UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM SD
SPECIALIZED DISCLOSURE REPORT
ARMSTRONG
WORLD INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
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Pennsylvania |
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1-2116 |
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23-0366390 |
(State or other jurisdiction of
incorporation or organization) |
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(Commission
file number) |
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(I.R.S. Employer
Identification No.) |
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2500 Columbia Avenue, Lancaster, Pennsylvania |
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17603 |
(Address of principal executive offices) |
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(Zip Code) |
David S. Schulz (717) 397-0611
(Name and telephone number, including area code, of 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:
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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, 2014. |
SECTION 1 CONFLICT MINERALS DISCLOSURE
Item 1.01 Conflict Minerals Disclosure and Report
This Form SD of Armstrong World Industries, Inc. (AWI) is filed pursuant to Rule 13p-1 (the Rule) promulgated under the Securities
Exchange Act of 1934, as amended, for the year ended December 31, 2014. When we refer to we, our and us in this document, we are referring to AWI and its subsidiaries.
For the purposes of the Rule and this report, Conflict Minerals are columbite-tantalite (coltan), cassiterite, gold, and wolframite, including
their derivatives, which are limited to tantalum, tin, and tungsten. The Covered Countries referred to in this report are the Democratic Republic of the Congo (the DRC) and countries that share an internationally recognized
border with the DRC (the Republic of the Congo, the Central African Republic, South Sudan, Uganda, Rwanda, Burundi, Tanzania, Zambia, and Angola).
Our
in-house subject matter experts assessed our products to identify whether any Conflict Minerals were necessary to the functionality or production of any of our products. We identified tin as the only Conflict Mineral that was necessary to such
functionality or production. We conducted a good faith reasonable country of origin inquiry (RCOI) by surveying any supplier who may supply us materials containing tin, to determine whether the tin originated in the Covered Countries and
whether any of the tin may be from recycled or scrap sources.
The survey was based on a variation of the EICC/GeSI Conflict Minerals Reporting Template.
All responses were reviewed in detail. If the tin was found to be from recycled or scrap materials, we considered our products containing such materials to be DRC conflict free. We followed up as necessary by conducting due diligence on
any supplier using tin where the tin was not from recycled or scrap sources.
See our Conflict Minerals Report for details related to our RCOI and due
diligence procedures for Conflict Minerals where we concluded that our products containing Conflict minerals are DRC conflict undeterminable.
A copy of our Conflict Minerals Report is provided as Exhibit 1.01 to this Form SD, and is publicly available at www.armstrong.com.
Item 1.02 Exhibit
As specified in Section 2,
Item 2.01 of this Form SD, we are hereby filing our Conflict Minerals Report as Exhibit 1.01 to this report.
SECTION 2 EXHIBITS
Item 2.01 Exhibits
The following
exhibit is filed as part of this Report on Form SD:
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Exhibit No. |
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Description |
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1.01 |
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Conflict Minerals Report of Armstrong World Industries, Inc. |
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.
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Armstrong World Industries, Inc. |
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By: |
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/s/ David S. Schulz |
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David S. Schulz, Senior Vice President and |
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Chief Financial Officer (Principal Financial Officer) |
Date: May 29, 2015
Exhibit 1.01
Armstrong World Industries, Inc.
Conflict Minerals Report
For the Year Ended December 31, 2014
Armstrong World Industries, Inc. (AWI) is a Pennsylvania corporation incorporated in 1891. We are a leading global producer of flooring products
and ceiling systems for use primarily in the construction and renovation of residential, commercial and institutional buildings. We design, manufacture and sell flooring products (primarily resilient and wood) and ceiling systems (primarily mineral
fiber, fiberglass and metal) around the world.
This Conflict Minerals Report (the Report) of AWI has been prepared pursuant to Rule
13p1 (the Rule) and Form SD promulgated under the Securities Exchange Act of 1934, as amended, for the year ended December 31, 2014. When we refer to we, our and us in this document, we are
referring to AWI and its subsidiaries.
The Rule requires disclosure of certain information when a company manufactures or contracts to manufacture
products for which the minerals specified in the Rule are necessary to the functionality or production of those products. The specified minerals are columbite-tantalite (coltan), cassiterite, gold, and wolframite, including their derivatives, which
are limited to tantalum, tin, and tungsten (the Conflict Minerals). The Covered Countries for the purposes of the Rule and this Report are the Democratic Republic of the Congo (the DRC) and countries that share an
internationally recognized border with the DRC (the Republic of the Congo, the Central African Republic, South Sudan, Uganda, Rwanda, Burundi, Tanzania, Zambia, and Angola). As described in this Report, certain of our operations manufacture, or
contract to manufacture, products for which tin is necessary to the functionality or production of those products.
Description of the Products Covered
by this Report
This Report relates to products manufactured or contracted to be manufactured by us in calendar year 2014: (i) for which Conflict
Minerals are necessary to the functionality or production of that product, (ii) for which Conflict Minerals are not from scrap or recycled materials and (iii) with respect to which we have concluded they are DRC conflict undeterminable
because we have not yet been able to determine whether the Conflict Minerals originated in the Covered Countries.
These products, which are referred to
in this Report as the Covered Products are the following:
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Engineered hardwood flooring; and |
RCOI and Due Diligence Process
We have conducted a good faith reasonable country of origin inquiry (RCOI) regarding the Conflict Minerals. This good faith RCOI was
designed to determine whether any of the Conflict Minerals originated in the Covered Countries and whether any of the Conflict Minerals may be from recycled or scrap sources. We also exercised due diligence on the source and chain of custody of the
Conflict Minerals. Our due diligence procedures were based on the framework in the Organisation for Economic Co-operation and Development Due Diligence Guidance for Responsible Supply Chain of Minerals from Conflict-Affected and High Risk
Areas (the OECD Guidance).
Our products and suppliers were assessed by in-house subject matter experts in order to identify our
Conflict Mineral scope and risk. Then, as part of our RCOI, all suppliers deemed to be within the scope of the Rule were surveyed using a variation of the EICC/GeSI Conflict Minerals Reporting Template. Based on our reviews, 205 of our 1,800 raw and
sourced material suppliers were in scope for having provided materials that potentially contained tin that was not from scrap or recycled sources. We surveyed all 205
suppliers and achieved a 96% response rate, with 98% of respondents reporting the materials they sell us do not contain tin. All supplier responses were reviewed in detail and where the
information provided by the supplier appeared to be outdated, incomplete, incorrect or not trustworthy, follow-up inquiries were made to obtain the current, complete, correct and trustworthy information. Our supply chain with respect to the Covered
Products is complex, and there are many third parties in the supply chain between the ultimate manufacture of the Covered Products and the original sources of the Conflict Minerals. We do not purchase Conflict Minerals directly from mines, smelters,
or refiners. We must rely on our suppliers to provide information regarding the origin of Conflict Minerals that are included in the Covered Products. We believe that the smelters and refiners of the Conflict Minerals are best suited to identify the
sources of Conflict Minerals, and have taken steps to identify the smelters and refiners in our supply chain by obtaining or seeking to obtain information from our suppliers.
Our due diligence process was designed to assist with the development of a responsible supply chain for minerals from conflict areas, as outlined in the OECD
Guidance, and facilitate compliance with Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The steps we have taken, include, but are not limited to the following:
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Formed a cross-functional Core team to design and implement a Conflict Minerals compliance plan, with members representing the following departments: Product Stewardship, Procurement, Corporate Controllers, Legal,
Internal Audit and our Business Units; |
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Formed a Steering Committee with members from Senior Management to oversee activities performed by and findings of the Core team; |
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Strengthened new supplier agreements by requiring Suppliers to represent and warrant that any Conflict Minerals not from scrap or recycled material that are used in the manufacture of raw materials will not be from
Covered Countries; and |
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Educated procurement staff members on the requirements of the Rule and the impact on Global Procurement to aid with on-going risk assessment. |
We received completed questionnaires from four of our suppliers that said that the materials they sell to us contain tin. To date, only three of those
suppliers have provided us with smelter lists. None of the smelters listed by these suppliers is located in the Covered Countries. Based on the location of the facilities used to process the tin, we have no reason to believe the source of the tin is
from a Covered Country although we cant exclude that possibility.
Notwithstanding our efforts to obtain information from the supplier that did not
identify the names and locations of the smelters or other sources of the tin it used, we have, thus far, been unable to identify the smelters or sources for the tin supplied to us by that supplier and, therefore, have been unable to determine the
country of origin of that tin. We are still working closely with our supplier to obtain its smelter list and mine locations.
We expect to continue to
engage with our suppliers to obtain complete, correct and trustworthy information about the supply chain and directly engage with those smelters and refiners identified by our suppliers to verify mineral sources (if necessary) to reach a final
DRC determination related to our DRC conflict undeterminable Covered Products. Additionally, we are working toward adopting a company policy for the supply chain of minerals originating from conflict-affected areas, and
standard operating procedures for new vendor on-boarding to ensure we capture the necessary information to comply with the filing requirements under the Rule.
This Report has not been subjected to an independent private sector audit because such an audit was not required.
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