UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

 


 

FORM SD

 

SPECIALIZED DISCLOSURE REPORT

 

AbbVie Inc.

(Exact name of registrant as specified in its charter)

 


 

Delaware

 

001-35565

 

32-0375147

(State or other Jurisdiction

 

(Commission File Number)

 

(IRS Employer

of Incorporation)

 

 

 

Identification No.)

 


 

1 North Waukegan Road

North Chicago, Illinois 60064-6400

(Address of principal executive offices)(Zip Code)

 

Thomas A. Hurwich (847) 932-7900

(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

 

The Conflict Minerals Report for AbbVie Inc. (AbbVie) for the year ended December 31, 2013 is attached as Exhibit 1.02 to this Report and is available on AbbVie’s website at www.abbvieinvestor.com.

 

Item 1.02.                                        Exhibit

 

AbbVie’s Conflict Minerals Report is attached as Exhibit 1.02 to this Report.

 

SECTION 2 — EXHIBITS

 

Item 2.01.                                        Exhibits

 

Exhibit No.

 

Description

 

 

 

Exhibit 1.02

 

Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form.

 

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SIGNATURE

 

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.

 

 

AbbVie Inc.

 

(Registrant)

 

 

 

By:

/s/ Thomas A. Hurwich

 

Date: May 30, 2014

 

Thomas A. Hurwich

 

 

Vice President, Controller

 

 

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EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

Exhibit 1.02

 

Conflict Minerals Report.

 

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Exhibit 1.02

 

AbbVie Inc.

Conflict Minerals Report

For the Year Ended December 31, 2013

 

As adopted by the Securities and Exchange Commission (SEC) pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act, Rule 13p-1 under the Securities Exchange Act of 1934 (the Rule) imposes certain reporting obligations on SEC registrants who manufacture, or contract to manufacture, products for which certain specified minerals are necessary to the functionality or production of the products, regardless of the geographic origin of the minerals and whether or not they fund armed conflict.  These minerals consist of columbite-tantalite (coltan), cassiterite and wolframite (and their derivatives tantalum, tin, and tungsten), and gold (collectively, 3TG).

 

This Report covers AbbVie products manufactured from January 1 through December 31, 2013 for which 3TG may be necessary to the functionality or productionAs used in this Report, the term “AbbVie” refers to AbbVie Inc., a Delaware corporation, and its consolidated subsidiaries.

 

1.                                      Company and Product Overview

 

AbbVie is a global, research-based biopharmaceutical company.  AbbVie develops and markets advanced therapies that address some of the world’s most complex and serious diseases.

 

AbbVie has concluded that only one product, Duodopa, may contain 3TG that is necessary to its functionality or production.  Duodopa (the Product) is a levodopa-carbidopa intestinal gel marketed outside of the United States to treat advanced Parkinson’s disease.  The gel is administered via a percutaneous endoscopic gastrostomy tube with a jejunum extension and a 100ml cassette attached to a portable pump for continuous intestinal administration of measured dosagesAbbVie contracts to have the Product assembled by a third party and the product components are also sourced from third-party suppliers.  AbbVie does not directly purchase ore or unrefined 3TG, nor does it have direct relationships with any smelters or refiners.  Therefore, AbbVie relies on its direct suppliers to provide information on the origin of any 3TG contained in the product components they supply to AbbVie, including the source of any 3TG that they obtain from lower tier suppliers and smelters.

 

2.                                      Summary of Findings

 

In accordance with the Rule, AbbVie conducted a good faith reasonable country of origin inquiry (RCOI) that it believes was reasonably designed to determine whether any of the necessary 3TG that may be contained in the Product originated in the Democratic Republic of the Congo or an adjoining country (Covered Countries) or from recycled or scrap sources.

 

As a result of its RCOI, AbbVie has determined that it has insufficient information to allow it to conclude that (i) it has no reason to believe that any of its necessary 3TG originated in the Covered Countries or (ii) it reasonably believes its necessary 3TG came from recycled or scrap sources.  AbbVie therefore conducted further due diligence on the source and chain of custody of the necessary 3TG that may be contained in the Product.

 

Following the exercise of its due diligence with suppliers, AbbVie is unable to determine at this time the country of origin, smelter or refiner, or mine of origin of any 3TG contained in the Product.  The results of AbbVie’s supply chain due diligence are set forth in this Report, which is published on AbbVie’s website at www.abbvieinvestor.com.

 

3.                                      Due Diligence Process

 

AbbVie’s due diligence measures were designed to conform in all material respects with the OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas: Second Edition and the related Supplements (OECD Guidance).  The OECD Guidance is an internationally recognized due diligence framework consisting of a multi-step, risk-based process.  AbbVie formed a cross-functional Conflict Minerals Strategy team that is led by the Restricted Substances Management Team and supervised by management.

 



 

AbbVie’s Supplier Guidelines provide that suppliers are expected to ensure that all products and product components supplied to AbbVie do not contain 3TG sourced from Covered Countries that has directly or indirectly financed or benefitted armed groups in the Covered Countries.  The Supplier Guidelines also require suppliers to have systems in place that are designed to meet this objective.  These guidelines are published on AbbVie’s website (at http://www.abbvie.com/content/dam/abbviecorp/us/desktop/responsibility/responsible-business/supply-chain/AbbVie_Supplier_Guidelines.pdf).  Violations of the Supplier Guidelines, including with respect to 3TG sourcing, are to be reported to AbbVie’s Purchasing and Supplier Management or to the AbbVie Office of Ethics and Compliance.  Reports may be made on a confidential and anonymous basis, where permitted by local law.  AbbVie has also established a program to monitor supplier social responsibility, which includes surveying and auditing supplier adherence to AbbVie’s Supplier Guidelines.

 

AbbVie has implemented a process to survey its direct suppliers, with the objective of providing transparency over the supply chain and enabling identification of upstream participants such as smelters, together with related controls.  It conducted this survey using the Conflict Minerals Reporting Template (the Template) developed by the Conflict-Free Sourcing Initiative (CFSI), which was founded by the Electronics Industry Citizenship Coalition (EICC) and the Global eSustainability Initiative (GeSI).  The Template was designed to facilitate a supplier’s disclosure of information regarding 3TG contained in the supplier’s products, including the country of origin and the name and location of the smelters that process the 3TG.  As part of this process, AbbVie also engaged with suppliers concerning their 3TG sourcing and Template responses, including any incomplete or inconsistent information.

 

A few suppliers reported that their products contain 3TG that are necessary to the production and functionality of the products.  Most of them were unable to determine the country of origin of the 3TG in their products.  One supplier was able to identify smelters and refiners for a portion of the 3TG in its products, a number of which are designated as CFSI Conflict-Free according to lists published by CFSI (as of April 7, 2014 and April 25, 2014).  The remainder are located in Indonesia and Bolivia.  The supplier reported that two of these smelters designated as CSFI Conflict-Free source 3TG from the Covered Countries.

 

However, all of the suppliers that reported that products they supply contain necessary 3TG responded at a company level, rather than at a product level, a permitted option under the Template.  As a result, AbbVie is unable to determine whether the specific product components for the Product that it receives from its suppliers contain any necessary 3TG.  Furthermore, AbbVie is unable to trace the chain of custody of any 3TG specifically contained in the Product further up the supply chain to a specific smelter or, in turn, to the mine of origin.

 

As a result, based on its reasonable efforts, AbbVie is unable to determine the country of origin, smelter or refiner, or mine of origin of any 3TG specifically contained in the Product.  AbbVie is continuing to work with its suppliers regarding responsible sourcing practices generally and their 3TG supply chain in particular.  In accordance with the Rule, this Report has not been audited.

 

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