UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form SD

 

SPECIALIZED DISCLOSURE REPORT

 

Global Power Equipment Group Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Charles E. Wheelock 

(214) 574-2700

(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.

 

 

 

This Specialized Disclosure Report on Form SD (“Form SD”) of Global Power Equipment Group Inc. (“we,” “us,” “our,” or the “Company”) for the year ended December 31, 2017 is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934, as amended (the “Rule”).  The Rule was adopted by the United States Securities and Exchange Commission (the “SEC”) to implement reporting and disclosure requirements related to conflict minerals as directed by the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010.  The Rule imposes certain reporting obligations on SEC registrants whose manufactured products contain “conflict minerals” as defined by the Rule and paragraph (d)(3) of Form SD, which are necessary to the functionality or production of certain products manufactured by the Company.  “Conflict minerals” presently include cassiterite,  columbite-tantalite, gold, wolframite, and their derivatives, which are limited to tin, tantalum, tungsten, and gold.  These requirements apply to registrants whatever the geographic origin of the conflict minerals and whether or not they fund armed conflict.

 

Section 1 — CONFLICT MINERALS DISCLOSURE

 

Item 1.01 Conflict Minerals Disclosure and Report

 

During 2017, the Company was a comprehensive provider of custom engineered equipment, and modification and maintenance services for customers in the power generation, oil and gas, natural gas, energy, infrastructure and process and industrial markets.  We designed, engineered and manufactured a comprehensive range of gas and steam turbine auxiliary products, control houses and generator enclosures primarily used to enhance the efficiency and facilitate the operation of gas turbine power plants, sub-base and stand-alone tanks meeting UL listings UL142, UL2085 and ULC-S 601 and for other industrial, energy and power-related applications. On October 11, 2017, we sold substantially all of the operating assets and liabilities of our Mechanical Solutions segment, and during the fourth quarter of 2017, we made the decision to exit and sell our Electrical Solutions segment. Subsequent to the anticipated sale of the Electrical Solutions segment, the Company will be a general and specialty construction, maintenance and modification, and plant management support services company serving the nuclear, hydro and fossil power generation, pulp and paper, refining and petrochemical industries. 

 

Pursuant to the Rule, the Company evaluated its current product lines and determined that certain products that the Company manufactures or contracts to manufacture contain “conflict minerals” as defined by the Rule and paragraph (d)(3) of Form SD, which are necessary to the functionality or production of such products.  We identified the following products that may contain necessary conflict minerals that we manufactured or contracted to manufacture:  air filtration systems, inlet heating and cooling systems, silencing systems, exhaust and inlet ducts, diverter dampers, simple cycle SCR and CO reduction systems, expansion joints, bypass stacks, exhaust diffusers, inlet plenums, packaged control buildings, generator enclosures, base tanks, precision machined parts including specialty fasteners, rotor studs, valve components, custom bushings and other miscellaneous precision nitride parts for gas and steam turbine power generation applications, seals, shims and brackets, and complex equipment built to specification for gas turbines and other power generation equipment. Our due diligence framework and processes are discussed in the Conflict Minerals Report that is an exhibit to this Form SD.

 

Conflict Minerals Disclosure

 

A copy of the Company’s Conflict Minerals Report is provided as Exhibit 1.01 hereto and is publicly available at: www.ir.globalpower.com under “Corporate Governance.” The URLs included in this report are inactive textual references. The information contained on our website is not incorporated by reference into this Form SD or the Conflict Minerals Report and should not be considered to be part of this Form SD or the Conflict Minerals Report.

 

Item 1.02 Exhibit

 

As specified in Section 2, Item 2.01 of this Form SD, 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.

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the duly authorized undersigned.