MDR McDermott International Inc

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM SD

Specialized Disclosure Report

 

 

McDermott International, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

REPUBLIC OF PANAMA		001-08430		72-0593134
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)
757 N. Eldridge Parkway Houston, Texas				77079
(Address of principal executive offices)				(Zip Code)

Liane K. Hinrichs, 281-870-5697

(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.

 

 

 

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Section 1 – Conflict Minerals Disclosure

 

Item 1.01

Conflict Minerals Disclosure and Report

Conflict Minerals Disclosure

A copy of this Form SD and the Conflict Minerals Report, filed as Exhibit 1.01 hereto, are publicly available on our Web site at:

http://www.mcdermott.com/Ethics/Documents/McDermott_Conflict_Minerals_Policy_and_Filing.pdf.

 

Item 1.02

Exhibit.

McDermott has included the Conflict Minerals Report as Exhibit 1.01 to this Form SD.

Section 2 – Exhibits

 

Item 2.01

Exhibits

Exhibit 1.01 – Conflict Minerals Report.

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EXHIBIT INDEX

Exhibit 1.01 – Conflict Minerals Report

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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.

 

				McDermott International, Inc.
				By:		/s/ Liane K. Hinrichs
						Liane K. Hinrichs
						Senior Vice President, General Counsel and Corporate Secretary
				Date:		June 1, 2015

Exhibit 1.01

McDermott International, Inc.

Conflict Minerals Report

For the reporting period from January 1, 2014 to December 31, 2014

 

1.	Introduction

This Conflict Minerals Report (this “Report”) of McDermott International, Inc. (together with its consolidated subsidiaries, “McDermott,” “we” or “us”) has been prepared pursuant to Rule 13p-1 promulgated by the U.S. Securities and Exchange Commission (the “SEC”) under the Securities Exchange Act of 1934, as amended (together with Form SD adopted by the SEC pursuant to its Release No. 34-67716, the “Conflict Minerals Rule”), for the reporting period January 1, 2014 to December 31, 2014 (the “Reporting Period”). The Conflict Minerals Rule addresses disclosure of certain information when a SEC registrant manufactures or contracts to manufacture products and any one or more of the minerals specified in the Conflict Minerals Rule are necessary to the functionality or production of those products. The specified minerals are gold, as well as columbite-tantalite (coltan), cassiterite and wolframite and their respective derivatives tantalum, tin and tungsten (collectively, the “Covered Minerals”). The “Covered Countries” for the purposes of the Conflict Minerals Rule are the Democratic Republic of the Congo, the Republic of the Congo, the Central African Republic, South Sudan, Uganda, Rwanda, Burundi, Tanzania, Zambia and Angola. During the Reporting Period, we manufactured, or contracted to manufacture, Projects (as described below) for customers and for which Covered Minerals were or may have been necessary to their functionality or production.

 

2.	Company Overview

McDermott is an engineering, procurement, construction and installation (“EPCI”) company focused on designing and executing complex offshore oil and gas projects worldwide. Providing fully integrated EPCI services, we deliver fixed and floating production facilities, pipeline installations and subsea systems from concept to commissioning. Operating in approximately 20 countries across the Americas, Europe, Africa, the Middle East and Asia, our integrated resources include approximately 11,700 employees and a diversified fleet of marine vessels, fabrication facilities and engineering offices.

 

3.	Description of the Projects Covered by this Report

This Report relates to projects: (i) for which Covered Minerals were or may be necessary to the functionality or production; (ii) that were manufactured, or contracted to be manufactured, for customers by McDermott; and (iii) for which the manufacture was completed during the Reporting Period. Those projects (“Projects”) include the following:

 

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offshore oil and gas platforms, including piles, modules, living quarters, wellhead decks, production decks, deck upgrades and jackets;

 

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subsea installations, including modules, support frames, pipeline end terminals (PLETs) and pipeline end manifolds (PLEMs); and

 

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subsea pipelines, including reeled and traditional layed in various diameters, lengths, materials, insulations and coatings.

 

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4.	Reasonable Country of Origin Inquiry and Due Diligence

Reasonable Country of Origin Inquiry

We conducted, in good faith, a reasonable country of origin inquiry (“RCOI”) that was designed to determine whether any of the Covered Minerals that were necessary to the functionality or production of the Projects originated in any of the Covered Countries and whether any of such Covered Minerals may have been from recycled or scrap sources.

We commenced our RCOI process by determining, based on a review and analysis of our supplier base, specific suppliers that might have provided materials or components containing Covered Minerals necessary to the functionality or production of the Projects (the “In-scope Suppliers”). The In-scope Suppliers were requested to provide information regarding the presence and sourcing of Covered Minerals used in the materials supplied to McDermott. Information was collected and stored using an online platform provided by a third-party vendor, Source Intelligence. This supplier engagement consisted of the following steps:

 

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an introductory communication was issued by McDermott to the In-scope Suppliers describing the compliance requirements, introducing them to Source Intelligence and requesting their cooperation in providing the requested information;

 

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thereafter, Source Intelligence issued a communication to the In-scope Suppliers, providing further information on the compliance requirements and information on how to access the online platform and requesting completion of the Conflict-Free Sourcing Initiative’s Conflict Minerals Reporting Template (the “CMR Template”);

 

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following Source Intelligence’s initial communication, up to six reminder emails were issued to each non-responsive In-scope Supplier, further requesting completion of the CMR Template; and

 

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In-scope Suppliers who remained non-responsive were reached out to by Source Intelligence via telephone and offered additional assistance, including but not limited to, further information about the Conflict Minerals Rule, an explanation of why the information was being collected and a review of how the information would be used.

Approximately 22.1% of the In-scope Suppliers responded to our requests. Of those responsive In-scope Suppliers, approximately 21.1% responded that Covered Minerals were contained within the products or materials they provided to McDermott. Based on the information we obtained in the RCOI process, we believe that certain of our Projects may contain Covered Minerals originating from the Covered Countries. Accordingly, we undertook due diligence efforts to determine the source and chain of custody of such Covered Minerals.

Due Diligence Efforts

McDermott has exercised due diligence on the source and chain of custody of the Covered Minerals contained in our Projects. McDermott’s due diligence measures were designed 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: Second Edition, including the related supplements on gold, tin, tantalum and tungsten.

McDermott’s due diligence measures included the following:

 

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Adopted a Conflict Minerals Policy, which is available on McDermott’s Web site at:

http://www.mcdermott.com/Ethics/Documents/McDermott_Conflict_Minerals_Policy_and_Filing.pdf.

 

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Assembled an internal, cross-functional team to support supply chain due diligence.

 

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Undertook actions, including the engagement of a third-party vendor, Source Intelligence, to increase transparency over the supply chain.

 

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Implemented internal measures to strengthen engagement with suppliers, including through contractual representations from suppliers that they do not procure Covered Minerals from the Covered Countries.

 

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Requested that suppliers complete a questionnaire on the CMR Template to identify Covered Minerals smelters or refiners and associated countries of origin, and evaluated supplier responses for plausibility and consistency.

 

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Identified smelters or refiners in the supply chain, to the extent practicable, based on information provided by suppliers.

 

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Reported findings of the RCOI and due diligence processes to senior management.

 

5.	Determination

Based on the results of the RCOI and other due diligence efforts, McDermott does not have sufficient information to determine all of the facilities used to process Covered Minerals necessary to the functionality or production of the Products or the countries of origin of those Covered Minerals.

Based on the results of the RCOI and other due diligence efforts, we determined that the Projects should be described as “DRC conflict undeterminable” (as defined in the Conflict Minerals Rule).

 

6.	Steps to Mitigate Risks Relating to Covered Minerals

McDermott will endeavor to improve its supply chain due diligence efforts via the following measures, in an effort to mitigate the risk that any Covered Minerals necessary to the functionality or production of products manufactured, or contracted to be manufactured, for customers by McDermott benefit armed groups in any of the Covered Countries:

 

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Continue to assess the presence of Covered Minerals in its supply chain.

 

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Continue to communicate expectations with regard to supplier performance, transparency and sourcing.

 

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Attempt to increase the response rate from our suppliers in our RCOI and due diligence processes, and work with our responding suppliers to improve the content of their responses, including reporting at a product-specific level.

 

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Continue to compare RCOI results to information collected via independent conflict free smelter validation programs such as the Conflict Free Sourcing Initiative’s Conflict Free Smelter program.

The foregoing statements made in this Section 6 are forward-looking statements and, as such, are subject to the cautionary statements and disclaimers set forth under the caption “Cautionary Statement Concerning Forward-Looking Statements” in Item 1 of Part 1 of our Annual Report on Form 10-K for the year ended December 31, 2014.

 

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