UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM SD

Specialized Disclosure Report

 

 

SEALED AIR CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware		1-12139		65-0654331
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

8215 Forest Point Boulevard Charlotte, North Carolina		28273
(Address of Principal Executive Offices)		(Zip Code)

Norman D. Finch Jr.

Vice President, General Counsel & Secretary

980-221-3235

(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.

 

 

 

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Section 1 – Conflict Minerals Disclosure

 

Item 1.01

Conflict Minerals Disclosure and Report

In accordance with Rule 13p-1 under the Securities Exchange Act of 1934 (the “Conflict Minerals Rule”), Sealed Air Corporation (“Sealed Air” or the “Company”) is filing this Form SD to disclose information relating to the Company’s use and sourcing of columbite-tantalite (coltan), cassiterite, gold, wolframite, or their derivatives, which are limited to tantalum, tin and tungsten (“3TG” or “Conflict Minerals”).

The Company has determined that during the reporting period January 1, 2015 to December 31, 2015, certain of the products the Company manufactures or contracts to manufacture contained 3TG that was necessary to the functionality or production of those products. Sealed Air conducted a reasonable country of origin inquiry (“RCOI”) designed to determine whether any of the 3TG originated in the Democratic Republic of the Congo or an adjoining country (together, a “Covered Country”) and whether any of the 3TG originated from recycled or scrap sources. Based on this RCOI, Sealed Air determined that certain of the 3TG likely originated in the Covered Countries and did not originate from recycled or scrap sources. Accordingly, Sealed Air exercised due diligence on the source and chain of custody of such 3TG and has filed a Conflict Minerals Report for calendar year 2015 (the “2015 Conflict Minerals Report”). The Company’s 2015 Conflict Minerals Report is attached hereto as Exhibit 1.01 and is publicly available at www.sealedair.com/investors.

 

Item 1.02

Exhibit

The Company’s 2015 Conflict Minerals Report, as required by Item 1.02, is attached as Exhibit 1.01 to this Form SD.

Section 2 – Exhibits

 

Item 2.01

Exhibits

Exhibit 1.01 – Conflict Minerals Report for the reporting period January 1, 2015 to December 31, 2015.

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SIGNATURE

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

 

Dated: May 27, 2016

Exhibit 1.01

Sealed Air Corporation

Conflict Minerals Report

for the Year Ended December 31, 2015

Introduction

This Conflict Minerals Report has been prepared pursuant to Rule 13p-1 of the Securities Exchange Act of 1934, as amended (the “Rule”), for the reporting period from January 1 to December 31, 2015. This Conflict Minerals Report describes Sealed Air’s (“Sealed Air,” the “Company,” “we,” “our,” or “us”) reasonable country of origin inquiry (“RCOI”) and due diligence on the source and chain of custody of gold, columbite-tantalite (coltan), cassiterite, wolframite, or their derivatives, which are limited to tantalum, tin and tungsten (“3TG” or “Conflict Minerals”) that are necessary to the production or functionality of products that Sealed Air manufactured or contracted to manufacture during calendar year 2015 (the “2015 Report Year”). We are several steps removed from the mining and processing of the 3TG used in the components for our products. Accordingly, our due diligence process focused on our suppliers, and we rely on them to assist with both our RCOI and due diligence process, including the identification of smelters or refiners (“SORs”) in the supply chain and the countries of origin of 3TG sourced by the identified SORs.

The information in this report covers the activities of Sealed Air and all of its consolidated subsidiaries.

Company Overview

Sealed Air Corporation, a corporation organized under the laws of Delaware, is a global leader in food safety and security, facility hygiene and product protection. The Company serves an array of end markets including food and beverage processing, food service, retail, healthcare and industrial, and commercial and consumer applications. Our focus is on achieving quality sales growth through leveraging our geographic footprint, technological know-how and leading market positions to bring measureable, sustainable value to our customers and investors.

Product Description

This Conflict Minerals Report relates to products (i) for which Conflict Minerals are necessary to the functionality or production of that product; (ii) that were manufactured, or contracted to be manufactured, by the Company; and (iii) for which the manufacture was completed during calendar year 2015. Through a screening process, the Company determined that, to the best of our knowledge, customer equipment and other select products from the Company’s three divisions, Food Care, Product Care and Diversey Care, referred to collectively as the “Covered Products,” contain 3TG or have a high likelihood of containing 3TG, as these products contain electronic components. More specifically, the “Covered Products” may contain necessary Conflict Minerals as follows:

 

•

Tantalum, used in capacitors and certain alloys;

 

•

Tin, used in soldered components;

 

•

Tungsten, used in coatings and certain alloys; and

 

•

Gold, used in circuit boards and electronic components.

Supply Chain

Our supply chain includes over 500 different in-scope suppliers. Because of our size, the complexity of our products, and the depth, breadth, and constant evolution of our supply chain, it is challenging to identify actors upstream from our direct suppliers. There are many tiers of suppliers and sub-suppliers between the Company and the SORs that process the 3TG that is contained in each particular product manufactured or contracted to be manufactured by Sealed Air. Therefore, it is inherently difficult to determine the ultimate source of 3TG in the products we manufacture. As a result, we rely on our direct suppliers to provide information on the origin of the 3TG contained in components and materials supplied to us – including sources of 3TG that are supplied to them from lower tier suppliers. We have revised contract terms applicable to most of our suppliers with regard to 3TG. Those terms require suppliers to certify compliance with Section 1502 of the Dodd-Frank Act, as may be applicable to the materials and/or services being provided.

Reasonable Country of Origin Inquiry

        We conducted a RCOI reasonably designed to determine whether the 3TG in our products in the 2015 Report Year originated from the Covered Countries or are from recycled or scrap sources in accordance with the requirements of the Rule. The Covered Countries are the Democratic Republic of Congo and its adjoining countries (Angola, Burundi, Republic of the Congo, Central African Republic, Rwanda, South Sudan, Tanzania, Uganda and Zambia). As part of its RCOI, and with the assistance of a third-party

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consultant, Assent Compliance, Inc. (“Assent”), the Company engaged its potential 3TG suppliers to collect information regarding the presence and sourcing of 3TG in its products. Suppliers were asked to complete and submit, within a certain time frame, the joint Electronic Industry Citizen Coalition (“EICC”) and Global e-Sustainability Initiative (“GeSI”) EICC-GeSI Conflict Minerals Reporting Template v. 4.01 (“CMRT”). The CMRT is a standardized reporting template developed by the Conflict-Free Sourcing Initiative (“CFSI”) that requests, among other things, information regarding country of origin of 3TG supplied to the Company and the SORs in the supply chain. Assent followed up with all unresponsive suppliers through a defined process via both automated emails and one-on-one emails, including offering assistance and further information to suppliers about the requirements of the Rule and the Company’s expectations. Based on the RCOI, Sealed Air determined that certain of our 3TG originated in the Covered Countries and did not originate from recycled or scrap sources. Accordingly, Sealed Air exercised due diligence on the source and chain of custody of such 3TG and is filing this Conflict Minerals Report for the 2015 Report Year.

Due Diligence

Design of Due Diligence

Sealed Air designed its due diligence process to conform with the due diligence framework in the Organization of Economic Co-operation and Development Due Diligence (“OECD”) Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas, Second Edition and related Supplements on Tin, Tantalum and Tungsten and on Gold (collectively the “OECD Guidance”).

Step One – Establish Strong Company Management Systems

Conflict Minerals Policy

We have adopted a Conflict Minerals policy, which is posted on our website at www.sealedair.com/investors.

Internal Team and Training

The Company has established an internal management team responsible for executing our Conflict Minerals due diligence process and reporting compliance. Our Conflict Minerals team is overseen by the General Counsel and Chief Supply Chain Officer and a team of subject matter experts from relevant functions such as quality, supply chain, operations, finance and legal. The team of subject matter experts is responsible for implementing our Conflict Minerals compliance strategy. Senior management is briefed about the results of our due diligence efforts on a regular basis.

We, in cooperation with Assent, have developed internal training programs to educate anyone within the Company that is a potential contact point for suppliers or other external parties regarding the Company’s Conflict Minerals compliance efforts. We intend to review our training programs at least annually to make sure they are continuously aligned with current regulations, our initiatives, and the tools we use.

Control Systems

As previously noted, the Company engaged Assent to facilitate supplier engagement and assist the Company in collecting, analyzing, verifying, and storing supplier-provided data and performing due diligence for the Conflict Minerals program. Data regarding the presence and sourcing of 3TG in materials, goods and components supplied to the Company was collected from suppliers utilizing the CMRT, a standardized reporting template developed by the CFSI.

Our controls also include our Code of Business Conduct and Ethics, which outlines expected behaviors for all our employees.

Supplier Engagement

We rely on our direct suppliers to provide information on the origin of the 3TG contained in components and materials supplied to us – including sources of 3TG that are supplied to them from lower tier suppliers.

In accordance with the OECD requirement to strengthen engagement with suppliers, we have, in cooperation with Assent, provided educational materials to suppliers on the Conflict Minerals regulations as well as relevant SEC reporting requirements (see discussion below). In addition, we have leveraged our existing communications framework, specifically through our procurement personnel, to encourage supplier interactions with Assent and to impress on our suppliers the importance of completing the Conflict Minerals surveys. It has also allowed for our supplier communications to be more focused and to ensure expectations are clear.

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Grievance Mechanism

We have in place a grievance mechanism whereby employees and suppliers can report violations of the Company’s policies, including concerns with regard to Conflict Minerals. Employees and suppliers can raise concerns by emailing at contact.us@sealedair.com.

Records Maintenance

We have retained all relevant documentation from our RCOI and due diligence. Our policy related to relevant documentation of our Conflict Minerals compliance process requires that documentation will be retained for a period of at least five years.

Step Two – Identify and Assess Risk in Our Supply Chain

Supplier Risk Assessment

Because of our size, the complexity of our products, and the depth, breadth, and constant evolution of our supply chain, it is challenging for us to identify suppliers other than our direct suppliers. After conducting a risk-based assessment of our direct suppliers, we identified over 500 different in-scope direct suppliers. We rely on suppliers whose materials or components contain 3TG to provide us with information about the source of 3TG contained in those materials or components. Our direct suppliers similarly rely upon information provided by their suppliers. Many of the largest suppliers either are SEC registrants and subject to the Rule or are suppliers to other SEC registrants that are subject to the Rule.

We calculate supplier risk based on the chances that a supplier provides 3TG that may originate from non-conflict free sources. The value of this risk is calculated based on the risk ratings of the SORs declared by that supplier on their CMRT.

Additionally, suppliers are evaluated on program strength (further assisting in identifying risk in the supply chain). Evaluating and tracking the strength of the program can assist in making key risk mitigation decisions as the program progresses. The criteria used to evaluate the strength of the supplier’s program are:

 

•

Does the supplier have a policy in place that includes DRC conflict-free sourcing?

 

•

Has the supplier implemented due diligence measures for conflict-free sourcing?

 

•

Does the supplier verify due diligence information received from its suppliers?

 

•

Does the supplier’s verification process include corrective action management?

When a supplier meets these criteria, the supplier is deemed to have a strong program. When a supplier does not meet these criteria, the supplier is deemed to have a weak program.

As part of our risk management plan and to ensure suppliers understand our expectations, we have, through Assent, provided video and written training on Conflict Minerals and the CMRT. This training includes instructions on completing the form and one-on-one email and phone discussions with supplier personnel.

Supplier Surveys

Tracing materials back to their mine of origin is a complex aspect of responsible sourcing in our supply chain. We have determined that seeking information about 3TG SORs in our supply chain represents the most reasonable effort we can make to determine the mines or locations of origin of the 3TG in our supply chain.

Our primary means of determining origin of our 3TG for the 2015 Report Year was by conducting a supply chain survey with direct suppliers using the CMRT. This supply chain survey, and Sealed Air’s Conflict Minerals program as a whole, has been developed and implemented in cooperation with Assent.

Assent provided each supplier a copy of the EICC-GeSI reporting CMRT to complete for purposes of Conflict Minerals tracking. Assent and/or members of the Sealed Air supply chain team made at least three follow-up inquiries to each supplier that did not respond to our initial survey, either by phone or email or both. The Assent software platform automatically reviewed the responses against criteria developed to determine which required further engagement with our suppliers. These criteria included incomplete responses as well as inconsistencies within the data reported in the CMRT. Assent worked directly with those suppliers to provide revised responses.

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Once surveys were returned, Assent reviewed and attempted to match each verified SOR identified in the completed surveys to available lists of SORs that have been validated as conflict free under internationally-recognized schemes such as the CFSI Conflict-Free Smelter Program, the London Bullion Market Association Good Delivery program (“LBMA”) and the Responsible Jewellery Council Chain-of-Custody Certification program (“RJC”). If an SOR was not validated by an internationally-recognized scheme, Assent either attempted to contact the SOR to gather more information about its sourcing practices or conducted Internet research to determine whether there are any additional publicly available sources of information regarding the SOR’s sourcing practices.

SORs that are not validated as conflict-free under an internationally-recognized scheme pose a significant risk. As part of the Conflict Minerals program designed with Assent, where a SOR is not identified as conflict free by such sources, the risk is rated as High, Medium or Low. This rating is based on various factors, including whether the SOR has been identified as a valid SOR and has an associated Smelter Identification Number (under the CFSI, this is known as a CID), and the SOR’s geographic location, including proximity to the Covered Countries.

Step Three – Design and Implement a Strategy to Respond to Risks

The Company maintains a risk management plan to respond to risks identified in the above-described risk assessment. The Company’s Conflict Minerals program is implemented, managed and monitored in accordance with this risk management plan.

The Company’s Conflict Minerals team provides updates to senior management of the Company in connection with the Conflict Minerals Program, including with regard to risk assessment and results of the annual due diligence process.

As described in our Conflict Minerals policy, we expect our suppliers to fully support our compliance efforts, including in connection with our due diligence efforts to trace the source and chain of custody of our 3TG. As part of our risk management plan, to ensure suppliers understand our expectations, we provided both video recorded training and documented instructions through Assent, and answered all questions that suppliers requiring further clarification presented to us.

Step Four – Carry out Independent Third Party Audit of Supply Chain Due Diligence at Identified Points in the Supply Chain

Sealed Air does not have a direct relationship with Conflict Minerals SORs and, accordingly, we do not perform direct audits of these entities in our supply chain. Rather, Sealed Air relies on independent third-parties to audit and validate SORs.

Step Five – Report on Supply Chain Due Diligence

This Conflict Minerals Report is being filed with the SEC as an exhibit to our specialized disclosure report on Form SD and is available on our website at www.sealedair.com/investors.

Due Diligence Results

As a result of the due diligence efforts described above, we received completed CMRTs from 73% of our in-scope direct suppliers. Appendix A lists, as of May 9, 2016, the SORs identified by our direct suppliers that may have been used to process Conflict Minerals necessary to the functionality or production of our products during 2015. For all responses that indicated a SOR, Assent compared the facilities listed to the list of SORs maintained by the CFSI. If a supplier indicated that the facility was “Conflict-Free,” Assent confirmed that the name was listed by CFSI as such. As of May 9, 2016, we have validated 320 SORs and we are working to validate the additional SOR entries from the submitted CMRTs. Appendix A lists the SORs that the suppliers we surveyed reported as being in their supply chains. We have not listed in Appendix A any SORs that we have not been able to validate. Appendix A also includes an aggregated list of the countries of origin from which the reported facilities collectively source Conflict Minerals, based on information provided by our suppliers. Based on the SOR lists provided by suppliers via the CMRTs and publicly available information, we have identified 216 Conflict-Free SORs.

The information that we received from a majority of our direct suppliers was at a company-wide level. Therefore, the SORs identified by our direct suppliers contained in Appendix A may include SORs that processed Conflict Minerals that our direct suppliers supplied to their other customers rather than to us. As a result, we are unable to conclusively determine whether the SORs included in Appendix A were used to process the Conflict Minerals necessary to the functionality or production of our products during 2015. Because of this uncertainty, we are also unable to conclusively determine whether each of the countries of origin listed in Appendix A was a country of origin of Conflict Minerals in our products during 2015, and therefore, are unable to conclusively determine the source and chain of custody of those Conflict Minerals. In addition, the third-party audits conducted by the CFSI, the LBMA and the information that we receive from our direct suppliers may yield inaccurate or incomplete information. For example, the information received from our direct suppliers may be incomplete because they may not have received accurate and complete Conflict Minerals information from all of the suppliers in their own supply chain. We also do not have access to audit reports or detailed findings of the third-party audits conducted as part of the CFSI Conflict-Free Smelter Program or the LBMA Responsible Gold Programme and, as a result, are not responsible for the quality of these audits or the audit findings.

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Risk Mitigation Efforts

We have taken, and intend to continue to take, the following steps to mitigate the risk that 3TG contained in products we manufacture or contract to manufacture benefit armed groups:

 

•

Track and add new suppliers as they enter Sealed Air’s supply chain to the Company’s Conflict Minerals program.

 

•

Engage with suppliers and direct them to training resources to attempt to increase the response rate and improve the content of the supplier survey responses.

 

•

Begin a targeted engagement plan with suppliers that do not reply or that reply with inaccurate or invalid responses.

 

•

Encourage suppliers to use conflict-free SORs in the supply chain.

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Appendix A

 

Metal		Standard Smelter Name		Smelter Facility Location		Conflict Free?
Gold		Advanced Chemical Company		UNITED STATES
Gold		Aida Chemical Industries Co., Ltd.		JAPAN		Yes
Gold		Aktyubinsk Copper Company TOO		KAZAKHSTAN
Gold		Al Etihad Gold Refinery DMCC		UNITED ARAB EMIRATES
Gold		Allgemeine Gold-und Silberscheideanstalt A.G.		GERMANY		Yes
Gold		Almalyk Mining and Metallurgical Complex (AMMC)		UZBEKISTAN
Gold		AngloGold Ashanti Córrego do Sítio Mineração		BRAZIL		Yes
Gold		Argor-Heraeus SA		SWITZERLAND		Yes
Gold		Asahi Pretec Corporation		JAPAN		Yes
Gold		Asahi Refining Canada Limited		CANADA		Yes
Gold		Asahi Refining USA Inc.		UNITED STATES		Yes
Gold		Asaka Riken Co., Ltd.		JAPAN		Yes
Gold		Atasay Kuyumculuk Sanayi Ve Ticaret A.S.		TURKEY
Gold		Aurubis AG		GERMANY		Yes
Gold		Bangko Sentral ng Pilipinas (Central Bank of the Philippines)		PHILIPPINES		Yes
Gold		Bauer Walser AG		GERMANY
Gold		Boliden AB		SWEDEN		Yes
Gold		C. Hafner GmbH + Co. KG		GERMANY		Yes
Gold		Caridad		MEXICO
Gold		CCR Refinery – Glencore Canada Corporation		CANADA		Yes
Gold		Cendres + Métaux SA		SWITZERLAND
Gold		Chimet S.p.A.		ITALY		Yes
Gold		Chugai Mining		JAPAN
Gold		Daejin Indus Co., Ltd.		KOREA, REPUBLIC OF
Gold		Daye Non-Ferrous Metals Mining Ltd.		CHINA
Gold		Do Sung Corporation		KOREA, REPUBLIC OF
Gold		DODUCO GmbH		GERMANY		Yes
Gold		Dowa		JAPAN		Yes
Gold		Eco-System Recycling Co., Ltd.		JAPAN		Yes
Gold		Elemetal Refining, LLC		UNITED STATES		Yes
Gold		Emirates Gold DMCC		UNITED ARAB EMIRATES		Yes
Gold		Faggi Enrico S.p.A.		ITALY
Gold		Fidelity Printers and Refiners Ltd.		ZIMBABWE
Gold		Gansu Seemine Material Hi-Tech Co., Ltd.		CHINA
Gold		Geib Refining Corporation		UNITED STATES
Gold		Great Wall Precious Metals Co., Ltd. of CBPM		CHINA
Gold		Guangdong Jinding Gold Limited		CHINA

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Gold		Guoda Safina High-Tech Environmental Refinery Co., Ltd.		CHINA
Gold		Hangzhou Fuchunjiang Smelting Co., Ltd.		CHINA
Gold		Heimerle + Meule GmbH		GERMANY		Yes
Gold		Heraeus Ltd. Hong Kong		CHINA		Yes
Gold		Heraeus Precious Metals GmbH & Co. KG		GERMANY		Yes
Gold		Hunan Chenzhou Mining Co., Ltd.		CHINA
Gold		Hwasung CJ Co., Ltd.		KOREA, REPUBLIC OF
Gold		Inner Mongolia Qiankun Gold and Silver Refinery Share Company Limited		CHINA		Yes
Gold		Ishifuku Metal Industry Co., Ltd.		JAPAN		Yes
Gold		Istanbul Gold Refinery		TURKEY		Yes
Gold		Japan Mint		JAPAN		Yes
Gold		Jiangxi Copper Company Limited		CHINA		Yes
Gold		JSC Ekaterinburg Non-Ferrous Metal Processing Plant		RUSSIAN FEDERATION		Yes
Gold		JSC Uralelectromed		RUSSIAN FEDERATION		Yes
Gold		JX Nippon Mining & Metals Co., Ltd.		JAPAN		Yes
Gold		Kaloti Precious Metals		UNITED ARAB EMIRATES
Gold		Kazakhmys Smelting LLC		KAZAKHSTAN
Gold		Kazzinc		KAZAKHSTAN		Yes
Gold		Kennecott Utah Copper LLC		UNITED STATES		Yes
Gold		KGHM Polska Miedź Spółka Akcyjna		POLAND
Gold		Kojima Chemicals Co., Ltd.		JAPAN		Yes
Gold		Korea Metal Co., Ltd.		KOREA, REPUBLIC OF
Gold		Korea Zinc Co. Ltd.		KOREA, REPUBLIC OF
Gold		Kyrgyzaltyn JSC		KYRGYZSTAN
Gold		L’ azurde Company For Jewelry		SAUDI ARABIA
Gold		Lingbao Gold Company Limited		CHINA
Gold		Lingbao Jinyuan Tonghui Refinery Co., Ltd.		CHINA
Gold		LS-NIKKO Copper Inc.		KOREA, REPUBLIC OF		Yes
Gold		Luoyang Zijin Yinhui Gold Refinery Co., Ltd.		CHINA
Gold		Materion		UNITED STATES		Yes
Gold		Matsuda Sangyo Co., Ltd.		JAPAN		Yes
Gold		Metahub Industries Sdn. Bhd.		MALAYSIA
Gold		Metalor Technologies (Hong Kong) Ltd.		CHINA		Yes
Gold		Metalor Technologies (Singapore) Pte., Ltd.		SINGAPORE		Yes
Gold		Metalor Technologies (Suzhou) Ltd.		CHINA
Gold		Metalor Technologies SA		SWITZERLAND		Yes
Gold		Metalor USA Refining Corporation		UNITED STATES		Yes

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Gold		METALÚRGICA MET-MEX PEÑOLES, S.A. DE C.V		MEXICO		Yes
Gold		Mitsubishi Materials Corporation		JAPAN		Yes
Gold		Mitsui Mining and Smelting Co., Ltd.		JAPAN		Yes
Gold		MMTC-PAMP India Pvt., Ltd.		INDIA		Yes
Gold		Morris and Watson		NEW ZEALAND
Gold		Moscow Special Alloys Processing Plant		RUSSIAN FEDERATION		Yes
Gold		Nadir Metal Rafineri San. Ve Tic. A.Ş.		TURKEY		Yes
Gold		Navoi Mining and Metallurgical Combinat		UZBEKISTAN
Gold		Nihon Material Co., Ltd.		JAPAN		Yes
Gold		Ögussa Österreichische Gold- und Silber-Scheideanstalt GmbH		AUSTRIA		Yes
Gold		Ohura Precious Metal Industry Co., Ltd.		JAPAN		Yes
Gold		OJSC “The Gulidov Krasnoyarsk Non-Ferrous Metals Plant” (OJSC Krastsvetmet)		RUSSIAN FEDERATION		Yes
Gold		OJSC Kolyma Refinery		RUSSIAN FEDERATION
Gold		OJSC Novosibirsk Refinery		RUSSIAN FEDERATION		Yes
Gold		PAMP SA		SWITZERLAND		Yes
Gold		Penglai Penggang Gold Industry Co., Ltd.		CHINA
Gold		Prioksky Plant of Non-Ferrous Metals		RUSSIAN FEDERATION		Yes
Gold		PT Aneka Tambang (Persero) Tbk		INDONESIA		Yes
Gold		PX Précinox SA		SWITZERLAND		Yes
Gold		Rand Refinery (Pty) Ltd.		SOUTH AFRICA		Yes
Gold		Republic Metals Corporation		UNITED STATES		Yes
Gold		Royal Canadian Mint		CANADA		Yes
Gold		SAAMP		FRANCE
Gold		Sabin Metal Corp.		UNITED STATES
Gold		Samduck Precious Metals		KOREA, REPUBLIC OF
Gold		SAMWON Metals Corp.		KOREA, REPUBLIC OF
Gold		SAXONIA Edelmetalle GmbH		GERMANY
Gold		Schone Edelmetaal B.V.		NETHERLANDS		Yes
Gold		SEMPSA Joyería Platería SA		SPAIN		Yes
Gold		Shandong Tiancheng Biological Gold Industrial Co., Ltd.		CHINA
Gold		Shandong Zhaojin Gold & Silver Refinery Co., Ltd.		CHINA		Yes
Gold		Sichuan Tianze Precious Metals Co., Ltd.		CHINA		Yes
Gold		Singway Technology Co., Ltd.		TAIWAN		Yes
Gold		So Accurate Group, Inc.		UNITED STATES
Gold		SOE Shyolkovsky Factory of Secondary Precious Metals		RUSSIAN FEDERATION		Yes
Gold		Solar Applied Materials Technology Corp.		TAIWAN		Yes

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Gold		Sudan Gold Refinery		SUDAN
Gold		Sumitomo Metal Mining Co., Ltd.		JAPAN		Yes
Gold		T.C.A S.p.A		ITALY		Yes
Gold		Tanaka Kikinzoku Kogyo K.K.		JAPAN		Yes
Gold		The Refinery of Shandong Gold Mining Co., Ltd.		CHINA		Yes
Gold		Tokuriki Honten Co., Ltd.		JAPAN		Yes
Gold		Tongling Nonferrous Metals Group Co., Ltd.		CHINA
Gold		Tony Goetz NV		BELGIUM
Gold		Torecom		KOREA, REPUBLIC OF
Gold		Umicore Brasil Ltda.		BRAZIL		Yes
Gold		Umicore Precious Metals Thailand		THAILAND		Yes
Gold		Umicore SA Business Unit Precious Metals Refining		BELGIUM		Yes
Gold		United Precious Metal Refining, Inc.		UNITED STATES		Yes
Gold		Valcambi SA		SWITZERLAND		Yes
Gold		Western Australian Mint trading as The Perth Mint		AUSTRALIA		Yes
Gold		WIELAND Edelmetalle GmbH		GERMANY
Gold		Yamamoto Precious Metal Co., Ltd.		JAPAN		Yes
Gold		Yokohama Metal Co., Ltd.		JAPAN		Yes
Gold		Yunnan Copper Industry Co., Ltd.		CHINA
Gold		Zhongyuan Gold Smelter of Zhongjin Gold Corporation		CHINA		Yes
Gold		Zijin Mining Group Co., Ltd. Gold Refinery		CHINA		Yes
Tantalum		Avon Specialty Metals Ltd		UNITED KINGDOM
Tantalum		Changsha South Tantalum Niobium Co., Ltd.		CHINA		Yes
Tantalum		Conghua Tantalum and Niobium Smeltry		CHINA		Yes
Tantalum		D Block Metals, LLC		UNITED STATES		Yes
Tantalum		Duoluoshan		CHINA		Yes
Tantalum		E.S.R. Electronics		UNITED STATES
Tantalum		Exotech Inc.		UNITED STATES		Yes
Tantalum		F&X Electro-Materials Ltd.		CHINA		Yes
Tantalum		FIR Metals & Resource Ltd.		CHINA		Yes
Tantalum		Global Advanced Metals Aizu		JAPAN		Yes
Tantalum		Global Advanced Metals Boyertown		UNITED STATES		Yes
Tantalum		Guangdong Zhiyuan New Material Co., Ltd.		CHINA		Yes
Tantalum		Guizhou Zhenhua Xinyun Technology Ltd., Kaili branch		CHINA
Tantalum		H.C. Starck Co., Ltd.		THAILAND		Yes
Tantalum		H.C. Starck GmbH Goslar		GERMANY		Yes
Tantalum		H.C. Starck GmbH Laufenburg		GERMANY		Yes
Tantalum		H.C. Starck Hermsdorf GmbH		GERMANY		Yes

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Tantalum		H.C. Starck Inc.		UNITED STATES		Yes
Tantalum		H.C. Starck Ltd.		JAPAN		Yes
Tantalum		H.C. Starck Smelting GmbH & Co.KG		GERMANY		Yes
Tantalum		Hengyang King Xing Lifeng New Materials Co., Ltd.		CHINA		Yes
Tantalum		Hi-Temp Specialty Metals, Inc.		UNITED STATES		Yes
Tantalum		Jiangxi Dinghai Tantalum & Niobium Co., Ltd.		CHINA		Yes
Tantalum		Jiangxi Tuohong New Raw Material		CHINA		Yes
Tantalum		JiuJiang JinXin Nonferrous Metals Co., Ltd.		CHINA		Yes
Tantalum		Jiujiang Tanbre Co., Ltd.		CHINA		Yes
Tantalum		Jiujiang Zhongao Tantalum & Niobium Co., Ltd.		CHINA		Yes
Tantalum		KEMET Blue Metals		MEXICO		Yes
Tantalum		KEMET Blue Powder		UNITED STATES		Yes
Tantalum		King-Tan Tantalum Industry Ltd.		CHINA		Yes
Tantalum		LSM Brasil S.A.		BRAZIL		Yes
Tantalum		Metallurgical Products India Pvt., Ltd.		INDIA		Yes
Tantalum		Mineração Taboca S.A.		BRAZIL		Yes
Tantalum		Mitsui Mining & Smelting		JAPAN		Yes
Tantalum		Molycorp Silmet A.S.		ESTONIA		Yes
Tantalum		Ningxia Orient Tantalum Industry Co., Ltd.		CHINA		Yes
Tantalum		Plansee SE Liezen		AUSTRIA		Yes
Tantalum		Plansee SE Reutte		AUSTRIA		Yes
Tantalum		QuantumClean		UNITED STATES		Yes
Tantalum		Resind Indústria e Comércio Ltda.		BRAZIL		Yes
Tantalum		RFH Tantalum Smeltry Co., Ltd.		CHINA		Yes
Tantalum		Solikamsk Magnesium Works OAO		RUSSIAN FEDERATION		Yes
Tantalum		Taki Chemicals		JAPAN		Yes
Tantalum		Telex Metals		UNITED STATES		Yes
Tantalum		Tranzact, Inc.		UNITED STATES		Yes
Tantalum		Ulba Metallurgical Plant JSC		KAZAKHSTAN		Yes
Tantalum		XinXing HaoRong Electronic Material Co., Ltd.		CHINA		Yes
Tantalum		Yichun Jin Yang Rare Metal Co., Ltd.		CHINA		Yes
Tantalum		Zhuzhou Cemented Carbide		CHINA		Yes
Tin		Alpha		UNITED STATES		Yes
Tin		An Thai Minerals Company Limited		VIETNAM
Tin		An Vinh Joint Stock Mineral Processing Company		VIETNAM
Tin		Chenzhou Yun Xiang mining limited liability company		CHINA
Tin		China Tin Group Co., Ltd.		CHINA		Yes

---

Tin		CNMC (Guangxi) PGMA Co., Ltd.		CHINA
Tin		Cooperativa Metalurgica de Rondônia Ltda.		BRAZIL		Yes
Tin		CV Ayi Jaya		INDONESIA		Yes
Tin		CV Dua Sekawan		INDONESIA
Tin		CV Gita Pesona		INDONESIA		Yes
Tin		CV Serumpun Sebalai		INDONESIA		Yes
Tin		CV Tiga Sekawan		INDONESIA
Tin		CV United Smelting		INDONESIA		Yes
Tin		CV Venus Inti Perkasa		INDONESIA		Yes
Tin		Dowa		JAPAN		Yes
Tin		Electro-Mechanical Facility of the Cao Bang Minerals & Metallurgy Joint Stock Company		VIETNAM
Tin		Elmet S.L.U. (Metallo Group)		SPAIN		Yes
Tin		EM Vinto		BOLIVIA		Yes
Tin		Estanho de Rondônia S.A.		BRAZIL
Tin		Feinhütte Halsbrücke GmbH		GERMANY
Tin		Fenix Metals		POLAND		Yes
Tin		Gejiu Fengming Metalurgy Chemical Plant		CHINA
Tin		Gejiu Kai Meng Industry and Trade LLC		CHINA
Tin		Gejiu Non-Ferrous Metal Processing Co., Ltd.		CHINA		Yes
Tin		Gejiu Yunxin Nonferrous Electrolysis Co., Ltd.		CHINA
Tin		Gejiu Zili Mining And Metallurgy Co., Ltd.		CHINA
Tin		Guanyang Guida Nonferrous Metal Smelting Plant		CHINA
Tin		HuiChang Hill Tin Industry Co., Ltd.		CHINA
Tin		Huichang Jinshunda Tin Co., Ltd.		CHINA
Tin		Jiangxi Ketai Advanced Material Co., Ltd.		CHINA		Yes
Tin		Linwu Xianggui Ore Smelting Co., Ltd.		CHINA
Tin		Magnu’s Minerais Metais e Ligas Ltda.		BRAZIL		Yes
Tin		Malaysia Smelting Corporation (MSC)		MALAYSIA		Yes
Tin		Melt Metais e Ligas S/A		BRAZIL		Yes
Tin		Metahub Industries Sdn. Bhd.		MALAYSIA
Tin		Metallic Resources, Inc.		UNITED STATES		Yes
Tin		Metallo-Chimique N.V.		BELGIUM		Yes
Tin		Mineração Taboca S.A.		BRAZIL		Yes
Tin		Minsur		PERU		Yes
Tin		Mitsubishi Materials Corporation		JAPAN		Yes
Tin		Nankang Nanshan Tin Manufactory Co., Ltd.		CHINA
Tin		Nghe Tinh Non-Ferrous Metals Joint Stock Company		VIETNAM

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Tin		O.M. Manufacturing (Thailand) Co., Ltd.		THAILAND		Yes
Tin		O.M. Manufacturing Philippines, Inc.		PHILIPPINES		Yes
Tin		Operaciones Metalurgical S.A.		BOLIVIA		Yes
Tin		Phoenix Metal Ltd.		RWANDA
Tin		PT Alam Lestari Kencana		INDONESIA
Tin		PT Aries Kencana Sejahtera		INDONESIA		Yes
Tin		PT Artha Cipta Langgeng		INDONESIA		Yes
Tin		PT ATD Makmur Mandiri Jaya		INDONESIA		Yes
Tin		PT Babel Inti Perkasa		INDONESIA		Yes
Tin		PT Bangka Kudai Tin		INDONESIA
Tin		PT Bangka Prima Tin		INDONESIA		Yes
Tin		PT Bangka Timah Utama Sejahtera		INDONESIA
Tin		PT Bangka Tin Industry		INDONESIA		Yes
Tin		PT Belitung Industri Sejahtera		INDONESIA		Yes
Tin		PT BilliTin Makmur Lestari		INDONESIA		Yes
Tin		PT Bukit Timah		INDONESIA		Yes
Tin		PT Cipta Persada Mulia		INDONESIA		Yes
Tin		PT DS Jaya Abadi		INDONESIA		Yes
Tin		PT Eunindo Usaha Mandiri		INDONESIA		Yes
Tin		PT Fang Di MulTindo		INDONESIA
Tin		PT Inti Stania Prima		INDONESIA		Yes
Tin		PT Justindo		INDONESIA		Yes
Tin		PT Karimun Mining		INDONESIA
Tin		PT Kijang Jaya Mandiri		INDONESIA
Tin		PT Mitra Stania Prima		INDONESIA		Yes
Tin		PT Panca Mega Persada		INDONESIA		Yes
Tin		PT Pelat Timah Nusantara Tbk		INDONESIA
Tin		PT Prima Timah Utama		INDONESIA		Yes
Tin		PT Refined Bangka Tin		INDONESIA		Yes
Tin		PT Sariwiguna Binasentosa		INDONESIA		Yes
Tin		PT Seirama Tin Investment		INDONESIA
Tin		PT Stanindo Inti Perkasa		INDONESIA		Yes
Tin		PT Sukses Inti Makmur		INDONESIA		Yes
Tin		PT Sumber Jaya Indah		INDONESIA		Yes
Tin		PT Timah (Persero) Tbk Kundur		INDONESIA		Yes
Tin		PT Timah (Persero) Tbk Mentok		INDONESIA		Yes
Tin		PT Tinindo Inter Nusa		INDONESIA		Yes
Tin		PT Tirus Putra Mandiri		INDONESIA

---

Tin		PT Tommy Utama		INDONESIA		Yes
Tin		PT Wahana Perkit Jaya		INDONESIA		Yes
Tin		Resind Indústria e Comércio Ltda.		BRAZIL		Yes
Tin		Rui Da Hung		TAIWAN		Yes
Tin		Soft Metais Ltda.		BRAZIL		Yes
Tin		Thaisarco		THAILAND		Yes
Tin		Tuyen Quang Non-Ferrous Metals Joint Stock Company		VIETNAM
Tin		VQB Mineral and Trading Group JSC		VIETNAM		Yes
Tin		White Solder Metalurgia e Mineração Ltda.		BRAZIL		Yes
Tin		Yunnan Chengfeng Non-ferrous Metals Co., Ltd.		CHINA
Tin		Yunnan Tin Group (Holding) Company Limited		CHINA		Yes
Tungsten		A.L.M.T. TUNGSTEN Corp.		JAPAN		Yes
Tungsten		ACL Metais Eireli		BRAZIL
Tungsten		Asia Tungsten Products Vietnam Ltd.		VIETNAM		Yes
Tungsten		Chenzhou Diamond Tungsten Products Co., Ltd.		CHINA		Yes
Tungsten		Chongyi Zhangyuan Tungsten Co., Ltd.		CHINA		Yes
Tungsten		Dayu Jincheng Tungsten Industry Co., Ltd.		CHINA
Tungsten		Dayu Weiliang Tungsten Co., Ltd.		CHINA
Tungsten		Fujian Jinxin Tungsten Co., Ltd.		CHINA		Yes
Tungsten		Ganxian Shirui New Material Co., Ltd.		CHINA
Tungsten		Ganzhou Huaxing Tungsten Products Co., Ltd.		CHINA		Yes
Tungsten		Ganzhou Jiangwu Ferrotungsten Co., Ltd.		CHINA		Yes
Tungsten		Ganzhou Non-ferrous Metals Smelting Co., Ltd.		CHINA
Tungsten		Ganzhou Seadragon W & Mo Co., Ltd.		CHINA		Yes
Tungsten		Ganzhou Yatai Tungsten Co., Ltd.		CHINA		Yes
Tungsten		Global Tungsten & Powders Corp.		UNITED STATES		Yes
Tungsten		Guangdong Xianglu Tungsten Co., Ltd.		CHINA		Yes
Tungsten		H.C. Starck GmbH		GERMANY		Yes
Tungsten		H.C. Starck Smelting GmbH & Co.KG		GERMANY		Yes
Tungsten		Hunan Chenzhou Mining Co., Ltd.		CHINA		Yes
Tungsten		Hunan Chuangda Vanadium Tungsten Co., Ltd. Wuji		CHINA		Yes
Tungsten		Hunan Chuangda Vanadium Tungsten Co., Ltd. Yanglin		CHINA
Tungsten		Hunan Chunchang Nonferrous Metals Co., Ltd.		CHINA		Yes
Tungsten		Hydrometallurg, JSC		RUSSIAN FEDERATION		Yes
Tungsten		Japan New Metals Co., Ltd.		JAPAN		Yes
Tungsten		Jiangwu H.C. Starck Tungsten Products Co., Ltd.		CHINA
Tungsten		Jiangxi Dayu Longxintai Tungsten Co., Ltd.		CHINA

---

Tungsten		Jiangxi Gan Bei Tungsten Co., Ltd.		CHINA		Yes
Tungsten		Jiangxi Minmetals Gao’an Non-ferrous Metals Co., Ltd.		CHINA
Tungsten		Jiangxi Tonggu Non-ferrous Metallurgical & Chemical Co., Ltd.		CHINA
Tungsten		Jiangxi Xinsheng Tungsten Industry Co., Ltd.		CHINA
Tungsten		Jiangxi Xiushui Xianggan Nonferrous Metals Co., Ltd.		CHINA		Yes
Tungsten		Jiangxi Yaosheng Tungsten Co., Ltd.		CHINA
Tungsten		Kennametal Fallon		UNITED STATES
Tungsten		Kennametal Huntsville		UNITED STATES		Yes
Tungsten		Malipo Haiyu Tungsten Co., Ltd.		CHINA		Yes
Tungsten		Moliren Ltd		RUSSIAN FEDERATION
Tungsten		Niagara Refining LLC		UNITED STATES		Yes
Tungsten		Nui Phao H.C. Starck Tungsten Chemicals Manufacturing LLC		VIETNAM		Yes
Tungsten		Philippine Chuangin Industrial Co., Inc.		PHILIPPINES		Yes
Tungsten		Pobedit, JSC		RUSSIAN FEDERATION
Tungsten		Sanher Tungsten Vietnam Co., Ltd.		VIETNAM
Tungsten		Tejing (Vietnam) Tungsten Co., Ltd.		VIETNAM		Yes
Tungsten		Vietnam Youngsun Tungsten Industry Co., Ltd.		VIETNAM		Yes
Tungsten		Wolfram Bergbau und Hütten AG		AUSTRIA		Yes
Tungsten		Woltech Korea Co., Ltd.		KOREA, REPUBLIC OF
Tungsten		Xiamen Tungsten (H.C.) Co., Ltd.		CHINA		Yes
Tungsten		Xiamen Tungsten Co., Ltd.		CHINA		Yes
Tungsten		Xinfeng Huarui Tungsten & Molybdenum New Material Co., Ltd.		CHINA
Tungsten		Xinhai Rendan Shaoguan Tungsten Co., Ltd.		CHINA		Yes

Countries of Origin:

Argentina, Australia, Austria, Belgium, Bolivia, Brazil, Cambodia, Canada, Chile, China, Columbia, 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, Zimbabwe, Kenya, Mozambique, South Africa, Democratic Republic of the Congo, Angola, Burundi, Central African Republic, Republic of Congo, Rwanda, South Sudan, Tanzania, Uganda, and Zambia.