In our opinion, the supplemental budgetary schedules are fairly stated, in all material respects, in relation to the basic financial statements as a whole. The annual financial information and operating data has not been subjected to the auditing procedures applied in the audit of the basic financial statements and, accordingly we do not express an opinion or provide any assurance on them. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated December 12, 2019, on our consideration of the School District of Clayton's internal control over financial reporting and on our tests of its compliance with certain provisions oflaws, regulations, contracts, and grant agreements and other matters. The purpose of that report is solely to describe the scope of our testing of internal controls over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the School District of Clayton's 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 the School District of Clayton's internal control over financial reporting and compliance. St. Louis, Missouri December 12, 2019

St. Louis, Missouri December 12, 2019 SCHOOL DISTRICT OF CLAYTON · MANAGEMENT'S DISCUSSION AND ANALYSIS - UNAUDITED Year ended June 30, 2019 The Management's Discussion and Analysis (MD&A) of the School District of Clayton's (District) financial performance provides a narrative overview of the District's financial activities for the fiscal year ended June 30, 2019. The MD&A should not be taken as a replacement for the financial statements and other supplemental information but should be read in conjunction with them to enhance the reader's understanding of the District's financial performance. Financial Highlights Key financial highlights for the fiscal year ended June 30, 2019 are as follows: • The total assets and deferred outflows of the District exceeded its liabilities and deferred inflows at the end of the 2019 fiscal year by $15.3 million (net position). • Net position decreased approximately $1.6 million or 9.2% from the prior year. • General revenues totaled $52.5 minion or 82.1 % of all revenues. Program revenues in the form of charges for services and operating grants and contributions accounted for $11.4 million or 17. 9% of all revenues. • Total expenses for the year were $65.5 million of which $52.5 million were funded by general revenues. • The General Fund had $18.0 million in revenues and $18.7 million in expenditures. The General Fund's balance decreased $455 thousand after transfers. • The Special Revenue Fund had $29.2 million in revenues and $32.2 million in expenditures. The Special Revenue Fund's balance decreased $3.0 million after transfers. • The Debt Service Fund had $8.6 million in revenues, $28.1 million in expenditures of which $19.3 million was paid from escrow due to a prior year refunding. The Debt Service Fund's balance decreased $19 .5 million primarily due to the bond payment from escrowed cash. • The Capital Projects Fund had $1.8 million in revenues, $5.1 million in proceeds from a capital lease and $1.5 million in expenditures. The Capital Projects Fund's balance increased $5.3 million after transfers primarily due to proceeds received from the capital lease. - 7 -

The Debt Service Fund's balance decreased $19 .5 million primarily due to the bond payment from escrowed cash. • The Capital Projects Fund had $1.8 million in revenues, $5.1 million in proceeds from a capital lease and $1.5 million in expenditures. The Capital Projects Fund's balance increased $5.3 million after transfers primarily due to proceeds received from the capital lease. - 7 - SCHOOL DISTRICT OF CLAYTON MANAGEMENT'S DISCUSSION AND ANALYSIS - UNAUDITED Year ended June 30, 2019 Using this Annual Report The District's annual report consists of a series of financial statements that show information about the District as a whole, including its significant funds. The Statement of Net Position and the Statement of Activities (pages 21 and 22) provide information about the activities of the District as a whole and present a longer-term view of the District's finances. Fund financial statements provide the next level of detail. For governmental funds, these statements tell how services were financed in the short-term as well as what remains for future spending. Fund statements may also provide insight into the District's overall financial health. Fund financial statements report the District's operations in more detail than the government-wide financial statements by providing information about the District's most significant funds. The notes to the basic financial statements provide further explanation of some of the information in the statements and provide additional disclosures and more detailed data. This will allow statement readers to have a more complete description and understanding of the District's financial activities and position. The District prepares its annual budget on the cash basis of accounting, meaning that revenues are recognized when the District receives the money and the expenditures are recognized when checks are issued. To meet Governmental Accounting Standards Board (GASB) Statement No. 34, the District's annual report uses both the modified accrual and accrual methods of accounting. Because of this difference, budget schedules will differ from the Basic Financial Statements. The District's auditor has provided assurance in the independent auditors' report, located immediately preceding this MD&A, that the Basic Financial Statements are presented fairly. Varying degrees of assurance are provided by the auditor regarding supplemental information. A user of this report should read the independent auditors' report carefully to ascertain the level of assurance being provided for each of the other parts in the Financial Section. Reporting the District as a Whole Statement of Net Position and the Statement of Activities The analysis of the District as a whole begins on page 21. This analysis provides answers to whether the District is financially stronger or weaker as a result of the year's activities. The Statement of Net Position and the Statement of Activities, which appear first in the District's financial statements, report information on the District as a whole and its activities in a way that helps answer this question. These statements include all assets and liabilities, using the accrual basis of accounting, which is similar to the accounting used by most private-sector companies. This basis of accounting takes into account all of the current year's revenues and expenses regardless of when cash is received or paid. - 8 -

These statements include all assets and liabilities, using the accrual basis of accounting, which is similar to the accounting used by most private-sector companies. This basis of accounting takes into account all of the current year's revenues and expenses regardless of when cash is received or paid. - 8 - SCHOOL DISTRICT OF CLAYTON MANAGEMENT'S DISCUSSION AND ANALYSIS - UNAUDITED Year ended June 30, 2019 Reporting the District as a Whole - Continued These two statements report the District's net position - the difference between assets and deferred outflows compared to liabilities and deferred inflows, as reported in the Statement of Net Position. It is one way to measure the District's financial health, or financial position. Over time, increases or decreases in the District's net position - as reported in the Statement of Activities - is one indicator of whether its financial health is improving or deteriorating. The relationship between revenues and expenses indicates the District's operating results. However, the District's mission is to provide services to students, not to generate profits as commercial entities strive to do each year. Non-financial factors, such as the quality of the education provided, safety of the schools, facility conditions, the District's property tax base and current state laws restricting revenue growth must also be considered to assess the overall health of the District. The Statement of Net Position and the Statement of Activities report the following activity for the District's programs and services: Governmental Activities - Most of the District's services, which includes instruction, support and plant services, are reported here. Property taxes, voluntary student transfer aid, state foundation and categorical grants, and state and federal grants finance most of these activities. Business-type Activities - The District's business-type activities include services provided to constituents of the District where all or most of the costs involved are recovered through services charged to the users of such services or from transfers from other funds. Reporting the District's Most Significant Funds Fund Financial Statements The analysis of the District's major funds begins on page 23. Fund financial statements provide detailed information about the District's major funds, not the District as a whole. The District utilizes several funds to account for a wide range of financial transactions. However, the fund financial statements focus on the District's most significant funds, which are the General Fund, Special Revenue Fund, Debt Service Fund and Capital Projects Fund. The District's funds use the following accounting approach: - 9 -

However, the fund financial statements focus on the District's most significant funds, which are the General Fund, Special Revenue Fund, Debt Service Fund and Capital Projects Fund. The District's funds use the following accounting approach: - 9 - SCHOOL DISTRICT OF CLAYTON MANAGEMENT'S DISCUSSION AND ANALYSIS - UNAUDITED Year ended June 30, 2019 Reporting the District's Most Significant Funds - Continued Governmental Funds - Most of the District's services are reported in governmental funds which focus how money flows into and out of the funds and balances remaining at year-end available for spending for future years. These funds are reported using the modified accrual basis of accounting, which measures cash and all other financial assets that can be readily converted to cash. The governmental fund statements provide a detailed short-term view of the District's operations and the services it provides. Governmental fund information helps determine whether there are more or fewer financial resources available in the near future to finance the District's programs. Because this information does not encompass the additional long-term focus of the government-wide statements, the relationship (or differences) between governmental activities (reported in the Statement of Net Position and the Statement of Activities) and governmental funds is reconciled on pages 24 and 26. Proprietary Funds - Proprietary funds account for activities that involve business-like interactions using the accrual basis of accounting. The District has two types of proprietary funds which are the enterprise fund and the internal service fund. The enterprise fund is used to account for any activity for which external users are charged a fee for goods and services. The internal service fund is used to account for activities that benefit government activities. No reconciling items exist between the governmental-wide statements and the proprietary funds statements. The District as a Whole The District's net position was $15.3 million at June 30, 2019. Of this amount, $30.7 million was net investment in capital assets and $15.3 million was restricted. Restricted net position is reported separately to show legal constraints from debt covenants and enabling legislation that limit the District's ability to use those assets for day-to-day operations. The unrestricted net position shows a negative balance of $30.8 million after the District recognized the proportionate share of the total net pension liability of the Missouri retirement program for public school districts (PSRS/PEERS) in accordance with GASB Statement No. 68, as amended by GASB Statement No. 71 and the postemployment benefits other than pension liability in accordance with GASB Statement No. 75. Note G contains additional information on GASB Statement No. 68 and Note I contains additional information on GASB Statement No. 75. The analysis below focuses on the net position (Table 1) and changes in net position (Table 2) of the District's activities. - 10 -