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 September, 2010
1-15240
(Commission File Number)
JAMES HARDIE INDUSTRIES SE
(Translation of registrant’s name into English)
Second Floor, Europa House
Harcourt Centre, Harcourt Street
Dublin 2, 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 þ Form 40-F o
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
Indicate by check mark whether the registrant by furnishing the information contained in this
Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
Yes o No þ
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with
Rule 12g3-2(b): Not Applicable
Safe Harbor Statements
This 6K contains forward-looking statements. James Hardie may from time to time make
forward-looking statements in its periodic reports filed with or furnished to the United States
Securities and Exchange Commission on Forms 20-F and 6-K, in the 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 its 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 that the Company’s credit facilities will be extended or renewed; |
| |
| |
• |
|
expectations concerning dividend payments; |
| |
| |
• |
|
statements concerning the Company’s corporate and tax domiciles and potential changes
to them, including potential tax charges; |
| |
| |
• |
|
statements regarding tax liabilities and related audits, reviews and proceedings; |
| |
| |
• |
|
statements as to the possible consequences of proceedings brought against the Company
and certain of its former directors and officers by the ASIC; |
| |
| |
• |
|
expectations about the timing and amount of contributions to the AICF, a special
purpose fund for the compensation of proven Australian asbestos-related personal injury
and death claims; |
| |
| |
• |
|
expectations concerning indemnification obligations; |
| |
| |
• |
|
statements about product or environmental liabilities; and |
| |
| |
• |
|
statements about economic conditions, such as the levels of new home construction,
unemployment levels, 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 consumer confidence. |
Words such as “believe,” “anticipate,” “plan,” “expect,” “intend,” “target,” “estimate,”
“project,” “predict,” “forecast,” “guideline,” “aim,” “will,” “should,” “likely,” “continue” 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 the Company’s 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 “Key
Information — Risk Factors” beginning on page 6 of the Form 20-F filed with the US Securities and
Exchange Commission on 30 June 2010, 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
James Hardie subsidiaries; required contributions to the AICF, any shortfall in the AICF and the
effect of currency exchange rate movements on the amount recorded in the Company’s financial
statements as an asbestos liability; proposed governmental loan facility to the AICF; compliance
with and changes in tax laws and treatments; competition and product pricing in the markets in
which the Company operates; seasonal fluctuations in the demand for our products; the consequences
of product failures or defects; exposure to environmental, asbestos or other legal proceedings;
general economic and market conditions; the supply and cost of raw materials; the success of
research and development efforts; the potential that competitors could copy our products; reliance
on a small number of customers; a customer’s inability to pay; compliance with and changes in
environmental and health and safety laws; risks of conducting business internationally; compliance
with and changes in laws and regulations; the effect of the Company’s transfer of its corporate
domicile from The Netherlands to Ireland to become an Irish SE including employee relations,
changes in corporate governance, potential tax benefits and the effect of any negative publicity;
currency exchange risks; the concentration of the Company’s customer base on large format retail
customers, distributors and dealers; the effect of natural disasters; changes in the Company’s key
management personnel; inherent limitations on internal controls; use of accounting estimates; and
all other risks identified in the Company’s reports filed with Australian, Irish and US securities
agencies and exchanges (as appropriate). The Company cautions that the foregoing list of factors
is not exhaustive and that other risks and uncertainties may cause actual results to differ
materially from those in 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.
3