SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Graftech Inc.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 34-1906664
(State of Incorporation (I.R.S. Employer
or Organization) Identification No.)
11709 MADISON AVENUE
LAKEWOOD, OHIO 44107
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registra- If this form relates to the registra-
tion of a class of securities pursuant tion of a class of securities pursuant
to Section 12(b) of the Exchange Act to Section 12(g) of the Exchange Act
and is effective pursuant to General and is effective pursuant to General
Instruction A. (c), please check the Instruction A. (d), please check the
following box. |_| following box. |X|
Securities Act registration statement file number
to which this form relates: 333-40746
Securities to be registered pursuant to Section 12(b) of the Act:
NONE
Securities to be registered pursuant to Section 12(g) of the Act:
Title of Each Class Name of Each Exchange on Which
To be so Registered Each Class is to be Registered
------------------- ------------------------------
COMMON STOCK, PAR VALUE $0.01 THE NASDAQ STOCK MARKET'S NATIONAL MARKET
<PAGE>
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The securities to be registered hereunder are common stock, par value
$0.01 per share (the "Common Stock") of Graftech Inc. (the "Registrant"). A
description of the Common Stock is set forth under the caption "Description of
Capital Stock" contained in the prospectus forming a part of the Registrant's
Registration Statement on Form S-1, as amended, File No. 333-40746 (the "Form
S-1 Registration Statement"), initially filed with the Securities and Exchange
Commission on July 3, 2000. The description of the Common Stock set forth in the
Form S-1 Registration Statement, as it may be subsequently amended, is hereby
incorporated herein by reference.
ITEM 2. EXHIBITS.
The following exhibits are filed as a part of this registration
statement (all of which are incorporated by reference to the corresponding
exhibit as filed with the Form S-1 Registration Statement):
EXHIBIT
NO. DESCRIPTION
3.1 Amended and Restated Certificate of Incorporation
of Graftech Inc.
3.2 Amended and Restated Bylaws of Graftech Inc.
10.13 Form of Stockholder's Agreement between UCAR
International Inc. and Graftech Inc.
2
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
Graftech Inc.
Date: July 6, 2000 By: /S/ JOHN J. WETULA
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Name: John J. Wetula
Title: Chief Executive Officer and President
