2015-04-02T13:57:01-05:00 2014-05-31 390859910 BAKER TILLY VIRCHOW KRAUSE LLP 777 E WISCONSIN AVENUE 32ND FLOOR MILWAUKEE WI 53202 990 2013-06-01 366008100 DAVID C COOK DAVI 7195360100 4050 LEE VANCE VIEW COLORADO SPRINGS CO 80918 SCOTT E MILLER COO 7195360100 2015-03-31 1 TROY E MARINE CPA P00187863 4147775500 2015-03-31 2013 2016-02-25 16:41:14Z SCOTT E MILLER 4050 LEE VANCE VIEW COLORADO SPRINGS CO 80918 57060123 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) TRUTH - 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 13 13 235 0 0 0 1603232 1240084 0 0 1011134 1092134 28538578 25678356 31152944 28010574 74276 87764 0 0 14523296 13832298 0 0 576309 18998062 17907533 33595634 31827595 -2442690 -3817021 134171973 129761561 50528022 45539784 83643951 84221777 X SEE SCHEDULE OTO 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) TRUTH - 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 0 0 23617473 13386219 CHRISTIAN RESOURCES: LEADING NONPROFIT PROVIDER OF GLOBAL CHRISTIAN RESOURCES INCLUDING BOOKS, SUNDAY SCHOOL CURRICULUM, MUSIC AND OTHER CHRISTIAN CONTENT. SUNDAY SCHOOL CURRICULUM: THE MISSION STATEMENT OF CHURCH MINISTRIES IS TO PARTNER WITH THE LOCAL CHURCH BY PROVIDING BIBLICAL PRODUCTS AND SERVICES THAT HELP THE CHURCH ACCOMPLISH ITS MISSION TO EVANGELIZE AND DISCIPLE THIS GENERATION FOR CHRIST. THIS PROGRAM PUBLISHES AND PRINTS BIBLE-BASED SUNDAY SCHOOL CURRICULUM. IN ADDITION, IT DEVELOPS AND DISTRIBUTES ADDITIONAL 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. THE PRODUCTS ARE SOLD THROUGH CHRISTIAN BOOKSTORES AND DIRECTLY TO CHURCHES.CHRISTIAN BOOK PUBLISHING: THE MISSION STATEMENT OF BOOK PUBLISHING IS TO ASSIST IN THE SPIRITUAL GROWTH OF EACH MEMBER OF THE FAMILY BY PRODUCING AND DISTRIBUTING CHRISTIAN PRODUCTS WHICH FOSTER SAVING FAITH, INCREASED UNDERSTANDING OF THE BIBLE, AND PROMOTE THE APPLICATION OF CHRISTIAN VALUES IN EVERYDAY LIFE. THE PRODUCTS, WHICH INCLUDE BOOKS, CD ROMS, GAMES, AND TOYS, EQUIP THE FAMILY TO REINFORCE THE SPIRITUAL GROWTH PROCESS THAT IS BEING INITIATED IN THE CHURCH. THE PRODUCTS ARE PRAYERFULLY CRAFTED TO FIT THEIR PRIME AUDIENCE AND ARE INSPIRATIONAL, FUN, CREATIVE, AND PROVIDE SOUND CHRISTIAN EDUCATION. THE PRODUCTS ARE SOLD THROUGH VARIOUS CHANNELS WHICH INCLUDE CHRISTIAN BOOKSTORES, RELIGIOUS AND GENERAL DISTRIBUTORS, AMERICAN BOOKSELLERS ASSOCIATION BOOKSTORES AND MINISTRIES. INTEGRITY MUSIC: DAVID C COOK PURCHASED INTEGRITY MUSIC IN JUNE OF 2011, BECOMING PART OF THE MUSIC MINISTRY WITH COOK'S ALREADY ESTABLISHED KINGSWAY OUT OF EASTBOURNE, ENGLAND. IN NOVEMBER OF 2011, BOTH ORGANIZATIONS BECAME ONE AND OPERATE UNDER THE WIDELY RECOGNIZED NAME OF INTEGRITY MUSIC. THE MISSION STATEMENT OF INTEGRITY MUSIC IS HELPING PEOPLE WORLDWIDE EXPERIENCE THE MANIFEST PRESENCE OF GOD. THIS PROGRAM IS DEDICATED TO MENTORING AND DEVELOPING SONGWRITERS WHO PRODUCE WORSHIP SONGS OF SUBSTANCE, THE VERY SORT OF SONGS THAT FEED THE CHURCH WITH A MESSAGE THAT CHANGES THE WORLD. IN ADDITION, INTEGRITY MUSIC PRODUCES PRODUCTS, WHICH INCLUDE CD'S, EP'S, LP'S, DVD'S, FROM WORSHIP LEADERS WHO EXPLORE AND ARTICULATE FAITH IN JESUS AS WELL AS WORDS THAT BUILD, INSPIRE AND INSTRUCT DISCIPLES. 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, AND SEE THE ROLE THAT SONGS PLAY IN HELPING STRENGTHEN, INSPIRE AND BUILD THE CHURCH. THE RESOURCES AND SONGS ARE AVAILABLE THROUGH VARIOUS CHANNELS (PHYSICAL AND DIGITAL) WHICH INCLUDE CHRISTIAN BOOKSTORES, DISTRIBUTORS, GENERAL MARKET RETAILERS, MINISTRIES AND DIRECT TO CONSUMERS THROUGH VARIOUS WEBSITES. 3937691 87764 3471348 GLOBAL MISSION: ONE OF THE MOST IMPORTANT ISSUES OF OUR TIME IS CHILDREN AROUND THE WORLD WHO ARE ORPHANED, ABANDONED, OR ABUSED. WHILE MANY GOOD PROGRAMS EXIST TO HELP THEM WITH PHYSICAL NEEDS LIKE FOOD, SHELTER AND EDUCATION, FAR TO LITTLE IS DONE TO ADDRESS THEIR SIGNIFICANT EMOTIONAL, SOCIAL, AND SPIRITUAL NEEDS. GLOBAL MISSION, THE INTERNATIONAL ARM OF DAVID C COOK, PROVIDES AN EXTENSIVE CHILDREN'S PROGRAM THAT CHURCHES, ORPHANAGES, AND OTHER GROUPS USE TO FOSTER INNER HEALING WITH CHILDREN WHO HAVE WOUNDED HEARTS. CURRENTLY, THESE PROGRAMS SERVE APPROXIMATELY 20 MILLION CHILDREN A YEAR. 27555164 1 1 0 0 0 1 0 0 0 1 1 0 1 1 1 1 0 1 0 1 1 0 1 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 1 0 0 1 1034 0 1 235 1 0 1 CA UK 0 0 0 1 1 0 0 0 0 0 0 0 X 13 13 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 IL MN MS PA SC TN WV X THE ORGANIZATION 7195360100 4050 LEE VANCE VIEW COLORADO SPRINGS CO 80918 MR RICHARD SATTERFIELD SECRETARY 5.00 X X 5500 0 0 MR WILLIAM JOHNSTON VICE-CHAIR 5.00 X X 5500 0 0 DR JEANETTE HSIEH TRUSTEE 5.00 X 5500 0 0 DR DAVID METCALF TRUSTEE 5.00 X 5500 0 0 MR DAVID ROGERS TRUSTEE 5.00 X 5500 0 0 MR JOSEPH KOCH CHAIRMAN 5.00 X X 6000 0 0 MR JOHN ROTE TRUSTEE 5.00 X 3000 0 0 DR DOUG SHAW TRUSTEE 5.00 X 3000 0 0 DR DAVID BAER TRUSTEE 5.00 X 3000 0 0 DR EDRIC GREEN TRUSTEE 5.00 X 3000 0 0 DR DENNIS JOHNSON TREASURER 5.00 X X 3500 0 0 MRS BETH GUCKENBERGER TRUSTEE 5.00 X 5500 0 0 MR BILL PEARCE TRUSTEE 5.00 X 2500 0 0 MR CRIS DOORNBOS CEO 40.00 X 432275 0 15891 MR SCOTT MILLER CHIEF OPERATING OFFICER 40.00 X 242440 0 9215 MR DANIEL RICH CHIEF PUBLISHING OFFICER 40.00 X 249299 0 15415 MR RYAN DUNHAM PRESIDENT, INTEGRITY MUSIC 40.00 X 237687 0 17465 MR LARRY GRIFFITH VP, DONOR RELATIONS 40.00 X 148013 0 11293 MR JOSEPH DUNNAGAN VP, MINISTRY ALLIANCE PUBLISHING 40.00 X 137785 0 9565 MRS VIRGINIA HAIRSTON VP, MARKETING 40.00 X 125889 0 7456 MR MIKE HASTINGS SR. DIR-ROYALTIES, LEGAL & 40.00 X 121316 0 11787 MR DONALD PAPE VP, TRADE PUBLISHING 40.00 X 121964 0 9107 MR ERIC THURMAN FORMER PRESIDENT, GLOBAL MISSION 40.00 X 202124 0 7047 MR RALPH GATES FORMER SR. VP - INTL MINIS 40.00 X 70000 0 0 2145792 0 114241 23 1 1 0 CLYDE & COMPANY 138 HOUNDSDITCH LONDON UK EC3A7AR PROFESSIONAL SERVICES/LEGAL 1223048 KYLE D IDLEMAN 9425 FLOYDSBURG RD LOUISVILLE KY 40245 AUTHOR 862750 HINSHAW & CULBERTSON LLP 8142 SOLUTIONS CENTER DRIVE CHICAGO IL 60677 LEGAL 680824 NATIONAL CHRISTIAN FOUNDATION PO BOX 524 ALPHARETTA GA 30009 AUTHOR 627019 SOUND OF THE NEW BREED LLC 4433 TOWN CENTER PL KINDWOOD TX 77339 MUSIC ROYALTIES 536018 38 1240084 25088 1240084 1093062 1093062 8820789 8820789 6832220 6833148 -928 -928 -928 38270376 22216401 16053975 16053975 MISCELLANEOUS REVENUE 900099 803592 803592 803592 28010574 16857567 0 9912923 65764 65764 22000 22000 1270952 517968 752984 10257054 8814409 1172929 269716 233397 192656 32842 7899 1236000 1039075 181003 15922 834895 709182 109113 16600 848531 650512 194684 3335 196022 41632 154390 38411 38411 2595700 2204109 263120 128471 2065197 2019893 21 45283 678839 582932 72747 23160 659529 633743 25114 672 1876 1876 700709 535828 162414 2467 1109167 778885 282995 47287 208745 205051 3244 450 995782 995782 5958112 5945467 12645 571201 397813 173388 PROGRAM DEVELOPMENT AND 716484 701613 904 13967 OTHER 563228 498974 63174 1080 31827595 27555164 3696122 576309 X 1016709 693498 3201567 5213431 5782 819 19828652 19016514 900486 795738 9867365 8470689 757536 750196 41707913 30933878 11848440 10774035 35509397 37816355 467849 516534 12162163 12162163 30995257 26770586 7610770 6781003 134171973 129761561 8612213 7829011 204142 293517 11600000 11600000 25000000 21428571 750000 500000 4361667 3888685 50528022 45539784 X 79804575 80070156 961456 1273701 2877920 2877920 83643951 84221777 134171973 129761561 X -3817021 3210832 1184015 X 0 1 X 1 0 X 841337 778257 1191791 1603232 1240084 5654701 33505533 37395698 42166690 43388944 38270376 194727241 1006755 1006755 35353625 38173955 43358481 44992176 39510460 201388697 26575 31658 19442 36529 29759 143963 492976 293976 190329 90342 71923 1139546 519551 325634 209771 126871 101682 1283509 200105188 2126733 2477205 9384101 10491767 9913851 34393657 2126733 2477205 9384101 10491767 9913851 34393657 34199 803592 837791 37480358 40651160 52742582 55518142 50227903 236620145 0.84570 0.86650 0.14540 0.12580 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: MISCELLANEOUS REVENUE - 2012 AMOUNT: $ 34,199. 2013 AMOUNT: $ 803,592. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1 42500 186885 1 1 29343147 800081 2952482 1919972 11077 31164661 26664198 373167 3735545 1416773 12990 29343147 28227214 764319 -897195 1422129 8011 26664198 24910897 395945 4535839 1608147 7320 28227214 23268979 420494 3406467 2177412 7631 24910897 0.88250 0.09240 0.02510 0 0 1463068 1463068 17250634 9265550 7985084 14096318 13429156 667162 8897893 8239172 658721 10774035 INVESTMENT IN SUBSIDIARIES 12162163 F 12162163 ROYALTY ADVANCES 6380272 EMPLOYEE ACCOUNTS RECEIVABLE 739 COVENANT NOT TO COMPETE 399992 6781003 ACCRUED PENSION COSTS 1320445 DEFERRED COMPENSATION 904493 ACCRUED RETIREE BENEFIT 42405 ANNUITY AND TRUST LIABILITY 1375921 CAPITAL LEASE OBLIGATION 131984 INTEREST RATE SWAP 113437 3888685 X 52634215 3210832 22216401 25427233 27206982 803592 803592 28010574 52056389 20228794 20228794 31827595 0 31827595 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, 2014 AND 2013. AT MAY 31, 2014 AND 2013, 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 2011. PART XI, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD 22,216,401. PART XI, LINE 4B - OTHER ADJUSTMENTS: MISCELLANEOUS INCOME REPORTED ON FORM 990, PART VIII 803,592. PART XII, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD 22,216,401. MISCELLANEOUS REVENUE INCLUDED ON PART VIII -803,592. ACTUARIAL CHANGE IN PENSION BENEFITS -312,790. FOREIGN CURRENCY EXCHANGE ADJUSTMENT -871,225. PART XII, LINE 4B - OTHER ADJUSTMENTS: FOREIGN CURRENCY EXCHANGE ADJUSTMENT 0 CENTRAL AMERICA/CARIBBEAN 0 0 PROGRAM SERVICES PROVISION OF MATERIALS 190662 EAST ASIA AND THE PACIFIC 0 1 PROGRAM SERVICES PRINTING/PROVISION OF MATERIALS 637543 MIDDLE EAST AND NORTH AFRICA 0 0 PROGRAM SERVICES PRINTING OF MATERIALS 21791 RUSSIA/INDEPENDENT STATES 0 0 PROGRAM SERVICES PRINTING OF MATERIALS 23650 SOUTH ASIA 1 1 PROGRAM SERVICES PRINTING/PROVISION OF MATERIALS 664892 SUB-SAHARAN AFRICA 0 1 PROGRAM SERVICES PROVISION OF MATERIALS 219934 SOUTH AMERICA 0 0 PROGRAM SERVICES PROVISION OF MATERIALS 195912 NORTH AMERICA 0 0 INVESTMENTS 720857 EUROPE 0 0 INVESTMENTS 11657840 1 3 0 0 1 3 2675241 11657840 14333081 SUPPORT MISSIONARIES VARIOUS 20 22000 0 0 1 0 1 0 X X 1 1 X X X X 1 1 0 0 0 0 0 1 0 MR CRIS DOORNBOS CEO 307901 0 105000 0 19374 0 8750 0 7141 0 448166 0 0 0 MR SCOTT MILLER CHIEF OPERATING OFFICER 175785 0 48522 0 18133 0 0 0 9215 0 251655 0 0 0 MR DANIEL RICH CHIEF PUBLISHING OFFICER 185450 0 44678 0 19171 0 8750 0 6665 0 264714 0 0 0 MR RYAN DUNHAM PRESIDENT, INTEGRITY MUSIC 176285 0 46620 0 14782 0 8750 0 8715 0 255152 0 0 0 MR LARRY GRIFFITH VP, DONOR RELATIONS 118599 0 27500 0 1914 0 5641 0 5652 0 159306 0 0 0 MR ERIC THURMAN FORMER PRESIDENT, GLOBAL MISSION 82512 0 39300 0 80312 0 6136 0 911 0 209171 0 0 0 PART I, LINE 1A TRAVEL FOR COMPANIONS - PER THE ORGANIZATION'S WRITTEN POLICY, 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. HEALTH OR SOCIAL CLUB DUES - SELECT EXECUTIVES RECEIVE A YEARLY MEMBERSHIP TO A HEALTH AND SOCIAL CLUB. AN AMOUNT IS ALSO TAXED FOR FICA ON EACH PAYCHECK FOR THE IMPACTED EMPLOYEES. PART I, LINES 4A-B ERIC THURMAN - $75,000 OF SEVERANCE RALPH GATES - $70,000 RECEIVED. PART I, QUESTION 4B: RALPH GATES RECEIVED A $70,000 DISTRIBUTION DURING THE YEAR. 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 1 25088 FMV 0 0 1 PART I, LINE 32B: STOCK CONTRIBUTIONS ARE RECEIVED, PROCESSED AND SOLD BY AN OUTSIDE INVESTMENT FIRM. FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 IS PREPARED BY A THIRD PARTY PREPARER. AN INTERNAL REVIEW OF THE 990 IS COMPLETED BY THE COO AND MANAGEMENT OF INTERNAL ACCOUNTING. 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. FORM 990, PART VI, SECTION B, LINE 12C EACH JANUARY, THE ASSISTANT SECRETARY TO THE BOARD DISTRIBUTES CONFLICT OF INTEREST FORMS TO EACH BOARD MEMBER AND EXECUTIVE. 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 NOVEMBER 2013. 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: 06/30/2016 REPAYMENT TERM: ANNUAL PRINCIPAL & MONTHLY INTEREST PAYMENTS SECURITY PROVIDED: ALL BUSINESS ASSETS PURPOSE OF LOAN: ACQUISITION OF INTEGRITY MUSIC, INC. BEGINNING BALANCE DUE.............$25,000,000 ENDING BALANCE DUE................$21,428,571 TOTAL BEGINNING MORTGAGES AND OTHER NOTES PAYABLE $25,000,000 TOTAL ENDING MORTGAGES AND OTHER NOTES PAYABLE $21,428,571 FORM 990, PART X - NOTES AND LOANS RECEIVABLE BORROWER: DAVID C COOK DISTRIBUTION CANADA LTD. ORIGINAL AMOUNT: $1,067,253 INTEREST RATE: 7.000000 DATE OF NOTE: 06/30/2008 MATURITY DATE: 04/30/2023 REPAYMENT TERMS: PAID IN MONTHLY INSTALLMENTS OF PRINCIPAL AND INT. BEGINNING BALANCE DUE...............$900,486 ENDING BALANCE DUE..................$795,738 TOTAL BEGINNING NOTES AND LOANS RECEIVABLE $900,486 TOTAL ENDING NOTES AND LOANS RECEIVABLE $795,738 FORM 990, PART XI, LINE 9: FOREIGN CURRENCY EXCHANGE ADJUSTMENT 871,225. ACTUARIAL CHANGE IN PENSION BENEFITS 312,790. KINGWAY COMMUNICATION LTD LOTTBRIDGE DROVE BN23 6NT EASTBOURN EAST SUSSEX UK WHLSLE CHRSTN LIT UK DAVID C COOK AND SUBSIDIARIES C 783380 14117400 1.00000 0 DAVID C COOK DISTRIBUTION CANADA LTD 55 WOODSLEE AVE N3L 3E5 PARIS ONTARIO CA WHLSLE CHRSTN LIT CA DAVID C COOK AND SUBSIDIARIES C 97544 5567429 1.00000 0 MUSIC THREE LIMITED LOTTBRIDGE DROVE BN23 6NT EASTBOURN EAST SUSSEX UK PUB/DIST MUSIC UK KINGWAY COMMUNICATION LTD C 1.00000 0 COOK CONSULTING AND COMMUNICATION SERVICES (INDIA) PRIVATE LIMITED B-1/402 DSK MADHUBAN ANDHERI KURL MUMBAI IN WHLSLE CHRSTN LIT IN DAVID C COOK AND SUBSIDIARIES 1.00000 0 1 0 0 1 1 0 1 0 0 0 0 1 0 0 0 0 0 0 0 DAVID C COOK DISTRIBUTION CANADA LIMITED A 58151 AMOUNT PAID DAVID C COOK DISTRIBUTION CANADA LIMITED A 57664 AMOUNT PAID KINGSWAY COMMUNICATIONS LIMITED D 8085701 LOAN AMOUNT DAVID C COOK DISTRIBUTION CANADA LIMITED D 904711 LOAN AMOUNT DAVID C COOK DISTRIBUTION CANADA LIMITED E 313686 LOAN AMOUNT KINGSWAY COMMUNICATIONS LIMITED G 213026 SALES PRICE DAVID C COOK DISTRIBUTION CANADA LIMITED G 574202 SALES PRICE KINGSWAY COMMUNICATIONS LIMITED L 489701 VALUE OF SERVICES DAVID C COOK DISTRIBUTION CANADA LIMITED L 328726 VALUE OF SERVICES