UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM SD
Specialized Disclosure Report
UNIVERSAL ELECTRONICS INC.
(Exact name of Registrant as specified in its charter)
Delaware 0-21044 33-0204817
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation or organization) Identification No.)
15147 N. Scottsdale Road, Suite H300
Scottsdale, Arizona 85254-2494
(Address of principal executive offices) (Zip Code)
Richard A. Firehammer, Jr.
Senior Vice President, General Counsel and Secretary
(480) 530-3000
(Name and telephone number, including area code, of 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:
T
Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the
reporting period from January 1 to December 31, 2023.
Rule 13q-1 under the Securities Exchange Act (17 CFR 240.13q-1) for the fiscal
year ended December 31, 2023.
-------------------------------------------------------------------------------
Section 1. Conflict Minerals Disclosure
Item 1.01 Conflict Minerals Disclosure and Report
Conflict Minerals Disclosure
Universal Electronics Inc. (the "
Company
," "
we
," "
us
" or "
our
") is filing this Form SD pursuant to Rule 13p-1 under the Securities Exchange
Act of 1934 for the reporting period January 1, 2023 to December 31, 2023 (the
"
Reporting Period
").
Rule 13p-1, through Form SD, requires the disclosure of certain information if
a company manufactures or contracts to manufacture products for which certain
"conflict minerals" (as defined below) are necessary to the functionality or
production of such products. Form SD defines "
conflict minerals
" as: (i)(a) columbite-tantalite (coltan), (b) cassiterite, (c) gold and (d)
wolframite, or their derivatives, which are currently limited to tantalum, tin
and tungsten; or (ii) any other mineral or its derivatives determined by the
U.S. Secretary of State to be financing conflict in the Democratic Republic of
the Congo or an adjoining country (collectively, the "
Covered Countries
"). Our operations, including the operations of our consolidated subsidiaries,
may at times manufacture, or contract to manufacture, products for which
conflict minerals are necessary to the functionality or production of those
products (collectively, our "
products
"). As required by Form SD, we have conducted a good faith reasonable country
of origin inquiry ("
RCOI
") regarding the conflict minerals included in our products during the
Reporting Period, which we refer to as the "
Subject Minerals
," to determine whether any of the Subject Minerals originated in the Covered
Countries and/or whether any of the Subject Minerals may be from recycled or
scrap sources. Where applicable, we have conducted additional due diligence
regarding the sources of the Subject Minerals. A description of our RCOI
regarding the Subject Minerals, as well as our additional due diligence
regarding the sources of such Subject Minerals, are contained in our Conflict
Minerals Report, a copy of which is filed as Exhibit 1.01 to this Form SD, and
is publicly available with this Form SD at
investors.uei.com/financials#sec-filings
. The content on any website referred to in this Form SD is not incorporated
by reference into this Form SD unless expressly noted.
Item 1.02 Exhibit
As specified in Section 2 of Form SD, we are hereby filing our Conflict
Minerals Report as Exhibit 1.01 to this Form SD.
Section 2. Exhibits
Item 2.01
Exhibits
The following exhibit is filed as part of this Form SD.
Exhibit No. Description
1.01 Conflict Minerals Report of Universal Electronics Inc.
1
-------------------------------------------------------------------------------
SIGNATURE
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.
UNIVERSAL ELECTRONICS INC.
By: /s/ Dated: May 23, 2024
Bryan M. Hackworth
Bryan M. Hackworth
Chief Financial Officer
2
Exhibit 1.01
Universal Electronics Inc.
Conflict Minerals Report
For the reporting period from January 1, 2023 to December 31, 2023
This Conflict Minerals Report (this "
Report
") of Universal Electronics Inc. (the "
Company
," "
we
," "
us
" or "
our
") has been prepared pursuant to Rule 13p-1 and Form SD promulgated under the
Securities Exchange Act of 1934 for the reporting period January 1, 2023 to
December 31, 2023 (the "
Reporting Period
").
Rule 13p-1, through Form SD, requires the disclosure of certain information if
a company manufactures or contracts to manufacture products for which certain
"conflict minerals" (as defined below) are necessary to the functionality or
production of such products. Form SD defines "
conflict minerals
" as: (i)(a) columbite-tantalite (coltan), (b) cassiterite, (c) gold and (d)
wolframite, or their derivatives, which are currently limited to tantalum, tin
and tungsten; or (ii) any other mineral or its derivatives determined by the
U.S. Secretary of State to be financing conflict in the Democratic Republic of
the Congo or an adjoining country (collectively, the "
Covered Countries
"). Our operations, including the operations of our consolidated subsidiaries,
may at times manufacture, or contract to manufacture, products such as
universal remote controls, audio-video accessories, thermostat controllers,
intelligent wireless security, sensing and automation components (collectively,
our "
products
") for which conflict minerals are necessary to the functionality or
production of those products. As required by Form SD, we have conducted a good
faith reasonable country of origin inquiry ("
RCOI
") regarding the conflict minerals included in our products during the
Reporting Period, which we refer to as the "
Subject Minerals
," to determine whether any of the Subject Minerals originated in the Covered
Countries and/or whether any of the Subject Minerals may be from recycled or
scrap sources. Where applicable, we have conducted additional due diligence
regarding the sources of the Subject Minerals. The results of our RCOI
regarding the Subject Minerals, as well as our additional due diligence
regarding the sources of such Subject Minerals, are contained in this Report,
which is publicly available with the related Form SD at
investors.uei.com/financials#sec-filings
. The content on any website referred to in this Report is not incorporated by
reference into this Report unless expressly noted.
1.
The Company's RCOI
The Company has conducted a good faith RCOI regarding the Subject Minerals.
This good faith RCOI was reasonably designed to determine whether any of the
Subject Minerals originated in the Covered Countries and whether any of the
Subject Minerals may be from recycled or scrap sources, in accordance with
Form SD and related guidance provided by the Securities and Exchange
Commission ("
SEC
"). The Company also exercised due diligence on the source and chain of
custody of the Subject Minerals. The Company's due diligence measures have
been designed to conform to the framework in the
Organisation for Economic Co-operation and Development Due Diligence Guidance
for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk
Areas: Second Edition
, including the related supplements on gold, tin, tantalum and tungsten (the "
OECD Guidelines
").
The Company's global supply chain is complex. Because the Company does not
purchase conflict minerals directly from mines, smelters or refiners, there
are many third parties in the supply chain between the Company and the
original sources of conflict minerals. As a result, the Company relies on its
direct suppliers to provide information regarding the origin of any conflict
minerals that are included in its products. In accordance with the OECD
Guidelines and related guidance provided by the SEC, the Company works with
its direct suppliers to identify, where possible, the smelters and refiners of
the Subject Minerals.
In preparation for conducting our RCOI, we analyzed our entire supplier base
to identify suppliers that we believed could potentially provide components or
materials containing Subject Minerals that were incorporated into products
that we manufactured or contracted to manufacture. As a result of this
process, we identified 182 direct suppliers (collectively, the "
Covered Suppliers
") that we believed could potentially provide materials containing Subject
Minerals. We sent a request to each of the Covered Suppliers to provide
information regarding the presence and sourcing of conflict minerals used in
the products supplied to the Company during the Reporting Period. To make
these requests, we utilized the Responsible Minerals
1
-------------------------------------------------------------------------------
Initiative ("RMI") Conflict Minerals Reporting Template ("CMRT"). An
escalation process was initiated with Covered Suppliers who continued to be
non-responsive after the above contacts were made. For the Reporting Period,
we obtained representations from Covered Suppliers representing approximately
98% of the total dollar value of our purchases from Covered Suppliers during
the Reporting Period.
Using a risk-based approach, we evaluated responses from the Covered Suppliers
for plausibility, consistency, and gaps both in terms of which materials were
stated to contain or not contain Subject Minerals, as well as the origin of
those Subject Minerals. We engaged certain Covered Suppliers, holding
discussions and reviewing the results of their internal due diligence efforts,
to ensure that the responses to our inquiries regarding conflict minerals were
thorough and understood.
2.
The Company's Due Diligence Process
The Company's due diligence process is based on the OECD Guidelines. Due
diligence measures undertaken by the Company during the Reporting Period
included the following:
Establish Strong Company Management Systems
Conflict Minerals Policy
During the Reporting Period, we continued to communicate our conflict minerals
policy ("Conflict Minerals Policy") to our supply chain. Our Conflict Minerals
Policy, which is publicly available at
www.uei.com/conflict-minerals
affirms that the Company takes its corporate responsibility seriously and that
it is the Company's goal to only use conflict minerals in its products that
are sourced responsibly. Furthermore, we maintained a public email address
(UEIConflictMinerals@uei.com) for general inquiries and feedback regarding our
conflict minerals program.
Internal Team to Support Supply Chain Due Diligence
The Company has established an internal team to manage conflict minerals
engagement with its suppliers. The team is comprised of individuals
representing the functional areas of procurement, product quality,
manufacturing and compliance within each of our domestic and international
business units. The Company's team of subject matter experts is responsible
for reaching out to the Company's supplier base on an ongoing basis to collect
information, including CMRTs, regarding the presence and sourcing of conflict
minerals in products supplied to the Company.
Measures Taken to Strengthen Company Engagement With Suppliers
The Company continually strives to increase its supply chain transparency and
identify risks within its supply chain. The Company is committed to conducting
business in a socially responsible manner and is determined to partner with
suppliers who are similarly committed. The Company engages in quality
assessments with its suppliers on an annual basis. Through this process, the
Company is able to remain engaged with its supply base from a quality and
compliance perspective.
The Company also maintains its commitment to the responsible sourcing of
conflict minerals through the use of specific provisions in its purchase
orders. When engaging inventory suppliers who may supply us with products
containing conflict minerals, we include a provision in the "terms and
conditions" section of our purchase orders that requires the supplier to
represent to us that all products supplied to the Company are free of conflict
minerals or if the supplier is unable to make this representation that the
supplier will work with the Company to be able to make this representation or
obtain sourcing information to enable the Company to accurately identify the
source of Subject Minerals contained in the products provided by the supplier,
with the understanding that all products supplied will be free of conflict
minerals. Further, suppliers are required to cooperate with the Company's
periodic requests to capture information regarding the source of Subject
Minerals in products provided to the Company.
RCOI Data Management
We utilize a comprehensive conflict minerals data management tool that tracks
communications with direct suppliers, houses RCOI and due diligence
information, automates the validation of direct supplier CMRT data received
and consolidates direct supplier CMRT information for analysis and reporting.
This tool has enabled us to be both more efficient and more effective in the
collection of conflict minerals information from our suppliers.
2
-------------------------------------------------------------------------------
Identify and Assess Risks in the Supply Chain
As discussed above, we are assessing our supply chain risks and are working
with our suppliers in developing greater supply chain transparency. The most
significant element of understanding our supply chain and making these
assessments is obtaining CMRTs from our direct suppliers and analyzing these
CMRT responses on both an individual and an aggregated basis.
Design and Implement a Strategy to Respond to Identified Risks
We are committed to maintaining high standards of corporate responsibility
through our compliance with Form SD. During the Reporting Period, we worked to
address any significant due diligence findings as they arose. For example, as
noted above, we conducted additional due diligence for certain Covered
Suppliers who provided inadequate or incomplete initial responses to the RCOI.
Our risk assessment procedures will continue to evolve as circumstances
warrant. See "Additional Due Diligence and Risk Mitigation" below for
additional detail.
Carry out Independent Third-Party Audit of Supply Chain Due Diligence at
Identified Points in the Supply Chain
Where possible, we have relied on third party assurances and certifications.
For example, we accept as reliable any smelter that is compliant with the RMI
Responsible Minerals Assurance Process ("RMAP"). To the extent that other
audited supplier certifications are provided to us, we will consider reliance
on such certifications on a case-by-case basis.
Report Annually on Supply Chain Due Diligence
This report and related Form SD are publicly available at
investors.uei.com/financials#sec-filings
and meets the OECD recommendation to report annually on supply chain due
diligence.
3.
Due Diligence Results
The Company manufactures products that may contain conflict minerals. Based on
the information obtained pursuant to the RCOI and due diligence process
described above, the Company determined that certain of the Subject Minerals
were from "recycled or scrap sources" (as such term is defined in Form SD).
Additionally, the Company compiled the list in Table 1 below of verified
smelters that provided certain of the Subject Minerals.
Although the Company obtained information regarding the smelters used by the
Covered Suppliers to process certain conflict minerals during the Reporting
Period, as well as the countries of origin for such conflict minerals, in a
number of cases the Covered Suppliers provided conflict mineral information at
a company-wide level, rather than with respect to the specific products
supplied to the Company. As a result, in these cases we were unable to
conclude whether conflict minerals from smelters listed by these Covered
Suppliers were actually used in the Company's products and thus have not
included these smelters in the list in Table 1, nor have we included country
of origin information provided by these particular Covered Suppliers in the
country of origin information below Table 1. As discussed above, we are
assessing our supply chain risks and are working with our suppliers in
developing greater supply chain transparency.
3
-------------------------------------------------------------------------------
Table 1
List of Verified Smelters
Metal Smelter Name
Columbite-Tantalite (Coltan/Tantalum) 5D Production OU
AMG Brasil
Changsha South Tantalum Niobium Co., Ltd.
D Block Metals, LLC
F&X Electro-Materials Ltd.
FIR Metals & Resource Ltd.
Ganzhou Huaxing Tungsten Products Co., Ltd.
Global Advanced Metals Aizu
Global Advanced Metals Boyertown
Hengyang King Xing Lifeng New Materials Co., Ltd.
Jiangxi Dinghai Tantalum & Niobium Co., Ltd.
Jiangxi Tuohong New Raw Material
JiuJiang JinXin Nonferrous Metals Co., Ltd.
Jiujiang Tanbre Co., Ltd.
Jiujiang Zhongao Tantalum & Niobium Co., Ltd.
KEMET de Mexico
Materion Newton Inc.
Metallurgical Products India Pvt., Ltd.
Mineracao Taboca S.A.
Mitsui Mining and Smelting Co., Ltd.
Ningxia Orient Tantalum Industry Co., Ltd.
NPM Silmet AS
QSIL Metals Hermsdorf GmbH
QuantumClean
Resind Industria e Comercio Ltda.
RFH Yancheng Jinye New Material Technology Co., Ltd.
Solikamsk Magnesium Works OAO
Taki Chemical Co., Ltd.
TANIOBIS Co., Ltd.
TANIOBIS GmbH
TANIOBIS Japan Co., Ltd.
TANIOBIS Smelting GmbH & Co. KG
Telex Metals
Ulba Metallurgical Plant JSC
XIMEI RESOURCES (GUANGDONG) LIMITED
XinXing HaoRong Electronic Material Co., Ltd.
Yanling Jincheng Tantalum & Niobium Co., Ltd.
Cassiterite (Tin) Alpha
An Vinh Joint Stock Mineral Processing Company
Aurubis Beerse
Aurubis Berango
Chenzhou Yunxiang Mining and Metallurgy Co., Ltd.
Chifeng Dajingzi Tin Industry Co., Ltd.
China Tin Group Co., Ltd.
CRM Fundicao De Metais E Comercio De Equipamentos Eletronicos Do Brasil Ltda
CRM Synergies
CV Ayi Jaya
CV Venus Inti Perkasa
Dongguan CiEXPO Environmental Engineering Co., Ltd.
Dowa
DS Myanmar
Electro-Mechanical Facility of the Cao Bang Minerals & Metallurgy Joint Stock Company
EM Vinto
Estanho de Rondonia S.A.
Fabrica Auricchio Industria e Comercio Ltda.
Fenix Metals
Gejiu City Fuxiang Industry and Trade Co., Ltd.
Gejiu Kai Meng Industry and Trade LLC
Gejiu Non-Ferrous Metal Processing Co., Ltd.
Gejiu Yunxin Nonferrous Electrolysis Co., Ltd.
Gejiu Zili Mining And Metallurgy Co., Ltd.
Guangdong Hanhe Non-Ferrous Metal Co., Ltd. Jiangxi New Nanshan Technology Ltd.
Luna Smelter, Ltd.
4
-------------------------------------------------------------------------------
Metal Smelter Name
Cassiterite (Tin) (continued) Magnu's Minerais Metais e Ligas Ltda.
Malaysia Smelting Corporation (MSC)
Melt Metais e Ligas S.A.
Metallic Resources, Inc.
Mineracao Taboca S.A.
Minsur
Mitsubishi Materials Corporation
Modeltech Sdn Bhd
Nghe Tinh Non-Ferrous Metals Joint Stock Company
Novosibirsk Tin Combine
O.M. Manufacturing (Thailand) Co., Ltd.
O.M. Manufacturing Philippines, Inc.
Operaciones Metalurgicas S.A.
Pongpipat Company Limited
Precious Minerals and Smelting Limited
PT Aries Kencana Sejahtera
PT Artha Cipta Langgeng
PT ATD Makmur Mandiri Jaya
PT Babel Inti Perkasa
PT Babel Surya Alam Lestari
PT Bangka Prima Tin
PT Bangka Serumpun
PT Bangka Tin Industry
PT Belitung Industri Sejahtera
PT Bukit Timah
PT Cipta Persada Mulia
PT Menara Cipta Mulia
PT Mitra Stania Prima
PT Mitra Sukses Globalindo
PT Panca Mega Persada
PT Premium Tin Indonesia
PT Prima Timah Utama
PT Putera Sarana Shakti (PT PSS)
PT Rajawali Rimba Perkasa
PT Refined Bangka Tin
PT Sariwiguna Binasentosa
PT Stanindo Inti Perkasa
PT Sukses Inti Makmur (SIM)
PT Timah Nusantara
PT Timah Tbk Kundur
PT Timah Tbk Mentok
PT Tinindo Inter Nusa
PT Tirus Putra Mandiri
PT Tommy Utama
Resind Industria e Comercio Ltda.
Rui Da Hung
Super Ligas
Thai Nguyen Mining and Metallurgy Co., Ltd.
Thaisarco
Tin Smelting Branch of Yunnan Tin Co., Ltd.
Tin Technology & Refining
Tuyen Quang Non-Ferrous Metals Joint Stock Company
VQB Mineral and Trading Group JSC
White Solder Metalurgia e Mineracao Ltda.
Yunnan Chengfeng Non-ferrous Metals Co., Ltd.
Yunnan Yunfan Non-ferrous Metals Co., Ltd.
5
-------------------------------------------------------------------------------
Gold 8853 S.p.A.
ABC Refinery Pty Ltd.
Abington Reldan Metals, LLC
Advanced Chemical Company
African Gold Refinery
Agosi AG
Aida Chemical Industries Co., Ltd.
Al Etihad Gold Refinery DMCC
Albino Mountinho Lda.
Alexy Metals
Almalyk Mining and Metallurgical Complex (AMMC)
AngloGold Ashanti Corrego do Sitio Mineracao
Argor-Heraeus S.A.
Asahi Pretec Corp.
Asahi Refining Canada Ltd.
Asahi Refining USA Inc.
Asaka Riken Co., Ltd.
Atasay Kuyumculuk Sanayi Ve Ticaret A.S.
AU Traders and Refiners
Augmont Enterprises Private Limited
Aurubis AG
Bangalore Refinery
Bangko Sentral ng Pilipinas (Central Bank of the Philippines)
Boliden Ronnskar
C. Hafner GmbH + Co. KG
C.I Metales Procesados Industriales SAS
Caridad
CCR Refinery - Glencore Canada Corporation
Cendres + Metaux S.A.
CGR Metalloys Pvt Ltd.
Chimet S.p.A.
Chugai Mining
Daye Non-Ferrous Metals Mining Ltd.
Degussa Sonne / Mond Goldhandel GmbH
Dijllah Gold Refinery FZC
Dongwu Gold Group
Dowa
DSC (Do Sung Corporation)
Eco-System Recycling Co., Ltd. East Plant
Eco-System Recycling Co., Ltd. North Plant
Eco-System Recycling Co., Ltd. West Plant
Emerald Jewel Industry India Limited (Unit 1)
Emerald Jewel Industry India Limited (Unit 2)
Emerald Jewel Industry India Limited (Unit 3)
Emerald Jewel Industry India Limited (Unit 4)
Emirates Gold DMCC
F&X Electro-Materials Ltd.
Fidelity Printers and Refiners Ltd.
Fujairah Gold FZC
Geib Refining Corporation
GGC Gujrat Gold Centre Pvt. Ltd.
Gold by Gold Colombia
Gold Coast Refinery
Gold Refinery of Zijin Mining Group Co., Ltd.
Great Wall Precious Metals Co., Ltd. of CBPM
Guangdong Jinding Gold Limited
Guoda Safina High-Tech Environmental Refinery Co., Ltd.
Hangzhou Fuchunjiang Smelting Co., Ltd.
Heimerle + Meule GmbH
Heraeus Germany GmbH Co. KG
Heraeus Metals Hong Kong Ltd.
Hunan Chenzhou Mining Co., Ltd.
Hunan Guiyang yinxing Nonferrous Smelting Co., Ltd.
HwaSeong CJ CO., LTD.
Industrial Refining Company
Inner Mongolia Qiankun Gold and Silver Refinery Share Co., Ltd.
International Precious Metal Refiners
Ishifuku Metal Industry Co., Ltd.
6
-------------------------------------------------------------------------------
Metal Smelter Name
Gold (continued) Istanbul Gold Refinery
Italpreziosi
JALAN & Company
Japan Mint
Jiangxi Copper Co., Ltd.
JSC Ekaterinburg Non-Ferrous Metal Processing Plant
JSC Novosibirsk Refinery
JSC Uralelectromed
JX Nippon Mining & Metals Co., Ltd.
K.A. Rasmussen
Kaloti Precious Metals
Kazakhmys Smelting LLC
Kazzinc
Kennecott Utah Copper LLC
KGHM Polska Miedz Spolka Akcyjna
Kojima Chemicals Co., Ltd.
Korea Zinc Co., Ltd.
Kundan Care Products Ltd.
Kyrgyzaltyn JSC
Kyshtym Copper-Electrolytic Plant ZAO
L'azurde Company For Jewelry
Lingbao Gold Co., Ltd.
Lingbao Jinyuan Tonghui Refinery Co., Ltd.
L'Orfebre S.A.
LS MnM Inc.
LT Metal Ltd.
Luoyang Zijin Yinhui Gold Refinery Co., Ltd.
Marsam Metals
Materion
Matsuda Sangyo Co., Ltd.
MD Overseas
Metal Concentrators SA (Pty) Ltd.
Metallix Refining Inc.
Metalor Technologies (Hong Kong) Ltd.
Metalor Technologies (Singapore) Pte., Ltd.
Metalor Technologies (Suzhou) Ltd.
Metalor Technologies S.A.
Metalor USA Refining Corporation
Metalurgica Met-Mex Penoles S.A. De C.V.
Mitsubishi Materials Corporation
Mitsui Mining and Smelting Co., Ltd.
MKS PAMP SA
MMTC-PAMP India Pvt., Ltd.
Modeltech Sdn Bhd
Morris and Watson
Moscow Special Alloys Processing Plant
Nadir Metal Rafineri San. Ve Tic. A.S.
Navoi Mining and Metallurgical Combinat
NH Recytech Company
Nihon Material Co., Ltd.
Ogussa Osterreichische Gold- und Silber-Scheideanstalt GmbH
Ohura Precious Metal Industry Co., Ltd.
OJSC "The Gulidov Krasnoyarsk Non-Ferrous Metals Plant" (OJSC Krastsvetmet)
Pease & Curren
Penglai Penggang Gold Industry Co., Ltd.
Planta Recuperadora de Metales SpA
Prioksky Plant of Non-Ferrous Metals
PT Aneka Tambang (Persero) Tbk
PX Precinox S.A.
QG Refining, LLC
Rand Refinery (Pty) Ltd.
Refinery of Seemine Gold Co., Ltd.
REMONDIS PMR B.V.
Royal Canadian Mint
SAAMP
Sabin Metal Corp.
7
-------------------------------------------------------------------------------
Metal Smelter Name
Gold (continued) Safimet S.p.A
SAFINA A.S.
Sai Refinery
Samduck Precious Metals
Samwon Metals Corp.
Sancus ZFS (L'Orfebre, SA)
Sellem Industries Ltd.
SEMPSA Joyeria Plateria S.A.
Shandong Gold Smelting Co., Ltd.
Shandong Humon Smelting Co., Ltd.
Shandong Tiancheng Biological Gold Industrial Co., Ltd.
Shandong Zhaojin Gold & Silver Refinery Co., Ltd.
Shenzhen CuiLu Gold Co., Ltd.
Shenzhen Zhonghenglong Real Industry Co., Ltd.
Shirpur Gold Refinery Ltd.
Sichuan Tianze Precious Metals Co., Ltd.
Singway Technology Co., Ltd.
SOE Shyolkovsky Factory of Secondary Precious Metals
Solar Applied Materials Technology Corp.
Sovereign Metals
State Research Institute Center for Physical Sciences and Technology
Sudan Gold Refinery
Sumitomo Metal Mining Co., Ltd.
SungEel HiMetal Co., Ltd.
Super Dragon Technology Co., Ltd.
T.C.A S.p.A
Tanaka Kikinzoku Kogyo K.K.
Tokuriki Honten Co., Ltd.
Tongling Nonferrous Metals Group Co., Ltd.
TOO Tau-Ken-Altyn
Torecom
Umicore Precious Metals Thailand
Umicore S.A. Business Unit Precious Metals Refining
United Precious Metal Refining, Inc.
Valcambi S.A.
WEEEREFINING
Western Australian Mint (T/a The Perth Mint)
WIELAND Edelmetalle GmbH
Yamakin Co., Ltd.
Yokohama Metal Co., Ltd.
Yunnan Copper Industry Co., Ltd.
Zhongyuan Gold Smelter of Zhongjin Gold Corporation
8
-------------------------------------------------------------------------------
Wolframite (Tungsten) A.L.M.T. Corp.
ACL Metais Eireli
Albasteel Industria e Comercio de Ligas Para Fundicao Ltd.
Artek LLC
Asia Tungsten Products Vietnam Ltd.
China Molybdenum Tungsten Co., Ltd.
Chongyi Zhangyuan Tungsten Co., Ltd.
CNMC (Guangxi) PGMA Co., Ltd.
Cronimet Brasil Ltda
DONGKUK INDUSTRIES CO., LTD.
Fujian Ganmin RareMetal Co., Ltd.
Fujian Xinlu Tungsten Co., Ltd.
Ganzhou Haichuang Tungsten Co., Ltd.
Ganzhou Huaxing Tungsten Products Co., Ltd.
Ganzhou Jiangwu Ferrotungsten Co., Ltd.
Ganzhou Seadragon W & Mo Co., Ltd.
Global Tungsten & Powders LLC
Guangdong Xianglu Tungsten Co., Ltd.
H.C. Starck Group
H.C. Starck Tungsten GmbH
HANNAE FOR T Co., Ltd.
Hubei Green Tungsten Co., Ltd.
Hunan Chenzhou Mining Co., Ltd.
Hunan Jintai New Material Co., Ltd.
Hunan Shizhuyuan Nonferrous Metals Co., Ltd. Chenzhou Tungsten Products Branch
Hydrometallurg, JSC
Japan New Metals Co., Ltd.
Jiangwu H.C. Starck Tungsten Products Co., Ltd.
Jiangxi Gan Bei Tungsten Co., Ltd.
Jiangxi Minmetals Gao'an Non-ferrous Metals Co., Ltd.
Jiangxi Tonggu Non-ferrous Metallurgical & Chemical Co., Ltd.
Jiangxi Xinsheng Tungsten Industry Co., Ltd.
Jiangxi Yaosheng Tungsten Co., Ltd.
JSC "Kirovgrad Hard Alloys Plant"
Kennametal Fallon
Kennametal Huntsville
Lianyou Metals Co., Ltd.
LLC Vostok
Malipo Haiyu Tungsten Co., Ltd.
Masan High-Tech Materials
Moliren Ltd.
Niagara Refining LLC
NPP Tyazhmetprom LLC
OOO "Technolom" 1
OOO "Technolom" 2
Philippine Chuangxin Industrial Co., Inc.
TANIOBIS Smelting GmbH & Co. KG
Tungsten Vietnam Joint Stock Company
Unecha Refractory metals plant
Wolfram Bergbau und Hutten AG
Xiamen Tungsten (H.C.) Co., Ltd.
Xiamen Tungsten Co., Ltd.
Xinfeng Huarui Tungsten & Molybdenum New Material Co., Ltd.
YUDU ANSHENG TUNGSTEN CO., LTD.
Based on the information obtained pursuant to the RCOI and due diligence
process described above, the Company does not have sufficient information,
with respect to the Subject Minerals, to determine the country of origin of
all such Subject Minerals; however, based on the information that has been
obtained, the Company has reasonably determined that countries of origin of
the Subject Minerals include the following countries: Angola, Argentina,
Australia, Austria, Belgium, Bolivia, Brazil, Burundi, Cambodia, Canada,
Central African Republic, Chile, China, Colombia, Czechia, Democratic Republic
of the Congo, Djibouti, Ecuador, Egypt, Estonia, Ethiopia, France, Germany,
Ghana, Guyana, Hungary, India, Indonesia, Ireland, Israel, Ivory Coast, Japan,
Kazakhstan, Kenya, Korea, Laos, Luxembourg, Madagascar, Malaysia, Mongolia,
Morocco, Mozambique, Myanmar, Namibia, Netherlands, Nigeria, Peru,
Philippines, Portugal, Russia, Rwanda, Sierra Leone, Singapore, Slovakia,
South Africa, South Sudan, Spain, Suriname, Switzerland, Taiwan, Tanzania,
Thailand, Uganda, the United Kingdom, the United States, Vietnam and Zimbabwe.
9
-------------------------------------------------------------------------------
4.
Additional Due Diligence and Risk Mitigation
The Company expects to continually improve its supply chain due diligence
efforts to mitigate the risk that the necessary Subject Minerals in its
products benefit armed groups in the Covered Countries. Such measures include,
but are not limited to:
.
assessing the presence of conflict minerals in its supply chain;
.
clearly communicating expectations with regard to supplier performance,
transparency and sourcing;
.
providing internal and external education programs about the Company's
responsible sourcing efforts and programs;
.
increasing the quality of information in responses for the RCOI process;
.
embedding the RCOI process into the Company's compliance processes such as the
onboarding of new suppliers and quality reviews of existing suppliers; and
.
continuing to compare RCOI results to information collected via independent
validation programs such as the RMI RMAP.
10
{graphic omitted}