WINNING FUTURES FINANCIAL STATEMENTS DECEMBER 31, 2016

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FINANCIAL STATEMENTS DECEMBER 31, 2016

Independent Auditors Report To the Board of Directors of Winning Futures We have audited the accompanying financial statements of Winning Futures (a Nonprofit Organization), which comprise the Statement of Financial Position as of December 31, 2016 and the related Statements of Activities, Functional Expenses and Cash Flows for the year then ended, and the related notes to the financial statements. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these 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. Auditors Responsibility Our responsibility is to express an opinion 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. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. 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. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Winning Futures as of December 31, 2016, and the changes in its net assets and its cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America. April 17, 2017

STATEMENT OF FINANCIAL POSITION ASSETS Current Assets Cash $ 350,084 Marketable Securities 1,009,066 Grant Receivable 66,690 Inventory 4,822 Prepaid Expenses 7,000 Total Current Assets 1,437,662 Property and Equipment Equipment 19,669 Less Accumulated Depreciation (13,242) Net Property and Equipment 6,427 TOTAL ASSETS $ 1,444,089 LIABILITIES AND NET ASSETS Current Liabilities Accounts Payable $ 1,476 Accrued Liabilities 21,692 Accrued Wages and Payroll Taxes 14,082 Total Current Liabilities 37,250 TOTAL LIABILITIES 37,250 Net Assets Unrestricted 1,017,708 Temporarily Restricted 389,131 Total Net Assets 1,406,839 TOTAL LIABILITIES AND NET ASSETS $ 1,444,089 The Accompanying Notes and Independent Auditors Report Should be Read with these Financial Statements

STATEMENT OF ACTIVITIES UNRESTRICTED NET ASSETS Unrestricted Revenue, Gains & Other Support Contributions $ 439,613 Grants 35,341 Donated Goods & Services 395,244 Program Service Fees - net of costs 330,491 Special Events 232,376 Loss on disposition of Property and Equipment (1,986) Investment Income 12,693 Total Unrestricted Revenue and Gains 1,443,772 Net Assets Released from Restrictions 291,356 Total Unrestricted Revenue, Gains and Other Support 1,735,128 Expenses Program Services: Mentoring and Training 1,239,922 Supporting Services: Fund Raising 195,301 General Management 69,215 Total Expenses 1,504,438 Increase in Unrestricted Net Assets 230,690 TEMPORARILY RESTRICTED NET ASSETS Contributions $ 270,540 Grants 118,591 Net Assets Released from Restrictions (291,356) Increase in Restricted Net Assets 97,775 Increase in Net Assets 328,465 NET ASSETS - Beginning of Year 1,078,374 NET ASSETS - End of Year $ 1,406,839 The Accompanying Notes and Independent Auditors Report Should be Read with these Financial Statements

STATEMENT OF FUNTIONAL EXPENSES Program Services Mentoring and Training Supporting Services General Fundraising Management Total Salaries & Related Expenses Officers & Directors Salaries $ 49,896 $ 34,212 $ 13,234 $ 97,342 Salaries & Wages - Other 471,049 62,997 6,092 540,138 Employee Benefits 35,858 - - 35,858 Payroll Taxes 50,076 8,982 1,839 60,897 Salaries & Related Expenses 606,879 106,191 21,165 734,235 Accounting Fees - - 6,900 6,900 Advertising Expenses 3,740 - - 3,740 Awards and Grants - Individuals 36,288 - - 36,288 Conference, Convention and Meetings 7,159 116 122 7,397 Contracts - Program-related 124,995 - - 124,995 Corporate Expenses - - 20 20 Depreciation - - 3,517 3,517 Donated Facilities 63,350 - - 63,350 Donated Materials and Supplies 51,227 29,950-81,177 Donated Services 218,466 6,582 25,670 250,718 Equipment Rental 2,112 - - 2,112 Insurance - Non-employee 2,602-1,417 4,019 Membership Dues - Organization 5,350 - - 5,350 Merchant Credit Card Fees 195 2,295 14 2,504 Other Expenses 981 - - 981 Postage, Shipping and Delivery 3,695 686 470 4,851 Printing and Copying 3,447 - - 3,447 Professional Fees - Other 26,996-8,403 35,399 Software Subscriptions 4,090 - - 4,090 Supplies 59,361 47,443 1,087 107,891 Telephone and Telecommunications 260 - - 260 Temporary Help - Contract 4,943 - - 4,943 Travel and Meetings Expenses - Other 9,870 2,037 432 12,339 Volunteer Background Checks 3,916 - - 3,916 Total Expense $ 1,239,922 $ 195,300 $ 69,216 $ 1,504,438 The Accompanying Notes and Independent Auditors Report Should be Read with these Financial Statements

STATEMENT OF CASH FLOWS Cash Flows from Operating Activities Increase in Net Assets $ 328,465 Adjustments to Reconcile Net Increase in Net Assets to Net Cash Provided by Operating Activities Depreciation 3,517 Net Realized and Unrealized Loss on Marketable Securities 21,382 Loss on Disposition of Property and Equipment 1,986 (Increase) Decrease in Operating Assets Decrease (Increase) in Grant Receivable (25,740) Decrease (Increase) in Inventory 1,762 Decrease (Increase) in Prepaid Expenses (7,000) Increase (Decrease) in Operating Liabilities Increase (Decrease) in Accrued Liabilities 3,869 Increase (Decrease) in Deferred Revenue (22,137) Net Cash Provided by Operating Activities 306,104 Cash Flows from Investing Activities Purchases of Property and Equipment (5,149) Marketable Securities, net (86,120) Net Cash Used in Investing Activities (91,269) Net Increase in Cash 214,835 Cash, Beginning of Year 135,249 Cash, End of Year $ 350,084 Supplemental Noncash Investing Activity: Donated Stock $ 9,986 The Accompanying Notes and Independent Auditors Report Should be Read with these Financial Statements

NOTES TO THE FINANCIAL STATEMENTS NOTE 1 NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES Nature of Activities - Winning Futures (the Organization ) is a Michigan not for profit organization operating in metropolitan Detroit. The Organization operates full service mentoring programs in thirteen schools and provides college scholarships to high school students. The Organization is supported primarily through donor contributions, grants, special events and the United Way for Southeastern Michigan ( UWSEM ). Basis of Accounting - The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. Cash - For purposes of the statement of cash flows, cash is comprised of the Organization s cash in a financial institution. Concentration of Credit Risk -The Organization maintained cash balances in bank accounts which are federally insured. The Organization monitors cash balances and should the balance exceed federally insured limits believes the risk associated with this concentration is minimal. At December 31, 2016 the Organization had no uninsured balances. Marketable Securities - The Organization values marketable securities at their fair values in the Statement of Financial Position. The securities consist of investments in mutual funds. Unrealized gains and losses are included in the change in net assets in the accompanying Statement of Activities. Investment income is treated as an increase in Unrestricted Net Assets, unless it is specifically restricted. Inventory - Inventory is valued at cost. Property and Equipment and Depreciation - Purchased furniture and equipment are carried at cost. The Organization has no property and equipment acquired with explicit restrictions. Depreciation is computed using the straight-line method over the estimated useful life of the asset. Useful lives are as follows: Equipment 3-5 years Depreciation expense totaled $3,517 for the year ended December 31, 2016. See Independent Auditors Report

NOTES TO THE FINANCIAL STATEMENTS NOTE 1 NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES CONTINUED Donated Revenue & Support - Contributions and grants received are recorded as unrestricted, temporarily restricted or permanently restricted depending on the existence and/or nature of any donor restrictions. Support that is restricted by the donor is reported as an increase in unrestricted net assets, if the restriction is met in the reporting period in which the support is recognized. When a restriction expires, temporarily restricted net assets are reclassified to unrestricted net assets and reported in the statement of activities as net assets released from restrictions. Donated Services - Donated services are recognized as contributions if the services (1) create or enhance nonfinancial assets or (2) require specialized skills, are performed by people with those skills, and would otherwise be purchased by the Organization. Donated services relating to mentoring and training, in the amount of $218,466 are included in contributions and the corresponding program expenses for the year ended December 31, 2016. Such services related to training provided by professional service organizations and trained mentors. Donated services relating to general management and fundraising in the amount of $32,252 are included in contributions and the corresponding support service expenses for the year ended December 31, 2016. Such services mainly related to payroll and help desk services provided by outside professional service companies. Income Taxes - The Organization is a not-for-profit organization that is exempt from income taxes under Section 501(c)(3) of the Internal Revenue Code and is classified by the Internal Revenue Service ( IRS ) as a corporation. Management of the Organization believes that they have appropriate support for any tax positions taken, and as such, do not have any uncertain tax positions that are material to the financial statements. Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Advertising - Advertising costs are charged to expense as incurred. Advertising expense totaled $3,740 for the year ended December 31, 2016. See Independent Auditors Report

NOTES TO THE FINANCIAL STATEMENTS NOTE 2 GRANT RECEIVABLE The Organization was awarded a grant from UWSEM for services provided through the Wayne County Child Care Fund program. The Grant receivable balance as of December 31, 2016 totaled $66,690. NOTE 3 BOARD DESIGNATED FUND The Organization s Governing Board (the Board ) approved the establishment of a designated fund. The purpose of the fund is to segregate funds for investment and growth. The Board adopted a policy whereby a portion of otherwise unrestricted contributions made to the Organization are added to the fund at the Board s discretion. The Board has the right to vote on the use of these funds. It is the goal of the Board to invest with moderate aggressive level of risk with a goal of a 7-10% return. During 2016 $47,000 was transferred to the designated fund. Interest dividends are included in the transfer. The balance in the designated fund totals $754,162 at December 31, 2016. On December 20, 2016 the Board approved the transfer of an additional $90,000 to the fund which was transferred in February 2017. NOTE 4 RESTRICTIONS ON NET ASSETS At December 31, 2016 the Organization has $389,131 of temporarily restricted net assets available for mentoring programs, operations, workbook expansion, scholarships and fundraising to be used in the next year. NOTE 5 INVESTMENT INCOME The fair value of short-term investments totaled $1,009,066 as of December 31, 2016. The following schedule summarizes investment returns and their classification in the Statement of Activities for the year ended December 31, 2016: December 31, 2016 Interest and Dividend Income $ 34,044 Net Realized and Unrealized Losses (21,382) Total Investment Return $ 12,662 See Independent Auditors Report

NOTES TO THE FINANCIAL STATEMENTS NOTE 6 FAIR VALUE MEASUREMENTS The Fair Value Measurements and Disclosures topic of the FASB Accounting Standards Codification establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. This hierarchy consists of three broad levels: Level 1 inputs consist of unadjusted quoted prices in active markets for identical assets and have the highest priority, Level 2 inputs consist of observable inputs other than quoted prices for identical assets, and Level 3 inputs have the lowest priority. The Organization uses appropriate valuation techniques based on the available inputs to measure the fair value of its investments. When available, the Organization measures fair value using Level 1 inputs because they generally provide the most reliable evidence of fair value. Level 3 inputs would be used only when Level 1 or Level 2 inputs were not available. The following table sets forth, by level within the fair value hierarchy, the Organization s investments at fair value as of December 31, 2016: Fair Value Measurements Using: Quoted Prices in Active Markets for Identical Assets Fair Value (Level 1) Money Market Funds $ 26,344 $ 26,344 Bond 22,974 22,974 Common Stock 313,162 313,162 Mutual Funds 646,586 646,586 Total $ 1,009,066 $ 1,009,066 NOTE 7 RELATED PARTIES A board member is an employee of the Organization s financial institution. No board compensation was paid to this board member. See Independent Auditors Report

NOTES TO THE FINANCIAL STATEMENTS NOTE 8 CONTINGENCY An employee leasing company (PEO) administers the Organization s payroll and related benefits. The Organization remits payments to the PEO for payroll, taxes, insurance and other costs. Payments to the PEO for salaries and wages through December 31, 2016 totaled $636,012 of which approximately $66,776 were for payroll taxes. The Organization is contingently liable in the event that any of its workforce costs are not satisfied by the PEO. NOTE 9 CONCENTRATION OF RISK Approximately 19% of the Organization's support for the year ended December 31, 2016 came from allocations from UWSEM. The grant receivable balance as of December 31, 2016 in the amount of $66,690 is due from UWSEM. NOTE 10 EVALUATION OF SUBSEQUENT EVENTS The Organization has evaluated subsequent events through April 17, 2017 the date which the financial statements were available to be issued. See Independent Auditors Report