UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM SD
SPECIALIZED DISCLOSURE REPORT
ReWalk Robotics Ltd.
(Exact name of registrant as specified in its charter)
| State of Israel | 001-36612 | Not applicable | ||
| (State or other jurisdiction of | (Commission file number) | (IRS Employer Identification No.) | ||
| incorporation or organization) |
| 3 Hatnufa Street, Floor 6, Yokneam Ilit, Israel | 2069203 | ||
| (Address of principal executive offices) | (Zip Code) |
Kevin Hershberger, telephone: +972.4.952.0123
(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, 2016.
Section 1- Conflict Minerals Disclosures
Item 1.01 – Conflict Minerals Disclosure and Report
Introduction
This Specialized Disclosure Form (“Form SD”) of ReWalk Robotics Ltd. (the “Company,” “we,” or “us”) is filed pursuant to Rule 13p-1 (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended (the “1934 Act”), for the reporting period from January 1, 2016 to December 31, 2016.
The Rule requires disclosure of certain information when a company manufactures or contracts to manufacture products for which the minerals specified in the Rule are necessary to the functionality or production of those products. The specified minerals are gold, columbite-tantalite (coltan), cassiterite and wolframite, including their derivatives, which are limited to tantalum, tin and tungsten (collectively, the “Conflict Minerals”), that originated in the Democratic Republic of the Congo (“DRC”) and certain adjoining countries (collectively with the DRC, the “Covered Countries”).
Conclusion Based on Reasonable Country of Origin Inquiry
In accordance with the Rule, the Company has concluded in good faith that during the year ended December 31, 2016:
| · | Certain of the Company’s operations manufactured, or contracted to manufacture, products (the “Covered Products”) for which the Conflict Minerals are necessary to the functionality or production of those products. |
| · | Based on the Company’s good faith reasonable country of origin inquiry regarding the Conflict Minerals, which was designed to determine whether any of the Conflict Minerals contained in the Company’s Covered Products originated in the Covered Countries and whether any of the Conflict Minerals contained in the Covered Products are or may be from recycled or scrap sources, the Company had reason to believe that (i) the Conflict Minerals contained in its Covered Products may have originated in the Covered Countries and (ii) such Conflict Minerals may not be from recycled or scrap sources. |
On the basis of these conclusions, the Company proceeded to exercise due diligence with respect to the source and chain of custody of the Conflict Minerals contained in its Covered Products. The Conflict Minerals Report (the “CMR”) describing the Company’s due diligence efforts is attached as Exhibit 1.01 to this Form SD for the reporting period from January 1, 2016 to December 31, 2016. This CMR has not been subject to an independent private sector audit.
Conflict Minerals Disclosure
A copy of the Company’s CMR is filed as Exhibit 1.01 hereto, and is publicly available on the “Corporate Governance” page in the “Investor Relations” section of the Company’s website at http://ir.rewalk.com/phoenix.zhtml?c=253715&p=irol-irhome. Information contained on, or that can be accessed through, the Company’s website does not constitute a part of this Form SD or the attached CMR and is not incorporated by reference herein.
Item 1.02 Exhibit
As specified in Section 2, Item 2.01 of this Form SD, the Company is hereby filing its CMR as Exhibit 1.01 to this Form SD.
Section 2- Exhibits
Item 2.01 – Exhibits
Exhibit 1.01 — Conflict Minerals Report of ReWalk Robotics Ltd. for the year ended December 31, 2016, 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.
| ReWalk Robotics Ltd. | |||
| (Registrant) | |||
| /s/Kevin Hershberger | May 31, 2017 | ||
| Name: Kevin Hershberger | (Date) | ||
| Title: Chief Financial Officer |
Exhibit 1.01
Conflict Minerals Report of
ReWalk Robotics Ltd.
For the year ended December 31, 2016
Introduction
This is the Conflict Minerals Report (the “CMR”) of ReWalk Robotics Ltd. (the “Company,” “we” or “us”) for calendar year 2016 in accordance with Rule 13p-1 (the “Rule”) under the Securities Exchange Act of 1934, as amended (the “1934 Act”). The Rule requires disclosure of certain information when a registrant manufactures or contracts to manufacture products and the “Conflict Minerals” specified in the Rule are necessary to the functionality or production of those products (the “Covered Products”).
“Conflict Minerals” are defined as gold, columbite-tantalite (coltan), cassiterite and wolframite, including their derivatives, which are limited to tantalum, tin and tungsten. Tantalum, tin, tungsten and gold are collectively referred to as “3TG” for the purposes of this assessment. According to the Rule, if a registrant, based on a good faith reasonable country of origin inquiry regarding the Conflict Minerals, has reason to believe that (i) the Conflict Minerals contained in its Covered Products may have originated in the Democratic Republic of the Congo (“DRC”) or an adjoining country (collectively with the DRC, the “Covered Countries”) or (ii) such Conflict Minerals may not be from recycled or scrap sources, then the registrant must exercise due diligence on the source and chain of custody of the Conflict Minerals, and submit a conflict minerals report describing those due diligence measures.
Reasonable Country of Origin Inquiry
During the year ended December 31, 2016, we conducted a reasonable country of origin inquiry to determine whether any of the necessary 3TG originating in the Covered Countries can be found in our products. We held meetings with management from various departments to discuss the applicable definitions of “manufacturer” and/or “contract to manufacture.” By way of this process, we identified specific types of product parts that are affected by the 3TG and mapped them to their respective suppliers.
We developed a risk-based approach that focuses on our key suppliers involved in manufacturing the majority of our finished products. We identified 22 relevant suppliers. We requested that all identified suppliers provide information regarding the origin of the Conflict Minerals contained in products supplied using the Conflict Minerals Reporting Template (“CMRT”) developed by the Conflict-Free Sourcing Initiative (“CFSI”).
We reviewed the responses received, checked for inconsistencies, incomplete forms, and inaccurate responses, and sent reminders to suppliers who did not respond to our requests for information. We compared the smelters and refiners identified in the surveys against the lists of facilities which have received a conflict-free designation by the CFSI’s Conflict-Free Smelter Program (“CFSP”).
In accordance with the Rule, we concluded in good faith that during the year ended December 31, 2016:
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| · | Certain of our operations manufactured, or contracted to manufacture, products for which Conflict Minerals are necessary to the functionality or production of those products. |
| · | Based on our good faith reasonable country of origin inquiry regarding the Conflict Minerals, which was designed to determine whether any of the Conflict Minerals contained in our Covered Products originated in the Covered Countries and whether any of the Conflict Minerals contained in the Covered Products are or may be from recycled or scrap sources, we had reason to believe that (i) the Conflict Minerals contained in our Covered Products may have originated in the Covered Countries and (ii) such Conflict Minerals may not be from recycled or scrap sources. |
As a result, we exercised due diligence on the Conflict Minerals’ source and chain of custody and are filing this CMR with our Form SD to comply with the requirements of the Rule. This CMR has not been subject to an independent private sector audit. The due diligence measures performed by the Company are discussed below.
Part I. Company Overview and Description of the Company’s Products Covered by This Report
The Company is designing, developing and commercializing the ReWalk system, an innovative exoskeleton that allows wheelchair-bound persons with mobility impairments or other medical conditions to stand and walk once again. The ReWalk system consists of a light wearable brace support suit which integrates motors at the joints, rechargeable batteries, an array of sensors and a computer-based control system to power knee and hip movement. There are currently two types of products: ReWalk Personal and ReWalk Rehabilitation. ReWalk Personal is designed for everyday use by individuals at home and in their communities, and is custom fitted for each user. ReWalk Rehabilitation is designed for the clinical rehabilitation environment where it provides valuable exercise and therapy. It also enables individuals to evaluate their capacity for using the ReWalk Personal system in the future.
Part II. The Company’s Due Diligence Process
Design of Due Diligence
We have adopted a process in accordance with Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas: Third Edition (2016), including the related Supplements on Tin, Tantalum and Tungsten and on Gold published by the Organisation for Economic Co-Operation and Development (collectively, the “OECD Guidance”).
The design of our Conflict Minerals program is in conformity with the OECD Guidance, specifically as it relates to our position in the minerals supply chain as a company that is several levels removed from the actual mining of Conflict Minerals (i.e., a “downstream company”). We do not make direct purchases of raw ore or unrefined Conflict Minerals. Summarized below are the design components of our Conflict Minerals program as they relate to the five-step framework set forth in the OECD Guidance:
Due Diligence Performed
Step 1. Establish Strong Company Management Systems
Adopt and commit to a supply chain policy for minerals from conflict-affected and high-risk areas.
We have adopted our Conflict Minerals Policy (the “Policy”) related to our sourcing of 3TG. Our Policy outlines our commitment to responsible sourcing and the requirements imposed on participants in our supply chain, and is available on the “Corporate Governance” page in the “Investor Relations” section of our website at http://ir.rewalk.com/phoenix.zhtml?c=253715&p=irol-irhome. Information contained on, or that can be accessed through, our website does not constitute a part of this CMR and is not incorporated by reference herein.
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Structure internal management systems to support supply chain due diligence.
We provide, from time to time as necessary, training on the relevant Rule and process for relevant employees (e.g., purchasing, legal and finance).
Establish a system of controls and transparency over the Conflict Minerals supply chain.
We have implemented a supply chain system of controls and transparency through the use of due diligence tools created by the CFSI. These tools include, as discussed in “Step 2” below, the CMRT designed to identify the smelters and refiners that process the necessary Conflict Minerals contained in our products. We have also adopted a process to maintain business records relating to 3TG due diligence, including retention of records of our due diligence processes, findings and resulting decisions for a period of five years.
Establish a Company-level grievance mechanism.
Our Policy includes a grievance procedure by which suppliers and other external parties may contact us should they wish to seek guidance or report concerns regarding Conflict Minerals.
Step 2. Identify and Assess Risks in the Supply Chain
Identify risks in the supply chain by identifying Company suppliers.
As explained above, we do not buy raw ore or unrefined Conflict Minerals directly from refiners, smelters or mines. Our supply chain with respect to the Covered Products is complex, with multiple intermediaries and third parties in the supply chain between the manufacturing of the Covered Products and the original sources of the necessary Conflict Minerals. Because we believe that the smelters and refiners of the Conflict Minerals are best situated to identify the sources of Conflict Minerals, we rely on our direct suppliers to provide information on the origin of the Conflict Minerals contained in components and materials supplied to us.
As discussed above under “Reasonable Country of Origin Inquiry” and “Part I. Company Overview and Description of the Company’s Products Covered by This Report,” we identified our Covered Products falling within the scope of the Rule (i.e., products which were manufactured or contracted to be manufactured by us) during the 2016 calendar year. Based on these Covered Products, we were able to identify the suppliers from which we purchase components or materials for the Covered Products that may include Conflict Minerals. We identified 22 relevant suppliers whose products may contain 3TG.
Request Conflict Minerals Reporting Templates (CMRTs) from suppliers.
We surveyed these 22 suppliers to identify the 3TG contained in the products they supply us with, the smelters and refiners that process the 3TG and the country of origin of such 3TG. The survey was conducted by utilizing the CMRT. We utilize this CFSI reporting template to collect data and information from our suppliers in order to identify the origins of 3TG in our supply chain. We received responses from 11 suppliers (50%).
| 3 |
Analyze surveys for CFSI compliant and active smelters and refiners.
We compared smelters/refiners identified by the supply chain survey against the CFSI’s Conflict-Free Smelter List, which lists all facilities that have received a “conflict-free compliant” designation from the CFSI. We reviewed all of the responses to determine whether smelters and refiners identified in our supply chain obtained a designation of “conflict-free compliant” or “active” from the CFSI.
To compile its list, the CFSI employs independent third-party auditors to audit the source, including mines of origin and chains of custody, of the Conflict Minerals processed by smelters and refiners which agree to undergo an audit. A smelter or refiner receives a “conflict-free compliant” designation from the CFSI if (i) the audited smelter or refiner adheres to the CFSP’s assessment protocols by disclosing to auditors the identities and locations of the mines from which it sources Conflict Minerals and (ii) the independent auditor verifies separately that the smelter’s or refiner’s Conflict Minerals originated from conflict-free sources. The CFSI Conflict-Free Smelter List provides the names, locations and links to Conflict Minerals policies of all smelters and refiners deemed compliant with the CFSP’s assessment protocols. Smelters and refiners labeled as “active” have committed to undergo an audit which remains in progress. These “active” smelters and refiners may be at various stages of the audit cycle, anywhere from completing the necessary documents to scheduling the audit date to enacting corrective actions in the post-audit phase. Smelters or refiners may not retain their “active” status if they are unresponsive to requests for re-audit or corrective action past a certain time.
Of the CMRT responses we received from suppliers, some included incomplete responses as well as inconsistencies and inaccuracies within the reported data. In such cases, we contacted the suppliers directly in an effort to secure revised responses. Through this process, we have identified, to the best of our efforts, the smelters/refiners in our supply chain and country of origin information for the smelters and refiners identified by the supply chain survey.
Step 3. Design and Implement a Strategy to Respond to Identified Risks
We are working to improve our due diligence processes with respect to 3TG. Our risk mitigation efforts during 2016 included those discussed in this section.
Participate in existing industry conflict minerals initiatives.
In light of the complexity of our and our suppliers’ supply chains, we are currently unable to assess adequately all of the risks in our supply chain. However, we continue to engage with suppliers to obtain current, accurate and complete information about our supply chain through the use of the CMRT and to improve due diligence efforts to ensure responsible sourcing in compliance with our Policy.
Report findings to designated senior management.
The Company’s senior management, including our Chief Financial Officer, is briefed periodically about our supply chain due diligence efforts, risk analysis results and mitigation efforts.
| 4 |
Devise, adopt and implement a risk management plan and monitor risk mitigation efforts.
We also periodically review our progress, assess identified risks and determine follow-up action, as follows:
| · | We follow up on inconsistent, incomplete, or inaccurate responses, and send reminders to suppliers who have not responded to our requests for information. |
| · | Suppliers that source from smelters from the Covered Countries, where such smelters are not certified by the CFSP, are contacted and are asked to submit more information about their sourcing practices, including a corrective action plan. |
Step 4. Carry Out Independent Third-Party Audit of Smelter/Refiner’s Due Diligence Practices
We do not have a direct relationship with 3TG smelters and refiners. Therefore, we do not perform direct audits of these entities within our supply chain, but rely on the efforts of organizations such as the CFSI.
Step 5. Report Annually on Supply Chain Due Diligence
Our supply chain due diligence efforts are described in this CMR. We have filed this CMR in accordance with the Rule by submitting to the U.S. Securities and Exchange Commission a Form SD attaching this CMR. This CMR is also available on our website at http://ir.rewalk.com/phoenix.zhtml?c=253715&p=irol-irhome.
Part III. The Company’s Due Diligence Findings and Conclusions
Our Conflict Minerals process, as described above, allowed us to identify in-scope products and the corresponding suppliers. These 22 identified suppliers were surveyed using the CMRT. We received survey responses from approximately 50% of our suppliers. The results from the surveys did not allow us to make definitive conclusions as to the source of any potential Conflict Minerals.
Facilities Used to Process the Conflict Minerals in the Covered Products
Based on the information provided by our suppliers as well as by CFSI, as of the date of this CMR, we believe that the facilities that may have been used to process the Conflict Minerals in our products may include the smelters and refiners listed in Annex I hereto.
Countries of Origin of the Conflict Minerals in the Covered Products
Based on the information provided by our suppliers as well as by CFSI, as of the date of this CMR, we believe that the mine countries of origin of the Conflict Minerals contained in our products may include one or more of the countries listed in Annex II hereto.
We can only provide reasonable, not absolute, assurance regarding the source and chain of custody of the Conflict Minerals in our Covered Products, since the information comes from direct and secondary suppliers and the CFSI. Information gathered from our suppliers is not on a continuous, real-time basis. Despite our efforts to follow up with certain suppliers, we did not receive responses from all suppliers, and the suppliers who responded showed varying degrees of cooperation with our inquiries.
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Part IV. Implementation of Strategies to Respond to Identified Risks and Future Steps
We have taken, and intend to continue taking, steps to improve our due diligence processes and to minimize the risk that our necessary Conflict Minerals benefit armed groups. Going forward, we will continue working with our global supply chain to ensure responsible sourcing and assure compliance with applicable regulations through the following steps:
| 1. | Contacting from time to time, as is reasonably required, direct suppliers that do not respond to the supply chain survey by a specified date, requesting their responses. |
| 2. | Comparing, as is reasonably required, applicable smelters and refiners identified by the supply chain survey against the list of facilities that have received a “conflict-free” designation from the CFSI. |
| 3. | Making a good faith effort to enact terms and conditions related to Conflict Minerals in supplier contracts. |
Forward-Looking Statements
In addition to historical facts, this CMR contains forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, Section 21E of the 1934 Act, and the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. We have based these forward-looking statements on our current expectations and projections about future events. Forward-looking statements include information regarding further supplier engagement, due diligence and risk mitigation efforts and strategy, and involve certain risks and uncertainties. Actual results could differ materially from the forward looking statements. Words such as “expects,” “anticipates,” “intends,” variations of these words, and similar expressions are intended to identify such forward looking statements. Risks and uncertainties that could cause actual results to differ include, without limitation, risks and uncertainties associated with the progress of industry and other supply chain transparency and smelter or refiner validation programs for Conflict Minerals (including the possibility of inaccurate information, fraud and other irregularities), inadequate supplier education and knowledge, limitations on the ability or willingness of suppliers to provide more accurate, complete and detailed information and limitations on our ability to verify the accuracy or completeness of any supply chain information provided by suppliers and other factors discussed under the heading “Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2016, as amended, filed with the U.S. Securities and Exchange Commission and other documents subsequently filed with or furnished to the U.S. Securities and Exchange Commission. Any forward-looking statement made in this CMR speaks only as of the date hereof. Except as otherwise required by law, the Company undertakes no obligation to update publicly the information contained in this CMR, or any forward looking statements, to reflect new information, events or circumstances after the date they were made, or to reflect the occurrence of unanticipated events.
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Annex I
List of Identified Smelters or Refiners
| Metal | Smelter Name | Smelter Country | ||
| Gold | Bangalore Refinery | INDIA | ||
| Gold | Modeltech Sdn Bhd | MALAYSIA | ||
| Gold | Ögussa Österreichische Gold- und Silber-Scheideanstalt GmbH | AUSTRIA | ||
| Gold | WIELAND Edelmetalle GmbH | GERMANY | ||
| Gold | SAXONIA Edelmetalle GmbH | GERMANY | ||
| Gold | SAAMP | FRANCE | ||
| Gold | Tony Goetz NV | BELGIUM | ||
| Gold | Remondis Argentia B.V. | NETHERLANDS | ||
| Gold | T.C.A S.p.A | ITALY | ||
| Gold | Sudan Gold Refinery | SUDAN | ||
| Gold | Kaloti Precious Metals | UNITED ARAB EMIRATES | ||
| Gold | Emirates Gold DMCC | UNITED ARAB EMIRATES | ||
| Gold | Al Etihad Gold Refinery DMCC | UNITED ARAB EMIRATES | ||
| Gold | Fidelity Printers and Refiners Ltd. | ZIMBABWE | ||
| Gold | KGHM Polska Miedź Spółka Akcyjna | POLAND | ||
| Gold | MMTC-PAMP India Pvt., Ltd. | INDIA | ||
| Gold | Faggi Enrico S.p.A. | ITALY |
| 7 |
| Gold | Umicore Precious Metals Thailand | THAILAND | ||
| Gold | Guangdong Jinding Gold Limited | CHINA | ||
| Gold | Safina a.s. | CZECH REPUBLIC | ||
| Gold | Morris and Watson | NEW ZEALAND | ||
| Gold | Zijin Mining Group Co., Ltd. Gold Refinery | CHINA | ||
| Gold | Zhongyuan Gold Smelter of Zhongjin Gold Corporation | CHINA | ||
| Gold | Yokohama Metal Co., Ltd. | JAPAN | ||
| Gold | YAMAMOTO PRECIOUS METAL CO., LTD. | JAPAN | ||
| Gold | Western Australian Mint trading as The Perth Mint | AUSTRALIA | ||
| Gold | Valcambi S.A. | SWITZERLAND | ||
| Gold | Umicore S.A. Business Unit Precious Metals Refining | BELGIUM | ||
| Gold | Umicore Brasil Ltda. | BRAZIL | ||
| Gold | Tongling Nonferrous Metals Group Co., Ltd. | CHINA | ||
| Gold | Tokuriki Honten Co., Ltd. | JAPAN | ||
| Gold | The Refinery of Shandong Gold Mining Co., Ltd. | CHINA | ||
| Gold | Great Wall Precious Metals Co., Ltd. of CBPM | CHINA | ||
| Gold | Tanaka Kikinzoku Kogyo K.K. | JAPAN | ||
| Gold | Sumitomo Metal Mining Co., Ltd. | JAPAN | ||
| Gold | SOE Shyolkovsky Factory of Secondary Precious Metals | RUSSIAN FEDERATION |
| 8 |
| Gold | Sichuan Tianze Precious Metals Co., Ltd. | CHINA | ||
| Gold | Shandong Zhaojin Gold & Silver Refinery Co., Ltd. | CHINA | ||
| Gold | Shandong Tiancheng Biological Gold Industrial Co., Ltd. | CHINA | ||
| Gold | SEMPSA Joyería Platería S.A. | SPAIN | ||
| Gold | Schone Edelmetaal B.V. | NETHERLANDS | ||
| Gold | Royal Canadian Mint | CANADA | ||
| Gold | Rand Refinery (Pty) Ltd. | SOUTH AFRICA | ||
| Gold | PX Précinox S.A. | SWITZERLAND | ||
| Gold | PT Aneka Tambang (Persero) Tbk | INDONESIA | ||
| Gold | Prioksky Plant of Non-Ferrous Metals | RUSSIAN FEDERATION | ||
| Gold | Penglai Penggang Gold Industry Co., Ltd. | CHINA | ||
| Gold | PAMP S.A. | SWITZERLAND | ||
| Gold | OJSC "The Gulidov Krasnoyarsk Non-Ferrous Metals Plant" (OJSC Krastsvetmet) | RUSSIAN FEDERATION | ||
| Gold | Ohura Precious Metal Industry Co., Ltd. | JAPAN | ||
| Gold | Nihon Material Co., Ltd. | JAPAN | ||
| Gold | Navoi Mining and Metallurgical Combinat | UZBEKISTAN | ||
| Gold | Nadir Metal Rafineri San. Ve Tic. A.Ş. | TURKEY | ||
| Gold | Moscow Special Alloys Processing Plant | RUSSIAN FEDERATION | ||
| Gold | Mitsui Mining and Smelting Co., Ltd. | JAPAN |
| 9 |
| Gold | Mitsubishi Materials Corporation | JAPAN | ||
| Gold | Metalúrgica Met-Mex Peñoles S.A. De C.V. | MEXICO | ||
| Gold | Metalor Technologies S.A. | SWITZERLAND | ||
| Gold | Metalor Technologies (Singapore) Pte., Ltd. | SINGAPORE | ||
| Gold | Metalor Technologies (Hong Kong) Ltd. | CHINA | ||
| Gold | Metalor Technologies (Suzhou) Ltd. | CHINA | ||
| Gold | Matsuda Sangyo Co., Ltd. | JAPAN | ||
| Gold | Luoyang Zijin Yinhui Gold Refinery Co., Ltd. | CHINA | ||
| Gold | Lingbao Jinyuan Tonghui Refinery Co., Ltd. | CHINA | ||
| Gold | Lingbao Gold Co., Ltd. | CHINA | ||
| Gold | L'azurde Company For Jewelry | SAUDI ARABIA | ||
| Gold | Kyrgyzaltyn JSC | KYRGYZSTAN | ||
| Gold | Kojima Chemicals Co., Ltd. | JAPAN | ||
| Gold | Kazzinc | KAZAKHSTAN | ||
| Gold | Kazakhmys Smelting LLC | KAZAKHSTAN | ||
| Gold | JX Nippon Mining & Metals Co., Ltd. | JAPAN | ||
| Gold | JSC Uralelectromed | RUSSIAN FEDERATION | ||
| Gold | JSC Ekaterinburg Non-Ferrous Metal Processing Plant | RUSSIAN FEDERATION |
| 10 |
| Gold | Asahi Refining Canada Ltd. | CANADA | ||
| Gold | Jiangxi Copper Co., Ltd. | CHINA | ||
| Gold | Japan Mint | JAPAN | ||
| Gold | Istanbul Gold Refinery | TURKEY | ||
| Gold | Ishifuku Metal Industry Co., Ltd. | JAPAN | ||
| Gold | Inner Mongolia Qiankun Gold and Silver Refinery Share Co., Ltd. | CHINA | ||
| Gold | Hunan Chenzhou Mining Co., Ltd. | CHINA | ||
| Gold | Heraeus Precious Metals GmbH & Co. KG | GERMANY | ||
| Gold | Heraeus Ltd. Hong Kong | CHINA | ||
| Gold | Heimerle + Meule GmbH | GERMANY | ||
| Gold | Hangzhou Fuchunjiang Smelting Co., Ltd. | CHINA | ||
| Gold | Guoda Safina High-Tech Environmental Refinery Co., Ltd. | CHINA | ||
| Gold | Gansu Seemine Material Hi-Tech Co., Ltd. | CHINA | ||
| Gold | OJSC Novosibirsk Refinery | RUSSIAN FEDERATION | ||
| Gold | Eco-System Recycling Co., Ltd. | JAPAN | ||
| Gold | Dowa | JAPAN | ||
| Gold | DODUCO GmbH | GERMANY | ||
| Gold | Daye Non-Ferrous Metals Mining Ltd. | CHINA | ||
| Gold | Chugai Mining | JAPAN |
| 11 |
| Gold | Chimet S.p.A. | ITALY | ||
| Gold | Yunnan Copper Industry Co., Ltd. | CHINA | ||
| Gold | Cendres + Métaux S.A. | SWITZERLAND | ||
| Gold | CCR Refinery - Glencore Canada Corporation | CANADA | ||
| Gold | Caridad | MEXICO | ||
| Gold | C. Hafner GmbH + Co. KG | GERMANY | ||
| Gold | Boliden AB | SWEDEN | ||
| Gold | Bangko Sentral ng Pilipinas (Central Bank of the Philippines) | PHILIPPINES | ||
| Gold | Aurubis AG | GERMANY | ||
| Gold | Atasay Kuyumculuk Sanayi Ve Ticaret A.S. | TURKEY | ||
| Gold | Asaka Riken Co., Ltd. | JAPAN | ||
| Gold | Asahi Pretec Corp. | JAPAN | ||
| Gold | Argor-Heraeus S.A. | SWITZERLAND | ||
| Gold | AngloGold Ashanti Córrego do Sítio Mineração | BRAZIL | ||
| Gold | Almalyk Mining and Metallurgical Complex (AMMC) | UZBEKISTAN | ||
| Gold | Allgemeine Gold-und Silberscheideanstalt A.G. | GERMANY | ||
| Gold | Aida Chemical Industries Co., Ltd. | JAPAN | ||
| Gold | Asahi Refining USA Inc. | UNITED STATES OF AMERICA | ||
| Gold | DSC (Do Sung Corporation) | KOREA (REPUBLIC OF) |
| 12 |
| Gold | Elemetal Refining, LLC | UNITED STATES OF AMERICA | ||
| Gold | Kennecott Utah Copper LLC | UNITED STATES OF AMERICA | ||
| Gold | LS-NIKKO Copper Inc. | KOREA (REPUBLIC OF) | ||
| Gold | Materion | UNITED STATES OF AMERICA | ||
| Gold | Metalor USA Refining Corporation | UNITED STATES OF AMERICA | ||
| Gold | Republic Metals Corporation | UNITED STATES OF AMERICA | ||
| Gold | Samduck Precious Metals | KOREA (REPUBLIC OF) | ||
| Gold | Singway Technology Co., Ltd. | TAIWAN, PROVINCE OF CHINA | ||
| Gold | Solar Applied Materials Technology Corp. | TAIWAN, PROVINCE OF CHINA | ||
| Gold | Torecom | KOREA (REPUBLIC OF) | ||
| Gold | United Precious Metal Refining, Inc. | UNITED STATES OF AMERICA | ||
| Gold | Sabin Metal Corp. | UNITED STATES OF AMERICA | ||
| Gold | Geib Refining Corporation | UNITED STATES OF AMERICA | ||
| Gold | HwaSeong CJ Co., Ltd. | KOREA (REPUBLIC OF) | ||
| Gold | Samwon Metals Corp. | KOREA (REPUBLIC OF) | ||
| Gold | So Accurate Group, Inc. | UNITED STATES OF AMERICA | ||
| Gold | Advanced Chemical Company | UNITED STATES OF AMERICA | ||
| Gold | AU Traders and Refiners | SOUTH AFRICA | ||
| Gold | AURA-II | UNITED STATES OF AMERICA |
| 13 |
| Gold | Daejin Indus Co., Ltd. | KOREA (REPUBLIC OF) | ||
| Gold | Gujarat Gold Centre | INDIA | ||
| Gold | Korea Zinc Co., Ltd. | KOREA (REPUBLIC OF) | ||
| Gold | Sai Refinery | INDIA | ||
| Gold | TOO Tau-Ken-Altyn | KAZAKHSTAN | ||
| Gold | Universal Precious Metals Refining Zambia | ZAMBIA | ||
| Gold | Faggi Enrico S.p.A. | ITALY | ||
| Tantalum | Jiangxi Tuohong New Raw Material | CHINA | ||
| Tantalum | Resind Indústria e Comércio Ltda. | BRAZIL | ||
| Tantalum | Global Advanced Metals Aizu | JAPAN | ||
| Tantalum | Plansee SE Reutte | AUSTRIA | ||
| Tantalum | H.C. Starck Smelting GmbH & Co. KG | GERMANY | ||
| Tantalum | H.C. Starck Ltd. | JAPAN | ||
| Tantalum | H.C. Starck Hermsdorf GmbH | GERMANY | ||
| Tantalum | H.C. Starck GmbH Laufenburg | GERMANY | ||
| Tantalum | H.C. Starck GmbH Goslar | GERMANY | ||
| Tantalum | H.C. Starck Co., Ltd. | THAILAND | ||
| Tantalum | Plansee SE Liezen | AUSTRIA | ||
| Tantalum | KEMET Blue Metals | MEXICO |
| 14 |
| Tantalum | Jiangxi Dinghai Tantalum & Niobium Co., Ltd. | CHINA | ||
| Tantalum | XinXing HaoRong Electronic Material Co., Ltd. | CHINA | ||
| Tantalum | Jiujiang Zhongao Tantalum & Niobium Co., Ltd. | CHINA | ||
| Tantalum | FIR Metals & Resource Ltd. | CHINA | ||
| Tantalum | Hengyang King Xing Lifeng New Materials Co., Ltd. | CHINA | ||
| Tantalum | Yichun Jin Yang Rare Metal Co., Ltd. | CHINA | ||
| Tantalum | Ulba Metallurgical Plant JSC | KAZAKHSTAN | ||
| Tantalum | Taki Chemicals | JAPAN | ||
| Tantalum | Solikamsk Magnesium Works OAO | RUSSIAN FEDERATION | ||
| Tantalum | RFH Tantalum Smeltry Co., Ltd. | CHINA | ||
| Tantalum | Ningxia Orient Tantalum Industry Co., Ltd. | CHINA | ||
| Tantalum | Molycorp Silmet A.S. | ESTONIA | ||
| Tantalum | Mitsui Mining & Smelting | JAPAN | ||
| Tantalum | Mineração Taboca S.A. | BRAZIL | ||
| Tantalum | Metallurgical Products India Pvt., Ltd. | INDIA | ||
| Tantalum | LSM Brasil S.A. | BRAZIL | ||
| Tantalum | King-Tan Tantalum Industry Ltd. | CHINA | ||
| Tantalum | Jiujiang Tanbre Co., Ltd. | CHINA | ||
| Tantalum | JiuJiang JinXin Nonferrous Metals Co., Ltd. | CHINA |
| 15 |
| Tantalum | Guangdong Zhiyuan New Material Co., Ltd. | CHINA | ||
| Tantalum | F&X Electro-Materials Ltd. | CHINA | ||
| Tantalum | Duoluoshan | CHINA | ||
| Tantalum | Conghua Tantalum and Niobium Smeltry | CHINA | ||
| 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 | Global Advanced Metals Boyertown | UNITED STATES OF AMERICA | ||
| Tantalum | H.C. Starck Inc. | UNITED STATES OF AMERICA | ||
| Tantalum | Hi-Temp Specialty Metals, Inc. | UNITED STATES OF AMERICA | ||
| Tantalum | Telex Metals | UNITED STATES OF AMERICA | ||
| Tantalum | Zhuzhou Cemented Carbide Group Co., Ltd. | CHINA | ||
| Tantalum | KEMET Blue Powder | UNITED STATES OF AMERICA | ||
| Tantalum | Power Resources Ltd. | MACEDONIA (THE FORMER YUGOSLAV REPUBLIC OF) | ||
| Tantalum | E.S.R. Electronics | UNITED STATES OF AMERICA | ||
| Tantalum | QuantumClean | UNITED STATES OF AMERICA | ||
| Tantalum | Tranzact, Inc. | UNITED STATES OF AMERICA | ||
| Tin | Gejiu Jinye Mineral Company | CHINA |
| 16 |
| Tin | Modeltech Sdn Bhd | MALAYSIA | ||
| Tin | Guanyang Guida Nonferrous Metal Smelting Plant | CHINA | ||
| Tin | Gejiu Fengming Metallurgy Chemical Plant | CHINA | ||
| Tin | HuiChang Hill Tin Industry Co., Ltd. | CHINA | ||
| Tin | PT Kijang Jaya Mandiri | INDONESIA | ||
| Tin | An Thai Minerals Co., Ltd. | VIET NAM | ||
| Tin | PT Sukses Inti Makmur | INDONESIA | ||
| Tin | PT Bangka Prima Tin | INDONESIA | ||
| Tin | Elmet S.L.U. | SPAIN | ||
| Tin | Metallo-Chimique N.V. | BELGIUM | ||
| Tin | PT O.M. Indonesia | INDONESIA | ||
| Tin | Resind Indústria e Comércio Ltda. | BRAZIL | ||
| Tin | An Vinh Joint Stock Mineral Processing Company | VIET NAM | ||
| Tin | PT Cipta Persada Mulia | INDONESIA | ||
| Tin | CV Tiga Sekawan | INDONESIA | ||
| Tin | CV Dua Sekawan | INDONESIA | ||
| Tin | Tuyen Quang Non-Ferrous Metals Joint Stock Company | VIET NAM | ||
| Tin | Nghe Tinh Non-Ferrous Metals Joint Stock Company | VIET NAM | ||
| Tin | Electro-Mechanical Facility of the Cao Bang Minerals & Metallurgy Joint Stock Company | VIET NAM |
| 17 |
| Tin | CV Ayi Jaya | INDONESIA | ||
| Tin | PT Inti Stania Prima | INDONESIA | ||
| Tin | O.M. Manufacturing Philippines, Inc. | PHILIPPINES | ||
| Tin | Phoenix Metal Ltd. | RWANDA | ||
| Tin | PT ATD Makmur Mandiri Jaya | INDONESIA | ||
| Tin | Melt Metais e Ligas S.A. | BRAZIL | ||
| Tin | PT Wahana Perkit Jaya | INDONESIA | ||
| Tin | PT Tirus Putra Mandiri | INDONESIA | ||
| Tin | Magnu's Minerais Metais e Ligas Ltda. | BRAZIL | ||
| Tin | CV Venus Inti Perkasa | INDONESIA | ||
| Tin | Yunnan Tin Company Limited | CHINA | ||
| Tin | Yunnan Chengfeng Non-ferrous Metals Co., Ltd. | CHINA | ||
| Tin | White Solder Metalurgia e Mineração Ltda. | BRAZIL | ||
| Tin | VQB Mineral and Trading Group JSC | VIET NAM | ||
| Tin | Gejiu Yunxin Nonferrous Electrolysis Co., Ltd. | CHINA | ||
| Tin | Thaisarco | THAILAND | ||
| Tin | Soft Metais Ltda. | BRAZIL | ||
| Tin | PT Tommy Utama | INDONESIA | ||
| Tin | PT Tinindo Inter Nusa | INDONESIA |
| 18 |
| Tin | PT Timah (Persero) Tbk Mentok | INDONESIA | ||
| Tin | PT Timah (Persero) Tbk Kundur | INDONESIA | ||
| Tin | PT Sumber Jaya Indah | INDONESIA | ||
| Tin | PT Stanindo Inti Perkasa | INDONESIA | ||
| Tin | PT Sariwiguna Binasentosa | INDONESIA | ||
| Tin | PT REFINED BANGKA TIN | INDONESIA | ||
| Tin | PT Prima Timah Utama | INDONESIA | ||
| Tin | PT Panca Mega Persada | INDONESIA | ||
| Tin | PT Mitra Stania Prima | INDONESIA | ||
| Tin | PT Karimun Mining | INDONESIA | ||
| Tin | PT Eunindo Usaha Mandiri | INDONESIA | ||
| Tin | PT DS Jaya Abadi | INDONESIA | ||
| Tin | PT Bukit Timah | INDONESIA | ||
| Tin | PT Belitung Industri Sejahtera | INDONESIA | ||
| Tin | PT Bangka Tin Industry | INDONESIA | ||
| Tin | PT Babel Inti Perkasa | INDONESIA | ||
| Tin | PT Artha Cipta Langgeng | INDONESIA | ||
| Tin | O.M. Manufacturing (Thailand) Co., Ltd. | THAILAND | ||
| Tin | Nankang Nanshan Tin Manufactory Co., Ltd. | CHINA |
| 19 |
| Tin | Mitsubishi Materials Corporation | JAPAN | ||
| Tin | Minsur | PERU | ||
| Tin | Mineração Taboca S.A. | BRAZIL | ||
| Tin | Malaysia Smelting Corporation (MSC) | MALAYSIA | ||
| Tin | China Tin Group Co., Ltd. | CHINA | ||
| Tin | Gejiu Kai Meng Industry and Trade LLC | CHINA | ||
| Tin | Huichang Jinshunda Tin Co., Ltd. | CHINA | ||
| Tin | Gejiu Zili Mining And Metallurgy Co., Ltd. | CHINA | ||
| Tin | Gejiu Non-Ferrous Metal Processing Co., Ltd. | CHINA | ||
| Tin | Fenix Metals | POLAND | ||
| Tin | Estanho de Rondônia S.A. | BRAZIL | ||
| Tin | Dowa | JAPAN | ||
| Tin | CV United Smelting | INDONESIA | ||
| Tin | CV Serumpun Sebalai | INDONESIA | ||
| Tin | PT Aries Kencana Sejahtera | INDONESIA | ||
| Tin | PT Justindo | INDONESIA | ||
| Tin | CV Gita Pesona | INDONESIA | ||
| Tin | Cooperativa Metalurgica de Rondônia Ltda. | BRAZIL | ||
| Tin | CNMC (Guangxi) PGMA Co., Ltd. | CHINA |
| 20 |
| Tin | Jiangxi Ketai Advanced Material Co., Ltd. | CHINA | ||
| Tin | Chenzhou Yunxiang Mining and Metallurgy Co., Ltd. | CHINA | ||
| Tin | Alpha | UNITED STATES OF AMERICA | ||
| Tin | EM Vinto | BOLIVIA (PLURINATIONAL STATE OF) | ||
| Tin | Metallic Resources, Inc. | UNITED STATES OF AMERICA | ||
| Tin | Operaciones Metalurgical S.A. | BOLIVIA (PLURINATIONAL STATE OF) | ||
| Tin | PT Menara Cipta Mulia | INDONESIA | ||
| Tin | Rui Da Hung | TAIWAN, PROVINCE OF CHINA | ||
| Tin | PT Lautan Harmonis Sejahtera | INDONESIA | ||
| Tin | Linwu Xianggui Ore Smelting Co., Ltd. | CHINA | ||
| Tin | PT BilliTin Makmur Lestari | INDONESIA | ||
| Tungsten | Moliren Ltd | RUSSIAN FEDERATION | ||
| Tungsten | ACL Metais Eireli | BRAZIL | ||
| Tungsten | Xinfeng Huarui Tungsten & Molybdenum New Material Co., Ltd. | CHINA | ||
| Tungsten | Philippine Chuangxin Industrial Co., Inc. | PHILIPPINES | ||
| Tungsten | South-East Nonferrous Metal Company Limited of Hengyang City | CHINA | ||
| Tungsten | Hydrometallurg, JSC | RUSSIAN FEDERATION | ||
| Tungsten | Jiangxi Dayu Longxintai Tungsten Co., Ltd. | CHINA | ||
| Tungsten | Hunan Chuangda Vanadium Tungsten Co., Ltd. Wuji | CHINA |
| 21 |
| Tungsten | Jiangwu H.C. Starck Tungsten Products Co., Ltd. | CHINA | ||
| Tungsten | Nui Phao H.C. Starck Tungsten Chemicals Manufacturing LLC | VIET NAM | ||
| Tungsten | H.C. Starck Smelting GmbH & Co.KG | GERMANY | ||
| Tungsten | H.C. Starck GmbH | GERMANY | ||
| Tungsten | Ganzhou Yatai Tungsten Co., Ltd. | CHINA | ||
| Tungsten | Jiangxi Xiushui Xianggan Nonferrous Metals Co., Ltd. | CHINA | ||
| Tungsten | Dayu Jincheng Tungsten Industry Co., Ltd. | CHINA | ||
| Tungsten | Chenzhou Diamond Tungsten Products Co., Ltd. | CHINA | ||
| Tungsten | Asia Tungsten Products Vietnam Ltd. | VIET NAM | ||
| Tungsten | Ganzhou Seadragon W & Mo Co., Ltd. | CHINA | ||
| Tungsten | Jiangxi Gan Bei Tungsten Co., Ltd. | CHINA | ||
| Tungsten | Xiamen Tungsten (H.C.) Co., Ltd. | CHINA | ||
| Tungsten | Malipo Haiyu Tungsten Co., Ltd. | CHINA | ||
| Tungsten | Jiangxi Tonggu Non-ferrous Metallurgical & Chemical Co., Ltd. | CHINA | ||
| Tungsten | Jiangxi Xinsheng Tungsten Industry Co., Ltd. | CHINA | ||
| Tungsten | Jiangxi Yaosheng Tungsten Co., Ltd. | CHINA | ||
| Tungsten | Ganzhou Jiangwu Ferrotungsten Co., Ltd. | CHINA | ||
| Tungsten | Jiangxi Minmetals Gao'an Non-ferrous Metals Co., Ltd. | CHINA | ||
| Tungsten | Xinhai Rendan Shaoguan Tungsten Co., Ltd. | CHINA |
| 22 |
| Tungsten | Xiamen Tungsten Co., Ltd. | CHINA | ||
| Tungsten | Wolfram Bergbau und Hütten AG | AUSTRIA | ||
| Tungsten | Vietnam Youngsun Tungsten Industry Co., Ltd. | VIET NAM | ||
| Tungsten | Tejing (Vietnam) Tungsten Co., Ltd. | VIET NAM | ||
| Tungsten | Ganzhou Huaxing Tungsten Products Co., Ltd. | CHINA | ||
| Tungsten | Japan New Metals Co., Ltd. | JAPAN | ||
| Tungsten | Hunan Chunchang Nonferrous Metals Co., Ltd. | CHINA | ||
| Tungsten | Hunan Chenzhou Mining Co., Ltd. | CHINA | ||
| Tungsten | Fujian Jinxin Tungsten Co., Ltd. | CHINA | ||
| Tungsten | Dayu Weiliang Tungsten Co., Ltd. | CHINA | ||
| Tungsten | Chongyi Zhangyuan Tungsten Co., Ltd. | CHINA | ||
| Tungsten | Guangdong Xianglu Tungsten Co., Ltd. | CHINA | ||
| Tungsten | A.L.M.T. TUNGSTEN Corp. | JAPAN | ||
| Tungsten | Global Tungsten & Powders Corp. | UNITED STATES OF AMERICA | ||
| Tungsten | Kennametal Fallon | UNITED STATES OF AMERICA | ||
| Tungsten | Kennametal Huntsville | UNITED STATES OF AMERICA | ||
| Tungsten | Niagara Refining LLC | UNITED STATES OF AMERICA | ||
| Tungsten | Unecha Refractory metals plant | RUSSIAN FEDERATION | ||
| Tungsten | Woltech Korea Co., Ltd. | KOREA (REPUBLIC OF) |
| 23 |
| Tungsten | Ganxian Shirui New Material Co., Ltd. | CHINA | ||
| Tungsten | Ganzhou Non-ferrous Metals Smelting Co., Ltd. | CHINA | ||
| Tungsten | Pobedit, JSC | RUSSIAN FEDERATION |
| 24 |
Annex II
List of Countries of Origin of Conflict Minerals
Based on our due diligence, the above smelters and refiners may process Conflict Minerals from one or more of the following countries of origin:
| Metal | Countries | ||
| Gold | China, Italy, Japan, Canada, Peru, Spain, Portugal, Bolivia, Chile, Mexico, Australia, Indonesia, Brazil, Argentina, Azerbaijan, Burkina Faso, Dominican Republic, Ecuador, Ghana, Guinea, Liberia, Malaysia, Mauritania, Peru, Tanzania, USA, South Africa, Switzerland, Angola, Burundi, Philippines, Laos, Thailand, Germany, Belgium, Russia | ||
| Tantalum | Russia, Brazil, Ethiopia, China, Australia, Rwanda, USA, Germany, Japan, Thailand, Canada, Mozambique, Zimbabwe, India, Niger, Austria | ||
| Tin | China, Malaysia, Indonesia, Brazil, Austria, Bolivia, Rwanda, Australia, Peru, Thailand, Poland, Philippines, Japan, Russia, Belgium, The Democratic Republic Of Congo | ||
| Tungsten | China, Canada, Russia, Malaysia, Australia, Bolivia, Portugal, Spain, Vietnam, Brazil, Columbia, USA, Mexico, Nigeria, Rwanda, Spain, Thailand, Vietnam |
| 25 |