SANTA CLARA UNIFIED SCHOOL DISTRICT. FINANCIAL STATEMENTS June 30, 2015

FINANCIAL STATEMENTS June 30, 2015

Santa Clara, California FINANCIAL STATEMENTS WITH SUPPLEMENTARY INFORMATION For the Year Ended June 30, 2015 (Continued) CONTENTS INDEPENDENT AUDITOR'S REPORT... 1 MANAGEMENT'S DISCUSSION AND ANALYSIS... 4 BASIC FINANCIAL STATEMENTS: GOVERNMENT-WIDE FINANCIAL STATEMENTS: STATEMENT OF NET POSITION... 16 STATEMENT OF ACTIVITIES... 17 FUND FINANCIAL STATEMENTS: BALANCE SHEET - GOVERNMENTAL FUNDS... 18 RECONCILIATION OF THE GOVERNMENTAL FUNDS BALANCE SHEET TO THE STATEMENT OF NET POSITION... 19 STATEMENT OF REVENUES, EXPENDITURES AND CHANGE IN FUND BALANCES - GOVERNMENTAL FUNDS... 20 RECONCILIATION OF THE STATEMENT OF REVENUES, EXPENDITURES AND CHANGE IN FUND BALANCES - GOVERNMENTAL FUNDS - TO THE STATEMENT OF ACTIVITIES... 21 STATEMENT OF NET POSITION - INTERNAL SERVICE FUND - SELF- INSURANCE FUND... 23 STATEMENT OF CHANGE IN NET POSITION - INTERNAL SERVICE FUND - SELF-INSURANCE FUND... 24 STATEMENT OF CASH FLOWS - INTERNAL SERVICE FUND - SELF- INSURANCE FUND... 25 STATEMENT OF FIDUCIARY NET POSITION - TRUST AND AGENCY FUNDS... 26 STATEMENT OF CHANGE IN FIDUCIARY NET POSITION - TRUST FUNDS... 27 NOTES TO FINANCIAL STATEMENTS... 28

Santa Clara, California FINANCIAL STATEMENTS WITH SUPPLEMENTARY INFORMATION For the Year Ended June 30, 2015 (Continued) CONTENTS REQUIRED SUPPLEMENTARY INFORMATION: GENERAL FUND BUDGETARY COMPARISON SCHEDULE... 58 SCHEDULE OF OTHER POSTEMPLOYMENT BENEFITS (OPEB) FUNDING PROGRESS... 59 SCHEDULE OF THE DISTRICT'S PROPORTIONATE SHARE OF THE NET PENSION LIABILITY... 60 SCHEDULE OF THE DISTRICT'S CONTRIBUTIONS... 62 NOTE TO REQUIRED SUPPLEMENTARY INFORMATION... 64 SUPPLEMENTARY INFORMATION: COMBINING BALANCE SHEET - ALL NON-MAJOR FUNDS... 65 COMBINING STATEMENT OF REVENUES, EXPENDITURES AND CHANGE IN FUND BALANCES - ALL NON-MAJOR FUNDS... 66 COMBINING STATEMENT OF CHANGES IN ASSETS AND LIABILITIES - AGENCY FUND... 67 ORGANIZATION... 69 SCHEDULE OF AVERAGE DAILY ATTENDANCE... 70 SCHEDULE OF INSTRUCTIONAL TIME... 71 SCHEDULE OF EXPENDITURE OF FEDERAL AWARDS... 72 RECONCILIATION OF UNAUDITED ACTUAL FINANCIAL REPORT WITH AUDITED FINANCIAL STATEMENTS... 74 SCHEDULE OF FINANCIAL TRENDS AND ANALYSIS - UNAUDITED... 75 SCHEDULE OF CHARTER SCHOOLS... 76 NOTES TO SUPPLEMENTARY INFORMATION... 77

Santa Clara, California FINANCIAL STATEMENTS WITH SUPPLEMENTARY INFORMATION For the Year Ended June 30, 2015 CONTENTS SUPPLEMENTARY INFORMATION (CONTINUED): INDEPENDENT AUDITOR'S REPORT ON COMPLIANCE WITH STATE LAWS AND REGULATIONS... 79 INDEPENDENT AUDITOR'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS... 81 INDEPENDENT AUDITOR'S REPORT ON COMPLIANCE FOR EACH MAJOR FEDERAL PROGRAM AND REPORT ON INTERNAL CONTROL OVER COMPLIANCE... 83 FINDINGS AND RECOMMENDATIONS: SCHEDULE OF AUDIT FINDINGS AND QUESTIONED COSTS... 85 STATUS OF PRIOR YEAR FINDINGS AND RECOMMENDATIONS... 89

INDEPENDENT AUDITOR'S REPORT Board of Education Santa Clara Unified School District Santa Clara, California Report on the Financial Statements We have audited the accompanying financial statements of the governmental activities, each major fund, and the aggregate remaining fund information of Santa Clara Unified School District, as of and for the year ended June 30, 2015, and the related notes to the financial statements, which collectively comprise Santa Clara Unified School District s basic financial statements as listed in the table of contents. Management s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor s Responsibility Our responsibility is to express opinions on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits 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 financial statements are free from material misstatement. Because of the matter described in the Basis for Disclaimer of Opinion paragraph, however, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on the aggregate discretely presented component units, which have not been presented within the basic financial statements. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatement of the 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 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 financial statements. Except for the matter described in the Basis for Disclaimer of Opinion paragraph, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions. (Continued) 1.

Summary of Opinions Opinion Unit: Governmental Activities General Fund Building Fund Capital Facilities Fund Bond Interest and Redemption Fund Aggregate Remaining Funds Aggregate discretely presented component units Type of Opinion Unmodified Unmodified Unmodified Unmodified Unmodified Unmodified Disclaimer Basis for Disclaimer of Opinion on Aggregate Discretely Presented Component Units The basic financial statements referred to in the first paragraph do not include financial data for Santa Clara Unified School District's legally separate aggregate discretely presented component units, Santa Clara Teacher Housing Foundation and Santa Clara Teacher Mortgage Assistance Foundation. Accounting principles generally accepted in the United States of America require the financial data for those aggregate discretely presented component units to be discretely presented with the financial data of Santa Clara Unified School District. We were not engaged as auditors of Santa Clara Teacher Housing Foundation and Santa Clara Teacher Mortgage Assistance Foundation, and we have been unable to satisfy ourselves by other auditing procedures concerning the financial data for these aggregate discretely presented component units. Disclaimer of opinion Because of the significance of the matters described in the Basis for Disclaimer of Opinion paragraph, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion with respect to the aggregate discretely presented component units. Accordingly, we do not express an opinion on the financial statements of the discretely presented component units, which have not been presented within the basic financial statements. Unmodified Opinions In our opinion, the financial statements referred to in the first paragraph present fairly, in all material respects, the respective financial position of the governmental activities, each major fund, and the aggregate remaining fund information of Santa Clara Unified School District, as of June 30, 2015, and the respective changes in financial position and, where applicable, cash flows thereof for the year then ended in accordance with accounting principles generally accepted in the United States of America. Emphasis of Matter As discussed in Note 1 to the financial statements, in June 2012 the Governmental Accounting Standards Board (GASB) issued GASB Statement No. 68, Accounting and Financial Reporting for Pensions. Also, in November 2013 the GASB issued GASB Statement No. 71, Pension Transition for Contributions Made Subsequent to the Measurement Date. As discussed in Notes 8 and 9, GASB Statements No. 68 and No. 71 are effective for the District s fiscal year ending June 30, 2015. These Statements replace the requirements of GASB Statement No. 27, Accounting for Pensions by State and Local Governmental Employers and GASB Statement No. 50, Pension Disclosures. GASB Statements No. 68 and No. 71 establish standards for measuring and recognizing liabilities, deferred outflows of resources, deferred inflows of resources and expenses as well as identifies the methods and assumptions that should be used to project benefit payments, discount projected benefit payments to their actuarial present value and attribute that present value to periods of employee service. Note disclosures and required supplementary information (RSI) requirements about pensions are also addressed. Our opinion is not modified with respect to this matter. (Continued) 2.

Other Matters Required Supplementary Information Accounting principles generally accepted in the United States of America require that the Management s Discussion and Analysis on pages 4 to 15 and the General Fund Budgetary Comparison Schedule, Schedule of Other Postemployment Benefits (OPEB) Funding Progress, the Schedule of the District's Proportionate Share of the Net Pension Liability, and the Schedule of the District's Contributions on pages 58 to 63 be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by Governmental Accounting Standards Board who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management s responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. Supplementary Information Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise Santa Clara Unified School District s basic financial statements. However, the scope of our audit of the financial statements was not sufficient to enable us to express an opinion on the aggregate discretely presented component units, which have not been presented in the basic financial statements, because we have been unable to satisfy ourselves by other auditing procedures concerning the financial data, and accordingly we did not express an opinion on those financial statements. The accompanying schedule of expenditure of federal awards as required by U.S. Office of Management and Budget Circular A-133, Audits of States, Local Governments, and Non-Profit Organizations and the other supplementary information listed in the table of contents are presented for purposes of additional analysis and are not a required part of the basic financial statements. Because of the significance of the matter discussed above, it is inappropriate to and we do not express an opinion on the supplementary information referred to above. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated December 11, 2015 on our consideration of Santa Clara Unified School District 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 Santa Clara Unified School District s internal control over financial reporting and compliance. Sacramento, California December 11, 2015 Crowe Horwath LLP 3.

MANAGEMENT S DISCUSSION AND ANALYSIS JUNE 30, 2015 DISTRICT PROFILE The Santa Clara Unified School District ( District ) was established on July 1, 1966 by unifying the Jefferson Union School District, Santa Clara Elementary School District, Alviso Elementary School District and Santa Clara High School District. The District operates 16 elementary schools, 1 K-8 school, 3 middle schools, 2 comprehensive high schools, Wilson Independent High School, New Valley Continuation High School, Gateway Opportunity School and the Santa Clara Community Day School. The District serves approximately 15,000 K-12 students and an additional 11,500 Preschool and Adult Education students. The District encompasses 90 percent of the City of Santa Clara as well as portions of the City of Sunnyvale, the City of San Jose and a slight portion of the City of Cupertino. The District s boundaries contain an area of approximately 56 square miles, located in the heart of Silicon Valley. The student population is diverse. FINANCIAL HIGHLIGHTS Community Funded/Basic Aid School District The District has been a Basic Aid School District since the 1998-99 fiscal year. The defining characteristic of the District s finances is its basic aid status. The local property taxes of most school districts are not sufficient to fund the State Local Control Funding Formula (LCFF) and so the state backfills the balance of the revenue limit amount with State Aid. These LCFF districts have little concern about property tax levels due to the backfill. On the other hand, approximately 10% of the 1,000 school districts in the state have local property tax revenues which, given their enrollment levels, result in dollars per Average Daily Attendance (ADA) which exceed their LCFF calculation, and are, therefore considered to be Community Funded or Basic Aid. These Basic Aid districts under current state law are allowed to keep all of their property tax revenue which exceeds their LCFF calculation. This results in an extremely high degree of dependence on local property taxes. 4.

Total General Fund Revenue 2014 15 Other State Revenues 6% Other Local Revenues 9% Federal Revenues 3% General Purpose (LCFF/ Property Taxes) Sources 82% Results of Operations The District s General Fund revenue and other sources exceeded expenditures and other outgo by $13,998,385, resulting in an ending fund balance of $70,091,196. Of this amount, $171,513 is Nonspendable, $5,146,119 is Restricted, $43,988,751 is Assigned and $20,784,813 is Unassigned. For a District this size, the state recommends the reserve for economic uncertainties be at least 3% of General Fund expenditures and other uses. The Assigned category was supplemented by the receipt of one-time Redevelopment funds of $8,460,155 at fiscal year-end. The ending fund balance, since fiscal year 2002-03, is shown immediately below. Fiscal Year Amount 2002 03 $ 14,392,938 2003 04 $ 8,853,796 2004 05 $ 10,721,445 2005 06 $ 9,992,101 2006 07 $ 19,017,421 2007 08 $ 20,381,628 2008 09 $ 21,299,977 2009 10 $ 17,101,636 2010 11 $ 13,925,809 2011 12 $ 17,424,482 2012 13 $ 23,906,583 2013 14 $ 56,092,811 2014 15 $ 70,091,196 5.

Construction Projects The District expended approximately $23.8 million on Capital Outlay in the Governmental Funds during fiscal year 2014-15. Funding for this activity came from multiple sources: the General Fund, Fund 210 (formerly the Measure B General Obligation Bond); Fund 211 Measure J General Obligation Bond; Fund 212 Measure H General Obligation Bond, Fund 213 Measure H 2014 General Obligation Bond; and Fund 250 Developer Fees. The District s annual debt service on General Obligation Bonds for the year ended June 30, 2015, was approximately $30.5 million. Future debt service payments range between $35.5 million to $56.6 million each year for the next five fiscal years. The General Obligation Bond debt service amount is funded primarily from property tax assessments authorized by each General Obligation Bond measure and is accounted for in the Bond Interest and Redemption Fund. OVERVIEW OF THE FINANCIAL STATEMENTS This annual report consists of three parts management s discussion and analysis (this section), the basic financial statements, and required supplementary information. The basic financial statements include two kinds of statements that present different views of the District: The first two statements are district-wide financial statements that provide both short-term and longterm information about the District s overall financial status. The remaining statements are fund financial statements that focus on individual parts of the District, reporting the District s operations in more detail than the district-wide statements. The governmental funds statements tell how basic services like instruction and pupil services were financed in the short term as well as what remains for future spending. Proprietary fund statements offer financial information about the activities the District operates on a cost reimbursement basis, such as the self-insurance fund. Fiduciary funds statements provide information about the financial relationships in which the District acts solely as a trustee or agent for the benefit of others to whom the resources belong. Fiduciary fund activity is excluded from the district-wide financial statements. The financial statements also include notes that explain information in the statements and provide more detailed data. The statements are followed by a section of Required Supplementary Information, which provides additional information and supports the financial statements. This section of the report includes a comparison of the District s general fund budget, both the adopted and final version, with year-end actuals, as well as additional information regarding the District s other postemployment benefits and pensions. 6.

Government-wide Statements The government-wide statements report information about the District as a whole using accounting methods similar to those used by private-sector companies. The statement of net assets includes all of the District s assets and liabilities. All of the current year s revenues and expenses are accounted for in the statement of activities regardless of when cash was received or paid. The two statements report the District s Net Position and how they have changed. Net Position the difference between the District s assets and liabilities are one way to measure the District s financial health or position. Over time, increases or decreases in the District s Net Position is an indicator of whether its financial position is improving or deteriorating. To assess the overall health of the District, one needs to consider additional non-financial factors such as changes in the District s property tax base and the condition of school buildings and other facilities. Fund Financial Statements The fund financial statements provide more detailed information about the District s most significant funds not the District as a whole. Funds are accounting devices the District uses to keep track of specific sources of funding and spending on particular programs: Some funds are required by State law and by bond covenants. The District establishes other funds to control and manage money for particular purposes (e.g. repaying its long-term debt) or to show that it is properly using certain revenues (e.g. federal grants). The District has three kinds of funds: Governmental funds Most of the District s basic services are included in governmental funds, which generally focus on (1) how cash and other financial assets can readily be converted to cash flow in and out, and (2) the balances left at year-end that are available for spending. Consequently, the governmental fund statements provide a detailed short-term view that assists in determining whether there are more or fewer financial resources that can be spent in the near future to finance the District s programs. Because this information does not encompass the additional long-term focus of the district-wide statements, additional information is provided in separate reconciliation statements that explains the relationship (or differences) between them. Proprietary funds Services for which the District charges a fee are generally reported in proprietary funds. Proprietary funds are reported in the same way as the district-wide statements. Internal service funds (one kind of proprietary fund) are used to report activities that provide supplies and services for the District s other programs and activities. The District currently has one Internal Service Fund the Self-Insurance Fund. Fiduciary funds The District is the trustee, or fiduciary, for assets that belong to others, such as the Scholarship Fund and the Student Activities (student body) Fund. All of the District s fiduciary activities are reported in separate fiduciary statements. We exclude these activities from the District s other financial statements since the District cannot use these assets to finance operations. The District is responsible for ensuring the assets reported in these funds are used for their intended purposes. 7.

FINANCIAL ANALYSIS OF THE DISTRICT AS A WHOLE Net Position Net Position represents the difference between assets, deferred outflows, liabilities, and deferred inflows. Net investment in capital assets is net of related debt, net of accumulated depreciation, and reduced by the outstanding balances of any borrowings used for the acquisition, construction or improvement of those assets. Net Position is reported as restricted when there are limitations imposed on their use either through the enabling legislation adopted by the District or through external restrictions imposed by creditors, grantors or laws or regulations of other governments. The District applies restricted resources when an expense is incurred for purposes for which both restricted and unrestricted net assets are available. The District s Net Position is $144.73 million for the fiscal year ended June 30, 2015. The net decrease is $121.86 million compared to the prior year, primarily due to the implementation of Governmental Accounting Standards Board approved GASB Statement No. 68 (GASB 68) Accounting and Financial Reporting for Pensions. Because of these restatements, the District s net position at July 1, 2014 has been restated to $122,847,296 from $266,579,113. The analysis below recaps the Statement of Net Position for Governmental Activities. Santa Clara Unified School District Statement of Net Position (in millions) Governmental Activities 2015 2014 Change Assets: Current and other assets 329.92 180.63 149.29 Capital assets 575.40 561.44 13.96 Total Current Assets 905.32 742.07 163.25 Deferred Outflows: Def Outflow pensions 10.92 10.92 Deferred loss debt 9.34 3.60 5.74 Total Deferred Outflows 20.26 3.60 16.66 Liabilities: Current liabilities 29.31 25.56 3.75 Long term debt 718.69 453.54 265.15 Total Liabilities 748.00 479.10 268.90 Deferred Inflows: Def Inflows pensions 32.85 32.85 Net Position Net investment in capital assets 158.19 120.56 37.63 Restricted 85.12 115.29 (30.17) Unrestricted (98.58) 30.74 (129.32) Total Net Position 144.73 266.59 (121.86) Note: Totals may not add due to rounding 8.

GOVERNMENTAL FUNDS OF THE DISTRICT Major Governmental Funds: General Fund General Fund Activities breakdown by Object Code Following is a breakdown of the General Fund expenditures. As is common with all school districts, the majority of expenditures in the General Fund are for salaries and benefits (approximately 84%). The District must spend at least 55% of its total certificated salaries and benefits on classroom instruction activities. For the current fiscal year, the District spent approximately 61.72% of funding on classroom instruction activity. Books and Supplies 4% Total General Fund Expenditures 2014 15 Other Services & Oper. Expenses 11% Capital Outlay/All Other 1% Certificated Salaries 50% Benefits 19% Classified Salaries 15% Post-employment Benefits Fund GASB 45 regulates how districts account for and report their costs and obligations relating to postemployment benefits other than pensions. Santa Clara Unified School District implemented GASB 45 effective July 1, 2007. On April 26, 2007, the Board approved Resolution #07-10 regarding the establishment of a new fund (Fund 200) to account separately for amounts held from salary reduction and to report the costs and obligations relating to Post-employment Benefits. On May 24, 2007, the District Governing Board approved a one-time transfer of $2,000,000 to fund GASB 45 liabilities. Fund 200 is included with the General Fund in the Financial Statements. 9.

Building Fund On June 3, 1997, the voters of the Santa Clara Unified School District approved the issuance of $145 million in General Obligation Bonds (Measure B) for the construction and improvement of District school facilities. On November 2, 2004, qualified voters approved the issuance of $315 million in General Obligation Bonds (Measure J, approval rate 72.04%). The first series of Measure J Bonds totaling $78.86 million were issued in July 2005. The second series totaling $120 million were issued in July 2008. The final series totaling $116.14 million were issued in June 2011. Measure B Projects have been completed. The District is on track to complete projects in the Measure J Master Plan approved by the Board of Trustees. On November 2, 2010, qualified voters approved the issuance of $81.1 million in General Obligation Bonds (Measure H, approval rate 64.44%). The entire authorization was issued in June 2011. On November 4, 2014, qualified voters approved the issuance of $419 million in General Obligation Bonds (Measure H 2014). The District issued $140.7 million of Measure H 2014 bonds in May 2015. Also in May 2015 the District issued General Obligation Refunding Bonds totaling $96.4 million. The proceeds were used to advance refund a portion of the District s Election of 2004, Series B General Obligation Bonds. Bond Interest and Redemption Fund (BI&R) The BI&R fund is used for the repayment of bonds issued for the District. This fund, the collection of taxes and the actual repayment of bonds is a function maintained by the County of Santa Clara. Since the bonds are issued on behalf of the District, the BI&R funds are included in the District s Financial Statements. The Board of Supervisors of Santa Clara County issues bonds after the District Board of Trustees approves their issuance. The proceeds of premiums or accrued interest received from the sale of the bonds must be deposited in the BI&R fund. The County Auditor-Controller maintains control over the District BI&R fund. The principal and interest on the bonds is be paid by the County Treasurer from property taxes levied by the County Auditor-Controller. The table below presents the cost of the District s Bond Interest and Redemption Fund. At year-end the District had $30,811,954 in fund balance an increase of 38% from the prior year. Santa Clara Unified School District Bond Interest and Redemption Fund 2015 2014 Change Beginning Balance $22,319,560 $23,194,043 ($874,483) Revenues Federal Sources $1,104,295 $552,445 $551,850 State Sources $96,995 $98,538 ($1,543) Local Sources $31,978,390 $29,500,600 $2,477,790 Total Revenues $33,179,680 $30,151,583 $3,028,097 Expenditures Debt Service Principal $11,690,000 $9,895,000 $1,795,000 Debt Service Interest $18,818,921 $21,131,066 ($2,312,145) Total Expenditures $30,508,921 $31,026,066 ($517,145) Other financing sources (uses): Premiums on issuance of debt $5,821,635 $5,821,635 Fund Balance $30,811,954 $22,319,560 $8,492,394 10.

Capital Facilities Fund The District collects Level I or statutory developer fees on new or remodeled residential and commercial/industrial construction. During fiscal year 2014/15 the District collected approximately $7.9 million in these fees and interest. Due to the robust construction activity in the local area, the District expects to continue to collect these fees at similar levels for the next several fiscal years. The ending fund balance was $36.3 million. The funds are restricted for growth related expenditures. Non-Major Governmental Funds: The District s non-major Governmental Funds have not changed significantly in the 2014-15 fiscal year. PROPRIETARY FUNDS OF THE DISTRICT Self-Insurance Fund The District s maintains a self-insurance fund to account for workers compensation, dental and vision activities. The District received an actuarial review of the Worker s Compensation Program in November of 2015 (valuation as of July 1, 2014). The District has a projected $5,686,000 liability for unpaid losses. The Self-Insurance Fund shows a positive total Net Position of $3,090,387. CAPITAL ASSET AND DEBT ADMINISTRATION Capital Assets The Measure B Bond Program was completed in 2006. The Measure J Bond Program began with the first sale of bonds in mid-2005 and is scheduled to be complete in the near future. Both bond programs have been augmented by funding from the State Facility Program. Bond program projects have focused on modernizing the District s elementary and secondary schools and completing the new Don Callejon K-8 school. The Measure J Program scope is based on the Bond Project List approved by the voters and monitored by a Citizens Independent Oversight Committee. The Measure H 2010 and Measure H 2014 Program scopes are based on the Bond Project List approved by the voters and also monitored by a Citizens Independent Oversight Committee. Santa Clara Unified School District Capital Assets (in millions) 2015 2014 Change Land 52.06 52.06 Construction in Progress 100.80 135.26 (34.46) Buildings and Land Improvements 417.93 369.60 48.33 Equipment 4.61 4.52 0.09 Total Capital Assets 575.40 561.44 13.96 Note: Totals may not add due to rounding 11.

Long-Term Debt At year-end, the District had $544.75 million in general obligation bonds outstanding an increase of approximately 31% from last year. (More detailed information about the District s long-term liabilities is presented in Note 6 to the Financial Statements.) The District issued a $7,575,000 Certificates of Participation (COPs) to finance the District s 40 unit teacher apartment complex project in 2001, and issued the second COPs on September 1, 2006 in the amount of $5,405,000 to construct the additional 30 units to the teacher apartment complex. The 2001 COPs were refinanced in 2012-13 for savings. The total annual debt services payments are $564,225 of interest only payments through fiscal year 2029. Principal of $13.43 million is due in succeeding fiscal years through 2039. Santa Clara Unified School District Outstanding Long-Term Debt at Year-end (in millions of dollars) 2015 2014 Changes General obligation bonds $ 544.75 $ 416.91 $127.84 Unamortized prem GOB 28.80 15.11 13.70 COPs 13.43 13.43 --- Net pension liability 122.20 152.63 (30.43) Net OPEB obligation 8.71 7.41 1.30 Compensated absences 0.81 0.70 0.11 Total $ 718.69 $ 606.17 $112.52 Note: Totals may not add due to rounding Measure B General Obligation Bond In June 1997 the voters of the Santa Clara Unified School District approved the issuance of $145 million in general obligation bonds for the construction and improvement of District school facilities. The successful bond measure triggered a capital improvement program that has included additional funding from the State Facility Program, Developer Fees, joint use participation with the Cities of Santa Clara and Sunnyvale, donations from local corporations, and utility energy efficiency rebates. Major project categories include the renovation and modernization of all District occupied school facilities, district-wide replacement of the communications infrastructure, reconstruction of the high school outdoor athletic facilities, replacement of non-conforming temporary classroom buildings, new classrooms for reduced elementary class size, new science buildings and new performing arts buildings at the two high schools. Approximately $185 million was expended or budgeted for capital improvement projects from 1997 to 2007. An additional $24 million was obtained from the State Facility Program. Measure J General Obligation Bond Measure J was passed at the November 2, 2004 general election. The measure authorized $315 million of general obligation bonds. The first series of bonds in the amount of $78.86 million was sold in July 2005. The second series of bonds in the amount of $120 million was sold in July 2008. The third and final series of bond in the amount of $116.14 million was sold in June 2011. The third series included $25 million in Qualified School Construction Bonds under Federal program authorizing issuance of tax-reimbursement bonds. This portion of the third series has resulted in substantial savings in debt service costs for District taxpayers over the life of these bonds. 12.

Major expenditures in this program have included the completion of the Don Callejon School, modernization of Braly Elementary School, and major modernization projects on the District s three middle school campuses, two comprehensive high schools and the Wilson Education Options campus. Measure H 2010 General Obligation Bond Measure H 2010 was passed at the November 2, 2010 general election. The measure authorized $81.1 million of general obligation bonds. The entire series of bonds were sold in June 2011. The major projects of this bond include the District security system, Mariposa site modernization, energy efficiency/solar project, Montague school improvement and Agnew property acquisition. Measure H 2014 General Obligation Bond On November 4, 2014, qualified voters approved the issuance of $419 million in General Obligation Bonds (Measure H 2014). The District issued $140.7 million of Measure H 2014 bonds in May 2015. The projects are now underway and comprise several general categories, as follows: Critical Facility Needs, Classroom and School Site Expansion, High Priority Modernization and New Schools. Teacher Housing Foundation (THF) and Teacher Mortgage Assistance Program (TMAP) The District has developed two housing programs to help recruit and retain qualified teachers. The first phase of the teacher apartment complex Casa del Maestro was completed in April 2002. This forty-unit complex was built on the site of the closed Curtis School - property owned by the school district. The cost of construction was financed through Certificates of Participation (COPs), which will be repaid through rental revenues from the apartments. Rents are currently about fifty percent of market rents in the area but are sufficient to cover interest only debt service (COPs) and ongoing operating expenses. A multi-year program is underway to gradually increase the rents to 80 85% of current market value. The District will not incur any costs related to the construction or operation of the apartment building. The District also completed construction of Phase II of Casa del Maestro, an additional 30 units. Phase II was also financed using Certificates of Participation and will not infringe upon the General Fund for interest payments. At June 30, 2015 there was not a plan for the repayment of the balloon principal payments when they come due. However, the District issued Refunding Certificates of Participation in November 2015 to accelerate the debt service schedule and reduce the balloon payments. A local property management firm oversees the day-to-day operation of Casa del Maestro. The other housing program, the Teacher Mortgage Assistance Program (TMAP) was initiated in late 1999 to assist teachers in buying a house. Intel Corporation bought a $10 million bond from the District, which was reinvested. The arbitrage, or difference between the rate invested and the rate paid Intel, was used to fund the program. TMAP contributes $500 a month towards the teachers mortgage payment for five years. At the end of the five years, each teacher begins repayment of the $30,000 loan and this money gets recycled to help future teachers with their mortgages. The $10 million bond was repaid to Intel Corporation in August 2005. The TMAP program sustains itself from the accrued interest earned on the original investment and by repayments from teachers as they complete their five-year program participation. The TMAP program is currently dormant and is not lending additional funds. The program continues to collect repayments for existing loans. 13.

FACTORS BEARING ON THE DISTRICT S FUTURE At the time these financial statements were prepared and audited, the District was aware of the following existing circumstances that could significantly affect its financial health in the future: The State Budget During fiscal year 2013/14, and for the first time in over thirty years, the methodology and formula for funding schools had a complete makeover. There will be no more revenue limits or COLAs or deficits. The Local Control Funding Formula (LCFF) is intended to correct historical inequities and increase flexibility, but it also brings new challenges, as districts across the State quickly adapted to a new funding model. In addition, many of the details of the new accountability structure were subsequently determined. Key components, including regulations on the use of Supplemental and Concentration Grants and the format for Local Control Accountability Plans (LCAP), were determined by the State Board of Education, which took action on certain items in January 2014. Under the new LCFF, districts start with base funding per-student then add supplemental grants based on the percent of students who are English Learners, qualify for Free & Reduced meals or are foster youth. There are additional concentration grants for those districts with > 55% of these qualifying students. The LCAP must be adopted/revised along with the budget each year. The LCAP will communicate how the district intends to allocate resources to serve those students generating the supplemental and concentration grant funds. However, in Santa Clara s case, our local property taxes, or community funding, exceed the new, increased LCFF funding level. Just as was the case with revenue limits, the District remains a locally funded district, or Basic Aid. In fact, it is projected that property taxes will continue to exceed the State s calculated LCFF funding level for the foreseeable future. There is a time, given certain circumstances, when the LCFF formula could generate more revenue for the District than the Basic Aid property tax method. The District will monitor these calculations regularly to be sure to optimize funding for the District. For now, the District receives more property tax revenue as a Basic Aid district than the LCFF calculation. Fair Share contributions and categorical funding are frozen at the 2012-13 levels, so the primary revenue changes in the budget are for growth in property taxes. Staff has analyzed the information coming from the California Department of Education, the Department of Finance, the County Office of Education and School Services of California. Guidance regarding how the new funding stream is to be tracked, spent and reported is monitored, including what is required of Basic Aid districts that do not receive this new funding. Local Control Accountability Plans (LCAP): Effective 2014/15, the LCFF relies on the use of the LCAP to assist with the development of the district s General Fund budget. The initial LCAP was adopted by the Board in June 2014. School districts are required to adopt/revise a LCAP using a template adopted by the State Board of Education (SBE), along with annual updates beginning in 2014/15. Further, it is required that the LCAP be effective for three years, include annual goals for pupils (including each subgroup of pupils) to be achieved for state and local priorities, and identify the specific actions the school district will take during each year of the plan to achieve specified goals. 14.

Redevelopment Agencies (RDA) Elimination Redevelopment Agencies (RDA) were eliminated by AB 26 of the First Extraordinary Session. Locally organized "successor agencies" are tasked with retiring the former RDAs' outstanding debts and other legal obligations, including pass-through funds for school facilities. School districts and community college districts are represented on the successor agency boards. After ensuring that the outstanding obligations of the former RDAs are covered, the successor agencies are responsible for determining the allocation of the remaining property tax revenues among the cities, counties, special districts, and K-12 and community college districts. A number of lawsuits and unexpected slow-downs in the distribution of residual increments and asset liquidation dollars have occurred in Santa Clara. The District has received increased on-going and one-time distributions of RDA revenue. The District may gain additional, perhaps significant amount RDA funds in future years, both on-going and one-time in nature. CONTACTING THE DISTRICT S FINANCIAL MANAGEMENT This financial report is designed to provide our citizens, taxpayers, customers, investors and creditors with a general overview of the District s finances and to demonstrate the District s accountability for the money it receives. If you have questions about this report or need additional financial information, please contact the Business Services department, Santa Clara Unified School District, 1889 Lawrence Road, Santa Clara, CA 95051. 15.

BASIC FINANCIAL STATEMENTS

STATEMENT OF NET POSITION June 30, 2015 Governmental Activities ASSETS Cash and investments (Note 2) $ 322,773,468 Receivables 6,948,915 Prepaid expenditures 7,350 Stores inventory 196,619 Non-depreciable capital assets (Note 4) 152,856,602 Depreciable capital assets, net of accumulated depreciation (Note 4) 422,539,616 Total assets 905,322,570 DEFERRED OUTFLOWS Deferred outflows of resources - pensions (Notes 8 and 9) 10,920,060 Deferred loss from refunding of debt 9,339,448 LIABILITIES Total deferred outflows 20,259,508 Accounts payable 20,926,139 Unearned revenue 2,694,998 Unpaid claims and claim adjustment expenses (Note 5) 5,686,000 Long-term liabilities (Note 6): Due within one year 15,980,526 Due after one year 702,712,702 Total liabilities 748,000,365 DEFERRED INFLOWS OF RESOURCES Deferred inflows of resources - pensions (Notes 8 and 9) 32,854,000 NET POSITION Net investment in capital assets 158,186,047 Restricted (Note 7) 85,122,510 Unrestricted (98,580,844) Total net position $ 144,727,713 The accompanying notes are an integral part of these financial statements. 16.

STATEMENT OF ACTIVITIES For the Year Ended June 30, 2015 Net (Expense) Revenues and Changes in Program Revenues Net Position Charges Operating Capital for Grants and Grants and Governmental Expenses Services Contributions Contributions Activities Governmental activities: Instruction $ 116,040,692 $ 508,767 $ 10,367,409 $ - $ (105,164,516) Instruction-related services: Supervision of instruction 11,432,378 34,355 2,089,209 - (9,308,814) Instructional library, media and technology 1,446,821 530 3,309 - (1,442,982) School site administration 14,696,985 43,994 758,049 - (13,894,942) Pupil services: Home-to-school transportation 5,487,097 - - - (5,487,097) Food services 5,340,546 1,922,967 3,310,179 - (107,400) All other pupil services 6,632,933-762,395 - (5,870,538) General administration: Data processing 2,354,770 2,460 5,753 - (2,346,557) All other general administration 7,413,151 88,586 370,209 - (6,954,356) Plant services 14,784,684 11,503 317,219 - (14,455,962) Enterprise activities (1,379) - - - 1,379 Community services 229,226 - - - (229,226) Interest on long-term liabilities 12,320,453 - - - (12,320,453) Other outgo 12,904,228 4,091,172 9,568,805-755,749 Total governmental activities $ 211,082,585 $ 6,704,334 $ 27,552,536 $ - (176,825,715) General revenues: Taxes and subventions: Taxes levied for general purposes 131,147,841 Taxes levied for debt service 32,020,570 Taxes levied for other specific purposes 4,201,889 Federal and state aid not restricted to specific purposes 14,730,552 Interest and investment earnings 607,133 Miscellaneous 15,998,147 Total general revenues 198,706,132 Change in net position 21,880,417 Net position, July 1, 2014 266,579,113 Cumulative effect of GASB 68 implementation (143,731,817) Net position, July 1, 2014, as restated 122,847,296 Net position, June 30, 2015 $ 144,727,713 The accompanying notes are an integral part of these financial statements. 17.

BALANCE SHEET GOVERNMENTAL FUNDS June 30, 2015 Bond Capital Interest and All Total General Building Facilities Redemption Non-Major Governmental Fund Fund Fund Fund Funds Funds ASSETS Cash and investments: Cash in County Treasury 73,462,594 $ 162,349,977 $ 36,575,000 $ 30,743,622 $ 9,221,018 $ 312,352,211 Cash on hand and in banks - - - - 27,534 27,534 Cash awaiting deposit 470,383 200 5,930-62,079 538,592 Cash in revolving fund 40,000 - - - 2,500 42,500 Cash with fiscal agent - 13,773 - - 963,007 976,780 Receivables 5,125,636 346,720 105,691 68,332 969,451 6,615,830 Prepaid expenditures 7,350 - - - - 7,350 Due from grantor government 306,673 - - - - 306,673 Due from other funds 693,318 429,831 3,072-561,113 1,687,334 Stores inventory 124,163 - - - 72,456 196,619 Total assets $ 80,230,117 $ 163,140,501 $ 36,689,693 $ 30,811,954 $ 11,879,158 $ 322,751,423 LIABILITIES AND FUND BALANCES Liabilities: Accounts payable $ 7,474,229 $ 2,464,008 $ 147,267 $ - $ 688,590 $ 10,774,094 Due to grantor governments 113,009 - - - - 113,009 Unearned revenue 2,156,977 - - - 529,615 2,686,592 Due to other funds 394,706 253,248 232,077-897,253 1,777,284 Total liabilities 10,138,921 2,717,256 379,344-2,115,458 15,350,979 Fund balances: Nonspendable 171,513 - - - 74,956 246,469 Restricted 5,146,119 160,423,245 36,310,349 30,811,954 9,688,744 242,380,411 Assigned 43,988,751 - - - - 43,988,751 Unassigned 20,784,813 - - - - 20,784,813 Total fund balances 70,091,196 160,423,245 36,310,349 30,811,954 9,763,700 307,400,444 Total liabilities and fund balances $ 80,230,117 $ 163,140,501 $ 36,689,693 $ 30,811,954 $ 11,879,158 $ 322,751,423 The accompanying notes are an integral part of these financial statements. 18.

RECONCILIATION OF THE GOVERNMENTAL FUNDS BALANCE SHEET TO THE STATEMENT OF NET POSITION June 30, 2015 Total fund balances - Governmental Funds $ 307,400,444 Amounts reported for governmental activities in the Statement of Net Position are different because: Capital assets used for governmental activities are not financial resources and, therefore, are not reported as assets in governmental funds. The cost of the assets is $671,057,996 and the accumulated depreciation is $95,661,778 (Note 4). 575,396,218 Long-term liabilities are not due and payable in the current period and, therefore, are not reported as liabilities in the funds. Long-term liabilities at June 30, 2015 consisted of (Note 6): General Obligation Bonds $ (544,745,000) Unamortized premiums on GO bonds (28,797,864) Certificates of Participation (COPs) (13,430,000) Net pension liability (Notes 8 and 9) (122,197,000) Other Postemployment benefits (Note 10) (8,710,507) Compensated absences (812,857) (718,693,228) Unmatured interest is not recognized until it is due and, therefore, is not accrued as a payable in governmental funds. (9,866,904) In governmental funds, deferred outflows of resources resulting from defeasance of debt are not recorded. In governmental activities, for advance refundings resulting in defeasance of debt reported in governmental activities, the difference between reacquisition price and the net carrying amount of the retired debt are reported as deferred outflows of resources. 9,339,448 In government funds, deferred outflows and inflows of resources relating to pensions are not reported because they are applicable to future periods. In the Statement of Net Position, deferred outflows and inflows of resources relating to pensions are reported (Notes 8 and 9). Deferred outflows of resources relating to pensions $ 10,920,060 Deferred inflows of resources relating to pensions (32,854,000) (21,933,940) Internal service funds are used to conduct certain activities for which costs are charged to other funds on a full cost-recovery basis. Restricted net position for the Self-Insurance Fund is: 3,085,675 Total net position - governmental activities $ 144,727,713 The accompanying notes are an integral part of these financial statements. 19.

STATEMENT OF REVENUES, EXPENDITURES AND CHANGE IN FUND BALANCES GOVERNMENTAL FUNDS For the Year Ended June 30, 2015 Bond Capital Interest and All Total General Building Facilities Redemption Non-Major Governmental Fund Fund Fund Fund Funds Funds Revenues: Local Control Funding Formula (LCFF): State apportionment $ 12,783,625 $ - $ - $ - $ - $ 12,783,625 Local sources 129,052,745 - - - - 129,052,745 Total LCFF 141,836,370 - - - - 141,836,370 Federal sources 5,495,767 - - 1,104,295 3,662,490 10,262,552 Other state sources 10,527,636 - - 96,995 2,127,154 12,751,785 Other local sources 15,592,672 304,191 7,913,000 31,978,390 9,958,013 65,746,266 Total revenues 173,452,445 304,191 7,913,000 33,179,680 15,747,657 230,596,973 Expenditures: Current: Certificated salaries 78,740,381 - - - 2,943,139 81,683,520 Classified salaries 23,551,207 386,705 - - 6,042,250 29,980,162 Employee benefits 29,925,300 117,468 - - 2,936,912 32,979,680 Books and supplies 6,999,980 42,785 72,277-3,227,420 10,342,462 Contract services and operating expenditures 17,397,024 2,241,868 1,613,805-841,969 22,094,666 Other outgo 1,119,258 6,724,921 - - - 7,844,179 Capital outlay 583,508 22,037,836 455,336-693,630 23,770,310 Debt service: Principal retirement - - - 11,690,000-11,690,000 Interest - - - 18,818,921 564,225 19,383,146 Total expenditures 158,316,658 31,551,583 2,141,418 30,508,921 17,249,545 239,768,125 Excess (deficiency) of revenues over (under) expenditures 15,135,787 (31,247,392) 5,771,582 2,670,759 (1,501,888) (9,171,152) Other financing sources (uses): Transfers in 501,536 - - - 1,453,689 1,955,225 Transfers out (1,638,938) - - - (501,536) (2,140,474) Proceeds from the issuance of long-term liabilities - 237,080,000 - - - 237,080,000 Premiums on issuance of debt - 8,811,923-5,821,635-14,633,558 Payment to refunding escrow - (97,555,000) - - - (97,555,000) Total other financing sources (uses) (1,137,402) 148,336,923-5,821,635 952,153 153,973,309 Net change in fund balances 13,998,385 117,089,531 5,771,582 8,492,394 (549,735) 144,802,157 Fund balances, July 1, 2014 56,092,811 43,333,714 30,538,767 22,319,560 10,313,435 162,598,287 Fund balances, June 30, 2015 $ 70,091,196 $ 160,423,245 $ 36,310,349 $ 30,811,954 $ 9,763,700 $ 307,400,444 The accompanying notes are an integral part of these financial statements. 20.