2013-04-11T15:54:56-05:00 2012-12-31 410746749 CLIFTONLARSONALLEN LLP 220 SOUTH SIXTH STREET SUITE 300 MINNEAPOLIS MN 55402 990 2012-01-01 911257237 GRAYWOLF PRESS GRAY 6516410077 250 THIRD AVENUE N NO 600 MINNEAPOLIS MN 55401 FIONA MCCRAE 6516410077 2013-04-11 1 LARRY ADAMS P01314654 6123764500 2012 2016-02-25 16:41:14Z FIONA MCCRAE 250 THIRD AVENUE N NO 600 MINNEAPOLIS MN 55401 2565331 0 X WWW.GRAYWOLFPRESS.ORG X 1974 MN GRAYWOLF PRESS IS DEDICATED TO THE CREATION OF THOUGHTFUL AND IMAGINATIVE CONTEMPORARY LITERATURE. 19 19 14 33 0 0 1690830 1038438 109497 115858 1787 1218 727435 836105 2529549 1991619 0 0 0 0 595225 744178 0 0 245329 1016620 1295215 1611845 2039393 917704 -47774 2483971 2502345 287703 353851 2196268 2148494 X GRAYWOLF PRESS IS DEDICATED TO THE CREATION AND PROMOTION OF THOUGHTFUL AND IMAGINATIVE CONTEMPORARY LITERATURE ESSENTIAL TO A VITAL AND DIVERSE CULTURE. 0 0 630627 0 0 PROMOTION AND OUTREACH EFFORTS FOR THE PUBLICATIONS THAT INCLUDE AUTHOR READINGS, DISCUSSION PANELS, LECTURES AND CLASSES CONDUCTED BY STAFF. 609591 0 848848 GRAYWOLF PRESS, FOUNDED IN 1974, PUBLISHES HIGH-QUALITY POETRY, FICTION, AND LITERARY NONFICTION THAT IS NOT WELL SERVED BY MAINSTREAM PUBLISHERS, AND BRINGS THAT WORK TO THE WIDEST POSSIBLE AUDIENCE. OUR ANNUAL OPERATING BUDGET OF $2.3 MILLION RANKS GRAYWOLF AS ONE OF THE COUNTRY'S LARGEST LITERARY NONPROFIT PRESSES. THE CONTINUED ABSORPTION OF INDEPENDENT LITERARY PRESSES BY COMMERCIAL CONGLOMERATES THREATENS THE LITERARY LANDSCAPE: CURRENTLY FIVE MEDIA CONGLOMERATES PUBLISH 80 PERCENT OF U.S. BOOKS. GRAYWOLF'S ROLE, AS A ROBUST NONPROFIT LITERARY PUBLISHER, IS TO COUNTER THAT TREND AND GIVE PROMINENCE TO LITERATURE, RECOGNIZE AND NURTURE THE WRITERS WHO PRODUCE IT, AND CONNECT NEW AUTHORS TO AUDIENCES HUNGRY FOR UNIQUE LITERARY VOICES. COST OF SALES - COST OF SALES INCLUDES SERVICES DIRECTLY RELATED TO THE PRODUCTION AND SELLING OF BOOKS, INCLUDING ACTUAL MANUFACTURING COSTS, ROYALTIES DUE TO AUTHORS, CONTRACT FEES CHARGED TO GRAYWOLF FOR DISTRIBUTION SERVICES AND THE COST OF THE ESTIMATED INCREASE IN UNSALEABLE INVENTORY.GRAYWOLF PRESS HAD A YEAR OF SUCCESS IN 2012 WITH TREMENDOUS SALES OF BOTH THIRTY NEW FRONTLIST TITLES AND OLDER BACKLIST TITLES. THE NEW YORK TIMES BOOK REVIEW AND NEW YORK TIMES PRINTED THIRTEEN REVIEWS OF GRAYWOLF'S 2012 LIST, INCLUDING A GLOWING FRONT-PAGE REVIEW FOR KEVIN BARRY'S "CITY OF BOHANE," AND FOUR GRAYWOLF TITLES WERE INCLUDED IN THE NEW YORK TIMES BOOK REVIEW'S LIST OF "100 NOTABLE BOOKS" FOR THE YEAR. IN 2012, TRACY K. SMITH'S "LIFE ON MARS" WON THE PULITZER PRIZE, AND CATHERINE BARNETT'S "THE GAME OF BOXES" BECAME THE SIXTH GRAYWOLF TITLE TO WIN THE JAMES LAUGHLIN AWARD. A BACKLIST TITLE, "NOTES FROM NO MAN'S LAND" BY EULA BISS, WAS SELECTED FOR THE COMMON READ PROGRAM AT THE UNIVERSITY OF KANSAS, WHERE IT WAS READ AND DISCUSSED BY 5,000 INCOMING FRESHMAN STUDENTS. GRAYWOLF BOOKS REACHED AN ESTIMATED AUDIENCE OF 280,000 PEOPLE IN 2012, AND GRAYWOLF AUTHORS READ AT APPROXIMATELY 300 EVENTS ACROSS THE COUNTRY, REACHING AT LEAST 9,100 READERS. 371037 0 115858 EDITORIAL SERVICES - INCLUDES DEVELOPING MANUSCRIPTS AND PREPARING THEM FOR PUBLICATION, CULTIVATING AUTHORS AND DEVELOPING AND MAINTAINING AN AUDIENCE FOR CONTEMPORARY LITERATURE. 1611255 1 1 0 1 0 0 0 0 0 1 1 0 0 1 1 1 1 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 78 0 14 1 0 0 0 0 0 1 1 0 0 0 0 X 19 19 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 MN NY X X X LESLIE KOPPENHAVER 6516410077 250 THIRD AVENUE N SUITE 600 MINNEAPOLIS MN 55401 BETSY HANNAFORD 2.00 X X 0 0 0 COLIN HAMILTON 2.00 X X 0 0 0 LENI DARROW MOORE 2.00 X X 0 0 0 JOHN JUNEK 2.00 X X 0 0 0 CATHERINE ALLAN 2.00 X 0 0 0 RONNIE BROOKS 2.00 X 0 0 0 CHRIS GALLOWAY 2.00 X 0 0 0 SHIRLEY HUGHES 2.00 X 0 0 0 WILL KAUL 2.00 X 0 0 0 ED MCCONAGHAY 2.00 X 0 0 0 JENNIFER MELIN MILLER 2.00 X 0 0 0 GLENN MILLER 2.00 X 0 0 0 GEORGIA MURPHY JOHNSON 2.00 X 0 0 0 MARY POLTA 2.00 X 0 0 0 BRUNO QUINSON 2.00 X 0 0 0 KIM SEVERSON 2.00 X 0 0 0 KIM VAPPIE 2.00 X 0 0 0 JOANNE VON BLON 2.00 X 0 0 0 MELINDA WARD 2.00 X 0 0 0 FIONA MCCRAE 40.00 X 108133 0 17908 108133 0 17908 1 0 0 0 BOOKMOBILE 5120 CEDAR LAKE ROAD MINNEAPOLIS MN 55416 PRODUCTION OF BOOKS 565541 1 43573 179938 814927 14726 1038438 RIGHTS REVENUE 511130 115858 115858 115858 1218 1218 19363 43573 32106 -12743 -12743 1390454 541606 848848 848848 1991619 964706 0 -11525 126041 82505 18266 25270 509055 333223 73772 102060 19751 12929 2862 3960 44326 29015 6424 8887 45005 29460 6522 9023 11833 11833 75106 27550 39840 7716 70642 70642 119377 92771 7834 18772 35321 35321 329326 329326 58429 41148 6755 10526 34283 28849 5434 19374 8747 694 9933 23068 17736 2237 3095 9278 6073 1345 1860 DISTRIBUTION FEES 280265 280265 PROMOTION EXPENSES 132559 106372 26187 MISCELLANEOUS 64870 47839 4425 12606 COMPLIMENTARY COPIES 31484 31484 2039393 1611255 182809 245329 549260 599633 102653 103066 799051 660247 300286 256734 427081 477049 28901 18838 265159 119571 64618 145588 212121 241190 2483971 2502345 41469 35946 140035 183198 106199 134707 287703 353851 X 905061 709930 1191207 1338564 100000 100000 2196268 2148494 2483971 2502345 -47774 0 X 0 1 X 1 0 X 551366 676164 640774 1690830 1038438 4597572 551366 676164 640774 1690830 1038438 4597572 901865 3695707 19525 9717 5562 1787 1218 37809 140482 349639 180479 109497 115858 895955 5531336 0.66810 0.64370 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: RIGHTS REVENUE RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 0 0 0 1 1973 0 0 0 1973 0 PART IV, SUPPLEMENTAL INFORMATION: SCHEDULE C, PART II-B, LINE 1F: THE ORGANIZATION PAYS MEMBERSHIP DUES TO ONE ORGANIZATION TO LOBBY ON BEHALF OF THE ORGANIZATION. 101672 1218 2324 100566 103731 767 2826 101672 103367 1364 1000 103731 102926 1771 1000 103697 102330 2596 1000 103926 0.00000 0.99440 0.00560 0 0 85995 47771 38224 73830 64126 9704 105334 7674 97660 145588 ROYALTY ADVANCES 241190 241190 ROYALTY PAYABLE 134707 134707 X 2545725 12500 541606 554106 1991619 0 1991619 2593499 12500 541606 554106 2039393 0 2039393 DESCRIPTION OF INTENDED USE OF ENDOWMENT FUNDS: PART V, LINE 4: THE FUNDS DRAWN FROM THE ENDOWMENT SHALL BE USED FOR THE PURPOSE OF SUPPORTING THE GRAYWOLF PRESS NONFICTION PRIZE UNTIL SUCH TIME AS SUCH CHARITABLE USE, IN THE JUDGMENT OF THE TRUSTEE (OR THE TRUSTEES DESIGNATED REPRESENTATIVE) AND THE BOARD OF DIRECTORS OF GRAYWOLF PRESS, BECOMES UNDESIRABLE, IMPRACTICAL, IMPOSSIBLE, OR NO LONGER ADAPTS TO THE MISSION OF GRAYWOLF PRESS. DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: THE ORGANIZATION HAS A TAX-EXEMPT STATUS UNDER SECTION 501 (C)(3) OF THE INTERNAL REVENUE CODE AND HAS ADOPTED ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES, ASC 740-10. THE ORGANIZATION'S POLICY IS TO EVALUATE UNCERTAIN TAX POSITIONS, AT LEAST ANNUALLY, FOR THE POTENTIAL FOR INCOME TAX EXPOSURE FROM UNRELATED BUSINESS INCOME OR FROM LOSS OF NONPROFIT STATUS. THE ORGANIZATION CONTINUES TO OPERATE CONSISTENT WITH ITS ORIGINAL EXEMPTION APPLICATION AND EACH YEAR TAKES THE NECESSARY ACTIONS TO MAINTAIN ITS EXEMPT STATUS. IT HAS BEEN CLASSIFIED AS AN ORGANIZATION THAT IS NOT A PRIVATE FOUNDATION UNDER THE INTERNAL REVENUE CODE AND CHARITABLE CONTRIBUTIONS BY DONORS ARE TAX DEDUCTIBLE. THE ORGANIZATION'S 2009 TO 2011 TAX RETURNS ARE SUBJECT TO REVIEW BY FEDERAL AND STATE AUTHORITIES. PART XI, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD 541,606. PART XII, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD 541,606. JUNE 4TH ELEGIES 62936 43573 19363 3442 15921 12743 62936 43573 19363 3442 15921 12743 32106 -12743 CONTINUATION OF ORGANIZATION'S MISSION FORM 990, PART III, LINE 1 ALL OF THE ORGANIZATION'S PUBLICATIONS ARE DISTRIBUTED AND PROMOTED INTERNATIONALLY. PROMOTION AND OUTREACH EFFORTS ALSO INCLUDE AUTHOR READINGS, DISCUSSION PANELS, LECTURES AND CLASSES CONDUCTED BY GRAYWOLF PRESS STAFF. THE CURRENT REPORTING YEAR, 2012, IS THE SECOND YEAR OF A MULTI-YEAR PLANNED EXPANSION OF GRAYWOLF'S PROGRAM CAPABILITIES (EDITORIAL, AUTHOR AND AUDIENCE CULTIVATION, MARKETING, DEVELOPMENT, ETC.). THIS EXPANSION INITIATIVE ORIGINATED IN 2011 WITH A SIGNIFICANT FUNDRAISING EFFORT, THE NEXT PAGE CAMPAIGN. THE DISPARITY BETWEEN IN PART I, LINE 19 "REVENUE LESS EXPENSES," BETWEEN THE PRIOR YEAR AND THE CURRENT YEAR REFLECTS, RESPECTIVELY, THE TIMING IN THE RECEIPT OF CONTRIBUTED REVENUE FROM THE NEXT PAGE CAMPAIGN IN THE PRIOR YEAR AND INCREASED EXPENDITURES IN THE CURRENT YEAR RELATED TO THE PLANNED EXPANSION OF PROGRAM ACTIVITIES. FORM 990, PART VI, SECTION A, LINE 1 IF THE BOARD OF DIRECTORS SO CHOOSES, AN EXECUTIVE COMMITTEE COMPRISED OF THE PRESIDENT AND SUCH OTHER DIRECTORS AS MAY BE APPOINTED BY THE BOARD OF DIRECTORS MAY ACT DURING INTERVALS BETWEEN MEETINGS OF THE BOARD OF DIRECTORS. DURING SUCH INTERVALS AND SUBJECT TO THE BOARD'S CONTROL AND DIRECTION, THE EXECUTIVE COMMITTEE SHALL HAVE AND MAY EXERCISE ALL OF THE AUTHORITY AND POWERS OF THE BOARD OF DIRECTORS SUBJECT TO SUCH LIMITATIONS AS THE BOARD MAY IMPOSE FROM TIME TO TIME. UNLESS SPECIFICALLY AUTHORIZED BY THE BOARD OF DIRECTORS BY RESOLUTION APPROVED BY THE AFFIRMATIVE VOTE OF A MAJORITY OF THE DIRECTORS, THE EXECUTIVE COMMITTEE SHALL NOT HAVE THE AUTHORITY AND POWER TO ELECT OFFICERS, TO AMEND THE ARTICLES OF INCORPORATION, TO ADOPT A PLAN OF MERGER OR CONSOLIDATION, TO AUTHORIZE THE SALE, ENCUMBRANCE OR DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE PROPERTY AND ASSETS OF THE CORPORATION, TO AUTHORIZE A VOLUNTARY DISSOLUTION OF THE CORPORATION OR A REVOCATION THEREOF, OR TO AMEND THE BYLAWS. FORM 990, PART VI, SECTION B, LINE 11 THE DRAFT FORM 990 IS REVIEWED IN DETAIL BY THE FINANCE AND OPERATIONS COMMITTEE. THE BOARD WILL BE PROVIDED AN ELECTRONIC OR PAPER COPY OF THE FINAL FORM 990, REFLECTING ANY CHANGES MADE AT THE DIRECTION OF THE COMMITTEE, ALONG WITH THE COMMITTEE'S RECOMMENDATION THAT THE BOARD AUTHORIZE ITS EXECUTION AND FILING ON BEHALF OF THE ORGANIZATION. BEFORE TAKING ACTION ON THE COMMITTEE'S RECOMMENDATION, THE BOARD WILL BE AFFORDED THE OPPORTUNITY TO RAISE QUESTIONS ABOUT THE CONTENT OF THE FORM 990 WITH MEMBERS OF THE COMMITTEE AND/OR THE FIRM'S EXTERNAL AUDITORS. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION'S CONFLICT OF INTEREST POLICY COVERS BOARD DIRECTORS, OFFICERS, AND EMPLOYEES (RESPONSIBLE PERSONS). EACH RESPONSIBLE PERSON SHALL ANNUALLY COMPLETE A DISCLOSURE FORM IDENTIFYING ANY RELATIONSHIPS, POSITIONS, OR CIRCUMSTANCES IN WHICH THE RESPONSIBLE PERSON IS INVOLVED THAT HE OR SHE BELIEVES COULD CONTRIBUTE TO A CONFLICT OF INTEREST ARISING. BEFORE BOARD OR COMMITTEE ACTION ON A CONTRACT OR TRANSACTION INVOLVING A CONFLICT OF INTEREST, A DIRECTOR OR COMMITTEE MEMBER HAVING A CONFLICT OF INTEREST AND WHO IS IN ATTENDANCE AT THE MEETING SHALL DISCLOSE ALL FACTS MATERIAL TO THE CONFLICT OF INTEREST. SUCH DISCLOSURE IS DOCUMENTED IN THE MINUTES OF THE MEETING. A PERSON WHO HAS AS CONFLICT OF INTEREST SHALL NOT PARTICIPATE IN OR BE PERMITTED TO HEAR THE BOARD'S OR COMMITTEE'S DISCUSSION AND DETERMINATION OF THE MATTER EXCEPT TO DISCLOSE MATERIAL FACTS AND TO RESPOND TO QUESTIONS. SUCH PERSON SHALL NOT ATTEMPT TO EXERT HIS OR HER PERSONAL INFLUENCE WITH RESPECT TO THE MATTER, EITHER AT OR OUTSIDE THE MEETING. A PERSON WHO HAS A CONFLICT OF INTEREST WITH RESPECT TO A CONTRACTOR OR TRANSACTION THAT WILL BE VOTED ON AT A MEETING SHALL NOT BE COUNTED IN DETERMINING THE PRESENCE OF A QUORUM FOR PURPOSES OF THE VOTE. THE PERSON HAVING A CONFLICT OF INTEREST MAY NOT VOTE ON THE CONTRACT OR TRANSACTION AND SHALL NOT BE PRESENT IN THE MEETING ROOM WHEN THE VOTE IS TAKEN, UNLESS THE VOTE IS BY SECRET BALLOT. SUCH PERSON'S INELIGIBILITY TO VOTE IS DOCUMENTED IN THE MINUTES OF THE MEETING. RESPONSIBLE PERSONS WHO ARE NOT MEMBERS OF THE BOARD OF DIRECTORS OF THE ORGANIZATION, OR WHO HAVE A CONFLICT OF INTEREST WITH RESPECT TO A CONTRACT OR TRANSACTION THAT IS NOT THE SUBJECT OF BOARD OR COMMITTEE ACTION, SHALL DISCLOSE TO THE CHIEF EXECUTIVE OR TO THE BOARD CHAIR OR THE CHAIR'S DESIGNEE, ANY CONFLICT OF INTEREST THAT SUCH RESPONSIBLE PERSON HAS WITH RESPECT TO A CONTRACT OR TRANSACTION. SUCH DISCLOSURE SHALL BE MADE AS SOON AS THE CONFLICT OF INTEREST IS KNOWN TO THE RESPONSIBLE PERSON. THE RESPONSIBLE PERSON SHALL REFRAIN FROM ANY ACTION THAT MAY AFFECT THE ORGANIZATION'S PARTICIPATION IN SUCH CONTRACT OR TRANSACTION. IN THE EVENT IT IS NOT ENTIRELY CLEAR THAT A CONFLICT OF INTEREST EXISTS, THE INDIVIDUAL WITH THE POTENTIAL CONFLICT SHALL DISCLOSE THE CIRCUMSTANCES TO THE CHIEF EXECUTIVE OR BOARD CHAIR OR THE CHAIR'S DESIGNEE, WHO SHALL DETERMINE WHETHER THERE EXISTS A CONFLICT OF INTEREST THAT IS SUBJECT TO THE ORGANIZATION'S CONFLICT OF INTEREST POLICY. FORM 990, PART VI, SECTION B, LINE 15 ACTIONS AFFECTING THE COMPENSATION OF THE EXECUTIVE DIRECTOR ARE APPROVED BY THE BOARD OF DIRECTORS BASED UPON THE RECOMMENDATION OF THE BOARD CHAIR AND THE CHAIR OF THE BOARD'S FINANCE AND OPERATIONS COMMITTEE. THESE RECOMMENDATIONS ARE BASED ON, AMONG OTHER THINGS, (1) THE RESPONSIBILITIES AND REQUIREMENTS OF THE EXECUTIVE DIRECTOR, AS DETERMINED BY THE BOARD OF DIRECTORS; (2) REFERENCE TO THE COMPENSATION OF INDIVIDUALS IN POSITIONS DEEMED COMPARABLE TO THAT OF THE EXECUTIVE DIRECTOR, AS FOUND (FOR EXAMPLE) IN THE MINNESOTA NONPROFIT SURVEY; AND (3) THE PERFORMANCE OF THE ORGANIZATION UNDER THE EXECUTIVE DIRECTOR'S LEADERSHIP, IN ACHIEVING THE GOALS ESTABLISHED IN ITS STRATEGIC PLAN ADOPTED BY THE BOARD. THE DELIBERATIONS AND DECISION OF THE BOARD ARE UNDERTAKEN IN A MINUTED EXECUTIVE SESSION. THE PROCESS WAS UNDERTAKEN IN 2012 TO APPROVE THE CURRENT COMPENSATION OF THE EXECUTIVE DIRECTOR, F. MCCRAE. AS PART OF THE ANNUAL BUDGET PROCESS, THE EXECUTIVE DIRECTOR WILL RECOMMEND THE COMPENSATION FOR EACH MEMBER OF THE STAFF WHICH WILL BE REVIEWED WITH THE CHAIR OF THE BOARD OF DIRECTORS AND THE CHAIR OF THE BOARD'S FINANCE AND OPERATIONS COMMITTEE. ON THE BASIS OF THIS REVIEW, THE BOARD CHAIR AND THE COMMITTEE CHAIR WILL RECOMMEND APPROVAL BY THE BOARD OF THE AGGREGATE AMOUNT BUDGETED FOR STAFF COMPENSATION FOR THE RELEVANT PERIOD. OUTSIDE THE ANNUAL BUDGETING PROCESS, THE EXECUTIVE DIRECTOR MAY APPROVE COMPENSATION INCREASES AND OFFERS OF EMPLOYMENT SPECIFYING COMPENSATION, FOR INDIVIDUAL STAFF MEMBERS UPON PRIOR CONSULTATION WITH THE BOARD CHAIR AND/OR THE COMMITTEE CHAIR. THIS PROCESS WAS UNDERTAKEN IN 2012 AS PART OF THE APPROVAL OF THE ORGANIZATION'S 2013 BUDGET. ALSO IN 2012, GUIDELINES WERE DEVELOPED BASED ON A SPECIALIST'S SURVEY OF COMPENSATION PAID BY OTHER NOT-FOR-PROFIT ORGANIZATIONS FOR COMPARABLE POSITIONS TO ASSIST IN ASSESSING THE APPROPRIATENESS OF COMPENSATION FOR ALL STAFF POSITIONS CONTEMPLATED BY THE 2013 BUDGET. THE INTENTION IS TO UPDATE AND APPLY THESE GUIDELINES IN ALL DETERMINATIONS ABOUT COMPENSATION GOING FORWARD. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST.