0000931148-15-000062.txt : 20150818
0000931148-15-000062.hdr.sgml : 20150818
20150818161120
ACCESSION NUMBER: 0000931148-15-000062
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150814
FILED AS OF DATE: 20150818
DATE AS OF CHANGE: 20150818
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: GRAFTECH INTERNATIONAL LTD
CENTRAL INDEX KEY: 0000931148
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL INDUSTRIAL APPARATUS [3620]
IRS NUMBER: 061385548
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 6100 OAK TREE BOULEVARD
STREET 2: SUITE 300 PARK CENTER I
CITY: INDEPENDENCE
STATE: OH
ZIP: 44131
BUSINESS PHONE: 2166762000
MAIL ADDRESS:
STREET 1: 6100 OAK TREE BOULEVARD
STREET 2: SUITE 300 PARK CENTER I
CITY: INDEPENDENCE
STATE: OH
ZIP: 44131
FORMER COMPANY:
FORMER CONFORMED NAME: UCAR INTERNATIONAL INC
DATE OF NAME CHANGE: 19941011
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blair Darrell A
CENTRAL INDEX KEY: 0001623749
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13888
FILM NUMBER: 151061396
MAIL ADDRESS:
STREET 1: C/O GRAFTECH INTERNATIONAL LTD.
STREET 2: 12900 SNOW ROAD
CITY: PARMA
STATE: OH
ZIP: 44130
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2015-08-14
1
0000931148
GRAFTECH INTERNATIONAL LTD
GTI
0001623749
Blair Darrell A
C/O GRAFTECH INTERNATIONAL LTD.
6100 OAK TREE BLVD., SUITE 300
INDEPENDENCE
OH
44131
0
1
0
0
President Industrial Materials
Common Stock
2015-08-14
4
U
0
115519
5.05
D
0
D
Common Stock
2015-08-14
4
U
0
1028
5.05
D
0
I
By Savings Plan
Stock Options (right to buy)
16.41
2015-08-17
5
D
0
2200
0
D
2019-12-10
Common Stock
2200
0
D
Stock Options (right to buy)
19.89
2015-08-17
5
D
0
2000
0
D
2020-12-09
Common Stock
2000
0
D
Stock Options (right to buy)
13.89
2015-08-17
5
D
0
4800
0
D
2021-12-13
Common Stock
4800
0
D
Stock Options (right to buy)
9.51
2015-08-17
5
D
0
10000
0
D
2022-11-27
Common Stock
10000
0
D
Stock Options (right to buy)
11.56
2015-08-17
5
D
0
4300
0
D
2023-11-21
Common Stock
4300
0
D
Stock Options (right to buy)
4.24
2015-08-17
4
D
0
43200
5.05
D
2024-11-19
Common Stock
43200
0
D
On May 17, 2015, Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with BCP IV GrafTech Holdings LP, a Delaware limited partnership ("Parent"), and Athena Acquisition Subsidiary Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Acquisition Sub"), pursuant to which, on August 14, 2015, Acquisition Sub accepted all shares tendered and Parent subsequently made a cash payment for all of the outstanding shares of Issuer's common stock that were tendered. The reporting person reports disposition of shares tendered by reporting person pursuant to the terms of the tender offer, which involved a change of control.
Represents the number of shares attributable to the reporting person's participation in the Company Stock Fund option of the GrafTech International Holdings Inc. Savings Plan.
All such options have fully vested.
Pursuant to the Merger Agreement, the underlying stock options that were not in-the-money were canceled.
Pursuant to the Merger Agreement, upon completion of the merger, each stock option (whether vested or unvested) held by the reporting person was converted into a cash amount equal to $5.05 per share, less the exercise price and net of applicable tax withholdings.
/s/John D. Moran, Attorney-in-Fact for Darrell A. Blair
2015-08-18