UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
________
FORM SD
SPECIALIZED DISCLOSURE REPORT
UNISYS CORPORATION
_________________________________________________________________________
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-8729 38-0387840
_________________________________________________________________________
(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
801 Lakeview Drive, Suite 100
Blue Bell, Pennsylvania 19422
_________________________________________________________________________
(Address of Principal Executive Offices) (Zip Code)
Gerald P. Kenney: (215) 986-4205
_________________________________________________________________________
(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
(a) Unisys Corporation has determined that tantalum, tin,
tungsten and gold, collectively "Conflict Minerals," are necessary to the
functionality or production of its products. In 2013 Unisys contracted
for the manufacture of products containing Conflict Minerals but did not
directly manufacture products containing Conflict Minerals.
(b) Unisys conducted a reasonable country of origin inquiry in
2013 regarding Conflict Minerals utilized in its products. That
reasonable country of origin inquiry was designed to determine whether
those Conflict Minerals present in Unisys products originated in
the Democratic Republic of the Congo or an adjoining country or arose
from recycled or scrap sources. That reasonable country of origin
inquiry revealed that Unisys conflict minerals did not likely arise from
scrap or recycled sources but may have originated in the Democratic
Republic of the Congo or adjoining country, collectively "DRC."
(c) Unisys exercised due diligence regarding the source and
chain of custody of its Conflict Minerals through utilization of a
nationally recognized due diligence framework, as more particularly
described in Unisys Conflict Minerals Report filed as Exhibit 1.01.
Unisys is unable, after exercising due diligence, to determine whether
its products contain Conflict Minerals that directly or indirectly
finance or benefit armed groups in the DRC. As such, Unisys products
produced in calendar year 2013 are DRC Conflict Undeterminable.
ITEM 1.02 EXHIBIT
Unisys Corporation's Conflict Minerals report is filed as Exhibit 1.01
and is also available at the company's website at www.unisys.com under
"About Unisys" in "Social Responsibility - Conflict Minerals".
SECTION 2 - EXHIBITS
Exhibit 1.01 - Conflict Minerals Report as required by Items 1.01 and
1.02 of this Form.
SIGNATURE
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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.
UNISYS CORPORATION
Date: May 23, 2014 By: /s/ Gerald P. Kenney
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Gerald P. Kenney
Senior Vice President
General Counsel and
Secretary
EXHIBIT 1.01
UNISYS CORPORATION
CONFLICT MINERALS REPORT
REPORTING YEAR: 2013
COMPANY OVERVIEW
Unisys Corporation ("Unisys") is a worldwide information technology
("IT") company. We provide a portfolio of IT services, software, and
technology. We operate in two business segments - Services and
Technology. In the Technology segment, we design and develop servers,
software and related products.
Early in 2013 Unisys determined that certain of its products were likely
to contain conflict minerals, as that term is defined by Rule 13p-1 under
the Securities Exchange Act, due to the anticipated presence of such
minerals in parts obtained from suppliers, either contract manufacturers
or original equipment manufacturers (OEM), or from utilization of
conflict minerals in manufacturing processes employed by Unisys
suppliers. Supplier parts obtained by Unisys are utilized in the
assembly of Unisys enterprise servers and other electronic equipment.
Unisys is not a vertically integrated manufacturer and instead focuses on
systems integration through the purchase of higher level assemblies and
OEM products. Unisys is therefore several levels removed from the actual
mining of conflict minerals. Unisys does not make purchases of raw ore
or unrefined conflict minerals and makes no purchases in the Democratic
Republic of the Congo or an adjoining country. Unisys has a Conflict
Minerals Policy that is available on its website at www.unisys.com under
"About Unisys" in "Social Responsibility - Conflict Minerals."
REASONABLE COUNTRY OF ORIGIN INQUIRY
Subsequent to Unisys initial assessment that certain supplier parts
likely contain conflict minerals, Unisys conducted a reasonable country
of origin inquiry (RCOI) to determine which Unisys-utilized parts contain
conflict minerals and whether such conflict minerals originated in the
Democratic Republic of the Congo or an adjoining country. Unisys
contacted each of its suppliers and asked them to provide information on
(1) the conflict minerals contained in each of the parts supplied by that
supplier and (2) the source of the conflict minerals, including
smelter/refinery information and location of mines. Each supplier was
asked to complete the Electronic Industry Citizenship Coalition Global e-
Sustainability Initiative (EICC-GeSI) Conflict Minerals Reporting
Template. Of the 67 suppliers identified as supplying Unisys with
product in 2013 and subsequently contacted, 34 replied with some conflict
minerals data. Based on those responses, Unisys determined that conflict
minerals present in certain of its products, as well as conflict minerals
utilized in the production of certain supplier parts, may have originated
in the Democratic Republic of the Congo or an adjoining country and were
not from scrap or recycled sources. Therefore, in accordance with Rule
13p-1 under the Securities Exchange Act, Unisys proceeded to engage in
due diligence regarding the sources and chain of custody of its conflict
minerals.
DUE DILIGENCE - STANDARD UTILIZED
Unisys designed its due diligence framework to conform in all material
respects with the framework provided by The Organization for Economic Co-
operation and Development (OECD) Due Diligence Guidance for Responsible
Supply Chains of Minerals from Conflict-Affected and High-Risk Areas, an
internationally-recognized due diligence framework.
DUE DILIGENCE - PROCESS
The Unisys due diligence exercise included:
1. Submitting the EICC - GeSI Conflict Minerals Reporting Template to
each supplier of parts potentially containing conflict minerals. That
template provided a standardized method for Unisys use in the collection
of representations, statements and data from Unisys suppliers relative to
the presence, use, source and chain of custody of conflict minerals in
supplier parts that are incorporated in Unisys products for sale to end-
use customers.
2. Submitting the EICC-GeSI's Smelter Reference List, which is a
compilation of names and locations of known smelters and refiners, to
each supplier of parts potentially containing conflict minerals.
3. Comparing smelters identified in the reporting templates against
the list of smelter facilities which have been identified as "conflict
free" by the EICC-GeSI Conflict Free Sourcing (CFS) program. The CFS
program is a voluntary program whereby an independent third party
evaluates smelter procurement activities to determine whether a smelter
has sufficiently demonstrated that all materials processed by that
smelter originated from sources that do not directly or indirectly
finance or benefit armed groups in the Democratic Republic of the Congo
or an adjoining country.
In numerous instances Unisys received, after repeat inquires, conflicting
or incomplete information regarding those facilities utilized to process
necessary conflict minerals in supplier parts, as well as insufficient
information regarding the mine(s) or source(s) of origin of those
conflict minerals. Nevertheless, each supplier response was evaluated
and, where possible, validated to determine sufficiency, accuracy or
completeness of its response. For each supplier response, Unisys
subsequently assessed whether the conflict minerals identified, or those
conflict minerals that may not have been identified, were consistent with
the nature and characteristics of the supplied part. For each supplier
response that was insufficient, potentially inaccurate or incomplete,
Unisys contacted that supplier for follow up, sometimes contacting
certain suppliers on multiple occasions. When a supplier EICC-GeSI
response stated that conflict minerals were sourced from the Democratic
Republic of the Congo or an adjoining country and identified the smelter
involved, Unisys endeavored to verify whether the smelter referenced by
the supplier was identified on the EICC-GeSI Conflict Free Smelter List.
If a supplier stated that conflict minerals in its product were not
sourced from the Democratic Republic of the Congo or an adjacent country
but did not substantiate that information, Unisys proceeded to verify
that supplier response. Typically, verification involved a more detailed
review of the supplier's smelter response and, where possible, discussion
with the supplier. If a supplier's response could not be validated
through details provided to Unisys with regard to the smelter and/or
smelters involved, then the supplier response in question was determined
to be uncertain or unknown relative to the question of sourcing of raw
material and was reflected as such in the Unisys EICC-GeSI template
summary.
DUE DILIGENCE - RESULTS
Of the 185 smelters identified, 62 were on the CFS list. Given the fact
that not all smelters identified were on the CFS list and the number of
supplier responses that were determined to be uncertain or unknown
relative to the question of sourcing of raw materials, Unisys due
diligence efforts in 2013 were unable to precisely determine whether or
not all supplier parts in its supply chain contain necessary conflict
minerals or, in the alternative, utilized conflict minerals in their
manufacture, that either financed or benefited, directly or indirectly,
armed groups in the Democratic Republic of the Congo or an adjoining
country. As such, Unisys due diligence in 2013 found that Unisys
products containing or utilizing conflict minerals are DRC conflict
undeterminable.
RISK MITIGATION - IMPROVEMENT PROGRAM
The steps that Unisys will take in reporting year 2014 to mitigate the
risk that Unisys conflict minerals benefit or finance armed groups are as
follows:
1. Unisys will continue to work with suppliers who provided incomplete
or insufficient information in an effort to obtain compete and accurate
information in 2014;
2. Unisys will again request information and supporting data from each
supplier providing parts to Unisys that are subject to 2014 reporting
requirements by utilizing the EEIC-GeSI Conflict Minerals Reporting
Template; and will pursue a completed template response that identifies
material down to the smelter and mine.
3. Unisys will again follow its due diligence process to review and
validate supplier responses that are obtained in support of Unisys 2014
conflict minerals reporting.
4. Unisys will provide its Conflict Minerals Policy to suppliers as part
of its EEIC-GeSI Conflict Minerals Reporting Template based supplier
inquiry process for 2014.
5. Unisys has included a conflict minerals clause in its purchase order
standard terms and conditions and is adding a conflict minerals clause to
its agreement templates for incorporation in new agreements. Current
Unisys agreements will be reviewed and a conflict minerals clause will be
added as required.
PRODUCT DESCRIPTION
A list of parts used in Unisys enterprise servers and other electronic
equipment for which Unisys solicited supplier information regarding
conflict mineral content or conflict mineral use in production is
attached as Exhibit A.
Conflict Minerals Report
Exhibit A
Description of Unisys Corporation's 2013 Products (Parts/Supplies)
PRODUCT DESCRIPTION
Sheet Metal & Electro-mechanical Assemblies
Electronic Parts & Assemblies
Fasteners & Labels
Cables & Harnesses
Power Supplies
Computer/Server Products
Network Switches
Printed Circuit Boards (laminates)
Printed Circuit Assemblies
Displays/Monitors
Keyboards
Memory Modules/Security Devices
Molded Plastic Parts
Sheet Metal Parts & Assemblies
Computer Cabinets & Accessories
Power Strips
Thermal Transfer Products
Flex Circuits
Solder