2013-06-27T13:54:58-05:00 2012-12-31 420714325 MCGLADREY LLP 100 INTERNATIONAL DRIVE SUITE 1400 BALTIMORE MD 21202 990 2012-01-01 510549976 WIND CREST INC WIND 3037983100 3235 MILL VISTA ROAD HIGHLANDS RANCH CO 80129 DAVID L BURK 3037983100 2013-06-25 1 JULIA FLANNERY P00928918 4102469300 2012 2016-02-25 16:41:14Z RODNEY COE 3235 MILL VISTA ROAD HIGHLANDS RANCH CO 80129 29112582 0 X WWW.NATIONALSENIORCAMPUSES.ORG X 2005 MD PROVIDE A HOME FOR SENIORS THAT SATISFIES THEIR THREE PRIMARY NEEDS. SEE SCHEDULE O. 12 12 463 234 0 0 383887 482534 16296855 20093498 8002181 8332207 209453 202512 24892376 29110751 36750 47750 0 0 6815279 7674848 0 0 0 22464687 27173619 29316716 34896217 -4424340 -5785466 241303507 250683842 233035901 248220601 8267606 2463241 X THE BOARD OF DIRECTORS OF NATIONAL SENIOR CAMPUSES, INC. AND ITS SUPPORTED COMMUNITIES ARE COMMITTED TO CREATING COMMUNITIES THAT CELEBRATE LIFE. SEE SCHEDULE O FOR THE COMPLETE MISSION STATEMENT. 0 0 33083162 47750 20093498 WIND CREST PROVIDES SERVICES NEEDED BY SENIOR RESIDENTS, WHO RESIDE IN 562 INDEPEDENT LIVING UNITS AND 9 ASSISTED LIVING BEDS. THE SERVICES WE PROVIDE TO OUR RESIDENTS INCLUDE, BUT ARE NOT LIMITED TO HOUSING, FOOD, MEDICAL, SECURITY AND MAINTENANCE SERVICES, RECREATIONAL AND PASTORAL ACTIVITIES. 33083162 1 1 0 0 0 0 0 0 0 0 1 0 0 0 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 0 0 0 0 1 0 0 0 1 74 0 1 463 1 0 0 0 0 0 1 1 0 0 0 0 X 12 12 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 CO X X BRUCE SIXX 4104022375 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 RODNEY COE 1.00 8.00 X X 9250 45125 0 JAMES HAYES 1.00 10.00 X X 5250 45375 0 DUFFY DEARDORFF 7.00 0.00 X X 7500 0 0 BOONE POWELL 1.00 4.00 X X 5250 21000 0 ZINA JACQUE 1.00 4.00 X 5250 21000 0 MIKE ROSKIEWICZ 1.00 4.00 X 5250 21000 0 DAVE BURK 2.00 13.00 X 5250 24750 0 STEVE HUNSICKER 1.00 4.00 X 5250 21000 0 GROVER WRENN 1.00 9.00 X 5250 24750 0 SCOTT HOLLINGSWORTH 1.00 4.00 X 5250 21000 0 MICHELLE BOHREER 1.00 5.00 X 5250 24750 0 ROSETTA ROBINS 1.00 5.00 X 5250 24750 0 CRAIG ERICKSON 40.00 0.00 X 185310 0 15843 KAREN LUX 40.00 0.00 X 110220 0 9949 JOHN HALL 0.50 7.00 X 0 0 0 CLARA PARKER 0.50 7.00 X 0 0 0 JAMES WALTER 0.50 7.00 X 0 0 0 CHRIS RATHMANN 0.50 7.00 X 0 0 0 CLAIRE MENEFEE 40.00 0.00 X 109914 0 19112 TAMIKA MITCHELL 40.00 40.00 X 72735 43258 4886 JASON ATWELL 40.00 0.00 X 136699 0 19092 BETH BRANDENBURG 40.00 0.00 X 112958 0 6279 MARY THORNE 40.00 0.00 X 132149 0 18231 929235 337758 93392 6 0 1 0 ERICKSON LIVING MANAGEMENT LLC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 MANAGEMENT 781706 SHAW CONTRACT FLOORING SERVICES INC 10415 E 49TH AVENUE DENVER CO 80238 FLOORING 183231 BRICKMAN GROUP LTD LLC 3630 SOLUTIONS CENTER CHICAGO IL 60677 LANDSCAPING 150382 3 482534 482534 RESIDENT FEES 623990 15641053 15641053 ANCILLARY FEES 623990 2966017 2966017 RESIDENT DEPOSITS 623990 1426886 1426886 CONTRACT REVENUE 623990 47842 47842 PROCESSING FEES 623990 11700 11700 20093498 8334038 8334038 202512 0 202512 202512 202512 1831 -1831 -1831 -1831 29110751 20093498 0 8534719 47750 47750 390572 390572 5631761 5157476 474285 25680 24694 986 1127189 993809 133380 499646 432032 67614 781706 781706 117979 117979 35084 35084 430 430 2460324 1989610 470714 2109423 2109423 2153944 2123139 30805 5332255 5331673 582 96595 58450 38145 10935610 10935610 2359521 2359521 147766 147766 EQUIPMENT RENTAL 481520 466261 15259 RESIDENT RELATIONS 103687 33478 70209 ADMINISTRATIVE AND MISC 57775 55250 2525 34896217 33083162 1813055 0 3250 2275 8017452 15710011 412600 450654 166072528 169319613 80945 81329 10602 5527 72845583 7731150 66706130 65114433 241303507 250683842 4242368 8062842 228793533 240157759 233035901 248220601 X 7668603 1577454 599003 885787 8267606 2463241 241303507 250683842 -5785466 -18899 0 X 0 1 X 1 0 X 125426 151560 367437 383887 482534 1510844 12068608 13963509 38564354 16296855 20093498 100986824 12194034 14115069 38931791 16680742 20576032 102497668 175000 150000 155000 480000 0 175000 150000 155000 480000 102017668 5462877 7635950 7981361 8211634 8536550 37828372 5462877 7635950 7981361 8211634 8536550 37828372 17656911 21751019 46913152 24892376 29112582 140326040 0.72700 0.73510 0.26960 0.26490 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 69328039 5018547 64309492 2266067 1747829 518238 1251477 964774 286703 65114433 CLAIMS RESERVE 237740 ADVANCE DEPOSITS 820000 FUNDS HELD FOR RESIDENTS 18106 RESIDENT DEPOSITS (NET) 163901318 PARKING DEPOSITS 210000 UNCLAIMED PROPERTY -514 RESIDENT REFUNDS PAYABLE 3500832 CAPITAL LEASE OBLIGATION 70478539 MARKETING FEES DEFERRED 31691 DEFERRED MANAGEMENT FEES 39085 INTEREST PAYABLE 920962 240157759 X 26983245 -18899 816 -18083 27001328 2109423 2109423 29110751 32787610 816 816 32786794 2109423 2109423 34896217 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: WIND CREST, INC. ("WCD") IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501 (C)(3) OF THE INTERNAL REVENUE CODE AND THE APPLICABLE STATE INCOME TAX REGULATIONS. MANAGEMENT HAS EVALUATED WCD'S TAX POSITIONS AND HAS CONCLUDED THAT WCD HAS TAKEN NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE DISCLOSURE. PART XI, LINE 2D - OTHER ADJUSTMENTS: ADJUSTMENT TO TRNA 816. PART XI, LINE 4B - OTHER ADJUSTMENTS: MARKETING EXPENSES NETTED WITH REVENUE ON FINANCIAL STATEMENTS 2,109,423. PART XII, LINE 2D - OTHER ADJUSTMENTS: ADJUSTMENT TO TRNA 816. PART XII, LINE 4B - OTHER ADJUSTMENTS: MARKETING EXPENSES NETTED WITH REVENUE ON FINANCIAL STATEMENTS 2,109,423. 1 EDUCATIONAL SCHOLARSHIPS - SEE PART IV 19 47750 SCHOLAR CANDIDATES MUST BE CURRENTLY EMPLOYED YEAR-ROUND AT WIND CREST. ONLY MEDICAL LEAVES OF ABSENCE ARE ALLOWABLE DURING THE TWO YEARS. OTHER REQUESTS FOR A LEAVE OF ABSENCE WILL BE REVIEWED AND DETERMINED CASE BY CASE. A SCHOLAR CANDIDATE MUST HAVE BEEN EMPLOYED BY WIND CREST ON OR BEFORE SEPTEMBER 30, 2012. THE CANDIDATE MUST ALSO ACHIEVE 1,000 HOURS OF WORK DURING A TIME SPAN THAT BEGINS NO EARLIER THAN JUNE 1, 2012 OF THEIR JUNIOR YEAR OF HIGH SCHOOL (300 OF 1,000 HOURS MUST BE COMPLETED BY THE END OF THEIR JUNIOR YEAR OF HIGH SCHOOL TO QUALIFY). ANY HOURS WORKED PRIOR TO JUNE 1, 2012 DO NOT COUNT TOWARDS THE 1,000 HOURS REQUIREMENT. CANDIDATES MUST ACHIEVE THE 1,000 HOUR REQUIREMENT AS WELL AS FULFILL THE TWO-YEAR MINIMUM EMPLOYMENT REQUIREMENT. CANDIDATES MUST BE IN "GOOD STANDING" FROM THEIR ORIGINAL DATE OF HIRE THROUGH THEIR LAST DAY OF WORK. TO MAINTAIN "GOOD STANDING," SCHOLAR CANDIDATES, AS EMPLOYEES, MUST ABIDE BY ALL EMPLOYMENT POLICIES AND PROCEDURES, TO INCLUDE GIVING TWO WEEKS NOTICE TO THEIR SUPERVISOR WHEN TERMINATING EMPLOYMENT. SCHOLAR CANDIDATES MUST COMPLETE EACH STEP AS OUTLINED IN THE PROGRAM DESCRIPTION BY THE RESPECTIVE DUE DATE. FURTHERMORE, CANDIDATES MUST TURN IN PROOF OF FULL-TIME STATUS WITHIN THE DATES SPECIFIED IN THE PROGRAM DESCRIPTION FOR EACH SPRING AND FALL SEMESTER THEY ATTEND SCHOOL. FAILURE TO DO SO WILL DISQUALIFY THE SCHOLAR THAT SEMESTER AND WILL COUNT TOWARDS ONE OF THE TWO ALLOWABLE SEMESTER LAPSES. CANDIDATES SHOULD INTEND TO GO TO COLLEGE OR TRADE SCHOOL AFTER HIGH SCHOOL. SCHOLAR CANDIDATES MUST ATTEND SCHOOL FULL-TIME (12 CREDIT HOURS EACH SEMESTER) AFTER HIGH SCHOOL. SCHOLAR CANDIDATES MUST BE ACCEPTED AND/OR REGISTERED IN THE FALL OF 2012 AT A TRADE SCHOOL, COLLEGE, OR UNIVERSITY TO BENEFIT. (IN EXCEPTIONAL CASES, A SCHOLAR CANDIDATE MAY ARRANGE TO START SCHOOL UP TO TWO SEMESTERS AFTER BEING INDUCTED INTO THE PROGRAM, BUT THEY MUST MAKE ARRANGEMENTS WITH THE RESIDENT LIFE DEPARTMENT. THESE TWO SEMESTERS WILL COUNT AS THE TWO ALLOCABLE SEMESTER LAPSES.) SCHOLARS WHO LAPSE FROM THE PROGRAM FOR MORE THAN A TOTAL OF TWO SEMESTERS AFTER BEING INDUCTED INTO THE PROGRAM ARE NO LONGER ELIGIBLE TO RECEIVE THE AWARD. X X X 0 0 0 0 0 0 0 0 0 CRAIG ERICKSON 154460 0 29000 0 1850 0 750 0 15093 0 201153 0 0 0 JASON ATWELL 120699 0 16000 0 0 0 750 0 18342 0 155791 0 0 0 MARY THORNE 126149 0 6000 0 0 0 0 0 18231 0 150380 0 0 0 SUPPLEMENTAL INFORMATION PART III THE INDIVIDUALS LISTED IN SCHEDULE J, PART II ARE EMPLOYEES OF ERICKSON LIVING MANAGEMENT, LLC (ELM), AN UNRELATED ORGANIZATION TO WIND CREST, INC., IN ACCORDANCE WITH THE MANAGEMENT AGREEMENT BETWEEN WIND CREST, INC. AND ELM. SEE SCHEDULE O EXPLANATION FOR FORM 990, PART VI, SECTION A, LINE 3. THEREFORE, FOR IRS MATCHING PURPOSES, ELM IS THE ISSUER OF THE FORM W-2. UNDER THE MANAGEMENT AGREEMENT, WIND CREST, INC. REIMBURSES ELM FOR THE COST OF SERVICES PERFORMED FOR WIND CREST, INC. FORM 990, PART VI, SECTION A, LINE 1 UNDER THE BYLAWS OF THE ORGANIZATION, THE BOARD HAS DELEGATED AUTHORITY TO AN EXECUTIVE COMMITTEE COMPRISED OF THE ORGANIZATION'S CHAIRMAN, PRESIDENT, SECRETARY AND TREASURER. THE EXECUTIVE COMMITTEE HAS AND MAY EXERCISE ALL OF THE POWERS AND AUTHORITY OF THE BOARD IN THE MANAGEMENT OF THE BUSINESS AND AFFAIRS OF THE ORGANIZATION EXCEPT FOR THOSE ACTIONS RESERVED SOLELY TO THE MEMBER OR THE DIRECTORS UNDER THE GENERAL LAWS OF THE STATE OF MARYLAND. FORM 990, PART VI, SECTION A, LINE 3 ON APRIL 30, 2010, WIND CREST, INC. ENTERED INTO A NEW MANAGEMENT AND MARKETING AGREEMENT WITH ERICKSON LIVING MANAGEMENT, LLC ("ELM") TO PROVIDE THE SERVICES PREVIOUSLY PROVIDED BY ERC. ELM IS A SUBSIDIARY OF REDWOOD-ERC SENIOR LIVING HOLDINGS, LLC, NOW KNOWN AS ERICKSON LIVING HOLDINGS, LLC WHICH, TOGETHER WITH OTHER RELATED ENTITIES, PURCHASED THE MAJORITY OF THE ASSETS OF ERC. ELM IS A MARYLAND LIMITED LIABILITY COMPANY WHICH OPERATES AND MANAGES LARGE SCALE CONTINUING CARE RETIREMENT COMMUNITIES. AN AMENDMENT WAS MADE TO THE MASTER LEASE AND USE AGREEMENT TO CHANGE THE LEASE TERM FROM 27.5 YEARS WITH TWO 10-YEAR RENEWAL OPTIONS AND ONE 2.5 YEAR RENEWAL OPTION, TO 20 YEARS WITH THREE 10-YEAR RENEWAL OPTIONS, AND TO ALLOW THE ORGANIZATION TO EXERCISE ITS PURCHASE OPTION AT 20 YEARS AND AT THE END OF EACH RENEWAL PERIOD, INSTEAD OF 27.5 YEARS (AND AT THE END OF EACH RENEWAL PERIOD). THIS AMENDMENT WAS MADE RETROACTIVE TO MAY 1, 2010. THE FOLLOWING OFFICERS ARE LISTED IN PART VII, AS NON-COMPENSATED OFFICERS OF THE FILING ORGANIZATION, JOHN HALL, CLARA PARKER, JAMES WALTER, AND CHRIS RATHMANN. THEIR DUTIES ARE CONSIDERED PERFORMED PRO BONO. CRAIG ERICKSON, EXECUTIVE DIRECTOR, KAREN LUX, FINANCE DIRECTOR, CLAIRE MENEFEE, DIRECTOR OF GENERAL SERVICES, TAMIKA MITCHELL, DIRECTOR OF HUMAN RESOURCES, JASON ATWELL, DIRECTOR OF SALES, BETH BRANDENBURG, PERSONAL MOVING CONSULTANT, AND MARY THORNE, RETIREMENT COUNSELOR, ARE LEASED EMPLOYEES FROM THE MANAGEMENT COMPANY. THE FILING ORGANIZATION REIMBURSES THE MANAGEMENT COMPANY FOR THEIR COMPENSATION WHICH IS REPORTED ON FORM 990, PART VII, SECTION A. FORM 990, PART VI, SECTION A, LINE 6 WIND CREST, INC.'S SOLE MEMBER IS NATIONAL SENIOR CAMPUSES, INC. ("NSC"). NSC IS A MARYLAND NON-STOCK CORPORATION. NSC IS A "SUPPORTING ORGANIZATION" WITH RESPECT TO WIND CREST, AS WELL AS CERTAIN OTHER ORGANIZATIONS SPECIFIED IN ITS GOVERNING DOCUMENTS. AS REQUIRED BY THE REGULATIONS RELATING TO "SUPPORTING ORGANIZATIONS," CERTAIN MEMBERS OF THE BOARD OF DIRECTORS OF NSC WILL ALSO BE MEMBERS OF THE BOARD OF DIRECTORS OF THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A NATIONAL SENIOR CAMPUSES, INC. HAS THE RIGHT TO APPOINT AND ELECT ALL DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7B CERTAIN EXTRAORDINARY ACTIONS OF THE CORPORATION REQUIRE THE APPROVAL OF THE MEMBER UNDER APPLICABLE STATE LAW. FORM 990, PART VI, SECTION B, LINE 11 THE BOARD APPOINTS A COMMITTEE FROM AMONG ITS DIRECTORS AS WELL AS THE DIRECTORS FROM ONE OR MORE RELATED ENTITIES TO OVERSEE THE PREPARATION OF FORM 990. THE BOARD CHAIR HAS THE RESPONSIBILITY TO REVIEW FORM 990 PRIOR TO ITS FILING OR TO DESIGNATE ANOTHER BOARD MEMBER TO REVIEW THE FORM. THE FULL BOARD IS GIVEN THE OPPORTUNITY TO REVIEW THE FINAL VERSION OF FORM 990 BEFORE IT IS FILED AND ASK QUESTIONS OF THE COMMITTEE OR THE REVIEWER REGARDING THE FORM. THE BOARD CHAIR DESIGNATES AN OFFICER TO SIGN FORM 990. FORM 990, PART VI, SECTION B, LINE 12C WIND CREST, INC.'S CONFLICT OF INTEREST POLICY COVERS ALL DIRECTORS, OFFICERS, KEY EMPLOYEES, EMPLOYEES AND VOLUNTEERS IN A POSITION TO EXERCISE SUBSTANTIAL INFLUENCE OVER WIND CREST, INC.'S AFFAIRS, COMMITTEE MEMBERS, PROSPECTIVE DIRECTORS, AND SENIOR STAFF PROVIDING SERVICES TO THE ORGANIZATION UNDER A MANAGEMENT AGREEMENT. EACH COVERED PERSON COMPLETES A CONFLICT OF INTEREST DISCLOSURE STATEMENT ANNUALLY AND AS POTENTIAL CONFLICTS ARISE DURING THE YEAR. THESE STATEMENTS ARE REVIEWED BY THE BOARD CHAIR. IF THE CONFLICT INVOLVES A COVERED EMPLOYEE, THE CHAIR DETERMINES WHETHER A CONFLICT EXISTS AND, IF SO, HOW IT IS TO BE HANDLED, OR THE CHAIR MAY REFER THE MATTER TO THE BOARD OF DIRECTORS FOR CONSIDERATION. FOR ALL OTHER CONFLICTS, THE BOARD OF DIRECTORS OR A COMMITTEE OF DISINTERESTED DIRECTORS WILL DETERMINE WHETHER A CONFLICT ACTUALLY EXISTS. A COVERED PERSON MAY NOT PARTICIPATE IN ANY DISCUSSION OR DEBATE BY THE BOARD BUT MAY ANSWER QUESTIONS OR PROVIDE CLARIFYING INFORMATION UNLESS ANY BOARD MEMBER OBJECTS. FORM 990, PART VI, SECTION B, LINE 15 THE BOARD HAS APPROVED A DIRECTORS' COMPENSATION POLICY WHICH ESTABLISHES THE PROCESS BY WHICH ALL DIRECTOR COMPENSATION IS DETERMINED. OFFICERS SERVE WITHOUT COMPENSATION. A REVIEW OF THE DIRECTORS' COMPENSATION IS CONDUCTED EACH FISCAL YEAR. COMPENSATION IS APPROACHED ON AN OVERALL BASIS AND THE TOTAL VALUE OF ALL FORMS OF COMPENSATION IS ESTABLISHED AND MONITORED. AN INDEPENDENT COMPENSATION CONSULTANT IS PERIODICALLY RETAINED TO PERFORM AN ANALYSIS OF WIND CREST, INC.'S COMPENSATION USING COMPARABLES OF BOTH FOR-PROFIT AND NON-PROFIT PEERS. A COMMITTEE OF THE NSC BOARD REVIEWS THE CONSULTANT'S REPORT AND MAKES A RECOMMENDATION TO THE ORGANIZATION AS TO APPROPRIATE COMPENSATION OF DIRECTORS. THE FULL BOARD HAS ACCESS TO WIND CREST INC.'S CONSULTANT'S REPORT AND AN OPPORTUNITY TO QUESTION THE CONSULTANT ABOUT THE PROCESS, METRICS, AND COMPARABLES THAT WERE USED IN DETERMINING THE RECOMMENDED COMPENSATION. THE BOARD THEN VOTES ON THE COMPENSATION RECOMMENDATIONS AND A CONTEMPORANEOUS RECORD IS MADE OF THE MEETING AND THE VOTE. THE CONSULTANT REVIEW WAS LAST UNDERTAKEN IN 2010 AND WAS ACTED UPON BY THE BOARD IN EARLY 2011. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND THE FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST AT THE EXECUTIVE DIRECTOR'S OFFICE. MISSION STATEMENT - 990 PAGE 1, PART I, LINE 1 AND PART III, LINE 1 MISSION STATEMENT SHARING OUR GIFTS TO CREATE COMMUNITIES THAT CELEBRATE LIFE THE BOARD OF DIRECTORS OF NATIONAL SENIOR CAMPUSES, INC. AND ITS SUPPORTED COMMUNITIES ARE COMMITTED TO ACHIEVING THE MISSION BY: 1. PROMOTING AN ACTIVE QUALITY OF LIFE FOR SENIORS -CREATING LARGE SCALE RETIREMENT CAMPUSES TO PROMOTE ACTIVITY AND HEALTHY LIVING. -PROVIDING A RESIDENT CENTERED SERVICE CULTURE. -ENCOURAGING RESIDENT RUN ACTIVITIES WITH PROFESSIONAL SUPPORT. 2. ACHIEVING EXCELLENCE IN SERVICES AND PROGRAMS -EXERCISING ITS AUTHORITY IN SERVICES, PROGRAMS, FEES, FACILITIES AND FINANCING. -EMBRACING COMPLIANCE, ETHICS AND INTEGRITY. -OVERSEEING SERVICES AND PROGRAMS PERSONALLY AND IN MEETINGS WITH THE RESIDENTS ADVISORY COUNCIL. -TAKING A LONG-TERM VIEW OF FIDUCIARY RESPONSIBILITY. 3. INSURING AFFORDABILITY TO MIDDLE INCOME SENIORS -FOCUSING ON THE LONG TERM VIABILITY OF THE COMMUNITY FOR CURRENT AND FUTURE RESIDENTS. -USING FINANCING STRATEGIES TO LOWER THE COST OF CAPITAL. -QUALIFYING FOR EXEMPTION FROM FEDERAL AND STATE INCOME TAX. -OBTAINING PROPERTY TAX REDUCTIONS FROM COMMUNITY GOVERNMENTS. -ACCUMULATING NET INCOME TO FURTHER THE MISSION. -MAINTAINING A POLICY FOR FULLY REFUNDABLE ENTRANCE DEPOSIT. -OFFERING FEE-FOR-SERVICE HEALTH CARE. 4. MAKING A LIFE CARE COMMITMENT -TO THE EXTENT FEASIBLE, ENSURING THAT NO RESIDENT SHOULD EVER HAVE TO LEAVE A COMMUNITY AS A RESULT OF FINANCIAL INABILITY TO PAY FOR THE COST OF THEIR CARE. -ENCOURAGING FUNDRAISING EFFORTS IN SUPPORT OF BENEVOLENT CARE. 5. FOSTERING GROWTH -COMMITTING TO MAKING THIS LIFESTYLE AVAILABLE TO AN INCREASING NUMBER OF SENIORS. -INCREASING EFFORTS TO ACHIEVE AFFORDABILITY. -DEVELOPING NEW COMMUNITIES IN CURRENT MARKETS. -DEVELOPING COMMUNITIES IN NEW MARKETS. MORTGAGES AND OTHER NOTES PAYABLE - PART X, LINE 23 THE ORGANIZATION ENTERED INTO A NEW WORKING CAPITAL LOAN AGREEMENT IN THE AMOUNT OF UP TO $2,000,000 TO FUND WORKING CAPITAL DEFICITS. DURING 2012, THE TERMS OF THE WORKING CAPITAL LOAN AGREEMENT WERE AMENDED TO INCREASE THE MAXIMUM TO $2,250,000. THE NEW WORKING CAPITAL LOAN AGREEMENT PROVIDES THAT THE ORGANIZATION'S PAYMENT OBLIGATION MAY BE DEFERRED WITHOUT PENALTY TO ALLOW THE ORGANIZATION TO MAINTAIN CERTAIN REQUIRED CASH ON HAND UNTIL SUCH TIME AS IT IS ABLE TO RESUME MAKING PAYMENTS ON THE LOAN AND MEET THE REQUIREMENTS FOR CASH RESERVES (IF PAYMENT WOULD CAUSE THE ORGANIZATION TO FALL BELOW REGULATORY REQUIREMENTS FOR CASH RESERVES). THE OUTSTANDING BALANCE ON THE WCLA WAS $0 AS OF DECEMBER 31, 2012 AND 2011. ASHBY PONDS INC 21170 ASHBY PONDS BLVD ASHBURN VA 20147 205609803 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 BROOKSBY VILLAGE INC 100 BROOKSBY VILLAGE DRIVE PEABODY MA 01960 522126755 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 CEDAR CREST VILLAGE INC 1 CEDAR CREST VILLAGE DRIVE POMPTON PLAINS NJ 07444 522184915 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 EAGLE'S TRACE INC 14703 EAGLE VISTA DRIVE HOUSTON TX 77077 030498683 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 FOX RUN VILLAGE INC 41000 13 MILE ROAD NOVI MI 48377 522291271 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 ANN'S CHOICE INC 10000 ANNS CHOICE WAY WARMINSTER PA 18974 522095427 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 HICKORY CHASE INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 208991395 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 HIGHLAND SPRINGS INC 8000 FRANKFORD ROAD DALLAS TX 75252 510536892 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 LINDEN PONDS INC 300 LINDEN PONDS WAY HINGHAM MA 02043 141849849 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 MARIS GROVE INC 100 MARIS GROVE WAY GLEN MILLS PA 19342 550878964 CONTINUING CARE RETIREMENT COMMUNITY PA 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 NATIONAL SENIOR CAMPUSES INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 204356247 SUPPORTING ORGANIZATION MD 501(C)(3) LINE 11C, III-FI N/A 0 NATIONAL SENIOR CAMPUSES FOUNDATION INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 030611973 SUPPORTING ORGANIZATION MD 501(C)(3) LINE 11C, III-FI N/A 0 OAK CREST VILLAGE INC 8800 WALTHER BOULEVARD PARKVILLE MD 21234 521874053 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 RIDERWOOD VILLAGE INC 3110 GRACEFIELD ROAD SILVER SPRING MD 20904 522126753 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 SEABROOK VILLAGE INC 3000 ESSEX ROAD TINTON FALLS NJ 07753 522126751 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 TALLGRASS CREEK INC 13800 METCALF AVENUE OVERLAND PARK KS 66223 870765641 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 GREENSPRING VILLAGE INC 7440 SPRING VILLAGE DRIVE SPRINGFIELD VA 22150 522095427 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0