Supplemental Guarantor Information | Guarantor Information On November 20, 2012, GrafTech International Ltd. (the “Parent”) issued $300 million aggregate principal amount of Senior Notes. The Senior Notes mature on November 15, 2020 and bear interest at a rate of 6.375% per year, payable semi-annually in arrears on May 15 and November 15 of each year. The Senior Notes have been guaranteed on a senior basis by the following wholly-owned direct and indirect subsidiaries of the Parent: GrafTech Finance Inc., GrafTech Holdings Inc., GrafTech USA LLC, Seadrift Coke LLP, Fiber Materials, Inc., Intermat, GrafTech Global Enterprises Inc., GrafTech International Holdings Inc., GrafTech DE LLC, GrafTech Seadrift Holding Corp, GrafTech International Trading Inc., GrafTech Technology LLC, GrafTech NY Inc., and Graphite Electrode Network LLC. The guarantors of the Senior Notes, solely in their respective capacities as such, are collectively called the “Guarantors.” Our other subsidiaries, which are not guarantors of the Senior Notes, are called the “Non-Guarantors.” All of the guarantees are unsecured. All of the guarantees are full, unconditional (subject to limited exceptions described below) and joint and several. Each of the Guarantors are 100% owned, directly or indirectly, by the Parent. All of the guarantees of the Senior Notes continue until the Senior Notes have been paid in full, and payment under such guarantees could be required immediately upon the occurrence of an event of default under the Senior Notes. If a Guarantor makes a payment under its guarantee of the Senior Notes, it would have the right under certain circumstances to seek contribution from the other Guarantors. The Guarantors will be released from the guarantees upon the occurrence of certain events, including the following: the unconditional release or discharge of any guarantee or indebtedness that resulted in the creation of the guarantee of the Senior Notes by such Guarantor; the sale or other disposition, including by way of merger or consolidation or the sale of its capital stock, following which such Guarantor is no longer a subsidiary of the Parent; or the Parent's exercise of its legal defeasance option or its covenant defeasance option as described in the indenture applicable to the Senior Notes. If any Guarantor is released, no holder of the Senior Notes will have a claim as a creditor against such Guarantor. The indebtedness and other liabilities, including trade payables and preferred stock, if any, of each Guarantor are effectively senior to the claim of any holders of the Senior Notes. Investments in subsidiaries are recorded on the equity basis. The following tables set forth condensed consolidating balance sheets as of December 31, 2014 and June 30, 2015 and condensed consolidating statements of operations and comprehensive income for the three and six months ended June 30, 2014 and 2015 and condensed consolidating statements of cash flows for the six months ended June 30, 2014 and 2015 of the Parent Guarantors and the Non-Guarantors. CONDENSED CONSOLIDATING BALANCE SHEETS As of December 31, 2014 (in thousands) Consolidating Non- Entries and Parent Guarantors Guarantors Eliminations Consolidated ASSETS Current Assets: Cash and cash equivalents $ — $ 5,503 $ 12,047 $ — $ 17,550 Accounts receivable - affiliates 40,474 35,618 40,185 (116,277 ) — Accounts receivable - trade — 45,861 117,058 — 162,919 Inventories — 148,080 234,823 — 382,903 Prepaid and other current assets — 17,336 64,287 — 81,623 Total current assets 40,474 252,398 468,400 (116,277 ) 644,995 Investment in affiliates 1,414,278 762,251 — (2,176,529 ) — Property, plant and equipment — 431,602 222,438 — 654,040 Deferred income taxes — — 16,819 — 16,819 Goodwill — 217,099 203,030 — 420,129 Notes receivable - affiliate 35,722 7,413 — (43,135 ) — Other assets 4,110 45,617 48,095 — 97,822 Total Assets $ 1,494,584 $ 1,716,380 $ 958,782 $ (2,335,941 ) $ 1,833,805 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts payable - affiliate $ — $ 80,659 $ 35,618 $ (116,277 ) $ — Accounts payable - trade 47 35,435 50,927 — 86,409 Short-term debt 187,973 131 — — 188,104 Accrued income and other taxes 344 3,380 20,782 — 24,506 Rationalizations — 7,538 2,025 — 9,563 Supply chain financing liability — — — — — Other accrued liabilities 2,444 15,252 25,623 — 43,319 Total current liabilities 190,808 142,395 134,975 (116,277 ) 351,901 Long-term debt - affiliate — 35,722 7,413 (43,135 ) — Long-term debt - third party 300,000 40,393 1,222 — 341,615 Other long-term obligations — 77,724 29,842 — 107,566 Deferred income taxes — 5,118 23,079 — 28,197 Stockholders' equity 1,003,776 1,415,028 762,251 (2,176,529 ) 1,004,526 Total Liabilities and Stockholders' Equity $ 1,494,584 $ 1,716,380 $ 958,782 $ (2,335,941 ) $ 1,833,805 CONDENSED CONSOLIDATING BALANCE SHEETS As of June 30, 2015 (in thousands) Consolidating Non- Entries and Parent Guarantors Guarantors Eliminations Consolidated ASSETS Current Assets: Cash and cash equivalents $ — $ 1,278 $ 13,227 $ — $ 14,505 Accounts receivable - affiliates 42,976 29,081 9,230 (81,287 ) — Accounts receivable - trade — 30,362 91,324 — 121,686 Inventories — 145,605 230,028 — 375,633 Prepaid and other current assets — 17,935 60,017 — 77,952 Total current assets 42,976 224,261 403,826 (81,287 ) 589,776 Investment in affiliates 1,331,268 702,677 — (2,033,945 ) — Property, plant and equipment — 424,235 210,436 — 634,671 Deferred income taxes — — 17,116 — 17,116 Goodwill — 181,717 202,715 — 384,432 Notes receivable - affiliate 28,304 7,413 — (35,717 ) — Other assets 3,813 40,972 42,194 — 86,979 Total Assets $ 1,406,361 $ 1,581,275 $ 876,287 $ (2,150,949 ) $ 1,712,974 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts payable - affiliate $ — $ 52,201 $ 29,086 $ (81,287 ) $ — Accounts payable - trade — 28,386 43,750 — 72,136 Short-term debt 194,441 2,132 2,642 — 199,215 Accrued income and other taxes — 4,318 16,094 — 20,412 Rationalizations — 2,942 4,457 — 7,399 Supply chain financing liability — — — — — Other accrued liabilities 2,444 9,287 19,521 — 31,252 Total current liabilities 196,885 99,266 115,550 (81,287 ) 330,414 Long-term debt - affiliate — 28,304 7,413 (35,717 ) — Long-term debt - third party 300,000 48,326 1,009 — 349,335 Other long-term obligations — 68,981 30,531 — 99,512 Deferred income taxes — 5,130 19,107 — 24,237 Stockholders' equity 909,476 1,331,268 702,677 (2,033,945 ) 909,476 Total Liabilities and Stockholders' Equity $ 1,406,361 $ 1,581,275 $ 876,287 $ (2,150,949 ) $ 1,712,974 CONDENSED CONSOLIDATING STATEMENTS OF INCOME AND COMPREHENSIVE INCOME For the six months ended June 30, 2014 (in thousands) Consolidating Non- Entries and Parent Guarantors Guarantors Eliminations Consolidated Sales - affiliates $ — $ 124,316 $ 68,571 $ (192,887 ) $ — Sales - third party — 221,930 343,045 — 564,975 Net sales — 346,246 411,616 (192,887 ) 564,975 Cost of sales — 314,476 399,739 (192,887 ) 521,328 Gross profit — 31,770 11,877 — 43,647 Research and development — 5,673 — — 5,673 Selling and administrative expenses — 24,132 37,912 — 62,044 Impairments — 121,570 — — 121,570 Rationalizations — 52 865 — 917 Operating income (loss) — (119,657 ) (26,900 ) — (146,557 ) Other (income) expense, net — 820 (67 ) — 753 Interest expense - affiliate — 436 — (436 ) — Interest expense - third party 15,955 1,646 553 — 18,154 Interest income - affiliate (436 ) — — 436 — Interest income - third party — — (113 ) — (113 ) Income (loss) before income taxes (15,519 ) (122,559 ) (27,273 ) — ` (165,351 ) Provision for income taxes (5,587 ) 14,399 (7,213 ) — 1,599 Equity in earnings of subsidiary (157,018 ) (20,060 ) — 177,078 — Net (loss) income $ (166,950 ) $ (157,018 ) $ (20,060 ) $ 177,078 $ (166,950 ) Statements of Comprehensive Income Net (loss) income $ (166,950 ) $ (157,018 ) $ (20,060 ) $ 177,078 $ (166,950 ) Other comprehensive income (loss) 2,311 2,311 2,522 (4,833 ) 2,311 Comprehensive (loss) income $ (164,639 ) $ (154,707 ) $ (17,538 ) $ 172,245 $ (164,639 ) CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME For the six months ended June 30, 2015 (in thousands) Consolidating Non- Entries and Parent Guarantors Guarantors Eliminations Consolidated Sales - affiliates $ — $ 103,291 $ 42,346 $ (145,637 ) $ — Sales - third party — 134,418 237,915 — 372,333 Net sales — 237,709 280,261 (145,637 ) 372,333 Cost of sales — 219,037 262,231 (145,637 ) 335,631 Gross profit — 18,672 18,030 — 36,702 Research and development — 4,345 — — 4,345 Selling and administrative expenses — 26,836 24,707 — 51,543 Impairments — 35,381 — — 35,381 Rationalizations — (300 ) 4,563 — 4,263 Operating loss — (47,590 ) (11,240 ) — (58,830 ) Other expense (income), net — 732 360 — 1,092 Interest expense - affiliate — 305 — (305 ) — Interest expense - third party 16,382 1,523 211 — 18,116 Interest income - affiliate (305 ) — — 305 — Interest income - third party — (5 ) (341 ) — (346 ) Loss before income taxes (16,077 ) (50,145 ) (11,470 ) — ` (77,692 ) (Benefit from) provision for income taxes — (3,691 ) 4,424 — 733 Equity in losses of subsidiary (62,348 ) (15,894 ) — 78,242 — Net (loss) income $ (78,425 ) $ (62,348 ) $ (15,894 ) $ 78,242 $ (78,425 ) Statements of Comprehensive Income Net (loss) income $ (78,425 ) $ (62,348 ) $ (15,894 ) $ 78,242 $ (78,425 ) Other comprehensive income (loss) (21,209 ) (21,209 ) (22,207 ) 43,416 (21,209 ) Comprehensive (loss) income $ (99,634 ) $ (83,557 ) $ (38,101 ) $ 121,658 $ (99,634 ) CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the six months ended June 30, 2014 (in thousands) Consolidating Non- Entries and Parent Guarantors Guarantors Eliminations Consolidated Net cash provided by (used in) operating activities: $ (11,480 ) $ 33,155 $ 34,225 $ — $ 55,900 Cash flow from investing activities: (Loans to) repayments from affiliates 8,184 — — (8,184 ) — Capital expenditures — (31,882 ) (14,582 ) — (46,464 ) Proceeds from derivative instruments — 74 (268 ) — (194 ) Proceeds from sale of fixed assets — 2,523 2,523 Insurance recoveries — — 2,834 — 2,834 Net cash (used in) provided by investing activities 8,184 (31,808 ) (9,493 ) (8,184 ) (41,301 ) Cash flow from financing activities: Loans from (repayments to) affiliates — (8,184 ) — 8,184 — Short-term debt borrowings — (23 ) (996 ) — (1,019 ) Revolving Facility borrowings — 131,000 78,000 — 209,000 Revolving Facility reductions — (124,000 ) (81,000 ) — (205,000 ) Principal payments on long term debt — (66 ) (60 ) — (126 ) Supply chain financing — — (9,455 ) — (9,455 ) Proceeds from exercise of stock options 2,813 — — — 2,813 Purchase of treasury shares (435 ) — — — (435 ) Revolver facility refinancing — (2,320 ) (316 ) — (2,636 ) Other 918 — — — 918 Net cash provided by (used in) financing activities 3,296 (3,593 ) (13,827 ) 8,184 (5,940 ) Net increase in cash and cash equivalents — (2,246 ) 10,905 — 8,659 Effect of exchange rate changes on cash and cash equivalents — — 181 — 181 Cash and cash equivalents at beginning of period — 4,752 7,136 — 11,888 Cash and cash equivalents at end of period $ — $ 2,506 $ 18,222 $ — $ 20,728 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the six months ended June 30, 2015 (in thousands) Consolidating Non- Entries and Parent Guarantors Guarantors Eliminations Consolidated Net cash (used in) provided by operating activities: $ (7,355 ) $ 22,992 $ 36,293 $ (27,710 ) $ 24,220 Cash flow from investing activities: Repayments from affiliates 7,418 — — (7,418 ) — Capital expenditures — (16,994 ) (8,626 ) — (25,620 ) Payments for (proceeds from) derivatives — 397 241 — 638 Proceeds from sale of assets — (7,595 ) (209 ) — (7,804 ) Insurance recoveries — — — — — Net cash provided by (used in) investing activities 7,418 (24,192 ) (8,594 ) (7,418 ) (32,786 ) Cash flow from financing activities: Repayments to affiliates — (7,418 ) — 7,418 — Dividends to affiliates — — (27,710 ) 27,710 Short-term debt borrowings — 2,001 2,505 — 4,506 Revolving Facility borrowings — 62,000 12,000 — 74,000 Revolving Facility reductions — (54,000 ) (12,000 ) — (66,000 ) Principal payments on long term debt — (67 ) — — (67 ) Supply chain financing — — — — — Proceeds from exercise of stock options — — — — — Purchase of treasury shares (63 ) — — — (63 ) Revolver facility refinancing — (2,691 ) (31 ) — (2,722 ) Other — (2,850 ) — — (2,850 ) Net cash provided by (used in) financing activities (63 ) (3,025 ) (25,236 ) 35,128 6,804 Net increase in cash and cash equivalents — (4,225 ) 2,463 — (1,762 ) Effect of exchange rate changes on cash and cash equivalents — — (1,283 ) — (1,283 ) Cash and cash equivalents at beginning of period — 5,503 12,047 — 17,550 Cash and cash equivalents at end of period $ — $ 1,278 $ 13,227 $ — $ 14,505 |