2018-05-15T13:26:16-05:00 2017-06-30 570381582 Elliott Davis LLCPLLC 1901 Main Street Suite 900 Columbia SC 29201 990 2016-07-01 576026593 UNIVERSITY OF SC DEVELOPMENT FOUNDATION UNIV 8037771466 1027 Barnwell Street COLUMBIA SC 29208 Kimberly H Elliott Foundation CFO 8037771466 2018-05-14 1 Denise P Hill P00046615 8032560002 2018-05-14 2016 2022-09-23 18:48:47Z Kimberly H Elliott 1027 Barnwell Street COLUMBIA SC 29208 15946139 0 X WWW.SC.EDU/FOUNDATIONS/DEVELOPMENT X 1965 SC TO ACQUIRE PROPERTY IN ACCORDANCE WITH THE NEEDS OF THE UNIVERSITY OF SOUTH CAROLINA 17 16 0 17 323464 0 1939575 2571720 0 0 1557666 1765744 1252086 2617996 4749327 6955460 0 0 0 0 300000 367678 0 0 0 2185661 11161149 2485661 11528827 2263666 -4573367 200508617 233040602 168939584 197582306 31569033 35458296 TO ACQUIRE REAL AND PERSONAL PROPERTY; AND TO HOLD, RENT, SELL, OR TRANSFER SUCH PROPERTY IN ACCORDANCE WITH THE NEEDS AND DEMANDS OF THE UNIVERSITY OF SOUTH CAROLINA. 0 0 11042185 1041935 TO ACQUIRE REAL AND PERSONAL PROPERTY TO MEET THE NEEDS OF THE UNIVERSITY OF SOUTH CAROLINA 11042185 1 1 0 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 1 0 0 1 0 0 0 1 1 0 0 0 1 1 1 1 0 0 1 63 0 1 0 1 1 0 0 0 0 0 0 0 0 0 X 17 16 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 1 1 SC X X Kimberly H Elliott 8037770201 1027 Barnwell Street Columbia SC 29208 JOSEPH C REYNOLDS CHAIR EMERITUS 1.00 X 0 0 0 JAMES W CANTEY JR MEMBER 1.00 X 0 0 0 HERBERT C ADAMS MEMBER 0.25 X 0 0 0 STEPHEN K BENJAMIN MEMBER 0.50 0.50 X 0 0 0 MARK W BUYCK JR MEMBER 2.00 X 0 0 0 JOHN W FIELDS MEMBER (deceased) 0.25 X 0 0 0 STAN HARPE MEMBER 0.30 X 0 0 0 PAUL S GOLDSMITH MEMBER 0.50 X 0 0 0 ROBERT R HILL JR MEMBER 2.00 X 0 0 0 S ALAN MEDLIN mEMBER 2.00 50.00 X 0 213521 0 PAGE MORRIS MEMBER 1.00 X 0 0 0 Thomas E Suggs MEMBER 0.50 3.00 X 0 0 0 DAVID M LAMBERT MEMBER 3.00 X 0 0 0 D BENJAMIN GRAVES MEMBER 1.00 X 0 0 0 WILLIAM C HAMMETT JR CHAIR 2.00 X X 0 0 0 M ELIZABETH CRUM VICE CHAIR 0.30 X X 0 0 0 RUSSELL H MEEKINS executive director (Deceased 12/23/17) 25.00 15.00 X 0 222863 49655 KIMBERLY H ELLIOTT foundation cfo 10.00 30.00 X 0 186193 51552 susan b smith chief operating officer 10.00 25.00 X 0 161809 46688 DR SUSIE H VANHUSS MEMBER, FORMER EXECUTIVE DIRECTOR 2.00 X 0 0 0 0 784386 147895 0 1 1 0 new south construction po box 77618 atlanta GA 30357 building construction 22092587 holder properties 3300 cumberland blvd suite 200 atlanta GA 30339 development/project mgt/property mgt 1662514 C&G Sporting Goods LLC PO BOX 1277 Stephenville TX 76401 tenant improvements 323853 ayerssaintgross 1040 Hull st suite 100 baltimore MD 21230 architectural services 276235 GARVIN DESIGN GROUP PO BOX 18 COLUMBIA SC 29202 planning/engineering 241941 5 2571720 75568 2571720 382499 382499 9932268 8990679 941589 941589 -301110 1242699 1383245 0 1383245 1383245 1383245 PARKING - Innovista Garages Parki 480000 556731 369388 187343 PARKING - WEST CAMPUS 480000 531995 406924 125071 NET GAIN IN HOTEL ASSOCIATES, LLC 721110 293228 283330 9898 294453 265623 28830 1676407 6955460 1041935 323464 3018341 X 367678 52678 315000 32533 27196 5337 39350 1400 37950 27764 2183 25581 420761 398781 21980 41814 38871 2943 2420 2420 104061 103626 435 62520 58598 3922 1360473 1360473 796819 796819 131408 92496 38912 CONSTRUCTION COSTS 6989515 6989515 0 Lump Sum Distribution t 401911 401911 Real Estate Taxes 336905 336905 Maintenance and repairs 161860 161860 0 251035 216453 34582 11528827 11042185 486642 0 7378329 10399644 1795324 2016194 1232044 1220751 6602405 4674 4674 154992143 7390360 126932529 147601783 32061488 27957496 30235507 36301926 868722 935729 200508617 233040602 5466562 3244852 76995 221740 91567814 87492196 1202373 35044 0 36948605 54447973 50488651 16177867 19151218 168939584 197582306 X 3212861 12508204 24990244 19584164 3365928 3365928 31569033 35458296 200508617 233040602 X -4573367 3134407 5328223 X X 0 1 X 1 0 X X 1 UNIVERSITY OF SOUTH CAROLINA 576001153 5 1 11042185 0 1 11042185 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 X part iv, section d, question 3: the foundation has a board member who also serves as a board member of the supported organization, the university of south carolina (the University). In addition, the foundation's board regularly meets with the administration of the university to be advised of the university's real estate needs so that the foundation can plan acquisitions or construction of property that meets the needs of the university. part iv, section e, question 1c: the foundation acquires and develops real estate for the university, which is an agency of the state of south carolina. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 19000 X 0 0 1 X 26405752 1200 4854654 6299125 248490 24713991 27828553 1200 -1022941 170409 230651 26405752 26957594 1200 1109107 239348 27828553 22655668 1200 4897900 382467 214707 26957594 19651443 2400 3487146 308640 176681 22655668 0.82930 0.13620 0.03460 0 0 4110687 4110687 145850574 6746355 139104219 2794039 611958 2182081 2236843 32047 2204796 147601783 REAL ESTATE HELD FOR INVESTMENT 36301926 C 36301926 DEFICIT IN USC HOTEL ASSOCIATES 745328 interest rate swap 4463106 Due to USC Educational Foundation 4000000 Taxable Bond Liability 3340379 Due to Related Party 6602405 19151218 X 20685764 3134407 10595897 13730304 6955460 0 6955460 16796501 5267674 5267674 11528827 0 11528827 Part III, Line 4: THE FOUNDATION PRESERVES VARIOUS PIECES OF ART FOR FUTURE GENERATIONS AND FOR THE BENEFIT OF THE UNIVERSITY OF SOUTH CAROLINA. Part IV, Line 2b: THE FOUNDATION HELD FUNDS IN THE AMOUNT OF $35,044 AS OF 6-30-17 FOR SODEXHO SERVICES THAT WERE USED TO CONSTRUCT THE INTERIOR OF A STUDENT DINING FACILITY THAT IS OPERATED ON DORM PROPERTY OWNED BY THE FOUNDATION. Part V, Line 4: ENDOWMENT FUNDS ARE USED, IN ACCORDANCE WITH ANY DONOR RESTRICTIONS, TO SUPPORT THE REAL AND PERSONAL PROPERTY NEEDS OF THE UNIVERSITY OF SOUTH CAROLINA. Part X, Line 2: ACCOUNTING PRINICPLES GENERALLY ACCEPTED IN THE UNITED STATES OF AMERICA REQUIRE MANAGEMENT TO EVALUATE TAX POSITIONS TAKEN BY THE FOUNDATION AND RECOGNIZE A TAX LIABILITY (OR ASSET) IF THE FOUNDATION HAS TAKEN AN UNCERTAIN POSITION THAT MORE LIKELY THAN NOT WOULD BE SUBSTANTIATED UPON EXAMINATION BY THE IRS. MANAGEMENT HAS ANALYZED THE TAX POSITIONS TAKEN BY THE FOUNDATION, AND HAS CONCLUDED THAT AS OF JUNE 30, 2017, THERE ARE NO UNCERTAIN POSITIONS TAKEN OR EXPECTED TO BE TAKEN THAT WOULD REQUIRE RECOGNITION OF A LIABILITY (OR ASSET) OR DISCLOSURE IN THE FINANCIAL STATEMENTS. Part XI, Line 2d - Other Adjustments: change in pledges receivable 220,870. uscinnovations, llc revenue (files a separate return) 1,512,356. Rental expenses moved to Part VIII, line 6b 8,990,679. net difference in book loss versus Schedule K-1 loss for USC Hotel Associate -128,008. Part XII, Line 2d - Other Adjustments: unrealized gain on interest rate swaps - usc df - west campus, llc -4,830,921. unrealized gain on interest rate swaps - usc hotel associates, llc -338,292. net loss from wheeler hill, llc which files a separate return 35,673. Rental expenses moved to Part VIII, line 6b 8,990,679. uscinnovations, llc expense (files a separate return) 1,410,535. X X X 0 0 0 0 0 0 0 0 0 S ALAN MEDLIN mEMBER 0 213521 0 0 0 0 0 0 0 0 0 213521 0 0 RUSSELL H MEEKINS executive director (Deceased 12/23/1 0 222863 0 0 0 0 0 37790 0 11865 0 272518 0 0 KIMBERLY H ELLIOTT foundation cfo 0 186193 0 0 0 0 0 32120 0 19432 0 237745 0 0 susan b smith chief operating officer 0 161809 0 0 0 0 0 27976 0 18712 0 208497 0 0 DR SUSIE H VANHUSS MEMBER, FORMER EXECUTIVE DIRECTOR 0 0 0 0 0 0 0 0 0 0 0 0 Schedule J, Page 2, Part II: RUSSELL MEEKINS, KIMBERLY H. ELLIOTT, AND SUSAN B. SMITH RECEIVED THEIR COMPENSATION FROM THE UNIVERSITY OF SOUTH CAROLINA (USC, A RELATED ORGANIZATION). MR. MEEKINS RECEIVED A TOTAL OF $272,518 FROM USC. MRS. ELLIOTT RECEIVED A TOTAL OF $237,745 FROM USC. MRS. SMITH RECEIVED A TOTAL OF $208,497 FROM USC. THE FOUNDATION, ALONG WITH THE UNIVERSITY OF SOUTH CAROLINA EDUCATIONAL FOUNDATION, A RELATED PARTY, REIMBURSED USC 100% OF THESE COSTS. Dr. Susie Van Huss is a former executive director of the Foundation; she did not receive any compensation from the organization or related organizations during the year. A USC DF - West Campus LLC 2014-07-31 88065000 to finance the construction of a dormitory project 0 1 0 A 255366 88065000 341803 2016 0 0 1 1 A 1 0 0 0 0 0 0 A 0 0 0 0 1 0 0 0 0 South State Bank Substantial Contributor REAL ESTATE AQUISITION X 19948605 19948605 0 1 1 South State Bank Substantial Contributor REAL ESTATE AQUISITION X 17000000 17000000 0 1 1 36948605 HUB International A foundation Board member is CEO of the Carolinas Region for Hub Southeast 62067 HUB Southeast provides insurance to the Foundation 0 SCHEDULE L, PART II, LOANS TO AND FROM INTERESTED PERSONS: South State Bank is a disqualified person because of their charitable contribution to the Foundation for the year ended 6-30-17. The loans due to South State Bank were extended on arm's length terms in accordance with bank policy and procedure as required by South State Bank's Credit Administration Department. X 5 75568 fmv 0 1 1 Part I, Line 32b: The Development Foundation hires real estate agents to sell donated real estate. Form 990, Part VI, Section A, line 2 Board Member, Tommy Suggs, is President and CEO of the Carolinas Region for Hub Southeast. Several board members are clients of HUB Southeast. Form 990, Part VI, Section B, line 11b A COPY OF THE 990 IS E-MAILED TO EACH BOARD MEMBER PRIOR TO FILING. BOARD MEMBERS ARE REQUESTED TO REVIEW THE FORM AND NOTIFY THE FOUNDATION PRIOR TO THE FORM DUE DATE IF THEY HAVE ANY COMMENTS OR CORRECTIONS TO THE FORM. Form 990, Part VI, Section B, line 12c THE FOUNDATION'S CONFLICT OF INTEREST POLICY IS DISTRIBUTED ANNUALLY TO BOARD MEMBERS AT A FULL BOARD MEETING. ATTACHED TO THE COPY OF THE CONFLICT OF INTEREST POLICY IS A SIGNATURE FORM FOR EACH BOARD MEMBER TO SIGN AND INDICATE THAT THEY HAVE READ, AND COMPLIED WITH, THE FOUNDATION'S CONFLICT OF INTEREST POLICY FOR THE YEAR. THE SIGNATURE FORMS ARE COLLECTED AND KEPT BY THE FOUNDATION. Form 990, Part VI, Section B, line 15 OFFICER'S COMPENSATION IS DETERMINED BASED ON PERFORMANCE AND BOARD REVIEWS. SALARIES ARE DERIVED FROM COMPARABLE INDUSTRY DATA AND ACHIEVEMENT OF PERFORMANCE STANDARDS ESTABLISHED AT THE BEGINNING OF EACH FISCAL YEAR. Form 990, Part VI, Section C, line 19 THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, FINANCIAL STATEMENTS, ANNUAL FORM 990 AND 990-T ARE AVAILABLE ON THE ORGANIZATION'S WEBSITE AND UPON WRITTEN REQUEST. Form 990, Part IX, line 24e equipment / office furnishings: Program service expenses 110,279. Management and general expenses 2,000. Fundraising expenses 0. Total expenses 112,279. Transfer Expense: Program service expenses 50,000. Management and general expenses 0. Fundraising expenses 0. Total expenses 50,000. Rental Expenses: Program service expenses 13,290. Management and general expenses 28,439. Fundraising expenses 0. Total expenses 41,729. Bank fees: Program service expenses 17,705. Management and general expenses 4,143. Fundraising expenses 0. Total expenses 21,848. Miscellaneous: Program service expenses 14,101. Management and general expenses 0. Fundraising expenses 0. Total expenses 14,101. Scholarships: Program service expenses 7,000. Management and general expenses 0. Fundraising expenses 0. Total expenses 7,000. Property tax expense: Program service expenses 2,903. Management and general expenses 0. Fundraising expenses 0. Total expenses 2,903. Uniform supply: Program service expenses 960. Management and general expenses 0. Fundraising expenses 0. Total expenses 960. Assessments: Program service expenses 570. Management and general expenses 0. Fundraising expenses 0. Total expenses 570. Dues: Program service expenses -355. Management and general expenses 0. Fundraising expenses 0. Total expenses -355. Form 990, Part XI, line 9: change in pledges receivable 220,870. net gain from uscinnovations, llc which files a separate return 101,821. net loss from wheeler hill, llc which files a separate return -35,673. Unrealized gains on interest rate swaps 5,169,213. net difference in book income versus Schedule K-1 from USC Hotel Associates -128,008. form 990, page 12, part XII, line 2c, responsibility of audit oversight: the foundation's board of directors oversees the audit process. form 990, schedule k, part v: arbitrage procedures are not applicable to the organization because the bonds have been issued longer than the 12 month period required by the regulations to adopt these procedures. SCHEDULE L, PART II, LOANS TO AND FROM INTERESTED PERSONS: South State Bank is a disqualified person because of their charitable contribution to the Foundation for the year ended 6-30-17. The loans due to South State Bank were extended on arm's length terms in accordance with bank policy and procedure as required by South State Bank's Credit Administration Department. THE INN AT USC LLC 1027 barnwell street COLUMBIA SC 29208 GROUND LEASE TO USC HOTEL ASSOCIATES, LLC SC 227095 2239223 UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION CDRC LLC 1027 barnwell street COLUMBIA SC 29208 LAND/BLDG TO HOUSE USC CHILD DEVELOPMENT RESEARCH CENTER SC 205644 3814260 UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION WILLIAMS AT BLOSSOM LLC 1027 barnwell street COLUMBIA SC 29208 REAL ESTATE INVESTMENT SC 88719 3555575 UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION ADDESSO-DF LLC 1027 barnwell street COLUMBIA SC 29208 OWNS 49% INTEREST IN RESIDENTIAL/RETAIL CONDO PROJECT VIA ADESSO/COLUMBIA SC 0 -1375138 UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION west campus llc 1027 barnwell street cOLUMBIA SC 29208 university student housing SC 8602892 95590940 uniVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION CPF Properties II LLC 1027 barnwell street cOLUMBIA SC 29208 REAL ESTATE INVESTMENT SC 1043108 14382691 uniVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION USC Innovista Parking LLC 1027 barnwell street cOLUMBIA SC 29208 Leasing Campus Parking spaces SC 558454 16902540 uniVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION university of south carolina 1718 COLLEGE STREET COLUMBIA SC 29208 576001153 PUBLIC UNIVERSITY SC Section 115 N/A N/A 0 University of south carolina EDUCATIONAL FOUNDATION 1027 barnwell street COLUMBIA SC 29208 576017985 EDUCATION AND RESEARCH SUPPORT SC 501(C)(3) 5 N/A 0 USC HOTEL ASSOCIATES LLC 1027 barnwell street COLUMBIA SC 29208 134272820 HOLDS INTEREST IN THE INN AT USC SC UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION UNRELATED 295654 5570546 0 283330 0 WHEELER HILL DEVELOPMENT LLC 1027 barnwell street COLUMBIA SC 29208 204996416 REAL ESTATE DEVELOPMENT SC UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION C 1618989 1.00000 0 uscinnovation llc 1027 barnwell street cOLUMBIA SC 29208 465676518 rEAL ESTATE DEVELOPMENT SC uNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION C 1512356 21907330 1.00000 0 0 0 0 1 1 0 1 0 0 1 0 0 0 1 1 1 1 1 1 usc hotel associates llc J 227099 fair market value wheeler hill llc D 1542100 expense reimbursement USC Innovation LLC D 1600000 Fair market value USC Innovation LLC B 622975 Fair market value