University of Puget Sound 2012 Financial Report Mission Statement University of Puget Sound is an independent, predominantly residential, undergraduate liberal arts college with selected graduate programs building effectively on a liberal arts foundation. The university, as a community of learning, maintains a strong commitment to teaching excellence, scholarly engagement, and fruitful student-faculty interaction. The mission of the university is to develop in its students capacities for critical analysis, aesthetic appreciation, sound judgment, and apt expression that will sustain a lifetime of intellectual curiosity, active inquiry, and reasoned independence. A Puget Sound education, both academic and cocurricular, encourages a rich knowledge of self and others; an appreciation of commonality and difference; the full, open, and civil discussion of ideas; thoughtful moral discourse; and the integration of learning, preparing the university’s graduates to meet the highest tests of democratic citizenship. Such an education seeks to liberate each person’s fullest intellectual and human potential to assist in the unfolding of creative and useful lives. office of Finance and Administration 1500 N. Warner St. #1083 Tacoma, WA 98416-1083 Telephone: 253.879.3204 Fax: 253.879.3398 University of Puget Sound Contents 2012 Financial Report Report of the President.......................................................... 2 June 30, 2012 Report of the Vice President for Finance and Administration.................................................................. 6 Independent Auditors’ Report................................................11 Financial Statements Consolidated Statement of Financial Position.......................12 Consolidated Statement of Activities....................................13 Consolidated Statement of Cash Flows................................14 Consolidated Supplemental Schedule of Changes in Endowment Investments...................................15 Notes to Consolidated Financial Statements........................16 Report of the President “Disruptive innovation” is a term we have heard a good deal about of late. The term Ronald R. Thomas growing new markets—for “customers” who previously had been considered unable or was popularized by Harvard Business School professor Clayton Christensen, who argues for higher education’s need to develop a new business model that will be scalable for unequipped to be served. Commentators have taken a cue from Christensen’s analysis to consider a future where bricks and mortar are no longer part of the picture, where education is “delivered” electronically through “technology enablers,” freed from requirements like the traditional college campus or the professorial mentor. Evidence cited to support this vision of the future includes the instant popularity of massive open online courses (MOOCs) now offered free from Stanford and MIT, among others; the “flipped classroom,” where instruction is received at home online and homework is done in the classroom; and the growing market share earned by for-profit universities. “Disruptive” may well be an appropriate adjective for aspects of this vision, as the shifting marketplace for higher education does call for new models and new approaches to meet new needs for creating a skilled work force and an educated citizenry. But “innovation” may be a premature claim for the direction that some of these futurists advocate for higher education. While technology will become (and already has been for some time) an increasingly important element in the educational experience we provide for leaders of the future, there are few if any of those leaders who will live in a world without bricks and mortar or outside of the company of other people. The best education is not merely a transfer of information to provide skills in preparation for a future profession; it is an active engagement in living and learning where information is gained, analyzed, and critiqued in the company of peers and experts. If we believe this to be true—and many of us do—then some of these innovations will be disruptive at best and counterproductive at worst. The University of Phoenix’s 2009 $67.5 million settlement with the federal government for unethical recruitment practices, its closing of 115 sites due to a sharp decline in enrollments this fall, and the 60% decline in fourth quarter 2012 net revenues for its ownership group are warnings to this effect. If we conceive of a college education as a process of personal development where talents are discovered and nurtured, an enduring act of self-discovery and human development, a laboratory where ideas are formed and tested, then we should think hard about where the most important innovations to reach these objectives will likely emerge and where they should lead us. While these phrases may not describe the entire spectrum of American higher education, they will continue to represent a distinctive segment of it that our society will continue to need and demand. We should (and must) investigate how new technologies will advance and expedite this more enduring process, even as we discover what technology’s limits are in serving its ends. This is why Professor Christensen has made it clear that his “disruptive innovation” is a prescription designed for large state systems to dramatically reinvent and scale up their delivery of services for massive new markets, and is not designed for private universities. Most private colleges and universities are not seeking to increase their scale of operations and their customer base, or change their mission and business model. For those who adopt disruptive innovation as an extension of their mission, however, it would have to be as a separate initiative, as MIT and Harvard are pursuing in 2 university of puget sound 2012 financial report Figure 1 Puget Sound Fund History—Fiscal Years 1992–2012 (In Millions) $2.4 $2.2 $2.0 $1.8 $1.6 $1.4 $1.2 $1.0 $0.8 $0.6 $0.4 $0.2 $0.0 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 their edX plan. Further, as Christensen reminds us: in developing the right business plan, it is not so important to understand the customer but, rather, to “understand 2002 2003 private colleges and universities can learn from disruptive $18 $14 business model to achieve it. $12 Such a focus has been the force of our efforts at Puget $10 directions we put forward a year ago: focusing our mission $6 and need. We have assimilated a great deal of research $4 our own productive innovation and by identifying and building upon: 2008 2009 2010 2011 2012 $8 and understanding the outcomes our students most value from our constituents and the market in order to advance 2007 $16 in developing a focused strategy and applying the correct Sound over the past year as we have acted on the strategic 2006 (In Millions) $20 serve its “customers” (our students): it is, as he argues, 2005 Figure 2 Puget Sound Comprehensive Cash-In History—Fiscal Years 2002–12 the job the customer wants to accomplish.” What existing innovation goes beyond understanding how technology can 2004 $2 $0 Science Center Campaign One [of a Kind] Campaign 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 • what is most highly valued about the education we provide; • how we are performing on those objectives; • what our distinguishing strengths are; and • where we can improve on delivering on our value proposition. University of Puget Sound 2012 Financial Report 3 FIGURE 3 West elevation of new residence hall for upper-class students, opening fall 2013 At the same time, we recognize that business as usual is of what our “customers” want to accomplish, and the work not an option in the world in which are now living. We have associated with our branding initiative. These have resulted in therefore engaged in a rigorous exercise of developing our identification of three essential brand pillars that will guide strategies to enhance our revenues and reduce our costs. our work as well as our communication to the marketplace: To increase revenue, we have made strategic investments in student recruitment and retention, communications and marketing, alumni and parent engagement, and fundraising. We have set (and met) ambitious fundraising goals in the One [of a Kind] comprehensive capital campaign and in annual giving (figures 1 and 2). And we have laid out a five-point, fiveyear agenda to contain our tuition discount rate, strengthen • distinguished teaching and innovative learning; • an inspiring physical, cultural, and campus location; and • superior and demonstrable outcomes in the professions, graduate school preparation, personal relationships, and lifelong leadership skills. retention, and maximize net tuition revenues by repositioning Our research, benchmarking, and internal assessments have our place in the market and better leveraging our financial aid helped clarify these three pillars and led us to a significant awarding program. capital investment now underway. We are expanding our Correspondingly, we have over the last three years, and with the same strategic discipline, made reductions in the operating budget in excess of $2.5 million through the restructuring of offices and new approaches to our work, resulting in the reduction of 27 FTE. Identification and implementation of additional efficiencies are expected in the coming years. campus housing capacity with the design and construction of an impressive new 55,000-square-foot student residence, which broke ground last summer (figure 3). There is no immediate outcome more important to our students and families than success to graduation in four years, while taking full advantage of the distinctive academic experience we provide. We have seen a strong correlation between that outcome and four years of living on campus, with 94% of Guiding these investments and cost-saving initiatives, we have sophomores living on campus continuing into their junior year advanced a “strategy of focus” at Puget Sound informed by our compared to only 87% for those living off campus. historic mission, our market research, the careful assessment 4 university of puget sound 2012 financial report This new facility will become the home to 135 upper-division experience in which students are heard and respected, have students in five programmatic areas: the interdisciplinary their confidence built, skills sharpened, and assumptions humanities, environmental studies and outdoor programs, challenged. This assessment is one in which we take global education, entrepreneurship, and spirituality and social considerable pride because, unlike most college “rankings,” justice. In a building designed by AIA Gold Medal-winning this one emphasizes results rather than inputs, reputation, architect Peter Bohlin, students will live in single rooms or expenditures. And it describes accurately the “job” our organized into a series of intimate “houses” of nine to 14 research shows that our “customers” want to accomplish. residents. The building will include shared seminar rooms, a screening room for videos, study areas, a flexible activities room, and a great assembly hall where all occupants can gather for lectures, dining, and events. The project will be self-funded by room and board revenues, and serves our three strategic pillars: outstanding teaching, a distinctive location for living and learning, and fostering of successful outcomes. We understand well the challenges before us in this new disruptive economy. They are great. We appreciate that the education we aspire to provide must be offered at a price the market can afford. We know we will have to do more at a lower cost. And we recognize that this will require fresh thinking, tough choices, and a strategy of focus. We are prepared, and we are determined to succeed. Puget Sound has developed a long tradition of informed disruption and collaborative innovation around these pillars in many ways. Our faculty invented the first undergraduate program in international political economy and wrote the standard textbook for the field now adopted by more than 200 colleges and universities. We have integrated into an award-winning building our graduate on-site clinical programs in the health sciences with our undergraduate teaching and research programs in psychology, exercise science, and neuroscience. We are a liberal arts college that developed a liberal arts-inspired business and leadership program with an emphasis on entrepreneurship reflective of (and with connections to) the ethos of the great companies of the Pacific Northwest. And we have taken our location at the gateway to the Pacific Rim to create an innovative Asian Studies Program and a unique study abroad experience that immerses students from across the disciplines in eight different cultures over the course of nine months. We will continue to adapt and innovate through the opportunities that “disruptive innovations” and other technologies present to us. Change is in our DNA at Puget Sound, and resourcefulness is a well-learned habit of our minds. We were gratified, therefore, to begin this academic year with the news that Puget Sound was named one of the nation’s 40 “Colleges that Change Lives.” Colleges That Change Lives: 40 Schools That Will Change the Way You Think About Colleges is a highly influential college guide based on detailed research data to assess the selected colleges’ academics, cocurricular opportunities, and outcomes. The book praises Puget Sound for our transformative character: our dynamic curriculum, collaborative community, innovative faculty, and the comprehensive educational experience we provide—an University of Puget Sound 2012 Financial Report 5 Report of the Vice President for Finance and Administration At Puget Sound we value the transformational power of a residential liberal arts Sherry B. Mondou graduate with the capacities and relationships that prepare them not only for what education, where students come first, and learning and holistic development are absolute priorities. Students come to Puget Sound for the accessible professors who are dedicated to teaching and for the inspiring campus and regional activities and opportunities that support their development. Students treasure their time here and comes next—whether that is a job, graduate school, or a prestigious fellowship—but also for what comes later in life. What students gain at Puget Sound endures a lifetime: intellectual curiosity, active inquiry, critical analysis, sound judgment, teamwork, problemsolving, apt expression, rich knowledge of self and others, engaged citizenship, the bonds of friendship, and a network of Puget Sound support. Such a life-changing experience is possible because of a total immersion in campus life, the learning process, and the mentorship offered by the teacher-scholar model. This kind of life preparation is capital intensive in terms of human capital, physical capital, and financial capital. It requires thoughtful and careful management of Puget Sound’s resources. The enclosed 2011–12 consolidated financial statements reflect the health of Puget Sound’s resources and operations. I am pleased to supplement the consolidated financial statements with the following commentary. Consolidated Statement of Financial Position Assets Puget Sound has a strong asset base of $506.4 million at June 30, 2012, down .7% from the prior year’s $509.8 million. Puget Sound’s asset strength comes primarily from its cash and short-term investments, its endowment, and its campus facilities. • Cash and short-term investments provide essential liquidity to cover operating costs, maintain campus facilities, and make debt service payments. The university maintains a short-term investment portfolio that seeks to preserve capital, provide needed liquidity, and maximize investment return within appropriate risk constraints. Aggregate cash and short-term investment balances totaled $41.1 million as of June 30, 2012, down $2.5 million or 5.7% from the prior June as the final construction payments were made upon completion of Weyerhaeuser Hall. • Puget Sound’s endowment totaled $250.5 million as of June 30, 2012, comprising about half of the university’s total asset value. The endowment’s purpose is to provide ongoing financial support for university operations, including student financial aid. $86.4 million or 34.5% of the endowment is quasi-endowment unrestricted as to use, providing valuable flexibility to the university. The vast majority of this unrestricted quasi-endowment is currently designated by the board to support student financial aid. The endowment grew from $68.6 million in 1992 to $156.4 million in 2002 to $250.5 million as of June 30, 2012, and the portfolio has become increasingly diverse over this time period (figure 4). The endowment’s annualized 10-year return was 6.3% as of June 30, 2012, and its one-year return was -1.2%, following a return of 18.1% in 2010–11. The 2011–12 total return was hurt by declines in the global equity market and the relative infancy of Puget Sound’s private equity program, which is experiencing the typical “J-curve” effect that occurs in the early years of these longterm investments. 6 university of puget sound 2012 financial report Figure 4 Endowment Value and Diversification Figure 5 Sources of Endowment Growth (In Millions) (In Millions) $260 $400 $240 11.6% $220 $200 $250 $140 22.7% 30.4% $120 $100 15.9% 42.1% 40.0% $40 29.5% 1.6% 8.9% 2002 2012 U.S. Equity–Large Cap Fixed Income and Cash Equivalents U.S. Equity–Small Cap Real Estate, Natural Resources, Private Equity, Hedge Funds, and Private Debt International Equity $43.7 $156.4 $100 $50 58.4% 1992 $250.5 $14.2 $200 $150 15.3% $80 $0 ($97.7) $300 $160 $20 $133.9 13.5% $180 $60 $350 10.1% $0 Endowment Value 2002 Gifts University Investment Amount Endowment Designated Return Distributed Value 2012 Transfers and for Operating Other Additions Activities Gifts to the endowment are key to an endowment’s growth million investment in the past decade that has included over time, especially in low return environments, and in seven building renovations and four newly constructed 2011–12 totaled $12.2 million, with another $6.2 million buildings, as well as the addition of Commencement Walk promised in the form of campaign commitments. Growing and other landscape improvements. A combination of the endowment is an important strategy for strengthening gifts, university budgets and reserves, and debt financing Puget Sound’s financial position and is a key component have made these improvements possible (figure 6). To of the One [of a Kind] campaign currently in progress and protect its investment in campus facilities and to come scheduled to conclude June 30, 2015. As of June 30, 2012, closer to fully funding depreciation expense in the annual we have successfully secured commitments for 67% of the operating budget, the university has increased its annual $63 million endowment campaign goal. planned major maintenance budget by $3 million over the Figure 5 shows additions to and distributions from the endowment over the last decade. • Puget Sound’s 97-acre campus provides an inspiring past decade. Puget Sound currently funds approximately 64% of depreciation in the annual operating budget and has supplemented that budget with gift, debt, and reserve funding for major projects. The strength of investment in environment that fosters students’ intellectual pursuits, campus facilities is reflected in Puget Sound’s average age cocurricular engagement, and sense of community. of plant (accumulated depreciation/annual depreciation Tudor-Gothic buildings that are as functional as they are expense) of 7.1 years as compared to an average of 12.9 beautiful, climbing ivy, and inviting green spaces are years for other A-rated colleges. signature components of Puget Sound’s campus facilities and are key to its residential liberal arts mission. The campus is a pillar of strength for Puget Sound’s brand in the marketplace and is a significant draw for prospective students. Carried in the Consolidated Statement of Financial Position at a net cost of $173.2 million, Puget Sound’s campus facilities have benefited from a $130.1 Intangibles, net, of $3.9 million as of June 30, 2012, grew $3 million in 2011–12 reflecting Puget Sound’s investment to date in a multiyear Optimize Puget Sound project designed to improve the efficiency and effectiveness of university operations via business processes reengineering and the implementation of PeopleSoft’s Enterprise Resource Planning (ERP) system. University of Puget Sound 2012 Financial Report 7 2006A) and issuing in its place $18.1 million in fixed-rate revenue Figure 6 Funding Sources of Campus Facilities Additions bonds with an all-in rate of 3.98%, exclusive of payments (In Millions) under the swap agreement, which will remain in place until the $240 termination value is much nearer to zero. The university also $41.8 refunded its Series 2006B variable-rate debt, issuing in its place ($49.9) $29.2 million via a seven-year direct purchase arrangement $200 with a bank with a variable-rate of 70% of LIBOR plus a credit $44.6 $173.2 $160 spread. The direct purchase transaction reduced liquidity risk, letter of credit pricing and renewal risk, basis risk relative to the $120 $80 swap agreement, and remarketing risk. The end result is a debt $43.7 portfolio that is 47% traditional fixed and 53% synthetically fixed through interest rate swap agreements. $93.0 Puget Sound enjoys long-term ratings of A1 and A+ from Moody’s and S&P, respectively, with a stable outlook. Puget $40 Sound has utilized debt responsibly in support of mission$0 critical projects. Its expendable resources-to-debt ratio was Campus Facilities, Net 2002 Gifts University Reserves Long-Term Less Debt Depreciation Campus Facilities, Net 2012 Funding Sources of Additions 2.69:1 at June 30, 2012, and following the October debt issuance and restructuring, this ratio is anticipated to move closer to 2:1, as compared to the 2011 median for Moody’s A-rated institutions of 1.80:1 (figure 7). Net Assets It is a major undertaking that will help position Puget Sound to Net Assets totaled $394.3 million at June 30, 2012, down optimize its resources and achieve its strategic goals. $6.2 million or 1.5% for the year primarily due to the decline in Liabilities endowment market value as discussed above. Puget Sound’s liabilities totaled $112 million at June 30, 2012, Consolidated Statement of Activities an increase of 2.5% over the prior year. Operations Puget Sound’s long-term debt declined $1.6 million in 2011–12 to $60.8 million as of June 30, 2012, due to scheduled principal payments. Long-term debt was largely in the form of variable-rate bonds synthetically fixed via long-term interest rate swap agreements as discussed more fully in Note 6 to the consolidated financial statements. During this low interest rate environment, as reflected in the Consolidated Statement of Financial Position, the swap agreements show a negative mark-to-market valuation of $16.1 million, which will rise and fall as interest rates fall and rise, and which will amortize Puget Sound has a long history of balanced operating budgets and has continued this discipline under the shadow of the Great Recession that officially ran from December 2007 to June 2009, and that continues its drag on economic growth. Puget Sound is approaching the resulting challenges of college affordability, market competition, and cost scrutiny by staying focused on long-term strategic objectives while making midcourse adjustments to build reputation, recruit best-fit students, increase graduation rates, reduce tuition discount rate, and find cost efficiencies. to zero at the swap maturity date. The university’s swap The increase in net assets from operating activities was counterparties, The Bank of New York Mellon and Societe $283,000 in 2011–12, representing a modest operating General, are currently rated Aa1/AA- and A2/A, respectively. margin of .26%. Excluding depreciation and other noncash Subsequent to June 30, 2012, the university issued $16.7 million in fixed-rate revenue bonds with an all-in rate of 4.40% on October 1, 2012, to finance a 135-bed self-supporting residence items, the university generated $6.6 million from operating activities in 2011–12 as reflected in the Consolidated Statement of Cash Flows. hall programmed for juniors and seniors. In conjunction with this Operating Revenues financing, the university restructured its existing debt portfolio Operating revenues and gains were up 2.6% in 2011–12, by refunding a portion of its variable-rate debt (WHEFA Series including a 4.1% increase in net tuition and fees, Puget 8 university of puget sound 2012 financial report Sound’s primary revenue source. Tuition rates increased 4%, Figure 7 Expendable Resources-to-Debt Ratio student enrollment increased by 53 students and exceeded budget by 125 students, and the discount rate increased to 38.6%, as compared to 37.6% the prior year. Student room and board revenues increased 5.5%. Together net tuition and fees and student room and board accounted for 78.9% of all operating revenues (figure 8). 3.5 3.0 3.00 2.69 2.5 Investment and gift support and other sources provide revenue diversification and subsidize a portion of the cost of a Puget 2.0 Sound education for all students, and also provide individual financial aid awards for students, keeping net tuition more 1.80 1.5 affordable for families than it otherwise would be (figure 9). 1.0 In accordance with the university’s endowment spending policy of distributing 5% of a lagging 36-month average market 0.5 value, the endowment distributed $10.8 million in 2011–12, comprising 10.1% of total operating revenues and providing critical funding for student financial aid, faculty compensation, 0.0 Puget Sound 2012 Puget Sound 2011 Moody's A Rated 2011 2011 is most current comparative data available and other operating costs. The endowment distribution decreased 3.2% in 2011–12 because the calculation is based on the average endowment value for the 36 months of July 2007 through June 2010, which includes lower valuations during the recession. figure 8 Operating Revenues Short-term interest rates declined rapidly between 2007 and 2009, and have remained at historic lows. Interest income on Puget Sound’s cash and short-term investments totaled just $501,000 or .46% of total operating revenues in 2011–12. Revenue from governmental grants and contracts of $2.2 million was flat for the year, following reductions in state support for students in the prior two years. 17% 62% Student Room and Board Net Tuition and Fees 3% Donor contributions in support of operations totaled $4.1 million, or 3.8% of total operating revenues, and were 10.4% Other Auxiliary Enterprises greater than the prior year. The Puget Sound Fund reached 2% an all-time high for the second consecutive year. Strategic Governmental Grants and Contracts initiatives encompassing development of robust parent and 4% alumni relations programs and Puget Sound’s One [of a Contributions 10% Kind] $125 million comprehensive campaign, have spurred engagement and fundraising success. Other sources of operating sources decreased $973,000 to 1% 1% Other Sources Interest Income Endowment Income and Gains Distributed $1.3 million in 2011–12 following a one-time conservation grant received to support the decommisioning of the university’s central steam plant to create greater energy efficiencies on campus. Operating Expenses Total operating expenses increased 4% in 2011–12, with educational and general expenses increasing 3.3% and auxiliary University of Puget Sound 2012 Financial Report 9 enterprises increasing 6.9%. Contributing to the 4% increase in Figure 9 Keeping Tuition Affordable total operating expense was a $1.4 million or 13% increase in depreciation and amortization in 2011–12. Excluding this increase, total operating expenses increased a more modest 2.5%. $4,248 $19,124 General Subsidy* Total Average Subsidy Figure 10 shows how Puget Sound allocated its resources among instruction, academic support, student services, and auxiliary enterprises. $23,634 Instruction expense of $46.8 million comprised 53.6% of Net Tuition $14,876 educational and general expenses and increased 3.9% Student Financial Aid in 2011–12. The increase in instruction includes a few atypical expenses in 2011–12: expenses associated with the PacRim study abroad program that runs every third year, new depreciation associated with the completion and *Includes endowment,gifts, and other supplemental sources opening of Weyerhaeuser Hall, and Optimize Puget Sound ERP conversion costs that are not eligible for capitalization. Excluding these items, instruction would have increased 1.1%, primarily in compensation. Academic support of $8.9 million $38,510 comprised 10.2% of educational and general expenses (and “Sticker Price” was virtually unchanged in 2011–12). Together instruction and academic support comprised 63.8% of educational and general expenses (51.9% of total operating expenses) and increased 3.3%. Student services increased 1.3%. Figure 10 Allocating Resources Institutional support of $14.2 million increased 6.2% in 2011– 12 and comprised 13.3% of total operating expenses versus 100% 14.0% 13.3% 14.5% 80% 13.9% 16.2% 14.5% 60% 20.7% 18.6% 16.3% the 14.5% median for national peers, suggesting greater efficiency and lower overhead at Puget Sound. Contributing to the 6.2% increase was a strategic investment in fundraising infrastructure and One [of a Kind] campaign activities. Auxiliary enterprises incurred expenses of $19.9 million and 40% increased 6.9% in 2011–12, largely in relation to the 5.5% 51.4% 51.9% 54.7% 20% 0% increase in auxiliary revenues. Nonoperating Activities Net assets decreased a total of $6.4 million from nonoperating 1992 2012 National Peers 2011 2011 is most current comparative data available activities. Contributions restricted to facilities and endowments totaled $17.2 million, an $11.1 million increase over the prior year, while endowment investment losses, net of distributions, Institutional Support Auxiliary Enterprises reduced net assets by $13.1 million. Further reducing Student Services Instructional and Academic Support net assets in 2011–12 was a $7.0 million mark-to-market adjustment on the interest rate swap agreements as discussed above and in Note 6 to the consolidated financial statements. Closing Remarks High aspirations are commonplace at Puget Sound. We set our sights high, we develop plans, and we stay focused on the most important things. Puget Sound’s strength in resources— our people, this place, and financial assets—has enabled Puget Sound to be among the great colleges that change lives. 10 university of puget sound 2012 financial report University of Puget Sound 2012 Financial Report 11 University of Puget Sound Consolidated Statement of Financial Position As of June 30, 2012 (With Comparative Financial Information as of June 30, 2011) (Dollars in Thousands) 2012 2011 $ 23,496 $ 24,513 17,584 19,099 ASSETS: Cash and cash equivalents (Note 1) Short-term investments Investment income receivable (Note 1) 47 56 Receivables, net 1,385 2,301 Contributions receivable, net (Note 2) 9,247 9,323 Inventories (Note 1) Prepaid expenses and other assets Student loans receivable, net (Note 1) 731 712 3,104 4,364 14,579 15,398 Beneficial interest in outside trusts (Note 1) 1,708 2,035 Assets held under split-interest agreements (Note 1) 6,042 6,390 250,468 251,291 3,889 891 Endowment investments (Notes 1, 3 and 4) Intangibles, net (Notes 1 and 5) Assets restricted for investment in campus facilities Campus facilities, net (Notes 1 and 5) Total assets 882 132 173,222 173,315 $506,384 $509,820 $ LIABILITIES AND NET ASSETS: Liabilities: Accounts payable 2,361 $ 6,990 13,120 10,712 Advance deposits from students (Note 1) 2,912 2,916 Liabilities under split-interest agreements (Note 1) 2,391 2,576 12,827 13,122 Accrued payroll and other liabilities (Note 8) Government advances for student loans (Note 1) Asset retirement obligation (Notes 1 and 5) 1,611 1,563 Unrealized loss on interest rate swap agreements (Note 6) 16,052 9,091 Long-term debt (Note 6) 60,766 62,345 $112,040 $109,315 Total liabilities Net Assets: Unrestricted: Available for operations 984 979 114,819 99,622 Endowment (Note 4) 86,394 91,364 Designated for other specific purposes 10,355 16,410 212,552 208,375 Invested in or designated for campus facilities Total unrestricted Temporarily restricted (Note 7) Permanently restricted (Note 7) Total net assets Total liabilities and net assets 67,271 90,565 114,521 101,565 394,344 400,505 $506,384 $509,820 The accompanying notes are an integral part of the consolidated financial statements 12 university of puget sound 2012 financial report University of Puget Sound Consolidated Statement of Activites For the Year Ended June 30, 2012 (With Summarized Financial Information for the Year Ended June 30, 2011) Unrestricted (Dollars in Thousands) Temporarily Restricted Permanently Restricted Totals 2012 2011 Operating: Revenues and gains: $108,072 $108,072 $ 102,174 Less student financial aid Student tuition and fees (41,277) (41,277) (38,021) Net tuition and fees 66,795 66,795 64,153 Student room and board 17,962 17,962 17,032 Other auxiliary enterprises 3,783 3,783 3,584 2,229 Governmental grants and contracts 897 $ 1,331 2,228 Contributions (Note 1) 2,408 1,694 4,102 3,714 Endowment income and gains distributed (Note 4) 3,794 7,025 10,819 11,182 Interest income Other sources Total operating revenues and gains 478 23 501 561 1,276 - 1,276 2,249 97,393 10,073 107,466 104,704 44,988 Expenses: Educational and general: Instruction 46,760 46,760 Academic support 8,882 8,882 8,875 Student services 17,400 17,400 17,181 Institutional support 14,225 14,225 13,397 87,267 87,267 84,441 Total educational and general expenses Auxiliary enterprises Total operating expenses Net assets released from restrictions Increase in net assets from operating activities 19,916 19,916 18,632 107,183 107,183 103,073 10,064 (10,064) - - 274 9 283 1,631 Nonoperating: Contributions (Note 1) - 4,043 $ 13,166 17,209 6,156 Change in allowance for uncollectible promises (Note 2) - (2,015) (56) (2,071) (2,139) Net (losses) gains and income on endowment investments, net of distributions (Note 4) (4,973) (8,062) (70) (13,105) 28,473 Actuarial adjustments and other changes (8,075) (318) (84) (8,477) 3,404 Net assets released from restrictions Increase (decrease) in net assets from nonoperating activities 16,951 (16,951) - - - 3,903 (23,303) 12,956 (6,444) 35,894 Increase (decrease) in net assets Net assets at beginning of the year Net assets at end of the year 4,177 (23,294) 12,956 (6,161) 37,525 208,375 90,565 101,565 400,505 362,980 $212,552 $67,271 $114,521 $394,344 $400,505 The accompanying notes are an integral part of the consolidated financial statements University of Puget Sound 2012 Financial Report 13 University of Puget Sound Consolidated Statement of Cash Flows For the Year Ended June 30, 2012 (With Summarized Financial Information for the Year Ended June 30, 2011) Cash flows from operating activities: Change in net assets (Dollars in Thousands) 2012 2011 $ (6,161) $37,525 Adjustments to reconcile change in net assets to net cash provided by operating activities: Depreciation and amortization 12,299 10,883 Contributions restricted for long-term investment (15,481) (9,462) Gifts of investments, property, and outside trusts (12) (34) 4,998 (36,929) 240 (664) - 59 Amortization of tax-exempt bond premium, discount, and issuance costs 38 39 Accretion, settlement, and adjustments to asset retirement obligations 48 (8) 916 (848) Losses (gains) on endowment investments and split-interest agreements Actuarial adjustments of liabilities under split-interest agreements Loss on disposition of fixed assets Changes in: Accounts receivable Investment income receivable Contributions receivable, net Inventories, prepaid expenses, and other assets Accounts payable Accrued payroll and other liabilities Advance deposits from students Unrealized loss (gain) on interest rate swap agreements Net cash provided by operating activities 9 40 76 5,231 1,204 (795) (936) (344) 2,408 861 (4) 373 6,961 (1,870) 6,603 4,057 Cash flows from investing activities: Proceeds from sales and maturities of investments Purchases of investments Net sales of short-term investments 91,526 62,821 (95,291) 1,515 (58,580) 14,774 Net (receipt) use of assets restricted for investment in campus facilities Purchases of campus facilities and intangibles (750) 7,337 (18,885) (31,717) (1,484) (1,427) 1,881 (21,488) 1,681 (5,111) 15,481 9,462 208 295 Disbursements of loans to students Repayments of loans from students Net cash used for investing activities Cash flows from financing activities: Contributions restricted for long-term investment Investment income subject to split-interest agreements New liabilities under split-interest agreements Payments to split-interest agreement beneficiaries Repayments of long-term debt Changes in government advances for student loans Net cash provided by financing activities Net (decrease) increase in cash and cash equivalents 61 (384) (440) (1,580) 127 13,868 (1,539) 111 7,950 (1,017) 6,896 24,513 17,617 $23,496 $24,513 $ 2,447 $ 2,441 Cash and cash equivalents at beginning of the year Cash and cash equivalents at end of the year 16 Supplemental cash flow information: Interest paid (net of capitalized interest of $131 and $241 in 2012 and 2011, respectively) Noncash investing and financing activities: Purchases of equipment and building construction on account $ 1,434 $ 5,127 Gifts of investments, property, and outside trusts $ 12 $ 34 Student loan cancellations $ 422 $ 504 The accompanying notes are an integral part of the consolidated financial statements 14 university of puget sound 2012 financial report University of Puget Sound Consolidated Supplemental Schedule of Changes in Endowment Investments For the Year Ended June 30, 2012 (With Comparative Financial Information for the Year Ended June 30, 2011) Endowment investments, beginning of the year Gifts Transfers and other additions (Dollars in Thousands) 2012 2011 $251,291 $ 217,691 12,178 4,660 104 467 4,479 5,567 (1,867) (2,313) Return on endowment investments: Ordinary income Investment expenses Realized gains 686 3,544 Change in cumulative unrealized (losses) gains (5,584) 32,857 Total return on endowment investments (2,286) 39,655 (10,819) (11,182) (823) 33,600 $250,468 $251,291 (1.20%) 18.10% Amount distributed for operating activities Net change in endowment investments Endowment investments, end of the year Total return on pooled endowment Pooled investments and the allocation of income and gains are accounted for under the unit method. Pooled endowment investment unit values are summarized as follows: Market value, end of year Market value, beginning of period 2012 2011 $55.9148 $56.5772 56.5772 48.4929 (Loss) gain $ (0.6624) $ 8.0843 Ordinary income $ 0.5296 $ 0.7056 Distributed for operations $ 2.5004 $ 2.5814 See accompanying Independent Auditor’s Report University of Puget Sound 2012 Financial Report 15 University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization The University of Puget Sound (the university, Puget Sound), established in 1888, is a nonprofit corporation organized under the laws of the state of Washington. The university is an independent predominantly residential undergraduate liberal arts college with selected graduate programs building effectively on a liberal arts foundation. The university, as a community of learning, maintains a strong commitment to teaching excellence, scholarly engagement, and fruitful student-faculty interaction. The mission of the university is to develop in its students capacities for critical analysis, aesthetic appreciation, sound judgment, and apt expression that will sustain a lifetime of intellectual curiosity, active inquiry, and reasoned independence. A Puget Sound education, both academic and cocurricular, encourages a rich knowledge of self and others; an appreciation of commonality and difference; the full, open, and civil discussion of ideas; thoughtful moral discourse; and the integration of learning, preparing the university’s graduates to meet the highest tests of democratic citizenship. Such an education seeks to liberate each person’s fullest intellectual and human potential to assist in the unfolding of creative and useful lives. Basis of Accounting and Presentation The accompanying financial statements are the consolidated statements of the university and its wholly owned subsidiaries CVI GVF Holdings 13 Ltd. and Rainier Heights Holdings, LLC. All material transactions between the university and its consolidated subsidiaries have been eliminated. The accompanying consolidated financial statements have been prepared on the accrual basis of accounting and in accordance with the AICPA Audit and Accounting Guide for Not-For-Profit Organizations. While the underlying accounts of the university are maintained in accordance with the principles of fund accounting to facilitate observance of specific restrictions placed on the resources available to the university, the consolidated financial statements focus on the university as a whole. The university’s activities and net assets are classified in the consolidated financial statements as unrestricted, temporarily restricted, or permanently restricted based on the existence or absence of donor-imposed restrictions. These classifications are described below: Unrestricted net assets - resources not subject to donor-imposed restrictions. Temporarily restricted net assets - resources that can be expended subject to donor-imposed restrictions as to use or passage of time. Permanently restricted net assets - resources that a donor requires the university to retain in perpetuity. Generally, the donor permits the university to use all or a part of the income and gains earned on the contributed assets. The Consolidated Statement of Activities presents expenses by functional classification in accordance with the overall educational mission of the university. Depreciation and amortization expense is allocated directly to functional classifications based on the nature of the underlying assets. Interest expense on long-term debt is allocated to the functional areas that have benefited from the proceeds. The cost of operating and maintaining campus facilities is allocated to the functional areas based on occupancy square footage. The cost of supporting information technology systems is allocated to the functional areas based on estimated utilization of system resources and support. The university has defined nonoperating activities to include contributions added to endowment, contributions supporting major capital purchases, contributions and other activity related to split-interest agreements, changes in the allowance for uncollectible promises to give, retirement plan actuarial adjustments, interest rate swap agreement changes in fair value, and endowment income and gains or losses, net of amounts distributed to support operations in accordance with the applicable spending policies. Certain other gains and losses that do not occur in the normal course of operations are also included in nonoperating activity. The Consolidated Statement of Activities includes comparative summarized information for the year ended June 30, 2011. Such information does not include sufficient detail by net asset class to constitute a presentation in conformity with generally accepted accounting principles in the United States of America (U.S. GAAP). Accordingly such information should be read in conjunction with the university’s consolidated financial statements for the year ended June 30, 2011, from which the summarized information was derived. In addition, the notes to the consolidated financial statements exclude comparative information for certain disclosures. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash Equivalents Cash equivalents consist of highly liquid investments with maturities of three months or less when purchased, except for those held for long-term investment. Cash equivalents totaled $530 and $11,307, respectively, at June 30, 2012 and 2011. 16 university of puget sound 2012 financial report University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued Receivables Investment income receivable includes earnings on cash and cash equivalents, short-term investments, investment property, and endowment investments. A reasonable estimate of the fair value of student loans receivable, which are federally-sponsored student loans with U.S. government-mandated interest rates and repayment terms, could not be made because the notes are not saleable and can only be assigned to the U.S. government or its designees. The university participates in the Federal Perkins revolving loan program. The availability of funds for loans under the program is dependent on reimbursements to the pool from repayments on outstanding loans. The outstanding loan balance was $15,812 and $16,043 at June 30, 2012 and 2011, respectively. Funds contributed to the program by the Federal government must ultimately be returned to the government so they are classified as liabilities under “Government advances for student loans” in the Consolidated Statement of Financial Position. Outstanding loans cancelled under the program result in a reduction of the funds available for loan and a decrease in the liability to the government. Contributions Contributions received, including unconditional promises to give, are recognized as revenues when the donor’s commitment is received. Unconditional promises are recognized at the estimated present value of expected future cash flows. An allowance for uncollectible promises is provided based on management’s judgment including but not limited to factors such as prior giving history, type of contribution, collection risk, and nature of fundraising activity. Conditional promises are recorded when donor stipulations are substantially met. Total contributions of $21,311 and $9,870 are recognized in the Consolidated Statement of Activities for the years ended June 30, 2012 and 2011, respectively, and include both operating and nonoperating contributions. Fundraising expenses of $4,025 and $3,376 are included in “Institutional support” in the Consolidated Statement of Activities for the years ended June 30, 2012 and 2011, respectively, and include direct expenses associated with fundraising activities and allocations for depreciation expense, interest on long-term debt, operation and maintenance of campus facilities, and information technology support. Inventories Inventories are carried at cost using average cost, first-in first-out, and retail valuation methods. The cost of inventories is not in excess of net realizable value. Investments Investments are stated at fair value according to U.S. GAAP (see Note 3), which requires that the valuation of investments reported at fair value be made in the context of market conditions as of the valuation date. Whenever available, quotations from organized securities exchanges are used as the basis for fair value. For investments not traded on organized exchanges, fair value estimates are provided by investment managers. For applicable investments, manager-reported net asset value (NAV) is used as a practical expedient to estimate fair value. Valuations provided by fund managers consider variables such as the financial performance and sales of underlying investments and other pertinent information. In addition, actual market exchanges at year-end provide additional observable market inputs of the exit price. The university reviews valuations and assumptions provided by fund managers for reasonableness and believes that the carrying amounts of these financial instruments are reasonable estimates of the fair value. The university employs procedures to ensure appropriate oversight of its investments including ongoing monitoring of investment managers and review of periodic fair value and other information received from them. For real estate or hard-to-value assets held for investment directly or in trust by the university or its subsidiaries, reported fair value is based on a representative appraisal performed at intervals appropriate to establish current market values, with consideration given to the cost/benefit of the appraisal. Investment transactions are recorded on a trade-date basis and the cost of securities sold is based on their weighted average cost. Interest is accrued as earned, and dividends are recorded on the ex-dividend date. Risk and Investment Performance Cash, cash equivalents, and investments are exposed to various risks, such as interest rate, market, and credit. To minimize such risks, the university has a diversified portfolio with a number of investment managers in a variety of asset classes. The university regularly evaluates its investments including performance thereof. Due to inherent risks and potential volatility in investment valuations, the amounts reported in the Consolidated Statement of Financial Position and Consolidated Statement of Activities can vary substantially from year to year. Beneficial Interest in Outside Trusts Funds held in trust by others represent resources neither in the possession nor under the control of the university. These trusts are administered by outside trustees, with the university deriving income and/or a residual interest from the assets. When an irrevocable trust is established or the university is notified of its existence, the university recognizes its beneficial interest in the outside trust as a contribution at fair value, which is measured as the present value of the estimated expected future benefits to be received when the trust assets are distributed. The contribution revenue recognized is classified as an increase in either temporarily or permanently restricted net assets based on the time or use restrictions placed by the donor upon the university’s beneficial interest in the assets. Periodic adjustments to the beneficial interest to reflect changes in the fair value, life expectancy, and discount rate are recognized as actuarial gains or losses. The discount rate used at June 30, 2012, was 1.20%. University of Puget Sound 2012 Financial Report 17 University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued Amounts held as Trustee or Agent Under Split-Interest Agreements The university has legal title, either in the university’s name or as trustee, to charitable remainder and lead trusts. No significant financial benefit can be realized until the contractual obligations are released. The university also receives contributions in exchange for charitable gift annuity contracts. Actuarial methods are used to record these annuities and trusts using discount rates ranging from 1.60% to 9.40%. For charitable gift annuities and charitable remainder trusts, when a gift is received, the present value of future expected payments to the beneficiaries is recorded as a liability based upon life expectancy tables and current discount rate assumptions and the remainder is recorded as a contribution. For charitable lead trusts, when a gift is received, the present value of future expected payments to the university, as lead beneficiary, is recorded as a contribution and the remainder is recorded as a liability to the remainder beneficiaries. Contribution revenue recognized from charitable gift annuities and charitable remainder and lead trusts is classified as an increase in unrestricted, temporarily restricted, or permanently restricted net assets based on the existence or absence of time or use restrictions placed by the donor upon the university’s interest in the assets. Annuity and trust assets are reported at fair value. Investment income and gains are credited, and beneficiary payments, direct costs of funds management, and investment losses are charged to the liability accounts, with periodic adjustments made between the liability and the net assets to record actuarial gains or losses resulting from changes in fair value and life expectancy. The university maintains separate reserve funds adequate to meet future payments under its charitable gift annuity contracts as required by governing states’ laws. The total amount held in separate reserve funds was $825 as of June 30, 2012, and $946 as of June 30, 2011. The amount included in the liability under split-interest agreements to meet future payments under gift annuity contracts was $435 as of June 30, 2012, and $473 as of June 30, 2011. Intangible Assets and Campus Facilities Intangible assets include software, website development costs, and electronic information resources, and are recorded at cost. These assets have finite useful lives and are amortized on a straight-line basis over their estimated useful lives, ranging from three to seven years. Campus facilities, including land, buildings, equipment, and library resources, are recorded at cost or, if received as a gift, at fair value on the date of donation. In the absence of donor-imposed restrictions on the use of assets, gifts of long-lived assets are reported as unrestricted contributions. The university’s natural history and other collections are capitalized but not depreciated. Maintenance and repairs are charged to operations when they occur. Expenditures that significantly increase the value, performance, capacity, or service potential or extend the useful lives of campus facilities are capitalized and depreciated. Depreciation is computed on a straight-line basis over estimated useful lives of 15 years for land improvements, 25 to 40 years for buildings, 20 years for building improvements, four to seven years for equipment, and three years for library resources. The costs and accumulated depreciation and amortization of assets sold or retired are removed from the accounts, and the related gains and losses are included in the Consolidated Statement of Activities. Asset retirement obligations include legal obligations associated with the retirement of long-lived assets. These liabilities are recorded at fair value when incurred and are capitalized by increasing the carrying amount of the associated long-lived asset. The fair value of the obligation is measured based on the present value of estimated future retirement costs. Asset retirement costs are depreciated on a straight-line basis over the useful life of the associated asset. Subsequent to the initial recognition, period-to-period changes in the carrying amount of the liability are recorded due to the passage of time and revisions to either the timing or amount of the original estimated cash flows. The liability is removed when the related obligation is settled. Advance Deposits from Students Payments from students received by the end of the current fiscal year that are for a term in the subsequent fiscal year have been deferred for inclusion in unrestricted operating revenues in that subsequent year. Federal Income Taxes The university has been recognized by the Internal Revenue Service as exempt from federal income taxes pursuant to section 501(c)(3) of the Internal Revenue Code except to the extent of unrelated business taxable income. Donations to the university are generally tax deductible. The university’s wholly-owned subsidiaries CVI GVF Holdings 13 Ltd. and Rainier Heights Holdings, LLC are subject to federal income tax as applicable. The university had no unrecognized tax benefits that would have required an adjustment to its net assets, and no unrecognized tax benefits at June 30, 2012. In general the university is no longer subject to U.S. federal and state income tax examinations by tax authorities before its fiscal year ended June 30, 2006. 18 university of puget sound 2012 financial report University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 2 – CONTRIBUTIONS RECEIVABLE June 30, 2012 June 30, 2011 $ 4,241 $ 6,556 7,901 5,991 Unconditional promises expected to be collected in: Less than one year One to five years More than five years Allowance for uncollectable promises Discount to present value (discount rates of 0.51% to 5.21%) Contributions receivable, net - 293 12,142 12,840 (2,390) (2,599) (505) (918) $ 9,247 $ 9,323 $6,191 $5,016 5,267 4,543 58 2,107 Contributions receivable are intended for the following uses: Endowment Construction and improvement of campus facilities Student financial aid Other programs and activities, including unrestricted promises for future periods Allowance for uncollectable promises 121 256 $11,637 $11,922 (2,390) (2,599) $ 9,247 $ 9,323 At June 30, 2012 the university had received conditional promises to give in the amount of $1,030. Receipt is conditioned upon the university meeting certain fundraising goals. The promises will be recognized when the conditions are substantially met. NOTE 3 – FAIR VALUE MEASUREMENTS The university discloses the fair value of assets and liabilities’ providing it is practicable to do so. Fair value measurements are determined based on the assumptions that market participants, in the context of an orderly market, would use in pricing an asset or liability. U.S. GAAP established a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in an active market for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows: Level 1 -- inputs are unadjusted quoted prices in active markets for identical assets or liabilities. For the university, this level generally includes mutual funds, listed equities, and other securities where quoted prices may be easily obtained. Level 2 -- inputs other than quoted prices included within Level 1 that are observable market-based inputs or unobservable inputs that are corroborated by observable market data. Assets and liabilities the university generally classifies as Level 2 include units held in commingled pools and common trust funds and investments that may be priced using model-based valuation, including the university’s interest rate swap agreements. Level 3 -- inputs are unobservable because there is little or no market activity, and reflect an entity’s own determination about the assumptions that market participants would use in pricing the assets or liabilities. For the university, assets and liabilities in Level 3 include units in hedge funds, beneficial interests in outside trusts, interests in perpetual trusts, limited partnership interests, other private investments, and the university’s asset retirement obligations. An asset or liability’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. University of Puget Sound 2012 Financial Report 19 University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 3 – FAIR VALUE MEASUREMENTS, continued For assets and liabilities reported at fair value, the following table presents the fair value measurements used as of June 30, 2012: Total Level 1 Level 2 Level 3 $ 54,129 $ 16,795 $37,334 $ International 33,848 10,633 Directional hedged equity 21,430 Pooled endowment investments: Global equity: US Directional hedged equity-in liquidation Private equity Global fixed income/credit: Interest rate sensitive strategies Private debt Real assets: Private energy Timber Real estate Commodities Absolute return hedge funds: In liquidation Cash and short-term investments Daily, 1-5 days’ notice 23,215 - Daily and monthly, 1-44 days’ notice - 11,621 9,809 Monthly, quarterly, and annual, 6-100 days’ notice 99 20,256 - - 99 20,256 Illiquid $10,865 54,627 10,376 54,627 - - 10,376 Illiquid $ 3,429 11,957 7,303 13,724 - - - 11,957 7,303 13,724 1,128 17,220 Illiquid $18,384 $ 1,072 $ 5,073 1,668 1,668 - - 308 445 134 21 8 1,787 250,468 308 445 8 84,484 72,170 134 21 1,787 93,814 - - 251 251 20,743 10,576 10,167 - Illiquid Illiquid In liquidation Quarterly/Semi-annual 60-100 days’ notice Nonpooled endowment investments Equity mutual funds Fixed income mutual funds Real estate Private equity Cash and short-term investments Perpetual trusts Total endowment investments Other assets Cash and cash equivalents held in split-interest agreements Marketable securities Illiquid Illiquid Mutual funds 3,514 3,514 - Beneficial interest in outside trusts 1,708 - - 1,708 Illiquid 380 - - 380 Illiquid Real estate Total other assets Total Liabilities Asset retirement obligation Unrealized loss on interest rate swap agreements Total 20 26,596 14,341 10,167 2,088 $277,064 $98,825 $82,337 $95,902 $ $ 1,611 $ 1,611 16,052 $ 17,663 university of puget sound 2012 financial report Unfunded Commitments - 1,128 17,220 Other Redemption Restrictions Level 2 & 3 $ $ - 16,052 $16,052 $ 1,611 University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 3 – FAIR VALUE MEASUREMENTS, continued For assets and liabilities reported at fair value, the following table presents the fair value measurements used as of June 30, 2011: Total Level 1 Level 2 Level 3 $ 57,225 $ 18,169 $39,056 $ International 36,736 11,663 Directional hedged equity 25,988 Private equity Global fixed income/credit: Interest rate sensitive strategies Pooled endowment investments: Global equity: US Private debt Real assets: Private energy Timber Real estate Commodities Absolute return hedge funds: In liquidation Cash and short-term investments Unfunded Commitments - Daily, 1-5 days’ notice 25,073 - Daily and monthly, 1-44 days’ notice - 11,152 14,836 Monthly, quarterly, and annual, 6-100 days’ notice 19,935 - - 19,935 Illiquid $11,195 43,689 43,689 - - 10,068 - - 10,068 Illiquid $ 1,766 9,279 6,438 11,776 6,632 6,632 - - 9,279 6,438 11,776 1,767 17,298 Illiquid $ 6,706 $ 1,924 $ 7,267 1,767 17,298 Other Redemption Restrictions Level 2 & 3 1,612 1,612 - - 339 422 134 30 37 1,886 251,291 339 422 37 82,563 75,281 134 30 1,886 93,447 189 189 - - Illiquid Illiquid In liquidation Quarterly/Semi-annual 60-100 days’ notice Nonpooled endowment investments Equity mutual funds Fixed income mutual funds Real estate Private equity Cash and short-term investments Perpetual trusts Total endowment investments Other assets Cash and cash equivalents held in split-interest agreements Illiquid Illiquid 21,670 11,548 10,122 - Mutual funds 3,762 3,762 - - Beneficial interest in outside trusts 2,035 - - 2,035 Illiquid Illiquid Marketable securities Real estate 1,481 - - 1,481 29,137 15,499 10,122 3,516 $280,428 $98,062 $85,403 $96,963 $ $ 1,563 Total other assets Total Liabilities Asset retirement obligation Unrealized loss on interest rate swap agreements Total $ 1,563 9,091 $ 10,654 $ $ - 9,091 $ 9,091 $ 1,563 University of Puget Sound 2012 Financial Report 21 University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 3 – FAIR VALUE MEASUREMENTS, continued Although the university uses its best judgment in determining the fair value of assets and liabilities, there are inherent limitations in any methodology. Therefore, the values presented herein are not necessarily indicative of the amount the university could realize in a current transaction. Future confirming events could affect the estimates of fair value and could be material to the consolidated financial statements. These events could also affect the amount realized upon liquidation of the investments. Carrying amounts for cash and cash equivalents approximate fair value because of the short maturity of these instruments. Perpetual trusts are managed by outside trustees and are not subject to the university’s investment policies. Redemption terms and restrictions and unfunded commitments are presented for investments when manager-reported net asset value (NAV) is used as a practical expedient to estimate fair value. Valuations of underlying assets which comprise the NAV are provided by fund managers and consider variables such as comparable sales, income streams discounted for risk levels, and other pertinent information. In addition, actual market exchanges of units of the investment fund at or near fiscal year-end provide observable market inputs of the exit price. Based on its review of assumptions and valuations provided by fund managers, the university believes the carrying amount of these financial instruments are reasonable estimates of fair value. The fair value of endowment investments with liquidity of 90 days or greater was $93,637 at June 30, 2012, and $92,760 at June 30, 2011. Global equities include marketable securities held in mutual funds and commingled pools, enhanced indexing, and directional hedge funds that are benchmarked against equity indices. The fair value of assets held through commingled pools and common trusts, units of which are not publicly traded, was $53,247 at June 30, 2012, and $57,224 at June 30, 2011. The university utilizes enhanced indexing strategies to gain exposure to the S&P 500 through the use of futures contracts, allowing a portion of the large-cap domestic and international equity allocations to be invested in fixed-income securities to enhance the index returns. The fair value of investments that employed enhanced indexing strategies was $7,301 at June 30, 2012, and $6,904 at June 30, 2011. Directional hedged equities generally utilize both long and short positions in corporate securities and derivatives to provide favorable risk-adjusted returns. Private capital funds are not generally available for liquidation by the university and depend on fund managers’ decisions about exit timing to provide distributions. In addition, the university has minimal ability to influence the operating decisions affecting these investments. The fair values of private capital funds have been estimated using the most current information available and where appropriate, adjusting for cash flows since the valuation date. Unfunded commitments to private capital may be called at any time during the fund investment periods, which generally range from three to seven years. Absolute return hedge funds utilize strategies designed to generate long-term capital appreciation with low volatility and little correlation with equity and bond markets. Some absolute return funds may invest a small portion of assets in private capital funds or other illiquid vehicles. The following table presents changes for assets and liabilities measured at fair value using significant unobservable inputs (Level 3): June 30, 2012 Assets Balance, beginning of the year Total realized and unrealized gains Purchases Settlements Sales Balance, end of the year Liabilities $96,963 22 university of puget sound 2012 financial report $1,563 Assets Liabilities $89,317 $1,571 - 2,284 - 10,269 16,302 - 14,597 - - 48 - (8) (19,647) - (17,220) - $95,902 $1,611 $96,963 $1,563 June 30, 2012 Unrealized gains related to Level 3 assets held at the end of the year included in “Net (losses) gains and income on endowment investments, net of distributions” in the Consolidated Statement of Activities June 30, 2011 $3,501 June 30, 2011 $9,009 University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 4 – ENDOWMENT INVESTMENTS AND NET ASSETS At June 30, 2012, the university’s endowment consisted of approximately 540 individual funds established for a variety of purposes. The endowment includes both donor-restricted endowments and funds designated by the board of trustees to function as endowments (quasiendowments). Quasi-endowment funds may be expended at the discretion of the university’s board of trustees. As required by U.S. GAAP, net assets associated with endowment funds, including quasi-endowment funds, are classified and reported based on the existence or absence of donor-imposed restrictions. Endowment Investment and Spending Policies To enable broad diversification and economies of scale, the university’s policy is to pool endowment assets for investment purposes to the fullest extent possible as permitted by gift agreements and applicable government regulations. In the rare cases when a donor has prohibited a gift from being pooled for investments purposes, such endowments (referred to as non-pooled endowments) are separately invested and managed. The purpose of the university’s pooled endowment is to provide ongoing financial support for operations that will remain stable (or grow) in real or inflation-adjusted terms, as adjusted for new additions to the pooled endowment. The primary investment objective of the pooled endowment is to provide a sustainable maximum level of return consistent with prudent risk levels. The overall, long-term investment goal of the pooled endowment is to achieve an annualized total return (net of fees and expenses), through appreciation and income, of at least 5% plus the rate of inflation (as measured by the broad, domestic Consumer Price Index), thus protecting the assets against inflation. Investments are diversified across a wide range of asset classes, including those providing return premiums for illiquidity, so as to provide a balance that will enhance total return under a range of economic scenarios, while avoiding undue risk concentrations in any single asset class or investment category. Maintaining adequate liquidity to meet operating and debt service requirements, to support desired credit ratings, and to provide a source of funds for rebalancing is also considered when making investment decisions regarding asset allocation or changes in managers. In accordance with the Washington State Uniform Prudent Management of Institutional Funds Act (UPMIFA), the university considers the following factors, among others, in making a determination to appropriate or accumulate donor-restricted endowment funds: (1) the duration and preservation of the fund; (2) the purposes of the university and the donor-restricted endowment fund; (3) general economic conditions; (4) the possible effect of inflation or deflation; (5) the expected total return from income and the appreciation of investments; (6) other resources of the university; and (7) the investment policies of the university. Pooled endowment spending is determined using the total return concept. The board of trustees approved a spending rate of 5% of a trailing 36-month average market value for the years ended June 30, 2012 and 2011. For a few donor-restricted endowment funds, the university honors and adheres to donor-stipulated spending limitations. At June 30, 2012, nearly 99% of the university’s endowment investments were pooled. Endowment investment activity is summarized as follows: Balance, beginning of the year Gifts Transfers and other additions June 30, 2012 June 30, 2011 $251,291 $217,691 12,178 4,660 104 467 4,479 5,567 (1,867) (2,313) Return on investments: Ordinary income Investment expenses Realized gains Change in cumulative unrealized (losses) gains Total return on investments Amount distributed for operating activities Total return, net of distributions Balance, end of year 686 3,544 (5,584) 32,857 (2,286) 39,655 (10,819) (11,182) (13,105) 28,473 $250,468 $251,291 University of Puget Sound 2012 Financial Report 23 University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 4 – ENDOWMENT INVESTMENTS AND NET ASSETS, continued Interpretation of Relevant Law Consistent with its understanding of donor intent, the board of trustees of the university has interpreted UPMIFA as requiring the preservation of the fair value of the original gift as of the gift date of the donor-restricted endowment funds, absent explicit donor stipulations to the contrary. The university classifies as permanently restricted net assets: (a) the original value of gifts to donor-restricted endowments and (b) any other amounts added to donor-restricted endowments that donors have stipulated are not expendable. The remaining portion of the donor-restricted endowment fund that is not classified as permanently restricted net assets is classified as temporarily restricted net assets until those amounts are appropriated for expenditure by the university in a manner consistent with the standard of prudence prescribed by UPMIFA. Temporarily restricted board-designated quasi-endowment funds were established with expendable restricted bequests and gifts. Underwater Endowment Funds As of June 30, 2012, seven individual, donor-restricted endowment funds had estimated fair values that were $20 less than their permanently restricted value. Such endowments are often referred to as “underwater” endowments. The gifts that funded these underwater endowments were largely received since 2006 as a result of successful fundraising efforts. These endowment funds did not have sufficient time to accumulate sufficient investment earnings, as did older funds, when declines in financial markets occurred during the fiscal year ended June 30, 2012. Though the university is not required by donor-imposed restriction or law to use its unrestricted resources to restore the endowments to their historic dollar value, U.S. GAAP requires that such losses and subsequent gains be reflected as changes to unrestricted net assets until the fair values again reach the permanently restricted values. In accordance with its spending policy, the university has limited distributions from underwater endowments to the current year’s income, such as interest and dividends and any net accumulated capital appreciation that is available. If such endowments support financial aid, the spending shortfall may be covered by quasi-endowment for financial aid in order to achieve the approved and committed total tuition discount rate. As of June 30, 2012, endowment net assets consisted of the following: Unrestricted Temporarily Restricted Permanently Restricted Total $55,511 $106,811 $162,302 437 - 437 Donor-restricted endowment funds: True endowments $ Term endowments - Total donor-restricted endowment funds Board-designated quasi-endowment funds Total endowment investments 55,948 106,811 162,739 86,414 (20) 1,315 - 87,729 86,394 57,263 106,811 250,468 - - 3,990 3,990 $86,394 $57,263 $110,801 $254,458 Temporarily Restricted Permanently Restricted Total $63,333 $94,788 $158,112 473 - 473 63,806 94,788 158,585 Unconditional promises to endowment Total endowment net assets (20) As of June 30, 2011, endowment net assets consisted of the following: Unrestricted Donor-restricted endowment funds: True endowments Term endowments Total donor-restricted endowment funds Board-designated quasi-endowment funds Total endowment investments Unconditional promises to endowment Total endowment net assets 24 university of puget sound 2012 financial report $ (9) (9) 91,373 1,333 - 92,706 91,364 65,139 94,788 251,291 - 162 2,871 3,033 $91,364 $65,301 $97,659 $254,324 University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 4 – ENDOWMENT INVESTMENTS AND NET ASSETS, continued Changes to endowment net assets for the year ended June 30, 2012 are as follows: Temporarily Restricted Permanently Restricted $91,364 $65,139 $94,788 - 162 2,871 3,033 91,364 65,301 97,659 254,324 12,178 Unrestricted Total Endowment net assets, June 30, 2011: Endowment investments Unconditional promises to endowment Total endowment net assets $251,291 Contributions: Gifts added to endowment investments - 197 11,981 Change in unconditional promises, net - (162) 1,119 957 Total contributions - 35 13,100 13,135 Transfers and other additions 2 (12) 114 104 Ordinary income, net of investment expenses 816 1,668 128 2,612 Realized gains 223 444 19 686 (2,217) (3,148) (219) (5,584) Return on investments: Change in cumulative unrealized losses (1,178) (1,036) (72) (2,286) Amount distributed for operating activities Total return on investments (3,794) (7,025) - (10,819) Total return, net of operating distribution (4,972) (8,061) (72) (13,105) 86,394 57,263 106,811 250,468 - - 3,990 3,990 $86,394 $57,263 $110,801 $254,458 Temporarily Restricted Permanently Restricted Total $80,374 $48,619 $88,698 $217,691 - 24 6,297 6,321 80,374 48,643 94,995 224,012 Endowment net assets, June 30, 2012: Endowment investments Unconditional promises to endowment Total endowment net assets Changes to endowment net assets for the year ended June 30, 2011 are as follows: Unrestricted Endowment net assets, June 30, 2010: Endowment investments Unconditional promises to endowment Total endowment net assets Contributions: Gifts added to endowment investments - 75 4,585 4,660 Change in unconditional promises, net - 138 (3,426) (3,288) - 213 1,159 1,372 Total contributions Transfers and other additions Net assets released from restrictions 2 (12) 477 467 898 (898) - - Return on investments: Ordinary income, net of investment expenses Realized gains (losses) Change in cumulative unrealized gains 656 2,551 47 3,254 1,653 1,818 73 3,544 32,857 11,355 20,594 908 13,664 24,963 1,028 39,655 Amount distributed for operating activities (3,574) (7,608) - (11,182) Total return, net of operating distribution 10,090 17,355 1,028 28,473 91,364 65,139 94,788 251,291 - 162 2,871 3,033 $91,364 $65,301 $97,659 $254,324 Total return on investments Endowment net assets, June 30, 2011: Endowment investments Unconditional promises to endowment Total endowment net assets University of Puget Sound 2012 Financial Report 25 University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 5 – INTANGIBLE ASSETS AND CAMPUS FACILITIES Intangible Assets Intangible assets include software, electronic information resources, and website development costs. The weighted average amortization period for intangible assets is four years. June 30, 2012 June 30, 2011 Amortized intangible assets: Gross carrying amount Accumulated amortization Net carrying amount $6,508 $3,172 (2,619) (2,281) $3,889 $ 891 The gross carrying amount includes $2,687 of software placed in service subsequent to year-end and considered in progress at June 30, 2012. Aggregate amortization expense: 2012 $ 446 Estimated amortization expense for each of the next five years and thereafter is as follows: 2013 $ 519 2014 397 2015 180 2016 50 2017 30 Thereafter 26 Total $1,202 Campus Facilities Campus facilities consisted of the following: Land and improvements Building and improvements June 30, 2012 June 30, 2011 $ 28,488 $ 21,432 210,332 189,072 Equipment 17,412 15,608 Library resources 1,433 1,876 Collections Construction in progress Accumulated depreciation Campus facilities, net 544 540 2,602 23,210 260,811 251,738 (87,589) (78,423) $173,222 $173,315 Asset Retirement Obligation Under U.S. GAAP, an entity is required to recognize a liability for the fair value of a conditional asset retirement obligation if the liability can be reasonably estimated. For the university, these obligations are primarily for the disposal of asbestos and certain other regulated materials generally found in pre-1980 campus facilities. Though these materials do not currently pose a health hazard in any of these facilities, appropriate remediation procedures are required to remove these materials upon renovation or demolition. The following schedule summarizes the university’s asset retirement obligation activity: June 30, 2012 Asset retirement obligation, beginning of the year $1,563 $1,571 (43) (89) 8 - Accretion expense 67 67 Revisions in estimated cash flows 16 14 $1,611 $1,563 Obligations settled Obligations Incurred Asset retirement obligation, end of the year 26 June 30, 2011 university of puget sound 2012 financial report University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 6 – LONG-TERM DEBT Long-term debt consisted of the following: 2012 Average Interest Rate Final Maturity Date June 30, 2012 June 30, 2011 WHEFA Revenue Bonds, 2006A 4.25% 2030 $19,615 $20,280 WHEFA Revenue Bonds, 2006B 4.23% 2036 29,505 30,000 WHEFA Revenue Bonds, 2001 3.72% 2031 10,460 10,490 WHEFA Revenue Bonds, 1998 5.18% 2014 1,127 1,466 Capital lease obligations 8.47% 2013-2014 59 109 $60,766 $62,345 Total Principal due within the next five years and thereafter is as follows: 2013 1,653 2014 1,676 2015 1,740 2016 1,820 2017 Thereafter 1,895 51,985 60,769 Unamortized net discount Total (3) $60,766 The Washington Higher Education Facilities Authority (WHEFA) is a financing conduit provided by the State of Washington for private higher education facility acquisition and construction in the state. The tax-exempt bonds are obligations solely of the university and are not guaranteed by the state. The WHEFA bond agreements contain covenants relating to maintenance of facilities, insurance, and other general items. In addition, the WHEFA 2001 bond agreement contains a covenant that the university will comply with certain liquidity requirements. The WHEFA 2006A and 2006B bonds are supported by irrevocable letters of credit issued by a bank. The reimbursement agreements in the letters of credit require the university to maintain certain financial ratios and other measures as defined in the contracts. The university’s unrestricted revenues are pledged as collateral on the WHEFA tax-exempt bond obligations. The university’s underlying long-term rating is “A1” by Moody’s Investors Service, Inc., and “A+” by Standard & Poor’s Rating Services. During 2006 the university entered into a loan agreement with WHEFA whereby WHEFA issued tax-exempt Variable Rate Demand Refunding Bonds in the amount of $21,930 (Series 2006A) and Variable Rate Demand Revenue Bonds in the amount of $30,000 (Series 2006B). The proceeds from the Series 2006B Revenue Bonds were used to fund the renovation and improvement of campus facilities and the proceeds from the Series 2006A Refunding Bonds were used to advance refund outstanding WHEFA 1998 bonds. Pursuant to the loan agreements, both the WHEFA 2006A and 2006B variable rate bonds bear interest at a rate that is determined weekly, with the maximum annual rate capped initially at 10%. The university maintains irrevocable letters of credit equal to the principal amount plus 40 days accrued interest on the outstanding Series 2006A and 2006B bonds. The Series 2006A and Series 2006B bonds may be tendered with seven days’ notice and to the extent the tendered bonds do not remarket, a liquidity draw against the letter of credit may occur. Any draws under the letter of credit must be reimbursed to the bank 730 days after the bank pays such drawing. Interest on such amount is the greatest of prime plus 1%, the Federal Funds Rate plus 2%, or 7% (the greatest is also known as the Base Rate) for the first six months, and the Base Rate plus 1% thereafter. Additionally, pursuant to the terms of the Reimbursement Agreement, if certain material adverse changes occur, such changes could result in all obligations becoming immediately due. During 2001 the university entered into a loan agreement with WHEFA whereby WHEFA issued $10,620 of tax-exempt Variable Rate Demand Revenue Bonds, Series 2001. The proceeds were used to finance the construction of a new student residence hall. Pursuant to the loan agreement, the bonds bear interest at a rate that is determined weekly, with the maximum annual rate capped at 12%. During 1998 the university entered into a loan agreement with WHEFA whereby WHEFA issued $34,870 of tax-exempt Revenue and Refunding Revenue Bonds, Series 1998, with various fixed rates, at a net discount of $54. The proceeds were used in part to advance refund outstanding WHEFA revenue bonds, and the balance was used to finance the construction and renovation of campus facilities. As of June 30, 2012, the WHEFA 1998 bonds that remain outstanding are those that were used to advance refund other WHEFA revenue bonds and therefore were not eligible for advance refunding with proceeds from the WHEFA 2006A bonds. University of Puget Sound 2012 Financial Report 27 University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 6 – LONG-TERM DEBT, continued Subsequent to year-end, on October 1, 2012, the university entered into loan agreements whereby WHEFA issued tax-exempt Revenue and Refunding Revenue Bonds in the amount of $34,805 at a net premium of $3,577 (Series 2012A) and Refunding Revenue Bonds in the amount of $29,195 (Series 2012B). The bonds are general obligations of the university. The proceeds from the Series 2012A bonds will be used to finance the construction of a 135-bed residence hall, and to refund outstanding WHEFA 2006A bonds. The proceeds from Series 2012B will be used to refund outstanding WHEFA 2006B bonds. The 2012A bonds will bear interest at fixed rates ranging from 3% to 5% with an all in cost of 4.20%. The 2012B bonds were sold through a direct purchase transaction with a bank, who will hold the bonds for an initial seven year term, after which the university will remarket the bonds. The bonds bear interest at 70% of the one-month London Interbank Offer Rate (LIBOR) plus a credit spread. The university is subject to certain financial covenants. The letters of credit associated with the refunded 2006 bonds were terminated. For the year ended June 30, 2012, the university incurred total interest costs related to long-term debt of $2,589, of which $131 was capitalized. The fair value of long-term debt was estimated to be $60,774 and $62,352 at June 30, 2012 and 2011, respectively, based on quoted market prices for publicly traded debt with similar characteristics. The university has a $5,000 unsecured line of credit in the form of a demand note with a bank. The agreement provides for interest at the bank’s prime rate with no additional fees. As of June 30, 2012, the bank’s prime rate was 3.25%. This line of credit has not been drawn on but is available for operating expenses or to provide liquidity for the Series 2001 bonds should the need arise. Interest Rate Swap Agreements During 2006, in an effort to manage the fluctuations in cash flows resulting from variable interest rates and to lower its overall borrowing costs, the university entered into three separate interest rate swap agreements to convert its variable rate bonds to a substantially fixed rate through maturity. Over the remaining life of the bonds, the university expects the average interest rate to be the fixed swap rate plus related fees. Under the terms of the swap agreements, the university pays the swap counterparties fixed amounts of interest over the term of the contracts and receives variable interest payments based on 67% of the one-month LIBOR. Additional key terms of the agreements are as follows: Swap Counterparty Trade Date Effective Date Swap Fixed Rate Final Maturity Date 10/1/2030 WHEFA 2006A Swap The Bank of New York Mellon 5/25/06 4/1/08 3.875% WHEFA 2006B Swap The Bank of New York Mellon 5/25/06 6/30/06 3.855% 10/1/2036 WHEFA 2001 Swap Societe Generale, New York Branch 8/9/05 9/1/05 3.426% 10/1/2031 The university accounts for its interest rate swap agreements in accordance with U.S. GAAP. The fair value of the interest rate swap agreements is the estimated amount that the university would receive or pay to transfer the agreements as of the reporting date and is recognized as either as an unrealized gain or loss, as appropriate. Amounts reported in the Consolidated Statement of Financial Position as of June 30, 2012 and 2011, included an “Unrealized loss on interest rate swap agreements” of $16,052 and $9,091, respectively also known as the mark-to-market value. The net changes in the fair value of the interest rate swap agreements for the years ended June 30, 2012 and 2011, was a net unrealized loss of $6,961 and gain of $1,870, respectively, recognized within “Actuarial adjustments and other changes” in the Consolidated Statement of Activities. Providing the university holds the swaps to maturity, the fair value of the derivatives will be zero. The university retains the option to terminate, cancel, and cash settle the interest rate swap agreements. The university utilizes its interest rate swap agreements solely as a cash flow hedge and does not use derivative instruments for trading or speculative purposes. The university seeks to diversify counterparty risk and executes credit-sensitive derivative transactions only with counterparties with strong credit ratings. The university is not required to post collateral for its swaps unless its credit rating drops below Baa2 by Moody’s Investors Service, Inc or BBB by Standard & Poor’s Rating Services on the WHEFA 2001 Swap and Baa3 by Moody’s Investors Service, Inc or BBB- by Standard & Poor’s Rating Services on the WHEFA 2006A and 2006B swaps. The amount of the collateral would be the mark-tomarket loss exposure at the time the credit rating dropped below the required level. 28 university of puget sound 2012 financial report University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 7 – RESTRICTIONS ON NET ASSETS Restrictions on net assets consisted of the following: June 30, 2012 June 30, 2011 Temporarily restricted: Time restrictions: Unappropriated earnings from donor-restricted endowments $ 55,511 $ 63,333 437 473 55,948 63,806 Unconditional promises to give 5,257 6,452 Split-interest agreements 1,580 1,885 Term endowment Total donor-restricted endowments 466 445 63,251 72,588 Construction of campus facilities 2,585 16,231 Educational programs and activities 1,435 1,746 Cash surrender value of life insurance policies Total time restrictions Purpose restrictions: Total purpose restrictions Total temporarily restricted 4,020 17,977 $ 67,271 $ 90,565 $110,801 $97,659 3,715 3,901 Permanently restricted: Endowment funds Split-interest agreements Loan funds Total permanently restricted 5 5 $114,521 $101,565 NOTE 8 – RETIREMENT PLANS Defined Contribution Plan The university contributes to a defined contribution retirement plan for the benefit of eligible faculty and staff (participants), with funding vehicles available through Teachers Insurance Annuity Association of America (TIAA) and College Retirement Equities Fund (CREF), (together TIAACREF). University contributions for participants begin after one year of service to the university or one year of service at an eligible employer during the twelve months immediately prior to their employment at the university. Contributions are 10% or 12% of salaries, depending upon position classifications and are fully vested. The university’s contributions totaled $4,402 and $4,373 for the years ended June 30, 2012 and 2011, respectively. Defined Benefit Plans The university has in place an unfunded early retirement and career change plan for eligible members of the faculty. The university also accrues post-retirement medical benefits available to certain active faculty under the faculty early retirement and career change policy (pre-65 benefits) and certain retired faculty and staff under a discontinued medical benefits plan for retirees (post-65 benefits). Plan expenses and liabilities are valued based on actuarial methods and are reflected in the consolidated financial statements. U.S. GAAP requires employers to recognize the overfunded or underfunded status of a defined benefit post-retirement plan as an asset or liability in their statement of financial position and to recognize changes in that funded status in the year in which the changes occur. As a not-for-profit organization, the university recognizes such changes through changes in unrestricted net assets. University of Puget Sound 2012 Financial Report 29 University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 8 – RETIREMENT PLANS, continued Defined Benefit Plans, Continued Amounts recognized in the Consolidated Statement of Financial Position as of June 30, 2012 and 2011, and in the Consolidated Statement of Activities for the years then ended are as follows: Faculty Early Retirement and Career Change Plan 2012 2011 $ 4,945 Post-Retirement Medical Plan 2012 2011 $ 4,808 $ 1,608 $ 1,614 (210) (311) (139) (124) Service cost 269 258 55 51 Interest cost 240 229 76 75 - - 40 41 226 226 27 26 Projected and accumulated post-retirement benefit obligations: Beginning of the year Benefits paid Amounts recognized in the Consolidated Statement of Activities: Components of net benefit expense recognized as operating expense: Amortization of transition obligation Amortization of actuarial loss Total net benefit expense 735 713 198 193 Loss (gain) recognized within actuarial and other changes 148 (265) 1,028 (75) $ 5,618 $ 4,945 $ 2,695 $ 1,608 $ $ $ $ End of the year Post-retirement benefit liability recognized within accrued payroll and other liabilities in the Consolidated Statement of Financial Position: Current portion Noncurrent portion Total Plan funded status 333 301 158 139 5,285 4,644 2,537 1,469 $ 5,618 $ 4,945 $ 2,695 $ 1,608 $(5,618) $(4,945) $(2,695) $(1,608) The weighted-average assumptions used to determine plan benefit obligations as of June 30, 2012 and 2011, and the net benefit expense for the years then ended, included: Faculty Early Retirement and Career Change Plan 2012 2011 Post-Retirement Medical Plan 2012 2011 Benefit obligation (post-retirement benefit liability): Discount rate 4.08% 5.01% 4.08% Rate of compensation increase 5.00% 5.04% N/A N/A N/A N/A * 7.00% Discount rate 5.01% 4.91% 4.92% 4.85% Rate of compensation increase 5.00% 5.04% N/A N/A N/A N/A 7.00% 7.00% Health care trend rates 4.92% Net benefit expense: Health care trend rates * Post-65 Medical Premium is 7.00%, Pre-65 Medical Premium is 10.00% Health care trend rates are expected to decline by 1.00% per year to an ultimate trend rate of 5.00%. 30 university of puget sound 2012 financial report University of Puget Sound Notes to Consolidated Financial Statements June 30, 2012 (Dollars in Thousands) NOTE 8 – RETIREMENT PLANS, continued Defined Benefit Plans, Continued The benefits expected to be paid in each of the next five years, and in the aggregate for the five years thereafter, were estimated based on the same assumptions used to measure the benefit obligations and are as follows: Faculty Early Retirement and Career Change Plan Post-Retirement Medical Plan 2013 $ 333 $ 158 2014 $ 347 $ 166 2015 $ 372 $ 185 2016 $ 351 $ 205 2017 $ 399 $ 225 2018–2022 $2,275 $1,051 Estimated university contributions to the plans that are expected to be paid during the next fiscal year include $333 for the faculty early retirement and career change plan and $158 for the post-retirement medical plan. Amounts recognized as changes in unrestricted net assets that are expected to be recognized as amortization components of net benefit expense in the next fiscal year include a net loss of $226 for the faculty early retirement and career change plan and a net loss of $99 for the post-retirement medical plan. NOTE 9 – COMMITMENTS AND CONTINGENCIES The university allocates a portion of its pooled endowment to investments in natural resources, private equity and real estate asset classes. At June 30, 2012, an outstanding commitment of $38,823 remains to be invested in these asset classes. As of June 30, 2012, the university had outstanding commitments in the amount of $1,036 related to the renovation and improvement of campus facilities. In the normal course of activities, the university from time to time is the subject of various claims and also has claims against others. In the opinion of management, the results of these matters will not have a significant impact on the consolidated financial statements. Federally funded programs, including financial aid, research and development, and other programs, are routinely subject to special audit. The reports on examinations, which are conducted pursuant to specific regulatory requirements by the auditors for the university, are required to be submitted to both the university and the Federal Audit Clearinghouse. Federal oversight agencies have the authority to determine liabilities as well as to limit, suspend, or terminate federally funded programs. In the university’s opinion, no material instances of noncompliance have occurred during the year ended June 30, 2012, related to the university’s federally funded student financial aid, research and development, and other programs. NOTE 10 – SUBSEQUENT EVENTS The university evaluated subsequent events through December 17, 2012, the date these consolidated financial statements were issued, and concluded there were no events requiring recording or disclosure other than what was disclosed in Note 6 related to a new financing transaction. University of Puget Sound 2012 Financial Report 31 University of Puget Sound Board of Trustees and Officers As of December 2012 Trustee Officers Richard M. Brooks ‘82, Chair Robert C. Pohlad P’07, Vice Chair Ronald R. Thomas, President George E. Matelich ‘78, Treasurer Trustees Richard M. Brooks ‘82 CEO/Director, Zumiez, Inc., Lynnwood, Washington William M. Canfield ‘76, P’08 Chairman, Cytovance Biologics, Oklahoma City, Oklahoma Mitzi W. Carletti ‘78 Investment Advisor and Research Analyst, Badgley Phelps, Seattle, Washington Michael J. Corliss ‘82, P’13 CEO, Investco Financial Corporation, Sumner, Washington Hollis S. Dillon ‘84, J.D.’88 Owner and Co‐President, HeidiSays.com, Mercer Island, Washington Kathleen A. Duncan ‘82 Trustee, Thomas and Dorothy Leavey Foundation, Los Angeles, California Randolph C. Foster ‘74 Partner, Stoel Rives, Portland, Oregon Frederick W. Grimm ‘78 CEO, Triad Development, Seattle, Washington Bruce W. Hart P’09 Principal, Jacobs, San Francisco, California Matthew M. Kelleher ‘79 Senior Vice President, Morgan Stanley Smith Barney LLC, Seattle, Washington Thomas E. Leavitt ‘71, J.D.‘75, P’10 President, Leavitt Capital Companies, Seattle, Washington Gwendolyn H. Lillis P’05 Trustee, The Lillis Foundation, Castle Rock, Colorado Eric Lindgren Professor Emeritus of Biology, University of Puget Sound, Tacoma, Washington George E. Matelich ‘78 Managing Director, Kelso & Company, New York, New York Janeen Solie McAninch ‘77, P’06 CEO, Becker Capital Management, Portland, Oregon Kenneth C. McGill ‘61 CEO (retired), Northwest Kinetics, Tacoma, Washington William C. Nelson ‘69 Vice Chairman (retired), Bank of Hawaii, Portland, Oregon Jill T. Nishi ‘89 Deputy Director of Strategy & Management and Special Initiative, Post-Secondary Success, US Programs, Bill & Melinda Gates Foundation, Seattle, Washington Deanna W. Oppenheimer ‘80, P’11, P’14 CEO, CameoWorks, Seattle, Washington Wade H. Perrow ‘73, P’02 CEO, Wade Perrow Construction, Gig Harbor, Washington John C. Pierce ‘65, P’94, P’97 Executive Director (retired), Oregon Historical Society, Lawrence, Kansas Robert C. Pohlad P’07 Principal, Pohlad Family Companies, Minneapolis, Minnesota Lyle Quasim ‘70, H’05 Public Service Executive (Retired), Tacoma, Washington Allan D. Sapp ‘78, P’10 Private Investor, Gardnerville, Nevada Robert T. Shishido ‘72, P’09 Senior Software Engineer, Boeing North America, Wailuku, Hawai’i Ronald R. Thomas President, University of Puget Sound, Tacoma, Washington Gillian Neukom Toledo ‘94 Teacher, Seattle, Washington Barbara S. Walker P’05, P’07 Bookkeeper, Meridian Dental Clinic; Manager, JR & JA LLC, Kent, Washington Guy N. Watanabe ‘75, M.B.A.‘76 President/Founder, GW Capital, Inc., Bellevue, Washington William T. Weyerhaeuser Chairman of the Board, Columbia Banking System, Inc., Tacoma, Washington Kenneth W. Willman ‘82 Chief Legal Officer, Russell Investments, Seattle, Washington Non-Trustee Officers Kristine M. Bartanen Academic Vice President and Dean of the University David R. Beers P’11 Vice President for University Relations Mary Elizabeth Collins ’81, P’02 Secretary of the Corporation and Director of the Office of the President Janet S. Hallman ‘84 Associate Vice President for Accounting and Budget Services and Controller George H. Mills Jr. ’68, M.S.’72 Vice President for Enrollment Sherry B. Mondou Vice President for Finance and Administration J. Michael Segawa Vice President for Student Affairs and Dean of Students 32 university of puget sound 2012 financial report 1500 N. Warner St. #1083 Tacoma, WA 98416-1083 www.pugetsound.edu