__________________________________________________________
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM SD
Specialized Disclosure Report
NCR CORPORATION
(Exact Name of Registrant Specified in Charter)
Commission File Number 001-00395
Maryland | 31-0387920 | |
(State or Other Jurisdiction of Incorporation) | (I.R.S. Employer Identification No.) | |
3097 Satellite Boulevard
Duluth, GA 30096
(Address of principal executive offices and zip code)
Edward Gallagher (212) 589-8472
(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, 2014. |
Section 1 – Conflict Minerals Disclosure
General
Section 1 – Conflict Minerals Disclosure
Item 1.01 Conflict Minerals Disclosure and Report
Conflict Minerals Disclosure.
NCR Corporation (“NCR” or “the Company,” also referred to as “we” or “our”) has reviewed its products and determined that materials, parts or components necessary to the functionality of certain of our products include the minerals listed in Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”), which as of the date of this filing, include columbite-tantalite (also known as coltan); cassiterite; gold; wolframite; or their derivatives, tantalum, tin and tungsten (“Conflict Minerals"). While we do not source such materials directly, we have conducted in good faith a reasonable country of origin inquiry regarding those Conflict Minerals to determine whether such Conflict Minerals originated in the Democratic Republic of the Congo or an adjoining country (“Covered Countries”), or are from recycled or scrap sources (as defined in the Act). Based on our reasonable country of origin inquiry, which is an element of our due diligence program (as described in more detail in our Conflict Minerals Report), the Company is unable to conclude definitively that, during the period covered by this Form SD, no Conflict Minerals contained in our products originated in a Covered Country, except in those cases where our suppliers have disclosed to the Company that their products are conflict-free pursuant to the Conflict Free Sourcing Initiative (CFSI). Accordingly, we have undertaken additional due diligence procedures in keeping with the rules adopted by the Securities and Exchange Commission pursuant to the Act and as set forth in our Conflict Minerals Report (attached here as Exhibit 1.01).
A copy of the Company’s Conflict Minerals Disclosure and Report can also be found on our website at http://www.ncr.com/company/corporate-responsibility/conflict-minerals. The content of any website referred to in this Form SD is included for general information only and is not incorporated by reference in this Form SD.
Item 1.02 Exhibit
A copy of the Company’s Conflict Minerals Report required by Item 1.01 is attached hereto as Exhibit 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 SD is filed as part of this report.
SIGNATURE | |
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.
Dated: June 1, 2015 | NCR Corporation By: /s/ Edward Gallagher Acting General Counsel and Secretary |
Exhibit 1.01
Conflict Minerals Report of NCR Corporation
The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Act”) and rules promulgated thereunder by the Securities and Exchange Commission impose certain reporting obligations on public companies that manufacture or contract to manufacture products containing columbite-tantalite (coltan), cassiterite, gold, wolframite, or their derivatives, tantalum, tin and tungsten (“Conflict Minerals”) that may have originated from the Democratic Republic of the Congo or adjoining countries (“Covered Countries”). Accordingly, and in accordance with Rule 13p-1 under the Securities Exchange Act of 1934, as amended, NCR Corporation is making this Conflict Minerals Report for calendar year 2014. References in this report to “the Company,” “NCR,” “we,” or “us” mean NCR Corporation, including its subsidiaries.
1. | Overview |
NCR sells products and services that help businesses connect, interact and transact with their customers. Our portfolio of self-service and assisted-service solutions serve customers in the financial services, retail, hospitality, travel, and telecommunications and technology industries and include ATMs and other financial products, point of sale (POS) equipment, self-service kiosks, check and document imaging devices and consumables. Our products are complex and contain multiple materials, parts and components procured from numerous global suppliers. While we do not source any Conflict Minerals directly, we recognize that they may exist in the materials and components that we purchase and that are necessary to the functionality or production of the products we manufacture (either directly or by third party contract manufacturers).
NCR is committed to ethical practices and compliance with all applicable laws and regulations. As a result, we are committed to working with our suppliers to responsibly source the materials and components we use in manufacturing products for our customers. After conducting due diligence (as described in more detail in Paragraph 2 below), the Company is unable to conclude definitively that, during the year ended December 31, 2014, no Conflict Minerals contained in our products originated in a Covered Country, except in those cases where our suppliers have disclosed to the Company that their products are conflict-free pursuant to the Conflict Free Sourcing Initiative (“CFSI”).
2. Due Diligence
Consistent with the Act and based on guidance from the Organisation for Economic Co-operation and Development (“OECD”), the Company has designed its Conflict Minerals due diligence program for the purpose of: (i) identifying and assessing risks in our supply chain; (ii) developing and implementing a strategy to respond to identified risks, and; (iii) reporting on the results of our supply chain due diligence.
NCR relies on supply chain transparency as a critical element of its due diligence program in order to comply with its disclosure obligations with respect to Conflict Minerals. The process of tracing Conflict Minerals through the supply chain is dynamic and complex and begins with communication by the Company to its suppliers of materials, components and products (“Materials Suppliers”). Overall, we require our Materials Suppliers:
• | To source materials from socially responsible suppliers and manufacturers; |
• | To undertake reasonable due diligence within their supply chains to determine the origin of the Conflict Minerals; |
• | To assist us in complying with the SEC regulations related to Conflict Minerals by providing all necessary disclosures/declarations; and |
• | To support supply chain changes required to eliminate from the products they supply to the Company any Conflict Minerals originating from the Covered Countries. |
NCR requests that all of its Materials Suppliers provide an annual disclosure to the Company which requires the Materials Suppliers to make a declaration regarding their sourcing of Conflict Minerals. The results for this Conflict Minerals report were derived from 2014 data provided by our Materials Suppliers.
We encourage our Materials Suppliers to use the Conflict Minerals Reporting Template (“CMRT”) developed by the CFSI and approximately 85% of responding Materials Suppliers used this template for the 2014 reporting year. The CMRT is specifically designed to facilitate the collection of sourcing information related to Conflict Minerals. In addition, it conforms to the methodologies defined by the OECD.
The CMRT prompts suppliers to disclose whether the products they manufacture or contract to manufacture contain Conflict Minerals that are necessary to the functionality or production of those products. Depending on the results of this assessment, suppliers may be required to disclose the origin of the Conflict Minerals as well as other data pertaining to their due diligence process. Finally, some suppliers choose to disclose the location where the Conflict Mineral was smelted and whether the individual smelter was certified by the CFSI pursuant to CFSI’s Conflict Free Smelter Program (“CFSP”).
For the 2014 reporting year, approximately 50% of responding Materials Suppliers whose products contain Conflict Materials were unable to determine where those Conflict Materials were sourced. Of those responding Materials Suppliers who did provide information regarding the source of the Conflict Materials, NCR has determined that none of these Materials Suppliers sourced Conflict Minerals from the Covered Countries. As of the date of this filing, the Company has not received any declaration from any Materials Supplier where it was ultimately determined that the products supplied to the Company are “not DRC Conflict Free.” However, the results of the Company’s Conflict Minerals due diligence process are incomplete as certain of our Materials Suppliers did not provide a declaration in response to our disclosure request.
NCR is continuing to develop additional processes to enhance its due diligence process regarding Conflict Minerals. These efforts include further integrating our due diligence process into existing product life cycle management systems and providing enhanced materials and training to internal procurement personnel with respect to best practices in managing Conflict Minerals compliance.
1