2023-02-07T11:36:38-06:00 2022-09-30 204193611 Batts Morrison Wales & Lee PA 801 North Orange Avenue Suite 800 Orlando FL 32801 990 2021-10-01 571031173 Upward Unlimited UPWA 8649495700 198 White Star Point Spartanburg SC 29301 Amie Busbee CFO and Assistant Treasurer 8649495700 2023-02-06 1 Amie Busbee 999009999 Kaylyn A Varnum P01691975 4077706000 2023-02-06 3 AAL1 IAL1 2021 2023-03-07 01:45:13Z Upward Sports Kevin Drake 198 White Star Point Spartanburg SC 29301 29008968 0 6161 X www.upward.org X 1995 SC Upward Sports is a non-denominational Christian sports ministry that partners with churches to provide programming for children. 6 6 94 6 388357 0 4614 10300031 727397 675026 69837 90656 5182776 10881109 5984624 21946822 47500 1457463 0 0 4551919 3869098 0 0 0 5329446 8474445 9928865 13801006 -3944241 8145816 41990289 35641784 16109195 1730205 25881094 33911579 X Upward Sports is the world's largest Christian sports provider for youth athletics. The mission of Upward Sports is to promote the discovery of Jesus through sports.(Description is continued on Schedule O)Upward Sports provides valuable resources that aid in planning, training, and executing first-class, organized, and detailed sports offerings. Upward Sports' values are integrity, collaboration, excellence, innovation and joy. 0 0 11484901 1457463 6430460 Upward Sports ("the Organization") exists to promote the discovery of Jesus through sports. The Organization helps Christian church leaders leverage the power of sport to serve their communities; using the universal language of sports as a platform for sharing the gospel and increasing their impact on the communities they serve. As a non-denominational Christian sports ministry provider, the Organization offers programs for young athletes from Kindergarten through High School. The Organization provides valuable resources that aid in planning, training, and executing first-class, organized, and detailed sports offerings. During the year ended September 30, 2022, the Organization partnered with nearly 1,900 churches to offer sports leagues, camps and clinics, reaching 201,750 young athletes. The Upward Star Center is a 120,000 square-foot indoor/outdoor multi-sports complex that facilitates programming for the community. Through youth and adult programming facilited by the Star Center, more than 2,000 participants are served annually. 11484901 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 1 0 0 1 45 0 1 94 1 1 1 0 0 0 0 0 0 0 0 0 0 0 X 6 6 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 AK CO FL GA HI MA MI MN MS ND NH NY OR PA SC TN VA WA WI WV X Upward Unlimited-Amie Busbee 8649495700 198 White Star Point Spartanburg SC 29301 Tully Brewer Chairman of Board 5.00 5.00 X X 0 0 0 Hugh Brantley Secretary/Treasurer 5.00 5.00 X X 0 0 0 Bob Caldwell Vice Chairman 5.00 5.00 X X 0 0 0 David Bishop Board Member 5.00 5.00 X 0 0 0 Courtney Shelton Board Member 5.00 5.00 X 0 0 0 Michael Chibbaro Board Member 5.00 5.00 X 0 0 0 Kevin Drake Executive Director 50.00 5.00 X 186283 0 24216 Amie Busbee CFO/Assist Treasurer (began 10/21) 50.00 5.00 X 33460 0 1729 Douglas Grote Star Center Gen Mngr (ended 12/21) 50.00 X 102911 0 4068 Kenneth Gibson Sr. Data Architect 50.00 X 101499 0 23387 Pamela Westbrooks Former Dir of Admin/Assist Treas 50.00 5.00 X 117944 0 11254 Nathan Holm Former Director of Operations 50.00 X 115450 0 1079 657547 0 65733 5 1 1 0 Personnel Solutions Inc 1564 Asheville Highway Spartanburg SC 29303 Temporary labor services 496229 Robert Half Technology 145 N Church Street Suite 419 Spartanburg SC 29306 Temporary labor services 314375 FedEx 942 South Shady Grove Road Memphis TN 38120 Shipping Services 220006 OpSource Staffing Inc 1600 John B White Sr Blvd 1007 Spartanburg SC 29301 Temporary labor services 108860 Augusta Sportswear 425 Park W Drive Grovetown GA 30813 Shipping Services 105818 5 X 10296823 3208 10203000 10300031 Upward Star Center 713940 675026 518832 156194 675026 90656 90656 403389 36400 589542 1385 -186153 35015 -151138 -84102 -67036 12382847 6471219 5911628 5911628 Benefit from NMTC Financing 900099 4797000 4797000 Third Party Logistics 493000 316265 316265 Miscellaneous Revenue 900099 7354 7354 5120619 21946822 6430460 388357 4827974 1457463 1457463 354907 105388 249519 13004 4352 8652 2968254 1995892 972362 46868 27067 19801 251279 157235 94044 234786 146371 88415 80479 80479 66080 66080 915873 749744 166129 46144 46144 491235 398856 92379 245846 75767 170079 483631 463116 20515 143817 128800 15017 24770 24119 651 696950 673312 23638 1527026 1367835 159191 199792 178792 21000 Inventory Obsolescence 2929692 2929692 Freight 350242 332023 18219 Supplies 263839 260570 3269 Training 9029 8507 522 13801006 11484901 2316105 0 2966484 789008 1265951 4177307 923791 445707 7173563 2201054 44511 100805 41425576 18710098 24360117 22715478 4831313 4787866 424559 424559 41990289 35641784 1759774 1701583 22743 28622 14326678 16109195 1730205 X 25881094 33911579 25881094 33911579 41990289 35641784 8145816 -115331 0 X X 0 1 X 1 0 X 896 90914 81746 4614 10300031 10478201 21116270 17898890 13785761 6955153 12901679 72657753 21117166 17989804 13867507 6959767 23201710 83135954 73725 10296823 10370548 0 73725 10296823 10370548 72765406 283762 328087 587916 462071 494045 2155881 283762 328087 587916 462071 494045 2155881 27914 76224 644664 4804354 5553156 21428842 18317891 14531647 8066502 28500109 90844991 0.80100 0.96040 0.02370 0.01990 X Part III, Section B, Line 12: Other income includes miscellaneous income and benefit from New Markets Tax Credit financing. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 4712164 4712164 30557920 12993497 17564424 3686810 3508795 178015 2468682 2207806 260875 22715478 1 Montana Indian Ministries PO Box 154 Hays MT 59527 862451332 501(c)(3) 0 8234 Book Donated Inventory General support Samaritan's Purse PO Box 3000 Boone NC 28607 581437002 501(c)(3) 0 1391632 Book Donated Inventory General support Community Bible Church 638 Parris Island Gateway Beaufort SC 29901 570747191 501(c)(3) 10000 0 General support First Baptist Church 44 Academy St Alpharetta GA 30009 580673196 501(c)(3) 2700 4199 Book Donated Inventory General support First Reformed Church Ravenna 3327 Mortimor St Ravenna MI 49451 222549198 501(c)(3) 10000 0 General support 5 0 Part I, Line 2: The Organization makes grants exclusively to 501(c)(3) tax-exempt organizations whose purposes are consistent with that of the Organization. Therefore, no additional monitoring of granted funds is considered necessary. X X 1 1 X X X X X 0 0 0 0 0 0 0 0 0 Kevin Drake Executive Director 184327 0 0 0 1956 0 2004 0 22212 0 210499 0 0 0 Pamela Westbrooks Former Dir of Admin/Assist Treas 116627 0 0 0 1317 0 4807 0 6447 0 129198 0 0 0 Nathan Holm Former Director of Operations 114196 0 0 0 1254 0 0 0 1079 0 116529 0 0 0 Part I, Line 1a Companion Travel: The spouse of the Executive Director occasionally travels with the Executive Director on certain business trips, the cost of which is borne by the Organization as deemed appropriate by the Organization. These costs are documented as taxable fringe benefits and are reported as wages on the Executive Director's Form W-2. Gross-up payments: The Organization grosses up taxable fringe benefits and company paid disability insurance premiums for all employees. All are reported as wages on W-2. These benefits are documented and approved during annual compensation reviews. X Loan Forgiveness 1 10203000 Cost 0 0 0 0 Part I, Column (b): The Organization is reporting in Part I, column (b), the number of contributors. Form 990, Part VI, Section B, line 11b The Organization's top management official and top financial official each review the Form 990 prior to its filing with the IRS. A copy of the final Form 990 is also provided to the voting members of the Organization's governing body prior to its filing with the IRS. Form 990, Part VI, Section B, line 12c The Organization's conflict of interest policy is distributed to each member of the Organization's governing body, its officers and its key employees on an annual basis. Each such individual provides an annual disclosure statement indicating that they have received, read, understood and agreed to comply with the policy, certifying that: (1) they have no relationships or interests that present a conflict of interest, (2) they have one or more conflicts of interest that have been fully disclosed as required by the policy and have been properly administered in conformity with the policy, or (3) they have previously undisclosed conflicts of interest and disclosing the details of such conflicts. Any disclosure statements with previously undisclosed conflicts of interest are forwarded to appropriate Organization officials to take appropriate actions as required by the policy. Form 990, Part VI, Section B, line 15 The Organization has adopted an executive compensation-setting policy applicable to all of the Organization's key executives, including the Organization's CEO, officers and key employees. Under the policy, an independent committee of the Board of Directors annually reviews and approves the compensation levels of all individuals subject to the policy. The deliberations and decisions of the committee are contemporaneously substantiated. The committee utilizes comparability data in its deliberations; updated comparability data is generally obtained every two years. Form 990, Part VI, Section C, line 19 The Organization's audited financial statements are made available to the public on the Organization's website: www.upward.org. The Organization provides, upon request, copies of its Articles of Incorporation, bylaws, and conflict of interest policy. Form 990, Part VIII, Line 10c Program sales revenue is reported net of cost of goods sold to inform the Form 990 reader of the expenses directly related to the activity. Consequently, both revenue on Part VIII and program expenses on Part IX are understated in comparison to the audited financial statements to reflect this reporting. If cost of goods sold were removed from Part VIII, Line 10b, both gross revenue and program expenses would increase by $6,471,219. Additionally, the percentage of program expenses to total expenses reported on Part IX, Line 25 would be 88.58%. Form 990, Part XII, Line 2c: The Organization's Board of Directors, or a committee thereof, assumes responsibility for the oversight of the audit of its financial statements and the selection of an independent accountant. This process has not changed from the prior year. Star Center LLC 9768 Warren H Abernathy Hwy Spartanburg SC 29301 Hold assets of The Star Center sports complex SC 15309167 12661839 Upward Unlimited Upward Sports LLC 198 White Star Point Spartanburg SC 29301 Facilitate certain transactions for Upward Unlimited SC 0 0 Upward Unlimited Upward Unlimited Foundation 198 White Star Point Spartanburg SC 29301 453444045 Support activities of Upward Unlimited SC 501(c)(3) Line 12a, I Upward Unlimited 1 South Carolina Christian Foundation PO Box 2397 Spartanburg SC 29304 582362123 Funding Christian Causes SC 501(c)(3) Line 10 Upward Unlimited 1 Upward Enterprises Inc 198 White Star Point Spartanburg SC 29301 271593578 Promote Upward Unlimited SC Upward Unlimited C 1.00000 1 1 0 1 0 0 0 1 0 0 0 0 0 0 1 1 0 1 0 0 Upward Unlimited Foundation C 10296823 Amount received Star Center LLC A 309167 Amount received for rent Star Center LLC C 99644 Amount received South Carolina Christian Foundation A 15768 Amount received Schedule R, Part II: South Carolina Christian Foundation (SCCF) is considered a related organization that is directly controlled (as those terms are defined for purposes of Schedule R reporting) by Upward Unlimited due to the fact that a majority of the members of the board of directors of SCCF also serve as officers, directors, or employees of Upward Unlimited. Upward Unlimited does not have the authority to appoint a majority of the members of the board of directors of SCCF. In addition, SCCF is not considered to be controlled by Upward Unlimited for financial reporting purposes under generally accepted accounting principles (GAAP). Schedule R, Part II: During a prior year, the Organization obtained financing to partially fund the construction and outfitting of the Upward Star Center sports complex. The financing provided net proceeds of approximately $15,000,000 to Upward Star Center, LLC. In conjunction with the financing, Upward Unlimited Foundation advanced a $10,203,000 "Leverage Loan" to Upward Spartanburg Investment Fund, LLC ("the Fund"), a wholly-owned subsidiary of SunTrust Community Capital, LLC ("STCC") to facilitate the provision of New Markets Tax Credit ("NMTC") equity to subsidize the Upward Star Center sports complex construction and outfitting. Because the financing was obtained pursuant to an NMTC arrangement, the Star Center did not have to repay a portion of the financing proceeds. This is due to the fact that during the year ended 09/30/2022, STCC voluntarily elected to sell its ownership interest in the Fund to the Foundation via a put/call agreement entered into by STCC and the Foundation at NMTC closing. In conjunction with STCC's exercise of the "put", the Foundation acquired full (indirect or direct) ownership of the $10,203,000 of NMTC loans to the Star Center. As such, in the year ended 09/30/2022, other income equal to the difference between the $15,000,000 NMTC loans and the $10,203,000 Leverage Loan ($4,797,000) and a noncash contribution in the amount of $10,203,000 was recognized by the Star Center.