UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM SD
Specialized Disclosure Report
WIRELESS TELECOM GROUP, INC.
(Exact name of registrant as specified in its charter)
| New Jersey | 001-11916 | 22-2582295 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
25 Eastmans Road Parsippany, New Jersey 07054
(Address of principal executive offices) (Zip Code)
Michael J. Kandell
Chief Financial Officer
(973)-386-9696
(Name and telephone number, including area code,
of the person to contact in connection with this report.)
Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:
| [X] | Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period fromJanuary 1 to December 31, 2019. |
SECTION 1 – Conflict Mineral Disclosure
Item 1.01 Conflict Mineral Disclosure and Report
OVERVIEW
Wireless Telecom Group (WTT) (“we”, “us”, “our” or the “Company”) specializes in the design and manufacture of advance radio frequency and microwave devices which enable the development, testing and deployment of wireless technology. The Company provides unique, highly customized and configured solutions which drive innovation across a wide range of traditional and emerging wireless technologies. Our products include components, modules, systems and instruments used across the lifecycle of wireless connectivity and communication development, deployment and testing.
The purpose of this Form SD is to provide information pursuant to Rule 13p-1 (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended (the “Act”). The Rule relates to the disclosure of certain information relating to “conflict minerals,” which are defined in the rule as gold, columbite-tantalite (coltan), cassiterite and wolframite, and their derivatives of tantalum, tin and tungsten (referred to in this Form SD as “3TG”).
The products we manufacture contain multiple parts and materials from a wide array of direct and indirect suppliers from around the world. There are typically multiple tiers of suppliers between the origin of the 3TG (mines and smelters) and our direct suppliers. Because we are a downstream purchaser of raw materials and components, we must rely on our direct suppliers to work with their upstream suppliers to obtain information about the origin of the 3TG contained in the products we manufacture or contract to manufacture. WTT manufacturing processes consist primarily of using manufactured components and assemblies from our direct suppliers and integrating them into system level solutions, instruments and components.
REASONABLE COUNTRY OF ORIGIN INQUIRY
We conducted an analysis of the products and components we assembled during the 2019 calendar year, and concluded that certain 3TG was necessary to the manufacture or functionality of those products and components. Accordingly, we conducted a reasonable country of origin inquiry (“RCOI”) to determine if any of the 3TG originated from the Democratic Republic of the Congo (DRC) or any adjoining countries (those and the DRC collectively referred to as “Covered Countries”) or if the 3TG was from recycled or scrap sources.
WTT’s RCOI process included conducting an inquiry using the RBA-GeSI Conflict Minerals Reporting Template (the “Template”) developed by the Responsible Minerals Initiative (“RMI”). We provided the Template to all of our direct suppliers and asked that they complete the template and return it to us for analysis. We conducted follow up with suppliers where information was missing or responses were absent.
Based on our RCOI, we concluded that we did not have sufficient reason to believe that all 3TG materials in our supply chain did not originate in a Covered Country or were from recycled or scrap sources. Accordingly, the Company further pursued its supply chain inquiry and conducted due diligence on that supply chain as required by the Rule. There was significant overlap between our reasonable country of origin inquiry efforts and our due diligence efforts.
Consistent with the statement of the staff of the Securities and Exchange Commission made public on April 7, 2017, WTT is not filing a conflict minerals report with this Form SD.
This Form SD is publicly available on our website athttp://www.wirelesstelecomgroup.com/investor-relations under the heading “Conflict Minerals Disclosure”.
Item 1.02 Exhibits
Not Required
Section 2 –Exhibits
Item 2.01 Exhibits
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| WIRELESS TELECOM GROUP, INC. | ||
| Date: May 29, 2020 | By: | /s/ Michael J. Kandell |
| Michael J. Kandell | ||
| Chief Financial Officer | ||
