Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions. Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
PHEAA Student Loan Foundation Inc
Employer identification number
51-0423553
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions.
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II, or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) A person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the supported organization?
................
11g(i)
No
(ii)
A family member of a person described in (i) above?
......................
11g(ii)
No
(iii)
A 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
No
h
Provide the following information about the supported organization(s).
(i) Name of supported organization
(ii) EIN
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))
(iv) Is the organization in col. (i) listed in your governing document?
(v) Did you notify the organization in col. (i) of your support?
(vi) Is the organization in col. (i) organized in the U.S.?
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 2
Part II
Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
4
Total. Add lines 1 through 3
5
The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included
on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6
Public support. Subtract line 5 from line 4.
Section B. Total Support
Calendar year
(or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
7
Amounts from line 4..
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
10
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
11
Total support (Add lines 7 through 10).
12
Gross receipts from related activities, etc. (see instructions)
..................
12
13
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.................................................
Section C. Computation of Public Support Percentage
14
Public support percentage for 2013 (line 6, column (f) divided by line 11, column (f))
.........
14
15
Public support percentage for 2012 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2013.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
.......................
b
33 1/3% support test—2012.
If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2013.
If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization
.....................................................
b
10%-facts-and-circumstances test—2012.
If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization
................................................
18
Private foundation.
If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions
.....................................................
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 3
Part III
Support Schedule for Organizations Described in Section 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2
Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
4
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5
The value of services or facilities furnished by a governmental unit to the organization without charge..
6
Total. Add lines 1 through 5.
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
b
Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c
Add lines 7a and 7b..
8
Public support (Subtract line 7c from line 6.)
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
9
Amounts from line 6...
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c
Add lines 10a and 10b.
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
..
13
Total support. (Add lines 9, 10c, 11, and 12.)..
14
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public support percentage for 2013 (line 8, column (f) divided by line 13, column (f))
.........
15
16
Public support percentage from 2012 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2013 (line 10c, column (f) divided by line 13, column (f))
......
17
18
Investment income percentage from 2012 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2013.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
........
b
33 1/3% support tests—2012.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
.....
20
Private foundation.
If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 4
Part IV
Supplemental Information.
Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
Schedule A (Form 990 or 990-EZ) 2013
Additional Data
Software ID:
Software Version:
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
PHEAA Student Loan Foundation Inc
Employer identification number
51-0423553
Return Reference
Explanation
Form 990, Part III, Line 2
The Foundation formed four special purpose trusts during the reporting period. Each was organized to acquire and own student loans and other assets, issue notes to investors and make principal and interest payments to investors. The first, known as the PHEAA Warehouse Facility Trust 2013-1 (the "Warehouse 2013-1 Trust") was a line of credit issued with a limit on $400,000,000, which was increased to $700,000,000 during the year. The second, known as the PHEAA Student Loan Trust 2013-3 ("Trust 2013-3") issued notes in the amount of $517,850,000 on November 20, 2013. The third special purpose trust, known as PHEAA Student Loan Trust 2014-1 ("Trust 2014-1") issued notes in the amount of $573,800,000 on March 14, 2014. The fourth special purpose trust, known as PHEAA Student Loan Trust 2014-2 ("Trust 2014-2") issued notes in the amount of $611,850,000 on June 17, 2014. Additionally, the PHEAA Student Loan Trust 2013-2 ("Trust 2013-2") that was created in the prior fiscal year (2012) issued notes in the amount of $331,300,000 on July 30, 2013. Substantially all of the proceeds of the notes from each of these transactions were used by the related trust to finance the purchase of student loans which serve as collateral for the related notes.
Form 990, Part III, Line 3
On July 20, 2013, PHEAA Student Loan Company II, LLC and PHEAA Student Loan Company III, LLC repaid its outstanding debt obligation under the Straight-A Funding Short-Term Note Facility (Straight-A Program). Following the release of the related lien under the Straight-A Program, the related student loans were sold to PHEAA, which sold them to the Foundation for subsequent sale to the PHEAA Student Loan Trust 2013-2.
Form 990, Part IV line 12 and Part XI line 2
The financial statements of the Foundation are not compiled or reviewed by an independent accountant, nor are they audited by an independent accountant. However, each of the PHEAA Student Loan Trust I, Trust 2011-1, Trust 2012-1, Trust 2013-1, Trust 2013-2, Warehouse Trust 2013-1, Trust 2013-3, Trust 2014-1 and Trust 2014-2 have annual independent audits of their respective financial statements prepared annually, and the financial statements for the PHEAA Student Loan Foundation, INC, PHEAA Student Loan Company, LLC, PHEAA Student Loan Company II, LLC and PHEAA Student Loan Company III, LLC are part of the annual financial statement audit performed for PA Higher Education Assistance Agency.
Form 990, Part V, Line 1A
1099'S ARE NOT ISSUED BY THE ORGANIZATION FOR THE INDEPENDENT CONTRACTORS REPORTED IN PART VII, SECTION B BECAUSE THE PAYMENTS ARE MADE TO CORPORATIONS AND THEREFORE ARE NOT REQUIRED TO BE REPORTED TO THE PAYEE ON A FORM 1099, PER THE IRS INSTRUCTIONS. Form 990, Part VI, Line 7A All Directors shall be appointed by resolution of the Executive Committee of the Pennsylvania Higher Education Assistance Agency ("PHEAA"). If PHEAA's Executive Committee fails to appoint Directors, the President Judge of the Commonwealth Court of Pennsylvania shall have the power to appoint the directors. Judge of the Commonwealth Court of Pennsylvania shall have the power to appoint the directors.
Form 990, Part VI, Line 8B
The Foundation does not have any committees.
Form 990, Part VI, Line 9
Address of Directors that cannot be reached at the Foundation's mailing address: Raye D. Goldsborough Monarch Management Services 1314 King Street Wilmington, DE 19801 Lori E. Cooney Monarch Management Services 1314 King Street Wilmington, DE 19801
Form 990, Part VI, Line 11b
The PHEAA Student Loan Foundation engages an independent accounting firm to assist in the compilation and completion of Form 990. It was reviewed by outside legal counsel, who provided comments and advised as to any potential factual issues. The 990 is then provided to each Director for their review prior to submission to the IRS.
Form 990, Part VI, Line 15a and 15b
The PHEAA Student Loan Foundation (the "Foundation") has two (2) independent directors whose compensation was contractually negotiated based upon the market rate of compensation paid to independent directors of similarly situated bankruptcy-remote special purpose entities. The officers of the Foundation receive compensation from The Pennsylvania Higher Education Assistance Agency.
Form 990, Part VI, Line 19
The Foundation makes its governing documents and financial statements available to the general public upon request.
Form 990, Part XI, Line 9
Residual Transfers to PHEAA (PHEAA SLC II, III) (9,295,340) Residual Transfers to Counter Parties (PHEAA SLC II, III) (94,517) Residual Transfers to PHEAA (Trusts) (1,396,223) Equity Contribution 36,304,461 PY Reclass of DFC (24,469,090) Total 1,049,291
Form 990, Part XII, Line 1
The PHEAA Student Loan Foundation (the "Foundation") uses the cash method of accounting. As of the end of the reporting period, the Foundation had formed nine special purpose trusts known as the PHEAA Student Loan Trust I ( "Trust I"), PHEAA Student Loan Trust 2011-1 ("Trust 2011-1"), PHEAA Student Loan Trust 2012-1 ("Trust 2012-1), PHEAA Student Loan Trust 2013-1 ("Trust 2013-1") and PHEAA Student Loan Trust 2013-2 ("Trust 2013-2" "), PHEAA Warehouse Facility Trust ("Warehouse Trust 2013-1"), PHEAA Student Loan Trust 2013-3 ("Trust 2013-3"), PHEAA Student Loan Trust 2014-1 ("Trust 2014-1") and PHEAA Student Loan Trust 2014-2 ("Trust 2014-2", and collectively with Trust I, Trust 2011-1, Trust 2012-1 Trust 2013-1, Trust 2013-2, Warehouse Trust 2013-1, Trust 2013-3, Trust 2014-1 and Trust 2014-2, Collectively the "Trusts") and three special purpose Delaware Limited Liability Companies: PHEAA Student Loan Company, LLC ("SLC I"), PHEAA Student Loan Company II, LLC ("SLC II") and PHEAA Student Loan Company III, LLC ("SLC III"). The Trusts, SLC I, SLC II, and SLC III were organized to acquire, own and manage the student loans and other assets of such entities, issue notes to investors and make principal and interest payments on the notes to such investors. The Trusts, SLC I, SLC II and SLC III are disregarded for federal income tax purposes and their activities are included in the Foundation's Form 990. The Trusts, SLC I, SLC II and SLC III use the accrual method of accounting.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.