UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM SD
Specialized Disclosure Report
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Autoscope Technologies Corporation
(Exact name of registrant as specified in its charter)
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Minnesota |
0-26056 |
86-3685595 |
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(State or other jurisdiction of |
(Commission |
(I.R.S. Employer |
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incorporation or organization) |
File Number) |
Identification No.) |
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1115 Hennepin Avenue, Minneapolis, MN |
55403 |
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(Address of principal executive offices) |
(Zip Code) |
Frank G. Hallowell
Chief Financial Officer
(612) 438-2363
(Name and telephone number, including area code, of the person to contact in connection with this report.)
Check the appropriate box below to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:
☒ Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2021.
SECTION 1 - Conflict Minerals Disclosure
ITEM 1.01 Conflict Minerals Disclosure and Report
Autoscope Technologies Corporation (the “Company”) has filed a Conflict Minerals Report with the Securities and Exchange Commission as Exhibit 1.01 hereto, which is publicly available at www.autoscope.com.
ITEM 1.02 Exhibit
The Company has filed as Exhibit 1.01 to this Form SD the Conflict Minerals Report required by Item 1.01 of Form SD.
SECTION 2 - Exhibits
ITEM 2.01 Exhibits
Exhibit Number Description
Exhibit 1.01 Conflict Minerals Report as required by Items 1.01 and 1.02 of 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.
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Autoscope Technologies Corporation |
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By: /s/ Frank G. Hallowell |
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Frank G. Hallowell, Chief Financial Officer |
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Date: May 24, 2022 |
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Exhibit 1.01
Autoscope Technologies Corporation
Conflict Minerals Report in Accordance with Rule 13p-1 under the Securities Exchange Act of 1934
This Conflict Minerals Report (the "Report") of Autoscope Technologies Corporation ("AATC") for the reporting period January 1, 2021 to December 31, 2021 (the "Reporting Period") has been prepared in accordance with Rule 13p-1 (“Rule 13p-1”) and Form SD promulgated under the Securities Exchange Act of 1934. Please refer to Rule 13p-1, Form SD and Release No. 34-67716 issued by the Securities and Exchange Commission (the "SEC") for definitions of certain terms used in this Report, unless otherwise defined herein.
AATC creates value through owning and supporting operating subsidiaries and investments, anchored by core investments in the fields of technology and engineering. Autoscope's main subsidiary is Image Sensing Systems, Inc. ("ISNS").
ISNS develops and markets video and radar processing products for use in traffic applications such as intersection control, highway, bridge and tunnel traffic management and traffic data collection. ISNS’s Autoscope video products for sale in North America, the Caribbean and Latin America are manufactured and sold by a licensor which pays a royalty to ISNS. Its RTMS radar products for sale are manufactured under an agreement with a contract manufacturer. In Europe and Asia, ISNS engages contract manufacturers to manufacture the Autoscope family of products. Most of the hardware components used to manufacture ISNS’s products are standard electronics components that are obtained from multiple sources. For more information about ISNS and its products, please refer to AATC's Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC.
Pursuant to Rule 13p-1, AATC undertook due diligence to determine whether the products ISNS contracted to manufacture during the Reporting Period contained conflict minerals necessary to the functionality or production of such products. “Conflict minerals” are defined as cassiterite, columbite-tantalite, gold, wolframite and their derivatives, which are limited to tin, tantalum and tungsten.
AATC conducted in good faith a reasonable country of origin inquiry (“RCOI”) to determine whether any of the conflict minerals contained in its products originated in the Covered Countries or from recycled or scrap sources. AATC’s due diligence measures were based on the Electronic Industry Citizenship Coalition and Global e-Sustainability (“EICC/GeSI”) initiative with the smelters and refiners of conflict minerals who provide those conflict minerals to its suppliers. AATC is several levels removed from the actual mining of conflict minerals. AATC determined ISNS does not purchase raw ore or unrefined conflict minerals and makes no purchases in the Covered Countries.
In addition, AATC has developed and adopted a Conflict Mineral Policy Statement, which is posted at https://www.autoscope.com/corporate-governance/governance-documents.html but is not part of this Report.
Despite having conducted a good faith RCOI, AATC has been unable to determine the origin of all of the conflict minerals used in its products due to a lack of information from its suppliers. Because of this lack of information, AATC was unable to conclude whether the necessary conflict minerals originated in the Covered Countries and, if so, whether the necessary conflict minerals were from recycled or scrap sources, were DRC conflict free or have not been found to be DRC conflict free. Due to the breadth and complexity of AATC’s supply chain, it will take time for its suppliers to verify the origin of all of the conflict minerals used in AATC’s products, and they may not succeed in determining the origin of all or any of such minerals.