Exhibit 1.01
Windstream Holdings, Inc.
Windstream Services, LLC
Conflict Minerals Report
For the Year ended December 31, 2016
Rule 13p-l under the Securities Exchange Act of 1934 and Form SD (together, the “Rule”) require a public reporting company to conduct certain inquiries and due diligence, and make related disclosures when the company manufactures or contracts to manufacture products containing conflict minerals necessary to the functionality or production of those products. Conflict minerals, as defined by the U.S. Securities and Exchange Commission (“SEC”), are cassiterite, columbite-tantalite, gold, wolframite, and their derivatives, which are limited to tin, tantalum, tungsten, and gold (“3TG”) for the purposes of this Conflict Minerals Report (the “Report”). The statute underlying the Rule, Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, was prompted by the U.S. Congress’ concern that exploitation and trade of conflict minerals in the Democratic Republic of Congo (“DRC”) and neighboring countries (together with the DRC, referred to as the “Covered Countries”) are helping to finance armed groups engaging in extreme levels of violent conflict and committing human rights abuses, creating a humanitarian crisis.
Pursuant to the Rule, if following a good faith reasonable country of origin inquiry (“RCOI”), a company knows or has reason to believe that any of the necessary conflict minerals in its supply chain may have originated in the Covered Countries and may not be from recycled or scrap resources, then the company must exercise due diligence regarding the conflict minerals’ source and chain of custody and file a report describing its due diligence measures.
This Report has been prepared pursuant to the Rule and describes the RCOI and due diligence measures of Windstream Holdings, Inc. (“Windstream Holdings”) and Windstream Services, LLC (“Windstream Services”) for the reporting period January 1, 2016 to December 31, 2016. Unless the context indicates otherwise, the terms “Windstream,” “we,” or “our” refer to Windstream Holdings and its subsidiaries, including Windstream Services.
Company Overview
Windstream is a leading provider of advanced network communications and technology solutions for consumers, businesses, enterprise organizations and wholesale customers across the United States. We provide data, cloud solutions, unified communications and managed services to small business and enterprise clients. We also offer bundled services, including broadband, security solutions, voice and digital television to consumers. We supply core transport solutions on a local and long-haul fiber-optic network spanning approximately 147,000 miles. Our basic offerings are classified in the following categories: consumer, small business, wholesale, and enterprise. Our consumer services primarily consist of high-speed Internet, traditional voice and video services. Our small business service offerings include a wide range of advanced Internet voice and web conferencing products. Wholesale services include network bandwidth to other telecommunication carriers, network operators and content providers. Enterprise services include multi-site networking, integrated voice and data services, Unified Communications as a Service, Contact Center as a Service and hosted voice, colocation and data center services, managed network services, and other cloud application services.
To provide the services above, Windstream typically sources customer premise network and communication equipment from outside suppliers. However, Windstream has one subsidiary, Allworx Corp. (“Allworx”) which designs and supports its own customer premise equipment.
Management Framework
In consideration of the implementation of the Rule, we established an internal team to oversee the design, development and implementation of our framework for a conflict minerals compliance program. Our internal team includes subject matter experts from relevant functions such as purchasing, quality assurance, manufacturing, and external reporting. The team of subject matter experts is responsible for implementing our conflict minerals compliance strategy and is led by our Senior Consultant of External Reporting. Windstream’s Disclosure Committee, comprised of members of executive and senior management, and the Audit Committee of Windstream Holdings’ Board of Directors are briefed about the results of our due diligence efforts on a regular basis.
The team considered the management framework and methodologies for the RCOI and due diligence process, including: determination of in-scope products and suppliers; education and engagement of suppliers to solicit information about the existence and sourcing of conflict minerals in supplier provided materials, components and products; and quality assurance and verification processes as described further below. Our conflict minerals compliance program was designed to conform in all material respects to the Organization for Economic Co-operation and Development Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas: Third Edition and the related supplements for gold, tin, tantalum and tungsten (the “OECD Guidance”), specifically as they relate to our position in the minerals supply chain as a downstream company.
Determination of Products, Components and Related Suppliers
Windstream performed a comprehensive analysis of our products, and the role that suppliers play throughout our manufacturing and product delivery processes. Through this analysis, we determined, to the best of our knowledge, that Allworx is our only subsidiary that manufactures or contracts to manufacture products with components containing 3TG. Allworx designs and supports customer premise equipment that is manufactured by two contract manufacturers (the “Contract Manufacturers”). This equipment, primarily VoIP phones and PBX servers (“Allworx CPE”), is comprised of components that contain 3TG, and these components are sourced by the Contract Manufacturers. Windstream does not make direct purchases of raw ore or unrefined conflict minerals and makes no direct purchases in the Covered Countries. Allworx CPE sales accounted for less than 1.0 percent of Windstream’s overall revenue for the year ended December 31, 2016.
Accordingly, for the purposes of this Report only the direct suppliers of the Contract Manufacturers were considered.
Supplier Engagement
As a “downstream company” in the metals supply chain, we are many tiers removed from smelters and refiners (“SORs”) that process the metals found in our final products, and there are many intervening third parties between the original sources of conflict minerals and us. Therefore, we must rely on our immediate suppliers, with which we have business relationships, to provide information regarding the sourcing, including country of origin, of necessary conflict minerals. Our immediate suppliers, in turn, typically, are also downstream in the supply chain and have similar challenges in achieving supply chain transparency. Due to the limited number of certain component suppliers, it can be difficult to switch to another supplier if an existing supplier is not responsive, making supplier engagement and participation especially important.
To educate suppliers and facilitate compliance with the Rule, a new provision was incorporated into the terms and conditions of our standard master purchasing agreement templates. Additionally, we are integrating these terms and conditions into contractual agreements with suppliers as master agreements are executed with new suppliers and renewed with existing suppliers. Note, because not all suppliers use the standard master purchasing agreement template and most supply contracts have multi-year terms, it will take a number of years to ensure all supplier contracts contain the appropriate conflict minerals-related clauses.
Under the terms of our standard master purchasing agreement, suppliers agree to comply with the Rule, including providing us with information regarding the country of origin and source of conflict minerals used in the supplier goods sold to us. If a supplier is found to not be in compliance with these objectives, the supplier is expected to develop, implement and document plans to remedy the non-compliance. Windstream has the right to terminate its relationship with the supplier in the event of continued non-compliance that cannot be resolved.
We engaged a third-party data collection vendor, GreenSoft Technology, Inc. (“GreenSoft”), to conduct outreach and archive the received supplier responses to our RCOI for the Contract Manufacturers. GreenSoft used the standard Conflict Minerals Reporting Template (“CMRT”) established by the Conflict-Free Sourcing Initiative (“CFSI”), an initiative of the Electronic Industry Citizenship Coalition (“EICC”) and Global e-Sustainability Initiative. The SORs identified in the supply chain survey were compared to the list of smelter and refining facilities identified as “conflict free” by the CFSI’s Conflict Free Smelter Program (“CFSP”) for tantalum, tin, tungsten and gold. Through the CFSP validation process, which is voluntary, an independent third party audits the procurement and processing activities of a SOR to determine if it showed sufficient documentation to demonstrate with reasonable confidence that the minerals the smelter or refiner processed originated from conflict free sources. CFSP-compliant SORs receive a “conflict free” designation from CFSI.
Assessment of Risk in the Supply Chain
Analysis of Supplier Responses
As stated above, we conducted a supply chain survey of the direct suppliers of the Contract Manufacturers to obtain country of origin information for the necessary conflict minerals in the Allworx CPE. The supply chain survey requested the suppliers to identify the smelters, refineries, or recyclers and scrap supplier sources, as well as countries of origin of the conflict minerals in products they supply. We also leveraged data from CFSI and the CFSP to trace the mine of origin of the 3TG to its ore level and compared the SORs identified in the surveys against the lists of facilities which have received a “conflict free” designation by the CFSP, which provides country of origin information on the conflict minerals sourced by such facilities. Based on this RCOI, we know or have reason to believe that a portion of the necessary conflict minerals in the Allworx CPE originated or may have originated in the Covered Countries and, we know or have reason to believe that those necessary conflict minerals may not be solely from recycled or scrap sources. Below is a summary of the country of origin information collected as a result of our RCOI efforts.
We have identified 129 direct suppliers to the Contract Manufacturers. Of these suppliers, we received 128 responses to our supply chain survey. Sixty-one direct suppliers indicated they sourced at least one conflict mineral from the Covered Countries. The table below identifies the number of these direct suppliers by conflict mineral sourced from the Covered Countries and their SORs’ CFSP designation:
|
| | | | | | | | |
| | Tantalum | Tin | Gold | Tungsten |
| Direct suppliers to the Contract Manufacturers sourcing from Covered Countries | 36 |
| 60 |
| 14 |
| 35 |
|
| All SORs validated as CFSP-compliant | 6 |
| 19 |
| 10 |
| 23 |
|
| One or more SORs not currently CFS certified | 30 |
| 41 |
| 4 |
| 12 |
|
As the result of our RCOI, we identified 351 SORs within our supply chain, of which 251 are on CFSI’s list of CFSP-compliant SORs and considered to be conflict free. With respect to the other 100, the CFSI has not provided an opinion whether the minerals procured from these SORs originate from the Covered Countries.
We determined that certain components used in the Allworx CPE contain 3TG, which originated in the following countries: Argentina, Australia, Austria, Azerbaijan, Belgium, Bolivia, Brazil, Burkina Faso, Burundi, Canada, Chile, China, DRC, Ecuador, Ethiopia, Germany, Ghana, Guinea, Guyana, Hong Kong, India, Indonesia, Japan, Kazakhstan, Laos, Liberia, Malaysia, Mauritania, Mexico, Morocco, Mozambique, Myanmar, Namibia, Nigeria, Peru, Philippines, Poland, Portugal, Republic of the Congo, Russia, Rwanda, Sierra Leone, South Africa, Spain, Switzerland, Taiwan, Tanzania, Thailand, United States of America and Vietnam.
Smelters have been identified as being located in the following countries: Australia, Austria, Belgium, Bolivia, Brazil, Canada, China, Czech Republic, Estonia, France, Germany, India, Indonesia, Italy, Japan, Kazakhstan, Kyrgyzstan, Macedonia, Malaysia, Mexico, Netherlands, New Zealand, Norway, Peru, Philippines, Poland, Republic of Korea, Russian Federation, Rwanda, Saudi Arabia, Singapore, South Africa, Spain, Sweden, Switzerland, Taiwan, Thailand, Turkey, United Arab Emirates, United States of America, Uzbekistan, Vietnam and Zambia.
Set forth below is the list of SORs identified within our supply chain during 2016 as of March 31, 2017. For more details and the most current status of each smelter, please visit the CFSI website at www.conflictfreesourcing.org.
|
| |
| Smelters and Refiners | Metal |
| Abington Reldan Metals, LLC | Gold |
| Advanced Chemical Company * | Gold |
| Aida Chemical Industries Co., Ltd. * | Gold |
| Al Etihad Gold Refinery DMCC * | Gold |
| Allgemeine Gold-und Silberscheideanstalt A.G. * | Gold |
| Almalyk Mining and Metallurgical Complex (AMMC) * | Gold |
| AngloGold Ashanti Córrego do Sítio Mineração * | Gold |
| Argor-Heraeus S.A. * | Gold |
| Asahi Pretec Corporation * | Gold |
| Asahi Refining Canada Ltd. * | Gold |
| Asahi Refining USA Inc. * | Gold |
|
| |
| Smelters and Refiners | Metal |
| Asaka Riken Co., Ltd. * | Gold |
| Atasay Kuyumculuk Sanayi Ve Ticaret A.S. | Gold |
| AU Traders and Refiners * | Gold |
| AURA-II | Gold |
| Aurubis AG * | Gold |
| Bangalore Refinery | Gold |
| Bangko Sentral ng Pilipinas (Central Bank of the Philippines) * | Gold |
| Bauer Walser AG * | Gold |
| Boliden AB * | Gold |
| C. Hafner GmbH + Co. KG * | Gold |
| Caridad | Gold |
| CCR Refinery - Glencore Canada Corporation * | Gold |
| Cendres + Métaux S.A. | Gold |
| Chimet S.p.A. * | Gold |
| Chugai Mining | Gold |
| Daejin Indus Co., Ltd. * | Gold |
| Daye Non-Ferrous Metals Mining Ltd. * | Gold |
| Do Sung Corporation * | Gold |
| DODUCO GmbH * | Gold |
| Dowa * | Gold |
| Eco-System Recycling Co., Ltd. * | Gold |
| Elemetal Refining, LLC * | Gold |
| Emirates Gold DMCC * | Gold |
| Faggi Enrico S.p.A. | Gold |
| Fidelity Printers and Refiners Ltd. | Gold |
| Gansu Seemine Material Hi-Tech Co., Ltd. | Gold |
| Geib Refining Corporation * | Gold |
| Great Wall Precious Metals Co., Ltd. of CBPM * | Gold |
| Guangdong Jinding Gold Limited | Gold |
| Gujarat Gold Centre | Gold |
| Guoda Safina High-Tech Environmental Refinery Co., Ltd. | Gold |
| Hangzhou Fuchunjiang Smelting Co., Ltd. | Gold |
| Heimerle + Meule GmbH * | Gold |
| Henan Yuguang Gold and Lead Co., Ltd | Gold |
| Heraeus Ltd. Hong Kong * | Gold |
| Heraeus Precious Metals GmbH & Co. KG * | Gold |
| Hunan Chenzhou Mining Co., Ltd. | Gold |
| HwaSeong CJ Co., Ltd. | Gold |
| Inner Mongolia Qiankun Gold and Silver Refinery Share Co., Ltd. * | Gold |
| Ishifuku Metal Industry Co., Ltd. * | Gold |
| Istanbul Gold Refinery * | Gold |
| Japan Mint * | Gold |
| Jiangxi Copper Co., Ltd. * | Gold |
| JSC Ekaterinburg Non-Ferrous Metal Processing Plant * | Gold |
| JSC Uralelectromed * | Gold |
| JX Nippon Mining & Metals Co., Ltd. * | Gold |
| K.A.Rasmussen A.S. | Gold |
| Kaloti Precious Metals | Gold |
| Kazakhmys Smelting LLC | Gold |
|
| |
| Smelters and Refiners | Metal |
| Kazzinc * | Gold |
| Kennecott Utah Copper LLC * | Gold |
| KGHM Polska Miedź Spółka Akcyjna | Gold |
| Kojima Chemicals Co., Ltd. * | Gold |
| Korea Metal Co., Ltd. | Gold |
| Korea Zinc Co., Ltd. * | Gold |
| Kyrgyzaltyn JSC * | Gold |
| L'azurde Company For Jewelry * | Gold |
| Lingbao Gold Co., Ltd. | Gold |
| Lingbao Jinyuan Tonghui Refinery Co., Ltd. | Gold |
| LS-NIKKO Copper Inc. * | Gold |
| Luoyang Zijin Yinhui Gold Refinery Co., Ltd. | Gold |
| Materion * | Gold |
| Matsuda Sangyo Co., Ltd. * | Gold |
| Metalor Technologies (Hong Kong) Ltd. * | Gold |
| Metalor Technologies (Singapore) Pte., Ltd. * | Gold |
| Metalor Technologies (Suzhou) Ltd. * | Gold |
| Metalor Technologies S.A. * | Gold |
| Metalor USA Refining Corporation * | Gold |
| Metalúrgica Met-Mex Peñoles S.A. De C.V. * | Gold |
| Mitsubishi Materials Corporation * | Gold |
| Mitsui Mining and Smelting Co., Ltd. * | Gold |
| MMTC-PAMP India Pvt., Ltd. * | Gold |
| Modeltech Sdn Bhd | Gold |
| Morris and Watson | Gold |
| Moscow Special Alloys Processing Plant * | Gold |
| Nadir Metal Rafineri San. Ve Tic. A.Ş. * | Gold |
| Navoi Mining and Metallurgical Combinat * | Gold |
| Nihon Material Co., Ltd. * | Gold |
| Ögussa Österreichische Gold- und Silber-Scheideanstalt GmbH * | Gold |
| Ohura Precious Metal Industry Co., Ltd. * | Gold |
| OJSC "The Gulidov Krasnoyarsk Non-Ferrous Metals Plant" (OJSC Krastsvetmet) * | Gold |
| OJSC Kolyma Refinery | Gold |
| OJSC Novosibirsk Refinery * | Gold |
| PAMP S.A. * | Gold |
| Penglai Penggang Gold Industry Co., Ltd. | Gold |
| Prioksky Plant of Non-Ferrous Metals * | Gold |
| PT Aneka Tambang (Persero) Tbk * | Gold |
| PX Précinox S.A. * | Gold |
| Rand Refinery (Pty) Ltd. * | Gold |
| Remondis Argentia B.V. | Gold |
| Republic Metals Corporation * | Gold |
| Royal Canadian Mint * | Gold |
| SAAMP * | Gold |
| Sabin Metal Corporation | Gold |
| SAFINA A.S. | Gold |
| Sai Refinery | Gold |
| Samduck Precious Metals * | Gold |
| SAMWON Metals Corporation | Gold |
|
| |
| Smelters and Refiners | Metal |
| SAXONIA Edelmetalle GmbH * | Gold |
| Schone Edelmetaal B.V. * | Gold |
| SEMPSA Joyería Platería S.A. * | Gold |
| Shandong Tiancheng Biological Gold Industrial Co., Ltd. | Gold |
| Shandong Yanggu Xiangguang Co. Ltd. | Gold |
| Shandong Zhaojin Gold & Silver Refinery Co., Ltd. * | Gold |
| Sichuan Tianze Precious Metals Co., Ltd. * | Gold |
| Singway Technology Co., Ltd. * | Gold |
| So Accurate Group, Inc. | Gold |
| SOE Shyolkovsky Factory of Secondary Precious Metals * | Gold |
| Solar Applied Materials Technology Corp. * | Gold |
| Sudan Gold Refinery | Gold |
| Sumitomo Metal Mining Co., Ltd. * | Gold |
| T.C.A S.p.A * | Gold |
| Tanaka Kikinzoku Kogyo K.K. * | Gold |
| The Refinery of Shandong Gold Mining Co., Ltd. * | Gold |
| Tokuriki Honten Co., Ltd. * | Gold |
| Tongling Nonferrous Metals Group Co., Ltd. | Gold |
| Tony Goetz NV * | Gold |
| TOO Tau-Ken-Altyn | Gold |
| Torecom * | Gold |
| Umicore Brasil Ltda. * | Gold |
| Umicore Precious Metals Thailand * | Gold |
| Umicore S.A. Business Unit Precious Metals Refining * | Gold |
| United Precious Metal Refining, Inc. * | Gold |
| Universal Precious Metals Refining Zambia | Gold |
| Valcambi S.A. * | Gold |
| Western Australian Mint trading as The Perth Mint * | Gold |
| WIELAND Edelmetalle GmbH * | Gold |
| Yamamoto Precious Metal Co., Ltd. * | Gold |
| Yokohama Metal Co., Ltd. * | Gold |
| Yunnan Copper Industry Co., Ltd. | Gold |
| Zhongkuang Gold Industry Co., Ltd | Gold |
| Zhongyuan Gold Smelter of Zhongjin Gold Corporation * | Gold |
| Zijin Mining Group Co., Ltd. Gold Refinery * | Gold |
| Advanced Metallurgical Group N.V. | Tantalum |
| Changsha South Tantalum Niobium Co., Ltd. * | Tantalum |
| Conghua Tantalum and Niobium Smeltry * | Tantalum |
| D Block Metals, LLC * | Tantalum |
| Duoluoshan * | Tantalum |
| E.S.R. Electronics | Tantalum |
| Exotech Inc. * | Tantalum |
| F&X Electro-Materials Ltd. * | Tantalum |
| FIR Metals & Resource Ltd. * | Tantalum |
| Global Advanced Metals Aizu * | Tantalum |
| Global Advanced Metals Boyertown * | Tantalum |
| Guangdong Zhiyuan New Material Co., Ltd. * | Tantalum |
| Guizhou Zhenhua Xinyun Technology Ltd., Kaili branch | Tantalum |
| H.C. Starck Co., Ltd. * | Tantalum |
|
| |
| Smelters and Refiners | Metal |
| H.C. Starck GmbH Goslar * | Tantalum |
| H.C. Starck GmbH Laufenburg | Tantalum |
| H.C. Starck Hermsdorf GmbH * | Tantalum |
| H.C. Starck Inc. * | Tantalum |
| H.C. Starck Ltd. * | Tantalum |
| H.C. Starck Smelting GmbH & Co. KG * | Tantalum |
| Hengyang King Xing Lifeng New Materials Co., Ltd. * | Tantalum |
| Hi-Temp Specialty Metals, Inc. * | Tantalum |
| Jiangxi Dinghai Tantalum & Niobium Co., Ltd. * | Tantalum |
| Jiangxi Tuohong New Raw Material * | Tantalum |
| JiuJiang JinXin Nonferrous Metals Co., Ltd. * | Tantalum |
| Jiujiang Tanbre Co., Ltd. * | Tantalum |
| Jiujiang Zhongao Tantalum & Niobium Co., Ltd. * | Tantalum |
| KEMET Blue Metals * | Tantalum |
| KEMET Blue Powder * | Tantalum |
| King-Tan Tantalum Industry Ltd. * | Tantalum |
| LSM Brasil S.A. * | Tantalum |
| Metallurgical Products India Pvt., Ltd. * | Tantalum |
| Mineração Taboca S.A. * | Tantalum |
| Mitsui Mining and Smelting Co., Ltd. * | Tantalum |
| Molycorp Silmet A.S. * | Tantalum |
| Ningxia Orient Tantalum Industry Co., Ltd. * | Tantalum |
| Plansee SE Liezen | Tantalum |
| Plansee SE Reutte | Tantalum |
| Power Resources Ltd. * | Tantalum |
| QuantumClean * | Tantalum |
| Resind Indústria e Comércio Ltda. * | Tantalum |
| RFH Tantalum Smeltry Co., Ltd. * | Tantalum |
| Solikamsk Magnesium Works OAO * | Tantalum |
| Taki Chemical Co., Ltd. * | Tantalum |
| Telex Metals * | Tantalum |
| Tranzact, Inc. * | Tantalum |
| Ulba Metallurgical Plant JSC * | Tantalum |
| XinXing HaoRong Electronic Material Co., Ltd. * | Tantalum |
| Yichun Jin Yang Rare Metal Co., Ltd. * | Tantalum |
| Zhuzhou Cemented Carbide Group Co., Ltd. * | Tantalum |
| Alpha * | Tin |
| An Thai Minerals Co., Ltd. | Tin |
| An Vinh Joint Stock Mineral Processing Company | Tin |
| Changzhou Guangyu Lantian Technology Co., Ltd. | Tin |
| Chenzhou Yunxiang Mining and Metallurgy Co., Ltd. * | Tin |
| China Tin Group Co., Ltd. * | Tin |
| CINTAS METALICAS S.A | Tin |
| CNMC (Guangxi) PGMA Co., Ltd. | Tin |
| Cooperativa Metalurgica de Rondônia Ltda. * | Tin |
| CV Ayi Jaya * | Tin |
| CV Dua Sekawan * | Tin |
| CV Gita Pesona * | Tin |
| CV Serumpun Sebalai * | Tin |
|
| |
| Smelters and Refiners | Metal |
| CV Tiga Sekawan * | Tin |
| CV United Smelting * | Tin |
| CV Venus Inti Perkasa * | Tin |
| Dowa * | Tin |
| Electro-Mechanical Facility of the Cao Bang Minerals & Metallurgy Joint Stock Company | Tin |
| Elmet S.L.U. * | Tin |
| Empresa Metalúrgica Vinto * | Tin |
| Estanho de Rondônia S.A. | Tin |
| Feinhütte Halsbrücke GmbH | Tin |
| Fenix Metals * | Tin |
| Gejiu Fengming Metallurgy Chemical Plant * | Tin |
| Gejiu Jinye Mineral Company * | Tin |
| Gejiu Kai Meng Industry and Trade LLC | Tin |
| Gejiu Non-Ferrous Metal Processing Co., Ltd. * | Tin |
| Gejiu Yunxin Nonferrous Electrolysis Co., Ltd. | Tin |
| Gejiu Zili Mining And Metallurgy Co., Ltd. | Tin |
| Guanyang Guida Nonferrous Metal Smelting Plant * | Tin |
| Hayes Metals | Tin |
| Hongqiao Metals (Kunshan) Co., Ltd. | Tin |
| HuiChang Hill Tin Industry Co., Ltd. * | Tin |
| Huichang Jinshunda Tin Co., Ltd. | Tin |
| Jiangxi Ketai Advanced Material Co., Ltd. * | Tin |
| Linwu Xianggui Ore Smelting Co., Ltd. | Tin |
| Magnu's Minerais Metais e Ligas Ltda. * | Tin |
| Malaysia Smelting Corporation (MSC) * | Tin |
| Melt Metais e Ligas S.A. * | Tin |
| Metahub Industries Sdn. Bhd. | Tin |
| Metallic Resources, Inc. * | Tin |
| Metallo-Chimique N.V. * | Tin |
| Mineração Taboca S.A. * | Tin |
| Minsur * | Tin |
| Mitsubishi Materials Corporation * | Tin |
| Modeltech Sdn Bhd | Tin |
| Nankang Nanshan Tin Manufactory Co., Ltd. | Tin |
| Nghe Tinh Non-Ferrous Metals Joint Stock Company | Tin |
| Novosibirsk Processing Plant Ltd. | Tin |
| O.M. Manufacturing (Thailand) Co., Ltd. * | Tin |
| O.M. Manufacturing Philippines, Inc. * | Tin |
| Operaciones Metalurgical S.A. * | Tin |
| Phoenix Metal Ltd. | Tin |
| PT Alam Lestari Kencana | Tin |
| PT Aries Kencana Sejahtera * | Tin |
| PT Artha Cipta Langgeng * | Tin |
| PT ATD Makmur Mandiri Jaya * | Tin |
| PT Babel Inti Perkasa * | Tin |
| PT Bangka Kudai Tin | Tin |
| PT Bangka Prima Tin * | Tin |
| PT Bangka Putra Karya | Tin |
| PT Bangka Timah Utama Sejahtera | Tin |
|
| |
| Smelters and Refiners | Metal |
| PT Bangka Tin Industry * | Tin |
| PT Belitung Industri Sejahtera * | Tin |
| PT BilliTin Makmur Lestari | Tin |
| PT Bukit Timah * | Tin |
| PT Cipta Persada Mulia * | Tin |
| PT DS Jaya Abadi * | Tin |
| PT Eunindo Usaha Mandiri * | Tin |
| PT Fang Di MulTindo | Tin |
| PT Inti Stania Prima * | Tin |
| PT Justindo | Tin |
| PT Karimun Mining * | Tin |
| PT Kijang Jaya Mandiri * | Tin |
| PT Mitra Stania Prima * | Tin |
| PT O.M. Indonesia * | Tin |
| PT Panca Mega Persada * | Tin |
| PT Pelat Timah Nusantara Tbk | Tin |
| PT Prima Timah Utama * | Tin |
| PT Refined Bangka Tin * | Tin |
| PT Sariwiguna Binasentosa * | Tin |
| PT Seirama Tin Investment | Tin |
| PT Stanindo Inti Perkasa * | Tin |
| PT Sukses Inti Makmur * | Tin |
| PT Sumber Jaya Indah * | Tin |
| PT Tambang Timah * | Tin |
| PT Timah (Persero) Tbk Mentok * | Tin |
| PT Tinindo Inter Nusa * | Tin |
| PT Tirus Putra Mandiri | Tin |
| PT Tommy Utama * | Tin |
| PT Wahana Perkit Jaya | Tin |
| Resind Indústria e Comércio Ltda. * | Tin |
| Rui Da Hung * | Tin |
| Shaoxing Tianlong Tin Materials Co., Ltd | Tin |
| Soft Metais Ltda. * | Tin |
| Super Ligas | Tin |
| Thaisarco * | Tin |
| Tuyen Quang Non-Ferrous Metals Joint Stock Company | Tin |
| VQB Mineral and Trading Group JSC * | Tin |
| White Solder Metalurgia e Mineração Ltda. * | Tin |
| Xianghualing Tin Industry Co., Ltd. | Tin |
| Xinmao Xiye (Tin Company) | Tin |
| Yunnan Chengfeng Non-ferrous Metals Co., Ltd. | Tin |
| Yunnan Tin Company, Ltd. * | Tin |
| Zhongshan Jinye Smelting Co., Ltd | Tin |
| A.L.M.T. TUNGSTEN Corporation * | Tungsten |
| ACL Metais Eireli | Tungsten |
| Asia Tungsten Products Vietnam Ltd. * | Tungsten |
| Chenzhou Diamond Tungsten Products Co., Ltd. * | Tungsten |
| Chongyi Zhangyuan Tungsten Co. Ltd. * | Tungsten |
| Dayu Jincheng Tungsten Industry Co., Ltd. | Tungsten |
|
| |
| Smelters and Refiners | Metal |
| Dayu Weiliang Tungsten Co., Ltd. | Tungsten |
| Fujian Jinxin Tungsten Co., Ltd. * | Tungsten |
| Ganxian Shirui New Material Co., Ltd. | Tungsten |
| Ganzhou Haichuang Tungsten Industry Co., Ltd. | Tungsten |
| Ganzhou Huaxing Tungsten Products Co., Ltd. * | Tungsten |
| Ganzhou Jiangwu Ferrotungsten Co., Ltd. * | Tungsten |
| Ganzhou Non-ferrous Metals Smelting Co., Ltd. | Tungsten |
| Ganzhou Seadragon W & Mo Co., Ltd. * | Tungsten |
| Ganzhou Yatai Tungsten Co., Ltd. | Tungsten |
| Global Tungsten & Powders Corporation * | Tungsten |
| Guangdong Xianglu Tungsten Co., Ltd. * | Tungsten |
| H.C. Starck GmbH * | Tungsten |
| H.C. Starck Smelting GmbH & Co. KG * | Tungsten |
| Hunan Chenzhou Mining Co., Ltd. * | Tungsten |
| Hunan Chuangda Metallurgy Group Co. Ltd. * | Tungsten |
| Hunan Chuangda Vanadium Tungsten Co., Ltd. Yanglin | Tungsten |
| Hunan Chunchang Nonferrous Metals Co., Ltd. * | Tungsten |
| Hydrometallurg, JSC * | Tungsten |
| Japan New Metals Co., Ltd. * | Tungsten |
| Jiangwu H.C. Starck Tungsten Products Co., Ltd. * | Tungsten |
| Jiangxi Dayu Longxintai Tungsten Co., Ltd. | Tungsten |
| Jiangxi Gan Bei Tungsten Co., Ltd. * | Tungsten |
| Jiangxi Minmetals Gao'an Non-ferrous Metals Co., Ltd. | Tungsten |
| Jiangxi Tonggu Non-ferrous Metallurgical & Chemical Co., Ltd. * | Tungsten |
| Jiangxi Xinsheng Tungsten Industry Co., Ltd. * | Tungsten |
| Jiangxi Xiushui Xianggan Nonferrous Metals Co., Ltd. * | Tungsten |
| Jiangxi Yaosheng Tungsten Co., Ltd. * | Tungsten |
| Kennametal Fallon * | Tungsten |
| Kennametal Huntsville * | Tungsten |
| Malipo Haiyu Tungsten Co., Ltd. * | Tungsten |
| Moliren Ltd. * | Tungsten |
| Niagara Refining LLC * | Tungsten |
| Nui Phao H.C. Starck Tungsten Chemicals Manufacturing LLC * | Tungsten |
| Philippine Chuangxin Industrial Co., Inc. * | Tungsten |
| Pobedit, JSC | Tungsten |
| Sanher Tungsten Vietnam Co., Ltd. | Tungsten |
| South-East Nonferrous Metal Company Limited of Hengyang City * | Tungsten |
| Tejing (Vietnam) Tungsten Co., Ltd. * | Tungsten |
| Unecha Refractory metals plant * | Tungsten |
| Vietnam Youngsun Tungsten Industry Co., Ltd. * | Tungsten |
| Wolfram Bergbau und Hütten AG * | Tungsten |
| Woltech Korea Co., Ltd. * | Tungsten |
| Xiamen Tungsten (H.C.) Co., Ltd. * | Tungsten |
| Xiamen Tungsten Co., Ltd. * | Tungsten |
| Xinfeng Huarui Tungsten & Molybdenum New Material Co., Ltd. * | Tungsten |
| Xinhai Rendan Shaoguan Tungsten Co., Ltd. * | Tungsten |
* Indicates smelters and refiners which have received a “conflict free” designation from the CFSP.
SOR Verification
SORs, given their position upstream in the supply chain, are in a better position to know the source of 3TG coming into their facilities. Therefore, we attempted to identify risks in the supply chain by assessing the due diligence practices of the SORs associated with the identified components.
A little more than half of the responding 3TG suppliers provided SOR information for all applicable metals, and those that provided such information identified hundreds of entities alleged to be SORs. If SOR information was provided by a supplier, GreenSoft attempted to verify that the entities identified as SORs were actually metals processors. Where it was found that the name of an entity provided as an SOR was not directly involved in the smelting, refining or recycling of the relevant metal, the supplier who provided the information was contacted to attempt to obtain additional information about the origin of its 3TG.
If a SOR name was verified as a metals processor, then GreenSoft attempted to match the SOR to available lists of SORs that have been certified by internationally recognized validation programs, such as the CFSP and the London Bullion Market Association Good Delivery Program. Suppliers associated with certified SORs were assumed to have responsibly obtained the relevant 3TG from sources that did not directly or indirectly finance or otherwise benefit armed groups in the Covered Countries. If a SOR was not certified by an internationally recognized validation program, GreenSoft (i) attempted to contact the SOR to gain more information about its sourcing practices and (ii) conducted additional research regarding the SOR’s sourcing practices.
Considerations Regarding Survey Responses
Although information was requested specifically for the components in our products, a portion of the suppliers responded generally to the survey, providing the same answers that they provide to every customer requesting conflict mineral information. Therefore, we were unable to determine whether any 3TG reported by those suppliers was actually in our products or to validate that any of the identified SORs were actually in our supply chain.
Conclusion
For the 2016 reporting period, we do not have conclusive information regarding the country of origin of, or facilities used to process, all components containing 3TG. Our efforts to determine the mine or location of origin of the necessary conflict minerals in the components with the greatest possible specificity consisted of the due diligence measures described in this Report, and although a portion of the SORs identified were matched to certified lists, not all necessary conflict minerals in the components containing 3TG were confirmed to be sourced from all certified SORs. Because the majority of information received from the Contract Manufacturers’ immediate suppliers was not complete, accurate or reliable, and taking into account the considerations regarding survey responses described above, the verification and quality assurance processes described above are ongoing.
Supply Chain Risk Management and Mitigation
Our focus on supplier communication, including engaging GreenSoft to conduct outreach and archive supplier responses received to our RCOI for the Contract Manufacturers in 2016 improved our supplier response rate and accuracy of suppliers’ smelters surveys used to determine conflict mineral status.
Due to the breadth and complexity of our products and respective supply chain, it will take time for the various supply chain and industry participants to institute programs and agreed processes to gather verifiable information on conflict minerals sourcing and chain of custody. Our due diligence program is an iterative process and progress will be incremental over time. Using our supply chain due diligence processes, driving accountability within the supply chain by leveraging the industry standard CFSI/CFSP, and continuing our outreach efforts, we hope to further develop transparency into our supply chain.
During 2017, we plan to continue to review and further develop our due diligence program with respect to 3TG. As part of these efforts, we expect to:
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| • | Focus on obtaining complete CMRTs from all suppliers and continue to work with our third-party data collection vendor to update and verify the accuracy of suppliers’ smelters surveys to determine conflict mineral status. |
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| • | Identify suppliers utilizing non-CFSP compliant smelters and, if alternate CFSP-compliant suppliers are available and approved for use, remove them from the approved vendor list until such time as they become CFSP compliant. |
Independent Third-Party Audit of SOR Due Diligence Practices
We do not have a direct relationship with any SORs, and therefore we do not perform direct audits of the due diligence practices of these entities. We must instead rely on internationally recognized validation programs that facilitate independent third-party audits of SORs and validate that an SOR has met the requirements of the OECD Guidance. Furthermore, we rely upon industry efforts (for example, EICC and CFSI) to influence smelters and refineries to get audited and certified through the CFSP.
Report on Supply Chain Due Diligence
As indicated in the Form SD, this Report is publicly available on our website at www.windstream.com.
