WORKING CAPITAL FOR COMMUNITY NEEDS, INC. CONSOLIDATED FINANCIAL STATEMENTS December 31, 2012, 2011, and 2010 CONTENTS Independent Auditor's Report................................................................................................................... 1 Consolidated Statements of Financial Position......................................................... 3 Consolidated Statements of Activities............................................................................ 4 Consolidated Statements of Functional Expenses... 5 Consolidated Statements of Cash Flows................................................................................................. 7 Notes to Consolidated Financial Statements.................................................. 8 Consolidating Schedule of Financial Position................................................................ 17 Consolidating Schedule of Activities 18 ~ ~ 6uiAiKd ~ou. Beyond the numbers.™ Wegner CPAs INDEPENDENT AUDITOR'S REPORT To the Board of Director Working Capital for Community Needs, Inc. Madison, Wisconsin We have audited the accompanying consolidated financial statements of Working Capital for Community Needs, Inc., which comprise the consolidated statements of financial position as of December 31, 2012, 2011, and 2010, and the related consolidated statements of activities, functional expenses, and cash flows for the years then ended, and the related notes to the financial statements. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. . Opinion In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Working Capital for Community Needs, Inc. as of December 31, 2012, 2011, and 2010, and the changes in its net assets and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America. Janesville Office: 101 E. Milwaukee Street Suite 425 Janesville, WI 53545 P: (608) 756-4020 Baraboo Office: 123 Second Street P.O. Box 150 Baraboo, WI 53913 P: (608) 356-3966 F: (608) 356-2966 Pewaukee Office: W239 N3490 Pewaukee Road Suite 200· Pewaukee, WI 53072 P: (262) 522-7555 F: (262) 522-7550 Madison Office: 2110 Luann Lane Madison, WI 53713 P: (608) 274-4020 F: (608) 274-0775 www.wegnercpas.com [email protected] (888) 204-7665 Report on Consolidating Information Our audits were conducted for the purpose of forming an opinion on the consolidated financial statements as a whole. The consolidating schedules of financial position and activities are presented for purposes of additional analysis of the consolidated financial statements, rather than to present financial positions, changes in net assets, and cash flows of the individual organizations, and are not a required part of the consolidated financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the consolidated financial statements. The consolidating information has been subjected to the auditing procedures applied in the audit of the consolidated financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the consolidated financial statements or to the consolidated financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the consolidating information is fairly stated in all material respects in relation to the consolidated financial statements as a whole. IAI~~ CRAs,LLf Wegner ePAs, LLP Madison, Wisconsin March 29, 2013 2 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. CONSOLIDATED STATEMENTS OF FINANCIAL POSITION December 31,2012,2011, and 2010 ASSETS CURRENT ASSETS Cash Accrued interest receivable Investments CC Fund notes receivable - current portion CN LLC notes receivable - current portion Notes receivable fair value - current portion Prepaid expenses Unconditional promises to give Other receivables $ 2,684,021 269,306 $ 6,876,563 205,230 10,200 50,000 Total current assets 2010 2011 2012 10,095,320 674,918 201,785 615,628 5,221,562 1,481,477 215,315 39,579 $ 88,599 158,600 1,533,339 5,299,478 1,067,000 13,608 600 19,415 8,450,864 8,180,039 743 Equipment - net OTHER ASSETS CC Fund notes receivable less current portion Notes receivable fair value less current portion 3,410,002 790,133 2,997,844 985,376 3,054,229 Total assets $ 14,295,455 $ 12,434,084 $ 11,235,011 LIABILITIES AND NET ASSETS CURRENT LIABILITIES Current portion of notes payable Accounts payable Derivatives fair value Deferred revenue Accrued interest payable - current portion Grants payable $ 2,958,427 25,658 70,691 5,600 139,018 86,400 $ 2,933,581 28,398 45,200 22,539 126,076 $ 3,244,706 24,826 3,285,794 3,155,794 3,406,976 40,650 8,834,190 22,671 7,207,383 5,863,973 12,160,634 10,385,848 9,270,949 1,885,037 249,784 1,797,009 251,227 1,713,585 250,477 2,134,821 2,048,236 1,964,062 $ 14,295,455 $ 12,434,084 $ 11,235,011 Total current liabilities LONG-TERM LIABILITIES Accrued interest payable less current portion Notes payable less current portion Total liabilities NET ASSETS Unrestricted Temporarily restricted Total net assets Total liabilities and net assets See accompanying notes. 3 137,444 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. CONSOLIDATED STATEMENTS OF ACTIVITIES Years ended December 31,2012, 2011, and 2010 2012 UNRESTRICTED NET ASSETS SUPPORT AND REVENUE Investment return Contributions Loan fees Tour fees Sales Other $ Total unrestricted support and revenue EXPENSES Program servíces Microfinance Educational and other Supporting activities Management and general Fundraising Total expenses 2010 2011 611 8,818 928,913 72,105 63,500 3,875 785 1,428 1,339,803 1,102,409 1,070,606 839,288 194,520 792,750 70,674 791,568 81,225 183,656 35,754 118,414 37,147 130,780 39,803 1,253,218 1,018,985 1,043,376 1,067,471 149,636 93,593 22,539 1,461 5,103 $ 905,135 99,673 88,172 $ Net assets released from restrictions 1,443 Change in unrestricted net assets 88,028 TEMPORARIL Y RESTRICTED NET ASSETS Contributions Net assets released from restrictions {1,443~ Change in temporarily restricted net assets {1,443~ Change in net assets 86,585 84,174 27,980 2,048,236 1,964,062 1,936,082 Net assets - beginning of year Net assets - end of year $ 2,134,821 See accompanying notes. 4 1,000 83,424 $ 28,230 750 750 {1,OOO~ 750 {250~ 2,048,236 $ 1,964,062 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. CONSOLIDATED STATEMENTS OF FUNCTIONAL EXPENSES Years ended December 31,2012,2011, and 2010 Prof.:!ramServices Educational Microfinance and other Management and General Personnel Interest on investor loans Consultants Legal Grants and allocations Office expense Accounting Resources Insurance Bank and investment fees Occupancy Travel and training Conferences and meetings Provision for loan losses Marketing Other $ $ Total expenses $ 2011 Prof.:!ramServices Educational Microfinance and other Management and General Personnel Interest on investor loans Consultants Legal Office expense Accounting Resources Insurance Bank and investment fees Occupancy Travel and training Conferences and meetings Provision for loan losses Marketing Other $ $ Total expenses $ 2012 See accompanying notes. 172,031 406,657 109,539 30,468 $ 9,474 2,500 10,164 35,186 22,951 5,699 25,438 260 1,212 150 2,772 2,696 35,901 1,872 14,682 17,890 133 5,815 17,108 5,782 1,465 6,963 14,738 239 279 1,163 50 272 35,754 $ 1,253,218 93 $ 178,143 372,807 97,515 24,657 7,058 200 7,992 2,700 11,215 37,768 22,205 8,661 19,932 864 1,033 $ 792,750 $ 194,520 28,034 $ 2,538 209 10,966 183,656 70,310 393 28 44 3,114 9,699 1,431 545 2,615 9,663 12,895 653 5,755 197 7,465 1,347 2,551 14,151 67 998 3,420 70,674 5 $ 118,414 29,062 $ 5,775 3,179 99,434 8,859 103,422 $ 333,358 406,657 117,309 33,647 99,434 34,022 17,890 10,003 8,315 27,272 46,809 60,317 14,534 25,438 15,327 2,886 1,845 7,709 839,288 28,843 Total Fundraisinf.:! 303 3,145 $ Total Fundraisinf.:! $ 27,938 58 25 304,425 372,807 101,556 27,481 30,254 13,095 9,714 8,483 12,692 51,981 33,251 12,698 19,932 16,071 4,545 37,147 $ 1,018,985 958 2,567 676 1,236 3,634 55 $ $ WORKING CAPITAL FOR COMMUNITY NEEDS, INC. CONSOLIDATED STATEMENTS OF FUNCTIONAL EXPENSES (continued) Years ended December 31,2012,2011, and 2010 2010 Personnel Interest on investor loans Consultants Legal Grants and allocations Office expense Accounting Resources Insurance Bank and investment fees Occupancy Travel and training . Conferences and meetings Provision for loan losses Marketing Other Management and General $ $ notes. 141,511 374,638 76,250 25,392 $ $ 30,904 3,292 75 6,877 7,573 197 5,348 12,933 136 4,855 595 6,605 211 3,176 9,252 65 296 2,480 765 644 $ 91,856 Total Fundraisin9 1,000 1,289 750 8,625 9,447 2,700 13,611 24,801 19,888 8,886 85,498 487 60 791,568 44,147 3,020 8,399 $ Total expenses See accompanying Pro9ram Services Educational Microfinance and other 81,225 6 $ 130,780 119 903 3,811 9 $ 39,803 $ 308,418 374,638 80,270 26,681 750 25,664 12,933 10,346 7,555 15,184 42,094 27,672 12,268 85,498 10,800 2,605 $ 1,043,376 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Years ended December 31,2012,2011, and 2010 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31,2012,2011, and 2010 Working Capital for Community Needs, Inc. (WCCN) partners with individuals and organizations in Latin America and the United States of America to build sustainable economic opportunities that help people work their way out of poverty. WCCN provides low-income Latin American entrepreneurs and small farmers access to financing through various microfinance agencies and producer cooperatives to help them strengthen and grow their operations. To facilitate its activities in the greater Latin America area, WCCN formed a separate limited liability company, Community Needs, LLC during 2009. The LLC may further WCCN's purposes by participating in models that differ from WCCN's traditional avenues for promoting economic development. Located in Madison, Wisconsin, WCCN is supported primarily through interest from its loan fund and donor contributions. The following summary of significant accounting policies is presented to enhance the usefulness of the consolidated financial statements to the reader. NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The consolidated financial statements include the accounts of WCCN and Community Needs, LLC, of which WCCN is the sole member. All significant inter-organizational transactions and accounts have been eliminated. Basis of Presentation WCCN is required to report information classes of net assets: regarding its financial position and activities according to three Unrestricted net assets-Net assets that are not restricted by donors. Designations are voluntary boardapproved segregations of unrestricted net assets for specific purposes, projects, or investments. Temporarily restricted net assets-Net assets whose use has been limited by donor-imposed time restrictions or purpose restrictions. Permanently restricted net assets-Net assets that have been restricted by donors to be maintained by WCCN in perpetuity. Investments WCCN carries all investments at fair value. Realized and unrealized gains and losses are included in the change in net assets in the accompanying consolidated statements of activities. Notes Receivable Notes receivable consist of amounts due from microfinance organizations and producer cooperatives/associations in Latin America. Interest income is accrued on a monthly basis. The allowance for loan loss reserve is estimated based on an analysis of the risk criteria for each borrower in the portfolio and excludes notes carried at fair value. A percentage of the loan amount is set aside in the allowance account based on the risk assessment. The aggregate of those assessments is used as a means to estimate the amount needed in the allowance account. For notes carried at fair value, the fair value is determined by discounting the future cash flows, using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities, of such loans. WCCN considers any loans 90 days or more past due delinquent unless the loan is restructured and puts them in nonaccrual status. 8 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31,2012,2011, and 2010 NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Derivatives WCCN uses derivatives as fair value hedges for the notes receivable carried at fair value for the foreign exchange risk so that the return on these notes are similar to the other notes receivable. Derivates used include cross currency swaps and forward contracts which are measured at fair value. Changes in fair value are recorded when they occur in the statement of activities. Equipment Purchases of equipment in excess of $3,000 are capitalized and depreciated over the asset's useful life using the straight-line method. Notes Payable WCCN borrows funds from individuals and organizations at interest rates that averaged 3.71%, 3.91%, and 4.04% at December 31,2012,2011, and 2010. While less than the rates charged by commercial lenders, these rates approximate the prevailing rate in the community credit market. Accordingly, notes payable are recorded at their face value. . Contributions Contributions are recognized when the donor makes a promise to give that is, in substance, unconditional. Contributions that are restricted by the donor are reported as increases in unrestricted net assets if the restrictions expire in the year in which the contributions are recognized. All other donorrestricted contributions are reported as increases in temporarily or permanently restricted net assets depending on the nature of the restrictions. When a restriction expires, temporarily restricted net assets are reclassified to unrestricted net assets. Expense Allocation The costs of providing the various programs and other activities have been summarized on a functional basis in the consolidated statements of activities and in the consolidated statements of functional expenses. Accordingly, certain costs have been allocated among the program services and supporting activities benefited. Income Tax Status WCCN is exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code. In addition, WCCN qualifies for the charitable contribution deduction under Section 170(b)(1)(A) and has been classified as an organization other than a private foundation under Section 509(a)(2). Community Needs, LLC is observed as a "disregarded entity" and therefore all activity of this entity is reported on the informational return of WCCN. WCCN's federal exempt organization information is subject to examination by the Internal Revenue Service, generally for three years after they are filed. With few exceptions, WCCN is no longer subject to such examinations for years before 2009. 9 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December31, 2012, 2011, and 2010 NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Estimates The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Date of Management's Review Management has evaluated subsequent events through March 29, 2013, the date which the consolidated financial statements were available to be issued. NOTE 2 - RETIREMENT PLAN WCCN has a SIMPLE IRA plan in which employees with prior year earnings of $3,000 or more are eligible to participate. Employer contributions to the plan are 3% of the employee's annual compensation. Retirement expense was $8,670, $7,902, and $8,267 for 2012,2011, and 2010. NOTE 3 - OPERATING LEASE WCCN rents office space in Madison, Wisconsin under an annual lease agreement that requires monthly payments of $2,117. Lease expense was $24,427, $25,954, and $25,404 in 2012, 2011, and 2010. Community Needs, LLC rents office space adjacent to WCCN under an annual lease agreement that requires monthly payments of $463. Lease expense for the LLC was $5,120 and $6,199 for 2012 and 2011. NOTE 4 - RELATED PARTIES WCCN had notes payable to board members totaling $93,249, $112,183, and $112,122 at December 31, 2012, 2011 and 2010. The interest rates on the notes range from 0% to 3.5% and the notes mature on various dates between August 2014 and January 2017. NOTE 5 - OTHER RECEIVABLES During 2010, WCCN was receivable which is included The outstanding balance on accounts was $360,550 and at December 31,2012. assigned receivables of one of the borrowers in exchange for its note in the other receivables on the consolidated statements of financial position. the receivables was $361,150, and $388,300 and the allowance for doubtful $368,885 at December 31, 2011 and 2010. There were no other receivables NOTE 6 - INVESTMENTS Investments at December 31,2012,2011, and 2010 consisted of the following: 2012 2011 2010 Money fund Mutual funds $ $ 564,980 50,648 $ 1,252,605 280,734 Investments $ $ 615,628 $ 1,533,339 10 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December31, 2012, 2011, and 2010 NOTE 6 -INVESTMENTS (continued) Investment return consisted of the following: 2012 Interest and dividends $ 2010 2011 1,114,086 $ 954,746 10,838 (2,062) Loss on hedging of interest (26,634) (4,755) Change in fair value (30,819) (42,794) Unrealized and realized gains (losses) Investment return $ 1,067,471 $ 905,135 $ 939,180 (10,267) $ 928,913 NOTE 7 - DERIVATIVE FINANCIAL INSTRUMENTS To manage fluctuations of foreign currency values related to loans denominated in foreign currencies, WCCN entered into one cross currency interest swap agreement and one forward foreign exchange contract, which mature in concert with the outstanding foreign currency notes receivable. WCCN does not enter into derivative financial instrument agreements for trading or speculative purposes. A cross currency interest swap is a foreign exchange agreement between two parties to exchange principal and fixed rate interest payments on a loan in one currency for principal and fixed rate interest payments on an equal loan in another currency. As a result of the currency swap agreement, WCeN has eliminated its currency risk that the value of the loan repayments would be less or greater than the original loan amounts. A forward foreign exchange contract is an agreement between two parties to exchange one currency for another at a future date. Embedded in the cross currency interest rate swap is a forward contract which creates the obligation for both parties to close the swap agreement at the agreed upon maturity date. Both of the derivative instruments are designated as fair value hedges to hedge the notes receivable measured at fair value. The fair value of the derivatives is presented gross in the statement of financial position. The following gains and losses are reported in the consolidated statements of activities for the derivative. instruments designated and qualifying as hedging instruments in fair value hedges and related hedged items designated and qualifying in fair value hedge for the year ended December 31, 2012 and 2011: Gain (loss) on the derivative. Gain (loss) on the hedged Item Total Cross currency interest swap Forward foreign exchange $ (18,891) {6,600~ $ 20,702 {26,030~ $ 1,811 {32,630~ Total gain (loss) - 2012 $ (25,491) $ {5,328) $ (30,819) Cross currency interest swap Forward foreign exchange $ (25,171) {20,029~ $ 18,919 {16,513} $ (6,252) {36,542} Total gain (loss) - 2011 $ (45,200) $ 2,406 $ (42,794) 11 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2012,2011, and 2010 NOTE 8 - NOTES RECEIVABLE Capital for Communities Fund (CC Fund, formerly known as the NICA Fund) During 2012, WCCN held loan agreements with 13 non-governmental organizations, six cooperatives, 5 private institutions, and one financial institution in Latin America. These organizations use borrowed funds under the terms of the loan agreements for various projects in Latin America. The loans are for terms of three months to three years at interest rates ranging from 9% to 11%. Interest payments are generally due quarterly and principal payments are due semi-annually. Since the loans are considered to be at a market rate of interest, no additional discounting is deemed necessary. There were no past due notes receivable at year end. Notes receivable for the CC Fund at December 31, 2012, 2011, and 2010 consisted of the following: CC Fund notes receivable Less loan loss reserve 2012 2011 2010 $ 10,627,938 $ 8,473,613 $ 8,616,711 341,373 254,207 263,004 10,286,565 6,876,563 8,219,406 5,221,562 8,353,707 5,299,478 $ 3,410,002 $ 2,997,844 $ 3,054,229 CC Fund notes receivable - net Less current portion CC Fund notes receivable less current portion Community Needs, LLC (eN LLC) WCCN maintains an agreement with Community Needs, LLC for services related to communications and payment collections on the receivables of the Community Needs, LLC. During 2012, Community Needs, LLC held loan agreements with three agricultural cooperatives and two microfinance organizations in Latin America. Since the loans are considered to be at market rate of interest, no additional discounting is deemed necessary. There were no past due notes receivable at year-end. Notes receivable for the CN LLC at December 31,2012,2011, and 2010 consisted of the following: 2011 2010 $ 1,543,205 $ 1,100,000 61,728 33,000 1,481,477 1,481,477 1,067,000 1,067,000 2012 CN LLC notes receivable Less loan loss reserve $ CN LLC notes receivable - net Less current portion CN LLC notes receivable less current portion =$====== 12 $ $ WORKING CAPITAL FOR COMMUNITY NEEDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December31, 2012,2011, and 2010 NOTE 8 - NOTES RECEIVABLE (continued) Community Needs, LLC elected the fair value option for its notes receivable denominated in foreign currencies. Electing the fair value option allows Community Needs, LLC to carry these notes receivable at fair value, which is more consistent with management's view of the underlying economics and the manner in which they are managed. In addition, accounting for these notes receivable at fair value reduces the accounting asymmetry that would otherwise result from carrying them at historical cost, like the other notes receivable Community Needs, LLC holds, and the related derivatives at fair value. The contractual payments on the two notes receivable translated in U.S. dollars at December 31,2012 and 2011 were $992,693 and $1,204,673. The fair value on these notes totaled $995,363 and $1,200,691, $2,670 higher and $3,982 lower than the contractual payments. The amounts of gains (losses) in changes in fair value for the assets the fair value option were elected totaled ($5,328) and $2,406 for the year ended December 31,2012 and 2011 and are reported under the investment return line in the consolidated statements of activities. Gains (losses) included in changes in net assets during 2012 and 2011 attributable to changes in instrument-specific credit risk totaled $2,100 and ($12,128). These gains and losses were determined based on the risk assessment on the credit riskiness of the . borrower. NOTE 9 - NOTES PAYABLE Capital for Communities Fund (CC Fund) Through the Capital for Communities Fund, WCCN accumulates funds from lenders in the United States and in turn lends in larger amounts to various organizations in Latin America that operate loan programs serving low-income borrowers. As of December 31, 2012, 2011, and 2010, there were approximately 4300 notes executed each year with cumulative unpaid principal of $11,792,617, $10,140,964, and $9,108,679. Interest rates on the notes range from 0% to 6% with maturities of one to five years. Since the loans are considered to be at a market rate of interest in the community credit market, no additional discounting is deemed necessary. Notes payable for the CC Fund consisted of the following at December 31 í 2012, 2011, and 2010: 2012 2011 Notes payable Less current portion $ 11,792,617 2,958,427 $ 10,140,964 2,933,581 $ 9,108,679 3,244,706 Notes payable less current portion $ $ $ 5,863,973 2013 2014 2015 2016 2017 $ 2,958,427 2,506,356 2,750,492 2,390,104 1,187,238 Total $ 11,792,617 8,834,190 7,207,383 2010 Principal maturities of the notes payable for the years ending December 31 are as follows: 13 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December31, 2012, 2011, and 2010 NOTE 9 - NOTES PAYABLE (continued) Community Needs, LLC Fund (CN LLC) Community Needs, LLC is capitalized only with contributions from WCCN. NOTE 10 - TEMPORARILY RESTRICTED NET ASSETS Temporarily restricted net assets are available for the following purposes: 2011 2012 2010 CC Equity Fund Various Projects in Latin America $ 249,784 $ 249,784 1,443 $ 249,784 693 Temporarily restricted net assets $ 249,784 $ 251,227 $ 250,477 NOTE 11 - CONCENTRATION OF CREDIT RISK The amounts loaned by WCCN to organizations in Latin America ("borrowing agencies") are in turn lent to small enterprises and individuals in Latin America. WCCN has disbursed such loans in Nicaragua, EI Salvador, Guatemala, Ecuador, Honduras, and Peru. The majority of the loans are disbursed in Nicaragua. Notes executed between WCCN and the borrowing agencies are generally collateralized by assets of limited value. The nature of the loans and the limited value of collateral constitute a significant concentration of credit risk for WCCN. Since this portion of WCCN's assets is concentrated outside the United States, it is reasonably possible that operations could be interrupted in the near term. All notes payable and notes receivable are denominated solely in United States dollars except for the notes receivable measured at fair value and hedged using derivatives, so there is no direct currency risk to WCCN from these financial instruments. The notes from lenders to WCCN hold WCCN harmless for default on repayment if borrowing agencies default on notes to WCCN. If these hold harmless clauses are legally enforceable, then WCCN's losses on the borrowing agencies' default on their notes would not be significant. If the hold harmless clauses are not enforceable, then WCCN could be held liable for any outstanding unpaid balances on its notes with lenders. Under such circumstances, WCCN's other assets may not be sufficient to repay the original lenders. Fondo de Garantia de Depositos de las Instituciones Financieras insures Nicaragua bank accounts up to $20,000. WCCN's deposits in excess of this limit were $17,774 at December 31, 2012. There were no deposits in excess of this limit at December 31, 2011 and 2010. 14 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2011, 2010, and 2009 NOTE 12 - FAIR VALUE MEASUREMENTS Fair values of assets and liabilities measured on a recurring basis at December 31,2012,2011 are as follows: and 2010 Fair Value Quoted Prices in Active Markets for Identical Assets ~LeveI1} Derivative - liability Notes receivable $ 70,691 995,363 $ $ $ 70,691 995,363 2012 $ 1,066,054 $ $ $ 1,066,054 Money fund Mutual funds Derivative - liability Notes receivable $ 564,980 50,648 45,200 1,200,691 $ $ $ 2011 $ 1,861,519 $ 615,628 $ $ Money fund Mutual funds $ 1,252,605 280,734 $ 1,252,605 280,734 $ $ 2010 $ 1,533,339 $ 1,533,339 $ $ 564,980 50,648 Significant Other Observable Inputs {LeveI2} Significant Unobservable Inputs {LeveI3} 45,200 1,218,907 1,264,107 Fair values for money funds and mutual funds are determined by reference to quoted market prices and other relevant information generated by market transactions. Fair values of notes receivable is determined by discounting the future cash flows, using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities, of such loans. Fair value of the derivatives is determined by the present value of future expected cash flows by using the estimated forward currency rates at the time of the measurement. 15 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. NOTES TO FINANCIAL STATEMENTS December 31, 2012, 2011, and 2010 NOTE 12 - FAIR VALUE MEASUREMENTS (continued) For fair value measurements using Level 3 inputs, a reconciliation of the beginning and ending balances are as follows: Notes Receivable Derivatives $ $ Balance - December 31,2010 Total $ Issuances Unrealized gain (loss) included in changes in net assets {45,200} 2,406 Balance - December 31,2011 (45,200) 1,200,691 1,198,285 Settlements Unrealized gain (loss) included in changes in net assets 1,198,285 ~42,794} 1,155,491 (200,000) {25,491} $ Balance - December 31,2012 16 (70,691} (200,000) ~5,328} $ 995,363 ~30,819} $ 924,672 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. CONSOLIDATING SCHEDULE OF FINANCIAL POSITION December 31, 2012 ASSETS CURRENT ASSETS Cash Accrued interest receivable Investments CC Fund notes receivable - current portion CN LLC notes receivable - current portion Notes receivable fair value - current portion Prepaid expenses Unconditional promises to give Other receivables Community Needs, LLC WCCN $ 1,645,063 148,876 $ 1,038,958 120,430 Eliminations $ Total $ 6,876,563 6,876,563 205,230 Total current assets 2,684,021 269,306 205,230 10,200 50,000 10,200 50,000 16,596 14,897 {31,493) 8,747,298 1,379,515 (31,493) 10,095,320 Equipment - net OTHER ASSETS CC Fund notes receivable less current portion Notes receivable fair value less current portion Investment in CN, LLC Total assets LIABILITIES AND NET ASSETS CURRENT LIABILITIES Current portion of notes payable Accounts payable Derivatives fair value Deferred revenue Accrued interest payable - current portion Grants payable 3,410,002 2,082,361 {2,082,361 ) $ 14,239,661 $ $ 2,958,427 40,555 $ 3,127,820 LONG-TERM LIABILITIES Accrued interest payable less current portion Notes payable less current portion' $ (2,113,854) $ 16,596 70,691 (31,493) 87,287 (31,493) $ 14,295,455 $ 2,958,427 25,658 70,691 5,600 36,838 86,400 3,183,614 142,830 8,834,190 Total liabilities 142,830 8,834,190 12,104,840 NET ASSETS Unrestricted Temporarily restricted Member equity 87,287 (31,493) 12,160,634 1,885,037 249,784 Total net assets and net assets 2,169,648 5,600 36,838 86,400 Total current liabilities Total liabilities 3,410,002 790,133 790,133 1,885,037 249,784 2,134,821 $ 14,239,661 17 $ 2,082,361 {2,082,361 ) 2,082,361 {2,082,361 ) 2,169,648 $ {2,113,854) 2,134,821 $ 14,295,455 WORKING CAPITAL FOR COMMUNITY NEEDS, INC. CONSOLIDATING SCHEDULE OF ACTIVITIES Year ended December 31,2012 WCCN UNRESTRICTED NET ASSETS SUPPORT AND REVENUE Investment return Contributions Loan fees Tour fees Sales Other $ Total unrestricted support and revenue EXPENSES Personnel Interest on investor loans Consultants Legal Grants and allocations Office expense Accounting Resources Insurance Bank and investment fees Occupancy Travel and training Conferences and meetings Provision for loan losses Marketing Other Total expenses Net assets released from restrictions Change in unrestricted 1,089,488 149,636 93,593 22,539 1,461 5,103 Community Needs, LLC $ 164,140 Eliminations $ (186,157) Total $ 1,361,820 164,140 321,093 406,657 110,582 32,405 99,434 32,523 15,832 9,701 7,690 26,183 41,688 54,664 13,420 87,166 14,196 2,001 12,265 1,499 2,058 302 625 1,089 5,121 5,653 1,114 (61,728) 1,131 885 333,358 406,657 117,309 33,647 99,434 34,022 17,890 10,003 8,315 27,272 46,809 60,317 14,534 25,438 15,327 2,886 1,275,235 (22,017) 1,253,218 (186,157) 1,339,803 6,727 1,242 1,443 net assets 1,067,471 149,636 93,593 22,539 1,461 5,103 1,443 88,028 186,157 (186,157) 88,028 TEMPORARIL y RESTRICTED NET ASSETS Net assets released from restrictions (1,443) (1,443) Change (1,443) (1,443) in temporarily Change in net assets restricted net assets $ 86,585 18 $ 186,157 $ (186,157) $ 86,585
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