2014-11-13T09:21:59-06:00 2013-12-31 410746749 CLIFTONLARSONALLEN LLP 220 SOUTH SIXTH STREET SUITE 300 MINNEAPOLIS MN 55402 990 2013-01-01 420680440 WESLEY RETIREMENT SERVICES INC WESL 5152716789 5508 NORTHWEST 88TH STREET JOHNSTON IA 50131 FRANK TALLERICO CFO 5152716789 2014-11-12 1 KACIE MCEWEN P01599614 6123764500 2013 2015-11-30 17:44:51Z ROB KRETZINGER 5508 NORTHWEST 88TH STREET JOHNSTON IA 50131 68568257 0 X WWW.WESLEYLIFE.ORG X 1947 IA PROVIDING HOUSING, HEALTH CARE AND SUPPORT SERVICES FOR OLDER ADULTS. 9 9 0 1800 0 0 2838443 2302597 61386299 64276831 1730092 1812546 -294054 76500 65660780 68468474 0 500000 0 0 34427393 35935739 10130 0 525993 30471054 31816639 64908577 68252378 752203 216096 215803026 230363813 186996363 211926023 28806663 18437790 X WESLEY RETIREMENT SERVICES, INC., WAS ESTABLISHED IN 1947 AS A FAITH-BASED, NON-PROFIT ORGANIZATION AND HAS SINCE DEDICATED ITSELF TO PROVIDING HOUSING, HEALTH CARE, AND SUPPORT SERVICES EXCLUSIVELY TO OLDER ADULTS IN WAYS THAT PROMOTE INDEPENDENCE, HEALTHY AND WELLNESS FOR EVERY IOWAN WE SERVE. WE CONTINUE TO WITNESS HOW OUR FAITH CONNECTS US TO OUR MISSION AND GUIDES US AS WE SERVE OUR CUSTOMERS. OUR VISION IS TO "TRANSFORMING THE AGING EXPERIENCE" SO OLDER ADULTS LIVE BETTER LONGER. 0 0 62474277 500000 64276831 WESLEY RETIREMENT SERVICES, INC. (WRS) WAS ESTABLISHED IN 1947 AS A FAITH-BASED, NON-PROFIT ORGANIZATION AND HAS SINCE DEDICATED ITSELF TO PROVIDING HOUSING, HEALTH CARE, AND SUPPORT SERVICES EXCLUSIVELY TO OLDER ADULTS IN WAYS THAT PROMOTE INDEPENDENCE AND A HEALTHY, ACTIVE LIFESTYLE FOR EVERYONE WE SERVE. WESLEYLIFE IS THE SOLE MEMBER OF WRS AND OF WESLEY COMMUNITY SERVICES, INC, (WCS) WHICH PROVIDES HOME AND COMMUNITY BASED SERVICES. WRS IS A 501(C)(3) NON-PROFIT ORGANIZATION THAT CURRENTLY OWNS AND OPERATES SEVEN CONTINUING CARE RETIREMENT COMMUNITIES (CCRCS) IN IOWA THAT OFFER A FULL CONTINUUM OF WELLNESS SERVICES. THOSE RETIREMENT COMMUNITIES ARE: WESLEY ACRES IN DES MOINES; HALCYON HOUSE IN WASHINGTON; HERITAGE HOUSE IN ATLANTIC; THE VILLAGE IN INDIANOLA; PARK CENTRE IN NEWTON; EDGEWATER, AN ACTIVE LIFE COMMUNITY IN WEST DES MOINES; AND HEARTHSTONE, A MINISTRY OF WESLEYLIFE IN PELLA.AS PART OF OUR MISSION, WE BELIEVE IT IS OUR RESPONSIBILITY TO MAKE THE CITIES AND COMMUNITIES IN WHICH WE OPERATE A BETTER PLACE TO LIVE. WE ARE GUIDED BY OUR CORE VALUES TO PROVIDE QUALITY SERVICES, DEMONSTRATE INTEGRITY, MAINTAIN DIGNITY, FOSTER COMMUNITY, AND DELIVER RESPONSIBLE STEWARDSHIP. WE SERVE OLDER IOWANS BY PROVIDING THEM THE QUALITY SERVICES THEY NEED WITH A SERVANT'S HEART. WE ARE COMMITTED TO QUALITY, EXCELLENCE, HOSPITALITY AND INNOVATION. WE FIRMLY BELIEVE THAT IT IS OUR RESPONSIBILITY TO BE GOOD STEWARDS OF THIS MISSION AND ONLY USE THE RESOURCES WE HAVE BEEN PROVIDED IN WAYS THAT WILL BETTER THE LIVES OF OUR CUSTOMERS. AS A NON-PROFIT ORGNAIZATION, WE UNDERSTAND THAT OUR RESPONSIBILITY AND OBLIGATION TO OUR COMMUNITIES IS TO OPERATE WITH TOTAL TRANSPARENCY, HONESTY, INTEGRITY, AND THE BEST CARE POSSIBLE.BELOW REFLECTS SOME OF THE COMMUNITY BENEFITS FROM 2013:- MANY OLDER ADULTS SOMETIMES FACE SITUATIONS WHERE THEIR SAVINGS AND INCOME CAN NO LONGER COVER THE COST OF THEIR NEEDS. IN 2013, RESIDENTS RECEIVED $596,938 WORTH OF CHARITABLE CARE AS SUPPORTED THROUGH THE GOOD SAMARITAN AND GOOD SHEPHERD FUNDS TO ENSURE EACH PERSON COULD THRIVE IN THEIR HOME. WESLEY NEVER ASKED ANYONE TO LEAVE THEIR HOME DUE TO LACK OF FUNDS.- IN 2013, INCREASING OUR REACH TO UNDERSERVED COMMUNITY MEMBERS, MEDICAID DAYS INCREASED BY 18% OVER LAST YEAR TO 31,634 DAYS.- OUR CCRC'S CREATED AND CONDUCTED 50 EDUCATIONAL SESSIONS AIMED AT IMPROVING THE HEALTH OF OLDER ADULTS BY PROMOTING NUTRITION, WELLNESS, AND QUALITY OF LIFE. IN TOTAL, 188 ADULTS LIVING OUTSIDE OUR WESLEYLIFE COMMUNITIES PARTICIPATED IN THESE SERVICES.- WE PROVIDED MORE THAN 19,000 HOURS OF VOLUNTEER OPPORTUNITIES TO APPROXIMATELY 1,800 MEMBERS OF OUR SHARED COMMUNITY AT OUR COMMUNITIES FOR HEALTHY LIVING. - AT OUR COMMUNITIES FOR HEALTHY LIVING, WE WELCOMED 164 FUTURE NURSES, PHARMACISTS, DOCTORS, AND WELLNESS PROFESSIONALS AS INTERNS AND STUDENTS, PROVIDING 4,295 HOURS OF HANDS-ON, REAL-LIFE EXPERIENCES WITH RESIDENTS, CLIENTS, TEAM MEMBERS AND LEADERSHIP.- WE PROVIDED A GATHERING SPACE IN OUR RETIREMENT COMMUNITIES AT NO CHARGE TO LOCAL GROUPS ON 373 OCCASSIONS, SERVING OVER 4,200 PEOPLE.- MORE THAN 1,200 CHILDREN AND STUDENTS VISITED RESIDENTS AND PARTICIPANTS TO CREATE MULTI-GENERATIONAL RELATIONSHIPS, PROMOTE READING SKILLS, AND CREATE MENTORING RELATIONSHIPS.- WE COLLECTED AND DONATED VARIOUS ITEMS, INCLUDING CLOTHING, COATS, BOOKS, AND OTHER SUPPLIES, TO AREA CHARITIES. - WE COLLABORATE TO PROVIDE A MOBILE DENTAL CLINIC TO OLDER ADULTS IN SOUTHWEST IOWA COMMUNITIES. IN 2013, 148 OLDER ADULTS WERE PROVIDED WITH CLEANINGS, BASIC TREATMENT, AND PREVENTATIVE SCREENING MEASURES. 62474277 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 1 1 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 0 0 1 187 0 0 0 0 0 0 0 0 0 0 0 0 X 9 9 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 0 0 X X FRANK TALLERICO CFO 5152716559 5508 NORTHWEST 88TH STREET JOHNSTON IA 50131 BOB RUCH CHAIRMAN 2.00 4.00 X X 0 0 0 PEG ARMSTRONG-GUSTAFSON VICE CHAIR (THRU SEPTEMBER) 1.00 2.00 X X 0 0 0 JODY LORENCE SECRETARY/TREASURER 1.00 2.00 X X 0 0 0 CARROLL BENNETT PAST CHAIRMAN 1.00 2.00 X 0 0 0 TOM MAHONEY DIRECTOR 1.00 2.00 X 0 0 0 JOHN MOENCK DIRECTOR 1.00 2.00 X 0 0 0 CHAD RASMUSSEN DIRECTOR 1.00 2.00 X 0 0 0 DAN RENEKER DIRECTOR 1.00 2.00 X 0 0 0 DAVID STOUT DIRECTOR 1.00 2.00 X 0 0 0 KIRK TYLER DIRECTOR 1.00 2.00 X 0 0 0 ROB KRETZINGER PRESIDENT & CEO 1.00 49.00 X 0 471878 71672 JAMES ROBINSON VICE PRESIDENT OF OPERATIONS/COO 1.00 49.00 X 0 200638 6215 FRANK TALLERICO CFO 1.00 49.00 X 0 243515 18307 SHAREEN ANDERSON WESLEY ACRES EXECUTIVE DIRECTOR 50.00 X 130601 0 18293 JANET A SIMPSON EDGEWATER EXECUTIVE DIRECTOR 50.00 X 117491 0 18284 248092 916031 132771 4 0 1 0 WEITZ COMPANY LLC 5901 THORNTON AVE DES MOINES IA 50321 CONSTRUCTION OF FACILITY 10557242 MORRISON MANAGEMENT 5801 PEACHTREE DUNWOODY ROAD ATLANTA GA 30342 FOOD & BEVERAGE GOODS & SERVICES 4342213 SELECT REHABILITATION INC PO BOX 809056 CHICAGO IL 60680 THERAPY SERVICES 2398394 HORTON ROBINSON CONSTRUCTION INC 15826 KENNEDY ST INDIANOLA IA 50125 RENOVATION OF FACILITIES 469408 KEY REHABILITATION INC 1335 NW BROAD STREET MUFREESBORO TN 37129 THERAPY SERVICES 341234 33 2302597 48557 2302597 HEALTH CARE SERVICES 624100 62336939 62336939 OTHER RESIDENT SERVICES 900099 1063772 1063772 MEALS INCOME 624100 876120 876120 64276831 1593709 1593709 76500 0 76500 76500 76500 318620 0 99783 318620 -99783 218837 218837 68468474 64276831 0 1889046 500000 500000 29812502 26266620 3221718 324164 642595 562830 73364 6401 2897397 2723046 121295 53056 2583245 2359833 199852 23560 106224 66542 39682 193979 42413 151566 141251 138230 3021 4615697 4370885 241453 3359 504632 384948 119155 529 3120408 2977570 138406 4432 403779 284812 118552 415 4808669 4753344 54714 611 233634 120632 103393 9609 93895 17758 74924 1213 3375663 3249265 126398 8196236 7958925 231422 5889 1536518 1506856 28792 870 FOOD 3462719 3462719 MISCELLANEOUS EXPENSES 1023335 727049 204401 91885 68252378 62474277 5252108 525993 5910337 17029551 6732032 2265258 1962229 2289255 5975893 4236161 289265 374467 606967 491590 253934598 91831094 153364299 162103504 23348711 28089351 2257703 2414243 5522001 5406946 9833589 5663487 215803026 230363813 7245945 9113213 64103670 15857129 103195935 113447724 701713 686066 11749100 72821891 186996363 211926023 X 13665716 4644419 6654440 4711565 8486507 9081806 28806663 18437790 215803026 230363813 X 216096 159770 -10744739 X 0 1 X 1 0 X 1464130 5973231 1501865 2838443 2312280 14089949 38609917 54554100 58218934 61386299 64276831 277046081 40074047 60527331 59720799 64224742 66589111 291136030 13967 18000 31967 0 13967 18000 31967 291104063 1812329 1759701 1013411 1777186 1670209 8032836 1812329 1759701 1013411 1777186 1670209 8032836 15261 3356 2579 21196 -79937 -370491 -450428 41901637 62210451 60736789 65631437 68259320 298739634 0.97440 0.97320 0.02690 0.02820 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: LOSS FROM EXTINGUISHMENT OF DEBT RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 8465838 329274 233008 9028120 7817986 400994 246858 8465838 7716735 245172 -143921 7817986 7293787 357722 65226 7716735 6902807 74584 316396 7293787 0.00000 1.00000 0.00000 0 0 2557074 2557074 206375397 73481355 132894042 4251027 1532155 2718872 22690642 16102703 6587939 18060458 714881 17345577 162103504 LIABILITY UNDER CHARITABLE REMAINDER TRUST 129857 ANNUITY PAYMENT LIABILITY 108983 FAIR VALUE INTEREST RATE SWAP 6465123 ASSET RETIREMENT OBLIGATION 73318 ENTRY FEE ESCROW DEPOSITS 381777 LIABILITY FOR REFUNDABLE ENTRY FEES 65662833 72821891 X PART V, LINE 4: THE EARNINGS FROM THE GOOD SAMARITAN/SHEPHERD ENDOWMENT ARE TRANSFERRED TO THE GOOD SAMARITAN/SHEPHERD RESERVE, WHICH IS USED TO ASSIST RESIDENTS OF MODEST MEANS WITH THEIR MONTHLY FEES IN ACCORDANCE WITH GUIDELINES ESTABLISHED BY THE BOARD OF DIRECTORS. EARNINGS FROM THE SARGENT MEMORIAL ENDOWMENT ARE USED FOR SIMILAR PURPOSES FOR WESLEY ACRES. EARNINGS FROM THE SCHEERER MEMORIAL ENDOWMENT ARE USED TO PURCHASE ITEMS FOR THE BENEFIT OF WESLEY ACRES RESIDENTS. EARNINGS FROM THE NURSING SCHOLARSHIP ENDOWMENT ARE USED TO ASSIST HALCYON AND WESLEY ACRES EMPLOYEES IN ADVANCING THEIR NURSING EDUCATION. EARNINGS FROM THE BAKER EMPLOYMENT ENDOWMENT ARE USED TO ASSIST EMPLOYEES OF WESLEY ACRES WITH SHORT-TERM FINANCIAL NEEDS. EARNINGS FROM THE PARK CENTRE AND VILLAGE BUILDING ENDOWMENTS ARE USED TO MAKE IMPROVEMENTS, UPGRADES AND REPAIRS TO THE BUILDINGS. EARNINGS FROM THE PARK CENTRE COMPUTER ENDOWMENT ARE USED TO PURCHASE COMPUTER HARDWARE. EARNINGS FROM NORRIS WELLNESS ENDOWMENT ARE USED TO SUPPORT A WELLNESS PROGRAM AT WESLEY ACRES. EARNINGS FROM THE GOOD SAMARITAN/CORA WAGNER TRUST ARE USED TO ASSIST RESIDENTS AT WESLEY ACRES. PART X, LINE 2: THE CORPORATION FOLLOWS THE ACCOUNTING STANDARDS FOR CONTINGENCIES IN EVALUATING UNCERTAIN TAX POSITIONS. THE CORPORATION FILES INFORMATION RETURNS AS A TAX-EXEMPT ORGANIZATION. SHOULD THAT STATUS BE CHALLENGED IN THE FUTURE, ALL YEARS SINCE INCEPTION COULD BE SUBJECT TO REVIEW BY THE INTERNAL REVENUE SERVICE(IRS). THE ORGANIZATION'S 2010 THROUGH 2013 TAX YEARS ARE OPEN TO EXAMINATION BY THE IRS. WESLEY RETIREMENT SERVICES, INC. IS NOT AWARE OF ANY CURRENT IRS INQUIRIES OR ACTIONS. 1 WESLEYLIFE 5508 NORTHWEST 88TH STREET JOHNSTON IA 50131 300577845 501(C)(3) 500000 EQUITY TRASNFER. 1 0 PART I, LINE 2: WESLEY RETIREMENT SERVICES, INC. MAKES INTERCOMPANY TRANSFERS TO RELATED ORGANIZATIONS. ALL RELATED ORGANIZATIONS ARE UNDER COMMON MANAGEMENT WHO REGULARLY MONITORS THE USE OF THESE FUNDS THROUGH THE INTERNAL FINANCIAL REPORTING PROCESS. 1 0 0 0 0 0 0 0 0 ROB KRETZINGER PRESIDENT & CEO 0 411000 0 0 0 60878 0 39150 0 32522 0 543550 0 0 JAMES ROBINSON VICE PRESIDENT OF OPERATIONS/COO 0 85614 0 0 0 115024 0 2568 0 3647 0 206853 0 0 FRANK TALLERICO CFO 0 240699 0 2500 0 316 0 7296 0 11011 0 261822 0 0 PART I, LINE 4A JAMES ROBINSON, SEVERANCE, $115,335 PART I, LINE 3 WESLEYLIFE DETERMINES THE CEO'S COMPENSATION. THEY USE A COMPENSATION COMMITTEE, COMPENSATION SURVEY OR STUDY, A WRITTEN EMPLOYMENT CONTRACT, AND APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE TO ESTABLISH THE COMPENSATION OF THE ORGANIZATION'S CEO. A IOWA FINANCE AUTHORITY 521699886 46245WAV9 2003-07-31 22510000 IMPROVE FACILITIES, REFUND PRIOR ISSUES 10/29/92, 4/10/97, 11/6/97, 6/22/00 0 0 0 B IOWA FINANCE AUTHORITY 521699886 46246KXT4 2006-10-12 8780000 IMPROVE FACILITIES, REFUND PRIOR ISSUE OF $7,980,000 (7/31/03) 0 0 0 C IOWA FINANCE AUTHORITY 521699886 2007-04-27 1030000 PURCHASE FACILITIES 0 0 0 D IOWA FINANCE AUTHORITY 521699886 46245WBT3 2007-12-20 87412217 CONSTRUCT FACILITIES, REFUND PRIOR DEBT (06/21/07) 0 0 0 A 22700116 191335 11518574 10990208 2005 1 0 1 1 B 910000 8880230 18911 156495 119917 3224476 5360432 2007 1 0 1 1 C 1030000 1030000 2007 0 0 1 1 D 50000000 90014981 2764365 5753124 1375988 740934 696952 72511281 4917635 2009 1 0 1 1 A 0 0 0 0 0 0 1 B 0 0 0 0 0 0 1 C 0 0 0 0 0 0 1 D 0 0 0 0 0 0 1 A 0 0 1 1 1 1 MORGAN STANLEY CSI 27.400000000000 0 0 0 0 1 B 0 0 1 1 1 1 MORGAN STANLEY CSI 27.200000000000 0 0 0 0 1 C 0 0 1 1 1 0 0 0 1 D 0 0 1 1 1 1 SEE PART VI 0 1 0 1 1 A 1 B 1 C 1 D 1 DATE REBATE COMPUTATION PERFORMED ISSUER NAME: IOWA FINANCE AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 06/30/2006 ISSUER NAME: IOWA FINANCE AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 04/12/2008 ISSUER NAME: IOWA FINANCE AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 10/27/2007 ISSUER NAME: IOWA FINANCE AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 11/30/2012 SCHEDULE K, PARTS II AND IV ENTITY 1, PART IV, COLUMN D, LINE 4B: SERIES E - MORGAN STANLEY SERVICES, INC.; SERIES C - SOVEREIGN BANK ENTITY 1, PART IV, COLUMN D, LINE 4C: SERIES E - 3.0 YEARS; SERIES C - 9.9 YEARS (TERMINATED 12/13/2012) ENTITY 1 AND ENTITY 2, PART II, LINE 3 - THE TOTAL PROCEEDS DO NOT AGREE TO THE ISSUE PRICE IN PART I, COLUMN (E) DUE TO INVESTMENT EARNINGS ENTITY 2, PART II, COLUMNS D, LINE 3 - THE TOTAL PROCEEDS DO NOT AGREE TO THE ISSUE PRICE IN PART I, COLUMN (E) AS THIS DEBT WAS ISSUED ON A DRAW-DOWN BASIS AND THE TOTAL PRINCIPAL AVAILABLE HAS NOT YET BEEN DRAWN. ENTITY 1, PART II, COLUMN D, LINE 3 - THE TOTAL PROCEEDS DO NOT EQUAL THE SUMMATION OF LINES 4-12 DUE TO TRANSFERRED OR REPLACEMENT PROCEEDS IN LINE 4. ENTITY 2, PART II, COLUMN B, LINE 3 - THE TOTAL PROCEEDS DO NOT EQUAL THE SUMMATION OF LINES 4 - 12 DUE TO TRANSFERRED OR REPLACEMENT PROCEEDS IN LINE 4. ENTITY 1, PART IV, COLUMNS A, B & C, LINE 2C - SINCE THE BOND PROCEEDS HAVE BEEN SPENT, A SPENDING EXCEPTION WAS MET, AND THE DEBT SERVICE FUND WAS OPERATED ON A BONA FIDE BASIS, NO FURTHER REBATE CALCULATIONS ARE NECESSARY. A IOWA FINANCE AUTHORITY 521699886 2010-12-16 12000000 CONSTRUCT FACILITIES,REFUND PRIOR YEAR ISSUE(07/31/03) 0 0 0 B IOWA FINANCE AUTHORITY 521699886 2012-12-13 20300000 REFUND PRIOR ISSUE (12/20/07) 0 0 0 C CITY OF HARVEY IOWA 421104344 2012-12-21 10000000 LOAN TO FINANCE CONSTRUCTION OF NEW FACILITIES 0 0 0 D CITY OF PELLA IOWA 426005115 2012-12-21 6500000 LOAN TO FINANCE CONSTRUCTION OF NEW FACILITIES 0 0 0 A 2131079 12001928 138348 240000 8951610 2671970 2012 1 0 1 1 B 20300000 1258716 290795 20005190 2009 1 0 1 1 C 10000000 90223 9909777 0 0 0 1 D 4500000 54428 4445572 0 0 0 1 A 0 0 0 0 0 0 1 B 0 0 0 0 0 0 1 C 0 0 0 0 0 0 1 D 0 0 0 0 0 0 1 A 0 1 1 0 1 0 0 0 1 B 0 1 1 0 1 0 0 0 1 C 0 1 0 0 1 0 0 0 1 D 0 1 0 0 1 0 0 0 1 A 1 B 1 C 1 D 1 X 6907 DONOR STATED X 7 31205 SOLD VALUE X 1 75 DONOR STATED X 3 7020 DONOR STATED X ROLAND DIGITA 1 1500 DONOR STATED X HOLIDAY SUPPL 2 800 DONOR STATED X TOOLS & SHOP 3 550 DONOR STATED X WURLITZER SPR 1 500 DONOR STATED X BUS REPAIRS 1 211 DONOR STATED X MISCELLANEOUS 1 100 DONOR STATED X GIFT CERTIFIC 1 60 DONOR STATED 0 0 1 0 FORM 990, PART VI, SECTION A, LINE 1 THE COMMITTEE IS COMPOSED OF THE OFFICERS OF THE BOARD AND THE CHAIRS OF THE COMMITTEES. ALL MEMBERS ARE ON THE GOVERNING BOARD. THE COMMITTEE HAS ALL THE AUTHORITY OF THE BOARD (EXCEPT AS NOTED BELOW) BUT LIMITS ITSELF TO MATTERS THAT REQUIRE IMMEDIATE ACTION AND CANNOT WAIT UNTIL THE NEXT SCHEDULED BOARD MEETING. THE COMMITTEE SHALL HAVE NO AUTHORITY TO AMEND THE ARTICLES OF INCORPORATION, THE BYLAWS, OR ADOPT A PLAN OF MERGER OR CONSOLIDATION. FORM 990, PART VI, SECTION A, LINE 6 THE SOLE MEMBER OF WESLEY RETIREMENT SERVICES, INC., IS WESLEYLIFE. FORM 990, PART VI, SECTION A, LINE 7A WESLEYLIFE ELECTS THE BOARD MEMBERS OF WESLEY RETIREMENT SERVICES, INC. IF THERE ARE ANY VACANCIES IN THE BOARD OF DIRECTORS, THEY ARE FILLED BY WESLEYLIFE. FORM 990, PART VI, SECTION A, LINE 7B APPROVAL OF THE FOLLOWING MATTERS ARE RESERVED EXCLUSIVELY TO THE MEMBER: 1. APPROVAL OF CHANGES TO THE ARTICLES OF INCORPORATION OR BYLAWS; 2. APPOINTMENT OF, OR REMOVAL OF, WITH OR WITHOUT CAUSE, THE MEMBERS OF THE BOARD OF DIRECTORS; 3. APPROVAL OF THE INCURRENT OF DEBT; 4. THE SALE, TRANSFER OR SUBSTANTIAL CHANGE IN USE OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS, DIVESTITURES, DISSOLUTIONS, CLOSURES, MERGERS, CONSOLIDATIONS, OR CHANGES IN CORPORATE MEMBERSHIP; 5. APPROVAL OF THE TRANSFER OR ENCUMBRANCE OF THE ASSETS; AND 6. APPROVAL OF THE ANNUAL OPERATING BUDGET AND CAPITAL PLAN. FORM 990, PART VI, SECTION B, LINE 11 THE CEO, CFO AND DIRECTOR OF FINANCE REVIEWED THE DOCUMENT INTERNALLY. THE 990 WAS THEN DISTRIBUTED TO THE FINANCE COMMITTEE FOR DISCUSSION WITH MANAGEMENT AND APPROVAL FOR SUBMISSION WITH THE IRS. ONCE APPROVED BY THE FINANCE COMMITTEE, THE 990 IS DISTRIBUTED TO THE BOARD OF DIRECTORS FOR REVIEW PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C THE CORPORATION REQUIRES FROM BOARD MEMBERS AND MANAGING EMPLOYEES AN ANNUAL STATEMENT DESCRIBING ACTUAL OR PERCEIVED CONFLICTS OF INTEREST. WITH RESPECT TO THE BOARD MEMBERS, A PERSON WHO HAS A CONFLICT OF INTEREST IS DEEMED AN INTERESTED DIRECTOR. THE INTERESTED DIRECTOR SHALL NOT PARTICIPATE IN THE VOTE REGARDING HIS/HER POTENTIAL CONFLICT AND, DEPENDING UPON THE CIRCUMSTANCES, MAY NOT BE PERMITTED TO PARTICIPATE IN THE DISCUSSION REGARDING THE ISSUE. NO INTERESTED DIRECTOR SHALL BE PERMITTED TO VOTE IN MATTERS IN WHICH HE/SHE HAS A CONFLICT OF INTEREST. WITH RESPECT TO EMPLOYEES, THE PRESIDENT, IN CONSULTATION WITH OTHER UNBIASED MANAGERS, SHALL DETERMINE WHETHER A CONFLICT OF INTEREST EXISTS. AFTER EXERCISING DUE DILIGENCE, INCLUDING INVESTIGATING ALTERNATIVES TO A TRANSACTION OR ARRANGEMENT THAT GIVES RISE TO A CONFLICT OF INTEREST, THE PRESIDENT SHALL DETERMINE WHETHER THE CORPORATION IS ABLE TO OBTAIN WITH REASONABLE EFFORTS, A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT FROM ANOTHER INDIVIDUAL OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT AVAILABLE, THE ARRANGEMENT OR TRANSACTION MAY GO FORWARD IF THE PRESIDENT DETERMINES THAT THE TRANSACTION IS FAIR AND IN THE BEST INTEREST OF THE CORPORATION. FORM 990, PART VI, SECTION B, LINE 15A THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS IS EMPOWERED BY THE BOARD OF DIRECTORS, ACCORDING TO ARTICLE VII OF THE ORGANIZATION'S BY-LAWS, TO DETERMINE PERFORMANCE GOALS AND MONITOR AND EVALUATE PERFORMANCE OF THE CHIEF EXECUTIVE OFFICER. THE EXECUTIVE COMMITTEE INCLUDES IN ITS EVALUATION, FEEDBACK FROM OTHER BOARD MEMBERS AND OTHERS NOT ASSOCIATED WITH THE COMMITTEE OR THE BOARD. THE COMMITTEE MONITORS PERFORMANCE OF THE ORGANIZATION AND CEO THROUGHOUT THE YEAR AND PROVIDES ONGOING ASSESSMENTS TO THE CEO USING AN EVALUATION AND RATING TOOL. THE COMMITTEE UTILIZES AN ANNUAL INDEPENDENT COMPENSATION SURVEY TO ASSIST IN DETERMINING COMPENSATION. THE ORGANIZATIONS OF CHIEF EXECUTIVE OFFICERS OF MULTI-SITE ORGANIZATIONS AND LEADINGAGE, FORMERLY KNOWN AS THE AMERICAN ASSOCIATION OF HOMES AND SERVICES FOR THE AGANG PROVIDE AN ANNUAL SURVEY OF COMPENSATION FOR CEOS AND OTHER OFFICERS. (WESLEY HAS SEARCHED FOR OTHER SURVEYS TO SUPPLEMENT THIS ONE BUT NO OTHER SURVEY PROVIDES THE SAME DEGREE OF COMPARABILITY.) THE SURVEY INCLUDES ONLY SENIOR LIVING ORGANIZATIONS AND IS SORTED BY GEOGRAPHIC REGIONS, REVENUE VOLUME, FULL-TIME EQUIVALENT EMPLOYEES, AND ASSET SIZE. THE EXECUTIVE COMMITTEE DISCLOSES TO THE FULL BOARD OF DIRECTORS, IN CLOSED SESSION, THE RESULTS OF THE PERFORMANCE EVALUATION AND COMPENSATION DECISIONS. MINUTES OF MEETINGS ARE MAINTAINED AND THE BOARD CHAIRMAN PROVIDES WRITTEN NOTIFICATION TO BOTH THE CEO AND THE CORPORATE FINANCE DEPARTMENT REGARDING COMPENSATION DECISIONS. THE EVALUATION AND COMPENSATION SETTING PROCESS IS MUCH THE SAME FOR THE OTHER OFFICERS AS FOR THE CEO WITH SOME EXCEPTIONS. THE CEO DETERMINES THE PERFORMANCE GOALS AND MONITORS RESULTS. THE SAME SURVEY AS DESCRIBED ABOVE IS USED TO ASSIST IN DETERMINING COMPENSATION. THE CEO DISCLOSES ANNUALLY TO THE EXECUTIVE COMMITTEE THE COMPENSATION DECISIONS AND REASONS FOR THOSE DECISIONS IN REGARD TO OTHER OFFICERS. THE LAST REVIEW PROCESS WAS CONDUCTED IN 2013 AND IS DONE ANNUALLY. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST. FORM 990, PART XI, LINE 9: FAIR VALUE INTEREST RATE SWAP 4,463,734. CHANGE IN VALUE OF SPLIT-INTEREST 183,224. CHANGE IN VALUE OF PERPETUAL TRUST 156,239. ELIMINATIONS PER F/S -150,317. CUMMULATIVE EFFECT OF F/S RESTATEMENT -14,513,746. NET ASSETS RELEASED FOR OPERATIONS -883,873. EDGEWATER A WESLEY ACTIVE LIVE COMMUNITY LLC 5508 NW 88TH ST JOHNSTON IA 50131 260358303 LONG TERM CARE IA 13981210 90289290 WESLEY RETIREMENT SERVICES INC HEARTHSTONE A MINISTRY OF WESLEYLIFE LLC 5508 NW 88TH ST JOHNSTON IA 50131 270992962 LONG TERM CARE IA 4271787 26996036 WESLEY RETIREMENT SERVICES INC WESLEY COMMUNITY SERVICES INC 5508 NW 88TH STREET JOHNSTON IA 50131 203970256 HEALTH CARE HOME SERVICES IA 501(C)(3) 9 WESLEYLIFE 0 WESLEYLIFE 5508 NW 88TH STREET JOHNSTON IA 50131 300577845 SUPPORT WESLEY RETIREMENT SERVICES IA 501(C)(3) 11 - TYPE 3 FI N/A 0 0 1 0 0 0 0 0 0 0 0 0 0 1 0 1 0 1 0 0