2013-03-23T14:10:35-05:00 2012-06-30 232932984 PARENTEBEARD LLC SUITE 200 221 W PHILADELPHIA ST YORK PA 174012993 990 2011-07-01 820571540 UNIVERSITY STUDENT HOUSING UNIV 6104362534 PO BOX 541 WEST CHESTER PA 19381 TERESA JOHN 6104362534 2013-03-20 1 JULIUS GREEN CPA P00350393 7178467000 2013-03-20 2011 2016-02-25 16:41:14Z RICHARD T PRZYWARA PO BOX 541 WEST CHESTER PA 19381 18274376 0 X WWW.WCUHOUSING.COM X LLC 2002 PA OWNS, CONSTRUCTS, MANAGES, AND MAINTAINS STUDENT HOUSING FACILITIES USED BY WEST CHESTER UNIVERSITY 27 26 21 30 0 0 0 0 16891534 17785026 464824 447700 0 41650 17356358 18274376 50000 0 0 0 1262806 1308056 0 0 0 17848041 18178904 19160847 19486960 -1804489 -1212584 133354819 130339355 157262792 178616557 -23907973 -48277202 X UNIVERSITY STUDENT HOUSING WAS ORGANIZED FOR THE CHARITABLE, SCIENTIFIC AND EDUCATIONAL PURPOSES EXCLUSIVELY FOR THE BENEFIT AND SUPPORT OF THE WEST CHESTER UNIVERSITY FOUNDATION, AND AS SUCH OWNS, CONSTRUCTS, OPERATES, MANAGES, AND MAINTAINS HOUSING FACILITIES FOR THE BENEFIT OF WEST CHESTER UNIVERSITY AND ITS STUDENTS. 0 0 18929030 0 17826676 UNIVERSITY STUDENT HOUSING, LLC ("USH") OPERATES AND MANAGES STUDENT HOUSING FACILITIES FOR 2,047 RESIDENTS FOR THE BENEFIT OF WEST CHESTER UNIVERSITY OF PENNSYLVANIA ("WCU"). USH MANAGES FOUR COMFORTABLE RESIDENT COMMUNITIES LOCATED ON THE WEST CHESTER UNIVERSITY CAMPUS. USH IS RESPONSIBLE FOR THE DAY-TO-DAY MANAGEMENT OF THE COMMUNITIES. THE RESIDENCE LIFE STAFF FOR EACH COMMUNITY HANDLES ALL STUDENT-RELATED ISSUES AND IS MANAGED BY WCU. ALL USH COMMUNITIES ARE PATROLLED AND MONITORED BY WCU PUBLIC SAFETY. EACH USH COMMUNITY FEATURES PRIVATE AND SEMI-PRIVATE AIR CONDITIONED SUITES, ON-SITE FITNESS CENTER, SPACIOUS STUDENT LOUNGES AND GAME ROOMS, FREE LAUNDRY AT THE RESIDENCE HALLS, CABLE TV AND ETHERNET SERVICE, AND FULL KITCHEN AND VENDING AREAS. 18929030 1 0 0 0 0 0 0 0 0 0 1 0 0 0 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 1 0 0 0 0 0 1 0 0 0 0 1 18 0 1 21 1 0 0 0 0 0 0 0 0 0 0 X 27 26 1 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 PA X TERESA JOHN CFO 6104362534 202 CARTER DRIVE WEST CHESTER PA 19382 X JAMES SHINEHOUSE 0.10 X X 0 0 0 JOHN N NICKOLAS 0.10 X X 0 0 0 JOHN A MCCARTHY 0.10 X X 0 0 0 SANDRA F MATHER 0.10 X X 0 0 0 FRANCIS P BRANCA 0.10 X 0 0 0 MILLIE C CASSIDY 0.10 X 0 0 0 KATE CIPRIANO 0.10 X 0 0 0 JANE B FONTAINE 0.10 X 0 0 0 CHERYL FULGINITI 0.10 X 0 0 0 DR MAURY HOBERMAN 0.10 X 0 0 0 DAVID P HOLVECK 0.10 X 0 0 0 DR DONALD E LEISEY 0.10 X 0 0 0 EMILY JANE LEMOLE 0.10 X 0 0 0 JAMES E MCERLANE ESQ 0.10 X 0 0 0 DONALD R MCILVAIN 0.10 X 0 0 0 GUSTAVE C MEYER 0.10 X 0 0 0 KEITH BEALE 0.10 X 0 0 0 DR H VISCOUNT NELSON 0.10 X 0 0 0 MICHAEL O'ROURKE 0.10 X 0 0 0 DR JUDITH FINKEL 0.10 X 0 0 0 DAVID L PEIRCE 0.10 X 0 0 0 CHRISTOPHER FRANKLIN 0.10 X 0 0 0 JOHN STODDART 0.10 X 0 0 0 SAMUEL C THOMPSON JR 0.10 X 0 0 0 MAY VAN 0.10 X 0 0 0 BRIGADIER GENERAL GEORGE WALLS JR 0.10 X 0 0 0 DR JOHN A GONTARZ 0.10 X 0 0 0 TERESA JOHN 20.00 X 0 92662 30170 RICHARD T PRZYWARA 36.00 X 0 150318 27822 0 242980 57992 0 0 1 0 WEST CHESTER UNIVERSITY 700 S HIGH STREET WEST CHESTER PA 19383 PUBLIC SAFETY/RESIDENCE LIFE 1819545 ARAMARK 1101 MARKET STREET PHILADELPHIA PA 19107 JANITORIAL SERVICES 559904 O'ROURKE AND SONS INC 992 SOUTH BOLMAR STREET WEST CHESTER PA 19382 CONSTRUCTION SERVICES 331974 TRAVELERS ONE TOWER SQUARE HARTFORD CT 06183 INSURANCE 304568 INDEPENDENCE BLUE CROSS PO BOX 70250 PHILADELPHIA PA 191760250 INSURANCE 114449 10 STUDENT HOUSING REVENU 531110 17785026 17785026 17785026 447700 447700 RECOVERY OF PRIOR YEAR 900099 41650 41650 41650 18274376 17826676 0 447700 226073 226073 868672 656082 212590 19750 19750 137710 107729 29981 55851 26013 29838 194836 194836 35833 35833 196570 194125 2445 36064 36064 58224 57937 287 34046 34046 3159908 3159908 2380 2380 5189621 5189621 5094051 5094051 351531 351531 BANK AND CREDIT FEES 2093181 2092048 1133 PUBLIC SAFETY/SECURITY 735401 735401 MGMT RESIDENCE LIFE 562909 562909 DEBT SERVICE TO WCU 264288 264288 170061 170061 19486960 18929030 557930 0 400 871 16834724 18333537 465204 162765 79713 64729 129920169 21118667 112123896 108801502 1563640 861797 2287242 2114154 133354819 130339355 418627 373782 374116 390231 139075000 138590000 264000 1248394 17131049 38014150 157262792 178616557 X -23907973 -48277202 -23907973 -48277202 133354819 130339355 X -1212584 -23156645 X X 0 1 1 X 0 X X X 0 0 0 WCU FOUNDATION 233054174 5 1 1 1 1869000 1 1869000 124141434 17952703 106188731 54652 13740 40912 4340966 3109516 1231450 1383117 42708 1340409 108801502 INTEREST RATE SWAP LIABILITY 37345941 DUE TO WEST CHESTER UNIVERSITY 640180 DUE TO WEST CHESTER UNIVERSITY FOUNDATION 28029 38014150 18274376 19486960 -1212584 -23156645 -23156645 -24369229 -3054919 -41650 -21287645 -21329295 18274376 0 18274376 21314310 1827350 1827350 19486960 0 19486960 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: MANAGEMENT HAS EVALUATED SUBSTANTIVE TAX POSITIONS TAKEN BY THE ORGANIZATION AS OF JUNE 30, 2012 AND 2011. A TAX POSITION IS RECOGNIZED AS A BENEFIT ONLY IF IT IS "MORE-LIKELY-THAN-NOT" THAT THE TAX POSITION WOULD BE SUSTAINED IN A TAX EXAMINATION, WITH A TAX EXAMINATION BEING PRESUMED TO OCCUR. THE AMOUNT RECOGNIZED IS THE LARGEST AMOUNT OF TAX BENEFIT THAT HAS A LIKELIHOOD OF BEING REALIZED ON EXAMINATION OF MORE THAN 50 PERCENT. FOR TAX POSITIONS NOT MEETING THE "MORE-LIKELY-THAN-NOT" TEST, NO TAX BENEFIT IS RECORDED. UNDER THE "MORE-LIKELY-THAN-NOT" THRESHOLD GUIDELINES, THE MANAGEMENT BELIEVES NO SIGNIFICANT UNCERTAIN TAX POSITIONS EXIST, EITHER INDIVIDUALLY OR IN THE AGGREGATE, THAT WOULD GIVE RISE TO THE NON-RECOGNITION OF AN EXISTING TAX BENEFIT. AS OF JUNE 30, 2012 AND 2011, THE ORGANIZATION HAD NO MATERIAL UNRECOGNIZED TAX BENEFITS OR LIABILITIES. PART XI, LINE 8 - OTHER ADJUSTMENTS: CHANGE IN FAIR VALUE OF INTEREST RATE SWAP LIABILITY -21,287,645. TRANSFER TO WEST CHESTER UNIVERSITY FOUNDATION -1,869,000. TOTAL TO SCHEDULE D, PART XI, LINE 8: -23,156,645. PART XII, LINE 2D - OTHER ADJUSTMENTS: CHANGE IN FAIR VALUE OF INTEREST RATE SWAP LIABILITY -21,287,645. PART XIII, LINE 2D - OTHER ADJUSTMENTS: TRANSFER TO WEST CHESTER UNIVERSITY FOUNDATION 1,869,000. RECOVERY OF PRIOR YEAR GRANT -41,650. SCHEDULE D, PARTS XI, XII AND XIII: THE ORGANIZATION DID NOT PARTICIPATE IN SEPARATE, STAND-ALONE AUDITED FINANCIAL STATEMENTS. CONSOLIDATING SCHEDULES ARE LOCATED IN THE BACK OF THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS. SCHEDULE D PARTS XI, XII, AND XIII, ALTHOUGH NOT REQUIRED, HAVE BEEN PREPARED TO RECONCILE THESE CONSOLIDATING SCHEDULES TO THE FINANCIAL INFORMATION ON THIS FORM 990. X X X X X 0 0 0 0 0 0 0 0 0 RICHARD T PRZYWARA 0 143318 0 7000 0 0 0 13952 0 13870 0 178140 0 0 CHESTER COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY 232667137 16559PAC9 2009-08-05 41145000 SEE PART VI 0 0 0 CHESTER COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY 232667137 2012-02-01 98540000 SEE PART VI 0 0 0 1095000 41145000 2889750 41145000 2004 1 0 1 1 98540000 5982900 98540000 2009 1 0 1 1 0 0 0 0 1 0 0 0 0 1 0 1 1 SEE PART V 0 0 0 1 1 0 1 1 SEE PART V 0 0 0 1 1 X SCHEDULE K SUPPLENTAL INFORMATION PART I, COLUMN (C): BOND B: NEW BOND ISSUE HAD TWO SERIES: CUSIP # 16559PAE5 AND 16559PAF2. PART I, COLUMN (F): BOND A: CURRENT REFUNDING OF BONDS ISSUED AUGUST 19, 2003 TO FUND CONSTRUCTION OF STUDENT HOUSING AT WEST CHESTER UNIVERSITY. BOND B: CURRENT REFUNDING OF BONDS ISSUED MARCH 25, 2008. PART II, LINE 11: ALL PROCEEDS OF BONDS A AND B WERE APPLIED TO REFUND THE 2003 AND 2008 BONDS. PART IV, LINES 3B AND 3C: BOND A: CITIZENS BANK OF PA, 10 YEARS (AUGUST 2008 - AUGUST 2018) BOND B: CITIZENS BANK OF PA, 10.3 YEARS (APRIL 2008 - AUGUST 2018) AND MORGAN KEEGAN FINANCIAL PRODUCTS, 34.8 YEARS (APRIL 2008 - FEBRUARY 2043). PART IV, LINE 5: BOND A: GROSS PROCEEDS OF $123,360 (.3% OF TOTAL ISSUANCE) WERE INVESTED BELOW BOND YIELD THREE YEARS AFTER ISSUANCE. ALL REMAINING PROCEEDS WERE SPENT DECEMBER 2010. BOND B: GROSS PROCEEDS OF $462,257 (.5% OF TOTAL ISSUANCE) WERE INVESTED BELOW BOND YIELD THREE YEARS AFTER ISSUANCE. AS OF JUNE 30, 2012, $40,660 OF THE PROCEEDS REMAIN UNSPENT. MICHAEL O'ROURKE BOARD TRUSTEE 310847 MICHAEL O'ROURKE IS PRESIDENT OF O'ROURKE & SONS, INC. O'ROURKE & SONS, INC. PROVIDED CONSTRUCTION SERVICES FOR STAIRWELL REPLACEMENT. 0 FORM 990, PART VI, SECTION A, LINE 1 THE EXECUTIVE COMMITTEE IS COMPOSED OF THE OFFICERS OF UNIVERSITY STUDENT HOUSING, LLC, THE PRESIDENT OF WEST CHESTER UNIVERSITY (WCU), THE VICE PRESIDENT FOR ADVANCEMENT OF WCU, THE VICE PRESIDENT FOR ADMINISTRATION AND FINANCE, AND THE EXECUTIVE DIRECTOR OF WCU FOUNDATION. THE EXECUTIVE COMMITTEE IS AUTHORIZED TO ACT FOR THE BOARD BETWEEN ITS REGULAR MEETINGS. THE EXECUTIVE COMMITTEE HAS AND MAY EXERCISE ALL OF THE POWERS AND AUTHORITY OF THE BOARD IN THE MANAGEMENT OF UNIVERSITY STUDENT HOUSING, LLC. FORM 990, PART VI, SECTION A, LINE 2 AS PART OF THE ANNUAL CONFLICT OF INTEREST DISCLOSURE, TRUSTEES AND OFFICERS ARE REQUIRED TO DISCLOSE ANY FAMILY OR BUSINESS RELATIONSHIPS. THE FOLLOWING RELATIONSHIPS WERE DISCLOSED: FAMILY RELATIONSHIP BETWEEN DR. H. VISCOUNT NELSON, BRIGADIER GENERAL GEORGE H. WALLS, JR., AND MR. SAMUEL C. THOMPSON, JR. FORM 990, PART VI, SECTION A, LINE 6 THE SOLE MEMBER OF UNIVERSITY STUDENT HOUSING, LLC IS THE WEST CHESTER UNIVERSITY FOUNDATION, A TAX-EXEMPT ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A THE BUSINESS AND AFFAIRS OF THE ORGANIZATION ARE MANAGED UNDER DIRECTION OF A BOARD OF MANAGERS. THESE MANAGERS SHALL SERVE EX-OFFICIO BY VIRTUE OF THEIR POSITIONS AS TRUSTEES OF THE ORGANIZATION'S SOLE MEMBER, WEST CHESTER UNIVERSITY FOUNDATION. EACH MEMBER OF THE BOARD OF MANAGERS SHALL HAVE THE SAME VOTING RIGHTS AS A MANAGER AS HE OR SHE HAS AS A TRUSTEE OF THE WEST CHESTER UNIVERSITY FOUNDATION. FORM 990, PART VI, SECTION A, LINE 7B THE ORGANIZATION'S SOLE MEMBER, WEST CHESTER UNIVERSITY FOUNDATION, HAS CERTAIN RIGHTS, INCLUDING THE FOLLOWING: 1) THE ORGANIZATION MAY BE DISSOLVED UPON THE DECISION OF THE SOLE MEMBER. 2) THE ORGANIZATION'S OPERATING AGREEMENT SHALL NOT BE AMENDED WITHOUT THE CONSENT OF THE SOLE MEMBER. FORM 990, PART VI, SECTION B, LINE 11 THE CHIEF FINANCIAL OFFICER REVIEWS THE 990 DRAFT IN DETAIL AND RECONCILES TO THE AUDITED FINANCIAL STATEMENTS AND APPROPRIATE LEGAL AND OTHER DOCUMENTS. CHANGES ARE SENT TO THE TAX PREPARER. ONCE ALL CHANGES HAVE BEEN MADE AND APPROVED BY THE CHIEF FINANCIAL OFFICER, THE DRAFT 990 IS PROVIDED TO EACH TRUSTEE FOR THEIR REVIEW AND COMMENTS IN ADVANCE OF THE FILING DEADLINE. FORM 990, PART VI, SECTION B, LINE 12C TRUSTEES SHALL MAKE PROMPT AND FULL DISCLOSURE TO THE BOARD OF A PROSPECTIVE SITUATION THAT MAY INVOLVE A CONFLICT OF INTEREST AS SOON AS THAT CONFLICT IS KNOWN. THIS DISCLOSURE SHOULD BE MADE A MATTER OF THE RECORD, EITHER THROUGH AN ANNUAL PROCEDURE OR WHEN THE INTEREST BECOMES A MATTER OF BOARD ACTION. IF A CONFLICT OF INTEREST SHOULD ARISE, THE EXECUTIVE DIRECTOR AND THE BOARD MEMBER SHOULD PROMPTLY RESOLVE THE MATTER AND THE RESOLUTION SHOULD BE RECORDED IN THE MINUTES OF THE BOARD. TRUSTEES WITH CONFLICTS SHALL REMOVE THEMSELVES FROM NEGOTIATIONS, DECISIONS, DELIBERATIONS, OR VOTES INVOLVING THE CONFLICT. THIS SHALL NOT BE CONSTRUED AS PREVENTING THE TRUSTEE FROM STATING HIS POSITION IN THE MATTER OR FROM ANSWERING PERTINENT QUESTIONS FROM THE BOARD WHEN HIS/HER KNOWLEDGE MAY BE OF ASSISTANCE. ANNUALLY, CONFLICT OF INTEREST DISCLOSURES ARE COMPLETED BY EACH TRUSTEE AND OFFICER DISCLOSING ANY CIRCUMSTANCES THAT MIGHT DISSUADE THEM FROM ACTING IN THE BEST INTEREST OF THE ORGANIZATION. ANNUAL DISCLOSURE STATEMENTS ARE FORWARDED TO THE EXECUTIVE DIRECTOR WHO DETERMINES WHETHER A CONFLICT OF INTEREST MAY EXIST. FORM 990, PART VI, SECTION B, LINE 15 THE EXECUTIVE DIRECTOR'S COMPENSATION IS REVIEWED ANNUALLY BY THE BOARD OF TRUSTEES' NOMINATING AND HUMAN RESOURCE COMMITTEE. ALL BOARD MEMBERS ARE INVITED TO OFFER FEEDBACK TO THE COMMITTEE ON THE PERFORMANCE-BASED GOALS ESTABLISHED FOR THE POSITION. COMPENSATION IS DEFINED IN THE EXECUTIVE DIRECTOR'S THREE-YEAR EMPLOYMENT CONTRACT. ANNUAL SALARY DATA PRESENTED IN THE CHRONICLE OF HIGHER EDUCATION IS USED TO ESTABLISH A FAIR SALARY RANGE. THE FINAL COMPENSATION LEVEL IS APPROVED BY THE PRESIDENT OF THE BOARD AND THE COMMITTEE BEFORE THE EMPLOYMENT CONTRACT IS FINALIZED. FOR THE CHIEF FINANCIAL OFFICER POSITION, THE EXECUTIVE DIRECTOR RECOMMENDS SALARY INCREASES TO THE NOMINATING AND HUMAN RESOURCE COMMITTEE BASED ON PERFORMANCE. THE REMAINING EMPLOYEES ARE COMPENSATED BASED ON MERIT UTILIZING A DEFINED RAISE POOL. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST. AVERAGE HOURS PER WEEK FORM 990, PART VII, SECTION A, COLUMN (B) AVERAGE HOURS PER WEEK LISTED IN PART VII ARE FOR THIS LEGAL ENTITY ONLY. BOARD MEMBERS AND OFFICERS ALSO DEVOTE TIME TO WEST CHESTER UNIVERSITY FOUNDATION (THE "FOUNDATION"), A RELATED ORGANIZATION. HOURS DEVOTED TO THE FOUNDATION ARE AS FOLLOWS: RICHARD T. PRZYWARA, EXECUTIVE DIRECTOR - 4 HOURS TERESA JOHN - CFO/ASSISTANT TREASURER - 20 HOURS BOARD MEMBERS - 2 HOURS CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: CHANGE IN FAIR VALUE OF INTEREST RATE SWAP LIABILITY -21,287,645. TRANSFER TO WEST CHESTER UNIVERSITY FOUNDATION -1,869,000. TOTAL TO FORM 990, PART XI, LINE 5: -23,156,645. FORM 990, PART XII, LINE 2C THE ORGANIZATION HAS A COMMITTEE THAT ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT AND SELECTION OF AN INDEPENDENT ACCOUNTANT. THE METHODS FOLLOWED BY THE COMMITTEE FOR THIS OVERSIGHT AND SELECTION HAVE NOT CHANGED FROM THE PRIOR YEAR. WEST CHESTER UNIVERSITY FOUNDATION 202 CARTER DRIVE WEST CHESTER PA 19382 233054174 SUPPORT FOR WEST CHESTER UNIVERSITY OF PENNSYLVANIA PA 501(C)(3) LINE 5 N/A 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 1 0