EX-1.02 2 a14-14495_1ex1d02.htm EX-1.02

Exhibit 1.02

 

Coherent, Inc.

Conflict Minerals Report

For the year ended December 31, 2013

 

This Conflict Minerals Report of Coherent, Inc. (“we”, “us” or the “Company”) for calendar year 2013 is provided pursuant to Rule 13p-1 (Rule 13p-1) under the Securities Exchange Act of 1934 (the 1934 Act). Please refer to Rule 13p-1, Form SD and the 1934 Act Release No. 34-67716 for definitions to the terms used in this report, unless otherwise defined herein.  This report has been prepared by management and includes all majority-owned subsidiaries of the Company.

 

Introduction

 

We are one of the world’s leading providers of lasers and laser-based solutions. Our products feature superior reliability and performance, and provide significant cost advantages for commercial and industrial customers competing in the most demanding markets.

 

Founded in 1966, we design, manufacture and market laser sources, laser tools and systems, accessories and components for customers across the globe. In addition to laser sources and tools, we also offer leading-edge beam forming and beam guidance systems as well as laser beam measurement and control equipment.  Our laser products include diode-pumped solid state lasers; fiber lasers; CO2, excimer and ion gas lasers; optically pumped semiconductor lasers; semiconductor lasers; and ultrafast lasers.

 

The capabilities of our products are exceptionally diverse and are used in a wide range of markets and applications, including microelectronics, including semiconductor test and measurement, and advanced packaging; graphic arts and display; materials processing; instrumentation for biotechnology and medical imaging; production of flat panel displays and solar cells; and  in advanced engineering, genetics, biology, chemistry, and physics.

 

Conflict minerals are currently defined as columbite-tantalite (coltan), cassiterite, gold, wolframite, or their derivatives, which are limited to tantalum, tin, and tungsten, unless the Secretary of State determines that additional derivatives are financing conflict in the Democratic Republic of the Congo (“DRC”) or an adjoining country (together, the “Covered Countries”). Collectively, conflict minerals are known as “3TG” — for tin, tantalum, tungsten, and gold.  3TG are commonly used across the electronics industry generally and are necessary to the functionality and/or production of our products.  Uses of the 3TG include:

 

·                  Gold is a highly efficient conductor that can carry low voltages and currents and remain free of corrosion. It is used in various Coherent systems as connectors, switch and relay contacts, soldering joints, connecting wires and connection strips.

 

·                  Tin is commonly used in the electronics industry for coating lead or zinc and steel to prevent corrosion. Tin can also be found in Coherent systems used in solders for joining electronic circuits.

 

·                  Tungsten is often used for electron emitters and is an important mineral for electrical contact materials as tungsten withstands the conditions of an electric arc. Tungsten is an important component in integrated circuitry used within Coherent systems.

 

·                  Tantalum is a heat-resistant powder that can hold a high electrical charge; it is an important element in creating capacitors that are used to control current flow in the circuit boards in most Coherent systems.

 



 

Reasonable Country of Origin Inquiry

 

At the end of 2012, an internal working group evaluated our supply chain and determined to move forward with a risk-based resource allocation for our reasonable country of origin inquiry (“RCOI”) process.  As a threshold matter, we broke our supply chain into four categories:

 

Category

 

Description

 

Approximate Category Size

One

 

High Risk. Suppliers from whom we directly source materials that are either fully comprised of, or largely made from, a 3TG material (example, gold)

 

30 suppliers

Two

 

Medium Risk. Suppliers from whom we source subsystems, components or other products which are likely to include 3TG (example, electronic subcomponents)

 

Categories two and three combined contain more than 2,200 suppliers representing over 25,000 unique parts

 

 

 

 

 

Three

 

Low Risk. Commonly used and available (catalog) parts that may contain 3TG materials (example, screws, washers, bolts)

 

 

Four

 

Suppliers which provide products which do not include 3TG (example, a plastic button cover)

 

 

 

Following this category review, we conducted a reasonable country of origin inquiry (RCOI) employing a variety of measures to determine whether the necessary conflict minerals in our products originated from the Covered Countries. For Category One suppliers, we hired an additional team member and re-assigned two senior members of our supply chain organization to directly engage with each supplier.  This engagement included direct discussions as well as written survey responses.  We successfully contacted all Category One suppliers who have reported the following Conflict Minerals status to Coherent: 93% use 3TG and are DRC Conflict Free; 7% use 3TG minerals and have reported such 3TG minerals as DRC conflict undeterminable.

 

With regards to the large volume of Category Two and Three suppliers, our primary means of determining country of origin is through an active supply-chain survey using the Electronic Industry Citizenship Coalition, Incorporated and Global e-Sustainability Initiative (EICC/GeSI) Conflict Minerals Reporting Template. The EICC/GeSI format has become an industry standard for collecting Conflict Minerals data from the supply chain. To assist us with this survey we retained an expert outside consulting firm.  Over the past eleven months each Category Two and Three supplier has been asked to provide 3TG information. We have made at least three separate attempts to contact the Category Two and Three suppliers who have yet to provide a complete EICC form.  While there are still a number of suppliers which have not sufficiently completed their surveys, as of the time of this filing we have received responses from Category Two and Three suppliers representing approximately 56% of the parts which are likely to contain 3TG minerals that were used in our end products sold in calendar year 2013.  These parts have the following EICC report status:  26% have been found to be “DRC Conflict Free”; 17% are “DRC Conflict Undeterminable”; 3% show 3TG minerals were not used; 10% of the EICC forms are pending approval of our internal quality check; and approximately 44% of the parts are covered by suppliers who have yet to respond.  Due to the incomplete dataset, our conflict minerals classification is currently DRC conflict undeterminable.

 



 

For suppliers included in Categories One, Two and Three who have responded to our request for 3TG country of origin, we have been able to determine the following smelter/country information:

 

Minerals

 

Smelter / Country of origin may include the following

Gold

 

Australia, Belgium, Canada, Chile, China, Germany, Hong Kong, Japan, Republic of Korea, Mexico, Switzerland, Taiwan, United States, Uzbekistan

Tantalum

 

Austria, China, Germany, Japan, Kazakhstan, Russian Federation, United States

Tin

 

Belgium, Bolivia, Brazil, China, Indonesia, Japan, Malaysia, Peru, Russian Federation, Thailand, United States

Tungsten

 

Austria, China, Germany, Japan, Russian Federation, United States

 

The Company believes that, to the extent reasonably determinable by the Company, the following table presents all smelters/refiners which, to the extent known, processed the necessary 3TG minerals that are used in Coherent products during the reporting period. Smelter/refiner information was provided to Coherent by the suppliers through their EICC/GeSI reporting form.

 

Mineral

 

Smelter Name

 

Country

Tin

 

Cookson

 

United States

Tin

 

Mitsubishi Materials Corporation

 

Japan

Tin

 

CV Duta Putra Bangka

 

Indonesia

Tin

 

CV JusTindo

 

Indonesia

Tin

 

CV Makmur Jaya

 

Indonesia

Tin

 

CV Nurjanah

 

Indonesia

Tin

 

CV Prima Timah Utama

 

Indonesia

Tin

 

CV Serumpun Sebalai

 

Indonesia

Tin

 

CV United Smelting

 

Indonesia

Tin

 

EM Vinto

 

Bolivia

Tin

 

Gejiu Zi-Li

 

China

Tin

 

Geiju Non-Ferrous Metal Processing Co. Ltd.

 

China

Tin

 

Gold Bell Group

 

China

Tin

 

Jiangxi Nanshan

 

China

Tin

 

Liuzhou China Tin

 

China

Tin

 

Malaysia Smelting Corp

 

Malaysia

Tin

 

Metallo Chimique

 

Belgium

Tin

 

Mineração Taboca S.A.

 

Brazil

Tin

 

Minsur

 

Peru

Tin

 

Novosibirsk Integrated Tin Works

 

Russian Federation

Tin

 

OMSA

 

Bolivia

Tin

 

PT Alam Lestari Kencana

 

Indonesia

Tin

 

PT Artha Cipta Langgeng

 

Indonesia

 



 

Tin

 

PT Babel Inti Perkasa

 

Indonesia

Tin

 

PT Babel Surya Alam Lestari

 

Indonesia

Tin

 

PT Bangka Kudai Tin

 

Indonesia

Tin

 

PT Bangka Putra Karya

 

Indonesia

Tin

 

PT Bangka Timah Utama Sejahtera

 

Indonesia

Tin

 

PT Belitung Industri Sejahtera

 

Indonesia

Tin

 

PT BilliTin Makmur Lestari

 

Indonesia

Tin

 

PT Bukit Timah

 

Indonesia

Tin

 

PT Eunindo Usaha Mandiri

 

Indonesia

Tin

 

PT Fang Di MulTindo

 

Indonesia

Tin

 

PT HP Metals Indonesia

 

Indonesia

Tin

 

PT Koba Tin

 

Indonesia

Tin

 

PT Mitra Stania Prima

 

Indonesia

Tin

 

PT Refined Banka Tin

 

Indonesia

Tin

 

PT Sariwiguna Binasentosa

 

Indonesia

Tin

 

PT Stanindo Inti Perkasa

 

Indonesia

Tin

 

PT Sumber Jaya Indah

 

Indonesia

Tin

 

PT Timah

 

Indonesia

Tin

 

PT Timah Nusantara

 

Indonesia

Tin

 

PT Tinindo Inter Nusa

 

Indonesia

Tin

 

PT Yinchendo Mining Industry

 

Indonesia

Tin

 

Thaisarco

 

Thailand

Tin

 

Yunnan Chengfeng

 

China

Tin

 

Yunnan Tin Company Limited

 

China

Tin

 

PT Tambang Timah

 

Indonesia

Tin

 

CNMC (Guangxi) PGMA Co. Ltd.

 

China

Tin

 

Minmetals Ganzhou Tin Co. Ltd.

 

China

Tin

 

Huichang Jinshunda Tin Co. Ltd

 

China

Tantalum

 

Duoluoshan

 

China

Tantalum

 

Exotech Inc.

 

United States

Tantalum

 

F&X

 

China

Tantalum

 

Gannon & Scott

 

United States

Tantalum

 

Global Advanced Metals

 

United States

Tantalum

 

H.C. Starck GmbH

 

Germany

Tantalum

 

Hi-Temp

 

United States

Tantalum

 

Mitsui Mining & Smelting

 

Japan

 



 

Tantalum

 

Ningxia Orient Tantalum Industry Co., Ltd.

 

China

Tantalum

 

Kemet Blue Powder

 

United States

Tantalum

 

Plansee

 

Austria

Tantalum

 

RFH

 

China

Tantalum

 

Solikamsk Metal Works

 

Russian Federation

Tantalum

 

Telex

 

United States

Tantalum

 

Ulba

 

Kazakhstan

Tantalum

 

Zhuzhou Cement Carbide

 

China

Tantalum

 

Conghua Tantalum and Niobium Smeltry

 

China

Tungsten

 

ATI Metalworking

 

United States

Tungsten

 

ATI Tungsten Materials

 

United States

Tungsten

 

Chaozhou Xianglu Tungsten Industry Co Ltd

 

China

Tungsten

 

China Minmetals Nonferrous Metals Co Ltd

 

China

Tungsten

 

Chongyi Zhangyuan Tungsten Co Ltd

 

China

Tungsten

 

Global Tungsten & Powders Corp

 

United States

Tungsten

 

HC Starck GmbH

 

Germany

Tungsten

 

Jiangxi Rare Earth & Rare Metals Tungsten Group Corp

 

China

Tungsten

 

Jiangxi Tungsten Industry Group Co Ltd

 

China

Tungsten

 

Wolfram Bergbau und Hütten AG

 

Austria

Tungsten

 

Wolfram Company CJSC

 

Russian Federation

Tungsten

 

Xiamen Tungsten Co Ltd

 

China

Tungsten

 

Zhuzhou Cemented Carbide Group Co Ltd

 

China

Tungsten

 

Ganzhou Grand Sea W & Mo Group Co Ltd

 

China

Tungsten

 

Japan New Metals Co Ltd

 

Japan

Gold

 

Asahi Pretec (Saitama Factory)

 

Japan

Gold

 

Allgemeine Gold- und Silberscheideanstalt A.G.

 

Germany

Gold

 

Argor-Heraeus SA

 

Switzerland

Gold

 

Asahi Pretec Corp

 

Japan

Gold

 

Caridad

 

Mexico

Gold

 

Codelco

 

Chile

Gold

 

Dowa

 

Japan

Gold

 

Heimerle + Meule GmbH

 

Germany

Gold

 

Heraeus Precious Metals GmbH & Co. KG

 

Germany

Gold

 

Heraeus Ltd Hong Kong

 

Hong Kong

Gold

 

Ishifuku Metal Industry Co., Ltd.

 

Japan

Gold

 

Johnson Matthey Limited

 

Canada

 



 

Gold

 

Johnson Matthey Inc

 

United States

Gold

 

JX Nippon Mining & Metals Co., Ltd

 

Japan

Gold

 

LS-Nikko Copper Inc

 

Republic of Korea

Gold

 

Materion

 

United States

Gold

 

Matsuda Sangyo Co. Ltd

 

Japan

Gold

 

Metalor Technologies SA

 

Switzerland

Gold

 

Metalor Technologies (Hong Kong) Ltd

 

Hong Kong

Gold

 

Metalor USA Refining Corporation

 

United States

Gold

 

Mitsubishi Materials Corporation

 

Japan

Gold

 

Mitsui Mining and Smelting Co., Ltd.

 

Japan

Gold

 

Navoi Mining and Metallurgical Combinat

 

Uzbekistan

Gold

 

Ohio Precious Metals LLC.

 

United States

Gold

 

Western Australian Mint trading as The Perth Mint

 

Australia

Gold

 

Royal Canadian Mint

 

Canada

Gold

 

The Refinery of Shandong Gold Mining Co., Ltd

 

China

Gold

 

Shandong Zhaojin Gold & Silver Refinery Co., Ltd

 

China

Gold

 

Solar Applied Materials Technology Corp.

 

Taiwan

Gold

 

Sumitomo Metal Mining Co., Ltd.

 

Japan

Gold

 

Tanaka Kikinzoku Kogyo K.K.

 

Japan

Gold

 

The Great Wall Gold and Silver Refinery of China

 

China

Gold

 

Tokuriki Honten Co., Ltd

 

Japan

Gold

 

Umicore SA Business Unit Precious Metals Refining

 

Belgium

Gold

 

Valcambi SA

 

Switzerland

Gold

 

Xstrata Canada Corporation

 

Canada

Gold

 

Zhongyuan Gold Smelter of Zhongjin Gold Corporation

 

China

Gold

 

Zijin Mining Group Co. Ltd

 

China

Gold

 

Sabin Metal Corp.

 

United States

Gold

 

United Precious Metal Refining Inc.

 

United States

 

Due Diligence

 

We are required to perform due diligence in order to determine the conflict minerals status of the necessary conflict minerals used in our products.  Our due diligence processes and efforts have been developed to conform in all material respects with the 2nd edition of The Organization for Economic Co-operation and Development Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas and the related supplements for gold and for tin, tantalum and tungsten (OECD Guidance).  The OECD Guidance provides a five-step framework for risk-based due diligence in the mineral supply chain:  (1) establish strong company management systems; (2) identify and assess risk in the supply chain; (3) design and implement a strategy to respond to identified risks; (4) carry out independent third-party audit of supply chain due diligence at identified points in the supply chain; and (5) report on supply chain due diligence.  We provide further information on each of these elements below.

 



 

(1)                                 Establish strong company management systems

 

In an effort to establish strong management systems, we have:

 

·                  adopted a corporate policy on conflict-free sourcing including a stated goal to not knowingly source any metals from operations that fund conflict. Further, the policy states that Coherent will seek alternate sources of 3TG if any of our suppliers cannot demonstrate adequate due diligence documenting that the metals used in the manufacture of our products are conflict-free.

 

·                  posted our corporate policy on our Internet site, http://www.coherent.com/download/8833. The content of any website referred to in this Conflict Minerals Report is included for general information only and is not incorporated by reference in this Conflict Minerals Report.

 

·                  established a new Supplier Environmental Compliance Requirements document outlining the expectation for every supplier to provide Conflict Minerals declaration for all parts and materials provided to Coherent using the EICC/GeSi format. We are currently evaluating the impact of requiring such documentation to be completed prior to the retention of any new supplier on a worldwide basis.

 

·                  established an internal management system leveraging the industry standard EICC/GeSI form to collect conflict minerals data from all in-scope and active suppliers. As noted above, we have identified over 2,200 suppliers representing over 25,000 unique parts that were identified and are a part of our conflict minerals management program. Surveys have been sent to all suppliers with multiple attempts to contact those suppliers who have yet to respond. Each returned survey is audited internally for its completeness and any potential inconsistencies. Progress is regularly reported to senior leadership and shared with the Corporate Supply Chain organization.

 

(2)         Identify and assess risk in the supply chain

 

In an effort to identify and assess risk in the supply chain, we have:

 

·                  required all in-scope suppliers to disclose active smelters and refiners through the submittal of a complete EICC/GeSI form. Smelters are reviewed to determine whether they are active in the Conflict-Free Smelter Program (“CFSP”).  Pursuant to our corporate policy, future decisions on sourcing will be impacted by a supplier’s response and their participation in the CFSP program.

 

·                  engaged directly with each Category One supplier to confirm that each such supplier is providing us with a completed EICC/GeSI form and, where appropriate, will consider other suppliers if the supplier is unable to declare their products as DRC conflict free.

 



 

(3)         Design and implement a strategy to respond to identified risks

 

In an effort to design and implement a strategy to respond to identified risks, we:

 

·                  regularly report to senior management on the status of our Conflict Minerals Program. Additionally, conflict minerals status updates are included in our ISO140000 review management meetings.

 

·                  regularly review our contingency planning for our supply chain, including replacement risk for those suppliers who have not yet replied to our information requests.

 

(4)         Carry out independent third-party audit of supply chain due diligence at identified points in the supply chain

 

We do not have a direct supplier relationship with smelters. We will continue to support the development and implementation of independent third party audits of smelters such as the CFSP and will encourage our suppliers to purchase materials from audited, conflict-free smelters.  We are continuing to evaluate direct independent third party audits of our Category One suppliers and an assessment of their diligence steps taken with regards to any purchases made from smelters.

 

(5)         Report on supply chain due diligence

 

In an effort to report on supply chain due diligence, we have:

 

·                  leveraged our new Corporate Policy on Conflict Minerals and Environmental Requirements document, which is provided to all current suppliers (as well as future potential suppliers). Further, suppliers are encouraged to sign a ‘Certificate of Compliance with Coherent’s Environmental Policy’, which includes the obligation to provide Conflict Minerals declarations.

 

·                  filed this Conflict Minerals Report as an Exhibit to our Form SD and publicly disclosed it on our Internet site under the Corporate Sustainability and Responsibility Tab at www.coherent.com.

 

Additional Risk Mitigation Steps

 

As noted above. We have made the determination that our products are DRC conflict undeterminable due to the incomplete dataset provided by our suppliers. In the 2014 reporting period, we will take additional measures to improve our conflict minerals program including:

 

·                  working with our smaller suppliers to further educate them on the Conflict Minerals rule and assist them in completing the EICC/GeSI form;

 

·                  critically evaluating the business relationship with suppliers who refuse to provide a complete assessment of their conflict minerals status;

 

·                  identifying alternate supply sources for suppliers who respond as “Not Conflict Free”; and

 

·                  requesting that all smelters identified in the EICC/GeSI survey participate in a program such as the CFSP to obtain a “conflict-free” designation.