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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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FORM 11-K
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 FOR THE PLAN YEAR ENDED DECEMBER 31, 1999 (NO FEE REQUIRED)
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
Commission File Number -- 0-20490
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A. Full title of the plan and address of the plan, if different from that
of the issuer name below:
The Carbide/Graphite Group, Inc. Savings Investment Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive offices:
The Carbide/Graphite Group, Inc.
One Gateway Center, 19th Floor
Pittsburgh, PA 15222
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THE CARBIDE/GRAPHITE GROUP
SAVINGS INVESTMENT PLAN
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
DECEMBER 31, 1999 AND 1998 AND
YEAR ENDED DECEMBER 31, 1999
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THE CARBIDE/GRAPHITE GROUP
SAVINGS INVESTMENT PLAN
INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
DECEMBER 31, 1999 AND 1998
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PAGE
Report of Independent Accountants 1
Financial Statements:
Statement of Net Assets Available for Benefits -
December 31, 1999 and 1998 2
Statement of Changes in Net Assets Available for Benefits -
Year Ended December 31, 1999 3
Notes to Financial Statements 4-7
Supplemental Schedule:
Schedule of Assets Held for Investment Purposes -
December 31, 1999 8
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REPORT OF INDEPENDENT ACCOUNTANTS
To the Participants and Administrator of
The Carbide/Graphite Group Savings Investment Plan
In our opinion, the accompanying statements of net assets available for benefits
and the related statement of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of The Carbide/Graphite Group Savings Investment Plan (the Plan) at December 31,
1999 and 1998, and the changes in net assets available for benefits for the year
ended December 31, 1999 in conformity with accounting principles generally
accepted in the United States. These financial statements are the responsibility
of the Plan's management; our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audits of these
statements in accordance with auditing standards generally accepted in the
United States which require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by the management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for the opinion expressed above.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes is presented for the purpose of additional analysis and
is not a required part of the basic financial statements but is supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. This supplemental schedule is the responsibility of the Plan's management.
The supplemental schedule has been subjected to the auditing procedures applied
in the audits of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
/s/ PricewaterhouseCoopers LLP
Pittsburgh, Pennsylvania
June 8, 2000
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THE CARBIDE/GRAPHITE GROUP
SAVINGS INVESTMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1999 AND 1998
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1999 1998
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Investments, at fair value (Note 3) $ 55,742,608 $ 50,642,977
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Net assets available for benefits $ 55,742,608 $ 50,642,977
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The accompanying notes are an integral part of these financial statements.
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THE CARBIDE/GRAPHITE GROUP
SAVINGS INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1999
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Additions:
Interest income $ 187,618
Dividend income 957,838
Net appreciation in fair value of investments 6,541,590
Employee contributions 1,990,272
Employer contributions 1,482,236
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Total additions 11,159,554
Deductions:
Withdrawals (5,948,089)
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Total deductions (5,948,089)
Borrowings for loans, net of repayments (111,834)
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Net change in net assets available for benefits 5,099,631
Net assets available for benefits, beginning of plan year 50,642,977
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Net assets available for benefits, end of plan year $ 55,742,608
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The accompanying notes are an integral part of the financial statements.
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THE CARBIDE/GRAPHITE GROUP
SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999
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1. DESCRIPTION OF PLAN AND BENEFITS
The Carbide/Graphite Group Savings Investment Plan (the Plan), established
on August 1, 1988, is a defined contribution plan covering eligible
salaried employees of The Carbide/Graphite Group, Inc. (the Company). The
Plan is administered by the Pension Committee, which consists of three
members who are appointed by the Company's Board of Directors. The Plan is
subject to the provisions of the Employee Retirement Income Security Act
of 1974, as amended (ERISA).
Generally, the Plan provides that employees may make regular contributions
of 2% to 16% of their salaries on a before-tax, after-tax or combined
basis, subject to limitations specified in the Internal Revenue Code.
Employees are eligible to participate after three months of employment.
Employees direct that their contributions be invested in the funds offered
by the Plan. Contributions may be invested entirely in one fund or
allocated between the funds, subject to allocation limitations set forth
in the plan document. Changes in allocation of future contributions and
transfers of presently invested contributions between funds are permitted
pursuant to the plan document. Such changes and transfers are executed by
plan participants through on-line recordkeeping functions provided by
Dreyfus Retirement Services.
The Company contributes to the Plan at the rate of 50% of the employees'
contributions, up to 6% of the employees' salary. Company profit-sharing
contributions made on behalf of each participant who is an employee during
the fiscal year shall be based on the individual's pay rate as of July 31
of such fiscal year. Additional employer contributions may be made at the
discretion of the Board of Directors based on the Company's current year
financial performance. In no event, however, shall such contributions for
any year exceed the maximum amount deductible under the provisions of the
Internal Revenue Code.
Income on employee contributions and employer contributions is allocated
to participants' employee and employer accounts based on the relationship
of each participant's account to the total of all participants' accounts.
Participants are fully vested in the value of their contributions and
related investment income at all times. They become fully vested in their
allocated share of employer contributions and related investment income
after four years of service. Employer contributions forfeited by
participants is not vested at their termination date will be used to
reduce future Company contributions.
Withdrawals from the Plan are permitted under the various options as more
fully described in the plan document.
Reference should be made to the plan document for additional information
concerning contributions, eligibility, allocation of income, withdrawal,
vesting and other important features of the Plan. Although there is not a
present intent to do so, the Company has reserved the right to terminate
or partially terminate the Plan and, upon termination, all participants
will become fully vested in any funds which have been allocated to them.
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THE CARBIDE/GRAPHITE GROUP
SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999
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2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The financial statements of the Plan have been prepared in conformity with
generally accepted accounting principles. The following are the
significant accounting policies followed by the Plan:
USE OF ESTIMATES
The preparation of the Plan's financial statements in conformity with
generally accepted accounting principles require the plan administrator to
make significant estimates and assumptions that affect the reported
amounts of net assets available for benefits at the date of the financial
statements and the changes in net assets available for benefits during the
reporting period. Actual results could differ from those estimates.
RISKS AND UNCERTAINTIES
The Plan provides for various investment options in any combination of
mutual funds. These investments are exposed to various risks, such as
interest rate, market and credit risk. It is at least reasonably possible
that changes in risks, in the near term would materially affect
participant account balances and the amounts reported in the statement of
net assets available for benefits during the reporting period.
INVESTMENT VALUATION
Investments in the Certus Stable Value Fund are stated at $1.00. The
Dreyfus Trust Company seeks to stabilize the value of units in the fund at
$1.00.
Investments in the Carbide/Graphite Group Common Stock Fund, Dreyfus
Appreciation Fund, Dreyfus Premier Balanced Fund, Dreyfus S&P 500 Stock
Index Fund, Dreyfus Disciplined Stock Fund, Dreyfus Emerging Leaders Fund,
MAS Mid-Cap Growth Portfolio, MAS Mid-Cap Value Portfolio, PIMCO Total
Return Fund and Templeton Foreign Fund are valued based on the market
values of the underlying investments in these funds.
Participant loans included in the Loan Fund are stated at net realizable
value (total borrowings less repaid principal).
Accrued interest and dividends due each fund are reflected as a component
of investments in the statement of net assets available for benefits as of
December 31, 1999 and 1998.
The gain or loss on the sale of investments is based on the actual cost of
the particular securities.
NET APPRECIATION IN FAIR VALUE OF INVESTMENTS
The Plan presents in the statement of changes in net assets available for
benefits the net appreciation in the fair value of investments, which
consists of realized gains and losses from sales of investments, and, in
accordance with the policy of stating investments at fair value, the
unrealized appreciation on the fair value of its investments.
In the normal course of business, the Plan enters into financial
instrument transactions. Market risk arises from the possibility that
market changes, including interest rate movements, may make financial
instruments less valuable. Credit risk results form the possibility that a
loss may occur from the failure of another party to perform according to
the terms of a contract. The Plan has
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THE CARBIDE/GRAPHITE GROUP
SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999
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control procedures regarding the transactions with specific
counterparties, the manner in which transactions are settled and the
ongoing assessment of counterpart creditworthiness. The Plan's exposure to
accounting loss in the event of non-performance of the other party to the
financial instrument is represented by the amounts recorded on the
statement of net assets available for benefits.
ADMINISTRATIVE EXPENSES
Administrative expenses of the Plan, including legal, and audit fees, are
paid by the Company and, as such, are not expenses of the Plan.
3. INVESTMENTS
The following is a brief description of the types of investments held by
the Plan as of December 31, 1999:
Carbide/Graphite Group Common Invests in Carbide/Graphite Group, Inc.
Stock Fund common stock.
Certus Stable Value Fund Invests in investment contracts and
money market instruments.
Dreyfus Appreciation Fund Invests primarily in common stock of
U.S. and foreign companies focusing on
companies with total market values of
more than $5 billion.
Dreyfus Premier Balanced Fund Invests 60% in Standard & Poor's 500
Composite Stock Price Index (S&P 500)
and 40% in Lehman Brothers Intermediate
Bond index.
Dreyfus S&P 500 Stock Index Fund Invests primarily in the stocks of
companies that compose the S&P 500.
Dreyfus Disciplined Stock Fund Invests in a blended portfolio of
growth and value stocks.
Dreyfus Emerging Leaders Fund Invests primarily in small companies
with total market values of less than
$1 billion.
MAS Mid-Cap Growth Portfolio Invests primarily in mid-cap companies
focusing on growth securities.
MAS Mid-Cap Value Portfolio Invests primarily in mid-cap companies
focusing on value securities.
PIMCO Total Return Fund Invests primarily in intermediate
maturity fixed income securities.
Templeton Foreign Fund Invests primarily in stocks of
companies located outside of the
U.S., including emerging markets.
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THE CARBIDE/GRAPHITE GROUP
SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999
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Investments greater than 5% of the net assets available for benefits as of
the end of the plan year are as follows:
MAS Mid-Cap Growth Portfolio Advisor $12,807,729
Certus Stable Value Fund 10,470,729
Dreyfus Disciplined Stock Fund 9,875,499
Dreyfus Appreciation Fund 8,085,252
Templeton Foreign Fund 3,083,789
Carbide/Graphite Group Common Stock Fund 2,954,952
Dreyfus Premium Balanced Fund 2,852,268
4. PARTICIPANT LOANS
Loans are available to all participants subject to provisions set forth in
the plan document. The loans bear interest at the prime rate in effect at
the time of the borrowing plus 1% and remain fixed for the term of the
loan. Loan terms and repayment policies are designed to be in compliance
with the requirements of Section 401(k) of the Internal Revenue Code.
For the year ended December 31, 1999, new participant loans were made in
the amount of $885,348 and principal payments were made in the amount of
$773,514.
5. TAX STATUS
The Plan is qualified under Section 401(a) of the Internal Revenue Code of
1986, as amended, and the regulations issued thereunder, and the Plan is
thereby tax-exempt within the meaning of Section 501(a) of the Internal
Revenue Code.
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THE CARBIDE/GRAPHITE GROUP
SAVINGS INVESTMENT PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1999
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<TABLE>
<CAPTION>
Market
Issuer Description Value
<S> <C> <C>
Carbide/Graphite Group, Inc. Common Stock, 454,608 shares $ 2,954,952
Participant Loans Loan Fund, interest rates are prime plus 1% 2,060,953
Dreyfus Certus Stable Value Fund 10,470,220
Dreyfus Appreciation Fund, 176,804 shares 8,085,252
Dreyfus Premier Balanced Fund, 184,136 shares 2,852,268
Dreyfus S&P 500 Stock Index, 13,488 shares 413,662
Dreyfus Disciplined Stock Fund, 230,952 shares 9,875,498
Dreyfus Emerging Leaders Fund, 21,880 shares 803,666
MAS Mid-Cap Portfolio Advisor, 24,045 shares 528,037
MAS Mid-Cap Growth Portfolio Advisor, 413,153 shares 12,807,729
PIMCO Total Return Fund, 182,483 shares 1,806,582
Templeton Templeton Foreign Fund, 274,847 shares 3,083,789
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$ 55,742,608
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</TABLE>
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned,
hereunto duly authorized, on June 28, 2000.
THE CARBIDE/GRAPHITE GROUP, INC.
SAVINGS INVESTMENT PLAN
By: /s/ WALTER E. DAMIAN
--------------------------------
Walter E. Damian
Plan Administrator