2020-10-14T17:23:24-05:00 2019-12-31 420714325 RSM US LLP 30 S 17TH STREET SUITE 710 PHILADELPHIA PA 19103 990 2019-01-01 232331946 THE REINVESTMENT FUND INC REIN 2155745800 1700 MARKET STREET 19TH FLOOR PHILADELPHIA PA 19103 MICHAEL M CRIST CFO 2155745800 2020-10-13 1 LYNNE JOHNSON P00757336 2157654600 68.81.77.68 2020-10-13 13:25:21 ED P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 2C3F20D443C579AC52A3CEECD046258A70BEA2FD 2019 2021-01-29 14:40:06Z DONALD HINKLE-BROWN 1700 MARKET STREET 19TH FLOOR PHILADELPHIA PA 19103 85618635 0 X WWW.REINVESTMENT.COM X 1985 PA THE REINVESTMENT FUND, INC. CREATES OPPORTUNITY FOR UNDERSERVED PEOPLE AND PLACES THROUGH PARTNERSHIPS. IT MARSHALS THE CAPITAL, ANALYTICS, AND EXPERTISE NECESSARY TO BUILD STRONG, HEALTHY, AND MORE EQUITABLE COMMUNITIES. 13 13 90 32 0 0 21206096 4627555 30678549 31134741 958493 2615755 165176 -2835 53008314 38375216 4874782 4678973 0 0 8337994 9813914 0 0 75000 24712118 17366218 37924894 31859105 15083420 6516111 583355846 568646996 405933413 384500899 177422433 184146097 THE REINVESTMENT FUND, INC. CREATES OPPORTUNITY FOR UNDERSERVED PEOPLE AND PLACES THROUGH PARTNERSHIPS. IT MARSHALS THE CAPITAL, ANALYTICS, AND EXPERTISE NECESSARY TO BUILD STRONG, HEALTHY, AND MORE EQUITABLE COMMUNITIES. 0 0 23731246 4643958 30223892 LENDING AND COMMUNITY INVESTING: ENCOMPASSES THE ORGANIZATION'S FINANCING OF HOMES, SCHOOLS, HEALTHY FOOD RETAIL, HEALTHCARE AND OTHER PROJECTS THAT BENEFIT LOW-WEALTH PEOPLE AND PLACES AND IS THE CORE LENDING FUNCTION OF THE ORGANIZATION. 1769247 892969 POLICY SOLUTIONS: CONDUCTS POLICY, DATA ANALYSIS AND SOCIAL IMPACT ANALYSES THAT ADVANCE REINVESTMENT FUND, INC.'S MISSION AND EFFECT SYSTEM CHANGE, ON BEHALF OF REINVESTMENT FUND, INC. AS WELL AS PUBLIC AND PHILANTHROPIC CLIENTS. -35271 35015 311814 SUSTAINABLE DEVELOPMENT FUND ("SDF"): REPRESENTS AN ENERGY-RELATED FUND THAT USES LOANS, INVESTMENTS AND GRANTS TO AUGMENT THE ORGANIZATION'S EXISTING ENERGY CONSERVATION AND COMMUNITY INVESTING EFFORTS. SDF WAS CREATED BY THE PARTIES TO THE PECO ENERGY COMPANY ("PECO ENERGY") RESTRUCTURING AND APPROVED BY THE PENNSYLVANIA PUBLIC UTILITY COMMISSION ("PUC") IN MAY 1998. 25465222 1 1 0 1 0 0 0 0 1 0 1 0 0 0 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 1 575 0 1 90 1 0 0 0 0 0 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 1 1 DE GA MD NJ NY PA VA X MICHAEL M CRIST 2155745800 1700 MARKET STREET 19TH FLOOR PHILADELPHIA PA 19103 JOHN S SUMMERS BOARD MEMBER 1.50 0.50 X 0 0 0 MARK ZANDI CHAIRMAN OF BOARD 2.50 0.50 X X 0 0 0 RAYMOND SKINNER LOAN COMMITTEE CHAIR 2.00 0.00 X X 0 0 0 SANDEEP WADHWA BOARD MEMBER 1.50 0.50 X 0 0 0 SAUL A BEHAR AUDIT COMMITTEE CHAIR 1.50 1.00 X X 0 0 0 SCOTT M JENKINS TREASURER, FINANCE COMMITTEE CHAIR 1.50 0.50 X X 0 0 0 TRINITA LOGUE GOVERNANCE COMMITTEE CHAIR 2.50 0.00 X X 0 0 0 PHYLLIS CATER BOARD MEMBER 1.50 0.00 X 0 0 0 GABRIELLA DIFILIPPO BOARD MEMBER (THRU 9/1/19) 1.50 0.00 X 0 0 0 KATHERINE O'REGAN BOARD MEMBER 1.50 0.00 X 0 0 0 DUDLEY BENOIT BOARD MEMBER 1.50 0.00 X 0 0 0 MARLAND BUCKNER BOARD MEMBER 1.50 0.00 X 0 0 0 VICKI LUNDY WILBON BOARD MEMBER 1.50 0.00 X 0 0 0 MICHAEL DAVIS BOARD MEMBER 1.50 0.00 X 0 0 0 DONALD HINKLE-BROWN PRESIDENT & CEO 38.25 1.75 X 554154 0 36376 M AMANDA HIGH CHIEF OF STRATEGIC INITIATIVES 40.00 0.00 X 305805 0 25422 MICHAEL M CRIST EVP & CFO 38.25 1.75 X 343758 0 40773 NANCY WAGNER-HISLIP CHIEF INVESTMENT OFFICER 39.75 0.25 X 292837 0 41181 SHANNON FRESE SECRETARY 39.00 1.00 X 98190 0 11310 IRA GOLDSTEIN PRESIDENT OF POLICY SOLUTIONS 40.00 0.00 X 244895 0 33966 CHEILA FERNANDEZ CHIEF COMPLIANCE & RISK OFFICER 40.00 0.00 X 193771 0 27341 ANDREW RACHLIN MANAGING DIRECTOR, LENDING & INVESTI 30.00 10.00 X 212577 0 36831 SUZANNE ALOI MANAGING DIRECTOR (THRU 7/15/19) 7.00 21.00 X 185341 0 7291 BARRY POROZNI CIO 40.00 0.00 X 185861 0 19487 TRACY PETROFSKY CONTROLLER 40.00 0.00 X 192609 0 31145 DANA JOHNSON MANAGING DIRECTOR, MARYLAND & WASHIN 40.00 0.00 X 171737 0 10386 2981535 0 321509 30 0 1 0 HA STORAGE 600 MARKET STREET SUITE 210 CHANHASSEN MN 55317 IT INFRASTRUCTURE 318526 RSM US LLP 333 WEST 3RD STREET SUITE 200 DAVENPORT IA 52801 ACCOUNTING SERVICES 286875 MACDONALD & MACDONALD PC 10045 RED RUN BLVD STE350 OWINGS MILLS MD 21117 LEGAL SERVICES 253915 MILES AND STOCKBRIDGE PC 100 LIGHT STREET BALTIMORE MD 21202 LEGAL SERVICES 236630 NVG LLC 1640 RHODE ISLAND AVENUE SUITE 700 WASHINGTON DC 20036 LOBBYING, STRATEGIC ADVICE, OUTREACH 190618 7 1185208 3442347 4627555 INTEREST 525990 27383745 27383745 FEE INCOME 900099 1353628 1353628 ASSET MANAGEMENT FEES 561000 1228773 1228773 NMTC PLACEMENT FEES 900099 830000 830000 LOAN & LEASE FEES 525990 338595 338595 31134741 2318986 2318986 47540188 47243419 296769 296769 296769 OTHER INCOME 525990 8149 8149 GAINS FROM INVESTMENTS 525990 589 589 LOSSES FROM PARTNERSHIPS 525990 -11573 -11573 -2835 38375216 31428675 0 2318986 4678973 4678973 2346918 1642843 704075 5255974 2648624 2532350 75000 493768 255308 238460 1094644 839347 255297 622610 394510 228100 44961 6215 38746 310049 12205 297844 271398 271398 1292703 672923 619780 76326 28315 48011 236713 129629 107084 507261 278737 228524 668808 379690 289118 293895 204551 89344 390097 115848 274249 12622564 12622564 119604 62923 56681 180822 100553 80269 LOANS RELATED EXPENSE 166868 166868 STAFF DEVELOPMENT/RECRU 138143 29768 108375 BANK FEES 101005 38832 62173 UNDERWRITING/DUE DILIGE 67438 67438 -122437 -182840 60403 31859105 25465222 6318883 75000 95198420 88972618 6054817 542951 4163306 4693070 7255 430907211 422796344 384934 351736 2892461 2223124 660481 669337 43331662 45477987 2647760 5142953 583355846 568646996 4908065 4371873 8761164 8457433 4978357 2686830 81312165 81612371 294027294 274455066 11946368 12917326 405933413 384500899 X 71689507 83875424 105732926 100270673 177422433 184146097 583355846 568646996 X 6516111 234345 -26792 X 0 1 X 1 1 1 X 5826691 29184427 8326076 21206096 4627555 69170845 5826691 29184427 8326076 21206096 4627555 69170845 30987887 38182958 414029 544469 529232 1140240 2318986 4946956 74117801 135126547 0.51520 0.52530 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 271398 271398 31587707 31859105 1000000 250000 0 0 1000000 1000000 1000000 1000000 4000000 6000000 236092 258582 257572 271398 1023644 250000 250000 250000 250000 1000000 1500000 PART II-A, LINE 1, LOBBYING ACTIVITIES: REINVESTMENT FUND'S ADVOCACY EXPENSES INCLUDE ACTIVITIES TO LIFT UP OUR WORK AND THAT OF CDFIS BROADLY TO DELIVER CAPITAL, CREDIT, AND FINANCIAL SERVICES TO PEOPLE AND COMMUNITIES WHO HAVE BEEN UNDERSERVED BY THE NATION'S FINANCIAL SYSTEM. OUR EFFORTS ARE TO EDUCATE POLICYMAKERS ABOUT THE IMPORTANCE OF CDFIS' ROLE IN A VARIETY OF POLICY SPACES THAT AIM TO IMPROVE CRITICAL COMMUNITY INFRASTRUCTURE INCLUDING ACCESS TO HEALTHY FOOD, HEALTHCARE AND AFFORDABLE HOUSING. 0 4978357 2771069 5062596 2686830 1 X 1103693 598312 505381 783700 727971 55729 1005068 896841 108227 669337 RESERVE FUNDS PAYABLE 1170010 OPERATING LEASE LIABILITY 3699956 A/P-RELATED PARTY 63993 THIRD PARTY PARTICIPATION 7956575 DERIVATIVE LIABILITIES 26792 12917326 X PART IV, LINE 2B: ESCROW ACCOUNTS FOR LENDING ACTIVITY PART X, LINE 2: INCOME TAXES: REINVESTMENT FUND IS GENERALLY EXEMPT FROM FEDERAL INCOME TAXES UNDER THE PROVISIONS OF SECTION 501(C)(3) OF THE IRC. REINVESTMENT FUND QUALIFIES FOR CHARITABLE CONTRIBUTION DEDUCTIONS AND HAS BEEN CLASSIFIED AS AN ORGANIZATION THAT IS NOT A PRIVATE FOUNDATION. INCOME WHICH IS NOT RELATED TO EXEMPT PURPOSES, LESS APPLICABLE DEDUCTIONS, IS SUBJECT TO FEDERAL AND STATE CORPORATE INCOME TAXES. REINVESTMENT FUND AND ITS AFFILIATES DID NOT HAVE ANY SIGNIFICANT UNRELATED BUSINESS INCOME TAX FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018. MANAGEMENT EVALUATED THE ORGANIZATION'S TAX POSITIONS AND CONCLUDED THAT THE ORGANIZATION HAD TAKEN NO UNCERTAIN TAX POSITIONS THAT REQUIRE ADJUSTMENT TO THE FINANCIAL STATEMENTS TO COMPLY WITH THE PROVISIONS OF THIS GUIDANCE. CONSEQUENTLY, NO ACCRUAL FOR INTEREST AND PENALTIES WAS DEEMED NECESSARY FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018. THE ORGANIZATION FILES INCOME TAX RETURNS IN THE U.S. FEDERAL AND STATE JURISDICTIONS. GENERALLY, THE ORGANIZATION IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS BY THE U.S. FEDERAL, STATE OR LOCAL TAX AUTHORITIES FOR YEARS BEFORE 2016. 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ONCE APPROVED, GRANT DISBURSEMENTS ARE PROCESSED BY THE FINANCE DEPARTMENT. ONGOING COMPLIANCE WITH THE GRANT TERMS ARE MONITORED AND MAINTAINED BY THE APPLICABLE PROGRAM MANAGER AND THE FINANCE DEPARTMENT. X 1 1 X X X X X 1 0 0 0 0 0 0 1 0 DONALD HINKLE-BROWN PRESIDENT & CEO 388357 0 110615 0 55182 0 16800 0 19576 0 590530 0 0 0 M AMANDA HIGH CHIEF OF STRATEGIC INITIATIVES 235718 0 56143 0 13944 0 16800 0 8622 0 331227 0 0 0 MICHAEL M CRIST EVP & CFO 273197 0 65564 0 4997 0 16800 0 23973 0 384531 0 0 0 NANCY WAGNER-HISLIP CHIEF INVESTMENT OFFICER 233846 0 56143 0 2848 0 16800 0 24381 0 334018 0 0 0 IRA GOLDSTEIN PRESIDENT OF POLICY SOLUTIONS 198260 0 45895 0 740 0 14798 0 19168 0 278861 0 0 0 CHEILA FERNANDEZ CHIEF COMPLIANCE & RISK OFFICER 193031 0 0 0 740 0 12044 0 15297 0 221112 0 0 0 ANDREW RACHLIN MANAGING DIRECTOR, LENDING & INVESTI 188872 0 23000 0 705 0 12858 0 23973 0 249408 0 0 0 SUZANNE ALOI MANAGING DIRECTOR (THRU 7/15/19) 70456 0 15574 0 99311 0 7209 0 82 0 192632 0 0 0 BARRY POROZNI CIO 160608 0 18948 0 6305 0 11273 0 8214 0 205348 0 0 0 TRACY PETROFSKY CONTROLLER 171190 0 20760 0 659 0 11977 0 19168 0 223754 0 0 0 DANA JOHNSON MANAGING DIRECTOR, MARYLAND & WASHIN 142848 0 15950 0 12939 0 10304 0 82 0 182123 0 0 0 PART I, LINE 4A SUZANNE ALOI RECEIVED A SEVERANCE PAYMENT OF $91,378. PART I, LINE 7 THE COMPENSATION COMMITTEE, ESTABLISHED BY THE EXECUTIVE COMMITTEE OF THE RF BOARD, APPROVED THE THREE TIERS OF THE BONUS POOL WERE AWARDED BY MANAGERS' RECOMMENDATION AND CEO APPROVAL. THE COMMITTEE ALSO REVIEWED AND CONCURRED WITH THE INCENTIVE COMPENSATION AWARDS RECOMMENDED BY THE CEO FOR THE SENIOR MANAGEMENT TEAM IN THE HIGHEST PERFORMANCE TIER IN ACCORDANCE WITH THEIR DUTIES UNDER IRS INTERMEDIATE SANCTIONS. FURTHER, THE COMPENSATION COMMITTEE ALSO APPROVED A 2019 BONUS FOR THE CEO, WHICH WAS DETERMINED BY THE COMMITTEE INDEPENDENTLY OF THE CEO. THESE COMPENSATION DECISIONS WERE ALSO REVIEWED WITH THE ENTIRE BOARD MEMBERSHIP. FORM 990, PART VI, SECTION B, LINE 11B THE ORGANIZATION HAS ENGAGED OUR INDEPENDENT ACCOUNTANTS RSM US LLP TO PREPARE FORM 990 IN ACCORDANCE WITH OUR AUDITED FINANCIAL STATEMENTS. THE FORM 990 IS THEN REVIEWED BY MANAGEMENT, THE REINVESTMENT FUND, INC.'S AUDIT COMMITTEE (WHICH IS A SUB-COMMITTEE OF THE FULL BOARD WITH FISCAL AND FIDUCIARY OVERSIGHT) AND IS MADE AVAILABLE TO THE FULL GOVERNING BODY, PRIOR TO THE SUBMISSION OF THE 990. FORM 990, PART VI, SECTION B, LINE 12C COMPREHENSIVE CONFLICT OF INTEREST QUESTIONNAIRE IS DISTRIBUTED ANNUALLY TO ALL BOARD AND COMMITTEE MEMBERS. UPON RECEIPT OF THE QUESTIONNAIRE, ALL BOARD, COMMITTEE MEMBERS AND STAFF HAVE 60 DAYS TO RETURN THE COMPLETED QUESTIONNAIRE TO THE ORGANIZATION'S CORPORATE SECRETARY. THE COMPLETED QUESTIONNAIRES ARE REVIEWED AND MONITORED BY THE CORPORATE SECRETARY AND ANY POTENTIAL CONFLICTS ARE COMMUNICATED TO THE ORGANIZATION'S MANAGEMENT AND BOARD. FORM 990, PART VI, SECTION B, LINE 15 THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS DETERMINES THE COMPENSATION OF THE ORGANIZATION'S CEO THROUGH A VARIETY OF SOURCES, INCLUDING COMPETITOR DATA AND SURVEYS. ADDITIONALLY, THE ORGANIZATION HAS ENGAGED THE SERVICES OF AN INDEPENDENT CONSULTANT TO PROVIDE AN OPINION ON THE REASONABLENESS OF THE COMPENSATION PLAN FOR THE CEO, THREE TOP MANAGEMENT OFFICIALS AND TWO BUSINESS UNIT PRESIDENTS USING COMPARATIVE DATA AND SURVEY DATA. THE OPINION LETTER FOR THE CEO, THREE TOP MANAGEMENT OFFICIALS AND TWO BUSINESS UNIT PRESIDENT'S COMPENSATION IS SENT DIRECTLY TO THE CHAIRMAN OF THE BOARD. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST STATEMENT, FORM(S) 1023, 990 & 990T AND FINANCIAL STATEMENTS AVAILABLE FOR PUBLIC INSPECTION UPON REQUEST FOR THE SAME PERIOD OF DISCLOSURE AS SET FORTH IN SECTION 6104(D). AVAILABILITY IS MADE THROUGH ITS OFFICES AT 1700 MARKET STREET, 19TH FLOOR, PHILADELPHIA, PA 19103. THE ORGANIZATION'S FINANCIAL STATEMENTS ARE ALSO AVAILABLE ON THE ORGANIZATION'S WEBSITE. FORM 990, PART XI, LINE 9: UNREALIZED LOSS ON INTEREST RATE SWAP -26,792. FORM 990, PART IV, LINE 26: THE ORGANIZATION OFFERS PROMISSORY NOTES TO THE GENERAL PUBLIC THROUGH A PROSPECTUS OFFERING REGISTERED WITH THE PENNSYLVANIA DEPARTMENT OF BANKING AND SECURITIES. THE TERMS AND CONDITIONS OF THE PROMISSORY NOTES ARE SET BY THE PROSPECTUS AND ARE THE SAME FOR EVERYONE. THE PROSPECTUS IS AVAILABLE TO THE GENERAL PUBLIC, INCLUDING BOARD MEMBERS, OFFICERS AND EMPLOYEES OF THE ORGANIZATION. AT YEAR END, VOTING BOARD MEMBERS AND OFFICERS OF THE ORGANIZATION HAD LOANS OUTSTANDING UNDER THE PROSPECTUS. BASED ON GUIDANCE, PROVIDED FROM THE IRS, REGARDING DEBT OFFERED ON THE SAME TERMS AS OFFERED TO THE GENERAL PUBLIC, WE HAVE ANSWERED THIS QUESTION AS "NO AND DID NOT COMPLETE SCHEDULE L. AS PART OF OUR PROMISSORY NOTE PROGRAM, OUR DIRECTORS, OFFICERS, TRUSTEE, ETC MAKE UP $197,479 OF OUR PROMISSORY NOTE PROGRAM OF $24,458,357. THE ORGANIZATION ISSUED $50,935,000 AND $75,735,000 OF BONDS TO PURSUANT TO THE TERMS OF AN INDENTURE OF TRUST DATED APRIL 1, 2017 AND SEPTEMBER 1, 2018, RESPECTIVELY. NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THE BONDS. THE TERMS AND CONDITIONS OF THE BONDS ARE SET BY THE INDENTURE AND ARE THE SAME FOR ALL BONDHOLDERS. THE BONDS ARE AVAILABLE TO THE GENERAL PUBLIC, INCLUDING BOARD MEMBERS, OFFICERS AND EMPLOYEEES OF THE ORGANIZATION. TRADING AND SALES OF THE BONDS ARE NOT REPORTED TO THE ORGANIZATION AND THEREFORE THE ORGANIZATION CANNOT CLAIM KNOWLEDGE OF OR REPORT ON THE HOLDINGS OF ANY INDIVIDUAL OR INSTITUTION AS OF ANY SPECIFIC DATE. THIS INCLUDES THE AMOUNT THAT MAY BE HELD BY VOTING BOARD MEMBERS AND OFFICERS OF THE ORGANIZATION. 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