0001104659-18-052004.txt : 20180814
0001104659-18-052004.hdr.sgml : 20180814
20180814170148
ACCESSION NUMBER: 0001104659-18-052004
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180813
FILED AS OF DATE: 20180814
DATE AS OF CHANGE: 20180814
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BCP GP Ltd
CENTRAL INDEX KEY: 0001685160
STATE OF INCORPORATION: A6
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13888
FILM NUMBER: 181018630
BUSINESS ADDRESS:
STREET 1: C/O BROOKFIELD ASSET MANAGEMENT INC.
STREET 2: BROOKFIELD PLACE, 181 BAY STREET, SUITE
CITY: TORONTO
STATE: A6
ZIP: M5J2T3
BUSINESS PHONE: 4163639491
MAIL ADDRESS:
STREET 1: C/O BROOKFIELD ASSET MANAGEMENT INC.
STREET 2: BROOKFIELD PLACE, 181 BAY STREET, SUITE
CITY: TORONTO
STATE: A6
ZIP: M5J2T3
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Brookfield Capital Partners Ltd.
CENTRAL INDEX KEY: 0001685158
STATE OF INCORPORATION: A6
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13888
FILM NUMBER: 181018631
BUSINESS ADDRESS:
STREET 1: CC/O BROOKFIELD ASSET MANAGEMENT INC.
STREET 2: BROOKFIELD PLACE, 181 BAY STREET, SUITE
CITY: TORONTO
STATE: A6
ZIP: M5J2T3
BUSINESS PHONE: 4163639491
MAIL ADDRESS:
STREET 1: CC/O BROOKFIELD ASSET MANAGEMENT INC.
STREET 2: BROOKFIELD PLACE, 181 BAY STREET, SUITE
CITY: TORONTO
STATE: A6
ZIP: M5J2T3
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BPE IV (Non-Cdn)
CENTRAL INDEX KEY: 0001738295
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13888
FILM NUMBER: 181018632
BUSINESS ADDRESS:
STREET 1: C/O BROOKFIELD ASSET MANAGEMENT INC.
STREET 2: 181 BAY ST., STE 300
CITY: TORONTO
STATE: A6
ZIP: M5J 2T3
BUSINESS PHONE: 416-359-8598
MAIL ADDRESS:
STREET 1: C/O BROOKFIELD ASSET MANAGEMENT INC.
STREET 2: 181 BAY ST., STE 300
CITY: TORONTO
STATE: A6
ZIP: M5J 2T3
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BCP IV GrafTech Holdings L.P.
CENTRAL INDEX KEY: 0001642338
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13888
FILM NUMBER: 181018633
BUSINESS ADDRESS:
STREET 1: C/O BROOKFIELD CAPITAL PARTNERS LTD.
STREET 2: 181 BAY STREET, SUITE 300
CITY: TORONTO
STATE: A6
ZIP: M5J 2T3
BUSINESS PHONE: 212 833-3566
MAIL ADDRESS:
STREET 1: C/O BROOKFIELD CAPITAL PARTNERS LTD.
STREET 2: 181 BAY STREET, SUITE 300
CITY: TORONTO
STATE: A6
ZIP: M5J 2T3
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
4
1
a4.xml
4
X0306
4
2018-08-13
0
0000931148
GRAFTECH INTERNATIONAL LTD
EAF
0001685160
BCP GP Ltd
C/O BROOKFIELD ASSET MANAGEMENT INC.
181 BAY ST, STE. 300
TORONTO
A6
M5J2T3
ONTARIO, CANADA
1
0
1
0
See Remarks
0001685158
Brookfield Capital Partners Ltd.
C/O BROOKFIELD ASSET MANAGEMENT INC.
181 BAY ST, STE. 300
TORONTO
A6
M5J2T3
ONTARIO, CANADA
1
0
1
0
0001738295
BPE IV (Non-Cdn)
C/O BROOKFIELD ASSET MANAGEMENT INC.
181 BAY ST, STE. 300
TORONTO
A6
M5J2T3
ONTARIO, CANADA
1
0
1
0
0001642338
BCP IV GrafTech Holdings L.P.
C/O BROOKFIELD ASSET MANAGEMENT INC.
181 BAY ST, STE. 300
TORONTO
A6
M5J2T3
ONTARIO, CANADA
1
0
1
0
Common Stock
2018-08-13
4
S
0
23000000
20.00
D
241128398
I
See Explanation of Responses
Common Stock
2018-08-13
4
S
0
11688311
19.25
D
229440087
I
See Explanation of Responses
Common Stock held directly by BCP IV GrafTech Holdings LP ("BCP IV"), a Delaware limited partnership.
On August 13, 2018, BCP IV sold 23,000,000 shares of Common Stock in an underwritten public secondary offering (the "Offering").
On August 13, 2018, GrafTech International Ltd. ("Issuer") repurchased, directly from BCP IV, 11,688,311 shares of Common Stock. The price per share paid by the Issuer is equal to the price paid by the underwriters in the Offering, net of underwriting commissions and discounts.
Each of the Reporting Persons, as an indirect parent of BCP IV, may be deemed to have an indirect pecuniary interest in an indeterminate portion of the shares of Common Stock that are directly beneficially owned by BCP IV. In accordance with Instruction 4(b)(iv), the entire amount of the Common Stock held by BCP IV is reported herein. Each of the Reporting Persons disclaims beneficial ownership of all shares of Common Stock that is beneficially owned by BCP IV, except to the extent of any indirect pecuniary interest therein.
Ron A. Bloom, Jeffrey C. Dutton and Denis A. Turcotte, Managing Partners of Brookfield Asset Management Inc., a corporation formed under the laws of the Province of Ontario, serve on the board of directors of the Issuer as representatives of BCP IV and certain of its affiliates, including the Reporting Persons. Each of Messrs. Bloom, Turcotte and Dutton disclaim beneficial ownership of all the securities that are or may be beneficially owned by BCP IV or any of its affiliates. Each of the Reporting Persons may be deemed a "director by deputization" by virtue of BCP IV's contractual right to appoint directors to the board of directors of the Issuer.
/s/ AJ Silber, as Vice President of BCP GP LTD
2018-08-14
/s/ AJ Silber, as Officer of Brookfield Capital Partners Ltd.
2018-08-14
/s/ AJ Silber, as Officer of BPE IV (Non-Cdn) GP LP, general partner of BCP IV GrafTech Holdings L.P.
2018-08-14
/s/ AJ Silber, as Officer of Brookfield Capital Partners Ltd., general partner of BPE IV (Non-Cdn) GP LP
2018-08-14