2013-11-15T12:35:28-06:00 2012-12-31 LANE GORMAN TRUBITT PLLC 2626 HOWELL STREET SUITE 700 DALLAS TX 752044064 990 2012-01-01 752771278 NORTHWEST SENIOR HOUSING CORPORATION % DEBI TRAINOR NORT 2146236116 12720 Hillcrest Road Suite 106 Suite DALLAS TX 75230 CHARLES BREWER 2146236116 2013-11-15 true COURTNEY A WELDON 2148717500 2012 2016-02-25 16:41:14Z EDGEMERE CHARLES B BREWER 12720 Hillcrest Road 106 DALLAS TX 75230 71089154 false X WWW.EDGEMEREDALLAS.COM X 1998 TX TO PROVIDE QUALITY RESIDENTIAL HOUSING FOR SENIOR CITIZENS ALONG WITH PERSONAL SERVICES, ASSISTED LIVING AND NURSING SERVICES. 3 2 371 115 0 0 0 30640208 32403714 2246314 3305360 373136 400534 33259658 36109608 0 5193 0 0 9966074 10447253 0 0 0 22731733 23176736 32697807 33629182 561851 2480426 193548451 200088556 241533368 244665119 -47984917 -44576563 TO PROVIDE QUALITY RESIDENTIAL HOUSING FOR SENIOR CITIZENS ALONG WITH PERSONAL SERVICES, ASSISTED LIVING AND NURSING SERVICES. false false 29212773 32804248 NURSING AND RETIREMENT FACILITY WITH SERVICES RANGING FROM INDIVIDUAL RETIREMENT LIVING TO 24-HOUR SKILLED NURSING CARE. 29212773 true false false false false false false false true false true false false false true true false true false false false false false false false false false false false true true true false false false false false false false false false false false false false false true false false false true X 97 0 true 371 true false false false false false false false false false false X 3 2 true false false false true true true true false false false true true true true true true true true true false X DEBI TRAINOR 2147176322 8523 THACKERY ST 8211 DALLAS TX 75225 X CHARLES B BREWER 1.0 51.0 X X 0 256360 6643 BERNIE FRANCIS 1.0 10.0 X X 0 12000 C SCOTT SYKES 1.0 7.0 X 0 12000 JOHN FALLDINE 45.0 0.0 X 194151 0 9349 VANESSA CURTRIGHT 40.0 0.0 X 149057 0 5305 NANCY PYLES-KENNEDY 40.0 0.0 X 111340 0 6893 DANE CUMMINS 40.0 0.0 X 102991 0 7903 557539 280360 36093 4 false true false ANDRES CONSTRUCTION SERVICE LLC 3710 RAWLINS STREET STE 1510 DALLAS TX 75219 CONSTRUCTION SVCS 1222670 GREYSTONE MANAGEMENT SERVICES CO 225 E JOHN CARPENTER FWY SUITE 7 IRVING TX 75062 MANAGEMENT SERVICES 406038 SENIOR QUALITY LIFESTYLES CORPORATI 12720 Hillcrest Road Ste 106 DALLAS TX 75230 MANAGEMENT SERVICES 1373564 SELECT REHABILITATION PO BOX 809056 CHICAGO IL 60680 THERAPY SERVICES 921652 DBM SERVICES LP 3111 EXECUTIVE BLVD MESQUITE TX 75149 RENOVATION SERVICES 607815 12 0 RESIDENT SERVICES 623000 32403714 32403714 32403714 2212539 2212539 300624 300624 0 0 0 0 35771743 34979546 792197 792197 792197 0 0 0 MEAL REVENUE 722511 104581 104581 ACCOMMODATION 721000 99320 99320 VARIOUS RENTALS 900099 63585 63585 133048 133048 400534 36109608 32804248 3305360 5193 5193 0 0 0 203500 183150 20350 0 8220999 7398899 822100 0 0 1348294 1213465 134829 674460 607014 67446 944502 944502 89911 80920 8991 42947 38652 4295 0 0 157110 141399 15711 1905501 1714951 190550 144666 130199 14467 1191397 1072257 119140 158578 142720 15858 0 7634051 6870646 763405 79630 71667 7963 0 290 290 3734988 3361489 373499 0 3730451 3357406 373045 242313 218082 24231 DINING 1660853 1660853 REPAIRS & MAINTENANCE 642689 578420 64269 LONG-TERM DEBT 292765 292765 NURSING & ASSISTED LIVING 137227 137227 386867 228164 158703 33629182 29212773 4416409 0 X 1685435 8448619 10827163 3160821 0 0 4962875 6550833 0 0 0 0 11913957 14113957 44061 46109 680233 503025 141130130 30010168 111980988 111119962 43412066 47119049 0 0 0 0 0 0 8041673 9026181 193548451 200088556 3798306 4630695 0 0 129382512 131341509 80050382 78463660 641605 886915 0 0 0 0 0 0 27660563 29342340 241533368 244665119 X -47984917 -44576563 0 0 0 0 -47984917 -44576563 193548451 200088556 X 2480426 999295 -71367 X false true X true false X 0 270802 0 0 0 270802 27641463 29267625 30564362 30640208 32403714 150517372 0 0 0 27641463 29538427 30564362 30640208 32403714 150788174 0 0 0 150788174 1881320 1799091 1674552 1810014 2513163 9678140 0 1881320 1799091 1674552 1810014 2513163 9678140 0 140606 333130 385498 373136 400534 1632904 29663389 31670648 32624412 32823358 35317411 162099218 0.93022 0.93619 0.05971 0.05502 X false true X 131304875 24199477 107105398 3450829 1841658 1609171 6374426 3969033 2405393 111119962 0 RESIDENT DEPOSITS 199980 DEFERRED RENT 28324240 DUE TO SQLC 159287 SWAP LIABILITY 654480 INTEREST RATE CAP AGREEMENT 4353 29342340 X 36880426 927928 927928 35952498 157110 157110 36109608 33472072 33472072 157110 157110 33629182 ESCROW AND CUSTODIAL ARRANGEMENTS SCHEDULE D, PART IV, LINE 2(a) The Organization requires future residents wishing to reserve space at the community to pay a deposit of 10% of the advance fee which will be required upon residency. The deposits are held in an interest-bearing account until residency is established at which time the resident pays the balance of the required entrance fee. The resident's deposit is restricted by the Texas Department of Insurance until the resident takes occupany of an apartment. FIN 48 (ASC 740) FOOTNOTE SCHEDULE D, PART X, LINE 2 FOLLOWING IS THE TEXT FROM THE FOOTNOTES OF THE ORGANIZATION'S CONSOLIDATED AUDITED FINANCIAL STATEMENTS: Accounting principles generally accepted in the United States of America ("GAAP") require the evaluation of tax positions taken or expected to be taken in the course of preparing the Organization's tax returns to determine whether the tax positions are more likely than not of being sustained by the applicable tax authority. Tax positions not deemed to meet the more likely than not threshold would be recorded as a tax benefit or expense in the current year. A reconciliation is not provided herein, as the beginning and ending amounts of unrecognized benefits are zero, with no interim additions, reductions, or settlements. However, the conclusions regarding accounting for uncertainty in income taxes will be subject to review and may be adjusted at a later date based on factors including, but not limited to, ongoing analysis of tax laws, regulations, and interpretations thereof. The Organization's informational returns filed in the U.S. federal jurisdiction are generally subject to examination for three years after the later of the due date or date of filing. As a result, the Organization is no longer subject to income tax examinations by tax authorities for years prior to 2009. false false false false false false false false false CHARLES B BREWER 0 199030 0 57330 0 0 0 0 0 6643 0 263003 0 0 JOHN FALLDINE 155254 0 38897 0 0 0 0 0 9349 0 203500 0 0 0 VANESSA CURTRIGHT 132557 0 16500 0 0 0 0 0 5305 0 154362 0 0 0 COMPENSATION OF MANAGING DIRECTOR FORM 990, SCHEDULE J, PART II The managing Director and other key employees are paid through the related supporting organization, Senior Quality Lifestyles Corporation (EIN: 36-4502669). However, their Form W-2s are issued through a third-party, professional employer organization, Merit Resources, Inc. (EIN: 42-1368750). A TARRANT COUNTY CULTURAL EDU FACILITY FINANCE CORP 043833551 87638RAN7 2006-04-27 85146957 PHASE II CONSTR. & 1999 REFUNDING false false false A 6085000 0 102508124 6247729 2798941 0 1744271 126678 873071 23611850 61705428 0 2007 false true true true A false true true true false 0.00100 0.00100 false false false false A false false false true true true Barclays Deutsche 5.2 false false true IXIS Funding Corp 23.5 true true false A false Additional Proceeds Schedule K, Part II, Line 3 PROCEEDS OF THE ISSUE ON PART II-LINE 3 INCLUDE INVESTMENT PROCEEDS IN ADDITION TO THE SALES PROCEEDS OF THE ISSUE REPORTED IN PART I-COLUMN E. Management and Service Contracts Schedule K, Part III, Line 3(a) THE ORGANIZATION HAS DETERMINED THAT THE COMMUNITY'S MANAGEMENT AND SERVICES CONTRACTS MEET THE SAFE HARBOR PROVISIONS UNDER REV. PROC.97-13, 1997-1 C.B. 632. Procedures to Undertake Corrective Action Schedule K, Part V NORTHWEST SENIOR HOUSING CORPORATION (the "Corporation") will consider adopting specific written procedures to ensure timely correction of potential violations of Federal tax requirements related to its bond issue through the use of the voluntary closing agreement program if self-remediation is not available under applicable regulations. However, the Corporation has covenanted in its Master Trust Indenture and other documents related to its bond issue to comply with all applicable Federal tax requirements related to its bond issue and the Corporation may not take certain actions, such as a disposition of the project or defeasance or refunding of the bond issue, without first obtaining an opinion of bond counsel that such actions will not cause the bond issue to fail to meet the Federal tax requirements applicable to the bond issue. Additionally, the Corporation has covenanted to maintain all required records related to its bond issue for Federal tax compliance and engages an expert to compute the Corporation's potential rebate liability under applicable arbitrage rebate regulations each year to ensure timely compliance with these requirements. Arbitrage Rebate 0 SCHEDULE K, PART IV, LINE 2C BASED ON REBATE COMPUTATIONS DATED 7/31/2012 and 11/30/12, NO REBATE LIABILITY EXISTS AND REPORTING TO THE IRS IS NOT REQUIRED AT THIS TIME. Written Monitoring Procedures 0 SCHEDULE K, PART III, LINE 9 AND PART IV, LINE 7 The organization has represented that it will, and covenanted to, comply with all tax requirements imposed by the Code to satisfy Sections 141 and 145 through 150 of the Code in the tax certificate and loan agreement related to the tax-exempt bond issue. Other than these representations and covenants, the organization has not adopted post-issuance monitoring procedures. The organization realizes that post-issuance monitoring procedures are an important tool in the management of issues arising after tax-exempt bonds are issued. While the organization does not currently have detailed written procedures, it however has consultants, with whom it consults from time to time on an ad hoc basis, including bond counsel, to ensure ongoing compliance with tax and securities laws. In addition, the organization is considering establishing additional post-issuance monitoring procedures to ensure continued compliance with Sections 141 and 145 through 150 of the Code. MANAGEMENT COMPANY FORM 990, PART VI, SECTION A, LINE 3 Greystone Management is an unrelated business organization engaged by Northwest Senior Housing Corporation's Board of Directors to provide management services. Management duties include hiring and recruiting qualified personnel, preparing annual operating budget for submission to the Board of Directors, and assisting in the preparation of monthly and annual financial reporting disclosures. The Board of Directors have final authority over the approval of the annual operating budget, approval of monthly and annual financial reporting disclosures, and oversight of the management company. CORPORATE MEMBER FORM 990, PART VI, SECTION A, LINES 6, 7(A) AND 7(B) SENIOR QUALITY LIFESTYLES CORPORATION ("SQLC") IS THE SOLE CORPORATE MEMBER OF THE ORGANIZATION. SQLC acts as a supporting organization, providing oversight, direction, and governance support, and will make grants and/or provide other forms of financial assistance as needed. SQLC, as the sole member, has authority to elect the board members of the organization. SQLC, as the sole member of the organization, has all of the typical rights afforded to a member of a Texas nonprofit corporation, such as the right to approve any amendments to the articles of incorporation or bylaws, and the right to approve any proposed dissolution of the organization. FORM 990 REVIEW PROCESS FORM 990, PART VI, SECTION B, LINE 11 The Board Members of Northwest Senior Housing Corporation and Greystone Communities, the management company, review the Form 990 upon completion. The board review and approval of the Form 990 is completed prior to filing. COMPENSATION REVIEW OF MANAGEMENT FORM 990, PART VI, SECTION B, LINE 15 The CEO of Senior Quality Lifestyles Corporation, along with the management company, Greystone, and Merit, an independent payroll processor, set the salary for the Executive Director. Both Greystone and Merit Provide Comparative Salary Data. The Executive Director, Greystone Regionals, and Merit set other top management rates based on market wages and years of experience. DOCUMENTS AVAILABLE TO PUBLIC FORM 990, PART VI, SECTION C, LINE 19 THE FINANCIAL STATEMENTS ARE POSTED TO NATIONALLY Recognized ELECTRONIC MUNICIPAL MARKET ACCESS (EMMA). DOCUMENTS are available to the public upon request. THE ORGANIZATION ALSO PROVIDES DOCUMENTS THROUGH THE ANNUAL DISCLOSURE STATEMENT TO THE TEXAS DEPARTMENT OF INSURANCE. BUSINESS RELATIONSHIPS FORM 990, PART VI, SECTION A, LINE 2 THE FOLLOWING BOARD MEMBERS MAINTAIN A BUSINESS RELATIONSHIP WITH EACH OTHER DUE TO COMMON PARTICIPATION AS OFFICERS OR DIRECTORS OF VARIOUS OTHER RELATED NOT-FOR-PROFIT ENTITIES BY WHICH ONE OR MORE OF THE INDIVIDUALS IS COMPENSATED: CHARLES B. BREWER C. SCOTT SYKES BERNIE FRANCIS DOCUMENTATION OF MEETINGS FORM 990, PART VI, SECTION A, LINE 8(B) Line 8(b) is answered NO because there are no committees in place with authority to act on behalf of the governing body at this time. EMPLOYEES REPORTED THROUGH OUTSOURCED PROFESSIONAL EMPLOYER ORGANIZATION Form 990, Part V, Line 2(a) The organization did not issue Form W-2s directly. THE INDIVIDUALS THAT COMPRISE THE TOTAL LISTED ON LINE 2(A) ARE CONSIDERED EMPLOYEES OF THE ORGANIZATION FOR THE PURPOSES OF PART V. HOWEVER, THE ORGANIZATION UTILIZES A PROFESSIONAL EMPLOYER ORGANIZATION, MERIT RESOURCES, INC. (EIN: 42-1368750), WHICH IS THE EMPLOYER OF RECORD, ISSUES ALL W-2S AND ACTS AS AN OUTSOURCED HUMAN RESOURCES AND PAYROLL DEPARTMENT FOR THE ORGANIZATION. TOP MANAGEMENT AND FINANCIAL OFFICIAL FORM 990, PART VII The MANAGING director is the top management official AND TOP FINANCIAL OFFICIAL. Per the form instructions, THE TOP MANAGEMENT AND FINANCIAL OFFICIALS ARE deemed to be officerS. INVESTMENT OF TAX-EXEMPT BOND PROCEEDS FORM 990, PART IV, LINE 24(B) The investment yield did not exceed the yield on the bonds, and therefore, no rebate of any arbitrage is due. CONFLICT OF INTEREST POLICY ENFORCEMENT AND MONITORING FORM 990, PART VI, SECTION B, LINE 12(C) Annually the conflict of interest policy is reviewed during a board meeting, in addition to having the necessary individuals sign the disclosure statement on an annual basis. It is the expectation that management staff (community and corporate) in addition to the Management Company will bring any questionable activity to the attention of the board or AN officer. OTHER CHANGES IN NET ASSETS FORM 990, PART XI, LINE 9 THE CHANGE IN FAIR VALUE OF THE INTEREST RATE SWAP OBLIGATION AND INTEREST RATE CAP IS AN UNREALIZED LOSS OF $71,367, WHICH IS RECORDED AS OTHER EXPENSE AND CHANGE IN NET ASSETS ON THE BOOKS BUT NOT ON THE RETURN. GROSS RECEIPTS FORM 990, PAGE 1, SECTION G Per the IRS form instructions, the amount reported in Box G for gross receipts includes security sales proceeds of $35,771,743. 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