2014-03-11T11:17:30-05:00 2013-06-30 861065772 DELOITTE TAX LLP 424 CHURCH STREET SUITE 2400 NASHVILLE TN 372192396 990 2012-07-01 636065809 UNIVERSITY OF SOUTH ALABAMA FOUNDATION UNIV 2514322116 PO BOX 3148 MOBILE AL 36652 MAXEY J ROBERTS 2514322116 2014-03-10 1 P00752421 6152591800 2012 2015-11-30 17:44:51Z MAXEY J ROBERTS PO BOX 3148 MOBILE AL 36652 15650440 0 X USAFOUNDATION.ORG X 1968 AL TO SUPPORT THE EDUCATIONAL PROGRAMS OF THE UNIVERSITY OF SOUTH ALABAMA. 21 20 11 0 120430 -171524 195570 16300 0 0 3543540 5849599 916679 824423 4655789 6690322 4426156 4449038 0 0 1028315 1150286 0 0 19276 2531787 2543768 7986258 8143092 -3330469 -1452770 296955112 308091378 12473293 8666434 284481819 299424944 X THE UNIVERSITY OF SOUTH ALABAMA FOUNDATION WAS ESTABLISHED TO SUPPORT THE FUNCTIONS AND ACTIVITIES OF THE UNIVERSITY OF SOUTH ALABAMA. CONTRIBUTIONS ARE MADE DIRECTLY TO THE UNIVERSITY FOR AND IN SUPPORT OF STUDENT SCHOLARSHIPS, FACULTY POSITIONS AND PROGRAMS, AND OTHER RELATED ACTIVITIES OF THE UNIVERSITY. EXAMPLES INCLUDE PROVIDING $17,520,000 IN TOTAL SUPPORT TO THE MITCHELL CANCER INSTITUTE, A MAJOR UNIVERSITY UNDERTAKING AND PROGRAM, SUPPORT TO THE UNIVERSITY MEDICAL SIMULATION PROGRAM, FUNDING 22 NEW GRADUATE ASSISTANTSHIPS, AS WELL AS SUPPORT OF OTHER UNIVERSITY PROGRAMS.SERVING ON THE BOARD OF DIRECTORS OF THE USA FOUNDATION ARE THE CHAIRMAN PRO TEMPORE OF THE BOARD OF TRUSTEES OF THE UNIVERSITY OF SOUTH ALABAMA, THE VICE CHAIRMAN OF THE UNIVERSITY BOARD, AND THE PRESIDENT OF THE UNIVERSITY, AS WELL AS A REPRESENTATIVE FROM THE FACULTY OF THE UNIVERSITY AND A REPRESENTATIVE OF THE ALUMNI OF THE UNIVERSITY. 0 0 7592398 4449038 CONTRIBUTIONS TO THE UNIVERSITY OF SOUTH ALABAMA 7592398 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 0 0 1 0 0 0 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 X 24 0 1 11 1 1 1 0 0 0 0 0 0 0 0 0 X 21 20 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 AL MS X MAXEY J ROBERTS 2514322116 211 N CONCEPTION STREET MOBILE AL 366036477 OTHA LEE BIGGS 1.00 X 0 0 0 ALPHA JOHNSON 1.00 X 0 0 0 VERLA E LEDLOW 1.00 X 0 0 0 WALTER E PENRY JR 1.00 X 0 0 0 J ALLAN TUCKER 1.00 X 0 0 0 JOHN T WHIDDON 1.00 X 0 0 0 MARGARET D YOUNG 1.00 X 0 0 0 ELLEN F GREEN 1.00 X 0 0 0 THOMAS A ZOGHBY 1.00 X 0 0 0 STEVEN P FURR 1.00 X 0 0 0 ROBERT P HALL 1.00 X 0 0 0 JOHN W SMITH 1.00 X 0 0 0 KEN SIMON 1.00 X 0 0 0 NOLAN C LEAKE 1.00 X 0 0 0 JOAN SINNOTT 1.00 X 0 0 0 GREGORY LUCE 1.00 X 0 0 0 ROBERT D WORD 1.00 X X 0 0 0 A JEANNE SYLVESTRE 1.00 X X 0 0 0 LOWELL J BONDS 1.00 X X 0 0 0 JOHN MCMILLAN 1.00 X X 0 0 0 STEVE TONDERA 1.00 X X 0 0 0 MAXEY J ROBERTS 40.00 X X 236049 0 1762 BRAD B ROBERTS 40.00 X X 144773 0 1690 ROBERT M HOPE 40.00 X X 130018 0 13655 510840 0 17107 3 0 1 0 JONES WALKER LLP 254 STATE STREET MOBILE AL 36603 LEGAL SERVICES 316631 DELOITTE & TOUCHE LLP 191 PEACHTREE NE ATLANTA GA 30303 AUDITING & TAX 165472 SUPERIOR FORESTRY SERVICE INC PO BOX 25 TILLY AR 72679 FORESTRY SERVICES 104601 W-ZHA LLC 1031 SKIDMORE DRIVE ANNAPOLIS MD 21409 CONSULTING SERVICES 103691 4 16300 16300 2034645 2034645 147980 147980 605014 49001 556013 556013 556013 9800472 2925599 7317924 1593193 2482548 1332406 3814954 3814954 HEAVY EQUIPMENT USAGE 110000 108430 108430 ACCOUNTING AND ADMIN. 541200 12000 12000 120430 6690322 0 120430 6553592 4449038 4449038 508429 404834 86839 16756 389787 258881 130906 131840 101517 29005 1318 61499 47354 13530 615 58731 45223 12921 587 386372 335203 51169 158744 122233 36511 259352 259352 45075 34708 10367 30949 23831 7118 2168 1669 499 136944 105447 31497 290265 290265 81072 62425 18647 221220 176946 44274 CONSULTANT AND PROF FEE 210613 198704 11909 TIMBER MGT & MAINT 203989 203989 PROPERTY TAX 194553 188150 6403 REPAIR AND MAINT EXP 134114 103268 30846 188338 179361 8977 8143092 7592398 531418 19276 667775 895823 29085 182584053 1353998 180326712 181230055 104497873 114192773 10247170 10573365 1215582 1170277 296955112 308091378 915043 787919 11493250 7783515 65000 95000 12473293 8666434 X 39251204 42370003 75983871 87660068 169246744 169394873 284481819 299424944 296955112 308091378 X -1452770 16395895 X 0 1 X 1 0 X X X 0 0 0 UNIVERSITY OF SOUTH ALABAMA 630477348 6 1 1 1 4449038 1 4449038 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 284481819 16300 23069917 -4449038 -3694054 299424944 284211930 195570 8060575 -4426156 -3560100 284481819 264246593 22232 27871686 -4169744 -3758837 284211930 250754715 14550 21055420 -4395304 -3182788 264246593 291434107 13210 -32377611 -4870238 -3444753 250754715 0.21760 0.56570 0.21670 0 0 179682541 179682541 1371396 260844 1110552 960281 882956 77325 569835 210198 359637 181230055 DEPOSITS 95000 95000 DESCRIPTION OF INTENDED USE OF ENDOWMENT FUNDS: PART V, LINE 4: THE UNIVERSITY OF SOUTH ALABAMA FOUNDATION'S ENDOWMENT IS COMPRISED OF INDIVIDUAL FUNDS TO BE USED FOR SPECIFIC SCHOLARSHIPS, FACULTY POSITIONS, AND ACADEMIC PROGRAMS. THESE ENDOWMENT FUNDS WERE CREATED FROM INITIAL GIFTS OR CONTRIBUTIONS WITH THE INCOME AND APPRECIATION GENERATED FROM THESE ENDOWMENT FUNDS USED TO FUND VARIOUS SCHOLARSHIPS, FACULTY POSITIONS, AND ACADEMIC PROGRAMS FOR THE UNIVERSITY OF SOUTH ALABAMA. 1 UNIVERSITY OF SOUTH ALABAMA 307 N UNIVERSITY BLVD MOBILE AL 36688 630477348 4449038 SCHOLARSHIPS, FACULTY POSITIONS, AND OTHER SUPPORT 1 1 THE UNIVERSITY OF SOUTH ALABAMA FOUNDATION FUNDS VARIOUS SCHOLARSHIPS, FACULTY POSITIONS, AND OTHER SUPPORT TO THE UNIVERSITY OF SOUTH ALABAMA. THE UNIVERSITY OF SOUTH ALABAMA DETERMINES THE ELIGIBILTY AND AWARDING OF SCHOLARSHIPS TO WORTHY STUDENTS. THE UNIVERSITY ALSO DETERMINES THE PLACEMENT OF FACULTY POSITIONS AND CURRENT NEED FOR SUPPORT OF OTHER MORE SPECIFIC PROGRAMS. FUNDING TO THE UNVERSITY IS BASED IN PART ON PERCENTAGE OF THE FOUNDATION'S NET ASSETS. X 1 1 X X X X X 0 0 0 0 0 0 0 0 0 MAXEY J ROBERTS 236049 0 0 0 0 0 0 0 1762 0 237811 0 0 0 SUPPLEMENTAL INFORMATION PART III PART 1 LINE 1A. THE UNIVERSITY OF SOUTH ALABAMA FOUNDATION PROVIDED CHARTERED AIR TRAVEL FOR SEVERAL OF ITS BOARD MEMBERS. THE CHARTERED AIR SERVICE WAS TO PROVIDE TRANSPORTATION FOR QUARTERLY BOARD MEETINGS. THE BENEFIT WAS NOT TREATED AS TAXABLE COMPENSATION. THESE INDIVIDUALS PROVIDE A STRONG UNDERSTANDING AND VOICE OF THE NEEDS OF THE UNIVERSITY TO THE FOUNDATION PROVIDING A UNIQUE UNDERSTANDING AND RESPONSIVENESS TO THOSE NEEDS. THE FOUNDATION AND THE MEMBERS OF THE FOUNDATION BOARD INTERACT WITH THE UNIVERSITY THROUGH A PROCESS THAT INCLUDES INFORMAL MEETINGS WITH UNIVERSITY ADMINISTRATORS AND FOUNDATION REPRESENTATIVES, DISCUSSIONS AND DIALOGUE THROUGH SMALL GROUPS AND FINALLY DISCUSSIONS AND ACTIONS AT FORMAL BOARD MEETINGS. THIS BASIS OF DIALOGUE CREATES AN UNDERSTANDING OF THE NEEDS OF THE UNIVERSITY AND HAS RESULTED IN THE FOUNDATION'S SUPPORT OF UNIQUE AND CRITICAL UNIVERSITY PROGRAMS, FACULTY NEEDS AND SCHOLARSHIP INITIATIVES, AS DESCRIBED IN THIS SCHEDULE. THIS PROCESS OF INTERACTION IS ONGOING AND LEADS TO A DEPTH OF RESPONSIVENESS AND UNDERSTANDING BY BOTH THE UNIVERSITY AND THE FOUNDATION. OVER THE PAST TEN YEARS, NEARLY $59 MILLION HAS BEEN CONTRIBUTED TO THE UNIVERSITY, REFLECTING THE CENTRAL PHILOSOPHY OF ENDOWMENT FOUNDATIONS TO SUPPORT CURRENT NEEDS, WHILE ASSURING THE PURCHASING POWER IN THE FUTURE OF ENDOWMENT ASSETS AND PRESERVING STRONG ENDOWMENT ASSETS TO ASSURE SUPPORT OF THE MANY PROGRAMS AND SERVICES, AS WELL AS THE FACULTY AND STUDENTS, OF THE UNIVERSITY. FORM 990, PART VI, SECTION B, LINE 11 FORM 990 IS PREPARED BY THE FOUNDATION'S MANAGEMENT AND INDEPENDENT TAX CONSULTANTS. UPON COMPLETION, FORM 990 IS SUBMITTED TO THE FOUNDATION'S INVESTMENT AND AUDIT COMMITTEE FOR REVIEW AND THEN TO THE BOARD OF DIRECTORS FOR APPROVAL. FORM 990, PART VI, SECTION B, LINE 12C THE UNIVERSITY OF SOUTH ALABAMA FOUNDATION HAS A WRITTEN CODE OF CONDUCT AND ETHICS POLICY ("CODE") FOR ITS DIRECTORS, OFFICERS, AND EMPLOYEES. WITHIN THE CODE, THE FOUNDATION HAS INCORPORATED ITS CONFLICT OF INTEREST POLICY. THE FOUNDATION REVIEWS THE POLICY ANNUALLY AND REQUIRES ALL FOUNDATION DIRECTORS, OFFICERS, AND EMPLOYEES TO COMPLETE A CONFLICT OF INTEREST QUESTIONNAIRE DISCLOSING ANY CONFLICTS. FORM 990, PART VI, SECTION B, LINE 15 THE UNIVERSITY OF SOUTH ALABAMA FOUNDATION DETERMINES COMPENSATION OF MANAGEMENT AND KEY EMPLOYEES INITIALLY THROUGH AN INDEPENDENT COMPENSATION STUDY AND REVIEW OF RELEVANT DATA. THE INFORMATION IS PRESENTED TO THE FOUNDATION'S INVESTMENT AND AUDIT COMMITTEE FOR ITS REVIEW AND ACTION WITH RESPECT TO COMPENSATION. FORM 990, PART VI, SECTION C, LINE 19 THE UNIVERSITY OF SOUTH ALABAMA FOUNDATION PROVIDES, TO THE PUBLIC, ACCESS TO ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS. ALL SUCH DOCUMENTS ARE MADE AVAILABLE UPON REQUEST. FURTHER, THE FOUNDATION'S ARTICLES OF INCORPORATION ARE FILED IN THE PROBATE COURT OF MOBILE COUNTY, ALABAMA, AND THE FOUNDATION MAKES AVAILABLE TO THE PUBLIC ITS OTHER GOVERNING DOCUMENTS. THE FOUNDATION'S AUDITED FINANCIAL STATEMENTS ARE FORWARDED TO THE UNIVERSITY OF SOUTH ALABAMA AND MADE AVAILABLE TO THE LOCAL NEWSPAPER. THE UNIVERSITY OF SOUTH ALABAMA FOUNDATION'S FORM 990 IS AVAILABLE ON REQUEST, AND THE FOUNDATION ALSO DISCLOSES ITS NET ASSETS ON ITS WEBSITE. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 9: UNREALIZED LOSS ON MARKETABLE EQUITY SECURITIES 13,814,913. UNREALIZED GAIN ON TIMBER INVESTMENTS 4,068,242. MARKET DEPLETION - TIMBER INVESTMENTS -1,800,955. UNREALIZED LOSS ON MINERAL INVESTMENTS -191,928. UNREALIZED GAIN ON REAL ESTATE INVESTMENTS 505,623. DESCRIPTION OF LOAN PAYABLE DURING THE FISCAL YEAR ENDING JUNE 30, 2011, THE UNIVERSITY OF SOUTH ALABAMA FOUNDATION PURCHASES 327 ACRES FROM THE UNIVERSITY OF SOUTH ALABAMA, KNOWN AS THE BROOKLEY CAMPUS. THE PROPERTY WAS PURCHASED FROM THE UNIVERSITY OF SOUTH ALABAMA IN FURTHERENCE OF THE FINANCIAL SUPPORTOF THE UNIVERSITY BY THE FOUNDATIONIN ORDER TO ASSIST THE UNIVERSITY IN CARRYING OUT ITS TAX EXEMPT PURPOSE AND SPECIFICALLY IN ORDER TO FUND THE PEDIATRIC EXPANSION OF THE UNIVERSITY OF SOUTH ALABAMA CHILDREN'S AND WOMEN'S HOSPITAL, AN INTERGRAL PART OF THE TEACHING MISSION AND HEALTH SERVICES MISSIONS OF THE UNIVERSITY OF SOUTH ALABAMA. THE PURCHASE WAS $20,000,000 TO BE PAID IN FIVE ANNUAL INSTALLMENT OF $4,000,000. UNDER THE PURCHASE AGREEMENT, FOR A FIVE-YEAR USE PERIOD, THE UNIVERSITY RETAINS COMPLETE USE OF THE BUILDING AND IMPROVEMENTS ON THE 327-ACRE PROPERTY, INCLUDING THE ABILITY TO LEASE FACILITIES AND TO RETAIN ANY AND ALL RENT FROM SUCH LEASES, FURTHER ASSISTING THE UNIVERSITY OF SOUTH ALABAMA IN ITS MISSION OF EDUCATIONAL PURPOSES. THE CURRENT BALANCE OF THE INSTALLMENT NOTE AT JUNE 30, 2013 IS $7,783,515. (PART X, LINE 23) THIS PURCHASE PROVIDED THE UNIVERSITY WITH THE FUNDS TO FURTHER ITS TAX-EXEMPT PURPOSE, AND TO ENABLE THE UNIVERSITY TO FOCUS ITS ACTIVITIES MORE ON PROVISION OF EDUCATION AND LESS ON THE OWNERSHIP OF PROPERTY. THE PROPERTY, KNOWN AS THE BROOKLEY CAMPUS, IS HELD IN A SUBSIDIARY OF THE UNIVERSITY OF SOUTH ALABAMA FOUNDATION, BROOKLEY BAY FRONT PROPERTIES, LLC, BROOKLEY BAY FRONT PROPERTY, LLC IS CLASSIFIED AS A DISREGARDED ENTITY AS IS LISTED ON SCHEDULE R, PART I BROOKLEY BAY FRONT PROPERTIES LLC PO BOX 3148 MOBILE AL 366523148 273506316 REAL ESTATE AL 10 23113639 USAF KNOLLWOOD DEVELOPMENT INC PO BOX 3148 MOBILE AL 366523148 631053940 REAL ESTATE DEVELOPMENT AL USAF C 1513122 1.00000 0 SHUBUTA TIMBER SERVICES INC PO BOX 3148 MOBILE AL 366523148 631234748 TIMBER SERVICES AL USAF C 123558 126046 1.00000 0 0 0 0 0 0 0 0 0 0 1 0 1 1 0 0 1 1 1 0 SHUBUTA TIMBER SERVICES INC J 108430 SHUBUTA TIMBER SERVICES INC M 123558 SHUBUTA TIMBER SERVICES INC P 215377 SHUBUTA TIMBER SERVICES INC R 2013 SHUBUTA TIMBER SERVICES INC L 12000 KNOLLWOOD DEVELOPMENT INC P 12500 BROOKLEY BAY FRONT PROPERTIES LLC R 4000000 BROOKLEY BAY FRONT PROPERTIES LLC P 365544 SHUBUTA TIMBER SERVICES INC Q 35000