EX-1.01 2 ufpt-20160527ex10109ba1e.htm ufpt_Ex1_01

 

Exhibit 1.01

 

 

UFP Technologies, Inc.

Conflict Minerals Report

 

 

INTRODUCTION

This Conflict Minerals Report (“CMR”) of UFP Technologies, Inc. (herein referred to as “UFP,” the “Company,” “we,” “us,” or “our”) has been prepared pursuant to Rule 13p-1 and Form SD promulgated under the Securities Exchange Act of 1934 for the reporting period from January 1, 2015 to December 31, 2015 (the “Reporting Period”). 

Rule 13p-1 requires disclosure of certain information when a company manufactures or contracts to manufacture products for which “Conflict Minerals” are necessary to the functionality or production of those products.  The “Conflict Minerals” for the purposes of Rule 13p-1 are gold, columbite-tantalite (coltan), cassiterite, and wolframite (including their derivatives, tantalum, tin and tungsten, and the U.S. Secretary of State may designate other minerals in the future).  The “Covered Countries” for the purposes of Rule 13p-1 are the Democratic Republic of the Congo (the “DRC”), the Republic of the Congo, the Central African Republic, South Sudan, Uganda, Rwanda, Burundi, Tanzania, Zambia and Angola. 

In accordance with Securities and Exchange Commission (“SEC”) guidance, this CMR is not audited.

As required by Rule 13p-1, this CMR relates to products (the “Covered Products”): (i) for which Conflict Minerals are necessary to the functionality or production of those products; (ii) that were manufactured, or contracted to be manufactured, by the Company; and (iii) for which the manufacture was completed during the Reporting Period.  As a result of our reasonable country of origin inquiry (“RCOI”) and the due diligence procedures described below, the Company has identified certain components in its supply chain that contain necessary Conflict Minerals.  These components constitute only a very small portion of the materials content of UFP’s products.

RCOI

UFP has conducted a good faith RCOI regarding the necessary Conflict Minerals used in its products.  This good faith RCOI was designed to reasonably determine whether any of the necessary Conflict Minerals originated in the Covered Countries or came from recycled or scrap sources.  The Company’s primary means of determining country of origin of such Conflict Minerals was by conducting a supply chain survey.  Survey procedures included evaluating supplier responses to the Electronic Industry Citizenship Coalition (“EICC”)/Global e-Sustainability Initiative (“GeSI”) Conflict Minerals Reporting Template (the “Template”).  Where applicable, the Company also inquired as to whether the supplier has a policy on Conflict Minerals and made follow-up inquiries with appropriate supplier personnel.

Design of Due Diligence

Based on the Company’s RCOI, the Company was also required to exercise due diligence on the source and chain of custody of the Conflict Minerals in its products.  The design of the due diligence measures described in this CMR is intended to comply in all material respects with the Organization for Economic Co-operation and Development (“OECD”) Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High Risk Areas: Second Edition, including the related supplements on gold, tin, tantalum and tungsten (collectively, the “OECD Guidance”).  The OECD Guidance is an internationally recognized due diligence framework for identifying the source of Conflict Minerals, which includes the following steps:

Step 1: Establish strong company management systems

Step 2: Identify and assess risks in the supply chain

Step 3: Design and implement a strategy to respond to identified risks

 


 

 

Step 4: Carry out independent third-party audit of smelter(s)/refiner(s) due diligence practices

Step 5: Report annually on supply chain due diligence

The OECD Guidance is written for the entire mineral supply chain and therefore UFP’s due diligence measures were tailored to include steps appropriate for “downstream” companies such as the Company.

Due Diligence Measures Performed

The Company’s supply chain is complex, and there are many third parties in the supply chain between UFP's suppliers and the original sources of any Conflict Minerals.  The Company does not purchase Conflict Minerals directly from mines, smelters or refiners.  The Company must therefore rely on its suppliers to provide information regarding the origin of Conflict Minerals that are in our products.  Given this context, the Company undertook the following measures to exercise due diligence on the source and chain of custody of the Conflict Minerals in its products for the Reporting Period: 

(i)

UFP has established a management system to support its supply chain due diligence.

a.

UFP has adopted an organizational structure and communication process that is intended to improve supply chain transparency.  This system is meant to help us obtain critical information regarding the supply chain of Conflict Minerals used in its products.

b.

UFP has a formal company policy regarding Conflict Minerals in its supply chain.  This policy is publicly available on the Company’s website at http://www.ufpt.com under “Investor Relations” / “Corporate Governance”.

c.

UFP has assigned authority and responsibility to a multi-disciplinary team consisting of individuals from Purchasing (the “Purchasing Council”), Finance and Plant Management.  Conflict Minerals matters are discussed at monthly operations meetings and with the Purchasing Council and are ultimately reported to upper level management including the Vice President of Operations and Chief Financial Officer.

d.

UFP maintains business records relating to Conflict Minerals due diligence in accordance with the Company’s existing processes.

(ii)

UFP has taken steps to identify and assess risk in its supply chain.

a.

UFP reviewed its supply chain in order to identify products or materials that may have contained Conflict Minerals during the Reporting Period.  UFP then sent applicable suppliers a copy of the Template in order to assess the use, or lack thereof, of Conflict Minerals in the products and materials the Company purchases. 

b.

To date, a significant amount of Templates have been returned.  Follow-up reminders were sent to suppliers who did not return a Template and further correspondence was submitted when we had additional questions on the responses provided. 

(iii)

UFP has designed and implemented a strategy to respond to identified risks.

a.

UFP has designed and implemented a risk management plan that includes, but is not limited to, engaging in follow-up discussions with suppliers about the composition of their products and materials, requests for suppliers to complete Templates, and incorporating Conflict Minerals language into UFP’s supplier contracts and purchase orders through the Company's updated standard terms and conditions as published on its website.  If a supplier identifies that it has Conflict Minerals in the products or materials it supplies, UFP will actively engage that supplier to provide us with the locations of the smelter(s)/refiner(s) of those Conflict Minerals and to obtain a copy of their Conflict Mineral policies.

b.

For the smelters identified in UFP’s supply chain that are providing Conflict Minerals, UFP will review the Conflict-Free Smelter Initiative List to determine if they are compliant with the Conflict Free Sourcing Initiative.

 


 

 

(iv)

UFP has determined reliance upon independent third-party audits of smelter/refiner due diligence practices by the Conflict Free Sourcing Initiative (CFSI) is appropriate.

a.

UFP is a downstream company and is many steps removed from the smelters and refiners that produce the necessary Conflict Minerals contained in UFP’s products or components of UFP’s products.  UFP does not purchase raw minerals or ores, and does not, to the best of its knowledge, directly purchase Conflict Minerals from any of the Covered Countries. Accordingly, UFP does not perform or direct audits of these entities’ supply chains of Conflict Minerals. However, UFP supports industry wide efforts and the development and implementation of independent third-party audits of smelters and refiners, such as the CFSI’s Conflict-Free Smelter Program.

(v)

UFP complies with Step 5 of the OECD Guidance through its filing of this report (and the related Form SD) with the SEC and by making these materials publicly available on its website at http://www.ufpt.com under “Investor Relations” / “Corporate Governance”.

FINDINGS AND CONCLUSIONS

Based on the information that was provided by the suppliers that UFP surveyed and otherwise obtained through the due diligence process described above, UFP believes that, to the extent reasonably determinable by UFP, the facilities that were used to process the Conflict Minerals contained in the Covered Products included the entities identified below , each of which is listed in the Template as “known smelters or refineries,” or in the United States Department of Commerce’s global list of “all known conflict mineral processing facilities worldwide” (collectively, “Known Smelters or Refineries”). Of these 76 Known Smelters or Refineries: 54 received a “conflict free” designation from an independent third party audit program as of May 27, 2016 or previously had a “conflict free” designation which has since expired and are undergoing a re-audit; five (5) are identified as Active Tin Smelters by the CFSI, which indicates that they are committed to undergo an audit or participate in a cross-recognized certification program; and the remaining 17 Known Smelters or Refineries are not designated “conflict free” and are not Active Tin Smelters. Based on its due diligence efforts, the Company believes that these 17 Known Smelters or Refineries are smelters for tin in level 1 countries (which are lowest risk for conflict mineral inclusion).

Based on these due diligence efforts, UFP does not have sufficient information to determine all the facilities used to process necessary Conflict Minerals or to determine the mines or countries of origin of the Conflict Minerals contained in the Covered Products or whether the Conflict Minerals in the Covered Products are from recycled or scrap sources. Despite repeated efforts to obtain completed Templates, a significant number of suppliers did not respond to survey requests. In addition, because the Company is several levels removed from the source of the Conflict Minerals, despite its due diligence efforts, it was unable to identify or further investigate the source of any Conflict Minerals supplied by certain suppliers who were either non-responsive or uncertain about where the Conflict Minerals used in products they supplied to the Company originated.

UFP continues to work with suppliers throughout its supply chain to re-validate, improve, and refine their reported information, taking into account supply chain fluctuations and other changes in status or scope and relationships over time.

 

 


 

 

UFP believes that, to the extent reasonably determinable, the facilities that were used to process the Conflict Minerals contained in the Covered Products included the smelters and refiners listed in the table below. This table includes only facilities that are Known Smelters or Refineries.

 

 

 

 

 

 

 

 

 

Metal

 

Smelter ID

 

Smelter Name

 

Smelter Country

 

Notes

 

 

 

 

 

 

 

 

 

Tin

 

CID000292

 

Alpha

 

UNITED STATES

 

*

Tin

 

CID001070

 

China Tin Group Co., Ltd.

 

CHINA

 

*

Tin

 

CID000295

 

CooperativaMetalurgica de Rondônia Ltda.

 

BRAZIL

 

*

Tin

 

CID000306

 

CV Gita Pesona

 

INDONESIA

 

*

Tin

 

CID000313

 

CV SerumpunSebalai

 

INDONESIA

 

*

Tin

 

CID000315

 

CV United Smelting

 

INDONESIA

 

*

Tin

 

CID000402

 

Dowa

 

JAPAN

 

*

Tin

 

CID002774

 

Elmet S.L.U.

 

SPAIN

 

*

Tin

 

CID000438

 

EM Vinto

 

BOLIVIA

 

*

Tin

 

CID000468

 

Fenix Metals

 

POLAND

 

*

Tin

 

CID000538

 

Gejiu Non-Ferrous Metal Processing Co., Ltd.

 

CHINA

 

*

Tin

 

CID000244

 

Jiangxi Ketai Advanced Material Co., Ltd.

 

CHINA

 

*

Tin

 

CID002468

 

Magnu'sMineraisMetais e Ligas Ltda.

 

BRAZIL

 

*

Tin

 

CID001105

 

Malaysia Smelting Corporation (MSC)

 

MALAYSIA

 

*

Tin

 

CID002500

 

Melt Metais e Ligas S.A.

 

BRAZIL

 

*

Tin

 

CID001142

 

Metallic Resources, Inc.

 

UNITED STATES

 

*

Tin

 

CID002773

 

Metallo-Chimique N.V.

 

BELGIUM

 

*

Tin

 

CID001173

 

MineraçãoTaboca S.A.

 

BRAZIL

 

*

Tin

 

CID001182

 

Minsur

 

PERU

 

*

Tin

 

CID001191

 

Mitsubishi Materials Corporation

 

JAPAN

 

*

Tin

 

CID001314

 

O.M. Manufacturing (Thailand) Co., Ltd.

 

THAILAND

 

*

Tin

 

CID002517

 

O.M. Manufacturing Philippines, Inc.

 

PHILIPPINES

 

*

Tin

 

CID001337

 

OperacionesMetalurgical S.A.

 

BOLIVIA

 

*

Tin

 

CID000309

 

PT Aries Kencana Sejahtera

 

INDONESIA

 

*

Tin

 

CID001399

 

PT ArthaCiptaLanggeng

 

INDONESIA

 

*

Tin

 

CID002503

 

PT ATD MakmurMandiri Jaya

 

INDONESIA

 

*

Tin

 

CID001402

 

PT Babel Inti Perkasa

 

INDONESIA

 

*

Tin

 

CID002776

 

PT Bangka Prima Tin

 

INDONESIA

 

*

Tin

 

CID001419

 

PT Bangka Tin Industry

 

INDONESIA

 

*

Tin

 

CID001421

 

PT Belitung Industri Sejahtera

 

INDONESIA

 

*

Tin

 

CID001424

 

PT BilliTinMakmur Lestari

 

INDONESIA

 

*

Tin

 

CID001428

 

PT Bukit Timah

 

INDONESIA

 

*

Tin

 

CID001434

 

PT DS Jaya Abadi

 

INDONESIA

 

*

Tin

 

CID001438

 

PT Eunindo Usaha Mandiri

 

INDONESIA

 

*

 


 

 

 

 

 

 

 

 

 

 

 

Metal

 

Smelter ID

 

Smelter Name

 

Smelter Country

 

Notes

Tin

 

CID002530

 

PT Inti Stania Prima

 

INDONESIA

 

*

Tin

 

CID000307

 

PT Justindo

 

INDONESIA

 

*

Tin

 

CID001453

 

PT MitraStania Prima

 

INDONESIA

 

*

Tin

 

CID001457

 

PT Panca Mega Persada

 

INDONESIA

 

*

Tin

 

CID001458

 

PT Prima TimahUtama

 

INDONESIA

 

*

Tin

 

CID001460

 

PT Refined Bangka Tin

 

INDONESIA

 

*

Tin

 

CID001463

 

PT SariwigunaBinasentosa

 

INDONESIA

 

*

Tin

 

CID001468

 

PT Stanindo Inti Perkasa

 

INDONESIA

 

*

Tin

 

CID001471

 

PT Sumber Jaya Indah

 

INDONESIA

 

*

Tin

 

CID001477

 

PT Timah (Persero) TbkKundur

 

INDONESIA

 

*

Tin

 

CID001482

 

PT Timah (Persero) TbkMentok

 

INDONESIA

 

*

Tin

 

CID001490

 

PT Tinindo Inter Nusa

 

INDONESIA

 

*

Tin

 

CID001493

 

PT Tommy Utama

 

INDONESIA

 

*

Tin

 

CID002479

 

PT WahanaPerkit Jaya

 

INDONESIA

 

*

Tin

 

CID001539

 

Rui Da Hung

 

TAIWAN

 

*

Tin

 

CID001758

 

Soft Metais Ltda.

 

BRAZIL

 

*

Tin

 

CID001898

 

Thaisarco

 

THAILAND

 

*

Tin

 

CID002015

 

VQB Mineral and Trading Group JSC

 

VIET NAM

 

*

Tin

 

CID002036

 

White Solder Metalurgia e Mineração Ltda.

 

BRAZIL

 

*

Tin

 

CID002180

 

Yunnan Tin Company Limited

 

CHINA

 

*

Tin

 

CID000942

 

Gejiu Kai Meng Industry and Trade LLC

 

CHINA

 

**

Tin

 

CID001908

 

GejiuYunxin Nonferrous Electrolysis Co. Ltd.

 

CHINA

 

**

Tin

 

CID002573

 

NgheTinh Non-Ferrous Metals Joint Stock Company

 

VIET NAM

 

**

Tin

 

CID001448

 

PT Karimun Mining

 

INDONESIA

 

**

Tin

 

CID002158

 

Yunnan Chengfeng Non-ferrous metals Co., Ltd.

 

CHINA

 

**

Tin

 

CID 000278

 

CNMC PGMA Co. Ltd.

 

CHINA

 

***

Tin

 

CID000448

 

Estanho de Rondonia S A

 

BRAZIL

 

***

Tin

 

CID000466

 

FeinhutteHalsbruckeGmbh

 

GERMANY

 

***

Tin

 

CID000555

 

GejiuZi-Li

 

CHINA

 

***

Tin

 

CID000864

 

Jiangxi Nanshan

 

CHINA

 

***

Tin

 

CID001063

 

LinwuXianggui Smelter Co

 

CHINA

 

***

Tin

 

CID001231

 

NankangNanshan Tin Manufactory Co Ltd.

 

CHINA

 

***

Tin

 

CID001305

 

Novosibirsk Integrated Tin Works

 

RUSSIAN FEDERATION

 

***

Tin

 

CID001393

 

PT Alam Lestari Kencana

 

INDONESIA

 

***

Tin

 

CID004109

 

PT Bangka Kudai Tin

 

INDONESIA

 

***

Tin

 

CID001412

 

PT Bangka Putra Karya

 

INDONESIA

 

***

Tin

 

CID001416

 

PT Bangka TimahUtama Sejahtera

 

INDONESIA

 

***

 


 

 

 

 

 

 

 

 

 

 

 

Metal

 

Smelter ID

 

Smelter Name

 

Smelter Country

 

Notes

Tin

 

CID001442

 

PT Fang Di Multindo

 

INDONESIA

 

***

Tin

 

CID001449

 

PT Koba Tin

 

INDONESIA

 

***

Tin

 

CID001476

 

PT Supra SuksesTrinusa

 

INDONESIA

 

***

Tin

 

CID001486

 

PT PelatTimah Nusantara Tbk

 

INDONESIA

 

***

Tin

 

CID002287

 

PT Hanjaya Perkasa Metals

 

INDONESIA

 

***


* On the CFSI Conflict-free smelter list for tin, which includes smelters undergoing current re-audits.

** On the CFSI list of Active Tin Smelters:  committed to undergo an audit or participate in a cross-recognized certification program.

*** Known smelters for tin.  Not on the CFSI Conflict-free smelter list or Active Tin Smelter list.   All are considered level 1 countries which indicates they are actively known for producing tin and are not identified as conflict regions or plausible countries of smuggling or export of tin containing materials.

RISK MITIGATION

The Company expects to take the following steps, among others, to improve its due diligence measures and to further mitigate the risk that the necessary Conflict Minerals contained in the Company’s supply chain benefit armed groups in the Covered Countries: (i) continuing to engage with suppliers to obtain current, accurate and complete information about the supply chain; (ii) reviewing “conflict free” smelter lists from independent “conflict free” smelter validation programs; and (iii) encouraging suppliers to implement responsible sourcing.

UFP has provided information as of the date of this report. Subsequent events, such as the inability or unwillingness of any suppliers, smelters or refiners to comply with UFP’s Conflict Minerals Policy, may affect UFP’s future determinations under Rule 13p-1.

Website addresses are included in this report for reference only.  Any information contained on UFP’s website is not incorporated by reference into this report.

FORWARD-LOOKING STATEMENTS

Certain statements in this report may be “forward-looking” within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “intends,” “expects,” “plans,” “believes,” “estimates,” “anticipates,” and similar expressions are used to identify these forward-looking statements. Examples of forward-looking statements include statements relating to the Company's future plans, and any other statement that does not directly relate to any historical or current fact. Forward-looking statements are based on the Company's current expectations and assumptions, which may not prove to be accurate. These statements are not guarantees and are subject to risks, uncertainties and changes in circumstances that are difficult to predict. Actual outcomes and results may differ materially from these forward-looking statements. As a result, these statements speak only as of the date they are made and we undertake no obligation to update or revise any forward-looking statement, except as required by federal securities laws.