RareWare64
9年前
INVESTOR ALERT: Faruqi & Faruqi, LLP Announces the Investigation of GrafTech International Ltd. (GTI) Over the Proposed Sale of the Company to Brookfield Asset Management, Inc.
NEW YORK, May 19, 2015 /PRNewswire/ -- Juan E. Monteverde, a partner at Faruqi & Faruqi, LLP, a leading national securities firm headquartered in New York City, is investigating the Board of Directors of GrafTech International Ltd. ("GrafTech" or the "Company") (GTI) for potential breaches of fiduciary duties in connection with the sale of the Company to Brookfield Asset Management, Inc. ("Brookfield") for approximately $546 million. The Company's stockholders will only receive $5.05 per share in cash for each share of GrafTech common stock they own. However, at least one analyst has set a price target of $6.00 for the Company's stock.
RareWare64
9年前
SHAREHOLDER ALERT: Brodsky & Smith, LLC Announces Investigation of The Board of Directors of GrafTech International Ltd
BALA CYNWYD, Pa.--(BUSINESS WIRE)--
Law office of Brodsky & Smith, LLC announces that it is investigating potential claims against the Board of Directors of GrafTech International Ltd. ("GrafTech” or "the Company") (GTI) for possible breaches of fiduciary duty and other violations of state law in connection with the sale of the Company to Brookfield Asset Management, Inc. (“Brookfield”).
Click here to learn more about the investigation http://brodsky-smith.com/939-gti-graftech-international-ltd.html, or call: 877-534-2590. There is no cost or obligation to you.
Under the terms of the transaction, GrafTech shareholders will receive only $5.05 in cash for each share of GrafTech stock they own. The investigation concerns whether the Board of GrafTech breached their fiduciary duties to shareholders and whether Brookfield is underpaying for GrafTech. The transaction may undervalue GrafTech and would result in a substantial loss for many GrafTech shareholders. For example, an analyst has placed a $6.00 per share price target on GrafTech stock and on January 16, 2014 GrafTech stock traded at $12.97 per share.
If you own shares of GrafTech and wish to discuss the legal ramifications of the investigation, or have any questions, you may e-mail or call the law office of Brodsky & Smith, LLC who will, without obligation or cost to you, attempt to answer your questions. You may contact Jason L. Brodsky, Esquire or Evan J. Smith, Esquire at Brodsky & Smith, LLC, Two Bala Plaza, Suite 510, Bala Cynwyd, PA 19004 by visiting http://brodsky-smith.com/939-gti-graftech-international-ltd.html, or calling toll free 877-LEGAL-90.
Brodsky & Smith, LLC is a litigation law firm with extensive expertise representing shareholders throughout the nation in securities and class action lawsuits. The attorneys at Brodsky & Smith have been appointed by numerous courts throughout the country to serve as lead counsel in class actions and have successfully recovered millions of dollars for our clients and shareholders. Attorney advertising. Prior results do not guarantee a similar outcome.
View source version on businesswire.com: http://www.businesswire.com/news/home/20150519005484/en/
RareWare64
9年前
GRAFTECH INTERNATIONAL (GTI) SHAREHOLDER ALERT - Andrews & Springer LLC Is Seeking More Cash for Shareholders of GrafTech International Ltd.
WILMINGTON, Del.--(BUSINESS WIRE)--
Andrews & Springer LLC, a boutique securities class action law firm focused on representing shareholders nationwide, is investigating potential breach of fiduciary duty claims against the Board of Directors of GrafTech International Ltd. (GTI) (“GrafTech” or the “Company”) relating to the sale of the Company to an affiliate of Brookfield Asset Management, Inc. (“Brookfield”). On May 18, 2015, the two companies announced the signing of a definitive merger agreement pursuant to which Brookfield will acquire GrafTech in a merger via a tender offer. As a result of the merger, GrafTech shareholders are only anticipated to receive $5.05 per share in cash in exchange for each share of GrafTech.
Our investigation so far has revealed that the consideration GrafTech shareholders are expected to receive is significantly inadequate. While the Company claims that shareholders will receive a “26% premium” for their shares, in reality GrafTech shareholders are only receiving a 2% premium based on Friday’s May 15, 2015 closing price (at $4.95 per share). When compared to yesterday’s $5.05 per share closing stock price, GrafTech shareholders will be receiving virtually no premium at all. Tellingly, analysts at Yahoo! Finance have set a $6.00 per share price target for GrafTech, which is approximately 18.8% more than what GrafTech shareholders are expected to receive.
Andrews & Springer is investigating whether the GrafTech Board of Directors is breaching their fiduciary duties to shareholders and whether GrafTech’s directors have failed to maximize shareholder value.
If you own shares of GrafTech and want to receive additional information and protect your investments free of charge, please visit us at http://www.andrewsspringer.com/cases-investigations/GTI or contact Craig J. Springer, Esq. at cspringer@andrewsspringer.com, or call toll free at 1-800-423-6013. You may also follow us on LinkedIn – www.linkedin.com/company/andrews-&-springer-llc, Twitter – www.twitter.com/AndrewsSpringer or Facebook - www.facebook.com/AndrewsSpringer for future updates.
Andrews & Springer is a boutique securities class action law firm representing shareholders nationwide who are victims of securities fraud, breaches of fiduciary duty or corporate misconduct. Having formerly defended some of the largest financial institutions in the world, our founding members use their valuable knowledge, experience, and superior skill for the sole purpose of achieving positive results for investors. These traits are the hallmarks of our innovative approach to each case our Firm decides to prosecute. For more information please visit our website at www.andrewsspringer.com. This notice may constitute Attorney Advertising.
View source version on businesswire.com: http://www.businesswire.com/news/home/20150519005813/en/
RareWare64
9年前
Brookfield plans to buy GrafTech in a tender offer
NEW YORK (AP) -- Brookfield Asset Management Inc. plans to buy graphite manufacturer GrafTech International Ltd. for about $691.8 million in a tender offer.
The Toronto-based asset manager is paying $5.05 per share for GrafTech, which is based in Parma, Ohio. That represents less than a 2 percent premium to the stock's closing price on Friday.
Earlier this month, Brookfield entered a deal with GrafTech to buy $150 million worth of 7 percent convertible preferred shares of GrafTech stock in a private offering.
The tender offer was approved by both company's boards. It will start no later than May 26 and expire on July 7.
"The company believes that Brookfield has an exceptional track record sponsoring public companies in difficult underlying market conditions, including significant knowledge and experience in steel, mining and metals, and other industrial sectors," GrafTech said in a statement.
Shares of GrafTech rose 14 cents, or 2.8 percent, to $5.09 in premarket trading.
JohnCM
10年前
The Single-Best Graphene Investment Play on Earth
Companies / Graphene Jan 03, 2014 - 02:53 PM GMT
By: Money Morning
Michael A. Robinson writes: Imagine an “alternate reality” where it is possible to balance a Mack Bulldog tractor trailer on the sharpened tip of your No. 2 yellow pencil.
And imagine, also, that the tip of that same pencil is worth a small fortune.
This “reality” that I’m sketching out for you isn’t something that I grabbed from the plot of one of those cheesy Sci-Fi Channel late-night movies.
In fact, this reality actually isn’t one that I’d refer to as “alternate.”
It’s a reality – a certainty, in fact – that I’ve been studying, talking and writing about for a long time.
The time has finally come for us to make some money from this opportunity – a lot of money, in fact.
And today I’m going to show you how …
It’s a Miracle
In my talks with you, I’ve referred to them as “exotics.” And I’ve also referred to them as “miracle materials.”
Either name fits.
I’m talking about a new category of engineered substances known by industry insiders as “nanomaterials.” They are exotic. And they are miraculous. These materials are destined to have a huge impact on everything from biotechnology to high-speed computing.
And there’s one “exotic” in particular that shifts my pulse into hyper drive every single time I even think about it. The material is very closely related to the graphite housed in the tip of your pencil.
But this radical substance is lighter than a feather and is 200 times stronger than steel.
Indeed, it’s usually referred to as the strongest manmade material on the planet.
I’m talking about “graphene.“
Don’t for a minute fear that I’m over-hyping graphene’s potential. Others see the same bright future that I do – which is why the two scientists who discovered it won the 2010 Nobel Prize in Physics.
Graphene is classified as a “miracle material” because its potential uses are limited only by the human imagination. You can use it to make synthetic blood or kill cancer. Or to put the power of 10,000 mainframes in the palm of your hand.
In fact, scientists are looking at ways to replace the silicon in the semiconductor’s “wafer” with graphene – a move that, if it can be made to work, will destroy the “Moore‘s Law“ corollary that put limits on how fast computers could be.
And graphene is obscenely strong: If you could figure out the bracing, you really could balance a tractor trailer on the tip of a graphene-equipped pencil.
But unlike your pencil – a yellow-clad commodity – graphene is destined to create billions in profits throughout the global economy.
Investors have always felt a bit left out of the party, however – for the simple reason that there hasn’t been a really good, and direct, way to invest.
Until now …
Exotic Material, Exotic Profits
The company that I’m going to tell you about today has a deep portfolio of graphene patents – in fact, no other public company has an intellectual-property portfolio as big as this one … at least not where graphene is concerned.
And those patents could be one of the catalysts that ignite returns of as much as 60%.
The company in question is the Parma, Ohio-based GrafTech International Ltd. (NYSE: GTI).
And it’s the single-best way to play graphene.
On this point, I know what I’m talking about.
I first got interested in exotic materials back in the middle-1980s, when my job led me to start analyzing the “Strategic Defense Initiative,“ or SDI – a Reagan Administration program that you probably know better as “Star Wars.“
What the public doesn’t know is that advanced weapons systems such as SDI rely heavily on such exotic materials as gallium arsenide and rare-earth elements (REEs).
Since that time, the pace of materials-related innovation has intensified so much that I’ve referred to the last several decades as the “Golden Age of Materials Science.“
And graphene, a form of “engineered carbon” that is only one atom thick, ranks as the single-biggest breakthrough in this Golden Era.
We’re Golden
To give you a sense of how important graphene actually is, consider the afore-mentioned story about the Noble Prize.
It usually takes decades for physicists and other scientists to be recognized for their innovations. For instance, the two scientists who shared the Nobel last year, won it for work that they conducted back in 1964 – nearly 50 years ago.
But the two scientists who won the award for graphene did so less than seven years after their discovery – a responsiveness that underscores the recognition of the critical nature of graphene.
So you can see why we’re so jazzed about this “miracle material.”
Fact is, the move by GrafTech, a 125-year-old company whose work with carbon and graphite-related technologies led them right down the path to graphene.
GrafTech is the company that helped illuminate the world.
Back in the late 1800s, you see, an early permutation of the firm began supplying carbon-arc lamps to the city of Cleveland - allowing that Ohio center of industry to become the world’s first city with electric street lights.
And the company continues to reach new technical milestones. In the past decade alone, it has won seven R&D 100 awards sponsored by R&D Magazine - which the publication annually bestows to honor the “100 Most Technologically Significant New Products & Processes of the Year.“
The firm’s products are used in metal production, electronics, chemicals, aerospace and transportation. In short, GrafTech’s influence reaches far beyond its core market – working with companies that use carbon-technologies to make steel.
Because graphene is derived from graphite, GrafTech set itself up several years ago to pursue this novel new field. A review of the patents granted in this field shows that GrafTech ranks 12th in the world with 21 patents.
The 2011 study by the U.K. Intellectual Property Office – based on U.S. patents – found that GrafTech’s reach was much larger than the firm’s size. All the other top patent holders were either major nonprofit research institutions or mega-cap companies.
For example, the report lists the global giants Samsung Electronics Co. Ltd. (OTC: SSNLF) as No. 1 with roughly 60 patents and International Business Machines Corp. (NYSE: IBM)as No. 9 with about 20.
(Don’t misunderstand: While I like both Samsung and IBM, they’re both so big that we’d never get a direct benefit from their investments in graphene. We’re much better off investing in a smaller venture with more-direct investments – like GrafTech.)
And other heavyweights are moving in. Last June, Apple Inc. (Nasdaq GS: AAPL) filed a patent application for a graphene-based heat sink for circuit boards and lithium-ion batteries in smartphones and tablets.
What we wanted to find was a company whose graphene technologies could touch lots of clients covering several industries.
And GrafTech is doing just that …
Cashing In
Building on its strength in industrial materials, GrafTech is now targeting key growth markets. For instance, it expects the light-emitting-diode (LED) lighting sector to grow 23% over the next five years. It’s also forecasting 19% growth for its electronic-thermal-management materials in smartphones over the same period.
With a market cap of $1.5 billion, GrafTech trades at about $11.50 a share.
When the company announced its third-quarter results, it reported that sales fell about 5% to $303 million on a year-over-year basis. It also said it lost $8 million – compared with a third-quarter profit of $30 million a year ago.
But there was also some very good news for investors.
First, GrafTech wrote off $18 million in “rationalization” expenses. In other words, it recognized the tough markets it’s dealing with in some of its more-mature businesses, and cut costs to “rationalize” those divisions – corporate-geek speak for making sure a sluggish division isn’t bigger than it needs to be. So it’s reorganizing those businesses, and is taking “charges” to pay for those moves.
Without those and other related “one-timer” charges, GrafTech would have made $6 million in the period.
And second, GrafTech announced a new turnaround plan aimed at wringing out $75 million in operating costs a year, including $35 million in 2014. It also plans to streamline its inventory system to generate $100 million in new cash flow and will reduce its workforce by 20%.
For 2012, the company reported earnings per share of 84 cents. If it hits all its milestones over the next two years, GrafTech could have 2015 earnings of roughly $1.00 a share.
If the stock just trades at a Price/Earnings (P/E) ratio of 18.5 – the average valuation of the Standard & Poor‘s 500 Index – GrafTech shares could sell for about $18.50, about 60% higher than where they are right now.
Even Wall Street is starting to wise up – though in its typically slow and conservative manner.
Jeffries & Co. recently boosted its target price on GrafTech shares to $13 -a 13% gain from here. (It’s important to remember that Wall Street “targets” are typically only 12 months out – which don’t account for growth beyond that time frame.)
GrafTech is the epitome of a “special situation.” It’s kind of a “stealth tech” play. And it’s a mid-cap firm has just launched a restructuring that we believe holds lots of near-term promise.
Longer-term, look for a big payoff from the company’s investments in graphene.
It’s the world’s greatest “miracle material.”
And you want a piece of this action.
Happy New Year to you all.
Thanks for letting me serve you in 2013 …
JohnCM
10年前
Zacks' Bear Of The Day: GrafTech
Oct. 17, 2014 8:23 PM ET
Earnings estimates have been plummeting for GrafTech (GTI) lately. The company lowered its full year EBITDA guidance twice within two months, prompting analysts to revise their earnings estimates significantly lower.
This sent the stock to a Zacks Rank #5 (Strong Sell).
While shares of GrafTech have sold off heavily lately, it still doesn't look like much of a value at 20x next year's earnings. Investors should consider avoiding this stock for now.
GrafTech International offers graphite material solutions for a wide range of industries and end markets, including steel manufacturing, advanced energy applications and electronics.
Second Quarter Results & Updated Guidance
GrafTech delivered disappointing second quarter results back on July 29. Net sales dropped 6% to $284 million, driven by an 11% decline in the "Industrial Materials" segment due to weaker graphite electrode realized pricing and lower needle coke sales volume. This was somewhat offset by an 11% in the smaller "Engineered Solutions" segment, which saw higher sales volumes in advanced consumer electronics and high temperature furnace applications.
Adjusted earnings per share came in at a loss of -$0.05, which was well below the Zacks Consensus Estimate of +$0.01.
Following the disappointing Q2 results, management lowered its full year adjusted EBITDA guidance from a range of $150 million-$180 million to $135 million-$150 million. Less than two months later, on September 23, the company lowered its guidance again. Management now expects full year adjusted EBITDA of $105 million-$115 million.
CEO Joel Hawthorne stated that they "continue to face a challenging and volatile operating environment in both our Engineered Solutions and Industrial Materials segments."
Estimates Plunging
Following both guidance reductions from management, analysts revised their earnings estimates significantly lower for GrafTech. This sent the stock to a Zacks Rank #5 (Strong Sell)
The 2014 Zacks Consensus Estimate is now -$0.11, down from +$0.14 just 90 days ago. The 2015 consensus is currently $0.22, down from $0.41 over the same period.
Valuation
While shares of GTI have sold off heavily since the Q2 report, it still doesn't look like a value here. The stock trades at 27x 12-month forward earnings and 20x the 2015 consensus. And its enterprise value to EBITDA ratio of 6.4 is essentially in-line with the industry median.
The Bottom Line
Given the challenging operating environment, continued reductions in guidance, negative earnings momentum and its valuation, investors should avoid GrafTech for now.
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glenn1919
5月前
