UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
FORM SD
 
 Specialized Disclosure Report
 

ARLO TECHNOLOGIES, INC.
(Name of registrant as specified in its charter)

 

Delaware
 
001-38618
 
38-4061754
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification Number)
 
 
 
 
 
3030 Orchard Parkway, San Jose, California
 
95134
(Address of principal executive offices)
 
(Zip Code)
 
 
 
 
 
 
 
Brian Busse
 
 
 
 
(408) 890-3900
 
 
(Name and telephone number, including area code, of the person to contact in connection with this report)

 

Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:

x Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2019






Section 1 - Conflict Minerals Disclosure

Item 1.01 Conflict Minerals Disclosure and Report

Arlo Technologies, Inc. (the “Company”) evaluated its current product families and determined that certain products it manufactures or contracts to manufacture contain tin, tungsten, tantalum and/or gold. As a result, the Company has prepared, and is filing with this Form, a Conflict Minerals Report. A copy of the Company’s Conflict Minerals Report for the calendar year ended December 31, 2019 is provided as Exhibit 1.01 hereto and also is publicly available at: https://investor.arlo.com as well as the SEC’s EDGAR database at www.sec.gov.

Item 1.02 Exhibit

The Conflict Minerals Report for the calendar year ended December 31, 2019 is provided as Exhibit 1.01 to this Form SD.

Section 2 - Exhibits

Item 2.01 Exhibits

Exhibit 1.01 - Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the duly authorized undersigned.

 
 
ARLO TECHNOLOGIES, INC.
 
 
(Registrant)
 
 
 
 
 
 
 
By:
/s/ Brian Busse
 
 
Brian Busse
 
 
General Counsel and Corporate Secretary
 
 
 
Dated: May 29, 2020
 
 




Exhibit


CONFLICT MINERALS REPORT
arlologoa21.jpg
ARLO TECHNOLOGIES, INC.

In accordance with Rule 13p-1 under the Securities Exchange Act of 1934
for the Calendar Year Ended December 31, 2019

Introduction

Rule 13p-1 was adopted by the United States Securities and Exchange Commission ("SEC") to implement reporting and disclosure requirements related to Conflict Minerals as directed by Section 1502 of the Dodd Frank Wall Street Reform and Consumer Protection Act of 2010. Rule 13p-1 imposes certain reporting obligations on SEC registrants whose products contain Conflict Minerals necessary to the functionality or production of their products. Conflict Minerals are defined by Rule 13p-1 as (A) cassiterite, columbite-tantalite (coltan), gold, wolframite, and their derivatives, which are limited to tin, tungsten, tantalum, and gold (collectively, “3TG” or “Conflict Minerals”); or (B) any other mineral or its derivatives determined by the Secretary of State to be financing conflict in the Covered Countries (as defined below).

If a registrant has reason to believe that any 3TG in its supply chain may have originated in the Democratic Republic of the Congo (DRC) or an adjoining country (collectively, the "Covered Countries"), or if it is unable to determine the country of origin of the 3TG in its products, or that its products are manufactured entirely from recycled and scrap sources, then the issuer must conduct due diligence on the source and chain of custody of the 3TGs. The registrant must annually submit a Form SD and Conflict Minerals Report ("CMR") to the SEC that includes a description of those due diligence measures. Arlo Technologies, Inc. ("Arlo" or the "Company") has determined that Conflict Minerals that may have originated from the Covered Countries are necessary to the functionality or production of some or all of its products, manufacture of which was completed during the 2019 calendar year and therefore, is required to perform due diligence and file this report. This report is Arlo's CMR for the reporting calendar year ended December 31, 2019.

This report is not audited, as Rule 13p-1 and current SEC guidance provide that if the registrant is not declaring products as "DRC Conflict Free," the CMR is not subject to an independent private sector audit.

Although forward-looking statements in this report reflect our good faith judgment, such statements can only be based on facts and factors currently known by us. Consequently, forward-looking statements are inherently subject to risks and uncertainties, and actual results and outcomes may differ materially from the results and outcomes discussed in or anticipated by the forward-looking statements. Factors that could cause or contribute to such differences in results and outcomes include without limitation: the risk that information reported to us by our suppliers from which we directly procure finished goods, components, materials and/or services for our products (direct suppliers), or industry information used by us, may be inaccurate or incomplete; the risk that smelters or refiners (processing facilities) may not participate in the Responsible Minerals Assurance Process (RMAP), formerly the Conflict-Free Smelter Program, which is a voluntary initiative in which independent third parties audit processing facilities’ procurement and processing activities and determine if the processing facilities maintain sufficient documentation to reasonably demonstrate conflict free sourcing; as well as risks discussed under the heading “Risk Factors” in our most recent Quarterly Report on Form 10-Q, including those related to our customer concentration, our dependence on a limited number of third-party suppliers and our being subject to government regulations and policies. Readers are urged not to place undue reliance on forward-looking statements, which speak only as of the date of this report. We undertake no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this report. Throughout this report, whenever a reference is made to our website, such reference does not incorporate information from the website by reference into this report unless specifically identified as such.

1



Section 1 - Company Overview

Arlo combines an intelligent cloud infrastructure and mobile app with a variety of smart connected devices that transform the way people experience the connected lifestyle. Its cloud-based platform creates a seamless, end-to-end connected lifestyle solution that provides users visibility, insight and a powerful means to help protect and connect with the people and things that matter most to them. Arlo enables users to monitor their environments and engage in real-time with their families and businesses from any location with a Wi-Fi or a cellular network internet connection. To date, Arlo has launched several categories of award-winning smart connected devices, including wire-free smart Wi-Fi and LTE-enabled cameras, advanced baby monitors and smart security lights.

Arlo’s internet address is www.arlo.com. This CMR will be posted on the Company’s website with other SEC filings under About Us/Investor Relations/Financials & Filings/SEC Filings as soon as reasonably practicable after it is electronically filed with the SEC.

1.1 Arlo Products

All of our products fall in scope of the Rule 13p-1 as they contain one or more Conflict Minerals. The following product line descriptions provide additional details:

•
Smart connected devices - cameras, security light, audio & video doorbell and Arlo chime
•
Arlo accessories - charging accessories, Arlo mounts and Arlo skins

We conducted an analysis of Arlo products and found that small quantities of 3TG, necessary to the products’ functionality or production, are found in substantially all Arlo products.

1.2 Conflict Minerals Report

For all product categories listed under 1.1, we have been unable to conclusively determine the origin of the 3TG that our products contain, or to conclusively determine to what extent they came from recycled or scrap sources; the facilities used to process them; their country of origin; or their mine or location of origin. More than 50% of our suppliers reported at broad levels, often declaring the scope of their Conflict Minerals Reporting Template (“CMRT”) as “company-wide,” not at the level of products actually provided to us.

This report describes our Reasonable Country of Origin Inquiry (“RCOI”) efforts, the due diligence measures we took on the 3TG source and chain of custody, the results of our due diligence efforts, expected risk assessment and mitigation steps.

1.3 Conflict Minerals Policy

Arlo has published its conflict minerals policy on its webpage located at: https://www.arlo.com/images/pdf/Arlo-Conflict-Minerals-Sourcing-Policy.pdf

We are contributing to industry efforts to address conflict minerals through our involvement as a member of the Responsible Business Alliance (“RBA”), and the Responsible Minerals Initiative (“RMI”).


2


Section 2 - Reasonable Country of Origin Inquiry ("RCOI")

To determine whether the necessary 3TG in our products originated in any of the Covered Countries, we first needed to determine the scope of our Conflict Minerals program. As determined and explained above, Arlo has determined that nearly all of its products contain one or more Conflict Minerals and, therefore, we determined that all Tier 1* suppliers of such products should be surveyed directly by Arlo on the sourcing of 3TG.

*Arlo’s definition of Tier 1 Supplier - ODM (Original Design Manufacturer), CM (Contract Manufacturer) and Arlo’s AVL (Approved Vendor List) with which Arlo has directly negotiated the price of goods and services and has a direct control or business relationship, but excluding the following suppliers: plastics and software suppliers; packaging suppliers; and suppliers that are not used for production orders in reporting year.

Arlo utilized the CMRT version 5.12 or higher to conduct a survey of all in scope suppliers. The CMRT is a free, standardized reporting template developed by the RMI that is widely considered the industry standard in conflict minerals data collection. During the supplier survey process, we contacted all Tier 1 suppliers and required that they complete a valid CMRT and provide it to Arlo for assessment.

On average, Arlo direct suppliers were contacted at least three times through email and/or phone calls for follow-up on their CMRT submissions or for clarifying any questions that the Arlo Conflict Minerals Program team or Arlo’s third-party service provider may have had. Arlo’s Conflict Minerals Program team was also in-charge of all the communication with direct suppliers.

We received completed CMRTs from all 32 in scope suppliers. Once all CMRTs were collected, they were evaluated using automated data validation. The goal of data validation is to increase the accuracy of submissions and identify any contradictory answers in the CMRT. This data validation is based on their answers to questions 1 through 6 of the CMRT.

All submitted forms were accepted and classified as valid or invalid so that data is still retained. As of March 31, 2020 there were no invalid supplier submissions that had not been corrected.

Based on the RCOI, we had reason to believe that some of the 3TG used in the products may have originated from the Covered Countries. Therefore, in accordance with the Rule, the Company performed due diligence on the source and chain of custody of the 3TG used in the manufacture of Arlo products.

Section 3 - Conflict Minerals Due Diligence Program Design

Arlo’s conflict minerals due diligence program is designed to conform in all material aspects with the framework recommended by the Organization for Economic Co-operation and Development (“OECD”) Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas, including supplements, also known as the OECD Guidance, as it relates to Arlo’s supply chain position as a “downstream” or finished product manufacturer and purchaser.

Summarized below are the components of Arlo’s program as they relate to the five-step framework set forth in the OECD Guidance:

3.1 Establish strong company management systems

•
Adopted and publicly communicated a Conflict Minerals company policy which is posted on the Arlo website at https://www.arlo.com/images/pdf/Arlo-Conflict-Minerals-Sourcing-Policy.pdf
•
As a member of the RBA, required that our suppliers and contract manufacturers acknowledge and implement the RBA’s Code of Conduct, which includes an obligation to conduct due diligence regarding Conflict Minerals.
•
Assembled our internal Conflict Minerals Program team, led by our Quality & Compliance team and supported by a cross-functional team consisting of representatives from Operations, Supply Chain, Legal, Finance and Internal Audit functions.

3


•
Established a system of control through the use of our Supplier Code of Conduct and transparency over Arlo’s Conflict Minerals supply chain by engaging first-tier suppliers and requesting relevant information through the use of a third-party service provider, which utilized due diligence tools created by the RMI, including the CMRT.
•
Provided updates on our Conflict Minerals due diligence progress and status on a quarterly basis to Arlo’s Chief Financial Officer.
•
Educated and trained those personnel responsible to work on Arlo’s Conflict Minerals Program.
•
Established a grievance mechanism to allow employees, suppliers, and others to report suspected non-compliance with the applicable legal requirement and/or suspected non-compliance with Arlo’s Code of Ethics and Supplier Code of Conduct. These policies are publicly available at https://www.arlo.com/en-us/about/corporate-social-responsibility/ethics/
•
Established an internal audit to review the Conflict Minerals risk assessment report and due diligence process against Arlo’s documented procedure.
•
Identified business records relating to Conflict Minerals due diligence, including records of due diligence processes, findings and resulting decisions, that will be retained in accordance with our records retention policies.

3.2 Identify and manage risk in the supply chain

•
Identified relevant Tier 1 suppliers that supplied products containing 3TG.
•
Requested such suppliers to provide information regarding smelters or refiners in our supply chain by using the CMRT.
•
Reviewed supplier responses for completeness and accuracy.
•
Risks were identified by analyzing data from suppliers that listed mineral processing facilities on their CMRT declarations.
•
Compared information in supplier responses with the list of 3TG processing facilities that received a “conflict-free” designation, produced by the RMAP.
•
Each facility that meets the RMI definition of a smelter or refiner of a Conflict Minerals is assessed according to red flag indicators defined in the OECD Guidance. To determine the level of risk that each smelter posed to the supply chain, we assessed three criteria: geographic proximity to the Covered Countries, known mineral source country of origin, RMAP audit status, credible evidence of unethical or conflict sourcing, and peer assessments conducted by credible third-party sources.
•
Contacted non-responsive suppliers, requesting their responses.
•
Provided suppliers with feedback on responses containing errors, inconsistencies or incomplete information and encouraged them to resubmit a valid response.
•
Evaluated suppliers on the strength of their internal Conflict Minerals programs. When suppliers met or exceeded the below criteria (Responded “yes” to all four questions listed below), they were deemed to have a strong program. When they responded “No” to any one or more to the questions, they were deemed to have a weak program. The criteria used to evaluate the strength of their programs are based on these four questions in the CMRT:
•
Have you established a conflict minerals sourcing policy?
•
Have you implemented due diligence measures for conflict-free sourcing?
•
Do you review due diligence information received from your suppliers against your company’s expectations?
•
Does your review process include corrective action management?

3.3 Design and implement a strategy to respond to risk

•
Conducted regular Conflict Minerals Program team meetings to review, among other things, Arlo’s Conflict Minerals program, any potential or actual risks identified during due diligence, and the status of supplier responses.
•
Identified high-risk smelters and refiners in Arlo’s supply chain by using the smelter and refiner database from the RMI that includes information on each smelter’s and refiner’s chain of custody of minerals. Arlo’s smelter and refiner risk calculation is based on three criteria:
•
Geographic proximity to the Covered Countries;
•
RMAP audit status; and
•
Credible evidence of unethical or conflict sourcing.

4


•
Through the use of the Company’s third party service provider, contacted non-RMAP facilities to encourage them to join the program and undergo an audit.
•
Drafted an escalation plan in the event that we have to address non-responsive suppliers and/or to contact suppliers that provided incomplete or inaccurate supply chain information.
•
Requested that certain suppliers remove specific smelters or refiners from their supply chain that we deemed to be high-risk.
•
Engaged any suppliers that we had reason to believe are supplying Arlo with 3TG from sources that may be considered red-flag sources and encouraged them to establish alternative sources of 3TG.
•
Informed non-responsive suppliers, near to deadline set by Arlo to accept CMRT from suppliers that we will assess, and potentially withhold, future business with them if they do not provide their supply chain Conflict Minerals information using the CMRT.
•
Conducted Conflict Minerals Program due diligence process audit of Arlo’s ODM partners that accounted for at least 80% of Arlo’s purchase in reporting year.

3.4 Audit of smelter/refiner’s due diligence practices

•
Relied on the RMAP, the London Bullion Market Association, and the Responsible Jewelry Council to coordinate third-party audits of smelters and refiners to validate the sourcing practices of such facilities in our supply chain.
•
Provided indirect financial support for these third-party audits through our continued membership in the RBA and RMI.
•
Participated in RBA and RMI work groups, including smelter engagement and outreach.

3.5 Report annually on supply chain due diligence

•
Publicly communicated Conflict Minerals Policy on company website at: https://www.arlo.com/images/pdf/Arlo-Conflict-Minerals-Sourcing-Policy.pdf
•
Will file our Form SD for the reporting period from January 01, 2019 to December 31, 2019, including this Conflict Minerals Report, with the SEC and made it available on the Investor Relations pages of our website at https://investor.arlo.com/financials-and-filings/sec-filings/default.aspx
•
Reported supply chain smelter information in this Conflict Minerals Report.

The content of any website referred to in this report is included for general information only and is not incorporated by reference in this report.

Section 4 - Due Diligence Results

Arlo does not have direct contractual relationships with smelters and refiners; therefore, we relied on our direct suppliers and the entire supply chain to gather and provide specific information on 3TG used in Arlo products.

4.1 Survey Results

In 2020, Arlo conducted supply chain surveys, using the CMRT, of Tier 1 suppliers that we identified that may contribute necessary 3TG in our products. The results of our supply chain survey of our 32 Tier 1 suppliers and conclusion of our RCOI are as follows:

•
100% of Arlo-surveyed suppliers provided responses using an accepted version of the CMRT.
•
None of the 32 CMRTs collected have been deemed invalid against criteria defined by Arlo.
•
The surveyed suppliers identified 239 legitimate smelters and refiner facilities that may process the necessary 3TG contained in the products manufactured.
•
Of these 239 smelters and refiners, 228 were validated as conflict-free by RMAP, based on information provided by the RMI through RMAP.
•
We have reason to believe that a portion of the Conflict Minerals processed by 11 of these 239 smelters and refiners may have originated in the Covered Countries and are not solely from recycled or scrap sources.


5


Attached as Table A is a list of all smelters and refiners identified by our suppliers in their CMRTs that appear on the list of legitimate smelters and refiners maintained by the RMI. Since many of the CMRTs we received from suppliers were made on a company-level basis, rather than on a product-level basis, we were not able to identify which smelters or refiners listed in Table A actually processed the 3TG contained in our products. Therefore, the list of processing smelters and refiners disclosed in Table A may identify more facilities than those that actually processed the minerals contained in our products.

A list of potential countries of origin from which the reported smelters and refiners collectively sourced 3TG is provided in Table B. As with the list of smelters and refiners, many responses were provided at the company level and, therefore, this list of countries may identify more countries of origin than were actually the source of the 3TG in our products.

Section 5 - Risk Mitigation and Due Diligence Improvement Plan    

5.1 Inherent limitation on due diligence measures

Because of our manufacturing business model, our due diligence measures can provide only reasonable, not absolute, assurance regarding the source and chain of custody of the necessary Conflict Minerals in the products we contract to have manufactured. Given our place in the supply chain, we have no direct relationships with smelters, or refiners and therefore possess no independent means of determining the source and origin of Conflict Mineral ores processed by smelters or refiners. Our due diligence processes are based on the necessity of seeking data from our suppliers and component manufacturers and we depend on those suppliers seeking similar information within their supply chains to identify the original sources of the necessary Conflict Minerals. The information provided by suppliers may be inaccurate or incomplete or subject to other irregularities. Because of our relative location within the supply chain in relation to the actual extraction, transport, smelting, and refinement of 3TG, our ability to verify the accuracy of information reported by suppliers is limited. We also rely, to a large extent, on information collected and provided by independent third-party audit programs.

5.2 Steps to be taken to mitigate risk and improve due diligence process

We intend to take the following steps to improve the due diligence conducted to further mitigate any risk that the necessary Conflict Minerals in our products could benefit armed groups in the Covered Countries:

•
Continue to work with the RMI and/or other relevant trade associations to define and improve best practices and build leverage over the supply chain in accordance with the OECD Guidance and/or other SEC recognized framework.
•
Increase the emphasis on clean and validated smelter and refiner information from our supply chain as the list of conflict-free smelters and refiners grows and more smelters and refiners declare their intent to enroll in the program.
•
Emphasize the need for cooperation and support by our Tier 1 suppliers by implementing more direct Arlo-led escalations throughout the program.
•
Encourage our suppliers to have due diligence procedures in place for their supply chains to improve the content of the responses from such suppliers and follow up with suppliers that appear to have gaps in their internal processes for conflict minerals.
•
Engage with our suppliers more closely and provide suppliers with more information and training resources regarding responsible sourcing of 3TG.
•
Work more closely with our third-party Conflict Minerals service provider to obtain CMRTs on a product-specific basis to enable us to determine which smelters and refiners actually process 3TG contained in our products.
•
Engage Tier 1 suppliers to encourage smelters or refiners in our supply chain, not yet certified/identified by the RMAP or an equivalent independent third-party audit, to undergo smelter audits and verify compliance.
•
Support our third-party service provider in its smelter due diligence activities by signing a letter to be sent to smelters that have yet to enroll in RMAP, encouraging them to do so.



6


Table A
Smelter & Refiners Reported to be in Supply Chain of Arlo

Below is a list of smelters and refiners that have been identified by our Tier 1 suppliers and may have been used in processing of necessary 3TG contained in Arlo products, the manufacture of which was completed during calendar year 2019:
Metal
Smelter or Refiner Facility Name
Location of Facility
Gold
8853 S.p.A.
ITALY
Gold
Advanced Chemical Company
UNITED STATES OF AMERICA
Gold
Aida Chemical Industries Co., Ltd.
JAPAN
Gold
Al Etihad Gold Refinery DMCC
UNITED ARAB EMIRATES
Gold
Allgemeine Gold-und Silberscheideanstalt A.G.
GERMANY
Gold
Almalyk Mining and Metallurgical Complex (AMMC)
UZBEKISTAN
Gold
AngloGold Ashanti Corrego do Sitio Mineracao
BRAZIL
Gold
Argor-Heraeus S.A.
SWITZERLAND
Gold
Asahi Pretec Corp.
JAPAN
Gold
Asahi Refining Canada Ltd.
CANADA
Gold
Asahi Refining USA Inc.
UNITED STATES OF AMERICA
Gold
Asaka Riken Co., Ltd.
JAPAN
Gold
AU Traders and Refiners
SOUTH AFRICA
Gold
Aurubis AG
GERMANY
Gold
Bangalore Refinery
INDIA
Gold
Bangko Sentral ng Pilipinas (Central Bank of the Philippines)
PHILIPPINES
Gold
Boliden AB
SWEDEN
Gold
C. Hafner GmbH + Co. KG
GERMANY
Gold
CCR Refinery - Glencore Canada Corporation
CANADA
Gold
Cendres + Metaux S.A.
SWITZERLAND
Gold
Chimet S.p.A.
ITALY
Gold
Chugai Mining
JAPAN
Gold
DODUCO Contacts and Refining GmbH
GERMANY
Gold
Dowa
JAPAN
Gold
DS PRETECH Co., Ltd.
KOREA, REPUBLIC OF
Gold
DSC (Do Sung Corporation)
KOREA, REPUBLIC OF
Gold
Eco-System Recycling Co., Ltd. East Plant
JAPAN
Gold
Emirates Gold DMCC
UNITED ARAB EMIRATES
Gold
Geib Refining Corporation
UNITED STATES OF AMERICA
Gold
Gold Refinery of Zijin Mining Group Co., Ltd.
CHINA
Gold
Heimerle + Meule GmbH
GERMANY
Gold
Heraeus Metals Hong Kong Ltd.
CHINA
Gold
Heraeus Precious Metals GmbH & Co. KG
GERMANY
Gold
Inner Mongolia Qiankun Gold and Silver Refinery Share Co., Ltd.
CHINA
Gold
Ishifuku Metal Industry Co., Ltd.
JAPAN
Gold
Istanbul Gold Refinery
TURKEY
Gold
Italpreziosi
ITALY
Gold
Japan Mint
JAPAN
Gold
Jiangxi Copper Co., Ltd.
CHINA
Gold
JSC Uralelectromed
RUSSIAN FEDERATION
Gold
JX Nippon Mining & Metals Co., Ltd.
JAPAN
Gold
Kazzinc
KAZAKHSTAN

7


Gold
Kennecott Utah Copper LLC
UNITED STATES OF AMERICA
Gold
KGHM Polska Miedz Spolka Akcyjna
POLAND
Gold
Kojima Chemicals Co., Ltd.
JAPAN
Gold
Korea Zinc Co., Ltd.
KOREA, REPUBLIC OF
Gold
Kyrgyzaltyn JSC
KYRGYZSTAN
Gold
L'Orfebre S.A.
ANDORRA
Gold
LS-NIKKO Copper Inc.
KOREA, REPUBLIC OF
Gold
LT Metal Ltd.
KOREA, REPUBLIC OF
Gold
Marsam Metals
BRAZIL
Gold
Materion
UNITED STATES OF AMERICA
Gold
Matsuda Sangyo Co., Ltd.
JAPAN
Gold
Metalor Technologies (Hong Kong) Ltd.
CHINA
Gold
Metalor Technologies (Singapore) Pte., Ltd.
SINGAPORE
Gold
Metalor Technologies (Suzhou) Ltd.
CHINA
Gold
Metalor Technologies S.A.
SWITZERLAND
Gold
Metalor USA Refining Corporation
UNITED STATES OF AMERICA
Gold
Metalurgica Met-Mex Penoles S.A. De C.V.
MEXICO
Gold
Mitsubishi Materials Corporation
JAPAN
Gold
Mitsui Mining and Smelting Co., Ltd.
JAPAN
Gold
MMTC-PAMP India Pvt., Ltd.
INDIA
Gold
Moscow Special Alloys Processing Plant
RUSSIAN FEDERATION
Gold
Nadir Metal Rafineri San. Ve Tic. A.S.
TURKEY
Gold
Nihon Material Co., Ltd.
JAPAN
Gold
Ogussa Osterreichische Gold- und Silber-Scheideanstalt GmbH
AUSTRIA
Gold
Ohura Precious Metal Industry Co., Ltd.
JAPAN
Gold
OJSC "The Gulidov Krasnoyarsk Non-Ferrous Metals Plant" (OJSC Krastsvetmet)
RUSSIAN FEDERATION
Gold
OJSC Novosibirsk Refinery
RUSSIAN FEDERATION
Gold
PAMP S.A.
SWITZERLAND
Gold
Planta Recuperadora de Metales SpA
CHILE
Gold
Prioksky Plant of Non-Ferrous Metals
RUSSIAN FEDERATION
Gold
PT Aneka Tambang (Persero) Tbk
INDONESIA
Gold
PX Precinox S.A.
SWITZERLAND
Gold
Rand Refinery (Pty) Ltd.
SOUTH AFRICA
Gold
REMONDIS PMR B.V.
NETHERLANDS
Gold
Royal Canadian Mint
CANADA
Gold
SAAMP
FRANCE
Gold
Safimet S.p.A
ITALY
Gold
Samduck Precious Metals
KOREA, REPUBLIC OF
Gold
SAXONIA Edelmetalle GmbH
GERMANY
Gold
SEMPSA Joyeria Plateria S.A.
SPAIN
Gold
Shandong Zhaojin Gold & Silver Refinery Co., Ltd.
CHINA
Gold
Sichuan Tianze Precious Metals Co., Ltd.
CHINA
Gold
Singway Technology Co., Ltd.
TAIWAN
Gold
SOE Shyolkovsky Factory of Secondary Precious Metals
RUSSIAN FEDERATION
Gold
Solar Applied Materials Technology Corp.
TAIWAN
Gold
Sumitomo Metal Mining Co., Ltd.
JAPAN
Gold
SungEel HiMetal Co., Ltd.
KOREA, REPUBLIC OF
Gold
T.C.A S.p.A
ITALY
Gold
Tanaka Kikinzoku Kogyo K.K.
JAPAN

8


Gold
The Refinery of Shandong Gold Mining Co., Ltd.
CHINA
Gold
Tokuriki Honten Co., Ltd.
JAPAN
Gold
Torecom
KOREA, REPUBLIC OF
Gold
Umicore Brasil Ltda.
BRAZIL
Gold
Umicore Precious Metals Thailand
THAILAND
Gold
Umicore S.A. Business Unit Precious Metals Refining
BELGIUM
Gold
United Precious Metal Refining, Inc.
UNITED STATES OF AMERICA
Gold
Valcambi S.A.
SWITZERLAND
Gold
Western Australian Mint (T/a The Perth Mint)
AUSTRALIA
Gold
WIELAND Edelmetalle GmbH
GERMANY
Gold
Yamakin Co., Ltd.
JAPAN
Gold
Yokohama Metal Co., Ltd.
JAPAN
Gold
Zhongyuan Gold Smelter of Zhongjin Gold Corporation
CHINA
Tantalum
Asaka Riken Co., Ltd.
JAPAN
Tantalum
Changsha South Tantalum Niobium Co., Ltd.
CHINA
Tantalum
D Block Metals, LLC
UNITED STATES OF AMERICA
Tantalum
Exotech Inc.
UNITED STATES OF AMERICA
Tantalum
F&X Electro-Materials Ltd.
CHINA
Tantalum
FIR Metals & Resource Ltd.
CHINA
Tantalum
Global Advanced Metals Aizu
JAPAN
Tantalum
Global Advanced Metals Boyertown
UNITED STATES OF AMERICA
Tantalum
Guangdong Zhiyuan New Material Co., Ltd.
CHINA
Tantalum
H.C. Starck Co., Ltd.
THAILAND
Tantalum
H.C. Starck Hermsdorf GmbH
GERMANY
Tantalum
H.C. Starck Inc.
UNITED STATES OF AMERICA
Tantalum
H.C. Starck Ltd.
JAPAN
Tantalum
H.C. Starck Smelting GmbH & Co. KG
GERMANY
Tantalum
H.C. Starck Tantalum and Niobium GmbH
GERMANY
Tantalum
Hengyang King Xing Lifeng New Materials Co., Ltd.
CHINA
Tantalum
Jiangxi Dinghai Tantalum & Niobium Co., Ltd.
CHINA
Tantalum
Jiangxi Tuohong New Raw Material
CHINA
Tantalum
JiuJiang JinXin Nonferrous Metals Co., Ltd.
CHINA
Tantalum
Jiujiang Tanbre Co., Ltd.
CHINA
Tantalum
Jiujiang Zhongao Tantalum & Niobium Co., Ltd.
CHINA
Tantalum
KEMET Blue Metals
MEXICO
Tantalum
LSM Brasil S.A.
BRAZIL
Tantalum
Metallurgical Products India Pvt., Ltd.
INDIA
Tantalum
Mineracao Taboca S.A.
BRAZIL
Tantalum
Mitsui Mining and Smelting Co., Ltd.
JAPAN
Tantalum
Ningxia Orient Tantalum Industry Co., Ltd.
CHINA
Tantalum
NPM Silmet AS
ESTONIA
Tantalum
PRG Dooel
NORTH MACEDONIA, REPUBLIC OF
Tantalum
QuantumClean
UNITED STATES OF AMERICA
Tantalum
Resind Industria e Comercio Ltda.
BRAZIL
Tantalum
Solikamsk Magnesium Works OAO
RUSSIAN FEDERATION
Tantalum
Taki Chemical Co., Ltd.
JAPAN
Tantalum
Telex Metals
UNITED STATES OF AMERICA
Tantalum
Ulba Metallurgical Plant JSC
KAZAKHSTAN
Tantalum
XinXing HaoRong Electronic Material Co., Ltd.
CHINA

9


Tantalum
Yanling Jincheng Tantalum & Niobium Co., Ltd.
CHINA
Tin
Alpha
UNITED STATES OF AMERICA
Tin
An Vinh Joint Stock Mineral Processing Company
VIET NAM
Tin
Chenzhou Yunxiang Mining and Metallurgy Co., Ltd.
CHINA
Tin
Chifeng Dajingzi Tin Industry Co., Ltd.
CHINA
Tin
China Tin Group Co., Ltd.
CHINA
Tin
Dongguan CiEXPO Environmental Engineering Co., Ltd.
CHINA
Tin
Dowa
JAPAN
Tin
Electro-Mechanical Facility of the Cao Bang Minerals & Metallurgy Joint Stock Company
VIET NAM
Tin
EM Vinto
BOLIVIA (PLURINATIONAL STATE OF)
Tin
Estanho de Rondonia S.A.
BRAZIL
Tin
Fenix Metals
POLAND
Tin
Gejiu Kai Meng Industry and Trade LLC
CHINA
Tin
Gejiu Non-Ferrous Metal Processing Co., Ltd.
CHINA
Tin
Gejiu Yunxin Nonferrous Electrolysis Co., Ltd.
CHINA
Tin
Gejiu Zili Mining And Metallurgy Co., Ltd.
CHINA
Tin
Guangdong Hanhe Non-Ferrous Metal Co., Ltd.
CHINA
Tin
Guanyang Guida Nonferrous Metal Smelting Plant
CHINA
Tin
HuiChang Hill Tin Industry Co., Ltd.
CHINA
Tin
Huichang Jinshunda Tin Co., Ltd.
CHINA
Tin
Jiangxi New Nanshan Technology Ltd.
CHINA
Tin
Ma'anshan Weitai Tin Co., Ltd.
CHINA
Tin
Magnu's Minerais Metais e Ligas Ltda.
BRAZIL
Tin
Malaysia Smelting Corporation (MSC)
MALAYSIA
Tin
Melt Metais e Ligas S.A.
BRAZIL
Tin
Metallic Resources, Inc.
UNITED STATES OF AMERICA
Tin
Metallo Belgium N.V.
BELGIUM
Tin
Metallo Spain S.L.U.
SPAIN
Tin
Mineracao Taboca S.A.
BRAZIL
Tin
Minsur
PERU
Tin
Mitsubishi Materials Corporation
JAPAN
Tin
Modeltech Sdn Bhd
MALAYSIA
Tin
Nghe Tinh Non-Ferrous Metals Joint Stock Company
VIET NAM
Tin
O.M. Manufacturing (Thailand) Co., Ltd.
THAILAND
Tin
O.M. Manufacturing Philippines, Inc.
PHILIPPINES
Tin
Operaciones Metalurgicas S.A.
BOLIVIA (PLURINATIONAL STATE OF)
Tin
Pongpipat Company Limited
MYANMAR
Tin
PT Artha Cipta Langgeng
INDONESIA
Tin
PT ATD Makmur Mandiri Jaya
INDONESIA
Tin
PT Menara Cipta Mulia
INDONESIA
Tin
PT Mitra Stania Prima
INDONESIA
Tin
PT Refined Bangka Tin
INDONESIA
Tin
PT Timah Tbk Kundur
INDONESIA
Tin
PT Timah Tbk Mentok
INDONESIA
Tin
Resind Industria e Comercio Ltda.
BRAZIL
Tin
Rui Da Hung
TAIWAN
Tin
Soft Metais Ltda.
BRAZIL
Tin
Super Ligas
BRAZIL
Tin
Thai Nguyen Mining and Metallurgy Co., Ltd.
VIET NAM

10


Tin
Thaisarco
THAILAND
Tin
Tin Technology & Refining
UNITED STATES OF AMERICA
Tin
Tuyen Quang Non-Ferrous Metals Joint Stock Company
VIET NAM
Tin
White Solder Metalurgia e Mineracao Ltda.
BRAZIL
Tin
Yunnan Chengfeng Non-ferrous Metals Co., Ltd.
CHINA
Tin
Yunnan Tin Company Limited
CHINA
Tin
Yunnan Yunfan Non-ferrous Metals Co., Ltd.
CHINA
Tungsten
A.L.M.T. Corp.
JAPAN
Tungsten
ACL Metais Eireli
BRAZIL
Tungsten
Asia Tungsten Products Vietnam Ltd.
VIET NAM
Tungsten
Chenzhou Diamond Tungsten Products Co., Ltd.
CHINA
Tungsten
Chongyi Zhangyuan Tungsten Co., Ltd.
CHINA
Tungsten
Fujian Jinxin Tungsten Co., Ltd.
CHINA
Tungsten
Ganzhou Haichuang Tungsten Co., Ltd.
CHINA
Tungsten
Ganzhou Huaxing Tungsten Products Co., Ltd.
CHINA
Tungsten
Ganzhou Jiangwu Ferrotungsten Co., Ltd.
CHINA
Tungsten
Ganzhou Seadragon W & Mo Co., Ltd.
CHINA
Tungsten
Global Tungsten & Powders Corp.
UNITED STATES OF AMERICA
Tungsten
Guangdong Xianglu Tungsten Co., Ltd.
CHINA
Tungsten
H.C. Starck Smelting GmbH & Co. KG
GERMANY
Tungsten
H.C. Starck Tungsten GmbH
GERMANY
Tungsten
Hunan Chenzhou Mining Co., Ltd.
CHINA
Tungsten
Hunan Chuangda Vanadium Tungsten Co., Ltd. Wuji
CHINA
Tungsten
Hunan Chunchang Nonferrous Metals Co., Ltd.
CHINA
Tungsten
Hunan Litian Tungsten Industry Co., Ltd.
CHINA
Tungsten
Hydrometallurg, JSC
RUSSIAN FEDERATION
Tungsten
Japan New Metals Co., Ltd.
JAPAN
Tungsten
Jiangwu H.C. Starck Tungsten Products Co., Ltd.
CHINA
Tungsten
Jiangxi Gan Bei Tungsten Co., Ltd.
CHINA
Tungsten
Jiangxi Minmetals Gao'an Non-ferrous Metals Co., Ltd.
CHINA
Tungsten
Jiangxi Tonggu Non-ferrous Metallurgical & Chemical Co., Ltd.
CHINA
Tungsten
Jiangxi Xianglu Tungsten Co., Ltd.
CHINA
Tungsten
Jiangxi Xinsheng Tungsten Industry Co., Ltd.
CHINA
Tungsten
Jiangxi Yaosheng Tungsten Co., Ltd.
CHINA
Tungsten
Kennametal Fallon
UNITED STATES OF AMERICA
Tungsten
Kennametal Huntsville
UNITED STATES OF AMERICA
Tungsten
KGETS Co., Ltd.
KOREA, REPUBLIC OF
Tungsten
Malipo Haiyu Tungsten Co., Ltd.
CHINA
Tungsten
Masan Tungsten Chemical LLC (MTC)
VIET NAM
Tungsten
Moliren Ltd.
RUSSIAN FEDERATION
Tungsten
Niagara Refining LLC
UNITED STATES OF AMERICA
Tungsten
Philippine Chuangxin Industrial Co., Inc.
PHILIPPINES
Tungsten
Tejing (Vietnam) Tungsten Co., Ltd.
VIET NAM
Tungsten
Unecha Refractory metals plant
RUSSIAN FEDERATION
Tungsten
Wolfram Bergbau und Hutten AG
AUSTRIA
Tungsten
Woltech Korea Co., Ltd.
KOREA, REPUBLIC OF
Tungsten
Xiamen Tungsten (H.C.) Co., Ltd.
CHINA
Tungsten
Xiamen Tungsten Co., Ltd.
CHINA
Tungsten
Xinfeng Huarui Tungsten & Molybdenum New Material Co., Ltd.
CHINA

11


Tungsten
Xinhai Rendan Shaoguan Tungsten Co., Ltd.
CHINA


12


Table B

Countries of Origin

The list of countries of origin for the Conflict Minerals, identified as a result of our RCOI, that may have been used in our products includes, but may not be limited to:

•
Level 1 countries (not identified as conflict regions or plausible areas of smuggling or export from the Covered Countries): Argentina, Armenia, Australia, Austria, Azerbaijan, Benin, Bolivia, Botswana, Brazil, Burkina Faso, Canada, Chile, China, Colombia, Cyprus, Dominican Republic, Ecuador, Egypt, Eritrea, Ethiopia, Finland, Georgia, Ghana, Guatemala, Guinea, Guyana, Honduras, India, Indonesia, Iran, Ivory Coast, Kazakhstan, Kyrgyzstan, Laos, Lebanon, Madagascar, Malaysia, Mali, Mauritania, Mauritius, Mexico, Mongolia, Morocco, Myanmar, Namibia, Nicaragua, Niger, Nigeria, Papua New Guinea, Peru, Philippines, Portugal, Puerto Rico, Russian Federation, Saudi Arabia, Senegal, Sierra Leone, Slovakia, Solomon Islands, Spain, Suriname, Swaziland, Sweden, Taiwan, Thailand, Togo, Turkey, United Kingdom of Great Britain and Northern Ireland, United States of America, Uruguay, Uzbekistan, Venezuela, Zimbabwe

•
Level 2 countries (known or plausible countries for smuggling, export out of region or transit of materials containing tantalum, tin, tungsten or gold): Kenya, Mozambique, South Africa

•
Level 3 countries (the Covered Countries): DRC, Burundi, Rwanda, Tanzania, Uganda, Zambia



13