2018-04-11T19:03:46-05:00 2017-05-31 390859910 Baker Tilly Virchow Krause LLP 777 E Wisconsin Avenue 32nd Floor Milwaukee WI 53202 990 2016-06-01 366008100 David C Cook DAVI 7195360100 4050 Lee Vance Drive Colorado Springs CO 80918 Scott E Miller COO 7195360100 2018-04-11 1 Troy Marine CPA P00187863 4147775500 2018-04-11 38.122.82.115 2018-04-11 14:02:53 CD P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 FEC92D491E609460E4EADF77DD98F24500A03922 2016 2021-01-29 14:40:06Z Scott E Miller 4050 Lee Vance Drive Colorado Springs CO 80918 69582258 0 X www.davidccook.com X 1944 IL TO EQUIP THE CHURCH WITH CHRIST-CENTERED RESOURCES FOR MAKING AND TEACHING DISCIPLES WHO OBEDIENTLY TRANSFORM TODAY'S GENERATIONS.BIBLICAL STATEMENT OF PURPOSE: THEREFORE GO AND MAKE DISCIPLES OF ALL NATIONS, BAPTIZING THEM IN THE NAME OF THE FATHER AND OF THE SON AND OF THE HOLY SPIRIT, AND TEACHING THEM TO OBEY EVERYTHING I HAVE COMMANDED YOU. MT 28:19 & 20 NIV.CORE VALUES:1) TRUST - EPHESIANS 4:152) LOVE - JOHN 13:353) INTEGRITY - II CORINTHIANS 8:214) COOPERATION - PROVERBS 15:225) ACCOUNTABILITY - HEBREWS 4:136) EXCELLANCE - COLOSSIANS 3:237) INNOVATION - TITUS 2:10B 11 11 291 0 0 0 1741685 921905 0 0 1251219 2929454 25107423 27314059 28100327 31165418 59465 71000 0 0 18074382 15108833 0 18000 980142 14385342 18041749 32519189 33239582 -4418862 -2074164 124495797 106395080 50022817 31774065 74472980 74621015 X See Schedule O 0 0 26060289 11000 18451440 Christian Resources: David C Cook is an industry-leading nonprofit provider of global Christian resources, including Sunday school curriculum, books, music, and other Christian content.Learning Resources: We partner with the local Church by providing biblical resources created to help the Church accomplish its mission to evangelize and disciple today's generations for Christ. We publish both digital and print versions of Bible-based Sunday school curriculum. In addition, we develop and distribute evangelical products that serve the Church. These products provide innovative and practical tools to use in a wide range of Christian ministries. Products range from children's church material to youth and adult electives and training materials for pastors, teachers, and administrators. We also publish books to foster the spiritual growth of each member of the family and for pastors and leaders. We sell these resources through various channels, which include Christian bookstores, religious and general distributors, American Booksellers Association bookstores, as well as directly to churches and para-church ministries around the world. Integrity Music: David C Cook purchased Integrity Music in June of 2011, becoming part of Cook's already established Kingsway label in Eastbourne, England. Through Integrity music, we help people worldwide experience the manifest presence of God. Music produces resources, which include CDs, EPs, LPs, DVDs, and songbooks from worship leaders who explore and articulate faith in Jesus as well as publishes songs that contain lyrics that build, inspire, and instruct disciples in churches around the world. Overall, Integrity's songwriters and artists are found in many parts of the world and share David C Cook's view of the importance of discipleship. We understand the critical role that songs play in strengthening, inspiring, and building the Church. The resources and songs are available through various channels (physical and digital), which include Digital Service Providers (like Apple Music, Spotify, Amazon, Google Play, Youtube, etc.), Christian bookstores, distributors, general market retailers, para-church ministries and direct to consumers. 2424715 60000 0 Global Initiatives: Global Initiatives is the Global arm of David C Cook that provides Cook-created material around the world for sale, when possible, and for subsidized or free distribution when local resources are limited. There are three main areas of focus: curriculum for at-risk children (which we call "Life on Life"), materials for spiritual formation in children, and leadership resources.Life on Life Curriculum. One of the most important responsibilities of the church today is to care for vulnerable children around the world who are at risk due to poverty, abuse, abandonment, or conflict in the home or community. While many good programs exist to help them with physical needs like food, shelter and education, far too little is done to address their significant emotional, social and spiritual needs. Through Global Initiatives, we provide a curriculum that fosters inner healing for children with wounded hearts. We co-create the curriculum with partners to meet the unique needs of each country. Currently, over thirteen million children are enrolled in 29 countries through translations into 13 languages. We also provide short crisis-response curriculum for adults to help children cope with trauma they have experienced due to earthquakes, outbreaks of illness like Ebola, and crises that have forced them to become refugees.Materials for Children. The Action Bible is a graphic novel-style version of the Bible that contains 215 stories beautifully drawn by an experienced DC and Marvel comic's artist. It has sold well over a million copies and has been translated into several languages. In conjunction with ministry partners, over the next several years there are plans to translate this into over 80 languages. In addition, it has spawned several derivative products, including The Story of Jesus, a 16- or 24-page booklet containing a clear Gospel message. The Story of Jesus has been distributed in 95 countries and 53 languages. Over 49 million children have received a copy in the last five years. Another product spin-off, The Action Bible New Testament, is now being used as the religious instruction manual for public school children in Guatemala.Leadership Resources. Grassroots leaders who have not had seminary-level training make up the vast majority of pastors and leaders. Their greatest need is for practical materials to help them better understand God's Word so that they can apply it to their daily lives and to their teachings for their congregation. Part of David C Cook's arsenal of resources is Warren Wiersbe's Be Series, 52 commentaries that encompass the entire Bible. Written at the lay-level, we have translated them into dozens of languages at the request of pastors and leaders around the world. In book form, we have provided mini libraries of these and other leadership resources to 118,000 pastors in India and thousands more in Africa. We are now providing them on SD cards in several languages in India and Nepal so that pastors can easily access these commentaries on their phones. 28485004 1 1 0 0 0 1 0 0 0 1 1 0 1 1 1 1 0 1 0 1 1 0 0 1 0 0 0 1 0 1 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 1 0 0 1 999 0 1 291 1 0 1 UK HK IN 0 0 0 0 0 0 0 0 0 0 0 X 11 11 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 AK GA HI IL MD MN MS ND NH PA SC TN VA WI WV X X The Organization 7195360100 4050 Lee Vance Drive Colorado Springs CO 80918 Ms Beth Guckenberger Trustee 5.00 X 5000 0 0 Mr Robert Head Trustee 5.00 X 5000 0 0 Mr Dennis Johnson Treasurer 5.00 X X 5000 0 0 Mr Joseph Koch Chairman 5.00 X X 6500 0 0 Mr Greg Lucid Trustee 5.00 X 5500 0 0 Mr David Metcalf Vice Chair 5.00 X X 5500 0 0 Mr Bill Pearce Trustee 5.00 X 2500 0 0 Mr R Todd Rankin Trustee 5.00 X 5000 0 0 Mr David Rogers Trustee 5.00 X 5000 0 0 Mr John Rote Trustee 5.00 X 6000 0 0 Mr Richard Satterfield Secretary 5.00 X X 5000 0 0 Mr Cris Doornbos CEO 40.00 X X 345053 0 16479 Mr Scott Miller Chief Operating Officer 40.00 X 328121 0 8639 Mr Verne Kenney Chief Publishing Officer 40.00 X 212377 0 7438 Mr Ryan Dunham President, Integrity Music 40.00 X 295432 0 17187 Mr Gary Hopwood Chief Global Officer 40.00 X 216726 0 16885 Mr Sean Everhart Chief Information Officer 40.00 X 253076 0 17141 Mr Timothy MacDonald Chief Advancement Officer 40.00 X 228114 0 13548 Ms Karen Davis General Counsel 40.00 X 187998 0 10478 Ms Chriscynethia Floyd VP, Sales & Marketing 40.00 X 157200 0 5108 Mr David Thornton VP, Sales 40.00 X 153536 0 11599 Mr Kyle Duncan Publisher 40.00 X 151372 0 3187 Ms Jana Zachman VP, Finance Operations 40.00 X 148166 0 8449 2733171 0 136138 27 0 1 0 Sandbox LTD 15 W 12th Street Apt PHB New York NY 10011 Music Royalties 438794 Baker Tilly Virchow Krause LLP PO Box 78975 Milwaukee WI 532788975 Audit & Consulting 281070 Hinshaw & Culbertson LLP 8142 Solutions Center Drive Chicago IL 60677 Legal 243335 Lincoln Brewster 1225 Pleasant Grove Blvd Ste 100 Roseville CA 95678 Music Royalties 207160 Peoplelink Staffing Solutions PO Box 1897 Warsaw IN 465811897 Staffing Agency 179586 10 921905 135246 921905 987241 987241 8859919 8859919 2700 0 2700 2700 2700 15774991 2408700 15772356 469122 2635 1939578 1942213 1942213 40626802 22175362 18451440 18451440 31165418 18451440 0 11792073 71000 71000 2041404 1077800 715049 248555 9367296 7917390 1237265 212641 263315 216271 38048 8996 2533926 2084587 395805 53534 902892 742868 133176 26848 474614 315421 143490 15703 227393 40384 187009 18000 18000 38191 38191 2603566 2375482 166962 61122 1614210 1570207 1444 42559 1062465 925094 105676 31695 718494 665957 44442 8095 3983 3983 547158 432443 58606 56109 1235133 996708 127338 111087 461462 390063 7896 63503 794639 794639 6566834 6565784 1050 586658 404852 181806 Other 500985 375151 123804 2030 Program Development & P 386329 377480 916 7933 Memberships & Subscript 219635 141440 66463 11732 33239582 28485004 3774436 980142 X 1147075 816763 2854880 3997564 421523 40291 9473274 7109628 306200 0 8975555 7216013 679601 742136 46366943 35226157 11296708 11140786 36103395 27405557 261089 0 19013072 19039401 27402529 22434733 6560896 6452208 124495797 106395080 10387554 10053305 50000 379833 11600000 0 23385713 17539284 4599550 3801643 50022817 31774065 X 70259027 70168839 1336033 1574256 2877920 2877920 74472980 74621015 124495797 106395080 X -2074164 1963098 259101 X 0 1 X 1 0 X 1603232 1240084 828212 1741865 921905 6335298 43388944 38270376 35508669 37889829 40629502 195687320 44992176 39510460 36336881 39631694 41551407 202022618 36529 29759 45358 23387 40451 175484 90342 71923 162265 126871 101682 45358 23387 40451 337749 201684869 10491767 9913851 10394453 10536089 9847160 51183320 10491767 9913851 10394453 10536089 9847160 51183320 34199 803592 837791 55518142 50227903 46731334 50167783 51398567 254043729 0.79390 0.79610 0.20150 0.19860 X Schedule A, Part III, Line 12, Explanation of Other Income: Miscellaneous Revenue - 2012 Amount: $ 34,199. 2013 Amount: $ 803,592. 2014 Amount: $ 0. 2015 Amount: $ 0. 2016 Amount: $ 0. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1 110381 41000 197096 1 1 29208218 2962708 6093049 13727 26064150 31147697 766406 -1130189 1565495 10201 29208218 31164661 1911477 1605281 323160 31147697 29343147 800081 2952482 1919972 11077 31164661 26664198 373167 3735545 1416773 12990 29343147 0.84790 0.04170 0.11040 0 0 495171 495171 18715760 10703704 8012056 17109963 15044782 2065181 10046049 9477671 568378 11140786 Investment in subsidiaries 19039401 F 19039401 Royalty Advances 5401034 Employee Accounts Receivable 944 Land Held for Sale 1050230 6452208 Accrued Pension Costs 1474424 Deferred Compensation 533231 Accrued Retiree Benefit 41382 Annuity And Trust Liability 1429203 Capital Lease Obligation 198403 Earnout Clause Liability 125000 3801643 X 55303878 1963098 22175362 24138460 31165418 0 31165418 55155843 21916261 21916261 33239582 0 33239582 Part V, Line 4: The Organization's endowment funds were established to support and ensure the ongoing funding of various short and long term ministry programs which can include development and worldwide distribution of Christian literature and leadership training. Part X, Line 2: David C Cook is exempt from income taxes under Section 501(c)(3) of the Internal Revenue Code and a similar provision of state law. However, the Organization is subject to federal income tax on unrelated business taxable income. There was no significant unrelated business income during the years ended May 31, 2017 and 2016. At May 31, 2017 and 2016, only the Organization's foreign subsidiaries are subject to income taxes, which are considered immaterial to the consolidated financial statements. The Organization files tax returns in the U.S. federal jurisdiction. With a few exceptions, the Organization is no longer subject to U.S. federal examinations by tax authorities for fiscal years before 2014. Part XI, Line 2d - Other Adjustments: Cost of Goods Sold 22,175,362. Part XII, Line 2d - Other Adjustments: Cost of Goods Sold 22,175,362. actuarial change in pension benefits -517,935. Foreign Currency Exchange Adjustment 258,834. Central America/Caribbean 0 0 Program Services Provision of Materials 188092 East Asia and the Pacific 0 0 Program Services Printing/Provision of Materials 390101 Middle East and North Africa 0 0 Program Services Printing of Materials 12210 South Asia 1 2 Program Services Printing/Provision of materials 234747 Sub-Saharan Africa 1 3 Program Services Provision of materials 179365 South America 1 2 Program Services Provision of materials 126803 europe 0 0 Program Services Provision of Materials 6825 Europe Investments 19031601 3 7 0 0 3 7 20169744 0 20169744 0 0 1 0 0 1 X X X X X 1 Fulcrum Philanthropy Systems 825 Market St Ste 200 Allen TX 750133779 Consulting Services 0 0 18000 -18000 18000 -18000 AK CO GA HI IL MD MN MS NH ND PA SC TN VA WA WV WI 1 Refuge Foundation PO Box 1857 Billings MT 59103 263581501 501(c)(3) 28000 N/A N/A Donation to support leadership renewal efforts of the Foundation. Campus Crusade for Christ 100 Lake Hart Dr Orlando FL 32832 956006173 501(c)(3) 8500 N/A N/A Donation to support missionary work around the world. 2 Part I, Line 2: From time to time, David C Cook may provide contributions to other non-profit organizations in the community. Prior to distribution of funds, it is verified that the recipient is a registered non-profit organization. Grant requests are reviewed and approved by the staff of David C Cook, based on the specific program efforts of those non-profit organizations. X X X 1 1 X X X X 0 0 0 0 0 0 0 1 0 Mr Cris Doornbos CEO 306043 0 29535 0 9475 0 9000 0 7479 0 361532 0 0 0 Mr Scott Miller Chief Operating Officer 227673 0 74778 0 25670 0 0 0 8639 0 336760 0 0 0 Mr Verne Kenney Chief Publishing Officer 212377 0 0 0 0 0 7438 0 0 0 219815 0 0 0 Mr Ryan Dunham President, Integrity Music 223465 0 64750 0 7217 0 9000 0 8187 0 312619 0 0 0 Mr Gary Hopwood Chief Global Officer 153666 0 49875 0 13185 0 9000 0 7885 0 233611 0 0 0 Mr Sean Everhart Chief Information Officer 184980 0 67900 0 196 0 9000 0 8141 0 270217 0 0 0 Mr Timothy MacDonald Chief Advancement Officer 165500 0 60382 0 2232 0 4002 0 9546 0 241662 0 0 0 Ms Karen Davis General Counsel 140770 0 37500 0 9728 0 1774 0 8704 0 198476 0 0 0 Ms Chriscynethia Floyd VP, Sales & Marketing 134864 0 10877 0 11459 0 1302 0 3806 0 162308 0 0 0 Mr David Thornton VP, Sales 125767 0 11250 0 16519 0 3903 0 7696 0 165135 0 0 0 Mr Kyle Duncan Publisher 128010 0 3000 0 20362 0 431 0 2756 0 154559 0 0 0 Ms Jana Zachman VP, Finance Operations 109337 0 22715 0 16114 0 2875 0 5574 0 156615 0 0 0 Part I, Line 1a Travel for companions - Per the Organization's written policy, which requires CEO approval, spousal travel is reimbursed for Officers and key employees if the spouse's presence, abilities and activities will result in the effective ministering of the mission. The Mission purpose is included on all travel forms in order to document the business purpose for the reimbursement. First-class travel - Per the Organization's approved, written policy, air travel is made at coach class unless specifically approved by the CEO or COO, and is almost always exclusively for international flights of long duration. Health or social club dues - select executives receive a yearly membership to a health and social club. An amount is also taxed on each paycheck for the impacted employees. Part I, Line 7 The Officers, key employees and highest compensated employees listed on this 990 are eligible for incentive payments up to a defined % of their annual base pay as designated in the Organization's compensation philosophy. One category of their incentive payment is dependent on the achievement of three or more specific and measurable targets directly tied to their area of responsibility which may require subjective decisions to determine if goal was achieved. X 2 135246 FMV 0 0 0 1 Part I, Line 32b: Stock contributions are received, processed and sold by an outside investment firm. Form 990, Part III, Line 1, Description of Organization Mission: To equip the Church with Christ-centered resources for making and teaching disciples who obediently transform today's generations. Biblical Statement of purpose: Therefore go and make disciples of all nations, baptizing them in the name of the Father and of the Son and of the Holy Spirit, and teaching them to obey everything I have commanded you. MT 28:19 & 20 NIV. Core Values: 1) Trust - Ephesians 4:15 2) Love - John 13:35 3) Integrity - II Corinthians 8:21 4) Cooperation - Proverbs 15:22 5) Accountability - Hebrews 4:13 6) Excellence - Colossians 3:23 7) Innovation - Titus 2:10B Form 990, Part VI, Section A, line 1 The Executive Committee consists of four or more Trustees, one of whom is the Chairman of the Board. The Executive Committee is able to exercise a majority of the powers of the Board of Trustees during the intervals between the meetings of the Board. Form 990, Part VI, Section B, line 11b The Form 990 is prepared by a third party preparer. An internal review of the 990 is completed by the COO and VP of Finance. The 990 is then sent to the Finance & Audit Committee for review which also includes a meeting with the auditing firm to present the 990 and address any questions. Upon approval from the Finance & Audit Committee and before filing with the IRS, the 990 and associated schedules are provided to the full Board of Trustees on an intranet site which notifies them via an email that forms are available for their review. Replies are required from the Trustees before we file the 990. Form 990, Part VI, Section B, line 12c Each year, the Assistant Secretary to the Board distributes conflict of interest forms to each Board Member and Key Employee. Completed forms are then submitted to the Assistant Secretary to the Board who monitors and discloses to the Board if any changes occur. Board Members are restricted from voting on issues where conflicts have been identified. Form 990, Part VI, Section B, line 15 Process for determining Executive, Officer, and Key Employee compensation every three years, the Organization and the Board of Trustees retains an independent global professional firm to review and provide feedback on compensation. Their report includes comparable market compensation data of similarly qualified persons in functionally comparable positions at similarly situated organizations. The most recent report was presented and reviewed by the Board in June 2017. Human Resources keeps written records of all compensations arrangements as well as all documentation related to the outside compensation studies. Form 990, Part VI, Section C, line 19 The Organization's governing documents, conflict of interest policy, and financial statements are made available upon request. Form 990, Part X - Secured Mortgages and Notes Payable Lender: Bank of America Original Amount: $25,000,000 Interest Rate: 2.780000 Date of Note: 06/30/2011 Maturity Date: 06/30/2019 Repayment Term: Annual Principal & Monthly Interest Payments Security Provided: All business assets Purpose of Loan: Acquisition of Integrity Music, Inc. Beginning Balance Due.............$14,285,713 Ending Balance Due................$10,714,284 Form 990, Part X - Secured Mortgages and Notes Payable Lender: Bank of America Original Amount: $9,100,000 Interest Rate: 2.780000 Date of Note: 12/04/2015 Maturity Date: 12/04/2019 Repayment Term: Annual Principal & Monthly Interest Payments Security Provided: All business assets Purpose of Loan: Acquisition of Standard Publishing and Gospel Light Assets Beginning Balance Due.............$9,100,000 Ending Balance Due................$6,825,000 Total Beginning Mortgages and Other Notes Payable $23,385,713 Total Ending Mortgages and Other Notes Payable $17,539,284 Form 990, Part XI, line 9: Foreign Currency Exchange Adjustment -258,834. actuarial change in pension benefits 517,935. Disciplr LLC 4050 Lee Vance Drive Colorado Springs CO 80918 Digital Content Distributor CO -1267038 1127380 DCC Holdings LLC DCC Holdings LLC 4050 Lee Vance Drive Colorado Springs CO 80918 Holding Company CO -1267038 1206239 David C Cook Weareworshipcom LLC 4050 Lee Vance Drive Colorado Springs CO 80918 Digital Music CO 0 78859 DCC Holdings LLC DCC Global I LLC 4050 Lee Vance Drive Colorado Springs CO 80918 Holding Company CO 36884 47246 David C Cook DCC Global II LLC 4050 Lee Vance Drive Colorado Springs CO 80918 HOlding Company CO -159974 47115 David C Cook Word and Worship Trust 26-28 Lottbridge Drive Eastbourne East Sussex UK BN23 6NT Advancement of the Christian religion UK FOREIGN CHARITY Integrity Music LTD 1 Integrity Music LTD Lottbridge Drove BN23 6NT Eastbourn East Sussex UK Whlsle Chrstn Lit UK David C Cook and Subsidiaries C 1501422 11908762 1.00000 1 Music Three Limited Lottbridge Drove BN23 6NT Eastbourn East Sussex UK Pub/Dist Music UK Integrity Music Ltd C 1.00000 1 Cook Consulting and Communication Services (INDIA) Private Limited 319 A Wing Sagar Tech Plaza Kurla Mumbai IN Whlsle Chrstn Lit IN David C Cook and Subsidiaries C -159974 47115 1.00000 1 ThankYou Music Limited Lottbridge Drove BN23 6NT Eastbourn East Sussex UK Publisher/Music UK david C Cook and Subsidiaries C 470775 5010505 0.50000 0 Eight Blessings Limited 25-35 Shanghai Street Kowloon HK PUblishing Services HK david C Cook and Subsidiaries C 36884 47246 1.00000 1 Eight Blessings Partners (Beijing) Consultant Co Ltd No 15 Majiapu West Road Fengtai D Beijing CH Publishing Services CH Eight Blessings Limited C -14246 16913 1.00000 1 1 0 0 1 1 0 1 0 0 0 0 1 1 0 0 1 1 1 1 Eight Blessings Limited M 226564 Amount Paid Cook Consulting and Communication Services D 444764 Loan Amount Cook Consulting and Communication Services R 137094 Amount Paid Integrity Music Limited A 155750 Value of Svcs Integrity Music Limited E -4178881 Loan Amount Integrity Music Limited G 204320 Sales Price Integrity Music Limited L 726988 Value of Svcs Integrity Music Limited M 1542438 Value of Svcs Integrity Music Limited P 36020 Amount Paid Integrity Music Limited Q 171617 Amount Paid Integrity Music Limited R 115455 Amount Paid Integrity Music Limited S 1347717 Amount Paid