Holmes M.,Tata Steel |
Stafford P.,GrafTech International
AISTech - Iron and Steel Technology Conference Proceedings | Year: 2014
In 2009-10 TATA Aldwarke were considering the purchase of a spare transformer for their 165t EAF and with existing expertise a copy of the original 120 MVA installed in 1993 would have been ordered. In conjunction with the TATA electrical engineers GrafTech studied the overall electrical circuit from the grid transformer to the EAF secondary circuit and proposed several alternative options for the replacement and summarized the predicted benefits. As a result a 132 MVA transformer was ordered and this paper discusses the circuit study process and looks at the actual results of the first 12 months following installation. © 2014 by AIST.
News Article | July 29, 2015
INDEPENDENCE, Ohio--(BUSINESS WIRE)--GrafTech International Ltd. (NYSE:GTI) today announced financial results for the second quarter ended June 30, 2015. Joel Hawthorne, Chief Executive Officer of GrafTech, commented, "Persistent weak demand in the global steel market has created a very challenging environment in the Industrial Materials segment. Graphite electrode demand has declined further as end market weakness continues and as global electric arc furnace (EAF) steel production has been partially displaced by Chinese steel exports. This market dislocation has created a challenging operating environment for our Company and the industry as a whole." Mr. Hawthorne continued, “The previously announced capital infusion through the issuance of $150 million of convertible preferred stock to Brookfield will strengthen our capital structure and provide GrafTech with increased financial flexibility to address challenges through this difficult part of the cycle.” Net sales for Industrial Materials decreased to $125 million in the second quarter of 2015, compared to $207 million in the second quarter of 2014. The decline in revenue was largely driven by lower volumes in response to weaker customer utilization rates, unfavorable currency exchange rate fluctuations and lower realized graphite electrode pricing year-over-year. The Industrial Materials segment reported operating income of $3 million in the second quarter of 2015, compared to operating income of $1 million in the same period of the prior year. Adjusted segment operating income*, which excludes special charges, was approximately $4 million in the second quarter of 2015, compared to approximately $10 million in the second quarter of 2014 and $11 million in first quarter of 2015. Net sales for Engineered Solutions decreased to $40 million in the second quarter of 2015, compared to $78 million in the second quarter of 2014. The decline was primarily driven by lower sales of advanced electronics technology products, which were weaker due to competitive pressures in the consumer electronics supply chain impacting both price and volumes. Additionally, sales of advanced graphite materials products were lower. Net sales for the second quarter of 2014 included $4 million of advanced graphite materials sales to a former customer that declared bankruptcy later in 2014. Operating loss for the Engineered Solutions segment was $(3) million in the second quarter of 2015, compared to operating loss of $(125) million in the year ago period. Adjusted segment operating income*, which excludes special charges, was essentially breakeven in the second quarter of 2015, compared to adjusted operating income of $9 million in the second quarter of 2014 and an operating loss of $(1) million in the first quarter of 2015. Selling and Administrative and Research and Development Expense Total Company selling and administrative expenses and research and development expenses, which include corporate expenses, were $27 million for the second quarter of 2015, compared to $35 million in the second quarter of 2014. Overhead expense in the second quarter of 2015 was negatively impacted by special charges of $4 million, compared to $2 million of special charges in the prior year quarter. Excluding special charges in both periods, overhead expense declined approximately $9 million, or 29 percent, year-over-year to $23 million in the second quarter of 2015, benefiting from continued efforts to reduce costs. Mr. Hawthorne commented, "We continue to aggressively reduce costs to improve our competitive position in this challenging operating environment." GrafTech also announced today that it has amended its revolving credit facility to allow for a change in control in connection with the pending investment and tender offer by affiliates of Brookfield Asset Management (Brookfield). In addition, effective upon a change in control, which would be triggered under the credit facility upon 25 percent ownership by Brookfield, the financial covenants will be eased resulting in increased availability under the revolving credit facility. The size of the revolving facility will also be reduced from $400 million to $375 million. In its July 9, 2015 report, the International Monetary Fund (IMF) reduced its estimate for 2015 global GDP growth to 3.3 percent. The report states that weaker than expected activity in the first quarter, particularly in North America, drove the change in estimate. Advanced economies’ growth prospects are anticipated to improve throughout the year while a slowdown in growth continues to be expected in emerging economies. Steel customer sentiment remains negative globally. Global steel utilization rates continue to be low given excess industry capacity, weak end market demand and high export levels from China. In its July 22, 2015 report, the World Steel Association (WSA) reported that global steel production declined approximately two percent in the six months ended 2015, as compared to the same period in the prior year. WSA reported that the average world steel capacity utilization rate was 72.2 percent in June 2015, 350 basis points lower than June 2014. In the United States, steel production declined approximately nine percent year-over-year in the six months ended June 30, 2015. Steel production in ten of the top 15 steel producing countries, which represent a large share of EAF production, declined approximately six percent year-to-date. The Company continues to execute its cost savings initiatives and align production rates with market demand. Market conditions remain challenging in both the Industrial Materials segment and Engineered Solutions segment. Pricing in the Industrial Materials segment will be lower year-over-year, while volumes in this segment remain under pressure due to weak electric arc furnace steel production in response to continued end market weakness and temporary displacement by high Chinese steel export levels. In the Engineered Solution segment, weak advanced consumer electronics and oil and gas market demand for our products is negatively impacting volumes and pricing. While the previously announced cost initiatives are on track to deliver $50 million in cash savings in 2015, these savings will not fully offset the decline in pricing and volume across both business segments. In light of these market conditions, the Company will reduce production rates further to align with current market demand. Based on these conditions, the Company does not expect a significant improvement in results in the second half of 2015. As previously announced, GrafTech has agreed to issue $150 million of convertible preferred stock to an affiliate of Brookfield pursuant to an investment agreement. Closing of this transaction is subject to customary conditions, including receipt of required regulatory approvals, which are expected to be received in August. In addition, as previously announced, Brookfield has launched a tender offer to acquire up to all of the outstanding shares of GrafTech common stock at a purchase price of $5.05 per share. The expiration date for the tender offer has been extended to August 13, 2015 at 12:00 midnight, New York City time, to allow additional time to satisfy customary closing conditions, including receipt of required regulatory approvals, which are expected to be received in August. In accordance with the terms of the merger agreement and the applicable rules and regulations of the Securities and Exchange Commission, the tender offer expiration date may be extended in 10 day increments until October 14, 2015 until all conditions have been satisfied or waived. Joel Hawthorne, concluded, “Despite the current market dislocation and overcapacity within the steel supply chain, we believe the electric arc furnace steel market and the markets that our Engineered Solutions segment serves remain attractive longer term. With the benefits of the pending investment by Brookfield, we remain focused on leveraging the core competencies that GrafTech has built over the past 129 years and executing a strategy that will allow GrafTech to manage through the current difficult industry challenges.” In conjunction with this earnings release, you are invited to listen to our earnings call being held on July 29, 2015 at 11:00 a.m. Eastern. The call will be webcast and available at www.GrafTech.com, in the investor relations section. The earnings call dial-in number is 877-736-7716 for domestic and 706-501-7465 for international. A rebroadcast webcast will be available following the call, and for 30 days thereafter, at www.GrafTech.com, in the investor relations section. GrafTech also makes its complete financial reports that have been filed with the Securities and Exchange Commission (SEC) and other information available at www.GrafTech.com. The information in our website is not part of this release or any report we file or furnish to the SEC. Upon request, GrafTech will provide its stockholders with a hard copy of its complete audited financial statement, free of charge. GrafTech International is a global company that has been redefining limits for more than 125 years. We offer innovative graphite material solutions for our customers in a wide range of industries and end markets, including steel manufacturing, advanced energy applications and latest generation electronics. GrafTech operates 18 principal manufacturing facilities on four continents and sells products in over 70 countries. Headquartered in Independence, Ohio, GrafTech employs approximately 2,400 people. For more information, call 216-676-2000 or visit www.GrafTech.com. NOTE ON FORWARD-LOOKING STATEMENTS: This news release and related discussions may contain forward-looking statements about such matters as: the proposed issuance of convertible preferred stock, the conditions to consummation of such issuance, the terms of such issuance and stock, the use of proceeds and related matters; a possible tender offer and possible merger, the conditions to consummation thereof, the terms thereof and related matters; the effects of such issuance, tender offer and merger under equity award and benefit plans and agreements or our credit agreement, senior notes or senior subordinated notes; our outlook for 2015 or beyond; future or targeted operational and financial performance; growth prospects and rates; the markets we serve and our position in those markets; future or targeted profitability, cash flow, liquidity, sales, costs and expenses, tax rates, working capital, production rates, inventory levels, debt levels, capital expenditures, EBITDA, cost savings and business opportunities and positioning; strategic plans; stock repurchase or issuance plans; inventory and supply chain management; rationalization and related activities; the impact of rationalization, product line change, cost and liquidity initiatives; expected or targeted changes in production capacity or levels, operating rates or efficiency in our operations or our competitors' or customers' operations; future prices and demand for our products; product quality; diversification, new products, and product improvements and their impact on our business; the integration or impact of acquired businesses; divestitures, asset sales, investments and acquisitions that we may make in the future; possible debt or equity financing or refinancing (including factoring and supply chain financing) activities; our customers' operations, order patterns and demand for their products; the impact of customer bankruptcies; regional and global economic and industry market conditions, including our expectations concerning their impact on us and our customers and suppliers; conditions and changes in the global financial and credit markets; legal proceedings and antitrust investigations; our liquidity and capital resources, including our obligations under our senior subordinated notes that mature in November 2015; a pending proxy contest, the impacts thereof and other possible changes in Board composition; possible changes in control of the Company and the impacts thereof; tax rates and the effects of jurisdictional mix; the impact of accounting changes; and currency exchange and interest rates and changes therein. We have no duty to update these statements. Our expectations and targets are not predictions of actual performance and historically our performance has deviated, often significantly, from our expectations and targets. Actual future events, circumstances, performance and trends could differ materially, positively or negatively, due to various factors, including: failure to satisfy closing conditions in the definitive agreements relating to the preferred stock issuance or the tender offer and merger; including due to material adverse changes effecting the Company or its prospects or failure to obtain regulatory approvals; litigation in relation to such transactions; adjustments to our second quarter 2015 results in connection with preparation of, and possible delay in the filing of, our Form 10-Q with the SEC and potential effects thereof; failure to achieve production rate, inventory level, product development, capital expenditure level, cost savings, EBITDA or other targets or estimates; actual outcome of uncertainties associated with assumptions and estimates used when applying critical accounting policies and preparing financial statements; failure to successfully develop and commercialize new or improved products; adverse changes in cost, inventory or supply chain management; limitations or delays on capital expenditures; business interruptions, including those caused by weather, natural disaster, or other causes; delays or changes in, or non-consummation of, proposed asset sales, divestitures, investments or acquisitions; failure to successfully integrate or achieve expected savings, synergies, performance or returns expected from any completed asset sales, divestitures, investments or acquisitions; inability to protect our intellectual property rights or infringement of intellectual property rights of others; changes in market prices of our securities; changes in our ability to obtain new or refinance existing financing on acceptable terms; adverse changes in labor relations; adverse developments in legal proceedings or investigations; non-realization of anticipated benefits from, or variances in the cost or timing of, organizational changes, rationalizations and restructurings; loss of market share or sales due to rationalization, product line changes, or pricing activities; negative developments relating to health, safety or environmental compliance, remediation or liabilities; downturns, production reductions or suspensions, or other changes in steel, electronics and other markets we or our customers serve; customer or supplier bankruptcy or insolvency events; political unrest which adversely impacts us or our customers' businesses; declines in demand; intensified competition and price or margin decreases; graphite electrode and needle coke manufacturing capacity increases; fluctuating market prices for our products, including adverse differences between actual graphite electrode prices and spot or announced prices; consolidation of steel producers; mismatches between manufacturing capacity and demand; significant changes in our provision for income taxes and effective income tax rate; changes in the availability or cost of key inputs, including petroleum, petroleum-based coke or energy; changes in interest or currency exchange rates; inflation or deflation; changes in Board composition or control of the Company or changes in capital structure or share ownership, failure to satisfy conditions to government grants; continuing uncertainty over fiscal or monetary policies or conditions in the U.S., Europe, China or elsewhere; changes in fiscal and monetary policy; a protracted regional or global financial or economic crisis; and other risks and uncertainties, including those detailed in our SEC filings, as well as future decisions by us. This news release does not constitute an offer or solicitation as to any securities. References to street or analyst earnings estimates mean those published by First Call. 1 Special charges include rationalization and rationalization related charges, impairment charges, valuation allowance and proxy contest and transaction expenses. See reconciliation tables for further detail. NOTE ON RECONCILIATION OF OPERATING INCOME DATA: Adjusted segment operating income is a non-GAAP financial measure that GrafTech calculates according to the schedule above, using GAAP amounts from the Consolidated Financial Statements. GrafTech believes that the excluded items are not primarily related to core operational activities. GrafTech believes that adjusted segment operating income is generally viewed as providing useful information regarding a segment's operating profitability. Management uses adjusted segment operating income as well as other financial measures in connection with its decision-making activities. Adjusted segment operating income should not be considered in isolation or as a substitute for segment operating income or other consolidated income data prepared in accordance with GAAP. GrafTech's method for calculating adjusted segment operating income may not be comparable to methods used by other companies. NOTE ON EBITDA RECONCILIATION: EBITDA is a non-GAAP financial measure that GrafTech currently calculates according to the schedule above, using historical or estimated target GAAP amounts as indicated above. GrafTech believes that EBITDA measures are generally accepted as providing useful information regarding a company’s ability to incur and service debt as well as productivity and cash generation. Management uses EBITDA measures as well as other financial measures in connection with its decision-making activities. EBITDA measures should not be considered in isolation or as a substitute for net income (loss), cash flows from operations or other consolidated income or cash flow data prepared in accordance with GAAP. GrafTech’s method for calculating EBITDA measures may not be comparable to methods used by other companies and is not the same as the method for calculating EBITDA measures under its senior secured revolving credit facility or other debt instruments. NOTE ON RECONCILIATION OF EARNINGS DATA: Adjusted net income and adjusted earnings per share are non-GAAP financial measures that GrafTech calculates according to the schedule above, using GAAP amounts. GrafTech believes that the excluded items are not primarily related to core operational activities. GrafTech believes that adjusted net income and adjusted earnings per share are generally viewed as providing useful information regarding a company's operating profitability. Management uses adjusted net income and adjusted earnings per share as well as other financial measures in connection with its decision-making activities. Adjusted net income and adjusted earnings per share should not be considered in isolation or as a substitute for net income or other consolidated income data prepared in accordance with GAAP. GrafTech's method for calculating adjusted net income and adjusted earnings per share may not be comparable to methods used by other companies. NOTE ON NET DEBT RECONCILIATION: Net debt is a non-GAAP financial measure that GrafTech calculates according to the schedule above, using GAAP amounts from the Consolidated Financial Statements. GrafTech believes that net debt is generally accepted as providing useful information regarding a company’s indebtedness and that net debt provides meaningful information to investors to assist them to analyze leverage. Management uses net debt as well as other financial measures in connection with its decision-making activities. Net debt should not be considered in isolation or as a substitute for total debt or total debt and other long-term obligations calculated in accordance with GAAP. GrafTech’s method for calculating net debt may not be comparable to methods used by other companies and is not the same as the method for calculating net debt under its senior secured revolving credit facility or other debt instruments.
News Article | May 20, 2015
DALLAS--(BUSINESS WIRE)--Former United States Securities and Exchange Commission attorney Willie Briscoe and the securities litigation firm of Powers Taylor LLP are investigating potential claims against the Board of Directors of GrafTech International Ltd. (“GrafTech”) (NYSE: GTI) concerning the sale to Brookfield Asset Management Inc. Under the terms of the agreement, GrafTech shareholders will only receive $5.05 in cash for each share owned, which is virtually no premium over the 52-week high and significantly lower than at least one analyst’s estimated value of $6.00 per share. If you are an affected investor, and you want to learn more about the investigation or if you have information that you believe would be helpful to our investigation of the fairness of the proposed transaction, contact Willie Briscoe at The Briscoe Law Firm, PLLC via email at firstname.lastname@example.org, Patrick Powers at Powers Taylor LLP via e-mail at email@example.com or by calling toll free at (877) 728-9607. There is no cost or fee to you. The investigation centers on whether GrafTech’s Board of Directors is acting in the shareholders’ best interests, whether the board considered alternatives to the acquisition, and whether the board has employed an adequate process to review and act on the proposed transaction. Notably, at least one analyst with Yahoo! Finance believes the true inherent value of the stock could be as high as $6.00. The Briscoe Law Firm, PLLC is a full service business litigation and shareholder rights advocacy firm with more than 20 years of experience in complex litigation and transactional matters. Powers Taylor LLP is a boutique litigation law firm that handles a variety of complex business litigation matters, including claims of investor and stockholder fraud, shareholder oppression, shareholder derivative suits, and security class actions.
Stansberry P.G.,GrafTech International |
Pancost E.,GrafTech International
Ceramic Engineering and Science Proceedings | Year: 2014
Enhanced performance in electronics, aerospace, and military systems require improved solutions in thermal management. Some of the solutions include developing new and novel materials that exhibit high thermal conductivity, dimensional stability at high temperature, high surface area, and low density. Graphite foam is an attractive candidate in thermal management systems because it can be manufactured with ligament thermal conductivities in excess of 1,500 W/m-K and bulk thermal conductivities greater than 150 W/m-K. These qualities, in combination with an open-pore structure and low density, offer distinct advantages over other types of materials. In order to understand the performance of graphite foam for thermal management a thermal energy storage device (TESD) was constructed using graphite foam cores and paraffinic phase change material (PCM). Heat transfer fluid at controlled temperature and flow rate was conveyed through a graphite foam core on the acquisition/rejection side of the TESD, which was interfaced with a graphite foam core saturated with PCM. The heating and cooling responses of the graphite foam infiltrated with PCM are reported.
Mahanta N.K.,Case Western Reserve University |
Abramson A.R.,Case Western Reserve University |
Lake M.L.,Applied Sciences, Inc. |
Burton D.J.,Applied Sciences, Inc. |
And 3 more authors.
Carbon | Year: 2010
The anisotropic thermal conductivity of novel vapor grown carbon nanofiber (VGCNF) based paper-like mats was measured for increasing volume fraction and at different stages of heat-treatment. These nanofiber mats were prepared to exhibit high in-plane and low through-plane thermal conductivities with the goal of assessing their potential as 2-D heat spreaders. The in-plane thermal conductivity of the mats varied from 12 W/m-K to 157 W/m-K for volume fractions of 0.067 and 0.462, respectively, while the corresponding through-plane thermal conductivities were measured to be 0.428 W/m-K and 0.711 W/m-K. Heat treatment to temperatures above 3000 °C increased the through-plane thermal conductivity of the mats by an order of magnitude. However, the in-plane thermal conductivity, at best, was only seen to double. A model is proposed to describe the arrangement of nanofibers in the mats, and analytical expressions were used to estimate the thermal conductivity of an individual nanofiber using experimental results. Thermal conductivities of approximately 1400 W/m-K and 1600 W/m-K were calculated for individual VGCNFs heat treated to temperatures of around 1100 °C and above 3000 °C, respectively. © 2010 Elsevier Ltd. All rights reserved.