10-Q: GrafTech Reports Q3 Loss Reduction Amid Sales Volume Growth

Sentiment:

Quarterly Report


GrafTech International Ltd. reported a reduced net loss for Q3 2025, driven by increased sales volume and cost reduction efforts, despite a significant year-to-date loss increase and declining liquidity.

Capital raiseThe company has $100.0 million of availability under its Initial First Lien Term Loan Facility (Delayed Draw Commitments), which it intends to draw in full prior to its expiration in July 2026.The company may incur additional debt or issue equity securities from time to time, which may provide an additional source of liquidity, though there is no guarantee of access on commercially satisfactory terms.

Summary

  • Net sales for the third quarter of 2025 increased by 10% to $144.0 million, compared to $130.7 million in Q3 2024, partly due to the recognition of $11.2 million in previously deferred revenue.
  • The company reported a gross profit of $10.3 million for Q3 2025, a substantial improvement from a gross loss of $12.1 million in Q3 2024.
  • Operating loss for Q3 2025 significantly narrowed to $5.1 million from $26.3 million in Q3 2024.
  • Net loss for Q3 2025 decreased by 21% to $28.5 million, compared to $36.1 million in Q3 2024.
  • For the nine months ended September 30, 2025, net sales decreased by 4% to $387.7 million from $404.6 million in the prior year period.
  • Year-to-date net loss for the nine months ended September 30, 2025, widened by 89% to $154.7 million, compared to $81.7 million in the same period of 2024.
  • Sales volume for Q3 2025 increased by 9% to 28.8 thousand metric tons (MT) compared to Q3 2024.
  • Weighted-average realized price for Q3 2025 was approximately $4,200 per MT, a 7% decrease year-over-year, and flat sequentially.
  • Production volume for Q3 2025 was 26.6 thousand MT, resulting in a capacity utilization rate of 63%, up from 46% in Q3 2024.
  • Cash and cash equivalents decreased to $177.6 million as of September 30, 2025, from $256.2 million at December 31, 2024.
  • Total liquidity as of September 30, 2025, was $384.3 million, including cash, revolving credit facility availability, and delayed draw term loan availability.
  • Long-term debt stood at approximately $1.1 billion as of September 30, 2025.
  • A 1-for-10 reverse stock split was effected on August 29, 2025, to maintain NYSE minimum bid price compliance.

Sentiment

Score: 4

Explanation: The sentiment is mixed. While there are clear operational improvements in Q3 (gross profit, operating loss, sales volume, cost reduction), the year-to-date net loss has significantly worsened, and liquidity has declined. High debt levels and ongoing legal/tax challenges remain concerns. The reverse stock split and 'unsustainably low' pricing environment indicate underlying struggles, despite management's positive long-term outlook.

Positives

  • Net sales increased by 10% in Q3 2025 compared to Q3 2024, partly due to the recognition of $11.2 million in previously deferred revenue.
  • Gross profit significantly improved to $10.3 million in Q3 2025 from a gross loss of $12.1 million in Q3 2024.
  • Operating loss narrowed substantially to $5.1 million in Q3 2025 from $26.3 million in Q3 2024.
  • Net loss for Q3 2025 decreased by 21% to $28.5 million, indicating improved quarterly performance.
  • Sales volume increased by 9% in Q3 2025 and 8% year-to-date, reflecting market share gains.
  • Production volume increased by 37% in Q3 2025 and 17% year-to-date, leading to higher capacity utilization (63% in Q3 2025 vs. 46% in Q3 2024).
  • Cash cost of goods sold per MT is expected to decline by approximately 10% year-over-year for 2025, exceeding previous guidance.
  • The company remains in compliance with all debt covenants as of September 30, 2025.
  • Securities class action and derivative lawsuits were dismissed in August and September 2025, respectively, resolving significant legal uncertainties.

Negatives

  • Net loss for the nine months ended September 30, 2025, significantly widened by 89% to $154.7 million compared to the same period in 2024.
  • Cash and cash equivalents decreased by 30.6% from $256.2 million at December 31, 2024, to $177.6 million at September 30, 2025.
  • Total liquidity decreased from $464.2 million at December 31, 2024, to $384.3 million at September 30, 2025.
  • Net cash used in operating activities increased substantially to $60.7 million for the nine months ended September 30, 2025, from $13.7 million in the prior year period.
  • Weighted-average realized price for graphite electrodes decreased by 7% year-over-year in Q3 2025, reflecting persistent competitive pressures.
  • Interest expense increased significantly by 49% in Q3 2025 and 67% year-to-date, primarily due to new debt facilities and modification costs.
  • The company recorded a full valuation allowance against U.S. and Switzerland deferred tax assets totaling $42.1 million in Q2 2025, indicating uncertainty about future tax benefit realization.
  • Stockholders' deficit increased by 146% from $(78.9) million at December 31, 2024, to $(194.4) million at September 30, 2025.
  • The Brazilian Regional Judgment Office fully upheld an income tax assessment of approximately $33.4 million against GrafTech Brazil, which the company intends to appeal.

Risks

  • Dependence on the global steel industry, particularly the electric arc furnace (EAF) steel industry.
  • Cyclical nature of the business and selling prices, which may lead to prolonged periods of reduced profitability and net losses or adversely impact liquidity.
  • Sensitivity of business and operating results to economic conditions, including any recession, and potential for counterparties to default.
  • Inability to effectively implement business strategies, such as price increases and shifting sales to higher-priced regions.
  • Continued overcapacity in the global graphite electrode industry, potentially affecting prices.
  • Dependence on the supply of raw materials, including decant oil and petroleum needle coke, and disruptions in supply chains.
  • Primary reliance on one facility in Monterrey, Mexico, for manufacturing connecting pins.
  • High cost of electric power and natural gas, particularly in Europe.
  • Legal, compliance, economic, social, and political risks associated with substantial operations in multiple countries.
  • Fluctuation of foreign currency exchange rates materially harming financial results.
  • Potential for operations to deteriorate due to substantial disruptions (equipment failure, climate change, regulatory issues, natural disasters, public health crises, political crises).
  • Risks and uncertainties associated with litigation, arbitration, and contractual disputes.
  • Dependence on third parties for construction, maintenance, engineering, transportation, warehousing, and logistics services.
  • Information technology systems failures, cybersecurity incidents, network disruptions, and data security breaches.
  • Inability to recruit or retain key management and plant operating personnel or successfully negotiate with labor unions.
  • Sensitivity of long-lived assets on the balance sheet to changes in the market.
  • Dependence on protecting intellectual property and potential infringement claims by third parties.
  • Impact of inflation and the ability to mitigate its effect on costs.
  • Impact of macroeconomic and geopolitical events on business, results of operations, financial condition, and cash flows, including supply chain inefficiencies.
  • Imposition of current, new, or increased custom duties and other tariffs adversely affecting competitiveness, operations, and results.
  • Indebtedness limiting financial and operating activities or insufficient cash flows to service indebtedness.
  • Interest rate risk on current or future borrowings.
  • Risks and uncertainties associated with accessing capital and credit markets.
  • Restrictive covenants in financing agreements.
  • Changes in health, safety, and environmental regulations applicable to manufacturing operations and facilities.

Future Outlook

The company expects full-year 2025 sales volume to increase by 8-10% year-over-year, a slight revision from previous guidance of 10%, reflecting a disciplined approach to foregoing low-margin opportunities. Cash cost of goods sold per MT is now anticipated to decline by approximately 10% year-over-year for 2025, exceeding prior guidance of a 7-9% decline. Full-year 2025 capital expenditures are still expected to be around $40 million, with a favorable net impact of working capital on cash flow. Longer term, the company remains confident in increased EAF steelmaking adoption and accelerated demand for petroleum needle coke for lithium-ion batteries, positioning GrafTech to benefit from this growth.

Management Comments

  • We continue to expect full-year 2025 demand for graphite electrodes will remain relatively flat in most of the regions in which we operate.
  • We now expect to achieve an 8-10% year-over-year increase in our sales volume for 2025 on a full-year basis, as we continue to gain market share, reflecting our compelling customer value proposition and our ongoing focus on delivering on the needs of our customers.
  • The modest change from our previous guidance of a 10% year-over-year increase in sales volume reflects our disciplined approach of foregoing volume opportunities where margins are unacceptably low.
  • Challenging pricing dynamics have persisted in most regions and the pricing environment remains unsustainably low.
  • We now expect an approximate 10% year-over-year decline in our cash cost of goods sold per MT for 2025 on a full-year basis, exceeding our previous guidance of a 7-9% decline compared to 2024.
  • We believe we are well-positioned to minimize the potential impacts imposed by current trade policies, reflecting our integrated and global production network that provides us manufacturing flexibility along with proactive measures we have taken across our supply chain.
  • We continue to anticipate our full year 2025 capital expenditures will be approximately $40 million.
  • Longer term, we remain confident that the steel industry’s efforts to decarbonize will lead to increased adoption of the electric arc furnace method of steelmaking, driving long-term demand growth for graphite electrodes.
  • We also anticipate the demand for petroleum needle coke, the key raw material we use to produce graphite electrodes, to accelerate driven by its utilization in producing synthetic graphite for use in lithium-ion batteries for the growing electric vehicle market.

Industry Context

The company operates within the global steel industry, specifically serving the electric arc furnace (EAF) steel sector, which is positioned for long-term growth due to decarbonization efforts. Geopolitical uncertainty and trade policies continue to impact steel industry trends, with relative stability and expected growth in the U.S. steel market, supported by favorable domestic trade policies. The European Union steel industry shows signs of potential recovery with projected demand growth in 2026 and recently announced trade protections. The demand for petroleum needle coke, a key raw material, is also expected to accelerate due to its use in synthetic graphite for lithium-ion batteries in the growing electric vehicle market. The graphite electrode industry faces persistent competitive pressures and an unsustainably low pricing environment in most regions.

Comparison to Industry Standards

  • The company believes it has the most competitive portfolio of low-cost ultra-high power graphite electrode manufacturing facilities in the industry, with some of the highest capacity facilities globally.
  • GrafTech is the only large-scale graphite electrode producer substantially vertically integrated into petroleum needle coke, a key raw material, which is cited as a sustainable competitive advantage.
  • The company's capacity utilization rate of 63% in Q3 2025 (64% YTD) indicates significant unused capacity, which could be a competitive disadvantage if demand does not increase to absorb it, especially compared to more fully utilized competitors.
  • The persistent competitive pressures and 'unsustainably low' pricing environment mentioned by management suggest that industry-wide pricing is below levels needed for healthy profitability, impacting all players, but potentially more acutely felt by companies with higher fixed costs or less efficient operations.
  • The company's initiative to shift sales volume to the United States, described as the 'strongest region for graphite electrode pricing,' suggests a regional disparity in market conditions, where U.S. pricing may be more favorable than global benchmarks or other regions like Europe.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Reverse Stock SplitA 1-for-10 reverse stock split of issued and outstanding common stock was effected to maintain compliance with the NYSE's minimum bid price requirement. The number of authorized shares of common and preferred stock were proportionally reduced.August 29, 2025Aimed at improving stock price per share to meet exchange listing requirements, potentially making the stock more attractive to institutional investors, but does not change the company's underlying value or market capitalization.

Legal Proceedings

  • Brazil Clause IV Litigation: Ongoing litigation in Brazil by employees seeking additional wage increase amounts and interest from 1989-1990. The Brazilian Supreme Court ruled in favor of the employees union in September 2019. A related action against GrafTech Brazil, initially ruled in favor of employees, was overturned on appeal in May 2020, and subsequent appeals by employees were rejected in December 2020 and April 2021. The employees filed a further appeal in February 2021, and GrafTech filed its response in opposition in September 2022. The potential specific loss is currently unassessable as claims do not specify damages.
  • Securities and Derivative Litigation: A class action complaint filed on January 25, 2024, alleging material misrepresentations related to the Monterrey, Mexico facility suspension, was dismissed by the Court on August 18, 2025. Three derivative actions filed starting June 9, 2025, alleging breaches of fiduciary duty based on similar facts, were voluntarily dismissed by stockholders in September 2025 following the dismissal of the class action.
  • Brazil Income Tax Audit: GrafTech Brasil Participaes Ltda. received an income tax assessment notice on October 23, 2024, totaling approximately $33.4 million (including $19.9 million in interest and penalties) for the 2019-2020 period. The assessment, disallowing an investment tax incentive and a VAT benefit, was fully upheld by the Regional Judgment Office on October 3, 2025. The company believes the assessment is incorrect and intends to vigorously defend its position and appeal the decision.

Related Party Transactions

  • The Tax Receivable Agreement provides Brookfield, the sole pre-IPO stockholder, the right to receive future payments for 85% of cash savings in U.S. federal income tax and Swiss tax from the utilization of pre-IPO tax assets. The remaining $3.8 million Tax Receivable Agreement liability was written off in Q2 2025 due to a full valuation allowance against U.S. deferred tax assets.

Stakeholder Impact

  • Shareholders: Experienced a 1-for-10 reverse stock split, which may impact per-share metrics and market perception. The significant year-to-date net loss and declining liquidity could negatively impact shareholder value. Resolution of securities litigation removes a significant overhang.
  • Employees: Involved in ongoing Brazil Clause IV litigation regarding past wage increase provisions, which could result in material payments if the company's defense is unsuccessful. Stock-based compensation awards are part of employee incentives.
  • Customers: Benefit from the company's focus on delivering customer needs and efforts to optimize the order book. Persistent competitive pressures and 'unsustainably low' pricing may indicate a favorable buying environment for customers, but could also signal industry instability.
  • Creditors: The company maintains $1.1 billion in long-term debt and has seen increased interest expense. While in compliance with debt covenants, declining liquidity and increased cash burn from operations could raise concerns about debt servicing capacity, although the intention to draw down the delayed draw facility provides some near-term liquidity.
  • Suppliers: GrafTech Mexico participates in a supplier finance program, allowing suppliers early payment for a discount, which can benefit supplier liquidity. The company's dependence on raw material supply chains (decant oil, petroleum needle coke) makes suppliers critical stakeholders.

Next Steps

  • Continue to balance production and sales volume levels on a full-year basis for 2025.
  • Execute actions to accelerate the path to normalized levels of profitability and support investment in the business.
  • Optimize the order book and actively shift the geographic mix of sales volume to regions with higher average selling prices, particularly the United States.
  • Implement additional measures to enhance the efficiency of production schedules and further optimize production costs.
  • Closely manage working capital levels and capital expenditures.
  • Vigorously defend the company's position in the Brazil Clause IV litigation.
  • Appeal the Brazilian Regional Judgment Office's decision regarding the $33.4 million income tax assessment.
  • Potentially draw down the remaining $100 million from the Delayed Draw First Lien Term Loan Facility prior to July 2026.

Key Dates

DateDescription
1989Start of wage increase provisions under collective bargaining agreements in Brazil, subject of ongoing litigation.
1990End of wage increase provisions under collective bargaining agreements in Brazil, subject of ongoing litigation.
May 2015Brazilian Supreme Court remanded litigation in favor of employees union regarding Brazil Clause IV.
October 1, 2015Related action filed by current and former employees against GrafTech Brazil for wage increase provisions.
First quarter of 2017State court initially ruled in favor of employees in Brazil Clause IV related action.
April 23, 2018Company entered into the Tax Receivable Agreement with Brookfield; also the date of the company's initial public offering (IPO).
February 2018Company entered into the 2018 Credit Agreement, establishing a $2,250 million term facility and a $330 million revolving credit facility.
June 2018First Amendment to the 2018 Credit Agreement, increasing the 2018 Term Loan Facility to $2,250 million.
February 8, 2019Start date of the putative class period for the securities class action complaint.
June 26, 2019Brazilian Supreme Court denied an interim appeal by Bahia region employers.
July 2019Board of Directors authorized a stock repurchase program of up to $100.0 million.
September 26, 2019Brazilian Supreme Court finally ruled in favor of the employees union regarding Brazil Clause IV.
May 19, 2020Appellate court issued a decision in favor of GrafTech Brazil in the Brazil Clause IV related action.
December 2020GrafTech Finance issued $500.0 million aggregate principal amount of Existing 4.625% Notes.
December 16, 2020Court upheld the decision in favor of GrafTech Brazil in the Brazil Clause IV related action.
February 22, 2021Employees filed a further appeal in the Brazil Clause IV related action.
April 28, 2021Court rejected the employees' appeal in favor of GrafTech Brazil in the Brazil Clause IV related action.
November 2021Board of Directors authorized an additional $150.0 million for the stock repurchase program.
May 2022Amendment to the 2018 Credit Agreement, increasing revolving commitments by $80 million to $330 million.
September 2022Prior temporary suspension of the Monterrey, Mexico graphite electrode facility, a subject of past litigation.
September 12, 2022GrafTech filed its response in opposition to the employees' further appeal in the Brazil Clause IV related action.
April 10, 2023Tax Receivable Agreement amended and restated to change the applicable interest rate.
June 2023GrafTech Global issued $450 million aggregate principal amount of Existing 9.875% Notes.
June 26, 2023GrafTech repaid term loans under the 2018 Term Loan Facility with proceeds from Existing 9.875% Notes issuance.
August 3, 2023End date of the putative class period for the securities class action complaint.
November 2023FASB issued ASU No. 2023-07, Segment Reporting, effective for fiscal years beginning after December 15, 2023.
December 2023FASB issued ASU 2023-09, Income Taxes, effective for annual periods beginning after December 15, 2024.
December 20232018 Credit Agreement further amended to provide for a $225 million senior secured first lien revolving credit facility.
January 25, 2024Stockholder filed a class action complaint in the U.S. District Court for the Northern District of Ohio.
February 2024Company announced a cost rationalization and footprint optimization plan.
May 15, 2024Court appointed the University of Puerto Rico Retirement System as lead plaintiff in the securities class action.
October 7, 2024Plaintiff filed an amended complaint in the securities class action.
October 23, 2024GrafTech Brasil Participaes Ltda. received an income tax assessment notice from the Brazilian IRS totaling approximately $33.4 million.
December 23, 2024GrafTech Finance issued New 4.625% Notes and GrafTech Global issued New 9.875% Notes in exchange for existing notes; Initial First Lien Term Loans drawn.
December 31, 2024End of fiscal year for which the Annual Report on Form 10-K was filed on February 14, 2025.
February 14, 2025Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC.
July 4, 2025Enactment of the One Big Beautiful Bill Act (OBBBA).
June 9, 2025Stockholders began filing three derivative actions in the U.S. District Court for the Northern District of Ohio.
July 23, 2025Q2 Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, filed with the SEC.
August 18, 2025Court granted defendants' motion to dismiss the securities class action complaint.
August 29, 2025Effective date of the 1-for-10 reverse stock split.
September 2025Stockholders voluntarily dismissed each of the three derivative actions.
September 30, 2025End of the quarterly period covered by this Form 10-Q.
October 3, 2025GrafTech Brazil received a summons acknowledging the Regional Judgment Office's decision upholding the income tax assessment.
October 17, 202525,820,110 shares of common stock were outstanding.
October 24, 2025Date of signing for the Quarterly Report on Form 10-Q.
December 15, 2026Effective date for FASB ASU 2024-03, Income StatementReporting Comprehensive IncomeExpense Disaggregation Disclosures, for annual reporting periods.
July 23, 2026Expiration date for the $100 million Delayed Draw First Lien Term Loan Facility commitments.
December 23, 2026Date after which GrafTech Global may redeem some or all of the New 9.875% Notes without a make-whole premium.
December 15, 2027Effective date for FASB ASU 2024-03, Income StatementReporting Comprehensive IncomeExpense Disaggregation Disclosures, for interim reporting periods.
November 30, 2028Maturity date for the 2018 Revolving Credit Facility.
December 23, 2028Date after which GrafTech Global may redeem New 9.875% Notes without a prepayment premium.
December 23, 2029Maturity date for the First Lien Term Loans (Initial and Delayed Draw).

Recommendation

hold

GrafTech's Q3 2025 results show notable operational improvements, including increased sales volume, a return to gross profitability, and a narrowed operating loss, alongside better-than-expected cost reduction guidance for the full year. The dismissal of significant securities litigation is also a positive. However, these gains are overshadowed by a substantial increase in year-to-date net loss, a significant decline in cash and overall liquidity, and a high debt load with rising interest expenses. The ongoing Brazilian tax audit and the 'unsustainably low' pricing environment in the graphite electrode market present continued challenges. While the long-term industry outlook for EAF steel and needle coke is favorable, the company's current financial position remains precarious. A seasoned investor would likely hold to observe if the operational improvements translate into sustained profitability and positive cash flow, especially given the high leverage and the need to draw on existing debt facilities for liquidity.

Keywords

Graphite Electrodes, EAF Steel, Petroleum Needle Coke, Industrial Materials, SEC Filing, Quarterly Report, Financial Results, Manufacturing, Capacity Utilization, Debt, Liquidity, Reverse Stock Split, Supply Chain, Decarbonization, Electric Vehicles, Litigation, Tax Audit

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