REPORT OF THE AUDIT OF THE KENTUCKY LOTTERY CORPORATION

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1 REPORT OF THE AUDIT OF THE KENTUCKY LOTTERY CORPORATION For The Years Ended ADAM H. EDELEN AUDITOR OF PUBLIC ACCOUNTS ST CLAIR STREET FRANKFORT, KY TELEPHONE (502) FACSIMILE (502)

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3 To the People of Kentucky Honorable Steven L. Beshear, Governor Honorable Robert Stivers, President, Kentucky Senate Honorable Greg Stumbo, Speaker, Kentucky House of Representatives Board of Directors, Kentucky Lottery Corporation The enclosed report prepared by Crowe Horwath, LLP, Certified Public Accountants and Consultants, presents the financial and compliance audit of the books and records of the Kentucky Lottery Corporation for the years ended, as required by KRS 154A.130. We engaged Crowe Horwath, LLP to perform the audit in accordance with auditing standards generally accepted in the United States of America. We worked closely with the firm during our report review process. Respectfully Submitted Enclosure Adam H. Edelen Auditor of Public Accounts

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5 Annual Financial Report

6 ANNUAL FINANCIAL REPORT CONTENTS INDEPENDENT AUDITOR S REPORT... 1 MANAGEMENT S DISCUSSION AND ANALYSIS... 3 BASIC FINANCIAL STATEMENTS: STATEMENTS OF NET POSITION STATEMENTS OF REVENUES, EXPENSES AND CHANGES IN NET POSITION STATEMENTS OF CASH FLOWS NOTES TO FINANCIAL STATEMENTS INDEPENDENT AUDITOR S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS SCHEDULE OF FINDINGS SCHEDULE OF PRIOR AUDIT FINDINGS AND THEIR RESOLUTIONS... 32

7 Crowe Horwath LLP Independent Member Crowe Horwath International INDEPENDENT AUDITOR'S REPORT Auditor of Public Accounts, the Commonwealth of Kentucky, and the Board of Directors of the Kentucky Lottery Corporation Louisville, Kentucky Report on the Financial Statements We have audited the accompanying financial statements of the Kentucky Lottery Corporation ( KLC ), a component unit of the Commonwealth of Kentucky, as of and for the years ended, and the related notes to the financial statements, which collectively comprise the KLC s basic financial statements as listed in the table of contents. Management s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor s Responsibility Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. 1.

8 Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Kentucky Lottery Corporation, as of, and the changes in financial position and its cash flows thereof for the years then ended in accordance with accounting principles generally accepted in the United States of America. Other Matters Required Supplementary Information Accounting principles generally accepted in the United States of America require that the Management s Discussion and Analysis on pages 3 through 11 be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by Governmental Accounting Standards Board who considers it to be an essential part of financial reporting for placing the financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management s responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated September 25, 2015 on our consideration of Kentucky Lottery Corporation s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering Kentucky Lottery Corporation s internal control over financial reporting and compliance. Louisville, Kentucky September 25, 2015 Crowe Horwath LLP 2.

9 MANAGEMENT S DISCUSSION AND ANALYSIS Our discussion of the Kentucky Lottery Corporation s ( KLC ) financial performance provides an overview of the KLC s financial activities for the fiscal years ended. Please read it in conjunction with the financial statements, which follow. Financial Highlights for FY 2015 Ticket Sales were a record $899.1 million compared to $858.9 million in 2014, an increase of $40.2 million or 4.7 percent. Instant ticket sales increased $39.0 million or 7.5 percent to a record $560.5 million, while draw game sales increased $1.3 million or 0.4 percent to $338.6 million. Keno generated sales of $47.3 million, exceeding prior year by $17.9 million. Gross profit increased $7.0 million to $259.6 million or 29.3 percent of sales compared to $252.6 million or 29.9 percent of sales for Operating expenses increased $1.5 million to $28.8 million or 3.2 percent of total operating revenues. Total payments to the Commonwealth of Kentucky were a record $236.1 million compared to $226.1 million in 2014, an increase of $10.0 million or 4.4 percent. Total payments to the Commonwealth of Kentucky were 26.6 percent of total operating revenues. The KLC is accounted for as an enterprise fund, reporting on all of the activity s assets and liabilities using the accrual basis of accounting much like a private business activity. As such, this annual financial report consists of a series of financial statements, along with explanatory notes to the financial statements and supplemental schedules. The Statements of Net Position and the Statements of Revenues, Expenses and Changes in Net Position report the KLC s net position and changes in them. To assess the KLC s financial position and financial health, the reader of these statements should pay particular attention to changes in the components of assets and liabilities as set forth on the Statements of Net Position, and in changes in operating revenues and expenses as set forth in the Statement of Revenues, Expenses and Changes in Net Position. Total Assets Total assets consist primarily of cash and cash equivalents, investments, accounts receivable and capital assets. As shown in Table 1, the KLC s total assets decreased $15.3 million to $75.8 million in 2015 from $91.1 million in The change in this account is primarily due to the continual payment of winner installment prizes, which decreases the KLC s investment portfolio. Investments consist of U.S. Treasury zero-coupon bonds and other U.S. Government agency securities carried at fair value. Accounts receivable represents revenue to be collected from the sale of draw and instant game tickets to retailers. 3.

10 MANAGEMENT S DISCUSSION AND ANALYSIS Capital Assets The KLC s investment in capital assets, net of accumulated depreciation in 2015 and 2014, was $6.7 and $7.1 million, respectively. The investment in capital assets includes buildings, game equipment, data processing equipment, automobiles, software, and furniture and fixtures. The total decrease in the KLC s investment in capital assets for 2015 was $0.4 million or 5.6 percent compared to an increase of $0.5 million or 7.6 percent in Additional information on the KLC s investment in capital assets can be found in Note 6 to the financial statements. TABLE 1 NET POSITION (In millions) Increase Increase 2015 (Decrease) 2014 (Decrease) 2013 Current and other assets $ 48.6 $ (8.5) $ 57.1 $ (2.6) $ 59.7 Investments (noncurrent) 15.1 (5.9) 21.0 (13.3) 34.3 Capital assets, net 6.7 (0.4) Prepaid license (0.1) 0.4 Deposits with MUSL 5.1 (0.5) Total assets 75.8 (15.3) 91.1 (15.5) Current liabilities 38.2 (2.3) 40.5 (3.6) 44.1 Long-term liabilities 16.7 (7.1) 23.8 (9.8) 33.6 Total liabilities 54.9 (9.4) 64.3 (13.4) 77.7 Net position Net investment in capital assets 6.7 (0.4) Unrestricted accumulated unrealized gains on investments 2.9 (0.9) 3.8 (1.6) 5.4 Unrestricted 11.3 (4.6) 15.9 (1.0) 16.9 Total net position $ 20.9 $ (5.9) $ 26.8 $ (2.1) $

11 MANAGEMENT S DISCUSSION AND ANALYSIS Liabilities TABLE 2 LIABILITIES (In millions) Current Long-Term Prize liabilities $ 27.8 $ 35.2 $ 34.4 $ 15.7 $ Due to Commonwealth Accounts payable and other liabilities Total liabilities $ 38.2 $ 40.5 $ 44.1 $ 16.7 $ 23.8 $ 33.6 Total current liabilities decreased $2.3 million or 5.7 percent in 2015 and $3.6 million or 8.2 percent in The account titled Due to Commonwealth increased $3.1 million in 2015 and decreased $3.3 million in This is a timing issue and represents payments due to the General Fund and the KEES Reserve Fund after the fiscal year end. Long-term liabilities consist principally of prize liability for prizes paid in installments over several years and the noncurrent portion of accrued compensated absences. Long-term liabilities decreased $7.1 million or 29.8 percent in 2015 and $9.8 million or 29.2 percent in The decrease is attributable to the maturing of long-term prize liabilities. More detailed information can be obtained in Note 8 to the financial statements. Net Position As shown in Table 1 on page 4, the KLC s net position in 2015 decreased $5.9 million to $20.9 million. The decrease was attributable to additional payments to the Commonwealth and to the decrease in market value of investments the KLC holds to fund future payments due on annuitized lottery prizes. Accounting principles dictate the KLC record the unrealized gain or loss related to the change in market value of these investments. Zero-coupon U.S. government bonds have been purchased for the payment of installment prize awards and are generally held to maturity. The change in the market value of these investments (i.e. the unrealized losses on investments) was recorded as a decrease in unrestricted net position. The accumulated unrealized gain on investments included in unrestricted net position at June 30, 2015 is not available for transfer to the Commonwealth s general fund. The KLC s net investment in capital assets of $6.7 million is also not available for transfer to the Commonwealth s general fund. The remaining net position of $11.3 million is unrestricted, but provides working capital and cash flow and is utilized in the KLC s day-to-day operations. In 2014, the KLC s net position decreased $2.1 million to $26.8 million was attributable to the decrease in market value of investments the KLC held to fund future payments due on annuitized lottery prizes. 5.

12 MANAGEMENT S DISCUSSION AND ANALYSIS Changes in Net Position TABLE 3 CHANGES IN NET POSITION (In millions) Increase Increase 2015 (Decrease) 2014 (Decrease) 2013 Operating revenues Instant games $ $ 39.0 $ $ (0.7) $ Draw games Less tickets provided as prizes (12.2) 3.4 (15.6) 20.2 (35.8) Total operating revenues Non-operating revenues 0.9 (0.1) Total revenues Direct costs and operating expenses Direct costs: Prize expense Commissions to retailers Vendor expense Ticket costs (0.1) 6.7 Total direct costs Operating expenses Total direct costs and operating expenses Non-operating expenses 1.6 (0.7) 2.3 (0.9) 3.2 Payments to the Commonwealth of Kentucky Total expenses Changes in net position $ (6.0) $ (3.9) $ (2.1) $ 1.0 $ (3.1) See statements of revenues, expenses, and changes in net position for items included in each line of Table 3. See Tables 4, 5, and 6 for explanation of differences in the above items for 2015 and

13 MANAGEMENT S DISCUSSION AND ANALYSIS Sales and Prize Expenses Sales Table 4 compares sales, prizes, unclaimed prizes and gross margin (sales minus net prizes) for each lottery game category for 2015, 2014 and In 2015, the KLC generated ticket sales of $899.1 million, an increase of $40.3 million or 4.7 percent when compared to Total ticket sales, net of $12.2 million of free tickets provided as prizes, were $886.9 million. In 2015, operating revenues consisted of ticket sales from two product categories, instant games and draw games. Instant ticket sales, which accounted for 62.3 percent of all KLC sales, were $560.5 million, an increase of $39 million or 7.5 percent. When compared to 2014, sales growth within this product category occurred at the $1 price point with an increase of $1.1 million or 3.2 percent; the $3 price point with an increase of $0.6 million or 1.8 percent; the $5 price point with an increase of $3.3 million or 2.0%; the $10 price point with an increase of $18.0 million or 17.1 percent; and the $25 price point with an increase of $25.7 million or 97.4 percent. Sales decreases were recognized at the $2 price point with a decrease of $3.1 million or 4.4 percent; and the $20 price point with a decrease of $6.6 million or 7.8 percent. Draw game sales were $338.6 million, an increase of $1.3 million or 0.4 percent when compared to FY Draw games accounted for 37.7 percent of all sales and consisted of Pick 3, Pick 4, KY Cash Ball, Powerball, Decades of Dollars, Mega Millions, 5 Card Cash, Keno, Monopoly Millionaires Club which began sales on October 19, 2014 and ceased on December 26, 2014, and Lucky for Life which began sales on March 22, Compared to FY 2014, sales increases were recognized in Pick 3 with sales of $131.3 million, an increase of $5.8 million or 4.6 percent and Keno with sales of $47.3 million, an increase of $17.9 million or 60.9 percent. Sales decreases were recognized in Pick 4, a decrease of $0.3 million or 0.7 percent; 5 Card Cash, a decrease of $0.6 million or 6.7 percent; KY Cash Ball, a decrease of $.03 million or 0.3 percent; Mega Millions, a decrease of $6.6 million or 16.6 percent; Decades of Dollars, a decrease of $4.2 million or 71.2 percent; and Powerball, a decrease of $14.6 million or 18.3 percent. Monopoly Millionaires Club sales were $0.9 million. Lucky for Life sales were $3.0 million. In 2014, the KLC produced sales of $858.8 million, an increase of $12.2 million when compared to Instant ticket sales, which accounted for 60.7 percent of all KLC sales, were $521.5 million, a decrease of $0.7 million or 0.1 percent. Draw game sales for FY 2014 were $337.3 million, an increase of $12.9 million or 4.0 percent when compared to FY Draw games accounted for 39.3 percent of all sales and consisted of Pick 3, Pick 4, KY Cash Ball, Powerball, Decades of Dollars, Mega Millions, 5 Card Cash, and Keno which began sales on November 4,

14 MANAGEMENT S DISCUSSION AND ANALYSIS TABLE 4 LOTTERY SALES AND RELATED PRIZE EXPENSE (In millions) Instant Keno Pick Sales $ $ $ $ 47.3 $ 29.4 $ 0.0 $ $ $ Less tickets as prizes (12.2) (15.6) (35.8) Total ticket sales Gross prizes Less unclaimed prizes (5.2) (4.6) (5.5) (0.3) (0.0) (0.0) (0.8) (0.8) (0.8) Net prizes Gross margin $ $ $ $ 16.8 $ 10.2 $ 0.0 $ 54.3 $ 51.7 $ 51.3 Pick 4 5 Card Cash Powerball Sales $ 38.5 $ 38.8 $ 38.7 $ 7.7 $ 8.3 $ 11.4 $ 65.0 $ 79.6 $ Less tickets as prizes Total ticket sales Gross prizes Less unclaimed prizes (0.4) (0.5) (0.4) (0.1) (0.1) (0.3) (1.7) (1.4) (1.3) Net prizes Gross margin $ 21.4 $ 20.7 $ 18.6 $ 3.2 $ 3.4 $ 4.8 $ 34.2 $ 41.0 $ 53.9 KY Cash Ball Decades of Dollars Mega Millions Sales $ 10.0 $ 10.0 $ 10.5 $ 1.7 $ 5.9 $ 6.1 $ 33.2 $ 39.8 $ 27.1 Less tickets as prizes Total ticket sales Gross prizes (1.1) Less unclaimed prizes (0.1) (0.1) (0.1) (0.1) (0.1) (0.1) (0.6) (0.6) (0.7) Net prizes (1.2) Gross margin $ 3.5 $ 5.4 $ 3.3 $ 2.9 $ 2.9 $ 2.6 $ 17.1 $ 20.5 $ 14.2 Monopoly Millionaires Club Lucky For Life Total Sales $ 0.9 $ 0.0 $ 0.0 $ 3.0 $ 0.0 $ 0.0 $ $ $ Less tickets as prizes (12.2) (15.6) (35.8) Total ticket sales Gross prizes Less unclaimed prizes (0.0) (0.0) (9.3) (8.2) (9.2) Net prizes Gross margin $ (0.1) $ 0.0 $ 0.0 $ 1.2 $ 0.0 $ 0.0 $ $ $

15 MANAGEMENT S DISCUSSION AND ANALYSIS Prize Expense In general, prize expense by game should increase or decrease from year to year in proportion to the increase or decrease in sales for a particular game. However, except for the instant game product category, prize expense is also impacted by the luck of the draw. Prize expense for the instant game product category is controllable, to a large degree, by printing a predetermined number and value of winning tickets in the production of each instant game. Prize expense for draw games is not predetermined. While each of the draw games is designed to yield a certain ratio of prizes to sales over a large number of drawings, actual prize payout is determined by lottery players luck in matching the particular set of numbers randomly selected in each drawing for each game. With that background, Table 4 shows the prize payout by lottery product for 2015, 2014, and For FY 2015, gross prize expense (not including unclaimed prizes) of $565.6 million, reflects a 6.3 percent increase from 2014 gross prize expense of $532 million. The following is a discussion of notable variances in prize expense within certain product categories. Beginning in FY 2013, the Kentucky Legislature removed the mandate that the KLC remit no less than 28 percent of gross revenues to the General Fund. Based on this action, the KLC reduced the use of free tickets as prizes as the entry prize for each instant game. Free ticket prizes were 2.2 percent of instant sales in 2015 compared to 3.0 percent of instant sales for In 2014, Cash prize expense for instant games increased to 68.8 percent of cash instant sales compared to 68.6 percent in 2014 and 67.6 percent budgeted. In 2015, gross prize expense for draw games was 55.6 percent of draw sales compared to 54.9 percent in 2014 and 54.8 budgeted. Powerball gross prize expense was 49.9 percent of Powerball sales compared to 50.3 percent in 2014 and 50.0 percent budgeted. Mega Millions gross prize expense was 50.1 percent of Mega Million sales compared to 50.0 percent in 2014 and 50.0 percent budgeted. Pick 3 gross prize expense was 59.3 percent of Pick 3 sales compared to 59.4 percent in 2014 and 60.0 percent budgeted. Pick 4 gross prize expense was 45.5 percent of Pick 4 sales compared to 47.9 percent in 2014 and 50.0 percent budgeted. Decades of Dollars gross prize expense was 64.9 percent of Decades of Dollars sales compared to 52.5 percent in 2014 and 54.2 percent budgeted. KY Cash Ball gross prize expense was 65.9 percent of KY Cash Ball sales compared to 47.5 percent in 2014 and 53.8 percent budgeted. 5 Card Cash gross prize expense was 59.1 percent of 5 Card Cash sales compared to 60.6 percent in 2014 and 59.8 percent budgeted. Keno gross prize expense was 65.2 percent of Keno sales compared to 65.2 percent in 2014, and 63.5 percent budgeted. Monopoly Millionaires Club gross prize expense was percent of Monopoly Millionaires Club sales. Lucky for Life gross prize expense was 60.6 percent of Lucky for Life sales. Net prize expense in 2015 was $556.3 million or 62.7 percent of sales compared to $523.8 million or 62.1 percent of sales in Unclaimed prizes in 2015 were $9.3 million compared to $8.2 million in Gross prize expense in 2014 of $532.0 million, reflects a 5.5 percent increase from 2013 gross prize expense of $504.1 million. Gross prize expense for instant games in 2014 was 68.6 percent of cash instant sales compared to 66.8 percent in 2013 and 65.7 percent budgeted. Gross prize expense for draw games in 2014 was 54.9 percent of draw sales compared to 55.3 percent in 2013 and 54.4 percent budgeted. Net prize expense in 2014 was $523.8 million or 62.1 percent of sales compared to $494.9 million or 61.0 percent of sales in Unclaimed prizes in 2014 were $8.2 million compared to $9.2 million in

16 MANAGEMENT S DISCUSSION AND ANALYSIS Other Expenses TABLE 5 COMMISSIONS, OPERATING, AND NON-OPERATING EXPENSES (In millions) Retailer commissions $ 55.9 $ 52.8 $ 52.2 Vendor expense Ticket costs Operating expenses Non-operating expenses Amortization of prize discount Commissions to retailers cover base selling and cashing commissions as well as a retailer incentive plan based on the sale of instant tickets. Retailer commissions for 2015 and 2014 were 6.3 percent of sales. Vendor expenses for 2015 and 2014 were 0.9 percent of sales. Ticket costs include the cost to acquire and ship instant tickets to retailers. Ticket costs for 2015 and 2014 were 0.8 percent of sales. Operating expenses for 2015 and 2014 were 3.2 percent of sales. Amortization of prize discount, which reflect the periodic write-off of the difference between the present value of installment prizes and the face value of said prizes, decreased $0.7 million in 2015 and $0.9 million in Other Revenues TABLE 6 OTHER REVENUES (In millions) Unrealized gain (loss) on investments $ (0.9) $ (1.6) $ (3.1) Net accretion of investments Interest income Other miscellaneous Total non-operating revenues $ 0.9 $ 1.0 $ 0.4 Unrealized gain (loss) on investments represents the impact on income of recording investments at their fair value compared to the historical cost method. Accretion of investments reflects the net increase in the accreted cost of the investment. Interest income consists principally of interest on the KLC s cash balance, which is invested in short-term investments. No change in interest income reflects the federal government s continued policy to keep shortterm interest rates at low levels in

17 MANAGEMENT S DISCUSSION AND ANALYSIS Miscellaneous revenues consist primarily of various fees assessed to retailers and income earned from the sale of fixed assets. Payments to the Commonwealth of Kentucky In 2015 and 2014, payments to the Commonwealth of Kentucky represent a transfer or an accrual of funds from the KLC to the Commonwealth's general fund and to the Kentucky Educational Excellence Scholarship ( KEES ) Program Reserve Account. Payments to the general fund, which are approved by the Board of Directors and remitted to the Commonwealth on a monthly basis, are predominantly used by the General Assembly to provide funding for postsecondary education and literacy development. Payments to the KEES Program Reserve Account represent prizes of instant and draw games that expired (went unclaimed) during the fiscal year. Payments to the Commonwealth of Kentucky in 2015 were $236.1 million, which consisted of $226.8 million or an increase of $8.9 million to the Commonwealth s general fund and $9.3 million or an increase of $1.1 million to the KEES Program Reserve Account. Payments in 2014 were $226.1 million, which consisted of $217.9 million to the Commonwealth s general fund and $8.2 million to the KEES Program Reserve Account. Currently Known Facts, Decisions or Conditions In an effort to continue to bolster instant ticket sales, the KLC will add a significant number of new self-service vending machines to hundreds of retail locations during FY Instant sales are budgeted to produce sales of $600 million during FY 2016, an increase of $39.5 million or 7.0 percent. The KLC will continue to focus on Keno sales growth by introducing Keno To Go, which will allow all KLC retailers to sell the game; continue to conduct on-site promotions and support the product with advertising, point of sale items and player training. Keno is budgeted to produce sales of $61 million in FY 2016, an increase of $13.7 million or 22.5 percent. In October 2015, changes will be made to the Powerball game which should allow for higher jackpot amounts and increased sales. Powerball is budgeted to produce sales of $70.0 million in FY 2016, an increase of $5.0 million or 7.7 percent. Contacting the KLC s Financial Management This financial report is designed to provide the public and other interested parties with an overview of the financial results of the KLC s activities, and to show the KLC s accountability for the revenue that it generates. If you have any questions about this report or need additional financial information, contact the KLC s Public Relations Department at the Kentucky Lottery Corporation, 1011 West Main Street, Louisville, Kentucky

18 STATEMENTS OF NET POSITION (dollars in thousands) ASSETS Current assets Cash and cash equivalents, unrestricted $ 3,775 $ 10,272 Cash and cash equivalents, restricted 2,376 2,758 Investments at fair value, current portion 6,538 13,929 Accounts receivable, net 35,177 29,347 Prepaid PowerPlay License, current portion Other Total current assets 48,644 57,076 Noncurrent assets Investments at fair value, less current portion 15,068 21,013 Prepaid PowerPlay License, less current portion Capital assets, net 6,689 7,098 Deposits with Multi-State Lottery Association (MUSL) 5,126 5,631 Total noncurrent assets 27,130 34,056 Total assets 75,774 91,132 LIABILITIES Current liabilities Accounts payable, accrued expenses and compensated absences, current portion 7,101 5,094 Due to the Commonwealth of Kentucky 3, Estimated prize liability, current portion 27,820 35,239 Total current liabilities 38,199 40,579 Noncurrent liabilities Accrued compensated absences, less current portion 1, Estimated prize liability, less current portion 15,697 22,778 Total noncurrent liabilities 16,717 23,774 Total liabilities 54,916 64,353 NET POSITION Net investment in capital assets 6,689 7,098 Unrestricted 14,169 19,681 Net position $ 20,858 $ 26,779 See accompanying notes to financial statements. 12.

19 STATEMENTS OF REVENUES, EXPENSES AND CHANGES IN NET POSITION Years ended (dollars in thousands) Operating revenues Instant games $ 560,494 $ 521,558 Draw games 338, ,301 Less instant tickets provided as prizes (12,192) (15,601) Total operating revenues 886, ,258 Direct costs Prizes expense Instant games 372, ,365 Draw games 184, ,419 Total prize expense 556, ,784 Commissions to retailers 55,857 52,765 Vendor expense 7,680 7,432 Ticket costs 7,479 6,661 Total direct costs 627, ,642 Gross profit 259, ,616 Operating expenses Advertising and promotion 9,291 8,948 Salaries, wages and benefits 13,952 13,178 Contracted and professional services 1,966 2,046 Depreciation 1,326 1,221 Other general and administrative 2,251 1,926 Total operating expenses 28,786 27,319 Operating income 230, ,297 Non-operating income (expense) Payments to the Commonwealth of Kentucky (236,101) (226,127) Investment income Interest expense (1,572) (2,284) Other income Total non-operating expense (236,773) (227,400) Change in net position (5,921) (2,103) Net position at beginning of year 26,779 28,882 Net position at end of year $ 20,858 $ 26,779 See accompanying notes to financial statements. 13.

20 STATEMENTS OF CASH FLOWS Years ended (dollars in thousands) Cash flows from operating activities Cash received from customers $ 881,100 $ 842,627 Cash payments to prize winners (570,776) (532,792) Cash payments to suppliers (83,378) (83,798) Cash payments to employees for services (14,009) (12,971) Net cash from operating activities 212, ,066 Cash flows from noncapital financing activities Payments to the Commonwealth of Kentucky (233,068) (229,362) Cash flows from capital and related financing activities Purchases of capital assets (917) (1,688) Cash flows from investing activities Proceeds from sale of investments 13,415 14,712 Decrease (increase) in deposits at MUSL 505 (37) Investment income Net cash from investing activities 14,169 14,972 Decrease in cash and cash equivalents (6,879) (3,012) Cash and cash equivalents at beginning of year 13,030 16,042 Cash and cash equivalents at end of year $ 6,151 $ 13,030 Reconciliation of operating income to net cash provided by operating activities Operating income $ 230,852 $ 225,297 Adjustments to reconcile operating income to net cash provided by operating activities Depreciation 1,326 1,221 Provision for losses on accounts receivable 110 (173) Changes in operating assets and liabilities: Accounts receivable, net (5,367) (458) Prepaid PowerPlay license Other assets (10) (452) Accounts payable and accrued expenses 2,031 (1,144) Estimated prize liability (16,072) (11,292) Total adjustments (17,915) (12,231) Net cash provided by operating activities $ 212,937 $ 213,066 Noncash capital and investing activities: The accretion of interest on investments held to fund grand prizes, which increased prize liability for the years ended totaled $1,572 and $2,284, respectively. The fair value of investments decreased $921 and $1,571 for the years ended, respectively. See accompanying notes to financial statements. 14.

21 NOTES TO FINANCIAL STATEMENTS NOTE 1 ORGANIZATION The Kentucky Lottery Corporation ( KLC ) was created with the enactment of House Bill No. 1 in December 1988 as an independent de jure municipal corporation and political subdivision of the Commonwealth of Kentucky ( Commonwealth ). The KLC is to be managed in such a manner that enables the people of the Commonwealth to benefit from its profits and to enjoy the best possible lottery games. The operations of the KLC are separate and distinct from other operations of the Commonwealth. The KLC commenced operations on April 4, 1989 with the sale of instant game tickets. Sales of draw games began October 16, In January 1991, the KLC joined the Multi-State Lottery Association ( MUSL ), a group of states that combine lottery sales for draw games. NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Reporting Entity: The KLC has adopted the provisions of Government Accounting Standards Board ( GASB ) Statement No. 14, The Financial Reporting Entity, as amended by GASB Statement No. 39, Determining Whether Certain Organizations Are Component Units and GASB Statement No. 61, The Financial Reporting Entity: Omnibus An Amendment of GASB Statements No. 14 and No. 34, under which the financial statements include all the organizations, activities, functions and component units for which the KLC is financially accountable. Financial accountability is defined as the appointment of a voting majority of the component unit's Board, and either (1) the KLC's ability to impose its will over the component unit, or (2) the possibility that the component unit will provide a financial benefit to or impose a financial burden on the KLC. The KLC has determined that no outside agency meets the above criteria; therefore, no other agency has been included as a component unit in the KLC's financial statements. In addition, since the KLC provides a financial benefit for the Commonwealth, the KLC is part of the reporting entity of the Commonwealth and is, therefore, included in the Commonwealth's Comprehensive Annual Financial Report as a blended component unit. The accompanying financial statements are not intended to present the financial position or the results of operations and cash flows of the Commonwealth or its proprietary funds. Basis of Presentation: The KLC is accounted for as an enterprise fund. The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. KLC follows Governmental Accounting Standards Board ( GASB ) pronouncements as codified under GASB 62, which was adopted in The financial statements include the accounts of KLC and have been prepared on the accrual basis of accounting. Under the accrual basis of accounting, revenues are recognized when earned and expenses are recorded when an obligation has been incurred. As an enterprise fund, the KLC distinguishes operating revenues and expenses from non-operating items. Operating revenues and expenses generally result from providing services and delivering goods in connection with the KLC s principal ongoing operations. The principal operating revenues of the KLC are charges to customers for sales of lottery products. Operating expenses include the cost of sales and services, selling and administrative expenses, and depreciation on capital assets. All revenues and expenses not meeting this definition are reported as non-operating revenues and expenses. Revenue and Accounts Receivable Recognition: Revenue and accounts receivable for draw games are recognized when tickets are sold to the public by contracted retailers. 15.

22 NOTES TO FINANCIAL STATEMENTS NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue and accounts receivable for instant games are recognized based on a retailer s billing type. For Bill Immediate retailers, revenue is recognized at the time of issuance of the tickets to the retailers. For Issue-Based retailers, revenue is recognized upon activation, or 30 days from the date of issuance, whichever is sooner. Finally, for Activation-based retailers, revenue is recognized upon activation, or 50 days from the date of issuance, whichever is sooner. Beginning in fiscal year 2009, the KLC implemented instant games that include free tickets as prizes, which entitle the holder to exchange one instant ticket for another of equal value. The redemption of free tickets is netted against total operating revenue. Allowance for Doubtful Accounts: The KLC uses the allowance method to account for uncollectible accounts receivable. Trade receivables are written-off when deemed uncollectible. Recoveries of trade receivables previously written-off are recorded when received. KLC wrote off approximately $49,000 and $23,000 for the years ended, respectively. A trade receivable is considered uncollectible after no payment has been received in 120 days. Prizes: Prize expense for instant ticket games is recorded as an estimate at the time the related revenue is recognized based on the predetermined prize structure for each game; periodically, the prize expense is adjusted to reflect amounts actually won. Prize expense for draw games is recorded after each draw and is based on actual draw results. Grand prizes are awarded related to the Decades of Dollars, Win for Life, Lucky for Life, Powerball, and Mega Millions draw games. Decades of Dollars grand prizes are paid in annual installments of $250,000 for 30 years. Decades of Dollars prize expense is recorded after each draw and is based on actual draw results. A portion of the Decades of Dollars sales of the KLC is remitted to the Virginia State Lottery, the designated administrator for Decades of Dollars, to fund grand prize payments. All Decades of Dollars grand prizes are funded through the purchase of U.S. Treasury zero-coupon bonds. The Party Lottery which sold the grand prize winning ticket has the first option of purchasing the investments, but may defer the purchase to another Party Lottery. The KLC ended participation in the Decades of Dollars draw game in October Win for Life grand prizes are paid in quarterly installments for the life of a winner, or a minimum of ten years. The KLC recognized Win for Life prize expense after each draw and was based on actual draw results. Initial prize liability was based on an actuarial study. The KLC reviewed those statistics to actual results for any changes that needed to be made based on the age of the winner. All Win for Life grand prizes are funded through the purchase of U.S. Treasury zero-coupon bonds. The KLC ended participation in the Win for Life draw game in January Lucky for Life grand prizes are paid in annual installments of $365,000 for the life of a winner, or a minimum of twenty years. Lucky for Life second tier prizes are paid in annual installments of $25,000 for the life of a winner, or a minimum of twenty years. A single lump-sum cash payment is also available. Lucky for Life prize expense is recognized after each draw and is based on actual draw results. All Lucky for Life prizes are funded through the purchase of U.S. Treasury zero-coupon bonds. Powerball grand prizes are paid in 30 annual installments or in a single lump-sum payment equal to the estimated present cash value of 30 annual payments. The KLC recognizes Powerball prize expense after each draw and is based on actual draw results. A portion of Powerball sales of the KLC is remitted to MUSL to fund prize payments. MUSL purchases U.S. Treasury certificates and other U.S. Government backed investments to fund prize liability to Powerball winners electing annual installments. 16.

23 NOTES TO FINANCIAL STATEMENTS NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Mega Millions grand prizes are paid in 30 annual installments or in a single lump-sum payment equal to the estimated present cash value of 30 annual payments. The KLC recognizes Mega Millions prize expense after each draw and is based on actual draw results. A portion of Mega Millions sales of the KLC is remitted to MUSL to fund prize payments. MUSL purchases U.S. Treasury certificates and other U.S. Government backed investments to fund prize liability to Mega Millions winners electing annual installments. Cash and Cash Equivalents: For financial statement purposes, the KLC considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Investments: Investments consist of U.S. Treasury zero-coupon bonds and other U.S. Government agency securities carried at fair value in accordance with GASB Statement No. 31, Accounting and Financial Reporting for Certain Investments and for External Investment Pools. Fair value of investments is based on quoted market prices. Investments are in U.S. Treasury zero-coupon bonds and other U.S. Government backed securities and are purchased to meet future installment payments to grand prize winners. There are generally no realized gains or losses on investments, as it is the KLC s policy to hold the investments to maturity. Capital Assets: Capital assets are carried at cost less accumulated depreciation. The KLC defines capital assets as assets with an initial, individual cost of more than $5,000 and an estimated useful life in excess of one year. Depreciation is computed using the straight-line method over estimated lives of the assets. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in operations in the period of disposal. The estimated useful lives by general classification are as follows: Buildings Leasehold improvements Game equipment Data processing equipment and software Automobiles, furniture and fixtures 30 years Lesser of the life of the lease or asset 5 years 5 years 3 5 years Amortization of leasehold improvements is computed using the straight-line method over lease terms ranging from three to five years. Interest related to construction of capital assets is capitalized. No interest was capitalized for the years ended. Intangible assets consist of software internally generated by KLC personnel or by a third-party contractor on behalf of the KLC. Intangible assets are to be capitalized if the intangible asset costs in excess of $100,000 and has a useful life of more than one year as dictated by GASB Statement No. 51. Amortization is computed using the straight-line method over estimated lives of the intangible assets. When intangible assets are retired or otherwise disposed of, the cost and related accumulated amortization are removed from the accounts and any resulting gain or loss is reflected in operations in the period of disposal. The KLC concluded that there were intangible assets totaling $144,000 required to be capitalized in 2015, and $276,000 in Deposits with Multi-State Lottery Association (MUSL): Deposits are carried at cost. MUSL is a non-profit, government-benefit voluntary association created for the purpose of administering joint lottery games, such as Powerball. MUSL currently includes 35 state lottery entities, the District of Columbia and the U.S. Virgin Islands. The chief executive officer of each member lottery serves on the MUSL Board of Directors. As a member of MUSL, the KLC is required to contribute to various prize reserve funds maintained by MUSL. The prize reserve funds serve as a contingency reserve to protect MUSL from unforeseen prize liabilities. 17.

24 NOTES TO FINANCIAL STATEMENTS NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES All prize reserve funds remitted, and the related interest earnings, will be returned to the KLC upon leaving MUSL, less any portion of unanticipated prize claims which may have been paid from the fund. In January 2010, the Mega Million states and MUSL signed an agreement for cross-selling of each other s products. As a participating member of MUSL, the KLC is required to contribute to a prize reserve fund for the Mega Millions game which is maintained by MUSL. The prize reserve fund serves as a contingency reserve to protect MUSL member states from unforeseen prize liabilities related to the Mega Millions game. All prize reserve funds remitted, and the related interest earnings, will be returned to the KLC upon leaving Mega Millions, less any portion of unanticipated prize claims which may have been paid from the fund. Estimated Prize Liability: A liability for grand prize winners electing annual installments is recorded based on the cost of U.S. Treasury zero-coupon bonds and other U.S. Government agency securities purchased to fund the liability, adjusted for the accretion of interest based upon the purchased yield and maturity date. The estimated prize liability is presented in the statement of net position, net of this imputed interest. Imputed interest is amortized to interest expense over the life of the annuity utilizing the effective interest method. Draw game, non-grand prize liabilities are known and recorded daily after each draw. Instant prize liabilities are based on the prize statistics that each game is designed around, and are recognized at the same time as the associated revenues. Net Position: Net position of the KLC are classified and displayed as three components: Net investment in capital assets - Consists of capital assets, including restricted capital assets, net of accumulated depreciation and reduced by the outstanding balances of any bonds, mortgages, notes, or other borrowings that are attributable to the acquisition, construction, or improvement of those assets. Restricted net position - Consists of assets with constraints placed on the use either by (1) external groups such as creditors, grantors, contributors, or laws or regulations of other governments; or (2) law through constitutional provisions or enabling legislation. Unrestricted net position - All other net position that do not meet the definition of "net investment in capital assets" or "restricted". As of, the KLC had no restricted net position. Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Accordingly, actual results could differ from those estimates. Subsequent Events Evaluation: Since the KLC is part of the reporting entity of the Commonwealth and is included in the Commonwealth's Comprehensive Annual Financial Report as a blended component unit, management has evaluated subsequent events through September 25,

25 NOTES TO FINANCIAL STATEMENTS NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Recently Adopted Accounting Pronouncements: Adoption of these Statements did not have a material impact on the KLC s financial position or results of operations. GASB Statement No. 68, Accounting and Financial Reporting for Pensions an amendment of GASB Statement No. 27, issued June The provisions of this Statement are effective for periods beginning after June 15, This Statement is intended to improve accounting and financial reporting by state and local governments for pensions. It also improves information provided by state and local governmental employers about financial support for pensions that is provided by other entities. GASB Statement No. 69, Government Combinations and Disposals of Government Operations, issued January The provisions of this Statement are effective for periods beginning after December 15, This Statement establishes accounting and financial reporting standards related to government combinations and disposals of government operations. As used in this Statement, the term government combinations include a variety of transactions referred to as mergers, acquisitions, and transfers of operations. GASB Statement No. 71, Pension Transition for Contributions Made Subsequent to the Measurement Date and amendment of GASB Statement No. 68, issued June The provisions of this Statement are required to be applied simultaneously with the provisions of Statement No. 68. This Statement is intended to address an issue regarding application of the transition provisions of Statement No. 68, Accounting and Financial Reporting for Pensions. The issue relates to amounts associated with contributions, if any, made by a state or local government employer or nonemployer contributing entity to a defined benefit pension plan after the measurement date of the government s beginning net pension liability. GASB Statement No. 76, The Hierarchy of Generally Accepted Accounting Principles for State and Local Governments, issued June The provisions of this Statement are effective for reporting periods beginning after June 15, The objective of this Statement is to identify-in the context of the current governmental financial reporting environment-the hierarchy of generally accepted accounting principles (GAAP). The GAAP hierarchy consists of the sources of accounting principles used to prepare financial statements of state and local governmental entities in conformity with GAAP and the framework for selecting those principles. Pending Accounting Pronouncements Not Yet Adopted: As of June 30, 2015, the GASB has issued the following statements not yet implemented by the KLC. The statements which might impact the KLC are as follows: GASB Statement No. 72, Fair Value Measurement and Application, issued February The provisions of this Statement are effective for periods beginning after June 15, This Statement provides guidance for determining a fair value measurement for financial reporting purposes. This Statement also provides guidance for applying fair value to certain investments and disclosures related to all fair value measurements. 19.

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