Form SD





Washington, D.C. 20549




Specialized Disclosure Report




(Exact name of the registrant as specified in its charter)





Delaware   001-33118   41-2118289

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

395 W. Passaic Street, Rochelle Park, New Jersey   07662
(Address of principal executive offices)   (Zip code)


Christian Le Brun    (703) 433-6361

(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, 2017.




Section 1—Conflict Minerals Disclosure


Item 1.01 Conflict Minerals Disclosure and Report

This Form SD of ORBCOMM Inc., and its subsidiaries, is filed with the United States Securities and Exchange Commission (“SEC”) pursuant to Rule 13p-1 under the Securities Exchange Act of 1934 (the “Rule”) for the reporting period January 1, 2017 through December 31, 2017.

Conflict Mineral Disclosure

A copy of the Company’s Conflict Mineral Report is attached hereto as Exhibit 1.01 and is publicly available at the Company’s website,, under “Investors”, “Financial Information” and “SEC Filings”.


Item 1.02 Exhibit

As required by Item 1.01 and Item 1.02, the Company is hereby filing its Conflict Minerals Report as Exhibit 1.01 to this Form SD.

Section 2 – Exhibits


Item 2.01 Exhibits

Exhibit 1.01 – Conflict Minerals Report as required by Items 1.01 and 1.02 of Form SD.




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.







/s/ Christian Le Brun

    May 31, 2018
  Christian Le Brun     (Date)
  Executive Vice President and General Counsel    




Exhibit 1.01



For the period January 1, 2017 through December 31, 2017

This Conflict Minerals Report for ORBCOMM Inc. and its subsidiaries (“ORBCOMM”, “we”, “us”, “our” or the “Company”), is filed with the United States Securities and Exchange Commission (“SEC”) pursuant to Rule 13p-1 under the Securities Exchange Act of 1934 (the “Rule”) for the reporting period January 1, 2017 through December 31, 2017. Please refer to the Rule, Form SD and SEC Release No. 34-67716 for definitions to the capitalized terms used in this Report, unless otherwise defined herein.


  A. Company/Product Overview

ORBCOMM is a global provider of industrial Internet of Things (“IoT”) solutions, including network connectivity, devices, device management and web reporting applications. The Company’s products and services are designed to track, monitor, control and enhance security for a variety of assets, such as trailers, trucks, rail cars, sea containers, power generators, fluid tanks, marine vessels, diesel or electric powered generators (“gensets”), oil and gas wells, pipeline monitoring equipment, irrigation control systems and utility meters, in industries for transportation & supply chain, heavy equipment, oil & gas, maritime and government. The Company provides these services using multiple satellite and cellular network platforms. We develop, design and market the hardware and other ancillary equipment that we sell; however we do not manufacture any products. All of our products are produced by domestic and foreign contract manufacturers to our specifications or purchased fully assembled by third party domestic or foreign suppliers. Based on our review of our supply chain, we have determined that Conflict Minerals are necessary to the functionality or production of certain equipment purchased by or manufactured for us (“In-Scope Products”); however, none of our manufactured or assembled products are purchased directly from suppliers in the Covered Countries and we do not have a direct relationship with any smelters or refiners.


  B. Reasonable Country of Origin Inquiries

In accordance with the Rules, ORBCOMM utilizes due diligence procedures to determine the Conflict Minerals status of the components used to manufacture ORBCOMM’s In-Scope Products based on guidance from the Organization for Economic Cooperation and Development (“OECD”) and the OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High Risk Areas, an internationally recognized due diligence framework. ORBCOMM conducted a good faith reasonable country of origin inquiry (“RCOI”) focused on the components used in its In-Scope Products to determine whether any of the Conflict Minerals necessary to those In-Scope Products originated in the Covered Countries or are from recycled or scrap sources. ORBCOMM’s RCOI consisted of classifying and contacting the suppliers of those components and requesting that the suppliers complete the Conflict Minerals Reporting Template provided by the Responsible Minerals Initiative (formerly known as the Conflict-Free Sourcing Initiative, or CFSI) (the “RMI Template”) to assist in identifying, where possible, the entire supply chain, down to the smelter and refiner level, in order to determine whether such materials originated in any of the Covered Countries.

  C. ORBCOMM’s Due Diligence and Results

The majority of our suppliers involved in the production of our In-Scope Products responded to our request to complete the RMI Template. The majority of those respondents could not say with certainty that the components sold to ORBCOMM did not contain Conflict Minerals originating from the Covered Countries. In most cases, the information provided by suppliers was not specific enough to identify the smelters and refiners that processed the Conflict Minerals in the specific components provided by the supplier to ORBCOMM, but instead included information regarding the smelters and refiners that processed Conflict Minerals used by the responding supplier only on a company-wide or general product basis. As a result, in those cases, ORBCOMM has not been able to reasonably or reliably determine whether the identified smelters and refiners have been used to process Conflict Minerals in the components actually furnished to ORBCOMM for use in the Covered Products. In addition, many of our suppliers are in the process of completing their own due diligence inquiries for filing year 2017 or are not required to comply with the Rule because they are foreign entities not subject to the Rule or similar local rules. Therefore, as a result of the RCOI inquiry ORBCOMM has determined that for the calendar year 2017, it cannot exclude the possibility that some of its products may contain Conflict Minerals which may have originated in one or more of the Covered Countries. For that reason, ORBCOMM is required, under the Rule, to submit a Conflict Minerals Report to the SEC as an exhibit to Form SD.


  D. Due Diligence/RCOI – Next Steps

For 2018, ORBCOMM intends to take the following steps to improve the due diligence it conducts in order to identify and mitigate any risk that the Conflict Minerals in its In-Scope Products could benefit armed groups in the Covered Countries:


    Continue to engage with our suppliers and contract manufacturers to enhance our yearly survey responses;


    Continue to encourage increased due diligence by our suppliers downstream to their suppliers;


    Include in every new supplier contract standard terms that require responses to Conflict Mineral related inquiries and requirements; and


    Develop and communicate a policy where those suppliers who do not timely respond to requests for information and investigation of Conflict Minerals use within its products/components are re-evaluated and potentially replaced in ORBCOMM’s supply chain.


Forward-Looking Statements

Certain statements discussed in this report constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally relate to the Company’s plans, objectives and expectations for future events and include statements about our expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts. Such forward-looking statements, including those concerning the Company’s expectations, are subject to known and unknown risks and uncertainties, which could cause actual results to differ materially from the results, projected, expected or implied by the forward-looking statements, some of which are beyond the Company’s control, that may cause the Company’s actual results, performance or achievements, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. For more detail on these risks and uncertainties, please see our Annual Report on Form 10-K for the year ended December 31, 2017. The Company undertakes no obligation to publicly revise any forward-looking statements or cautionary factors, except as required by law.