STOCKHOLDER RIGHTS AGREEMENT by and between GRAFTECH INTERNATIONAL LTD. and BCP IV GRAFTECH HOLDINGS LP Dated as of April 23, 2018Stockholder Rights Agreement • August 3rd, 2018 • Graftech International LTD • Electrical industrial apparatus • Delaware
STOCKHOLDER RIGHTS AGREEMENT, dated as of April 23, 2018 (as may be amended from time to time, this “Agreement”), by and between GrafTech International Ltd., a Delaware corporation (the “Company”), and BCP IV GrafTech Holdings LP, a limited partnership formed under the laws of Delaware (the “Initial Stockholder”). This Agreement replaces in its entirety the Stockholder Rights Agreement by and among the Company and the Initial Stockholder dated as of August 11, 2015 (the “Previous Stockholder Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 3rd, 2018 • Graftech International LTD • Electrical industrial apparatus • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 23, 2018, is by and between GrafTech International Ltd., a Delaware corporation (the “Company”) and BCP IV GrafTech Holdings LP, a Delaware limited partnership (the “Sponsor”). The Sponsor and any other Person who may become a party hereto pursuant to Sections 8 or 13(c) are referred to individually as a “Stockholder” or a “Noteholder” (depending upon whether such Person holds Registrable Equity Securities or Registrable Debt Securities, respectively) and generally as a “Holder” and collectively as the “Stockholders,” the “Noteholders” and generally as the “Holders.”
ContractGraftech International LTD • August 3rd, 2018 • Electrical industrial apparatus • New York
FIRST AMENDMENT dated as of June 15, 2018 (this “Amendment”), is made and entered into by and among GRAFTECH INTERNATIONAL LTD., a Delaware corporation (“GrafTech”), GRAFTECH FINANCE INC., a Delaware corporation (“Finance”), GRAFTECH LUXEMBOURG II S.À.R.L., a Luxembourg société à responsabilité limitée, having its registered office at 124, boulevard de la Pétrusse, L-2330 Luxembourg and registered with the Luxembourg Trade and Companies Register (Registre de Commerce et des Sociétés) under number B 167199 (“Luxembourg Holdco”), GRAFTECH SWITZERLAND SA, a Swiss corporation (“Swissco”), each of the entities listed as an “Incremental Term Lender” on the signature pages hereto (each, an “Incremental Term Lender”), JPMORGAN CHASE BANK, N.A. (“JPMorgan”), as Administrative Agent (in such capacity, the “Administrative Agent”) and for purposes of Sections 5 and 6 hereof only, each of the entities listed as a “Guarantor” on the signature pages hereto (such entities together with Finance and Gra
