Exhibit 1.02
Energizer Holdings, Inc.
Conflict Minerals Report
For the Reporting Period from January 1, 2015 to December 31, 2015
This report for the reporting period from January 1, 2015 to December 31, 2015 is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934 (the "Rule"). The Rule was adopted by the Securities and Exchange Commission ("SEC") to implement reporting and disclosure requirements related to conflict minerals as directed by the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 ("Dodd-Frank Act"). The Rule imposes certain reporting obligations on SEC registrants whose manufactured products contain conflict minerals which are necessary to the functionality or production of their products. "Conflict minerals" are defined as cassiterite, columbite-tantalite, gold, wolframite, and their derivatives, which are limited to metallic forms of tin, tantalum, tungsten, and gold (3TG). These requirements apply to registrants regardless of the geographic origin of the conflict minerals and whether or not they fund armed conflict.
If a registrant can establish that the conflict minerals originated from sources other than the Democratic Republic of the Congo or an adjoining country (the "Covered Countries"), or from recycled and scrap sources, they must submit a Form SD which describes the Reasonable Country of Origin Inquiry completed.
If a registrant has reason to believe that any of the conflict minerals in their supply chain may have originated in the Covered Countries, or if they are unable to determine the country of origin of those conflict minerals, then the registrant must exercise due diligence on the conflict minerals' source and chain of custody. The registrant must annually submit a report, Conflict Minerals Report ("CMR"), to the SEC that includes a description of those due diligence measures.
Company Overview
This report has been prepared by management of Energizer Holdings, Inc. (herein referred to as "Energizer," the "Company," "we," "us," or "our"). The information includes the activities of all majority-owned subsidiaries and variable interest entities that are required to be consolidated. It does not include the activities of variable interest entities that are not required to be consolidated.
Energizer, headquartered in St. Louis, Mo., is one of the world's largest manufacturers of primary batteries and portable lighting products, anchored by its two globally recognized brands Energizer® and EVEREADY®.
The Company identified conflict minerals contained in 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 us; and (iii) for which the manufacture was completed during calendar year 2015; and (iv) with respect to conflict minerals in such products, for which we were unable to reasonably determine that all of the conflict minerals contained therein did not originate in the Covered Countries (or did come from recycled or scrap sources) (the “Products”). We believe that conflict minerals are present in the following products: round cell alkaline batteries, round cell carbon zinc batteries, lighting and chargers.
Conflict Minerals Policy
We have adopted a conflict minerals policy which expresses Energizer's goal to ensure all 3TG minerals used in our products are "DRC conflict free". Our policy is publicly available on our website at http://www.energizerholdings.com/company/supplier-relations. The website and information accessible through it are not incorporated into this document.
Supply Chain
A number of Energizer's products contain advanced components and compounds manufactured by our suppliers. These suppliers may manufacture the components themselves or source some or all of the production to their suppliers. These suppliers may do the same with lower tier suppliers. 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. Contracts with our suppliers are frequently in force for three to five years or more and we cannot unilaterally impose new contract terms or flow-down requirements. As we enter into new contracts, or our contracts renew, we have sought to include a clause under which our suppliers undertake that no 3TG that originated in the Covered Countries are incorporated in, or necessary to, the functionality or production of any product delivered to us, including in any component manufactured of such product by a third party.
Under the terms of these contracts, it will take a number of years to ensure that all our supplier contracts contain appropriate clauses. In the meantime, as described below, we are working with our suppliers to obtain the 3TG sourcing information.
Due to the size of our supply base, it is not practicable to conduct a survey of all our suppliers and we believed a reasonable approach would be to conduct a survey of the suppliers who provided raw materials for products containing 3TG in relevant product supply chains as well as sourced product suppliers in 2015. We assessed our industry as well as others and concluded that this risk-based approach is consistent with how many peer companies are approaching the Rule. We have also implemented software designed to facilitate and track our supplier surveys.
Because of our size, the complexity of our products, and the depth, breadth, and constant evolution of our supply chain, it is difficult to identify actors upstream from our direct suppliers. As we do not typically have a direct relationship with 3TG smelters and refiners, we are engaged and actively cooperate with other major manufacturers in our sector and other sectors. Accordingly we participate in a number of industry-wide initiatives, including the EICC-Global e-Sustainability Initiative's ("EICC-GeSI") Conflict Free Sourcing Initiative (CFSI), an industry-wide initiative supporting upstream actors in the supply chain.
Reasonable Country of Origin Inquiry (RCOI) Results
We conducted RCOI surveys as described under "Supply Chain" above. We rely on suppliers, whose components contain 3TG, to disclose the origin of any 3TG used in their manufacturing processes and to identify the 3TG processing facilities within their supply chain. Our direct suppliers are similarly reliant upon information provided by lower tier suppliers. We reviewed the responses that we received against criteria developed to determine which required further engagement with our suppliers. These criteria included untimely or incomplete responses as well as inconsistencies within the data reported in the template. We have worked directly with suppliers to provide revised responses.
The large majority of the responses received provided data at a company or divisional level or, as described above, were unable to specify the smelters or refiners used or countries of origin for components supplied to Energizer. We are therefore unable to determine whether any of the conflict minerals reported by the suppliers were contained in components or parts supplied to us or to validate that any of these smelters or refiners are actually in our supply chain.
Design of Due Diligence Framework
Our due diligence framework was designed to conform, in material respects, with the framework in the OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas (the "OECD Guidance") and the related Supplements for 3TG.
Due Diligence Measures Performed
Due diligence measures we performed include, but are not limited to:
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| • | Communicating our policy on conflict minerals to direct suppliers. |
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| • | Communicating the commitments and requirements expected of our direct suppliers, supported by, when appropriate, email and phone dialogues. |
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| • | Determining whether smelter and refiner names were included on the Conflict Free Sourcing Initiative’s Compliant Smelter Report (“CSR”). The CSR is generally understood to contain the names of smelters and the associated risk level of their mineral sourcing. |
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| • | Supporting third party audits of 3TG smelters and refiners through our participation in the CFSI. |
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| • | Approving a risk management plan, through which the material risks to the company related to the conflict minerals program are managed and monitored. We have found no instances where it was necessary to terminate a contract or find a replacement supplier to date. |
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| • | Providing updates to senior management and the Audit Committee of the Board of Directors. |
Due Diligence Results
Through our participation in CFSI and requesting our suppliers to complete the EICC-GeSI template, we have determined that seeking information about 3TG smelters and refiners 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. We have identified approximately105 smelters and refiners included in our suppliers’ supply chains. Nonetheless, most of our supplier responses were provided at a company level. Many suppliers did not provide verifiable smelter or processing information or responded at a company-wide level which did not allow us to conclude that the conflict minerals were processed by any one particular facility. Based on the information provided by our suppliers, we could not identify how many of these smelters produced materials specifically used
in Energizer Products. Therefore, it is possible that none of the material from these smelters actually entered our supply chain. The list of smelters and refiners and the identified countries of origin are included as Appendix A.
Accordingly, Energizer believes it is reasonable to conclude that the Covered Products are “DRC conflict undeterminable,” as defined in the Rule.
Steps to be taken to mitigate risk
We intend to take the following steps to improve the due diligence conducted to further mitigate risk that the necessary conflict minerals in our Products could benefit armed groups in the DRC or adjoining countries:
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| • | Continue to incorporate a conflict minerals flow-down clause in new or renewed supplier contracts; |
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| • | 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; |
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| • | Engage any of our suppliers found to be supplying us with 3TG from sources that support conflict in the DRC or any adjoining country to establish an alternative source of 3TG that does not support such conflict; |
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| • | Work with relevant trade associations to define and improve best practices and build leverage over the supply chain in accordance with the OECD Guidance. |
Appendix A - List of Smelters/Refiners and Identified Countries of Origin
Based on the information that was provided by the Covered Suppliers and otherwise obtained through the due diligence process, the Company believes that, to the extent reasonably determinable by the Company, the facilities that were used to process the Conflict Minerals contained in the Covered Products included the smelters and refiners listed below. We are unable to definitively link the identified smelters and refiners to only those products and materials in our supply chain; therefore our smelter and refiner list likely contains more processing facilities than are actually in our supply chain and used to manufacture the Covered Products.
Based on the information obtained pursuant to the due diligence process, the Company does not have sufficient information to conclusively determine the country of origin of all of the Conflict Minerals in the Covered Products. At the same time, we received no information from our Covered Suppliers indicating that the tin, tantalum, tungsten or gold in our Covered Products directly or indirectly financed or benefitted armed groups in the Covered Countries. Also, due to the manner in which our Covered Suppliers disclosed country of origin information, we do not believe that all of the countries named are actually in our supply chain or Covered Products. However, based on the information that has been obtained, the Company has reasonably determined that the Conflict Minerals may have originated from the countries listed in the table below.
Based on the information obtained pursuant to the due diligence process, the Company believes there is a risk that the Covered Products may contain Conflict Minerals from the Covered Countries. The Company’s due diligence into the supply chain was unable to determine whether any of the Covered Products did or did not contain any Conflict Minerals from any Covered Country which directly or indirectly financed or benefitted armed groups, as defined in the Rule.
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| Metal | Smelter Reference List | Smelter Name | Smelter Country | Smelter Identification |
| Tin | China Yunnan Tin Co Ltd. | Yunnan Tin Group (Holding) Company Limited | CHINA | CID002180 |
| Tin | Yunnan Chengfeng | Yunnan Chengfeng Non-ferrous Metals Co., Ltd. | CHINA | CID002158 |
| Tin | MSC | Malaysia Smelting Corporation (MSC) | MALAYSIA | CID001105 |
| Tin | Minsur | Minsur | PERU | CID001182 |
| Tin | Mineração Taboca S.A. | Mineração Taboca S.A. | BRAZIL | CID001173 |
| Tin | Cooper Santa | Cooperativa Metalurgica de Rondônia Ltda. | BRAZIL | CID000295 |
| Tin | Thaisarco | Thaisarco | THAILAND | CID001898 |
| Tin | PT Mitra Stania Prima | PT Mitra Stania Prima | INDONESIA | CID001453 |
| Tin | China Tin Group Co., Ltd. | Nyrstar | AUSTRALIA | CID001070 |
| Tin | CV United Smelting | CV United Smelting | INDONESIA | CID000315 |
| Tin | OMSA | Operaciones Metalurgical S.A. | BOLIVIA | CID001337 |
| Tin | PT Bukit Timah | PT Bukit Timah | INDONESIA | CID001428 |
| Tin | PT Refined Bangka Tin | PT Refined Bangka Tin | INDONESIA | CID001460 |
| Tin | PT Stanindo Inti Perkasa | PT Stanindo Inti Perkasa | INDONESIA | CID001468 |
| Tin | PT Timah (Persero) Tbk Mentok | PT Timah (Persero) Tbk Mentok | INDONESIA | CID001482 |
| Tin | Metallo-Chimique N.V. | Metallo-Chimique N.V. | BELGIUM | CID002773 |
| Tin | PT Timah (Persero) Tbk Mentok | PT Timah (Persero) Tbk Mentok | INDONESIA | CID001482 |
| Tin | Empresa Metalúrgica Vinto | EM Vinto | BOLIVIA | CID000438 |
| Tin | Kai Unita Trade Limited Liability Company | Gejiu Kai Meng Industry and Trade LLC | CHINA | CID000942 |
| Tin | PT Tambang Timah | PT Timah (Persero) Tbk Kundur | INDONESIA | CID001477 |
| Tin | Alpha | Alpha | UNITED STATES | CID000292 |
| Tin | EM Vinto | EM Vinto | BOLIVIA | CID000438 |
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| Tin | Gejiu Non-Ferrous Metal Processing Co., Ltd. | Gejiu Non-Ferrous Metal Processing Co., Ltd. | CHINA | CID000538 |
| Tin | Mitsubishi Materials Corporation | Mitsubishi Materials Corporation | JAPAN | CID001191 |
| Tin | Operaciones Metalurgical S.A. | Operaciones Metalurgical S.A. | BOLIVIA | CID001337 |
| Tin | PT Bangka Prima Tin | PT Bangka Prima Tin | INDONESIA | CID002776 |
| Tin | PT Bangka Tin Industry | PT Bangka Tin Industry | INDONESIA | CID001419 |
| Tin | PT Eunindo Usaha Mandiri | PT Eunindo Usaha Mandiri | INDONESIA | CID001438 |
| Tin | White Solder Metalurgia e Mineração Ltda. | White Solder Metalurgia e Mineração Ltda. | BRAZIL | CID002036 |
| Tin | Yunnan Tin Group (Holding) Company Limited | Yunnan Tin Group (Holding) Company Limited | CHINA | CID002180 |
| Tin | Fenix Metals | Fenix Metals | POLAND | CID000468 |
| Gold | TongLing Nonferrous Metals Group Holdings Co., Ltd. | Tongling Nonferrous Metals Group Co., Ltd. | CHINA | CID001947 |
| Gold | Zhongyuan Gold Smelter of Zhongjin Gold Corporation | Zhongyuan Gold Smelter of Zhongjin Gold Corporation | CHINA | CID002224 |
| Gold | Shandong Zhaojin Gold & Silver Refinery Co., Ltd. | Shandong Zhaojin Gold & Silver Refinery Co., Ltd. | CHINA | CID001622 |
| Gold | Metalor USA Refining Corporation | Metalor USA Refining Corporation | UNITED STATES | CID001157 |
| Gold | Ohio Precious Metals, LLC | Elemetal Refining, LLC | UNITED STATES | CID001322 |
| Gold | China's Shandong Gold Mining Co., Ltd | The Refinery of Shandong Gold Mining Co., Ltd. | CHINA | CID001916 |
| Gold | Allgemeine Gold-und Silberscheideanstalt A.G. | Allgemeine Gold-und Silberscheideanstalt A.G. | GERMANY | CID000035 |
| Gold | AngloGold Ashanti Córrego do Sítio Mineração | AngloGold Ashanti Córrego do Sítio Mineração | BRAZIL | CID000058 |
| Gold | Argor-Heraeus SA | Argor-Heraeus SA | SWITZERLAND | CID000077 |
| Gold | Aurubis AG | Aurubis AG | GERMANY | CID000113 |
| Gold | CCR Refinery - Glencore Canada Corporation | CCR Refinery - Glencore Canada Corporation | CANADA | CID000185 |
| Gold | Chimet S.p.A. | Chimet S.p.A. | ITALY | CID000233 |
| Gold | The Refinery of Shandong Gold Mining Co., Ltd. | The Refinery of Shandong Gold Mining Co., Ltd. | CHINA | CID001916 |
| Gold | Heimerle + Meule GmbH | Heimerle + Meule GmbH | GERMANY | CID000694 |
| Gold | Heraeus Ltd. Hong Kong | Heraeus Ltd. Hong Kong | CHINA | CID000707 |
| Gold | Heraeus Precious Metals GmbH & Co. KG | Heraeus Precious Metals GmbH & Co. KG | GERMANY | CID000711 |
| Gold | Asahi Refining Canada Limited | Asahi Refining Canada Limited | CANADA | CID000924 |
| Gold | Asahi Refining USA Inc. | Asahi Refining USA Inc. | UNITED STATES | CID000920 |
| Gold | Kojima Chemicals Co., Ltd. | Kojima Chemicals Co., Ltd. | JAPAN | CID000981 |
| Gold | Materion | Materion | UNITED STATES | CID001113 |
| Gold | Matsuda Sangyo Co., Ltd. | Matsuda Sangyo Co., Ltd. | JAPAN | CID001119 |
| Gold | Metalor Technologies SA | Metalor Technologies SA | SWITZERLAND | CID001153 |
| Gold | Metalor Technologies (Hong Kong) Ltd. | Metalor Technologies (Hong Kong) Ltd. | CHINA | CID001149 |
| Gold | Metalor USA Refining Corporation | Metalor USA Refining Corporation | UNITED STATES | CID001157 |
| Gold | Mitsubishi Materials Corporation | Mitsubishi Materials Corporation | JAPAN | CID001188 |
| Gold | Nihon Material Co., Ltd. | Nihon Material Co., Ltd. | JAPAN | CID001259 |
| Gold | Elemetal Refining, LLC | Elemetal Refining, LLC | UNITED STATES | CID001322 |
| Gold | Royal Canadian Mint | Royal Canadian Mint | CANADA | CID001534 |
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| Gold | SEMPSA Joyería Platería SA | SEMPSA Joyería Platería SA | SPAIN | CID001585 |
| Gold | Shandong Zhaojin Gold & Silver Refinery Co., Ltd. | Shandong Zhaojin Gold & Silver Refinery Co., Ltd. | CHINA | CID001622 |
| Gold | Sumitomo Metal Mining Co., Ltd. | Sumitomo Metal Mining Co., Ltd. | JAPAN | CID001798 |
| Gold | Solar Applied Materials Technology Corp. | Solar Applied Materials Technology Corp. | TAIWAN | CID001761 |
| Gold | Tanaka kikinzoku kogyo K.k | Tanaka Kikinzoku Kogyo K.K. | JAPAN | CID001875 |
| Gold | Umicore SA Business Unit Precious Metals Refining | Umicore SA Business Unit Precious Metals Refining | BELGIUM | CID001980 |
| Gold | United Precious Metal Refining, Inc. | United Precious Metal Refining, Inc. | UNITED STATES | CID001993 |
| Gold | Valcambi SA | Valcambi SA | SWITZERLAND | CID002003 |
| Gold | Zhongyuan Gold Smelter of Zhongjin Gold Corporation | Zhongyuan Gold Smelter of Zhongjin Gold Corporation | CHINA | CID002224 |
| Gold | Zijin Mining Group Co., Ltd. Gold Refinery | Zijin Mining Group Co., Ltd. Gold Refinery | CHINA | CID002243 |
| Gold | Almalyk Mining and Metallurgical Complex (AMMC) | Almalyk Mining and Metallurgical Complex (AMMC) | UZBEKISTAN | CID000041 |
| Tantalum | Conghua Tantalum and Niobium Smeltry | Conghua Tantalum and Niobium Smeltry | CHINA | CID000291 |
| Tantalum | Exotech Inc. | Exotech Inc. | UNITED STATES | CID000456 |
| Tantalum | F&X Electro-Materials Ltd. | F&X Electro-Materials Ltd. | CHINA | CID000460 |
| Tantalum | Global Advanced Metals Boyertown | Global Advanced Metals Boyertown | UNITED STATES | CID002557 |
| Tantalum | Hi-Temp Specialty Metals, Inc. | Hi-Temp Specialty Metals, Inc. | UNITED STATES | CID000731 |
| Tantalum | JiuJiang JinXin Nonferrous Metals Co., Ltd. | JiuJiang JinXin Nonferrous Metals Co., Ltd. | CHINA | CID000914 |
| Tantalum | LSM Brasil S.A. | LSM Brasil S.A. | BRAZIL | CID001076 |
| Tantalum | Molycorp Silmet A.S. | Molycorp Silmet A.S. | ESTONIA | CID001200 |
| Tantalum | Ningxia Orient Tantalum Industry Co., Ltd. | Ningxia Orient Tantalum Industry Co., Ltd. | CHINA | CID001277 |
| Tantalum | Solikamsk Magnesium Works OAO | Solikamsk Magnesium Works OAO | RUSSIAN FEDERATION | CID001769 |
| Tantalum | Ulba Metallurgical Plant JSC | Ulba Metallurgical Plant JSC | KAZAKHSTAN | CID001969 |
| Tantalum | Zhuzhou Cemented Carbide | Zhuzhou Cemented Carbide | CHINA | CID002232 |
| Tantalum | Global Advanced Metals Boyertown | Global Advanced Metals Boyertown | UNITED STATES | CID002557 |
| Tantalum | H.C. Starck Co., Ltd. | H.C. Starck Co., Ltd. | THAILAND | CID002544 |
| Tantalum | H.C. Starck GmbH Goslar | H.C. Starck GmbH Goslar | GERMANY | CID002545 |
| Tantalum | H.C. Starck GmbH Laufenburg | H.C. Starck GmbH Laufenburg | GERMANY | CID002546 |
| Tantalum | H.C. Starck Hermsdorf GmbH | H.C. Starck Hermsdorf GmbH | GERMANY | CID002547 |
| Tantalum | H.C. Starck Inc. | H.C. Starck Inc. | UNITED STATES | CID002548 |
| Tantalum | H.C. Starck Co., Ltd. | H.C. Starck Co., Ltd. | THAILAND | CID002544 |
| Tantalum | H.C. Starck Smelting GmbH & Co.KG | H.C. Starck Smelting GmbH & Co.KG | GERMANY | CID002550 |
| Tantalum | Plansee SE Liezen | Plansee SE Liezen | AUSTRIA | CID002540 |
| Tantalum | Plansee SE Reutte | Plansee SE Reutte | AUSTRIA | CID002556 |
| Tantalum | H.C. Starck GmbH Goslar | H.C. Starck GmbH Goslar | GERMANY | CID002545 |
| Tungsten | Allied Material Corporation | A.L.M.T. TUNGSTEN Corp. | JAPAN | CID000004 |
| Tungsten | Ganzhou Huaxing Tungsten Products Co., Ltd. | Ganzhou Huaxing Tungsten Products Co., Ltd. | CHINA | CID000875 |
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| Tungsten | Global Tungsten & Powders Corp. | Global Tungsten & Powders Corp. | UNITED STATES | CID000568 |
| Tungsten | Xiamen Tungsten (H.C.) Co., Ltd. | Xiamen Tungsten (H.C.) Co., Ltd. | CHINA | CID002320 |
| Tungsten | Xiamen Tungsten Co., Ltd. | Xiamen Tungsten Co., Ltd. | CHINA | CID002082 |
| Tungsten | Chenzhou Diamond Tungsten Products Co., Ltd. | Chenzhou Diamond Tungsten Products Co., Ltd. | CHINA | CID002513 |
| Tungsten | Kennametal Huntsville | Kennametal Huntsville | UNITED STATES | CID000105 |
| Tungsten | Kennametal Fallon | Kennametal Fallon | UNITED STATES | CID000966 |
| Tungsten | Pobedit, JSC | Pobedit, JSC | RUSSIAN FEDERATION | CID002532 |
| Tungsten | Hydrometallurg, JSC | Hydrometallurg, JSC | RUSSIAN FEDERATION | CID002649 |
| Tungsten | A.L.M.T. TUNGSTEN Corp. | A.L.M.T. TUNGSTEN Corp. | JAPAN | CID000004 |
| Tungsten | Ganzhou Non-ferrous Metals Smelting Co., Ltd. | Ganzhou Non-ferrous Metals Smelting Co., Ltd. | CHINA | CID000868 |
