2012-11-29T13:16:50-06:00 2011-12-31 133385019 O'CONNOR DAVIES MUNNS & DOBBINS LLP ONE STAMFORD LANDING STAMFORD CT 06902 990 2011-01-01 205124665 SEACHANGE CAPITAL PARTNERS SEAC 2123361500 1385 BROADWAY 23RD FLOOR NEW YORK NY 100189238 MANAGEMENT 2123361500 2012-11-27 1 ROBIN STRONG P00713382 2033232400 2012-11-27 2011 2016-02-24 21:20:13Z X JOHN MACINTOSH 1385 BROADWAY 23RD FLOOR NEW YORK NY 100189238 2017078 0 X WWW.SEACHANGECAP.ORG X 2006 DE SEACHANGE CAPITAL PARTNERS' MISSION IS TO ENABLE TRANSACTIONS THAT INCREASE THE IMPACT OF NON-PROFITS WHILE OFFERING LEVERAGED FUNDING OPPORTUNITIES FOR DONORS. 4 3 10 0 0 0 2592566 2005026 0 0 1458 1002 0 11050 2594024 2017078 2571226 3612368 0 0 1681322 1520579 0 0 276530 919672 1748286 5172220 6881233 -2578196 -4864155 9780901 4859115 148415 90784 9632486 4768331 X SEACHANGE CAPITAL PARTNERS' MISSION IS TO ENABLE TRANSACTIONS THAT INCREASE THE IMPACT OF NONPROFITS WHILE OFFERING LEVERAGED FUNDING OPPORTUNITIES FOR DONORS. WE FOCUS IN TWO AREAS: IN NONPROFIT COLLABORATION, WE SUPPORT ORGANIZATIONS THAT ALREADY HAVE A SERIOUS INTEREST IN COMING TOGETHER - OR IN EXPLORING HOW THEY MIGHT - AND WE MAKE GRANTS TO HELP COVER A PORTION OF THE COSTS OF EXPLORING OR COMPLETING THE TRANSACTION. IN ADVISORY SERVICES, WE ENGAGE WITH NONPROFITS THAT ARE CONSIDERING, OR UNDERGOING, A SIGNIFICANT TRANSACTION. THESE TRANSACTIONS MAY INCLUDE GROWTH CAPITAL CAMPAIGNS, SPIN-OUTS, AND ORGANIZATIONAL RESTRUCTURINGS OTHER THAN COLLABORATION.OUR VISION IS OF A PHILANTHROPIC MARKET WHERE INFORMATION FLOWS FREELY, FACILITATING GREATER IMPACT THROUGH INCREASED AND MORE EFFECTIVE GIVING, KNOWLEDGE SHARING, AND COORDINATED ACTION. 0 0 4625996 3344618 SEACHANGE WAS ESTABLISHED TO FOCUS ON NONPROFIT ORGANIZATIONS IN EDUCATION AND YOUTH DEVELOPMENT SERVING LOW-INCOME YOUNG PEOPLE IN THE UNITED STATES. AS A NONPROFIT FIRM, WE HELPED FINANCE OUTSTANDING NONPROFITS WITH MULTI-MILLION-DOLLAR ROUNDS OF PHILANTHROPIC CAPITAL WHEN THEY DEMONSTRATED THEIR OPPORTUNITY, CAPACITY, AND AMBITION TO INCREASE THEIR IMPACT SIGNIFICANTLY. WE CONTINUE TO STEWARD THESE INVESTMENTS ON BEHALF OF OUR DONOR NETWORK AND INDIVIDUAL FUNDERS. SEACHANGE BECAME OPERATIONAL IN EARLY 2008 WITH SUPPORT FROM THE BILL & MELINDA GATES FOUNDATION, OMIDYAR NETWORK, THE WILLIAM AND FLORA HEWLETT FOUNDATION, THE SURDNA FOUNDATION, GOLDMAN SACHS AND A GROUP OF INDIVIDUAL PHILANTHROPISTS. THE INITIAL FOCUS WAS ORGANIZING LARGE-SCALE CAPITAL AGGREGATION CAMPAIGNS IN PARTNERSHIP WITH ORGANIZATIONS WORKING IN K-12 EDUCATION AND YOUTH DEVELOPMENT ON BEHALF OF THE DISADVANTAGED. SINCE THAT TIME, OUR WORK HAS EVOLVED IN RESPONSE TO CHANGES IN THE ENVIRONMENT, FEEDBACK FROM THE MARKET, AND REFLECTION ON OUR ACCOMPLISHMENTS AND CHALLENGES. AFTER A REFINEMENT IN THE MODEL WHICH TOOK EFFECT IN SEPTEMBER OF 2011, WE ARE A NONPROFIT INVESTMENT AND ADVISORY TEAM WHOSE MISSION IS TO ENABLE TRANSACTIONS THAT INCREASE THE IMPACT OF NONPROFITS AND OFFER LEVERAGE TO DONORS.DURING 2009, 2010 AND THE FIRST QUARTER OF 2011, SEACHANGE ARRANGED A TOTAL OF $12.115 MILLION IN FUNDINGS FOR THREE ORGANIZATIONS: UNCOMMON SCHOOLS, THE NEW TEACHER CENTER AND COLLEGE SUMMIT. SEACHANGE ALSO COMMITTED $1.0 MILLION TO NEW PROFIT, INC, FOR ITS PATHWAYS FUND APPLICATION TO THE SOCIAL INNOVATION FUND. IN CONJUNCTION WITH THIS GRANT, SEACHANGE TOOK ON THE ROLE OF COORDINATING CERTAIN ACTIVITIES FOR A FUNDING GROUP LED BY NEW PROFIT, AND INCLUDING THE BLUE RIDGE FOUNDATION, THE CARNEGIE CORPORATION, THE JPMORGAN CHASE FOUNDATION, THE OPEN SOCIETY FOUNDATIONS AND THE ROBIN HOOD FOUNDATION IN ADDITION TO SEACHANGE. THE GROUP CAME TOGETHER TO FUND A PORTFOLIO OF NONPROFIT ORGANIZATIONS INCLUDING COLLEGE SUMMIT, IMENTOR, YEAR UP, NATIONAL COLLEGE ADVISING CORPS, SINGLE STOP AND YOUTHBUILD USA. SEACHANGE, ALTHOUGH IT IS NO LONGER ACTIVELY FUNDRAISING FOR THESE ORGANIZATIONS, IT CONTINUES TO MONITOR THE PERFORMANCE OF THEIR PROGRAMS IN ORDER TO FULFILL THE COMMITMENT TO OUR DONORS OF ONGOING STEWARDSHIP OF THE ARRANGED FUNDINGS. 452750 267750 IN 2011, SEACHANGE CONTINUED ITS WORK WITH THE LODESTAR FOUNDATION TO FACILITATE AND FUND SENSIBLE COLLABORATIONS AMONG NONPROFIT ORGANIZATIONS. IN THE 4TH QUARTER OF 2011, SEACHANGE EXPANDED THIS ACTIVITY THROUGH THE DEVELOPMENT OF THE NEW YORK MERGER, ACQUISITION AND COLLABORATION FUND, WHICH LAUNCHED IN MARCH 2012 WITH THE SUPPORT OF FIVE LEADING NEW YORK AREA FOUNDATIONS, THE LODESTAR FOUNDATION AND A NUMBER OF HIGH NET WORTH INDIVIDUALS. DURING 2011, THE SEACHANGE-LODESTAR FUND EVALUATED 58 OPPORTUNITIES, AND MADE OR COMMITTED GRANTS TO 8 ORGANIZATIONS. 5078746 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 1 9 0 1 10 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 4 3 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 NY CT IL OH NC WA MN VA X JOHN MACINTOSH PARTNER 2123361500 1385 BROADWAY 23RD FLOOR NEW YORK NY 000189238 CHARLES T HARRIS III 40.00 X X 131321 0 20444 GARY SYMAN 5.00 X X 0 0 0 SUZANNE LEHMANN 3.00 X 0 0 0 DOUGLAS SMITH 1.00 X 0 0 0 JOHN MACINTOSH 40.00 X 227525 0 36309 C ELIZABETH SPENCER 40.00 X 223603 0 28303 JENNIFER GOLDSTONE 40.00 X 195655 0 23280 SUE CHI 40.00 X 130275 0 21330 908379 0 129666 5 0 1 0 0 2005026 49148 2005026 1002 1002 MISCELLANEOUS REVENUE 900099 11050 11050 11050 2017078 11050 0 1002 3612368 3612368 886441 659489 102171 124781 475079 314744 151292 9043 44957 29784 14317 856 35569 23565 11327 677 78533 52029 25009 1495 138830 80521 44426 13883 1339 268 134 937 49766 18576 6664 24526 43820 31112 8764 3944 259785 184447 51957 23381 94716 18943 9472 66301 61796 43875 12359 5562 12711 9025 2542 1144 BAD DEBT EXPENSE 700200 700200 LEASE TERMINATION COSTS 205507 205507 NET LOSS ON DISPOSAL OF 179816 179816 6881233 5078746 1525957 276530 64734 808696 5427682 2645022 3973999 1329722 44774 59225 31236 14786 269712 16450 9780901 4859115 38560 7534 65000 83250 44855 0 148415 90784 X 4117979 2069608 5514507 2698723 9632486 4768331 9780901 4859115 -4864155 0 X X 0 1 1 X 0 X 9187873 6021783 4549017 2592566 2005026 24356265 9187873 6021783 4549017 2592566 2005026 24356265 12516942 11839323 19343 144393 752 1458 1002 166948 24523213 0.48280 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 31236 14786 16450 0 16450 2017078 6881233 -4864155 -4864155 1412878 96000 -700200 -604200 2017078 0 2017078 5891710 96000 96000 5795710 1085523 1085523 6881233 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: SEACHANGE RECOGNIZES THE EFFECT OF INCOME TAX POSITIONS ONLY IF THOSE POSITIONS ARE MORE LIKELY THAN NOT OF BEING SUSTAINED. MANAGEMENT HAS DETERMINED THAT SEACHANGE HAD NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE FINANCIAL STATEMENT RECOGNITION OR DISCLOSURE. SEACHANGE IS NO LONGER SUBJECT TO EXAMINATIONS BY THE APPLICABLE TAXING JURISDICTIONS FOR PERIODS PRIOR TO 2008. PART XII, LINE 2D - OTHER ADJUSTMENTS: BAD DEBT LOSSES ON UNCOLLECTIBLE PLEDGES -700,200. PART XIII, LINE 4B - OTHER ADJUSTMENTS: BAD DEBT LOSSES ON UNCOLLECTIBLE PLEDGES 700,200. LEASE TERMINATION COSTS, NET 205,507. NET LOSS ON DISPOSAL OF PROPERTY AND EQUIPMENT 179,816. 1 UNCOMMON SCHOOLS INCORPORATED C/O RHF 826 BROADWAY 9TH FLOOR NEW YORK NY 10003 311488698 501(C)(3) 579000 REGIONAL EXPANSION OF SCHOOL BUILDINGS AND NUMBER OF STUDENTS SERVED NEW TEACHER CENTER 725 FRONT STREET STE 400 SANTA CRUZ CA 95060 262427526 501(C)(3) 1215700 CAPACITY BUILDING GRANT TO POSITION THE ORGANIZATION FOR GROWTH IN THE NUMBER OF TEACHERS SERVED NEW YORK LIVE ARTS 219 WEST 19TH STREET NEW YORK NY 10011 136206608 501(C)(3) 93000 TO FACILITATE A COLLABORATION BETWEEN TWO ORGANIZATIONS BHCARE INC C/O HARBOR HEALTH SERVICES INC 14 SYCAMORE WAY BRANFORD CT 06405 222598799 501(C)(3) 50000 TO FACILITATE A COLLABORATION BETWEEN TWO ORGANIZATIONS BREAKTHROUGH CHARTER SCHOOLS 1415 EAST 36TH STREET CLEVELAND OH 44114 270363848 501(C)(3) 80000 TO FACILITATE A COLLABORATION BETWEEN THREE ORGANIZATIONS CHICAGO ALLIANCE TO END HOMELESSNESS 651 W WASHINGTON - SUITE 504 CHICAGO IL 60661 364272272 501(C)(3) 30000 TO FACILITATE A COLLABORATION BETWEEN TWO ORGANIZATIONS COLLEGE SUMMITT INC 1763 COLUMBIA ROAD NW - 2ND FLOOR WASHINGTON DC DC 20009 522007028 501(C)(3) 817595 TO ASSIST THE ORGANIZATION IN BUILDING THE CAPACITY OF SCHOOLS TO DRAMATICALLY INCREASE COLLEGE-GOING SCHOOL AND DISTRICT-WIDE IMENTOR INC 30 BROAD STREET 9TH FLOOR NEW YORK NY 10004 300105507 501(C)(3) 112500 TO ASSIST THE ORGANIZATION IN MEETING THEIR MATCHING GRANT GOALS THROUGH THE SOCIAL INNOVATION FUND. SINGLE STOP USA INC 1825 PARK AVENUE SUITE 503 NEW YORK NY 10035 208837690 501(C)(3) 112500 TO ASSIST THE ORGANIZATION IN MEETING THEIR MATCHING GRANT GOALS THROUGH THE SOCIAL INNOVATION FUND. NATIONAL COLLEGE ADVISING CORPS-UNIVERSITY OF NORTH CAROLINA AT CHAPEL HILL 137 E FRANKLIN STREET SUITE 307 CAMPUS BOX 2220 CHAPEL HILL NC 27599 566001393 501(C)(3) 153409 TO ASSIST THE ORGANIZATION IN MEETING THEIR MATCHING GRANT GOALS THROUGH THE SOCIAL INNOVATION FUND. YEAR UP INC 93 SUMMER STREET BOSTON MA 02110 043534407 501(C)(3) 230114 TO ASSIST THE ORGANIZATION IN MEETING THEIR MATCHING GRANT GOALS THROUGH THE SOCIAL INNOVATION FUND. YOUTHBUILD USA INC 58 DAY STREET SOMERVILLE MA 02144 223076454 501(C)(3) 112500 TO ASSIST THE ORGANIZATION IN MEETING THEIR MATCHING GRANT GOALS THROUGH THE SOCIAL INNOVATION FUND. 12 0 PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: EACH GRANTEE AND SEACHANGE AGREE TO TERMS ABOUT QUARTERLY REPORTING BY THE GRANTEE TO SEACHANGE ABOUT THE PROGRESS OF THE GRANTEE TOWARD ITS GOALS UNDER THE GRANT. MEMBERS OF SEACHANGE'S PROGRAM TEAM MONITOR THIS PROGRESS. THEY REPORT TO THE SEACHANGE BOARD AT EACH BOARD MEETING ABOUT ONGOING USE OF GRANT FUNDS. NORMAL MONITORING PROCEDURES ALSO INCLUDE REVIEW OF FINANCIALS, STAFF AND STAKEHOLDER INTERVIEWS, MULTIPLE SITE VISITS, AND AN ECOSYSTEM SURVEY. X X X X 0 0 0 0 0 0 0 0 0 CHARLES T HARRIS III 131321 0 0 0 0 0 0 0 20444 0 151765 0 0 0 JOHN MACINTOSH 227525 0 0 0 0 0 23062 0 13247 0 263834 0 0 0 C ELIZABETH SPENCER 223603 0 0 0 0 0 18556 0 9747 0 251906 0 0 0 JENNIFER GOLDSTONE 195655 0 0 0 0 0 19665 0 3615 0 218935 0 0 0 SUE CHI 130275 0 0 0 0 0 10528 0 10802 0 151605 0 0 0 X 1 49148 FAIR VALUE AT DONATION D 0 1 0 FORM 990, PART VI, SECTION B, LINE 11 KEY PERSONNEL COMPLETED THE COLLECTION OF DATA ON GOVERNANCE, AUDITED FINANCIALS, AND PROGRAM INFORMATION BEFORE SUBMITTING TO THE OFFICERS FOR REVIEW. THE OFFICERS MET WITH THE AUDITOR TO DISCUSS KEY ISSUES. THE CHAIR OF THE AUDIT COMMITTEE REVIEWED THE COMPLETED FINANCIALS WITH THE AUDITOR AND MET WITH THE OFFICERS TO DISCUSS KEY ISSUES. FORM 990, PART VI, SECTION B, LINE 11 AN ELECTRONIC COPY OF THE 990 WAS SENT TO EACH MEMBER BY A PARTNER. BEFORE IT WAS FILED, EACH DIRECTOR, IN PARTICULAR THE CHAIRMAN OF THE BOARD AND THE CHAIR OF THE AUDIT COMMITTEE, AND EACH PARTNER WAS ASKED TO REVIEW THE 990 AND EITHER REQUEST CLARIFICATION OR CORRECTION OR APPROVE ITS FILING. AFTER THE 990 WAS FILED, AT THE NEXT BOARD MEETING THE 990 WAS ON THE BOARD'S AGENDA FOR DISCUSSION. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION'S CORPORATE BYLAWS HAVE A CONFLICT-OF-INTEREST POLICY THAT ADDRESSES THE MATTER OF CONFLICTS IN THE WAY THAT MATTERS MOST IMPORTANTLY TO THE ORGANIZATION, THROUGH PARTICIPATION IN A DECISION ABOUT MAKING A GRANT TO AN ORGANIZATION WITH WHICH THE PARTICIPANT HAS EITHER A CONFLICTING RELATIONSHIP OR WHAT COULD BE SEEN AS A CONFLICTING RELATIONSHIP. THIS POLICY HAS BEEN ELABORATED ON IN A SUPPLEMENTARY MEMORANDUM FOR THE BOARD AND STAFF. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION FOR THE EXECUTIVE PARTNER IS ESTABLISHED BY THE BOARD. THE COMPENSATION FOR ALL OTHER EMPLOYEES IS ESTABLISHED BY THE EXECUTIVE PARTNER, WITH APPROVAL FROM THE CHAIRMAN OF THE BOARD. ALL SALARIES AND BENEFITS ARE BASED ON BENCHMARKING ABOUT COMPENSATION FOR COMPARABLE POSITIONS IN THE NONPROFIT SECTOR. FORM 990, PART VI, SECTION C, LINE 19 FINANCIAL STATEMENTS ARE AVAILABLE PUBLICLY THROUGH GUIDESTAR, AND UPON REQUEST AND AS REQUIRED THROUGH NEW YORK STATE LAWS GOVERNING CHARITABLE ORGANIZATIONS. GOVERNING DOCUMENTS ARE AVAILABLE UPON REQUEST ELECTRONICALLY OR IN THE SEACHANGE OFFICE. OVERSIGHT OF THE AUDIT PART XI, LINE 2C EXPLANATION THE PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. FORM 990, PART VI, SECTION A, LINE 1: THE BOARD OF DIRECTORS CONSISTS OF THE CHAIR AND 3 OTHER VOTING MEMBERS. THE SECRETARY AND TREASURER POSITIONS WHICH SUPPORT THE BOARD ARE NON-VOTING MEMBERS OF BOARD DISCUSSIONS. CURRENTLY BOTH POSITIONS ARE HELD BY SEACHANGE PARTNERS.