2013-11-11T09:00:05-06:00 2012-12-31 CROWE HORWATH LLP 70 West Madison Street Suite 700 Chicago IL 606024903 990 2012-01-01 010706736 AMERICAN EAGLE LIFECARE CORPORATION AMER 6152522305 3819 Hawk Crest Road Ann Arbor MI 48103 F SCOTT KELLMAN 2013-11-08 true Nicole Bencik P00756195 3128997000 2012 2016-02-24 21:20:13Z F SCOTT KELLMAN 3819 Hawk Crest Road Ann Arbor MI 48103 57050561 false X N/A X 2002 TN THE ORGANIZATION OWNS AND OPERATES NURSING HOMES, SENIOR LIVING FACILITIES, ASSISTED LIVING FACILITIES AND RELATED FACILITIES, AND PROVIDES HEALTHCARE AND OTHER SERVICES TO THE ELDERLY AND INFIRM. 5 4 1399 225 0 0 6124 7035 56585641 56201190 8092384 60363 190318 781973 64874467 57050561 40554 40770 0 0 29110229 28529165 0 0 0 27112284 27877750 56263067 56447685 8611400 602876 54890370 53974461 39911448 38392663 14978922 15581798 THE ORGANIZATION ACQUIRES, OWNS, MAINTAINS AND OPERATES NURSING HOMES, SENIOR LIVING FACILITIES AND/OR ASSISTED LIVING FACILITIES AND RELATED FACILITIES PROVIDING HEALTH CARE OR OTHER SERVICES TO THE ELDERLY AND INFIRM OR DISABLED AND/OR DISADVANTAGED PERSONS THROUGHOUT THE UNITED STATES. THE ORGANIZATION ALSO DEVELOPS AND DEPLOYS EDUCATIONAL PROGRAMS AND SUPPORTING RESEARCH IN THE AREA OF LEARNING SCIENCE AND INNOVATIVE EDUCATIONAL PROGRAMS AND TOOLS IN A VARIETY OF MEDIA FOR TRAINING AND EDUCATIONAL PURPOSES. false false 16426879 429 19585855 THE ORGANIZATION PROVIDES A VARIETY OF LONG-TERM NURSING SERVICES AT THREE LOCATIONS IN WISCONSIN. SERVICES INCLUDE COMPREHENSIVE NURSING CARE, THERAPIES, DIETARY SERVICES, SOCIAL SERVICES, AND RESIDENT ACTIVITIES. ALL OF THE FACILITIES ARE CERTIFIED FOR MEDICARE AND MEDICAID. COLONIAL CENTER IS A 95 BED NURSING FACILITY LOCATED IN COLBY, WISCONSIN. KARMENTA CENTER IS A 103 BED NURSING FACILITY IN MADISON, WISCONSIN. BETHEL CENTER IS A 111 BED NURSING FACILITY LOCATED IN ARPIN, WISCONSIN. THESE FACILITIES PROVIDE SERVICES WITHOUT CHARGE, OR AT AMOUNTS LESS THAN ESTABLISHED RATES, TO PATIENTS WHO MEET THE CRITERIA OF ITS CHARITY CARE OR UNINSURED POLICIES. THE CRITERIA FOR CHARITY CARE TAKES INTO CONSIDERATION HEALTH & HUMAN SERVICES FEDERAL POVERTY GUIDELINES, FAMILY ASSETS, FAMILY SIZE, EMPLOYMENT STATUS, ORDINARY FAMILY EXPENSES, AND OTHER RELATED INFORMATION. THE COST OF CHARITY CARE, BASED UPON THE FACILITIES' COST-TO-CHARGE RATIO, PROVIDED BY THESE FACILITIES WAS APPROXIMATELY $26,426 IN 2012. 9439875 172 10671638 THE ORGANIZATION ALSO OPERATES A LICENSED NURSING HOME IN WEST ALLIS, WISCONSIN. THE ALLIS CARE CENTER PROVIDES CARE TO ELDERLY RESIDENTS, INCLUDING NURSING CARE, ANCILLARY SERVICES, SOCIAL SERVICES, AND OTHER SERVICES AS REQUIRED. THE FACILITY IS CERTIFIED FOR MEDICARE AND MEDICAID AND OPERATES WITH 152 BEDS. THIS FACILITY PROVIDE SERVICES WITHOUT CHARGE, OR AT AMOUNTS LESS THAN ESTABLISHED RATES, TO PATIENTS WHO MEET THE CRITERIA OF ITS CHARITY CARE OR UNINSURED POLICIES. THE CRITERIA FOR CHARITY CARE TAKES INTO CONSIDERATION HEALTH & HUMAN SERVICES FEDERAL POVERTY GUIDELINES, FAMILY ASSETS, FAMILY SIZE, EMPLOYMENT STATUS, ORDINARY FAMILY EXPENSES, AND OTHER RELATED INFORMATION. THE COST OF CHARITY CARE, BASED UPON THE FACILITY'S COST-TO-CHARGE RATIO, PROVIDED BY THIS FACILITY WAS APPROXIMATELY $12,228 IN 2012. 8822355 50 9658255 THE ORGANIZATION OPERATES A LICENSED NURSING HOME IN EAU CLAIRE, WISCONSIN. THE FACILITY PROVIDES CARE TO ELDERLY RESIDENTS, INCLUDING NURSING CARE, ANCILLARY SERVICES, SOCIAL SERVICES, AND OTHER SERVICES AS REQUIRED. THE FACILITY IS CERTIFIED FOR MEDICARE AND MEDICAID AND OPERATES WITH 161 BEDS. THIS FACILITY PROVIDE SERVICES WITHOUT CHARGE, OR AT AMOUNTS LESS THAN ESTABLISHED RATES, TO PATIENTS WHO MEET THE CRITERIA OF ITS CHARITY CARE OR UNINSURED POLICIES. THE CRITERIA FOR CHARITY CARE TAKES INTO CONSIDERATION HEALTH & HUMAN SERVICES FEDERAL POVERTY GUIDELINES, FAMILY ASSETS, FAMILY SIZE, EMPLOYMENT STATUS, ORDINARY FAMILY EXPENSES, AND OTHER RELATED INFORMATION. THE COST OF CHARITY CARE, BASED UPON THE FACILITY'S COST-TO-CHARGE RATIO, PROVIDED BY THIS FACILITY WAS APPROXIMATELY $18,677 IN 2012. 7226192 769 9236288 THE ORGANIZATION PROVIDES A VARIETY OF SERVICES TO THE ELDERLY AT THREE LOCATIONS IN INDIANA. THE HOME PLACE OWNS AND OPERATES AN APARTMENT COMPLEX FOR THE ELDERLY AND IS LOCATED IN THE GREATER INDIANAPOLIS, INDIANA AREA. THE HOME PLACE CONTAINS 60 INDEPENDENT LIVING UNITS. SANDERS GLEN OPERATES AN ASSISTED LIVING FACILITY FOR THE ELDERLY AND IS LOCATED IN WESTFIELD, INDIANA. SANDERS GLEN CONTAINS 143 LICENSED ASSISTED LIVING BEDS CONTAINED IN 111 UNITS. MORNING BREEZE OPERATES A CONTINUING CARE RETIREMENT COMMUNITY (CCRC) IN GREENSBURG, INDIANA. MORNING BREEZE CONTAINS 18 INDEPENDENT LIVING VILLA HOMES, 30 LICENSED ASSISTED LIVING BEDS CONTAINED IN 25 UNITS, AND A 48 BED HEALTHCARE CENTER. THESE FACILITIES PROVIDE SERVICES WITHOUT CHARGE, OR AT AMOUNTS LESS THAN ESTABLISHED RATES, TO PATIENTS WHO MEET THE CRITERIA OF ITS CHARITY CARE OR UNINSURED POLICIES. THE CRITERIA FOR CHARITY CARE TAKES INTO CONSIDERATION HEALTH & HUMAN SERVICES FEDERAL POVERTY GUIDELINES, FAMILY ASSETS, FAMILY SIZE, EMPLOYMENT STATUS, ORDINARY FAMILY EXPENSES, AND OTHER RELATED INFORMATION. THE COST OF CHARITY CARE, BASED UPON THE FACILITIES' COST-TO-CHARGE RATIO, PROVIDED BY THESE FACILITIES WAS APPROXIMATELY $18,587 IN 2012. 6118512 7052287 THE ORGANIZATION OPERATES A LICENSED NURSING HOME IN WHITEHOUSE, TEXAS. THE OAKBROOK NURSING FACILITY (OAKBROOK) PROVIDES CARE TO ELDERLY RESIDENTS, INCLUDING NURSING CARE, ANCILLARY SERVICES, SOCIAL SERVICES, AND OTHER SERVICES AS REQUIRED. OAKBROOK OPERATES A 120 BED NURSING HOME. 39350 39350 THE AMERICAN EAGLE PARENT COMPANY OWNS AND PROVIDES THIRD PARTY MANAGEMENT AND ADMINISTRATIVE SERVICES TO ITS FACILITY COMPANIES, WHICH ARE DISREGARDED ENTITIES OF THE PARENT COMPANY. 13384054 40119 16288575 48073163 true false false false false false false true false true false false false false true false false false false false false false false false false false true false true true false false false false false false false false false false false false false false true false false false false false true X 94 0 true 1399 true false false false false false false false false false false X 5 4 true true false false false false false true true false false true true true true true true true false true true IN X F Scott Kellman 7342225264 3819 Hawk Crest Road Ann Arbor MI 48103 X BENJAMIN KELLMAN 2.00 X X 35000 0 0 F SCOTT KELLMAN 40.00 X X 741250 0 19559 KENT SYVERUD 2.00 X 35000 0 0 MARK MILLER 3.00 X 35000 0 0 RANDY RUTTA 2.00 X 35000 0 0 VIRGINIA S BURFORD 40.00 X 100587 0 0 981837 0 19559 2 false true false MEDICAL REHABILITATION CENTERS LLC 1050 CHINOE RD SUITE 350 LEXINGTON KY 40502 MANAGEMENT SERVICES 5385458 GENESIS PO BOX 7247-6524 PHILADELPHIA PA 17170 THERAPY SERVICES 4681529 SELECT REHABILITATION INC PO BOX 809056 CHICAGO IL 60680 THERAPY SERVICES 819235 HEALTHCARE SERVICES GROUP INC 3220 TILLMAN DRIVE SUITE 300 BENSALEM PA 19020 HOUSEKEEPING SERVICES 358997 FUNCTIONAL PATHWAYS PO BOX 102426 ATLANTA GA 303682426 THERAPY SERVICES 322314 21 7035 7035 PATIENT SERVICE REVENUES 623000 56201190 56201190 0 0 0 0 0 0 0 0 56201190 60363 60363 0 0 0 0 0 0 0 0 0 0 0 JOINT VENTURE INCOME FROM AEHC, LLC 900099 556839 556839 INSURANCE PROCEEDS 900099 118362 118362 MEALS/VENDING 900099 17318 17318 89454 3133 0 86321 781973 57050561 56204323 0 839203 40770 40770 0 0 0 900809 900809 0 23614551 23503417 111134 13996 13996 1894344 1886089 8255 2105465 2069669 35796 2734950 2734950 268156 268156 177621 177621 0 0 0 8461602 6631735 1829867 0 308482 308482 3607324 2035182 1572142 168785 168284 501 0 3886299 3886299 328629 228498 100131 0 66557 64937 1620 1809797 1798676 11121 0 2102961 1967593 135368 447534 426710 20824 PHARMACY / MEDICAL SUPPLIES 1653021 1628503 24518 REVENUE ASSESSMENT FEES 1453034 1453034 INDIGENT CARE 243306 243306 EMPLOYEE RECRUITMENT 68884 2760 66124 90808 23705 67103 0 56447685 48073163 8374522 0 0 7900 8150 15236307 12651052 4318715 5559214 0 0 669404 717431 42463470 11043548 31101694 31419922 0 0 1610664 1896916 579994 579994 1365692 1141782 54890370 53974461 5370756 5548054 11610000 11460000 27169 30037 0 22903523 21354572 0 0 39911448 38392663 X 14978922 15581798 14978922 15581798 54890370 53974461 602876 0 X true X false true false X 0 10649 10140 6124 7035 33948 34596710 34188450 50638367 56585641 56758029 232767197 -254495 26343 99736 181374 222001 274959 0 0 34342215 34225442 50748243 56773139 56987065 233076104 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 233076104 80851 67454 90410 60184 60363 359262 0 80851 67454 90410 60184 60363 359262 0 0 18616 16813 8944 3133 47506 34423066 34311512 50855466 56842267 57050561 233482872 0.99820 0.99660 0.00150 0.00320 X OTHER INCOME, SCHEDULE A, PART III, LINE 12, DESCRIPTION - AIDES IN TRAINING/TRAINING REIMBURSEMENT, COLUMN A - 0, COLUMN B - 18616, COLUMN C - 16813, COLUMN D - 8944, COLUMN E - 3133, COLUMN F - 47506;, true 88447 1398424 1388982 97889 true X 2624643 2624643 31328756 5913320 25415436 1968517 469705 1498812 6525325 4660523 1864802 16229 16229 31419922 0 0 X Agent, trustee, custodian, or other intermediary arrangement Schedule D, Part IV, Line 1b SEE NARRATIVE FOR SCHEDULE D, PART IV, LINE 2B. Explanation of escrow agreement Schedule D, Part IV, Line 2b FOR PERSONAL PROTECTION, IT IS REQUESTED THAT MONEY NOT BE LEFT IN THE RESIDENTS' ROOMS. THE FACILITY MAY NOT REQUIRE RESIDENTS TO DEPOSIT THEIR PERSONAL FUNDS WITH THE FACILITY; HOWEVER, IF THE RESIDENT WISHES, AND UPON WRITTEN AUTHORIZATION OF A RESIDENT, THE FACILITY WILL WITHHOLD, SAFEGUARD, MANAGE, AND ACCOUNT FOR THE PERSONAL FUNDS OF THE RESIDENT DEPOSITED WITH THE FACILITY. ANY RESIDENT'S PERSONAL FUNDS IN EXCESS OF $50 ARE DEPOSITED IN AN INTEREST-BEARING ACCOUNT THAT IS SEPARATE FROM FACILITY FUNDS. THE FACILITY CREDITS ALL INTEREST EARNED ON THE RESIDENT'S FUNDS TO HIS OR HER ACCOUNT. A RESIDENT'S PERSONAL FUNDS THAT DO NOT EXCEED $50 ARE MAINTAINED IN A NON-INTEREST-BEARING ACCOUNT OR PETTY CASH FUND. THE FACILITY MAINTAINS A SYSTEM THAT ASSURES A COMPLETE AND SEPARATE ACCOUNTING OF EACH RESIDENT'S PERSONAL FUNDS ENTRUSTED TO THE FACILITY. THE FACILITY DEPOSITS THE PERSONAL NEEDS ALLOWANCE RETAINED BY ANY RESIDENT WHOSE CARE IS PAID FOR UNDER THE MEDICAID PROGRAM INTO THE RESIDENT'S ACCOUNT. THE FACILITY FURNISHES THE RESIDENT WITH A WRITTEN RECEIPT FOR ANY PERSONAL FUNDS OR PERSONAL PROPERTY RECEIVED BY THE FACILITY. RESIDENTS MAY ACCESS THEIR ACCOUNT DURING NORMAL BUSINESS HOURS; IF RESIDENTS NEED ACCESS TO THEIR MONEY AFTER HOURS OR DURING THE WEEKEND, THE BUSINESS OFFICE MANAGER OR ADMINISTRATOR IS CONTACTED AND ARRANGES FOR THE RESIDENTS TO RECEIVE THEIR FUNDS. THE INDIVIDUAL FINANCIAL RECORD IS AVAILABLE QUARTERLY ON REQUEST BY THE RESIDENT OR HIS OR HER LEGAL REPRESENTATIVE. AT LEAST EVERY THREE MONTHS, THE FACILITY FURNISHES THE RESIDENT OR THE RESIDENT'S REPRESENTATIVE WITH A COMPLETE STATEMENT OF ALL FUNDS AND OTHER PROPERTY HELD BY THE FACILITY, DETAILING THE AMOUNTS AND ITEMS RECEIVED, TOGETHER WITH THEIR SOURCES, DISPOSITION, AND THE DATE OF EACH TRANSACTION. FIN 48 (ASC 740) footnote Schedule D, Part X, Line 2 AS SINGLE MEMBER LIMITED LIABILITY COMPANIES, ALL INCOME IS INCLUDED IN THE TAXABLE INCOME OF THE INDIVIDUAL MEMBER; THUS, NO FEDERAL OR STATE INCOME TAXES ARE INCLUDED IN THESE FINANCIAL STATEMENTS. U.S. GAAP REQUIRES THAT A TAX POSITION IS RECOGNIZED AS A BENEFIT ONLY IF IT IS "MORE LIKELY THAT NOT" THAT THE TAX POSITION WOULD BE SUSTAINED IN A TAX EXAMINATION, WITH A TAX EXAMINATION BEING PRESUMED TO OCCUR. THE AMOUNT RECOGNIZED IS THE LARGEST AMOUNT OF TAX BENEFIT THAT IS GREATER THAN 50% LIKELY OF BEING REALIZED ON EXAMINATION. FOR TAX POSITIONS NOT MEETING THE "MORE LIKELY THAN NOT" TEST, NO TAX BENEFIT IS RECORDED. THE COMPANY RECOGNIZES INTEREST AND PENALTIES RELATED TO UNRECOGNIZED TAX BENEFITS IN INTEREST AND INCOME TAX EXPENSE, RESPECTIVELY. THE COMPANY HAS NO AMOUNTS ACCRUED FOR INTEREST OR PENALTIES AS OF DECEMBER 31, 2012 AND 2011. THERE WERE NO TAX BENEFITS RECORDED FOR 2012 AND 2011. DUE TO ITS PASS-THROUGH STATUS, THE COMPANY IS NOT SUBJECT TO U.S. FEDERAL INCOME TAX OR STATE INCOME TAX. THE COMPANY'S FORM 990 HAS NOT BEEN SUBJECT TO EXAMINATION FOR THE LAST THREE YEARS. THE COMPANY DOES NOT EXPECT THE TOTAL AMOUNT OF UNRECOGNIZED TAX BENEFITS TO SIGNIFICANTLY CHANGE IN THE NEXT 12 MONTHS. true 0 0 Procedures for monitoring use of grant funds Schedule I, Part I, Line 2 BOARD MEMBERS, OFFICERS, AND THE BOARD ADVISOR ARE ENCOURAGED TO SUBMIT RECOMMENDATIONS TO THE BOARD FOR CHARITABLE CONTRIBUTIONS TO SUPPORT OTHER WORTHY TAX EXEMPT ORGANIZATIONS ON AN ANNUAL BASIS. CHARITABLE DONATIONS FROM AMERICAN EAGLE LIFECARE CORPORATION AND ITS DISREGARDED ENTITIES TOTALED $40,770 FOR 2012. CONTRIBUTIONS MADE ARE UNRESTRICTED AND CAN BE USED IN ANY WAY THE DONEE ORGANIZATION SEES FIT TO FURTHER THEIR EXEMPT PURPOSE. THERE WERE NO RECIPIENTS THAT RECEIVED MORE THAN $5,000 EACH DURING 2012. X X X X X false false false false false false false false false F SCOTT KELLMAN 643750 0 97500 0 0 0 0 0 19559 0 760809 0 0 0 A WISCONSIN HEALTH & EDUCATIONAL FACILITIES AUTHORITY 391337855 97710BBY7 2008-06-11 12000000 REFINANCE 11/01/2003 WISCONSIN BONDS FOR FACILITY ACQUISITION, ADDITIONS, AND IMPROVEMENTS false false false A 540000 0 12000000 993275 0 0 0 0 0 2383148 8623577 0 2008 true false true true A true true false false false false 0.0000 0.0000 0.0000 false false 0.000000 false true A false false false true false false 0.0 false false true PACKERKISS SECURITIES 7.0 true false true A true ISSUER NAME: Wisconsin Health & Educational Facilities Authority: No Rebate Due. Schedule K, Part IV, Line 2c THE CALCULATION FOR COMPUTING NO REBATE DUE WAS PERFORMED ON 10/15/2013. ANNUAL SUMMARY AND TRANSMITTAL OF U.S. INFORMATION RETURNS FORM 990, PART V, LINE 1A EACH OF THE DISREGARDED ENTITIES FILES A SEPARATE FORM 1096, AND THE NUMBER REPORTED IN BOX 3 OF EACH RESPECTIVE ENTITY IS AS FOLLOWS: AMERICAN EAGLE NURSING HOME COMPANY OF ARPIN, LLC (10); AMERICAN EAGLE NURSING HOME COMPANY OF COLBY, LLC (7); AMERICAN EAGLE NURSING HOME COMPANY OF MADISON, LLC (11); AMERICAN EAGLE NURSING HOME COMPANY OF EAU CLAIRE, LLC (14); AMERICAN EAGLE NURSING HOME COMPANY OF WHITEHOUSE, LLC (12); AMERICAN EAGLE GROUP - WISCONSIN (1); AMERICAN EAGLE HOME PLACE, LLC (2); AMERICAN EAGLE SANDERS GLEN, LLC (6); AMERICAN EAGLE MORNING BREEZE, LLC (12); LEXINGTON HEALTHCARE, LLC (12); AMERICAN EAGLE LIFECARE CORPORATION (7). TRANSMITTAL OF WAGE AND TAX STATEMENTS FORM 990, PART V, LINE 2A EACH OF THE DISREGARDED ENTITIES FILES A SEPARATE FORM W-3, AND THE NUMBER REPORTED FOR EACH RESPECTIVE ENTITY IS AS FOLLOWS: AMERICAN EAGLE NURSING HOME COMPANY OF ARPIN, LLC (154); AMERICAN EAGLE NURSING HOME COMPANY OF COLBY, LLC (152); AMERICAN EAGLE NURSING HOME COMPANY OF MADISON, LLC (181); AMERICAN EAGLE NURSING HOME COMPANY OF EAU CLAIRE, LLC (288); AMERICAN EAGLE NURSING HOME COMPANY OF WHITEHOUSE, LLC (219); AMERICAN EAGLE HOME PLACE, LLC (4); AMERICAN EAGLE SANDERS GLEN, LLC (76); AMERICAN EAGLE MORNING BREEZE, LLC (111); LEXINGTON HEALTHCARE, LLC (212); AMERICAN EAGLE LIFECARE CORPORATION (2). Delegate broad authority to a committee Form 990, Part VI, Section A, Line 1a BY RESOLUTIONS ADOPTED BY A MAJORITY OF THE DIRECTORS IN OFFICE, THE BOARD OF DIRECTORS MAY DESIGNATE FROM AMONG ITS MEMBERS ONE OR MORE EXECUTIVE COMMITTEES, EACH OF WHICH SHALL CONSIST OF TWO OR MORE DIRECTORS, WHICH EXECUTIVE COMMITTEE, TO THE EXTENT PROVIDED IN SUCH RESOLUTION, SHALL HAVE AND EXERCISE THE AUTHORITY OF THE BOARD OF DIRECTORS IN THE MANAGEMENT OF THE AFFAIRS OF THE CORPORATION; BUT THE DESIGNATION OF ANY SUCH EXECUTIVE COMMITTEES AND THE DELEGATION THERETO OF AUTHORITY SHALL NOT OPERATE TO RELIEVE THE BOARD OF DIRECTORS, OR ANY INDIVIDUAL DIRECTOR, OF ANY RESPONSIBILITY IMPOSED UPON IT OF HIM BY LAW. Family/business relationships amongst interested persons Form 990, Part VI, Section A, Line 2 F. SCOTT KELLMAN & BEN KELLMAN - FAMILY RELATIONSHIP Delegation of management duties Form 990, Part VI, Section A, Line 3 THE FOLLOWING ORGANIZATIONS ENTERED INTO MANAGEMENT AGREEMENTS WITH MEDICAL REHABILITATION CENTERS, LLC D/B/A EXCEPTIONAL LIVING CENTERS, A KENTUCKY CORPORATION TO PROVIDE SUBSTANTIALLY ALL MANAGEMENT SERVICES FOR EACH FACILITY. MANAGMEENT FEES INCLUDE MONTHLY FEES PLUS PAYROLL COSTS OF EMPLOYEES OR CONSULTANTS OF THE FACILITY WHO ARE EMPLOYEES OF THE MANAGER. -LEXINGTON HEALTHCARE, LLC -AMERICAN EAGLE NURSING HOME COMPANY OF EAU CLAIRE, LLC -AMERICAN EAGLE HOME PLACE, LLC -AMERICAN EAGLE SANDERS GLEN, LLC -AMERICAN EAGLE MORNING BREEZE, LLC -AMERICAN EAGLE NURSING HOME COMPANY OF ARPIN, LLC -AMERICAN EAGLE NURSING HOME COMPANY OF COLBY, LLC -AMERICAN EAGLE NURSING HOME COMPANY OF MADISON, LLC THE OAKBROOK HEALTH CARE FACILITY ENTERED INTO A MANAGEMENT AGREEMENT WITH ATRIUM LIVING CENTERS OF TEXAS, INC. UNDER THE AGREEMENT, ATRIUM IS TO EXCLUSIVELY SUPERVISE, DIRECT, AND CONTROL THE MANAGEMENT AND OPERATION OF THE FACILITY FOR A MONTHLY FEE. THERE ARE NO CURRENT OFFICERS, DIRECTORS, OR HIGHEST COMPENSATED EMPLOYEES WHO WERE COMPENSATED BY THE MANAGEMENT COMPANIES. Review of form 990 by governing body Form 990, Part VI, Section B, Line 11b A FINAL DRAFT OF THE FORM 990, INCLUDING ALL APPLICABLE SCHEDULES, IS PROVIDED TO EACH MEMBER OF THE GOVERNING BODY BEFORE THE RETURN IS FILED WITH THE IRS. Conflict of interest policy Form 990, Part VI, Section B, Line 12c ANNUAL CERTIFICATIONS ARE RECEIVED FROM ALL OFFICERS AND DIRECTORS TO DETERMINE WHETHER ANY POTENTIAL CONFLICTS OF INTEREST EXIST. THE BOARD OF DIRECTORS DISCUSS THE ANNUAL CERTIFICATIONS AT THE BOARD MEETINGS TO DETERMINE WHETHER AN ACTUAL CONFLICT OF INTEREST EXISTS. IF A CONFLICT IS DETERMINED TO EXIST, THAT PERSON WOULD BE RECUSED FROM TAKING PART IN ANY DECISIONS CONCERNING THE CONFLICTING ISSUE. Process used to establish compensation of top management official Form 990, Part VI, Section B, Line 15a THE ORGANIZATION'S BOARD OF DIRECTORS REVIEWS AND APPROVES THE COMPENSATION FOR THE ORGANIZATION'S PRESIDENT AND CEO, F. SCOTT KELLMAN, ON AN ANNUAL BASIS. THE BOARD USES CURRENT MARKET DATA FOR COMPARABILITY AND DOCUMENTS THEIR DELIBERATION AND DECISION IN THE BOARD MEETING MINUTES; THIS PROCESS WAS LAST UNDERTAKEN DURING FOURTH QUARTER 2012. IN ADDITION, THE BOARD OF DIRECTORS OBTAINED COMPENSATION STUDIES PERFORMED BY THE REZNICK GROUP, L.C. IN JULY 2008, AND CROWE HORWATH LLP IN SEPTEMBER 2010, TO USE IN DETERMINING THE AMOUNT OF COMPENSATION FOR 2008 THROUGH 2012. THIS INFORMATION WAS DOCUMENTED IN THE BOARD MEETING MINUTES IN 2008 AND 2010 WHEN THE COMPENSATION STUDIES WERE REVIEWED. PROCESS USED TO ESTABLISH COMPENSATION OF OTHER OFFICERS/KEY EMPLOYEES FORM 990, PART VI, LINE 15B THE ORGANIZATION DOES NOT COMPENSATE OTHER OFFICERS OR KEY EMPLOYEES, THEREFORE THIS QUESTION HAS BEEN ANSWERED "NO" IN ACCORDANCE WITH THE FORM 990 INSTRUCTIONS. Governing documents, conflict of interest policy and financial statements available to the public Form 990, Part VI, Section C, Line 19 THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST. OFFICERS, DIRECTORS, TRUSTEES, KEY EMPLOYEES, AND HIGHEST COMPENSATED EMPLOYEES FORM 990, PART VII, SECTION A VIRGINIA S. BURFORD, ADMINISTRATOR, IS PAID BY AMERICAN EAGLE NURSING HOME COMPANY OF WHITEHOUSE, LLC (EIN 20-2818234). F. SCOTT KELLMAN, PRESIDENT & CEO, IS PAID BY AMERICAN EAGLE LIFECARE CORPORATION (EIN 01-0706736). THE FOLLOWING BOARD MEMBERS AND OFFICERS ARE PAID BY AMERICAN EAGLE LIFECARE CORPORATION (EIN 01-0706736): BENJAMIN KELLMAN, VICE PRESIDENT RANDY RUTTA, BOARD MEMBER KENT SYVERUD, BOARD MEMBER MARK MILLER, BOARD MEMBER ALICE KATZ, BOARD MEMBER FRANK CROSBY, BOARD MEMBER Other Expenses Form 990, Part IX, Line 11g CONTRACTED STAFF (NURSING, PHARMACIST, PSYCHOLOGIST, MEDICAL DIRECTOR) - TOTAL EXPENSE: 244575, PROGRAM SERVICE EXPENSE: 244575, MANAGEMENT AND GENERAL EXPENSES: , FUNDRAISING EXPENSES: ; AMBULANCE SERVICES - TOTAL EXPENSE: 50952, PROGRAM SERVICE EXPENSE: 50952, MANAGEMENT AND GENERAL EXPENSES: , FUNDRAISING EXPENSES: ; CONTRACTED LAB SERVICES - TOTAL EXPENSE: 141199, PROGRAM SERVICE EXPENSE: 141199, MANAGEMENT AND GENERAL EXPENSES: , FUNDRAISING EXPENSES: ; CONTRACTED THERAPY SERVICES (OCCUPATIONAL, IV, PHYSICAL, SPEECH, RESPIRATORY) - TOTAL EXPENSE: 5988656, PROGRAM SERVICE EXPENSE: 5988656, MANAGEMENT AND GENERAL EXPENSES: , FUNDRAISING EXPENSES: ; OTHER FEES FOR SERVICES - TOTAL EXPENSE: 2036220, PROGRAM SERVICE EXPENSE: 206353, MANAGEMENT AND GENERAL EXPENSES: 1829867, FUNDRAISING EXPENSES: ; AUDITED/COMPILED FINANCIAL STATEMENTS FORM 990, PART XII, LINE 2B THE ORGANIZATION RECEIVES FIVE SEPARATE SETS OF AUDITED FINANCIAL STATEMENTS, EACH OF WHICH IS PREPARED IN ACCORDANCE WITH GAAP. THE FINANCIAL INFORMATION IS THEN COMBINED FOR PURPOSES OF THE FORM 990. ONE SET OF AUDITED FINANCIAL STATEMENTS, WHICH IS PREPARED ON A CONSOLIDATED BASIS, CONSISTS OF THE FOLLOWING WISCONSIN ENTITIES ("OBLIGATED GROUP"): AE ARPIN FACILITY COMPANY, LLC (EIN 81-0621902) AMERICAN EAGLE NURSING HOME COMPANY OF ARPIN, LLC (EIN 47-0924079) AE COLBY FACILITY COMPANY, LLC (EIN 81-0622276) AMERICAN EAGLE NURSING HOME COMPANY OF COLBY, LLC (EIN 68-0558136) AE MADISON FACILITY COMPANY , LLC (EIN 26-0070115) AMERICAN EAGLE NURSING HOME COMPANY OF MADISON, LLC (EIN 81-0621853) EACH OF THE FOLLOWING ENTITIES RECEIVES A SEPARATE SET OF AUDITED FINANCIAL STATEMENTS: AMERICAN EAGLE HOME PLACE, LLC (EIN 20-3295047) AE EAU CLAIRE FACILITY COMPANY, LLC (EIN: 26-3709653) AE WESTFIELD FACILITY COMPANY, LLC (EIN: 27-2784041) AE GREENSBURG FACILITY COMPANY, LLC (EIN: 27-2784104) THE FINANCIAL INFORMATION FOR EACH OF THE ABOVE ENTITIES, AS WELL AS THE ENTITIES LISTED BELOW THAT DO NOT RECEIVE AUDITED FINANCIAL STATEMENTS, IS ALSO INCLUDED IN A SINGLE FINANCIAL STATEMENT COMPILATION PREPARED BY THE ORGANIZATION'S INDEPENDENT AUDITORS. AMERICAN EAGLE LIFECARE CORPORATION (EIN: 01-0706736) AMERICAN EAGLE NURSING HOME COMPANY OF WHITEHOUSE, LLC (EIN 20-2818234) AMERICAN EAGLE NURSING HOME COMPANY OF EAU CLAIRE, LLC (EIN: 26-3709759) LEXINGTON HEALTHCARE, LLC (EIN: 20-1684547) AMERICAN EAGLE MORNING BREEZE, LLC (EIN: 20-3294992) AMERICAN EAGLE SANDERS GLEN, LLC (20-3294905) AE ARPIN FACILITY COMPANY LLC 8014 BETHEL ROAD ARPIN WI 54410 810621902 FACILITY COMPANY WI 382374 3051804 AMERICAN EAGLE LIFECARE CORPORATION AMERICAN EAGLE NURSING HOME COMPANY OF ARPIN LLC 8014 BETHEL ROAD ARPIN WI 54410 470924079 NURSING HOME WI 6855535 1509512 AMERICAN EAGLE LIFECARE CORPORATION AE COLBY FACILITY COMPANY LLC 702 WEST DOLF STREET COLBY WI 54421 810622276 FACILITY COMPANY WI 344198 2728092 AMERICAN EAGLE LIFECARE CORPORATION AMERICAN EAGLE NURSING HOME COMPANY OF COLBY LLC 702 WEST DOLF STREET COLBY WI 54421 680558136 NURSING HOME WI 5212423 681895 AMERICAN EAGLE LIFECARE CORPORATION AE MADISON FACILITY COMPANY LLC 4502 MILWAUKEE STREET MADISON WI 53714 260070115 FACILITY COMPANY WI 637381 5373497 AMERICAN EAGLE LIFECARE CORPORATION AMERICAN EAGLE NURSING HOME COMPANY OF MADISON LLC 4502 MILWAUKEE STREET MADISON WI 53714 810621853 NURSING HOME WI 7567589 2579517 AMERICAN EAGLE LIFECARE CORPORATION AE WHITEHOUSE FACILITY COMPANY LLC 107 STACEY DRIVE WHITEHOUSE TX 75791 202818309 FACILITY COMPANY TX 0 3338 AMERICAN EAGLE LIFECARE CORPORATION AMERICAN EAGLE NURSING HOME COMPANY OF WHITEHOUSE LLC 107 STACEY DRIVE WHITEHOUSE TX 75791 202818234 NURSING HOME TX 7098220 2205425 AMERICAN EAGLE LIFECARE CORPORATION AMERICAN EAGLE HOME PLACE LLC 6734 MILLSIDE DRIVE INDIANAPOLIS IN 46221 203295047 INDEPENDENT LIVING FACILITY IN 588266 2704313 AMERICAN EAGLE LIFECARE CORPORATION AMERICAN EAGLE SANDERS GLEN LLC 320 NORTH MERIDIAN STREET INDIANAPOLIS IN 46204 203294905 INDEPENDENT LIVING FACILITY IN 3002660 305750 AMERICAN EAGLE LIFECARE CORPORATION AMERICAN EAGLE MORNING BREEZE LLC 320 NORTH MERIDIAN STREET INDIANAPOLIS IN 46204 203294992 CONTINUING CARE RETIREMENT COMMUNITY IN 5673552 2073115 AMERICAN EAGLE LIFECARE CORPORATION AE EAU CLAIRE FACILITY COMPANY LLC 3819 HAWK CREST ANN ARBOR MI 48103 263709653 FACILITY COMPANY MI 741076 7862760 AMERICAN EAGLE LIFECARE CORPORATION AMERICAN EAGLE NURSING HOME COMPANY OF EAU CLAIRE LLC 2120 HEIGHTS DRIVE EAU CLAIRE WI 54701 263709759 NURSING HOME WI 9669492 1954501 AMERICAN EAGLE LIFECARE CORPORATION LEXINGTON HEALTHCARE LLC 9047 W GREENFIELD AVENUE WEST ALLIS WI 53214 201684547 NURSING HOME WI 10678007 2925024 AMERICAN EAGLE LIFECARE CORPORATION AE WESTFIELD FACILITY COMPANY LLC 320 NORTH MERIDIAN STREET IINDIANAPOLIS IN 46204 272784041 FACILITY COMPANY IN 386509 5602115 AMERICAN EAGLE LIFECARE CORPORATION AE GREENSBURG FACILITY COMPANY LLC 320 NORTH MERIDIAN STREET INDIANAPOLIS IN 46204 272784104 FACILITY COMPANY IN 733435 7454484 AMERICAN EAGLE LIFECARE CORPORATION