Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM SD
Specialized Disclosure Report




FTD Companies, Inc.

(Exact name of registrant as specified in its charter)

                
Delaware
001-35901
32-0255852
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation or organization)
File Number)
Identification No.)


3113 Woodcreek Drive
Downers Grove, Illinois 60515
(Address of Principal Executive Offices)

60515
(ZIP Code)

Scott Levin
(630) 719-7800
(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 from January 1 to December 31, 2016.







Section 1 - Conflict Minerals Disclosure

Item 1.01 Conflict Minerals Disclosure and Report

As required by Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and the requirements of Form SD, a Conflict Minerals Report is provided as Exhibit 1.01 to this Form SD and is available in the “Investor Relations” section of our corporate website at www.ftdcompanies.com. The information contained on our website is not incorporated by reference into this Form SD or the Conflict Minerals Report and should not be considered to be part of this Form SD or the Conflict Minerals Report.

Information concerning conflict minerals from recycled or scrap sources identified by our suppliers as being contained in our in-scope products is included in the Conflict Minerals Report and is incorporated in this Form SD by reference.

Item 1.02 Exhibit

The Conflict Minerals Report required by Item 1.01 is filed as Exhibit 1.01 to this Form SD.

Section 2 - Exhibits

Item 2.01 Exhibits

Exhibit 1.01 - Conflict Minerals Report as required by Items 1.01 and 1.02 of this 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.

 
 
 
FTD COMPANIES, INC.
Dated:
May 31, 2017
 

By:
/s/ Scott Levin
 
 
 
Name:
Scott Levin
 
 
 
Title:
Executive Vice President and General Counsel







Exhibit


Exhibit 1.01

FTD Companies, Inc.

Conflict Minerals Report

For The Year Ended December 31, 2016


Forward-Looking Statements

This document contains certain forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, as amended. Statements containing words such as “may,” “believe,” “anticipate,” “expect,” “intend,” “plan,” “project,” “projections,” “business outlook,” “estimate,” or similar expressions constitute forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning the additional steps that we intend to take to mitigate the risk that our necessary 3TGs (as defined below) finances or benefits armed groups (as defined in Item 1.01(d)(2) of Form SD). Potential factors that could affect such forward-looking statements include, among others: (1) the continued implementation of satisfactory traceability and other compliance measures by our direct and indirect suppliers on a timely basis or at all; (2) the accuracy and reliability of the information we receive; and (3) political, legal and regulatory developments, whether in the Covered Countries (as defined below), the United States or elsewhere. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Except as required by law, we undertake no obligation to publicly release any revision to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

Introduction and Summary

FTD Companies, Inc. has included this Conflict Minerals Report as an exhibit to its Form SD for the year ended December 31, 2016, as required by 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 pursuant to Section 13(p) of the Securities and Exchange Act of 1934 ("Section 13(p)"). The Rule imposes certain reporting obligations on SEC registrants whose manufactured products contain conflict minerals that are necessary to the functionality or production of their products. The term "conflict minerals" is defined in Section 13(p) as: (A) cassiterite, columbite-tantalite (coltan), gold, wolframite, and their derivatives, which are limited by the Rule to be tin, tantalum, and tungsten; or (B) any other mineral or its derivatives determined by the Secretary of State to be financing conflict in the Democratic Republic of Congo ("DRC") or any adjoining country that shares an internationally recognized border with the DRC. The adjoining countries include: the Republic of the Congo, the Central African Republic, South Sudan, Rwanda, Uganda, Zambia, Burundi, Tanzania and Angola (together with the DRC, the “Covered Countries”). For the purposes of this Conflict Minerals Report, tin, tantalum, tungsten and gold will collectively be referred to herein as the “3TGs”. Unless the context indicates otherwise, the terms “FTD,” “the Company,” “we,” “its,” “us” and “our” refer to FTD Companies, Inc. and its consolidated subsidiaries.

Company Overview

FTD is a premier floral and gifting company with a vision to be the leading and most trusted floral and gifting company in the world. Our mission is to inspire, support, and delight our customers when expressing life’s most important sentiments. We provide floral, specialty foods, gift and related products and services to consumers, retail florists, and other retail locations and companies in need of floral and gifting solutions. Our business uses the

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highly recognized FTD® and Interflora® brands, both of which are supported by the iconic Mercury Man logo®. While we operate primarily in the United States (“U.S.”), Canada, the United Kingdom (“U.K.”), and the Republic of Ireland, we have worldwide presence as our iconic Mercury Man logo is displayed in approximately 35,000 floral shops in nearly 150 countries. Today, the “Mercury Man” is one of the most recognized logos in the world, and we are one of the largest and most trusted e-commerce floral and gift retailers in the world. Our diversified portfolio of brands also includes ProFlowers®, ProPlants®, Shari’s Berries®, Personal Creations®, RedEnvelope®, Flying Flowers®, Flowers Direct®, Ink Cards™, Postagram™, and Gifts.com™. While floral arrangements and plants are our primary offerings, we also market and sell gift items, including gourmet-dipped berries and other specialty foods, personalized gifts, premium fresh fruit baskets, gift baskets, wine and champagne, jewelry, and spa products.

We are required to make a filing pursuant to the Rule because some of our consolidated subsidiaries contract to manufacture products where the 3TGs are necessary to the functionality or production of such products. However, most of our business activities are not in-scope for purposes of the Rule. Only two of our consolidated subsidiaries, Provide Commerce, Inc. and Provide Creations, Inc., had in-scope products for purposes of the Rule in 2016. Our consolidated subsidiaries do not manufacture or contract to manufacture most of the products that they sell.

We do not directly source any of the 3TGs from mines, smelters or refiners, and believe that we are in most cases many levels removed from these market participants. We therefore have limited influence over them. Furthermore, because of the depth, geographic diversity and constant evolution of our supply chain, and due to competitive factors, we often have significant difficulty identifying suppliers upstream from our direct suppliers. However, through the efforts described in this Conflict Minerals Report, we seek to ensure that we are in compliance with the Rule.

Description of Products

Our in-scope products for 2016 for purposes of the Conflict Minerals Rule are included within the following categories: (1) home; (2) beauty; (3) apparel; (4) jewelry; (5) accessories; (6) sports and entertainment; and (7) electronics. However, not all of our products in these categories are in-scope. For a further discussion of our products, see our Annual Report on Form 10-K for the 2016 fiscal year. The information contained in our Form 10-K is not incorporated by reference into the Form SD or this Conflict Minerals Report and should not be considered to be part of the Form SD or this Conflict Minerals Report.
    
Reasonable Country of Origin Inquiry

Prior to beginning our reasonable country of origin inquiry, the Conflict Minerals Compliance Team (as defined below) determined which of our products were potentially in-scope for purposes of the Rule through our degree of influence over the products’ manufacture and product specifications, bills of material, visual inspection, and other information known to us.

As part of our reasonable country of origin inquiry, we partnered with a third-party service provider, Assent Compliance (“Assent”), to assist us in collecting data from the suppliers of these potentially in-scope products concerning the origin of the 3TGs in the products sourced from them. We provided a list of such suppliers to Assent for upload to the Assent Compliance Manager tool (“ACM”).
 
We used the EICC-GeSI Conflict Minerals Reporting Template (“CMRT”) version 4.10 or higher to conduct a survey of all in scope suppliers. Assent contacted our suppliers via the ACM, which completed and tracked supplier communications as well as allowed suppliers to upload completed CMRTs directly to the platform for assessment and management. Assent reviewed the supplier list to ensure that irrelevant or “out of scope”

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suppliers were removed from the survey process including if a company: (i) supplies packaging only (excluding labels); (ii) supplies us with items that do not end up in our products; (iii) is a test lab; or (iv) is a service provider only.

Assent, on behalf of FTD, requested that all suppliers complete a CMRT and included training and education to guide suppliers on best practices and the use of this template. Assent monitored and tracked these communications in the ACM for future reporting and transparency. FTD directly contacted suppliers that were unresponsive to Assent’s communications at least twice during the diligence process and requested such suppliers to complete the CMRT form and submit such form to Assent.
 
Assent compared the list of smelters and refiners provided in our suppliers’ responses to the lists of smelters maintained by the Conflict-Free Sourcing Initiative (“CFSI”) and, if a supplier indicated that a facility was certified as conflict-free, Assent confirmed that the facility was listed on CFSI’s list of validated conflict free smelters and refiners of 3TG. As of April 14, 2017, we have identified a total of 178 smelters or refiners that were reported by our suppliers via the CMRT. Of these 178 smelters and refiners, 140 are validated as “Conflict Free” by CFSI, and, based on information provided by CFSI, a further 7 have agreed to undergo or are currently undergoing a third-party audit. Most of the CMRTs we received were made on a company or division level basis which did not allow us to identify which smelters or refiners listed by our suppliers actually processed the 3TGs contained in our products.

Each facility that meets the CFSI definition of a smelter or refiner of a 3TG mineral is assigned a risk of high, medium or low based on 3 scoring criteria:
Geographic proximity to the DRC and Covered Countries;
Conflict-Free Smelter Program (CFSP) audit status; and
Known or plausible evidence of unethical or conflict sourcing.

Based on these criteria, the following facilities have been identified as being of highest concern to the supply chain:
Tony Goetz NV - CID002587
Kaloti Precious Metals - CID002563
Phoenix Metals - CID002507
Universal Precious Metals Refining Zambia - CID002854
Fidelity Printers and Refiners - CID002515
Sudan Gold Refinery - CID002567

Note that due to our position in the supply chain, which is discussed earlier in this Conflict Minerals Report, we rely on the suppliers for accurate smelter and refiner information, and our reasonable country of origin inquiry and due diligence measures do not provide absolute certainty regarding the source and chain of custody of the necessary 3TGs contained in our in-scope products.

When these facilities were reported on a CMRT by one of our suppliers, risk mitigation activities were initiated. Through Assent, submissions that included any of the above facilities immediately produced a notification instructing the applicable supplier to submit a product level CMRT to better identify the connection between such facility and the products that the supplier supplies to us.

Design of Due Diligence

We designed our due diligence measures to conform, in all material respects, with the framework in the
The Organisation for Economic Co-operation and Development (“OECD”) Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas (“the Guidance”) and the related

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supplements for gold, tin, tantalum and tungsten. We developed our due diligence process to address each of the five steps identified by the Guidance, namely:

1.
Establishing strong company management systems regarding conflict minerals;
2.
Identifying and assessing risks in our supply chain;
3.
Designing and implementing a strategy to respond to identified risks in our supply chain;
4.
Utilizing independent third-party audits of supply chain diligence; and
5.
Publicly reporting on our supply chain due diligence.

Due Diligence Performed

(1) Establish Strong Company Management Systems

Internal Compliance Team
    
FTD established a “Conflict Minerals Compliance Team” sponsored by our Executive Vice President and General Counsel, comprising representatives from the sourcing, merchandizing and legal teams for our various brands. The Conflict Minerals Compliance Team is responsible for implementing our conflict minerals compliance strategy and briefing senior management about the results of our due diligence efforts. We also use specialist outside counsel to assist us with our compliance efforts.

The Company also uses a third-party service provider, Assent Compliance Inc. (“Assent”), to assist us with evaluating supply chain information regarding 3TGs and in the development and implementation of additional due diligence steps that we will undertake with suppliers in regards to conflict minerals.

Control Systems

FTD has a Code of Ethics which applies to FTD’s outside directors and all of FTD’s employees that sets forth specific policies to guide in the performance of their duties. Additionally, certain brands of ours have brand specific vendor manuals and supplier codes of conduct, some of which include language relating to the sourcing of 3TGs.

Supplier Engagement

The Company engaged with suppliers directly to request that they complete a valid CMRT for the products that they supply to FTD with the goal being to increase our suppliers’ response rate.

This year, we put a strong emphasis on supplier education and training. To accomplish this, we utilized Assent’s Learning Management System, Assent University, and provided all in-scope suppliers access to their Conflict Minerals training course. This training is tracked and evaluated based on completion. All suppliers are encouraged to complete all modules within this course.

Grievance Mechanisms
 
Our employees and suppliers may anonymously report suspected violations of any of our Company’s policies using the EthicsPoint hotline, available 24 hours a day, seven days a week.

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Maintain Records

The Company has adopted a policy to retain business records relating to our 3TG due diligence for at least five (5) years. Through Assent, we store all of the information and findings from our due diligence process in a database that can be audited by internal or external parties.

(2) Identifying and Assessing Risk in the Supply Chain
    
Risks are identified automatically in the ACM based on criteria established for supplier responses. These risks are addressed by Assent staff and members of our Conflict Minerals team internally who contact the supplier, gather pertinent data and perform an assessment of the supplier’s conflict minerals status.

The primary risk we identified with respect to the reporting period ended December 31, 2016 was related to the nature of the responses received. A large number of the responses received provided data at a company or divisional level or were unable to specify the smelters or refiners used for 3TG in the components supplied to us. Additionally, many suppliers indicated that they received information regarding their supply chains from fewer than 75% of their suppliers and, therefore, they could not provide a comprehensive list of all smelters or refiners in their supply chains.

Additionally, suppliers are evaluated on program strength (further assisting in identifying risk in the supply chain). Evaluating and tracking the strength of the program meets the OECD Due Diligence Guidelines and can assist in making key risk mitigation decisions as the program progresses. The criteria used to evaluate the strength of the program are:
 
A. Do you have a policy in place that includes DRC conflict-free sourcing?
E. Have you implemented due diligence measures for conflict-free sourcing?
H. Do you verify due diligence information received from your suppliers?
I. Does your verification process include corrective action management?
 
When suppliers meet or exceed those criteria (“Yes” to at least A, E, H, I), they are deemed to have a strong program. When suppliers do not meet those criteria, they are deemed to have a weak program.

(3) Design and Implement a Strategy to Respond to Risks

2016 was FTD’s first year that it was subject to the diligence and reporting obligations under the Rule. Through Assent, we are able to identify risks in our supply chain. As the program progresses, escalations are sent to nonresponsive suppliers to outline the importance of a response via CMRTs and to outline the required cooperation for compliance to the Rule. We intend to review the results of the reporting period ended December 31, 2016 and to discuss internally both within the internal compliance team and with upper management what measures we can take to respond to the risks that we have identified.

(4) Carry out Independent Third Party Audit of Supply Chain Due Diligence at Identified Points in the Supply Chain

We do not have a direct relationship with any 3TG smelters or refiners and do not perform or direct audits of these entities within our supply chain. Instead, we rely on third-party audits of smelters and refiners conducted as part of the CFSI Conflict-Free Smelter Program, which uses independent private sector auditors to audit the source, including the mines of origin, and the chain of custody of the conflict minerals used by smelters and refiners that agree to participate in the program.

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(5) Public Reporting on Supply Chain Due Diligence

We have published our Form SD for the year ended December 31, 2016 and this Conflict Minerals Report in the “Investor Relations” section of our corporate website at www.ftdcompanies.com. We have also publicly filed our Form SD and this Conflict Minerals Report with the Securities and Exchange Commission.

Due Diligence Results

Survey Results

For the 2016 reporting year, FTD received CMRT forms from 78.4% of the eighty-eight (88) suppliers surveyed. All final CMRT submissions were reviewed and validated to ensure no inaccuracies or gaps in data were found. One supplier was unable to correct its CMRT and as such, is still listed as an invalid submission.

Smelters and Refiners

Attached as Appendix A is a list of all of the smelters and refiners listed by our suppliers in their completed CMRTs that appear on the lists of smelters maintained by the CFSI. Since most of the CMRTs we received from our suppliers were made on a company or division level basis, rather than on a product-level basis, we are not able to identify which smelters or refiners listed on Appendix A actually processed the 3TGs contained in our products.

From the responses that we received, we identified 2 high-risk smelters that potentially posed a risk that the 3TGs contained in and necessary to the products we manufacture or contract to manufacture could finance or benefit armed groups in the Covered Countries. These concerns stem from location of the facilities and claims that fall outside of the scope of the conflict minerals law. For suppliers that identified these specific smelters of concern on their CMRT, we created a new escalation plan. These suppliers were contacted by Assent to evaluate whether or not these smelters could be connected to FTD’s products. As our suppliers are largely unable to provide us with the information necessary to determine country of origin at the product level, we are unable to make any determinations regarding the 3TG included in our products during the reporting period ended December 31, 2016 or to provide additional smelter and refiner names and country of origin of the necessary 3TGs at this time. We will continue to work with our suppliers to obtain smelter information at the product level.

Steps to be Taken to Mitigate Risk

We intend to take the following steps to mitigate the risk that the 3TGs contained in and necessary to the products we manufacture or contract to manufacture could finance or benefit armed groups in the Covered Countries:

(1) Update the supplier codes of conduct and supplier manuals utilized by our various brands to include our expectations with respect to 3TGs.

(2) Encourage suppliers that provided company level information for 2016 to provide product level information for 2017 through ongoing outreach with these suppliers.

(3) Engage with suppliers that provided incomplete responses or that did not provide responses for 2016 to help ensure that they provide requested information for 2017.

(4) Encourage the continuing development and progress of traceability measures of suppliers that indicated for 2016 that the source of the 3TGs was unknown or undeterminable.

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(5) Communicate to new potentially in-scope suppliers our expectations with respect to the 3TGs.

(6) Encourage our suppliers to have due diligence procedures in place for their supply chains to improve the content of the responses from such suppliers.

 
Appendix A - Smelter List

Metal
Smelter Name
Smelter Country
Gold
Advanced Chemical Company
UNITED STATES
Gold
Aida Chemical Industries Co., Ltd.
JAPAN
Gold
Allgemeine Gold-und Silberscheideanstalt A.G.
GERMANY
Gold
Almalyk Mining and Metallurgical Complex (AMMC)
UZBEKISTAN
Gold
AngloGold Ashanti Córrego do Sítio Mineração
BRAZIL
Gold
Argor-Heraeus S.A.
SWITZERLAND
Gold
Asahi Pretec Corp.
JAPAN
Gold
Asahi Refining Canada Ltd.
CANADA
Gold
Asahi Refining USA Inc.
UNITED STATES
Gold
Asaka Riken Co., Ltd.
JAPAN
Gold
Atasay Kuyumculuk Sanayi Ve Ticaret A.S.
TURKEY
Gold
Aurubis AG
GERMANY
Gold
Bangko Sentral ng Pilipinas (Central Bank of the Philippines)
PHILIPPINES
Gold
Boliden AB
SWEDEN
Gold
C. Hafner GmbH + Co. KG
GERMANY
Gold
Caridad
MEXICO
Gold
CCR Refinery - Glencore Canada Corporation
CANADA
Gold
Cendres + Métaux S.A.
SWITZERLAND
Gold
Chimet S.p.A.
ITALY
Gold
Chugai Mining
JAPAN
Gold
Daejin Indus Co., Ltd.
KOREA, REPUBLIC OF
Gold
Daye Non-Ferrous Metals Mining Ltd.
CHINA
Gold
DODUCO GmbH
GERMANY
Gold
Dowa
JAPAN
Gold
DSC (Do Sung Corporation)
KOREA, REPUBLIC OF
Gold
Eco-System Recycling Co., Ltd.
JAPAN
Gold
Elemetal Refining, LLC
UNITED STATES
Gold
Fidelity Printers and Refiners Ltd.
ZIMBABWE
Gold
Gansu Seemine Material Hi-Tech Co., Ltd.
CHINA

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Gold
Geib Refining Corporation
UNITED STATES
Gold
Great Wall Precious Metals Co., Ltd. of CBPM
CHINA
Gold
Guangdong Jinding Gold Limited
CHINA
Gold
Guoda Safina High-Tech Environmental Refinery Co., Ltd.
CHINA
Gold
Hangzhou Fuchunjiang Smelting Co., Ltd.
CHINA
Gold
Heimerle + Meule GmbH
GERMANY
Gold
Heraeus Ltd. Hong Kong
CHINA
Gold
Heraeus Precious Metals GmbH & Co. KG
GERMANY
Gold
Hunan Chenzhou Mining Co., Ltd.
CHINA
Gold
Hwasung CJ Co., Ltd.
KOREA, REPUBLIC OF
Gold
Inner Mongolia Qiankun Gold and Silver Refinery Share Co., Ltd.
CHINA
Gold
Ishifuku Metal Industry Co., Ltd.
JAPAN
Gold
Istanbul Gold Refinery
TURKEY
Gold
Japan Mint
JAPAN
Gold
Jiangxi Copper Co., Ltd.
CHINA
Gold
JSC Ekaterinburg Non-Ferrous Metal Processing Plant
RUSSIAN FEDERATION
Gold
JSC Uralelectromed
RUSSIAN FEDERATION
Gold
JX Nippon Mining & Metals Co., Ltd.
JAPAN
Gold
Kazakhmys Smelting LLC
KAZAKHSTAN
Gold
Kazzinc
KAZAKHSTAN
Gold
Kennecott Utah Copper LLC
UNITED STATES
Gold
Kojima Chemicals Co., Ltd.
JAPAN
Gold
Kyrgyzaltyn JSC
KYRGYZSTAN
Gold
L'azurde Company For Jewelry
SAUDI ARABIA
Gold
Lingbao Gold Co., Ltd.
CHINA
Gold
Lingbao Jinyuan Tonghui Refinery Co., Ltd.
CHINA
Gold
LS-NIKKO Copper Inc.
KOREA, REPUBLIC OF
Gold
Luoyang Zijin Yinhui Gold Refinery Co., Ltd.
CHINA
Gold
Materion
UNITED STATES
Gold
Matsuda Sangyo Co., Ltd.
JAPAN
Gold
Metalor Technologies (Hong Kong) Ltd.
CHINA
Gold
Metalor Technologies (Singapore) Pte., Ltd.
SINGAPORE
Gold
Metalor Technologies (Suzhou) Ltd.
CHINA
Gold
Metalor Technologies S.A.
SWITZERLAND
Gold
Metalor USA Refining Corporation
UNITED STATES

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Gold
Metalúrgica Met-Mex Peñoles S.A. De C.V.
MEXICO
Gold
Mitsubishi Materials Corporation
JAPAN
Gold
Mitsui Mining and Smelting Co., Ltd.
JAPAN
Gold
Morris and Watson
NEW ZEALAND
Gold
Moscow Special Alloys Processing Plant
RUSSIAN FEDERATION
Gold
Nadir Metal Rafineri San. Ve Tic. A.S.
TURKEY
Gold
Navoi Mining and Metallurgical Combinat
UZBEKISTAN
Gold
Nihon Material Co., Ltd.
JAPAN
Gold
Ohura Precious Metal Industry Co., Ltd.
JAPAN
Gold
OJSC "The Gulidov Krasnoyarsk Non-Ferrous Metals Plant" (OJSC Krastsvetmet)
RUSSIAN FEDERATION
Gold
OJSC Novosibirsk Refinery
RUSSIAN FEDERATION
Gold
PAMP S.A.
SWITZERLAND
Gold
Penglai Penggang Gold Industry Co., Ltd.
CHINA
Gold
Prioksky Plant of Non-Ferrous Metals
RUSSIAN FEDERATION
Gold
PT Aneka Tambang (Persero) Tbk
INDONESIA
Gold
PX Précinox S.A.
SWITZERLAND
Gold
Rand Refinery (Pty) Ltd.
SOUTH AFRICA
Gold
Republic Metals Corporation
UNITED STATES
Gold
Royal Canadian Mint
CANADA
Gold
Samduck Precious Metals
KOREA, REPUBLIC OF
Gold
SAMWON Metals Corp.
KOREA, REPUBLIC OF
Gold
SAXONIA Edelmetalle GmbH
GERMANY
Gold
Schone Edelmetaal B.V.
NETHERLANDS
Gold
SEMPSA Joyería Platería S.A.
SPAIN
Gold
Shandong Tiancheng Biological Gold Industrial Co., Ltd.
CHINA
Gold
Shandong Zhaojin Gold & Silver Refinery Co., Ltd.
CHINA
Gold
Sichuan Tianze Precious Metals Co., Ltd.
CHINA
Gold
So Accurate Group, Inc.
UNITED STATES
Gold
SOE Shyolkovsky Factory of Secondary Precious Metals
RUSSIAN FEDERATION
Gold
Solar Applied Materials Technology Corp.
TAIWAN
Gold
Sumitomo Metal Mining Co., Ltd.
JAPAN
Gold
Tanaka Kikinzoku Kogyo K.K.
JAPAN
Gold
The Refinery of Shandong Gold Mining Co., Ltd.
CHINA
Gold
Tokuriki Honten Co., Ltd.
JAPAN
Gold
Tongling Nonferrous Metals Group Co., Ltd.
CHINA

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Gold
Torecom
KOREA, REPUBLIC OF
Gold
Umicore Brasil Ltda.
BRAZIL
Gold
Umicore Precious Metals Thailand
THAILAND
Gold
Umicore S.A. Business Unit Precious Metals Refining
BELGIUM
Gold
United Precious Metal Refining, Inc.
UNITED STATES
Gold
Valcambi S.A.
SWITZERLAND
Gold
Western Australian Mint trading as The Perth Mint
AUSTRALIA
Gold
Yamamoto Precious Metal Co., Ltd.
JAPAN
Gold
Yokohama Metal Co., Ltd.
JAPAN
Gold
Yunnan Copper Industry Co., Ltd.
CHINA
Gold
Zhongyuan Gold Smelter of Zhongjin Gold Corporation
CHINA
Gold
Zijin Mining Group Co., Ltd. Gold Refinery
CHINA
Tin
Alpha
UNITED STATES
Tin
An Vinh Joint Stock Mineral Processing Company
VIET NAM
Tin
China Tin Group Co., Ltd.
CHINA
Tin
CNMC (Guangxi) PGMA Co., Ltd.
CHINA
Tin
Cooperativa Metalurgica de Rondônia Ltda.
BRAZIL
Tin
CV Ayi Jaya
INDONESIA
Tin
CV Gita Pesona
INDONESIA
Tin
CV Serumpun Sebalai
INDONESIA
Tin
CV United Smelting
INDONESIA
Tin
CV Venus Inti Perkasa
INDONESIA
Tin
Dowa
JAPAN
Tin
Elmet S.L.U.
SPAIN
Tin
EM Vinto
BOLIVIA
Tin
Estanho de Rondônia S.A.
BRAZIL
Tin
Fenix Metals
POLAND
Tin
Gejiu Kai Meng Industry and Trade LLC
CHINA
Tin
Gejiu Non-Ferrous Metal Processing Co., Ltd.
CHINA
Tin
Gejiu Yunxin Nonferrous Electrolysis Co., Ltd.
CHINA
Tin
Gejiu Zili Mining And Metallurgy Co., Ltd.
CHINA
Tin
Huichang Jinshunda Tin Co., Ltd.
CHINA
Tin
Jiangxi Ketai Advanced Material Co., Ltd.
CHINA
Tin
Magnu's Minerais Metais e Ligas Ltda.
BRAZIL
Tin
Malaysia Smelting Corporation (MSC)
MALAYSIA

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Tin
Melt Metais e Ligas S.A.
BRAZIL
Tin
Metallic Resources, Inc.
UNITED STATES
Tin
Metallo-Chimique N.V.
BELGIUM
Tin
Mineração Taboca S.A.
BRAZIL
Tin
Minsur
PERU
Tin
Mitsubishi Materials Corporation
JAPAN
Tin
Nankang Nanshan Tin Manufactory Co., Ltd.
CHINA
Tin
Nghe Tinh Non-Ferrous Metals Joint Stock Company
VIET NAM
Tin
O.M. Manufacturing (Thailand) Co., Ltd.
THAILAND
Tin
O.M. Manufacturing Philippines, Inc.
PHILIPPINES
Tin
Operaciones Metalurgical S.A.
BOLIVIA
Tin
Phoenix Metal Ltd.
RWANDA
Tin
PT Aries Kencana Sejahtera
INDONESIA
Tin
PT Artha Cipta Langgeng
INDONESIA
Tin
PT ATD Makmur Mandiri Jaya
INDONESIA
Tin
PT Babel Inti Perkasa
INDONESIA
Tin
PT Bangka Tin Industry
INDONESIA
Tin
PT Belitung Industri Sejahtera
INDONESIA
Tin
PT Bukit Timah
INDONESIA
Tin
PT DS Jaya Abadi
INDONESIA
Tin
PT Eunindo Usaha Mandiri
INDONESIA
Tin
PT Inti Stania Prima
INDONESIA
Tin
PT Justindo
INDONESIA
Tin
PT Karimun Mining
INDONESIA
Tin
PT Mitra Stania Prima
INDONESIA
Tin
PT Panca Mega Persada
INDONESIA
Tin
PT Prima Timah Utama
INDONESIA
Tin
PT Refined Bangka Tin
INDONESIA
Tin
PT Sariwiguna Binasentosa
INDONESIA
Tin
PT Stanindo Inti Perkasa
INDONESIA
Tin
PT Sumber Jaya Indah
INDONESIA
Tin
PT Timah (Persero) Tbk Kundur
INDONESIA
Tin
PT Timah (Persero) Tbk Mentok
INDONESIA
Tin
PT Tinindo Inter Nusa
INDONESIA
Tin
PT Tommy Utama
INDONESIA

11



Tin
PT Wahana Perkit Jaya
INDONESIA
Tin
Rui Da Hung
TAIWAN
Tin
Soft Metais Ltda.
BRAZIL
Tin
Thaisarco
THAILAND
Tin
Tuyen Quang Non-Ferrous Metals Joint Stock Company
VIET NAM
Tin
VQB Mineral and Trading Group JSC
VIET NAM
Tin
White Solder Metalurgia e Mineração Ltda.
BRAZIL
Tin
Yunnan Chengfeng Non-ferrous Metals Co., Ltd.
CHINA
Tin
Yunnan Tin Company Limited
CHINA


12