2017-11-14T17:16:01-06:00 2016-12-31 410746749 CLIFTONLARSONALLEN LLP 220 SOUTH SIXTH STREET SUITE 300 MINNEAPOLIS MN 55402 990 2016-01-01 420680440 WESLEY RETIREMENT SERVICES INC WESL 5152716789 5508 NORTHWEST 88TH STREET JOHNSTON IA 50131 NICK HARSHFIELD CFO 5152716789 2017-11-14 1 KURT BENNION P01469618 6123764500 67.137.57.251 2017-11-14 13:44:14 CS P 97A0986382CB18320F176496BBBEF9AFD491894B 2FD9AEF635F49284691F87E9FE125090855B27AB 2016 2021-01-29 14:40:06Z ROB KRETZINGER 5508 NORTHWEST 88TH STREET JOHNSTON IA 50131 75559115 0 X WWW.WESLEYLIFE.ORG X 1947 IA PROVIDING HOUSING, HEALTH CARE, AND SUPPORT SERVICES FOR OLDER ADULTS. 10 10 0 1434 0 0 2432586 2408745 70517783 71605281 -4154049 1174215 0 0 68796320 75188241 4009645 13983 0 0 38484883 38907549 30759 14720 569495 34033186 34419105 76558473 73355357 -7762153 1832884 226306739 247058723 217876934 234009334 8429805 13049389 X 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, HEALTH 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 CUSTOMER. OUR VISION IS TO "TRANSFORMING THE AGING EXPERIENCE" SO OLDER ADULTS LIVE BETTER LONGER. 1 0 67099415 13983 71605281 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 RETIRMENT COMMUNITIES (CCRC) 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 ORGANIZATION, WE UNDERSTAND THAT OUR RESPONSIBILITY AND OBLIGATION TO OUR COMMUNITIES IS TO OPERATE WITH TOTAL TRANSPARENCY, HONESTY, INTEGRITY, IN PROVIDING THE BEST CARE POSSIBLE.BELOW REFLECTS SOME OF THE COMMUNITY BENEFITS FROM 2016:- MANY OLDER ADULTS SOMETIMES FACE SITUATIONS WHERE THEIR SAVINGS AND INCOME CAN NO LONGER COVER THE COST OF THEIR NEEDS. IN 2016, RESIDENTS RECEIVED $592,577 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 2016, INCREASING OUR REACH TO UNDERSERVED COMMUNITY MEMBERS, MEDICAID DAYS INCREASED BY 6% OVER LAST YEAR TO 38,296 DAYS. - OUR CCRC'S CREATED AND CONDUCTED 33 EDUCATIONAL SESSIONS AIMED AT IMPROVING THE HEALTH OF OLDER ADULTS BY PROMOTING NUTRITION, WELLNESS, AND QUALITY OF LIFE. IN TOTAL, 204 ADULTS LIVING OUTSIDE OUR WESLEYLIFE COMMUNITIES PARTICIPATED IN THESE SERVICES.- WE PROVIDED MORE THAN 17,000 HOURS OF VOLUNTEER OPPORTUNITIES TO APPROXIMATELY 1,434 MEMBERS OF OUR SHARED COMMUNITY AT OUR COMMUNITY FOR HEALTHY LIVING.- WE COLLECTED AND DONATED VARIOUS ITEMS, INCLUDING CLOTHING, COATS, BOOKS, AND OTHER SUPPLIES, TO AREA CHARITIES. 67099415 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 1 0 1 0 0 0 0 0 1 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 0 0 1 197 0 0 0 0 0 0 0 0 0 0 0 0 X 10 10 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 0 0 X X ROB KRETZINGER CEO 5152716789 5508 NORTHWEST 88TH STREET JOHNSTON IA 50131 CHAD RASMUSSEN CHAIR 1.00 4.00 X X 0 0 0 JODY LORENCE SECRETARY/TREASURER 1.00 2.00 X X 0 0 0 BOB RUCH PAST CHAIR 1.00 2.00 X X 0 0 0 ABBEY GILROY DIRECTOR 1.00 2.00 X 0 0 0 KEVIN LAGREE DIRECTOR 1.00 2.00 X 0 0 0 JOHN MOENCK 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 SUSAN WATSON DIRECTOR 1.00 2.00 X 0 0 0 ROB KRETZINGER PRESIDENT & CEO 27.50 22.50 X 337828 276404 51320 FRANK TALLERICO CFO 27.50 22.50 X 144218 117995 29496 LEAH DIEHL WESLEY ACRES EXECUTIVE DIRECTOR 50.00 0.00 X 134536 0 18754 JAMES CLINDANIEL JR THE VILLAGE EXECUTIVE DIRECTOR 50.00 0.00 X 128913 0 2471 NANCY BLOWERS-HAMILTON HEARTHSTONE/COTTAGES EXEC. DIR. 50.00 0.00 X 107890 0 26467 CHRISTINE MARSHALL HALCYON HOUSE EXECUTIVE DIRECTOR 50.00 0.00 X 107719 0 5732 WILLIAM REED VP OF PHILANTHROPY 30.00 20.00 X 63865 42578 21187 1024969 436977 155427 6 0 1 0 STORY CONSTRUCTION CO 300 BELL AVE AMES IA 50010 GENERAL CONTRACTOR 4915237 THE SAMUELS GROUP INC 311 FINANCIAL WAY STE 300 WAUSAU WI 54401 GENERAL CONTRACTOR 3764124 SELECT REHABILITATION INC PO BOX 71985 CHICAGO IL 60694 THERAPY SERVICES 3527294 AG ARCHITECTURE 1414 UNDERWOOD AVE SUITE 301 WAWATOSA WI 53213 ARCHITECT SERVICES 771439 CBS STAFFING LLC 7517 DOUGLAS AVE SUITE 17 URBANDALE IA 50322 STAFFING SERVICES 555673 24 1542495 866250 40962 2408745 HEALTH CARE SERVICES 624100 70262565 70262565 MEALS INCOME 624100 962532 962532 OTHER RESIDENT SERVICES 900099 380184 380184 71605281 1545089 1545089 278639 92235 -278639 -92235 -370874 -370874 75188241 71605281 0 1174215 13983 13983 526494 394872 131622 31795885 28077279 3367634 350972 679304 597049 75325 6930 3108991 2927225 124322 57444 2796875 2554987 216379 25509 115009 72045 42964 210020 45920 164100 14720 14720 152932 149661 3271 3588174 3326754 261420 546364 416782 129009 573 3378459 3223809 149851 4799 437170 308365 128356 449 3731588 3671687 59239 662 252955 130608 111943 10404 101659 19226 81120 1313 5060418 4923567 136851 10348796 10091860 250560 6376 1663585 1631470 31173 942 FOOD 3749079 3749079 EMPLOYEE RECRUITING 370447 338854 28717 2876 EMPLOYEE RELATIONS 93886 85879 7278 729 DUES & SUBSCRIPTIONS 84317 77126 6536 655 534247 271328 178777 84142 73355357 67099415 5686447 569495 2492072 3220720 5287294 7175602 1642162 1167931 6918568 7599284 311941 332244 222770 320786 285433697 117919008 156385909 167514689 42571760 46588487 2239800 2218470 3549512 3075866 4684951 7844644 226306739 247058723 9883959 9779550 15828997 16701495 115115071 126909756 1396424 1324792 75652483 79293741 217876934 234009334 X -5193978 -516657 4558239 4314097 9065544 9251949 8429805 13049389 226306739 247058723 X 1832884 1242254 1544446 X 0 1 X 1 0 X 2838443 2312280 1877591 2432586 2408745 11869645 61386299 64276831 73110537 70517783 71605281 340896731 64224742 66589111 74988128 72950369 74014026 352766376 13967 18000 6800 40812 79579 0 13967 18000 6800 40812 79579 352686797 1777186 1670209 1444158 864531 1545089 7301173 1777186 1670209 1444158 864531 1545089 7301173 66001928 68259320 76432286 73814900 75559115 360067549 0.97950 0.98020 0.02030 0.01960 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 9217839 175718 19322 9412879 9280086 150188 -212435 9217839 9028120 230315 21651 9280086 8465838 329274 233008 9028120 7817986 400994 246858 8465838 0.00000 1.00000 0.00000 0 0 5389386 5389386 220425644 94083197 126342447 7820998 2736041 5084957 27537252 20272383 7264869 24260417 827387 23433030 167514689 LIABILITY UNDER CHARITABLE REMAINDER TRUST 108089 ANNUITY PAYMENT LIABILITY 63976 FAIR VALUE INTEREST RATE SWAP 6084357 ASSET RETIREMENT OBLIGATION 84875 ENTRY FEE ESCROW DEPOSITS 2080981 LIABILITY FOR REFUNDABLE ENTRY FEES 70871463 79293741 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 AND ITS AFFILIATES ARE GENERALLY EXEMPT FROM INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND APPLICABLE SECTIONS OF THE STATE STATUTES. CONSEQUENTLY, NO PROVISION HAS BEEN MADE FOR INCOME TAXES. HOWEVER, THERE ARE IMMATERIAL AMOUNTS OF UNRELATED BUSINESS INCOME IN CERTAIN AFFILIATES THAT ARE TAXABLE. THE CORPORATION FOLLOWS THE ACCOUNTING STANDARD FOR CONTINGENCIES IN EVALUATING UNCERTAIN TAX POSITIONS. WRS 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). X X X X X 0 IA 1 EQUITY TRANSFER TO ASSIST WITH CLIENT CARE RESOURCES PART I, LINE 2: THE ORGANIZATION DOES NOT HAVE AN ONGOING GRANT PROGRAM, BUT WHEN GRANTS ARE AWARDED POT,ENTIAL GRANTEES ARE EVALUATED BASED ON MISSION CONNECTIVITY AND ABILITY TO MAINTAIN OVERSITE TO ENSURE PROPER USE OF GRANT FUNDS. THE ORGANIZATION WILL BE ENGAGED IN THE PROGRAMMING THEY ARE SUPPORTING AND WILL ASK FOR FINANCIAL SUPPORT FROM RECIPIENTS TO SHOW PROPER USE OF THE FUNDS. X X X X X 0 0 0 0 0 0 0 0 0 ROB KRETZINGER PRESIDENT & CEO 255560 209095 0 0 82268 67309 12073 9878 16153 13216 366054 299498 0 0 FRANK TALLERICO CFO 143782 117639 0 0 436 356 4360 3567 11863 9706 160441 131268 0 0 LEAH DIEHL WESLEY ACRES EXECUTIVE DIRECTOR 132435 0 0 0 2101 0 0 0 18754 0 153290 0 0 0 PART I, LINE 3 WESLEYLIFE DETERMINES THE CEO'S COMPENSATION. WESLEYLIFE, WCS AND WRS HAVE THE SAME BOARD MEMBERS. SEE SCHEDULE O FOR THE NARRATIVE RELATED TO FORM 990, PART VI, LINE 15 FOR FURTHER INFORMATION. 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 2010-12-16 12000000 CONSTRUCT FACILITIES,REFUND PRIOR YEAR ISSUE(07/31/03) 0 0 0 A 22700116 191335 11518574 10990208 2005 1 0 1 1 B 2670000 8880230 18911 156495 119917 3224476 5360432 2007 1 0 1 1 C 223477 1030000 1030000 2007 0 0 1 1 D 4431894 12001928 138348 240000 70593 8657020 2895967 2012 1 0 1 1 D 1 0 0 0 0 0 1 A 0 0 1 1 1 1 SEE PART VI 27.400000000000 0 0 0 0 1 B 0 0 1 1 1 1 SEE PART VI 27.200000000000 0 0 0 0 1 C 0 0 1 1 1 0 0 0 1 D 0 0 1 1 1 0 0 0 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: 11/30/2013 ISSUER NAME: CITY OF HARVEY, IOWA DATE THE REBATE COMPUTATION WAS PERFORMED: 11/30/2013 ISSUER NAME: CITY OF PELLA, IOWA DATE THE REBATE COMPUTATION WAS PERFORMED: 11/30/2014 SCHEDULE K, PART II: 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, COLUMN A, LINE 3 - THE TOTAL PROCEEDS DO NOT EQUAL THE SUMMATION OF LINES 4-12 DUE TO TRANSFERRED OR REPLACEMENT PROCEEDS IN LINE 4. SCHEDULE K, PART IV: ENTITY 1, PART IV, COLUMN D, 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. ENTITY 2, PART IV, COLUMN A, 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. ENTITY 1, PART IV, COLUMNS A & B, LINE 4B: SERIES B - MORGAN STANLEY SERVICES, INC. A IOWA FINANCE AUTHORITY 521699886 2012-12-13 20300000 REFUND PRIOR ISSUE (12/20/07) 0 0 0 B CITY OF HARVEY IOWA 421104344 2012-12-21 10000000 LOAN TO FINANCE CONSTRUCTION OF NEW FACILITIES 0 0 0 C CITY OF PELLA IOWA 426005115 2012-12-21 6500000 LOAN TO FINANCE CONSTRUCTION OF NEW FACILITIES 0 0 0 D IOWA FINANCE AUTHORITY 521699886 2015-11-12 41200000 IMPROVE FACILITIES, REFUND PRIOR ISSUE 0 0 0 A 325000 20300000 1398836 290795 20005190 2009 1 0 1 1 B 1253260 10000000 90223 9909777 2014 0 0 1 1 C 723329 6500000 54428 6445572 2014 0 0 1 1 D 1660523 41533891 253731 34662612 1177468 5693811 2009 1 1 1 1 A 1 0 0 0 0 0 1 B 1 0 0 0 0 0 1 C 1 0 0 0 0 0 1 D 1 0 0 0 0 0 1 A 0 1 1 0 1 0 0 0 1 B 0 0 0 1 1 0 0 0 1 C 0 0 0 1 1 0 0 0 1 D 0 1 1 0 1 0 0 0 1 A 1 B 1 C 1 D 1 A CITY OF AINSWORTH IOWA 426004179 2015-06-25 10000000 WESLEY RETIREMENT SERVICES PROJECT 0 0 0 B CITY OF LEWIS IOWA 426004884 2015-06-25 6100000 WESLEY RETIREMENT SERVICES PROJECT 0 0 0 A 138642 10003441 50001 7080956 2872483 0 0 0 1 B 84120 6101657 50001 5191848 859808 0 0 0 1 A 0 1 0 0 1 0 0 0 1 B 0 1 0 0 1 0 0 0 1 A 1 B 1 X 5000 DONOR STATED X GAZEBO 1 18268 DONOR STATED X PIANO 1 15370 DONOR STATED X MISCELLANEOUS 1 2324 DONOR STATED 0 0 1 0 FORM 990, PART III, LINE 2 DURING 2016, BRIO OF JOHNSTON LLC, A SINGLE-MEMBER LLC, WAS CREATED TO PROVIDE LONG-TERM CARE SERVICES. FORM 990, PART VI, SECTION A, LINE 1 THE EXECUTIVE COMMITTEE IS COMPRISED OF THE CHAIR OF THE BOARD, THE PRESIDENT/CEO AND AT LEAST THREE DIRECTORS SELECTED BY VOTE OF THE BOARD OF DIRECTORS. EXCEPT FOR THE PRESIDENT/CEO, ALL MEMBERS OF THE EXECUTIVE COMMITTEE MUST BE MEMBERS OF THE BOARD OF DIRECTORS. THE EXECUTIVE 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 EXECUTIVE COMMITTEE SHALL HAVE NO AUTHORITY TO AMEND THE ARTICLES OF INCORPORATION, THE BYLAWS, OR ADOPT A PLAN OF MERGER OR CONSOLIDATION. THE EXECUTIVE COMMITTEE SHALL REPORT ON ITS ACTIONS AT THE NEXT MEETING OF THE BOARD OF DIRECTORS AND SUCH ACTIONS SHALL BE SUBJECT TO REVISION AND ALTERATION OF THE BOARD. FORM 990, PART VI, SECTION A, LINE 6 WESLEYLIFE, AN EXEMPT 501(C)(3) ORGANIZATION, IS THE SOLE CORPORATE MEMBER. FORM 990, PART VI, SECTION A, LINE 7A WESLEYLIFE ELECTS THE BOARD MEMBERS OF WRS. VACANCIES IN THE BOARD OF DIRECTORS AT WRS 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; ABILITY TO FIX THE NUMBER OF BOARD OF DIRECTORS; 3. APPROVAL OF THE INCURRENCE 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 11B THE FORM 990 WAS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM. THE CEO, CFO AND THE DIRECTOR OF FINANCE REVIEWED THE DOCUMENT INTERNALLY. THE FORM 990 WAS THEN REVIEWED BY THE BOARD'S FINANCE COMMITTEE AND MADE AVAILABLE TO ALL VOTING BOARD MEMBERS PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C THE CORPORATION SENDS AND REFRESHES THE BOARD'S UNDERSTANDING OF THE CONFLICT OF INTEREST POLICY, AND REQUIRES BOARD MEMBERS TO COMPLETE 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. ALL CONFLICTS OF INTEREST ARE REPORTED IN THE BOARD MINUTES AS THEY ARISE. FORM 990, PART VI, SECTION B, LINE 15A EXPLANATION: 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 LEADING AGE, FORMERLY KNOWN AS THE AMERICAN ASSOCIATION OF HOMES AND SERVICES FOR THE AGING, PROVIDE AN ANNUAL SURVEY OF COMPENSATION FOR CEOS AND OTHER OFFICERS. (WRS 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. IN 2014, THE EXECUTIVE COMMITTEE OF THE BOARD ENGAGED AN INDEPENDENT, THIRD PARTY TO TAKE A DEEPER ANALYSIS INTO THE COMPENSATION DESIGN AS COMPARED TO SIMILAR ORGANIZATIONS. THE INTENT WAS TO GO BEYOND THE INDUSTRY BENCHMARKED STUDY AND DRILL INTO APPROPRIATENESS, COMPETITIVENESS, AND OVERALL DESIGN. IT WAS DETERMINED, THROUGH THIS SECOND OPINION, THAT COMPENSATION WAS APPROPRIATE FOR THE SIZE AND COMPLEXITY OF THE ORGANIZATION. 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 REGARDS TO OTHER OFFICERS. THE LAST REVIEW PROCESS WAS CONDUCTED IN 2016 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: CHANGE IN VALUE OF INTEREST RATE SWAPS 1,563,461. CHANGE IN VALUE OF SPLIT-INTEREST GIFTS -8,953. CHANGE IN VALUE OF PERPETUAL TRUST -10,062. EDGEWATER A WESLEY ACTIVE LIVE COMMUNITY LLC 5508 NW 88TH ST JOHNSTON IA 50131 260358303 LONG TERM CARE IA 15712099 85943748 WESLEY RETIREMENT SERVICES INC HEARTHSTONE A MINISTRY OF WESLEYLIFE LLC 413 JEFFERSON ST PELLA IA 50219 270992962 LONG TERM CARE IA 12298076 23786601 WESLEY RETIREMENT SERVICES INC BRIO OF JOHNSTON LLC 6901 PECKHAM STREET JOHNSTON IA 50131 814615602 LONG TERM CARE IA 0 1745013 WESLEY RETIREMENT SERVICES INC WESLEY COMMUNITY SERVICES INC 5508 NW 88TH STREET JOHNSTON IA 50131 203970256 HOME HEALTH CARE IA 501(C)(3) LINE 10 WESLEYLIFE 0 WESLEYLIFE 5508 NW 88TH STREET JOHNSTON IA 50131 300577845 SUPPORT WESLEY RETIREMENT SERVICES IA 501(C)(3) LINE 12C, III-FI N/A 0 0 0 1 0 1 0 0 0 0 1 0 0 1 1 1 1 1 0 0