Statement Of Financial Position
Statement Of Financial Position Classified (USD $) | ||
In Thousands | Dec. 31, 2009
| Dec. 31, 2008
|
Current Assets: | ||
Cash and cash equivalents | $50,181 | $11,664 |
Accounts and notes receivable, net of allowance for doubtful accounts of $4,110 at December 31, 2008 and $4,545 at December 31, 2009 | 117,620 | 146,986 |
Inventories | 245,511 | 290,397 |
Loan to non-consolidated affiliate | 6,000 | 0 |
Prepaid expenses and other current assets | 9,586 | 14,376 |
Total current assets | 428,898 | 463,423 |
Property, plant and equipment | 982,173 | 873,932 |
Less: accumulated depreciation | 610,182 | 536,562 |
Net property, plant and equipment | 371,991 | 337,370 |
Deferred income taxes | 11,437 | 1,907 |
Goodwill | 9,037 | 7,166 |
Other assets | 7,298 | 12,887 |
Investment in non-consolidated affiliate | 63,315 | 118,925 |
Restricted cash | 632 | 1,451 |
Total assets | 892,608 | 943,129 |
Current liabilities: | ||
Accounts payable | 33,928 | 55,132 |
Short-term debt | 1,113 | 9,347 |
Accrued income and other taxes | 38,977 | 34,861 |
Other accrued liabilities | 106,311 | 141,283 |
Total current liabilities | 180,329 | 240,623 |
Long-term debt | ||
Principal | 1,467 | 50,328 |
Fair value adjustments for hedge instruments | 0 | 191 |
Unamortized premium (discount) | 0 | 38 |
Total long term debt | 1,467 | 50,557 |
Other long-term obligations | 108,267 | 118,272 |
Deferred income taxes | 25,486 | 29,087 |
Stockholders' equity: | ||
Preferred stock, par value $.01, 10,000,000 shares authorized, none issued | 0 | 0 |
Common stock, par value $.01, 150,000,000 shares authorized at December 31, 2008 and 225,000,000 shares authorized at December 31, 2009, 122,634,854 shares issued at December 31, 2008 and 124,027,399 shares issued at December 31, 2009 | 1,240 | 1,226 |
Additional paid-in capital | 1,300,051 | 1,290,381 |
Accumulated other comprehensive loss | (305,644) | (355,960) |
Accumulated deficit | (305,202) | (317,752) |
Less: cost of common stock held in treasury, 3,974,345 shares at December 31, 2008 and December 31, 2009 | (112,511) | (112,511) |
Less: common stock held in employee benefit and compensation trusts, 55,728 shares at December 31, 2008 and 71,493 shares at December 31, 2009. | (875) | (794) |
Total stockholders' equity | 577,059 | 504,590 |
Total liabilities and stockholders' equity | $892,608 | $943,129 |
1_Statement Of Financial Positi
Statement Of Financial Position Classified (Parenthetical) (USD $) | ||
In Thousands, except Share data | Dec. 31, 2009
| Dec. 31, 2008
|
Accounts and notes receivable, allowance for doubtful accounts | $4,545 | $4,110 |
Preferred stock, par value | 0.01 | 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, issued | 0 | 0 |
Common stock, par value | 0.01 | 0.01 |
Common stock, shares authorized | 225,000,000 | 150,000,000 |
Common stock, shares issued | 124,027,399 | 122,634,854 |
Less: cost of common stock held in treasury, shares | 3,974,345 | 3,974,345 |
Less: common stock held in employee benefit and compensation trusts, shares | 71,493 | 55,728 |
Statement Of Income
Statement Of Income (USD $) | |||
In Thousands, except Per Share data | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Net sales | $659,044 | $1,190,238 | $1,004,818 |
Cost of sales | 467,939 | 756,802 | 678,876 |
Gross profit | 191,105 | 433,436 | 325,942 |
Research and development | 10,168 | 8,986 | 8,550 |
Selling and administrative expenses | 82,325 | 95,757 | 92,133 |
Operating income | 98,612 | 328,693 | 225,259 |
Equity in losses of and write-down of investment in non-consolidated affiliate | 55,488 | 36,256 | 0 |
Other (income) expense, net | 1,868 | 11,578 | (13,470) |
Interest expense | 5,609 | 19,350 | 43,409 |
Interest income | (1,047) | (1,137) | (1,680) |
Income from continuing operations before provision for income taxes | 36,694 | 262,646 | 197,000 |
Provision for income taxes | 24,144 | 62,131 | 48,327 |
Income from continuing operations | 12,550 | 200,515 | 148,673 |
(Loss) from discontinued operations, net of tax | 0 | 0 | (2,432) |
Net income | $12,550 | $200,515 | $146,241 |
Basic income per common share: | |||
Income per share from continuing operations | 0.1 | 1.8 | 1.48 |
Income (loss) per share from discontinued operations | $0 | $0 | -0.02 |
Net income per share | 0.1 | 1.8 | 1.46 |
Diluted income per common share: | |||
Income per share from continuing operations | 0.1 | 1.74 | 1.39 |
Income (loss) per share from discontinued operations | $0 | $0 | -0.02 |
Net income per share | 0.1 | 1.74 | 1.37 |
Statement Of Cash Flows Indirec
Statement Of Cash Flows Indirect (USD $) | |||||||||||||||||||
In Thousands | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 | ||||||||||||||||
Cash flow from operating activities: | |||||||||||||||||||
Net income | $12,550 | $200,515 | $146,241 | ||||||||||||||||
Adjustments to reconcile net income to cash provided by operations: | |||||||||||||||||||
(Income) loss from discontinued operations, net of tax | 0 | 0 | 2,432 | ||||||||||||||||
Depreciation and amortization | 32,737 | 35,427 | 39,005 | ||||||||||||||||
Deferred income taxes | (8,846) | 3,049 | 4,213 | ||||||||||||||||
Equity in losses of and write down of investment in non-consolidated affiliate | 55,489 | 36,256 | 0 | ||||||||||||||||
Post retirement and pension plan changes | 6,395 | 7,034 | (5,637) | ||||||||||||||||
Gain on redemption of Debentures | 0 | (4,060) | 0 | ||||||||||||||||
Currency losses (gains) | 629 | (7,681) | 3,605 | ||||||||||||||||
Stock based compensation, including incentive compensation paid in company stock | 6,845 | 4,903 | 4,507 | ||||||||||||||||
Interest expense | 1,366 | 7,776 | 10,852 | ||||||||||||||||
Gain on sale of assets | (1,143) | (52) | (29,861) | ||||||||||||||||
Other charges (credits), net | 7,606 | (831) | 9,444 | ||||||||||||||||
Dividends from non-consolidated affiliate | 122 | 553 | 0 | ||||||||||||||||
(Increase) decrease in working capital | 67,608 | [1] | (19,919) | [1] | (36,676) | [1] | |||||||||||||
(Increase) in long-term assets and liabilities | (11,029) | (14,334) | (17,353) | ||||||||||||||||
Net cash provided by operating activities | 170,329 | 248,636 | 130,772 | ||||||||||||||||
Cash flow from investing activities: | |||||||||||||||||||
Capital expenditures | (56,220) | (71,954) | (50,817) | ||||||||||||||||
Investment in and loan to non-consolidated affiliate | (6,000) | (136,467) | 0 | ||||||||||||||||
Patent capitalization | 0 | 0 | (659) | ||||||||||||||||
(Payments) proceeds from derivative instruments | 984 | (1,731) | (144) | ||||||||||||||||
Proceeds from sale of assets | 164 | 198 | 29,745 | ||||||||||||||||
Proceeds from sale of discontinued operations net of purchase price adjustments | 0 | 0 | (2,794) | ||||||||||||||||
Net change in restricted cash | 819 | 96 | (1,547) | ||||||||||||||||
Other | 143 | 0 | (309) | ||||||||||||||||
Net cash provided by (used in) investing activities | (60,110) | (209,858) | (26,525) | ||||||||||||||||
Cash flow from financing activities: | |||||||||||||||||||
Short-term debt borrowings (reductions), net | (8,128) | 9,699 | 414 | ||||||||||||||||
Revolving Facility borrowings | 124,715 | 180,000 | 241,625 | ||||||||||||||||
Revolving Facility reductions | (155,231) | (150,000) | (241,922) | ||||||||||||||||
Proceeds from long-term debt | 1,837 | 0 | 0 | ||||||||||||||||
Principal payments on long-term debt | (20,041) | (179,674) | (234,310) | ||||||||||||||||
Supply chain financing | (15,711) | 30,115 | 0 | ||||||||||||||||
Proceeds from exercise of stock options | 651 | 37,162 | 22,994 | ||||||||||||||||
Purchase of treasury shares | 0 | (21,216) | 0 | ||||||||||||||||
Excess tax benefit from stock-based compensation | 124 | 14,327 | 8,372 | ||||||||||||||||
Long-term financing obligation | (1,091) | (628) | 2,940 | ||||||||||||||||
Net cash used in financing activities | (72,875) | (80,215) | (199,887) | ||||||||||||||||
Net increase (decrease) in cash and cash equivalents | 37,344 | (41,437) | (95,640) | ||||||||||||||||
Effect of exchange rate changes on cash and cash equivalents | 1,173 | (1,640) | 864 | ||||||||||||||||
Cash and cash equivalents at beginning of period | 11,664 | 54,741 | 149,517 | ||||||||||||||||
Cash and cash equivalents at end of period | 50,181 | 11,664 | 54,741 | ||||||||||||||||
Net cash paid during the periods for: | |||||||||||||||||||
Interest | 5,413 | 18,693 | 41,322 | ||||||||||||||||
Income taxes | 32,707 | 39,880 | 51,262 | ||||||||||||||||
Non-cash operating, investing and financing activities: | |||||||||||||||||||
Common stock issued to savings and pension plan trusts | 2,474 | 2,680 | 2,784 | ||||||||||||||||
(Increase) decrease in current assets: | |||||||||||||||||||
Accounts and notes receivable, net | 58,210 | (25,530) | 16,309 | ||||||||||||||||
Effect of factoring of accounts receivable | (24,268) | 24,299 | 276 | ||||||||||||||||
Inventories | 69,630 | (29,278) | (27,277) | ||||||||||||||||
Prepaid expenses and other current assets | 904 | 252 | 422 | ||||||||||||||||
Payment for antitrust investigations and related lawsuits and claims | 0 | 0 | (5,380) | ||||||||||||||||
Restructuring payments | (35) | (922) | (6,884) | ||||||||||||||||
(Decrease) increase in accounts payables and accruals | (35,908) | 19,940 | (4,903) | ||||||||||||||||
(Decrease) in interest payable | (925) | (8,680) | (9,239) | ||||||||||||||||
(Increase) decrease in working capital | $67,608 | [1] | ($19,919) | [1] | ($36,676) | [1] | |||||||||||||
[1]Net change in working capital due to the following components: (Increase) decrease in current assets: Accounts and notes receivable, net $ 16,309 $ (25,530) $ 58,210 Effect of factoring of accounts receivable 276 24,299 (24,268) Inventories (27,277) (29,278) 69,630 Prepaid expenses and other current assets 422 252 904 Payment for antitrust investigations and related lawsuits and claims (5,380) Restructuring payments (6,884) (922) (35) (Decrease) increase in accounts payables and accruals (4,903) 19,940 (35,908) (Decrease) in interest payable (9,239) (8,680) (925) (Increase) decrease in working capital $(36,676) $ (19,919) $ 67,608 |
Statement Of Shareholders Equit
Statement Of Shareholders Equity And Other Comprehensive Income (USD $) | |||||||
In Thousands, except Share data | Common Stock
| Additional Paid-in Capital
| Accumulated Other Comprehensive Loss
| Accumulated Deficit
| Treasury Stock
| Common Stock Held in Employee Benefit & Compensation Trust
| Total
|
Beginning Balance at Dec. 31, 2006 | $1,026 | $987,326 | ($312,763) | ($664,294) | ($85,197) | ($6,856) | ($80,758) |
Beginning Balance (in shares) at Dec. 31, 2006 | 101,433,949 | ||||||
Comprehensive income (loss): | |||||||
Net income | 146,241 | 146,241 | |||||
Adjustment to initially adopt FIN 48 | (214) | (214) | |||||
Other comprehensive income: | |||||||
Pension and post-retirement adjustments, net of tax of $80 in 2009, $929 in 2008 and $2,187 in 2007 | 2,879 | 2,879 | |||||
Unrealized losses on securities, net of tax of $319 in 2009 | (80) | (80) | |||||
Foreign currency translation adjustments | 31,648 | 31,648 | |||||
Stock-based compensation (in shares) | 695,407 | ||||||
Stock-based compensation | 4,506 | 4,506 | |||||
Stock held in employee benefit and compensation trusts | 21 | 21 | |||||
Common stock issued to savings and pension plan trusts (in shares) | 235,510 | ||||||
Common stock issued to savings and pension plan trusts | 17 | 2,767 | 2,784 | ||||
Sale of common stock under stock options (in shares) | 2,804,641 | ||||||
Sale of common stock under stock options | 9 | 31,366 | 31,375 | ||||
Ending Balance (in shares) at Dec. 31, 2007 | 105,169,507 | ||||||
Ending Balance at Dec. 31, 2007 | 1,052 | 1,025,965 | (278,316) | (518,267) | (85,197) | (6,835) | 138,402 |
Comprehensive income (loss): | |||||||
Net income | 200,515 | 200,515 | |||||
Other comprehensive income: | |||||||
Pension and post-retirement adjustments, net of tax of $80 in 2009, $929 in 2008 and $2,187 in 2007 | (20,216) | (20,216) | |||||
Unrealized losses on securities, net of tax of $319 in 2009 | (1,908) | (1,908) | |||||
Foreign currency translation adjustments | (55,520) | (55,520) | |||||
Treasury stock | (27,263) | (27,263) | |||||
Derecognition of Debentures (in shares) | 13,559,604 | ||||||
Derecognition of Debentures | 136 | 205,851 | 205,987 | ||||
Stock-based compensation (in shares) | 522,623 | ||||||
Stock-based compensation | 5 | 4,903 | (51) | 4,857 | |||
Stock held in employee benefit and compensation trusts | 6,041 | 6,041 | |||||
Common stock issued to savings and pension plan trusts (in shares) | 202,291 | ||||||
Common stock issued to savings and pension plan trusts | 2 | 2,678 | 2,680 | ||||
Sale of common stock under stock options (in shares) | 3,180,829 | ||||||
Sale of common stock under stock options | 31 | 50,984 | 51,015 | ||||
Ending Balance (in shares) at Dec. 31, 2008 | 122,634,854 | ||||||
Ending Balance at Dec. 31, 2008 | 1,226 | 1,290,381 | (355,960) | (317,752) | (112,511) | (794) | 504,590 |
Comprehensive income (loss): | |||||||
Net income | 12,550 | 12,550 | |||||
Other comprehensive income: | |||||||
Pension and post-retirement adjustments, net of tax of $80 in 2009, $929 in 2008 and $2,187 in 2007 | 1,922 | 1,922 | |||||
Unrealized losses on securities, net of tax of $319 in 2009 | 1,116 | 1,116 | |||||
Foreign currency translation adjustments | 47,278 | 47,278 | |||||
Stock-based compensation (in shares) | 464,205 | ||||||
Stock-based compensation | 4 | 2,904 | 2,908 | ||||
Shares issued in lieu of cash for incentive compensation (in shares) | 592,536 | ||||||
Shares issued in lieu of cash for incentive compensation | 6 | 3,644 | 3,650 | ||||
Common stock issued to savings and pension plan trusts (in shares) | 275,804 | ||||||
Common stock issued to savings and pension plan trusts | 3 | 2,471 | (81) | 2,393 | |||
Sale of common stock under stock options (in shares) | 60,000 | ||||||
Sale of common stock under stock options | 1 | 651 | 652 | ||||
Ending Balance (in shares) at Dec. 31, 2009 | 124,027,399 | ||||||
Ending Balance at Dec. 31, 2009 | $1,240 | $1,300,051 | ($305,644) | ($305,202) | ($112,511) | ($875) | $577,059 |
2_Statement Of Shareholders Equ
Statement Of Shareholders Equity And Other Comprehensive Income (Parenthetical) (USD $) | |||
In Thousands | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Pension and post-retirement adjustments, tax | $80 | $929 | $2,187 |
Unrealized losses on securities, tax | $319 |
DISCUSSION OF BUSINESS AND STRU
DISCUSSION OF BUSINESS AND STRUCTURE | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
DISCUSSION OF BUSINESS AND STRUCTURE | (1) DISCUSSION OF BUSINESS AND STRUCTURE GrafTech International Ltd. is one of the worlds largest manufacturers and providers of high quality synthetic and natural graphite and carbon based products. References herein to GTI, we, our, or us refer collectively to GrafTech International Ltd. and its subsidiaries. We have four major product categories: graphite electrodes, refractory products, advanced graphite materials and natural graphite, which are reported in the following segments: Industrial Materials includes graphite electrodes and refractory products and related services, and primarily serves the steel industry. Engineered Solutions includes advanced graphite materials and natural graphite products, and provides primary and specialty products for transportation, solar, oil and gas exploration, and other markets. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Consolidated Financial Statements include the financial statements of GrafTech International Ltd. and its wholly-owned subsidiaries. All significant intercompany transactions have been eliminated in consolidation. Cash Equivalents We consider all highly liquid financial instruments with original maturities of three months or less to be cash equivalents. Cash equivalents consist of overnight repurchase agreements, certificates of deposit, money market funds and commercial paper. Restricted cash includes the balance of the escrow account to be returned upon completion of certain environmental remediation activities related to the sale of our Caserta, Italy facility in 2007 and unspent funds from a Spanish government-sponsored capital expenditure incentive program. Revenue Recognition Revenue from sales of our products is recognized when they meet four basic criteria (1)persuasive evidence of an arrangement exists, (2)delivery has occurred, (3)the amount is determinable and (4)collection is reasonably assured. Sales are recognized when both title and the risks and rewards of ownership are transferred to the customer or services have been rendered and fees have been earned in accordance with the contract. Volume discounts and rebates are recorded as a reduction of revenue in conjunction with the sale of the related products. Changes to estimates are recorded when they become probable. Shipping and handling revenues billed to our customers are included in net sales and the related shipping and handling costs are included as an increase to cost of sales. Earnings (Loss) per Share The calculation of basic earnings per share is based on the weighted-average number of our common shares outstanding during the applicable period. We use the two-class method of computing earnings per share for our instruments granted in share-based payment transactions that are determined to be participating securities prior to vesting. Diluted earnings per share recognizes the dilution that would occur if outstanding stock options, restricted stock awards, and until their redemption, convertible debentures were exercised or converted into common shares. We use the treasury stock method to compute the dilutive effect of our stock options and restricted stock awards (using the average market price for the period) and the if-converted method to calculate the dilutive effect of our previously outstanding convertible debt. Inventories Inventories are stated at the lower of cost or market. Cost is principally determined using the first-in first-out (FIFO) and average cost, which approximates FIFO, methods. Elements of cost in inventory include raw materials, direct labor and manufacturing overhead. Property, Plant and Equipment Expenditures for property, plant and equipment are recorded at cost. Maintenance and repairs of property and equipment are expensed as incurred. Expenditures for replacements and betterments are capitalized and the replaced assets are retired. Gains and losses from the sale of property are included in cost of goods sold or other (income) expense, net. We depreciate our asse |
NEW ACCOUNTING STANDARDS
NEW ACCOUNTING STANDARDS | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
NEW ACCOUNTING STANDARDS | (3) NEW ACCOUNTING STANDARDS Recently Adopted Accounting Standards Earnings Per Share Beginning in 2009 we began to use the two-class method of computing earnings per share for our instruments granted in share-based payment transactions that are determined to be participating securities prior to vesting. There was no material impact on our consolidated financial statements and we were not required to adjust our prior period earnings per share calculations a result of using the two-class method. Business Combinations Effective January 2009, we adopted the new guidance for accounting for and reporting of business combinations. This guidance substantially changes prior accounting for and reporting of business combinations by (i)expanding the definition of a business and a business combination; (ii)requiring all assets and liabilities of the acquired business, including goodwill, contingent assets and liabilities, and contingent consideration be recorded at fair value on the acquisition date; (iii)requiring acquisition-related transaction and restructuring costs be expensed rather than accounted for as acquisition costs; and (iv)requiring reversal of valuation allowances related to deferred tax assets and changes to acquired income tax uncertainties be recognized in earnings. We will apply this guidance for all future business combinations. Fair Value Measurements and Disclosure In August 2009, the FASB issued guidance to provide clarification on measuring the fair value of liabilities. In circumstances in which a quoted price in an active market for the identical liability is not available we are required to measure fair value using one or more of the following techniques: 1. A valuation that uses: a. The quoted price of the identical liability when traded as an asset. b. Quoted market prices for similar liabilities or similar liabilities when traded as assets. 2. Another valuation technique that is consistent with the principles of ASC 820. We were required to adopt the guidance on October1, 2009. Adoption of this guidance did not have a material impact on our financial statements. Recently Issued Accounting Standards Accounting pronouncements issued by various standard setting and governmental authorities that have not yet become effective with respect to our consolidated financial statements are described below, together with our assessment of the potential impact they may have on our results of operation and financial position. Consolidation In June 2009, the FASB issued new guidance regarding the consolidation of variable interest entities (VIEs). We are now required to qualitatively assess the determination of our being the primary beneficiary (consolidator) of a VIE on whether we (1)have the power to direct matters that most significantly impact the activities of the VIE, and (2)have the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. It also requires an ongoing reconsideration of the primary beneficiary and amends events that trigger a reassessment of whether an entity is a VIE. The guidance also en |
SEGMENT REPORTING
SEGMENT REPORTING | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
SEGMENT REPORTING | (4) SEGMENT REPORTING We operate in two reportable segments: Industrial Materials and Engineered Solutions Industrial Materials. Our industrial materials segment manufactures and delivers high quality graphite electrodes and refractory products. Electrodes are key components of the conductive power systems used to produce steel and other non-ferrous metals. Refractory products are used in blast furnaces and submerged arc furnaces due to their high thermal conductivity and the ease with which they can be machined to large or complex shapes. Engineered Solutions. Engineered solutions include advanced graphite materials products for the transportation, solar, and oil and gas exploration industries, as well as natural graphite products. We continue to evaluate the performance of our segments based on segment operating income. Intersegment sales and transfers are not material and the accounting policies of the reportable segments are the same as those for our Consolidated Financial Statements as a whole. Corporate expenses are allocated to segments based on each segments percentage of consolidated sales. The following tables summarize financial information concerning our reportable segments: For the year Ended December31, 2007 2008 2009 (Dollars in thousands) Net sales to external customers: Industrial Materials $ 861,192 $ 1,008,778 $ 538,126 Engineered Solutions 143,626 181,460 120,918 Total net sales $ 1,004,818 $ 1,190,238 $ 659,044 Segment operating income: Industrial Materials $ 212,363 $ 287,466 $ 88,818 Engineered Solutions 12,896 41,227 9,794 Total segment operating income 225,259 328,693 98,612 Reconciliation of segment operating income to income from continuing operations before provision for income taxes Equity in losses of and write-down in non-consolidated affiliate 36,256 55,488 Other (income) expense, net (13,470 ) 11,578 1,868 Interest expense 43,409 19,350 5,609 Interest income (1,680 ) (1,137 ) (1,047 ) Income from continuing operations before provision for income taxes $ 197,000 $ 262,646 $ 36,694 Assets are managed based on geographic location because certain reportable segments share certain facilities. Assets by reportable segment are estimated based on the value of long-lived assets at each location and the sales mix to third party customers at that location. At December31, 2008 2009 (Dollars in thousands) Long-lived assets (a): Industrial Materials. $ 283,098 $ 305,408 Engineered Solutions 54,272 66,583 Total long-lived assets $ 337,370 $ 371,991 The following tables summarize information as to our operations in different geographic areas. |
INVESTMENT IN AND LOAN TO NON-C
INVESTMENT IN AND LOAN TO NON-CONSOLIDATED AFFILIATE | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
INVESTMENT IN AND LOAN TO NON-CONSOLIDATED AFFILIATE | (5) INVESTMENT IN AND LOAN TO NON-CONSOLIDATED AFFILIATE Acquisition On June30, 2008, we acquired 100% of the common stock of Falcon-Seadrift Holding Corp., now named GrafTech Seadrift Holding Corp. (GTSD). The principal asset of GTSD is limited partnership units constituting approximately 18.9% of the equity interests of Seadrift Coke L.P. (Seadrift), a privately-held producer of needle coke, the primary raw material used in the manufacture of graphite electrodes. Seadrift is one of the four main producers of needle coke. Needle coke is a critical raw material, without substitutes, required to produce a graphite electrode and represents approximately 40% of our total cost to produce. At the time of the acquisition, industry sales of graphite electrodes were at an all-time high and needle coke production was at or near full capacity. The availability and rising cost of needle coke was creating a compelling threat to the profitability and growth of our business model. In order to partially hedge the impact of rising needle coke cost and, more importantly, to potentially position ourselves to gain a controlling interest, we purchased our 18.9% ownership interest in Seadrift. The substance of the transaction was the acquisition of an asset, the limited partnership units. The cost of our acquisition was $136.5 million (net of $0.4 million cash received) of which $135.0 million cash was paid to the prior sole shareholder of GTSD. In addition to the limited partnership units of Seadrift, we obtained certain rights associated with these interests. These include: the right to one of five seats on Seadrifts board of directors (or, at our election, board observation rights in lieu thereof); the right of approval with respect to certain mergers and other transactions; and the right to veto Seadrifts repurchase of its own equity (other than from former employees). There are also customary rights permitting or requiring us to sell our interests on the same terms and conditions if the majority owners sell their interests. Beginning May1, 2011, we have the right to require Seadrift to purchase our interests (a put to Seadrift) at the then fair market value (determined by a third-party assuming a sale of Seadrift as a going concern and without applying a discount for lack of liquidity, marketability, or lack of control). Seadrift is a pass-through entity. We account for our investment in Seadrift using the equity method of accounting. Accounting for the Acquisition The difference between our cost of the investment in Seadrift and our equity in the net assets (book value) of Seadrift was $122.5 million We identified the principal factors causing the difference and assigned the excess to such assets with the remainder to goodwill. The following table summarizes the assignment of the difference which was completed in the fourth quarter of 2008 (dollars in thousands): Inventory. $ 2,280 Property and equipment 36,197 Intangible assets 61,425 Goodwill 22,578 Total $ 122,480 We accounted for the acquisition of GTSD as the acquisition of an asset limited partnership units in Seadrift |
SUPPLY CHAIN FINANCING
SUPPLY CHAIN FINANCING | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
SUPPLY CHAIN FINANCING | (6) SUPPLY CHAIN FINANCING During the third quarter of 2008, we entered into a supply chain financing arrangement with a financing party. Under this arrangement, we essentially assign our rights to purchase needle coke from our supplier to the financing party.The financing party purchases the product from our supplier under the standard payment terms and then immediately resells it to us under longer payment terms.The financing party pays the supplier the purchase price for the product and then we pay the financing party.Our payment to the financing party for this needle coke includes a mark up (the Mark-Up). The Mark Up is a premium expressed as a percentage of the purchase price. The Mark-Up is subject to quarterly reviews. This arrangement helps us to maintain a balanced cash conversion cycle between inventory payments and the collection of receivables. Based on the terms of the arrangement, the total amount that we owe to the financing party may not exceed $49.3 million at any point in time. We record the inventory once title and risk of loss transfers from the supplier to the financing party. We record our liability to the financing party as an accrued liability. Our purchases of inventory under this arrangement were $60.4 million in 2008 and $37.1 million in 2009. We recognized Mark-Up of $0.4 million in 2008 and $0.5 million in 2009 as interest expense. |
LONG-TERM DEBT AND LIQUIDITY
LONG-TERM DEBT AND LIQUIDITY | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
LONG-TERM DEBT AND LIQUIDITY | (7) LONG-TERM DEBT AND LIQUIDITY The following table presents our long-term debt: AtDecember31, 2008 2009 (Dollarsinthousands) Revolving Facility $ 30,000 $ Senior Notes: Senior Notes due 2012 19,906 Fair value adjustments for terminated hedge instruments 191 Unamortized bond premium 38 Total Senior Notes 20,135 Other European debt 422 1,467 Total $ 50,557 $ 1,467 Revolving Facility On February8, 2005, we entered into an amended and restated Credit Agreement relating to the Revolving Facility. JPMorgan Chase Bank, N.A. is the administrative agent thereunder. The amended Credit Agreement expires on July15, 2010. We are currently negotiating a new facility. Based on our credit ratings and current financial condition, we have no reason to believe that we will not be able to obtain a replacement working capital facility. The amended Credit Agreement provides for a Revolving Facility of $215 million, subject to provisions described below regarding the base credit limit. We can have outstanding letters of credit of up to $35 million under the Revolving Facility. The Revolving Facility also provides, subject to certain conditions (including a maximum senior secured leverage ratio test), an accordion feature that permits GrafTech Finance to establish additional credit facilities thereunder in an aggregate amount, together with the Revolving Facility, of up to $425 million. At December31,2009, we had no borrowings drawn from the facility, and $209.2 million was available (after consideration of outstanding letters of credit of $5.8 million). The interest rate applicable to the Revolving Facility is, at our option, either LIBOR plus a margin ranging from 1.25% to 2.25% or, in the case of dollar denominated loans, the alternate base rate plus a margin ranging from 0.25% to 1.25%. The alternate base rate is the higher of (i)the prime rate announced by JP Morgan Chase Bank, N.A. or (ii)the federal fund effective rate plus 0.50%. GrafTech Finance pays a per annum fee ranging from 0.250% to 0.500% (depending on such ratio or rating) on the undrawn portion of the commitments under the Revolving Facility. The Revolving Facility permits voluntary prepayments (without reducing availability for future revolving borrowings) and voluntary commitment reductions at any time, in each case without premium or penalty. The obligations under the Revolving Facility are secured (with certain exceptions) by all of the assets of GrafTech Finance. The obligations under the Revolving Facility are guaranteed (with certain exceptions) by GTI, each of our other domestic subsidiaries and our Swiss subsidiary, our French holding company, our French operating company, and our United Kingdom subsidiary. These guarantees and any intercompany loans of proceeds of borrowings under the Revolving Facility are secured (with certain exceptions) by all of the assets of the respective guarantors and subsidiary borrowers. Repayment of intercompany loans made to our foreign subsidiaries is restricted unless the relev |
FAIR VALUE MEASUREMENTS AND DER
FAIR VALUE MEASUREMENTS AND DERIVATIVE INSTRUMENTS | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
FAIR VALUE MEASUREMENTS AND DERIVATIVE INSTRUMENTS | (8) FAIR VALUE MEASUREMENTS AND DERIVATIVE INSTRUMENTS Fair Market Value Measurements On January1, 2008, we adopted guidance on accounting for fair value measurements, for assets and liabilities measured at fair value on a recurring basis and on January1, 2009, for assets and liabilities measured at fair value on a nonrecurring basis. The guidance: defines fair values the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date, and establishes a framework for measuring fair value, establishes a hierarchy of fair value measurements based upon the observability of inputs used to value assets and liabilities. requires consideration of nonperformance risk, and expands disclosures about the methods used to measure fair value. The guidance establishes a three-level hierarchy of measurements based upon the reliability of observable and unobservable inputs used to arrive at fair value. Observable inputs are independent market data, while unobservable inputs reflect our assumptions about valuation. Depending on the inputs, we classify each fair value measurement as follows: Level 1 based upon quoted prices for identical instruments in active markets, Level 2 based upon quoted prices for similar instruments, prices for identical or similar instruments in markets that are not active, or model-derived valuations of all of whose significant inputs are observable, and Level 3 based upon one or more significant unobservable inputs. The following section describes key inputs and assumptions used in valuation methodologies of our assets and liabilities measured at fair value on a recurring basis: Cash and cash equivalents, short-term notes and accounts receivable, accounts payable and other current payables The carrying amount approximates fair value because of the short maturity of these instruments. Long-Term Debt Fair value of long-term debt was $49.7 million at December31, 2008 and $1.4 million at December31, 2009, which was determined using Level 2 inputs. Foreign currency contracts Foreign currency contracts are carried at market value using Level2 inputs. The outstanding contracts at December31,2008 and 2009 represented an unrealized gain of $0.2 million and an unrealized loss of $0.1 million, respectively. Natural gas contracts Natural gas contracts are carried at fair value. We determine the fair value using observable, quoted natural gas rates that are determined by active markets and therefore classify the natural gas contracts as Level 2. The outstanding contracts at December31, 2008 and 2009 represented an unrealized loss of $1.5 million and an unrealized gain of $0.1 million, respectively. Derivative Instruments We use forward exchange contracts, call options, and collar options as part of our overall foreign currency risk management strategies to manage the risk of exchange rate movements that would reduce the value of our foreign cash flows. Foreign currency exchange rate movements create a degree of risk by affecting |
INTEREST EXPENSE
INTEREST EXPENSE | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
INTEREST EXPENSE | (9) INTEREST EXPENSE The following table presents an analysis of interest expense: For the year ended, December31, 2007 2008 2009 (Dollars in thousands) Interest incurred on debt $ 32,394 $ 12,502 $ 3,571 Amortization of fair value adjustments for terminated hedge instruments (605 ) (156 ) (39 ) Amortization of debt issuance costs 2,939 1,902 1,363 Amortization of premium on Senior Notes (116 ) (32 ) (9 ) Amortization of discount on Debentures 8,413 4,410 Interest incurred on other items 384 724 723 Total interest expense $ 43,409 $ 19,350 $ 5,609 Interest rates At December31, 2008, the Revolving Facility had an effective interest rate of 2.9% and the $19.9million principal amount of Senior Notes had a fixed rate of 10.25%. |
OTHER
OTHER (INCOME) EXPENSE, NET | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
OTHER (INCOME) EXPENSE, NET | (10) OTHER (INCOME) EXPENSE, NET The following table presents an analysis of other (income) expense, net: For the year ended, December31, 2007 2008 2009 (Dollars in thousands) Loss on extinguishment of debt $ 13,046 $ 6,785 $ 390 Gain on derecognition of Debentures (4,060 ) Debenture make-whole payment 9,034 Currency (gains)/losses (332 ) (2,240 ) 466 Bank and other financing fees 2,327 1,918 1,949 Discount on sale of accounts receivable 572 1,102 209 Gain on sale of assets (25,963 ) (52 ) (1,159 ) Sale of litigation rights (1,151 ) Sale of investments (570 ) Other (1,399 ) (909 ) 13 Total other (income) expense, net $ (13,470 ) $ 11,578 $ 1,868 We have had intercompany term loans between GrafTech Finance and some of our foreign subsidiaries. We had no such term loans at December31, 2009. At December31, 2008, the aggregate principal amount of these term loans was $558.4 million. These loans were subject to remeasurement gains and losses due to changes in currency exchange rates. Certain of these loans had been deemed to be essentially permanent prior to settlement and, as a result, remeasurement gains and losses on these loans were recorded as a component of accumulated other comprehensive loss in the stockholders equity section of the Consolidated Balance Sheets. The remaining balance of these loans was deemed to be temporary and, as a result, remeasurement gains and losses on these loans were recorded as currency gains / losses in other income (expense), net, on the Consolidated Statements of Operations. As part of our cash management, we also have intercompany loans between our subsidiaries. These loans are deemed to be temporary and, as a result, remeasurement gains and losses on these loans are recorded as currency gains / losses in other income (expense), net, on the Consolidated Statements of Operations. We had net total of currency gains of $0.3 million in 2007 and $2.2 million in 2008, while we had a net total currency loss of $0.5 million in 2009, due to the remeasurement of intercompany loans and the effect of transaction gains and losses on intercompany activities. During 2007, we redeemed a total of $235.0 million of the outstanding principal amount of the Senior Notes. In connection with these redemptions, we incurred a $13.0million loss on the extinguishment of debt, which includes $12.1 million related to the call premium and $0.9million of charges for the accelerated amortization of the debt issuance fees, terminated interest rate swaps and the premium related to the Senior Notes. During the second quarter of 2007, we sold land and certain assets related to our former graphite electrode manufacturing facility in Caserta, Italy. The gain recognized on this sale was $23.7 million. Approximately $1.5 million of the purchase price was placed in escrow as security for the completion of certain activities related t |
SUPPLEMENTARY BALANCE SHEET DET
SUPPLEMENTARY BALANCE SHEET DETAIL | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
SUPPLEMENTARY BALANCE SHEET DETAIL | (11) SUPPLEMENTARY BALANCE SHEET DETAIL The following tables present supplementary balance sheet details: At December31, 2008 2009 (Dollarsinthousands) Accounts and notes receivable, net: Trade $ 130,071 $ 105,130 Other 21,025 17,035 151,096 122,165 Allowance for doubtful accounts (4,110 ) (4,545 ) $ 146,986 $ 117,620 Inventories: Raw materials and supplies $ 130,615 $ 89,855 Work in process 111,995 106,606 Finished goods 49,895 51,568 292,505 248,029 Reserves (2,108 ) (2,518 ) $ 290,397 $ 245,511 Property, plant and equipment: Land and improvements $ 23,599 $ 26,316 Buildings 113,163 137,399 Machinery and equipment and other 686,450 785,191 Construction in progress 50,720 33,267 $ 873,932 $ 982,173 Other accrued liabilities: Accrued vendors payable $ 43,157 $ 31,475 Supply chain financing 30,447 14,557 Payrolls (including incentive programs) 24,141 23,298 Customer prepayments 16,614 14,766 Employee compensation and benefits 10,430 10,907 Other 16,494 11,308 $ 141,283 $ 106,311 Other long term obligations: Postretirement benefits $ 29,773 $ 29,845 Pension and related benefits 55,085 51,678 Other 33,414 26,744 $ 118,272 $ 108,267 The following table presents an analysis of the allowance for doubtful accounts: At December31, 2007 2008 2009 (Dollars in thousands) Balance at beginning of year $ 3,186 $ 2,971 $ 4,110 Additions 338 2,748 4,436 Deductions (553 ) (1,609 ) (4,001 ) Balance at end of year $ 2,971 $ 4,110 $ 4,545 Inventories Accounting guidance requires that we allocate fixed production overheads to the costs of conversion based on normal capacity of the production facilities. It also requires that we recognize abnormal amounts of idle facility expense, freight, handling costs, and wasted materials (spoilage) as current period charges. We recognized $4.3 million of costs in excess of normal absorption in 2009. These unabsorbed costs were attributable to adjustments of fixed production overheads to the costs of conversion based on normal capacity versus actual levels, due to production levels being below normal capacity in 2009. The following table presents an analysis of our inventory reserves: At December31, 2007 2008 2009 (Dollars in thousands) Balance at beginning of year $ 4,349 $ 1,468 $ 2,108 Additions 1,778 2,675 3,28 |
COMMITMENTS
COMMITMENTS | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
COMMITMENTS | (12) COMMITMENTS Lease commitments under non-cancelable operating leases extending for one year or more will require the following future payments: (Dollarsinthousands) 2010 $ 2,434 2011 1,729 2012 1,555 2013 1,283 2014 34 After 2014 23 Total lease and rental expenses under non-cancelable operating leases extending one year or more approximated $1.3 million in 2007, $2.1 million in 2008 and $2.5 million in 2009. We have a supply agreement that requires us to purchase $40.1 million of calcined needle coke from February 2010 to March 2011. In 2001 we outsourced the management of the data services, networks, desktops and laptops of our information technology function to CGI Group Inc. (CGI). CGI agreed to purchase our existing information technology fixed assets and fund the initial implementation of our global enterprise resource planning systems with advanced manufacturing, planning and scheduling software. These expenditures were included in the aggregate commitment for which we recorded a liability that was to be repaid over the 10-year term of the agreement, with an expiration date of April30, 2011. On December1, 2009, we informed CGI of our intention to terminate the agreement on June30, 2010. The agreement required us to pay the remaining aggregate commitment and an early termination penalty. We paid CGI $1.4 million on December29, 2009, which included: a $0.8 million payment for the aggregate commitment fee from the contract termination date through the contract expiration date; a $0.5 million early termination penalty; and $0.1 million for sales tax and cancelled projects net of an early payment discount. At December31, 2009, the remaining aggregate commitment fee is $0.4 million which is included in other accrued liabilities current and will be repaid in six equal, monthly installments. At December31, 2009, we had outstanding letters of credit of $5.8 million under the Revolving Facility and $5.3 million under a $10 million Letter of Credit facility with another commercial bank. |
RETIREMENT PLANS AND POSTRETIRE
RETIREMENT PLANS AND POSTRETIREMENT BENEFITS | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
RETIREMENT PLANS AND POSTRETIREMENT BENEFITS | (13) RETIREMENT PLANS AND POSTRETIREMENT BENEFITS Retirement Plans On February26, 1991, we formed our own retirement plan covering substantially all our U.S. employees. Under our plan, covered employees earned benefit payments based primarily on their service credits and wages subsequent to February26, 1991. Prior to that date, substantially all our U.S. employees were participants in the U.S. retirement plan of Union Carbide Corporation (Union Carbide). While service credit was frozen, covered employees continued to earn benefits under the Union Carbide plan based on their final average wages through February26, 1991, adjusted for salary increases (not to exceed six percent per annum) through January26, 1995, the date Union Carbide ceased to own a minimum 50% of the equity of GTI. The Union Carbide plan is responsible for paying retirement and death benefits earned as of February26, 1991. Effective January1, 2002, we established a defined contribution plan for U.S employees. Certain employees had the option to remain in our defined benefit plan for an additional period of up to five years. Employees not covered by this option had their benefits under our defined benefit plan frozen as of December31, 2001, and began participating in the defined contribution plan. Effective March31, 2003, we curtailed our qualified benefit plan and the benefits were frozen as of that date for the U.S. employees who had the option to remain in our defined benefit plan. We also closed our non-qualified U.S. defined benefit plan for the participating salaried workforce. The employees began participating in the defined contribution plan as of April1, 2003. We make quarterly contributions equal to 1% of each employees total eligible pay. We recorded expense of $0.8 million, $0.6 million and $0.5 million for contributions to this plan in 2007, 2008 and 2009, respectively. All such contributions were made using company stock. Pension coverage for employees of foreign subsidiaries is provided, to the extent deemed appropriate, through separate plans. Obligations under such plans are systematically provided for by depositing funds with trustees, under insurance policies or by book reserves. During 2007, we liquidated our South Africa pension fund and recognized a $4.4 million settlement loss. The components of our consolidated net pension costs are set forth in the following table. For the Year Ended December31, 2007 2008 2009 U.S. Foreign U.S. Foreign U.S. Foreign (Dollars in thousands) Service cost $ 740 $ 243 $ 371 $ 255 $ 372 $ 230 Interest cost 7,424 4,136 7,474 3,003 7,374 2,571 Expected return on assets (8,466 ) (4,551 ) (8,713 ) (2,924 ) (8,112 ) (2,381 ) Amortization 1,434 604 930 396 1,555 817 Settlement (gain) loss 4,428 167 (10 ) Curtailment (gain) loss 534 (49 ) $ 1,132 $ 5,394 $ |
MANAGEMENT COMPENSATION AND INC
MANAGEMENT COMPENSATION AND INCENTIVE PLANS | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
MANAGEMENT COMPENSATION AND INCENTIVE PLANS | (14) MANAGEMENT COMPENSATION AND INCENTIVE PLANS Stock-Based Compensation We have historically maintained several stock incentive plans. The plans permitted the granting of options, restricted stock and other awards. At December31, 2009, the aggregate number of shares authorized under the plans since their initial adoption was 23,300,000, which includes the 4million share increase approved by our stockholders on May19, 2009. Stock-Based Compensation For the twelve months ended December31, 2008 and 2009, we recognized $4.8 million and $3.2million, respectively, in stock-based compensation expense. A majority of the expense, $4.6 million and $3.1 million, respectively, was recorded as selling and administrative in the Consolidated Statements of Operations, with the remainder recorded as cost of sales and research and development. We expect our stock-based compensation expense to approximate $4.8 million in 2010. As of December31, 2009, the total compensation expense related to non-vested restricted stock and stock options not yet recognized was $12.8 million which will be recognized over the weighted average life of 1.36 years. This significant increase in unrecognized compensation cost compared to December31, 2008, is driven primarily by awards granted in December 2009 under our long-term incentive plan, as well as the establishment of performance targets for 2010, which resulted in grants for prior years long-term incentive plan awards that were dependent on these performance targets. In December 2009, the 2009 Long-Term Incentive Plan (2009 LTIP) under our 2005 Equity Incentive Plan was approved. Under 2009 LTIP we granted 222,300 stock options with an exercise price of $16.41; 115,900 restricted share units; and up to 308,400 performance shares, which represent the right to receive shares contingent upon the achievement of one or more performance measures. The options vest as to one-third of the grant on each of the next three grant date anniversaries and expire ten years from the grant date. The restricted share units vest as to one-third of the grant on each of the next three grant date anniversaries. Performance shares are earned based on our ranking of revenue and EBIT (earnings before interest and taxes) growth compared to a target peer group for a three year period beginning January1, 2010. Compensation for performance shares can fluctuate based on our relative performance to the peer groups as well as how we perform to the targets. Performance shares earned will vest on March30, 2013, provided the participant is still be employed by us on that date. Accounting for Stock-Based Compensation Restricted Stock and Performance Shares. Compensation expense for restricted stock and performance share awards is based on the closing price of our common stock on the date of grant, less our assumptions of dividend yield and expected forfeitures or cancellations of awards throughout the vesting period, which generally range between one and three years. The weighted average grant date fair value of restricted stock and performance shares was approximately $9.05 and $12.07 per share at December31, 2008 and 2009, respectively. Res |
CONTINGENCIES
CONTINGENCIES | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
CONTINGENCIES | (15) CONTINGENCIES Legal Proceedings We are involved in various investigations, lawsuits, claims, demands, environmental compliance programs and other legal proceedings arising out of or incidental to the conduct of our business. While it is not possible to determine the ultimate disposition of each of these matters, we do not believe that their ultimate disposition will have a material adverse effect on our financial position, results of operations or cash flows. Product Warranties We generally sell products with a limited warranty. We accrue for known warranty claims if a loss is probable and can be reasonably estimated. We also accrue for estimated warranty claims incurred based on a historical claims charge analysis. Claims accrued but not yet paid amounted to $0.9 million at December31, 2008, and $1.2 million at December31, 2009. The following table presents the activity in this accrual for the year ended December31,2009: (DollarsinThousands) Balance at December31, 2008 $ 913 Product warranty charges 1,517 Payments and settlements (1,191 ) Balance at December31, 2009 $ 1,239 |
INCOME TAXES
INCOME TAXES | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
INCOME TAXES | (16) INCOME TAXES The following table summarizes the U.S. and non-U.S. components of income from continuing operations before provision for income taxes. For the Year Ended December31, 2007 2008 2009 (Dollars in thousands) U.S. $ (35,211 ) $ (8,898 ) $ (58,053 ) Non-U.S. 232,161 271,544 94,747 $ 196,950 $ 262,646 $ 36,694 Income tax expense (benefit) attributable to income from continuing operations consists of the items set forth in the following table. For the Year Ended December31, 2007 2008 2009 (Dollars in thousands) U.S income taxes: Current $ 10,902 $ 19,462 $ 18,373 Deferred 1,506 5,883 (9,894 ) 12,408 25,345 8,479 Non-U.S. income taxes: Current 33,211 39,573 14,617 Deferred 2,708 (2,787 ) 1,048 35,919 36,786 15,665 Total income tax expense $ 48,327 $ 62,131 $ 24,144 Income tax expense (benefit) attributable to income from continuing operations differed from the amounts computed by applying the U.S. federal income tax rate of 35% to pretax income from continuing operations as set forth in the following table. For the Year Ended December31 2007 2008 2009 (Dollars in thousands) Tax at statutory U.S. federal rate $ 68,934 $ 91,926 $ 12,844 Valuation allowance, net (22,904 ) (2,186 ) 22,848 State tax expense (benefit), net of federal tax benefit (3,159 ) 2,802 53 Tax return adjustments to estimated tax expense (277 ) (2,598 ) Establishment (Resolution) of uncertain tax positions (560 ) 1,117 6,141 U.S. tax impact of foreign earnings, net of foreign tax credits 8,167 (34,902 ) 4,693 Non-U.S. tax exemptions, holidays and credits (1,912 ) (3,763 ) (5,147 ) Worthless stock deduction (14,067 ) Tax effect of permanent differences 613 7,464 (24 ) Other (852 ) (50 ) (599 ) Total tax expense (benefit) from continuing operations $ 48,327 $ 62,131 $ 24,144 The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities at December31, 2008 and December31, 2009 are set forth in the following table. At December31, 2008 2009 (Dollarsinthousands) Deferred tax assets: Fixed assets $ 1,968 $ 1,869 Postretirement and other employee benefits 44,749 45,381 Foreign tax credit and other carryforwards 71,761 91,122 Capitalized research and experimental costs 5,333 3,955 Inventory Adjustments 7,149 6,182 Capital L |
EARNINGS PER SHARE
EARNINGS PER SHARE | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
EARNINGS PER SHARE | (17) EARNINGS PER SHARE The following table shows the information used in the calculation of our basic and diluted earnings per share as of December31: At December31, 2007 2008 2009 (Dollars in thousands) Net income, as reported $ 146,241 $ 200,515 $ 12,550 Add: Interest on previously held Debentures, net of tax benefit 12,075 6,125 Add: Amortization of previously held Debentures issuance costs, net of tax benefit 789 370 Net income, as adjusted $ 159,105 $ 207,010 $ 12,550 Weighted average common shares outstanding for basic calculation 100,467,604 111,447,172 119,706,641 Add: Effect of stock options and restricted stock 2,304,351 1,333,789 1,026,217 Add: Effect of previously held Debentures 13,570,560 6,258,337 Weighted average common shares outstanding for diluted calculation 116,342,515 119,039,298 120,732,858 The weighted average common shares outstanding for the diluted calculation excludes consideration of stock options covering 2,446,276 shares in 2007, 19,451 shares in 2008 and 281,172 shares in 2009 because the exercise of these options would not have been dilutive due to their exercise prices being in excess of the weighted average market price of our common stock for each of the applicable periods. |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
DISCONTINUED OPERATIONS | (18) DISCONTINUED OPERATIONS On December5, 2006, we completed the sale of our 70% equity interest in Carbone Savoie S.A.S and other assets used in and liabilities related to our former cathode business to Alcan France, for approximately $135.0million less certain price adjustments and the purchasers assumption of liabilities. In 2007, we recorded a $2.4 million, net of tax, charge related to the finalization of purchase price adjustments stated in the contract and other transaction related items. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | (19) ACCUMULATED OTHER COMPREHENSIVE LOSS The balance in our accumulated other comprehensive loss is set forth in the following table: For year ended December31, 2008 2009 (Dollarsinthousands) Foreign currency translation adjustments $ 280,484 $ 233,206 Unrealized losses (gains) on securities 908 (208 ) Amortization of prior service costs and unrecognized gains and losses 74,568 72,646 $ 355,960 $ 305,644 |
Document Information
Document Information | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Document Type | 10-K |
Amendment Flag | false |
Document Period End Date | 2009-12-31 |
Entity Information
Entity Information (USD $) | |||
12 Months Ended
Dec. 31, 2009 | Jan. 29, 2010
| Jun. 30, 2009
| |
Trading Symbol | GTI | ||
Entity Registrant Name | GRAFTECH INTERNATIONAL LTD | ||
Entity Central Index Key | 0000931148 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 120,557,499 | ||
Entity Public Float | $1,352,000,000 |