State of South Carolina Office of the State Treasurer

State of South Carolina Office of the State Treasurer

Annual Report For the Year Ended June 30, 2017

State of South Carolina Office of the State Treasurer South Carolina Tuition Prepayment Program

Annual Report For the Year Ended June 30, 2017

Table of Contents

Management's Discussion and Analysis (unaudited) Independent Auditor's Report Statement of Net Position Statement of Revenues, Expenses and Changes in Net Position Statement of Cash Flows Notes to Financial Statements Independent Auditor's Report on Internal Control Over Financial

Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards

Page(s) 1 - 5 6 - 7 8 9 10 11 - 26 27 - 28

State of South Carolina Office of the State Treasurer South Carolina Tuition Prepayment Program

Annual Report For the Year Ended June 30, 2017 Management's Discussion and Analysis (unaudited)

As program manager of the South Carolina Tuition Prepayment Program (the "Program"), Columbia Management Investment Advisers, LLC and Columbia Management Investment Distributors, Inc. (collectively, "Columbia" or the "Program Manager"), each a wholly-owned subsidiary of Ameriprise Financial, Inc., are responsible for the day-to-day operations of the Program, including providing certain investment management and administrative services to the Program.

Program Overview The Program is part of the South Carolina College Investment Trust Fund (the "Trust Fund") and was established by the South Carolina General Assembly (the "Assembly") as a way to provide a tax-advantaged method to prepay future higher education expenses of designated beneficiaries at eligible educational institutions. The Program was established to assist the citizens of South Carolina with the expense of college by providing an advanced payment program for tuition at a fixed and guaranteed level for public colleges and universities. Operations of the Program began in 1998 with the initial enrollment period commencing on September 14, 1998.

The Program's last open enrollment period lasted from March 2006 through May 2006. Effective July 1, 2008, the Assembly closed the Program to new enrollment. Closing the Program to new enrollment did not affect existing participants in the Program and the Program remains in full operation. At June 30, 2017, contract holders continue to pay any amounts due, including monthly installments, penalties and fees, and the Program continues to pay all benefits due.

The Office of the State Treasurer of South Carolina (the "Treasurer") is responsible for administering the Program and effective October 1, 2012, selected Columbia to serve as the Program Manager. Prior to October 1, 2012, the Program was managed by the Treasurer.

Financial Highlights During the year ended June 30, 2017, the Program received $0.7 million in contract contributions and paid $14.4 million in contract benefits.

As of June 30, 2017, the Program's liabilities (primarily consisting of discounted future tuition payments) exceeded its assets by approximately $36.8 million, resulting in a net deficit. The net deficit decreased from $43.3 million at June 30, 2016, primarily as a result of a net decrease in net position from operations of $6.1 million, which consists of contract benefit payments and a decrease in the actuarial value of future contract benefit payments.

The financial statements present only the Program, and do not purport to, and do not, present the net position or activity of the Trust Fund or the State of South Carolina.

Overview of the Financial Statements The Program's financial statements are prepared in accordance with Governmental Accounting Standards Board ("GASB") Statement No. 34, Basic Financial Statements and Management's Discussion and Analysis for State and Local Government, as amended. The activities of the Program are accounted for as an enterprise fund. As an

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State of South Carolina Office of the State Treasurer South Carolina Tuition Prepayment Program

Management's Discussion and Analysis (continued) (unaudited)

enterprise fund, the financial statements of the Program are presented on the flow of economic resources measurement focus and accrual basis accounting in conformity with accounting principles generally accepted in the United States of America. The State of South Carolina reports the Program as a nonmajor enterprise fund in its Comprehensive Annual Financial Report. Enterprise fund reporting is used to report the functions of a governmental entity with business-type activities in which a fee is charged to external users for goods and services. This report consists of two parts: management's discussion and analysis (this section) and the basic financial statements. The basic financial statements are composed of a Statement of Net Position; a Statement of Revenues, Expenses and Changes in Net Position; a Statement of Cash Flows and Notes to Financial Statements. The Statement of Net Position presents information on the Program's assets and liabilities, with the difference reported as net position (deficit). This statement is categorized into current and non-current assets and liabilities. For purposes of the financial statements, current assets and liabilities are those assets and liabilities with immediate liquidity or which are collectible or becoming due within 12 months of the statement's date. The Statement of Revenues, Expenses and Changes in Net Position reflects the operating and non-operating revenues and expenses for the operating year. Operating revenues and expenses generally result from providing services in connection with the enterprise fund's principal ongoing operations. The principal operating revenues and expenses relate to tuition contract revenues and tuition benefit payments. Investment activity and program management fees are reported as non-operating activities. The Statement of Cash Flows is presented on the direct method of reporting, which reflects the enterprise fund's cash flows from operating and investing activities. Cash collections and payments are reflected in this statement to arrive at the net increase or decrease in cash and cash equivalents during the year. The Notes to Financial Statements provide additional information and explanations that are integral to a full understanding of the data provided in the basic financial statements.

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State of South Carolina Office of the State Treasurer South Carolina Tuition Prepayment Program

Management's Discussion and Analysis (continued) (unaudited)

Financial Analysis Statement of Net Position

The following is a condensed Statement of Net Position for the Program as of June 30:

Current assets Noncurrent assets Total assets

2017

$

68,088,693 $

955,923

69,044,616

Current liabilities Noncurrent liabilities Total liabilities

14,361,972 91,488,554 105,850,526

Net position (deficit)

$ (36,805,910) $

2016 81,355,651

1,438,265 82,793,916

13,710,621 112,350,993 126,061,614

(43,267,698)

Net position (deficit) decreased by approximately $6.5 million or 14.9%. Net position is the excess of total assets over total liabilities and a net (deficit) occurs when liabilities exceed assets. The decrease in the net (deficit) is primarily attributable to net investment gain and a decrease in projected contract benefit payments. Although the deficit decreased during the year, the Program is still in a significant deficit position.

Based on the financial statements, the funded status (assets divided by liabilities) of the Program is 65.2% at June 30, 2017, compared to 65.7% at June 30, 2016. The funded status represents the Program's ability to fund payment of its liabilities as of the date on which the value of the assets and liabilities are measured. The Treasurer is evaluating the implications of the deficit on the ongoing operations of the Program. In the event that remedial actions are not taken by the Assembly, the Program is projected to run out of assets in the fiscal year beginning on July 1, 2020. If the State determines that the Program is no longer fiscally or actuarially sound, the State may discontinue the Program and cancel all tuition prepayment contracts.

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State of South Carolina Office of the State Treasurer South Carolina Tuition Prepayment Program

Management's Discussion and Analysis (continued) (unaudited)

Statement of Revenues, Expenses and Changes in Net Position.

The following is a condensed Statement of Revenues, Expenses and Changes in Net Position for the years ended June 30:

Operating revenues: Tuition contracts

2017

2016

$

21,770 $

61,236

Operating expenses: Tuition benefits Operating income

(6,138,258) 6,160,028

(10,542,678) 10,603,914

Non-operating revenues (expenses): Net investment gain Program management fees Total non-operating revenues

519,961 (218,201) 301,760

2,289,614 (254,918) 2,034,696

Change in net position

6,461,788

12,638,610

Net deficit, beginning of year Net deficit, end of year

(43,267,698) (55,906,308) $ (36,805,910) $ (43,267,698)

Operating revenues reflect contract payments received and the effect of discounting future contract payments receivable. Operating expenses reflect contract benefits paid and the effect of discounting future contract benefits payable.

Effective July 1, 2008, the Assembly closed the Program to new enrollment and as a result, no new contracts have been sold since that time.

Net investment gain consists of investment income (interest and dividends accrued from Program investments), net realized gain (loss) and the change in fair value of investments during the year.

Economic Factors

The actuarial valuation of tuition contracts receivable and the accrued contract benefits liability as of June 30, 2017 is based on various actuarial assumptions. Key assumptions include a tuition inflation assumption of 5.5% which is based on the statutory limit on benefit increases for Program beneficiaries.

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State of South Carolina Office of the State Treasurer South Carolina Tuition Prepayment Program

Management's Discussion and Analysis (continued) (unaudited)

From October 1, 2012 through December 2013, the Program's targeted investment allocation was approximately 34% to equity, fixed income and alternative asset classes and 66% to a fixed income portfolio. The Program's fixed income portfolio follows an immunized, liability driven investment ("LDI") strategy, where the LDI investments are managed based on the cash flows needed to fund expected future liabilities. The LDI investments are structured in such a way that value increases/decreases in conjunction with increases/decreases in the value of liabilities due to changes in interest rates. As the Program approaches its projected asset depletion date in 2020, the allocation to LDI increases in order to reduce funded status volatility. As a result, the Program's LDI allocation increased to 80% in December 2013, 90% in November 2014 and 100% in February 2015.

Changes in long-term actuarial assumptions and actual experience can have a significant impact on the Program's projected assets and liabilities. The Program Manager, Treasurer and its investment consultant review the assumptions annually. In the current year, all major assumptions were reviewed. Consequently, interest accumulations for returned premiums are assumed to be at 2% rather than 4%, unused premiums are assumed returned at beneficiary age 30 instead of at asset depletion, and the investment return assumption is increased from 2.1% to 2.3%. This change decreased the net deficit by approximately $6 million. There were no other significant changes in actuarial assumptions that impacted the calculation of discounted future contract contributions or contract benefits.

As discussed in Note 8 and Note 9 of the financial statements, the Program has a net deficit of $36.8 million. Each year, the Treasurer notifies the Assembly of the implications of the deficit on the ongoing operations of the Program, with various remedial actions for funding as reported in the Program's annual actuarial valuation. Additional funding requires approval of the Assembly.

If the State determines that the Program is no longer fiscally or actuarially sound, the State may discontinue the Program and cancel all tuition prepayment contracts. In this instance, the State will determine the level of refunds dependent upon available funds in the Program, as described in the Program's Master Agreement. In general, unused contributions shall be refunded, less certain administrative expenses, plus interest on these contributions from the date payment is made at the rate of at least 4% per annum.

Any act or undertaking of the Program shall not constitute a debt of the State or any agency, department, institution, or political subdivision, or a pledge of the full faith and credit of the State or any agency, department, institution, or political subdivision, but is payable solely from the Program. The Program deficit is also not an obligation of the Program Manager.

Requests for Information

The financial report is designed to provide a general overview of the Program's finances. Questions concerning any of the information provided in this report or requests for additional financial information should be addressed to Office of the State Treasurer, South Carolina Tuition Prepayment Program, P.O. Box 11778, Columbia, SC 29211.

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Independent Auditor's Report

To the Office of the State Treasurer of the State of South Carolina:

Report on the Financial Statements We have audited the accompanying financial statements of the South Carolina Tuition Prepayment Program, which comprise the statement of net position as of June 30, 2017, the related statements of revenues, expenses and changes in net position, and cash flows for the year then ended, and the related notes to the financial statements (collectively, 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.

Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the South Carolina Tuition Prepayment Program as of June 30, 2017, and the changes in its financial position and its cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America.

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