| SEC Info ||Home||Search||My Interests||Help||Sign In||Please Sign In|
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/04/21 Graftech International Ltd 8-K:8,9 3/04/21 12:390K Donnelley … Solutions/FA
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 26K 2: EX-1.1 Underwriting Agreement HTML 149K 3: EX-5.1 Opinion of Counsel re: Legality HTML 10K 8: R1 Document and Entity Information HTML 46K 10: XML IDEA XML File -- Filing Summary XML 12K 7: XML XBRL Instance -- d141437d8k_htm XML 13K 9: EXCEL IDEA Workbook of Financial Reports XLSX 6K 5: EX-101.LAB XBRL Labels -- eaf-20210304_lab XML 53K 6: EX-101.PRE XBRL Presentations -- eaf-20210304_pre XML 34K 4: EX-101.SCH XBRL Schema -- eaf-20210304 XSD 12K 11: JSON XBRL Instance as JSON Data -- MetaLinks 12± 19K 12: ZIP XBRL Zipped Folder -- 0001193125-21-068735-xbrl Zip 50K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM i 8-K
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): i March 4, 2021
GRAFTECH INTERNATIONAL LTD.
(Exact Name of Registrant as Specified in its Charter)
|i Delaware||i 1-13888||i 27-2496053|
(State or Other Jurisdiction
i 982 Keynote Circle
(Address of Principal Executive Offices) (Zip Code)
i (216) i 676-2000
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
|i ☐|| |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|i ☐|| |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|i ☐|| |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|i ☐|| |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Name of each exchange
on which registered
|i Common stock, $0.01 par value per share||i EAF||i New York Stock Exchange|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company i ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
|Item 8.01|| |
On March 4, 2021, BCP IV GrafTech Holdings LP (the “Selling Stockholder”) completed the sale of 30,000,000 shares of the common stock, $0.01 par value per share (the “Common Stock”), of GrafTech International Ltd. (the “Company”) in an underwritten public offering at a price of $11.88 per share (the “Offering”).
The Offering was made pursuant to (i) an effective Registration Statement on Form S-3 (File No. 333-232190) filed by the Company with the Securities and Exchange Commission (the “SEC”) on June 18, 2019, including a related base prospectus dated June 18, 2019, and (ii) a related prospectus supplement dated March 1, 2021 and filed by the Company with the SEC pursuant to Rule 424(b)(7) under the Securities Act of 1933, as amended.
A copy of the Underwriting Agreement, dated March 1, 2021, among the Company, the Selling Stockholder and Morgan Stanley & Co. LLC, as underwriter, is filed with this Current Report on Form 8-K as Exhibit 1.1.
A copy of the opinion of Jones Day, relating to the validity of the Common Stock in connection with the Offering, is filed with this Current Report on Form 8-K as Exhibit 5.1.
|Item 9.01|| |
Financial Statements and Exhibits.
|1.1||Underwriting Agreement, dated March 1, 2021, among GrafTech International Ltd., as issuer, BCP IV GrafTech Holdings LP, as selling stockholder, and Morgan Stanley & Co. LLC, as underwriter.|
|5.1||Opinion of Jones Day.|
|23.1||Consent of Jones Day (included in Exhibit 5.1).|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document).|
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 hereunto duly authorized.
|GRAFTECH INTERNATIONAL LTD.|
|Date: March 4, 2021||By:|| |
/s/ Quinn J. Coburn
|Quinn J. Coburn|
|Chief Financial Officer, Vice President Finance and Treasurer|
|This ‘8-K’ Filing||Date||Other Filings|
|Filed on / For Period end:||3/4/21|
|List all Filings|