2020-11-13T08:42:05-06:00 2019-12-31 410746749 CLIFTONLARSONALLEN LLP 220 S 6TH STREET SUITE 300 MINNEAPOLIS MN 55402 990 2019-01-01 364502669 SENIOR QUALITY LIFESTYLES CORPORATION SENI 5152885805 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 NICK HARSHFIELD SVP, CFO AND TREASURER 5152885805 2020-11-12 1 JED CHENEY P01587750 6123764500 2019 2022-09-23 18:48:47Z X JESSE JANTZEN 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 1255283 0 X WWW.LIFESPACECOMMUNITIES.COM X 2002 TX DEVELOPS, SUPPORTS AND OVERSEES NOT-FOR-PROFIT NURSING AND RETIREMENT FACILITIES WITH SERVICES RANGING FROM INDIVIDUAL RETIREMENT LIVING TO 24-HOUR SKILLED NURSING CARE. 3 0 0 0 0 0 0 0 1258502 1046403 1100853 142500 97382 66380 2456737 1255283 0 0 0 0 406469 241500 0 0 0 1304246 879633 1710715 1121133 746022 134150 12139556 859765 41382638 868115 -29243082 -8350 DEVELOPS, SUPPORTS AND OVERSEES NOT-FOR-PROFIT NURSING AND RETIREMENT FACILITIES WITH SERVICES RANGING FROM INDIVIDUAL RETIREMENT LIVING TO 24-HOUR SKILLED NURSING CARE. 0 0 319083 0 1112783 DEVELOPS, SUPPORTS AND OVERSEES NOT-FOR-PROFIT NURSING AND RETIREMENT FACILITIES WITH SERVICES RANGING FROM INDIVIDUAL RETIREMENT LIVING TO 24-HOUR SKILLED NURSING CARE. 319083 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 0 1 18 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 3 0 0 0 1 0 1 1 1 1 0 0 0 1 1 1 1 1 1 0 0 0 X TIM NEVINS 5152885805 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 LARRY SMITH INTERIM PRESIDENT & CEO, & CFO 2.00 40.00 X X 0 603909 36186 THOMAS BROD SVP OF BUSINESS DEVELOPMEN 2.00 40.00 X 0 316775 21237 CHRIS HUTFLESS INTERIM SVP & GENERAL COUNSEL 2.00 40.00 X X 0 220672 14364 SCOTT COLLIER THRU JUNE 2019 CHAIRMAN 1.00 5.00 X X 157500 15824 0 LAURIE DOTTER THRU JUNE 2019 DIRECTOR 1.00 5.00 X X 33000 15824 0 DAVID GOBBLE THRU JUNE 2019 SECRETARY/TREASURER 1.00 5.00 X X 18000 0 0 JAN VAN SANT THRU JUNE 2019 DIRECTOR 1.00 5.00 X 18000 0 0 SUSAN CARTER THRU MAY 2019 DIRECTOR 1.00 5.00 X 15000 0 0 241500 1173004 71787 1 0 1 0 NORTON ROSE FULBRIGHT US LLP DEPT 2613 PO BOX 122613 DALLAS TX 75312 LEGAL SERVICES 1237543 HIERSCHE HAYWARD DRAKELEY & URBACH PC 15303 DALLAS PARKWAY ADDISON TX 75001 LEGAL SERVICES 164288 SCOTT T COLLIER 6606 STEFANI DR DALLAS TX 75225 BOARD CHAIRMAN 157500 THOMPSON & KNIGHT LLP PO BOX 660684 DALLAS TX 75266 LEGAL SERVICES 137949 AT&T PO BOX 5019 CAROL STREAM IL 60197 PHONE & INTERNET SERVICES 102744 5 MANAGEMENT FEES 541610 1046403 1046403 1046403 66380 0 66380 66380 66380 142500 0 142500 142500 142500 1255283 1112783 0 142500 X 241500 48300 193200 211707 211707 34700 34700 181124 181124 171240 171240 37280 29824 7456 37841 37841 5439 5167 272 117559 115208 2351 OTHER GENERAL & ADMIN 82743 82743 1121133 319083 802050 0 638179 163161 81320 7478192 192250 6754 316433 3830935 151900 0 140197 12139556 859765 6490952 14561 533005 34891686 320549 41382638 868115 X -29243082 -8350 -29243082 -8350 12139556 859765 X 134150 29100582 X X 0 1 X 1 0 X X 6 MAYFLOWER COMMUNITIES INC 261446350 10 1 0 0 SQLC SENIOR LIVING CENTER AT CORPUS CHRISTI 261778912 10 1 0 0 BARTON CREEK SENIOR LIVING INC 201203479 10 1 0 0 BUCKINGHAM SENIOR LIVING COMMUNITY INC 300097872 10 1 0 0 TARRANT COUNTY SENIOR LIVING CENTER INC 208068602 10 1 0 0 NORTHWEST SENIOR HOUSING CORPORATION 752771278 10 1 0 0 6 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 FORM 990, SCHEDULE A, PART I, LINE 12(G)(I - VII) SUPPORTED ORGANIZATIONS THE SUPPORTED ORGANIZATIONS ARE DESIGNATED BY CLASS IN THE ORGANIZATION'S ARTICLES OF INCORPORATION. SEE TREAS. REG. 1.509(A)-4(D)(2)(B). THE ORGANIZATION SUPPORTS THE SUPPORTED ORGANIZATIONS IN VARIOUS WAYS THAT ENABLE THE SUPPORTED ORGANIZATIONS TO BETTER CARRY OUT THEIR CHARITABLE PURPOSES, INCLUDING FAVORABLE LOANS AND OTHER FORMS OF LIQUIDITY SUPPORT, AND FURNISHING OF SERVICES, FACILITIES, AND OTHER FORMS OF NON-CASH ASSISTANCE. THE ORGANIZATION IS IN CONTINUING CONTACT WITH EACH SUPPORTING ORGANIZATION, SO THE SUPPORTED ORGANIZATIONS ARE WELL AWARE OF THIS SUPPORT. SCHEDULE A, PART IV, SECTION A, LINE 1 THE SUPPORTED ORGANIZATIONS ARE LISTED AND DESIGNATED BY CLASS IN SQLC'S GOVERNING DOCUMENTS. PART IV, SECTION A LINE 5A THE FOLLOWING ORGANIZATIONS WERE REMOVED FROM THE SUPPORTED ORGANIZATIONS IN THE CURRENT YEAR DUE TO SENIOR QUALITY LIFESTYLES CORPORATION BEING ACQUIRED BY LIFESPACE COMMUNITIES IN THE CURRENT YEAR CAUSING THE ORGANIZATIONAL DOCUMENTS TO BE AMENDED IN 2019: BUCKINGHAM SENIOR LIVING COMMUNITY, INC. (EIN 30-0097872) MAYFLOWER COMMUNITIES, INC. (EIN 26-1446350) SQLC SENIOR LIVING CENTER AT CORPUS CHRISTI, INC. (EIN 26-1778912) 0 RELATED PARTY RECEIVABLES 140197 140197 RELATED PARTY PAYABLES 320549 320549 X PART X, LINE 2: SQLC 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). SQLC EVALUATES TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN 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. FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018, SQLC HAS NOT RECORDED ANY SUCH TAX BENEFIT OR EXPENSE IN THE ACCOMPANYING FINANCIAL STATEMENTS. NO EXAMINATIONS ARE IN PROGRESS OR ANTICIPATED AT THIS TIME. SQLC'S FEDERAL INCOME TAX RETURNS ARE OPEN TO EXAMINATION FOR THE YEARS ENDED DECEMBER 31, 2016 THROUGH DECEMBER 31, 2018. 0 0 0 0 0 0 0 0 0 LARRY SMITH INTERIM PRESIDENT & CEO, & CFO 0 493787 0 81248 0 28874 0 8400 0 27786 0 640095 0 0 THOMAS BROD SVP OF BUSINESS DEVELOPMEN 0 279513 0 30000 0 7262 0 8088 0 13149 0 338012 0 0 CHRIS HUTFLESS INTERIM SVP & GENERAL COUNSEL 0 157927 0 58665 0 4080 0 6509 0 7855 0 235036 0 0 SCOTT COLLIER THRU JUNE 2019 CHAIRMAN 157500 15824 0 0 0 0 0 0 0 0 157500 15824 0 0 FORM 990, PART VI, SECTION A, LINE 4 SENIOR QUALITY LIFESTYLES CORPORATION'S ARTICLES OF INCORPORATION AND THE BYLAWS WERE UPDATED AS A RESULT OF BEING ACQUIRED BY LIFESPACE COMMUNITIES, INC. IN 2019. FORM 990, PART VI, SECTION A, LINE 6 LIFESPACE COMMUNITIES, INC. IS THE SOLE MEMBER OF SENIOR QUALITY LIFESTYLES CORPORATION FORM 990, PART VI, SECTION A, LINE 7A LIFESPACE COMMUNITIES, INC. HAS THE AUTHORITY TO ELECT THE MEMBERS OF THE GOVERNING BODY OF SENIOR QUALITY LIFESTYLES CORPORATION. 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 A, LINE 8B NO COMMITTEE HAD THE BROAD AUTHORITY TO ACT ON BEHALF OF THE BOARD. 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 SENIOR QULAITY LIFESTYLES CORPORATION 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 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 IX, LINE 11G CONSULTING AND PROFESSIONAL SERVICES: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 181,124. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 181,124. FORM 990, PART XI, LINE 9: ROUNDING VARIANCE 582. EQUITY CLOSED OUT DUE TO ACQUISITION 29,100,000. FORM 990, PART XII, LINE 2C: DUE TO THE SOLE MEMBER OF THE COMPANY CHANGING TO LIFESPACE COMMUNITIES, INC. DURING 2019, THE PROCESS OF SELECTING AN INDEPENDENT ACCOUNTANT IS NOW DETERMINED BY LIFESPACE COMMUNITIES, INC. AND ITS BOARD OF DIRECTORS. SQLC LSA 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 271275904 SUPPORT SQLC TX SENIOR QUALITY LIFESTYLES CORPORATION LIFESPACE COMMUNITIES INC 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 421068850 OPERATION OF RETIREMENT COMMUNITIES IA 501(C)(3) LINE 10 LIFESPACE INC 0 THE LIFESPACE FOUNDATION 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 421370848 SUPPORT OF RETIREMENT COMMUNITIES IA 501(C)(3) LINE 12A, I LIFESPACE INC 0 LIFESPACE INC 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 273270337 OWNERSHIP & ADMINISTRATION OF RETIREMENT COMMUNITY PROPERTY IA 501(C)(3) LINE 12B, II N/A 0 LIFESPACE MANAGEMENT INC 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 273271283 MANAGEMENT OF RETIREMENT COMMUNITIES IA 501(C)(3) LINE 12B, II LIFESPACE INC 0 LIFESPACE SERVICES INC 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 273271147 HEALTH SERVICES AND PROGRAMS FOR RETIREMENT COMMUNITIES IA 501(C)(3) LINE 10 LIFESPACE INC 0 DEERFIELD RETIREMENT COMMUNITY INC 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 421508960 OPERATION OF RETIREMENT COMMUNITIES IA 501(C)(3) LINE 10 LIFESPACE COMMUNITIES INC 0 TARRANT COUNTY SENIOR LIVING CENTER INC 2501 MUSEUM WAY FORT WORTH TX 76107 208068602 OPERATION OF RETIREMENT COMMUNITIES TX 501(C)(3) LINE 10 LIFESPACE COMMUNITIES INC 0 NORTHWEST SENIOR HOUSING CORPORATION 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 752771278 OPERATION OF RETIREMENT COMMUNITIES TX 501(C)(3) LINE 10 LIFESPACE COMMUNITIES INC 0 BARTON CREEK SENIOR LIVING INC 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 201203479 OPERATION OF RETIREMENT COMMUNITIES TX 501(C)(3) LINE 10 LIFESPACE COMMUNITIES INC 0 BUCKINGHAM SENIOR LIVING COMMUNITY INC 8580 WOODWAY DR HOUSTON TX 77063 300097872 OPERATION OF RETIREMENT COMMUNITIES TX 501(C)(3) LINE 10 N/A 0 SQLC CHARITABLE FOUNDATION 8523 THACKERY ST DALLAS TX 75225 262474373 SUPPORT OF RETIREMENT COMMUNITIES TX 501(C)(3) LINE 12A, I N/A 0 MAYFLOWER COMMUNITIES INC 5415 BEARBERRY LANE INDIANAPOLIS IN 46268 261446350 OPERATION OF RETIREMENT COMMUNITIES IN 501(C)(3) LINE 10 BHI SENIOR LIVING INC 0 SQLC SENIOR LIVING CENTER AT CORPUS CHRISTI 1440 LAKE FRONT CIRCLE SUITE 140 THE WOODLANDS TX 77380 261778912 OPERATION OF RETIREMENT COMMUNITIES TX 501(C)(3) LINE 10 METHODIST RETIREMENT COMMUNITIES INC 0 SENIORITY INC 4201 CORPORATE DRIVE WEST DES MOINES IA 50266 943287180 OPERATION OF RETIREMENT COMMUNITY TX SENIOR QUALITY LIFESTYLES CORPORATION C 0 PRAIRIE VIEW CLUB OF KANSAS 8101 MISSION RD PRAIRIE VILLAGE KS 66208 481159378 RESIDENT ENTERTAINMENT SERVICES KS LIFESPACE COMMUNITIES INC C 0 0 0 0 1 1 0 0 0 0 0 0 1 1 1 0 1 1 1 1 TARRANT COUNTY SENIOR LIVING D 0 SEE PART VII SQLC SENIOR LIVING CENTER AT CORPUS CHRISTI D 0 SEE PART VII MAYFLOWER COMMUNITIES INC D 0 SEE PART VII NORTHWEST SENIOR HOUSING CORPORATION E 0 SEE PART VII BARTON CREEK SENIOR LIVING CENTER Q 0 SEE PART VII BUCKINGHAM SENIOR LIVING COMMUNITY Q 0 SEE PART VII NORTHWEST SENIOR HOUSING CORPORATION Q 0 SEE PART VII TARRANT COUNTY SENIOR LIVING Q 0 SEE PART VII SQLC SENIOR LIVING CENTER AT CORPUS CHRISTI Q 0 SEE PART VII MAYFLOWER COMMUNITIES INC Q 0 SEE PART VII SCHEDULE R, PART V, LINE 2, COLUMN (D) CALCULATION OF AMOUNT OF TRANSACTIONS WITH RELATED ORGANIZATIONS THE FAIR MARKET VALUE OF ALL TRANSACTIONS LISTED WITH RELATED ORGANIZATIONS IS BASED ON THE CASH PAID OR RECEIVED OR BASED ON THE AMOUNT ACCRUED USING THE PRESCRIBED METHOD PER THE SIGNED NOTE AGREEMENTS AND EXPECTED TO BE PAID OR RECEIVED IN FUTURE PERIODS.