2017-11-08T13:51:08-06:00 2016-12-31 390859910 Baker Tilly Virchow Krause LLP 2000 Town Center Ste 900 Southfield MI 48075 990 2016-01-01 383087328 Henry Ford Village HENR 3135841000 15101 Ford Road Dearborn MI 48126 Bruce Blalock Executive Director 3135841000 2017-11-06 1 Michael Fenberg P01284396 2483727300 2017-11-06 207.243.23.251 2017-11-06 15:35:46 ES P 0CDEEEAC0A006703BF7F3934F844CC274E9A223E F6EF831A99296D412AD4324C5734AB704754FC17 2016 2018-03-14 21:41:22Z Bruce Blalock 15101 Ford Road Dearborn MI 48126 35272250 0 X N/A X 1992 MI Promotion of health for the elderly by providing a continuing care residential community in Dearborn, Michigan with recreation, social, and religious activities for residents. 7 7 650 315 0 0 603036 555651 36278488 34681653 99658 34946 0 0 36981182 35272250 0 0 0 0 16024191 15668511 0 0 41545 20709798 22231028 36733989 37899539 247193 -2627289 96672006 91491214 115675478 166892314 -19003472 -75401100 Promotion of health for the elderly by providing a continuing care residential community located in Dearborn, Michigan with recreational, social, and religious activities for residents. 0 0 31128607 34681653 Henry Ford Village, Inc. is a Michigan Non-stock corporation established to operate a Not-For-Profit continuing care retirement community located in Dearborn, Michigan. The property is presently zoned for 853 independent living units, 96 assisted living units, and 89 skilled nursing beds. As of December 31, 2016 there were 830 occupied units, which consisted of 656 independent living units, 94 assisted liviing units and 80 skilled nursing beds. 31128607 1 1 0 0 0 0 0 0 1 1 1 0 0 0 1 1 1 0 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 1 1 0 0 1 53 0 1 650 1 0 0 0 0 1 1 0 0 0 0 0 X 7 7 1 1 0 0 0 0 0 1 1 0 0 0 1 1 1 1 1 1 0 0 MI X Joe Lipiec 3135841000 15101 Ford Road Dearborn MI 48126 Dr Karen Ross Member 4.00 X 0 0 0 Dr Walter Talamonti Member 4.00 X 0 0 0 Donald Jesmore Member 4.00 X 0 0 0 Curt Yun Member 4.00 X 0 0 0 Jacquelin Washington Member 4.00 X 0 0 0 Linda Hiveley member 4.00 X 0 0 0 John Byrne Secretary/Treasurer 4.00 X 0 0 0 Ronald Jesmore Board Chairman 4.00 X 0 0 0 Bruce Blalock Executive Director 40.00 X 288539 0 0 Joe Lipiec Director of Finance 40.00 X 152857 0 0 Kari Rennie Administrator 40.00 X 101016 0 0 Robert O DiSanto Director of General Services 40.00 X 119404 0 0 William O Cosby Director of Sales 40.00 X 121360 0 0 783176 0 0 2 0 1 0 RehabCare Group Therapy Services 680 South Fourth Street Louisville KY 48202 Physical, occupational and speech therap 1853884 SBM Management Services LP 5241 Arnold Avenue McClellan CA 95652 Housekeeping 1020202 Life Care Companies LLC 400 Locust St Suite 820 Des Moines IA 50309 Management services 332952 Dykema Gossett PLLC 2723 South State St Suite 400 Ann Arbor MI 48104 Attorneys 173553 Home Sweet Home Health Care Inc 7905 Allen Road Allen Park MI 48101 Home health aid services 109755 5 442006 113645 555651 Occupany revenue 623000 31676372 31676372 Ancillary Fees 623000 1522690 1522690 Resident Fee Amortization 623000 453276 453276 1029315 1029315 34681653 28527 28527 6419 0 6419 6419 6419 35272250 34681653 0 34946 12852107 10835525 2009486 7096 31888 25033 6855 1814693 1525718 288975 969823 842886 126417 520 425061 401128 23933 627397 627397 78910 1505 43476 33929 2099605 2057162 42443 920733 920733 97141 16549 80592 556681 556681 2357024 1649161 707863 32924 15150 17774 2908315 2908315 4030031 4030031 486147 486147 Dietary and related sup 2129291 2129291 Supplies 2032670 2011624 21046 Building, Grounds and M 1990317 1491399 498918 Bad debt 681975 681975 776806 267397 509409 37899539 31128607 6729387 41545 510192 468613 1234324 1090604 0 0 2644952 2417569 0 0 0 0 308077 208077 95187 61410 699846 429475 164044223 81858374 84388057 82185849 2542493 0 0 0 0 0 0 0 4248878 4629617 96672006 91491214 4627428 4768540 0 0 0 5530815 40014650 38895636 606778 481776 70426622 117215547 115675478 166892314 X -19032910 -75404812 29438 3712 0 0 -19003472 -75401100 96672006 91491214 -2627289 -13195 -53757144 0 X X 0 1 X 1 0 X 407247 409933 672324 603036 555651 2648191 36821693 35254514 35515962 36278488 34713798 178584455 37228940 35664447 36188286 36881524 35269449 181232646 0 0 0 181232646 358339 146442 104869 95312 28527 733489 358339 146442 104869 95312 28527 733489 115769 115769 115769 115769 37818817 35810889 36293155 36976836 35297976 182197673 0.99470 0.99310 0.00400 0.00640 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 X 29438 113645 139371 3712 43506 99855 113923 29438 50559 95664 -11783 90934 43506 128072 111760 -76592 112681 50559 233543 116408 -103513 118366 128072 1.00000 0 1 1 4992523 4992523 144325828 73309066 71016762 1623890 912079 711811 8472365 7637229 835136 4629617 4629617 82185849 Assets whose use is limited 2611105 Board-restricted investments 2018512 4629617 Resident Deposits 112008070 Funds Held for Residents 126541 Refunds Due to Residents 2969661 Accounts Payable - Related Party 2111275 117215547 X 35259055 -13195 -13195 35272250 0 35272250 37899539 0 37899539 0 37899539 Part IV, Line 2b: Residents are required to remit entrance deposits, which may vary in amount depending upon the unit to be occupied. Prospective residents are required to make certain installment payments prior to the final settlement of the given unit. These amounts are included in escrow cash and advance deposits in the accompany balance sheets. Deposit timing differences may cause escrow cash not to be equal to advance deposits. As of 12/31/2016, escrow cash and advance deposits were $591,025 and $988,771, respectively. Part V, Line 4: Henry Ford Village, Inc. administers an endowment fund with the purpose to fund the Staff Appreciation Fund. The total asset as of 12/31/16 was $3,712. Part X, Line 2: Henry Ford Village, Inc. is a nonprofit community as described in Section 501(c)(3) of the Internal Revenue Code and is exempt from federal income taxes on its exempt income under Section 501(a) of the Internal Revenue Code. X 1 1 X 0 0 0 0 0 0 0 0 0 Bruce Blalock Executive Director 162715 0 125154 0 670 0 0 0 0 0 288539 0 0 0 Joe Lipiec Director of Finance 152857 0 0 0 0 0 0 0 0 0 152857 0 0 0 Part I, Line 1a Executive director has a membership to Dearborn Country Club, paid for by the organization. Part I, Line 3 On December 1, 2010, the Community contracted with Life Care Services, (LCS) for management services. The LCS contract term was for five years and was extended until September 30, 2021. Management fees incurred under this contract were $425,061. The executive director and administrator are employees of LCS, but their salaries and related employee benefits are reimbursed by the Community. Reimbursement paid to LCS for LCS employees in 2016 totaled $420,719 and is included in general and administrative expenses in the statement of operations. Other corporate services that the Community may obtain are not required contractually and are on an as-needed basis. A EDC of City of Dearborn 521310485 242563AWY 2008-10-01 42535000 Capital investment and improvements 1 0 0 A 41842922 3317550 34540625 836858 3147889 3984747 2008 1 0 1 1 A 0 0 0 0 0 0 0 A 1 0 0 0 0 0 Schedule K, Part I On October 1, 2008, the Community closed on Series 2008 Bonds issued by Economic Development Corporation of the City of Dearborn in the amount of $42,535,000. The 2008Bonds are tax-exempt with a fixed interest rates varying between 6.0% and 7.15%, with a final maturity in November 2043. No letter of credit is required for the Series 2008 Bonds. The Series 2008 Bonds are secured by all property and gross receipts of the Community. In August 2016, the Community obtained a waiver of noncompliance from the bond trustee that waived the Community's noncompliance with the liquidity covenant, modified debt service coverage ratio and also waived the Community's obligation to retain a management consultant for the year ended December 31, 2015 through October 15, 2016. This waiver also waived all required principal and interest payments for the months of July, August, September and October of 2016. As of December 31, 2016, the Community did not meet certain restrictive debt covenants required by the First Amendment to the Loan Agreement executed on March 23, 2012. As a result, on April 5, 2017, the Community executed a Forbearance Agreement with the bank. The Forbearance Agreement was extended through June 15, 2018 through the execution of the Amendment and Extension of Forbearance Agreement on June 5, 2017. Under the terms of the Forbearance Agreement and the Amendment and Extension of Forbearance Agreement, the bank agreed to temporarily forbear from enforcing its rights and remedies pursuant to the Loan Agreement and related bond documents continuing up through and including the earliest to occur of (i) the occurrence of an Forbearance Termination Event as defined in the Forbearance Agreement, or (ii) June 15, 2018. The Community has agreed to (i) remain in compliance with the 2017 operating budget included in the Amendment and Extension of Forbearance Agreement (the "Budget") and shall pay only those items as set forth in the Budget, subject to approval of variances in the Budget disclosed to the trustee and majority bondholders, (ii) report quarterly and year-end liquidity covenant requirements as defined in the Forbearance Agreement beginning March 31, 2017, (iii) participate in monthly conference calls with the Trustee and the Majority Bondholders, at which time the Community shall report its financial performance during the period ending with the last day of the previous month including various financial and operational reports as defined in the Forbearance Agreement, and (iv) continue to make monthly installment payments required by the Loan Agreement. Management has asserted that it is probable that the Community will comply with the requirements of the Forbearance Agreement and the Amendment and Extension of Forbearance Agreement through June 15, 2018. Form 990, Part VI, Section A, line 2 Joe Lipiec (Director of Finance) and a member of the Finance Committee of the Board of Directors Review the 2016 form 990 prior to filing Form 990, Part VI, Section A, line 3 Life Care Services, LLC is a for-Profit Iowa Limited Liability Company which operates and manages a variety of continuing care retirement communities nationwide, including Henry Ford Village, Inc. Henry Ford Village, Inc. (the Community) is governed by an independent Board of Directors and is advised by a residents counsil elected by the Henry Ford Village Community. Three members of the Henry Ford Village, Inc. board also serve on the Henry Ford Village Foundation Board of Directors. On December 1, 2010, Henry Ford Village contracted with Life Care Services (LCS) for management services. The LCS contract was extended until September 30, 2021. The Executive Director and Administrator are employees of LCS, but their salaries and related employee benefits are reimbursed by the Community. Reimbursement paid to LCS for LCS employees in 2016 totaled $420,719 and is included in general and administrative expenses in the statement of operations. Other corporate services that the Community may obtain are not required contractually and are on an as-needed basis. Form 990, Part VI, Section B, line 11b Joe Lipiec (Director of Finance) and a member of the finance committee of the Board of Directors review the 2016 Form 990 prior to filing. Form 990, Part VI, Section B, line 12c Compliance with the conflict of interest, whistleblower, and document retention and destruction policies was monitored by the managment company, Life Care Services, LLC. Board members sign a conflict of interest form on an annual basis. Form 990, Part VI, Section B, line 15a Management (Henry Ford Village, Inc. & Life Care Services, LLC) conducts market surveys on an annual basis to determine if a compensation adjustment is warranted. Based on this information mamanagment recommends annual salaries, typically a percentage increase from the prior year. The board approves the budget on an annual basis. Form 990, Part VI, Section C, line 19 The Organization's Form 990 is available upon request. Joe Lipiec, Henry Ford Village Director of Finance, has public inspection copies available at 15101 Ford Road, Dearbor, MI 48126. Form 990, Part XII, Line 2c: The organization has an audit committee that assumes responsibility for oversight of the audit and selection of an independent accountant. This process has not changed from previous years. Henry Ford Village Foundation 15101 Ford Road Dearborn MI 48126 542159197 Support MI 501(c)(3) Line 12a, I HFV Inc 1 0 0 1 1 0 0 0 0 0 0 0 0 1 1 1 0 0 0 0 Henry Ford Village Foundation Inc C 442006 FMV (CASH) Henry Ford Village Foundation Inc N 0 Henry Ford Village Foundation Inc O 55000 FMV (CASH)