2024-11-14T09:11:16-06:00 2023-12-31 410746749 CLIFTON LARSON ALLEN LLP 2021 SPRING ROAD SUITE 200 OAK BROOK IL 60523 990 2023-01-01 882178567 WESLEY COURT LLC WESL 5052885805 3501 OLYMPUS BLVD 300 DALLAS TX 75019 NICK HARSHFIELD SVP, CFO & TRESURER 5052885805 2024-11-11 1 1 CHAD D KUNZE CPA P00639380 6305738600 2024-11-11 2023 2024-10-15 13:58:12Z X JESSE JANTZEN 3501 OLYMPUS BLVD 300 DALLAS TX 75019 12242736 0 X WWW.WESLEYCOURT.COM X 2022 TX CREATE COMMUNITIES CELEBRATING THE LIVES OF SENIORS 3 0 209 22 0 0 62762 11720517 455980 3477 12242736 0 0 4811689 0 0 12602867 17414556 -5171820 76641849 79323821 -2681972 X CREATING COMMUNITIES CELEBRATING THE LIVES OF SENIORS. LIFESPACE RECOGNIZES THAT ITS MISSION CAN ONLY BE FULFILLED THROUGH THE DEDICATED EFFORTS OF ITS EMPLOYEES, THEREFORE, INCLUDED IN OUR MISSION IS THE ABILITY TO PROVIDE DISASTER RELIEF FUNDS TO EMPLOYEES WHO ENCOUNTER CIRCUMSTANCES RECOGNIZED BY FEDERAL AND STATE AGENCIES AS QUALIFYING FOR EMERGENCY DISASTER RELIEF. 0 0 15954879 0 11720517 TO PROVIDE APARTMENTS AND HEALTH CARE FOR RETIRED PERSONS. RESIDENTS PAY AN INITIAL ENTRANCE FEE AND MONTHLY FEES THEREAFTER WHICH ENTITLE THEM TO USE OF THE COMMUNITY FOR LIFE AND UNLIMITED USE OF THE HEALTH CENTER. RESIDENTS DO NOT ACQUIRE TITLE TO THE PROPERTY. 15954879 1 1 0 0 0 0 0 0 1 0 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 21 0 1 209 1 0 0 0 0 0 0 0 0 0 0 0 0 X 3 0 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X NICK HARSHFIELD 5152885805 3501 OLYMPUS BLVD DALLAS TX 75019 JESSEE JANTZEN PRESIDENT & CFO 2.00 40.00 X X 0 1373000 42832 NICK HARSHFIELD CHEIF FINANCIAL OFFICER 2.00 40.00 X X 0 952088 55588 BRIAN ROBBINS CHEIF OPERATING OFFICER 2.00 40.00 X X 0 485799 38879 DAVID ALLEN EXECUTIVE DIRECTOR (THRU SEPT) 40.00 0.00 X 116394 0 10711 EVAN SIMMONS DIRECTOR OF SALES 40.00 0.00 X 120584 0 7087 KALA SPAULDING DIRECTOR OF NURSING SERVICES 40.00 0.00 X 106428 0 6793 343406 2810887 161890 3 0 1 0 JOHN MCDONALD 3926 S TREADWAY ABILENE TX 79602 CONSTRUCTION SERVICES 2984942 SELECT REHABILITATION LLC PO BOX 71985 CHICAGO IL 60694 THERAPY SERVICES 401033 STONE MASTERS OF ABILENE 2258 S TREADWAY BLVD ABILENE TX 79602 RENOVATION SERVICES 318948 BEN E KEITH PO BOX 2607 FORT WORTH TX 76113 CULINARY SERVICES 279553 US FOODS INC PO BOX 98420 CHICAGO IL 60693 CULINARY SERVICES 231507 8 62762 62762 INDEPENDENT LIVING 531110 6141617 6141617 SKILLED NURSING 623000 5382265 5382265 ENTERENCE FEES 531110 196635 196635 11720517 397886 397886 58094 0 58094 58094 58094 EMPLOYEE MEALS 900099 3314 3314 TECHNOLOGY PACKAGE INC 900099 163 163 3477 12242736 11720517 0 459457 4026522 3221218 805304 42951 34361 8590 343183 274546 68637 399033 319226 79807 510174 484665 25509 16591 16591 10000 10000 2450 2450 216359 205541 10818 156862 125490 31372 210971 168777 42194 83537 66830 16707 1214921 1214921 31836 25469 6367 3730153 3730153 4745387 4508118 237269 67073 65732 1341 FOOD 532956 532956 PLANT OPPERATION 299553 299553 MEDICAL SUPPLIES/ DRUGS 290440 290440 PROFESSIONAL DUES 273760 219008 54752 209844 167875 41969 17414556 15954879 1459677 0 3675159 467997 12080 69591 47742144 1881246 0 45860898 18048732 0 8507392 0 76641849 2275759 60494013 428123 0 16125926 0 79323821 X -2681972 0 -2681972 0 76641849 X -5171820 3420 2486428 X X 0 1 X 1 0 X 62762 62762 11720517 11720517 11783279 11783279 0 1865789 1865789 1865789 1865789 9917490 397886 397886 397886 397886 3477 3477 12184642 12184642 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: EMPLOYEE MEALS - 2023 AMOUNT: $ 3,314. MISCELLANEOUS - 2023 AMOUNT: $ 163. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 3606869 3606869 38610641 1508724 37101917 1967029 372522 1594507 3557605 3557605 45860898 FINANCING COST 1086471 MARKETING COMMISIONS 14625 DEBT SERVICE FUND 1027721 REAL ESTATE ESCROW 78171 CASH - WORKING CAPITAL - CMW 968651 CONSTRUCTION FUND 1830528 FUNDED INTEREST 824295 ADMISSIONS DEPOSITS 45100 DEBT SERVICE RESERVE 2597385 INTERCOMPANY RECEIVABLE 34445 8507392 INTERCOMPANY PAYABLE 555745 DEFFERED ENTERANCE FEES 18078056 RESIDENT UPGRADES 2450 ANNUITY OBLIGATIONS -2510325 16125926 X PART X, LINE 2: WESLEY COURT, LLC HAS BEEN GRANTED AN EXEMPTION FROM FEDERAL INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND HAS BEEN DESIGNATED AS A PUBLICLY SUPPORTED ORGANIZATION (RATHER THAN A PRIVATE FOUNDATION). WESLEY COURT, LLC EVALUATES TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN WHILE IN THE COURSE OF PREPARING ITS TAX RETURNS TO DETERMINE WHETHER IT IS MORE LIKELY THAN NOT THAT EACH TAX POSITION WOULD BE SUSTAINED UPON EXAMINATION BY A TAXING AUTHORITY BASED ON THE TECHNICAL MERITS OF THE POSITION. TAX POSITIONS NOT DEEMED TO MEET THE MORE-LIKELY-THAN-NOT THRESHOLD WOULD BE RECORDED AS A TAX BENEFIT OR EXPENSE IN THE CURRENT YEAR. AS OF OR DURING THE YEAR ENDED DECEMBER 31, 2023, WESLEY COURT, LLC HAS NOT RECORDED ANY SUCH TAX BENEFIT OR EXPENSE IN THE ACCOMPANYING FINANCIAL STATEMENTS. 0 0 0 0 0 0 0 0 0 JESSEE JANTZEN PRESIDENT & CFO 0 712677 0 515666 0 144657 0 30250 0 12582 0 1415832 0 0 NICK HARSHFIELD CHEIF FINANCIAL OFFICER 0 443305 0 263761 0 245022 0 46916 0 8672 0 1007676 0 0 BRIAN ROBBINS CHEIF OPERATING OFFICER 0 387304 0 0 0 98495 0 30949 0 7930 0 524678 0 0 PART I, LINE 3 THE COMPENSATION OF THE PRESIDENT & CEO IS DETERMINED BY LIFESPACE COMMUNITIES, INC., A RELATED ENTITY. THE FOLLOWING WERE USED BY LIFESPACE COMMUNITIES INC. TO DETERMINE COMPENSATION: 1. COMPENSATION COMMITTEE 2. INDEPENDENT COMPENSATION CONSULTANT 3. FORM 990 OF OTHER ORGANIZATIONS 4. COMPENSATION SURVEY OR STUDY 5. APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE. A TARRANT COUNTY CULTURAL EDUCATION FACILITIES FINANCE CORP 043833551 87638TGS6 2022-07-19 53310000 FACILITY AQUISITION AND IMPROVEMENTS 0 0 0 A 29638159 2597385 1380616 574323 273487 19810709 5001640 0 0 0 1 A 0 1 0 0 0.00300 0.00300 0 0 1 A 0 1 0 0 0 0 0 0 1 A 1 PART I, COLUMN (E) TOTAL ISSUE PRICE PER IRS FORM 8038 - $53,310,000, ALLOCATED BETWEEN 3 ORGANIZATIONS. PART II, LINE 3 THE TOTAL PROCEEDS DO NOT AGREE TO THE ISSUE PRICE IN PART I, COLUMN (E) DUE TO INVESTMENT EARNINGS / MARKET VALUE FLUCTATIONS. FORM 990, PART VI, SECTION A, LINE 1A THE BYLAWS OF THE ORGANIZATION PROVIDE FOR AN EXECUTIVE COMMITTEE, BUT AT THIS TIME THE COMMITTEE IS NOT ACTIVE. IF THE COMMITTEE DOES COMMENCE MEETINGS, IT WILL CONTEMPORANEOUSLY DOCUMENT MEETINGS HELD AND WRITTEN ACTIONS UNDERTAKEN DURING THE YEAR CONSISTENT WITH EXISTING PRACTICES OF THE BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE SHALL CONSIST OF THE CHAIR OF THE BOARD, THE VICE CHAIR OF THE BOARD, THE IMMEDIATE PAST CHAIR OF THE BOARD, THE CHAIR OF THE GOVERNANCE AND NOMINATING COMMITTEE AND, AS AN EX-OFFICIO MEMBER, THE PRESIDENT AND CHIEF EXECUTIVE OFFICER. EXCEPT AS LIMITED HEREIN, AND EXCEPT FOR RESPONSIBILITIES DELEGATED TO ANOTHER COMMITTEE, THE EXECUTIVE COMMITTEE SHALL POSSESS AND MAY EXERCISE ALL OF THE POWERS OF THE BOARD OF DIRECTORS IN THE OVERSIGHT OF THE BUSINESS AND AFFAIRS OF THE CORPORATION WHEN THE BOARD OF DIRECTORS IS NOT IN SESSION, EXCEPT AS HEREIN PROVIDED. THE EXECUTIVE COMMITTEE SHALL NOT HAVE THE POWERS OF THE BOARD OF DIRECTORS WITH RESPECT TO AUTHORIZING DISTRIBUTIONS; APPROVING DISSOLUTION, MERGER, OR THE SALE, PLEDGE OR TRANSFER OF ALL OR SUBSTANTIALLY ALL OF THE CORPORATION'S ASSETS; ELECTING, APPOINTING, OR REMOVING DIRECTORS OR FILLING VACANCIES ON THE BOARD OF DIRECTORS OR ON ANY OF ITS COMMITTEES; OR ADOPTING, AMENDING, REPEALING THE ARTICLES OF INCORPORATION OR THE BYLAWS, OR THE APPOINTMENT OR REMOVAL OF THE PRESIDENT AND CHIEF EXECUTIVE OFFICER. THE PRIMARY PURPOSE OF THE COMMITTEE IS TO ENABLE THE BOARD OF DIRECTORS TO ACT WHERE AN ASSEMBLY OF A QUORUM OF THE BOARD WOULD BE IMPRACTICABLE OR IMPOSSIBLE. THE COMMITTEE ALSO SHALL SERVE AS AN ADVISOR TO THE PRESIDENT AND CEO, PROVIDING CONSULTATION, SUPPORT AND GUIDANCE ON AN INFORMAL BASIS AS REQUESTED FROM TIME TO TIME, AND REVIEW AND APPROVE BOARD MEETING AGENDAS. FORM 990, PART VI, SECTION A, LINE 6 LIFESPACE COMMUNITIES, INC. IS THE SOLE MEMBER OF WESLEY COURT, LLC. FORM 990, PART VI, SECTION A, LINE 7A LIFESPACE COMMUNITIES, INC. HAS THE AUTHORITY TO ELECT THE MEMBERS OF THE GOVERNING BODY OF WESLEY COURT, LLC. FORM 990, PART VI, SECTION A, LINE 7B THE BOARD OF DIRECTORS OF LIFESPACE COMMUNITIES, INC. HAS RESERVED POWERS OVER CERTAIN GOVERNANCE DECISIONS. FORM 990, PART VI, SECTION B, LINE 11B MANAGEMENT PERFORMS A THOROUGH REVIEW OF THE FORM 990. A COPY OF THE FORM 990 WILL BE DISTRIBUTED TO THE ENTIRE BOARD OF DIRECTORS PRIOR TO FILING. MEMBERS OF THE BOARD OF DIRECTORS DIRECT ANY QUESTIONS OR CONCERNS TO THE CHIEF FINANCIAL OFFICER TO BE RESOLVED PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C OFFICERS AND MEMBERS OF THE BOARD OF DIRECTORS OF CRAIG AMARILLO, LLC. AND ALL RELATED ORGANIZATIONS MUST CONDUCT THEIR PERSONAL AFFAIRS IN SUCH A MANNER AS TO AVOID ANY POSSIBLE CONFLICTS OF INTEREST WITH DUTIES AND RESPONSIBILITIES AS OFFICERS AND MEMBERS OF THE BOARD OF DIRECTORS. ALL NEW BOARD MEMBERS AND OFFICERS ARE REQUIRED TO COMPLETE A CONFLICTS OF INTEREST STATEMENT. THIS IS REVIEWED BY THE GOVERNANCE & NOMINATING COMMITTEE OF THE BOARD OF DIRECTORS FOR APPROVAL. OFFICERS AND MEMBERS OF THE BOARD OF DIRECTORS ANNUALLY ARE REQUIRED TO COMPLETE A CONFLICTS OF INTEREST STATEMENT. THESE STATEMENTS ARE REVIEWED BY THE GOVERNANCE AND NOMINATING COMMITTEE TO DETERMINE IF ANY CONFLICTS OF INTEREST EXIST PRIOR TO REAPPOINTMENT TO THE BOARD AND OFFICER POSITIONS. ANY DIRECTORS HAVING A CONFLICT OF INTEREST SHALL NOT VOTE OR USE HIS OR HER PERSONAL INFLUENCE ON THE MATTER, AND SHALL NOT BE COUNTED IN DETERMINING THE QUORUM FOR THE MEETING. THE MINUTES OF THE MEETING SHALL REFLECT THAT A DISCLOSURE WAS MADE, THE ABSTENTION FROM VOTING, AND THE QUORUM SITUATION. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION FOR DIRECTORS (INCLUDING THE OFFICER-DIRECTOR POSITIONS OF CHAIR AND VICE-CHAIR) IS REVIEWED ANNUALLY BY THE GOVERNANCE AND NOMINATING COMMITTEE. GENERALLY, AN OUTSIDE CONSULTANT IS RETAINED EVERY YEAR TO DETERMINE THE REASONABLENESS OF DIRECTOR COMPENSATION. A REPORT IS PROVIDED TO THE BOARD OF DIRECTORS BY THE CONSULTANT. THE BOARD OF DIRECTORS APPROVES THE ANNUAL COMPENSATION BASED ON THESE REVIEWS. COMPENSATION FOR EMPLOYEES WHO ARE DISQUALIFIED PERSONS UNDER INTERMEDIATE SANCTIONS REGULATION IS REVIEWED ANNUALLY BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS. THE DISQUALIFIED PERSONS INCLUDE THE CEO, THE CFO, THE SVP OF OPERATIONS, AND THE SVP OF SUCCESSFUL AGING AND HEALTH SERVICES. THE COMPENSATION COMMITTEE USES AN OUTSIDE, INDEPENDENT COMPENSATION CONSULTANT AT LEAST EVERY OTHER YEAR TO DETERMINE THE REASONABLENESS OF THE DISQUALIFIED PERSONS' COMPENSATION. THE COMPENSATION CONSULTANT PROVIDES A REPORT TO THE COMPENSATION COMMITTEE OF ITS MARKET COMPETITIVENESS REVIEW, FINDINGS, AND RECOMMENDATIONS, AND A LETTER STATING ITS ASSESSMENT OF THE REASONABLENESS OF COMPENSATION. IN YEARS WHEN THE COMPENSATION COMMITTEE DOES NOT USE AN OUTSIDE CONSULTANT, IT REVIEWS SURVEY INFORMATION TO DETERMINE THE REASONABLENESS OF COMPENSATION. THE COMPENSATION COMMITTEE RECOMMENDS TO THE BOARDS, AND THE BOARD OF DIRECTORS APPROVES THE ANNUAL COMPENSATION CHANGES BASED ON THE RECOMMENDATION OF THE COMPENSATION COMMITTEE. THE SALARIES AND BENEFITS LISTED CONTAIN THE TOTAL SALARIES AND BENEFITS PAID TO EACH INDIVIDUAL THROUGH LIFESPACE COMMUNITIES, INC. AND ALL RELATED ENTITIES. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2023. FORM 990, PART VI, SECTION C, LINE 19 REQUESTS FROM THIRD PARTIES FOR GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE REFERRED TO THE CHIEF FINANCIAL OFFICER. ANNUAL RETURNS AND THE APPLICATION FOR EXEMPTION ARE MADE AVAILABLE FOR THE PUBLIC INSPECTION AND ARE PROVIDED TO INDIVIDUALS WHO REQUEST THEM. COPIES ARE PROVIDED WITHIN 30 DAYS OF A WRITTEN REQUEST OR THE SAME DAY IF REQUESTED IN PERSON. FORM 990, PART XI, LINE 9: BEGINNING EQUITY BALANCE 2,486,428. FORM 990, PART XII, LINE 2C: THE PROCESS OF SELECTING AN INDEPENDENT ACCOUNTANT HAS NOT CHANGED FROM THE PRIOR YEAR. 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