EXECUTIVE COMMITTEE MEETING

June 11, 2015

Steinbrenner Metro Service Center

1307 North MacDill Avenue

AGENDA

1. Welcome Members...........Marc Spencer Guests: Pam Reeder, CPA Reeder & Assoc. Rick Reeder, CPA Reeder & Assoc.

Elizabeth Frazier, Lightning Foundation (Check presentation)

Leonard Levy

2. Consent Items (No discussion is planned unless requested) a. April 9, 2015 Meeting Minutes (Attachment 1) b. April 2015 Financials (Attachment 2)

3. 2014 Audit.....................................................................................................................Dan Hevia

4. Investment Committee....Larry Bevis

5. Reports: a. Community Relations......................Ricky Gallon

b. Development: Major Gifts...................................................................................Jennie Yingling

Great Future Breakfast

Steak Dinner- Sept. 29th

.........................................................Cassandra Thomas

c. Operations/Grants/Key Initiatives........................Chris Letsos Youth Impact Strategy

6. Presidents Report...Brad Baumgardner a. Strategic Planning Oct. 23 | 11:30-3pm b. Riverview

c. Foundation Board Member- Dr. Kevin L. Scott

7. Succession Planning...............................................................................................Marc Spencer

8. Executive Session (12:50pm) LLaneza Trust...............................................................................................Karen Lewis

Trenam Kemker

9. Adjorn Notes:

______________________________________________________________________________

______________________________________________________________________________

BOYS & GIRLS CLUBS OF TAMPA BAY EXECUTIVE COMMITTEE MEETING MINUTES

STEINBRENNER METRO OFFICE

April 9, 2015

Members Present:

Karl Brandes, Lynn Dumais, Joe Garcia, Luis Garcia, Eddie Gomez, Marc Spencer.

Others Present:

Brad Baumgardner, Brenda Browning, Ricky Gallon, Chris Letsos, Debbie McCarthy, Cassandra

Thomas, Jennie Yingling, Glenn Permuy.

Board Chair Marc Spencer called the meeting to order at 12:07 pm.

Consent Items:

Copies of the February 13, 2015 and the February 2015 Financial Report were provided to the members

for their review prior to the meeting. A Motion to approve the Minutes was made by Karl Brandes,

Second by Eddie Gomez. Motion passed.

Luis Garcia reported the Finance Committee had a meeting this week and the numbers continue to be in

line. The audit is still going on. One concern is that the bank statements have not been reconciled for a

long period of time. Brad will be monitoring this to be sure it is done in a timely manner. Eddie Gomez

then made a Motion to approve the February Financial Report, a Second by Lynn Dumais, Motion passed.

Resource Development:

Brenda Browning reported on the Yankees Luncheon and that it should bring in around $250K after all

expenses have been paid and announced that the 2016 Luncheon will be held on Tuesday, March 22nd at

the Tampa Convention Center. Eddie questioned the lower amount raised and was concerned that we

might lose the event because of low sales. Lynn stated that the Yankees lost Jeter, the core four are gone

and they havent won a championship since 2009.

Jennie Yingling presented Joe and Luis the Knock Out Champs award for most revenue raised for GFB.

Jennie reported there will be a golf tournament on May 2nd at the Eagles Country Club with a tee time of

8:00 am and stated they are looking for raffle items. On the Major Gifts side, we are completing wealth

screening and she will be meeting with Terry Balco with BGCA in the next couple of weeks.

Lynn spoke about Barbells & Beer fitness challenge happening this Saturday at 10:00 am. It will consist

of 3 rounds of 5 movements for 1 minute each. Its located by Power House Gym on Channelside. Tickets are $15 and can be purchased online. Proceeds go to BGC.

Cassandra then reminded everyone of the East Pasco Round Up for the Lacoochee Unit on Thursday the

16th. This is their signature event, that is held outside with live music, live & silent auction. Tickets are

$100. She went on to announce that the West Tampa Reunion Dinner will be held on May 16th and

tickets can be purchased online. We will be honoring Bobby Diez, Earl Garcia, Frank Permuy and

Herman Valdez at the dinner.

We will kick off our Food for Thought in June and also be introducing it to our Advisory Council.

Tuesday May 5th is Give Day Tampa Bay, hosted by The Community Foundation. Cassandra invited

everyone to make a donation to BGC. Staff cannot give.

Executive Committee Meeting

April 9, 2015

Page Two

The Ross Stores Campaign, a National Partner, has brought in $1,873,407 nationally but were not sure of the local amount we will be receiving. Cassandra stated they want to do more locally with us. The

Annual Dinner was held on March 26th with Brian Best honored as Rookie of the Year and Lorie Liburdi

our MVP of the Year. This years Steak Dinner will be held of September 29th at A la Carte but we will need to find a new location next year.

Operations and Grants:

Chris Letsos provided a copy of the Dashboard and reviewed the club numbers. Our staff are doing a

great job. He is finalizing an Advisory Council meeting to be held on Saturday, May 9th and will be

bringing in a local consultant to work with them. Five members from each council will be attending.

Lacoochee will hold an opened house in late May, after the Round Up.

Regarding grants, were expecting $150K from United Way, Cigna and TD Bank. Bank of America also gave $30K for our YES Academy. Weve have been identified for Best Practice of the 21st Century Grant. USF plans to have teachers to intern at our clubs and we score them. They will be a key program

partner.

Community Relations:

Ricky Gallon spoke about the Crime in the Black Community meeting that will be held in Tampa. A

slideshow was shown on various events going on.

Kiwanis Reading Room was completed at North Tampa;

West Tampa/21st Century held an event where the kids created their own island;

Bucs Triple Play Program was held with the Buccaneers and Coca-Cola;

We held our 10th Annual Busch Gardens Leadership Program;

We have a new basketball court at our Solomon Club due to Dream Count;

Florida Blue held an Easter egg hunt in their offices for 40 of our kids from our Town n Country Club;

Lowes did a beautification day at our North Tampa Club;

NCAA Youth Clinic was held and parents were also invited to attend.

Presidents Report: Brad Baumgardner spoke about our Strategic Plan and how accountability is built into the plan so well be able to achieve what we have planned. USF & Feeding American are discussing how effective the

back pack program was. There will be a study on the effectiveness of this program.

Riverview is waiting on the final permit from the parish council. They are worried about the increase in

insurance since the church is struggling. If need be, we will pay the insurance to get the project

completed.

Chris and Brad spoke about our partnership with TriBridge, who was selected as our partner of the year.

They want to go to the grassroots with BGC and start payroll deductions for certain BGC. They tried to

work through BGCA but that wasnt working out so were working hand in hand with them.

Executive Committee Meeting

April 9, 2015

Page Three

Because of our national partnership with Sherwin Williams, they will be painting our Belmont Heights

Club. Brad stated we are finishing up the IDPs for staff so additional staff members will be attending future board members.

Joe Garcia announced that this year is the 25th Anniversary of the Community Foundation and thinks they

will focus on BGC.

Lynn reminded everyone of the Florida Area Council meeting beginning August 20th in West Palm

Beach. They will condense this year and have sessions on Thursday and Friday, with Saturday for golf.

She said it will be a good time for all.

The meeting was adjourned at 1:07 pm, staff left the room and an Executive Session was held.

Brenda Browning, Recorder

_____________________________ ____________

Chris Roederer, Secretary Date

Boys & Girls Clubs of Tampa Bay, Inc. Memo

To: Board of Directors From: Deborah L. McCarthy, Chief Financial Officer Date: June 8, 2015 Subject: April 2015 Financial Statements - Unaudited

Please find attached the Statement of Financial Position and the Statement of Activity for the Unrestricted Fund for the four months ended April 30, 2015. The remarks below are made regarding gross operations including all sources of funding. We are currently slightly ahead of budget by $4,000 in Net Surplus/(Deficit). Upon review of the financials, there are no significant variances to report in income or expenses at this time. Total Public Support and Revenue Ahead of Budget by $6,000 The budget surplus we have in Total Public Support is offset by the budget shortfall in Program Service Revenue and Special Events. This is due in part ot a decline in membership revenue as we continue to receive grant funding from the Department of Juvenile Justice for gang prevention (GPTTO) and delinquency prevention (SMART) programs. Additionally, we are somewhat behind in Special Events but this may be a temporary condition due to the timing of the receipt of corporate sponsorships for the Steak Dinner and other events. Total Expenses Overage of $2,000 Other than the misclassification of a portion of the professional services budget as contract services, which is being corrected for the month of May, there are no other significant amounts to discuss. Please let me know if you have any questions or comments on the statements.

Page 1Boys & Girls Clubs of Tampa Bay, Inc.

Statement of Financial Position

With Comparative Totals to Last Year - Unaudited

Unrestricted

Fund

4/30/2015

Temporarily

Restricted

Fund

4/30/2015

Endowment

Fund

4/30/2015

Total

All

Funds

4/30/2015

Total

All

Funds

4/30/2014

ASSETS

Current Assets

$481,105 $904,026 $40,079 $1,425,210 $2,742,001 Cash & Cash Equivalents

$1,000,341 $245,005 $629,256 $1,874,601 $900,099 Investments

$286,322 $0 $0 $286,322 $592,649 Accounts Receivable

$81,451 $0 $0 $81,451 $570 Other Receivables

$30,425 $2,734 $0 $33,159 $47,416 Pledges Receivable - Current, net of allowance

$1,165,079 $25,000 $0 $1,190,079 $890,097 Due from BGCTB Foundation

$211,404 $0 $0 $211,404 $89,282 Prepaid Expenses

$3,256,126 $1,176,765 $669,335 $5,102,226 $5,262,113 Total Current Assets

Non Current Assets

$7,529,529 $0 $0 $7,529,529 $7,550,190 Land, Property and Equipment

$45,000 $0 $0 $45,000 $52,500 Prepaid Rent - Non Current

$0 $44,985 $0 $44,985 $117,375 Pledges Receivable - Non-Current, net of allowance

$0 $77,384 $0 $77,384 $85,456 Cash Value Life Insurance

$12,828 $0 $0 $12,828 $2,610 Other Assets

$7,587,357 $122,369 $0 $7,709,726 $7,808,132 Total Non Current Assets

$10,843,483 $1,299,134 $669,335 $12,811,953 $13,070,245 TOTAL ASSETS

LIABILITIES AND NET ASSETS

Liabilities

Current Liabilities

$161,441 $0 $0 $161,441 $169,196 Accounts Payable

$246,260 $0 $0 $246,260 $164,115 Accrued Expenses

$558,807 $31,579 $0 $590,386 $303,004 Due to BGCTB Foundation

$0 $4,000 $0 $4,000 $20,000 Deferred Revenue

$966,508 $35,579 $0 $1,002,087 $656,314 Total Current Liabilities

Page 2Boys & Girls Clubs of Tampa Bay, Inc.

Statement of Financial Position

With Comparative Totals to Last Year - Unaudited

Unrestricted

Fund

4/30/2015

Temporarily

Restricted

Fund

4/30/2015

Endowment

Fund

4/30/2015

Total

All

Funds

4/30/2015

Total

All

Funds

4/30/2014

Other Liabilities

$140,000 $0 $0 $140,000 $188,000 Deferred Lease Revenue

$140,000 $0 $0 $140,000 $188,000 Total Other Liabilities

$1,106,508 $35,579 $0 $1,142,087 $844,314 Total Liabilities

Net Assets

$957,150 $0 $0 $957,150 $1,962,929 Unrestricted - from Operations

$8,779,826 $0 $0 $8,779,826 $8,311,070 Unrestricted - Property and Equipment

$0 $1,263,555 $0 $1,263,555 $1,254,659 Temporarily Restricted

$0 $0 $669,335 $669,335 $697,274 Permanently Restricted

$9,736,975 $1,263,555 $669,335 $11,669,866 $12,225,931 Total

$9,736,975 $1,263,555 $669,335 $11,669,866 $12,225,931 Total Net Assets

$10,843,483 $1,299,134 $669,335 $12,811,953 $13,070,245 TOTAL LIABILITIES AND NET ASSETS

Boys & Girls Clubs of Tampa Bay, Inc.

Statement of Activity - Unrestricted Fund

With Comparison to Budget & Last Year Actual - Unaudited

Year To Date This Year Year To Date Last Year

Actual Budget

1/1/2015 1/1/2015 Variance Total Variance

to to Favorable Variance 2015 Actual Favorable Variance

04/30/15 04/30/15 (Unfavorable) % Budget 04/30/14 (Unfavorable) %

Public Support and Revenue

Public Support

United Way & Combined Campaigns 281,794 282,000 (206) (0.1%) 847,000 279,629 2,165 0.8%

Contributions 650,308 635,000 15,308 2.4% 1,913,000 589,171 61,137 10.4%

Funds Released from Restriction 43,409 50,000 (6,591) 325,000 33,709 9,700 28.8%

Fees & Grants 894,929 875,000 19,929 2.3% 2,156,500 859,248 35,681 4.2%

Total Public Support 1,870,440 1,842,000 28,440 1.5% 5,241,500 1,761,757 108,683 6.2%

Revenue

Program Service Revenue 61,921 65,000 (3,079) (4.7%) 279,500 57,548 4,373 7.6%

Investment Revenue 50 1,250 (1,200) (96.0%) 5,000 185 (135) (73.0%)

Other Revenue 2,443 7,500 (5,057) (67.4%) 26,000 8,711 (6,268) (72.0%)

Total Revenue 64,414 73,750 (9,336) (25.2%) 310,500 66,444 (2,030) (3.1%)

Special Events

Special Event Revenue 460,275 475,000 (14,725) (3.1%) 750,000 476,706 (16,431) (3.4%)

Special Event Expenses (83,297) (85,000) 1,703 (2.0%) (144,000) (54,965) (28,332) 51.5%

Net Special Events 376,978 390,000 (13,022) (3.3%) 606,000 421,741 (44,763) (10.6%)

Total Public Support and Revenue 2,311,832 2,305,750 6,082 0.3% 6,158,000 2,249,942 61,890 2.8%

Expenses

Personnel Costs

Salaries 948,119 945,000 (3,119) (0.3%) 2,976,000 752,934 (195,185) (25.9%)

Employee Benefits 109,261 107,500 (1,761) (1.6%) 320,000 104,796 (4,465) (4.3%)

Payroll Taxes 72,283 72,000 (283) (0.4%) 240,000 57,001 (15,282) (26.8%)

Other Employee Costs 8,100 8,500 400 4.7% 26,500 11,155 3,055 27.4%

Total Personnel Costs 1,137,763 1,133,000 (4,763) (0.4%) 3,562,500 925,886 (211,877) (22.9%)

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Boys & Girls Clubs of Tampa Bay, Inc.

Statement of Activity - Unrestricted Fund

With Comparison to Budget & Last Year Actual - Unaudited

Year To Date This Year Year To Date Last Year

Actual Budget

1/1/2015 1/1/2015 Variance Total Variance

to to Favorable Variance 2015 Actual Favorable Variance

04/30/15 04/30/15 (Unfavorable) % Budget 04/30/14 (Unfavorable) %

Operating Costs

Professional Fees 58,093 45,000 (13,093) (29.1%) 95,500 35,459 (22,634) (63.8%)

Contract Services 32,928 45,000 12,072 26.8% 137,000 17,883 (15,045) (84.1%)

Supplies 146,003 140,000 (6,003) (4.3%) 298,000 80,759 (65,244) (80.8%)

Information Technolgy 38,292 36,500 (1,792) (4.9%) 109,500 38,203 (89) (0.2%)

Occupancy Expense 436,332 440,000 3,668 0.8% 1,318,000 423,963 (12,369) (2.9%)

Equipment Expense 24,292 21,000 (3,292) (15.7%) 62,000 17,777 (6,515) (36.6%)

Printing & Postage 2,931 5,000 2,069 41.4% 24,500 8,763 5,832 66.6%

Transportation Expense 56,479 65,000 8,521 13.1% 191,000 51,175 (5,304) (10.4%)

Training, Travel & Meetings 34,560 35,000 440 1.3% 70,500 34,773 213 0.6%

Program Services 58,996 60,000 1,004 1.7% 204,500 54,333 (4,663) (8.6%)

Other Expenses 30,715 30,000 (715) (2.4%) 86,500 30,736 21 0.1%

Total Operating Costs 919,621 922,500 2,879 0.3% 2,597,000 793,824 (125,797) (15.8%)

Total Expenses 2,057,384 2,055,500 (1,884) (0.1%) 6,159,500 1,719,710 (337,674) (19.6%)

NET SURPLUS/(DEFICIT) 254,448 250,250 4,198 1.7% (1,500) 530,232 (275,784) (52.0%)

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BOYS & GIRLS CLUBS OF TAMPA BAY FOUNDATION, INC.

MANAGED INVESTMENT PORTFOLIO SUMMARY

COMPARATIVE Portfolio Portfolio Portfolio Portfolio

Allocation Market % of Market % of Market % of Market % of

Range Value Portfolio Value Portfolio Value Portfolio Value Portfolio

EQUITY FUNDS

KEELEY FUNDS

Keeley Small Cap Value Fund 5% - 15% 418,939 9.8% 409,326 9.7% 621,400 15.3% 461,574 13.6%

Total Keeley Funds 418,939 9.8% 409,326 9.7% 621,400 15.3% 461,574 13.6%

CHARLES SCHWAB

Cash 21 21 21 21

Growth Fund of America - Large Cap Growth 10% - 30% 917,670 21.5% 887,060 21.1% 697,335 17.2% 519,787 15.3%

Loomis Sayles Value Fund - Large Cap Value 10% - 30% 854,324 20.0% 858,231 20.4% 904,603 22.3% 669,007 19.7%Manning & Napier World Opportunity Fund -

International 5% - 30% 615,420 14.4% 607,137 14.4% 672,873 16.6% 566,427 16.7%

Total Charles Schwab Funds 2,387,435 55.9% 2,352,449 55.9% 2,274,831 56.0% 1,755,242 51.6%

TOTAL EQUITY FUNDS 30% - 80% 2,806,374 65.8% 2,761,775 65.6% 2,896,231 71.3% 2,216,816 65.2%

FIXED INCOME FUNDS

SANFORD C. BERNSTEIN & CO., LLC

Short Duration Plus 5% - 25% 723,748 17.0% 721,243 17.1% 574,858 14.2% 577,568 17.0%

Intermediate Duration 15% - 35% 737,058 17.3% 724,089 17.2% 590,065 14.5% 604,290 17.8%

Total Sanford C. Bernstein & Co., LLC 1,460,806 34.2% 1,445,332 34.4% 1,164,923 28.7% 1,181,858 34.8%

TOTAL FIXED INCOME FUNDS 20% - 60% 1,460,806 34.2% 1,445,332 34.4% 1,164,923 28.7% 1,181,858 34.8%

TOTAL INVESTMENTS 4,267,180 100.0% 4,207,107 100.0% 4,061,154 100.0% 3,398,674 100.0%

Q1 Trailing Trailing Inception

2015 1 Yr 3 Yr 12/31/08

INVESTMENT RETURNS 1.43% 3.64% 9.55% 10.37%

POLICY BENCHMARK 2.41% 7.26% 10.52% 12.04%

OVER (UNDER) POLICY -0.98% -3.62% -0.97% -1.67%

3/31/15 12/31/14 12/31/13 12/31/12

BOYS & GIRLS CLUBS OF TAMPA BAY FOUNDATION, INC. 3/31/15 12/31/14 12/31/13 12/31/12

COMMUNITY FOUNDATION OF TAMPA BAY FUNDS Portfolio Portfolio Portfolio Portfolio

COMPARATIVE Market Market Market Market

SYMBOL Value Value Value Value

Agency Funds:

Boys & Girls Club of Tampa Bay Foundation, Inc. Agency 807,668 822,013 875,327 806,133

The Bill Carey Brandon Boys & Girls Club Agency 649,738 661,279 704,340 648,663

Gary Nix Boys & Girls Club Agency 105,115 105,905 110,455 99,746

Riverview Boys & Girls Club Agency 51,086 51,470 53,682 48,477

Bob Blanchard Lacoochee Boys & Girls Club 209,136 200,127 195,916 139,015

TOTAL AGENCY FUNDS 1,822,743$ 1,840,794$ 1,939,719$ 1,742,035$

Q1 Trailing Trailing Inception

2015 1 Yr 3 Yr 12/31/09

INVESTMENT RETURNS 1.76% 1.47% 7.43% 7.66%

POLICY BENCHMARK 2.41% 7.26% 10.52%

OVER (UNDER) POLICY -0.65% -5.79% -3.09%

BOYS & GIRLS CLUBS OF TAMPA BAY, INC.

ENDOWMENT FUND AT NORTHERN TRUST Portfolio Portfolio Portfolio Portfolio

COMPARATIVE Allocation Market % of Market % of Market % of Market % of

Range Value Portfolio Value Portfolio Value Portfolio Value Portfolio

EQUITY SECURITIES

Large Cap 10% - 30% 0.0% 161,001 23.9% 127,656 18.4% 148,954 22.4%

Mid Cap 5% - 15% 0.0% 23,205 3.4% 22,252 3.2% 16,108 2.4%

Small Cap 0.0% 13,696 2.0% 13,621 2.0% 16,617 2.5%

International Developed 5% - 30% 0.0% 75,317 11.2% 134,002 19.3% 66,951 10.1%International Emerging 0.0% 25,929 3.8% 59,237 8.5% 61,463 9.2%

Total Equity Securities 20% - 80% 0 0.0% 299,148 44.4% 356,767 51.4% 310,093 46.6%

FIXED INCOME SECURITIES

Corporate / Government 0.0% 254,530 37.8% 219,342 31.6% 237,681 35.7%Other Bonds 0.0% 25,184 3.7% 26,714 3.8% 12,668 1.9%

Total Fixed Income Securities 20% - 60% 0 0.0% 279,714 41.5% 246,056 35.5% 250,349 37.7%

REAL ESTATEReal Estate Funds 0.0% 24,454 3.6% 26,306 3.8% 35,022 5.3%

Total Real Estate 0 0.0% 24,454 3.6% 26,306 3.8% 35,022 5.3%

COMMODITIESCommodities 0.0% 24,898 3.7% 34,235 4.9% 51,155 7.7%

Total Commodities 0 0.0% 24,898 3.7% 34,235 4.9% 51,155 7.7%

CASH & SHORT TERM INVESTMENTSCash Short Term Investments 5,000 100.0% 45,298 6.7% 30,584 4.4% 18,272 2.7%

Total Cash and Short Term Investments 0% - 20% 5,000 100.0% 45,298 6.7% 30,584 4.4% 18,272 2.7%

5,000 100.0% 673,510 100.0% 693,948 100.0% 664,891 100.0%

Q1 Trailing Trailing Inception

2015 1 Yr 3 Yr 12/31/08

INVESTMENT RETURNS

POLICY BENCHMARK

OVER (UNDER) POLICY 0.00% 0.00% 0.00% 0.00%

3/31/15 12/31/14 12/31/13 12/31/12

BOYS & GIRLS CLUBS OF TAMPA BAY, INC.

ENDOWMENT FUND AT BANK OF TAMPA Portfolio

COMPARATIVE Allocation Market % of

Range Value Portfolio

CASH & EQUIVALENTSMoney Markets 663,908 100.0%

Total Cash and Short Term Investments 0% - 20% 663,908 100.0%

663,908 100.0%

Q1 Trailing Trailing Inception

2015 1 Yr 3 Yr 2/28/15

INVESTMENT RETURNS -0.08%

POLICY BENCHMARK -0.89%

OVER (UNDER) POLICY 0.81%

3/31/15

6-11-15 Agenda final4-9-15 MinutesMemo 04.1504.30.15 BGCTB BS04.30.15 BGCTB ISSummary of Investments 2015 Q1