2019-11-14T10:32:50-08:00 2018-12-31 200268717 FUOCO GROUP LLP 200 PARKWAY DRIVE SOUTH SUITE 302 HAUPPAUGE NY 11788 990 2018-01-01 205124665 SEACHANGE CAPITAL PARTNERS INC SEAC 2123361500 1385 BROADWAY 23RD FLOOR NEW YORK NY 10018 JOHN MACINTOSH PARTNER 2019-11-14 true Barry S Krostich CPA P00051586 6313601700 2018 2020-03-31 21:24:44Z 1385 BROADWAY 23RD FLOOR NEW YORK NY 100189238 1775844 false false X www.seachangecap.org X 2006 DE SEACHANGE CAPITAL PARTNERS' MISSION IS TO ENABLE TRANSACTIONS THAT INCREASE THE IMPACT OF NON-PROFITS WHILE OFFERING LEVERAGED FUNDING OPPORTUNITIES FOR DONORS. 9 7 9 1 0 1403855 1311570 346365 425786 4680 13318 1680 25170 1756580 1775844 282129 419036 0 714705 1095415 0 47502 285945 313295 1282779 1827746 473801 -51902 2881054 2790296 46618 26328 2834436 2763968 SEACHANGE CAPITAL PARTNERS' MISSION IS TO ENABLE TRANSACTIONS THAT INCREASE THE IMPACT OF NONPROFITS WHILE OFFERING LEVERAGED FUNDING OPPORTUNITIES FOR DONORS. FOR SEACHANGE, TRANSACTIONS INCLUDE MERGERS, ACQUISITIONS, RESTRUCTURINGS, SPIN-OFFS, FINANCINGS, RECAPITALIZATIONS, AND REAL ESTATE PROJECTS.WE FOCUS IN FOUR AREAS:IN NONPROFIT COLLABORATION, WE SUPPORT ORGANIZATONS THAT ALREADY HAVE A SERIOUS INTEREST IN COMING TOGETHER - OR IN EXPLORING HOW THEY MIGHT - BY COVERING A PORTION OF THE COSTS OF EXPLORING OR COMPLETING THE TRANSACTION. WE MANAGE TWO FUNDS - THE SEACHANGE-LODESTAR FUND FOR NONPROFIT COLLABORATION AND THE NEW YORK MERGER, ACQUISITION, AND COLLABORATION FUND - THAT MAKE GRANTS TO ENCOURAGE AND SUPPORT MERGERS, ACQUISITIONS, JOINT-VENTURES, AND OTHER TYPES OF FORMAL, LONG-TERM COLLABORATIONS BETWEEN NONPROFITS.IN ALLIANCE WITH THE CONTACT FUND AND NEW YORK POOLED PRI FUND, SEACHANGE MAKES FLEXIBLE, HIGH-IMPACT LOANS TO NONPROFITS IN NEW YORK CITY THAT HAVE REAL ESTATE false false 1570497 419036 425786 SeaChange's mission is to enable transactions that increase the impact of nonprofit organizations while offering leveraged funding opportunities for donors. These transactions include: mergers, acquisitions, joint-ventures, and other types of partnerships and alliances (collectively, "collaborations"); growth capital campaigns; and spin-offs, divestments, restructuring, and real estate project of various types. We facilitate transactions by making grants, loans, and investments from our funds, by providing advisory services, and by "making markets" within our network. We focus only on situations where there is a benefit to our playing an intermediary role. Our principal asset is a network of foundations, individuals, nonprofits and public entities that trust us to make strategic grants and investments, provide advice and analysis, synthesize and flow information, and manage potential conflicts of interest.SeaChange launched in early 2008 with support from the Bill & Melinda Gates Foundation, Omidyar Network, the William and Flora Hewlett Foundation, the Surdna Foundation, Goldman Sachs, and a group of individual philanthropists. After an initial focus in education and youth development through the Catalyst Fund (2008-2016), SeaChange expanded into mergers and collaboration with the SeaChange-Lodestar Fund for Nonprofit Collaboration (2009-present) and the New York Merger Acquisition and Collaboration Fund (2012-present); into credit with the Contact Fund (2013-present); and into impact-investment with the New York Pooled PRI Fund (2014-present). The New York Pooled PRI Fund is a Delaware Limited Liability Company exempt from registration as an Investment Company under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act"). SeaChange serves as the Managing Member of The New York Pooled PRI Fund. The Contact Fund is a New York Limited Liability company exempt from registration as an investment company under the U.S. securities law. SeaChange manages the Contact Fund pursuant to a management services agreement. The New York Merger, Acquisition, and Collaboration Fund, the Catalyst Fund, and the SeaChange-Lodestar Fund for Nonprofit Collaboration are grant-making programs of SeaChange that are referred to as "funds" because each has a distinct set of philanthropic funders to whom certain governance rights have been granted. None of these three programs are distinct legal entities, nor are any subject to the Investment Company Act.) In 2011, we began providing Advisory Services in response to requests from nonprofits and funders. In 2015, SeaChange became the fiscal sponsor of Greater NY, which pairs corporate executives with nonprofit executives for two-year partnerships to focus on the strategic business issues which will keep New York nonprofits strong in a quickly changing business environment. Our work will continue to evolve in response to changes in the environment, feedback from the market, and reflection on our accomplishments and challenges.During 2017, SeaChange was involved in 33 transactions across the SeaChange Lodestar Fund (12) and The New York Merger, Acquisition, and Collaboration Fund (NYMAC) (21), compared to 33 transactions in 2016. SeaChange had a staff of four full-time employees and six full-time employees in 2017 and 2016, respectively. 1570497 true true false false false true false false false false true false true false false true true false false false false false false false false false false true false true false false false false false false false false false false false false false false false false false false false false true 10 0 false 9 false false false false false false false false false 0 false false false false false false false false false false false false X 9 7 false false true false false false false true true false false true true true true true true true true false NY X JOHN MACINTOSH 2123361500 1385 BROADWAY 23RD FLOOR NEW YORK NY 100189238 X JESSICA L CAVAGNERO Trustee 1.00 0.00 X 0 0 0 MARK E REED III Trustee 10.00 0.00 X 0 0 0 W BOWMAN CUTTER Treasurer 1.00 0.00 X 0 0 0 GEORGIA LEVENSON KEOHANE Trustee 1.00 0.00 X 0 0 0 JOHN MACINTOSH Trustee 1.00 0.00 X 0 0 0 MARGARET CROTTY Trustee 1.00 0.00 X 0 0 0 TAYLOR KUSHNER Trustee 1.00 0.00 X 0 0 0 GARY SYMAN Trustee 1.00 0.00 X 0 0 0 DOUGLAS SMITH Chairman 1.00 0.00 X 0 0 0 Jessica Cavagnero Partner 40.00 0.00 X 156679 0 7751 Nadya Shmavonian Partner 40.00 0.00 X 222798 0 4219 John Macintosh Partner 35.00 0.00 X 209054 0 10250 588531 22220 3 false true false 0 1311570 1311570 Advisory Consulting 541900 50318 50318 Management Fees 541610 375468 375468 425786 13318 13318 0 0 0 0 0 0 0 Other 900099 25170 25170 25170 1775844 425786 38488 419036 419036 0 0 0 209054 175605 27177 6272 0 745205 625973 96876 22356 67812 56962 8816 2034 11433 9604 1486 343 61911 52005 8049 1857 0 2689 2689 28110 28110 0 0 0 104837 104837 0 1749 1644 105 10863 217 10646 0 96180 71173 19236 5771 36921 14399 14400 8122 0 0 0 0 4864 3599 973 292 4800 3552 960 288 PAYROLL SERVICE FEE 17333 17333 DUES AND SUBSCRIPTIONS 2200 1144 1056 Printing and Publications 1701 816 885 MISCELLANEOUS 1048 776 210 62 0 1827746 1570497 209747 47502 1358065 1354555 847111 892683 266191 68788 0 0 0 50000 50000 0 83588 97761 49751 43890 8116 5861 19965 17322 0 224007 268702 0 24011 34624 2881054 2790296 39743 9328 6875 17000 46618 26328 X 1647255 1738975 1187181 1024993 2834436 2763968 2881054 2790296 -51902 -18566 X X false true X true false X 1049267 1440686 1335424 1403855 1311570 6540802 0 0 1049267 1440686 1335424 1403855 1311570 6540802 1652913 4887889 1122 278 939 4680 13057 20076 0 720 253 6405 1115 420 8913 6569791 0.74400 0.68950 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 60000 60000 true true 17733 15302 2431 32018 28588 3430 5861 268702 X 2052286 -18566 295008 276442 1775844 1775844 2122754 295008 295008 1827746 1827746 Part X : FIN48 Footnote SEACHANGE RECOGNIZES THE EFFECT OF INCOME TAX POSITIONS ONLY WHEN THEY ARE MORE LIKELY THAN NOT TO BE SUSTAINED. MANAGEMENT HAS DETERMINED THAT SEACHANGE HAD NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE FINANCIAL STATEMENT RECOGITION OR DISCLOSURE. true ALLIANCE FOR STRONG FAMILIES 1825 K STREETNW 600 WASHINGTON DC 20006 29250 0 FACILITATE MERGER BETWEEN TWO ORGS. CLIFFORD BEERS 93 EDWARDS STREET NEW HAVEN CT 06511 14000 0 FACILITATE MERGER BETWEEN TWO ORGS. ENVISION UNLIMITED 8 S MICHIGAN AVE 1700 CHICAGO IL 60603 10000 0 FACILITATE MERGER BETWEEN TWO ORGS. GIBNEY DANCE 890 BROADWAY 5TH FLOOR NEW YORK NY 10003 18036 0 FACILITATE MERGER BETWEEN TWO ORGS. INVEST IN GIRLS 10 COURT STREET 254 ARLINGTON MA 02476 17000 0 FACILITATE MERGER BETWEEN TWO ORGS. JEWISH FAMILY SERVICES 441 EAST AVENUE ROCHESTER NY 14607 15750 0 FACILITATE MERGER BETWEEN TWO ORGS. LEAP 535 8TH AVE 1100 NEW YORK NY 10018 17000 0 FACILITATE MERGER BETWEEN TWO ORGS. MENORAH PARK 27100 CEDAR ROAD CLEVELAND OH 44122 25000 0 FACILITATE MERGER BETWEEN TWO ORGS. MN AIDS PROJECT 2577 W TERRITORIAL RD ST PAUL MN 55114 7500 0 FACILITATE MERGER BETWEEN TWO ORGS. MOUSE 55 BROAD ST 16TH FLR NEW YORK NY 10004 65000 0 FACILITATE MERGER BETWEEN TWO ORGS. NY IMMIGRATION COALITION 131 W 33RD ST 610 NEW YORK NY 10001 18000 0 FACILITATE MERGER BETWEEN TWO ORGS. PICTURE THE HOMELESS 104 EAST 126TH STREET NEW YORK NY 10035 10000 0 FACILITATE MERGER BETWEEN TWO ORGS. RED HOOK INITIATIVE 767 HICKS STREET BROOKLYN NY 11231 15000 0 FACILITATE MERGER BETWEEN TWO ORGS. REGIONAL YOUTH ADULT SOCIAL 2470 FAIRFIELD AVE BRIDGEPORT CT 06605 6000 0 FACILITATE MERGER BETWEEN TWO ORGS. RISING GROUND 463 HAWTHORNE AVE YONKERS NY 10705 80000 0 FACILITATE MERGER BETWEEN TWO ORGS. THE JEWISH BOARD 135 WEST 50TH STREET NEW YORK NY 10020 28500 0 FACILITATE MERGER BETWEEN TWO ORGS. TRIANGLE LAND COSERVANCY 514 S DUKE STREET DURHAM NC 27701 8000 0 FACILITATE MERGER BETWEEN TWO ORGS. WEST SIDE CAMPAIGN AGAINST 263 W 86TH STREET NEW YORK NY 10024 15000 0 FACILITATE MERGER BETWEEN TWO ORGS. 18 18 Grantmaker's Description of How Grants are Used EACH GRANTEE AND SEACHANGE AGREE TO TERMS ABOUT SEMI-ANNUAL REPORTING BY THE GRANTEE TO SEACHANGE ABOUT THE PROGRESS OF THE GRANTEE TOWARD ITS GOALS UNDER THE GRANT. MEMBERS OF SEACHANGE'S PROGRAM TEAM MONITOR THIS PROGRESS. THEY REPORT TO THE SEACHANGE BOARD AT EACH BOARD MEETING ABOUT ONGOING USE OF GRANT FUNDS.NORMAL PROCEDURES ALSO INCLUDE REVIEW OF FINANCIALS, STAFF AND STAKEHOLDER INTERVIEWS, MULTIPLE SITE VISITS, AND AN ECOSYSTEM SURVERY. X X X false false false false false false false false false false Jessica Cavagnero Partner 156679 7751 164430 John Macintosh Partner 209054 10250 219304 Nadya Shmavonian Partner 222798 4219 227017 Form 990, Part VI, Line 1a: Explanation of Delegated Broad Authority to Committee THE BOARD OF DIRECTORS CONSISTS OF THE CHAIR AND 8 OTHER VOTING MEMBERS. THE SECRETARY AND TREASURER POSITIONS, WHICH SUPPORT THE BOARD, ARE NON-VOTING MEMBERS. CURRENTLY BOTH POSITIONS ARE HELD BY SEACHANGE PARTNERS. Form 990, Part VI, Line 4: Description of Significant Changes to Organizational Documents THE ORGANIZATION HAS UPDATED THEIR BYLAWS SINCE THE LAST FILING OF FORM 990. Form 990, Part VI, Line 11b: Form 990 Review Process KEY PERSONNEL COMPLETED THE COLLECTION OF DATA ON GOVERNANCE, AUDITED FINANCIALS, AND PROGRAM INFORMATION BEFORE SUBMITTING TO THE OFFICERS FOR REVIEW. THE OFFICERS MET WITH THE AUDITOR TO DISCUSS KEY ISSUES. THE CHAIR OF THE AUDIT COMMITTEE REVIEWED THE COMPLETED FINANCIALS WITH THE AUDITOR AND MET WITH THE OFFICERS TO DISCUSS KEY ISSUES.AN ELECTRONIC COPY OF THE 990 WAS SENT TO EACH MEMBER BY A PARTNER. BEFORE IT WAS FILED, EACH DIRECTOR, IN PARTICULAR THE CHAIRMAN OF THE BOARD AND THE CHAIR OF THE AUDIT COMMITTEE, AND EACH PARTNER WAS ASKED TO REVIEW THE 990 AND EITHER REQUEST CLARIFICATION OR CORRECTION OR APPROVE ITS FILING. AFTER THE 990 WAS FILED, AT THE NEXT BOARD MEETING THE 990 WAS ON THE BOARD'S AGENDA FOR DISCUSSION. Form 990, Part VI, Line 12c: Explanation of Monitoring and Enforcement of Conflicts THE ORGANIZATION'S CORPORATE BYLAWS HAVE A CONFLICT-OF-INTEREST POLICY THAT ADDRESSES THE MATTER OF CONFLICTS IN THE WAY THAT MATTERS MOST IMPORTANTLY TO THE ORGANIZATION, THROUGH PARTICIPATION IN A DECISION ABOUT MAKING A GRANT TO AN ORGANIZATION WITH WHICH THE PARTICIPANT HAS EITHER A CONFLICTING RELATIONSHIP OR WHAT COULD BE SEEN AS A CONFLICTING RELATIONSHIP. THIS POLICY HAS BEEN ELABORATED ON IN A SUPPLEMENTARY MEMORANDUM FOR THE BOARD AND STAFF. Form 990, Part VI, Line 15a: Compensation Review & Approval Process - CEO, Top Management THE COMPENSATION FOR THE EXECUTIVE PARTNER IS ESTABLISHED BY THE BOARD. THE COMPENSATION FOR ALL OTHER EMPLOYEES IS ESTABLISHED BY THE EXECUTIVE PARTNER, WITH APPROVAL FROM THE CHAIRMAN OF THE BOARD. ALL SALARIES AND BENEFITS ARE BASED ON BENCHMARKING ABOUT COMPENSATION FOR COMPARABLE POSITIONS IN THE NONPROFIT SECTOR. Form 990, Part VI, Line 19: Other Organization Documents Publicly Available FINANCIAL STATEMENTS ARE AVAILABLE PUBLICLY THROUGH GUIDESTAR, on the organization's website, AS REQUIRED THROUGH NEW YORK STATE LAWS GOVERNING CHARITABLE ORGANIZATIONS. Form 990, Part XII, Line 2: Change of Oversight or Selection Process OVER SIGHT OF THE AUDIT - THE PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR.