UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM SD
Specialized Disclosure Report
M/A-COM Technology Solutions Holdings, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-35451 | 27-0306875 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 100 Chelmsford Street Lowell, Massachusetts |
01851 | |
| (Address of principal executive offices) | (Zip Code) |
John Croteau
President and Chief Executive Officer
M/A-COM Technology Solutions Holdings, Inc.
(978) 656-2500
(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, 2015. |
Section 1 - Conflict Minerals Disclosure
Item 1.01 Conflict Minerals Disclosure and Report
This Form SD is filed by M/A-COM Technology Solutions Holdings, Inc. (the “Company”) pursuant to Rule 13p-1 promulgated under the Securities Exchange Act of 1934, as amended, for the reporting period from January 1, 2015 to December 31, 2015.
A copy of the Company’s Conflict Minerals Report is provided as Exhibit 1.01 to this Form SD, and is publicly available at http://www.macom.com/about/sustainability-quality--reliabil.
Item 1.02 Exhibit
The Conflict Minerals Report required by Item 1.01 is filed 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.
| M/A-COM TECHNOLOGY SOLUTIONS HOLDINGS, INC. | ||||
| /s/ John Croteau |
Dated: May 27, 2016 | |||
| By: John Croteau | ||||
| President and Chief Executive Officer | ||||
Exhibit 1.01
M/A-COM TECHNOLOGY SOLUTIONS HOLDINGS, INC.
Conflict Minerals Report
For The Year Ended December 31, 2015
Introduction
This Conflict Minerals Report (“CMR”) for the year ended December 31, 2015 is presented to comply with Rule 13p-1 and Form SD under the Securities Exchange Act of 1934, as amended (collectively, the “Rule”). As used herein, “Conflict Minerals” or “3TG” are cassiterite, columbite-tantalite (“coltan”), gold, wolframite, and their derivatives, which are limited to tin, tantalum and tungsten.
M/A-COM Technology Solutions Holdings Inc., also referred to as “the Company”, “MACOM”, “we”, “our”, and “us” is a leading provider of high-performance analog semiconductor solutions that enable next-generation internet applications, the cloud connected apps economy, and the modern, networked battlefield across the radio frequency, microwave, millimeterwave and photonic spectrum. We offer a broad portfolio of over 3,500 standard and custom devices, which include integrated circuits, multi-chip modules, power pallets and transistors, diodes, amplifiers, switches and switch limiters, passive and active components and complete subsystems, across approximately 40 product lines.
Each of the foregoing product categories contains in-scope products for purposes of our compliance with the Rule. Our in-scope products contained tantalum, tungsten, tin and gold, although not each of our in-scope products contained all of these minerals. We do not directly purchase 3TG from mines, smelters and refiners and instead only purchase products and components that contain 3TG. MACOM does not seek to embargo sourcing from the Democratic Republic of the Congo region (the “Covered Countries”), and is committed to sourcing responsibly. We have adopted a policy and related procedures, as described below in this CMR, focused on our commitment to sourcing components and materials from suppliers that share our ethical values and that support compliance with MACOM’s disclosure obligations related to 3TG. MACOM further expects all suppliers to seek to purchase materials that contain 3TG from sources determined not to be involved in funding conflict in the Covered Countries.
RCOI and Due Diligence Processes
MACOM determined which of our products and components were potentially in-scope for the purposes of the Rule through product specifications, preliminary supplier analysis and other information known to us concerning the composition of our products. Following our scoping analysis, we also performed a Reasonable Country of Origin Inquiry (“RCOI”) on suppliers believed to have provided MACOM with materials or components containing 3TG necessary to the functionality or production of MACOM’s products (the “Suppliers”). Our RCOI is discussed in further detail later in this CMR.
Our 3TG due diligence processes were based on the Organisation for Economic Co-operation and Development Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas, including the Supplement on Tin, Tantalum and Tungsten and the Supplement on Gold (Second Edition 2013) (“OECD Due Diligence Guidance”), an internationally recognized due diligence framework. Our diligence measures were based on certain processes put in place for the Company’s RCOI and included the following.
Company Management Systems
MACOM established strong management systems according to Step 1 of the OECD Due Diligence Guidance. MACOM’s systems included the following:
1
| • | MACOM has adopted and implemented a conflict minerals policy (the “Policy”). The Policy indicates that we expect all suppliers of our products and materials to cooperate with our 3TG procedures. The Policy is publicly available on MACOM’s website at http://www.macom.com/about/sustainability-quality--reliabil, and is sent to Suppliers as part of the RCOI process. The Policy is also referenced in customer communications. |
| • | MACOM has structured internal management to support its 3TG compliance program. A member of the senior staff from the Compliance and Sustainability department leads a team directly responsible for the management of our 3TG compliance program. The team also includes members from our Finance, Legal, Procurement and Quality departments. Senior management and key internal stakeholders receive periodic reports regarding the advancement of the program. MACOM has also enlisted a third party information management service provider (the “Service Provider”) and specialist outside counsel to assist in our due diligence and/or other 3TG compliance activities. The measures described in this CMR were either taken by the Company or the Service Provider acting on its behalf. |
| • | MACOM’s engagement with suppliers to support their compliance with the Rule includes terms and conditions relating to 3TG compliance in our standard form purchasing terms and conditions. In addition, our templates for supplier agreements also reference 3TG compliance. |
| • | MACOM has established a system of transparency, information collection and control over the 3TG supply chain. This system includes a process to collect required supplier RCOI data, utilizing the industry standard Conflict Minerals Reporting Template (“CMRT”). Additional details on the supply chain data gathering are included in the RCOI and due diligence sections of this CMR. This information is retained for at least five years. |
| • | MACOM implemented a plan to improve the quantity and quality of supplier responses year over year. Outreach for specific suppliers is coordinated between MACOM’s 3TG team and our Procurement department to address outstanding and incomplete data. |
| • | MACOM has a dedicated Conflict Minerals email address through which MACOM’s employees, suppliers and other third parties can voice any concerns regarding potential violations of MACOM’s conflict minerals policy without any fear of retribution. The dedicated Conflict Minerals email address is conflictminerals@macom.com. |
| • | MACOM obtained an Independent Private Sector Audit (“IPSA”) of selected portions of this CMR. Additional details relating to the IPSA are included in the Independent Private Sector Audit section of this CMR. |
Reasonable Country of Origin Inquiry (RCOI)
MACOM’s RCOI is designed in accordance with Step Two of the OECD Due Diligence Guidance design framework, with the specific goal of determining whether the 3TG in the in-scope products originated from a Covered Country. MACOM’s RCOI process involved two stages: Supplier RCOI and SOR RCOI, as described below.
2
Supplier RCOI
MACOM designed its Supplier RCOI process to identify, to the best of MACOM’s efforts, the smelters and refiners (the “SORs”) that are potentially in MACOM’s supply chain. Our Supplier RCOI process for the 2015 reporting period included the following:
| • | Developing the list of Suppliers providing 3TG containing components to MACOM. |
| • | Contacting each Supplier and requesting the industry standard CMRT, including SOR information. |
| • | Following up by email or phone with Suppliers that did not respond to the request within a specified time frame. |
| • | Reviewing Supplier responses for accuracy, completeness and plausibility. |
| • | Amalgamating the Supplier provided SOR information into a single list of SORs meeting the definition of a SOR under the Conflict-Free Sourcing Program (“CFSP”) protocols for tin and tanalum, tungsten or gold. |
| • | Reviewing the final SOR list (and comparing it with industry peers) to determine if MACOM reasonably identified all of the SORs in its supply chain. |
We reached out to 202 Suppliers for 2015. Responses to our inquiries were received from 84% of the Suppliers.
As of January 8, 2016, the Suppliers identified 293 valid SORs. The list of identified SORs is included under the “Identified Smelter and Refiners” section below.
For the 2015 reporting period MACOM’s RCOI and due diligence was executed by MACOM’s Service Provider. The Service Provider’s process design was independently audited for 2015 for: (i) compliance in all material respects with the criteria established by Step 2 of the OECD Due Diligence Guidance and (ii) the consistency of its due diligence measures as performed, with its process design. MACOM has not independently verified the conclusions of this audit, the sufficiency of the auditor’s procedures or the auditor’s qualifications.
Due Diligence
MACOM’s due diligence process was designed in accordance with the applicable sections of the OECD Due Diligence Guidance.
SOR RCOI and Due Diligence
MACOM’s SOR RCOI and due diligence process were designed to:
| • | Identify the scope of the risk assessment of the 3TG supply chain. |
| • | Assess whether the SORs have carried out all elements of due diligence for responsible supply chains of 3TG from conflict-affected and high-risk areas. |
| • | Where necessary, carry out, including through participation in industry-driven programs, joint spot checks at the 3TG SORs own facilities. |
MACOM’s SOR RCOI and due diligence process for the 2015 reporting period included the following steps for each SOR identified by Suppliers as potentially in MACOM’s supply chain:
3
| • | Engagement directly with the SOR (including information publicly available on the SOR’s website or its relevant industry association) to ascertain whether or not the SOR sources from the Covered Countries. |
| • | For SORs that declared directly or through their relevant industry association that they did not source from the Covered Countries, and were not listed as Compliant by the CFSP, the Service Provider reviewed the SOR’s declaration against publicly available information to determine if there was any contrary evidence to the SOR’s declaration. The sources reviewed included: (1) a public internet search of the facility in combination with each of the Covered Countries; (2) specific NGO publications (including those of the Enough Project, Global Witness, Southern Africa Resource Watch and Radio Okapi); and (3) the most recent UN Group of Experts report on the DRC. |
| • | For SORs that did not respond to direct engagement, the Service Provider reviewed publicly available sources to determine if there was “any reason to believe” that the SOR may have sourced from a Covered Country during the reporting period. For this review, the same sources as listed above were used. |
| • | MACOM’s risk mitigation plan includes a requirement for high risk SORs (SORs sourcing from, or there is reason to believe they are sourcing from the Covered Countries) to be audited and certified “Compliant” by the CFSP. |
| • | For high risk SORs that have not been audited and listed as “Compliant” by the CFSP, MACOM conducted risk mitigation on the SOR according to the OECD Due Diligence Guidance and communicated the results of these activities to a designated member of senior management. |
MACOM’s suppliers identified 293 SORs. Through the activities mentioned above, MACOM identified 37 SORs that source, or there is reason to believe they source, from the Covered Countries. MACOM determined that 36 of these 37 SORs have been audited and listed as “Compliant” by the CFSP as of March 22, 2016. MACOM then conducted further risk mitigation on the one remaining SOR.
Risk Mitigation
MACOM’s risk mitigation process is consistent with the OECD Due Diligence Guidance and is designed to help prevent an unnecessary sourcing embargo from the Covered Countries.
MACOM’s risk mitigation plan includes an assessment of certain identified SORs to determine if they are relevant to the specific products sold to MACOM. SORs determined not to be in MACOM’s supply chain are removed.
MACOM conducted risk mitigation on one SOR identified by suppliers, not recognized as “Compliant” by the CFSP and sourcing from the Covered Countries. Additional due diligence was carried out to determine if there was any reason to believe the smelter directly or indirectly finances or benefits armed groups in a Covered Country.
MACOM did not require the removal of the SOR subject to the risk mitigation process, as there was no reason to believe it directly or indirectly financed or benefitted armed groups in the Covered Countries. Also, the CFSP does not encourage the removal of a SOR from the supply chain, if the SOR is recognized as “Active”. This smelter will be reviewed again in the 2016 reporting period. This conclusion was reported to MACOM’s Senior Vice President of Operations.
4
Independent Audit of Supply Chain Due Diligence at Identified Points
MACOM does not have a direct relationship with 3TG SORs and, therefore, does not perform direct audits of these entities within its supply chain. We recognise the audit protocols of the CFSP as acceptable in this regard.
Report on Supply Chain Due Diligence
MACOM’s Form SD and Conflict Minerals Report are annually filed and are publicly available on our website.
Identified Smelters and Refiners
In connection with our RCOI or due diligence, as applicable, the Suppliers identified to us the SORs listed below as having potentially processed the necessary 3TG contained in our in-scope products in 2015. Please see the notes that accompany the table for information concerning the data in the table.
| Mineral |
SOR Name |
SOR Location |
Status | |||
| Gold | Aida Chemical Industries Co., Ltd. | Japan | Compliant | |||
| Gold | Allgemeine Gold-und Silberscheideanstalt A.G. | Germany | Compliant | |||
| Gold | AngloGold Ashanti Córrego do Sítio Mineração | Brazil | Compliant | |||
| Gold | Argor-Heraeus SA | Switzerland | Compliant | |||
| Gold | Asahi Pretec Corporation | Japan | Compliant | |||
| Gold | Asahi Refining Canada Limited | Canada | Compliant | |||
| Gold | Asahi Refining USA Inc. | United States | Compliant | |||
| Gold | Asaka Riken Co., Ltd. | Japan | Compliant | |||
| Gold | Aurubis AG | Germany | Compliant | |||
| Gold | Bangko Sentral ng Pilipinas (Central Bank of the Philippines) | Philippines | Compliant | |||
| Gold | Boliden AB | Sweden | Compliant | |||
| Gold | C. Hafner GmbH + Co. KG | Germany | Compliant | |||
| Gold | Caridad | Mexico | Compliant | |||
| Gold | CCR Refinery - Glencore Canada Corporation | Canada | Compliant | |||
| Gold | Chimet S.p.A. | Italy | Compliant | |||
| Gold | Dowa | Japan | Compliant | |||
| Gold | Eco-System Recycling Co., Ltd. | Japan | Compliant | |||
| Gold | Elemetal Refining, LLC | United States | Compliant | |||
| Gold | Heimerle + Meule GmbH | Germany | Compliant | |||
| Gold | Heraeus Ltd. Hong Kong | China | Compliant | |||
| Gold | Heraeus Precious Metals GmbH & Co. KG | Germany | Compliant | |||
| Gold | Inner Mongolia Qiankun Gold and Silver Refinery Share Company Limited | China | Compliant | |||
| Gold | Ishifuku Metal Industry Co., Ltd. | Japan | Compliant | |||
| Gold | Istanbul Gold Refinery | Turkey | Compliant | |||
| Gold | Japan Mint | Japan | Compliant | |||
| Gold | Jiangxi Copper Company Limited | China | Compliant | |||
| Gold | JSC Ekaterinburg Non-Ferrous Metal Processing Plant | Russian Federation | Compliant | |||
| Gold | JSC Uralelectromed | Russian Federation | Compliant | |||
| Gold | JX Nippon Mining & Metals Co., Ltd. | Japan | Compliant |
5
| Mineral |
SOR Name |
SOR Location |
Status | |||
| Gold | Kazzinc | Kazakhstan | Compliant | |||
| Gold | Kennecott Utah Copper LLC | United States | Compliant | |||
| Gold | Kojima Chemicals Co., Ltd. | Japan | Compliant | |||
| Gold | Kyrgyzaltyn JSC | Kyrgyzstan | Compliant | |||
| Gold | LS-NIKKO Copper Inc. | Republic of Korea | Compliant | |||
| Gold | Materion | United States | Compliant | |||
| Gold | Matsuda Sangyo Co., Ltd. | Japan | Compliant | |||
| Gold | Metalor Technologies (Hong Kong) Ltd. | China | Compliant | |||
| Gold | Metalor Technologies (Singapore) Pte., Ltd. | Singapore | Compliant | |||
| Gold | Metalor Technologies SA | Switzerland | Compliant | |||
| Gold | Metalor USA Refining Corporation | United States | Compliant | |||
| Gold | METALÚRGICA MET-MEX PEÑOLES, S.A. DE C.V | Mexico | Compliant | |||
| Gold | Mitsubishi Materials Corporation | Japan | Compliant | |||
| Gold | Mitsui Mining and Smelting Co., Ltd. | Japan | Compliant | |||
| Gold | MMTC-PAMP India Pvt., Ltd. | India | Compliant | |||
| Gold | Moscow Special Alloys Processing Plant | Russian Federation | Compliant | |||
| Gold | Nadir Metal Rafineri San. Ve Tic. A.Ş. | Turkey | Compliant | |||
| Gold | Navoi Mining and Metallurgical Combinat | Uzbekistan | Compliant | |||
| Gold | Nihon Material Co., Ltd. | Japan | Compliant | |||
| Gold | Ögussa Österreichische Gold- und Silber-Scheideanstalt GmbH | Austria | Compliant | |||
| Gold | Ohura Precious Metal Industry Co., Ltd. | Japan | Compliant | |||
| Gold | OJSC “The Gulidov Krasnoyarsk Non-Ferrous Metals Plant” (OJSC Krastvetmet) | Russian Federation | Compliant | |||
| Gold | OJSC Novosibirsk Refinery | Russian Federation | Compliant | |||
| Gold | PAMP SA | Switzerland | Compliant | |||
| Gold | Prioksky Plant of Non-Ferrous Metals | Russian Federation | Compliant | |||
| Gold | PT Aneka Tambang (Persero) Tbk | Indonsia | Compliant | |||
| Gold | PX Précinox SA | Switzerland | Compliant | |||
| Gold | Rand Refinery (Pty) Ltd. | South Africa | Compliant | |||
| Gold | Republic Metals Corporation | United States | Compliant | |||
| Gold | Royal Canadian Mint | Canada | Compliant | |||
| Gold | Samduck Precious Metals | Republic of Korea | Compliant | |||
| Gold | Schone Edelmetaal B.V. | Netherlands | Compliant | |||
| Gold | SEMPSA Joyería Platería SA | Spain | Compliant | |||
| Gold | Shandong Zhaojin Gold & Silver Refinery Co., Ltd. | China | Compliant | |||
| Gold | Sichuan Tianze Precious Metals Co., Ltd. | China | Compliant | |||
| Gold | Singway Technology Co., Ltd. | Taiwan | Compliant | |||
| Gold | SOE Shyolkovsky Factory of Secondary Precious Metals | Russian Federation | Compliant | |||
| Gold | Solar Applied Materials Technology Corp. | Taiwan | Compliant | |||
| Gold | Sumitomo Metal Mining Co., Ltd. | Japan | Compliant | |||
| Gold | T.C.A S.p.A | Italy | Compliant | |||
| Gold | Tanaka Kikinzoku Kogyo K.K. | Japan | Compliant | |||
| Gold | The Refinery of Shandong Gold Mining Co., Ltd. | China | Compliant | |||
| Gold | Tokuriki Honten Co., Ltd. | Japan | Compliant | |||
| Gold | Umicore Brasil Ltda. | Brazil | Compliant |
6
| Mineral |
SOR Name |
SOR Location |
Status | |||
| Gold | Umicore Precious Metals Thailand | Thailand | Compliant | |||
| Gold | Umicore SA Business Unit Precious Metals Refining | Belgium | Compliant | |||
| Gold | United Precious Metal Refining, Inc. | United States | Compliant | |||
| Gold | Valcambi SA | Switzerland | Compliant | |||
| Gold | Western Australian Mint trading as The Perth Mint | Australia | Compliant | |||
| Gold | Yamamoto Precious Metal Co., Ltd. | Japan | Compliant | |||
| Gold | Yokohama Metal Co., Ltd. | Japan | Compliant | |||
| Gold | Zhongyuan Gold Smelter of Zhongjin Gold Corporation | China | Compliant | |||
| Gold | Zijin Mining Group Co., Ltd. Gold Refinery | China | Compliant | |||
| Gold | Advanced Chemical Company | United States | Active | |||
| Gold | Almalyk Mining and Metallurgical Complex (AMMC) | Uzbekistan | Active | |||
| Gold | Cendres + Métaux SA | Switzerland | Active | |||
| Gold | Daejin Indus Co., Ltd. | Republic of Korea | Active | |||
| Gold | Faggi Enrico S.p.A. | Italy | Active | |||
| Gold | Geib Refining Corporation | United States | Active | |||
| Gold | KGHM Polska Miedź Spółka Akcyjna | Poland | Active | |||
| Gold | SAXONIA Edelmetalle GmbH | Germany | Active | |||
| Gold | Torecom | Republic of Korea | Active | |||
| Gold | Aktyubinsk Copper Company TOO | Russian Federation | On Reference List Only | |||
| Gold | Atasay Kuyumculuk Sanayi Ve Ticaret A.S. | Turkey | On Reference List Only | |||
| Gold | Bangalore Refinery (P) Ltd. | India | On Reference List Only | |||
| Gold | Bauer Walser AG | Germany | On Reference List Only | |||
| Gold | Chugai Mining | Japan | On Reference List Only | |||
| Gold | Daye Non-Ferrous Metals Mining Ltd. | China | On Reference List Only | |||
| Gold | Do Sung Corporation | Korea | On Reference List Only | |||
| Gold | Doduco | Germany | On Reference List Only | |||
| Gold | Gansu Seemine Material Hi-Tech Co., Ltd. | China | On Reference List Only | |||
| Gold | Guangdong Jinding Gold Limited | China | On Reference List Only | |||
| Gold | Guoda Safina High-Tech Environmental Refinery Co., Ltd. | China | On Reference List Only | |||
| Gold | Hangzhou Fuchunjiang Smelting Co., Ltd. | China | On Reference List Only | |||
| Gold | Hunan Chenzhou Mining Group Co., Ltd. | China | On Reference List Only |
7
| Mineral |
SOR Name |
SOR Location |
Status | |||
| Gold | Hwasung CJ Co., Ltd. | Korea | On Reference List Only | |||
| Gold | Kazakhmys Smelting LLC | Kazackhstan | On Reference List Only | |||
| Gold | Korea Metal Co., Ltd. | Korea | On Reference List Only | |||
| Gold | L’ azurde Company For Jewelry | Saudi Arabia | On Reference List Only | |||
| Gold | Lingbao Gold Company Limited | China | On Reference List Only | |||
| Gold | Lingbao Jinyuan Tonghui Refinery Co., Ltd. | China | On Reference List Only | |||
| Gold | Luoyang Zijin Yinhui Gold Refinery Co., Ltd. | China | On Reference List Only | |||
| Gold | Metalor Technologies (Suzhou) Ltd. | China | On Reference List Only | |||
| Gold | Morris and Watson | New Zealand | On Reference List Only | |||
| Gold | OJSC Kolyma Refinery | Russian Federation | On Reference List Only | |||
| Gold | Penglai Penggang Gold Industry Co., Ltd. | China | On Reference List Only | |||
| Gold | Sabin Metal Corp. | United States | On Reference List Only | |||
| Gold | SAMWON Metals Corp. | Korea | On Reference List Only | |||
| Gold | Shandong Tiancheng Biological Gold Industrial Co., Ltd. | China | On Reference List Only | |||
| Gold | So Accurate Group, Inc. | United States | On Reference List Only | |||
| Gold | The Great Wall Gold and Silver Refinery of China | China | On Reference List Only | |||
| Gold | Tongling Nonferrous Metals Group Co., Ltd. | China | On Reference List Only | |||
| Gold | Yunnan Copper Industry Co., Ltd. | China | On Reference List Only | |||
| Tantalum | Changsha South Tantalum Niobium Co., Ltd. | China | Compliant | |||
| Tantalum | Conghua Tantalum and Niobium Smeltry | China | Compliant | |||
| Tantalum | Duoluoshan | China | Compliant | |||
| Tantalum | D Block Metals, LLC | United States | Compliant | |||
| Tantalum | Exotech Inc. | United States | Compliant | |||
| Tantalum | F&X Electro-Materials Ltd. | China | Compliant | |||
| Tantalum | FIR Metals & Resource Ltd. | China | Compliant | |||
| Tantalum | Global Advanced Metals Aizu | Japan | Compliant | |||
| Tantalum | Global Advanced Metals Boyertown | United States | Compliant | |||
| Tantalum | Guangdong Zhiyuan New Material Co., Ltd. | China | Compliant | |||
| Tantalum | H.C. Starck Co., Ltd. | Thailand | Compliant | |||
| Tantalum | H.C. Starck GmbH Goslar | Germany | Compliant |
8
| Mineral |
SOR Name |
SOR Location |
Status | |||
| Tantalum | H.C. Starck GmbH Laufenburg | Germany | Compliant | |||
| Tantalum | H.C. Starck Hermsdorf GmbH | Germany | Compliant | |||
| Tantalum | H.C. Starck Inc. | United States | Compliant | |||
| Tantalum | H.C. Starck Ltd. | Japan | Compliant | |||
| Tantalum | H.C. Starck Smelting GmbH & Co.KG | Germany | Compliant | |||
| Tantalum | Hengyang King Xing Lifeng New Materials Co., Ltd. | China | Compliant | |||
| Tantalum | Hi-Temp Specialty Metals, Inc. | United States | Compliant | |||
| Tantalum | Jiangxi Dinghai Tantalum & Niobium Co., Ltd. | China | Compliant | |||
| Tantalum | JiuJiang JinXin Nonferrous Metals Co., Ltd. | China | Compliant | |||
| Tantalum | Jiujiang Tanbre Co., Ltd. | China | Compliant | |||
| Tantalum | Jiujiang Zhongao Tantalum & Niobium Co., Ltd. | China | Compliant | |||
| Tantalum | KEMET Blue Metals | Mexico | Compliant | |||
| Tantalum | KEMET Blue Powder | United States | Compliant | |||
| Tantalum | King-Tan Tantalum Industry Ltd. | China | Compliant | |||
| Tantalum | LSM Brasil S.A. | Brazil | Compliant | |||
| Tantalum | Metallurgical Products India Pvt., Ltd. | India | Compliant | |||
| Tantalum | Mineração Taboca S.A. | Brazil | Compliant | |||
| Tantalum | Mitsui Mining & Smelting | Japan | Compliant | |||
| Tantalum | Molycorp Silmet A.S. | Estonia | Compliant | |||
| Tantalum | Ningxia Orient Tantalum Industry Co., Ltd. | China | Compliant | |||
| Tantalum | Plansee SE Liezen | Austria | Compliant | |||
| Tantalum | Plansee SE Reutte | Austria | Compliant | |||
| Tantalum | QuantumClean | United States | Compliant | |||
| Tantalum | Resind Indústria e Comércio Ltda. | Brazil | Compliant | |||
| Tantalum | RFH Tantalum Smeltry Co., Ltd. | China | Compliant | |||
| Tantalum | Solikamsk Magnesium Works OAO | Russian Federation | Compliant | |||
| Tantalum | Taki Chemicals | Japan | Compliant | |||
| Tantalum | Telex Metals | United States | Compliant | |||
| Tantalum | Tranzact, Inc. | United States | Compliant | |||
| Tantalum | Ulba Metallurgical Plant JSC | Kazakhstan | Compliant | |||
| Tantalum | XinXing HaoRong Electronic Material Co., Ltd. | China | Compliant | |||
| Tantalum | Yichun Jin Yang Rare Metal Co., Ltd. | China | Compliant | |||
| Tantalum | Zhuzhou Cemented Carbide | China | Compliant | |||
| Tantalum | Guizhou Zhenhua Xinyun Technology Ltd., Kaili branch | China | On Reference List Only | |||
| Tin | Alpha | United States | Compliant | |||
| Tin | China Tin Group Co., Ltd. | China | Compliant | |||
| Tin | Cooperativa Metalurgica de Rondônia Ltda. | Brazil | Compliant | |||
| Tin | CV Ayi Jaya | Indonesia | Compliant | |||
| Tin | CV Gita Pesona | Indonesia | Compliant | |||
| Tin | CV Serumpun Sebalai | Indonesia | Compliant | |||
| Tin | CV United Smelting | Indonesia | Compliant | |||
| Tin | CV Venus Inti Perkasa | Indonesia | Compliant | |||
| Tin | Dowa | Japan | Compliant | |||
| Tin | Elmet S.L.U (Metallo Group) | Spain | Compliant | |||
| Tin | EM Vinto | Bolivia | Compliant |
9
| Mineral |
SOR Name |
SOR Location |
Status | |||
| Tin | Fenix Metals | Poland | Compliant | |||
| Tin | Gejiu Non-Ferrous Metal Processing Co., Ltd. | Vietnam | Compliant | |||
| Tin | Jiangxi Ketai Advanced Material Co., Ltd. | China | Compliant | |||
| Tin | Magnu’s Minerais Metais e Ligas Ltda. | Brazil | Compliant | |||
| Tin | Malaysia Smelting Corporation (MSC) | Malaysia | Compliant | |||
| Tin | Melt Metais e Ligas S/A | Brazil | Compliant | |||
| Tin | Metallic Resources, Inc. | United States | Compliant | |||
| Tin | Metallo-Chimique N.V. | Belguim | Compliant | |||
| Tin | Mineração Taboca S.A. | Brazil | Compliant | |||
| Tin | Minsur | Peru | Compliant | |||
| Tin | Mitsubishi Materials Corporation | Japan | Compliant | |||
| Tin | O.M. Manufacturing Philippines, Inc. | Philippines | Compliant | |||
| Tin | O.M. Manufacturing (Thailand) Co., Ltd. | Thailand | Compliant | |||
| Tin | Operaciones Metalurgical S.A. | Bolivia | Compliant | |||
| Tin | PT Aries Kencana Sejahtera | Indonesia | Compliant | |||
| Tin | PT Artha Cipta Langgeng | Indonesia | Compliant | |||
| Tin | PT ATD Makmur Mandiri Jaya | Indonesia | Compliant | |||
| Tin | PT Babel Inti Perkasa | Indonesia | Compliant | |||
| Tin | PT Bangka Prima Tin | Indonesia | Compliant | |||
| Tin | PT Bangka Tin Industry | Indonesia | Compliant | |||
| Tin | PT Belitung Industri Sejahtera | Indonesia | Compliant | |||
| Tin | PT BilliTin Makmur Lestari | Indonesia | Compliant | |||
| Tin | PT Bukit Timah | Indonesia | Compliant | |||
| Tin | PT Cipta Persada Mulia | Indonesia | Compliant | |||
| Tin | PT DS Jaya Abadi | Indonesia | Compliant | |||
| Tin | PT Eunindo Usaha Mandiri | Indonesia | Compliant | |||
| Tin | PT Inti Stania Prima | Indonesia | Compliant | |||
| Tin | PT Justindo | Indonesia | Compliant | |||
| Tin | PT Mitra Stania Prima | Indonesia | Compliant | |||
| Tin | PT Panca Mega Persada | Indonesia | Compliant | |||
| Tin | PT Prima Timah Utama | Indonesia | Compliant | |||
| Tin | PT Refined Bangka Tin | Indonesia | Compliant | |||
| Tin | PT Sariwiguna Binasentosa | Indonesia | Compliant | |||
| Tin | PT Stanindo Inti Perkasa | Indonesia | Compliant | |||
| Tin | PT Sumber Jaya Indah | Indonesia | Compliant | |||
| Tin | PT Timah (Persero) Tbk Kundur | Indonesia | Compliant | |||
| Tin | PT Timah (Persero) Tbk Mentok | Indonesia | Compliant | |||
| Tin | PT Tinindo Inter Nusa | Indonesia | Compliant | |||
| Tin | PT Wahana Perkit Jaya | Indonesia | Compliant | |||
| Tin | Resind Indústria e Comércio Ltda. | Brazil | Compliant | |||
| Tin | Rui Da Hung | Taiwan | Compliant | |||
| Tin | Soft Metais Ltda. | Brazil | Compliant | |||
| Tin | Thaisarco | Thailand | Compliant | |||
| Tin | VQB Mineral and Trading Group JSC | Vietnam | Compliant | |||
| Tin | White Solder Metalurgia e Mineração Ltda. | Brazil | Compliant | |||
| Tin | Yunnan Tin Group (Holding) Company Limited | China | Compliant | |||
| Tin | An Vinh Joint Stock Mineral Processing Company | Vietnam | Active |
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| Mineral |
SOR Name |
SOR Location |
Status | |||
| Tin | Electro-Mechanical Facility of the Cao Bang Minerals & Metallurgy Joint Stock Company | Vietnam | Active | |||
| Tin | Gejiu Jinye Mineral Co., Ltd. | China | Active | |||
| Tin | Gejiu Kai Meng Industry and Trade LLC | China | Active | |||
| Tin | Gejiu Yunxin Nonferrous Electrolysis Co., Ltd. | Vietnam | Active | |||
| Tin | Huichang Jinshunda Tin Co., Ltd. | China | Active | |||
| Tin | Nghe Tinh Non-Ferrous Metals Joint Stock Company | Vietnam | Active | |||
| Tin | Phoenix Metal Ltd. | Rwanda | Active | |||
| Tin | PT Karimun Mining | Indonesia | Active | |||
| Tin | Tuyen Quang Non-Ferrous Metals Joint Stock Company | Vietnam | Active | |||
| Tin | Yunnan Chengfeng Non-ferrous Metals Co., Ltd. | China | Active | |||
| Tin | CNMC (Guangxi) PGMA Co., Ltd. | China | On Reference List Only | |||
| Tin | Estanho de Rondônia S.A. | Brazil | On Reference List Only | |||
| Tin | Feinhütte Halsbrücke GmbH | Germany | On Reference List Only | |||
| Tin | Gejiu Zili Mining And Metallurgy Co., Ltd. | China | On Reference List Only | |||
| Tin | Linwu Xianggui Ore Smelting Co., Ltd. | China | On Reference List Only | |||
| Tin | Nankang Nanshan Tin Manufactory Co., Ltd. | China | On Reference List Only | |||
| Tin | PT Alam Lestari Kencana | Indonesia | On Reference List Only | |||
| Tin | PT Bangka Kudai Tin | Indonesia | On Reference List Only | |||
| Tin | PT Bangka Timah Utama Sejahtera | Indonesia | On Reference List Only | |||
| Tin | PT Fang Di MulTindo | Indonesia | On Reference List Only | |||
| Tin | PT Pelat Timah Nusantara Tbk | Indonesia | On Reference List Only | |||
| Tin | PT Tirus Putra Mandiri | Indonesia | On Reference List Only | |||
| Tin | Super Ligas | Brazil | On Reference List Only | |||
| Tin | Xianghualing Tin Industry Co., Ltd. | China | On Reference List Only | |||
| Tungsten | A.L.M.T. TUNGSTEN Corp. | Japan | Compliant | |||
| Tungsten | Asia Tungsten Products Vietnam Ltd. | Vietnam | Compliant | |||
| Tungsten | Chenzhou Diamond Tungsten Products Co., Ltd. | China | Compliant | |||
| Tungsten | Chongyi Zhangyuan Tungsten Co., Ltd. | China | Compliant | |||
| Tungsten | Fujian Jinxin Tungsten Co., Ltd. | China | Compliant | |||
| Tungsten | Ganzhou Huaxing Tungsten Products Co., Ltd. | China | Compliant | |||
| Tungsten | Ganzhou Jiangwu Ferrotungsten Co., Ltd. | China | Compliant |
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| Mineral |
SOR Name |
SOR Location |
Status | |||
| Tungsten | Ganzhou Seadragon W & Mo Co., Ltd. | China | Compliant | |||
| Tungsten | Ganzhou Yatai Tungsten Co., Ltd. | China | Compliant | |||
| Tungsten | Global Tungsten & Powders Corp. | United States | Compliant | |||
| Tungsten | Guangdong Xianglu Tungsten Co., Ltd. | China | Compliant | |||
| Tungsten | H.C. Starck GmbH | Germany | Compliant | |||
| Tungsten | H.C. Starck Smelting GmbH & Co.KG | Germany | Compliant | |||
| Tungsten | Hunan Chenzhou Mining Group Co., Ltd. | China | Compliant | |||
| Tungsten | Hunan Chuangda Vanadium Tungsten Co., Ltd. Wuji | China | Compliant | |||
| Tungsten | Hunan Chunchang Nonferrous Metals Co., Ltd. | China | Compliant | |||
| Tungsten | Hydrometallurg, JSC | Russian Federation | Compliant | |||
| Tungsten | Japan New Metals Co., Ltd. | Japan | Compliant | |||
| Tungsten | Jiangxi Gan Bei Tungsten Co., Ltd. | China | Compliant | |||
| Tungsten | Jiangxi Xiushui Xianggan Nonferrous Metals Co., Ltd. | China | Compliant | |||
| Tungsten | Kennametal Huntsville | United States | Compliant | |||
| Tungsten | Malipo Haiyu Tungsten Co., Ltd. | China | Compliant | |||
| Tungsten | Niagara Refining LLC | United States | Compliant | |||
| Tungsten | Nui Phao H.C. Starck Tungsten Chemicals Manufacturing LLC | Vietnam | Compliant | |||
| Tungsten | Tejing (Vietnam) Tungsten Co., Ltd. | Vietnam | Compliant | |||
| Tungsten | Vietnam Youngsun Tungsten Industry Co., Ltd. | Vietnam | Compliant | |||
| Tungsten | Wolfram Bergbau und Hütten AG | Austria | Compliant | |||
| Tungsten | Xiamen Tungsten (H.C.) Co., Ltd. | China | Compliant | |||
| Tungsten | Xiamen Tungsten Co., Ltd. | China | Compliant | |||
| Tungsten | Xinhai Rendan Shaoguan Tungsten Co., Ltd. | China | Compliant | |||
| Tungsten | Jiangwu H.C. Starck Tungsten Products Co., Ltd. | China | Active | |||
| Tungsten | Jiangxi Tonggu Non-ferrous Metallurgical & Chemical Co., Ltd. | China | Active | |||
| Tungsten | Jiangxi Xinsheng Tungsten Industry Co., Ltd. | China | Active | |||
| Tungsten | Jiangxi Yaosheng Tungsten Co., Ltd. | China | Active | |||
| Tungsten | Kennametal Fallon | United States | Active | |||
| Tungsten | Dayu Jincheng Tungsten Industry Co., Ltd. | China | On Reference List Only | |||
| Tungsten | Dayu Weiliang Tungsten Co., Ltd. | China | On Reference List Only | |||
| Tungsten | Ganxian Shirui New Material Co., Ltd. | China | On Reference List Only | |||
| Tungsten | Ganzhou Non-ferrous Metals Smelting Co., Ltd. | China | On Reference List Only | |||
| Tungsten | Hunan Chuangda Vanadium Tungsten Co., Ltd. Yanglin | China | On Reference List Only | |||
| Tungsten | Jiangxi Minmetals Gao’an Non-ferrous Metals Co., Ltd. | China | On Reference List Only | |||
| Tungsten | Pobedit, JSC | Russian Federation | On Reference List Only | |||
| Tungsten | Sanher Tungsten Vietnam Co., Ltd. | Vietnam | On Reference List Only |
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The Company notes the following in connection with the information in the table above:
| a. | Not all of the included SORs may have processed the necessary 3TG contained in MACOM’s in-scope products, since some Suppliers reported at a “company level,” meaning that they reported the 3TG contained in all of their products, not just those in the products that they sold MACOM. Some Suppliers also may have reported SORs that were not in MACOM’s supply chain due to over-inclusiveness in the information received from their suppliers or for other reasons. In addition, the SORs reflected above may not include all of the SORs in MACOM’s supply chain, since some Suppliers did not identify all of their SORs and because not all Suppliers responded to MACOM’s inquiries. |
| b. | The table only includes entities that meet the definition of SORs set out in the CFSP protocols for tin, tanalum, tungsten, and gold. |
| c. | Smelter or refiner status information in the table is as of May 6, 2016. |
| d. | “Compliant” means that a SOR was listed as compliant with the Conflict-Free Smelter Program’s (“CSFP”) assessment protocols, including through mutual recognition. SORs that are listed as “Re-audit in process” by the CFSP are considered to be Compliant by the CFSP. Included SORs were not necessarily Compliant for all or part of 2015 and may not continue to be Compliant for any future period. |
| e. | “Active” is a CSFP designation that means that the SOR was listed as having submitted a signed Agreement for the Exchange of Confidential Information and Auditee Agreement contracts to the CFSP or, according to information published by the CFSI, the SOR has agreed to complete a CFSP validation audit within two years of membership issuance by the Tungsten Industry – Conflict Minerals Council. |
| f. | “On Reference List Only” means that a SOR is listed on the Smelter Reference List tab of the CMRT, but is not listed as “Compliant” or “Active.” |
| SOR status reflected in the table is based solely on information made publicly available by the CFSI, without independent verification by MACOM. |
| g. | SOR location is based solely on information made public by the CFSI. |
Country of Origin Information
The identified countries of origin of the 3TG processed by the SORs listed in the table above are believed to have potentially included the countries in the categories listed below. The categories are organized by risk. These may not be all of the countries from which the identified SORs have sourced, and the identified SORs may not have sourced from all of these countries.
L1 - Countries that are not identified as conflict regions or plausible areas of smuggling or export from the DRC and its nine adjoining countries: Argentina, Australia, Austria, Belgium, Bolivia, Brazil, Cambodia, Canada, Chile, China, Colombia, Cote d’Ivoire, Czech Republic, Djibouti, Ecuador, Egypt, Estonia, Ethiopia, France, Germany, Guyana, Hungary, India, Indonesia, Ireland, Israel, Japan, Kazakhstan, Laos, Luxembourg, Madagascar, Malaysia, Mongolia, Myanmar, Namibia, Netherlands, Nigeria, Peru, Portugal, Russia, Sierra Leone, Singapore, Slovakia, South Korea, Spain, Suriname, Switzerland, Taiwan, Thailand, United Kingdom, United States, Vietnam and Zimbabwe.
L2 - Countries that are known or plausible countries for smuggling, export out of region or transit of materials containing 3TG: Kenya, Mozambique and South Africa.
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L3 - The DRC and its nine adjoining countries: Angola, Burundi, Central African Republic, Republic of Congo, Rwanda, South Sudan, Uganda, United Republic of Tanzania and Zambia.
DRC - The Democratic Republic of the Congo.
Alternatively, or in addition, some of the identified SORs may have sourced from recycled or scrap sources.
Improvement Plan
MACOM is taking or intends to continue to take the following steps to improve the due diligence conducted to further mitigate risk that the necessary 3TG in MACOM’s products could directly or indirectly benefit or finance armed groups in the Covered Countries:
| • | Use the 2016 major revision of the CMRT for 2016 supplier outreach. |
| • | Continue to encourage suppliers to take the steps needed to obtain and provide current, accurate and complete information about their SORs by enhancing training materials and through further outreach. |
| • | Continue to encourage suppliers to source responsibly from SORs that are listed as “Compliant” or “Active” by the CFSP program. |
| • | Contact identified SORs that are not certified “Compliant” or “Active” by the CFSP program to request their participation in the program. |
| • | Monitor the compliance status of the SOR identified for risk mitigation. |
Independent Private Sector Audit of this CMR
MACOM has obtained an Independent Private Sector Audit of selected sections of this CMR to ensure that our due diligence framework is in conformity with the criteria set forth in the OECD Due Diligence Guidance and to ensure the due diligence measures we performed as set forth in this CMR are consistent with the measures undertaken. The IPSA, which was completed by Resource Consulting Services Limited, is set forth as Exhibit A.
Given the potential limitations affecting the reliability of third-party certification systems and supply chain inquiries that have been cited by certain commentators, we are not expressing a determination that our products are “DRC conflict free” within the meaning of the Rule. However, no information has come to our attention that causes us to believe that any of the 3TG in our products are directly or indirectly financing or benefiting armed groups in a Covered Country.
Forward-Looking Statements
This document contains “forward-looking statements” made within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “believes,” “anticipates,” “plans,” “may,” “intends,” “will,” “should,” “expects” and similar expressions or the use of the future tense are intended to identify forward-looking statements. In addition, any statements that do not relate to historical or current facts or matters are forward-looking statements. Statements concerning current conditions may also be forward-looking if they imply a continuation of current conditions. Examples of forward-looking statements within this document include, but are not limited to, statements concerning the additional steps that we intend to take to mitigate the risk that our necessary 3TG benefit armed groups.
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Forward-looking statements are subject to risks and uncertainties that could cause actual actions or performance to differ materially from those expressed in the forward-looking statements. These risks and uncertainties include, but are not limited to: (1) the continued implementation of satisfactory traceability and other compliance measures by our direct and indirect suppliers on a timely basis or at all; (2) whether SORs and other market participants responsibly source 3TG; and (3) political and regulatory developments, whether in the Covered Countries, the United States or elsewhere. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of the filing of this document. We do not intend, and undertake no obligation, to publish revised forward-looking statements to reflect events or circumstances after the date of the filing of this document or to reflect the occurrence of unanticipated events.
15
Exhibit A
INDEPENDENT PRIVATE SECTOR AUDIT REPORT
DODD FRANK WALL STREET REFORM AND CONSUMER PROTECTION ACT, SECTION 1502
M/A-COM Technology Solutions Holdings, Inc.
To MACOM,
Resource Consulting Services Limited (“RCS Global” or “RCS”) conducted an Independent Private Sector Audit (IPSA) of MACOM’s (“the Company”) Conflict Minerals Report for the reporting period of January 1 to December 31, 2015. We examined evidence relating to the audit objectives set forth in 17 CFR Part 249b.400, Section 1, Item 1.01, which state that the auditor is to express an opinion or conclusion as to:
1) Whether the design of the Company’s due diligence framework as set forth in Sections on Company Management Systems and Due Diligence in the Conflict Minerals Report for the reporting period from January 1 to December 31, 2015, is in conformity, in all material respects, with the criteria set forth 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 2013 (“OECD Guidance”), and
2) Whether the Company’s description of the due diligence measures it performed, as set forth in the Section on Due Diligence in the Conflict Minerals Report for the reporting period from January 1 to December 31, 2015, is consistent with the due diligence process that the Company undertook.
Management is responsible for the design of the Company’s due diligence framework and the description of the Company’s due diligence measures set forth in the Conflict Minerals Report, and performance of the due diligence measures. The opinion or conclusion in this audit report is in relation to the two audit objectives. These audit objectives are narrowly defined and do not include the auditor’s opinion on:
| • | The consistency of the due diligence measures that the Company performed with either the design of the Company’s due diligence framework or the OECD Guidance. |
| • | The completeness of the Company’s description of the due diligence measures performed. |
| • | The suitability of the design or operating effectiveness of the Company’s due diligence process. |
| • | Whether a third party can determine from the Conflict Minerals Report if the due diligence measures the Company performed are consistent with the OECD Guidance. |
| • | The Company’s reasonable country of origin inquiry (RCOI), including the suitability of the design of the RCOI, its operating effectiveness, or the results thereof. |
| • | The Company’s conclusions about the source or chain of custody of its conflict minerals, those products subject to due diligence, or the DRC Conflict Free status of its products. |
Consequently, we do not express an opinion or conclusion on the matters listed above or any other matters included in any section of the Conflict Minerals Report other than the design of the Company’s due diligence framework and the Company’s description of the due diligence measures it performed as set forth in the Sections mentioned in the audit objectives.
We conducted this performance audit in accordance with generally accepted government auditing standards, in particular Chapters 1, 2, 3, 6 and 7 of the U.S. Government Accountability Office Generally Accepted Government Auditing Standards, Revision of December 2011. Those standards require that we plan and perform the audit to obtain sufficient, appropriate evidence to provide a reasonable basis for our findings and conclusions based on our audit objectives.
1
For the first audit objective, we reviewed policies, processes and procedures describing the design of the due diligence framework and conducted interviews with the persons directly responsible for the conflict minerals program at the Company as well as phone interviews with the third party service provider responsible for the design of the due diligence framework. For the second audit objective we reviewed records supporting the implementation of due diligence measures as described in the Conflict Minerals Report and conducted interviews with the persons of the Company and the third party service provider directly involved in the implementation of these measures. For the second audit objective we adopted a sampling approach for the review of records, taking into account the type of mineral, the total population as well as type and level of risk associated with sourcing practices of supply chain actors.
We believe that the evidence obtained provides a reasonable basis for our findings based on our audit objectives.
Management was provided an opportunity to review and offer comments on a draft of this report and did not offer any comments to the draft report.
In our opinion,
| • | The design of the Company’s due diligence framework for the reporting period from January 1 to December 31, 2015, as set forth in the Conflict Minerals Report, is in conformity, in all material respects, with the OECD Guidance, and |
| • | The Company’s description of the due diligence measures it performed, as set forth in the Conflict Minerals Report for the reporting period from January 1 to December 31, 2015, is consistent with the due diligence process that the Company undertook. |
Resource Consulting Services Limited
London 06 May 2016
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