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FORTY-NINER SHOPS, INC. FINANCIAL STATEMENTS JUNE 30, 2013 and 2012

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  • FORTY-NINER SHOPS, INC.

    FINANCIAL STATEMENTS

    JUNE 30, 2013 and 2012

  • INDEPENDENT AUDITORS' REPORT 1 - 2

    FINANCIAL STATEMENTS

    Statements of Financial Position 3 - 4

    Statements of Activities 5

    Statements of Cash Flows 7 - 8

    Notes to Financial Statements 9 - 28

    ADDITIONAL INFORMATION

    Schedule of Enterprise Activities 29 - 30

    Schedule of Allocated General

    Schedule of Revenues, Expenses

    Statements of Changes in Net Assets 6

    and Administrative Expenses 31

    Schedule of Net Assets 32

    and Changes in Net Assets 33

    Schedule of Other Information 34-39

  • Guzman & Gray

    Certified Public Accountants

    4510 East Pacific Coast Highway, Suite 270 Mark Gray, CPA Long Beach, California 90804 Patrick S. Guzman, CPA

    (562) 498-0997 Fax: (562) 597-7359

    INDEPENDENT AUDITORS' REPORT

    Board of Directors

    Forty-Niner Shops, Inc.

    California State University, Long Beach

    We have audited the accompanying financial statements of the Forty-Niner Shops, Inc. (a nonprofit organization), which comprise the statements of financial position as of June 30. 2013 and 2012, and the related statements of activities and cash flows for the years 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 audits. We conducted our audits 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 we" 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.

    1

  • INDEPENDENT AUDITORS' REPORT (Continued)

    Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Forty-Niner Shops, Inc. as of June 30, 2013 and 2012, and the changes in its net assets and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.

    Other Matter Our audit was conducted for the purpose of forming an opinion on the financial statements as a whole. The statements on pages 29 through 39 are presented for the purpose of additional analysis and are not a required part of the 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 financial statements. The information has been subjected to the auditing procedures applied in the audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the information is fairly stated in all material respects in relation to the financial statements as a whole.

    G~!(t!JLong Beach, California September 10, 2013

    2

  • FORTY-NINER SHOPS, INC.

    STATEMENTS OF FINANCIAL POSITION

    ASSETS

    CURRENT ASSETS Cash and cash equivalents Investments Accounts receivable Accounts receivable from CSU Accounts receivable, CSULB auxiliary

    orga n izations

    Accounts receivable, CSULB

    Inventories

    Prepaid expenses

    CAPITAL ASSETS, net of accumulated depreciation

    OTHER ASSETS Investments designated for sick pay benefits

    TOTAL ASSETS

    JUNE 30,

    2013

    $ 2,343,000 5,025,006

    847,535 164

    36,198 573,030

    2,464,414 18,355

    11,307,702

    9,277,762

    768,432 768,432

    $21.353.89

    2012

    $ 2,913,601 4,396,248

    912,691

    57,932 268,544

    2,727,389 45,257

    11,321,662

    10,249,321

    768,432 768,432

    $22.339.415

    See Independent Auditors' Report and Notes to Financial Statements. 3

    http:21.353.89

  • FORTY-NINER SHOPS, INC.

    STATEMENTS OF FINANCIAL POSITION (CONTINUED)

    LIABILITIES AND NET ASSETS

    CURRENT LIABILITIES Long term debt, current portion Accounts payable, trade Accounts payable, CSULB auxiliary organizations

    Accounts payable, CSULB

    Accounts payable, other CSU

    auxiliary organizations Accounts payable, CSU Refundable campus debit card deposits Accrued liabilities Accrued payroll Accrued vacation Accrued sick pay

    NONCURRENT LIABILITIES Long term debt, net of current portion Accrued post retirement benefits

    Total Liabilities

    NET ASSETS Unrestricted

    Invested in capital assets

    Other unrestricted

    Total Net Assets

    TOTAL LIABILITIES AND NET ASSETS

    JUNE 30, 2013 2012

    $ 75,000 $ 75,000 358,226 521,820

    41,791 19,795 258,726 262,791

    266 266 3,192

    208,153 292,832 221,950 579,845 199,383 192,552 387,426 376,539 690 1651 661,237

    2,441,572 2,985,869

    63,748,576 3,823,323

    1 149 1 154 7}26,173

    9,897}30 11 1549A96

    12,339,302 14,535,365

    9,277,762 10,249,321

    ( 263 1 168) ( 21445 1271 )

    9,014 1594 7,804,050

    .s21135~,896 $22!3~9,415

    See Independent Auditors' Report and Notes to Financial Statements. 4

  • FORTY-NINER SHOPS, INC.

    STATEMENTS OF ACTIVITIES

    FOR THE YEARS ENDED

    JUNE 30 1

    2013 2012

    ENTERPRISE OPERATING REVENUES Sales $ 30,691,100 $ 30,156,327 Commissions 1,842,064 1,549,848 Vending 351,326 324,986 Other 181,504 1271574

    331065,994 32,158,735

    ENTERPRISE OPERATING EXPENSES Cost of sales 16,224,552 15,099,897 Operating expenses 13,552,846 14,236,711 Depreciation and amortization 11 166,343 11314,572

    30.943.741 301651,180

    ENTERPRISE OPERATING INCOME 2.122.253 11 507,555

    NONOPERATING INCOME (EXPENSE) Interest and dividend income 193,974 147,602 I nterest expense ( 190,006) ( 200,359) Unrealized gain (loss) on investments 457,251 ( 237,562) Realized (loss) on investments ( 3,608) ( 39,266) Net (loss) on disposal of fixed assets ( 2221607}

    235.004 ( 3291585)

    NONMANDATORY TRANSFERS TO UNIVERSITY Contributions to University and

    University programs ( 260,537) ( 230,026)

    PENSION-RELATED CHANGES OTHER THAN NET PERIODIC PENSION COST ( 886.176) 101683

    INCREASE IN NET ASSETS i 112101544 i 9581627

    See Independent Auditors' Report and Notes to Financial Statements. 5

  • FORTY-NINER SHOPS, INC.

    STATEMENTS OF CHANGES IN NET ASSETS

    FOR THE YEARS ENDED JUNE 30,

    2013 2012

    BEGINNING NET ASSETS $ 7,804,050 $ 6,845,423

    INCREASE IN NET ASSETS 1,210,544 958,627

    ENDING NET ASSETS $ 9.014.594 $ 7.804.050

    See Independent Auditors' Report and Notes to Financial Statements. 6

  • FORTY-NINER SHOPS, INC.

    STATEMENTS OF CASH FLOWS

    FOR THE YEARS ENDED JUNE 30,

    2013 2012

    CASH FLOWS FROM OPERATING ACTIVITIES Increase in net assets $ 1,210,544 $ 958,627 Adjustments to reconcile change in net assets

    to net cash from operating activities: Depreciation 1,166,090 1,305,255 Amortization of bond issue cost 9,063 Amortization of bond premium ( 2,418) Amortization of loan discount 253 254 Unrealized (gain) loss on investments ( 457,251 ) 237,562 Realized loss on investments 3,608 39,266 Net loss on disposal of fixed assets 222,607 (Increase) decrease in:

    Accounts receivable 65,156 473,221 ) Accounts receivable from CSU ( 164) 59,676 Accounts receivable, CSULB auxiliary

    organizations 21,734 ( 3,076) Accounts receivable, CSULB ( 304,486) ( 14,632) Inventories 262,975 ( 418,705) Prepaid expenses 26,902 ( 23,322)

    Increase (decrease) in: Accounts payable ( 163,594) 44,164) Accounts payable, CSULB auxiliary

    organizations 21,996 1,085) Accounts payable, CSULB 4,065) 19.911 Accounts payable, other CSULB

    auxiliary organizations ( 6.317) Accounts payable, CSU ( 3,192) 618 Refundable campus debit card deposits ( 84,679) ( 42,258) Accrued liabilities ( 357,895) ( 198,543) Accrued bond interest ( 5,696) Accrued payroll 6,831 149,359 Accrued vacation 10,887 ( 274) Accrued sick pay 29,414 ( 52,207) Accrued post retirement benefits ( 1 .577,019) ( 1,068,220)

    Net Cash From Operating Activities 96,652 425,453

    See Independent Auditors' Report and Notes to Financial Statements. 7

  • FORTY-NINER SHOPS, INC. STATEMENTS OF CASH FLOWS (CONTINUED)

    FOR THE YEARS ENDED JUNE 30

    2013 2012

    CASH FLOWS FROM INVESTING ACTIVITIES Purchase of capital assets ( Construction in progress additions ( Purchase of investments ( Proceeds from the sale of investments Decrease in investments restricted

    for debt service Net Cash From Investment Activities (

    327,944) 89,194)

    954,073) 778,958

    592.253)

    ( ( (

    (

    317,227) 242,182) 583,024) 456,959

    461A25 224,049)

    CASH FLOWS FROM FINANCING ACTIVITIES Repayment of long term debt ( 75,000) ( 455,000)

    Net Cash From Financing Activities ( 75,000) ( 455.000)

    (DECREASE) IN CASH AND CASH EQUIVALENTS ( 570,601) ( 253.596)

    CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 2,913,601 3.167.197

    CASH AND CASH EQUIVALENTS, END OF YEAR $ 2.343.000 $ 2.913.601

    SUPPLEMENTAL DISCLOSURE Cash disclosure

    Cash paid for interest ~ 190100 $ 20Q,359

    See Independent Auditors' Report and Notes to Financial Statements. 8

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30,2013 and 2012

    NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

    General The Organization is a nonprofit auxiliary organization, organized to operate food services and bookstore activities at California State University, Long Beach for the benefit of the University Campus. The Organization's customer base consists primarily of students enrolled at California State University, Long Beach.

    Basis of Presentation The Organization's financial statements are presented in accordance with guidelines established for auxiliary organizations issued by the Office of the Chancellor of the California State University.

    Contributions received are recorded as unrestricted, temporarily restricted, or permanently restricted support depending on the existence and/or the nature of any donor restrictions. The Organization has not received any contributions with donorimposed restrictions that would result in temporarily or permanently restricted net assets.

    The Organization is required to report information regarding their financial position and activities according to three classes of net assets: unrestricted net assets, temporarily restricted net assets, and permanently restricted assets. The Organization does not have any temporarily or permanently restricted net assets.

    Basis of Accounting The accounting records of the Forty-Niner Shops, Inc. are maintained on the accrual basis of accounting.

    Accounting Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Significant estimates include annual depreciation, the carrying value of property, plant, and equipment, and the actuarial estimate of postretirement benefits. Actual results could differ from those estimates.

    Fair Value of Financial Instruments Generally accepted accounting principles define fair value as the price that would be received to sell an asset or paid to transfer liability in an orderly transaction between market participants at the measurement date.

    9

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30,2013 and 2012

    NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

    Cash and Cash Equivalents For the purpose of the statement of cash flows, the Organization considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents.

    Investments The Organization accounts for all investments at fair market value. Net realized and unrealized gains and losses on investments are reflected in the statement of activities.

    Allowance for Doubtful Accounts No allowance for doubtful accounts has been established because management believes that all accounts are collectible and no allowance is needed.

    Inventories Inventories for the bookstore are valued using the lower of cost or market by the conventional retail inventory method. Inventories for the food service are valued using the lower of cost (first-in, first-out) or market method.

    Capital Assets and Depreciation Capital asset accounts are stated at cost less accumulated depreciation. Betterments and major improvements are added to the respective asset's cost while ordinary repairs that do not extend useful lives are expensed as incurred. All direct and indirect costs incurred in constructing assets are accumulated in an asset account and no depreciation is recognized until the asset is put into operation. When an asset is sold or otherwise disposed of, the cost of the asset and the related accumulated depreciation is removed from the accounts and any resulting gain or loss is included in the statement of activities.

    Depreciation and amortization of capital assets are provided on the straight-line method over the estimated useful lives of the various classes of property which are ten to fifty years for buildings and improvements, five to ten years for equipment, furniture and fixtures, and three to five years for automobiles.

    Equipment acquired under capital leases are recorded at the lower of the fair value or the present value of future minimum lease payments. These leases are amortized over their estimated useful lives of five years or the lease term, whichever is shorter. Amortization of equipment acquired under capitalized leases is included with depreciation expense.

    10

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30, 2013 and 2012

    NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

    Amortization of Debt Issuance Discounts Debt issuance discounts are amortized on a straight-line basis over thirty and a one-half years.

    Accrued Vacation and Sick Pay Accruals for vacation and sick pay are made on a monthly basis as such benefits become payable to employees. Pay rate increases are applied to the hours earned in prior periods, if any, and are reported as a current expense in the statement of activities.

    Income Taxes The Organization is exempt from federal income and state franchise taxes under Section 501 (c){3) of the Internal Revenue Code and Section 23701 (d) of the California Revenue and Taxation Code, respectively.

    The Organization evaluates uncertain tax positions whereby the effect of the uncertainty would be recorded if the tax positions will more likely than not be sustained upon examination. As of June 30, 2013 management does not believe the Organization has any uncertain tax positions requiring accrual or disclosure. The Organization is subject to potential income tax audits on open tax years by any taxing jurisdiction in which it operates. The statute of limitations for federal and California state purposes is generally three and four years, respectively.

    Reporting of Subsequent Events The Organization has evaluated events and transactions for potential recognition or disclosure through September 10, 2013, which represents the date the financial statements were available to be issued.

    11

  • FORTY-NINER SHOPS, INC. NOTES TO FINANCIAL STATEMENTS

    June 30,2013 and 2012

    NOTE 2 - ACCOUNTS RECEIVABLE. CSULB AUXILIARY ORGANIZATIONS

    Accounts receivable from CSULB auxiliary organizations are comprised of the following:

    June 30, 2013 2012

    CSULB Research Foundation $ 26,345 $ 48,308 Associated Students 9,639 9,624 CSULB 4ger Foundation 214

    $ 36.198 $ 57.932

    NOTE 3 - INVENTORIES

    Inventories consist of the following: June 30. 2013 2012

    New textbooks $1,163,315 $ 902,385 Computer equipment, supplies and software 355,215 501,205 Supplies 434,606 544,665 Used textbooks 215,819 420,135 Trade books 65,646 108,351 Food Service 229.813 250,648

    $ 2.464.414 $ 2.727,389

    NOTE 4 - INVESTMENTS

    Investments are recorded at market value. The historical and market values are as follows:

    June 30. 2013 June 30,2012 Cost Market Cost Market

    CURRENT ASSETS Mutual funds $2,709,855 $2,893,256 $2,988,832 $2,758,624 Common stocks 1,190,760 1,364,276 854,196 905,473 Investments in trading funds 250,000 225,917 250,000 241,028 Investments in private investment companies 500.000 541.557 500.000 491,123

    $4,650.615 $5.025.006 $4.593,028 $4,396,248

    OTHER ASSETS Designated for sick pay benefits

    Mutual funds $ 768.432 $ 768.432 $ 768.432 $ 768.432

    12

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30, 2013 and 2012

    NOTE 5 - CAPITAL ASSETS

    Capital assets and the related accumulated depreciation consist of the following:

    June 30. 2013 2012

    Buildings and improvements $ 18,790,425 $18,900,716 Equipment, furniture and fixtures 5,492,632 6,084,478 Automobiles 57,006 57.006

    24,340,063 25,042,200 Less: accumulated depreciation ( 15,180,383) ( 15.035.061)

    9,159,680 10,007,139 Construction in progress 118.082 242,182

    $ 9.277,762 $10,249,321

    Construction in progress at June 30, 2013, consists primarily of capital leasehold improvement expenditures for the bookstore and food service facilities,

    Depreciation expense for the years ended June 30, 2013 and 2012 was $1,166,090 and $1,305,255, respectively.

    NOTE 6 -INVESTMENTS DESIGNATED FOR SICK PAY

    Investments deSignated for sick pay benefits are funds designated by the Organization's Board of Directors primarily for the funding of accumulated and vested sick pay.

    NOTE 7 - ACCOUNTS PAYABLE. CSULB AUXILIARY ORGANIZATIONS

    Accounts payable to CSULB auxiliary organizations are comprised of the following:

    June 30. 2013 2012

    CSULB Research Foundation $ 5,508 $ 10,741 Athletics 35,170 8,335 CSULB Parking 303 352 Jensen SAS Center 235 241 USU 234 Art Department 332 DeSign Department 9 Housing 126

    $ 41,791 $ 19.795

    13

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30,2013 and 2012

    NOTE 8 - LONG TERM DEBT

    Long term debt is summarized as follows:

    JUNE 30,

    2013 2012

    Note payable to CSU bears interest at 4.85% and is payable semi annually on May 1 and November 1 each year including interest and matures November 1, 2038. The note is secured by certain improvements. $3,830,000 $3,905,000

    Less: Loan discount, net of amortization of $1 ,320 and $1,067 ( 6.424)

    3,823,576 ( 6,677)

    3,898,323

    Less: current portion ( 75,000) ( 75,000)

    Noncurrent portion $ 3.748.576 $3,823.323

    In 2008, the Organization borrowed $4,110,000 from CSU in connection with the construction of certain food service leasehold improvements. The CSU assisted in financing the construction through the issuance of Systemwide Revenue Bonds Series 2008A, by the State of California in the amount of $4,110,000. The Organization is obligated to repay the CSU the amount of the indenture obligations, interest and costs by making payments to the CSU equal to the CSU's debt service on the bonds.

    The future scheduled maturities of long term debt are as follows:

    Year ending June 30, 2014 $ 75,000 2015 80,000 2016 85,000 2017 85,000 2018 90,000 Thereafter 3.415,000

    $ 3.830.000

    Line of Credit The Organization has a line of credit of $2,000,000 with MorganStanley SmithBarney which has a zero balance at June 30, 2013. The line of credit has a variable rate not to exceed the Open Fed rate plus 50 basis points and is secured by the Organization's investments held at MorganStanley SmithBarney.

    14

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30, 2013 and 2012

    NOTE 9 - LEASE COMMITMENTS

    The Organization leases certain property for the bookstore and food service facilities from California State University, Long Beach (CSULB) and other unrelated third parties. The agreements with CSULB require the Organization to manage and operate the facilities for the benefit of the University. Under the terms of the leases, the Organization is required to make monthly lease payments totaling $3,000 and is responsible for repairs. maintenance, alterations, and insurance. The leases for the facilities are non-cancellable and expire in 2015 and 2017 with an option to renew for five years. Non-cancellable operating lease agreements with Associated Students, Inc. and other unrelated third parties for retail and food service facilities commenced in 2007,2008,2011, and 2012 and expire in 2015,2016, and 2017. Monthly lease payments for these facilities total $9,000.

    Also, the Organization maintains equipment under noncancellable operating leases. The lease agreements expire between 2014 and 2017.

    Future minimum rental payments required for equipment and facilities under operating leases that have an initial or remaining noncancellable lease term in excess of one year, as of June 30, 2013 are as follows:

    Year ending June 30.

    2014 $ 144,488 2015 141,106 2016 76,004 2017 34.209

    $ 395.807

    Rent expense was $108,000 and $110,500 for the years ended June 30, 2013 and 2012, respectively.

    15

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30, 2013 and 2012

    NOTE 10 - OPERATING AGREEMENTS

    The Organization has entered into certain noncancellable operating agreements with selected food service providers for catering, vending and other food services. Royalties are due to the Organization based on a percentage of monthly gross sales of the Operator or a set annual amount, whichever is greater. Also, the Operators will pay a percent of monthly gross sales for common area maintenance charges. Initial terms of the leases vary from one to fifteen years and have varying expiration dates.

    NOTE 11 - PENSION PLAN

    The Organization participates in a multiple-employer defined benefit plan through the California Public Employees' Retirement System plan (CaIPERS) which covers substantially all regular salaried full-time employees of the Organization. CalPERS acts as a common investment and administrative agent for participating public entities within the State of California.

    CalPERS issues a publicly available comprehensive annual financial report that includes financial statements and required supplementary information. Copies of the CalPERS annual financial report may be obtained from the California Public Employees' Retirement System Executive Office- 400 P Street - Sacramento, CA 95814.

    The plan's unfunded pension benefit obligation applicable to the Organization as of June 30, 2011 (latest financial information available) was $536,120. The Organization's policy is to fund pension costs as accrued and recognize liabilities for any contributions due at reporting date. A separate funding plan has been established by CalPERS which requires increased contribution rates over an estimated remaining period of fourteen years to restore the unfunded obligation. The increased funding requirement for the year ended June 30, 2012 was approximately $49,000.

    The Organization's specific share of the present value of the projected benefit obligation and the plan's actuarial value of assets are $21,451,665 and $18,007,278, respectively. The Organization's specific share of the estimated funding status is between 65% to 80% funded.

    An unexpected payroll increase would spread the payback of the negative side fund over a bigger payroll, which would decrease the plan's side fund percentage rate and the total employer contribution rate.

    16

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30, 2013 and 2012

    NOTE 11 - PENSION PLAN (Continued)

    The actuarially assumed investment return after June 30,2012 is 7.5% per annum. The salary scale used assumes salary increases that vary by length of service. The total increase in any future year includes an assumed 2.75% inflation rate, and no across the board increase and merit increases that vary by length of service. The Organization personnel are required to contribute 7% of their annual earnings above the Social Security reduced amount. The Organization is required to contribute at an actuarially determined rate; the current rate is approximately 13.2% of annual covered payroll. The contribution requirements of the plan members are established and may be amended by CaIPERS. There is no contractual maximum contribution required for the Organization by CaIPERS. During the plan year, employer and employee contributions were $327,592 and $189,763. respectively.

    The following benefit payments, which reflect expected future service, are expected to be paid as follows:

    Year ending June 30, Amount

    2014 $ 391,261 2015 430,457 2016 443,371 2017 456,672 2018 470,372 2019 - 2024 2,572,189

    $ 4.764.322

    17

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30, 2013 and 2012

    NOTE 12 - POST RETIREMENT MEDICAL BENEFITS

    The Organization provides post retirement health care and dental insurance benefits for certain qualified retired employees. Only full time salaried employees hired prior to January 1, 2009 and that were participating in CalPERS as of January 1, 2009 that terminate employment after attaining five years service time and have reached age 50 while working for the Organization are eligible for the plan.

    On September 30, 2011, the board of directors approved the participation in the Auxiliary Multiple Employer VEBA, a consortium of CSU Auxiliary organizations organized to provide retiree health care benefits through a Voluntary Employees Benefit Association {VEBA} recognized under 501 (c}(9). In 2012, the board of directors approved investing $4,000,000 to the VEBA trust over the next seven years. The assets of the VEBA Trust are invested primarily in equity and fixed income securities. The assets held in the VEBA trust reduce the accumulated post retirement obligation, as reported in the statement of financial position. As of June 30, 2013 and 2012, the VEBA trust held assets at fair market value of $2, 185,375 and $1,068,220, respectively.

    As of June 30, 2013 and 2012, the entire unfunded accumulated post retirement benefit obligation amount has been accrued in the statements of financial position.

    The following table sets forth the funded status of the plan reconciled to the recorded post retirement benefits cost recognized in the Organization's financial statements:

    June 30, 2013 2012

    Accumulated Post Retirement Benefit Obligation Retirees $ 4,560,763 $ 4,180,352 Active Employees 3}73}69 4,614,041

    8,334,532 8,794,393

    Fair Value of Assets ( 2,185,378) ( 1 ,068,220)

    Unfunded APBO 6,149,154 7,726,173 Unamortized gain (loss) ( 1,330,697) ( 2,275,774) Unamortized transition obligation ( 117,881} ( 176,782)

    Accrued Post Retirement Benefit Cost S 4170QI 576 S 512731617

    18

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30,2013 and 2012

    NOTE 12 - POST RETIREMENT MEDICAL BENEFITS (Continued)

    June 30, 2013 2012

    Reconciliation of Benefit Obligation: Benefit obligation at beginning of year $ 7,726,173 $ 8,794,393 Service cost ( 85,006) ( 77,269) Interest cost ( 50,162) 406,672 Contrib utions ( 1,000,000) ( 1,000,000) Asset return (gain) ( 117,158) ( 68,220) Benefits paid ( 324,693) ( 329.403)

    Benefit obligation at end of year $ 6.149.154 $ 7,726.173

    Pension-related changes other than net periodic pension cost Amortization of transition obligation $ 58,901 $ 58,901 Net gain(loss) ( 945,077) ( 48,218)

    ($ 886.176) i 10.683

    Net periodic post retirement benefit cost Service cost $ 85,006 ($ 77,269) I nterest cost ( 50,162) 474,892 Amortization of net (gains)/Iosses 137,563 137,563 Amortization of transition obligation 58,901 58,901

    Net periodic benefit cost $ 231,306 S 594,067

    The weighted average discount rate used in determining the accumulated post retirement benefit obligation is 4.5 percent. The Consumer Price Index assumed is 3% less than the discount rate assumption. Medical costs are assumed to increase 9% during the year beginning July 1, 2012 with the rate of increase decreasing each year thereafter until the year beginning July 1, 2017 and thereafter the Medical Cost trend rate is assumed to be the same as Consumer Price Index Increases. The measurement date of the plan was July 1, 2012.

    19

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30, 2013 and 2012

    NOTE 12 - POST RETIREMENT MEDICAL BENEFITS (Continued)

    The following benefit payments, which reflect expected future service, as appropriate,

    are expected to be paid:

    Year ending June 30, Amount

    2014 $ 403.000 2015 407,000 2016 417,000 2017 419,000 2018 425,000 2019 -2022 1,659,000

    $ 3.730.000

    NOTE 13 - SELF-I NSURANCE

    The California State University System (System) and certain auxiliary organizations have established a public entity risk pool, California State University Risk Management Authority (CSURMA), a blended component unit of the System, to manage centrally workers' compensation, general liability, industrial and nonindustrial disability, unemployment insurance coverage, and other risk-related programs. The Organization has a commitment in the self insurance coverage. Management believes the CSURMA self-insurance claims liability is fully funded at June 30, 2013.

    NOTE 14- FAIR VALUE MEASUREMENTS

    Generally Accepted Accounting Principles (GAAP) establishes a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy ranks the quality and reliability of the information used to determine fair values.

    20

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30, 2013 and 2012

    NOTE 14 - FAIR VALUE MEASUREMENTS (Continued)

    The fair value hierarchy is as follows:

    Level 1: Quoted prices (unadjusted) in active markets for identical assets and liabilities.

    Level 2: Other observable inputs, which include quoted prices for similar assets and liabilities, and market support inputs. These inputs could include such items as interest rates, yield curves, auction prices for equipment or per square foot selling prices for real estate.

    Level 3: Inputs that are unobservable inputs for assets and liabilities are based on the Organization's assumptions. These include inputs that are internally developed and estimated.

    The level in the fair value hierarchy within which a fair measurement in its entirety falls is based on the lowest level input that is significant to the fair measurement in its entirety.

    The following table presents assets that are measured at fair value on a recurring basis at June 30, 2013:

    Quoted Prices in Active Significant

    Markets for Other Significant Identical Observable Unobservable

    Fair Market Assets Inputs Input Value Level 1 Level 2 Level 3

    Investments Mutual funds $ 2,893,256 $ 2,893,256 Common stocks 1,364,276 1,364,276 Investments in trading funds 225,917 225,917 Investments in private investment companies: Money market fund 37,909 37,909 Hedged credit 169,508 $ 51,700 $ 117,808 Long/short equity 66,070 66,070 Convertible arbitrage 88,815 74,160 14,655 Distressed 176,006 82,899 93,107 Other 3.249 31249

    5.025.006 4 1521.358 274 1829 228 1819 Other Assets

    Mutual funds 768.432 768.432

    $ 5.793.438 $ 5.289.790 $ 274.829 $ 228.819

    21

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30,2013 and 2012

    NOTE 14 - FAIR VALUE MEASUREMENTS (Continued)

    The following table presents assets that are measured at fair value on a recurring basis

    at June 30, 2012:

    Investments Mutual funds Common stocks Investments in trading funds Investments in private investment companies: Money market fund Hedged credit Long/short equity Convertible arbitrage Distressed Event driven Other

    Other Assets Mutual funds

    Fair Market Value

    $ 2,758,624 905,473

    241,028

    26,030 130,639 130,148

    79,562 88,893 26,030

    9,821 4,396,248

    768,432

    S 5,:16~!68Q

    Quoted Prices in Active

    Markets for Identical

    Assets Level 1

    $ 2,758,624 905,473

    241,028

    26,030

    3,931,155

    768,432

    ~ 4,699,581

    Significant Other Significant

    Observable Unobservable Inputs Input

    Level 2 Level 3

    $ 13,456 $ 117,183 123,380 6,768 66,275 13,287 20,623 68,270 26,030

    9,821 249,764 215,329

    :s 2~9!76~ S 2:15,329

    Fair values for all stocks and mutual funds are determined by reference to quoted market prices and other relevant information generated by market transactions.

    22

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30,2013 and 2012

    NOTE 14 - FAIR VALUE MEASUREMENTS (Continued)

    Investments in Trading Funds are invested in the ACL Alternative Fund which is a segregated account of the ACL Alternative Fund SAC Limited, an open-ended investment fund located in Bermuda with variable capital and limited liability. Fair value of the investments in Trading Funds is valued at the Net Asset Value of the Trading Funds, which equates to fair value. The Net Asset Values of the Trading Funds are calculated in a manner consistent with GAAP. The markets traded by all of the Trading Funds include bonds, money markets, foreign exchange markets and commodity markets. These markets are traded using highly liquid and regulated futures and foreign exchange contracts. The Trading Funds have daily dealing and there are no notice years, holdbacks, gates, side pockets or other features which would impact the valuation of the Trading Funds.

    The investments in private investment companies are investments with Pine Grove Institutional Partners, L.P. , a Delaware limited partnership, which is managed by Pine Grove Associates, Inc. The fair values for these investments are valued by the Pine Grove Associates, Inc. based on (1) the fund's net contribution to the private companies and (2) its allocated share of the undistributed profits and losses, including realized and unrealized gains (losses) and expenses as per the financial information provided by the private investment companies' management or in good faith and in conformity with accounting principles generally accepted in the United States of America.

    The carrying value of cash equivalents, accounts receivable, accounts payable and accrued expenses are reasonable estimates of fair value due to the short term nature of these financial instruments and consequently these instruments are not presented in the table shown above, as there are no changes in the valuation.

    The table below reconciles beginning and ending balances for Level 3 assets for the year ended June 30, 2013:

    Level 3 Positions

    Balance as of June 30,2012 $ 215,329 Change in value 13.490

    Balance as of June 30, 2013 $ 228.819

    23

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30,2013 and 2012

    NOTE 14 - FAIR VALUE MEASUREMENTS (Continued)

    The table below reconciles beginning and ending balances for Level 3 assets for the year ended June 30,2012:

    Level 3 Positions

    Balance as of June 30, 2011 $ 209,158

    Change in value 6.171

    Balance as of June 30, 2012 $ 215,329

    NOTE 15 -INVESTMENTS IN PRIVATE INVESTMENT COMPANIES

    Generally accepted accounting principles require additional disclosure to assist in understanding the nature and risk of investments by class of assets. The table below summarizes the fair value and other pertinent liquidity information of the underlying private investment companies by class of assets at June 30, 2013:

    Redemption Liquidation and Notice

    Fair Market Side Pocket Redemption Period Class of Assets Value Holdings * Freguenc~ (da~sl

    Hedged Credit $ 169,508 $ 754 Quarterly-Annually 60-90 Long/Short Equity 66,070 Monthly-Quarterly 30-60 Convertible Arbitrage 88,815 Quarterly 60 Distressed 176,006 5,400 Monthly-Annually 45-90 Event Driven Monthly 30-60 Other 3,249 3.249 * *

    Total S 5Q3,6~6 $ 9,~Q3

    24

  • FORTY-NINER SHOPS, INC. NOTES TO FINANCIAL STATEMENTS

    June 30,2013 and 2012

    NOTE 15 -INVESTMENTS IN PRIVATE INVESTMENT COMPANIES (Continued)

    The table below summarizes the fair value and other pertinent liquidity information of the underlying private investment companies by class of assets at June 30, 2012:

    Redemption Liquidation and Notice

    Fair Market Unfunded Side Pocket Redemption Period Class of Assets Value Commitments Holdings * Freguenc (da!ls}

    Hedged Credit $ 130,639 $ 1,306 Quarterly-Annually 60-90 Long/Short Equity 130,148 Month Iy-Q uarterly 30-60 Convertible Arbitrage 79,562 Quarterly 60 Distressed 88,893 $ 2,133 1,244 Monthly-Annually 45-90 Event Driven 26,030 Monthly 30-60 Other 9.821 9,821 * *

    Total ~ 465,Q93 S 2,133 $ 1~,3Z2

    *These amounts represent private investment companies which are in liquidation and side pocket investments in certain private investment companies held by the Pine Grove Institutional Partners, L.P. For such investments withdrawals are permitted only upon liquidation or deemed realization of the underlying assets of the private investment companies,

    Hedged Credit: Hedged Credit managers typically take long and short positions in fixed income instruments of companies across the credit spectrum. One of the main risks in this strategy is the possibility of losses in the portfolio of long (or short) positions that are not offset by corresponding gains in the portfolio of short (or long) positions.

    Long/Short Equity: Long/Short Equity managers attempt to buy undervalued equities and short overvalued equities. Managers selected for investments by the Pine Grove Associates, Inc. typically attempt to be either market neutral or have low net exposure to the equity markets. One of the main risks in the strategy is the possibility of losses in the portfolio of long (or short) positions that are not offset by corresponding gains in the portfolio of short (or long) positions. Short selling creates additional risk of limited upside and unlimited downside.

    Convertible Arbitrage: Convertible Arbitrage is a strategy that entails purchasing convertible securities (convertible bonds or preferred stock) and hedging the equity risk by shorting the underlying common stock. Some managers attempt to hedge other risks associated with Convertible Arbitrage, such as interest rate risk and credit risk, One of the main risks in this strategy is the possibility of losses in the portfolio long (or short) positions that are not offset by corresponding gains in the portfolio of short (or long) positions.

    25

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30, 2013 and 2012

    NOTE 15 - INVESTMENTS IN PRIVATE INVESTMENT COMPANIES (Continued)

    Distressed: Distressed managers typically invest in the securities of companies in financial distress and/or those entering or exiting bankruptcy. The investments can result in sUbstantial or total loss due to business and financial risks. Distressed investing is often associated with relative illiquidity, reduce transparency and valuation involving significant management judgment.

    Event Driven: Event Driven managers seek to profit from the potential mispricing of corporate securities. There is a wide range of sub-sectors within the event sector with a common theme of corporate activity. The sub-sectors include mergers and acquisitions; special situations equity trading, stubs, spin-offs and restructurings. The main risk in Event Driven investing is failure of an event or possible event to conclude in the manner the hedge fund manager anticipates.

    Multi-Strategy: Multi-Strategy managers allocate capital to two or more strategies, which may include distressed, hedged credit, convertible arbitrage, long/short equities, event driven and other strategies.

    Direct Lending: Direct Lending is a strategy in which hedge funds make or purchase loans to companies. There are various types of loans but the most common are similar to the loan a bank might make with attributes such as floating rate coupons and financial covenants. Other types of loans may include second lien, dip, rescue financing, and syndicated bank loans. These types of investments are subject to default risk.

    Other: Other represents investments in private investment companies for which the fund expects to receive the redemption proceeds upon sale of the underlying investments. The fund has redeemed these private investment companies and has received a majority of the redemption proceeds. The current portfolio of underlying investments held by such private investment companies is illiquid in nature and is not necessarily indicative of the active investment strategies of such private investment companies.

    Each of these investments has certain restrictions with respect to rights of withdrawal by Pine Grove Institutional Partners, L.P as specified in the respective agreements. Generally, Pine Grove Institutional Partners, L.P is required to provide 30 to 90 days notice of its intent to withdraw, but only after the investment has been maintained for one to twelve months. Additionally, the private investment companies have redemption terms ranging from monthly to an annual redemption term. The redemption terms may also include lock up periods up to 24 months. Certain investments may have longer investment terms and are generally redeemable upon liquidation of underlying investments.

    26

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30,2013 and 2012

    NOTE 16 - REIMBURSEMENTS TO AND FROM CSULB

    The Organization paid reimbursements to CSULB for the year ended June 30, 2013 in

    the amount of$1,230,417.

    These reimbursements have been included in the financial statements as follows:

    Buildings and improvements Repairs and maintenance Communications Allocated general and administrative expUtilities and rent Supplies

    enses

    $

    Expensed

    115,626 58,198 22,850

    537,435 18,572

    Capitalized $ 477,736

    S Z52,681 $ 477.z36

    The Organization paid reimbursements to CSULB for the year ended June 30, 2012 in the amount of $1,117,760.

    These reimbursements have been included in the financial statements as follows:

    Expensed Capitalized Buildings and improvements $ 460,274 Repairs and maintenance $ 22,402 Communications 59,270 Allocated general and administrative expenses 34,876 Utilities and rent 509,629 Training 14,500 Supplies 16.809

    S 657.486 S 460,274

    NOTE 17 - OTHER RELATED PARTY TRANSACTIONS

    The Organization charged CSULB $322,657 and $501,399 at June 30, 2013 and 2012, respectively, for expenses to operate the ID Card Services.

    CSU and CSULB charges the Organization a fee from 3 to 7% to oversee any on campus construction projects.

    27

  • FORTY-NINER SHOPS, INC.

    NOTES TO FINANCIAL STATEMENTS

    June 30, 2013 and 2012

    NOTE 18 - CONCENTRATIONS AND CREDIT RISK

    The Organization maintains cash in various financial institutions which may, at times, exceed federally insured limits. Effective January 1,2011 through December 31,2012, the Federal Deposit Insurance Corporation (FDIC) will fully insure, without limit, all noninterest bearing transaction accounts. Beginning January 1, 2013, all accounts at an insured depository institution, including all non-interest bearing accounts, are insured by the FDIC up to the standard maximum deposit insurance amount of $250,000. Uninsured balances were $2,155,481 and $1,434,865 at June 30, 2013, and 2012, respectively.

    28

  • FORTY-NINER SHOPS, INC.

    SCHEDULE OF ENTERPRISE ACTIVITIES

    FOR THE YEAR ENDED JUNE 30, 2013

    ENTERPRISE OPERATING REVENUES Sales Contracted revenue and commissions Other

    $ 30,691,100 2,193,390

    181,504 33,065,994

    S 18,528,323 1,555,789

    $

    IDCARD

    322,657

    26,666 349,323

    S

    TOTAL

    11,840,120 637,601

    12,477,721

    RESIDENCE

    $ 5,955,744

    5,955,744

    COST OF SALES 16,224,552 3,727,160

    GROSS PROFIT 16,841,442 7,741,558 349,323 8,750,561 4,153,104

    RESIDENTIAL LEARNING

    VENDING CASH

    OPERATIONS

    $ 1,434,491 S 351,326

    $ 4,449,885 286,275

    351,326 4,736,160

    1,451,219

    961,190 351,326 3,284,941

    See Independent Auditors' Report and Notes to Financial Statements 29

  • FORTY-NINER SHOPS,INC. SCHEDULE OF ENTERPRISE ACTIVITIES (CONTINUED)

    FOR THE YEAR ENDED JUNE 30, 2013

    FOOD SERVICE

    TOTAL BOOKSTORE IDCARD

    SERVICES TOTAL RESIDENCE

    HALL

    RESIDENTIAL LEARNING COLLEGE VENDING

    CASH OPERATIONS

    OPERATING EXPENSES Salaries and wages Employee benefits Retirees health insurance Advertising Repairs and maintenance Utilities and rent Communications Other: Allocated general and

    administrative Supplies Insurance Travel Professional services Commissions General expenses Bank and credit card fees Promotional markdowns and

    employee discounts Royalties Dues and subscriptions Bad debts Equipment rental Training

    $ 5,599,423 1,687,692

    (1,138,502) 200,784 945.036 332.664

    70,218

    2,664,717 748,074

    78,283 36.652 13,909

    805.409 55,007

    398,754

    447,646 205,690 169,648 50,168

    149,334 32,240

    13.552.846

    $ 2,352,547 562,518

    (671,716) 171,722 274.317 162,585 45,018

    1,572.183 299,262

    32,440 19.969 13,420

    12,544 271,967

    447.646 205,690 163,367

    36.127 124,883 20,075

    6,116,564

    $ 104,051 27,448

    (12,524) 60

    143,665

    2,402

    29.312 27,418

    302

    4,568

    260

    6,136 333.098

    $ 3,142,825 1,097,726 (454,262)

    29,002 527,054 170.079

    22,798

    1,063,222 421,394

    45.541 16,683

    489 805,409

    42.463 122,219

    6.021 14,041 24,451

    6,029 7,103,184

    $ 1,300,258 493,405

    (179,883) 6,520

    73,954

    6,292

    421,025 198,579

    1,013

    470,739 3,856 1,344

    10,134 7.505 2,658

    2,817.399

    $ 447,285 165,776 (53,510)

    2.726 15,898

    1,915

    125,242 50,865

    87 194

    114,104 1,644

    258

    2.811

    634 875,929

    $ 44,750 24,908

    162

    2,700

    72,520

    $ 1,350,532 413,637

    (220,869) 19.756

    437,040 170.079

    14,591

    516,955 171,950 45,454 15,476

    489 220,566 34,263

    120.617

    6.021 1.096

    16,946 2,737

    3,337,336

    DEPRECIATION AND AMORTIZATION Amortization Depreciation Allocated general and administrative

    depreciation

    TOTAL EXPENSES

    253 1,113,127

    52,963 1,166,343

    14,719,189

    420,899

    31,248 452,147

    6,568,711

    4,648

    583 5,231

    338,329

    253 687,580

    21,132 708,965

    7,812,149

    20,611

    8,368 28,979

    2,846,378

    12.387

    2,489 14,876

    890,805 72,520

    253 654,582

    10,275 665,110

    4,002,446

    ENTERPRISE OPERATING INCOME(LOSS) $ 2,122,253 $ 1,172,847 $ W,994 ~. 938,412 -.!.... 1,306,7:26 -.L 70,385 _$_. 278,806 LJ717,505)

    See Independent Auditors' Report and Notes to Financial Statements. 30

  • FORTY-NINER SHOPS, INC.

    SCHEDULE OF ALLOCATED GENERAL AND ADMINISTRATIVE EXPENSES

    ALLOCATED EXPENSES Salaries and wages Employee benefits Advertising Repairs and maintenance Communications Supplies Insurance Travel Professional services General expenses Bank service charges Dues and subscriptions Equipment rental Training

    Depreciation

    FOR THE YEAR ENDED JUNE 30,2013

    IDCARD TOTAL BOOKSTORE SERVICES TOTAL

    $ 1,230,377 $ 725,923 $ 13,534 $ 490,920 653,393 385,502 7,187 260,704

    5,365 3,165 59 2,141 176,468 104,116 1,941 70,411 34,392 20,292 378 13,722 40,942 24,156 450 16,336

    2,992 1,765 33 1,194 20,875 12,316 230 8,329

    353,020 208,282 3,883 140,855 44,145 26,045 486 17,614 43,432 25,625 478 17,329

    7,805 4,605 86 3,114 5,182 3,057 57 2,068

    46,329 27,334 510 18,485 2,664,717 1,572,183 29,312 1,063,222

    52,963 31,248 583 21,132

    $ 2,717,680 $ 1,603,431 $ 29,895 $ 1,084,354

    FOOD SERVICE

    RESIDENTIAL RESIDENCE LEARNING CASH

    HALL COLLEGE OPERATIONS

    $ 194,399 $ 57,828 $ 238,693 103,236 30,710 126,758

    848 252 1,041 27,882 8,294 34,235

    5,434 1,616 6,672 6,469 1,924 7,943

    473 141 580 3,298 981 4,050

    55,777 16,592 68,486 6,975 2,075 8,564 6,862 2,041 8,426 1,233 367 1,514

    819 244 1,005 7,320 2,177 8,988

    421,025 125,242 516,955 8,368 2,489 10,275

    $ 429,393 $ 127,731 $ 527,230

    See Independent Auditors' Report and Notes to Financial Statements. 31

  • FORTV-NINER SHOPS, INC.

    Schedule of Net Position

    June 30, 2013

    (for inclusion in the California State University)

    Assets:

    Current assets:

    Cash and cash equivalents

    Short-term investments

    Accounts receivable, net

    Leases receivable, current portion

    Notes receivable, current portion

    Pledges receivable, net

    Prepaid expenses and other assets

    Total current assets

    Noncurrent assets:

    Restricted cash and cash equivalents

    Accounts receivable, net

    Leases receivable, net of current portion

    Notes receivable, net of current portion

    Student loans receivable, net

    Pledges receivable, net

    Endowment investments

    Other long-term investments

    Capital assets, net

    Other assets

    Total noncurrent assets

    Total assets

    Deferred outflows of resources:

    Unamortized loss on refunding(s)

    Total deferred outflows of resources

    Liabilities:

    Current liabilities:

    Accounts payable

    Accrued salaries and benefits payable

    Accrued compensated absences- current portion

    Unearned revenue

    Capitalized lease obligations - current portion

    Long-term debt obligations - current portion

    Self-insurance claims liability - current portion

    Depository accounts

    Other liabilities

    Total current liabilities

    Noncurrent liabilities:

    Accrued compensated absences, net of current portion

    Unearned revenue

    Grants refundable

    Capitalized lease obligations, net of current portion

    Long-term debt obligations, net of current portion

    Selfinsurance claims liabilities, net of current portion

    Depository accounts

    Other postemployment benefits obligation

    Other liabilities

    Total noncurrent liabilities

    Total liabilities

    Deferred inflows of resources:

    Deferred inflows from SCAs, grants, and others

    Total deferred inflows of resources

    Net Position: Net investment in capital assets Restricted for:

    Nonexpendable endowments Expendable:

    Scholarships and fellowships

    Research

    Loans

    Capital projects

    Debt service

    Other

    Unrestricted

    Total net position

    32

    $ 2,343,000 5,025,006 1,456,927

    2,482,769

    11,307,702

    768,432 9,277,762

    10,046,194

    21,353,896

    659,009 199,383

    1,078,077

    75,000

    430,103

    2,441,572

    3,748,576

    6,149,154

    9,897,730

    12,339,302

    5,454,186

    3,560,408

    $ ==~9.!:.O=14;,;;,5;,;9,;,,4=

  • FORTY-NINER SHOPS, INC.

    Schedule of Revenues, Expenses, and Changes in Net Position

    Year Ended June 30,2013

    (for inclusion in the California State University)

    Revenues:

    Operating revenues: Student tuition and fees (net of scholarship allowances ofS___~ Grants and contracts, noncapital:

    Federal

    State

    Local

    Nongovernmental

    Sales and services of educational activities Sales and services of auxiliary enterprises (net of scholarship

    allowances of $ ) Other operating revenues

    Total operating revenues

    Expenses:

    Operating expenses:

    Instruction

    Research

    Public service

    Academic support

    Student services

    Institutional support

    Operation and maintenance of plant

    Student grants and scholarships

    Auxiliary enterprise expenses

    Depreciation and amortization

    Total operating expenses

    Operating income (loss)

    Nonoperating revenues (expenses): State appropriations, noncapital Federal financial aid grants, noncapital State financial aid grants, noncapitaJ Local financial aid grants, noncapital Nongovernmental and other financial aid grants, noncapital Other federal nonoperating grants, noncapitai Gifts, noncapitai Investment income (loss), net Endowment income (loss), net Interest Expenses Other nonoperating revenues (expenses)

    Net nonoperating revenues ( expenses)

    Income (loss) before other additions

    State appropriations, capital Grants and gifts, capital Additions (reductions) to permanent endowments

    Increase (decrease) in net position

    Net position: Net position at beginning of year, as previously reported Restatements Net position at beginning of year, as restated

    Net position at end of year

    $

    33,065,994

    33,065,994

    29,777,398 1,166,343

    30,943,741

    2,122,253

    647,617

    (190,006) (1,369,320)

    (911,709)

    1,210,544

    1,210,544

    7,804,050

    7,804,050

    $ -======-9~,0=14=,5=9=4=

    33

  • FOltTYNINElt SHOps, INC. Other Information

    June 30, 2m3 (for mdusion in the Ca!lfornia State University)

    Restricu4 (",a,h and ush eqaivalmts at JUDe 30, 1013: POrtIon of restricted cash and cash equivaients relaled to endowments All olber res1nCled cash and cash equivalents

    Total restncted c.ash and ('.ash equi\.'alents

    1.] Composition ofinW'StmtGts at JtIIIe 30, 2013: eu..... , NOIKBrTmit Nonc:urTall

    Un"""';"ocI Curwnt RestriC'teci Total CUrTalt Unl'e!ltric:tH Restri

  • 3.1 Composition of capital assds at Junt JO, 20)3;

    Nondepreciablelnonamorb.zabJe capital assets: Land and land improvements Worts of art and hlstoric3l treasures Construction wod.: an progress (CWIP) Intangible assets:

    Rtgh1S and ease,"",,1S Pal

  • FORTY-NINER SHOPS, INC 01ber Information

    June 30. 2013 (for mclusion m the California Stale University)

    3.1 Detail or depredation and .amDrtizatiOU HpertR ro... the yur ended June 30, 1013: DeprecJation and IUIlOf'lt1:aIion expense related to capital assets 1.166,090 Amortization expense related to other assets 253

    Tow depreciarion and amorttzation 1,166,343

    Loult-teno liabilities activity nhcdule:

    B...."'" Balauoe

    JuneJO,ZOl2 Prier pt'rioci adjustments Rcd.s.siftcatiOID5

    June JO, 1011 (.........) Additions Keductions BaI..... June 30, 1013 CUrTalt portion Loa:~term portion

    Accrued compensated absences 1,037.716 1,037,716 40,301 1,078,077 1,078,077 Capitalized lease obligations.

    Oro" bal.,.,., Un_zed premium I (discount) on OIjlltalized leas. obligations

    Total OIjlitalized I.... obligatiollS

    Long-teon debt obligations. Revenue Bonds Other bonds (non-Revenue Bonds) Commercial Paper Note Payable related. to SRB 3.905,000 3,905,000 (75,000) 3.830,000 75,000 3,755,000 Other:

    Add description Addd

    T otallong-lerm debt obligations 3.~ 3,90'JHHI (15.000) 3.830.000 75,000 3,755.000

    Unamortized bond premium! (discount) (6,677) (6.677) 253 (6.424) (6,424) Unamortized loss on refunding

    TotaJ long-lemJ debt obligations. net 3,898323 3.898.323 174,747) 3,823.57. 75.000 3.748.576 Totallong-1enu liabililles 4,936.099 4.936,099 40.301 (74747) 4,90l:.653 1,153,077 3,748576

    Fuful1! minimum )ease paymenu ~ capitalle.ase obligations: Pl"iIKipaland

    Principal Interest Interest

    Year ending June 30' 2014 2015 2016 2017 2018 2019 - 2023 2024 - 2028 2029 - 2033 2034 - 2038 2039 - 2043 2044 -2048 2049 - 2053 2054 - 2058 2059 - 2063

    TotaJ minimum lease payments

    less .ttmOLmts representing mterest

    Present "aJue offuture mimmum Jease payments

    Less. current portion

    Capittlized lease obligation., ort Dr c.rnnt pol1ioD

    36

  • .. Loul~term .bt obligatioD sdaedule

    Year ",ding Jun. 30. 2014 2015 2016 2017 2018 2019 - 2023 2024 - 2028 2029 - 2033 2034 - 2038 2039 - 2043 20 - 2048 2049- 2053 2054 - 2058 2059- 2063

    Total

    C.ltula_ .rne' position

    l.1 Calculation ar act position - Net iOVfltnltent in upital assets

    Capital assets, net of accumulated deprecianon Capitalized lease obhgations - cunent portion Capitalized lease obbgauODS, net ofcurrent POirion Long-1:eJm debt obbgations - cutrent pomon Lon~tenn debt obligatiOns., net ofcurrent portion Portion of outstandmg debt that is unspent 3l vear-end Other 0d,ustmen ..: (please list)

    Add descriptlon

    Add descnPtJon

    Add descripuon

    Add description

    Add description

    Net position - net in\'estrnent m capital assel

    7.2 Calculation or net position- Rtslric:ted ro.. n~ble- endowments Poroon of restricted ca..

  • FORTY-NINER SHOPS, INC. Other InfoTmallon

    June 30, 2013 (fOf indusian in Ihe Cahfomia Sla1e Uruversity)

    8 TrallSlKtiolU with Related EotitiH

    Payments 10 Uruversrtv for salaries ofUruversity personnel workmg on contracts, grams, and other programs P3)'11'tc:nts. to Unh'ersity for other than salaries ofUnivettlty personnel Paymen1s received from Uni\'eTSIty for senices, space, and programs Gifts-in-kmd to the Univemty from Auxiliary OrganiT.ations Gifts (cash or assets) 10 the Universitv from recognized Auxiliary Organizations Accounts (payable to) University (enter as negall're number) Other amounts (payable to) Uruvemty(emer asnega.tive number} Accounts receivable from University Oilier amounts receivable from University

    Amount

    1,230,417 l,519,431

    77,578

    (258,726) 573,030

    9 Odter P.......p1."...nt _fils Obllpoo.. (OPEB)

    AnnWll required contribution (ARC) Contributions during the year (1,577,019)

    Increase (decrease) in net OPED obligation (NOO) (1,577,019)

    NOO beginning of year NOO ~ end of }'eaf

    7,126.173 6.149.154

    10 ponudon rrmediatioo: liabilities urtder GASB Statement No.. 49:

    Description Add descriPtion Add description Add descriptlOD Add description Add descllpuon Add descnption Add description Add description Add descnption Add des

  • FORTY-NINER SHOPS, INC. Other lnformatJon

    June 30, 2013 (for inclusion in the California State University)

    11 'nit ....ture altd amount of the prior ptrioct adjustmeat(s) f'ftotWd to beei"'g net position Net Position

    a .., Amounl Dr. (Cr.)

    Net position as QfJune 30,2012, as prevloustyreported $ 7,804,050 Prior period ad.ius1ments

    1 (list description ofeach ad.ustment) 2 (bst descripbon ofeach adjllS1m