SC 13D 1 graftech.txt 02/29/04 FILING SECURITIES EXCHANGE COMMISSION Washington, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No. 0) GRAFTECH INTERNATIONAL LTD (Name of Issuer) Common (Title of Class of Securities) 384313102 (CUSIP NUMBER) Rebecca Cinci Pioneer Investment Management, Inc. 60 State Street Boston, MA 02109 617-422-4975 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 29, 2004 (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [x] 1. Name of Reporting Pioneer Global Asset Person Management S.p.A. IRS Identification 98-0362802 No. of Above 2. Check the Appropriate Box (a) of A Member of Group (See Instructions) (b) 3. SEC Use Only 4. Source of Funds (See instructions) 00 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship of Place of Organization Milan, Italy Number of 7. Sole Voting 6,947,931 Shares Power Beneficially Owned 8. Shared Voting 0 by Each Reporting Power Person With 9. Sole Dispositive 6,947,931 Power 10. Shared Disposi- 0 Dispositive Power 11. Aggregate Amount Beneficially Owned by Each Reporting Person 6,947,931 12. Check if the aggregate Amount in Row (11) Exclude Certain Shares (See Instructions) [ ] 13. Percent of Class Represented By Amount in Row 11. 6.95% 14. Type of Reporting Person (See Instructions) HC Item 1. Security and Issuer - ---------------------------- The class of equity securities to which this Statement relates is the common stock, $0.01 par value per share (the "Common Stock"), of Graftech International LTD (the "Issuer"), the executive office of which is located at 1521 CONCORD PIKE, SUITE 301, WILMINGTON, DE 19803. Item 2. Identity and Background - -------------------------------- (a) Name: Pioneer Global Asset Management S.p.A. (b) Residence or Business Address: Galleria San Carlo 6, 20122 Milan, Italy (c) Present Principal Occupation or Employment: Financial Services, Galleria San Carlo 6, 20122 Milan, Italy (d) None. (e) None. (f) Citizenship: Italy Item 3. Source and Amount of Funds or Other Consideration - ---------------------------------------------------------- USD 111,325,022 (convertible bonds purchase) and EURO 494,222 & USD 4,214,285 (Common Stock purchase) from the capital of the Funds has been used in making purchases of 6,947,931 shares of converted bonds and Common Stock of Graftech International LTD. Item 4. Purpose of Transaction - ------------------------------- The Funds acquired ownership of Graftech International LTD reported herein for the purposes of investment. The Funds may, in the future, purchase additional shares of Common Stock of Graftech International LTD or sell such securities. The Funds do not have any present plan or proposal which would relate to or result in transactions of the kind described in paragraphs (a) through (j) of Item 4 of Schedule 13d-101 of the Securities and Exchange Commission. The Funds reserve the right, in the future, to adopt such plans or proposals. (a) the acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer's business or corporate structure; (g) changes in the Issuer's articles of incorporation, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any persons; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or (j) any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer - --------------------------------------------- (a) The reporting person beneficially owns 6,947,931 shares of the Issuer as of the date of this statement, representing 6.95% of the issued and outstanding shares. This includes 466,028 shares of the Common Stock and $107,470,000 1.625% 01/15/2024 convertible bonds, which represent 6,481,903 shares of common stock upon conversion. (b) Pioneer Global Asset Management S.p.A exercises sole voting and dispositive power over 6,947,931 shares. (c) Within the last 60 days of the event date of this filing, the Funds'ownership of Graftech International LTD shares of Common Stock and shares that convert into Common Stock collectively increased to more than 5% of the adjusted outstanding shares of said class. The funds have purchased and sold shares on the open market as described in the table below: GRAFTECH INTERNATIONAL LTD 1.625% 01/15/2024 CONVERTIBLE BOND Pioneer US High Yield Corp. Bond Sub Fund Transactions: Transaction Number of Date Type Shares Price - ---- - --------- - ------- - --- 01/16/04 Purchase 7,250,000 1.06 01/21/04 Purchase 300,000 1.10 02/17/04 Purchase 800,000 1.00 02/19/04 Purchase 225,000 1.00 Pioneer High Yield Fund Transactions: Transaction Number of Date Type Shares Price - ---- - --------- - ------- - --- 01/16/04 Purchase 64,800,000 1.06 01/21/04 Purchase 2,700,000 1.10 01/22/04 Purchase 3,000,000 1.10 01/23/04 Purchase 2,500,000 1.09 01/26/04 Purchase 1,000,000 1.09 01/27/04 Purchase 4,250,000 1.07 01/30/04 Purchase 5,000,000 1.02 02/17/04 Purchase 10,150,000 1.00 02/18/04 Purchase 170,000 1.00 02/19/04 Purchase 2,025,000 1.00 02/23/04 Purchase 1,500,000 0.99 Pioneer High Yield VCT Portfolio Transactions: Transaction Number of Date Type Shares Price - ---- - --------- - ------- - --- 01/16/04 Purchase 750,000 1.06 02/17/04 Purchase 1,050,000 1.00 GRAFTECH INTERNATIONAL LTD EQUITY Pioneer U.S. Small Companies Fund Transactions: Transaction Number of Date Type Shares Price - ---- - --------- - -------- - --- 01/09/04 Purchase 7,475 14.10 01/28/04 Sale 6,700 13.15 01/30/04 Sale 1,000 12.45 02/03/04 Sale 4,300 11.76 Pioneer Small Cap Value Transactions: Transaction Number of Date Type Shares Price - ---- - --------- - -------- - --- 01/09/04 Purchase 10,000 14.10 01/28/04 Sale 18,700 13.15 01/30/04 Sale 2,800 12.45 02/03/04 Sale 12,000 11.76 02/25/04 Purchase 4,100 12.92 Pioneer Small Cap Value VCT Portfolio Transactions: Transaction Number of Date Type Shares Price - ---- - --------- - -------- - --- 01/09/04 Purchase 1,350 14.10 01/28/04 Sale 800 13.15 01/30/04 Sale 100 12.45 02/03/04 Sale 600 11.76 Pioneer Small Company Fund Transactions: Transaction Number of Date Type Shares Price - ---- - --------- - -------- - --- 01/28/04 Sale 11,200 13.15 01/30/04 Sale 1,700 12.45 02/03/04 Sale 7,100 11.76 Pioneer Small Company VCT Portfolio Transactions: Transaction Number of Date Type Shares Price - ---- - --------- - -------- - --- 01/12/04 Purchase 375 13.56 01/28/04 Sale 600 13.15 01/30/04 Sale 100 12.45 02/03/04 Sale 300 11.76 (d) No other person has any interest in the securities reported on pursuant to his Schedule 13D. (e) Not applicable. Item 6. Contracts, Arrangements, Understanding, or Relationships With Respect to Securities of the Issuer - ------------------------------------------------------------------------------ There are no contracts, arrangements, understandings, or relationships between the undersigned and any other person with respect to the issuer's securities, including but not limited to the transfer or voting of securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, the giving or withholding of proxies, or otherwise. Item 7. Material to be Filed as Exhibits - ----------------------------------------- Not applicable. SIGNATURE - ------- After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete, and correct. March 12, 2004 /s/Dario Frigerio ----------------------- Dario Frigerio Chief Executive Officer