YOUNG WOMENS CHRISTIAN ASSOCIATION OF SALEM, OREGON FINANCIAL STATEMENTS Year Ended September 30, 2012

475 Cottage Street NE, Suite 200, Salem, Oregon 97301 (503) 581-7788

INDEPENDENT AUDITOR'S REPORT

Board of Directors Young Womens Christian Association of Salem, Oregon 1255 Broadway NE, Suite 110 Salem, Oregon 97301 We have audited the accompanying statement of financial position of Young Women's Christian Association of Salem, Oregon (the Association) as of September 30, 2012, and the related statements of activities and cash flows for the year then ended. These financial statements are the responsibility of the Associations management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free 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 audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Young Women's Christian Association of Salem, Oregon as of September 30, 2012, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The schedule of functional expenses by program on page 11 is presented for the purpose of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

CERTIFIED PUBLIC ACCOUNTANTS July *, 2013

YOUNG WOMENS CHRISTIAN ASSOCIATION OF SALEM, OREGON

STATEMENT OF FINANCIAL POSITION SEPTEMBER 30, 2012

ASSETS Current Assets Cash and cash equivalents - unrestricted Cash and cash equivalents - restricted Accounts receivable Prepaid expenses Total Current Assets Land, Buildings and Equipment, net Intangible Assets, net Total Assets LIABILITIES AND NET ASSETS Current Liabilities Accounts payable Accrued expenses Accrued payroll taxes and benefits liabilities Accrued vacation Current portion of long-term debt Total Current Liabilities Long-term Debt Total Liabilities Net Assets Unrestricted Restricted Total Net Assets Total Liabilities and Net Assets

1,322,534 68,708 42,925 10,000 1,444,167 2,298,810 5,358

3,748,335

51,773 1,262 8,059 10,140 12,330 83,564 479,153 562,717

3,158,589 27,029 3,185,618 $ 3,748,335

The accompanying notes are an integral part of the financial statements. -2-

YOUNG WOMENS CHRISTIAN ASSOCIATION OF SALEM, OREGON

STATEMENT OF ACTIVITIES YEAR ENDED SEPTEMBER 30, 2012

Unrestricted SUPPORT AND REVENUES Support Contributions Contributions in-kind Bequests United Way allocations Grants Total Support Revenue Special events Program service fees Sales to public Investment income Miscellaneous revenue Gain on sale of land, buildings and equipment Net assets released from restrictions Total Revenues Total Support and Revenues EXPENSES Program Services Cope Womens Health Salem Outreach Shelter DaVinci Girls Healthy Kids Building expenses Supporting Services Fundraising Administration Total Expenses TOTAL CHANGE IN NET ASSETS NET ASSETS, Beginning of year NET ASSETS , End of year

Temporarily Restricted

Total

236,299 157,769 1,284,188 17,101 259,871 1,955,228

851 19,209 20,060

237,150 157,769 1,303,397 17,101 259,871 1,975,288

136,035 108,537 6,193 7,691 56,164 (931) 23,136 336,825 2,292,053

19,204 10,901 (23,136) 6,969 27,029

155,239 108,537 6,193 7,691 67,065 (931) 343,794 2,319,082

102,682 154,639 433,191 26,166 32,376 3,701 160,395 365,570 1,278,720 1,013,333 2,145,256 $ 3,158,589 $

27,029 27,029

102,682 154,639 433,191 26,166 32,376 3,701 160,395 365,570 1,278,720 1,040,362 2,145,256 $ 3,185,618

The accompanying notes are an integral part of the financial statements. -3-

YOUNG WOMENS CHRISTIAN ASSOCIATION OF SALEM, OREGON

STATEMENT OF CASH FLOWS YEAR ENDED SEPTEMBER 30, 2012

CASH FLOWS FROM OPERATING ACTIVITIES Change in net assets Adjustments to reconcile the change in net assets to net cash provided by operating activities: Depreciation and amortization Gain on sale of equipment Loss on refinance Changes in assets and liabilities: Receivables Prepaid and deferred expenses Accounts payable Accrued liabilities Accrued vacation Deferred revenues Net Cash Provided by Operating Activities CASH FLOWS FROM INVESTING ACTIVITIES Procedes from sale of investments Additions to buildings and equipment Net Cash Used in Investing Activities CASH FLOWS FROM FINANCING ACTIVITIES Repayments of long-term debt Proceeds from long-term debt Loan fees Net Cash Provided by Financing Activities NET CHANGE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS , Beginning of year CASH AND CASH EQUIVALENTS , End of year

1,040,362

75,220 633 4,056 3,964 (10,000) 16,200 (2,822) (4,824) (16,950) 1,105,839

1,717 (17,958) (16,241)

(436,517) 500,000 (5,495) 57,988 1,147,586 243,656 $ 1,391,242

SUPPLEMENTAL CASH FLOW INFORMATION: Interest paid during year

37,488

The accompanying notes are an integral part of the financial statements. -4-

YOUNG WOMENS CHRISTIAN ASSOCIATION OF SALEM, OREGON

NOTES TO FINANCIAL STATEMENTS YEAR ENDED SEPTEMBER 30, 2012 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization YWCA Salem is dedicated to eliminating racism, empowering women and promoting peace, justice, freedom and dignity for all. Since 1914, YWCA Salem has been providing crucial services to ensure Marion and Polk County women, girls and families are healthy, empowered and supported. YWCA Salem focuses local resources on priority needs of the community while upholding the legacy and spirit of the national YWCA movement dedicated to empowering women and eliminating racism. YWCA Salems three focus areas, Shelter, Health, and Empowerment, provide vital services for Marion and Polk County women, girls and families. The shelter feeds and supports homeless families as they transition from homelessness to housing and stability. The Womens Health Resource Center provides education, support and access to healthcare, including free breast cancer screenings and support to survivors of all stages of breast cancer and works with other community organizations around nutrition and health. Empowerment services provide support and training to families in crisis, give young girls access to science, technology, engineering and math programs, provides leadership opportunities, enrichment activities and provides training for families going through divorce. Basis of Accounting and Presentation The accompanying financial statements of the Association have been prepared in accordance with standards of accounting and financial reporting under ASC 958 Not-for-Profit Entities and the AICPA Audit and Accounting Guide, Not-for-Profit Entities. Under this authoritative guidance, the Association is required to provide financial statements which are prepared to focus on the Association as a whole. These financial statements have been prepared on the accrual basis of accounting. Using this method, revenues are recognized when earned and expenses are recognized when incurred. Net assets and revenues, gains and losses are classified based on donor imposed restrictions. Accordingly, net assets of the Association and changes therein are classified and reported as follows: Unrestricted Resources over which the Board of Directors (the Board) has discretionary control. Temporarily Restricted Resources subject to donor imposed restrictions, which will be satisfied by actions of the Association or passage of time. Permanently Restricted Resources subject to donor imposed restrictions, to be maintained by the Association in perpetuity. Earnings from such assets are available for Association operations subject to donor restrictions. Currently the Association does not have any permanently restricted net assets. Income Taxes The Association is a tax-exempt organization under Section 501(c)(3) of the Internal Revenue Code. The Association has been determined by the Internal Revenue Service not to be a "private foundation" within the meaning of Section 509(a) of the Internal Revenue Code. Accordingly, the Association is not subject to federal or state income tax. -5-

YOUNG WOMENS CHRISTIAN ASSOCIATION OF SALEM, OREGON

NOTES TO FINANCIAL STATEMENTS YEAR ENDED SEPTEMBER 30, 2012 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Income Taxes (Continued) The Association follows the provisions Accounting Standards Codification (ASC) Accounting for Uncertainty in Income Taxes 740. ASC 740 prescribes a threshold for determining when an income tax benefit can be recognized, which is a higher threshold than the one imposed for claiming deductions on income tax returns. The Associations federal and state income tax returns are subject to possible examination by the taxing authorities until the expiration of the related statutes of limitations on those tax returns. In general, the federal and state income tax returns have a three year statute of limitations. The Association would recognize accrued interest and penalties associated with uncertain tax provisions, if any, as part of the income tax provision. As of September 30, 2012, the Association has no uncertain tax positions that qualify for either recognition or disclosure in the financial statements based on this guidance. Cash and Cash Equivalents Cash consists of deposits in checking and savings accounts. The Association maintains cash balances in banks which are insured by the Federal Deposit Insurance Corporation up to legal limits. At times such balances may have exceeded insured limits. The Association has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on its cash and investments. Restricted cash in the amount of $68,708 is held in the 501(c) agencies trust account as of September 30, 2012. Direct write-off of Uncollectible receivable The Association writes-off uncollectible amounts based on an analysis of the specific receivable, taking into consideration the age of past due accounts and an assessment of the probability of receiving funds. No allowance for doubtful accounts is used. Functional Allocation of Expenses The costs of providing the various programs and supporting services have been summarized on a functional basis in the statement of functional expenses. Accordingly, certain costs have been allocated among the programs and supporting services, principally on the basis of staff effort expended in each of the service areas. Land, Building and Equipment Land, buildings and equipment are stated at cost, or if donated, at the approximate fair market value at the date of donation. Depreciation is calculated using the straight-line method over the estimated useful lives ranging from three to thirty-nine and one-half years. Support and Expenses Contributions received and unconditional promises to give are measured at their fair values and are reported as an increase in net assets. The Association reports gifts of cash and other assets as restricted support if they are received with donor stipulations that limit the use of the donated assets, or if they are designated as support for future periods. When a donor restriction expires, that is, when a time restriction ends or purpose restriction is accomplished, temporarily restricted net assets are reclassified to unrestricted net assets and reported in the statement of activity as net assets released from restrictions. Donor-restricted contributions whose restrictions are met in the same reporting period are reported as unrestricted support.

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YOUNG WOMENS CHRISTIAN ASSOCIATION OF SALEM, OREGON

NOTES TO FINANCIAL STATEMENTS (Continued) YEAR ENDED SEPTEMBER 30, 2012 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Concentration of Credit Risk The Association holds its cash and investments in many types of financial instruments. Certain investments are either not insured or the balances exceed federally insured limits. The Association has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on its cash. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Compensated Absences The Association has a policy which permits employees to accumulate compensated absences benefits as paid time off earned on each pay period based upon length of service ranging from 144 to 240 hours per year for full time employees. Hours are pro-rated for part time employees. Employees may carry over a maximum of 40 hours from one year to the next; which must be used within 90 days, an employee may accrue up to a maximum of 240 hours at any one point.

DONATED SERVICES, MATERIALS AND FACILITIES A substantial number of volunteers have donated significant amounts of their time to the Association's program services. No amounts have been recognized in the accompanying statements of activities and changes in net assets because the criteria for recognition of such volunteer effort, as required by the Accounting for Contributions Received and Contributions Made topic of the ASC, has not been satisfied, but is estimated as follows:

Volunteer hours In-kind donations

4,700 150,770

Professional volunteer hours that have met the criteria for recognition in the year ending 9/30/2012 are in the amount of $26,795.

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YOUNG WOMENS CHRISTIAN ASSOCIATION OF SALEM, OREGON

NOTES TO FINANCIAL STATEMENTS (Continued) YEAR ENDED SEPTEMBER 30, 2012 LAND, BUILDINGS AND EQUIPMENT Land, Buildings and equipment consisted of the following at September 30, 2012:

Nondepreciable Land Artwork Depreciable Buildings and equipment Less: Accumulated depreciation Fixed assets, net
RECEIVABLES Receivables consist of the following at September 30, 2012:

24,000 32,950 2,502,915 (261,055)

2,298,810

Grants Job growers contract Other

7,798 31,520 3,608 42,925

Receivables are stated at cost and are unsecured. Management determines receivables are past due based on individual agreements and charges off accounts when they are determined uncollectible. There were no Receivables more than 90 days past due as of September 30, 2012.

RETIREMENT PLAN The Association participates in the YWCA Retirement Fund. All employees who are regularly employed half-time or more, or who have completed 1,000 hours of employment service per year for two years of employment are enrolled in the plan. The plan is a defined contribution pension plan to which the Association contributed 7.5% of the employee's monthly salary and the national Association contributes an additional 3% of the employees salary each month. The employees may make additional voluntary contributions. Total pension expense was $8,093 for the year ended September 30, 2012.

CONTINGENCIES Grants receivable and grant receipts are subject to adjustment by grantor agencies. Any disallowed claims, including claims already collected, could become a liability to the Association. Such amounts, if any, cannot be determined at this time and, accordingly, no liability is reflected in these financial statements.

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YOUNG WOMENS CHRISTIAN ASSOCIATION OF SALEM, OREGON

NOTES TO FINANCIAL STATEMENTS (Continued) YEAR ENDED SEPTEMBER 30, 2012 INIVIDUAL DONATION On August 20, 2012 the Association received an unrestricted donation in the amount of $1,248,313. The donation was unexpected and unusual, and has been recorded under the line item Bequests in the Statement of Operations.

LONG-TERM DEBT
Original Issue Faith Foundation loan, interest only monthly payments at 5% interest until October 1, 2010 when the balance is due. Secured by land and building. Faith Foundation loan, interest only monthly payments at 5% interest until October 1, 2010 when the balance is due. Secured by land and building. Columbia Bank, Fixed rate monthly payments at 6.5%, Secured by land and building. Subtotal Less: Current portion $ 1,616,000 $ Outstanding October 1, 2011 Matured/ Outstanding Issued September 30, During Year 2012

600,000

219,857

$ (219,857)

516,000

204,087

(204,087)

500,000 1,616,000

423,944 (423,944) $

491,483 67,539

491,483 491,483 (12,330)

67,539

479,153

Aggregate maturities required on long-term debt as of September 30, 2012 are due in future years as follows:

Fiscal Year Ending September 30, 2013 2014 2015 2016 2017 Thereafter $ 12,330 13,071 13,857 14,691 15,574 421,960 491,483

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YOUNG WOMENS CHRISTIAN ASSOCIATION OF SALEM, OREGON

NOTES TO FINANCIAL STATEMENTS (Continued) YEAR ENDED SEPTEMBER 30, 2012 OPERATING LEASES In June 2007, the Association entered into a 63 month operating lease for a copy machine. Monthly rent is $298 plus additional charges for excess copies. This lease was not renewed due to the commencement of the 2012 lease agreement detailed below. In September 2009, the Association entered into a 60 month operating lease for a copy machine. Monthly rent is $251 plus additional charges for excess copies. This lease was cancelled upon commencement of the lease agreement detailed below. In August 2012, the Association entered into a 60 month operating lease for a copy machine. Monthly rent is $504 plus additional charges for excess copies. Total operating lease expense was $5,602 for the year ended September 30, 2012. Estimated future minimum lease payments under the above lease agreements are as follows:

Fiscal Year Ending September 30, 2013 2014 2015 2016 2017 $ 6,046 6,046 6,046 6,046 5,542 29,728

$
RELATED PARTY

The Association is the fiscal agent for the Latino Youth Program, a federally funded job training program between Job Growers and the Interface Network. The Association receives invoices from Interface Network and submits them to Job Growers for reimbursement. This agency transaction is accounted for in accordance with ASC 958605 Not-for-Profit Entities, whereas financial assets received from Job Growers are recorded as an asset and a corresponding liability to Interface Network. At September 30, 2012, there were no amounts owed to Interface Networks. At September 30, 2012 there were $31,520 in reimbursements receivable from Job Growers. The agreement with Job Growers Incorporated stipulates that the Association may charge 10% of the total amount of reimbursement requests from the Latino Youth Program. For the year ended September 30, 2012, the amount charged for administration of the Latino Youth Program was $28,298 and is included in Grants in the Statement of Operations.

SUBSEQUENT EVENTS Management has evaluated subsequent events through July **, 2013 the date on which the financial statements were available to be issued.

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SUPPLEMENTARY INFORMATION

YOUNG WOMENS CHRISTIAN ASSOCIATION OF SALEM, OREGON

SCHEDULE OF FUNCTIONAL EXPENSES BY PROGRAM YEAR ENDED SEPTEMBER 30, 2012

Cope Salaries Payroll taxes and benefits Professional fees Supplies Food Telephone Postage and shipping Utilities Repair and maintenance Insurance and licenses Printing Travel Conference and training Subscriptions Special events Advertising Bank charges and fees Equipment Moving and storage Miscellaneous expense Refunds Rent Depreciation Loan fees and interest Regional YWCA In-kind expense Incentives Total Expenses $ 51,621 8,777 4,425 1,433 576 1,429 925 4,466 9,568 3,283 114 150 69 1,115 75 14,197 459 -

Womens Health $ 51,591 9,693 1,935 960 2,078 1,723 8,362 16,805 6,166 368 134 10 115 30 32 1,904 26,331 25,673 729 -

Salem Outreach Shelter $ 160,235 39,946 7,338 3,791 35,477 3,424 444 24,351 24,058 6,998 944 275 206 166 145 1,828 93 621 8,552 4,056 110,243 $ 433,191

DaVinci Girls $ 9,248 2,156 4,449 147 8 206 205 1,340 2,515 985 17 326 232 4,206 126 26,166

Healthy Kids $ 24,977 1,957 2,382 258 174 1 680 1,917 30 32,376

$ 102,682

$ 154,639

Fundraising $ 16,303 1,275 10,968 406 574 471 170 65,196 440 6 15 64,571 160,395

Administration $ 188,050 12,439 38,227 3,746 407 2,988 2,187 6,811 17,348 7,838 1,448 460 5,462 46 2,139 747 5,251 4,901 3,190 (332) 100 329 22,591 29,731 7,293 1,340 833 $ 365,570

Building Fund $ 3,701 3,701

Total $ 502,025 76,243 69,724 10,741 37,042 10,299 5,956 45,330 71,144 25,270 1,816 3,586 5,897 436 67,857 1,394 5,257 9,980 3,190 26,107 796 329 75,219 37,488 7,293 177,468 833 $ 1,278,720

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