Specialized Disclosure Report (sd)
May 21 2020 - 10:58AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM SD
Specialized
Disclosure Report
Clearfield, Inc.
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(Exact name of registrant as specified in its charter)
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Minnesota
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000-16106
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41-1347235
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State or other jurisdiction of incorporation or organization)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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7050 Winnetka North, Suite 100
Brooklyn Park, Minnesota
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55428
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(Address of principal executive offices)
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(Zip Code)
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Daniel Herzog
(763)
476-6866
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(Name and telephone number, including area code, of the person to contact in connection with this report.)
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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
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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, 2019
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Section 1 – Conflict Minerals Disclosure
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Item 1.01
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Conflict Minerals Disclosure and Report
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This
Form SD of Clearfield, Inc. (the “Company”) is filed for the reporting period from January 1, 2019 to December 31,
2019 pursuant to Rule 13p-1 promulgated under the Securities Exchange Act of 1934, as amended (the “Rule”), and in
accordance with the Instructions to Form SD, as modified by the Updated Statement on the Effect of the Court of Appeals Decision
on the Conflict Minerals Rule issued by the SEC Division of Corporation Finance on April 7, 2017.
Conflict Minerals Disclosure
Clearfield’s Products
In accordance with the Rule, the Company
reviewed the products offered and determined that conflict minerals were necessary to the functionality or production of the
following products the Company manufactured or contracted to manufacture in the reporting period of January 1, 2019 to December
31, 2019: (1) cable assemblies made with metal compounds that contain the conflict minerals of tin and gold and (2) cabinets and
panels comprised of sheet metal containing tin. These cable assemblies, cabinets and panels are referred to as “Covered Products.”
The Company’s fiber connectivity products contain a wide variety of materials that do not contain conflict minerals.
Description of Reasonable
Country of Origin Inquiry
In accordance with Rule 13p-1, the Company
undertook a reasonable country of origin inquiry (“2019 RCOI”) to determine whether the conflict minerals necessary
to the functionality or production of the Covered Products were sourced from the Democratic Republic of Congo or an adjoining country
(the “Covered Countries”) or are from recycled or scrap sources.
The Company’s 2019 RCOI was based
upon the due diligence framework in the OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected
and High-Risk Areas (“OECD Due Diligence Guidance”) and related Supplements for each of the conflict minerals.
The 2019 RCOI included the following steps:
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·
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The Company first identified all of its
active suppliers that may supply products to the Company (components, subassemblies and materials) containing conflict minerals. For
this purpose, the Company identified those suppliers that offered products containing conflict minerals for sale generally whether
or not the Company actually purchased those products in 2019.
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·
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The Company next conducted a survey of
these suppliers using an adapted template developed by the Electronic Industry Citizenship Coalition (the “EICC”) and
the Global e-Sustainability Initiative (the “GeSI”), known as the Conflict Minerals Reporting Template.
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·
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From responsive suppliers, the Company
also independently compared the list of smelters/processors collected from suppliers and to the conflict-free smelter lists published
by the Conflict-Free Sourcing Initiative.
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·
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For the non-responsive suppliers, the
Company reviewed available information, both publicly available and generated in the course of the supply relationship, to determine
if there exist warning signs or other circumstances indicating that conflict minerals originated or may have originated in the
Covered Countries.
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Results of Reasonable
Country of Origin Inquiry
The 2019 RCOI results are as follows:
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·
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As to the suppliers that submitted Conflict
Minerals Reporting Templates that were complete and responsive: (A) 30 suppliers constituting 73.9% of the dollar volume of all
purchases in 2019 indicated that none of the supplies included in the Covered Products contained conflict minerals originating
in the Covered Countries; (B) 10 suppliers constituting 6.1% of the dollar volume of all purchases in 2019 indicated that the supplies
included in the Covered Products contained conflict minerals originating in the Covered Countries, but that the smelters were certified
to be a conflict-free smelter and identified by the template based on listings of certifications by the Conflict-Free Sourcing
Initiative; (C) 5 suppliers constituting 6.4% of the dollar volume of all purchases in 2019, the supplier indicated that it was
unable to state the country of origin of the conflict minerals in products it supplied to the Company; (D) 1 supplier constituting
0.0% of the dollar volume of all purchases in 2019 indicated that the supplies included in the Covered Products contained conflict
minerals originating in Covered Countries from smelters that were not certified to be conflict free. This supplier was chosen directly
by a customer. We are in the process of working with our customer to evaluate whether we can eliminate this supplier from our supply
chain; and (E) none of the supplies included in the Covered Products were from recycled or scrap resources.
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·
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As to the suppliers that did not submit
complete and responsive Conflict Minerals Reporting Templates: The Company did not identify any warning signs or other circumstances
indicating that conflict minerals originated or may have originated in the Covered Countries.
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Website Disclosure
This
Form SD has been filed with the SEC and is publicly available on the Company’s website at www.seeclearfield.com/conflict-minerals.html.
Any reference in this Form SD to the Company’s
corporate website, and the contents thereof, is provided for convenience only; such website and the contents thereof are not incorporated
by reference into this Form SD nor deemed filed with the Securities and Exchange Commission.
Not applicable.
Section 2 – Exhibits
Not applicable.
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 duly authorized
undersigned.
CLEARFIELD, INC.
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/s/ Daniel Herzog
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May 21, 2020
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By: Daniel Herzog, Chief Financial Officer
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Date
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3
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