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HomeMy WebLinkAboutcity_of_sunny_isles_beach_rebrand_sparc_response_high_resRESPONSE TO REQUEST FOR PROPOSAL NO. 19-07-02 CITYWIDE RE-BRANDING SERVICES CITY OF SUNNY ISLES BEACH, FLORIDA sparc 2 SPARC DESIGN INC. | RFP 19-07-02 | CITY OF SUNNY ISLES BEACH | CITYWIDE RE-BRANDING sparc the design offices of Richard Cassis | 773.320.3095 rcassis@sparcinc.com | 824 Humboldt Avenue Winnetka Illinois 60093 Sparc Design, Inc. dba: sparc • Winnetka and Oak Brook, Illinois and Fernandina Beach, Florida • http://www.sparcinc.com • S-Corporation • Established 1991 as Sparc, Inc. with a corporate name change in 2017 • Foreign Corporation to Transact Business in the State of Florida License (applied for and pending issuance) • Sparc Design, Inc. is not involved in any litigation • Proof of insurance has been provided (documents enclosed) • Project Manager: Richard Cassis, Principal, Sparc Design, Inc., email: rcassis@sparcinc.com mobile: 773-320-3095 1. Corporate Background Current clients we have a working relationship with: • City of St. Cloud, Minnesota • City of De Pere, Wisconsin • City of Fernandina Beach, Florida • Amelia Island Tourism Development Council, Florida • City of Batavia, Illinois • City of Farmington, Minnesota • Village of Wheeling, Illinois • Northalsted Business Alliance, Chicago, Illinois • Great Lakes Center for the Arts, Bay Harbor, Michigan • Center on Halsted, Chicago, Illinois Current clients subcontractor Kimley-Horn Coral Gables has a working relationship with: • City of Sunny Isles Beach, Florida • City of Miami, Florida • Miami Dade County, Florida 2. Qualifications August 13, 2019 Mr. Mauricio Betancur City Clerk City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, FL 33160 Re: Request for Proposal No. 19-07-02 City of Citywide Re-Branding Services Dear Mauricio, It is with great enthusiasm that sparc design, inc. submits our proposal to re-brand of the City of Sunny Isles Beach. We appreciate the opportunity to help create a brand that will reflect the city’s commitment to its residents and its businesses. We understand that a brand, both visual and verbal, plays a pivotal role in how a community relates to all its audiences — old, new and potential residents; established businesses and those considering new locations. Our experience helping communities navigate the process of a refreshed brand has made one thing clear to us — a city is not a box of soap or a pair of shoes or a department store. Brand development for cities and neighborhoods requires an ability to engage all points of view and to approach the process with an understanding that learning to love a new design may take some constituents longer than others. We look forward to sharing these insights and more with you and your decision makers. As you read our response to the City of Sunny Isles Beach Request for Proposal, you may have questions. Please don’t hesitate to call or email. Sincerely, Richard Cassis aiga segd Principal sparc design, inc. 773-320-3095 rcassis@sparcinc.com AIGA the Professional Association for Design Society for Experiential Graphic Design SPARC DESIGN INC. | RFP 19-07-02 | CITY OF SUNNY ISLES BEACH | CITYWIDE RE-BRANDING 3 4 SPARC DESIGN INC. | RFP 19-07-02 | CITY OF SUNNY ISLES BEACH | CITYWIDE RE-BRANDING Grammy-nominated Country artist Cassadee Pope headlined Gateway Park Grand Opening in Sunny Isles Beach Why sparc is the best qualified to perform the contract: 2. Qualifications continued SPARC DESIGN INC. | RFP 19-07-02 | CITY OF SUNNY ISLES BEACH | CITYWIDE RE-BRANDING 5 The sparc design, inc. team has helped brand small towns with big hearts and bigger plans, dense urban business districts, communities that echo with the music of many languages and traditions — and just about everything in between. We come equipped not just with knowledge and experience, but with passion for what Sunny Isles Beach is about to undertake. We have seen the power of our branding process as it energizes all stakeholders in the community — residents, business owners and their employees. We go to work with a branding process that turns disparate groups into collegial teams. Ours is a process that uncovers big ideas… and some surprises. But just as impor- tant, we have seen the results of a strong brand as an engine for community development and economic vitality. • Overview of how sparc proposes to address the two phases outlined in the RFP, including names of sub consultants The sparc team • Richard Cassis, Project Management and Design • Mary Ann Rood, Qualitative Research • Jackie Short, Quantitative Research The sparc team subcontractors • Daniel Grove, Kimley-Horn, Community Engagement Planning and Development Review • George Puig: Kimley-Horn: Community Engagement Planning and Development Review A full description of the sparc approach to Phase 1 and Phase 2, along with Exceptions, is described in Section 4, Approach/Methodology 2. Qualifications continued 6 SPARC DESIGN INC. | RFP 19-07-02 | CITY OF SUNNY ISLES BEACH | CITYWIDE RE-BRANDING The Process Snapshots . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.branding boot-up We’ll gather the Sunny Isles Beach branding decision makers and influencers to settle on the same branding starting point — what branding is and isn’t. We’ll pull together their input and start laying the groundwork for all our audience listen- ing posts — where every voice has a megaphone. We’ll then load up the team bus and take a guided tour of Sunny Isles Beach. We’ll create a video and still photo record of what we see, hear and overhear about the community. That night we’re on our own — for a little sparc after dark. We’ll visit neighborhood restaurants, parks, gathering spots and shops — talking and listening to folks at every opportunity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.brand days In two high-energy public engagement events, we’ll test some assumptions as Sunny Isles Beach residents take part in high energy activities to test what they really think. The first is full of fun but the results are full of insight. The second uses technology to spur involvement and test a few assumptions about the brand that’s taking shape. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3.laying the foundation The world’s best brands have one thing in common — they’re built on a process that makes sure all voices are heard. We’ll cement a solid foundation for the Sunny Isles Beach brand, identifying primary and secondary audiences, by combining all constituent research, contact points and input channels into a profile of each. We’ll use our SWOT analysis to paint a profile of how they see the community, what they’d like to see in the future and what they see as speed bumps. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4.building the brand sparc-itecturesm The Sunny Isles Beach brand takes shape with vision, mission, logo, tagline and messages that help its audiences identify and support what it is today and what it will become. We’ll create a floor plan of a brand that residents can connect with, business want to work with and employees are proud to represent. Our brand blueprint will tell compelling stories of the community — with proof points to back them up. A mission, vision, tagline and logo will work as a team to instantly and memorably identify this inclusive community as a jewel of the Florida coast. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5.let's do launch All the insights, surprises and wish-lists we’ve gathered from the audiences who will drive the success of the Sunny Isles Beach brand come together as we plan the Brand and Identity launch. The brand debut will feature the stars of Sunny Isles Beach — the folks who live and work here. But beyond that compelling video shot during our branding process, can we give you a menu today of all those launch ingredients? Not a chance, because we never use a cookie cutter approach. We know our process will feed the plan with some unexpected concepts that will capture the imagination of the audiences and move them to put down roots — for home or business. We’ll make sure the critical tools and channels for promotion and launch are the framework of the plan, and then we’ll push the “launch” button with some big ideas. Get ready for hitting goals — and then some. MONTHS October November December January February Phase 1 Brand Boot-Up Kickoff Meeting/Tour visit 1 Research Review and Analysis Community Engagement Event visit 2 Quantitative Research (Online Engagement) Qualitative Research (Interviews) Community Engagement Event visit 3 Aggregation of Data and Research Report Development Video Capture and Development Phase 2 Brand Sparc-itecture Development & Refine Brand Sparc-itecture Presentation visit 4 Brand Visual Identity Development Brand Visual Identity Presentation visit 5 Brand Standards Guide Brand Launch Event (not included in services) 2. Qualifications continuedSchedule of Proposed Services The timeline below is formulated based our experience in branding initiatives for other communities. However, that experience has also demonstrated to us that our clients often have demands on their time that require flexibility from us. In those cases, we provide an updated timeline to be agreed upon as we continue to move forward. We are prepared to start immediately. Proposed services duration in the order of process: Brand Boot-Up Kickoff Meeting & Tour: Preparation and Execution VISIT 1 = 2 days Data and Existing Research Review and Analysis = 4 weeks Public Engagement Event VISIT 2: 1 day Quantitative Research Development, Execution and Analysis = 4 weeks Qualitative Research Recruitment and Execution = 2 weeks Public Engagement Event VISIT 3: 1 day Aggregation of Data, Marketing Analysis, Quantitative and Qualitative Research = 3 weeks Report Development including SWOT Analysis, Mission & Vision Statements = 3 weeks Brand Sparc-itecture Development and Refinement = 9 weeks Brand Sparc-itecture Presentation VISIT 4: = 1 day Brand Visual Identity Development = 7 weeks Brand Visual Identity Presentation VISIT 5: = 1 day Brand Standards Guide Development: = 5 weeks Listing of major accounts: • City of St. Cloud, Minnesota • City of De Pere, Wisconsin • City of Batavia, Illinois • City of Farmington, Minnesota • Village of Wheeling, Illinois • Northalsted Business Alliance, Chicago, Illinois • Great Lakes Center for the Arts, Bay Harbor, Michigan • Center on Halsted, Chicago, Illinois Research and branding campaigns successfully implemented: • City of De Pere, Wisconsin: Strategic Visioning and Brand Campaign • City of St. Cloud, Minnesota: Placemaking and City Brand Campaign • City of Batavia, Illinois: Branding Campaign • Northalsted Business Alliance, Chicago, Illinois: Comprehensive Marketing Plan and Branding Campaign Experience in research, branding, advertising, web-based marketing, creative services and collateral development, as well as public and community relations: Please refer to Section 3, Staffing. All clients added and lost in the past five years: In the past five years sparc has only added clients. None has been lost. Those clients added include: • City of St. Cloud, Minnesota • City of De Pere, Wisconsin • City of Batavia, Illinois • City of Farmington, Minnesota • Village of Wheeling, Illinois • Great Lakes Center for the Arts, Bay Harbor, Michigan SPARC DESIGN INC. | RFP 19-07-02 | CITY OF SUNNY ISLES BEACH | CITYWIDE RE-BRANDING 7 General Process Video or In-person Meetings Projected Brand Launch 8 SPARC DESIGN INC. | RFP 19-07-02 | CITY OF SUNNY ISLES BEACH | CITYWIDE RE-BRANDING 2. Qualifications continued Value-added benefits that set sparc apart: ⇢ Community branding is a long way outside the service boundaries of ordinary agencies, firms and design studios. Several years ago sparc figured that out and formed what today is a well-practiced, cohesive collaboration of senior experts in specialties almost never found in a single firm — yet uniquely suited to the re-branding initiative being undertaken by Sunny Isles Beach. For our clients we combine award-winning, audience grabbing design; communication strategies that engage and move target audiences; research that uncovers deep-seated opinions and action drivers; and demographic and trend analysis that guides city planning and builds healthy, growing communities. All of this happens in a process that has shown how it brings communities together with the common purpose of a great brand. Our clients tell us that, no matter what their job description is for their city, there’s a sparc team member they come to lean on during the branding project — and often for years after. Our clients also tell us that we know how to honor history while bringing to life visions of what can be — and marketing plans that make those visions a reality. ⇢⇢ But perhaps the most compelling demonstration of the value-added benefits that set sparc apart comes from client relationships that go far beyond the “one and done” approach to community branding practiced by some companies: sparc has client relationships that began a decade ago and continue today. 324 Willow View Lane ♦ Oak Brook, Illinois 60523 ♦ phone: (630) 941-9433 ♦ cell: (630) 728-4204 jshort@monogramgroup.com Jacqueline Short – Monogram Market Research Market Research Consultant Jacqueline Short is a market research professional with over 30 years’ experience in the field. Following her positions as Director of Market Research at Ameritech and First Chicago, she established Monogram Market Research, a market research consulting practice to provide individualized market research service, focusing on the needs of businesses including packaged goods, retail, utilities, government and not-for-profit. The practice provides market research consulting from the point of problem identification through final presentation of results. Jackie has a strong background in both qualitative and quantitative research, with experience in brand image development, customer satisfaction, new product development, customer segmentation, employee surveys, advertising message development and copy testing. She has in-depth experience with use of computer-aided multi-variant analysis including factor analysis, conjoint analysis and cluster analysis, and was one of the pioneers of the use of web-based survey methodologies. In addition to consulting, Jackie has guest lectured on market research at a variety of local area schools including Northwestern University, Northern Illinois University, DePaul University and The School of The Art Institute. Jackie earned her MBA from Loyola University in Chicago. Her undergraduate degree is from University of Illinois - Champaign/Urbana with majors in History and English Literature. KIMLEY-HORN CORAL GABLES FL LISLE IL ........................ Community Engagement Brand Strategy Implementation Strategy EXTERNAL STAKEHOLDERS ............................... Civic leaders Property owners Business owners Community residents Education community STEERING COMMITTEE SPARC WINNETKA IL FERNANDINA BEACH FL ........................................ TEAM LEAD Community Engagement Qualitative & Quantitative Research Brand Strategy Voice & Visual Identity Implementation Strategy Brand Integration 3. Staffing GEO R G E RICH A R D M .A.J A C KIE DAN IE L As one of our early clients said, “sparc doesn’t back up the school bus and unloaded the trainees on our project.” Take a look at the experience and qualifications our team delivers. Richard Cassis aiga segd Managing and coordinating the City of Sunny Isles Beach Re-branding Initiative • Strategic Visioning and Branding (City of De Pere, WI) • Placemaking and City Branding (City of St. Cloud, MI) • City Branding (City of Batavia, IL) • Comprehensive Marketing Plan and Branding (Northalsted Business Alliance, Chicago, IL) • Naming, Brand Development, Website Development, Print and Digital Collateral/Communications, Community Programming Identity and Event Concepting (Center on Halsted, Chicago, IL) • Gateway Signage and Water Tower Design (City of St. Cloud, MN; City of Farmington, MN) • Comprehensive Signage System (Great Lakes Center for the Arts, Bay Harbor, MI) 30+ years of award-winning design experience AIGA, the Professional Association for Design Society for Experiential Graphic Design University of Michigan, BFA, Magna Cum Laude Mary Ann Rood Qualitative Research, Brand Architecture and Marketing Plans • Advertising creative director (FCB) • Director of Communications and Public Affairs (Ocean Spray Cranberries) • Global Managing Director Brand Practice (Ogilvy Public Relations) • Brands researched and developed for higher education (University of Massachusetts, Ohio Northern University, Drake University) • Communities branded (Northalsted Business Alliance; Elgin, IL; Batavia, IL; De Pere, WI) • Creative and Collateral Development: Fifth Third Bank (Chicago), Property Casualty Insurers Association (National), Association House of Chicago, Arthur Andersen (Global) • City Government Marketing and Strategy: Rahm Emanuel (former) Mayor, City of Chicago 40+ years of branding, marketing and PR experience MIT/Harvard Joint Project on Dispute Resolution Certificate USC Center for Crisis Management Certificate Bachelor of Science, Iowa State University Jackie Short Quantitative Research, Ideation • Market Research AVP (First National Bank of Chicago) • Market Research Strategy Director (Ameritech) • Communities branded (Northalsted Business Alliance; Elgin, IL; Batavia, IL; De Pere, WI) • Branding research conducted for over 75 companies, associations, non-profit organizations. • Research for government entities: Illinois Department of Developmental Disabilities; Illinois Commerce Commission; Jo Daviess IL County; Chicago Park District) 25+ years as a market research specialist with a strong background in brand image and brand message research. She has in-depth experience with data modeling and multi-variant analysis and was one of the pioneers of the use of online survey methodologies. Daniel Grove pla aicp leed ap Subcontractor, Kimley-Horn and Associates - Lisle, IL Creative Services and Community Relations • Downtown Master Plan & Wayfinding Signage (Manitowoc, WI) • Community Gateway Signage (Mundelein, IL) • Village Comprehensive Plan (Mundelein, IL) • Village Identity and Wayfinding Master Plan (Bourbonnais, IL) • City Strategic Vision and Branding Plan (De Pere, WI) • Uptown Streetscape Master Plan (Kenosha, WI) • Howard Street Corridor Landscape and Signage (Niles, IL) 20 years of landscape architecture and planning experience American Institute of Certified Planners Professional Landscape Architect in Illinois University of Wisconsin, Madison, BS, Landscape Architecture George Puig pla asla Subcontractor, Kimley-Horn and Associates - Coral Gables, FL Creative Services and Community Relations • Sunny Isles Beach: Sunny Isles Beach Government Center • Sunny Isles Beach Collins Avenue Pedestrian Bridge • City of Miami: PBA/Fern Isle Park • City of Miami: Shenandoah Park • City of Miami Beach: Normandy Isle Park • City of Miami Beach: Fairway Park • Miami Dade County: Underline Phase 2 Design Guidelines • Miami Dade County: Underline Gables Station Area Improvements 29 years of professional practice in South Florida Planning experience within both private and public sectors Professional Landscape Architect in Florida University of Florida, BS, Landscape Architecture SPARC DESIGN INC. | RFP 19-07-02 | CITY OF SUNNY ISLES BEACH | CITYWIDE RE-BRANDING 9 CITY OF SUNNY ISLES BEACH sparc APPROAC H ⁄ METHODOLOGY OUR PROCESS FOR → THE CITY OF SUNNY ISLES BEACH, FLORIDA 10 SPARC DESIGN INC. | RFP 19-07-02 | CITY OF SUNNY ISLES BEACH | CITYWIDE RE-BRANDING 4. Approach ⁄ Methodology In our experience, there are hidden gems of talent among community leaders and doers — particularly the ones who get bitten by the branding bug. And in virtually every client project, we have developed working partnerships from all corners of the community that truly benefit the common purpose, even long after we’ve packed up the projector and gone home. ⇢ For that reason, you see in our approaches to Phase 1 and Phase 2, including a few Exceptions, the sparc methodology is uniquely suited to the model of a diverse community that is Sunny Isles Beach. ⇢⇢ “On time and on budget” — along with fresh, break- through insights and creative — are the linchpins of the sparc approach to client service. We also know that events beyond our control — or our clients’ control — can happen. So when it’s minus 55° (not count- ing wind chill) and our client can’t leave her home to come to a scheduled meeting or a hurricane path forces mandatory evacuation, we understand schedules may have to slide. We then deliver a revised timeline that keeps the project on track and we keep on creating great brands. ⇢⇢⇢ SPARC DESIGN INC. | RFP 19-07-02 | CITY OF SUNNY ISLES BEACH | CITYWIDE RE-BRANDING 11 Phase 1: Market Research and Investigation Project, Research and Engagement Manager: Richard Cassis Research and Engagement: Mary Ann Rood, Jackie Short, Daniel Grove, George Puig To meet and exceed the requirements of the RFP, our process will achieve a better understanding of who Sunny Isles Beach residents are, will gain useful feedback on how the City is perceived by its stakeholders, will evaluate how past and present planning strategies have moved the city forward, and how it should be marketed to key stakeholders we would: A. Analyze all publicly available data on demographics; business licenses; progress/actions on City Commission initiatives – current and proposed – including but not limited to transportation and pedestrian safety initiatives, facilities and new park development projects; Public Arts Advisory Committee findings and initiatives. If necessary, follow-up interviews will be conducted with subject matter experts and leaders in each of these areas to better understand their impact on the community. B. Review existing research or performance data provided by the client as well as from sources including but not limited to: a. Sunny Isles Beach Tourism & Marketing Council b. North Miami Association of Realtors® c. Aventura Sunny Isles Beach Chamber of Commerce d. Commercial and residential property managers C. Review and analyze marketing campaigns and events including but not limited to: a. Attendance and income (where applicable) data from: i. Beach Bash ii. Family Movie Nights iii. Sunny Isles Beach Jazz Fest iv. Russian Heritage Weekend v. And others considered important and indicative of community engagement by the City b. Review of creative and message development process including: i. Interviews with City communications professionals ii. Interviews with Advertising/promotion/ public relations agencies retained by the City D. With results and findings from A. through C. we develop proprietary research conducted including: a. An online survey that reaches broadly across the Sunny Isles Beach community including residents, business owners, employees and other stakeholders. The survey will be designed to provide a clear view of the community’s strengths and challenges as well as the messages that will more fully engage the community. i. We have learned that by using a community organization’s email lists, or those available from other public entities including schools, economic development organizations and even faith groups we can reach survey participants saving significant project dollars that can be used for marketing or other opportunities that may arise. ii. The survey will uncover key components of the Sunny Isles Beach brand image both current and desired future imagery as well as the messages for and challenges to the brand image. iii. We will seek to ensure that a minimum of 200 completed surveys are collected and will watch the demographics of the return to ensure that they are a match to that of the population so that all segments are accurately and fully represented in the results. iv. We understand that many of the residents may speak a language other than English and we can provide a language option in the survey so that this presents no barrier to participation. BRAND VISION INTERNAL PERCEPTIONS BRAND POSITION OWNABLE MESSAGE BRAND IMAGE EXTERNAL PERCEPTIONS FUNCTIONAL BENEFITS HEAD ATTRIBUTES FACTS EMOTIONAL BENEFITS HEART INSIGHT: EXPECT PUSH BACK While what stakeholders say and contribute during community engagement processes is vital to the development of a strong brand — verbally, visually and in spirit — parsing what their commentary means during the launch of the brand’s visual component (the logo) is typically a challenge and comes with the territory. Example: The development of the brand in De Pere went phenomenally. The recommended brand received strong support from the steering committee, who met regularly through the process. Staff and elected officials supported the brand, and voted 6 to 1 in favor of adopting it. However, the one dissenting Alderman launched a vocal campaign against the brand on Facebook after the vote, which led to a few loud oppositional voices in the community. What this has confirmed for us is that municipalities need to be prepared for push back from the community. Brands need to be lived to be embraced, and even the most successful brands in history received negative reactions when not seen in context (Nike’s swoosh and “Just Do It” were heavily panned in focus groups, yet it is celebrating its 30th anniversary and is regarded as wildly successful). City leadership needs to hire a team that uses a defensible and comprehensive process that builds the Brand, and then needs to recognize they have taken the right steps and stay strong if there is opposition. 12 SPARC DESIGN INC. | RFP 19-07-02 | CITY OF SUNNY ISLES BEACH | CITYWIDE RE-BRANDING 4. Approach ⁄ Methodology continued CONFLICT OF INTEREST City of Sunny Isles Beach a' 18070 Collins Avenue Sunny Isles Beach, FL 33160 Telephone: (305) 947-0606 Fax: (305) 949-3113 CONFLICT OF INTEREST STATEMENT The award of any contract hereunder is subject to the provisions of Chapter 112, Florida State Statutes. Proposers must disclose with their Bids, the name of any officer, director, partner, associate or agent who is also an officer or employee of the City of Sunny Isles Beach or its agencies. STATE OF Pl 6! ti'A � �s COUNTY OF PAREft- BEFORE ME, the undersigned authority, personally appeared Richard Cassis who was duly sworn, deposes, and states: 18.1. 1 am the President of Sparc Design, Inc. with a local office in Fernandina Beach, Florida and principal office in Winnetka, Illinois 18.2. The above named entity is submitting a Bid for the City of Sunny Isles Beach, Bid No. 19-07-02 described as: Citywide Re -Branding Services. The Affiant has made diligent inquiry and provides the information contained in this Affidavit based upon his own knowledge. 18.3 The Affiant states that only one submittal for the above Bid is being submitted and that the above named entity has no financial interest in other entities submitting Bids for the same project. 18.4 Neither the Affiant nor the above named entity has directly or indirectly entered into any agreement, participated in any collusion, or otherwise taken any action in restraints of free competitive pricing in connection with the entity's submittal for the above Bid_ This statement restricts the discussion of pricing data until the completion of negotiations if necessary and execution of the Contract for this project. 18.5 Neither the entity nor its affiliates, nor any one associated with them, is presently suspended or otherwise ineligible from participation in contract letting by any local, State, or Federal Agency. 18.6 Neither the entity, nor its affiliates, nor any one associated with them have any potential conflict of interest due to any other clients, contracts, or property interests for this project. 18.71 certify that no member of the entity's ownership or management is presently applying for any employee position or actively seeking an elected position with the City of Sunny Isles Beach. 18.81 certify that no member of the entity s ownership or management, or staff has a vested interest in any aspect of the City of Sunny Isles Beach. 18.9 in the event that a conflict of interest is identified in the provision of services, 1, on behalf of the above named entity, will immediately notify the City of Sunny Isles Beach. 9th 1 davnf Au'aust 2019. �PfANT Print or Type Name and Title Sworn to and subscribed before me this C `day of 2019. 1 Personally Known OR Produced Identification ; Type of Identification NOTARY PUBLIC STATE OFA ;LCh 06 NATASA SABiC Official Seal Notary Public - State of Illinois My Commission Expires Jan 4, 2022 DECEMBER28,2010 rar ista .� DISPUTE DISCLOSUR City of Sunny Isles Beach 18070 Collins Avenue F°r • r z`� t Sunny Isles Beach, FL 33160 Telephone: (305) 947-0606 Fax: (305) 949-3113 DISPUTE DISCLOSURE FORM Answer the following questions by placing a "X" after "Yes" or "No". If you answer "Yes", please explain in the space provided, or on a separate sheet attached to this form. 19.1. Has your firm or any of its officers, received a reprimand of any nature or been suspended by the Department of Professional Regulations or any other regulatory agency or professional associations within the last five (5) years? YES NO X 19.2. Has your firm, or any member of your firm, been declared in default, terminated or removed from a contract or job related to the services your firm provides in the regular course of business within the last five (5) years? YES NO X 19.3. Has your firm had against it or filed any requests for equitable adjustment, contract claims, Bid protests, or litigation in the past five (5) years that is related to the services your firm provides in the regular course of business? YES NO X If yes, state the nature of the request for equitable adjustment, contract claim, litigation, or protest, and state a brief description of the case, the outcome or status of the suit and the monetary amounts of extended contract time involved. I hereby certify that all statements made are true and agree and understand that any misstatement or misrepresentation of falsification of facts shall be cause for forfeiture of rights for further consideration of this Bid for the City of Sunny Isles Beach. Sparc Design, Inc. Fir T A orizedlSignatu i DECEMBER28,2010 08/12/19 Date Richard Cassis, President Print or Type Name and Title EQUAL OPPORTUNITY / AFFIRMATIVE ACTION City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, FL 33160 Telephone: (305) 947-0606 Fax: (305) 949-3113 EQUAL OPPORTUNITY/AFFIRMATIVE ACTION STATEMENT The contractors and all subcontractors hereby agree to a commitment to the principles and practices of equal opportunity in employment and to comply with the letter and spirit of federal, state, and local laws and regulations prohibiting discrimination based on race, color, religion, national region, sex, age, handicap, marital status, and political affiliation or belief. Signed: Title: President Firm: Sparc Design, Inc. Address: 824 Humboldt Avenue Winnetka, Illinois 60093 DECEMBER 28, 2010 f7i! MAIN STREET To whom it may concern, As a former Mayor of a small Florida city, and now its Main Street Executive Director, I have a true appreciation of the value of community branding. When Mary Ann Rood joined our community and the Main Street program, she brought with her the sparc mantra: "A brand is more than a logo and a tagline." We now keep this approach top of mind when we look at every experience our neighbors, our visitors, our shopkeepers and business owners have with downtown Fernandina Beach. It's clear this approach is the route to a strong brand. I heartily recommend Mary Ann and the team's approach. Sincerely, 7 viz Arlene Filkoff Executive Director Fernandina Beach Main Street 904.583.8629 CITY OF CORAL GABLES, FLORIDA LOCAL BUSINESS TAX RECEIPT ANNUAL FIRE INSPECTION FEE RECEIPT THIS IS NOT A BILL -DO NOT PAY BUSINESS NAME: KI LEY -HORN AND ASSOCIATES INC DBA NAME: KIMLEY-HORN AND ASSOCIATES INC CLASSIFICATION: NO. OF UNITS 1 PROFESSIONAL SVC -PA, LLC, ETC 0 2 3 4 5 6 LOCATION: UNIT DESCRIPTION SQUARE FOOTAGE OF SPACE: 3238 BUSINESS TAX RECPT RENEWAL ** This receipt does not constitute authority to begin operating at this location without a Certificate of Use and Inspection Approval ** CUST. NO. 225870 RECEIPT NO, 13T-0025013638 2018-2019 355 ALHAMBRA CIR 1400 AMOUNT PAID: $ 317.00 VALID ONLY AT LOCATION ABOVE. RECEIPT EXPIRES 09/30/2019 Authenticate at: Authentication #: AUGUST 2019 1921901868 verifiable until 08/07/2020 http://www.cyberdriveillinois.com 7145-208-5 SPARC DESIGN INC., A DOMESTIC CORPORATION, INCORPORATED UNDER THE LAWS OF THIS STATE ON AUGUST 25, 2017, APPEARS TO HAVE COMPLIED WITH ALL THE PROVISIONS OF THE BUSINESS CORPORATION ACT OF THIS STATE RELATING TO THE PAYMENT OF FRANCHISE TAXES, AND AS OF THIS DATE, IS IN GOOD STANDING AS A DOMESTIC CORPORATION IN THE STATE OF ILLINOIS. 7TH kimley-horn.com 421 Fayetteville St, Suite 600, Raleigh, NC 27601 919 677 2000 Kimley-Horn Financial Statements The attached financial statements of Kimley-Horn and Associates, Inc. as of December 31, 2016 and for the year then ended have been reviewed by Cherry Bekaert LLP, and they have issued an Independent Accountant’s Review Report thereon. The financial statements have not been audited, as Kimley-Horn is not required to have an audit performed. These financial statements are provided to you for the sole purpose of evaluating Kimley-Horn’s financial condition in connection with current and future proposals for services. Any distribution of this information for any other purpose is prohibited. Kimley-Horn’s present financial condition is materially the same as that shown in the attached financial statements. For any questions regarding financial statements, please contact Lindsey Balltzglier, Controller, at (919) 678-4141. KIMLEY‐HORN AND ASSOCIATES, INC. FINANCIAL STATEMENTS  As of and for the Years Ended December 31, 2016 and 2015 And Independent Accountant’s Review Report KIMLEY‐HORN AND ASSOCIATES, INC.  TABLE OF CONTENTS  INDEPENDENT ACCOUNTANT’S REVIEW REPORT ............................................................................ 1 FINANCIAL STATEMENTS  Balance Sheets ................................................................................................................................................. 2-3 Statements of Operations .................................................................................................................................... 4 Statements of Changes in Shareholder’s Equity and Other Comprehensive Income (Loss) .............................. 5 Statements of Cash Flows ................................................................................................................................ 6-7 Notes to the Financial Statements .................................................................................................................. 8-17 Independent Accountant’s Review Report  Board of Directors Kimley-Horn and Associates, Inc. Raleigh, North Carolina We have reviewed the accompanying financial statements of Kimley-Horn and Associates, Inc. (the “Company”), which are comprised of the balance sheets as of December 31, 2016 and 2015, and the related statements of operations, changes in shareholder’s equity and comprehensive income (loss), and cash flows for the years then ended, and the related notes to the financial statements. A review includes primarily applying analytical procedures to management’s financial data and making inquiries of Company management. A review is substantially less in scope than an audit, the objective of which is the expression of an opinion regarding the financial statements as a whole. Accordingly, we do not express such an opinion. Management’s Responsibility for the Financial Statements  Management is responsible for the preparation and fair presentation of the 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 the financial statements that are free from material misstatement whether due to fraud or error. Accountant’s Responsibility  Our responsibility is to conduct the review engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the American Institute of Certified Public Accountants (“AICPA”). Those standards require us to perform procedures to obtain limited assurance as a basis for reporting whether we are aware of any material modifications that should be made to the financial statements for them to be in accordance with accounting principles generally accepted in the United States of America. We believe that the results of our procedures provide a reasonable basis for our conclusion. Accountant’s Conclusion  Based on our reviews, we are not aware of any material modifications that should be made to the accompanying financial statements in order for them to be in accordance with accounting principles generally accepted in the United States of America. Raleigh, North Carolina March 14, 2017 KIMLEY‐HORN AND ASSOCIATES, INC.  BALANCE SHEETS      DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      The accompanying notes to the financial statements are an integral part of these statements. 2 2016 2015 ASSETS Current Assets: Cash and cash equivalents 36,772,926$ 56,140,125$ Marketable securities, held to maturity 59,442,886 10,000,000 Receivable from affiliates 2,815,088 1,895,143 Accounts receivable – trade, net 161,187,466 149,211,146 Costs and estimated earnings in excess of billings on uncompleted contracts 16,129,772 12,883,726 Accounts receivable – other 1,461,488 928,507 Notes receivable, net, current 233,635 174,955 Deposits, current 379,197 648,406 Prepaid expenses, current 16,940,180 12,642,623 Income taxes receivable - 1,569,332 Deferred tax assets 484,828 - Total Current Assets 295,847,466 246,093,963 Properties and Equipment: Vehicles 258,867 258,867 Office furniture and equipment 55,018,490 49,351,719 Buildings and leasehold improvements 25,949,963 26,289,162 81,227,320 75,899,748 Less accumulated depreciation (49,734,029) (45,637,764) Net depreciable properties and equipment 31,493,291 30,261,984 Land 6,146,776 6,146,776 Total Properties and Equipment, Net 37,640,067 36,408,760 Other Assets: Notes receivable due after one year, net 463,862 511,466 Deposits, non-current 852,757 335,436 Prepaid expenses, non-current 4,137,314 940,264 Goodwill, net 268,125 - Other 685,761 638,248 Total Other Assets 6,407,819 2,425,414 Total Assets 339,895,352$ 284,928,137$ KIMLEY‐HORN AND ASSOCIATES, INC.  BALANCE SHEETS (CONTINUED)      DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      The accompanying notes to the financial statements are an integral part of these statements. 3 2016 2015 LIABILITIES AND SHAREHOLDER'S EQUITY Current Liabilities: Accounts payable – trade 40,558,464$ 29,607,175$ Billings in excess of costs and estimated earnings on uncompleted contracts 44,549,072 40,074,545 Accounts payable – affiliate 26,094 26,094 Accrued salaries and wages 90,893,487 61,691,585 Accrued vacation payable 13,891,434 11,897,103 Accrued interest - 8,635 Income taxes payable 786,378 - Accrued retirement plan contributions 46,329,774 40,689,979 Deferred taxes liabilities, current - 11,470,585 Deferred income, current 124,256 142,256 Other current liabilities 73,404 89,705 Total Current Liabilities 237,232,363 195,697,662 Long-Term Liabilities: Tax liability due to affiliates 929,714 772,333 Deferred taxes liabilities, non-current 3,787,315 3,287,858 Deferred income, non-current 1,397,875 1,540,131 Other long-term liabilities 1,161,778 1,218,881 Total Long-Term Liabilities 7,276,682 6,819,203 Total Liabilities 244,509,045 202,516,865 Shareholder's Equity: Common stock, stated value of $1.00 per share. Authorized 100,000 shares, issued and outstanding 35,771 shares 35,771 35,771 Paid-in capital 8,798,275 8,798,275 Retained earnings 86,796,851 73,856,832 Accumulated other comprehensive loss (244,590) (279,606) Total Shareholder’s Equity 95,386,307 82,411,272 Total Liabilities and Shareholder’s Equity 339,895,352$ 284,928,137$ KIMLEY‐HORN AND ASSOCIATES, INC.  STATEMENTS OF OPERATIONS      YEARS ENDED DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      The accompanying notes to the financial statements are an integral part of these statements. 4 2016 2015 Revenues: Gross revenues 720,768,975$ 626,353,635$ Less direct client expenses 175,628,809 150,951,251 Net Professional Fees 545,140,166 475,402,384 Operating Expenses: Employee compensation 374,793,706 322,013,536 Payroll overhead expense 101,903,222 90,306,102 Travel expenses 9,571,819 8,672,312 Professional expenses 15,448,975 14,499,394 Office supplies and expenses 9,262,114 7,808,765 Property costs 22,884,698 18,987,909 Telephone expense 3,241,136 2,822,125 General liability insurance 3,701,326 3,393,989 Depreciation and amortization 7,282,020 6,982,508 Legal, accounting, and other professional services 3,815,498 3,989,436 Software costs 5,667,751 4,365,316 Interest expense 20,612 8,003 Provision for uncollectible accounts 79,413 609,811 Less operating expenses included in direct client expenses (26,864,047) (23,571,830) Total Operating Expenses 530,808,243 460,887,376 Earnings from operations 14,331,923 14,515,008 Other income, net 2,561,966 365,626 Earnings before income taxes 16,893,889 14,880,634 Income tax expense 3,953,870 5,454,368 Net earnings 12,940,019$ 9,426,266$ KIMLEY‐HORN AND ASSOCIATES, INC.  STATEMENTS OF CHANGES IN SHAREHOLDER’S EQUITY AND COMPREHENSIVE INCOME  (LOSS)    YEARS ENDED DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      The accompanying notes to the financial statements are an integral part of these statements. 5 Accumulated Additional Other Total Common Stock Paid‐in Retained Comprehensive Shareholder’s Shares Amount Capital Earnings Loss Equity Balance December 31, 2014 35,771 35,771$ 8,798,275$ 64,430,566$ (402,707)$ 72,861,905$ Comprehensive income: Change in unrecognized costs of post-retirement health benefits, net of taxes - - - - 123,101 123,101 Net earnings - - - 9,426,266 - 9,426,266 Comprehensive income 9,549,367 Balance December 31, 2015 35,771 35,771 8,798,275 73,856,832 (279,606) 82,411,272 Comprehensive income: Change in unrecognized costs of post-retirement health benefits, net of taxes - - - - 35,016 35,016 Net earnings - - - 12,940,019 - 12,940,019 Comprehensive income 12,975,035 Balance December 31, 2016 35,771 35,771$ 8,798,275$ 86,796,851$ (244,590)$ 95,386,307$ KIMLEY‐HORN AND ASSOCIATES, INC.  STATEMENTS OF CASH FLOWS      YEARS ENDED DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      The accompanying notes to the financial statements are an integral part of these statements. 6 2016 2015 Cash flows from operating activities: Net earnings 12,940,019$ 9,426,266$ Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 7,282,020 6,982,508 Deferred income (160,256) (142,256) Deferred income taxes (11,455,956) 522,402 (Gain)/Loss on disposal of properties and equipment (422,646) 303,302 (Gain) on sales of marketable securities (349,076) (63,279) Allowance for uncollectible accounts (170,000) 530,000 Allowance, net of recovery, for uncollectible notes receivable 194,740 60,500 Changes in assets and liabilities: Accounts receivable – trade (11,806,320) (27,677,308) Costs and estimated earnings in excess of billings on uncompleted contracts (3,246,046) (1,837,833) Accounts receivable – other (183,905) (429,884) Receivable from affiliates (919,945) (732,642) Prepaid expenses (7,494,607) (396,122) Deposits and other assets (295,625) (710,464) Income taxes receivable 1,569,332 (1,569,332) Tax liability due to affiliates 157,381 397,250 Accounts payable – trade 10,951,289 6,738,173 Billings in excess of costs and estimated earnings on uncompleted contracts 4,474,527 8,268,293 Payable to affiliate - 25,844 Accrued compensation and expenses 36,827,393 24,833,656 Income taxes payable 786,378 (892,560) Other long-term liabilities (38,388) (79,940) Net cash provided by operating activities 38,640,309 23,556,574 Cash flows from investing activities: Purchases of properties and equipment (8,723,438) (8,967,405) Proceeds from disposition of properties and equipment 639,632 400,029 Purchases of marketable securities, held to maturity (49,442,886) (10,000,000) Issuance of notes receivable (324,140) (210,500) Collections of notes receivable 118,324 118,481 Business combination (275,000) - Net cash used in investing activities (58,007,508) (18,659,395) KIMLEY‐HORN AND ASSOCIATES, INC.  STATEMENTS OF CASH FLOWS (CONTINUED)      YEARS ENDED DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      The accompanying notes to the financial statements are an integral part of these statements. 7 2016 2015 Cash flows from financing activities: Net cash used in financing activities -$ -$ Net change in cash and cash equivalents (19,367,199) 4,897,179 Cash and cash equivalents, beginning of year 56,140,125 51,242,946 Cash and cash equivalents, end of year 36,772,926$ 56,140,125$ Supplemental disclosures of noncash investing and financing activities: Change in amount recognized for post-retirement health benefits 57,309$ 201,475$ Supplemental cash flow information: Cash paid during the year for interest 29,247$ 8,003$ Cash paid during the year for income taxes, net of refunds received of $55,820 and $0, respectively 12,896,828$ 7,054,032$ KIMLEY‐HORN AND ASSOCIATES, INC.  NOTES TO THE FINANCIAL STATEMENTS    DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      8 Note 1—Summary of significant accounting policies    Nature of Business - Kimley-Horn and Associates, Inc. (the “Company”) is an indirect wholly owned subsidiary of APHC, Inc. The Company provides engineering, planning, and environmental consulting services to public and private clients globally. Revenue Recognition - Fixed fee contracts are accounted for using the percentage-of-completion method. Contract revenues are recognized in the proportion that contract costs incurred bear to total estimated costs. Contract costs include direct labor, materials, equipment, subcontracts, and indirect costs allocable to contract performance. Cost-plus contract revenues are recognized as contract costs are incurred. Selling, general, and administrative costs are charged to expense as incurred. For contracts extending beyond one year, adjustments to cost estimates during the course of the contract are recorded in the accounting period in which they are estimated. Contract losses are recognized in full when such losses are estimated. Changes in project performance, project conditions, and estimated profitability, including those arising from contract incentive and penalty provisions, and final contract settlements may result in revisions to costs and are recognized in the period in which revisions are determined. The asset “Costs and estimated earnings in excess of billings on uncompleted contracts” represents revenues recognized in excess of amounts billed. The liability “Billings in excess of costs and estimated earnings on uncompleted contracts” represents billings in excess of revenues recognized. Cash and Cash Equivalents - The Company considers all highly liquid, short-term investments with an original maturity of three months or less to be cash equivalents. Marketable Securities - Debt securities are considered to be held to maturity and are reported at amortized cost. Allowance for Uncollectible Accounts and Notes - An allowance for uncollectible accounts and notes is provided for using the allowance method, which is based on historical experience and management’s evaluation of outstanding accounts and notes receivable at the end of each year. The allowance for uncollectible accounts and notes was $2,645,000 and $2,730,000 as of December 31, 2016 and 2015, respectively. Properties and Equipment, net - All properties and equipment are stated at cost. Expenditures for maintenance and repairs are expensed as incurred. When items are disposed of or replaced, the cost and accumulated depreciation amounts are removed from the accounts, and any gain or loss is included in other income. Depreciation - The cost of properties and equipment is depreciated using primarily the straight-line method over the following useful lives: Type of Property Life in Years Vehicles 5 years Office furniture and equipment 4 to 7 years Leasehold improvements Shorter of lease term or estimated useful life Buildings 39 years KIMLEY‐HORN AND ASSOCIATES, INC.  NOTES TO THE FINANCIAL STATEMENTS    DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      9 Note 1—Summary of significant accounting policies (continued)    Depreciation expense totaled $7,275,145 in 2016 and $6,982,508 in 2015. Goodwill - During 2016, the Company was party to a business combination. In conjunction with this business combination, the excess of the purchase price over the net assets acquired was allocated to goodwill. In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2014-02, Accounting for Goodwill, a consensus of the Private Company Council, the Company amortizes goodwill on a straight-line basis over a 10-year useful life and only evaluates goodwill for impairment at the entity level when a triggering event occurs. During the year ended December 31, 2016, no triggering events occurred requiring impairment testing; therefore, no impairment loss was recorded. Goodwill and related accumulated amortization was $275,000 and $6,875, respectively, as of December 31, 2016. Income Taxes - The Company uses the cash method of accounting for income tax purposes. The income (loss) of the Company is included in the consolidated federal and state income tax returns of APHC, Inc. Where state income tax laws do not permit the filing of a consolidated income tax return, separate returns are filed. The Company provides for current income tax expense (benefit) on a separate company basis. The Company has adopted the provisions of Accounting Standards Codification (“ASC”) Subtopic 740-10, Income Taxes – Overall. As a result, the Company recognized a liability for uncertain tax positions of $437,927 and $667,059 for 2016 and 2015, respectively, for benefits related to research and development tax credits taken each year. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. For the years ended December 31, 2016 and 2015, the Company recognized no interest and penalties associated with uncertain tax positions. The Company is only subject to U.S. federal, state, and local tax examinations by taxing authorities for three years from the date of filing. The Company uses the asset and liability approach to recognize the tax effects of temporary differences between financial reporting and tax purposes at enacted tax rates expected to be in effect when such amounts are recovered or settled. Use of Estimates - The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts 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. Other Comprehensive Income - Comprehensive income includes all nonshareholder changes in equity during a period and is divided into two broad classifications: net income and other comprehensive income (“OCI”). OCI includes revenues, expenses, gains, and losses that are excluded from earnings under U.S. generally accepted accounting principles. For the Company, OCI consists of amounts related to post-retirement health benefits. KIMLEY‐HORN AND ASSOCIATES, INC.  NOTES TO THE FINANCIAL STATEMENTS    DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      10 Note 1—Summary of significant accounting policies (continued)    Fair Value Measurements - The Company follows ASC Topic 820, Fair Value Measurements and Disclosures which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. ASC 820 also establishes a framework for measuring fair value and expands disclosures about fair value measurements. ASC Topic 820 establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:   Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.  Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3: one or more significant inputs or significant value drivers that are unobservable or based on market assumptions. The Company uses only Level 1 inputs in its fair value measurements. The following methods and assumptions were used to estimate the fair value of each class of financial instruments: Cash and Cash Equivalents, Accounts Receivable, and Accounts Payable - The carrying amount approximates fair value because of the short maturity of these instruments. Notes Receivable and Notes Payable - Since these notes have variable interest rates, the carrying value approximates the fair value. Reclassifications – Deposits from 2015 of $648,406 have been reclassified to current assets in order to conform to the 2016 presentation. These amounts are immaterial to the consolidated financial statements as a whole. New Accounting Pronouncements - In May 2014, the FASB issued ASU No. 2014‐09, Revenue from Contracts with Customers. Under the new standard, a company will recognize revenue when it delivers promised goods or services to customers in the amount the company is due in exchange for those goods or services. This standard also includes expanded disclosure requirements about the nature, amount, timing, and uncertainty of revenue and cash flows arising from existing contracts with customers. This standard will be effective for the Company for the calendar year ending December 31, 2019. The Company is currently in the process of evaluating the impact of adoption of this ASU on the financial statements. In February 2016, the FASB issued No. ASU 2016‐02, Leases. The standard requires all leases with lease terms over twelve months to be capitalized as a right‐of‐use asset and lease liability on the balance sheet at the date of lease commencement. Leases will be classified as either finance or operating, which impacts how leases are expensed in the income statement. This standard will be effective for the Company for the calendar year ending December 31, 2020. The Company is currently in the process of evaluating the impact of adoption of this ASU on the financial statements. KIMLEY‐HORN AND ASSOCIATES, INC.  NOTES TO THE FINANCIAL STATEMENTS    DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      11 Note 2—Marketable securities, held to maturity The amortized cost of marketable securities, held to maturity and their approximate fair values as of December 31, 2016 and 2015 are as follows: Gross Unrealized Amortized Cost Gains Fair Value Corporate debt securities 59,442,886$ 323,717$ 59,766,603$ Gross Unrealized Amortized Cost Gains Fair Value Corporate debt securities 10,000,000$ -$ 10,000,000$ 2016 2015 All marketable securities held as of December 31, 2016 mature in one year or less. Management evaluates marketable securities for other-than-temporary impairment at least on an annual basis, and more frequently when economic or market concerns warrant such evaluation. No marketable securities were deemed to be impaired as of December 31, 2016. The gross unrealized gains as of December 31, 2016 on marketable securities, held to maturity resulted from changing market interest rates compared to the yields available at the time the underlying securities were purchased. The financial statements include $349,028 and $0 of accrued interest receivable related to these marketable securities as of December 31, 2016 and 2015, respectively, which are included in Accounts receivable - other. Note 3—Other comprehensive income   The components of other comprehensive income are summarized below for the years ended December 31: Before‐Tax Tax After‐Tax Amount Effect Amount Other comprehensive income: Post-retirement health benefits 57,309$ (22,293)$ 35,016$ 2016 Before‐Tax Tax After‐Tax Amount Effect Amount Other comprehensive income: Post-retirement health benefits 201,475$ (78,374)$ 123,101$ 2015 See also Note 10. KIMLEY‐HORN AND ASSOCIATES, INC.  NOTES TO THE FINANCIAL STATEMENTS    DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      12 Note 4—Litigation and claims    In the normal course of business, the Company is, on occasion, named as a defendant in legal actions. The Company carries professional liability insurance, subject to certain deductibles and policy limits. While management does not believe that the resolution of these claims will have a material adverse effect on the Company’s financial position, results of operations, or cash flows, management acknowledges the uncertainty surrounding the ultimate resolution of these matters. As of December 31, 2016 and 2015, the Company has recorded a liability of $1,850,000 and $1,450,000, respectively, for outstanding claims included in Accounts payable – trade which represents the best estimate of the probable loss associated with these claims. Note 5—Related party transactions    The Company provides management and engineering services, administrative support, benefits administration, data processing, and accounting services to affiliated corporations. Included in net professional fees is $22,500 for 2016 and 2015, billed for other management and administrative services. Receivable from affiliates consists of $2,815,088 and $1,895,143 for 2016 and 2015, respectively, due from affiliated corporations for engineering services. The Company pays income taxes on behalf of APHC, Inc. and its wholly owned subsidiaries, resulting in a tax receivable or liability based on the Company’s financial results. The tax liability due to affiliates was $929,714 and $772,333 as of December 31, 2016 and 2015, respectively. Note 6—Line of credit    The Company has a line of credit with a financial institution that bears interest at the 30-day London Interbank Offered Rate (LIBOR) plus 1.35% (2.122% and 1.780% as of December 31, 2016 and 2015, respectively). The accrued interest is paid monthly and the outstanding principal balance is due upon maturity. In addition, the Company pays a quarterly fee for the unused portion of the line. The Company’s assets serve as collateral for this line of credit. The line of credit is a $10,000,000 operating line of credit and expires on May 1, 2017. The Company had no borrowings under the line of credit as of December 31, 2016 and 2015. KIMLEY‐HORN AND ASSOCIATES, INC.  NOTES TO THE FINANCIAL STATEMENTS    DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      13 Note 7—Lease commitments    The Company leases office space under operating lease agreements. As of December 31, 2016, the minimum future rentals payable under the non-cancelable portions of operating leases were as follows: Years Ending December 31, 2017 19,136,769$ 2018 18,486,295 2019 17,381,786 2020 14,717,448 2021 10,881,285 Thereafter 44,762,072 125,365,655$ Total rent expense under these lease agreements recognized on a straight-line basis over the term of the lease including any periods of free rent was $21,818,174 and $17,744,696 for 2016 and 2015, respectively. During 2014, the Company sold a building to an unrelated entity for $8,500,000. Concurrent with the sale, the Company leased back the building for 15 years at a monthly rate of $54,667 plus annual escalations of 1%. The monthly rates in 2016 and 2015 were $55,765 and $55,213, respectively. Accordingly, the gain on sale of $1,863,835 has been deferred and is being recognized over the 15-year lease term. Note 8—Employee retirement plans    The Company has an employee Retirement Savings and Pension Plan, which includes a 401(k) employee deferral and a Company match. The plan also allows for a profit-sharing benefit, which is determined annually by the Board of Directors. The Company has a defined contribution Retirement Annuity Plan whose purpose is to provide a retirement benefit for individuals whose compensation exceeds the salary cap imposed by the Internal Revenue Service when computing retirement benefits. KIMLEY‐HORN AND ASSOCIATES, INC.  NOTES TO THE FINANCIAL STATEMENTS    DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      14 Note 8—Employee retirement plans (continued)    Contributions to the employee retirement plans for the years ended December 31, 2016 and 2015 were as follows: 2016 2015 Plan contributions 53,795,329$ 47,894,563$ Less forfeitures (990,780) (861,408) Total contributions 52,804,549$ 47,033,155$ These contributions are included in payroll overhead expense.   Note 9—Income taxes    Income tax expense (benefit) for the years ended December 31, 2016 and 2015 is as follows: 2016 2015 Current: Federal 13,124,326$ 4,269,772$ State 2,334,621 713,740 15,458,947 4,983,512 Deferred: Federal (10,342,017) 473,553 State (1,163,060) (2,697) (11,505,077) 470,856 3,953,870$ 5,454,368$ KIMLEY‐HORN AND ASSOCIATES, INC.  NOTES TO THE FINANCIAL STATEMENTS    DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      15 Note 9—Income taxes (continued)  The components of deferred income taxes as of December 31, 2016 and 2015 are as follows: 2016 2015 Deferred tax assets: Net operating loss and other tax carryforwards - state and federal 606$ 606$ Temporary differences for reimbursed expenses 274,206 262,425 Post-retirement health benefits 155,721 204,843 State research and development tax credit 4,067 27,171 Accrual to cash adjustment 50,834 - Total deferred tax assets 485,434 495,045 Deferred tax liabilities: Accrual to cash adjustment - (11,965,024) Depreciation (3,787,921) (3,288,464) Total deferred tax liabilities (3,787,921) (15,253,488) Net deferred tax liabilities (3,302,487)$ (14,758,443)$ No valuation allowance for deferred tax assets was required as of December 31, 2016 and 2015. Management believes it is more likely than not that the deferred tax assets will be recovered by future taxable income.   A reconciliation of the expected income tax expense (benefit) at the parent’s federal statutory rate of 35% and income tax expense (benefit) for the years ended December 31, 2016 and 2015 is as follows: 2016 2015 Expected income tax expense at statutory rate 5,912,861$ 5,208,222$ State income taxes, net of federal benefit 541,276 177,874 Research and development tax credit (1,537,976) 835 Permanent differences (775,805) 62,543 Change in uncertain tax positions (229,132) - Other 42,646 4,894 3,953,870$ 5,454,368$ As of December 31, 2016, the Company has net operating loss carryforwards for federal and state income tax purposes of $0 and $15,547, respectively, which are available to offset future federal and state taxable income, if any, for the next 15 years. KIMLEY‐HORN AND ASSOCIATES, INC.  NOTES TO THE FINANCIAL STATEMENTS    DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      16 Note 10—Other liabilities    The Company has a Health Insurance Continuation Plan, which allows certain principals to continue their group health coverage under the Company’s existing group health plan. Participants pay the cost of health insurance premiums for this coverage. The Company has a Post-Retirement Healthcare Plan (the “Plan”). Participation in this Plan is determined by the Board of Directors. The Company has currently designated certain retired individuals and their dependents as participants in the Plan. The Plan provides each participant with company health insurance coverage from the date of retirement until age 65 and then provides supplemental Medicare insurance under terms described in the Plan. The Plan also provides long-term care insurance, vision insurance, and dental insurance. The measurement date for the post-retirement benefit plans is December 31. The components of net periodic post-retirement benefits cost recognized in the statements of operations for 2016 and 2015 consist of the following: 2016 2015 Interest cost 48,417$ 52,506$ Amortization of unrecognized losses 28,527 38,985 Amortization of prior service costs (1,692) (1,692) Net periodic post-retirement benefits cost 75,252$ 89,799$ Benefits paid by the Company totaled $91,347 in each of the years ending December 31, 2016 and 2015. Amounts recognized in the consolidated balance sheets as of December 31 consist of the following: 2016 2015 Accumulated post-retirement benefit obligation (1,235,182)$ (1,308,586)$ Fair value of plan assets - - Funded status (1,235,182)$ (1,308,586)$ Amounts recognized in accumulated other comprehensive income that have not yet been recognized as components of net periodic post-retirement benefits cost as of December 31 consist of the following: 2016 2015 Net actuarial losses (420,747)$ (479,748)$ Prior service costs 20,436 22,128 (400,311)$ (457,620)$ KIMLEY‐HORN AND ASSOCIATES, INC.  NOTES TO THE FINANCIAL STATEMENTS    DECEMBER 31, 2016 AND 2015  (SEE INDEPENDENT ACCOUNTANT’S REVIEW REPORT)      17 Note 10—Other liabilities (continued)    The net (gain) loss and prior service costs (credit) that will be amortized from accumulated other comprehensive income into net periodic post-retirement benefits cost over the next fiscal year are $26,538 and ($1,692), respectively. The accumulated post-retirement benefit obligation was determined using a discount rate of 3.65% and 3.83% for 2016 and 2015, respectively. The assumed healthcare cost trend rate for 2016 is 7.0%, decreasing by 0.1% in each future year to 5.0% for 2030 and remaining at that level thereafter. Increasing the assumed healthcare cost trend rates by one percentage point would increase the accumulated post-retirement benefit obligation as of December 31, 2016 by approximately $121,000. The benefits projected to be paid from the post-retirement benefit plan in each year 2017-2021 are approximately $95,000, $75,000, $77,000, $79,000, and $80,000, respectively. The aggregate benefits projected to be paid in the five years from 2022-2026 are approximately $409,000. The projected benefits are based on the same assumptions used to measure the Company’s benefit obligation as of December 31 and include estimated future employee service. Note 11—Concentrations of credit risk    The Company places its cash and cash equivalents on deposit with financial institutions in the United States. The Federal Deposit Insurance Corporation covers $250,000 for all interest-bearing deposit accounts. During the year, the Company may have had amounts on deposit in excess of the insured limits. The cash balances are maintained at financial institutions with high credit quality ratings and the Company believes no significant risk of loss exists with respect to those balances. Note 12—Subsequent events    The Company has evaluated subsequent events through March 14, 2017, the date these financial statements were available to be issued, and has determined there are no subsequent events that require disclosure. Hwy Ps £ NON -COLLUSION AFFIDAVIT City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, FL 33160 Telephone: (305) 947-0606 Fax: (305) 949-3113 e!T✓�'l�i/C �✓ STATE OF FkeRtB* ) COUNTY OF DARE' The undersigned being first duly sworn as provided by law, deposes, and says: This Affidavit is made with the knowledge and intent that it is to be filed with the City of Sunny Isles Beach City Commission and that it will be relied upon by said County, in any consideration which may give to and any action it may take with respect to this Bid. The undersigned is authorized to make this Affidavit on behalf of, Sparc Design, Inc. (Name of Corporation, Partnership, Individual, etc.) a, S -Corporation formed under the laws of Illinois (Type of Business) (State) of which he is President (Sole Owner, Partner, President, etc.) Neither the undersigned nor any person, firm, or corporation named in above Paragraph 10.2, nor anyone else to the knowledge of the undersigned, have themselves solicited or employed anyone else to solicit favorable action for this Bid by the City, also that no head of any department or employee therein, or any officer of the City of Sunny Isles Beach, Florida is directly interested therein. This Bid is genuine and not collusive or a sham; the person, firm or corporation named above in Paragraph 10.2 has not colluded, conspired, connived or agreed directly or indirectly with any proposers or person, firm or corporation, to put in a sham Bid, or that such person, firm or corporation, shall refrain from Bidding, and has not in any manner, directly or indirectly, sought by agreement or collusion, or communication or conference with any person, firm or corporation, to fix the prices of said Bid or Bids of any other proposers; and all statements contained in the Bid or Bids described above true; and further; neither the undersigned, nor the person, firm or corporation named above in Paragraph 10.2, has directly or indirectly submitted said Bid or the contents thereof, or divulged information or data relative thereto, to any association or to any member or agent thereof. -ry Vt. Richard CassisPresident AFFIANT'S NAME AFFIANT'S TITLE tiS�`� TAKEN, SWORN AND SUBSCRIBED TO BEFORE ME this 9th day of -44— A LAG 1 , 2019 Personally Known _� or Produced Identification Type of identification (Affix seal here) NATASA SABIC Official Seal Notary Public - State of Illinois My Commission Expires Jan 4, 2022 DECEMBER 28, 2010 a�� -� dA; NOTARY PUBLIC (name printed or typed) PRICE PROPOSAL Provide a detailed cost statement for providing the services indicated in Section 3.0 Scope of Services. All expense reimbursements will be charged against the total all-inclusive maximum price submitted by the firm. The project fee(s) shall include all labor, equipment, materials, transportation, overhead, travel, insurance, sales and other taxes, licenses, incidentals, and all other related cost necessary to meet the work requirements. Phase 1: Market Research and Invgstiaation Item Description Estimated Hours Nat -to -Exceed 1. All Inclusive Cost for Scope of 160 Hrs. Lump Sum All Inclusive Cost 1. for Scope of Services Requested in 450 Hrs. $ 75,000.00 Section 3.0 Phase 2: Brand Development and Execution Item Description Estimated Hours Not -to -Exceed Lump Sum 1. All Inclusive Cost for Scope of 160 Hrs. $ 25,000.00 Services Requested in Section 3.0 A (/ % < SIGNATURE: Sparc Design, Inc. OF AUTHORIZED AGENT AND FIRM NAME) PRINT NAME: Richard Cassis TITLE: President DATE: 8/12119 REQUEST FOR PROPOSALS NO. 19-07-02 M 0 PROPOSAL SUBMITTAL FORM The undersigned Proposer proposes and agrees, if this Proposal is accepted, to enter into an agreement with the City of Sunny Isles Beach to perform and furnish all Services as specified or indicated in the Contract Documents for the Contract Price and within the Contract Time indicated in this Proposal and in accordance with the other terms and conditions of the Contract Documents. The Proposer accepts all of the terms and conditions of the Advertisement or Invitation to Proposal and Instructions to Proposers, including without limitation those dealing with the disposition of Proposal Security. This Proposal will remain subject to acceptance for 90 days after the day of Proposal opening. The Proposer agrees to sign and submit the Agreement and other documents required by the Proposal Requirements within ten days after the date of the City's Notice of Award. In submitting this Proposal, the Proposer represents, as more fully set forth in the Agreement, that: The Proposer has familiarized himself/herself with the nature and extent of the Contract Documents, work, site, locality, and all local conditions and Law and Regulations that in any manner may affect cost, progress, performance, or furnishing of the Work. ■ The Proposer has given the City written notice of all conflicts, errors, discrepancies that it has discovered in the Contract Documents and the written resolution thereof by City is acceptable to the Proposer. This Proposal is genuine and not made in the interest of or on behalf of any undisclosed person, firm or corporation and is not submitted in conformity with any agreement or rules of any group, association, organization, or corporation; the Proposer has not directly or indirectly induced or solicited any other Proposers to submit a false or sham Proposal; the Proposer has not solicited or induced any person, firm or corporation to refrain from Proposing; and Proposer has not sought by collusion to obtain for itself any advantage over any other Proposers or over the City. The City and the successful Proposer will establish completion times for each individual Work Item and the successful Proposer agrees that the work will be completed within the time frames agreed upon and stipulated in the Notice to Proceed. FIRM NAME: Sparc Design, Inc. Street Address: 824 Humboldt Avenue, Winnetka, Illinois 60093 Mailing Address (if different): Telephone No. 773-320-3095 Fax No. Email Address: rcassis@sparcinc.com FEIN No. REQUEST FOR PROPOSALS No. 19-07-02 * BYSIGNING THIS DOCUMENT THEPROPOSER AGREES TO ALL TERMSAND CONDITIONS OF THERFP SIGNATURE: OF AUTHORIZED AGENT PRINT NAME: Richard Cassis TITLE: President DATE. 8/12/19 THE EXECUTION OF THIS FORM CONSTITUTES THE UNEQUIVOCAL OFFER OF PROPOSER TO BE BOUND BY THE TERMS OF ITS PROPOSAL. FAILURE TO SIGN THIS SOLICITATION WHERE INDICATED ABOVE BY AN AUTHORIZED REPRESENTATIVE SHALL RENDER THE PROPOSAL NON-RESPONSIVE. THE CITY MAY, HOWEVER, IN ITS SOLE DISCRETION, ACCEPT ANY PROPOSAL THAT INCLUDES AN EXECUTED DOCUMENT WHICH UNEQUIVOCALLY BINDS THE PROPOSER TO THE TERMS OF ITS OFFER. REQUEST FOR PROPOSALS NO. 19-07-02 PUBLIC ENTITY CRIMES City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, FL 33160 Telephone: (305) 947-0606 Fax: (305) 949-3113 SWORN STATEMENT PURSUANT TO SECTION 287.133(3)(a) FLORIDA STATUTES, ON PUBLIC ENTITY CRIMES PUBLIC ENTITY CRIMES Pursuant to the provisions of paragraph (2) (a) of Section 287.133, Florida State Statutes - "A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a Bid on a Contract to provide any goods or services to a public entity, may not submit a Bid on a Contract with a public entity for the construction or repair of a public building or public Work, may not submit Bids on leases of real property to a public entity, may not be awarded to perform Work as a Contractor, supplier, Sub -Contractor, or Consultant under a Contract with any public entity, and may not transact business with any public entity in excess of the threshold amount Category Two of Sec. 287.017, FS for thirty six months from the date of being placed on the convicted vendor list'. THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS. 11.1. This sworn statement is submitted to City of Sunny Isles Beach by Richard Cassis, President tpnnt maivwauai s name ano aue) for Sparc Design, Inc. [print name at entity submitting sworn statement] whose business address is: 824 Humboldt Avenue, Winnetka, Illinois 60093 and (if applicable) its Federal Employer Identification number (FEIN) is 36-392-5427 (If the entity had no FEIN, include the Social Security Number of the individual signing this sworn statement: ) 11.2. 1 understand that a "public entity crime" as defined in Paragraph 287.133(1)(g), Florida Statutes, means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or with the United States, including, but not limited to, any Bid or Contract for goods or services to be provided to any public entity or an agency or political subdivision of any other state of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation. 11.3. 1 understand that "convicted" or "conviction" as defined in Para. 287.133(1)(b), Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trail court of record relating to charges brought by indictment or information after July 1, 1989, as a result of a jury verdict, non jury trial, or entry of a plea of guilty or nolo contendere. 11.4. 1 understand that an "affiliate" as defined in Para. 287.133(1)(a), Florida Statutes, means: a.) predecessor or successor of a person convicted of a public entity crime; or b.) Any entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers, directors, executors, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The ownership by one person of shares constituting a controlling interest in another person, or a pooling of equipment or income among persons when not for fair DECEMBER 28, 2010 market value under an arm's length agreement, shall be a prime facie case that one person controls another person. A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. 11.5. 1 understand that a "person" as defined in Para. 287.133(1)(e), Florida Statutes, means any natural person or entity organized under the laws of any state or of the United States with the legal power to enter into a binding Contract and which Bids or applies to Bid on Contracts for the provision of goods or services let by a public entity, or which otherwise transacts or applies to transact business with a public entity. The term "persons" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in management of any entity. 11.6. Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statement. (Indicate which statement applies.) X Neither the entity submitting this sworn statement, nor any of it's officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. (Attach a copy of the final order.) I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 11.1 (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY AND, THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017, FLORIDA STATUTES, FOR CATEGORY TWO OF ANY, CHANGE IN THE INFORMATION CONTAINED IN THIS FORM. By: (Sig e) Richard Cassis (Printed Name) President, Sparc Design, Inc. (Title) Sworn to and subscribed before me this 9th day of August , 2019 by (AFFIX NOTARY S MP HEREWASASABIC Official Seal Notary Public— State of Illinois Signature: My Commission Expires Jan 4, 2022 Personally Known V OR Produced Identification State of Illinois Domestic/Foreign Corporation Annual Report Year Corporation File No Corporate Name Registered Agent Registered Office City, IL, Zip Code, County 1. 2. Principal address of Corporation 3a. State or Country of Incorporation Date Incorporated/Qualified3b. The names and addresses of ALL officers & directors MUST be listed here!4. Officers Name & Address 5. If 51% or more of the stock is owned by a minority or female, please check the appropriate box Minority Female Both 6. Number of shares authorized and issued as of Class Series Par Value Number Authorized Number Issued 7.The amount of paid-in-capital as of is $ 8. Fee SummaryUnder the penalty of perjury and as an authorized officer, I declare that this annual report, pursuant to provisions of the Business Corporation Act, has been examined by me and is, to the best of my knowledge and belief, true, correct and complete. 9. Authorized OfficerBy This document was electronically generated at www.cyberdriveillinois.com Title Name & Address Title Name & Address Title Jesse White, Secretary of State Title & Date 08-25-2017 824 HUMBOLDT AVE WINNETKA, IL 60093 FILED July 6, 2018 15 1500 RICHARD CASSIS WINNETKA, IL 60093-1917 COOK 71452085 1500.000 SPARC DESIGN INC. 824 HUMBOLDT AVE 2018 5-31-2018 RICHARD CASSIS Franchise Tax: $25.00 PRESIDENT July 6, 2018 Interest: $0.00 PRESIDENT Filing Fee: $75.00 DIRECTOR Penalty: $0.00 SECRETARY RICHARD CASSIS 824 HUMBOLDT AVE WINNETKA IL 60093 0.00000 RICHARD CASSIS 824 HUMBOLDT AVE WINNETKA, IL 60093 RICHARD CASSIS 824 HUMBOLDT AVE WINNETKA IL 60093 5-31-2018 COMMON ILLINOIS Total Fee: $100.00 All property owned by the corporation is located in Illinois and all business transacted by the corporation is in Illinois. State of Illinois Domestic/Foreign Corporation Annual Report Year Corporation File No Corporate Name Registered Agent Registered Office City, IL, Zip Code, County 1. 2. Principal address of Corporation 3a. State or Country of Incorporation Date Incorporated/Qualified3b. The names and addresses of ALL officers & directors MUST be listed here!4. Officers Name & Address 5. If 51% or more of the stock is owned by a minority or female, please check the appropriate box Minority Female Both 6. Number of shares authorized and issued as of Class Series Par Value Number Authorized Number Issued 7.The amount of paid-in-capital as of is $ 8. Fee Summary Under the penalty of perjury and as an authorized officer, I declare that this annual report, pursuant to provisions of the Business Corporation Act, has been examined by me and is, to the best of my knowledge and belief, true, correct and complete. 9. Authorized Officer By This document was electronically generated at www.cyberdriveillinois.com Title Name & Address Title Name & Address Title Jesse White, Secretary of State Title & Date 08-25-2017 824 HUMBOLDT AVE WINNETKA, IL 60093 FILED June 13, 2019 15 1500 RICHARD CASSIS WINNETKA, IL 60093-1917 COOK 71452085 1500.000 SPARC DESIGN INC. 824 HUMBOLDT AVE 2019 5-31-2019 RICHARD CASSIS Franchise Tax: $25.00 PRESIDENT June 13, 2019 Interest: $0.00 PRESIDENT Filing Fee: $75.00 TREASURER Penalty: $0.00 SECRETARY RICHARD CASSIS 824 HUMBOLDT AVE WINNETKA IL 60093 0.00000 RICHARD CASSIS 824 HUMBOLDT AVE WINNETKA, IL 60093 RICHARD CASSIS 824 HUMBOLDT AVE WINNETKA IL 60093 5-31-2019 COMMON ILLINOIS Total Fee: $100.00 All property owned by the corporation is located in Illinois and all business transacted by the corporation is in Illinois. Corporate Name Registered Agent Registered Office City, IL, Zip Code, County 1. Corporation File NoYearState of Illinois Domestic/Forign Corporation Annual Report This document was electronically generated at www.cyberdriveillinois.com Name & Address Title Name & Address Title Name & Address Title Officers Name & Address Title Name & Address Title Name & Address Title Name & Address Title Name & Address Title Name & Address Title 71452085 WINNETKA, IL 60093-1917 COOK SPARC DESIGN INC. RICHARD CASSIS FILED June 13, 2019 DIRECTOR 2019 824 HUMBOLDT AVE RICHARD CASSIS 824 HUMBOLDT AVE WINNETKA, IL 60093 TM ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADD’L LTR INSRD DATE (MM/DD/YYYY) PRODUCER INSURED POLICY EFFECTIVE POLICY EXPIRATIONPOLICY NUMBER LIMITSDATE (MM/DD/YY) DATE (MM/DD/YY)TYPE OF INSURANCE GENERAL LIABILITY AUTOMOBILE LIABILITY GARAGE LIABILITY EXCESS/UMBRELLA LIABILITY WORKERS COMPENSATION AND EMPLOYERS’ LIABILITY OTHER DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE INSURER A: INSURER B: INSURER C: INSURER D: INSURER E: EACH OCCURRENCE $ DAMAGE TO RENTED COMMERCIAL GENERAL LIABILITY $PREMISES (Ea occurence) CLAIMS MADE OCCUR MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN’L AGGREGATE LIMIT APPLIES PER:PRODUCTS - COMP/OP AGG $ PRO-POLICY LOCJECT COMBINED SINGLE LIMIT $(Ea accident)ANY AUTO ALL OWNED AUTOS BODILY INJURY $(Per person)SCHEDULED AUTOS HIRED AUTOS BODILY INJURY $(Per accident)NON-OWNED AUTOS PROPERTY DAMAGE $(Per accident) AUTO ONLY - EA ACCIDENT $ ANY AUTO EA ACC $OTHER THAN AUTO ONLY:AGG $ EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ $ DEDUCTIBLE $ RETENTION $$ WC STATU- OTH- TORY LIMITS ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $SPECIAL PROVISIONS below THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # COVERAGES CERTIFICATE HOLDER CANCELLATION ACORD 25 (2001/08)© ACORD CORPORATION 1988 ACORD CERTIFICATE OF LIABILITY INSURANCE ACORD 25 (2001/08) If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. DISCLAIMER IMPORTANT Year -End Adjusted December 31, 2016 Sparc, Incorporated 824 Humboldt Ave Winnetka, IL 60093 D773 PREPARED WITHOUT AUDIT, FROM WFORMiATION SUBMITTED BY CLIENIT January 26, 2017 Sparc, Incorporated 824 Humboldt Avenue Winnetka, IL 60093 We have compiled the accompanying balance sheet of Sparc, Incorporated as of December 31, 2016, and the related operating statement for the 12 Months in accordance with standards established by the American Institute of Certified Public Accountants. A compilation is limited to presenting in the form of financial statements information that is the representation of management. We have not audited or reviewed (as defined by the American Institute of Certified Public Accountants in its Statement on Standards for Accounting and Review Services No. 1) the accompanying financial statements and, accordingly, do not express an opinion or any other form of assurance on them. M.J. Vandenbroucke Inc. Certified Public Accountants PREPARED WIT HOUTAUD!T, FROM NFORMAT(ON SUBMITTED BY CLIENT Sparc, Incorporated 824 Humboldt Ave Winnetka, IL 60093 Year -End Adjusted Statement December 31, 2016 CURRENT ASSETS 102 - Cash in Bank - Checking 103 - Cash In Bank - Savings Total Current Assets FIXED ASSETS 146 - Fixtures & Equipment 147 - Graphic Arts Equipment 149 - Accumulated Depreciation Total Fixed Assets TOTAL ASSETS BALANCE SHEET ASSETS 8,095.42 1,516.02 61,748.45 18,675.81 (76, 983.08) PREPARED WITHOUT AUDIT, FROM INFQRMATI ION SUBMITTED BY CLIENT 9,611.44 3,441.18 $ 13,052.62 Sparc, Incorporated 824 Humboldt Ave Winnetka, IL 60093 BALANCE SHEET LIABILITIES & EQUITY CURRENT LIABILITIES 211 - Due Visa $ 5,735.68 232 - Accrued Federal Payroll Taxes 3,060.00 234 - Accrued Federal Unemp Tax 42.00 235 - Accrued State Unemp Tax 71.28 250 - Accrued Corporate Tax 159.00 Total Current Liabilities EQUITY 281 - Issued Capital Stock 1,000.00 286 - Accumulated Adjustments Accnt 11,384.14 290 - Distributions (16,674.47) 291 -Other Adjustments (50.84) Profit or (Loss) 8,325.83 Total Equity TOTAL LIABILITIES AND EQUITY PREPARED WITHOUT AUDIT, FRONt jNFORMiATION SUBrAITTED BY CLIENT $ 9,067.96 $ 13,052.62 Sparc, Incorporated 824 Humboldt Ave Winnetka, IL 60093 Yearend Adjusted December 31, 2016 OPERATING STATEMENT 12 Months Ended _December 31. 2016 12/31/16 Pct Sales 301 - Sales - Services $ 68,485.00 100.00 Total Sales 68,485.00 100.00 Cost of Goods Sold 402 - Printing 734.89 1.07 403 - Photography 45.00 0.07 407 - Stock Photography 133.98 0.20 408 - Photo Props 11.42 0.02 409 - Fonts 396.84 0.58 410 - Supplies 648.18 0.95 412 - Delivery Services 17.87 0.03 Total Cost of Goods Sold 1,988.18 2.90 Gross Profit 66,496.82 97.10 Operating Expenses 505 - Internet Services 239.39 0.35 509 - Outside Services 1,374.48 2.01 512 - Freight & Postage 114.84 0.17 516 - Officers Salaries 20,000.00 29.20 529 - Telephone 3,840.69 5.61 530 - Repairs & Maintenance 1,233.00 1.80 532 - Gifts 1,130.52 1.65 534 - Advertising & Promotion 1,117.70 1.63 537 - Officers Life Insurance 1,124.10 1.64 538 - Meals & Entertainment 1,169.97 1.71 539 - Travel & Lodging 679.44 0.99 541 - State Income Tax 159.00 0.23 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Sparc, Incorporated 824 Humboldt Ave Winnetka, IL 60093 Yearend Adjusted December 31, 2016 OPERATING STATEMENT Net Income (Loss) $ 8,325.83 12.16 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT 12 Months Ended 12/31/16 _December 31. Pct 2016 542 - FICA Tax 1,530.00 2.23 543 - Unemployment Tax 113.28 0.17 552 - Vehicle Expense 1,387.26 2.03 554 - Parking 370.49 0.54 558 - Contributions 50.00 0.07 565 - Accounting 3,568.83 5.21 566 - Office Expense 14,659.41 21.41 575 - Depreciation 528.12 0.77 580 - Dues & Subscriptions 2,263.46 3.31 585 - Alarm Services 288.00 0.42 597 - Employee Benefits 1,229.13 1.79 Total Operating Expenses 58,171.11 84.94 Operating Income (Loss) 8,325.71 12.16 Other Income 901 - Interest 0.12 0.00 Total Other Income 0.12 0.00 Net Income (Loss) $ 8,325.83 12.16 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT D773 Sparc, Incorporated COMPARATIVE STATEMENT OF INCOME 12 Months Ended 12 Months Ended Dec.31.2016 Dec.31.2015 Variance Percentage Sales 301 - Sales - Services $ 68,485 $ 122,625 $ (54,140) (44 Total Sales 68,485 122,625 $ (54,140) (44 Cost of Goods Sold 402 - Printing 735 719 (16) (2) 403 - Photography 45 0 (45) 0 407 - Stock Photography 134 38 (96) (253) 408 - Photo Props 11 312 301 96 409 - Fonts 397 550 153 28 410 - Supplies 648 1,790 1,142 64 411 - Photo Developing 0 444 444 100 412 - Delivery Services 18 121 103 85 416 - Graphic Design 0 324 324 100 417 - Copies 0 1,000 1,000 100 538 - Meals & Entertainment 1,170 Total Cost of Goods Sold 1,988 5,298 3,310 62 1,526 847 Gross Profit 66,497 117,327 (50,830) (43) Operating Expenses 505 - Internet Services 239 1,183 944 80 509 - Outside Services 1,374 600 (774) (129) 510 - Operating Expenses 0 693 693 100 512 - Freight & Postage 115 607 492 81 516 - Officers Salaries 20,000 30,500 10,500 34 529 - Telephone 3,841 4,404 563 13 530 - Repairs & Maintenance 1,233 1,845 612 33 532 - Gifts 1,131 1,406 275 20 534 - Advertising & Promotion 1,118 0 (1,118) 0 537 - Officers Life Insurance 1,124 0 (1,124) 0 538 - Meals & Entertainment 1,170 1,456 286 20 539 - Travel & Lodging 679 1,526 847 56 541 - State Income Tax 159 720 561 78 542 - FICA Tax 1,530 2,333 803 34 543 - Unemployment Tax 113 113 0 0 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT 552 - Vehicle Expense 554 - Parking 558 - Contributions 565 - Accounting 566 - Office Expense 575 - Depreciation 580 - Dues & Subscriptions 585 - Alarm Services 597 - Employee Benefits Total Operating Expenses Operating Income (Loss) Other Income Other Expenses Net Income (Loss) D773 Sparc, Incorporated COMPARATIVE STATEMENT OF INCOME 12 Months Ended 12 Months Ended Dec. 31. 2016 1,387 370 50 3,569 14,659 528 2,263 288 1,229 Dec. 31. 2015 1,782 558 100 3,660 9,611 4,618 1,985 288 796 Variance Percentage 395 22 188 34 50 50 91 2 (5,048) (53) 4,090 89 (278) (14) 0 0 (433) (54) 58,171 70,783 12,612 18 8,326 46,544 (38,218) (82) $ 8,326 $ 46,544 (38,218) (g2) PREPARED WITHOUT AUDIT, FROM INFORMATION SUBIAITTED BY CLIENT Sparc, Incorporated GENERAL LEDGER December 1, 2016 - December 31, 2016 Date Reference Journal Description 1. / Cash in Bank - Checking 12/10/16 4406 12/21/16 4407 12/27/16 4408 12/28/16 4409 12/28/16 4410 12/31/16 6 12/31/16 6 12/31/16 7 103 Cash In Bank - Savings 12/31/16 7 146 Fixtures & Equipment 12/31/16 9 147 Graphic Arts Equipment 149 Accumulated Depreciation 12/31/16 9 12/31/16 9 Beginning Current Period End Balance Amount Balance Totals for 103 0.01 1,516.02 62,580.11 Scrap Printers (831.66) Totals for 146 (831.66) 61,748.45 18,675.81 Totals for 147 0.00 18,675.81 (77,286.62) Scrap Printers Adjust Depreciation to Schedule Totals for 149 211 Due Visa 10,238.65 Baco Snow Plowing (225.00) M J Vandenbroucke (940.00) Multicopy (184.00) Promotional Impact (633.42) Lux Security Systems (288.00) Chase Card Pmt (2,975.11) Citi Card Pmt (1,107.70) Deposits 4,210.00 Totals for 102 (2,143.23) 8,095.42 1,516.01 Savings Interest n M Totals for 103 0.01 1,516.02 62,580.11 Scrap Printers (831.66) Totals for 146 (831.66) 61,748.45 18,675.81 Totals for 147 0.00 18,675.81 (77,286.62) Scrap Printers Adjust Depreciation to Schedule Totals for 149 211 Due Visa 303.54 (76,983.08) 12/31/16 6 Chase Card Pmt (2,975.11) 12/31/16 7 Due Visa 12/31/16 7 December charges due in February (3,595.23) Totals for 211 232 Accrued Federal Payroll Taxes (2,140.45) 12/31/16 P89 Payroll Journal Entry (5,735.68) Totals for 232 234 Accrued Federal Unemp Tax 12/31/16 P89 Payroll Journal Entry (3,060.00) (3,060.00) Totals for 234 235 Accrued State Unemp Tax 0.00 12/31/16 P89 Payroll Journal Entry (42.00) Totals for 235 250 Accrued Corporate Tax 12/31/16 9 Accrued Replacement Tax (71.28) Totals for 250 281 Issued Capital Stock (71.28) (71.28) Totals for 281 Accumulated Adjustments Accnt (159.00) Totals for 286 831.66 (528.12) (1,000.00) 0.00 (1,000.00) (11,384.14) 0.00 (11,384.14) 290 Distributions 33,129.65 Printed by KEN on 01/27/17 at 8:41 AM Page 303.54 (76,983.08) (2,975.11) 2,975.11 (3,595.23) (2,140.45) (2,760.57) (5,735.68) 0.00 (3,060.00) (3,060.00) (3,060.00) 0.00 (42.00) (42.00) (42.00) 0.00 (71.28) (71.28) (71.28) 0.00 (159.00) (159.00) (159.00) (1,000.00) 0.00 (1,000.00) (11,384.14) 0.00 (11,384.14) 290 Distributions 33,129.65 Printed by KEN on 01/27/17 at 8:41 AM Page Sparc, Incorporated GENERAL LEDGER December 1, 2016 - December 31, 2016 11.42 11.42 409 Fonts Beginning Current Period End Date Reference Journal Description Balance Amount Balance 12/31/16 6 Citi Card Pmt 555.91 1,107.70 12/31/16 7 December Mileage (92.88) 12/31/16 7 Due Visa 1,000.00 648.18 12/31/16 P89 Payroll Journal Entry 17.87 (18,470.00) Totals for 290 (16,455.18) 16,674.47 291 Other Adjustments 50.84 Totals for 291 0.00 50.84 301 Sales - Services (64,275.00) 12/31/16 7 Deposits (4,210.00) 1,374.48 512 Freight & Postage Totals for 301 114.84 (4,210.00) (68,485.00) 402 Printing Totals for 512 550.89 0.00 114.84 12/27/16 4408 Multicopy 0.00 184.00 12/31/16 P89 Totals for 402 184.00 734.89 403 Photography Totals for 516 0.00 20,000.00 20,000.00 12/31/16 7 Due Visa 3,304.81 45.00 2/31/16 7 Totals for 403 45.00 45.00 407 Stock Photography December charges due in February 133.98 198.30 Totals for 407 0.00 133.98 408 Photo Props 0.00 2/31/16 7 Due Visa Printed by KEN on 01/27/17 at 8: 41 AM 11.42 Totals for 408 11.42 11.42 409 Fonts 396.84 Totals for 409 0.00 396.84 410 Supplies 555.91 12/31/16 7 Due Visa 92.27 Totals for 410 92.27 648.18 412 Delivery Services 17.87 Totals for 412 0.00 17.87 505 Internet Services 239.39 Totals for 505 0.00 239.39 509 Outside Services 1,374.48 Totals for 509 0.00 1,374.48 512 Freight & Postage 114.84 Totals for 512 0.00 114.84 516 Officers Salaries 0.00 12/31/16 P89 Payroll Journal Entry 20,000.00 Totals for 516 20,000.00 20,000.00 Telephone 3,304.81 2/31/16 7 Due Visa 337.58 12/31/16 7 December charges due in February 198.30 Totals for 529 535.88 3,840.69 Printed by KEN on 01/27/17 at 8: 41 AM Page Sparc, Incorporated GENERAL LEDGER December 1, 2016 - December 31, 2016 Date Reference Journal Description :.-., Repairs & Maintenance 12/10/16 4406 532 Gifts 12/31/16 7 12/31/16 7 534 Advertising & Promotion 12/28/16 4409 537 Officers Life insurance 538 Meals & Entertainment 12/31/16 7 539 Travel & Lodging 12/31/16 7 541 State Income Tax ?/31/16 9 542 FICA Tax 12/31/16 P89 543 Unemployment Tax 12/31/16 P89 552 Vehicle Expense 12/31/16 7 554 Parking 12/31/16 7 558 Contributions 565 Accounting 12/21/16 4407 Office Expense 2/31/16 7 12/31/16 7 12/31/16 7 12/31/16 7 Baco Snow Plowing Totals for 530 Due Visa December charges due in February Totals for 532 Promotional Impact Due Visa Due Visa Accrued Replacement Tax Payroll Journal Entry Payroll Journal Entry December Mileage Due Visa M J Vandenbroucke Totals for 534 Totals for 537 Totals for 538 Totals for 539 Totals for 541 Totals for 542 Totals for 543 Totals for 552 Totals for 554 Totals for 558 Totals for 565 Due Visa Due Visa December charges due in February December charges due in February Beginning Current Period End Balance Amount Balance 1,008.00 225.00 225.00 1,233.00 514.27 463.71 152.54 616.25 1,130.52 484.28 633.42 633.42 1,117.70 1,124.10 0.00 1,124.10 1,054.82 115.15 115.15 1,169.97 447.69 231.75 231.75 679.44 0.00 159.00 159.00 159.00 0.00 1,530.00 1,530.00 1,530.00 0.00 113.28 113.28 113.28 1,294.38 92.88 92.88 1,387.26 240.49 130.00 130.00 370.49 50.00 0.00 50.00 2,628.83 940.00 940.00 3,568.83 12,794.79 637.40 205.03 4')4 Yz riiulru uy acrV on uilzllli aru:v! Am Page Sparc, Incorporated GENERAL LEDGER December 1, 2016 - December 31, 2016 Date Reference Journal Description Beginning Balance Current Amount Period End Balance Totals for 566 1,864.62 14,659.41 575 Depreciation 0.00 12/31/16 9 Adjust Depreciation to Schedule 528.12 Totals for 575 528.12 528.12 580 Dues & Subscriptions 1,391.26 12/31/16 7 Due Visa 150.35 12/31/16 7 December charges due in February 721.85 Totals for 580 872.20 2,263.46 585 Alarm Services 0.00 12/28/16 4410 Lux Security Systems 288.00 Totals for 585 288.00 288.00 597 Employee Benefits 1,007.99 12/31/16 7 Due Visa 175.57 12/31/16 7 December charges due in February 45.57 Totals for 597 221.14 1,229.13 901 Interest (0.11) 12/31/16 7 Savings Interest (0.01) Totals for 901 (0.01) (0.12) Report Total 0.00 Profit/(Loss) Current Period (25,219.37) Year -to -Date 8,325.83 Distribution count = 54 Printed by KEN on 01/27/17 at 8:41 AM Paae 5 Sparc, Incorporated Transaction Listing December 1, 2016 - December 31, 2016 Date Reference Account Payee ID Description 1099 Ommint '/31/16 9 149 Scrap Printers 12/31/16 9 146 Scrap Printers 12/31/16 9 575 Adjust Depreciation to Schedule 12/31/16 9 149 Adjust Depreciation to Schedule 12/31/16 9 541 Accrued Replacement Tax 12/31/16 9 250 Accrued Replacement Tax Transaction Balance Transaction Totals Total Debits 1,518.78 Total Credits --3;31878 Account Hash Total —1$10:0008 831.66 (831.66) 528.12 (528.12) 159.00 (159.00) 0.00 Sparc Design, Inc 824 Humboldt Ave Winnetka, IL 60093 Management is responsible for the accompanying financial statements of Sparc Design, Inc,which comprise the statement of assets,liabilities,and equity--tax-basis as of December 31,2017 and the related statements of revenues and expenses--tax-basis, and changes in equity--tax basis for the year then ended in accordance with the tax- basis of accounting,and for determining that the tax-basis of accounting is an acceptable financial reporting framework.We have performed compilation engagements in accordance with the Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Service Committee of the AICPA. We did not audit or review the financial statements nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management.Accordingly,we do not express an opinion,a conclusion,nor provide any form of assurance on these financial statements.The financial statements are prepared in accordance with the tax-basis of accounting,which is a basis of accounting other than accounting principles generally accepted in the United States of America. Management has elected to omit substantially all the disclosures ordinarily included in financial statements prepared in accordance with the tax-basis of accounting.If the omitted disclosures were included in the financial statements,they might influence the user's conclusions about the company's assets,liabilities,equity,revenue,and expenses.Accordingly,the financial statements are not designed for those who are no informed about such matters. M.J. Vandenbroucke Inc. Lombard, IL January 31, 2018 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Year-End Adjusted December 31, 2017 Sparc Design, Inc 824 Humboldt Ave Winnetka, IL 60093 D773 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Year-End Adjusted Statement December 31, 2017 BALANCE SHEET ASSETS CURRENT ASSETS 102 - Cash in Bank - Checking 19,526.36$ 103 - Cash In Bank - Savings 1,516.14 Total Current Assets 21,042.50 FIXED ASSETS 146 - Fixtures & Equipment 50,902.11 147 - Graphic Arts Equipment 16,230.02 149 - Accumulated Depreciation (65,067.42) Total Fixed Assets 2,064.71 TOTAL ASSETS 23,107.21$ Sparc Design, Inc 824 Humboldt Ave Winnetka, IL 60093 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT BALANCE SHEET LIABILITIES & EQUITY CURRENT LIABILITIES 211 - Due Visa 5,506.64$ 232 - Accrued Federal Payroll Taxes 3,060.00 234 - Accrued Federal Unemp Tax 42.00 235 - Accrued State Unemp Tax 71.28 250 - Accrued Corporate Tax 318.00 Total Current Liabilities 8,997.92$ EQUITY 281 - Issued Capital Stock 1,000.00 286 - Accumulated Adjustments Accnt 3,035.50 290 - Distributions (9,114.25) 291 - Other Adjustments (50.84) Profit or (Loss)19,238.88 Total Equity 14,109.29 TOTAL LIABILITIES AND EQUITY 23,107.21$ Sparc Design, Inc 824 Humboldt Ave Winnetka, IL 60093 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Yearend Adjusted December 31, 2017 OPERATING STATEMENT 12 Months Ended 12/31/17 December 31, 2017 Pct Sales 301 - Sales - Services 120,501.68$100.00 Total Sales 120,501.68 100.00 Cost of Goods Sold 402 - Printing 529.25 0.44 404 - Writing 9,000.00 7.47 406 - Outside Services 12,000.00 9.96 407 - Stock Photography 234.75 0.19 408 - Photo Props 212.80 0.18 409 - Fonts 938.97 0.78 410 - Supplies 64.27 0.05 413 - Entry Fees 370.00 0.31 Total Cost of Goods Sold 23,350.04 19.38 Gross Profit 97,151.64 80.62 Operating Expenses 508 - Consulting Services 12,185.52 10.11 509 - Outside Services 3,000.00 2.49 512 - Freight & Postage 388.92 0.32 516 - Officers Salaries 20,000.00 16.60 529 - Telephone 3,230.77 2.68 530 - Repairs & Maintenance 1,095.06 0.91 532 - Gifts 2,983.14 2.48 535 - Insurance 2,112.15 1.75 537 - Officers Life Insurance 1,016.57 0.84 538 - Meals & Entertainment 1,280.97 1.06 539 - Travel & Lodging 2,033.08 1.69 Sparc Design, Inc 824 Humboldt Ave Winnetka, IL 60093 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Yearend Adjusted December 31, 2017 OPERATING STATEMENT 12 Months Ended 12/31/17 December 31, 2017 Pct 541 - State Income Tax 312.00 0.26 542 - FICA Tax 1,530.00 1.27 543 - Unemployment Tax 113.28 0.09 552 - Vehicle Expense 1,004.29 0.83 554 - Parking 232.90 0.19 558 - Contributions 175.00 0.15 564 - Legal 656.00 0.54 565 - Accounting 4,227.58 3.51 566 - Office Expense 8,961.37 7.44 568 - Bank Service Charges 8.23 0.01 575 - Depreciation 7,621.07 6.32 580 - Dues & Subscriptions 2,021.66 1.68 582 - Uniforms & Laundry 704.73 0.58 585 - Alarm Services 288.00 0.24 597 - Employee Benefits 730.59 0.61 Total Operating Expenses 77,912.88 64.66 Operating Income (Loss)19,238.76 15.97 Other Income 901 - Interest 0.12 0.00 Total Other Income 0.12 0.00 Net Income (Loss)19,238.88$15.97 Sparc Design, Inc 824 Humboldt Ave Winnetka, IL 60093 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Cash Flows from Operating Activities Net Income (Loss)19,238.88$ Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation and Amortization 7,621.07 Losses (Gains) on Sales of Fixed Assets 0.00 Decrease (Increase) in Operating Assets: Increase (Decrease) in Operating Liabilities: Accounts Payable (229.04) Accrued Liabilities 159.00 Total Adjustments 7,551.03 Net Cash Provided By (Used In) Operating Activities 26,789.91 Cash Flows from Investing Activities Capital Expenditures 13,292.13 Net Cash Provided By (Used In) Investing Activities 13,292.13 Cash Flows from Financing Activities Notes Payable Borrowings 15,000.00 Notes Payable Repayments (15,000.00) Distributions (9,114.25) Net Cash Provided By (Used In) Financing Activities (9,114.25) Net Increase (Decrease) In Cash and Cash Equivalents 30,967.79 Beginning Cash and Cash Equivalents 9,611.44 Ending Cash and Cash Equivalents 21,042.50$ Sparc Design, Inc Statement of Cash Flows For the 12 Months Ended December 31, 2017 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT 12 Months Ended 12 Months Ended Dec. 31, 2017 Dec. 31, 2016 Variance Percentage Sales 301 - Sales - Services 120,502$68,485$52,017$76 Total Sales 120,502 68,485 52,017$76 Cost of Goods Sold 402 - Printing 529 735 206 28 403 - Photography 0 45 45 100 404 - Writing 9,000 0 (9,000)0 406 - Outside Services 12,000 0 (12,000)0 407 - Stock Photography 235 134 (101)(75) 408 - Photo Props 213 11 (202)(1,836) 409 - Fonts 939 397 (542)(137) 410 - Supplies 64 648 584 90 412 - Delivery Services 0 18 18 100 413 - Entry Fees 370 0 (370)0 Total Cost of Goods Sold 23,350 1,988 (21,362)(1,075) Gross Profit 97,152 66,497 30,655 46 Operating Expenses 505 - Internet Services 0 239 239 100 508 - Consulting Services 12,186 0 (12,186)0 509 - Outside Services 3,000 1,374 (1,626)(118) 512 - Freight & Postage 389 115 (274)(238) 516 - Officers Salaries 20,000 20,000 0 0 529 - Telephone 3,231 3,841 610 16 530 - Repairs & Maintenance 1,095 1,233 138 11 532 - Gifts 2,983 1,131 (1,852)(164) 534 - Advertising & Promotion 0 1,118 1,118 100 535 - Insurance 2,112 0 (2,112)0 537 - Officers Life Insurance 1,017 1,124 107 10 538 - Meals & Entertainment 1,281 1,170 (111)(9) 539 - Travel & Lodging 2,033 679 (1,354)(199) 541 - State Income Tax 312 159 (153)(96) 542 - FICA Tax 1,530 1,530 0 0 D773 Sparc Design, Inc COMPARATIVE STATEMENT OF INCOME PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT 12 Months Ended 12 Months Ended Dec. 31, 2017 Dec. 31, 2016 Variance Percentage 543 - Unemployment Tax 113 113 0 0 552 - Vehicle Expense 1,004 1,387 383 28 554 - Parking 233 370 137 37 558 - Contributions 175 50 (125)(250) 564 - Legal 656 0 (656)0 565 - Accounting 4,228 3,569 (659)(18) 566 - Office Expense 8,961 14,659 5,698 39 568 - Bank Service Charges 8 0 (8)0 575 - Depreciation 7,621 528 (7,093)(1,343) 580 - Dues & Subscriptions 2,022 2,263 241 11 582 - Uniforms & Laundry 705 0 (705)0 585 - Alarm Services 288 288 0 0 597 - Employee Benefits 731 1,229 498 41 Total Operating Expenses 77,913 58,171 (19,742)(34) Operating Income (Loss)19,239 8,326 10,913 131 Other Income Other Expenses Net Income (Loss)19,239$8,326$10,913 131 D773 Sparc Design, Inc COMPARATIVE STATEMENT OF INCOME PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Beginning Current Period End Date Reference Journal Description Balance Amount Balance 102 Cash in Bank - Checking 34,159.65 12/13/17 4454 Minnesota Life Ins.(304.29) 12/14/17 4455 Bryan Eldring (243.58) 12/21/17 4456 M J Vandenbroucke (980.00) 12/23/17 4457 AXA Equitable (223.00) 12/23/17 4458 Aurelio Landscaping Inc (500.00) 12/23/17 4459 Lux Security Systems Co (288.00) 12/31/17 6 Chase Card Pmt (2,488.12) 12/31/17 6 Citi Card Pmt (1,767.30) 12/31/17 6 Comenity (137.00) 12/31/17 6 Best Buy (27.00) 12/31/17 7 December Deposits 3,500.00 12/31/17 4460 Kimley-Horn and Assoc Inc (5,500.00) 12/31/17 4461 Monogram Market Research (5,000.00) 12/31/17 4462 Winnetka Community House Fitness Centre (675.00) Totals for 102 (14,633.29)19,526.36 103 Cash In Bank - Savings 1,516.12 12/31/17 7 Dec Savings Interest 0.01 12/31/17 9 Adjust for Interest Income 0.01 Totals for 103 0.02 1,516.14 146 Fixtures & Equipment 66,546.49 12/31/17 7 December Visa Charges due 2/18 - New Phone 1,446.56 12/31/17 9 Scrap Equipment (17,090.94) Totals for 146 (15,644.38)50,902.11 147 Graphic Arts Equipment 18,675.81 12/31/17 9 Scrap Equipment (2,445.79) Totals for 147 (2,445.79)16,230.02 149 Accumulated Depreciation (76,983.08) 12/31/17 9 Scrap Equipment 19,536.73 12/31/17 9 Adjust Depreciation to Schedule (7,621.07) Totals for 149 11,915.66 (65,067.42) 211 Due Visa (2,488.12) 12/31/17 6 Chase Card Pmt 2,488.12 12/31/17 7 Due Visa (2,937.63) 12/31/17 7 December Visa Charges due 2/18 (2,569.01) Totals for 211 (3,018.52)(5,506.64) 232 Accrued Federal Payroll Taxes 0.00 12/31/17 P89 Payroll Journal Entry (3,060.00) Totals for 232 (3,060.00)(3,060.00) 234 Accrued Federal Unemp Tax 0.00 12/31/17 P89 Payroll Journal Entry (42.00) Totals for 234 (42.00)(42.00) 235 Accrued State Unemp Tax 0.00 12/31/17 P89 Payroll Journal Entry (71.28) Totals for 235 (71.28)(71.28) 250 Accrued Corporate Tax (6.00) 12/31/17 9 Correct 2016 Accrual 6.00 12/31/17 9 Accrued Replacement Tax (318.00) Sparc Design, Inc GENERAL LEDGER December 1, 2017 - December 31, 2017 Printed by KEN on 01/31/18 at 9:22 AM Page 1 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Beginning Current Period End Date Reference Journal Description Balance Amount Balance Totals for 250 (312.00)(318.00) 281 Issued Capital Stock (1,000.00) Totals for 281 0.00 (1,000.00) 286 Accumulated Adjustments Accnt (3,035.50) Totals for 286 0.00 (3,035.50) 290 Distributions 24,110.43 12/23/17 4458 Aurelio Landscaping Inc 500.00 12/31/17 6 Citi Card Pmt 1,767.30 12/31/17 7 December Mileage (68.48) 12/31/17 9 Code Correct Cks 4426 and 4438 600.00 12/31/17 9 Code Correct Ck 4462 675.00 12/31/17 P89 Payroll Journal Entry (18,470.00) Totals for 290 (14,996.18)9,114.25 291 Other Adjustments 50.84 Totals for 291 0.00 50.84 301 Sales - Services (117,001.68) 12/31/17 7 December Deposits (3,500.00) Totals for 301 (3,500.00)(120,501.68) 402 Printing 529.25 Totals for 402 0.00 529.25 404 Writing 9,000.00 Totals for 404 0.00 9,000.00 406 Outside Services 7,000.00 12/31/17 4461 Monogram Market Research 5,000.00 Totals for 406 5,000.00 12,000.00 407 Stock Photography 202.89 12/31/17 7 Due Visa 31.86 Totals for 407 31.86 234.75 408 Photo Props 212.80 Totals for 408 0.00 212.80 409 Fonts 664.26 12/31/17 7 December Visa Charges due 2/18 274.71 Totals for 409 274.71 938.97 410 Supplies 0.00 12/31/17 7 Due Visa 64.27 Totals for 410 64.27 64.27 413 Entry Fees 370.00 Totals for 413 0.00 370.00 508 Consulting Services 6,685.52 12/31/17 4460 Kimley-Horn and Assoc Inc 5,500.00 Totals for 508 5,500.00 12,185.52 Sparc Design, Inc GENERAL LEDGER December 1, 2017 - December 31, 2017 Printed by KEN on 01/31/18 at 9:22 AM Page 2 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Beginning Current Period End Date Reference Journal Description Balance Amount Balance 509 Outside Services 3,000.00 Totals for 509 0.00 3,000.00 512 Freight & Postage 325.13 12/31/17 7 Due Visa 63.79 Totals for 512 63.79 388.92 516 Officers Salaries 0.00 12/31/17 P89 Payroll Journal Entry 20,000.00 Totals for 516 20,000.00 20,000.00 529 Telephone 2,803.75 12/31/17 7 Due Visa 251.67 12/31/17 7 December Visa Charges due 2/18 175.35 Totals for 529 427.02 3,230.77 530 Repairs & Maintenance 1,095.06 Totals for 530 0.00 1,095.06 532 Gifts 1,792.85 12/14/17 4455 Bryan Eldring 243.58 12/31/17 7 Due Visa 875.37 12/31/17 7 December Visa Charges due 2/18 71.34 Totals for 532 1,190.29 2,983.14 535 Insurance 1,883.89 12/31/17 7 Due Visa 228.26 Totals for 535 228.26 2,112.15 537 Officers Life Insurance 1,089.28 12/13/17 4454 Minnesota Life Ins.304.29 12/23/17 4457 AXA Equitable 223.00 12/31/17 9 Code Correct Cks 4426 and 4438 (600.00) Totals for 537 (72.71)1,016.57 538 Meals & Entertainment 1,280.97 Totals for 538 0.00 1,280.97 539 Travel & Lodging 1,534.29 12/31/17 7 Due Visa 498.79 Totals for 539 498.79 2,033.08 541 State Income Tax 0.00 12/31/17 9 Correct 2016 Accrual (6.00) 12/31/17 9 Accrued Replacement Tax 318.00 Totals for 541 312.00 312.00 542 FICA Tax 0.00 12/31/17 P89 Payroll Journal Entry 1,530.00 Totals for 542 1,530.00 1,530.00 543 Unemployment Tax 0.00 12/31/17 P89 Payroll Journal Entry 113.28 Totals for 543 113.28 113.28 552 Vehicle Expense 910.06 Sparc Design, Inc GENERAL LEDGER December 1, 2017 - December 31, 2017 Printed by KEN on 01/31/18 at 9:22 AM Page 3 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Beginning Current Period End Date Reference Journal Description Balance Amount Balance 12/31/17 7 Due Visa 25.75 12/31/17 7 December Mileage 68.48 Totals for 552 94.23 1,004.29 554 Parking 137.00 12/31/17 7 Due Visa 95.90 Totals for 554 95.90 232.90 558 Contributions 50.00 12/31/17 7 Due Visa 125.00 Totals for 558 125.00 175.00 564 Legal 656.00 Totals for 564 0.00 656.00 565 Accounting 3,247.58 12/21/17 4456 M J Vandenbroucke 980.00 Totals for 565 980.00 4,227.58 566 Office Expense 7,907.48 12/31/17 6 Comenity 137.00 12/31/17 6 Best Buy 27.00 12/31/17 7 Due Visa 220.56 12/31/17 7 Due Visa 208.84 12/31/17 7 December Visa Charges due 2/18 158.49 12/31/17 7 December Visa Charges due 2/18 302.00 Totals for 566 1,053.89 8,961.37 568 Bank Service Charges 0.00 12/31/17 7 December Visa Charges due 2/18 8.23 Totals for 568 8.23 8.23 575 Depreciation 0.00 12/31/17 9 Adjust Depreciation to Schedule 7,621.07 Totals for 575 7,621.07 7,621.07 580 Dues & Subscriptions 1,750.10 12/31/17 7 Due Visa 171.60 12/31/17 7 December Visa Charges due 2/18 99.96 12/31/17 9 Code Correct Ck 4462 (675.00) 12/31/17 4462 Winnetka Community House Fitness Centre 675.00 Totals for 580 271.56 2,021.66 582 Uniforms & Laundry 704.73 Totals for 582 0.00 704.73 585 Alarm Services 0.00 12/23/17 4459 Lux Security Systems Co 288.00 Totals for 585 288.00 288.00 597 Employee Benefits 622.25 12/31/17 7 Due Visa 75.97 12/31/17 7 December Visa Charges due 2/18 32.37 Totals for 597 108.34 730.59 901 Interest (0.10) Sparc Design, Inc GENERAL LEDGER December 1, 2017 - December 31, 2017 Printed by KEN on 01/31/18 at 9:22 AM Page 4 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Beginning Current Period End Date Reference Journal Description Balance Amount Balance 12/31/17 7 Dec Savings Interest (0.01) 12/31/17 9 Adjust for Interest Income (0.01) Totals for 901 (0.02)(0.12) Report Total 0.00 Net Profit/(Loss) Current Period (42,307.76) Year-to-Date 19,238.88 Distribution count = 79 Sparc Design, Inc GENERAL LEDGER December 1, 2017 - December 31, 2017 Printed by KEN on 01/31/18 at 9:22 AM Page 5 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Date Reference Account Payee ID Description 1099 Amount 12/31/17 9 290 Code Correct Cks 4426 and 4438 600.00 12/31/17 9 537 Code Correct Cks 4426 and 4438 (600.00) 12/31/17 9 290 Code Correct Ck 4462 675.00 12/31/17 9 580 Code Correct Ck 4462 (675.00) 12/31/17 9 250 Correct 2016 Accrual 6.00 12/31/17 9 541 Correct 2016 Accrual (6.00) 12/31/17 9 149 Scrap Equipment 19,536.73 12/31/17 9 146 Scrap Equipment (17,090.94) 12/31/17 9 147 Scrap Equipment (2,445.79) 12/31/17 9 575 Adjust Depreciation to Schedule 7,621.07 12/31/17 9 149 Adjust Depreciation to Schedule (7,621.07) 12/31/17 9 103 Adjust for Interest Income 0.01 12/31/17 9 901 Adjust for Interest Income (0.01) 12/31/17 9 541 Accrued Replacement Tax 318.00 12/31/17 9 250 Accrued Replacement Tax (318.00) Transaction Balance 0.00 Transaction Totals Total Debits 28,756.81 Total Credits 28,756.81 Account Hash Total 5449.0000 Transaction count = 7 Distribution count = 15 Sparc Design, Inc Transaction List December 1, 2017 - December 31, 2017 Printed by KEN on 01/31/18 at 9:22 AM Page 1 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Year-End Adjusted December 31, 2018 Sparc Design, Inc 824 Humboldt Ave Winnetka, IL 60093 D773 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Year-End Adjusted Statement December 31, 2018 BALANCE SHEET ASSETS CURRENT ASSETS 102 - Cash in Bank - Checking 39,821.68$ 103 - Cash In Bank - Savings 1,650.86 Total Current Assets 41,472.54 FIXED ASSETS 146 - Fixtures & Equipment 51,816.35 147 - Graphic Arts Equipment 16,230.02 149 - Accumulated Depreciation (66,807.54) Total Fixed Assets 1,238.83 TOTAL ASSETS 42,711.37$ Sparc Design, Inc 824 Humboldt Ave Winnetka, IL 60093 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT BALANCE SHEET LIABILITIES & EQUITY CURRENT LIABILITIES 211 - Due Visa 2,901.04$ 232 - Accrued Federal Payroll Taxes 3,060.00 234 - Accrued Federal Unemp Tax 42.00 235 - Accrued State Unemp Tax 68.04 250 - Accrued Corporate Tax 1,527.00 Total Current Liabilities 7,598.08$ EQUITY 281 - Issued Capital Stock 1,000.00 286 - Accumulated Adjustments Accnt 13,160.13 290 - Distributions (76,433.61) 291 - Other Adjustments (50.84) Profit or (Loss)97,437.61 Total Equity 35,113.29 TOTAL LIABILITIES AND EQUITY 42,711.37$ Sparc Design, Inc 824 Humboldt Ave Winnetka, IL 60093 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Yearend Adjusted December 31, 2018 OPERATING STATEMENT 12 Months Ended 12/31/18 December 31, 2018 Pct Sales 301 - Sales - Services 218,486.08$100.00 Total Sales 218,486.08 100.00 Cost of Goods Sold 402 - Printing 1,550.64 0.71 403 - Photography 793.00 0.36 404 - Writing 3,000.00 1.37 406 - Outside Services 162.60 0.07 407 - Stock Photography 44.98 0.02 408 - Photo Props 314.12 0.14 409 - Fonts 2,408.04 1.10 410 - Supplies 781.14 0.36 413 - Entry Fees 755.00 0.35 416 - Graphic Design 291.24 0.13 Total Cost of Goods Sold 10,100.76 4.62 Gross Profit 208,385.32 95.38 Operating Expenses 505 - Internet Services 216.00 0.10 508 - Consulting Services 26,382.10 12.07 509 - Outside Services 13,000.00 5.95 512 - Freight & Postage 407.55 0.19 516 - Officers Salaries 20,000.00 9.15 529 - Telephone 4,196.61 1.92 530 - Repairs & Maintenance 1,033.40 0.47 532 - Gifts 4,214.77 1.93 534 - Advertising & Promotion 665.00 0.30 Sparc Design, Inc 824 Humboldt Ave Winnetka, IL 60093 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Yearend Adjusted December 31, 2018 OPERATING STATEMENT 12 Months Ended 12/31/18 December 31, 2018 Pct 535 - Insurance 3,769.38 1.73 537 - Officers Life Insurance 2,218.40 1.02 538 - Business Meals 1,226.42 0.56 539 - Travel & Lodging 8,338.11 3.82 541 - State Income Tax 1,527.00 0.70 542 - FICA Tax 1,530.00 0.70 543 - Unemployment Tax 110.04 0.05 548 - Permits & Licenses 99.00 0.05 552 - Vehicle Expense 2,015.94 0.92 554 - Parking 138.00 0.06 558 - Contributions 225.00 0.10 564 - Legal 33.00 0.02 565 - Accounting 3,794.58 1.74 566 - Office Expense 9,455.56 4.33 575 - Depreciation 1,740.12 0.80 580 - Dues & Subscriptions 2,300.67 1.05 582 - Uniforms & Laundry 217.40 0.10 585 - Alarm Services 288.00 0.13 595 - Miscellaneous 100.49 0.05 597 - Employee Benefits 1,839.89 0.84 Total Operating Expenses 111,082.43 50.84 Operating Income (Loss)97,302.89 44.54 Other Income 901 - Interest 0.12 0.00 903 - Credit Card Redemption 134.60 0.06 Total Other Income 134.72 0.06 Sparc Design, Inc 824 Humboldt Ave Winnetka, IL 60093 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Yearend Adjusted December 31, 2018 OPERATING STATEMENT 12 Months Ended 12/31/18 December 31, 2018 Pct Net Income (Loss)97,437.61$44.60 Sparc Design, Inc 824 Humboldt Ave Winnetka, IL 60093 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Cash Flows from Operating Activities Net Income (Loss)97,437.61$ Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation and Amortization 1,740.12 Losses (Gains) on Sales of Fixed Assets 0.00 Decrease (Increase) in Operating Assets: Increase (Decrease) in Operating Liabilities: Accounts Payable (2,605.60) Accrued Liabilities 1,205.76 Total Adjustments 340.28 Net Cash Provided By (Used In) Operating Activities 97,777.89 Cash Flows from Investing Activities Capital Expenditures (914.24) Net Cash Provided By (Used In) Investing Activities (914.24) Cash Flows from Financing Activities Distributions (76,433.61) Net Cash Provided By (Used In) Financing Activities (76,433.61) Net Increase (Decrease) In Cash and Cash Equivalents 20,430.04 Beginning Cash and Cash Equivalents 21,042.50 Ending Cash and Cash Equivalents 41,472.54$ Sparc Design, Inc Statement of Cash Flows For the 12 Months Ended December 31, 2018 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT 12 Months Ended 12 Months Ended Dec. 31, 2018 Dec. 31, 2017 Variance Percentage Sales 301 - Sales - Services 218,486$120,502$97,984$81 Total Sales 218,486 120,502 97,984$81 Cost of Goods Sold 402 - Printing 1,551 529 (1,022)(193) 403 - Photography 793 0 (793)0 404 - Writing 3,000 9,000 6,000 67 406 - Outside Services 163 12,000 11,837 99 407 - Stock Photography 45 235 190 81 408 - Photo Props 314 213 (101)(47) 409 - Fonts 2,408 939 (1,469)(156) 410 - Supplies 781 64 (717)(1,120) 413 - Entry Fees 755 370 (385)(104) 416 - Graphic Design 291 0 (291)0 Total Cost of Goods Sold 10,101 23,350 13,249 57 Gross Profit 208,385 97,152 111,233 114 Operating Expenses 505 - Internet Services 216 0 (216)0 508 - Consulting Services 26,382 12,186 (14,196)(116) 509 - Outside Services 13,000 3,000 (10,000)(333) 512 - Freight & Postage 408 389 (19)(5) 516 - Officers Salaries 20,000 20,000 0 0 529 - Telephone 4,197 3,231 (966)(30) 530 - Repairs & Maintenance 1,033 1,095 62 6 532 - Gifts 4,215 2,983 (1,232)(41) 534 - Advertising & Promotion 665 0 (665)0 535 - Insurance 3,769 2,112 (1,657)(78) 537 - Officers Life Insurance 2,218 1,017 (1,201)(118) 538 - Business Meals 1,226 1,281 55 4 539 - Travel & Lodging 8,338 2,033 (6,305)(310) 541 - State Income Tax 1,527 312 (1,215)(389) 542 - FICA Tax 1,530 1,530 0 0 D773 Sparc Design, Inc COMPARATIVE STATEMENT OF INCOME PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT 12 Months Ended 12 Months Ended Dec. 31, 2018 Dec. 31, 2017 Variance Percentage 543 - Unemployment Tax 110 113 3 3 548 - Permits & Licenses 99 0 (99)0 552 - Vehicle Expense 2,016 1,004 (1,012)(101) 554 - Parking 138 233 95 41 558 - Contributions 225 175 (50)(29) 564 - Legal 33 656 623 95 565 - Accounting 3,795 4,228 433 10 566 - Office Expense 9,456 8,961 (495)(6) 568 - Bank Service Charges 0 8 8 100 575 - Depreciation 1,740 7,621 5,881 77 580 - Dues & Subscriptions 2,301 2,022 (279)(14) 582 - Uniforms & Laundry 217 705 488 69 585 - Alarm Services 288 288 0 0 595 - Miscellaneous 100 0 (100)0 597 - Employee Benefits 1,840 731 (1,109)(152) Total Operating Expenses 111,082 77,913 (33,169)(43) Operating Income (Loss)97,303 19,239 78,064 406 Other Income 903 - Credit Card Redemption 135 0 135 0 Total Other Income 135 0 135 0 Other Expenses Net Income (Loss)97,438$19,239$78,199 406 D773 Sparc Design, Inc COMPARATIVE STATEMENT OF INCOME PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Beginning Current Period End Date Reference Journal Description Balance Amount Balance 102 Cash in Bank - Checking 43,893.34 12/07/18 4517 Kimley-Horn And Assoc (1,500.00) 12/21/18 4518 M J Vandenbroucke (980.00) 12/21/18 4519 Lux Security Systems (288.00) 12/31/18 6 Chase Card Pmt (1,921.46) 12/31/18 6 Citi Card Pmt (4,810.04) 12/31/18 6 Best Buy (50.00) 12/31/18 6 Minnesota Life (99.18) 12/31/18 7 December Deposits 5,577.02 Totals for 102 (4,071.66)39,821.68 103 Cash In Bank - Savings 1,650.85 12/31/18 7 Savings Interest 0.01 Totals for 103 0.01 1,650.86 146 Fixtures & Equipment 51,816.35 Totals for 146 0.00 51,816.35 147 Graphic Arts Equipment 16,230.02 Totals for 147 0.00 16,230.02 149 Accumulated Depreciation (65,067.42) 12/31/18 9 Adjust Depreciation to Schedule (1,740.12) Totals for 149 (1,740.12)(66,807.54) 211 Due Visa (1,921.46) 12/31/18 6 Chase Card Pmt 1,921.46 12/31/18 7 Due Visa (2,901.04) Totals for 211 (979.58)(2,901.04) 232 Accrued Federal Payroll Taxes 0.00 12/31/18 P89 Payroll Journal Entry (3,060.00) Totals for 232 (3,060.00)(3,060.00) 234 Accrued Federal Unemp Tax 0.00 12/31/18 P89 Payroll Journal Entry (42.00) Totals for 234 (42.00)(42.00) 235 Accrued State Unemp Tax 0.00 12/31/18 P89 Payroll Journal Entry (68.04) Totals for 235 (68.04)(68.04) 250 Accrued Corporate Tax 0.00 12/31/18 9 Accrued Replacement Tax (1,527.00) Totals for 250 (1,527.00)(1,527.00) 281 Issued Capital Stock (1,000.00) Totals for 281 0.00 (1,000.00) 286 Accumulated Adjustments Accnt (13,160.13) Totals for 286 0.00 (13,160.13) 290 Distributions 90,121.91 12/31/18 6 Citi Card Pmt 4,810.04 12/31/18 7 December Mileage (28.34) 12/31/18 P89 Payroll Journal Entry (18,470.00) Sparc Design, Inc GENERAL LEDGER December 1, 2018 - December 31, 2018 Printed by KEN on 01/24/19 at 3:23 PM Page 1 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Beginning Current Period End Date Reference Journal Description Balance Amount Balance Totals for 290 (13,688.30)76,433.61 291 Other Adjustments 50.84 Totals for 291 0.00 50.84 301 Sales - Services (212,909.06) 12/31/18 7 December Deposits (5,577.02) Totals for 301 (5,577.02)(218,486.08) 402 Printing 1,550.64 Totals for 402 0.00 1,550.64 403 Photography 793.00 Totals for 403 0.00 793.00 404 Writing 3,000.00 Totals for 404 0.00 3,000.00 406 Outside Services 162.60 Totals for 406 0.00 162.60 407 Stock Photography 44.98 Totals for 407 0.00 44.98 408 Photo Props 314.12 Totals for 408 0.00 314.12 409 Fonts 2,408.04 Totals for 409 0.00 2,408.04 410 Supplies 781.14 Totals for 410 0.00 781.14 413 Entry Fees 505.00 12/31/18 7 Due Visa 250.00 Totals for 413 250.00 755.00 416 Graphic Design 291.24 Totals for 416 0.00 291.24 505 Internet Services 216.00 Totals for 505 0.00 216.00 508 Consulting Services 24,882.10 12/07/18 4517 Kimley-Horn And Assoc 1,500.00 Totals for 508 1,500.00 26,382.10 509 Outside Services 13,000.00 Totals for 509 0.00 13,000.00 512 Freight & Postage 407.55 Totals for 512 0.00 407.55 516 Officers Salaries 0.00 12/31/18 P89 Payroll Journal Entry 20,000.00 Totals for 516 20,000.00 20,000.00 Sparc Design, Inc GENERAL LEDGER December 1, 2018 - December 31, 2018 Printed by KEN on 01/24/19 at 3:23 PM Page 2 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Beginning Current Period End Date Reference Journal Description Balance Amount Balance 529 Telephone 3,962.07 12/31/18 7 Due Visa 234.54 Totals for 529 234.54 4,196.61 530 Repairs & Maintenance 1,033.40 Totals for 530 0.00 1,033.40 532 Gifts 3,013.21 12/31/18 7 Due Visa 1,201.56 Totals for 532 1,201.56 4,214.77 534 Advertising & Promotion 665.00 Totals for 534 0.00 665.00 535 Insurance 3,557.99 12/31/18 7 Due Visa 211.39 Totals for 535 211.39 3,769.38 537 Officers Life Insurance 2,119.22 12/31/18 6 Minnesota Life 99.18 Totals for 537 99.18 2,218.40 538 Business Meals 1,226.42 Totals for 538 0.00 1,226.42 539 Travel & Lodging 8,338.11 Totals for 539 0.00 8,338.11 541 State Income Tax 0.00 12/31/18 9 Accrued Replacement Tax 1,527.00 Totals for 541 1,527.00 1,527.00 542 FICA Tax 0.00 12/31/18 P89 Payroll Journal Entry 1,530.00 Totals for 542 1,530.00 1,530.00 543 Unemployment Tax 0.00 12/31/18 P89 Payroll Journal Entry 110.04 Totals for 543 110.04 110.04 548 Permits & Licenses 99.00 Totals for 548 0.00 99.00 552 Vehicle Expense 1,987.60 12/31/18 7 December Mileage 28.34 Totals for 552 28.34 2,015.94 554 Parking 138.00 Totals for 554 0.00 138.00 558 Contributions 100.00 12/31/18 7 Due Visa 125.00 Totals for 558 125.00 225.00 564 Legal 33.00 Sparc Design, Inc GENERAL LEDGER December 1, 2018 - December 31, 2018 Printed by KEN on 01/24/19 at 3:23 PM Page 3 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Beginning Current Period End Date Reference Journal Description Balance Amount Balance Totals for 564 0.00 33.00 565 Accounting 2,814.58 12/21/18 4518 M J Vandenbroucke 980.00 Totals for 565 980.00 3,794.58 566 Office Expense 8,773.47 12/31/18 6 Best Buy 50.00 12/31/18 7 Due Visa 333.34 12/31/18 7 Due Visa 58.41 12/31/18 7 Due Visa 240.34 Totals for 566 682.09 9,455.56 575 Depreciation 0.00 12/31/18 9 Adjust Depreciation to Schedule 1,740.12 Totals for 575 1,740.12 1,740.12 580 Dues & Subscriptions 2,095.89 12/31/18 7 Due Visa 204.78 Totals for 580 204.78 2,300.67 582 Uniforms & Laundry 217.40 Totals for 582 0.00 217.40 585 Alarm Services 0.00 12/21/18 4519 Lux Security Systems 288.00 Totals for 585 288.00 288.00 594 Unallocated Chg Cd Expenses 100.49 12/31/18 9 Code Correct November VISA (100.49) Totals for 594 (100.49)0.00 595 Miscellaneous 0.00 12/31/18 9 Code Correct November VISA 100.49 Totals for 595 100.49 100.49 597 Employee Benefits 1,798.21 12/31/18 7 Due Visa 41.68 Totals for 597 41.68 1,839.89 901 Interest (0.11) 12/31/18 7 Savings Interest (0.01) Totals for 901 (0.01)(0.12) 903 Credit Card Redemption (134.60) Totals for 903 0.00 (134.60) Report Total 0.00 Net Profit/(Loss) Current Period (25,176.69) Year-to-Date 97,437.61 Distribution count = 44 Sparc Design, Inc GENERAL LEDGER December 1, 2018 - December 31, 2018 Printed by KEN on 01/24/19 at 3:23 PM Page 4 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT Date Reference Account Payee ID Description 1099 Amount 12/31/18 9 575 Adjust Depreciation to Schedule 1,740.12 12/31/18 9 149 Adjust Depreciation to Schedule (1,740.12) 12/31/18 9 595 Code Correct November VISA 100.49 12/31/18 9 594 Code Correct November VISA (100.49) 12/31/18 9 541 Accrued Replacement Tax 1,527.00 12/31/18 9 250 Accrued Replacement Tax (1,527.00) Transaction Balance 0.00 Transaction Totals Total Debits 3,367.61 Total Credits 3,367.61 Account Hash Total 2704.0000 Transaction count = 3 Distribution count = 6 Sparc Design, Inc Transaction List December 1, 2018 - December 31, 2018 Printed by KEN on 01/24/19 at 3:24 PM Page 1 PREPARED WITHOUT AUDIT, FROM INFORMATION SUBMITTED BY CLIENT |REQUEST FOR PROPOSAL NO. 19-07-02 24 OPENING: 2:30 P.M. August 13, 2019 NOTE: City of Sunny Isles Beach is exempt from all taxes (Federal, State, and Local). Proposal price should be less all taxes. Tax Exemption Certificate furnished upon request. Issued by: Purchasing Agent Genesis Cuevas Date Issued: July 15, 2019 This Proposal Submittal Consists of Pages 25+ Sealed Proposals are subject to the Terms and Conditions of this Invitation to Proposal and the accompanying Proposal Submittal. Such other contract provisions, specifications, drawings or other data as are attached or incorporated by reference in the Proposal Submittal, will be received at the office of the City Clerk at the address shown above until the above stated time and date, and at that time, publicly opened for furnishing the supplies or services described in the accompanying Proposal Submittal Requirement. RFP 19-07-02 Citywide Re-Branding Services A Proposal Deposit in the amount of 0% of the total amount of the Proposal shall accompany all Proposals A Performance Bond in the amount of 0% of the total amount of the Proposal will be required upon execution of the contract by the successful Proposer and City of Sunny Isles Beach Procurement Agent: Firm Name: Genesis Cuevas ________________________________________ Commodity Code(s): RETURN ONE ORIGINAL AND FOUR COPIES, AND ONE ELECTRONIC FILE OF PROPOSAL SUBMITTAL PAGES AND AFFIDAVITS FAILURE TO SIGN PAGE 26 OF SECTION 6 PROPOSAL SUBMITTAL WILL RENDER YOUR PROPOSAL NON-RESPONSIVE Request for Proposal SECTION 6 PROPOSAL SUBMITTAL FORMS DELIVER TO: City of Sunny Isles Beach City Clerk 18070 Collins Avenue Sunny Isles Beach, FL 33160 PLEASE QUOTE PRICES F.O.B. DESTINATION, LESS TAXES, DELIVERED IN CITY OF SUNNY ISLES BEACH, FLORIDA