PRI Investments

Program Related Investments (PRI) are investments made by private foundations that support charitable activities while potentially generating some financial return. Because we are a public benefit corp with a social and environmental mission, we have been able to receive PRIs.

Reminder: Information regarding our grants and PRIs is confidential. We are also not allowed to talk about foundation PRIs except as specified in the contract and with the foundation’s consent.

October 2024: JLL Foundation PRI Loan

JLL Foundation is the corporate foundation of Jones Lang LaSalle, the giant real estate conglomerate. The JLL PRI is a $300k, 3-year zero-interest balloon term loan. There are no payments required prior to the due date of the full amount of the loan. The principal payment is due either when we raise 10x the loan amount or at the end of the term.

February 2024: Kresge Foundation PRI Loan

Kresge Foundation is the family foundation of founder of Kmart. It is one of the largest private foundations in the US and is based in Troy, MI.

| Loan Amount | $500,000 | | Interest Rate | 3% | | Term | 5 years | | Use | Product development to support national expansion | | First Payment | 6/30/2024 First (interest-only) payment12/31/2024 Principal installment and accruted interest | | Prepayments | Allowed, no fee or penalty, no less than $100k |

The amount and schedule are based on our expected CPC transactional revenue, though the loan is unsecured, so the obligation is general and the CPC revenue is not actually encumbered.

Related Documents

• Amortization Table
• Documents in Google Drive, including Loan Agreement

Financial Covenants

We are obligated meet the following financial metrics during the life of the loan. These are tracked in Causal as of April 2024.

• NOI > 0, where 85% of G&A and 100% of R&D are excluded from expenses
• Liquidity: 30-days cash on hand, net of R&D. 30 days of operating cash defined as total expenses from current year budget less, R&D costs, divided by 12
• Total equity will not fall below -$400k

In addition, we monitor cash-on-hand against principal outstanding, just for our own peace of mind:

• 80% of outstanding principal amount against our cash balance

Reporting Requirements

See Exhibit E of the agreement.

Please note: Foundation PRIs are concerned with social impact, not just the loan performance. Treat them like grants: lead with impact when reporting.

All reports will be submitted via email as standard documents and sent to:

Elizabeth Davidson, Program Manager: ecdavidson@kresge.org

Julie Burlingame, Analyst, Social Investment Practice: jburlingame@kresge.org

Kresge’s Reporting Inbox: SocialInvestments@kresge.org

Report	Due Date
Quarterly
Unaudited financial statements	Within 45 days after quarter end
Quarterly certificate (Exhibit G)	Within 45 days after quarter end
Compliance worksheet (Exhibit F)	Within 45 days after quarter end
CPC contract revenue report	Within 45 days after quarter end
Annual
Following year operating budget	By November 30 of current year
Financial statements	Within 120 days after fiscal year end
Annual certificate (Exhibit G)	Within 120 days after fiscal year end
Compliance worksheet (Exhibit F)	Within 120 days after fiscal year end
Loan proceeds report	Within 120 days after fiscal year end
CPC contract revenue report	Within 120 days after fiscal year end
As Needed
Documents delivered to Board	Within 10 days
Material litigation notices	Promptly
Material adverse effect notices	Promptly
Loan purpose change notices	Promptly
Default notices	Promptly
One Time
Final loan proceeds report	Within 120 days after loans repaid