2017-11-15T15:14:34-06:00 2016-12-31 221478099 COHNREZNICK LLP 1301 AVENUE OF THE AMERICAS NEW YORK NY 10019 990 2016-01-01 133641265 Grow America Fund inc GROW 2126821106 one battery park plaza No 710 new york NY 10004 Robert Davenport Chairman 2126821106 2017-11-14 1 THOMAS LANNING P00851654 2122970400 2017-11-14 209.3.217.20 2017-11-14 17:17:34 ES P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 90CC17281F34CD083B051E620E31C1B2A26173FC 2016 2017-02-10 21:41:12Z Robert Davenport one battery park plaza No 710 new york NY 10004 4867965 0 X www.growamericafund.org X 1971 DE The Grow America Fund, Inc. ("GAF") has a primary mission to create economic opportunity, stimulate investment, and to encourage entrepreneurship in low-income communities by financing businesses and entrepreneurs that invest in those disadvantaged communities, and/or create jobs for low-income unemployed and under-employed individuals. GAF, a licensed U.S. SBA Small Business Lending Company, and U.S. Department of the Treasury certified Community Development Financial Institution, provides access to capital for business expansion structured with longer amortization terms and lower interest rates. These lending terms serve to decrease debt service costs and improve the borrower's operating cash flow, giving businesses a financial advantage that helps strengthen both the economic base of the business, and the community. 10 0 0 0 0 0 1869756 2139172 2555325 2608558 0 -41825 11745 70235 4436826 4776140 0 0 0 0 2554654 2545356 0 0 0 2994909 2465454 5549563 5010810 -1112737 -234670 64917551 65759536 51874104 52950759 13043447 12808777 X The Grow America Fund, Inc. ("GAF") has a primary mission to create economic opportunity, stimulate investment, and to encourage entrepreneurship in low-income communities by financing businesses and entrepreneurs that invest in those disadvantaged communities, and/or create jobs for low-income unemployed and under-employed individuals. GAF, a licensed U.S. SBA Small Business Lending Company, and U.S. Department of the Treasury certified Community Development Financial Institution, provides access to capital for business expansion structured with longer amortization terms and lower interest rates. These lending terms serve to decrease debt service costs and improve the borrower's operating cash flow, giving businesses a financial advantage that helps strengthen both the economic base of the business, and the community. 0 0 4024250 2636968 GAF provides longer term, lower interest rate small business loans that enable small businesses to create jobs, stimulate investment, and expand the entrepreneurial and small business base in low-income communities. GAF has assisted more than 580 small businesses owned by individuals previously lacking access to appropriately structured financing. Seventy-one percent of our loans have been made in CDFI-eligible Census Tracts or to minority borrowers. GAF not only provides loans with favorable below market terms but also provides individual business counseling at application and continuing through the entire term of the loan. Loans made through this program total over $225 million. Each loan is structured to fit the financing needs of the individual business and carry below market rates and terms. To assist the borrower, GAF caps closing costs and provides business counseling at no cost to the small businesses. GAF lends in distressed communities in an eleven state market where the poverty level is double the national average. Additionally, GAF operates its small business-lending program in five of the ten most distressed cities in America. Cleveland Ohio, Buffalo New York, Newark New Jersey, Cincinnati Ohio and San Bernardino California, have distress ratings ranging from 93.6 to 99.9 out of 100 according to the Economic Innovation Group Distressed Community Index. Businesses receiving financing from GAF have created and/or retained over 15,000 jobs, and 11,000 of those jobs are considered filled by low and moderate-income individuals. Over the past several years, GAF has received national recognition from a variety of institutions:- The U.S. Small Business Administration has acknowledged GAF as a mission based lender for carrying out our mission to make credit available to disadvantaged businesses and helping those businesses to succeed through our Technical Assistance. GAF is a SBA Preferred Lender. - In recognition of our work, the CDFI Fund awarded our loan fund more than $8 million in grants to carry out our mission.- JPMorgan Chase made a $7 million grant to a consortium of small business lenders working with disadvantaged businesses in low income communities in Chase's community reinvestment areas. GAF is a member of the lending consortium and received $2.3 million of the $7 million grant.- JP Morgan Chase, PNC Bank, Discover Bank, Bank of America, and Carver Bank support our efforts by making very low interest loans and grants available to us to carry out our mission in low-income communities and with disadvantaged businesses.- The Longwood foundation, Ford Foundation, Greater Tacoma Community Foundation and the Seattle Foundation made program related investments (PRIs) and grants to our small business loan fund totaling more than $4.5 million. Below are examples of disadvantaged businesses that GAF's small business loan fund has recently assisted:MedWheels: Created by Jane Gonzalez in 2005, Medwheels provides durable medical goods to clients living in the San Antonio, TX metropolitan area. The company is a preferred provider for Medicare, Medicaid, Wellcare, Humana, and Care Improvement Plus. Medwheels supplies its client's with wheel chairs, walkers, hospital beds, compression socks, oxygen tanks, catheters, mobile electric scooters and a dozen or so other products for use at home. GAF made two loans to Medwheels totaling $513,040. Using GAF financing saved the company nearly $1,700 a month or over $20,000 annually compared to conventional loans available in the market.Caf Campesino: Dina Torres had been operating Caf Campesino, in a kiosk rented from the city of Santa Cruz, CA since 2002. She also rented commercial kitchen space for food preparation since her kiosk lacked a full kitchen. Caf Campesino specialty is homemade food, using classic rustic recipes. They use mostly organic ingredients and have an eclectic, but old-style selection of Mexican/Spanish options. After many years of preparation and planning, Ms. Torres has achieved her dream of opening her own full service restaurant in Santa Cruz. Her new restaurant is located at 1116 Soquel Ave in Santa Cruz. With a $150,000 loan provided by GAF, Ms. Torres was able to buy the assets of an existing restaurant, improve the 1,900 sf space and pay for closing soft costs. Learning to Grow: Established in 2002, Learning to Grow is now operating out of two locations in Cleveland, OH and serves low-income families with a need for traditional and non- traditional childcare services. The company enjoyed a good banking relationships until 2014, when its commercial bank decided that they no longer wanted Learning to Grow as a borrower. This placed tremendous strain on the business and threatened to affect the low-income families that rely on the childcare services they provide. The Grow America Fund provided a $1,245,00 loan to refinance the banks debt while also providing an extra $30,000 in permanent working capital. Blue Haven: After successfully operating Panvimarn Thai Cuisine since 2009, the majority owner Paknavin (Joseph) Khemsap approached GAF for its help with opening a second location in downtown Long Beach CA. At the new entity named Blue Haven Thai Cuisine, owners JPaknavin (Joseph) Khemsap, Choe Jirattikanchote, Sararee (Blue) Jirattikanchote, utilize Joseph's grandmother's recipes to create an authentic Thai dining experience.GAF provided a loan of $535,000 to complete leasehold improvements and cover closing costs. GAF also coordinated its underwriting and loan approval with the City of Long Beach who provided a $300,000 EDA loan to purchase furniture, fixtures, and equipment and fund pre-construction costs, security deposits, opening inventory and start-up wages. US Traffic Control: Owned by Nicole Beringer, US Traffic Control Inc. (USTC) is a manufacturer, retailer, and rental provider of work zone safety equipment in the western upstate New York. In addition, the company provides flagger and safety crews for construction and utility work. It is a certified WBE and a disadvantaged owned business (DBE). The company outgrew its rental facility and needed GAF assistance to acquire a larger facility that will permit continued growth. In addition, GAF refinanced USTC existing high interest debts and helped it acquire new equipment and provided new long-term working capital. GAF made two loans to the company totaling $902,000. The loans were used to acquire a new building, refinance existing loans including a high interest short-term loan, purchase new machinery and equipment, and supply new working capital. Ventbike: Ventbike Tech LLC (VTL) is a full-service motorcyle, snowblower and generator repair shop. The business owner is Pedro Ventura and Ventbike is located in the South Bronx, New York. Mr. Ventura founded VTL in 2012 after working for 30 years in the motorcycle and small engine repair business. GAF provided a loan of $75,000 to refinance high interest rate debt thereby saving the company $1,500 a month or $18,000 annually.Meditrina: Created by Jennifer Gilroy in 2008, Meditrina is a fusion small plate restaurant that was located near the basketball arena in Salt Lake City. While that location allowed a small start-up with minimal initial investment capital an opportunity to grow and flourish, the business quickly outgrew its limited space. Meditrina is known for its imaginative small plates with bold and uniquely paired flavors, excellent service and an interesting dining atmosphere, and the popularity of the restaurant forced Jennifer to seek a new location.GAF helped the company move to a new location in Salt Lake City's Central 9th District. The new location is 2,700 square feet and seats approximately eighty-five guests inside and another twenty on the patio during warm months. GAF provided a $150,000 loan for tenant build-out and working capital. In addition, Salt Lake City provided a $50,000 subordinate loan that was used to purchase furniture, fixtures and equipment. Kru Partners: Kru, Inc., DBA Kru Contemporary Japanese Cuisine (Kru) is a four-star Japanese restaurant founded in 2005, providing a unique upscale casual Japanese inspired dining experience. The business outgrew their leased space and requested a loan from GAF to move to a larger location that would allow them to expand their food and beverage offerings to include additional menu items and a full bar and bottle shop. GAF provided a tenant improvement loan of $975,000 and an equipment loan of $250,000. All of the borrowers illustrated above were unable to secure loans from conventional lenders under similar terms and conditions. If GAF were unable to make the loans, each of the borrowers would have been unable to expand their businesses and create jobs. 4024250 1 1 0 0 0 0 0 0 0 0 0 0 1 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 10 0 0 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 0 0 0 NY X Daniel Choi 2126821106 one battery park plaza suite 710 new york NY 10004 Angela Butler BOARD MEMBER 5.00 45.00 X 0 150892 35890 Ann Vogt Secretary/BOARDd Member 1.65 53.35 X X 0 279959 37766 Daniel Marsh III BOARD MEMBER 1.10 48.90 X 0 245298 249449 John Palyo President/BOARd Member 42.00 8.00 X X 0 210777 49885 Kevin Gremse BOARD MEMBER 1.00 49.00 X 0 199760 49022 patricia thomson BOARD MEMBER 1.00 49.00 X 0 206401 101661 Robert W Davenport Chairman/BOARd Member 2.85 54.15 X X 0 1597292 338260 Stephanie Dugan BOARD MEMBER 1.00 49.00 X 0 162057 46586 thomas jackson BOARD MEMBER 1.00 49.00 X 0 166280 50616 Adam Ennis cfO 2.90 54.60 X 0 148757 42811 Daniel Choi CFO 18.00 27.00 X 0 93046 42467 0 3460519 1044413 0 0 1 0 Shallo Galluscio & Bianchi CPAs 21 North Seventh Street hudson NY 12534 Accounting SERVICES 130000 CohnReznick LLP 1301 Avenue of the Americas new york NY 10019 Audit & TAX SERVICES 118888 2 421250 854656 863266 2139172 Interest income 523000 2129855 2129855 Loan Service Fees 523000 326873 326873 Fee Income 523000 77892 77892 Premium on sale of loa 523000 73938 73938 2608558 50000 91825 -41825 -41825 -41825 late fees 523000 53427 53427 NYS Corporation tax re 523000 16808 16808 70235 4776140 2636968 0 0 1860319 1494455 365864 219230 165937 53293 465807 352573 113234 152240 152240 298888 298888 7750 7750 66673 51565 15108 166775 128984 37791 313135 288600 24535 807965 807965 Provision for loan loss 279615 279615 Project and other fees 220556 220556 SBA examination fee 48242 48242 Amortization 34041 34041 69574 47719 21855 5010810 4024250 986560 0 3405053 3839406 98176 96413 1268308 350000 98292 25688 57152139 55406761 387647 432527 2507936 5608741 64917551 65759536 856776 1143527 29859398 30163117 21157930 21644115 51874104 52950759 X 4000908 2062672 9042539 10746105 13043447 12808777 64917551 65759536 -234670 0 X X 0 1 X 1 0 X 1905969 1657000 2971172 1869756 2139172 10543069 3942476 5561901 6070027 2555325 2608558 20738287 5848445 7218901 9041199 4425081 4747730 31281356 0 0 0 31281356 9616 1741 11357 9616 1741 11357 11745 70235 81980 5858061 7220642 9041199 4436826 4817965 31374693 0.99700 0.00040 X Schedule A, Part III, Line 12, Explanation of Other Income: late fees - 2015 Amount: $ 11,745. 2016 Amount: $ 53,427. NYS Corporation Tax Refund - 2016 Amount: $ 16,808. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 Program Loan Receivables 55406761 C 55406761 Restricted deposits 4488328 Escrow held for borrowers and other amounts due from borrowers 887612 Interest receivable 232801 5608741 Client investment liabilities 11976938 Due to related entities 9667177 21644115 X 3688560 -1087580 -1087580 4776140 0 4776140 3923230 0 3923230 1087580 1087580 5010810 Part X, Line 2: The Organization may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by taxing authorities based on the technical merits of the position. Tax positions include the tax-exempt status of the Organization, among others. There were no uncertain tax positions identified or recorded as liabilities for the year ended December 31, 2016. The Organization files Form 990s, Return of Organization Exempt from Income Tax, with the Internal Revenue Service annually. At December 31, 2016, the Organization's Form 990s for the years ended 2013 through 2016 remain eligible for examination by the IRS. Part XI, Line 2d - Other Adjustments: loan expenses -1,087,580. Part XII, Line 4b - Other Adjustments: loan expenses 1,087,580. 0 1 0 0 0 0 0 0 0 Angela Butler BOARD MEMBER 0 150532 0 0 0 360 0 13450 0 22440 0 186782 0 0 Ann Vogt Secretary/BOARDd Member 0 278375 0 0 0 1584 0 20415 0 17351 0 317725 0 0 Daniel Marsh III BOARD MEMBER 0 242250 0 0 0 3048 0 214049 0 35400 0 494747 0 0 John Palyo President/BOARd Member 0 210417 0 0 0 360 0 13984 0 35901 0 260662 0 0 Kevin Gremse BOARD MEMBER 0 199208 0 0 0 552 0 13996 0 35026 0 248782 0 0 patricia thomson BOARD MEMBER 0 203353 0 0 0 3048 0 67065 0 34596 0 308062 0 0 Robert W Davenport Chairman/BOARd Member 0 470438 0 0 0 1126854 0 320565 0 17695 0 1935552 0 1125000 Stephanie Dugan BOARD MEMBER 0 161025 0 0 0 1032 0 11873 0 34713 0 208643 0 0 thomas jackson BOARD MEMBER 0 165248 0 0 0 1032 0 15464 0 35152 0 216896 0 0 Adam Ennis cfO 0 148541 0 0 0 216 0 7305 0 35506 0 191568 0 0 Part I, Line 4b CERTAIN SENIOR MANAGEMENT OFFICIALS PARTICIPATE IN A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN. THERE WERE NO CONTRIBUTIONS DURING THE YEAR. During 2016 Robert Davenport received a distribution from a SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN, this amount was included in his w-2 and reported on Schedule J, Part II, Column (iii). SCHEDULE J PART II, Column C: AMOUNTS IN COLUMN C INCLUDE THE ALLOCATED EXPENSE FOR THE DEFINED BENEFIT PLAN. Form 990, Part VI, Section A, line 6 THE NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT, INC D/B/A THE NATIONAL DEVELOPMENT COUNCIL IS THE SOLE MEMBER OF GROW AMERICA FUND, INC. Form 990, Part VI, Section A, line 7a THE NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT, INC D/B/A THE NATIONAL DEVELOPMENT COUNCIL aS THE SOLE MEMBER IT HAS THE RIGHT TO ELECT THE DIRECTORS OF THE CORPORATION. Form 990, Part VI, Section B, line 11b THE FORM 990 WAS PREPARED BY OUTSIDE TAX PREPARERS IN CONSULTATION WITH MANAGEMENT AND AUDITORS. A DRAFT OF THE FULL FORM 990 WAS PROVIDED TO ENTIRE BOARD FOR REVIEW. A COMPLETE COPY OF THE FINAL FORM 990 WAS PROVIDED TO THE ORGANIZATION'S ENTIRE BOARD BEFORE IT WAS FILED WITH THE IRS. Form 990, Part VI, Section B, line 12c ALL MEMBERS OF THE GROW AMERICA FUND, INC. ("GAF") BOARD OF DIRECTORS AND EXECUTIVE EMPLOYEES ARE REQUIRED TO ANNUALLY EXECUTE A CONFLICT OF INTEREST AND COMPENSATION GUIDELINES ACKNOWLEDGEMENT STATING THAT THEY HAVE RECEIVED, READ AND UNDERSTAND, AND AGREE TO COMPLY WITH THE CONFLICT OF INTEREST AND COMPENSATION GUIDELINES. THE CONFLICT OF INTEREST AND COMPENSATION GUIDELINES REQUIREs BOARD MEMBERS AND EXECUTIVE EMPLOYEES TO DISCLOSE ANY POTENTIAL CONFLICTS OF INTEREST IMMEDIATELY. THE CHAIRPERSON OF THE BOARD WILL UPON NOTIFICATION OF SUCH AN EVENT APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION. VIOLATIONS OF THE CONFLICT OF INTEREST POLICY CAN RESULT IN APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION. ALSO, ALL BOARD MEMBERS, BY EXECUTING THE CONFLICT OF INTEREST AND COMPENSATION GUIDELINES, ACKNOWLEDGE THAT THEY SHARE THE RESPONSIBILITY OF GAF TO REMAIN FAITHFUL TO THE ORGANIZATION'S CHARITABLE PURPOSES. Form 990, Part VI, Section C, line 19 THE DOCUMENTS ARE AVAILABLE BY REQUEST. form 990, part xii, line 2c the process has not changes from the prior year. form 990, Part IX, Lines 7-9: THE AMOUNTS REPORTED ON LINES 7-9 RELATED TO EXPENSES PAID BY THE PARENT COMPANY (NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT EIN 13-6532871) AND ALLOCATED TO THE ORGANIZATION. Part VI, 1B: ALl of the organization's board members work for the parent organization national council for community development. While none are independent the independent board of directors of the parent oversees the organization's operations and actions. NDC HOUSING & ECONOMIC DEVELOPMENT CORPORATION-GROUP RETURN one battery park plaza suite 710 New york NY 10004 911884698 Assist Gov/Housing VA 501(c)(3) Line 10 NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 NDC SUPPORT I INC one battery park plaza suite 710 New york NY 10004 134156877 Assist Gov/Housing NY 501(c)(3) Line 12a, I NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 NDC HOUSING & ECONOMIC DEVELOPMENT CORPORATION one battery park plaza suite 710 New york NY 10004 112933129 Assist Gov/Housing VA 501(c)(3) Line 10 NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 KINGSBOROUGH HOUSING DEVELOPMENT FUND COMPANY INC one battery park plaza suite 710 New york NY 10004 141734500 Housing NY 501(c)(3) Line 10 NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 Yonkers Larkin Garage Inc one battery park plaza suite 710 New york NY 10004 800730609 Assist Gov NY 501(c)(3) Line 10 NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 National Council For community Development one battery park plaza suite 710 New york NY 10004 136532871 Assist Gov NY 501(c)(3) Line 10 N/A 0 NDC Green Renewable Energy Enterprise Nexus one battery park plaza suite 710 New york NY 10004 273820841 economic development NY 501(c)(3) Line 10 NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 NDC RESOURCES One battery park plaza suite 710 New york NY 10004 460674188 Econ Dev/Housing/Assist Gov't DC 501(c)(3) Line 12a, I natIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 NDC CORPORATE EQUITY FUND III one battery park plaza suite 710 new york NY 10004 134071776 Low income housing NY N/A NDC CORPORATE EQUITY FUND IV one battery park plaza suite 710 new york NY 10004 134151268 Low income housing NY N/A NDC CORPORATE EQUITY FUND V one battery park plaza suite 710 new york NY 10004 134195127 Low income housing NY N/A NDC CORPORATE EQUITY FUND VI one battery park plaza suite 710 new york NY 10004 050585420 Low income housing NY N/A NDC CORPORATE EQUITY FUND VII one battery park plaza suite 710 new york NY 10004 203273264 Low income housing NY N/A NDC CORPORATE EQUITY FUND VIII one battery park plaza suite 710 new york NY 10004 261481355 Low income housing NY N/A NDC CORPORATE EQUITY FUND IX one battery park plaza suite 710 new york NY 10004 264226439 Low income housing NY N/A NDC CORPORATE EQUITY FUND X one battery park plaza suite 710 new york NY 10004 454281155 Low income housing NY N/A NDC CORPORATE EQUITY FUND XI one battery park plaza suite 710 new york NY 10004 462764258 Low income housing NY N/A NDC CORPORATE EQUITY FUND XIi one battery park plaza suite 710 new york NY 10004 473762588 low income housing NY N/A NDC CORPORATE EQUITY FUND XIii one battery park plaza suite 710 new york NY 10004 813113490 low income housing NY N/A Community Development Group Holt one battery park plaza suite 710 New York NY 10004 201643188 economic development NY N/A C 0 Community Development Group Illinois Inc one battery park plaza suite 710 New York NY 10004 201644052 economic development NY N/A C 0 Community Development Group Kentucky Inc one battery park plaza suite 710 New York NY 10004 133555220 economic development NY N/A C 0 Community Development Group Renewable Energy one battery park plaza suite 710 New York NY 10004 262989445 economic development NY N/A C 0 Community Development Group Walla Walla Inc one battery park plaza suite 710 New York NY 10004 133615889 economic development NY N/A C 0 Community Development Investor Brooklyn one battery park plaza suite 710 New York NY 10004 461534076 economic development NY N/A C 0 Community Development Group III INC one battery park plaza suite 710 New York NY 10004 203673695 economic development NY N/A C 0 0 0 1 0 1 0 0 0 0 0 0 0 1 1 1 1 0 0 0