UNITED WAY OF SAN ANTONIO AND BEXAR COUNTY

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1 COMBINED FINANCIAL STATEMENTS June 30, 2016 (With Summarized Financial Information for 2015)

2 TABLE OF CONTENTS Page INDEPENDENT AUDITOR S REPORT 1 COMBINED FINANCIAL STATEMENTS: Statements of Financial Position... 3 Statement of Activities... 4 Statements of Cash Flows... 5 Statement of Functional Expenses... 6 Notes to Financial Statements... 7 SUPPLEMENTAL INFORMATION: Schedule of Distributions to Agencies and Programs... 15

3 AKIN DOHERTY KLEIN & FEUGE, P.C. Thomas A. Akin David J. Doherty Howard H. Klein, Jr. Scott C. Kopecky Joseph A. Hernandez Susan M. Valdez Rene M. Garcia Tyson F. Gaenzel Member of AICPA and TSCPA Registered with Public Company Accounting Oversight Board To the Board of Directors United Way of San Antonio and Bexar County San Antonio, Texas Report on the Combined Financial Statements INDEPENDENT AUDITOR S REPORT We have audited the accompanying combined financial statements of United Way of San Antonio and Bexar County (a non-profit corporation), which comprise the combined statement of financial position as of June 30, 2016, and the related combined statement of activities, functional expenses, and cash flows for the year then ended, and the related notes to the combined audited financial statements. Management's Responsibility for the Combined Financial Statements Management is responsible for the preparation and fair presentation of these combined financial statements in accordance with U.S. generally accepted accounting principles; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of combined financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these combined financial statements based on our audit. We conducted our audit in accordance with U. S. generally accepted auditing standards and the standards applicable to financial audit contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the combined financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the combined financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the combined financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the combined financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the combined financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. -1- MAIN OFFICE 616 E. Blanco, Suite 300e 8610 North New Braunfels, Suite Ridge Drive, Suite A Boerne, Texas San Antonio, Texas New Braunfels, Texas Phone: Phone: Phone: Fax: Fax: Fax:

4 Opinion In our opinion, the combined financial statements referred to above present fairly, in all material respects, the combined financial position of United Way of San Antonio and Bexar County as of June 30, 2016, and the results of their combined activities, cash flows and functional expenses for the year then ended in accordance with U. S. generally accepted accounting principles. Prior Period Financial Statements The financial statements of United Way of San Antonio and Bexar County as of June 30, 2015, were audited by other auditors whose report dated October 26, 2015, expresses an unmodified opinion on those statements. Report on Supplementary Information Our audit was conducted for the purpose of forming an opinion on the combined financial statements as a whole. The accompanying Schedule of Distributions to Agencies and Programs is presented for purposes of additional analysis and is not a required part of the combined financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the combined financial statements. The information has been subjected to the auditing procedures applied, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the combined financial statements or to the combined financial statements themselves, and other additional procedures in accordance with U. S. generally accepted auditing standards. In our opinion, the information is fairly stated in all material respects in relation to the combined financial statements as a whole. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated October 31, 2016, presented under separate cover, on our consideration of United Way of San Antonio and Bexar County s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering United Way of San Antonio and Bexar County s internal control over financial reporting and compliance. Akin, Doherty, Klein & Feuge, P.C. San Antonio, Texas October 31,

5 COMBINED STATEMENTS OF FINANCIAL POSITION June 30, 2016 and 2015 Totals ASSETS Current Assets: Cash and cash equivalents $ 1,386,762 $ 803,368 U.S. treasury securities 2,640,800 4,535,775 U.S. treasury securities - Endowment and Legacy Fund 5,114,980 - USAA investments 19,557,951 21,364,851 Receivables: Pledges, net of allowance for uncollectible pledges 19,671,308 18,571,115 Grants and other receivables 1,835,001 1,939,079 Prepaid expenses and other assets 3,077,845 2,031,530 Total Current Assets 53,284,647 49,245,718 Interests in Perpetual Trusts 1,450,267 1,495,481 Land, Buildings, and Equipment, at cost, net of accumulated depreciation 1,092,888 1,121,856 TOTAL ASSETS $ 55,827,802 $ 51,863,055 LIABILITIES AND NET ASSETS Current Liabilities: Accounts payable and accrued expenses $ 2,585,936 $ 2,278,718 Donor designations payable 11,070,487 9,804,325 Total Liabilities 13,656,423 12,083,043 Commitments - Note 8 Net Assets: Unrestricted 3,940,333 4,284,848 Restricted: Temporarily 31,693,719 33,999,683 Permanently 6,537,327 1,495,481 Total Net Assets 42,171,379 39,780,012 TOTAL LIABILITIES AND NET ASSETS $ 55,827,802 $ 51,863,055 The accompanying notes are an integral part of these combined financial statements

6 COMBINED STATEMENT OF ACTIVITIES For The Year Ended June 30, 2016 (with summarized financial information for 2015) Temporarily Permanently Unrestricted Restricted Restricted PUBLIC SUPPORT AND OTHER REVENUE Community campaign $ - 54,103,993 $ 3,015,000 $ 57,118,993 $ 55,011,527 Non-UWSA designations - (9,722,537) - (9,722,537) (9,246,504) Donor designations - (12,909,332) - (12,909,332) (11,462,621) Provision for uncollectible pledges - (1,771,241) - (1,771,241) (1,394,710) Net carryover pledges - 478, ,772 (780,027) Net amount available to UWSA - 30,179,655 3,015,000 33,194,655 32,127,665 Net assets released from restrictions 30,485,619 (30,485,619) Collection of prior year campaign contributions in excess of (less than) amount anticipated 4, ,557 (119,660) Grants and contracts 7,440, ,440,675 8,861,309 Interest income and dividends 366, , ,037 Unrealized gain (loss) on investments (30,020) - (73,154.00) (103,174) 128,746 Estate Bequests ,495, Other income 8, , ,143 TOTAL PUBLIC SUPPORT AND OTHER REVENUE 38,276,200 (305,964) 2,941,846 40,912,082 42,939,721 EXPENSES Program Services: Distributions to Agencies and Programs 41,937, ,937,345 42,046,672 Less donor designations (11,462,621) - - (11,462,621) (11,260,131) Net funds distributed 30,474, ,474,724 30,786,541 Other program services 3,876, ,876,660 5,325,133 Total Program Services 34,351, ,351,384 36,111,674 Support Services: Fund-raising 2,128, ,128,732 2,083,026 Management & general 1,103, ,103,129 1,147,863 United Way Worldwide dues 458, , ,586 Total Support Services 3,689, ,689,929 3,676,475 TOTAL EXPENSES 38,041, ,041,313 39,788,149 Change in net assets before effect of pension related changes other than net periodic pension cost and reclassification of net assets 234,887 (305,964) 2,941,846 2,870,769 3,151,572 Pension related changes other than net periodic pension cost (479,402) - - (479,402) (1,083,505) Reclassification of net assets (100,000) (2,000,000) 2,100, CHANGE IN NET ASSETS (344,515) (2,305,964) 5,041,846 2,391,367 2,068,067 Net assets at beginning of year 4,284,848 33,999,683 1,495,481 39,780,012 37,711,945 NET ASSETS AT END OF YEAR $ 3,940,333 31,693,719 $ 6,537,327 $ 42,171,379 $ 39,780,012 The accompanying notes are an integral part of these combined financial statements

7 COMBINED STATEMENTS OF CASH FLOWS For the Years Ended June 30, 2016 and 2015 Cash Flows from Operating Activities: Change in net assets $ 2,391,367 $ 2,068,067 Adjustments to Reconcile Change in Net Assets to Net Cash Provided By (Used In) Operating Activities: Unrealized loss (gain) on investments 103,174 (128,746) Amortization of discount on U.S. Treasury securities (5,993) (3,788) Depreciation expense 137, ,371 (Increase) in receivables, net (996,115) (826,053) (Increase) in prepaid expenses and other assets (1,046,315) (3,964) (Increase) in interests in perpetual trusts (27,940) (1,495,481) Contributions restricted to permanent endowment (3,015,000) - Increase (decrease) in accounts payable and accrued expenses 307,218 (877,809) Increase in donor designations payable 1,266, ,940 Net Cash (Used In) Operating Activities (886,415) (395,463) Cash Flows from Investing Activities: Proceeds from the sale and maturity of U.S. Treasury securities and money market funds 7,069,938 13,068,386 Proceeds from contributions permanently restricted by donor 3,015,000 - Purchases of U.S. Treasury securities and money market funds (10,283,374) (10,317,848) Purchases of USAA investments (323,696) (2,312,581) Proceeds from the sale of USAA investments 2,100,000 - Purchases of building improvements, office equipment and other fixed assets (108,059) (166,110) Net Cash Provided by Investing Activities 1,469, ,847 Net (Decrease) Increase in Cash and Cash Equivalents 583,394 (123,616) Cash and Cash Equivalents, Beginning of Year 803, ,984 CASH AND CASH EQUIVALENTS, END OF YEAR $ 1,386,762 $ 803,368 The accompanying notes are an integral part of these combined financial statements

8 UNITED WAY OF SAN ANTONIO AND BEXAR COUNTY COMBINED STATEMENT OF FUNCTIONAL EXPENSES For The Year Ended June 30, 2016 (with summarized financial information for 2015) Salaries and employee benefits Net retirement benefits Advertising and public relations Campaign events Computer technology Conferences and seminars Copier Insurance Legal and accounting Meeting expense Membership dues - United Ways Texas and other Postage and shipping Printing and publications Repairs and maintenance Supplies and other Telephone Transportation Utilities Depreciation of buildings and equipment Support Services Total Total Expenses Program Fund Management Support Services Raising And General Services $ 3,594,015 $ 1,816,054 $ 836,639 $ 2,652,693 $ 6,246,708 $ 6,136,151 (96,455) (55,934) (44,306) (100,240) (196,695) 1,404,628 4, , , ,704 93,537-69,300-69,300 69,300 89,458 5,975 7,992 32,483 40,475 46,450 38,277 7,894-11,277 11,277 19,171 25,709 8,600 7,631 3,227 10,858 19,458 16,299 18,432 8,037 19,409 27,446 45,878 50, ,385 59,385 59,385 46,690 31,059 2,791 5,541 8,332 39,391 24,581 83, ,137 81,650 1,655 5,596 12,245 17,841 19,496 24,311 2,476 47,081 3,666 50,747 53,223 18,605 39,714 18,531 22,445 40,976 80,690 89,675 29,070 22,558 67,846 90, , ,629 9,748 4,417 7,515 11,932 21,680 46,690 8,754 15,319 7,641 22,960 31,714 37,075 32,953 15,211 35,166 50,377 83,330 76,144 94,960 19,417 22,650 42, , ,371 TOTAL Program Services - Net Funds Distributed United Way Worldwide Dues TOTAL FUNCTIONAL EXPENSES 2016 TOTAL FUNCTIONAL EXPENSES ,876,660 2,128,732 1,103,129 3,231,861 7,108,521 8,556,022 30,474, ,474,724 30,786, , , ,586 $ 34,351,384 $ 2,128,732 $ 1,103,129 $ 3,689,929 $ 38,041,313 $ 39,788,149 $ 36,111,674 $ 2,083,026 $ 1,147,863 $ 3,676,475 The accompanying notes are an integral part of these combined financial statements

9 NOTES TO COMBINED FINANCIAL STATEMENTS June 30, 2016 and 2015 NOTE 1: SIGNIFICANT ACCOUNTING POLICIES The following is a summary of significant accounting policies of United Way of San Antonio and Bexar County (UWSA): Organization - UWSA is a not-for-profit organization with over 70 years of experience caring for and helping children, families and individuals. It is the largest private health and human services organization in Bexar County, supporting 138 outcomes-based programs at 69 agencies. During the year ended June 30, 2016, the formation and initial funding of the United Way of San Antonio and Bexar County Endowment and Legacy Fund (the Endowment) was completed. The Endowment was established to create a permanent fund for the support of the charitable efforts of UWSA. The Endowment will make distributions exclusively to UWSA to be used for allocations to UWSA programs and agencies. Financial Statement Presentation - UWSA and the Endowment (together, the Organization) report information regarding their financial position and activities according to three classes of net assets: unrestricted, temporarily restricted, and permanently restricted. The financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (GAAP). The financial position and results of operations of the Endowment have been combined with those of UWSA in the preparation of these financial statements from the time that the Endowment was formed in June of Intercompany transactions between UWSA and the Endowment have been eliminated in this presentation. Cash and Cash Equivalents - Cash and cash equivalents include cash on hand and all investments with an original maturity of three months or less. Investments Investments are reported at fair value with realized and unrealized gains and losses reported in the Statement of Activities. The investments are carried at fair market value based on quoted market prices in the Statement of Financial Position. Fair Value of Financial Instruments - GAAP establishes a three-level valuation hierarchy for disclosure of fair value measurements. An instrument s categorization within the hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Level 1 - Inputs that utilize quoted prices (unadjusted) in active markets for identical assets that the Organization has the ability to access. Level 2 - Inputs that include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Fair values for these instruments are estimated using pricing models, quoted prices of securities with similar characteristics, or discounted cash flows. Level 3 - Inputs that are unobservable inputs for the asset or liability. Inputs are typically based on an entity s own assumptions, as there is little, if any, related market activity. Pledges Receivable and Allowance for Uncollectible Pledges - Pledges receivable are recorded at net realizable value. Uncollectible pledges are estimated based upon a 36-month rolling average experience rate. As of June 30, 2016 and 2015, the allowance for uncollectible pledges amounted to $1,771,241 and $1,748,842, respectively. Grants and Other Receivables - At June 30, 2016 and 2015, no allowance for bad debts has been established as it is management's opinion that losses, if incurred, would not materially affect the financial statements. Land, Buildings, and Equipment The Organization follows the practice of capitalizing expenditures for land, buildings, and equipment at the cost of acquisition. Depreciation is provided on a straight-line basis over the estimated useful lives of the assets, which range from 3 to 40 years. Any single capital purchase of $5,000 or more is recorded as a fixed asset

10 NOTES TO COMBINED FINANCIAL STATEMENTS June 30, 2016 and 2015 NOTE 1: SIGNIFICANT ACCOUNTING POLICIES (continued) Net Assets - Unrestricted net assets represent the portion of net assets that is not subject to donor restrictions and is available for use in general operations. Temporarily restricted net assets represent amounts that are subject to donor imposed restrictions either by time and/or purpose. When the restriction is met, the temporarily restricted net assets are reclassified as unrestricted net assets. Permanently restricted net assets represent contributions that require, by donor restriction, that the corpus be invested in perpetuity. Contributions - Contributions are recorded when received or when an unconditional promise to give has been made. The contribution is recorded as unrestricted, temporarily restricted or permanently restricted depending on the existence and/or nature of any donor restrictions. The Organization reports contributions of cash and other assets as restricted support if they are received with donor stipulations that limit the use of the donated assets. When a donor restriction expires, that is, when a stipulated time restriction ends or purpose restriction is accomplished, temporarily restricted net assets are reclassified to unrestricted net assets and reported in the Statement of Activities as net assets released from restrictions. Contributed Services - The financial statements do not include an amount for contributed services as specialized skills are not required for the services; however, a substantial number of volunteers have donated significant amounts of their time in UWSA s program services and in its fundraising campaigns. Functional Expenses - Functional expenses which are not directly attributable to one department are allocated between Program and Supporting Services based on the number of employees involved, the amount of time spent, or the percentage of their salary associated with that time. Functional expenses, including advertising costs, are considered an expense of the year incurred and, accordingly, are charged to operations on a current basis. Reflected on the Statement of Functional Expenses are expenditures for community service programs, community initiatives, and funds distribution. The following are some of the program services for community service: 1) The Eastside Promise Neighborhood Federal grant provides sustainable educational and developmental opportunities for children and their families living in the near eastside of San Antonio through cradle-to-career services to residents in that area inspiring them to grow, graduate and stay; 2) Texas is a twenty-four hour, seven day-a-week telephone crisis intervention and counseling service; 3) Referral Agent Training Program and Community Services AFL-CIO provide counseling for individuals with health and social problems and furnish information regarding relevant services available within the community; 4) the Volunteer Center matches skills, abilities, and interests of prospective volunteers with the needs of nonprofit agencies; and 5) the work of the Partners for Community Change (PCC) includes the annual investment of contributed funds into health and social services and the regular monitoring of these programs, services, and agencies. PCC also analyzes social problems and health issues that affect the community. As issues are identified and prioritized, PCC, in collaboration with others, develops, plans, and executes initiatives and strategies to address the underlying causes of these problems. Federal Income Tax Status - UWSA and the Endowment are exempt from federal income taxes under Section 501(c)(3) of the Internal Revenue Code (IRC); therefore, no provision for income taxes has been made in these combined financial statements. GAAP requires recognition and disclosure of uncertain tax positions in the financial statements. Management believes that it has appropriate support for any tax positions taken and that it has no material uncertain tax positions. Accordingly, it has not recognized any liability for uncertain tax positions. For the years ended June 30, 2016 and 2015, UWSA did not recognize any tax related interest or penalties in the financial statements. Tax years remain open to examination by the taxing jurisdictions which the Organization is subject to, and these periods have not been extended beyond the applicable statute of limitations. Estimates - The process of preparing financial statements in conformity with GAAP requires the use of estimates and assumptions regarding certain types of assets, liabilities, revenue, and expenses. Such estimates primarily relate to unsettled transactions and events as of the date of the financial statements. Accordingly, upon settlement, actual results may differ from estimated amounts. Summarized Financial Information - The financial statements include certain prior year summarized financial information in total, but not by net asset class. Such information does not include sufficient detail to constitute a presentation in conformity with GAAP. Accordingly, such information should be read in conjunction with UWSA s financial statements for the year ended June 30, 2015, from which the summarized information was derived

11 NOTES TO COMBINED FINANCIAL STATEMENTS June 30, 2016 and 2015 NOTE 1: SIGNIFICANT ACCOUNTING POLICIES (continued) New Accounting Pronouncements - In May 2014, the Financial Accounting Standards Board (FASB) issued a new accounting pronouncement regarding revenue recognition effective for reporting periods beginning after December 15, Management does not expect the new standard to have a significant impact to its financial position, results of operations and related disclosures. In February 2016, the FASB issued a new accounting pronouncement regarding lease accounting for reporting periods beginning after December 15, A lessee will be required to recognize on the balance sheet the assets and liabilities for leases with lease terms of more than 12 months. Management is currently evaluating the effect this pronouncement will have on the financial statements and related disclosures. In August 2016, the FASB issued a new accounting pronouncement regarding reporting and disclosure requirements for not-for-profit organizations, effective for periods beginning after December 15, 2017, with early application permitted. Management is currently evaluating the effect this pronouncement will have on the financial statements and related disclosures. Public Sector Campaigns - UWSA manages public sector campaigns for the State Employee Charitable Campaign, the Combined School Districts Charitable Campaigns, the City of San Antonio Charitable Campaign, the Bexar County Charitable Campaign and the San Antonio Water System Campaign. UWSA does not include cash held on behalf of those campaigns on the Statement of Financial Position as part of Cash and Cash Equivalents, as UWSA has no discretion as to how those funds are distributed. Cash held on behalf of these campaigns at June 30, 2016 and 2015 was $992,932 and $898,990, respectively. NOTE 2: CASH IN EXCESS OF FEDERALLY INSURED LIMIT Financial instruments which potentially subject UWSA to a concentration of credit risk consist principally of cash. UWSA maintains multiple bank accounts in San Antonio, Texas. Accounts at the institutions are insured by the Federal Deposit Insurance Corporation (FDIC) up to $250,000. At various times during the year, there were balances in the bank that were over the FDIC limit. NOTE 3: INVESTMENTS The cost and estimated fair market value of investments at June 30, 2016 were as follows: Unrealized Fair Cost Gain (Loss) Value U.S. Treasury Securities $ 2,640,305 $ 495 $ 2,640,800 Endowment and Legacy Fund 5,114, ,114,980 USAA S&P 500 Index Fund 4,090, ,234 4,916,325 USAA Short Term Bond Fund 2,232,379 (4,529) 2,227,850 USAA Ultra Short Term Bond Fund 12,560,864 (147,088) 12,413,776 Total Investments $ 26,638,619 $ 675,112 $ 27,313,731 The cost and estimated fair market value of investments at June 30, 2015 were as follows: Unrealized Fair Cost Gain (Loss) Value U.S. Treasury Securities $ 4,535,877 $ (102) $ 4,535,775 USAA S&P 500 Index Fund 3,986, ,415 4,734,390 USAA Short Term Bond Fund 2,194,146 (9,620) 2,184,526 USAA Ultra Short Term Bond Fund 14,478,518 (32,583) 14,445,935 Total Investments $ 25,195,516 $ 705,110 $ 25,900,

12 NOTES TO COMBINED FINANCIAL STATEMENTS June 30, 2016 and 2015 NOTE 4: INTERESTS IN PERPETUAL TRUSTS Interests in Perpetual Trusts represent UWSA s interests in perpetual trusts established by Marrs & Verna McLean and Ruth Chapman & Andrew G. Cowles. Trust assets are held by a third-party trustee and are invested primarily in marketable securities, real estate and mineral interests. Corpus of the trust, capital transactions, and fluctuation in value of the corpus are reported as permanently restricted net assets, while distributable interest and dividend income are reported as unrestricted net assets. As of June 30, 2016 and 2015, UWSA s interest in the fair value of the perpetual trusts was as follows: Marrs & Verna McLean Trust $ 743,996 $ 765,890 Ruth Chapman & Andrew G. Cowles Trust 706, ,591 Interest in Perpetual Trusts $ 1,450,267 $ 1,495,481 NOTE 5: FAIR VALUE OF FINANCIAL INSTRUMENTS The Organization uses fair value measurements to record fair value adjustments to certain assets and liabilities to determine fair value disclosures. For additional information on how the Organization measures fair value, refer to Note 1, Significant Accounting Policies. The following is a description of the valuation methods and assumptions used in estimating the fair value disclosures for financial investments: USAA Mutual Funds Valued at the fair value of shares held at fiscal year-end at quoted market prices. U.S. Treasury Securities Valued at the fair value of shares held at fiscal year-end at quoted market prices. Interests held in perpetual trusts Marketable Securities are valued at the fair value of shares held at fiscal year-end at quoted market prices. Trust investments also include mineral interests and real estate holdings that are not traded regularly, and valuation inputs are not observable. Total Investments as of June 30, 2016 and June 30, 2015, are $27,313,731 and $25,900,626, respectively, and are considered Level 1 financial instruments. Total interests held in perpetual trusts as of June 30, 2016 and June are $1,450,267 and $1,495,481, respectively, and are considered Level 3 financial instruments. The change in value during the year ended June 30, 2016 is due to $27,940 of current year distributable income and a valuation loss of $(73,154). NOTE 6: LAND, BUILDINGS, AND EQUIPMENT At June 30, 2016 and 2015, land, buildings, and equipment, at cost less total accumulated depreciation, were as follows: Land and improvements $ 610,693 $ 610,693 Buildings 1,870,812 1,966,429 Computer equipment 628, ,102 Office and other equipment 546, ,733 Less: Accumulated depreciation (2,563,128) (2,571,101) Net Land, Buildings and Equipment $ 1,092,888 $ 1,121,

13 NOTES TO COMBINED FINANCIAL STATEMENTS June 30, 2016 and 2015 NOTE 7: DONOR DESIGNATIONS PAYABLE Donors to the campaign may designate all or part of their contributions to specific agencies. For accounting purposes, these specific designations are not considered to be part of the allocations to agencies amount and are deducted from the campaign amount available to UWSA. Donor designations on the Statement of Activities ($12,909,332 and $11,462,621) represent total designations for Campaigns 2015 and 2014, respectively; the Statement of Financial Position amounts ($11,070,487 and $9,804,325) represent the designations payable, less prepaid designations for Campaigns 2015 and 2014, respectively. NOTE 8: COMMITMENTS Annual campaigns are conducted from June to January (campaign period) to raise support for programs. Program funds are allocated to participating agencies in the fiscal year that begins July 1 following the campaign period. Allocations payable to agencies and programs in fiscal year 2017 total $41,967,008. NOTE 9: PENSION PLAN UWSA has a defined benefit pension plan (adopted July 1, 1981) to provide retirement benefits to full-time employees who have completed one year of service. On November 8, 2011, the Plan was amended to provide that employees hired after July 1, 2012 would not be eligible to participate. During the year ended June 30, 2016, plan amendments were made and steps were taken to begin the process of terminating the defined benefit pension plan during the fiscal year ending June 30, Gains and losses resulting from the termination process are reflected in these financial statements. Obligations and funded status: Plan assets at fair market value $ 12,451,909 $ 16,830,076 Projected benefit obligations (9,476,522) (15,495,368) Prepaid Asset on Statement of Financial Position $ 2,975,387 $ 1,334,708 UWSA has historically made contributions intended to provide not only for benefits attributed to service to date (accumulated benefit obligation), but also for those expected to be earned in the future (projected benefit obligation). However, plan amendments made during the year ended June 30, 2016 include the following new provisions: Benefit accruals shall cease for all participants as of June 30, 2016; Compensation after July 1, 2016 shall not be included in the Final Average Earnings; No employee shall be eligible to become a participant in the plan on or after the effective date of the amendment. As of the date of these financial statements, it is anticipated that Plan assets will be sufficient to pay all plan obligations and termination costs, and that any excess of assets over these costs will be returned to UWSA when the Plan is terminated. Plan Information: Accumulated benefit obligation $ (9,476,522) $ (12,426,323) Employer contributions $ 2,000,000 $ 2,500,000 Benefits paid $ (6,419,611) $ (1,559,635) Net periodic pension cost, before effect of plan amendments $ 2,656,897 $ 1,404,628 Change due to plan Amendments $ (2,853,592) $ -0- Pension related changes other than net periodic pension cost: Deferred prior service cost $ (363,821) $ (101,062) Deferred actuarial loss (115,581) (982,443) Pension related changes other than Net Periodic Pension Cost $ (479,402) $ (1,083,505)

14 NOTES TO COMBINED FINANCIAL STATEMENTS June 30, 2016 and 2015 NOTE 9: PENSION PLAN (Continued) The following assumptions were used in accounting for the Plan: Discount rate 2.90% 3.50% Salary increase 0.00% 5.50% Expected return on Plan assets 7.00% 6.50% The Expected Long-Term Rate of Return on Plan Assets assumption of 7.0% was selected using the "building block" approach described by the Actuarial Standards Board in Actuarial Standards of Practice No. 27 Selection of Economic Assumptions for Measuring Pension Obligations. Based on UWSA's investment allocation for the pension plan in effect as of the beginning of the fiscal year, a best estimate range was determined for both the real rate of return (net of inflation) and for inflation based on historical 30-year period rolling averages. An average inflation rate within the range equal to 3.75% was selected and added to the real rate of return range to arrive at a best estimate range of 6.76% %. A rate of 7.0% which is within the best estimate range was selected. All accumulated benefit obligations are expected to be paid upon plan termination during the fiscal year ended June 30, The percentage of the fair value of total plan assets held by asset category is as follows: June 30, 2016 June 30, 2015 Equity funds $ % $ 8,429, % Fixed income funds % 2,926, % General account 12,451, % 5,474, % Total Plan Assets $ 12,451, % $ 16,830, % The $12,451,909 fair value of total plan assets as of June 30, 2016 is categorized as Level 2 under the GAAP hierarchy. As of June 30, 2015, $11,355,704 of the $16,830,076 fair value of plan assets is Level 1 and $5,474,372 is Level 2. In anticipation of the total payment of accumulated plan obligations, all plan assets are currently invested in short-term fixed income securities. NOTE 10: 403(b) THRIFT PLAN UWSA sponsors a 403(b) thrift plan to enable employees to accumulate long-term savings for their retirement in a tax deferred plan. Employer matching contributions are available to employees who have completed 12 months of service and are at least 21 years of age. UWSA matches contributions up to 6% of salary. On November 8, 2011, the Plan was amended to provide an additional 3% employer contribution as a replacement to the defined benefit pension plan for employees hired after July 1, 2012 (see Note 9). For the years ended June 30, 2016 and 2015, UWSA s contributions totaled $399,141 and $382,503, respectively. NOTE 11: UNITED WAY OF SAN ANTONIO AND BEXAR COUNTY ENDOWMENT AND LEGACY FUND General Information At June 30, 2016, UWSA maintained $5,115,000 in the United Way of San Antonio and Bexar County Endowment and Legacy Fund (the Endowment; see Note 1). These endowment funds consist of, donor-restricted endowment contributions, unrestricted board-designated endowment funds and accumulated earnings on those funds that have not been appropriated for expenditure. The donor-restricted endowment funds fall under the provisions of the Uniform Prudent Management of Institutional Funds Act of 2006 (UPMIFA), which was adopted by the state of Texas with an effective date of September 1, This policy defines the Endowment s interpretation of the provisions of this law as they relate to the prudent management of its endowment fund

15 NOTES TO COMBINED FINANCIAL STATEMENTS June 30, 2016 and 2015 NOTE 11: UNITED WAY OF SAN ANTONIO AND BEXAR COUNTY ENDOWMENT AND LEGACY FUND (continued) Background The Texas Uniform Prudent Management of Institutional Funds Act (TUPMIFA) prescribes guidelines for expenditure of a donor-restricted endowment fund when there are no explicit donor stipulations. These guidelines require the organization to determine what constitutes prudent spending based upon consideration of the donor s intent that the endowment fund continues permanently, the purpose of the fund, and relevant economic factors. TUPMIFA emphasizes the perpetuation of the purchasing power of the fund, not just the original dollars contributed to the fund. Although TUPMIFA does not require that a specified amount be set aside as principal, it assumes that an organization will preserve principal by maintaining the purchasing power of amounts contributed and will spend income by making distributions using a reasonable spending rate. Endowment Principal Interpretation The Endowment has interpreted TUPMIFA 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. As a result of this interpretation, the Endowment classifies as permanently restricted net assets the original value of gifts donated to the permanent endowment (the Principal). 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 Endowment in a manner consistent with the standard of prudence prescribed by TUPMIFA. Endowment Investments As of June 30, 2016, endowment funds were invested in short term U. S. Treasury securities pending the final approval of an investment policy by the Board of Trustees. Endowment Income Appropriation (Spending Policy) When the fair market value of the fund exceeds the permanently restricted amount, up to 4% of the fair market value may be appropriated in any year. This is calculated on the basis of market values determined at least quarterly, and averaged over a period of three years immediately preceding the year in which the appropriation for expenditure is to be made. These funds may only be appropriated and distributed in accordance with donor use restrictions. In accordance with TUPMIFA, in all its endowment spending activity, the Endowment will consider the following factors in making a determination to appropriate (spend) or accumulate donor-restricted endowment funds: 1. The duration and preservation of the fund 2. The purposes of the Endowment and the donor-restricted endowment fund 3. General economic and investment market conditions 4. The possible effect of inflation and deflation 5. The expected total return from income and the appreciation of investments 6. Other resources of the Endowment, and 7. The investment policies of the Endowment

16 NOTES TO COMBINED FINANCIAL STATEMENTS June 30, 2016 and 2015 NOTE 11: UNITED WAY OF SAN ANTONIO AND BEXAR COUNTY ENDOWMENT AND LEGACY FUND (Continued) Endowment Net Asset Composition by Type of Fund as of June 30, 2016 Unrestricted Permanently Restricted Total Board-designated endowment $ 100,000 $ -0- $ 100,000 Donor-restricted endowment -0-5,015,000 5,015,000 Total $ 100,000 $ 5,015,000 $ 5,115,000 Changes in Endowment Net Assets for the Year Ended June 30, 2016 Unrestricted Permanently Restricted Total Endowment net assets, beginning of year $ -0- $ -0- $ -0- Contributions 3,015,000 3,015,000 Designation of prior contributions For endowment by Donors -0-2,000,000 2,000,000 Board-Designated Endowment 100, ,000 Endowment Net Assets, End of Year $ 100,000 $ 5,015,000 $ 5,115,000 NOTE 12: RELATED PARTY TRANSACTIONS UWSA pays annual affiliation fees for membership in United Ways of Texas ($80,137 and $78,650 for the years ended June 30, 2016 and 2015, respectively) and United Way Worldwide ($458,068 and $445,586 for the years ended June 30, 2016 and 2015, respectively) for which UWSA receives the right to use the national brand in charitable endeavors, national advocacy of issues, member education, training and other support. NOTE 13: SUBSEQUENT EVENTS Management has evaluated events subsequent to year end and through October 14, 2016, which is the date the financial statements were available to be issued

17 SUPPLEMENTAL INFORMATION SCHEDULE OF DISTRIBUTIONS TO AGENCIES AND PROGRAMS For The Years Ended June 30, 2016 and 2015 Totals Alpha Home, Inc. $ 166,901 $ 157,795 American Heart Association, S.A. Division 224, ,140 American Red Cross, S.A. Area Chapter 483, ,578 Any Baby Can of San Antonio 397, ,766 ARC of San Antonio, The 198, ,950 AVANCE - San Antonio, Inc. 372, ,043 Barshop Jewish Community Center 421, ,986 Big Brothers Big Sisters of South Texas 265, ,614 BioBridge Global 47,386 93,675 Boy Scouts of America, Alamo Area Council 889, ,764 Boys & Girls Clubs of San Antonio 518, ,265 Boysville, Inc. 292, ,372 Brighton Center 106, ,813 Catholic Charities, Archdiocese of San Antonio, Inc. 941, ,292 CentroMed 495, ,136 Child Advocates San Antonio 239, ,705 Children's Association for Maximum Potential 401, ,311 Children's Hospital of San Antonio 843, ,818 Children's Shelter, The 1,086,164 1,044,742 ChildSafe 169, ,591 Christian Assistance Ministry 203, ,868 Christian Senior Services 371, ,995 Chrysalis Ministries, Inc. 290, ,593 Clarity Child Guidance Center 1,199,640 1,085,300 Communities in Schools of San Antonio 713, ,451 Daughters of Charity Services, S.A. 367, ,942 Ella Austin Community Center 359, ,066 Family Endeavors, Inc. 97,567 97,567 Family Service Association of San Antonio, Inc. 1,477,601 1,372,384 Family Violence Prevention Services, Inc. 1,018, ,964 Girl Scouts of Southwest Texas 669, ,582 Good Samaritan Community Services 708, ,101 Goodwill Industries of San Antonio 746, ,

18 SUPPLEMENTAL INFORMATION SCHEDULE OF DISTRIBUTIONS TO AGENCIES AND PROGRAMS For The Years Ended June 30, 2016 and 2015 Totals Greater Randolph Area Service Programs $ 141,558 $ 124,703 Haven for Hope 1,532,152 1,525,938 Healy-Murphy Center 441, ,656 Jewish Family Service of San Antonio Texas, Inc. 214, ,585 Lifetime Recovery 299, ,233 Madonna Neighborhood Center 39,426 37,250 Mission Road Ministries 809, ,220 Presa Community Service Center 335, ,728 Rape Crisis Center for Children and Adults, The 356, ,634 Respite Care of San Antonio 372, ,336 Rise Recovery 346, ,697 Roy Mass' Youth Alternatives, Inc. 489, ,259 SA Youth 111, ,048 Salvation Army, The 817, ,789 San Antonio AIDS Foundation 330, ,583 San Antonio Council on Alcohol and Drug Abuse 160, ,470 San Antonio Food Bank 1,467,034 1,284,692 San Antonio Metropolitan Ministries 220, ,327 San Antonio Sports 51,641 - Senior Assistance and Outreach Centers 75,390 - Seton Home 249, ,056 St. Paul Lutheran Child Development Center 95,179 85,853 St. Peter - St. Joseph Children's Home 433, ,398 Texas Diaper Bank 31,951 18,664 Thrivewell Cancer Foundation 37,691 - U.S.O. Council of San Antonio 213, ,447 Young Men's Christian Association of Greater San Antonio 1,865,929 1,787,781 Young Women's Christian Association 569, ,718 Youth Centers on Military Installations: JBSA Fort Sam Houston Youth Services 188, ,136 JBSA Lackland AFB Boys & Girls Club 93,778 91,939 JBSA Randolph AFB Youth Activities 91,027 89,

19 SUPPLEMENTAL INFORMATION SCHEDULE OF DISTRIBUTIONS TO AGENCIES AND PROGRAMS For The Years Ended June 30, 2016 and 2015 Totals United Way Initiatives: Community Building & Investment $ 325,611 $ 275,317 Developing Successful Children 3,133,387 2,928,057 Eastside Promise Neighborhood 5,707,819 7,142,320 Military Information and Referral 172,927 - Strengthening Families Partnership 671, ,567 Students Succeeding in School 1,651,543 1,689,996 Other United Ways and Organizations 1,005, ,359 TOTAL DISTRIBUTION TO AGENCIES / PROGRAMS $ 41,937,345 $ 42,046,672 Public Sector Campaigns The United Way of San Antonio and Bexar County has been appointed by the Federal Coordinating Committee as the Principal Combined Fund raising Organization (PCFO) for the Combined Federal Campaign (CFC) and by the State Employee Charitable Campaign (SECC) Local Employee Committee as the Local Campaign Manager. Additionally, UWSA conducts the Combined School District Charitable Campaign, the City of San Antonio Charitable Campaign and the Bexar County Charitable Campaign. UWSA is responsible for managing these campaigns and acting as fiscal agent for all financial activity. In addition to acting as PCFO, UWSA participates in the CFC as a local federation and receives designations for its member agencies. UWSA honors those designations by distributing a proportionate share of receipts based on donor designations to each member