0000943374-13-000329.txt : 20130614 0000943374-13-000329.hdr.sgml : 20130614 20130614160443 ACCESSION NUMBER: 0000943374-13-000329 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130614 FILED AS OF DATE: 20130614 DATE AS OF CHANGE: 20130614 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Jacksonville Bancorp, Inc. CENTRAL INDEX KEY: 0001484949 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34821 FILM NUMBER: 13914286 BUSINESS ADDRESS: STREET 1: 1211 WEST MORTON AVENUE CITY: JACKSONVILLE STATE: IL ZIP: 62650 BUSINESS PHONE: (217) 245-4111 MAIL ADDRESS: STREET 1: 1211 WEST MORTON AVENUE CITY: JACKSONVILLE STATE: IL ZIP: 62650 11-K 1 form11k_061413.htm FORM 11-K form11k_061413.htm

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 11-K

ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

[X]
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996].

For the fiscal year ended December 31, 2012

OR

[  ]
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED].

For the transition period from _______________ to _______________

Commission File Number 001-34821

A.  Full title of the plan and the address of the plan, if different from that of the issuer named below:

Jacksonville Savings Bank 401(k) Profit Sharing Plan

B:  Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

Jacksonville Bancorp, Inc.
1211 West Morton Road
Jacksonville, IL 62650

 
 

 

Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
EIN 37-1323900 PN 003
 
Accountants’ Report and Financial Statements
December 31, 2012 and 2011
 

BKD
CPAs & Advisors

 
 
 

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
December 31, 2012 and 2011
 


 

Contents
 

 
 
Report of Independent Registered Public Accounting Firm..........................................................................................................................1
 

 
 
Financial Statements
 
 
Statements of Net Assets Available for Benefits................................................................................................................................................2
 
 
Statements of Changes in Net Assets Available for Benefits............................................................................................................................3
 
 
Notes to Financial Statements..............................................................................................................................................................................4
 

 
 
Supplemental Schedule
 
 
Schedule H, Line 4i – Schedule of Assets (Held at End of Year)...................................................................................................................14
 

 

 

 
 
 

 


[BKD Letterhead]
Report of Independent Registered Public Accounting Firm

Trustees
Jacksonville Savings Bank 401(k) Profit Sharing Plan
Jacksonville, Illinois

 
We have audited the accompanying statements of net assets available for benefits of Jacksonville Savings Bank 401(k) Profit Sharing Plan as of December 31, 2012 and 2011, and the related statements of changes in net assets available for benefits for the years then ended.  These financial statements are the responsibility of the Plan’s management.  Our responsibility is to express an opinion on these financial statements based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement.  The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing auditing procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting.  Accordingly, we express no such opinion.  Our audits also included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management and evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of Jacksonville Savings Bank 401(k) Profit Sharing Plan as December 31, 2012 and 2011, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.
 
Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole.  The accompanying supplementary information as listed in the table of contents is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974.  The supplemental information is the responsibility of the Plan’s management.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole.
 
/sig/ BKD, LLP
 
Decatur, Illinois
June 14, 2013
 

Federal Employer Identification Number:  44-0160260
 
 
 

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
Statements of Net Assets Available for Benefits
 
December 31, 2012 and 2011



 
 
2012
 
2011
       
Assets
     
       
Investments, at Fair Value
 $ 10,229,971
 
 $  8,509,733
       
       
       
Liabilities
     
       
Return of excess contributions
928
 
4,021
       
       
Net Assets Available for Benefits
 $ 10,229,043
 
 $ 8,505,712
       

 




See Notes to Financial Statements 
 
2

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
Statements of Changes in Net Assets Available for Benefits
 
Years Ended December 31, 2012 and 2011
 

 


 
 
2012
 
2011
       
Investment Income
     
Net appreciation in fair value of investments
 $ 1,084,890
 
 $   335,803
Interest and dividends
234,116
 
176,374
       
Net investment income
1,319,006
 
512,177
       
Contributions
     
Employer
258,588
 
182,833
Participants
429,869
 
421,891
Rollovers
58,260
 
26,965
       
 
746,717
 
631,689
       
Total additions
2,065,723
 
1,143,866
       
Deductions
     
Benefits paid to participants
342,392
 
117,094
       
       
Net Increase
1,723,331
 
1,026,772
       
Net Assets Available for Benefits, Beginning of Year
8,505,712
 
7,478,940
       
Net Assets Available for Benefits, End of Year
 $ 10,229,043
 
 $   8,505,712
       

 

 
 

 

 

See Notes to Financial Statements 
 
3

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
Notes to Financial Statements
 
December 31, 2012 and 2011
 



Note 1:  
Description of the Plan
 
The following description of Jacksonville Savings Bank 401(k) Profit Sharing Plan (Plan) provides only general information.  Participants should refer to the Plan document and Summary Plan Description for a more complete description of the Plan’s provisions, which are available from the plan administrator.
 
 
General
 
The Plan is a defined contribution plan covering all full-time employees of the Jacksonville Savings Bank (Bank) who have at least one year of service, have completed 1,000 hours of service and are age 21 or older.  The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
 
 
Contributions
 
Participants may contribute up to the maximum dollar limit set by law of pre-tax annual compensation, as defined in the Plan.  Employee rollover and employee Roth contributions are also permitted.  The Bank makes a matching contribution calculated as a percentage of the before tax contribution made on behalf of each contributing participant.  The Bank determines the percentage each year.  The Bank elected to match 2012 and 2011 contributions up to 5.0% and 4.0%, respectively, of the eligible compensation of each participant.  The Bank may also, at its sole discretion, contribute to the Plan an amount to be determined from year to year as a profit sharing contribution.  The Bank did not make a profit sharing contribution in 2012 or 2011.
 
 
Participant Investment Account Options
 
Investment account options available include various mutual funds, money market funds, certificates of deposit, and common stock of Jacksonville Bancorp, Inc.  Each participant has the option of directing his contributions into any of the separate investment accounts and may change the allocation daily.
 
 
Participant Accounts
 
Each participant’s account is credited with the participant’s contribution, the Bank’s contribution and plan earnings.  The benefits to which a participant is entitled is the benefit that can be provided from the participant’s vested account.
 

 
4

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
Notes to Financial Statements
 
December 31, 2012 and 2011
 



 
Vesting
 
Participants are immediately vested in their voluntary contributions and the Bank’s matching contributions plus earnings thereon.  Vesting in the Bank’s profit sharing contribution portion of their accounts plus earnings thereon is based on years of service.  A person is fully vested after 6 years of continuous service.  Forfeitures are used to reduce the administrative expenses of the Plan.
 
 
Payment of Benefits
 
Upon termination of service, a participant may elect to receive a lump-sum amount equal to the value of his account.
 
 
Forfeited Accounts
 
At December 31, 2012 and 2011, the Plan had no forfeited nonvested accounts.
 
 
Plan Termination
 
Although it has not expressed an intention to do so, the Bank has the right under the Plan to discontinue its contributions at any time and to terminate the Plan, subject to the provisions of ERISA.  In the event of plan termination, participants will become 100% vested in their accounts.
 

 
Note 2:  
Summary of Significant Accounting Policies
 
 
Basis of Accounting
 
The accompanying financial statements are prepared on the accrual basis of accounting.
 
 
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 net assets and changes in net assets and disclosure of contingent assets and liabilities at the date of the financial statements.  Actual results could differ from those estimates.
 

 
5

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
Notes to Financial Statements
 
December 31, 2012 and 2011
 



 
Valuation of Investments and Income Recognition
 
Quoted market prices, if available, are used to value investments.  Common stock is valued at the closing bid price reported on the active market on which the individual securities are traded.  Mutual and money market funds are valued at the net asset value (NAV) of shares held by the plan at year end.  Certificates of deposit are valued at amortized cost, which approximates fair value.
 
Purchases and sales of securities are recorded on a trade-date basis.  Interest income is recorded on the accrual basis.  Dividends are recorded on the ex-dividend date.  Net appreciation includes the Plan’s gains and losses on investments bought and sold as well as held during the year.
 
 
Plan Tax Status
 
The Plan obtained its latest determination letter on August 30, 2011, in which the Internal Revenue Service stated that the Plan and related trust, as then designed, were in compliance with the applicable requirements of the Internal Revenue Code and therefore not subject to tax.  The Plan has been amended since receiving the determination letter.  However, the Plan Administrator believes that the Plan and related trust are currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code.  The Plan is no longer subject to U.S. federal or state income tax examinations by tax authorities for years before 2009.
 
 
Payment of Benefits
 
Benefit payments to participants are recorded upon distribution.
 

 

 

 
6

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
Notes to Financial Statements
 
December 31, 2012 and 2011
 



Note 3:  
Investments
 
The Plan’s investments are held by a bank-administered trust fund.  The fair value of the Plan’s investments at the end of the year is as follows:
 
 
2012
 
2011
       
Mutual funds
     
Growth funds
 $  1,108,783
 
 $  980,154
Growth and income funds
1,518,504
 
1,414,354
Equity funds
490,308
 
346,202
Bond funds
10,144
 
23,460
Balanced funds
1,520,525
 
1,005,691
Common stock
2,834,954
 
2,124,866
Money market funds
440,597
 
527,984
Certificates of deposit
2,306,156
 
2,087,022
       
 
 $  10,229,971
 
 $ 8,509,733
       

 
The Plan’s investments (including investments bought, sold, and held during the year) appreciated (depreciated) in fair value as follows:
 
 
2012
 
2011
       
Mutual funds
     
Growth funds
 $    175,962
 
 $  (53,008)
Growth and income funds
185,173
 
 (72,104)
Equity funds
30,766
 
5,330
Bond funds
491
 
241
Balanced funds
126,432
 
6,958
Common stock
566,066
 
448,386
       
 
 $   1,084,890
 
 $   335,803
       

 

 
7

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
Notes to Financial Statements
 
December 31, 2012 and 2011
 



The fair value of individual investments that represented 5% or more of the Plan’s net assets available for benefits, in either year, is as follows:
 
 
2012
 
2011
       
American Funds Investment Company of America
 $   578,795
 
 $  519,306
American Funds American Balanced
602,074
 
458,562
Jacksonville Bancorp, Inc. common stock
2,834,954
 
2,124,866
Certificates of Deposit - Jacksonville Savings Bank
2,306,156
 
2,087,022
American Funds Money Market Fund
434,894
 
526,802
       

 
Interest and dividends realized on the Plan’s investments for the years ended 2012 and 2011 were $234,116 and $176,374, respectively.
 

 
Note 4:  
Party-in-Interest Transactions
 
Party-in-interest transactions include those with fiduciaries or employees of the Plan, any person who provides services to the Plan, an employer whose employees are covered by the Plan, a person who owns 50 percent or more of such an employer, or relatives of such persons.
 
The Plan’s investments are held in a trust account administered by Jacksonville Savings Bank.  Active participants can purchase the common stock of Jacksonville Bancorp, Inc., the parent of the Bank.  At December 31, 2012 and 2011, participants held 163,398 and 154,536 shares, respectively.
 
The Plan also holds certificates of deposit with Jacksonville Savings Bank, totaling $2,306,156 and $2,087,022 at December 31, 2012 and 2011, respectively.
 
The Plan incurs expenses related to general administration and record keeping.  The plan sponsor pays these expenses and certain accounting and auditing fees relating to the Plan.
 
Certain plan investments are shares of mutual funds management by American Funds.  American Funds is custodian of these funds.  Therefore, these transactions qualify as party-in-interest transactions.  Fees paid by the plan for the investment management services are included in net appreciation in fair value of investments.
 

 

 
8

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
Notes to Financial Statements
 
December 31, 2012 and 2011
 



Note 5:  
Plan Amendments
 
Effective December 1, 2011, the Plan document was amended to reflect provisions of the Worker Retiree and Employee Recovery Act (the “WRERA”) and certain other provisions of applicable law and the applicable regulations that are general effective after December 31, 2008 (“Applicable Law”).
 

 
Note 6:  
Disclosures About Fair Value of Plan Assets
 
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  Fair value measurements must maximize the use of observable inputs and minimize the use of unobservable inputs.  There is a hierarchy of three levels of inputs that may be used to measure fair value:
 
 
Level 1
Quoted prices in active markets for identical assets
 
 
Level 2
Observable inputs other than Level 1 prices, such as quoted prices for similar assets; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets
 
 
Level 3
Unobservable inputs supported by little or no market activity and that are significant to the fair value of the assets
 

 
9

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
Notes to Financial Statements
 
December 31, 2012 and 2011
 



 
Recurring Measurements
 
The following table presents the fair value measurements of assets recognized in the accompanying statements of net assets available for benefits measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurements fall at December 31, 2012 and 2011:
 
         
2012
Fair Value Measurements Using
 
   
Fair Value
   
Quoted Prices in Active Markets for Identical Assets
(Level 1)
   
Significant Other Observable Inputs
(Level 2)
   
Significant Unobservable Inputs
(Level 3)
 
                         
Common stock
  $ 2,834,954     $ 2,834,954     $ -     $ -  
Mutual funds:
                               
Growth funds
    1,108,783       1,108,783       -       -  
Growth and income funds
    1,518,504       1,518,504       -       -  
Equity funds
    490,308       490,308       -       -  
Bond funds
    10,144       10,144       -       -  
Balanced funds
    1,520,525       1,520,525       -       -  
Money market funds
    440,597       440,597       -       -  
Certificates of deposit
    2,306,156       -       -       2,306,156  
                                 
    $ 10,229,971     $ 7,923,815     $ -     $ 2,306,156  

 

 
10

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
Notes to Financial Statements
 
December 31, 2012 and 2011
 




 
         
2011
Fair Value Measurements Using
 
   
Fair Value
   
Quoted Prices in Active Markets for Identical Assets
(Level 1)
   
Significant Other Observable Inputs
(Level 2)
   
Significant Unobservable Inputs
(Level 3)
 
                         
Common stock
  $ 2,124,866     $ 2,124,866     $ -     $ -  
Mutual funds:
                               
Growth funds
    980,154       980,154       -       -  
Growth and income funds
    1,414,354       1,414,354       -       -  
Equity funds
    346,202       346,202       -       -  
Bond funds
    23,460       23,460       -       -  
Balanced funds
    1,005,691       1,005,691       -       -  
Money market fund
    527,984       527,984       -       -  
Certificates of deposit
    2,087,022       -       -       2,087,022  
                                 
    $ 8,509,733     $ 6,422,711     $ -     $ 2,087,022  

 
Following is a description of the valuation methodologies and inputs used for assets measured at fair value on a recurring basis and recognized in the accompanying statements of net assets available for benefits, as well as the general classification of such assets pursuant to the valuation hierarchy.  There have been no significant changes in the valuation techniques during the year ended December 31, 2012.  The Plan had no liabilities measured at fair value on a recurring basis.  In addition, the Plan had no assets or liabilities measured at fair value on a nonrecurring basis.  For assets classified within Level 3 of the fair value hierarchy, the process used to develop the reported fair value is described below.
 
 
Investments
 
Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy.   If quoted market prices are not available, then fair values are estimated by using quoted prices of securities with similar characteristics or independent asset pricing services and pricing models, the inputs of which are market-based or independently sourced market parameters, including, but not limited to, yield curves, interest rates, volatilities, prepayments, defaults, cumulative loss projections and cash flows.  Such securities are classified in Level 2 of the valuation hierarchy.  In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy.  Level 3 securities are certificates of deposit and are valued at amortized cost, which approximates fair value.
 
 
 
11

 
Level 3 Reconciliation
 
The following is a reconciliation of the beginning and ending balances of recurring fair value measurements recognized in the accompanying statements of net assets available for benefits using significant unobservable (Level 3) inputs:
 
   
Certificates
of Deposit
 
       
Balance, January 1, 2011
  $ 1,839,094  
         
Interest income included in net increase in net assets available for benefits
    46,710  
Purchases
    298,508  
Redemptions
    (97,290 )
         
Balance, December 31, 2011
    2,087,022  
         
Interest income included in net increase in net assets available for benefits
    53,949  
Purchases
    382,438  
Redemptions
    (217,253 )
         
Balance, December 31, 2012
  $ 2,306,156  

 
 
Unobservable (Level 3) Inputs
 
The following table presents quantitative information about unobservable inputs used in recurring Level 3 fair value measurements.
 
 
Fair Value at 12/31/12
Valuation Technique
Unobservable Inputs
Range
(Weighted Average)
         
Certificates of Deposit
 $2,306,156
Amortized cost
Contractual interest rate
2.00% - 2.50% (2.25%)

 

 
12

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
Notes to Financial Statements
 
December 31, 2012 and 2011
 



Note 7:  
Current Economic Conditions
 
The current protracted economic decline continues to present employee benefit plans with difficult circumstances and challenges, which in some cases have resulted in large and unanticipated declines in the fair value of investments.  The financial statements have been prepared using values and information currently available to the Plan.
 
Given the volatility of current economic conditions, the values of assets recorded in the financial statements could change rapidly, resulting in material future adjustments in investment values that could negatively impact the Plan.
 

 
Note 8:  
Risks and Uncertainties
 
The Plan invests in various investment securities.  Investment securities are exposed to various risks such as interest rate, market and credit risks.  Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the participants’ account balances and the amounts reported in the statements of net assets available for benefits.
 

13

 
 

 

Supplemental Schedule
 

 
 

 
Jacksonville Savings Bank 401(k)
 
Profit Sharing Plan
 
EIN 37-1323900 PN 003
 
Schedule H, Line 4i – Schedule of Assets (Held at End of Year)
 
December 31, 2012



Identity of Issuer
Description of Investment
Current Value
     
Common Stock
   
Jacksonville Bancorp, Inc.*
163,398 shares
 $ 2,834,954
     
Mutual Funds
   
American Funds Investment Company of America *
19,191 shares
578,795
American Funds Growth Fund of America *
14,376 shares
493,813
American Funds AMCAP Fund *
13,821 shares
299,772
American Funds Fundamental Investors *
10,421 shares
424,952
American Funds Income Fund of America *
24,878 shares
449,300
American Funds Capital World Growth & Income *
10,168 shares
378,236
American Funds Washington Mutual Fund *
4,374 shares
136,521
American Funds New Perspective Fund *
8,417 shares
263,127
American Funds Bond Fund of America *
783 shares
10,144
American Funds SMALLCAP World Fund *
1,016 shares
40,543
American Funds American Balanced Fund *
29,513 shares
602,074
American Funds Capital Income Builder Fund *
777 shares
41,008
American Funds New World Fund *
212 shares
11,528
American Funds Global Balanced Fund *
2,069 shares
55,327
American Funds 2010 Target Date *
13,607 shares
129,543
American Funds 2015 Target Date *
13,126 shares
126,799
American Funds 2020 Target Date *
5,266 shares
51,138
American Funds 2025 Target Date *
24,184 shares
238,696
American Funds 2030 Target Date *
12,606 shares
127,325
American Funds 2035 Target Date *
2,387 shares
24,013
American Funds 2040 Target Date *
12,241 shares
124,365
American Funds 2045 Target Date *
2,244 shares
22,750
American Funds 2050 Target Date *
1,857 shares
18,495
   
4,648,264
     
Certificates of Deposit
   
Jacksonville Savings Bank*
2.00% - 2.50%
2,306,156
     
Money Market
   
American Funds Money Market Fund *
434,894 Units
434,894
Prime Fund Daily Money*
5,703 Units
5,703
   
440,597
     
   
 $ 10,229,971

 
* Represents a party-in-interest to the Plan
14

 
 

 

SIGNATURES


The Plan.  Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

   
JACKSONVILLE SAVINGS BANK
401(k) PROFIT SHARING PLAN
     
     
    Date:  June 14, 2013
By:
/s/ John D. Eilering
   
John D. Eilering
   
Vice President
   
Jacksonville Savings Bank




 
EX-23.1 2 form11kexh_061413.htm CONSENT form11kexh_061413.htm



Exhibit 23.1




 
 
[BKD Letterhead]
 
Consent of Independent Registered Public Accounting Firm



We consent to the incorporation by reference in the Registration Statements (Form S-8 No. 333-161947) pertaining to the Jacksonville Savings Bank 401(k) Profit Sharing Plan, of our report dated June 14, 2013, with respect to the financial statements of the Jacksonville Savings Bank 401(k) Profit Sharing Plan included in this Annual Report (Form 11-K) for the year ended December 31, 2012.
 
/sig/ BKD, LLP
 
Decatur, Illinois
June 14, 2013