Form SD - Specialized disclosure report

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM SD

 

 

Specialized Disclosure Report

 

 

POSCO HOLDINGS INC.

(Exact name of registrant as specified in its charter)

 

 

 

 

The Republic of Korea		1-13368		Not Applicable
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)
POSCO Center, 440 Teheran-ro, Gangnam-gu Seoul, Republic of Korea				06194
(Address of principal executive offices)				(Zip Code)

Jang, Soo-Young

POSCO Center, 440 Teheran-ro, Gangnam-gu,

Seoul, Republic of Korea 06194

[phone]

(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 13q-1 under the Securities and Exchange Act (17 CFR 240.13q-1) for the reporting period from January 1 to December 31, 2023.

 

☐	Rule 13q-1 under the Securities and Exchange Act (17 CFR 240.13q-1) for the fiscal year ended __________.

 

 

 

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Section 1 - Conflict Minerals Disclosure

 

Item 1.01

Conflict Minerals Disclosure and Report

Not applicable.

 

Item 1.02

Exhibit

Not applicable.

Section 2 - Resource Extraction Issuer Disclosure

 

Item 2.01

Resource Extraction Issuer Disclosure and Report

Disclosure of Payments by Resource Extraction Issuers

The payment disclosure required by this Item 2.01 is included as Exhibit 2.01 to this Form SD.

Report on payments to governments for the year ended December 31, 2023

This report provides an overview of the payments to governments made by POSCO HOLDINGS INC. (“POSCO HOLDINGS”) and its consolidated subsidiaries for the fiscal year ended December 31, 2023. Unless the context requires otherwise, references in this report to the “Company,” “we,” “us” and “our” refer to POSCO HOLDINGS and its consolidated subsidiaries.

All payments are reported in US Dollars. Payments that were made in currencies other than in US Dollars have been converted to US Dollars using the exchange rates as of December 31, 2023.

Our Business Segments

Our six business segments are as follows:

 

•

Steel Segment. This segment includes the production and sale of steel products.

 

•

Infrastructure Business. This segment includes our businesses related to provision of infrastructure and related services. Such segment is divided into three operations as follows:

 

•

Trading Segment. This segment consists primarily of the global trading activities, natural resources development activities and power generation activities of POSCO International Corporation, our consolidated subsidiary.

 

•

Construction Segment. This segment, which is operated by POSCO Eco & Challenge Co., Ltd., our consolidated subsidiary, consists primarily of planning, designing and construction of industrial plants, civil engineering projects and commercial and residential buildings, both in Korea and overseas.

 

•

Logistics and Others Segment. This segment consists primarily of the information technology and operational technology services of POSCO DX Co., Ltd. and the integrated logistics services of POSCO FLOW Co., Ltd., our consolidated subsidiaries.

 

•

Secondary Battery Materials Segment. This segment includes (i) the manufacturing and sale of various energy-related and other industrial materials by POSCO Future M Co., Ltd., our consolidated subsidiary, including anode and cathode materials for rechargeable batteries and (ii) investments made by us in production projects relating to other materials such as lithium.

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•

Others Segment. This segment includes POSCO HOLDINGS and all other entities which fall below the reporting thresholds. POSCO HOLDINGS actively explores diversification opportunities in promising business areas.

Our Projects

This report discloses the payments made by us to governments for the commercial development of oil, natural gas and brine lithium, and which involve the exploration, extraction, processing, and export of such minerals, or the acquisition of a license for any such activity.

As of December 31, 2023, our reportable projects are as follows:

 

•

Argentina Sal de Oro Project: extraction of brine lithium used in production of lithium hydroxide and lithium carbonate, through brine well production, in the Hombre Muerto salt lake located in Salta and Catamarca provinces of Argentina. We hold a 100.0% interest in the project. We consider this mining property as one project.

 

•

Malaysia Block PM524 Project: offshore oil and natural gas exploration project located in the eastern sea of the Malay peninsula. We hold a 80.0% interest in the project. We consider this mining property as one project.

 

•

Indonesia Block Bunga Project: offshore oil and natural gas exploration project located in the eastern sea of Java, Indonesia. We hold a 50.0% interest in the project. We consider this mining property as one project.

 

•

Australia Atlas, Roma North and Range Project: (i) extraction of coal seam gas, through well drilling, in the Atlas and Roma North gas fields located in Eastern Australia and (ii) exploration of additional natural gas, including in the Range gas field located in Eastern Australia. We hold a 50.1% interest in the project. We consider this natural gas project as one project.

Section 3 - Exhibits

 

Item 3.01

Exhibits

The following exhibit is filed as part of this report on Form SD.

Exhibit 2.01 – Resource Extraction Payment 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 undersigned.

POSCO HOLDINGS INC.

 

By:		/s/ Kim, Seung-Jun
Name:		Kim, Seung-Jun
Title:		Executive Vice President

Date: September 25, 2024

Exhibit 2.01

Resource Extraction Payment Report

Project-level Disclosure

The table below sets forth our payments made to governments for the fiscal year ended December 31, 2023, by project and type of payment.

 

		For the year ended December 31, 2023 (in US Dollars) (1)
		Taxes				Royalties				Fees				Production Entitlements				Bonuses				Dividends				Payments for Infrastructure Improvements				Community and Social Responsibility Payments				Total
Argentina
Sal de Oro Project		$	5,010,792			$	35,076			$	—			$	—			$	—			$	—			$	—			$	—			$	5,045,868
Malaysia
Block PM524 Project			—				—				1,029,510				—				—				—				—				—			$	1,029,510
Indonesia
Block Bunga Project			—				—				—				—				100,000				—				—				—			$	100,000
Australia
Atlas, Roma North, Range Project			1,863,221				13,381,804				1,051,692				—				—				—				—				—			$	16,296,717
Total		$	6,874,013			$	13,416,880			$	2,081,202			$	—			$	100,000			$	—			$	—			$	—			$	22,472,095

 

(1)

All payments are reported in US Dollars. Payments relating to project in Argentina were made in Argentine Pesos, payments relating to project in Malaysia were made in US Dollars and Malaysian Ringgits, payments relating to project in Indonesia were made in US Dollars, and payments relating to the project in Australia were made in Australian Dollars. Such payments made in currencies other than in US Dollars have been converted to US Dollars using the exchange rates as of December 31, 2023.

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Government-level Disclosure

The table below sets forth our payments made to governments for the fiscal year ended December 31, 2023, by government and type of payment.

 

		For the year ended December 31, 2023 (In US Dollars) (1)
		Taxes				Royalties				Fees				Production Entitlements				Bonuses				Dividends				Payments for Infrastructure Improvements				Community and Social Responsibility Payments				Total
Argentina
Federal Government		$	4,216,107			$	—			$	—			$	—			$	—			$	—			$	—			$	—			$	4,216,107
State Government			792,630				35,076				—				—				—				—				—				—				827,706
Municipal Government			2,055				—				—				—				—				—				—				—				2,055
Malaysia
State-owned enterprise			—				—				1,029,510				—				—				—				—				—				1,029,510
Indonesia
Central Government			—				—				—				—				100,000				—				—				—				100,000
Australia
Federal Government			—				—				585,466				—				—				—				—				—				585,466
State Government			914,120				13,381,804				466,226				—				—				—				—				—				14,762,150
Local Government			949,101				—				—				—				—				—				—				—				949,101
Total		$	6,874,013			$	13,416,880			$	2,081,202			$	—			$	100,000			$	—			$	—			$	—			$	22,472,095

 

(1)

All payments are reported in US Dollars. Payments relating to project in Argentina were made in Argentine Pesos, payments relating to project in Malaysia were made in US Dollars and Malaysian Ringgits, payments relating to project in Indonesia were made in US Dollars, and payments relating to the project in Australia were made in Australian Dollars. Such payments made in currencies other than in US Dollars have been converted to US Dollars using the exchange rates as of December 31, 2023.

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Payment Details Disclosure

The table below provides the details of payments made to governments for the fiscal year ended December 31, 2023.

 

For the year ended December 31, 2023

Subnational Political Jurisdiction

Government

Business Segment

Project

Resource

Extraction Method

Amount (In US Dollars) (1)

Argentina

Salta and Catamarca

Federal Government

Secondary Battery Materials Segment

Sal de Oro Project

Brine Lithium

Brine Well Production

$

4,216,107

Salta

State and Municipal

Secondary Battery Materials Segment

Sal de Oro Project

Brine Lithium

Brine Well Production

411,168

Catamarca

State and Municipal

Secondary Battery Materials Segment

Sal de Oro Project

Brine Lithium

Brine Well Production

418,593

Total

$

5,045,868

Malaysia

Terengganu

State-owned enterprise

Infrastructure Business — Trading Segment

Block PM524 Project

Oil and Natural Gas

Well Drilling

$

1,029,510

Total

$

1,029,510

Indonesia

Java

Central Government

Infrastructure Business — Trading Segment

Block Bunga Project

Oil and Natural Gas

Well Drilling

$

100,000

Total

$

100,000

Australia

Queensland

Federal, State and Local

Infrastructure Business — Trading Segment

Atlas, Roma North and Range Project

Coal Seam Gas

Well Drilling

$

16,296,717

Total

$

16,296,717

 

(1)

All payments are reported in US Dollars. Payments relating to project in Argentina were made in Argentine Pesos, payments relating to project in Malaysia were made in US Dollars and Malaysian Ringgits, payments relating to project in Indonesia were made in US Dollars, and payments relating to the project in Australia were made in Australian Dollars. Such payments made in currencies other than in US Dollars have been converted to US Dollars using the exchange rates as of December 31, 2023.

Document Information	12 Months Ended
	Dec. 31, 2023
Document Information:
Document Type	2.01 SD
Amendment	false
CIK	0000889132
Registrant Name	POSCO HOLDINGS INC.
Period End Date	Dec. 31, 2023
Reporting Currency	USD

Payments, by Category - USD ($)		Taxes	Royalties	Fees	Bonuses	Total Payments
Total	[1]	$ 6,874,013	$ 13,416,880	$ 2,081,202	$ 100,000	$ 22,472,095
[1] All payments are reported in US Dollars. Payments relating to project in Argentina were made in Argentine Pesos, payments relating to project in Malaysia were made in US Dollars and Malaysian Ringgits, payments relating to project in Indonesia were made in US Dollars, and payments relating to the project in Australia were made in Australian Dollars. Such payments made in currencies other than in US Dollars have been converted to US Dollars using the exchange rates as of December 31, 2023.

Payments, by Project - 12 months ended Dec. 31, 2023 - USD ($)		Taxes	Royalties	Fees	Bonuses	Total Payments
Total	[1]	$ 6,874,013	$ 13,416,880	$ 2,081,202	$ 100,000	$ 22,472,095
Sal de Oro Project
Total	[1]	5,010,792	35,076			5,045,868
Block PM524 Project
Total	[1]			1,029,510		1,029,510
Block Bunga Project
Total	[1]				$ 100,000	100,000
Atlas, Roma North, Range Project
Total	[1]	$ 1,863,221	$ 13,381,804	$ 1,051,692		$ 16,296,717
[1] All payments are reported in US Dollars. Payments relating to project in Argentina were made in Argentine Pesos, payments relating to project in Malaysia were made in US Dollars and Malaysian Ringgits, payments relating to project in Indonesia were made in US Dollars, and payments relating to the project in Australia were made in Australian Dollars. Such payments made in currencies other than in US Dollars have been converted to US Dollars using the exchange rates as of December 31, 2023.

Payments, by Government - 12 months ended Dec. 31, 2023 - USD ($)		Taxes	Royalties	Fees	Bonuses	Total Payments
Total	[1]	$ 6,874,013	$ 13,416,880	$ 2,081,202	$ 100,000	$ 22,472,095
ARGENTINA | Federal Government [Member]
Total	[1]	4,216,107				4,216,107
ARGENTINA | State Government [Member]
Total	[1]	792,630	35,076			827,706
ARGENTINA | Municipal Government [Member]
Total	[1]	2,055				2,055
MALAYSIA | State Owned Enterprise [Member]
Total	[1]			1,029,510		1,029,510
INDONESIA | Central Government [Member]
Total	[1]				$ 100,000	100,000
AUSTRALIA | Federal Government [Member]
Total	[1]			585,466		585,466
AUSTRALIA | State Government [Member]
Total	[1]	914,120	$ 13,381,804	$ 466,226		14,762,150
AUSTRALIA | Local Government [Member]
Total	[1]	$ 949,101				$ 949,101
[1] All payments are reported in US Dollars. Payments relating to project in Argentina were made in Argentine Pesos, payments relating to project in Malaysia were made in US Dollars and Malaysian Ringgits, payments relating to project in Indonesia were made in US Dollars, and payments relating to the project in Australia were made in Australian Dollars. Such payments made in currencies other than in US Dollars have been converted to US Dollars using the exchange rates as of December 31, 2023.

Payments, Details - 12 months ended Dec. 31, 2023 - USD ($)		Amount		Type	Country		Subnat. Juris.		Govt.		Project		Resource		Segment		Ext. Method
#: 1
		$ 4,216,107	[1]	Taxes	ARGENTINA	[1]	snj:AR-A	[1]	Federal Government [Member]	[1]	Sal de Oro Project	[1]	Brine Lithium [Member]	[1]	Secondary Battery Materials Segment [Member]	[1]	Well	[1]
#: 2
		4,216,107	[1]	Royalties	ARGENTINA	[1]	snj:AR-K	[1]	Federal Government [Member]	[1]	Sal de Oro Project	[1]	Brine Lithium [Member]	[1]	Secondary Battery Materials Segment [Member]	[1]	Well	[1]
#: 3
		411,168	[1]	Fees	ARGENTINA	[1]	snj:AR-A	[1]	State Government [Member]	[1]	Sal de Oro Project	[1]	Brine Lithium [Member]	[1]	Secondary Battery Materials Segment [Member]	[1]	Well	[1]
#: 4
		411,168	[1]	Bonuses	ARGENTINA	[1]	snj:AR-A	[1]	Municipal Government [Member]	[1]	Sal de Oro Project	[1]	Brine Lithium [Member]	[1]	Secondary Battery Materials Segment [Member]	[1]	Well	[1]
#: 5
	[1]	418,593			ARGENTINA		snj:AR-K		State Government [Member]		Sal de Oro Project		Brine Lithium [Member]		Secondary Battery Materials Segment [Member]		Well
#: 6
	[1]	418,593			ARGENTINA		snj:AR-K		Municipal Government [Member]		Sal de Oro Project		Brine Lithium [Member]		Secondary Battery Materials Segment [Member]		Well
#: 7
	[1]	1,029,510			MALAYSIA		snj:MY-11		State Owned Enterprise [Member]		Block PM524 Project		Oil and Natural Gas [Member]		Infrastructure Business Trading Segment [Member]		Well
#: 8
	[1]	100,000			INDONESIA		snj:ID-JT		Central Government [Member]		Block Bunga Project		Oil and Natural Gas [Member]		Infrastructure Business Trading Segment [Member]		Well
#: 9
	[1]	16,296,717			AUSTRALIA		snj:AU-QLD		Federal Government [Member]		Atlas, Roma North, Range Project		Coal Seam Gas [Member]		Infrastructure Business Trading Segment [Member]		Well
#: 10
	[1]	16,296,717			AUSTRALIA		snj:AU-QLD		State Government [Member]		Atlas, Roma North, Range Project		Coal Seam Gas [Member]		Infrastructure Business Trading Segment [Member]		Well
#: 11
	[1]	$ 16,296,717			AUSTRALIA		snj:AU-QLD		Local Government [Member]		Atlas, Roma North, Range Project		Coal Seam Gas [Member]		Infrastructure Business Trading Segment [Member]		Well
[1] All payments are reported in US Dollars. Payments relating to project in Argentina were made in Argentine Pesos, payments relating to project in Malaysia were made in US Dollars and Malaysian Ringgits, payments relating to project in Indonesia were made in US Dollars, and payments relating to the project in Australia were made in Australian Dollars. Such payments made in currencies other than in US Dollars have been converted to US Dollars using the exchange rates as of December 31, 2023.

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