0001104659-18-024947.txt : 20180418 0001104659-18-024947.hdr.sgml : 20180418 20180418214306 ACCESSION NUMBER: 0001104659-18-024947 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180418 FILED AS OF DATE: 20180418 DATE AS OF CHANGE: 20180418 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dutton Jeffrey CENTRAL INDEX KEY: 0001290462 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13888 FILM NUMBER: 18762398 MAIL ADDRESS: STREET 1: C/O REPUBLIC PAPERBOARD CO, LLC STREET 2: 8801 SW LEE BLVD CITY: LAWTON STATE: OK ZIP: 73505 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GRAFTECH INTERNATIONAL LTD CENTRAL INDEX KEY: 0000931148 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL INDUSTRIAL APPARATUS [3620] IRS NUMBER: 272496053 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 982 KEYNOTE CIRCLE CITY: BROOKLYN HEIGHTS STATE: OH ZIP: 44131 BUSINESS PHONE: 2166762000 MAIL ADDRESS: STREET 1: 982 KEYNOTE CIRCLE CITY: BROOKLYN HEIGHTS STATE: OH ZIP: 44131 FORMER COMPANY: FORMER CONFORMED NAME: UCAR INTERNATIONAL INC DATE OF NAME CHANGE: 19941011 3 1 a3.xml 3 X0206 3 2018-04-18 1 0000931148 GRAFTECH INTERNATIONAL LTD EAF 0001290462 Dutton Jeffrey C/O BROOKFIELD ASSET MANAGEMENT INC. 181 BAY ST., SUITE 300 TORONTO A6 M5J2T3 ONTARIO, CANADA 1 0 0 0 Jeffrey C. Dutton is a Senior Vice President of Brookfield Asset Management Inc. ("Brookfield"). Brookfield is affiliated with BCP IV GrafTech Holdings LP ("BCP IV"), which directly holds 302,225,923 shares of common stock, par value $0.01 per share of GrafTech International Ltd. (the "Issuer"). Mr. Dutton disclaims beneficial ownership of all the securities that are or may be beneficially owned by BCP IV or any of its affiliates. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that Mr. Dutton is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities of the Issuer for purposes of Section 16 of the Exchange Act or otherwise. Cynthia A. Binns, by power of attorney 2018-04-18 EX-24 2 ex-24.htm EX-24

Exhibit 24

 

POWER OF ATTORNEY

 

Know all by these presents, that I hereby constitute and appoint Cynthia A. Binns my true and lawful attorney-in-fact and agent, acting alone, with full power of substitution for me and in my name, place and stead, to:

 

1.                                      execute for me and on my behalf, in my capacity as an officer, director and/or 10% shareholder of GrafTech International Ltd. (the “Company”), Forms 3, 4 or 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, or any rule or regulation of the United States Securities and Exchange Commission (the “SEC”);

 

2.                                      do and perform any and all acts for me and on my behalf which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, or other form or report, complete and execute any amendment or amendments thereto and timely file such form or report with the SEC and any stock exchange or similar authority;

 

3.                                      prepare, execute in my name and on my behalf, and submit to the SEC a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain and/or regenerate codes and passwords enabling me to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended, or any rule or regulation of the SEC; and

 

3.                                      take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to me, in my best interest or legally required by me, it being understood that the documents executed by such attorney-in-fact on my behalf pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

I hereby grant to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as I might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  I acknowledge that the attorney-in-fact, in serving in such capacity at my request, is not assuming, nor is the Company assuming, any of my responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended.

 

This Power of Attorney shall remain in full force and effect until I am no longer required to file Forms 3, 4 and 5 with respect to my holdings of and transactions in securities of the Company, unless earlier revoked by me in a signed writing delivered to the attorney-in-fact named above and shall supersede and all other previous and prior powers of attorney granted by me in my capacity as an officer, director and/or 10% shareholder of the Company and relating to my responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended, if any, all of which are hereby deemed to be revoked.

 

[Signature page follows.]

 



 

IN WITNESS WHEREOF, I have signed this Power of Attorney on April 18th, 2018.

 

 

/s/ Jeffrey C. Dutton

 

Signature

 

 

 

 

 

Jeffrey C. Dutton

 

Printed Name

 

 

[Signature Page to Section 16 Power of Attorney]