2016-05-12T09:07:55-05:00 2015-06-30 570381582 ELLIOTT DAVIS DECOSIMO LLCPLLC 1901 MAIN STREET SUITE 900 COLUMBIA SC 29201 990 2014-07-01 576026593 UNIVERSITY OF SC DEVELOPMENT FOUNDATION UNIV 8037771466 1027 BARNWELL STREET COLUMBIA SC 292083400 RUSSELL MEEKINS EXECUTIVE DIRECTOR 8037771466 2016-05-11 1 DENISE P HILL CPA P00046615 8032560002 2014 2016-08-17 19:52:53Z RUSS MEEKINS 1027 BARNWELL STREET COLUMBIA SC 29208 8432887 0 X WWW.SC.EDU/FOUNDATIONS/DEVELOPMENT X 1965 SC TO ACQUIRE PROPERTY IN ACCORDANCE WITH THE NEEDS OF THE UNIVERSITY OF SOUTH CAROLINA 19 18 0 19 -50991 -50991 818111 1186837 0 0 3758849 -2236425 1285841 1031083 5862801 -18505 0 0 0 0 260726 310570 0 0 0 3137688 1227004 3398414 1537574 2464387 -1556079 79576730 126604285 37257913 89217826 42318817 37386459 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 1098166 91373 TO ACQUIRE REAL AND PERSONAL PROPERTY TO MEET THE NEEDS OF THE UNIVERSITY OF SOUTH CAROLINA 1098166 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 0 0 0 0 1 1 0 0 0 1 1 1 1 0 0 1 16 0 0 0 0 0 0 0 1 1 0 0 0 0 X 19 18 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 1 1 SC X X RUSS MEEKINS 8037770201 1027 BARNWELL STREET COLUMBIA SC 29208 JOSEPH C REYNOLDS CHAIR 2.00 X X 0 0 0 WILLIAM C HAMMETT JR VICE CHAIR 1.00 1.00 X X 0 0 0 M ELIZABETH CRUM SECRETARY/TREASURER 0.30 X X 0 0 0 JAMES W CANTEY JR CHAIR EMERITUS 2.00 X 0 0 0 HERBERT C ADAMS MEMBER 0.30 X 0 0 0 STEPHEN K BENJAMIN MEMBER 1.00 X 0 0 0 MARK W BUYCK JR MEMBER 0.50 10.00 X 0 0 0 WILLIAM W DOAR JR MEMBER 1.00 1.00 X 0 0 0 JOHN W FIELDS MEMBER 0.60 X 0 0 0 STAN F GIBSON MEMBER 0.30 X 0 0 0 PAUL S GOLDSMITH MEMBER 1.00 X 0 0 0 STAN HARPE MEMBER 0.30 X 0 0 0 ROBERT R HILL JR MEMBER 1.00 X 0 0 0 S ALAN MEDLIN MEMBER 1.00 50.00 X 0 207115 0 PAGE MORRIS MEMBER 2.00 X 0 0 0 EVERETTE H NEWMAN MEMBER 1.00 X 0 0 0 AUSTIN M SHEHEEN JR MEMBER 0.30 X 0 0 0 THOMAS E SUGGS MEMBER 0.30 X 0 0 0 DR SUSIE H VANHUSS MEMBER 1.50 4.00 X 0 0 0 RUSSELL H MEEKINS EXECUTIVE DIRECTOR 25.00 15.00 X 0 203924 43500 KIMBERLY H ELLIOTT FOUNDATION CFO 10.00 30.00 X 0 172343 46265 SUSAN B SMITH CHIEF OPERATING OFFICER 10.00 25.00 X 0 149759 39474 0 733141 129239 0 0 1 0 NEW SOUTH CONSTRUCTION PO BOX 77618 ATLANTA GA 30357 BUILDING CONSTRUCTION 9554972 AYERSSAINTGROSS 1040 HULL ST SUITE 100 BALTIMORE MD 21230 ARCHITECTURAL SERVICES 743956 ICA ENGINEERING 2550 IRVIN COBB DRIVE PADUCAH KY 42003 ENGINEERING 372729 HOLDER PROPERTIES 3300 CUMBERLAND BLVD SUITE 200 ATLANTA GA 30339 DEVELOPMENT/PROJECT MGT 354765 ARMSTRONG & JOHNSON PROTECTION CONTRACTO 1939 UNIVERSITY PARKWAY AIKEN SC 29801 FIRE SPRINKLER SYSTEMS 168875 5 1186837 78759 1186837 422301 422301 990701 0 990701 990701 990701 2007508 3785158 0 8451392 2007508 -4666234 -2658726 -2658726 OTHER INCOME - USC DF - WEST, LLC 531390 60600 60600 MISCELLANEOUS 900099 30773 30773 NET LOSS IN HOTEL ASSOCIATES, LLC 721110 -50991 -50991 40382 -18505 91373 -50991 -1245724 X 310570 47292 263278 22903 22050 853 35625 35625 37392 1822 35570 134179 128690 5489 40577 36193 4384 2502 1287 1215 11882 6210 5672 356429 356429 172797 172797 86704 37680 49024 EQUIPMENT / OFFICE FURN 101895 101895 REAL ESTATE TAXES 87029 87029 MAINTENANCE AND REPAIRS 55508 50968 4540 DUES 29638 29608 30 51944 18216 33728 1537574 1098166 439408 0 2639662 1898945 2183627 2280315 341707 204709 0 4674 61771166 1293294 14263899 60477872 31387655 35897932 28631363 25305723 128817 534115 79576730 126604285 2808653 6399841 0 296708 11596180 54957968 442682 19563616 21250076 3289464 5870551 37257913 89217826 X 15635099 9192519 23317790 24828012 3365928 3365928 42318817 37386459 79576730 126604285 X -1556079 -3454285 78006 X 0 1 X 1 0 X X 1 UNIVERSITY OF SOUTH CAROLINA 576001153 5 1 1567998 0 1 1567998 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 26957594 1200 1109107 0 239348 27828553 22655668 1200 4897900 382467 214707 26957594 19651443 2400 3487146 308640 176681 22655668 20435411 17139 -367785 273059 160263 19651443 16736526 1200 4108141 254594 155862 20435411 0.85270 0.12100 0.02630 0 0 3653392 3653392 6117927 1204577 4913350 107329 88717 18612 51892518 51892518 60477872 REAL ESTATE HELD FOR INVESTMENT 25305723 F 25305723 DEFICIT IN USC HOTEL ASSOCIATES 1607742 INTEREST RATE SWAP 4262809 5870551 X 3861632 -894527 108430 -786097 4647729 -4666234 -4666234 -18505 11426330 9888756 9888756 1537574 0 1537574 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 $442,682 AS OF 6-30-15 FOR SODEXHO SERVICES THAT ARE BEING USED TO CONSTRUCT THE INTERIOR OF A STUDENT DINING FACILITY THAT WILL BE 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, 2015, 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 96,688. NET LOSS FROM USCINNOVATIONS, LLC WHICH FILES A SEPARATE RETURN -54. NET DIFFERENCE IN BOOK LOSS VERSUS SCHEDULE K-1 LOSS FOR USC HOTEL ASSOCIATE 11,796. PART XI, LINE 4B - OTHER ADJUSTMENTS: LOSS ON REAL ESTATE INVESTMENT RECLASSIFIED TO REVENUE ON PAGE 9 -4,666,234. PART XII, LINE 2D - OTHER ADJUSTMENTS: LOSS ON REAL ESTATE INVESTMENT RECLASSIFIED TO REVENUE ON PAGE 9 4,666,234. LOSS ON INVESTMENT IN SUBSIDIARIES 2,632,340. UNREALIZED LOSS ON INTEREST RATE SWAPS - USC DF - WEST CAMPUS, LLC 2,825,007. UNREALIZED GAIN ON INTEREST RATE SWAPS - USC HOTEL ASSOCIATES, LLC -265,249. NET LOSS FROM WHEELER HILL, LLC WHICH FILES A SEPARATE RETURN 30,424. X X X X 0 0 0 0 0 0 0 0 0 S ALAN MEDLIN MEMBER 0 207115 0 0 0 0 0 0 0 0 0 207115 0 0 DR SUSIE H VANHUSS MEMBER 0 0 0 0 0 0 0 0 0 0 0 0 RUSSELL H MEEKINS EXECUTIVE DIRECTOR 0 203924 0 0 0 0 0 32301 0 11199 0 247424 0 0 KIMBERLY H ELLIOTT FOUNDATION CFO 0 172343 0 0 0 0 0 28138 0 18127 0 218608 0 0 SUSAN B SMITH CHIEF OPERATING OFFICER 0 149759 0 0 0 0 0 24508 0 14966 0 189233 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, AN UNRELATED ORGANIZATION. MR. MEEKINS RECEIVED A TOTAL OF $274,424 FROM USC. MRS. ELLIOTT RECEIVED A TOTAL OF $218,608 FROM USC. MRS. SMITH RECEIVED A TOTAL OF $189,233 FROM USC. THE FOUNDATION ALONG WITH THE UNIVERSITY OF SOUTH CAROLINA EDUCATIONAL FOUNDATION, A RELATED PARTY, REIMBURSED USC 100% OF THESE COSTS. A UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION 576026593 2010-12-31 19135000 TO ACQUIRE REAL ESTATE AND TO REFUND BONDS ISSUED IN 2000 AND 2001. 0 0 0 B USC DF - WEST CAMPUS LLC 2014-07-01 88065000 TO FINANCE THE CONSTRUCTION OF A DORMITORY PROJECT 0 1 0 A 7868926 19135000 199441 2012 1 0 1 1 B 88065000 341803 0 0 0 0 B 1 0 0 0 0 0 0 A 0 0 0 0 1 0 0 0 0 B 0 0 0 0 1 0 0 0 0 A 0 WELLS FARGO A FOUNDATION BOARD MEMBER IS A COMMERCIAL BANKING EXECUTIVE FOR WELLS FARGO 11266074 WELLS FARGO IS THE PURCHASER OF THE FOUNDATION'S ECONOMIC DEVELOPMENT REVENUE BONDS (JEDA BONDS) ISSUED DECEMBER 2010. THE AMOUNT LISTED IN COLUMN C IS THE OUTSTANDING LIABILITY AMOUNT AT THE END OF 6-30-15. 0 CATAWBA PROPERTIES LLC A FORMER BOARD MEMBER'S COMPANY WAS PAID REAL ESTATE COMMISSIONS 72500 A FORMER BOARD MEMBER'S COMPANY WAS PAID REAL ESTATE COMMISSIONS IN THE AMOUNT OF $72,500 RELATED TO THE PURCHASE OF A 298 ACRE PARCEL OF LAND THAT WAS PURCHASED IN A BANKRUPTCY PROCEEDING. 0 X 10 78759 FMV 0 1 0 FORM 990, PART VI, SECTION A, LINE 2 BOARD MEMBER, TOMMY SUGGS, IS AN EXECUTIVE WITH KEENAN SUGGS INSURANCE. SEVERAL BOARD MEMBERS ARE CLIENTS OF KEENAN SUGGS INSURANCE. FORM 990, PART VI, SECTION B, LINE 11 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 ESTABLISHIED 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 RENTAL: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 28,440. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 28,440. BANK FEES: PROGRAM SERVICE EXPENSES 2,636. MANAGEMENT AND GENERAL EXPENSES 4,515. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 7,151. TRANSFER EXPENSES: PROGRAM SERVICE EXPENSES 6,472. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 6,472. COMPUTER SOFTWARE: PROGRAM SERVICE EXPENSES 5,606. MANAGEMENT AND GENERAL EXPENSES 682. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 6,288. CONSTRUCTION COSTS: PROGRAM SERVICE EXPENSES 2,509. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 2,509. MISCELLANEOUS: PROGRAM SERVICE EXPENSES 511. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 511. ASSESSMENTS: PROGRAM SERVICE EXPENSES 482. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 482. GIFTS: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 91. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 91. FORM 990, PART XI, LINE 9: CHANGE IN PLEDGES RECEIVABLE 96,688. NET LOSS FROM USCINNOVATIONS, LLC WHICH FILES A SEPARATE RETURN -54. NET LOSS FROM WHEELER HILL, LLC WHICH FILES A SEPARATE RETURN -30,424. NET DIFFERENCE IN BOOK INCOME VERSUS SCHEDULE K-1 FROM USC HOTEL ASSOCIATES 11,796. 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. FORM 990, PAGE 12, PART XII, LINE 2C, RESPONSIBILITY OF AUDIT OVERSIGHT: THE FOUNDATION'S BOARD OF DIRECTORS OVERSEES THE AUDIT PROCESS. THE INN AT USC LLC 1027 BARNWELL STREET COLUMBIA SC 29208 GROUND LEASE TO USC HOTEL ASSOCIATES, LLC SC 208306 1789203 UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION CDRC LLC 1027 BARNWELL STREET COLUMBIA SC 29208 LAND/BLDG TO HOUSE USC CHILD DEVELOPMENT RESEARCH CENTER SC 197190 3819088 UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION WILLIAMS AT BLOSSOM LLC 1027 BARNWELL STREET COLUMBIA SC 29208 REAL ESTATE INVESTMENT SC 86718 3694412 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 -1229551 UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION DF - WEST CAMPUS LLC 1027 BARNWELL STREET COLUMBIA SC 29208 UNIVERSITY STUDENT HOUSING SC 60600 49828957 UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION UNIVERSITY OF SOUTH CAROLINA 1718 COLLEGE STREET COLUMBIA SC 29208 576001153 PUBLIC UNIVERSITY SC N/A 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 RELATED -50991 5868166 0 -618 0 WHEELER HILL DEVELOPMENT LLC 1027 BARNWELL STREET COLUMBIA SC 29208 204996416 REAL ESTATE DEVELOPMENT SC UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION C -30424 1667804 1.00000 0 USC INNOVATION LLC 1027 BARNWELL STREET COLUMBIA SC 29208 465676518 REAL ESTATE DEVELOPMENT SC UNIVERSITY OF SOUTH CAROLINA DEVELOPMENT FOUNDATION C -54 4195632 1.00000 0 0 0 0 0 1 0 0 0 0 0 1 0 0 1 1 1 1 1 1 USC HOTEL ASSOCIATES LLC J 208306 FAIR MARKET VALUE WHEELER HILL LLC D 1489080 FAIR MARKET VALUE