2015-08-07T08:26:17-05:00 2014-09-30 381357951 PLANTE & MORAN PLLC PO BOX 307 SOUTHFIELD MI 480370307 990 2013-10-01 391077992 NATIONAL REGENCY OF NEW BERLIN INC NATI 2629282981 N17 W24100 RIVERWOOD DR NO 200 WAUKESHA WI 531881131 RONALD FARR CHIEF FINANCIAL OFFICER 2629282981 2015-07-29 1 DAVID LOWENTHAL P00378651 2483522500 2013 2016-02-25 16:41:14Z PROHEALTH CARE REGENCY SENIOR COMMUNITIES SUSAN EDWARDS N17 W24100 RIVERWOOD DR NO 200 WAUKESHA WI 531881131 19127117 0 X WWW.REGENCYSENIORCOMMUNITIES.COM X 1964 WI OWNS AND OPERATES SENIOR LIVING CENTERS AND MEDICAL OFFICE BUILDING. 3 0 345 155 217358 -19584 0 0 17226789 17946697 -22343 29448 562565 794237 17767011 18770382 0 0 0 0 4899234 5115472 0 0 0 9412147 10051387 14311381 15166859 3455630 3603523 60783449 63125491 27942913 26569932 32840536 36555559 X CREATE CARING COMMUNITIES, PROVIDING A SUPERIOR QUALITY OF LIFE FOR SENIORS ABOVE THE AGE OF 62 BY OFFERING A CONTINUUM OF CARE IN SERVICES AND IN PROGRAMMING WITHIN THE MOST DESIRED AND LEAST RESTRICTIVE ENVIRONMENT, THUS ALLOWING AN INDIVIDUAL TO AGE IN PLACE WITH DIGNITY. 0 0 12708635 16980627 CERTIFIED RESIDENTIAL CARE APARTMENT COMPLEX FACILITIES AND INDEPENDENT LIVING APARTMENTS: PROVIDES A COMFORTABLE, AFFORDABLE AND SECURE ENVIRONMENT WITH QUALITY SUPPORTIVE SERVICES TO ITS RESIDENTS. 601007 941942 MEDICAL OFFICE BUILDING ADJACENT TO HOSPITAL: PROVIDES CONVENIENT ACCESS TO PHYSICIANS AND PATIENTS RECEIVING MEDICAL CARE. 13309642 1 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 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 1 1 0 0 1 46 0 1 345 1 1 1 0 0 0 0 0 0 0 0 0 X 3 0 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 0 0 1 1 0 WI X RONALD FARR 2629284740 N17 W24100 RIVERWOOD DRIVE SUITE WAUKESHA WI 531881131 SUSAN EDWARDS PRESIDENT & CEO - PHC 2.00 50.00 X X 0 960406 768577 KATHY SCOTT CIO 2.00 40.00 X X 0 418016 82376 NANINE NELSON CFO - PHC - PART YEAR 2.00 50.00 X X 0 410111 23345 DEBRA BERTACCHINI ADMINISTRATOR 40.00 0.00 X 200626 0 29856 DAVID EBEL INTERIM CFO 2.00 50.00 X 0 0 0 RONALD FARR CFO 2.00 50.00 X 0 0 0 200626 1788533 904154 1 0 1 0 WIMMER BROTHERS REALTY INC 5300 S 108TH ST SUITE 1 HALES CORNERS WI 531301368 PROPERTY MGMT/FACILITY MAINT. 1017970 IMAGE MAKERS ADVERTISING INC 139 E NORTH ST WAUKESHA WI 53188 ADVESTISING/ MARKETING 349253 JOHNSON CONTROLS PO BOX 905240 CHARLOTTE NC 28290 HVAC 292552 STU'S FLOORING LTD PO BOX 210857 MILWAUKEE WI 53221 INSTALLATION SERVICE 170336 WIMMER DEVELOPMENT 5300 S 108TH ST SUITE 1 HALES CORNERS WI 531301368 PROJECT MANAGEMENT 132884 5 RCAC & IND. LIVING 623990 16500291 16500291 MEDICAL OFFICE BLDG 621300 941942 941942 FOOD SERVICES 624200 395247 177889 217358 HOUSEKEEPING 624200 109217 109217 17946697 31239 31239 955951 354944 601007 601007 601007 1791 -1791 -1791 -1791 RESPITE INCOME 623990 90598 90598 INSURANCE PROCEEDS 524298 39650 39650 CABLE AND PHONE 623990 16201 16201 46781 46781 193230 18770382 17922569 217358 630455 245140 245140 4277528 4135689 141839 273362 273362 319442 319442 711991 711991 902 902 31600 31600 74469 74469 671465 607306 64159 118090 109173 8917 47875 47875 2753181 2552842 200339 12360 12360 257 257 1002597 922389 80208 750000 750000 2480507 2299420 181087 126116 120668 5448 FOOD SERVICE 932965 932965 CARE & HOUSEKEEPING 139177 139177 LIFESTYLE SERVICES 134592 134592 OUTSIDE SERVICES 48041 48041 15202 15202 15166859 13309642 1857217 0 15709208 20625025 3537609 2461745 337235 543608 43181 54110 67581 42006 76298681 37277392 40679949 39021289 408686 377708 60783449 63125491 1318967 1224811 22515000 21410000 4108946 3935121 27942913 26569932 X 32840536 36555559 32840536 36555559 60783449 63125491 3603523 111500 0 X X 0 1 X 1 0 X 16516186 17014207 16808068 17034661 17729339 85102461 64662 -31076 -37351 57107 193228 246570 16580848 16983131 16770717 17091768 17922567 85349031 0 507562 416294 374961 354267 527077 2180161 507562 416294 374961 354267 527077 2180161 83168870 1077424 995857 965365 1068299 987190 5094135 197216 192128 217358 606702 1077424 995857 1162581 1260427 1204548 5700837 17658272 17978988 17933298 18352195 19127115 91049868 0.91340 0.90230 0.06260 0.07390 X 3569385 3569385 66070421 33118603 32951818 3427542 1990484 1437058 3020139 2168305 851834 211194 211194 39021289 FAIR VALUE OF INTEREST RATE SWAP 2970682 PREPAID RENT AND SECURITY DEPOSITS 813718 ASSET RETIREMENT OBLIGATION 150721 3935121 X 19238617 111500 356735 468235 18770382 0 18770382 15523594 356735 356735 15166859 0 15166859 PART X, LINE 2: FIN48 DISCLOSURE: THE ORGANIZATION HAS RECEIVED A TAX DETERMINATION LETTER FROM THE INTERNAL REVENUE SERVICE INDICATING IT IS A TAX-EXEMPT ORGANIZATION AS PROVIDED FOR IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. THEREFORE, IT IS EXEMPT FROM FEDERAL AND STATE INCOME TAXES, EXCEPT FOR TAXES PERTAINING TO UNRELATED BUSINESS INCOME. ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN THE UNITED STATES OF AMERICA REQUIRE MANAGEMENT TO EVALUATE TAX POSITIONS TAKEN BY THE ORGANIZATION AND RECOGNIZE A TAX LIABILITY IF THE ORGANIZATION HAS TAKEN AN UNCERTAIN POSITION THAT MORE LIKELY THAN NOT WOULD NOT BE SUSTAINED UPON EXAMINATION BY THE IRS OR OTHER APPLICABLE TAXING AUTHORITIES. MANAGEMENT HAS ANALYZED THE TAX POSITIONS TAKEN BY THE ORGANIZATION AND HAS CONCLUDED THAT AS OF SEPTEMBER 30, 2014, THERE ARE NO UNCERTAIN POSITIONS TAKEN OR EXPECTED TO BE TAKEN THAT WOULD REQUIRE RECOGNITION OF A LIABILITY OR DISCLOSURE IN THE FINANCIAL STATEMENTS. THE ORGANIZATION IS SUBJECT TO EXAMINATION BY TAXING AUTHORITIES; HOWEVER, NO EXAMINATIONS ARE IN PROGRESS. MANAGEMENT BELIEVES THE ORGANIZATION IS NOT SUBJECT TO TAX EXAMINATIONS FOR YEARS PRIOR TO SEPTEMBER 30, 2011. PART XI, LINE 2D - OTHER ADJUSTMENTS: RENTAL EXPENSES RECORDED ON PART VII LINE 6B 354,944. LOSS ON DISPOSAL OF ASSETS RECORDED ON PART VIII LINE 7D 1,791. PART XII, LINE 2D - OTHER ADJUSTMENTS: RENTAL EXPENSES RECORDED ON PART VII LINE 6B 354,944. LOSS ON DISPOSAL OF ASSETS RECORDED ON PART VIII LINE 7D 1,791. X X X X 1 1 0 0 0 1 1 0 0 SUSAN EDWARDS PRESIDENT & CEO - PHC 0 775024 0 185382 0 0 0 750007 0 18570 0 1728983 0 185382 KATHY SCOTT CIO 0 351586 0 66430 0 0 0 60659 0 21717 0 500392 0 66430 NANINE NELSON CFO - PHC - PART YEAR 0 327182 0 0 0 82929 0 11214 0 12131 0 433456 0 275124 DEBRA BERTACCHINI ADMINISTRATOR 185626 0 15000 0 0 0 0 0 29856 0 230482 0 15000 0 PART I, LINE 3 SCHEDULE J, PART I THIS ENTITY RELIED ON A RELATED ORGANIZATION THAT USED THE FOLLOWING METHODS TO ESTABLISH COMPENSATION FOR OFFICERS AND DIRECTORS: 1. COMPENSATION COMMITTEE 2. COMPENSATION STUDY 3. APPROVAL OF THE BOARD ANNUALLY APPROVING COMPENSATION AMOUNTS 4. INDEPENDENT COMPENSATION CONSULTANT PART I, LINES 4A-B LINE 4A: NANINE NELSON RECEIVED SEVERANCE PAYMENTS TOTALING $82,929 DURING THE 2013 CALENDAR YEAR. PAYMENTS ARE MADE IN BIWEEKLY INSTALLMENTS OVER AN 18 MONTH PERIOD PER THE AGREEMENT BETWEEN NANINE NELSON AND PROHEALTH CARE, INC. LINE 4B: NAME: CURRENT FISCAL YEAR PAYOUT -NANINE NELSON $186,460 -SUSAN EDWARDS -KATHY SCOTT PROHEALTH CARE INC. (PHC) MAINTAINS A SUPPLEMENTAL RETIREMENT PLAN (SERP) FOR A SELECT GROUP OF EXECUTIVES OF PHC AND ITS AFFILIATED ENTITIES. THE SERP IS AN UNFUNDED, NONQUALIFIED DEFERRED COMPENSATION PLAN THAT IS INTENDED TO COMPLY WITH SECTION 457(F) OF THE INTERNAL REVENUE CODE. BENEFITS UNDER THE SERP ARE TAXABLE TO THE PARTICIPATING EXECUTIVES WHEN SUCH AMOUNTS ARE VESTED. PART I, LINE 6 PRO HEALTH CARE HAS A LEADERSHIP INCENTIVE PROGRAM FOR LEADERS OF THE CORPORATION AND RELATED ORGANIZATIONS (COLLECTIVELY THE "SYSTEM"). THE PLAN RELATES FINANCIAL REWARD TO THE SYSTEM'S ACHIEVEMENT OF CERTAIN FINANCIAL AND NON-FINANCIAL OBJECTIVES. THE PRIMARY PURPOSE OF THE PLAN IS TO SUPPORT THE SYSTEM'S MISSION TO ACHIEVE CONTINUED GROWTH AND DEMONSTRATE VALUE THROUGH: (1) A SEAMLESS CONTINUUM OF PATIENT CENTERED CARE; (2) NATIONALLY RECOGNIZED OUTCOMES; (3) RESPONSIBLE AND EFFICIENT USE OF HEALTH CARE RESOURCES; AND (4) A FOCUS ON THE HEALTH OF OUR COMMUNITY. A WISCONSIN HEALTH & EDUCATIONAL SERVICES 391337855 97710VXN3 2005-05-11 29990000 SEE SCHEDULE K, PART VI 0 0 0 A 1105000 30614209 438970 334131 5435579 24405530 2005 0 1 1 1 A 0 0 1 1 0 0.00000 0.00000 0.00000 0 0 0 A 0 0 1 0 1 1 PIPER JAFFRAY & CO 29.300000000000 0 0 0 0 0 A 0 PART I, A - COL. (F) ADVANCE REFUND PRIOR BONDS ISSUED ON 12/21/95; CONSTRUCTION AND EQUIPPING OF ADDITIONAL INDEPENDENT-LIVING AND ASSISTED-LIVING UNITS AT EXISTING FACILITIES IN NEW BERLIN, WI AND CERTAIN RENOVATIONS AT SUCH FACILITIES. PART II, A - LINE 3 SALE PROCEEDS OF $29,990,000 PLUS INVESTMENT PROCEEDS OF $624,209.38 (INCLUDING INVESTMENT PROCEEDS OF $588,317.72 ON NET FUNDED DEFEASANCE ESCROW). PART II, A - LINE 7 $438,969.67 USED FOR ISSUANCE COSTS; $334,131.03 USED FOR CREDIT ENHANCEMENT. WAUKESHA HEALTH SYSTEM INC OFFICER, KATHY SCOTT, IS ON THE BOARD OF WAUKESHA HEALTH SYSTEM 281088 WAUKESHA HEALTH SYSTEM PROVIDES RENT AND REIMBURSEMENT OF EXPENSES TO NRNB. 0 FORM 990, PART VI, SECTION A, LINE 3 WIMMER BROTHERS REALTY PERFORMS ALL PROPERTY MANAGEMENT FUNCTIONS FOR THE REGENCY PROPERTIES. THEY ALSO PREPARE FINANCIAL STATEMENTS FOR THE PROPERTIES WHICH PROHEALTH CARE INCORPORATES INTO ITS CONSOLIDATED FINANCIAL STATEMENTS. ADDITIONALLY, DAVID EBEL WAS COMPENSATED BY WARBIRD CONSULTING, A MANAGEMENT COMPANY, FOR SERVICES AS INTERIM CFO FOR NATIONAL REGENCY OF NEW BERLIN, INC. AND RELATED ORGANIZATIONS. COMPENSATION WAS PAID TO WARBIRD CONSULTING BY PROHEALTH CARE, INC., THE PARENT ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 6 PROHEALTH CARE, INC. IS THE SOLE CORPORATE MEMBER. FORM 990, PART VI, SECTION A, LINE 7A THE DIRECTORS ARE ELECTED ANNUALLY AT A REGULAR OR SPECIAL MEETING OF THE MEMBER (PROHEALTH CARE, INC.) FORM 990, PART VI, SECTION A, LINE 7B PROHEALTH CARE INC HOLDS CERTAIN RESERVED POWERS OVER THE (NON-STOCK) CORPORATION INCLUDING APPROVAL OF STRATEGIC PLANNING, ANNUAL OPERATING AND CAPITAL BUDGETS, BORROWING, TRANSFER, LEASE, PLEDGE OR SALE OF ASSETS. FORM 990, PART VI, SECTION B, LINE 11 AFTER THE FORM 990 WAS PREPARED BY THE ORGANIZATION'S TAX PREPARERS AND PRIOR TO FILING THE FORM 990, SELECT EXECUTIVE MEMBERS OF THE ORGANIZATION AND THE AUDIT & COMPLIANCE COMMITTEE PERFORMED A REVIEW. THEN THE ORGANIZATION'S TAX PREPARERS MADE A PRESENTATION TO THE AUDIT COMMITTEE, AND THE BOARD OF DIRECTORS WAS PROVIDED A COPY OF THE RETURN, WHICH WAS SUBSEQUENTLY FILED BY THE ORGANIZATION. FORM 990, PART VI, SECTION B, LINE 12C ALL OFFICERS, VICE-PRESIDENTS, MANAGERS AND ABOVE, AS WELL AS BOARD MEMBERS ARE REQUIRED TO ANNUALLY COMPLETE A CONFLICT OF INTEREST FORM. ALL REPORTED POTENTIAL CONFLICTS OF INTEREST ARE TRACKED IN THE CORPORATE COMPLIANCE DEPARTMENT. THEY ARE REVIEWED AND ANY PERSON IDENTIFIED AS HAVING A POTENTIAL CONFLICT IS GIVEN DIRECTION AS TO WHAT STEPS SHOULD BE TAKEN TO MITIGATE THE CONCERN. ALL EMPLOYEES ARE EDUCATED ANNUALLY. THE STEPS TAKEN WHEN A CONFLICT ARISES ARE AS FOLLOWS: FOR THE BOARD OF DIRECTORS, THE RESTRICTION IS NOT BEING ALLOWED TO PARTICIPATE IN DISCUSSION OR VOTING RELATED TO ANY DECISION WHERE THE BOARD MEMBER HAS BEEN DETERMINED TO HAVE A CONFLICT OF INTEREST. FOR LEADERS, RESEARCHERS, AND EMPLOYEES, RECOMMENDATIONS ARE MADE FROM COMPLIANCE MANAGER TO LEADERSHIP AND/OR HUMAN RESOURCES. RESTRICTIONS CAN RANGE FROM ANY OF THE FOLLOWING: DISCLOSING POTENTIAL CONFLICTS OF INTEREST TO PATIENTS; NOT BEING ABLE TO BE INVOLVED IN DISCUSSION OR DECISION MAKING ON SPECIFIC TOPICS; AND NOT BEING ABLE TO WORK AT PROHEALTH IN THE SPECIFIC ROLE WHERE THE REPORTED CONFLICT EXISTS. IF THE RECOMMENDATION IS CHALLENGED, THE MATTER GOES TO THE SENIOR EXECUTIVE TEAM FOR A DECISION. FORM 990, PART VI, SECTION B, LINE 15 AN INDEPENDENT, EXTERNAL COMPENSATION REVIEW IS CONDUCTED FOR THE POSITIONS OF CEO/PRESIDENT, EXECUTIVE DIRECTOR, VICE-PRESIDENT, SENIOR VICE-PRESIDENT AND ABOVE. THE RESULTS OF THE COMPENSATION REVIEW ARE PRESENTED TO THE BOARD'S EXECUTIVE COMMITTEE FOR APPROVAL. ANY MEMBER OF THE EXECUTIVE COMMITTEE WHOSE SALARY IS INCLUDED IN THE SALARY REVIEW IS RECUSED FROM THE APPROVAL PROCESS FOR HIS/HER SALARY APPROVAL. THIS PROCESS WAS LAST DONE IN 2014. FORM 990, PART VI, SECTION C, LINE 19 FINANCIAL STATEMENTS, GOVERNING DOCUMENTS & CONFLICT OF INTEREST POLICY ARE AVAILABLE UPON REQUEST. FORM 990, PART XII, LINE 2C THE AUDIT PROCESS HAS NOT CHANGED IN THE CURRENT YEAR. OCONOMOWOC MEMORIAL HOSPITAL INC 791 SUMMIT AVENUE OCONOMOWOC WI 530663844 390794174 HOSPITAL WI 501(C)(3) LINE 3 PROHEALTH CARE INC 1 PROHEALTH CARE FOUNDATION INC 725 AMERICAN AVE WAUKESHA WI 53188 391314542 CHARITABLE SUPPORT WI 501(C)(3) LINE 7 PROHEALTH CARE INC 1 PROHEALTH HOME CARE INC N17 W24100 RIVERWOOD DR SUITE 200 WAUKESHA WI 53188 200067392 HEALTHCARE WI 501(C)(3) LINE 3 PROHEALTH CARE INC 1 WAUKESHA MEMORIAL HOSPITAL INC 725 AMERICAN AVE WAUKESHA WI 53188 391077992 HOSPITAL WI 501(C)(3) LINE 3 PROHEALTH CARE INC 1 PROHEALTH CARE INC N17 W24100 RIVERWOOD DR SUITE 200 WAUKESHA WI 53188 391786873 MANAGEMENT WI 501(C)(3) LINE 11C, III-FI N/A 0 PROHEALTH CARE MEDICAL ASSOCIATES INC N17 W24100 RIVERWOOD DR SUITE 200 WAUKESHA WI 53188 391083015 HEALTHCARE WI 501(C)(3) LINE 3 PROHEALTH CARE INC 1 PROHEALTH ALIGNED LLC (DBA MSC) 1111 DELAFIELD STREET STE 1 WAUKESHA WI 53188 263324572 SURGERY CENTER WI N/A REHABILITATION HOSPITAL OF WISCONSIN LLC 1625 COLDWATER CREEK DRIVE WAUKESHA WI 53188 262332250 INPATIENT REHABILITATION WI N/A THE ORTHOPEDIC SURGERY CENTER LLC W238 N1610 BUSSE ROAD WAUKESHA WI 53188 208356016 ORTHOPEDIC SURGICAL SERVICES WI N/A PROHEALTH SOLUTIONS LLC 2000 PEWAUKEE RD SUITE C WAUKESHA WI 53188 273863494 ACCOUNTABLE CARE ORGANIZATION WI N/A LAKE COUNTRY ENDOSCOPY CENTER 1185 CORPORATE CENTER DR OCONOMOWOC WI 53066 261572986 ENDOSCOPY SERVICES WI N/A WAUKESHA HEALTH SYSTEM INC N17 W24100 RIVERWOOD DRIVE SUITE 20 WAUKESHA WI 53188 391507910 HEALTHCARE WI N/A C 0 EMPATHIA PACIFIC INC 31416 AGOURA RD STE 180 WESTLAKE VILLAGE CA 91361 953070501 HEALTHCARE CA N/A C 0 NATIONAL AVENUE DEVELOPMENT CORPORATION N17 W24100 RIVERWOOD DRIVE SUITE 20 WAUKESHA WI 53188 391417226 HEALTHCARE WI N/A C 0 EMPATHIA INC N17 W24100 RIVERWOOD DRIVE SUITE 20 WAUKESHA WI 53188 391567366 HEALTHCARE WI N/A C 0 1 0 0 0 0 0 0 0 0 1 0 0 1 0 0 1 1 0 0 WAUKESHA MEMORIAL HOSPITAL INC A 602863 ACTUAL AMOUNT RECEIVED PROHEALTH CARE INC A 146941 ACTUAL AMOUNT RECEIVED WAUKESHA HEALTH SYSTEM INC A 281088 ACTUAL AMOUNT RECEIVED PROHEALTH CARE MEDICAL ASSOCIATES INC A 140619 ACTUAL AMOUNT RECEIVED PROHEALTH CARE INC M 755828 ACTUAL AMOUNT INCURRED