Specialized Disclosure Report (sd)
May 30 2019 - 5:26PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM SD
Specialized Disclosure Report
Allegheny
Technologies Incorporated
(Exact Name of Registrant as Specified in Charter)
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Delaware
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1-12001
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25-1792394
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification Number)
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1000 Six PPG Place, Pittsburgh, Pennsylvania
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15222-5479
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(Address of Principal Executive Offices)
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(Zip Code)
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Elliot S. Davis
Senior Vice President, General Counsel,
Chief Compliance Officer and Corporate Secretary
(412)
394-2800
(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:
☒
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Rule
13p-1
under the Securities Exchange Act (17 CFR
240.13p-1)
for the reporting period from January 1 to December 31, 2018.
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Section 1Conflict Minerals Disclosure
Item 1.01 Conflict Minerals Disclosure and Report
I. Overview
Allegheny Technologies Incorporated (ATI) is a global manufacturer of technically advanced specialty materials and
components. Our strategies target the products and global growth markets that require and value our technical and manufacturing capabilities. Our largest markets are aerospace and defense, representing approximately 50% of our total sales, led by
products for jet engines. Additionally, we have a strong presence in the oil & gas, medical, electrical energy, and automotive markets. ATI is a market leader in manufacturing differentiated products that require our unique manufacturing
and precision machining capabilities and our innovative new product development competence. Our capabilities range from alloy development to final production of highly engineered finished components, as well as producing powders for use in
next-generation jet engine forgings and
3D-printed
aerospace products.
We have
adopted a conflict minerals policy that is publicly available on our website at
www.ATImetals.com
at About ATI Suppliers. This Form SD is available at the Investor Relations page of our website,
www.ATImetals.com
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II. Conflict Minerals Disclosure
Based on ATIs procedures described below, for products that we manufactured in 2018 the responses to ATIs
Reasonable Country of Origin Inquiry during the 2018 calendar year reporting period gave ATI no reason to believe that any tin, tungsten, tantalum or gold not from scrap or recycled sources that are intentionally added and necessary to the
functionality or production of our products (necessary conflict minerals) originated in the Democratic Republic of the Congo or adjoining countries (the Covered Countries).
A. Conflict Minerals Procedures
With respect to 2018 production, ATI continued to utilize the risk-based approach that it established beginning for 2013, which
consists of the following three main elements:
1. Product Risk Assessment:
All ATI business units performed a conflict minerals product risk assessment. This process required a review by qualified
employees of material specifications and product requirements to determine which ATI products, in their manufacture, include necessary conflict minerals. This assessment considered all materials that become part of a final product. Each ATI business
unit is required to maintain a narrative describing this assessment process and a product risk matrix that lists information about the products that include necessary conflict minerals. The product risk assessment is also conducted by the business
units as new products are developed.
2. Supplier Risk Assessment
All ATI business units that manufacture products that include necessary conflict minerals performed a supplier risk
assessment, which consisted of the identification of (i) all purchased materials that include necessary conflict minerals, and (ii) all suppliers of these materials. This assessment considered all materials that become part of a final
product. Once the purchased materials and suppliers were identified, each business unit determined whether the necessary conflict minerals were from scrap or recycled sources. This supplier risk assessment was performed by qualified individuals and
included review of applicable material specifications, purchasing records, and other documentation. The supplier risk assessment is also conducted as new suppliers are evaluated.
Each ATI business unit that performed the supplier risk assessment is required to maintain a narrative describing this
assessment process and a supplier risk matrix that lists information about the suppliers and purchased materials.
3. Reasonable Country
of Origin Inquiry (RCOI)
Once ATI identified the necessary conflict minerals in our supply chain that were
not from scrap or recycled sources, ATI requested a completed Conflict Minerals Reporting Template (CMRT available at
http://
www.responsiblemineralsinitiative.org /
), at the product level, from each supplier of
materials containing necessary conflict minerals. In addition, ATI requested that each supplier provide the country(ies) of origin of the necessary conflict minerals and supporting documentation from applicable smelters with the completed CMRT.
Letters or statements from suppliers in support of or in place of a CMRT were also accepted as deemed appropriate.
All
completed CMRTs and other responses were reviewed for completeness, consistency of information, and overall reasonableness. Further inquiry and engagement with suppliers was performed as deemed necessary to obtain additional or complete information
or clarification.
Additionally, in further support of ATIs RCOI process, direct/first tier suppliers of materials
containing
non-scrap/non-recycled
necessary conflict minerals were screened using a third party online screening database to determine if there were any red
flags (such as inclusion on regulatory watch lists/sanction lists or adverse media articles) which could cause us to question any RCOI information provided by the supplier. Supplier screening and resolution of any potential red
flags were documented as part of the RCOI process. Following the initial screening, suppliers are monitored on an ongoing basis using this screening tool, and any potential supplier red flags that are raised will continue to be
reviewed and resolved and additional actions will be taken with suppliers as required.
B. Results of RCOI for 2018
We believe that we have identified all of the products that we manufactured in 2018 that contain necessary conflict minerals
and have identified all suppliers that provided us with
non-scrap/non-recycled
materials containing necessary conflict minerals in 2018.
In all cases, these suppliers provided us with a completed CMRT or other reasonable response, and appropriate information
relating to the country(ies) of origin of the necessary conflict minerals. Furthermore, in accordance with our described RCOI process, any potential red flags raised in the suppliers responses were investigated and resolved.
With respect to the period covered by this report, calendar year 2018, the responses from our suppliers, our review of this
information and additional investigatory measures taken as needed, as described in Part II.A.3. of this report, gave ATI no reason to believe that, in the manufacture of our products in 2018,
non-scrap/non-recycled
necessary conflict minerals originated in the Covered Countries.
III. Mitigating Conflict Minerals Risk
ATI has procurement controls for purchasing materials that contain necessary conflict minerals, which include completion of the
RCOI process at the time that a supplier is
on-boarded,
flowing-down conflict minerals requirements to applicable suppliers, and implementing standard purchase terms and conditions to address conflict minerals
compliance. In addition, within our supply chain, we continue to communicate ATIs conflict minerals policy requirements and our expectations of our suppliers, as set forth on the About ATI Suppliers page of our website,
www.ATImetals.com
. These measures reflect ATIs ongoing commitment to full compliance with Section 1502 of the Dodd-Frank Act and supply chain transparency.
None
Section 2Exhibits
None.
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 undersigned
hereunto duly authorized.
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ALLEGHENY TECHNOLOGIES INCORPORATED
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By:
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/s/ Elliot S. Davis
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Dated: May 30, 2019
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Elliot S. Davis
Senior Vice President,
General Counsel,
Chief Compliance Officer and Corporate Secretary
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