2012-11-14T14:45:16-06:00 2011-12-31 410746749 CLIFTONLARSONALLEN LLP 5001 SPRING VALLEY ROAD SUITE 600W DALLAS TX 75244 990 2011-01-01 752516330 SEARS METHODIST RETIREMENT SYSTEM INC SEAR 3256915519 ONE VILLAGE DRIVE NO 400 ABILENE TX 79606 TERRY MYERS 3256915519 2012-11-14 1 TROY LANGSDALE P00847944 9723835700 2011 2016-02-24 21:20:13Z D KEITH PERRY 1114 LOST CREEK BLVD SUITE 220 AUSTIN TX 78746 7743294 0 X WWW.SEARS-METHODIST.COM X 1993 TX THE MISSION OF SEARS IS TO PROVIDE LEADERSHIP IN RESPONSE TO THE NEEDS OF OUR AGING POPULATION. WE BELIEVE WE HAVE A RESPONSIBILITY FOR STUDYING, ANALYZING, PLANNING, DEVELOPING, AND IMPLEMENTING QUALITY SERVICE TO THE AGING WHERE APPROPRIATE NEEDS ARE FOUND FOR HEALTH CARE AND RESIDENTIAL LIVING SERVICES AND CAN BE PROVIDED IN A CHRISTIAN ENVIRONMENT. 10 10 91 0 0 0 89196 205705 5646979 5949007 689216 -851880 106253 1225929 6531644 6528761 0 0 0 0 3863243 4424680 0 0 0 8429363 8486218 12292606 12910898 -5760962 -6382137 54448020 41007600 120822275 111307245 -66374255 -70299645 X THE MISSION OF SEARS IS TO PROVIDE LEADERSHIP IN RESPONSE TO THE NEEDS OF OUR AGING POPULATION. WE BELIEVE WE HAVE A RESPONSIBILITY FOR STUDYING, ANALYZING, PLANNING, DEVELOPING, AND IMPLEMENTING QUALITY SERVICE TO THE AGING WHERE APPROPRIATE NEEDS ARE FOUND FOR HEALTH CARE AND RESIDENTIAL LIVING SERVICES AND CAN BE PROVIDED IN A CHRISTIAN ENVIRONMENT. 0 0 8593690 5949007 GENERAL AND ADMINISTRATIVE SUPPORT FOR A TAX EXEMPT SYSTEM OF RETIREMENT AND NURSING HOME OPERATIONS, HOSPICE AND SKILLED NURSING. 8593690 1 1 0 0 0 0 0 0 0 0 1 1 0 1 1 1 0 1 0 1 1 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 1 24 0 91 1 0 0 0 0 0 0 0 0 0 0 X 10 10 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X TERRY MYERS CFO 5123296716 1114 LOST CREEK BLVD SUITE 220 AUSTIN TX 78746 DR JEFFREY A SMITH 2.00 X X 0 0 0 RICK RHODES 2.00 X X 0 0 0 VANCE GODDARD 2.00 X X 0 0 0 STEVE EXTER 2.00 X X 0 0 0 QUINTAN CHAMNESS 2.00 X 0 0 0 BARBARA CHERRY 2.00 X 0 0 0 CAROL DENTON 2.00 X 0 0 0 LARRY DODSON 2.00 X 0 0 0 DAVID LYNN 2.00 X 0 0 0 DAN OLSON 2.00 X 0 0 0 DR HOWARD TOBIN 2.00 X 0 0 0 D KEITH PERRY 40.00 X X 396020 0 32904 M TERRY MYERS 40.00 X 217013 0 10096 GARY ANDERSON 40.00 X 165806 0 7212 JAN THOMPSON 40.00 X 247596 0 12360 MICHAEL SIMS 40.00 X 186396 0 9000 MARY JANE FITTS 40.00 X 170258 0 8500 STEVE GIBBS 40.00 X 147598 0 6425 RANDAL CROSSWHITE 40.00 X 137758 0 6875 KENNETH FINCHER 40.00 X 135434 0 6076 ROBERT HAAK 40.00 X 134938 0 6500 JAYNE BUCHANAN 40.00 X 128940 0 6427 KENT HERRING 40.00 X 123738 0 6180 GORDON SHOGER 40.00 X 120138 0 5956 EUGENE DUCHAMP 40.00 X 115896 0 5533 MARY GOODIN 40.00 X 105258 0 5250 WINDELL HAWKINS 40.00 X 102408 0 5096 TERRY HUSKEY 40.00 X 98138 0 4885 DENNIS BRIGGS 40.00 X 96090 0 4726 ROBIN BASCHNAGEL 40.00 X 124830 0 6010 JEFFREY BUSJAHN 40.00 X 125242 0 5423 CHERYL HARDING 40.00 X 122359 0 5250 PAMELA MCGREW 40.00 X 112940 0 4892 GREGORY HATTORI 40.00 X 109620 0 0 WENDY GRIMES 40.00 X 100060 0 4750 3524474 0 176326 24 0 1 0 BLUE CROSS AND BLUE SHIELD OF TEXAS 100 E LOOKOUT DRIVE RICHARDSON TX 75082 INSURANCE CLAIMS 4366809 CONAWAY HOMES PO BOX 800 WHITEHOUSE TX 75791 CONSTRUCTION 3027867 CARING COMMUNITIES INSURANCE CO PO BOX 1109GT GEORGE TOWN CJ INSURANCE CLAIMS 665180 CLIFTONLARSONALLEN LLP 5001 SPRING VALLEY ROAD STE 600W DALLAS TX 75244 ACCOUNTING / CONSULTING SERVICES 337866 PROVIDENT LIFE & ACCIDENT INSURANCE CO PO BOX 40378 ATLANTA GA 30384 INSURANCE 307335 13 28644 177061 205705 INTERCAMPUS FEES 623000 5949007 5949007 5949007 362653 362653 1214533 -1214533 -1214533 -1214533 OTHER REVENUE 623000 1225929 1225929 1225929 6528761 5949007 0 374049 3725365 2980292 745073 462720 462720 236595 227992 8603 113644 113644 111664 111664 19865 19865 208055 208055 207436 207436 255961 255961 374426 299541 74885 9322 9322 6357331 5085865 1271466 452526 452526 25232 25232 PROFESSIONAL SERVICES 310543 310543 DUES AND LICENSES 31975 31975 RISK MANAGEMENT 8238 8238 12910898 8593690 4317208 0 86647 84184 1308004 4930178 192307 231881 4031494 4031494 284544 411700 2724033 1591736 1170017 1132297 20877790 19979134 26497217 10206732 54448020 41007600 874086 910382 241666 191666 86172753 75600484 25823444 22926448 7710326 11678265 120822275 111307245 X -66374255 -70299645 -66374255 -70299645 54448020 41007600 X -6382137 2456747 X X 0 1 1 X 0 X X X X 0 0 0 SEARS METHODIST CENTERS INC 751234917 9 0 1 1 0 SEARS PANHANDLE RETIREMENT CORPORATION 752503233 9 0 1 1 0 SEARS PERMIAN RETIREMENT CORPORTATION 752707608 9 0 1 1 0 SEARS PLAINS RETIREMENT CORPORATION 752768233 9 0 1 1 0 SEARS BRAZOS RETIREMENT CORPORATOIN 010598053 9 0 1 1 0 SEARS TYLER METHODIST RETIREMENT CORPORATION 203500571 9 0 1 1 0 SEARS CAPROCK RETIREMENT CORPORATION 020709581 9 0 1 1 0 SEARS METHODIST FOUNDATION 757692545 11 0 1 1 0 8 0 SCHEDULE A, PART IV, SUPPLEMENTAL INFORMATION: SCHEDULE A, PAGE 1, LINE 11: IN ORDER TO STREAMLINE OPERATIONS AND NOT DUPLICATE FUNCTIONS, MOST ADMINISTRATIVE FUNCTIONS ARE PROVIDED BY THIS ENTITY TO THE LISTED SUPPORTED ORGANIZATIONS. THEREFORE THERE IS NOT A QUANTITATIVE AMOUNT OF SUPPORT PAID TO THE ORGANIZATIONS FOR THE SERVICES PROVIDED. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 830150 830150 148386 121365 27021 1745497 1470371 275126 1132297 SECURITIES 8964259 F OTHER INVESTMENTS 681937 F INVESTMENT IN SEARS METHODIST FOUNDATION 10032938 F INVESTMENT IN SOUTHWEST ASSURANCE COMPANY, LTD. 300000 F 19979134 DUE FROM OTHER CAMPUSES 7429001 INTEREST RECEIVABLE 49492 BOND ISSUANCE COST 1895586 CONSTRUCTION IN PROGRESS 832653 10206732 MEDICAL CLAIMS PAYABLE 860993 DEFERRED COMPENSATION 820882 INTEREST PAYABLE 1163173 DUE TO RELATED PARTY 30000 INTEREST RATE SWAP 160766 SWEEP ACCOUNT DEFICIT - INTERCOMPANY LIABILITIES 8642451 11678265 6528761 12910898 -6382137 35676 2421071 2456747 -3925390 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: THE SYSTEM ADOPTED THE INCOME TAX STANDARD FOR UNCERTAIN TAX POSITIONS. THIS STANDARD CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES RECOGNIZED IN AN ORGANIZATION'S FINANCIAL STATEMENTS IN ACCORDANCE WITH THE INCOME TAX STANDARD. THIS STANDARD PRESCRIBES RECOGNITION AND MEASUREMENT OF TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN ON A TAX RETURN THAT ARE NOT CERTAIN TO BE REALIZED. PART XI, LINE 8 - OTHER ADJUSTMENTS: INTERCOMPANY FUND TRANSFERS -6,397,745. DEBT SERVICE PAYMENTS 8,700,000. CHANGE IN SMF INVESTMENT 229,613. CHANGE IN VALUE OF INTEREST RATE SWAP -110,797. TOTAL TO SCHEDULE D, PART XI, LINE 8: 2,421,071. CENTRAL AMERICA AND THE CARIBBEAN 0 1 INVESTMENT - CAPTIVE INSURANCE COMPANY 569205 0 1 0 0 0 1 569205 0 569205 1 0 1 0 0 0 X X X X X 0 1 0 0 0 0 0 0 0 D KEITH PERRY 366238 0 22324 0 7458 0 32904 0 0 0 428924 0 0 0 M TERRY MYERS 201923 0 15000 0 90 0 10096 0 0 0 227109 0 0 0 GARY ANDERSON 163411 0 0 0 2395 0 7212 0 0 0 173018 0 0 0 JAN THOMPSON 247200 0 0 0 396 0 12360 0 0 0 259956 0 0 0 MICHAEL SIMS 180000 0 0 0 6396 0 9000 0 0 0 195396 0 0 0 MARY JANE FITTS 170000 0 0 0 258 0 8500 0 0 0 178758 0 0 0 STEVE GIBBS 147360 0 0 0 238 0 6425 0 0 0 154023 0 0 0 PART I, LINE 4B D. KEITH PERRY PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $32,904 TO THE PLAN DURING THE YEAR. M. TERRY MYERS PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $10,096 TO THE PLAN DURING THE YEAR. GARY ANDERSON PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $7,212 TO THE PLAN DURING THE YEAR. JAN THOMPSON PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $12,360 TO THE PLAN DURING THE YEAR. MICHAEL SIMS PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $9,600 TO THE PLAN DURING THE YEAR. MARY JANE FITTS PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $8,500 TO THE PLAN DURING THE YEAR. STEVE GIBBS PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $6,425 TO THE PLAN DURING THE YEAR. RANDAL CROSSWHITE PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $6,875 TO THE PLAN DURING THE YEAR. KENNETH FINCHER PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $6,076 TO THE PLAN DURING THE YEAR. ROBERT HAAK PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $6,500 TO THE PLAN DURING THE YEAR. JAYNE BUCHANAN PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $6,427 TO THE PLAN DURING THE YEAR. KENT HERRING PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $6,180 TO THE PLAN DURING THE YEAR. GORDON SHOGER PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $5,956 TO THE PLAN DURING THE YEAR. EUGENE DUCHAMP PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $5,533 TO THE PLAN DURING THE YEAR. MARY GOODIN PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $5,250 TO THE PLAN DURING THE YEAR. WINDELL HAWKINS PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $5,096 TO THE PLAN DURING THE YEAR. TERRY HUSKEY PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $4,885 TO THE PLAN DURING THE YEAR. DENNIS BRIGGS PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $4,726 TO THE PLAN DURING THE YEAR. ROBIN BASCHNAGEL PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $6,010 TO THE PLAN DURING THE YEAR. JEFFREY BUSJAHN PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $5,423 TO THE PLAN DURING THE YEAR. CHERYL HARDING PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $5,250 TO THE PLAN DURING THE YEAR. PAMELA MCGREW PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $4,892 TO THE PLAN DURING THE YEAR. WENDY GRIMES PARTICIPATED IN A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN. SEARS METHODIST RETIREMENT SYSTEM CONTRIBUTED $4,750 TO THE PLAN DURING THE YEAR. ABILENE HEALTH FACILITIES DEVELOPMENT CORPORATION 756000440 003453BJ5 2003-04-22 47034298 CONSTRUCTION OF FACILITIES IN THE OBLIGATED GROUP 0 0 0 10774298 47222187 2000359 4447232 1269944 7471166 32033486 2004 0 0 1 1 0 0 0 0 1 0 1 0 0 0 0 FORM 990, PART VI, SECTION B, LINE 11 A COPY OF THE FORM 990 WAS EMAILED TO ALL BOARD MEMBERS FOR REVIEW AND APPROVAL BEFORE FILING THE RETURN. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST STATEMENTS ARE COMPLETED ANNUALLY BY SEARS METHODIST RETIREMENT SYSTEM BOARD OF TRUSTEES, SEARS TYLER METHODIST RETIREMENT CENTER BOARD OF DIRECTORS AND ALL SENIOR STAFF. ANY NEW BOARD MEMBERS OR SENIOR STAFF ARE REQUIRED TO COMPLETE THE STATEMENT UPON HIRE. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION FOR THE CEO IS DETERMINED BY THE PERFORMANCE/COMPENSATION COMMITTEE AND IS APPROVED BY THE BOARD IN AN ANNUAL REVIEW. ANY RAISE OR BONUS IS DISCUSSED AND VOTED ON BY THE BOARD. EVERY FEW YEARS AN OUTSIDE COMPENSATION SPECIALIST IS HIRED TO HELP DETERMINE COMPENSATION FOR THE CEO. EACH SENIOR VP OR EXECUTIVE VP REVIEW OR SALARY INCREASE IS DETERMINED BY THE CEO IN AN ANNUAL REVIEW PROCESS. EACH SENIOR VP HAS KEY OFFICERS UNDER THEM THAT ARE REVIEWED IN THE SAME MANNER. FORM 990, PART VI, SECTION C, LINE 19 ALTHOUGH NOT REQUIRED, THE ORGANIZATION WILL PROVIDE PHOTOCOPIES OF ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS TO THOSE WHO REQUEST ONE OR MORE OF THESE ITEMS. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED GAINS ON INVESTMENTS: 35,676. INTERCOMPANY FUND TRANSFERS -6,397,745. DEBT SERVICE PAYMENTS 8,700,000. CHANGE IN SMF INVESTMENT 229,613. CHANGE IN VALUE OF INTEREST RATE SWAP -110,797. TOTAL TO FORM 990, PART XI, LINE 5: 2,456,747. FORM 990, PART XII, LINE 2C THE ORGANIZATION HAS A COMMITTEE WHICH ASSUMES RESPONSIBILITY FOR CHOOSING THE INDEPENDENT AUDITOR AND OVERSIGHT OF THE INDEPENDENT AUDIT. THIS PROCESS IS CONSISTENT WITH PRIOR YEARS. SEARS METHODIST SENIOR HOUSING LLC 1114 LOST CREEK BLVD STE 220 AUSTIN TX 78746 260888483 SENIOR LIVING TX 0 0 SEARS METHODIST RETIREMENT SYSTEM INC SEARS METHODIST CENTERS INC ONE VILLAGE DRIVE SUITE 400 ABILENE TX 79606 751234917 SENIOR LIVING TX 501(C)(3) LINE 9 N/A 0 SEARS PANHANDLE RETIREMENT CORPORATION ONE VILLAGE DRIVE SUITE 400 ABILENE TX 79606 752503233 SENIOR LIVING TX 501(C)(3) LINE 9 N/A 0 SEARS PERMIAN RETIREMENT CORPORATION ONE VILLAGE DRIVE SUITE 400 ABILENE TX 79606 752707608 SENIOR LIVING TX 501(C)(3) LINE 9 N/A 0 SEARS METHODIST FOUNDATION ONE VILLAGE DRIVE SUITE 400 ABILENE TX 79606 755692545 MANAGES CHARITABLE FUNDS FOR ALL SMRS RELATED ENTITIES TX 501(C)(3) LINE 11C, III-FI N/A 0 SEARS CAPROCK RETIREMENT CORPORATION ONE VILLAGE DRIVE SUITE 400 ABILENE TX 79606 020709581 SENIOR LIVING TX 501(C)(3) LINE 9 N/A 0 SEARS PLAINS RETIREMENT CORPORATION ONE VILLAGE DRIVE SUITE 400 ABILENE TX 79606 752768233 SENIOR LIVING TX 501(C)(3) LINE 9 N/A 0 SEARS BRAZOS RETIREMENT CORPORATION ONE VILLAGE DRIVE SUITE 400 ABILENE TX 79606 010598053 SENIOR LIVING TX 501(C)(3) LINE 9 N/A 0 SEARS TYLER METHODIST RETIREMENT CORPORATION ONE VILLAGE DRIVE SUITE 400 ABILENE TX 79606 203500571 SENIOR LIVING TX 501(C)(3) LINE 9 N/A 0 CANYONS SENIOR LIVING LP 1114 LOST CREEK BLVD STE 220 AUSTIN TX 78746 260888545 SENIOR LIVING TX SEARS METHODIST SENIOR HOUSING LLC RELATED -32 1390 0 1 0.00010 SENIOR DIMENSIONS INC ONE VILLAGE DRIVE SUITE 400 ABILENE TX 79606 752814016 CONSULTING TX SEARS METHODIST RETIREMENT SYSTEM INC C -274890 5588086 1.00000 TEXAS SENIOR MANAGEMENT INC ONE VILLAGE DRIVE SUITE 400 ABILENE TX 79606 320333801 MANAGEMENT TX SEARS METHODIST RETIREMENT SYSTEM INC C -54458 6509 1.00000 SENIOR LIVING ASSURANCE INC ONE VILLAGE DRIVE SUITE 400 ABILENE TX 79606 320346613 MANAGEMENT TX SEARS METHODIST RETIREMENT SYSTEM INC C -41812 52003 1.00000 SOUTHWEST ASSURANCE COMPANY LTD GOVERNORS SQUARE 2ND FLOOR BUILD GRAND CAYMAN CJ KY1-1102 INSURANCE CJ SEARS METHODIST RETIREMENT SYSTEM INC -31473 1198694 1.00000 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 SEARS METHODIST CENTERS INC K 932000 FAIR MARKET VALUE SEARS PAHANDLE RETIREMENT CORPORATION K 690000 FAIR MARKET VALUE SEARS PERMIAN RETIREMENT CORPORATION K 378000 FAIR MARKET VALUE SEARS PLAINS RETIREMENT CORPORATION K 760000 FAIR MARKET VALUE SEARS BRAZOS RETIREMENT CORPORATION K 210000 FAIR MARKET VALUE SEARS CAPROCK RETIREMENT CORPORATION K 475000 FAIR MARKET VALUE SEARS METHODIST FOUNDATION K 264000 FAIR MARKET VALUE SENIOR DIMENSIONS K 2240000 FAIR MARKET VALUE