UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form SD
SPECIALIZED DISCLOSURE REPORT
Commercial Metals Company
(Exact Name of Registrant as Specified in Charter)
| Delaware | 0-4304 | 75-0725338 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File No.) |
(I.R.S. Employer Identification Number) |
| 6565 N. MacArthur Blvd. Irving, Texas |
75039 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Paul K. Kirkpatrick
Vice President, General Counsel and Secretary
(214) 689-4300
(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, 2013. |
Section 1 – Conflict Minerals Disclosure
Item 1.01. Conflict Minerals Disclosure and Report
This is the Conflict Minerals Report for Commercial Metals Company together with its consolidated subsidiaries (collectively “CMC”), for the year ending December 31, 2013. The report is offered in compliance with Section 13(p) of Rule 13p-1 (the “Rule”) of the Securities Exchange Act of 1934, as amended.
The Rule was adopted by the Securities and Exchange Commission to establish reporting and disclosure requirements in support of mandates under Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Conflict Minerals Act”).
CMC manufactures, recycles and markets steel and metal products, related materials and services through a network including steel mills, commonly referred to as “minimills”, steel fabrication and processing plants, construction-related product warehouses, metal recycling facilities and marketing and distribution offices in the United States and in strategic international markets. CMC’s core business is the manufacture and sale of steel products. CMC operates steel mills in the United States and Poland. CMC’s vertical integration model is evident in supporting businesses, including a network of recycling facilities which process and market post-consumer scrap materials, as well as an international marketing and distribution network engaged in the trade of steel and other products, including mineral-based materials used in metal production and in other industries.
CMC conducted a centrally coordinated product review to identify conflict minerals, as defined in Form SD, Section 1, Item 1.01(d)(3), which exist in products manufactured by CMC or contracted for manufacture by CMC, and which are necessary to the functionality and production of those products.
With regard to products manufactured by CMC, it is our finding that any conflict minerals originated solely from scrap metal sources and are otherwise unnecessary to the functionality or production of the manufactured product. While some residual amount of the derivatives of tin, tantalum or tungsten may be present in steel products manufactured by CMC, such conflict minerals come from scrap metal sources. Further, those conflict minerals are not necessary to the functionality or production of the manufactured steel.
With regard to products contracted for manufacture by CMC, it is CMC’s finding that certain specialty products acquired and re-sold by CMC during the subject period contained tin, tantalum or tungsten necessary to the functionality and production of the products manufactured. These products were tinplate, tantalum oxide and tungsten carbide. Based on this finding, CMC proceeded with an origin assessment as described below.
Reasonable Country of Origin Inquiry
CMC conducted a reasonable country of origin inquiry (“RCOI”) with respect to the tinplate, tantalum oxide, and tungsten carbide discussed above. The RCOI was conducted in good faith and in full consideration of guidance contained in the Conflict Minerals Act Final Rule. After identifying those products which might contain conflict minerals, CMC employed questionnaires specifically designed to determine whether the conflict minerals originated in the Democratic Republic of the Congo or an adjoining country (“Covered Countries”) and/or were obtained from recycled or scrap sources.
Specifically, CMC contacted the suppliers and sources related to the tinplate and tantalum contained in the tantalum oxide and determined that they originated from specific smelters located outside the Covered Countries and listed on the EICC-GeSI conflict free smelter list. CMC further determined that the tungsten material contained in the tungsten carbide came from scrap metal.
Reasonable Country of Origin Inquiry Conclusion
CMC has evaluated the results of the indicated product review and the subsequent RCOI in good faith and in consideration of guidance provided in the Conflict Minerals Act. CMC finds no reason to believe that conflict minerals necessary to the functionality or production of products CMC manufactured or contracted to manufacture during the 2013 calendar year, originated in the Democratic Republic of the Congo or an adjoining country.
Item 1.02 Exhibit
Not required.
Section 2 – Exhibits
Item 2.01 Exhibits
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.
| COMMERCIAL METALS COMPANY | ||||||
| Date: June 2, 2014 | By: | /s/ Paul K. Kirkpatrick | ||||
| Name: | Paul K. Kirkpatrick | |||||
| Title: | Vice President, General Counsel and Secretary | |||||