2015-08-11T18:28:04-05:00 2014-12-31 946214841 ARMANINO LLP 50 W SAN FERNANDO ST 500 SAN JOSE CA 95113 990 2014-01-01 680419182 LIVERMORE VALLEY PERFORMING ARTS CENTER LIVE 9253736100 2400 FIRST STREET LIVERMORE CA 94550 HENRY HUFF TREASURER 9253736100 2015-08-10 1 LAWRENCE S KUECHLER P00233621 4082006400 2015-08-10 2014 2016-04-25 22:37:26Z HENRY HUFF 2400 FIRST STREET LIVERMORE CA 94550 25585562 0 X WWW.LIVERMOREPERFORMINGARTS.ORG X 1998 CA TO ESTABLISH AND OPERATE A WORLD-CLASS PERFORMING ARTS CENTER IN THE TRI-VALLEY. 18 15 59 160 0 0 1811716 5986071 1313702 1489957 -8832761 11424851 48527 6422127 -5658816 25323006 0 0 0 0 1034033 944879 52632 70600 368500 3192532 2751522 4279197 3767001 -9938013 21556005 21810006 23608902 24177963 4420854 -2367957 19188048 X THE MISSION OF LVPAC IS TO OFFER A BROAD RANGE OF ARTS OPPORTUNITIES AND EXPERIENCES TO ENGAGE IN OUR DIVERSE COMMUNITY. 0 1 2976680 1450205 LIVERMORE VALLEY PERFOMING ARTS CENTER (LVPAC) OPERATE THE BANKHEAD THEATER SERVES AS HOME FOR MANY OF THE AREA'S FINEST PERFORMING ARTS ORGANIZATIONS. THESE INCLUDE DEL VALLE FINE ARTS, THE LIVERMORE VALLEY OPERA, THE LIVERMORE-AMADOR SYMPHONY, VALLEY DANCE THEATER, TRI-VALLEY REPERTORY THEATER, LIVERMORE SCHOOL OF DANCE, LAMPLIGHTERS MUSIC THEATRE, RAE DOROUGH SPEAKERS SERIES AND THE PACIFIC CHAMBER SYMPHONY. THE BOTHWELL ARTS CENTER AND DOWNTOWN ART STUDIOS FUNCTION AS INCUBATOR SPACES AND PROVIDES STUDIOS, CLASSROOMS, PERFORMANCE, AND REHEARSAL SPACE FOR MANY OF THE CITY'S ARTS ORGANIZATIONS AND ARTISTS.LVPAC PROVIDES THE BANKHEAD ON A RENTAL BASIS TO BOTH RESIDENT AND VISITING PERFORMANCE COMPANIES, AND FUNCTIONS AS A PRESENTER IN ITS OWN RIGHT, BRINGING TO LIVERMORE ARTISTS OF NATIONAL AND INTERNATIONAL STATURE. FINALLY, LVPAC PROVIDES STUDENT MATINEE PERFORMANCES AND ARTISTS' CLASSROOM WORKSHOPS FOR SCHOOL CHILDREN ACROSS THE TRI-VALLEY.DURING 2014, OVER 170 PUBLIC EVENTS TOOK PLACE IN THE BANKHEAD THEATER; MORE THAN 60,000 ATTENDEES ENJOYED PERFORMANCES BY SUCH ATTRACTIONS AS THE LIVERMORE VALLEY OPERA, CALIFORNIA THEATRE CENTER, TRI-VALLEY REPERTORY THEATRE, THE LIVERMORE-AMADOR SYMPHONY, VALLEY DANCE THEATER, THE CAPITOL STEPS, WALLIN' JENNYS, PAULA POUNDSTONE, MENOPAUSE THE MUSICAL, JAKE SHIMABUKURO, AND THE OLATE DOGS. LVPAC AGAIN HOSTED ITS ANNUAL ARTWALK FESTIVAL, WHICH BROUGHT VISITORS TO DOWNTOWN LIVERMORE. A CORNERSTONE OF LIVERMORE'S DOWNTOWN REVITALIZATION, THE LIVERMORE VALLEY PERFORMING ARTS CENTER AND THE BANKHEAD THEATER PLAY A VIBRANT ROLE IN THE CULTURAL AND ECONOMIC LIFE OF THE CITY OF LIVERMORE AND THE SURROUNDING TRI-VALLEY REGION. 89690 54122 LVPAC ALSO OPERATES THE BOTHWELL ARTS CENTER, A MULTI-PURPOSE FACILITY FOR THE SUPPORT OF LOCAL VISUAL AND PERFORMING ARTISTS AND ORGANIZATIONS, UNDER A LEASE AGREEMENT WITH THE LIVERMORE AREA RECREATION AND PARK DISTRICT. THE BOTHWELL ARTS CENTER SERVES AS AN ARTS INCUBATOR, OFFERING AFFORDABLE AND RENTABLE CLASSROOM, REHEARSAL, PERFORMANCE, EVENT AND STUDIO RENTAL SPACE FOR ARTIST, MUSICIANS, THEATRICAL, ACTING, CHORAL, AND OTHER INDIVIDUALS AND GROUPS WITH A CULTURAL ARTS FOCUS. THE DOWNTOWN ARTS STUDIOS, A REFURNISHED COMMERCIAL BUILDING OWNED BY THE CITY OF LIVERMORE, PROVIDES STUDIO SPACE FOR LOCAL VISUAL ARTISTS.10,500 PEOPLE PARTICIPATED IN OR ATTENDED THESE EVENTS. 6342606 IN 2011 THE ORGANIZATION STARTED DESIGN WORK FOR A 2,000 SEAT REGIONAL PERFORMING ARTS THEATER. HOWEVER, IN 2012 A MAJOR FUNDING SOURCE FOR THE ORGANIZATION DISSOLVED. THE LOSS OF THIS FUNDING ULTIMATELY MADE IT IMPOSSIBLE FOR THE THEATER TO BE COMPLETED. IN 2014, IN RESPONSE TO THE PROSPECTIVE FUNDING LOSS, LVPAC RESTRUCTURED AND RETIRED ITS EXISTING DEBT, INCLUDING A CANCELLATION OF $7,500,000, OFFSET BY RELATED LEGAL AND CLOSING COST OF $552,487 AND BOND ISSUANCE COST WRITE OFF OF $604,907. 3066370 1 1 0 0 0 0 0 0 0 0 1 0 0 1 1 1 1 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 0 0 0 0 0 0 0 1 15 0 59 1 0 0 0 0 0 1 1 0 0 0 0 X 18 15 0 1 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 CA X X REANNA BRADFORD 9253736100 2400 FIRST STREET LIVERMORE CA 94550 PHILIP R WENTE CHAIRMAN 1.00 X X 0 0 0 JOAN K SEPPALA PRESIDENT 1.00 X X 0 0 0 DENISE WATKINS VICE PRESIDENT 1.00 X X 0 0 0 HENRY HUFF FROM 062014 TREASURER 1.00 X X 0 0 0 MICHAEL BOCCHICCHIO TO 022014 TREASURER 1.00 X X 0 0 0 JEANETTE KING SECRETARY 1.00 X X 0 0 0 NANCY BANKHEAD DIRECTOR 1.00 X 0 0 0 MICHAEL W FABER TO 012014 DIRECTOR 1.00 X 0 0 0 CHRIS GRANT TO 042014 DIRECTOR 1.00 X 0 0 0 RO KHANNA TO 082014 DIRECTOR 1.00 X 0 0 0 STEVE KING DIRECTOR 1.00 X 0 0 0 JOSEPH MADDEN DIRECTOR 1.00 X 0 0 0 LAYNE MARCEAU DIRECTOR 1.00 X 0 0 0 THOMAS REITTER TO 122014 DIRECTOR 1.00 X 0 0 0 DONNA WILCOX DIRECTOR 1.00 X 0 0 0 DALE KAYE DIRECTOR 1.00 X 0 0 0 AARON ORTIZ DIRECTOR 1.00 X 0 0 0 JEAN SHULER DIRECTOR 1.00 X 0 0 0 DAVE ACKERMAN FROM 082014 DIRECTOR 1.00 X 0 0 0 JUDGE MARK EATON FROM 072014 DIRECTOR 1.00 X 0 0 0 CHARLES HARTWIG FROM 072014 DIRECTOR 1.00 X 0 0 0 BARRY RUSSELL FROM 082014 DIRECTOR 1.00 X 0 0 0 LEE YOUNKER FROM 082014 DIRECTOR 1.00 X 0 0 0 SCOTT KENISON FROM 122014 EXECUTIVE DIRECTOR 40.00 X 5385 0 0 REANNA BRADFORD FINANCE MANAGER 40.00 X 65408 0 0 DAVID HYSLOP TO 092014 INTERIM EXECUTIVE DIRECTOR 20.00 X 98400 0 0 EDUARDO ESTRADA FROM 102014 INTERIM EXECUTIVE DIRECTOR 40.00 X 74314 0 129 243507 0 129 0 0 0 0 CARR MCCLELLAN INGERSOLL THOMPSON & HORN PO BOX 513 BURLINGAME CA 940110513 LEGAL SERVICES 334017 1 86653 3255265 2644153 156126 5986071 THEATER REVENUE 711110 1435835 1435835 BOTHWELL STUDIO 711110 54122 54122 1489957 11816 11816 17749 0 17749 17749 17749 11413135 100 0 -100 11413135 11413035 11413035 211896 86653 211896 0 5000 1000 4000 4000 92962 49560 43402 43402 NET CANCELLATION OF DEBT 900099 6342606 6342606 MISC REFUNDS 900099 14370 14370 6356976 25323006 7846933 0 11490002 145236 79828 65408 590995 472378 841 117776 137015 112507 10307 14201 71633 53725 6447 11461 98400 49200 29520 19680 106145 47817 58328 47472 47472 70600 70600 126808 29920 61690 35198 184246 184246 209276 185782 11596 11898 74037 62931 5553 5553 128642 123496 2573 2573 54400 17715 15722 20963 34644 33258 693 693 808548 800214 4167 4167 ARTIST PAYMENTS 581686 581686 LOAN FEES 130573 127309 1554 1710 FACILITY & EQUIPMENT 79499 79499 BAD DEBT EXPENSE 52027 52027 35119 24859 10260 3767001 3066370 332131 368500 498731 325099 4920 4939 1737940 1438631 3008 1980 7696 28436 24201806 6064979 18927944 18136827 629767 3672990 21810006 23608902 505227 653794 202736 308636 22470000 0 125000 1135366 875000 875000 0 1448058 24177963 4420854 X -4725761 16948610 1617804 1499438 740000 740000 -2367957 19188048 21810006 23608902 X 21556005 0 X 0 1 X 1 0 X 1544566 1949765 1177223 1811716 5986071 12469341 1544566 1949765 1177223 1811716 5986071 12469341 2787538 9681803 5887 15901 17712 16363 29565 85428 62881 4741 11293 4904 6356976 6440795 18995564 7191916 0.50970 0.69780 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 740000 740000 22561245 5451370 17109875 21729 20550 1179 151614 142027 9587 727218 451032 276186 18136827 STATE OF CALIFORNIA SETTLEMENT RECEIVABLE 3672990 3672990 PRESENT VALUE OF PURCHASE OPTION 1448058 1448058 X 25519152 146586 146586 25372566 -49560 -49560 25323006 3963147 146586 49560 196146 3767001 0 3767001 PART X, LINE 2: ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN THE UNITED STATES OF AMERICA PROVIDE ACCOUNTING AND DISCLOSURE GUIDANCE ABOUT POSITIONS TAKEN BY AN ORGANIZATION IN ITS TAX RETURNS THAT MIGHT BE UNCERTAIN. MANAGEMENT HAS CONSIDERED ITS TAX POSITIONS AND BELIEVES THAT ALL OF THE POSITIONS TAKEN BY THE CENTER IN THEIR FEDERAL AND STATE EXEMPT ORGANIZATION TAX RETURNS ARE MORE LIKELY THAN NOT TO BE SUSTAINED UPON EXAMINATION. THE CENTER'S FILES INFORMATION RETURNS IN THE U.S. FEDERAL JURISDICTION AND STATE OF CALIFORNIA. THE CENTER'S FEDERAL RETURNS FOR THE TAX YEARS 2011 AND BEYOND REMAIN SUBJECT TO POSSIBLE EXAMINATION BY THE INTERNAL REVENUE SERVICE. THE CENTER'S CALIFORNIA RETURNS FOR THE TAX YEARS 2010 AND BEYOND REMAIN SUBJECT TO POSSIBLE EXAMINATION BY THE FRANCHISE TAX BOARD. PART XI, LINE 4B - OTHER ADJUSTMENTS: CONCESSIONS EXPENSE -49,560. PART XII, LINE 2D - OTHER ADJUSTMENTS: CONCESSIONS EXPENSE 49,560. X X X X X X X 1 ESSEX & DRAKE FUND RAISING COUNSEL 1202 UNIVERSITY AVE SAN JOSE CA 95126 FUNDRAISING CONSULTANTS - SEE PART IV 0 0 70600 0 70600 CA LOBSTER CLAMBAKE 283901 82873 201028 6668 39503 37181 3000 100041 ARTWALK 12926 2250 10676 28 123 5177 2 1722 1530 192 363 875 3833 15104 298549 86653 211896 7031 40406 41137 3000 120322 211896 0 SCHEDULE G, PART I, LINE 2B ESSEX & DRAKE FUND RAISING COUNSEL PROVIDES ONLY FUNDRAISING CONSULTING TO THE ORGANIZATION. ESSEX & DRAKE FUND RAISING COUNSEL WILL NOT AT ANY TIME SOLICIT FUNDS, ASSETS, OR PROPERTY FOR CHARITABLE PURPOSES AND WILL NOT RECEIVE OR CONTROL FUND, ASSETS, OR PROPERTY SOLICITED FOR CHARITABLE PURPOSES. THEREFORE NO REVENUE WAS DIRECTLY DERIVED AND IDENTIFIABLE FROM THE SERVICE PROVIDED BY ESSEX & DRAKE FUND RAISING COUNSEL. DENISE WATKINS BOARD VICE PRESIDENT TO SUPPORT GENERAL OPERATIONS X 125000 127764 0 1 1 NANCY BANKHEADFALLON ENTERPRISES BOARD MEMBER TO SUPPORT GENERAL OPERATIONS X 1000000 1007602 0 0 1 1135366 JOAN SEPPALA MEMBER OF THE BOARD 30372 "THE INDEPENDENT", A NEWSPAPER OWNED BY JOAN SEPPALA (PRESIDENT) PROVIDED $30,372 WORTH OF NEWSPAPER ADVERTISEMENTS. 0 DAVID HYSLOP INTERIM EXECUTIVE DIRECTOR 98400 THE CENTER CONTRACTED WITH HYSLOP & ASSOCIATES TO PROVIDE MANAGEMENT SERVICES TO THE ORGANIZATION. DAVID HYSLOP, WHO IS AN EMPLOYEE OF HYSLOP & ASSOCIATES, WORKED AS THE INTERIM EXECUTIVE DIRECTOR FOR THE CENTER. IN TURN THE CENTER PAID HYSLOP & ASSOCIATES FEES FOR SERVICES PROVIDED. TOTAL FEES PAID FOR 2014 WAS $98,400. 0 X 2 34832 FMV X AUCTION ITEMS 138 93133 FMV X SPECIAL EVENT SUPPLIES 3 20969 COST X SUPPLIES 7 7192 COST 0 0 1 0 PART I, COLUMN (B): THE NUMBER OF CONTRIBUTIONS REPRESENTS THE NUMBER OF DONATED ITEMS. FORM 990, PART III, LINE 3 IN 2013 THE ORGANIZATION REMOVED THE REGIONAL THEATER FROM PROGRAM SERVICES DUE TO A LACK OF FUNDING. HOWEVER, IN 2014, THE ORGANIZATION RECEIVED INCOME IN RELATION TO THIS PROGRAM. SEE DESCRIPTION ON 4C. FORM 990, PART VI, SECTION A, LINE 3 THE CENTER CONTRACTED WITH HYSLOP & ASSOCIATES TO PROVIDE MANAGEMENT SERVICES TO THE ORGANIZATION. DAVID HYSLOP, OF HYSLOP & ASSOCIATES, WORKED AS THE INTERIM EXECUTIVE DIRECTOR FROM JANUARY THROUGH SEPTEMBER 30, 2014. TOTAL FEES PAID TO HYSLOP & ASSOCIATES FOR 2014 WERE $98,400. FORM 990, PART VI, SECTION B, LINE 11 FORM 990 IS PREPARED BY THE ORGANIZATION'S AUDIT FIRM AND STAFF, REVIEWED BY THE BOARD FINANCE COMMITTEE AND APPROVED BY THE BOARD OF DIRECTORS PRIOR TO SUBMISSION TO THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C EACH DIRECTOR AND OFFICER ANNUALLY SIGNS A STATEMENT THAT AFFIRMS THAT THEY HAVE RECEIVED A COPY OF THE ORGANIZATION'S CONFLICT OF INTEREST POLICY, HAS READ AND UNDERSTAND THE POLICY AND WILL COMPLY WITH IT. THE ORGANIZATION'S EXECUTIVE DIRECTOR MONITORS THE ORGANIZATION'S ACTIVITIES AND TRANSACTIONS THAT COME BEFORE THE BOARD FOR ANY POTENTIAL CONFLICT OF INTEREST IN ORDER TO ENSURE COMPLIANCE WITH EXISTING POLICIES. FORM 990, PART VI, SECTION B, LINE 15 THE PROCESS FOR DETERMINING COMPENSATION OF THE ORGANIZATION'S CEO, EXECUTIVE DIRECTOR OR TOP MANAGEMENT OFFICIALS REQUIRES COMPARABILITY DATA AND OUTSIDE RESEARCH. THE COMPENSATION IS APPROVED BY THE BOARD. FORMAL REVIEWS FOR THE EXECUTIVE DIRECTOR AND FINANCE MANAGER HAVE NOT BEEN COMPLETED AS YET. FORM 990, PART VI, SECTION C, LINE 19 LVPAC MAKES ITS GOVERNMENT DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART IX: DURING 2014 LVPAC ENTERED INTO A FOUR PARTY AGREEMENT WHEREBY IT WAS ABLE TO RESTRUCTURE AND ELIMINATE ITS BOND DEBT. LPAVC'S BANKHEAD THEATER WAS CONSTRUCTED PURSUANT TO A SERIES OF AGREEMENTS BETWEEN THE CITY OF LIVERMORE, THE REDEVELOPMENT AGENCY OF THE CITY OF LIVERMORE AND LVPAC. THE DEVELOPMENT OF THE BANKHEAD THEATER WAS FINANCED IN 2006 BY HAVING THE CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY ("CSCDA") ISSUE BONDS IN THE AMOUNT OF $23,830,000 ON BEHALF OF LVPAC. THE BALANCE OF THE BONDS AT DECEMBER 31, 2013 WAS $22,470,000. LVPAC ALSO INCURRED CONSTRUCTION COSTS OF $6,619,136 AS OF DECEMBER 31, 2013 FOR THE DESIGN AND DEVELOPMENT OF A 2000-SEAT (REGIONAL) THEATER. TO FINANCE THE PROJECT THROUGH THE REDEVELOPMENT AGENCY, THE CENTER ALSO INCURRED BOND ISSUANCE COSTS OF $2,216,069 AS OF DECEMBER 31, 2013. IN 2012 THE REDEVELOPMENT AGENCIES WERE DISSOLVED BY THE STATE OF CALIFORNIA. THIS DISSOLUTION NEGATIVELY AFFECTED THE DEVELOPMENT AND OPERATION OF THE REGIONAL THEATER AS WELL AS LVPAC'S FINANCIAL PLAN FOR THE OPERATION OF THE BANKHEAD THEATER. THE CENTER FILED LITIGATION AGAINST THE STATE OF CALIFORNIA BUT THE COURT RULED AGAINST LVPAC. IN 2013 LVPAC DETERMINED THAT IT WOULD NOT BE ABLE TO PROCEED WITH THE PROJECT AND FULLY RESERVED THE REGIONAL THEATER ASSETS. IN 2014, FACED WITH THE INABILITY TO PAY OFF THE EXISTING BOND DEBT, LVPAC NEGOTIATED A SETTLEMENT WITH THE BANNK, THAT HAD ISSUED THE LETTER OF CREDIT THAT SUPPORTED THE BOND DEBT, AND THE CITY OF LIVERMORE. DURING THE YEAR ENDED DECEMBER 31, 2014, AS PART OF THIS SETTLEMENT, LVPAC ASSIGNED ALL FUTURE HOST COMMUNITY IMPACT ACCOUNT FEES (HCIAF) TO THE CITY OF LIVERMORE IN EXCHANGE FOR A PAYMENT OF $9,200,000 TOWARDS LVPAC'S BOND DEBT AND TRANSFERRED OWNERSHIP OF THE BANKHEAD THEATER TO THE CITY OF LIVERMORE. IN SEPTEMBER 2014, LVPAC SETTLED ITS LITIGATION WITH THE STATE OF CALIFORNIA AND RECEIVED A GROSS SETTLEMENT OF $3,750,000. ACCORDING TO THE AGREEMENT, LVPAC WILL RECEIVE ESTIMATED PAYMENTS ON THE SETTLEMENT OF $1,500,000 IN EACH OF THE YEARS ENDING DECEMBER 31, 2015 AND DECEMBER 31, 2016 AND $750,000 IN THE YEAR ENDING DECEMBER 31, 2017.