SD

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM SD

 

 

SPECIALIZED DISCLOSURE REPORT

 

https://cdn.kscope.io/f0ecc35eb04e689a14dfc40e4a60f249-img126858644_0.jpg

AMERICAN OUTDOOR BRANDS, INC.

(Exact name of registrant as specified in its charter)

 

DELAWARE

 

 

001-39366

84-4630928

(State or other jurisdiction of

 

(Commission

(IRS Employer

incorporation or organization)

 

File Number)

Identification No.)

 

1800 North Route Z, Suite A

 

 

Columbia, Missouri

 

65202

(Address of principal executive offices)

 

(Zip code)

 

 

 

Douglas V. Brown, Chief Counsel and Secretary – (800) 338-9585

(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:

 

Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2022.

 


 

Section 1 Conflict Minerals Disclosure

Item 1.01 Conflict Minerals Disclosure and Report

A copy of American Outdoor Brands, Inc. Conflict Minerals Report is filed as Exhibit 1.01 hereto and is publicly available at https://ir.aob.com/corporate-governance/conflict-minerals. The content of our website as referred to in this Form SD is included for general information only and is not incorporated by reference into this Form SD.

 

Item 1.02 Exhibits

Exhibit 1.01 Conflict Minerals Report

 

Section 2 Exhibits

Item 2.01 Exhibits

The following exhibit is filed as part of this report:

 

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.

 

AMERICAN OUTDOOR BRANDS, INC., a Delaware corporation

 

By:

/s/ Douglas V. Brown

Dated:

May 31, 2023

Douglas V. Brown

 

 

Chief Counsel and Corporate Secretary

 

 

 


EX-1.01

EXHIBIT 1.01

 

AMERICAN OUTDOOR BRANDS, INC. CONFLICT MINERALS REPORT

FOR THE REPORTING PERIOD JANUARY 1, 2022 TO DECEMBER 31, 2022

 

INTRODUCTION

This Conflict Minerals Report for American Outdoor Brands, Inc. (“AOB,” “Company,” “we,” or “our”) is provided for the reporting period January 1, 2022 to December 31, 2022, and is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934 (the “Rule”), and the Public Statement on the Effect of the Recent Court of Appeals Decision on the Conflict Minerals Rule issued by the Director of the Division of Corporation Finance of the Securities and Exchange Commission on April 29, 2014 (the “SEC Statement”). The Rule was adopted by the Securities and Exchange Commission (the “SEC”) to implement reporting and disclosure requirements related to conflict minerals as directed by the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”). The Rule imposes certain reporting obligations on SEC registrants whose manufactured products contain tin, tantalum, tungsten, or gold (“3TG,” also defined by the Rule as “conflict minerals”), and who have reason to believe that the products they manufacture, or contract to manufacture, contain conflict minerals that are necessary to the functionality or production of those products. If the SEC registrant has reason to believe that any conflict minerals may have originated in the Democratic Republic of the Congo or an adjoining country, or is unable to determine the country of origin of those conflict minerals, the SEC registrant is required to submit a Conflict Minerals Report to the SEC that includes a description of the measures it took to exercise due diligence on the conflict minerals’ source and chain of custody.

 

COMPANY BACKGROUND

AOB is a leading provider of outdoor products and accessories encompassing hunting, fishing, outdoor cooking, camping, shooting, and personal security and defense products for rugged outdoor enthusiasts. We conceive, design, produce or source, and sell products and accessories, including shooting supplies, rests, vaults, and other related accessories; premium sportsman knives and tools for fishing and hunting; land management tools for hunting preparedness; harvesting products for post-hunt or post-fishing activities; electro-optical devices, including hunting optics, firearm aiming devices, flashlights, and laser grips; reloading, gunsmithing, and firearm cleaning supplies; and survival, camping, and emergency preparedness products. Our owned brands include Caldwell®, Wheeler®, Tipton®, Frankford, Arsenal®, Lockdown®, Hooyman®, BOG®, Crimson Trace®, Imperial®, Schrade®, Old Timer®, Uncle Henry®, BUBBA®, MEAT!, and ust®, and we license for use in association with certain products we sell additional brands, including Smith & Wesson® Accessories, M&P® Accessories, and Thompson/Center Accessories.

 

A copy of the Company’s Conflict Mineral Policy is available on our website at https://ir.aob.com/corporate-governance/conflict-minerals.

 

REPORT

This Conflict Minerals Report is provided for the reporting period January 1, 2022 to December 31, 2022 in accordance with the Rule, the instructions to Form SD, and the SEC Statement. Please refer to the Rule, Form SD and Securities Exchange Release No. 34-67716 for definitions to the terms used in this Report, unless otherwise defined herein.

In accordance with the Rule and the instructions to Form SD, AOB undertook due diligence to determine the source of origin of any necessary conflict minerals used in products it manufactures or contracts to manufacture. In conducting its due diligence, AOB implemented the Organization for Economic Co-operation and Development Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas (including the Supplements on Tin, Tantalum and Tungsten, and the Gold Supplement) (Second Edition OECD 2013) (“OECD Guidance”), an internationally recognized due diligence framework.

Design of Our Due Diligence Measures

Our conflict minerals due diligence measures have been designed to conform with the OECD Guidance, as applicable, for tin, tantalum, tungsten, gold and downstream companies (as the term is defined in the OECD Guidance), in all material respects. The Company does not make direct purchases of raw ore or unrefined conflict minerals in the Covered Countries. We designed our due diligence measures to:

1. design and implement strategies to determine the presence of conflict minerals in our products;

2. establish management systems for supply chain due diligence and reporting compliance;

3. identify and assess conflict minerals content in our supply chain;

4. identify and mitigate any risk for potential non-compliance with the Rule; and

5. report on our conflict minerals supply chain due diligence activities, as required by the Rule.

 

Due Diligence Measures Performed

Our due diligence measures for the reporting period January 1, 2022 to December 31, 2022 included the following activities:


1. We updated our product taxonomy for the products that were subject to reporting in the 2022 reporting period, and reviewed additions with company product managers, engineers, metallurgists and supply chain personnel, to determine which products or components have the possibility of containing necessary conflict minerals.

2. We surveyed any suppliers involved with products or components we determined could possibly contain necessary conflict minerals, to ascertain for each of these conflict minerals (i) whether the product or component contained necessary conflict minerals, (ii) the smelter or refiner where it was processed, (iii) its country of origin, and (iv) its mine of origin.

3. We leveraged the due diligence conducted on smelters and refiners by the Responsible Minerals Initiative (the “RMI”), and its Responsible Minerals Assurance Process (the “RMAP”), by comparing the names of the smelters identified by our suppliers to those identified as compliant in the RMAP. The RMAP uses independent private sector auditors to audit the source, including mines of origin, and chain of custody of the conflict minerals used by smelters and refiners that agree to participate in the RMAP. The smelters and refiners that are found to be RMAP compliant are those for which the independent auditor has verified that the smelter’s or refiner’s conflict minerals originated from conflict free mines and trading in the Democratic Republic of the Congo or any of its adjoining countries. A list of smelters identified to date, and associated information, is provided hereto as Attachment A.

 

After conducting good faith due diligence on the presence of necessary conflict minerals in certain of the Company’s products, AOB has been unable to identify all smelters, refiners in its supply chain and the ultimate source of origin of such minerals. The Company is continuing its efforts to identify and mitigate risks in its supply chain and to obtain complete information from its upstream suppliers. The Company’s efforts are necessarily dependent upon the willingness of its supply chain participants to cooperate and assist in this endeavour and there can be no guarantee that the Company will be able to obtain adequate and reliable information upon which to base its analysis.

 


 

Attachment A

 

SMELTER DETAILS

 

Smelter Name

Smelter Country

3TG

A.L.M.T. TUNGSTEN Corp.

Japan

Tungsten

Aida Chemical Industries Co., Ltd.

Japan

Gold

Allgemeine Gold-und Silberscheideanstalt A.G.

Germany

Gold

Alpha

United States

Tin

AngloGold Ashanti Corrego do Sitio Mineracao

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

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

CCR Refinery - Glencore Canada Corporation

Canada

Gold

Changsha South Tantalum Niobium Co., Ltd.

China

Tantalum

Chenzhou Diamond Tungsten Products Co., Ltd.

China

Tungsten

Chimet S.p.A.

Italy

Gold

China Tin Group Co., Ltd.

China

Tin

Chongyi Zhangyuan Tungsten Co., Ltd.

China

Tungsten

CV Ayi Jaya

Indonesia

Tin

CV Venus Inti Perkasa

Indonesia

Tin

D Block Metals, LLC

United States

Tantalum

Dowa

Japan

Gold

Dowa

Japan

Tin

Eco-System Recycling Co., Ltd. East Plant

Japan

Gold

EM Vinto

Bolivia

Tin

F&X Electro-Materials Ltd.

China

Tantalum

Fenix Metals

Poland

Tin

Ganzhou Huaxing Tungsten Products Co., Ltd.

China

Tungsten

Ganzhou Seadragon W & Mo Co., Ltd.

China

Tungsten

Gejiu Kai Meng Industry and Trade LLC

China

Tin

Gejiu Non-Ferrous Metal Processing Co., Ltd.

China

Tin

Global Advanced Metals Aizu

Japan

Tantalum

Global Advanced Metals Boyertown

United States

Tantalum

Global Tungsten & Powders Corp.

United States

Tungsten

Gold Refinery of Zijin Mining Group Co., Ltd.

China

Gold

Guangdong Hanhe Non-Ferrous Metal Co., Ltd.

China

Tin

Guangdong Xianglu Tungsten Co., Ltd.

China

Tungsten

H.C. Starck Inc.

United States

Tantalum

H.C. Starck Tungsten GmbH

Germany

Tungsten

Heimerle + Meule GmbH

Germany

Gold

Hengyang King Xing Lifeng New Materials Co., Ltd.

China

Tantalum


Heraeus Metals Hong Kong Ltd.

China

Gold

Heraeus Precious Metals GmbH & Co. KG

Germany

Gold

Hunan Chunchang Nonferrous Metals Co., Ltd.

China

Tungsten

Hydrometallurg, JSC

Russian Federation

Tungsten

Ishifuku Metal Industry Co., Ltd.

Japan

Gold

Istanbul Gold Refinery

Turkey

Gold

Japan New Metals Co., Ltd.

Japan

Tungsten

Jiangwu H.C. Starck Tungsten Products Co., Ltd.

China

Tungsten

Jiangxi Copper Co., Ltd.

China

Gold

JiuJiang JinXin Nonferrous Metals Co., Ltd.

China

Tantalum

Jiujiang Tanbre Co., Ltd.

China

Tantalum

JX Nippon Mining & Metals Co., Ltd.

Japan

Gold

Kennametal Huntsville

United States

Tungsten

Kennecott Utah Copper LLC

United States

Gold

Kojima Chemicals Co., Ltd.

Japan

Gold

LSM Brasil S.A.

Brazil

Tantalum

LS-NIKKO Copper Inc.

Republic of Korea

Gold

Magnu's Minerais Metais e Ligas Ltda.

Brazil

Tin

Malaysia Smelting Corporation (MSC)

Malaysia

Tin

Masan High-Tech Materials

Viet Nam

Tungsten

Materion

United States

Gold

Matsuda Sangyo Co., Ltd.

Japan

Gold

Melt Metais e Ligas S.A.

Brazil

Tin

Metallic Resources, Inc.

United States

Tin

Metallo Belgium N.V.

Belgium

Tin

Metallo Spain S.L.U.

Spain

Tin

Metalor Technologies (Hong Kong) Ltd.

China

Gold

Metalor Technologies (Singapore) Pte., Ltd.

Singapore

Gold

Metalor Technologies S.A.

Switzerland

Gold

Metalor USA Refining Corporation

United States

Gold

Metalurgica Met-Mex Penoles S.A. De C.V.

Mexico

Gold

Mineracao Taboca S.A.

Brazil

Tantalum

Mineracao Taboca S.A.

Brazil

Tin

Minsur

Peru

Tin

Mitsubishi Materials Corporation

Japan

Gold

Mitsubishi Materials Corporation

Japan

Tin

Mitsui Mining and Smelting Co., Ltd.

Japan

Gold

Mitsui Mining and Smelting Co., Ltd.

Japan

Tantalum

Nadir Metal Rafineri San. Ve Tic. A.S.

Turkey

Gold

Niagara Refining LLC

United States

Tungsten

Nihon Material Co., Ltd.

Japan

Gold

Ningxia Orient Tantalum Industry Co., Ltd.

China

Tantalum

O.M. Manufacturing (Thailand) Co., Ltd.

Thailand

Tin

O.M. Manufacturing Philippines, Inc.

Philippines

Tin

Ohura Precious Metal Industry Co., Ltd.

Japan

Gold

Operaciones Metalurgicas S.A.

Bolivia

Tin

PAMP S.A.

Switzerland

Gold


PT Aneka Tambang (Persero) Tbk

Indonesia

Gold

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 Prima Tin

Indonesia

Tin

PT Bangka Serumpun

Indonesia

Tin

PT Bangka Tin Industry

Indonesia

Tin

PT Belitung Industri Sejahtera

Indonesia

Tin

PT Bukit Timah

Indonesia

Tin

PT Menara Cipta Mulia

Indonesia

Tin

PT Mitra Stania Prima

Indonesia

Tin

PT Panca Mega Persada

Indonesia

Tin

PT Premium Tin Indonesia

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 Sukses Inti Makmur

Indonesia

Tin

PT Timah Tbk Kundur

Indonesia

Tin

PT Timah Tbk Mentok

Indonesia

Tin

PT Tinindo Inter Nusa

Indonesia

Tin

PX Precinox S.A.

Switzerland

Gold

Rand Refinery (Pty) Ltd.

South Africa

Gold

Resind Industria e Comercio Ltda.

Brazil

Tin

Royal Canadian Mint

Canada

Gold

Rui Da Hung

Taiwan

Tin

SEMPSA Joyeria Plateria S.A.

Spain

Gold

Shandong Gold Smelting Co., Ltd.

China

Gold

Shandong Zhaojin Gold & Silver Refinery Co., Ltd.

China

Gold

SOE Shyolkovsky Factory of Secondary Precious Metals

Russian Federation

Gold

Solar Applied Materials Technology Corp.

Taiwan

Gold

Solikamsk Magnesium Works OAO

Russian Federation

Tantalum

Sumitomo Metal Mining Co., Ltd.

Japan

Gold

Taki Chemical Co., Ltd.

Japan

Tantalum

Tanaka Kikinzoku Kogyo K.K.

Japan

Gold

TANIOBIS Co., Ltd.

Thailand

Tantalum

TANIOBIS GmbH

Germany

Tantalum

TANIOBIS Japan Co., Ltd.

Japan

Tantalum

TANIOBIS Smelting GmbH & Co. KG

Germany

Tantalum

TANIOBIS Smelting GmbH & Co. KG

Germany

Tungsten

Telex Metals

United States

Tantalum

Thaisarco

Thailand

Tin

Tokuriki Honten Co., Ltd.

Japan

Gold

Ulba Metallurgical Plant JSC

Kazakhstan

Tantalum

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 (T/a The Perth Mint)

Australia

Gold

White Solder Metalurgia e Mineracao Ltda.

Brazil

Tin

Wolfram Bergbau und Hutten AG

Austria

Tungsten

Xiamen Tungsten (H.C.) Co., Ltd.

China

Tungsten

Xiamen Tungsten Co., Ltd.

China

Tungsten

XIMEI RESOURCES (GUANGDONG) LIMITED

China

Tantalum

Yamakin Co., Ltd.

Japan

Gold

Yokohama Metal Co., Ltd.

Japan

Gold

Yunnan Chengfeng Non-ferrous Metals Co., Ltd.

China

Tin

Yunnan Tin Company Limited

China

Tin

Zhongyuan Gold Smelter of Zhongjin Gold Corporation

China

Gold