held directly accountable for interest expense.
Operating Segments
The following is the Company’s operating segment information:
| Net Sales | ||||||||||||||||||||||||||
| Three Months Ended 30 September | Six Months Ended 30 September | |||||||||||||||||||||||||
| (Millions of US dollars) | 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||||
| North America Fiber Cement | $ | 750.6 | $ | 635.3 | $ | 1,490.7 | $ | 1,212.4 | ||||||||||||||||||
| Asia Pacific Fiber Cement | 144.3 | 144.4 | 287.1 | 286.2 | ||||||||||||||||||||||
| Europe Building Products | 102.7 | 123.5 | 220.7 | 247.9 | ||||||||||||||||||||||
| Worldwide total | $ | 997.6 | $ | 903.2 | $ | 1,998.5 | $ | 1,746.5 | ||||||||||||||||||
F-16
James Hardie Industries plc
Notes to Condensed Consolidated Financial Statements (continued)
| Operating Income | ||||||||||||||||||||||||||
| Three Months Ended 30 September | Six Months Ended 30 September | |||||||||||||||||||||||||
| (Millions of US dollars) | 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||||
| North America Fiber Cement | $ | 212.8 | $ | 182.5 | $ | 404.6 | $ | 351.8 | ||||||||||||||||||
| Asia Pacific Fiber Cement | 38.3 | 44.5 | 74.9 | 83.3 | ||||||||||||||||||||||
| Europe Building Products | 4.5 | 16.7 | 16.6 | 33.0 | ||||||||||||||||||||||
| Research and Development | (9.1) | (8.3) | (17.5) | (16.7) | ||||||||||||||||||||||
| Segments total | 246.5 | 235.4 | 478.6 | 451.4 | ||||||||||||||||||||||
| General Corporate | (19.9) | (20.4) | (30.7) | (53.4) | ||||||||||||||||||||||
| Total operating income | $ | 226.6 | $ | 215.0 | $ | 447.9 | $ | 398.0 | ||||||||||||||||||
Research and development expenditures are expensed as incurred and are summarized by segment in the following table. For the three and six months ended 30 September 2022, Research and development segment operating income also includes Selling, general and administrative expenses of US$0.6 million and US$1.2 million, respectively. For the three and six months ended 30 September 2021, Research and development segment operating income also includes Selling, general and administrative expenses of US$0.9 million and US$2.5 million, respectively.
| Research and Development Expenses | ||||||||||||||||||||||||||
| Three Months Ended 30 September | Six Months Ended 30 September | |||||||||||||||||||||||||
| (Millions of US dollars) | 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||||
| North America Fiber Cement | $ | 1.3 | $ | 1.4 | $ | 2.2 | $ | 2.5 | ||||||||||||||||||
| Asia Pacific Fiber Cement | 0.3 | 0.3 | 0.7 | 0.7 | ||||||||||||||||||||||
| Europe Building Products | 0.5 | 0.2 | 0.8 | 0.4 | ||||||||||||||||||||||
| Research and Development | 8.5 | 7.4 | 16.3 | 14.2 | ||||||||||||||||||||||
| Worldwide total | $ | 10.6 | $ | 9.3 | $ | 20.0 | $ | 17.8 | ||||||||||||||||||
12. Accumulated Other Comprehensive Loss
Accumulated other comprehensive loss is comprised of the following at 30 September 2022:
| (Millions of US dollars) | Cash Flow Hedges | Pension Actuarial Loss | Foreign Currency Translation Adjustments | Total | ||||||||||||||||||||||
Balance at 31 March 2022 | $ | 0.2 | $ | (0.3) | $ | (21.9) | $ | (22.0) | ||||||||||||||||||
| Other comprehensive loss | — | — | (65.0) | (65.0) | ||||||||||||||||||||||
Balance at 30 September 2022 | $ | 0.2 | $ | (0.3) | $ | (86.9) | $ | (87.0) | ||||||||||||||||||
13. Subsequent Event
In November 2022, our board of directors approved and authorized a share buyback plan, for an aggregate amount up to US$200 million through 31 October 2023.
F-17
Exhibit 99.7
James Hardie Industries plc (Company)
Directors’ Report
for the half year ended 30 September 2022
Directors
As of the date of this report the members of the Board are: A Lloyd (Chairperson), PJ Davis, P Lisboa, R Rodriguez, S Rowland, N Stein, H Wiens and A Erter (CEO).
There have been three changes to the composition of the Board between 1 April 2022 and the date of this report. PJ Davis was appointed as a director on 10 August 2022, A Erter (CEO) was appointed as a director on 1 September 2022 and M Hammes (Chairman) retired as a director on 3 November 2022.
Review of Operations
Please see Management’s Analysis of Results relating to the period ended 30 September 2022.
Auditor’s Independence
The Directors obtained an annual independence declaration from the Company’s auditors, Ernst & Young LLP.
This report is made in accordance with a resolution of the Board.
| /s/ ANNE LLOYD | /s/ AARON ERTER | |||||||
| A Lloyd | A Erter | |||||||
| Chairperson | Chief Executive Officer | |||||||
Dublin, Ireland, 3 November 2022
James Hardie Industries plc
Board of Directors’ Declaration
for the half year ended 30 September 2022
The Board declares that with regard to the attached financial statements and notes:
a) the financial statements and notes comply with the accounting standards in accordance with which they were prepared;
b) the information contained in the financial statements and notes fairly presents, in all material respects, the financial condition and results of operations of the Company; and
c) in the Directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
This declaration is made in accordance with a resolution of the Board.
| /s/ ANNE LLOYD | /s/ AARON ERTER | |||||||
| A Lloyd | A Erter | |||||||
| Chairperson | Chief Executive Officer | |||||||
Dublin, Ireland, 3 November 2022
James Hardie Industries plc Europa House 2nd Floor, Harcourt Centre Harcourt Street, Dublin 2, D02 WR20, Ireland T: +353 (0) 1 411 6924 F: +353 (0) 1 479 1128 James Hardie Industries plc is a limited liability company incorporated in Ireland with its registered office at Europa House 2nd Floor, Harcourt Centre, Harcourt Street, Dublin 2, D02 WR20, Ireland. Directors: Michael Hammes (Chairman, USA), Anne Lloyd (Deputy Chairperson, USA), Peter-John Davis (Aus), Persio Lisboa (USA), Rada Rodriguez (Sweden), Suzanne B. Rowland (USA), Nigel Stein (UK), Harold Wiens (USA). Chief Executive Officer and Director: Aaron Erter (USA) Company number: 485719 ARBN: 097 829 895 27 October 2022 The Manager Company Announcements Office Australian Securities Exchange Limited 20 Bridge Street SYDNEY NSW 2000 Dear Sir/Madam Substantial Holding Notice As required under ASX Listing Rule 3.17.3 please see attached a copy of the substantial holding notice received by James Hardie on 25 October 2022. Regards Joseph C. Blasko General Counsel & Company Secretary This announcement has been authorised for release by the General Counsel and Company Secretary, Mr Joseph C. Blasko.
James Hardie Industries plc Europa House 2nd Floor, Harcourt Centre Harcourt Street, Dublin 2, D02 WR20, Ireland T: +353 (0) 1 411 6924 F: +353 (0) 1 479 1128 James Hardie Industries plc is a limited liability company incorporated in Ireland with its registered office at Europa House 2nd Floor, Harcourt Centre, Harcourt Street, Dublin 2, D02 WR20, Ireland. Directors: Michael Hammes (Chairman, USA), Anne Lloyd (Deputy Chairperson, USA), Peter-John Davis (Aus), Persio Lisboa (USA), Rada Rodriguez (Sweden), Suzanne B. Rowland (USA), Nigel Stein (UK), Harold Wiens (USA). Chief Executive Officer and Director: Aaron Erter (USA) Company number: 485719 ARBN: 097 829 895 4 November 2022 The Manager Company Announcements Office Australian Securities Exchange Limited 20 Bridge Street SYDNEY NSW 2000 Chairman’s Address to 2022 Annual General Meeting and Presentation Dear Sir/Madam James Hardie Industries plc will be holding its 2022 Annual General Meeting (AGM) on Thursday, 3 November 2022 at 9:00pm (Dublin time) / Friday, 4 November 2022 at 8:00am (Sydney time). As required under ASX Listing Rule 3.13.3, a copy of the Chairman’s Address to the 2022 AGM and the AGM Presentation are attached to this release. Regards Joseph C. Blasko General Counsel & Company Secretary This announcement has been authorised for release by the General Counsel and Company Secretary, Mr Joseph C. Blasko
Chairman’s Address 2022 Annual General Meeting Chairman’s Address 1 Address to the 2022 Annual General Meeting Michael Hammes, Chairman, James Hardie Industries plc Hello and welcome to James Hardie Industries plc’s 2022 Annual General Meeting (AGM), our thirteenth AGM to be held in Dublin. I am pleased to have you join us. A New Chairperson This will be my last James Hardie AGM as your Chairman. I have served you, the shareholders, the company, and the Board for over 15 years, and I am truly proud of what this company has achieved during my tenure. I believe the strategy we have put in place along with the talented and deep leadership team, will continue to drive further growth for James Hardie. It gives me great pleasure to be able to pass on this important role and responsibility to someone the caliber of Anne Lloyd. Anne has been on our Board for four years and has operated within the industry for several decades. Her knowledge of James Hardie operations, the executive leadership team and the building materials industry make her an excellent choice to be the next Chairperson of James Hardie. A new CEO Earlier this year, we commenced the search for a new CEO and I’m very pleased that we welcomed Aaron Erter to James Hardie in September. Our search was comprehensive and conducted by global executive recruitment firm Heidrick & Struggles, who identified a number of outstanding candidates. Following a thorough evaluation process, the Board concluded that Aaron’s combination of experience, capabilities and leadership attributes was the ideal fit to lead James Hardie. Aaron is an exceptional leader and we’re excited that he has joined James Hardie. Aaron has more than two decades of experience leading large and complex industrial and consumer businesses, including various global leadership roles at Sherwin Williams, as well as the last two years as the CEO of PLZ Corporation. Aaron brings a wealth of experience and passion to James Hardie and will be supported by our highly capable leadership team. James Hardie is a high-performance global company that has built its presence and reputation over many years through fast-paced and results oriented work. The Board is confident that Aaron has the right mix of attributes to continue the considerable growth ambitions of the business while strengthening our culture as the business evolves and expands Aaron is a leader of exceptional caliber and joins James Hardie at a pivotal time in our history; we are in a strong financial position, we have the right foundational strategy, and we have an excellent core leadership team. Aaron brings experience leading global teams and the ability to execute strategies that leverage a company’s value proposition to drive profitable growth. Aaron has proven capability and extensive experience in understanding the consumers’ needs, commercializing the right innovative products to meet those needs, and driving growth through the right targeted marketing. Zero Harm and ESG I am pleased with our team’s achievement delivering James Hardie’s second sustainability report in fiscal year 2023. In addition, I am proud to report that we appointed our first Chief Sustainability Officer, Jill Kolling earlier this year. We recognize that keeping environmental and social considerations at the core of everything we do is fundamental to our success, and the report plus Ms. Kolling’s appointment represents a significant milestone in our sustainability journey. The Group’s sustainability progress reflects the efforts of our global team. Their passion, expertise and capability drives the success of our business outcomes, and examples of our progress in fiscal year 2022 can be found here.
Chairman’s Address 2022 Annual General Meeting Chairman’s Address 2 Aaron and his leadership team are focused on continuous improvement within the ESG space and have the Board’s full support in this initiative. As our sustainability program progresses, the Board and management are committed to aligning with best-practice reporting standards and frameworks, including those set forth by the Global Reporting Initiative (GRI), the Sustainability Accounting Standards Board (SASB) and the Task Force on Climate- related Financial Disclosures (TCFD). A Growth Company James Hardie is a Growth Company and we have a strong historical track record of creating global value; • 11% Global Net Sales, 10 year CAGR • 3x Global Operating cash flow, 3 year average FY22 vs FY12 • 38% Global Adjusted ROCE, avg FY19-FY22 • 16% Global Adjusted Net Income, 10 year CAGR We have the right strategy and people in place to deliver long term sustainable growth. Our proven sustainable growth has come from all 3 regions we operate. In North America, we have grown Net Sales over the last 10 years by 12% CAGR while growing Adjusted EBIT by 16% CAGR. In APAC, in Australian dollars, we have grown Net Sales over the last 10 years by 8% CAGR while growing Adjusted EBIT by 10% CAGR. Finally, during our 4 years in Europe since the acquisition of Fermacell in FY19, in Euros, we have grown Net Sales by 10% CAGR and Adjusted EBIT by 17% CAGR. We continue to see long term growth opportunities in all 3 regions we operate in. At our Investor Day in September, the North American team focused on the Repair & Remodel opportunities in the Northeast and Midwest. In APAC, our team highlighted the significant opportunity to continue to take market share against masonry. While in Europe, the team demonstrated the opportunities for Fiber Cement growth in the Panel and Plank markets, as well as outlining a plan for sustained growth in Fiber Gypsum. We have the opportunities for sustained growth in each region, but more importantly we have the right strategies and enablers in place to execute on these opportunities that will propel growth. These strategies include marketing to the entire value chain and supported by enablers including Market Driven Global Innovation, Marketing to Homeowners in North America and APAC as well as our Global Capacity Expansion. James Hardie’s track record, opportunities, strategies and enablers position the firm for sustained profitable growth. Global Capacity In fiscal year 2022, we announced our global capacity expansion program that will result in new plants being built in all three of our operating regions. Long-term demand for fiber cement is strong, supported by design trends as well as industry labor and skill shortages, which our products look to alleviate. In addition, as we begin to market directly to homeowners and start to expand our product offering beyond the wood-look category, we need to have the right capacity ahead of demand. Delivering Consistent Financial Results The successful execution of James Hardie’s organic global strategic plan and transformation is a testament to the hard work and dedication of all James Hardie employees from around the world. Fiscal year 2022 was our third consecutive year of substantial growth globally. Adjusted Net Income of US$620.7 million is more than two times the Adjusted Net Income result in fiscal year 2019. This transformational growth was delivered across all three regions. Over the three years since we unveiled
Chairman’s Address 2022 Annual General Meeting Chairman’s Address 3 our global strategy, group sales have increased 44% to over US$3.6 billion and adjusted net income grew 107% to US$620.7 million. This exceptional growth is the result of the successful execution of our strategy by our over 5,000 employees across the globe. Asbestos Injury Compensation Fund (AICF) Since the inception of AICF, James Hardie has contributed approximately A$2.0 billion to the fund. We at James Hardie remain committed to AICF and the terms of the Amended and Restated Final Funding Agreement. Board Changes We remain committed to ensuring we have a strong, diverse, and independent Board, and I would like to thank my fellow Board members for their continued support and demonstrated leadership during the year. During 2022, we welcomed Peter John (PJ) Davis. We announced his appointment to our Board in August 2022 and he will be standing for election at this AGM. PJ previously served as Chief Operating Officer (COO) of Bunnings Australia & New Zealand. During his 15-year tenure as COO, the division was one of the most profitable of the Wesfarmers Group. With over 40 years’ experience in various retail and trade formats and home improvement industries, PJ commenced his career on the sales floor and held senior roles in operations, marketing, advertising and merchandising before moving into general management and leading the development of the highly successful Bunnings Warehouse concept. PJ completed the Advanced Management Program at Harvard Business School in Boston, USA and is the Founding Director of ANRA (Australian National Retailers Association) and Foundation Member of the Australian Institute of Company Directors. Closing I would like to close today by extending the Board’s gratitude and thanks to the over 5,000 employees of James Hardie around the world. Your ability to navigate the global market uncertainty while accelerating the strategy and improving the financial results is truly extraordinary and a testament to a strong team that is working globally and cross-functionally. Finally, I would like to congratulate Anne Lloyd on her appointment as Chairperson and I wish her the very best. END Forward-Looking Statements This Chairman’s Address contains forward-looking statements and information that are necessarily subject to risks, uncertainties and assumptions. Many factors could cause the actual results, performance or achievements of James Hardie to be materially different from those expressed or implied in this release, including, among others, the risks and uncertainties set forth in Section 3 “Risk Factors” in James Hardie’s Annual Report on Form 20-F for the year ended 31 March 2022; changes in general economic, political, governmental and business conditions globally and in the countries in which James Hardie does business; changes in interest rates; changes in inflation rates; changes in exchange rates; the level of construction generally; changes in cement demand and prices; changes in raw material and energy prices; changes in business strategy and various other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described herein. James Hardie assumes no obligation to update or correct the information contained in this Media Release except as required by law.
Chairman’s Address 2022 Annual General Meeting Chairman’s Address 4 James Hardie Industries plc is a limited liability company incorporated in Ireland with its registered office at Europa House, 2nd Floor, Harcourt Centre, Harcourt Street, Dublin 2, D02 WR20, Ireland.
ANNUAL GENERAL MEETING 3 November 2022 (New York and Dublin) / 4 November 2022 (Sydney)
2 CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS This Management Presentation contains forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. 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 Exchange Commission on Forms 20-F and 6-K, in its annual reports to shareholders, in media releases and other written materials and in oral statements made by the Company’s officers, directors or employees to analysts, institutional investors, representatives of the media and others. 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 identify forward-looking statements but are not the exclusive means of identifying such statements. These forward-looking statements are based upon management's current expectations, estimates, assumptions and beliefs concerning future events and conditions. Readers are cautioned not to place undue reliance on any forward-looking statements. Forward-looking statements are necessarily subject to risks, uncertainties and other factors, many of which are unforeseeable and beyond the Company’s control. Many factors could cause actual results, performance or achievements to be materially different from those expressed or implied in this Management Presentation, including, among others, the risks and uncertainties set forth in Section 3 “Risk Factors” in James Hardie’s Annual Report on Form 20-F for the year ended 31 March 2022; changes in general economic, political, governmental and business conditions globally and in the countries in which the Company does business, including the impact of COVID-19; changes in interest rates; changes in inflation rates; changes in exchange rates; the level of construction generally; changes in cement demand and prices; changes in raw material and energy prices; changes in business strategy and various other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described herein. James Hardie assumes no obligation to update or correct the information contained in this Management Presentation except as required by law. This Management Presentation includes financial measures that are not considered a measure of financial performance under generally accepted accounting principles in the United States (GAAP). These financial measures are designed to provide investors with an alternative method for assessing our performance from on-going operations, capital efficiency and profit generation. Management uses these financial measures for the same purposes. These financial measures are or may be non-GAAP financial measures as defined in the rules of the U.S. Securities and Exchange Commission and may exclude or include amounts that are included or excluded, as applicable, in the calculation of the most directly comparable financial measures calculated in accordance with GAAP. These non-GAAP financial measures should not be considered to be more meaningful than the equivalent GAAP measure. Management has included such measures to provide investors with an alternative method for assessing its operating results in a manner that is focused on the performance of its ongoing operations and excludes the impact of certain legacy items, such as asbestos adjustments. Additionally, management uses such non-GAAP financial measures for the same purposes. However, these non-GAAP financial measures are not prepared in accordance with GAAP, may not be reported by all of the Company’s competitors and may not be directly comparable to similarly titled measures of the Company’s competitors due to potential differences in the exact method of calculation. For additional information regarding the non-GAAP financial measures presented in this Management Presentation, including a reconciliation of each non-GAAP financial measure to the equivalent GAAP measure, see the slide titled “Non-GAAP Financial Measures” included in the Appendix to this Management Presentation. In addition, this Management Presentation includes financial measures and descriptions that are considered to not be in accordance with GAAP, but which are consistent with financial measures reported by Australian companies, such as operating profit, EBIT and EBIT margin. Since the Company prepares its Consolidated Financial Statements in accordance with GAAP, the Company provides investors with definitions and a cross-reference from the non-GAAP financial measure used in this Management Presentation to the equivalent GAAP financial measure used in the Company’s Consolidated Financial Statements. See the section titled “Non-GAAP Financial Measures” included in the Appendix to this Management Presentation. CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS USE OF NON-GAAP FINANCIAL INFORMATION; AUSTRALIAN EQUIVALENT TERMINOLOGY
Contents are confidential and subject to disclosure and insider trading considerations 3 Michael Hammes, Chairman ANNUAL GENERAL MEETING – CHAIRMAN’S ADDRESS
• Xxx • Xxx *Shareholders should refer to the Notice of Annual General Meeting 2022 for the full text and background to each resolution set forth in the presentation ANNUAL GENERAL MEETING – ITEMS OF BUSINESS*
5 RESOLUTION 1: Financial Statements and Reports for Fiscal Year 2022 • To receive and consider the financial statements and the reports of the Board and external auditor for the fiscal year ended 31 March 2022
6 RESOLUTION 1: Financial Statements and Reports for Fiscal Year 2022 PROXY RESULTS: Votes %* For 348,237,648 99.94 Against 26,247 0.01 Open** 164,154 0.05 Abstain 1,847,321 N/A Excluded 0 N/A * Percentages have been rounded ** ‘Open’ means the proxy could vote on the resolution in their discretion
7 RESOLUTION 2: Remuneration Report for Fiscal Year 2022 • To receive and consider the Remuneration Report of the Company for the fiscal year ended 31 March 2022
8 RESOLUTION 2: Remuneration Report for Fiscal Year 2022 PROXY RESULTS: Votes %* For 336,923,314 96.20 Against 13,129,547 3.75 Open** 161,977 0.05 Abstain 59,332 N/A Excluded 0 N/A * Percentages have been rounded ** ‘Open’ means the proxy could vote on the resolution in their discretion
9 RESOLUTION 3: Election/Re-election of Directors a. That Peter John Davis be elected as a director b. That Aaron Erter be elected as a director c. That Anne Lloyd be re-elected as a director d. That Rada Rodriguez be re-elected as a director
10 RESOLUTION 3(a): Election of Director – Peter John Davis PROXY RESULTS: Votes %* For 348,845,724 99.62 Against 1,143,353 0.33 Open** 165,831 0.05 Abstain 120,462 N/A Excluded 0 N/A * Percentages have been rounded ** ‘Open’ means the proxy could vote on the resolution in their discretion
11 RESOLUTION 3(b): Election of Director – Aaron Erter PROXY RESULTS: Votes %* For 349,474,464 99.81 Against 496,359 0.14 Open** 168,104 0.05 Abstain 136,443 N/A Excluded 0 N/A * Percentages have been rounded ** ‘Open’ means the proxy could vote on the resolution in their discretion
12 RESOLUTION 3(c): Re-election of Director – Anne Lloyd PROXY RESULTS: Votes %* For 343,146,100 97.99 Against 6,846,676 1.96 Open** 174,113 0.05 Abstain 107,863 N/A Excluded 618 N/A * Percentages have been rounded ** ‘Open’ means the proxy could vote on the resolution in their discretion
13 RESOLUTION 3(d): Re-election of Director – Rada Rodriguez PROXY RESULTS: Votes %* For 345,271,922 98.60 Against 4,722,016 1.35 Open** 174,385 0.05 Abstain 107,047 N/A Excluded 0 N/A * Percentages have been rounded ** ‘Open’ means the proxy could vote on the resolution in their discretion
14 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 2023
15 RESOLUTION 4: Authority to Fix the External Auditor’s Remuneration PROXY RESULTS: Votes %* For 349,262,919 99.74 Against 741,658 0.21 Open** 166,500 0.05 Abstain 104,293 N/A Excluded 0 N/A * Percentages have been rounded ** ‘Open’ means the proxy could vote on the resolution in their discretion
16 RESOLUTION 5: Grant of Return on Capital Employed Restricted Stock Units • Approve the grant of Return on Capital Employed (ROCE) Restricted Stock Units (RSUs) under the terms of the restated 2006 LTIP to James Hardie’s Director and Chief Executive Officer, Aaron Erter
17 RESOLUTION 5: Grant of Return on Capital Employed Restricted Stock Units PROXY RESULTS: Votes %* For 325,213,530 92.88 Against 24,805,849 7.08 Open** 155,840 0.04 Abstain 100,151 N/A Excluded 0 N/A * Percentages have been rounded ** ‘Open’ means the proxy could vote on the resolution in their discretion
18 RESOLUTION 6: Grant of Relative Total Shareholder Return RSUs • Approve the grant of Relative Total Shareholder Return (TSR) RSUs to James Hardie’s Director and Chief Executive Officer, Aaron Erter
19 RESOLUTION 6: Grant of Relative TSR RSUs PROXY RESULTS: Votes %* For 325,192,387 92.87 Against 24,824,378 7.09 Open** 158,743 0.04 Abstain 99,862 N/A Excluded 0 N/A * Percentages have been rounded ** ‘Open’ means the proxy could vote on the resolution in their discretion
20 RESOLUTION 7: Grant of Options • Approve the grant of stock options over shares (Stock Options) under the restated 2001 Equity Incentive Plan to James Hardie’s Director and Chief Executive Officer, Aaron Erter
21 RESOLUTION 7: Grant of Options PROXY RESULTS: Votes %* For 333,797,651 95.32 Against 16,246,885 4.64 Open** 154,093 0.04 Abstain 76,741 N/A Excluded 0 N/A * Percentages have been rounded ** ‘Open’ means the proxy could vote on the resolution in their discretion
22 RESOLUTION 8: Issue of shares under the James Hardie 2020 Non- Executive Director Equity Plan • Approval of the issue of shares to non-executive directors under the James Hardie 2020 Non-Executive Director Equity Plan
23 RESOLUTION 8: Issue of shares under the James Hardie 2020 Non- Executive Director Equity Plan PROXY RESULTS: Votes %* For 339,678,297 97.02 Against 10,307,489 2.94 Open** 157,875 0.04 Abstain 115,257 N/A Excluded 14,598 N/A * Percentages have been rounded ** ‘Open’ means the proxy could vote on the resolution in their discretion
24 Page 24 ANNUAL GENERAL MEETING – OTHER ITEMS OF BUSINESS
ANNUAL GENERAL MEETING
Media Release 4 November 2022 |  | ||||
Exhibit 99.10
James Hardie Industries Announces Management Appointments
Christian Claus appointed as President Europe
ESG, IT and Transformation to report directly to the CEO
James Hardie Industries plc (ASX: JHX; NYSE: JHX), the world’s #1 producer and marketer of high-performance fiber cement and fiber gypsum building solutions, today announces the appointment of Christian Claus as President Europe.
Mr. Claus joins James Hardie as President Europe from a successful leadership career in large global industrial B2B and B2B2C businesses.
Mr. Claus most recently served as Vice President for West Europe, South Europe and Africa of Tarkett, a global leader of floor and wall coverings headquartered in Paris, France, with over 12,500 employees. Mr. Claus was operating in a variety of Vice President roles at Tarkett since January 2018.
Prior to joining Tarkett, Mr. Claus held multiple commercial leadership roles at Air Liquide, the world leader of industrial gases. Before joining Air Liquide, Mr. Claus held various commercial and international management roles of increasing responsibility over the course of his career at 3M.
Commenting on the appointment of Christian Claus, CEO Aaron Erter said, “Christian is an exceptional leader with a proven track record of delivering sustainable profitable growth and we´re excited for him to join James Hardie. I am confident that he has the right leadership style and experience to further accelerate the growth of our business in Europe. Christian has the talent to identify new opportunities, drive innovation and combine strategy with operational implementation to deliver our fiber cement & fiber gypsum growth ambitions in Europe.”
Commenting on his appointment, Mr. Claus said, “I am honored and excited to join James Hardie, a highly successful company in the building materials industry, built on a legacy of innovation and driven by excellent teams across the globe. I am very much looking forward to growing our business in Europe together with our entrepreneurial and customer-driven teams, striving jointly and relentlessly for innovation as well as commercial and operational excellence.”
Mr. Claus is a graduate of the Heinrich Heine University in Düsseldorf, holds a Master’s degree in Business Administration and has completed multiple Executive Education courses at MIT Sloan, Harvard Business School and the London Business School.
In addition to the appointment of President Europe, the Company announced that ESG, IT and Transformation teams will now report directly to the CEO, Aaron Erter. These departments are headed by, VP ESG & Chief Sustainability Officer, Jill Kolling; Chief Information Officer, James Johnson II and; VP Global Transformation, Stephen Balsavich.
| Media Release: James Hardie - Announces Management Appointments | 1 | ||||
Media Release 4 November 2022 | | ||||
Commenting on these departmental changes, Mr. Erter said, “I have brought these three departments under my direct leadership to ensure the integration of ESG into our strategy and to drive our continued process & system improvements.”
Forward-Looking Statements | ||
This Media Release contains forward-looking statements and information that are necessarily subject to risks, uncertainties and assumptions. Many factors could cause the actual results, performance or achievements of James Hardie to be materially different from those expressed or implied in this release, including, among others, the risks and uncertainties set forth in Section 3 “Risk Factors” in James Hardie’s Annual Report on Form 20-F for the fiscal year ended March 31, 2022; changes in general economic, political, governmental and business conditions globally and in the countries in which James Hardie does business; changes in interest rates; changes in inflation rates; changes in exchange rates; the level of construction generally; changes in cement demand and prices; changes in raw material and energy prices; changes in business strategy and various other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described herein. James Hardie assumes no obligation to update or correct the information contained in this Media Release except as required by law.
This media release has been authorized by the James Hardie Board of Directors.
END
Investor/Media/Analyst Enquiries:
James Brennan-Chong
Director of Investor Relations and Market Intelligence
| Telephone: | +61 2 9638 9205 | |||||||
| Email: | media@jameshardie.com.au | |||||||
James Hardie Industries plc is a limited liability company incorporated in Ireland with its registered office at Europa House, 2nd Floor, Harcourt Centre, Harcourt Street, Dublin 2, D02 WR20, Ireland
| Media Release: James Hardie - Announces Management Appointments | 2 | ||||
EXHIBIT 99.11
James Hardie Industries plc Europa House 2nd Floor, Harcourt Centre Harcourt Street, Dublin 2, D02 WR20, Ireland T: +353 (0) 1 411 6924 F: +353 (0) 1 479 1128 | |||||
4 November 2022
The Manager
Company Announcements Office
Australian Securities Exchange Limited
20 Bridge Street
SYDNEY NSW 2000
Dear Sir/Madam
Results of 2022 Annual General Meeting & Change of Chairperson
We advise that all resolutions set out in the Notice of the Annual General Meeting dated 23 September 2022, were carried at the Annual General Meeting of the company held in Dublin, Ireland on 3 November 2022 (Dublin time).
Details of votes cast are set out on the following page.
In accordance with ASX Listing Rule 3.16.1 and the previously announced Chairperson succession plan, we hereby confirm that Michael Hammes ceased to hold office as Chairman of the Board and non-executive director with effect from the conclusion of the AGM and Anne Lloyd immediately assumed the role of Chairperson.
Regards
Joseph C. Blasko
General Counsel & Company Secretary
This announcement has been authorised for release by the General Counsel and Company Secretary, Mr Joseph C. Blasko
Europa House 2nd Floor, Harcourt Centre, Harcourt Street, Dublin 2, D02 WR20, Ireland.
Directors: Anne Lloyd (Chairperson, USA), Peter-John Davis (Aus), Persio Lisboa (USA),
Rada Rodriguez (Sweden), Suzanne B. Rowland (USA), Nigel Stein (UK), Harold Wiens (USA).
Chief Executive Officer and Director: Aaron Erter (USA)
Company number: 485719
ARBN: 097 829 895
Results of AGM
| Resolutions voted on at the meeting | If decided by poll | Proxies received | |||||||||||||||||||||||||||||||||||||||
| Resolution | Result | Voting method | If s250U applies | Voted for | Voted against | Abstained | For | Against | Abstain | Discretion | |||||||||||||||||||||||||||||||
| No | Short description | Number | % | Number | % | Number | Number | Number | Number | Number | |||||||||||||||||||||||||||||||
| 1 | Financial Statements and Reports | Passed | Poll | n/a | 348,401,802 | 99.99 | 26,247 | 0.01 | 1,847,321 | 348,237,648 | 26,247 | 1,847,321 | 164,154 | ||||||||||||||||||||||||||||
| 2 | Remuneration Report | Passed | Poll | n/a | 337,085,291 | 96.25 | 13,129,547 | 3.75 | 59,332 | 336,923,314 | 13,129,547 | 59,332 | 161,977 | ||||||||||||||||||||||||||||
| 3(a) | PJ Davis election | Passed | Poll | n/a | 349,011,555 | 99.67 | 1,143,353 | 0.33 | 120,462 | 348,845,724 | 1,143,353 | 120,462 | 165,831 | ||||||||||||||||||||||||||||
| 3(b) | A Erter election | Passed | Poll | n/a | 349,642,568 | 99.86 | 496,359 | 0.14 | 136,443 | 349,474,464 | 496,359 | 136,443 | 168,104 | ||||||||||||||||||||||||||||
| 3(c) | A Lloyd re-election | Passed | Poll | n/a | 343,320,213 | 98.04 | 6,846,676 | 1.96 | 107,863 | 343,146,100 | 6,846,676 | 107,863 | 174,113 | ||||||||||||||||||||||||||||
| 3(d) | R Rodriguez re-election | Passed | Poll | n/a | 345,446,307 | 98.65 | 4,722,016 | 1.35 | 107,047 | 345,271,922 | 4,722,016 | 107,047 | 174,385 | ||||||||||||||||||||||||||||
| 4 | Fix external auditor remuneration | Passed | Poll | n/a | 349,429,419 | 99.79 | 741,658 | 0.21 | 104,293 | 349,262,919 | 741,658 | 104,293 | 166,500 | ||||||||||||||||||||||||||||
| 5 | Grant ROCE RSUs to A Erter | Passed | Poll | n/a | 325,369,370 | 92.92 | 24,805,849 | 7.08 | 100,151 | 325,213,530 | 24,805,849 | 100,151 | 155,840 | ||||||||||||||||||||||||||||
| 6 | Grant Relative TSR RSUs to A Erter | Passed | Poll | n/a | 325,351,130 | 92.91 | 24,824,378 | 7.09 | 99,862 | 325,192,387 | 24,824,378 | 99,862 | 158,743 | ||||||||||||||||||||||||||||
| 7 | Grant of Options | Passed | Poll | n/a | 333,951,744 | 95.36 | 16,246,885 | 4.64 | 76,741 | 333,797,651 | 16,246,885 | 76,741 | 154,093 | ||||||||||||||||||||||||||||
| 8 | Issue of shares under the James Hardie 2020 Non-Executive Director Equity Plan | Passed | Poll | n/a | 339,836,172 | 97.06 | 10,307,489 | 2.94 | 115,257 | 339,678,297 | 10,307,489 | 115,257 | 157,875 | ||||||||||||||||||||||||||||
Media Release 4 November 2022 |  | ||||
Exhibit 99.12
James Hardie Industries Announces Chairperson Appointment
Anne Lloyd appointed as Chairperson
James Hardie Industries plc (ASX: JHX; NYSE: JHX), the world’s #1 producer and marketer of high-performance fiber cement and fiber gypsum building solutions, today announces that Anne Lloyd, previously announced as the Chairperson successor on 10 August 2022, has been officially appointed as the Chairperson, effective 3 November 2022 Dublin time.
Commenting on the announcement, outgoing Chairperson Michael Hammes said “Having served as Chairman of the James Hardie Board of Directors for over 15 years, it now gives me great pleasure to be able to pass on this important role and responsibility to someone the caliber of Anne Lloyd. Anne and I have worked together closely over the last few months to fully transition the Chairperson responsibilities. I would like to congratulate Anne Lloyd on her appointment as Chairperson and I wish her the very best.”
Commenting on her formal appointment, Ms. Lloyd said “I am grateful and thrilled to have the opportunity to take on this critical role as Chairperson of the James Hardie Board of Directors. Mike has done such a great job serving as a steward of this company for the past 15 years and I look forward to leading our Board as we work closely with our strong executive leadership team to help ensure James Hardie drives continued success and value for our shareholders.”
Commenting on Ms. Lloyds appointment, CEO Aaron Erter said “We have a dynamic and supportive Board that is aligned with the executive team and we are all committed to building a better James Hardie together. I congratulate Ms. Lloyd on her appointment, and I look forward to working with her closely as we together drive long term sustainable profitable growth for all stakeholders.”
Forward-Looking Statements | ||
This Media Release contains forward-looking statements and information that are necessarily subject to risks, uncertainties and assumptions. Many factors could cause the actual results, performance or achievements of James Hardie to be materially different from those expressed or implied in this release, including, among others, the risks and uncertainties set forth in Section 3 “Risk Factors” in James Hardie’s Annual Report on Form 20-F for the fiscal year ended March 31, 2022; changes in general economic, political, governmental and business conditions globally and in the countries in which James Hardie does business; changes in interest rates; changes in inflation rates; changes in exchange rates; the level of construction generally; changes in cement demand and prices; changes in raw material and energy prices; changes in business strategy and various other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described herein. James Hardie assumes no obligation to update or correct the information contained in this Media Release except as required by law.
This media release has been authorized by the James Hardie Board of Directors.
END
| Media Release: James Hardie - Announces Management Appointments | 1 | ||||
Media Release 4 November 2022 | | ||||
Investor/Media/Analyst Enquiries:
James Brennan-Chong
Director of Investor Relations and Market Intelligence
| Telephone: | +61 2 9638 9205 | |||||||
| Email: | media@jameshardie.com.au | |||||||
James Hardie Industries plc is a limited liability company incorporated in Ireland with its registered office at Europa House, 2nd Floor, Harcourt Centre, Harcourt Street, Dublin 2, D02 WR20, Ireland
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