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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST CONSOLIDATED FINANCIAL STATEMENTS June 30, 2012 and 2011

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Page 1: CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST · 6/30/2012  · CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST CONSOLIDATED STATEMENTS OF FINANCIAL POSITION JUNE

CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2012 and 2011

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

TABLE OF CONTENTS

Page REPORT OF INDEPENDENT AUDITORS ............................................................................................ 2 FINANCIAL STATEMENTS

Consolidated Statements of Financial Position ................................................................................ 3 Consolidated Statement of Activities .................................................................................................... 4 - 5 Consolidated Statements of Cash Flows ......................................................................................... 6 Notes to Consolidated Financial Statements ............................................................................ 7 - 18

ACCOMPANYING INFORMATION

Consolidating Statements of Financial Position ...................................................................... 19 - 20 Consolidating Statements of Activities .................................................................................... 21 - 22 Consolidating Statements of Cash Flows ................................................................................ 23 - 24 Consolidating Statements of Functional Expenses ................................................................. 25 - 26

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REPORT OF INDEPENDENT AUDITORS The Board of Directors Charlotte Center City Partners and CCCP Community Trust Charlotte, North Carolina We have audited the accompanying consolidated statements of financial position of Charlotte Center City Partners and its Subsidiary, CCCP Community Trust (collectively referred to as the “Organization”), as of June 30, 2012 and 2011, and the related consolidated statements of activities and cash flows for the years then ended. These consolidated financial statements are the responsibility of the Organization’s management. Our responsibility is to express an opinion on these consolidated 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 audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Organization as of June 30, 2012 and 2011, and the changes in its net assets and cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America. Our audits were conducted for the purpose of forming an opinion on the basic consolidated financial statements taken as a whole. The accompanying consolidating statements listed in the table of contents are presented for purposes of additional analysis and are not a required part of the basic consolidated financial statements. These consolidating statements are the responsibility of the Organization’s management. The information has been subjected to the auditing procedures applied in the audit of the consolidated financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the consolidated financial statements or to the consolidated 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 consolidated financial statements as a whole.

Charlotte, North Carolina October 18, 2012

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

JUNE 30, 2012 AND 2011

The accompanying notes to the financial statements are an integral part of this statement. 3

2012 2011ASSETS

Current assetsCash and cash equivalents 2,605,140$ 979,609$ Accounts receivable 656,972 164,509Contributions receivable 443,180 294,000Prepaid expenses 83,332 69,538 Security deposit 12,546 12,546

Total current assets 3,801,170 1,520,202

Property and equipment, net 971,533 186,862Investments 893,752 899,062

Total assets 5,666,455$ 2,606,126$

LIABILITIES AND NET ASSETS

Current liabilitiesAccounts payable 657,482$ 205,167$ Accrued expenses 82,396 81,851 Deferred revenue 61,700 196,285

Total current liabilities 801,578 483,303

Net assetsUnrestricted 3,179,465 1,871,823

Temporarily restricted 1,685,412 251,000

Total net assets 4,864,877 2,122,823

Total liabilities and net assets 5,666,455$ 2,606,126$

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATED STATEMENT OF ACTIVITIES

YEAR ENDED JUNE 30, 2012

The accompanying notes to the financial statements are an integral part of this statement. 4

TemporarilyUnrestricted Restricted Total

Revenue, gains and other supportCity of Charlotte 3,785,200$ -$ 3,785,200$ Contributions - 2,571,601 2,571,601 Planning and development 125,000 - 125,000 Dividends and interest 30,335 - 30,335 Net unrealized and realized losses (27,164) - (27,164) Program income 948,618 - 948,618 Net assets released from restriction 1,137,189 (1,137,189) -

Total revenue, gains and other support 5,999,178 1,434,412 7,433,590

ExpensesProgram services 4,366,011 - 4,366,011 Management and general 325,525 - 325,525

Total expenses 4,691,536 - 4,691,536

Change in net assets 1,307,642 1,434,412 2,742,054

Net assets, beginning 1,871,823 251,000 2,122,823

Net assets, ending 3,179,465$ 1,685,412$ 4,864,877$

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATED STATEMENT OF ACTIVITIES

YEAR ENDED JUNE 30, 2011

The accompanying notes to the financial statements are an integral part of this statement. 5

TemporarilyUnrestricted Restricted Total

Revenue, gains and other supportCity of Charlotte 3,057,865$ -$ 3,057,865$ Contributions - 576,000 576,000 Planning and development 140,500 - 140,500 Dividends and interest 22,574 - 22,574 Net unrealized and realized gains 147,544 - 147,544 Program income 690,921 - 690,921Net assets released from restriction 400,000 (400,000) -

Total revenue, gains and other support 4,459,404 176,000 4,635,404

ExpensesProgram services 3,712,948 - 3,712,948 Management and general 345,232 - 345,232

Total expenses 4,058,180 - 4,058,180

Change in net assets 401,224 176,000 577,224

Net assets, beginning 1,470,599 75,000 1,545,599

Net assets, ending 1,871,823$ 251,000$ 2,122,823$

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED JUNE 30, 2012 AND 2011

The accompanying notes to the financial statements are an integral part of this statement. 6

2012 2011

Cash flows from operating activitiesChange in net assets 2,742,054$ 577,224$ Adjustments to reconcile change in net assets to net cash provided by operating activities:

Depreciation 46,867 38,138 Realized and unrealized (gains) losses on investments 27,164 (147,544) Loss on sale of fixed assets 24,695 - Changes in operating assets and liabilities:

Accounts receivable (491,463) (81,581) Contributions receivable (150,180) 21,000 Prepaid expenses (13,794) (26,180) Accounts payable 452,315 (70,362) Accrued expenses 545 (52,832) Deferred revenue (134,585) (59,715)

Net cash provided by operating activities 2,503,618 198,148

Cash from investing activitiesPurchases of property and equipment (856,233) (56,928) Purchases of investments (383,428) (396,868) Proceeds from sales of investments 361,574 382,306

Net cash used in investing activities (878,087) (71,490)

Net change in cash and cash equivalents 1,625,531 126,658

Cash and cash equivalents, beginning of year 979,609 852,951

Cash and cash equivalents, end of year 2,605,140$ 979,609$

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED JUNE 30, 2012 AND 2011

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Note 1—Summary of significant accounting policies Description of the business – Charlotte Center City Partners (“CCCP”) and CCCP Community Trust (“CCCPCT”) (formally known as Charlotte Artsfest, Inc.), collectively referred to as the “Organization”, are tax-exempt non-profit corporations organized under the laws of North Carolina in July 1978 and 2002, respectively. The Organization develops, sponsors and supports projects, programs and initiatives which build upon Charlotte center city and its surrounding neighborhoods. All significant intercompany balances and transactions have been eliminated in consolidation. Basis of presentation – The accompanying financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Net assets and revenue, expenses, gains and losses are classified based on the existence or absence of donor-imposed restrictions. Accordingly, net assets and changes therein are classified and reported as follows:

Unrestricted net assets – Net assets that are both undesignated and designated in nature. Undesignated, unrestricted net assets are those currently available for use in the day-to-day operation of the Organization. From time to time, the Board of Directors may designate certain amounts to be utilized or invested to meet specific objectives of the Organization. Such amounts are reflected as unrestricted, designated net assets. There were no designations of unrestricted net assets as of June 30, 2012 and 2011.

Temporarily restricted net assets – Net assets subject to donor-imposed stipulations that may or will be met, either by fulfillment of the donor-stipulated purpose and/or the passage of time. When a restriction expires, that is when a stipulated time restriction ends or purpose restriction is accomplished, temporarily restricted net assets are reclassified to unrestricted net assets and reported in the statement of activities as net assets released from restrictions. Permanently restricted net assets – Net assets subject to donor-imposed stipulations that they be maintained permanently by the Organization. Generally, the donors of these assets permit the Organization to use all of, or part of, the income earned on the related investments for general or specific purpose. At June 30, 2012 and 2011, the Organization did not have any permanently restricted net assets.

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED JUNE 30, 2012 AND 2011

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Note 1—Summary of significant accounting policies (continued) Revenue is reported as increases in unrestricted net assets unless use of the related assets is limited by donor-imposed restrictions. Expenses are reported as decreases in unrestricted net assets. Gains and losses on investments and other assets or liabilities are reported as increases or decreases in unrestricted net assets unless their use is restricted by explicit donor stipulation or by law. Expirations of temporary restrictions on net assets (i.e., the donor-stipulated purpose has been fulfilled and/or the stipulated time period has elapsed) are reported as reclassifications between the applicable classes of net assets. Contributions, including unconditional promises to give, are recognized as revenue in the period received. Conditional promises to give are not recognized until they become unconditional, that is, when the conditions on which they depend are substantially met. Contributions of assets other than cash are recorded at their estimated fair value. Contributions of cash and other assets are considered to be available for unrestricted use unless specifically restricted by the donor. Amounts received that are restricted for future periods or are restricted by the donor for specific purposes are reported as temporarily restricted support. Unconditional promises to give due in the next year are recorded at their net realizable value. Unconditional promises to give due in subsequent years are recorded at the present value of their net realizable value, using the Federal Treasury Constant Maturities rate adjusted for a 1.5% credit risk. Amortization of the resulting discount is taken into income as a contribution in subsequent years. Revenue recognition – Program revenue and other revenues are recorded when earned. Amounts billed or collected in advance of being earned are recorded as deferred revenue. Income taxes – CCCP and CCCPCT are exempt from federal income taxes under Section 501(c)(4) and Section 501(c)(3), respectively, of the Internal Revenue Code (the “Code”). They are liable for federal and state taxes on any unrelated business income, as defined in the Code. The Organization accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and attributable to certain tax deduction carryforwards. The Organization did not have any deferred tax assets or liabilities as of June 30, 2012 and 2011.

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED JUNE 30, 2012 AND 2011

9

Note 1—Summary of significant accounting policies (continued) The Organization follows the Financial Accounting Standards Board (“FASB”) guidance on accounting for uncertainty in income taxes. The guidance clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements by prescribing a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Organization’s policy is to record a liability for any tax position taken that is beneficial to the Organization, including any related interest and penalties, when it is more likely than not the position taken by management with respect to a transaction or class of transactions will be overturned by a taxing authority upon examination. Management believes there are no such positions as of June 30, 2012 or 2011 and, accordingly, no liability has been accrued. Advertising expense – The Organization expenses advertising costs as they are incurred. Total advertising costs (included in program expenses) for the years ended June 30, 2012 and 2011 were $87,645 and $100,273, respectively. Cash and cash equivalents – For purposes of the statements of cash flows, the Organization considers all highly liquid debt instruments with original maturities of three months or less to be cash equivalents. Investments – Investments in marketable securities with readily determinable fair values are valued in the statement of financial position at their fair value. Fair value is determined by reference to exchange or dealer-quoted market prices. If a quoted market price is not available, fair value is estimated using quoted market prices for similar investment securities. Changes in the fair value of securities are reflected as unrealized investment gains or losses in the accompanying statements of activities. Accounts receivable – Accounts receivable consist of trade accounts receivable and are stated at cost less an allowance for doubtful accounts. Management’s determination of the allowance for doubtful accounts is based on an evaluation of the accounts receivable, past experience, current economic conditions, and other risks inherent in the accounts receivable portfolio. Charge-offs are determined on a case-by-case basis.

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED JUNE 30, 2012 AND 2011

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Note 1—Summary of significant accounting policies (continued) Property and equipment – Property and equipment are stated at cost and depreciated using the straight-line and double-declining methods over the estimated useful lives of the assets. Expenditures for acquisitions, renewals and betterments are capitalized, whereas maintenance and repair costs are expensed as incurred. Expenditures paid to third parties for the development of computer software are capitalized. When assets are retired or disposed of, the cost and accumulated depreciation thereon are removed from the accounts and any gains or loss are included in unrestricted revenue. These assets are reviewed for impairment whenever changes in circumstances indicate the carrying value of an asset may not be recoverable. The estimated useful lives of assets are as follows: Signs and markers 7 - 15 years Furniture and equipment 3 - 10 years Leasehold improvements 7 years Deferred revenues – The Organization collects revenue from event and project sponsors in advance of events and projects. Sponsorships received in advance are recorded as deferred revenue until earned in the next fiscal year. Functional allocation of expenses – The costs of providing the various programs and other activities have been summarized on a functional basis. Accordingly, certain costs have been allocated among the programs and supporting services benefited. Use of estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities. Estimates and assumptions may also affect disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expense during the reporting period. Actual results could differ from management’s estimates. Donated services – A number of volunteers, including unpaid interns, contribute significant amounts of time to further the Organization’s programs. The value of this contributed time does not meet the criteria for recognition of contributed services and, accordingly, is not reflected as support in the accompanying consolidated financial statements. Reclassifications – Certain 2011 amounts have been reclassified, where appropriate, to correspond with the 2012 financial statement presentation.

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED JUNE 30, 2012 AND 2011

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Note 2—Concentration of credit risk Financial instruments that potentially subject the Organization to concentrations of credit risk consist principally of unsecured accounts receivable and cash and cash equivalents. The Organization’s revenues are received principally through agreements with the City of Charlotte (the “City”) whereby the City imposes a special property tax on businesses and individuals located within certain Municipal Service Districts (the “districts”) as defined in the agreements. The City pays CCCP the total amount of revenues collected from each of the districts. In exchange, CCCP is obligated to develop programs and coordinate events to promote revitalization, growth, economic stability, cultural development and historic preservation of the districts. The Organization places its cash and cash equivalents on deposit with financial institutions in the United States. The Federal Deposit Insurance Corporation (FDIC) covers $250,000 for substantially all depository accounts and temporarily provides unlimited coverage through December 31, 2012 for certain qualifying and participating non-interest bearing transaction accounts. The Organization from time to time may have amounts on deposit in excess of the insured limits. Note 3—Contributions receivable The Organization entered into an agreement with the City whereby the Organization and the City shall each be obligated to pay fifty percent of the capital and operating costs of the Gold Rush trolley buses (formally the Uptown Circular Service). The buses will be owned and operated by the City through the Charlotte Area Transit System (“CATS”). In connection with this agreement, the Organization has ongoing efforts to solicit, collect and remit private donations to CATS for the purpose of funding the amortization of capital costs associated with the purchasing of the trolley buses and funding annual operations. The total obligation under the agreement with the City was $374,000 and $325,000 for each of the fiscal years ending June 30, 2012 and 2011, respectively. Funding obligations are negotiated on an annual basis. The agreement will remain in effect until June 30, 2014, at which time the buses will remain the property of the City. In 2012, the Organization also solicited contributions to fund the capitalization and operation of the Charlotte B-Cycle program. These contributions are restricted for use of funding the initial and subsequent purchases of program assets and providing supplemental funds to support the continued operations of the program. In connection with these programs, the Organization has received pledges from several businesses in the uptown area to assist with the funding requirements under the agreement. As of June 30, 2012 and 2011, the Organization had contributions receivable totaling $443,180 and $294,000, respectively.

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED JUNE 30, 2012 AND 2011

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Note 3—Contributions receivable (continued) All contribution revenue on the consolidated statements of activities relate to the Gold Rush trolley and Charlotte B-Cycle programs. Companies employing board members of the Organization contributed $311,601 and $416,000 in 2012 and 2011, respectively. Note 4—Investments The following is a summary of investments at June 30, 2012:

Cost Fair Value

Equities 492,342$ 515,795$ Fixed income 326,145 330,213 Short-term reserves and other 54,421 47,744

872,908$ 893,752$

The following is a summary of investments at June 30, 2011:

Cost Fair Value

Equities 520,430$ 588,955$ Fixed income 222,738 232,600 Short-term reserves and other 79,300 77,507

822,468$ 899,062$

The Organization’s investments are exposed to various risks such as interest rates, market, liquidity and credit risks. Due to the current and potential future volatility in the financial markets, it is possible that changes in the investment values and liquidity could occur in the near term and could materially affect the reported investment values in the accompanying statement of financial position.

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED JUNE 30, 2012 AND 2011

13

Note 4—Investments (continued) Investment income is comprised of the following for the years ended June 30:

2012 2011

Dividends and interest 30,335$ 22,574$ Unrealized gain (loss) (50,487) 117,429 Realized gain 23,323 30,115

3,171$ 170,118$

Investment fees incurred in connection with financial management services totaled $7,263 and $7,000 for the years ended June 30, 2012 and 2011, respectively. Note 5—Fair value measurements The Organization utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. Under the fair value guidance, the Organization groups assets and liabilities at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. The three levels are:

Level 1 – Financial instruments with unadjusted, quoted prices listed on active market exchanges for identical investments at the reporting date.

Level 2 – Financial instruments valued using pricing inputs other than quoted prices in active markets, which are either directly or indirectly observable at the reporting date. Fair value is determined through use of models or other valuation methodologies. At June 30, 2012 and 2011, the organization did not hold any investments considered to be level 2.

Level 3 – Financial instruments that are not actively traded on a market exchange and require use of significant unobservable inputs in determining fair value. The inputs into the determination of fair value require significant judgment. At June 30, 2012 and 2011, the organization did not hold any investments considered to be level 3.

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED JUNE 30, 2012 AND 2011

14

Note 5—Fair value measurements (continued) The Organization’s investments carried at fair value are classified by the following fair value hierarchy levels as of June 30:

Level 1 Level 2 Level 3 Total

Money market 26,497$ -$ -$ 26,497$ Fixed income

Domestic mutual funds 279,725 - - 279,725 International mutual funds 50,488 - - 50,488

EquitiesConsumer discretionary 23,701 - - 23,701 Consumer staples 58,334 - - 58,334 Energy 9,598 - - 9,598 Financials 3,735 - - 3,735 Health care 37,495 - - 37,495 Industrials 14,989 - - 14,989 Information technology 41,359 - - 41,359 Materials 7,094 - - 7,094 Telecommunication services 27,269 - - 27,269 Utilities 16,300 - - 16,300 International equities 44,420 - - 44,420 Domestic mutual funds 84,942 - - 84,942 International mutual funds 146,559 - - 146,559

Real asset fundsReal estate investment funds 5,853 - - 5,853 Real asset funds 15,394 - - 15,394

Total investments at fair value 893,752$ -$ -$ 893,752$

2012

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED JUNE 30, 2012 AND 2011

15

Note 5—Fair value measurements (continued)

Level 1 Level 2 Level 3 Total

Money market 54,033$ -$ -$ 54,033$ Fixed income

Domestic mutual funds 183,013 - - 183,013 International mutual funds 49,587 - - 49,587

EquitiesConsumer discretionary 29,496 - - 29,496 Consumer staples 49,893 - - 49,893 Energy 12,875 - - 12,875 Financials 6,457 - - 6,457 Health care 38,928 - - 38,928 Industrials 16,754 - - 16,754 Information technology 32,608 - - 32,608 Materials 7,608 - - 7,608 Telecommunication services 17,909 - - 17,909

Utilities 27,270 - - 27,270 International equities 60,639 - - 60,639 Domestic mutual funds 102,336 - - 102,336 International mutual funds 186,182 - - 186,182

Real asset fundsReal estate investment funds 2,517 - - 2,517 Real asset funds 20,957 - - 20,957

Total investments at fair value 899,062$ -$ -$ 899,062$

2011

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED JUNE 30, 2012 AND 2011

16

Note 6—Property and equipment Property and equipment consists of the following at June 30:

2012 2011

Signs and markers 69,497$ 146,247$ Furniture and equipment 1,117,412 310,893 Website 48,450 - Leasehold improvements 33,409 32,145

1,268,768 489,285

Less: accumulated depreciation (297,235) (302,423) 971,533$ 186,862$

Depreciation expense for the years ended June 30, 2012 and 2011 was $46,867 and $38,138, respectively. Note 7—Net assets Temporarily restricted net assets at June 30, 2012 and 2011 totaled $1,685,412 and $251,000, respectively, and were restricted for the purpose of funding the Organization’s obligation on the agreement with the City relating to the Gold Rush trolley buses and for funding of the Charlotte B-Cycle program (see Note 3). Note 8—Employee benefit plans The Organization maintains a defined contribution 401(k) Savings and Retirement Plan for all eligible employees. The Organization contributes 3% of the eligible employee’s salary to the plan. The Organization has the option to make a discretionary profit-sharing contribution at year end of a maximum additional 4%. Contributions under the plan totaled $91,682 and $93,343 for the years ending June 30, 2012 and 2011, respectively.

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED JUNE 30, 2012 AND 2011

17

Note 9—Leases The Organization has entered into various operating leases for their office space, storage space and copiers. The office space lease requires monthly payments ranging from $12,046 to $16,675 over the term of the lease which expires on December 1, 2018. Payments increase annually by 3%. The storage space lease requires monthly payments ranging from $500 to $530 for a three-year term beginning on May 1, 2009 and continuing through April 30, 2012. The prior copier lease required monthly payments of $500 for a three-year term beginning on May 1, 2008 and continuing through April 30, 2011. The new copier lease requires monthly payments of $563 for a three-year term beginning on May 1, 2011 and continuing through April 30, 2014. The following are future minimum lease payments for the years ending June 30:

2013 175,169$ 2014 179,659 2015 178,671 2016 184,032 Thereafter 287,658

1,005,189$

Rent expense under these leases totaled $198,159 and $185,669 for the years ended June 30, 2012 and 2011, respectively. Note 10—Commitments and contingencies In 2012, the Organization made a conditional pledge to the Charlotte Knights baseball team. The pledge totaled $750,000 and is anticipated to be funded over a 20 year period beginning upon completion of a Charlotte Knights baseball stadium located in Charlotte Center City. Note 11—Related-Party Transactions During the year ended June 30, 2012, the Organization entered into an agreement with 7th Street Public Market (the “Market”). This agreement states the Organization will provide functional support in management, programming, operations, fundraising, finance, marketing and strategic planning services for the Market for an 18-24 month time frame, to be reviewed after 12 months and again at 18 months. These services will be provided as in-kind contribution.

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED JUNE 30, 2012 AND 2011

18

Note 12—Subsequent events In July 2012, the Organization entered into a non-interest bearing note receivable agreement with the Market totaling $100,000. The principal balance of this note shall be due and payable in two annual installments at June 30th of $25,000 and the last installment of $50,000, maturing on June 30, 2015. The Organization has evaluated subsequent events through October 18, 2012, in connection with the preparation of these consolidated financial statements which is the date the financial statements were available to be issued.

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Accompanying Information

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATING STATEMENTS OF FINANCIAL POSITION

JUNE 30, 2012

19

Charlotte Center CCCPCity Partners Community Trust Eliminations Consolidated

Current assetsCash and cash equivalents 975,964$ 1,629,176$ -$ 2,605,140$ Accounts receivable 655,972 1,000 - 656,972 Contributions receivable 193,180 250,000 - 443,180 Prepaid expenses 72,382 10,950 - 83,332 Security deposit 12,546 - - 12,546 Due from CCCP Community Trust 21,720 - (21,720) -

Total current assets 1,931,764 1,891,126 (21,720) 3,801,170

Property and equipment, net 209,935 761,598 - 971,533 Investments 893,752 - - 893,752

Total assets 3,035,451$ 2,652,724$ (21,720)$ 5,666,455$

Current liabilities288,615$ 368,867$ -$ 657,482$ 74,421 7,975 - 82,396

- 21,720 (21,720) - 61,700 - - 61,700

Total current liabilities 424,736 398,562 (21,720) 801,578

Net assetsUnrestricted 2,412,225 767,240 - 3,179,465 Temporarily restricted 198,490 1,486,922 - 1,685,412

Total net assets 2,610,715 2,254,162 - 4,864,877

Total liabilities and net assets 3,035,451$ 2,652,724$ (21,720)$ 5,666,455$

Deferred revenueDue to CCCP

Accounts payableAccrued expenses

ASSETS

LIABILITIES AND NET ASSETS

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATING STATEMENTS OF FINANCIAL POSITION

JUNE 30, 2011

20

Charlotte Center CCCPCity Partners Community Trust Eliminations Consolidated

Current assetsCash and cash equivalents 951,116$ 28,493$ -$ 979,609$ Accounts receivable 164,509 - - 164,509 Contributions receivable 294,000 - - 294,000 Prepaid expenses 53,473 16,065 - 69,538 Security deposit 12,546 - - 12,546 Due from CCCP Community Trust 72,408 - (72,408) -

Total current assets 1,548,052 44,558 (72,408) 1,520,202

Property and equipment, net 170,663 16,199 - 186,862 Investments 899,062 - - 899,062 Long-term note receivable 247,000 - (247,000) -

Total assets 2,864,777$ 60,757$ (319,408)$ 2,606,126$

Current liabilities205,167$ -$ -$ 205,167$ 71,851 10,000 - 81,851

- 72,408 (72,408) - 177,000 19,285 - 196,285

Total current liabilities 454,018 101,693 (72,408) 483,303

Long-term note payable - 247,000 (247,000) -

Total liabilities 454,018 348,693 (319,408) 483,303

Net assetsUnrestricted 2,159,759 (287,936) - 1,871,823 Temporarily restricted 251,000 - - 251,000

Total net assets 2,410,759 (287,936) - 2,122,823

Total liabilities and net assets 2,864,777$ 60,757$ (319,408)$ 2,606,126$

Deferred revenueDue to CCCP

Accounts payableAccrued expenses

ASSETS

LIABILITIES AND NET ASSETS

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATING STATEMENTS OF ACTIVITIES

YEAR ENDED JUNE 30, 2012

21

Temporarily Temporarily TemporarilyUnrestricted Restricted Total Unrestricted Restricted Total Unrestricted Restricted Total

Revenue, gains and other supportCity of Charlotte 3,785,200$ -$ 3,785,200$ -$ -$ -$ 3,785,200$ -$ 3,785,200$ Contributions - 321,601 321,601 - 2,250,000 2,250,000 - 2,571,601 2,571,601 Planning and development 125,000 - 125,000 - - - 125,000 - 125,000 Dividends and interest 30,335 - 30,335 - - - 30,335 - 30,335 Net unrealized and realized losses (27,164) - (27,164) - - - (27,164) - (27,164) Program income 281,265 - 281,265 667,353 - 667,353 948,618 - 948,618 Loan forgiveness (247,000) - (247,000) 247,000 - 247,000 - - - Management services contribution (260,596) - (260,596) 260,596 - 260,596 - - -

3,687,040 321,601 4,008,641 1,174,949 2,250,000 3,424,949 4,861,989 2,571,601 7,433,590

374,111 (374,111) - 763,078 (763,078) - 1,137,189 (1,137,189) -

Total revenue, gains and other support 4,061,151 (52,510) 4,008,641 1,938,027 1,486,922 3,424,949 5,999,178 1,434,412 7,433,590

ExpensesProgram services 3,497,767 - 3,497,767 868,244 - 868,244 4,366,011 - 4,366,011 Management and general 310,918 - 310,918 14,607 - 14,607 325,525 - 325,525

Total expenses 3,808,685 - 3,808,685 882,851 - 882,851 4,691,536 - 4,691,536

Change in net assets 252,466 (52,510) 199,956 1,055,176 1,486,922 2,542,098 1,307,642 1,434,412 2,742,054

Net assets, beginning 2,159,759 251,000 2,410,759 (287,936) - (287,936) 1,871,823 251,000 2,122,823

Net assets, ending 2,412,225$ 198,490$ 2,610,715$ 767,240$ 1,486,922$ 2,254,162$ 3,179,465$ 1,685,412$ 4,864,877$

Net assets released from restrictions

CCCP CCCP Community Trust Consolidated

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATING STATEMENTS OF ACTIVITIES

YEAR ENDED JUNE 30, 2011

22

Temporarily Temporarily TemporarilyUnrestricted Restricted Total Unrestricted Restricted Total Unrestricted Restricted Total

Revenue, gains and other supportCity of Charlotte 3,057,865$ -$ 3,057,865$ -$ -$ -$ 3,057,865$ -$ 3,057,865$ Contributions - 576,000 576,000 - - - - 576,000 576,000 Planning and development 140,500 - 140,500 - - - 140,500 - 140,500 Dividends and interest 22,574 - 22,574 - - - 22,574 - 22,574 Net unrealized and realized gains 147,544 - 147,544 - - - 147,544 - 147,544 Program income 256,755 - 256,755 434,166 - 434,166 690,921 - 690,921 Management services contribution (270,503) - (270,503) 270,503 - 270,503 - - -

3,354,735 576,000 3,930,735 704,669 - 704,669 4,059,404 576,000 4,635,404

400,000 (400,000) - - - - 400,000 (400,000) -

Total revenue, gains and other support 3,754,735 176,000 3,930,735 704,669 - 704,669 4,459,404 176,000 4,635,404

ExpensesProgram services 3,014,971 - 3,014,971 697,977 - 697,977 3,712,948 - 3,712,948 Management and general 336,153 - 336,153 9,079 - 9,079 345,232 - 345,232

Total expenses 3,351,124 - 3,351,124 707,056 - 707,056 4,058,180 - 4,058,180

Change in net assets 403,611 176,000 579,611 (2,387) - (2,387) 401,224 176,000 577,224

Net assets, beginning 1,756,148 75,000 1,831,148 (285,549) - (285,549) 1,470,599 75,000 1,545,599

Net assets, ending 2,159,759$ 251,000$ 2,410,759$ (287,936)$ -$ (287,936)$ 1,871,823$ 251,000$ 2,122,823$

CCCP CCCP Community Trust Consolidated

Net assets released from restrictions

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATING STATEMENTS OF CASH FLOWS

YEAR ENDED JUNE 30, 2012

23

Charlotte Center CCCPCity Partners Community Trust Eliminations Consolidated

Cash flows from operating activitiesChange in net assets 199,956$ 2,542,098$ -$ 2,742,054$

Depreciation 41,859 5,008 - 46,867 Realized and unrealized losses on investments 27,164 - - 27,164 Loss on sale of fixed assets 24,695 - - 24,695

Changes in operating assets and liabilities:(491,463) - - (491,463)

Contributions receivable 100,820 (251,000) - (150,180) Prepaid expenses (18,909) 5,115 - (13,794) Due to/from affiliates 297,688 (297,688) - - Accounts payable 83,448 368,867 - 452,315 Accrued expenses 2,570 (2,025) - 545 Deferred revenue (115,300) (19,285) - (134,585)

152,528 2,351,090 - 2,503,618

Cash from investing activitiesPurchases of property and equipment (105,826) (750,407) - (856,233) Purchases of investments (383,428) - - (383,428) Proceeds from sale of investments 361,574 - - 361,574

(127,680) (750,407) - (878,087)

24,848 1,600,683 - 1,625,531

Cash and cash equivalents, beginning of year 951,116 28,493 - 979,609

Cash and cash equivalents, end of year 975,964$ 1,629,176$ -$ 2,605,140$

Net change in cash and cash equivalents

Net cash provided by operating activities

Net cash used in investing activities

Adjustments to reconcile change in net assets to

Accounts receivable

cash provided by operating activities:

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATING STATEMENTS OF CASH FLOWS

YEAR ENDED JUNE 30, 2011

24

Charlotte Center CCCPCity Partners Community Trust Eliminations Consolidated

Cash flows from operating activitiesChange in net assets 579,611$ (2,387)$ -$ 577,224$

Depreciation 35,923 2,215 - 38,138 Realized and unrealized gains on investments (147,544) - - (147,544)

Changes in operating assets and liabilities:(104,801) 23,220 - (81,581)

Contributions receivable 21,000 - - 21,000 Prepaid expenses (10,115) (16,065) - (26,180) Due to/from affiliates 14,592 (14,592) - - Accounts payable (80,224) 9,862 - (70,362) Accrued expenses (52,832) - - (52,832) Deferred revenue (79,000) 19,285 - (59,715)

176,610 21,538 - 198,148

Cash from investing activitiesPurchases of property and equipment (45,488) (11,440) - (56,928) Purchases of investments (396,868) - - (396,868) Proceeds from sale of investments 382,306 - - 382,306

(60,050) (11,440) - (71,490)

116,560 10,098 - 126,658

Cash and cash equivalents, beginning of year 834,556 18,395 - 852,951

Cash and cash equivalents, end of year 951,116$ 28,493$ -$ 979,609$

Net change in cash and cash equivalents

Net cash provided by operating activities

Net cash used in investing activities

Adjustments to reconcile change in net assets to

Accounts receivable

cash provided by operating activities:

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATING STATEMENTS OF FUNCTIONAL EXPENSES

YEAR ENDED JUNE 30, 2012

25

Management Management ManagementProgram and General Total Program and General Total Program and General Total

Direct program expensesProjects and services 1,075,719$ -$ 1,075,719$ 34,163$ -$ 34,163$ 1,109,882$ -$ 1,109,882$ Events 315,121 - 315,121 573,485 - 573,485 888,606 - 888,606 Planning and development 306,375 - 306,375 - - - 306,375 - 306,375

Total direct program expenses 1,697,215 - 1,697,215 607,648 - 607,648 2,304,863 - 2,304,863

Personnel expenseSalaries 1,038,824 114,144 1,152,968 260,596 - 260,596 1,299,420 114,144 1,413,564 Payroll taxes and fringe benefits 382,191 41,994 424,185 - - - 382,191 41,994 424,185

Total personnel expense 1,421,015 156,138 1,577,153 260,596 - 260,596 1,681,611 156,138 1,837,749

Operating expensesPrinting and publication 1,777 220 1,997 - - - 1,777 220 1,997 Parking 31,227 3,860 35,087 - - - 31,227 3,860 35,087 Professional fees 35,100 47,008 82,108 - 7,115 7,115 35,100 54,123 89,223 Rent expense 159,335 38,824 198,159 - - - 159,335 38,824 198,159 Office expense 31,873 3,939 35,812 - 2,484 2,484 31,873 6,423 38,296 Telephone, cable and internet 37,943 4,690 42,633 - - - 37,943 4,690 42,633 Insurance 11,104 1,372 12,476 - - - 11,104 1,372 12,476 Meetings, conferences and training 37,913 4,686 42,599 - - - 37,913 4,686 42,599 Dues and subscriptions 8,570 1,059 9,629 - - - 8,570 1,059 9,629 Depreciation - 41,859 41,859 - 5,008 5,008 - 46,867 46,867 Loss on disposal of fixed assets 24,695 - 24,695 - - - 24,695 - 24,695 Investment expense - 7,263 7,263 - - - - 7,263 7,263

Total operating expenses 379,537 154,780 534,317 - 14,607 14,607 379,537 169,387 548,924

Total expenses 3,497,767$ 310,918$ 3,808,685$ 868,244$ 14,607$ 882,851$ 4,366,011$ 325,525$ 4,691,536$

CCCP CCCP Community Trust Consolidated

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CHARLOTTE CENTER CITY PARTNERS AND CCCP COMMUNITY TRUST

CONSOLIDATING STATEMENTS OF FUNCTIONAL EXPENSES

YEAR ENDED JUNE 30, 2011

26

Management Management ManagementProgram and General Total Program and General Total Program and General Total

Direct program expensesProjects and services 717,779$ -$ 717,779$ -$ -$ -$ 717,779$ -$ 717,779$ Events 267,559 - 267,559 427,474 - 427,474 695,033 - 695,033 Planning and development 323,920 - 323,920 - - - 323,920 - 323,920

Total direct program expenses 1,309,258 - 1,309,258 427,474 - 427,474 1,736,732 - 1,736,732

Personnel expenseSalaries 1,009,260 115,890 1,125,150 270,503 - 270,503 1,279,763 115,890 1,395,653 Payroll taxes and fringe benefits 357,106 41,006 398,112 - - - 357,106 41,006 398,112

Total personnel expense 1,366,366 156,896 1,523,262 270,503 - 270,503 1,636,869 156,896 1,793,765

Operating expensesPrinting and publication 788 108 896 - - - 788 108 896 Parking 32,484 4,430 36,914 - - - 32,484 4,430 36,914 Professional fees 4,600 76,297 80,897 - 6,864 6,864 4,600 83,161 87,761 Rent expense 147,285 37,134 184,419 - - - 147,285 37,134 184,419 Office expense 26,068 4,705 30,773 - - - 26,068 4,705 30,773 Telephone, cable and internet 36,997 5,045 42,042 - - - 36,997 5,045 42,042 Insurance 14,940 2,037 16,977 - - - 14,940 2,037 16,977 Meetings, conferences and training 66,080 5,200 71,280 - - - 66,080 5,200 71,280 Dues and subscriptions 10,105 1,378 11,483 - - - 10,105 1,378 11,483 Depreciation - 35,923 35,923 - 2,215 2,215 - 38,138 38,138 Investment expense - 7,000 7,000 - - - - 7,000 7,000

Total operating expenses 339,347 179,257 518,604 - 9,079 9,079 339,347 188,336 527,683

Total expenses 3,014,971$ 336,153$ 3,351,124$ 697,977$ 9,079$ 707,056$ 3,712,948$ 345,232$ 4,058,180$

CCCP CCCP Community Trust Consolidated