UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM SD
Specialized Disclosure Report
Lattice Semiconductor Corporation
(Exact name of registrant as specified in its charter)
Delaware | 000-18032 | 93-0835214 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
5555 N.E. Moore Court, Hillsboro, Oregon 97124-6421
(Address of principal executive offices, including zip code)
Byron W. Milstead
Corporate Vice President, General Counsel & Secretary
(503) 268-8000
(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
Lattice Semiconductor Corporation ("Lattice") has evaluated its product lines for the year ending December 31, 2013 and determined that certain products that it contracted to manufacture contain conflict minerals as defined in the 1934 Act Release No. 34-67716.
A copy of Lattice Semiconductor Corporation's Conflict Minerals Report is filed as Exhibit 1.01 hereto and is publicly available at http://ir.latticesemi.com under the heading "Corporate Governance."
Item 1.02 Exhibit
Lattice Semiconductor Corporation has filed, as an exhibit to this Form SD, the Conflict Minerals Report required by Item 1.01.
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.
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.
Lattice Semiconductor Corporation
(Registrant)
By: | /s/ Byron W. Milstead | Date: May 30, 2014 |
Byron W. Milstead | ||
Corporate Vice President, General Counsel & Secretary | ||
Lattice Semiconductor Corporation
Conflict Minerals Report
This Conflict Minerals Report is presented to comply with Rule 13p-1 (“Rule 13p-1”) under the Securities Exchange Act of 1934 for the year ended December 31, 2013. Any terms used and not otherwise defined herein shall have the meaning provided in Rule 13p-1 or the 1934 Act Release No. 34-67716.
Lattice Semiconductor Corporation (“Lattice,” “we,” or “our”) designs, develops and markets programmable logic solutions. Based on our internal assessment, our semiconductor devices, evaluation boards, and development hardware that we contract to manufacture contain conflict minerals that are necessary to their functionality (the “Applicable 3TG Products”). Lattice desires to have its products free from conflict minerals from the Covered Countries that finance or benefit armed groups. In order to achieve this desire and to comply with reporting requirements, we established processes designed to determine the source and chain of custody of conflict minerals in our Applicable 3TG Products. Consistent with the OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas: Second Edition (OECD 2013), and related Supplements on Gold, Tin, Tantalum and Tungsten (collectively the “OECD Framework”), we structured our internal processes to support supply chain due diligence by participating in industry-driven programs, strengthened our engagement with suppliers, and adopted a Conflict Minerals Sourcing Policy, which is available at http://ir.latticesemi.com under the heading “Corporate Governance.” A summary of our due diligence is provided below.
Diligence on Source and Chain of Custody
As required by Rule 13p-1, we conducted a good faith reasonable country of origin inquiry (“RCOI”) to determine whether any conflict minerals in our Applicable 3TG Products originated in the Democratic Republic of Congo or an adjoining country (the “Covered Countries”). Because we are at least several levels removed from the mining, refining and smelting of conflict minerals, our diligence measures can only provide a reasonable assurance regarding the source and chain of custody of conflict minerals in our supply chain. Consequently, we rely upon certifications from our supply chain concerning the use and source of conflict minerals in our Applicable 3TG Products.
In order to identify and assess risks in our supply chain, we followed industry standards by requesting all suppliers to identify the processing facilities and other data related to conflict minerals in the Applicable 3TG Products using the Electronic Industry Citizenship Coalition and Global e-Sustainability (“EICC/GeSI”) Conflict Minerals Reporting Template (the “Template”). If a supplier did not respond or provided an insufficient response, we engaged in further discussions with that supplier until we received the requested information. Where we did not receive a response from a supplier after multiple inquiries, we moved to disengage that supplier. Over 99% of our revenues in 2013 originated from our semiconductor devices, and 100% of the suppliers of materials used in our semiconductor devices responded to our request and provided information required by the Template. In order to determine the source and chain of custody of the conflict minerals, we compiled and analyzed the reporting results, attempted to confirm reported results where appropriate, identified smelters certified by internationally-recognized industry validation schemes, such as the Conflict Free Sourcing Initiative (CFSI) Conflict-Free Smelter Program (“CFSP”), and identified other possible risks in our supply chain. We then designed and implemented a risk management plan to mitigate those risks, which included adopting a Conflict Minerals Sourcing Policy, incorporating contractual obligations relating to conflict minerals in all relevant new or renewed supplier contracts, and participating in industry organizations that encourage third party audits of smelters and refiners due diligence practices.
Due Diligence Results
As a result of our due diligence, we collected 135 names of smelters and refiners from our supply chain. Of those, 119 are identified by CFSI as known smelters and refineries, and 56 are certified by CFSP to be conflict free as of April 25, 2014. We reviewed the remaining processing facilities against publicly available information to determine with the greatest possible specificity the source of the conflict minerals. If there was any reason to believe the processing facilities obtained conflict minerals from Covered Countries, we performed additional due diligence to determine if they directly or indirectly financed or benefited armed groups in the Covered Countries. On the basis of our due
diligence with the information we received, we found no information indicating any of the processing facilities benefited an armed group in the Covered Countries. Despite our due diligence, we have concluded that our supply chain remains “DRC conflict undeterminable” because we do not have sufficient information to determine the source and chain of custody of all the conflict minerals in our Applicable 3TG Products.
The conflict minerals contained in our Applicable 3TG Products, to the extent known, are believed to have been sourced from the following countries: Australia, Austria, Belgium, Bolivia, Brazil, Canada, Chile, China, Germany, Hong Kong, Indonesia, Japan, Kazakhstan, Republic of Korea, Malaysia, Mexico, Peru, Russian Federation, Switzerland, Taiwan, Thailand, United States of America, and Uzbekistan.
Below are the facilities which, to the extent known, processed the conflict minerals contained in our Applicable 3TG Products:
Metal | Facility |
Gold | AGR Matthey |
Gold | Aida Chemical Industries Co. Ltd. |
Gold | Allgemeine Gold-und Silberscheideanstalt AG |
Gold | Argor-Heraeus SA |
Gold | Asahi Pretec Corporation |
Gold | Asaka Riken Co. Ltd. |
Gold | BHP Billiton |
Gold | Caridad |
Gold | Chugai Mining |
Gold | Codelco |
Gold | Daejin Industrial Co. Ltd. |
Gold | Do Sung Corporation |
Gold | Dowa |
Gold | Glencore Canada |
Gold | Heraeus Ltd. Hong Kong |
Gold | Heraeus Precious Metals GmbH & Co. KG |
Gold | Hwasung CJ Co. Ltd. |
Gold | Ishifuku Metal Industry Co. Ltd. |
Gold | Johnson Matthey Inc. |
Gold | JX Nippon Mining & Metals Co. Ltd. |
Gold | Kojima Chemicals Co. Ltd. |
Gold | Korea Metal Co. Ltd. |
Gold | LS-Nikko Copper Inc. |
Gold | Malaysian Electronics Materials Sdn. Bhd. |
Gold | Materion |
Gold | Matsuda Sangyo Co. Ltd. |
Gold | Metalor Technologies (Hong Kong) Ltd. |
Gold | Metalor Technologies SA |
Gold | Metalor USA Refining Corporation |
Gold | Mitsubishi Materials Corporation |
Gold | Mitsui Mining and Smelting Co. Ltd. |
Gold | Navoi Mining and Metallurgical Combinat |
Gold | Nihon Material Co. Ltd. |
Gold | Nittetsu Mining Co. Ltd. |
Gold | Ohio Precious Metals, LLC |
Gold | Pan Pacific Copper Co. Ltd. |
Gold | Royal Canadian Mint |
Gold | SAMWON METALS Corp. |
Gold | Shandong Zhaojin Gold & Silver Refinery Co. Ltd. |
Gold | Shenzhen FuJun Material Technology Co. Ltd. |
Gold | Solar Applied Materials Technology Corp. |
Gold | Sumitomo Metal Mining Co. Ltd. |
Gold | Tanaka Kikinzoku Kogyo K.K. |
Gold | The Great Wall Gold and Silver Refinery of China |
Gold | The Refinery of Shandong Gold Mining Co. Ltd. |
Gold | Tokuriki Honten Co. Ltd. |
Gold | Torecom |
Gold | Western Australian Mint trading as The Perth Mint |
Gold | Yokohama Metal Co. Ltd. |
Gold | Zhongyuan Gold Smelter of Zhongjin Gold Corp. |
Tantalum | Exotech Inc. |
Tantalum | F&X Electro-Materials Ltd. |
Tantalum | Global Advanced Metals |
Tantalum | H.C. Starck Group |
Tantalum | JiuJiang JinXin Nonferrous Metals Co. Ltd. |
Tantalum | Mitsui Mining & Smelting |
Tantalum | Ningxia Orient Tantalum Industry Co. Ltd. |
Tantalum | Solikamsk Magnesium Works |
Tantalum | Ulba |
Tantalum | Zhuzhou Cement Carbide |
Tin | Cookson |
Tin | Cooper Santa |
Tin | CV Duta Putra Bangka |
Tin | CV JusTindo |
Tin | CV Makmur Jaya |
Tin | CV Nurjanah |
Tin | CV Serumpun Sebalai |
Tin | CV United Smelting |
Tin | EM Vinto |
Tin | Geiju Non-Ferrous Metal Processing Co. Ltd. |
Tin | Gejiu Zi-Li |
Tin | Gold Bell Group |
Tin | Jiangxi Nanshan |
Tin | Liuzhou China Tin |
Tin | Malaysia Smelting Corp |
Tin | Metallo Chimique |
Tin | Mineração Taboca SA |
Tin | Minmetals Ganzhou Tin Co. Ltd. |
Tin | Minsur |
Tin | Mitsubishi Materials Corporation |
Tin | Novosibirsk Integrated Tin Works |
Tin | Novosibirsk Refinery |
Tin | OMSA |
Tin | PT Alam Lestari Kencana |
Tin | PT Artha Cipta Langgeng |
Tin | PT Babel Inti Perkasa |
Tin | PT Babel Surya Alam Lestari |
Tin | PT Bangka Kudai Tin |
Tin | PT Bangka Putra Karya |
Tin | PT Bangka Timah Utama Sejahtera |
Tin | PT Belitung Industri Sejahtera |
Tin | PT BilliTin Makmur Lestari |
Tin | PT Bukit Timah |
Tin | PT Eunindo Usaha Mandiri |
Tin | PT Fang Di MulTindo |
Tin | PT HP Metals Indonesia |
Tin | PT Koba Tin |
Tin | PT Mitra Stania Prima |
Tin | PT Refined Bangka Tin |
Tin | PT Sariwiguna Binasentosa |
Tin | PT Stanindo Inti Perkasa |
Tin | PT Sumber Jaya Indah |
Tin | PT Tambang Timah |
Tin | PT Timah |
Tin | PT Timah Nusantara |
Tin | PT Tinindo Inter Nusa |
Tin | PT Yinchendo Mining Industry |
Tin | Shenzhen City Thai Industrial Co. Ltd. |
Tin | Thaisarco |
Tin | White Solder Metalurgia e Mineração Ltda. |
Tin | Yunnan Chengfeng Non-ferrous Metals Co. Ltd. |
Tin | Yunnan Tin Company Limited |
Tungsten | A.L.M.T. Corp. |
Tungsten | ATI Tungsten Materials |
Tungsten | Chaozhou Xianglu Tungsten Industry Co. Ltd. |
Tungsten | China Minmetals Nonferrous Metals Co. Ltd. |
Tungsten | Chongyi Zhangyuan Tungsten Co. Ltd. |
Tungsten | Ganzhou Grand Sea W & Mo Group Co. Ltd. |
Tungsten | Ganzhou Huaxing Tungsten Products Co. Ltd. |
Tungsten | Ganzhou Seadragon W & Mo Co. Ltd. |
Tungsten | Global Tungsten & Powders Corp. |
Tungsten | H.C. Starck Group |
Tungsten | Hunan Chunchang Non-ferrous Metals Co. Ltd. |
Tungsten | Jiangxi Rare Earth & Rare Metals Tungsten Group Corp. |
Tungsten | Jiangxi Tungsten Industry Group Co. Ltd. |
Tungsten | Kanto Denka Kogyo Co. Ltd. |
Tungsten | Nanchang Cemented Carbide Limited Liability Company |
Tungsten | Ningxia Orient Tantalum Industry Co. Ltd. |
Tungsten | Plansee |
Tungsten | Sumitomo Metal Mining Co. Ltd. |
Tungsten | Wolfram Bergbau und Hütten AG |
Tungsten | Wolfram Company CJSC |
Tungsten | Xiamen Honglu Tungsten Molybdenum Industry Co. Ltd. |
Tungsten | Xiamen Tungsten Co. Ltd. |
Tungsten | ZhuZho Cemented Carbide Group Co. Ltd. |
Future Diligence Efforts
During the reporting period for the calendar year ending December 31, 2014, we continue to engage in the RCOI and due diligence activities described in this report for all applicable products. In order to attain a conflict free supply chain, we intend to further engage directly or indirectly with the smelters or refiners in our supply chain to receive complete and accurate information. Because we are a downstream company, we plan to participate in and support industry organizations that encourage third party audits of smelters and refiners due diligence practices.
This Conflict Minerals Report has not been subject to an independent private sector audit as allowed under a temporary exception in Rule 13p-1.