2012-05-14T13:10:18-05:00 2011-06-30 CLIFTONLARSONALLEN LLP 610 WGERMANTOWN PIKESTE 400 PLYMOUTH MTG PA 19462 990 2010-07-01 232053395 PAUL'S RUN PAUL 2159343000 9896 BUSTLETON AVENUE PHILADELPHIA PA 19115 JOHN M BARNUM CFO 2159343000 2012-05-10 1 JAMES D WATSON 2156433900 2010 2016-02-24 21:20:13Z JOHN M BARNUM 9896 BUSTLETON AVENUE PHILADELPHIA PA 19115 32862078 0 X WWW.PAULSRUN.ORG X 1977 PA TO PROVIDE HOUSING, HEALTHCARE, AND OTHER RELATED SERVICES TO RESIDENTS IN A CONTINUING CARE RETIREMENT COMMUNITY. 8 8 465 250 0 0 7310 5803 25186834 25666172 593404 861691 132778 167479 25920326 26701145 0 0 0 0 11409647 11296504 0 0 230000 12116048 12606171 23525695 23902675 2394631 2798470 34206077 40557248 33853115 33190241 352962 7367007 X PAUL'S RUN IS A NONPROFIT 501(3) ORGANIZATION THAT OPERATES A CONTINUING CARE RETIREMENT COMMUNITY PROVIDING PERSONAL CARE, NURSING, AND OTHER RELATED SERVICES TO SENIORS IN A FACILITY THAT INCLUDES 256 INDEPENDENT LIVING UNITS, 62 PERSONAL CARE UNITS, AND 120 SKILLED NURSING BEDS. PAUL'S RUN'S FACILITY IS LOCATED IN PHILADELPHIA, PENNSYLVANIA AND ITS PRIMARY SERVICE AREA INCLUDES PHILADELPHIA, PENNSYLVANIA AND SURROUNDING COMMUNITIES. LIBERTY LUTHERAN SERVICES IS A PENNSYLVANIA NONPROFIT ORGANIZATION AND THE SOLE MEMBER OF PAUL'S RUN. 0 0 18961615 25666172 EXPENSES INCURRED OPERATING A CONTINUING CARE RETIREMENT COMMUNITY PROVIDING HOUSING, HEALTHCARE, AND OTHER RELATED SERVICES TO RESIDENTS THROUGH THE OPERATION OF 256 INDEPENDENT LIVING UNITS, 62 ASSISTED LIVING UNITS, AND 120 SKILLED NURSING BEDS. 18961615 1 0 0 0 0 0 0 0 0 1 0 0 1 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 0 0 0 0 0 0 1 0 0 0 0 1 25 0 1 465 1 0 0 0 0 0 0 0 0 0 0 X 8 8 0 1 0 0 1 0 1 1 1 0 0 0 1 1 1 1 1 0 0 0 PA X JOHN M BARNUM CFO 2159343000 250 N BETHLEHEM PIKE AMBLER PA 19002 TED BRUNER 0.50 X X 0 0 0 JOHN HECK 0.50 X 0 0 0 DAVID HERBSTER 0.50 X 0 0 0 CARL W HOLMES SR 0.50 X X 0 0 0 THE REV FRED HOPKE 0.50 X X 0 0 0 NEVIN MANN 0.50 X X 0 0 0 FRANK ROTH 0.50 X 0 0 0 GWENDOLYN WEBSTER 0.50 X 0 0 0 LUANNE B FISHER 37.50 X 0 303116 39180 JOHN M BARNUM 37.50 X 0 201573 13475 KATRINA KANE WISE 37.50 X 0 160769 10133 JOAN MYERS 37.50 X 0 120125 17132 LARRY GERSHMAN 37.50 X 0 135832 8498 MICHAEL BOOTH 37.50 X 0 109317 18186 KAREN BERGEY 37.50 X 0 103927 11875 MARY E LINDE 37.50 X 0 100700 11713 0 1235359 130192 0 0 1 0 SODEXHO INC & AFFILIATES PO BOX 360170 PITTSBURGH PA 15251 FOOD 1546712 GENESIS ELDERCARE REHAB 101 EAST STATE STREET KENNETT SQUARE PA 19348 THERAPY 1087377 2 5803 5803 SKILLED NURSING CARE 623000 13687157 13687157 INDEPENDENT LIVING 623000 8205095 8205095 ASSISTED LIVING REVENU 623000 3841088 3841088 AMORTIZATION OF ENTRAN 623000 -67168 -67168 25666172 272007 272007 127413 127413 127413 127413 6750517 100 6160933 589584 100 589684 589684 MEDICAL OFFICE STAFFIN 623000 27044 27044 MEALS 623000 3297 3297 VENDING MACHINE INCOME 623000 1191 1191 8534 8534 40066 26701145 25666172 0 1029170 9158145 8675901 482244 326833 326833 1143923 979153 164770 667603 637065 30538 2392242 2162242 230000 31919 31919 2170437 1941653 228784 114489 114489 1081591 815983 265608 1073173 1038521 34652 3994 2075 1919 4521 850 3671 1188206 1183574 4632 1538535 1538535 869050 45802 823248 FOOD - RAW 1135176 1135176 MEDICAL DRUGS 715145 715145 BAD DEBT 150000 150000 NURSING HOME ASSESSMENT 137693 137693 23902675 18961615 4711060 230000 141767 189156 1613627 1079661 32715 33508 57080 98380 32358706 21657474 11281580 10701232 10726681 13675126 10352627 14780185 34206077 40557248 1920056 2308632 1707 318918 27166750 26656500 4764602 3906191 33853115 33190241 X 340547 7362795 12415 4212 352962 7367007 34206077 40557248 X 2798470 4215575 X X 0 1 1 X 0 X 9110 5431 5263 7310 5803 32917 20772051 22403677 23723120 25186834 25733340 117819022 20781161 22409108 23728383 25194144 25739143 117851939 0 0 0 117851939 407873 459244 473883 380313 399015 2120328 407873 459244 473883 380313 399015 2120328 41217 30770 441405 18723 40471 572586 21230251 22899122 24643671 25593180 26178629 120544853 0.97770 0.97650 0.01760 0.01840 X 1236383 1236383 25132832 17043206 8089626 5989491 4614268 1375223 10701232 DEFERRED FINANCING COSTS 362634 INTEREST IN NET ASSETS OF AFFILIATE 6573845 DUE FROM AFFILIATES 7274804 OTHER RECEIVABLE 500984 ASSETS LIMITED TO USE 67918 14780185 SECURITY DEPOSITS 809046 OBLIGATION UNDER SWAP AGREEMENTS 3077230 DUE FROM AFFILIATES 19915 3906191 26701145 23902675 2798470 2137110 2078465 4215575 7014045 30916720 2137110 2078465 4215575 26701145 0 26701145 23902675 0 23902675 0 23902675 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: PAUL'S RUN IS EXEMPT FROM FEDERAL INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. PAUL'S RUN FOLLOWS THE PROVISIONS OF THE INCOME TAX STANDARD REGARDING THE RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. THE APPLICATION OF THESE PROVISIONS HAS NO IMPACT ON PAUL'S RUN'S FINANCIAL STATEMENTS. PAUL'S RUN IS ALSO EXEMPT FROM STATE SALES TAX. PAUL'S RUN IS NOT AWARE OF ANY ACTIVITIES THAT WOULD JEOPARDIZE ITS TAX-EXEMPT STATUS OR ANY ACTIVITIES THAT ARE SUBJECT TO TAX ON UNRELATED BUSINESS INCOME OR EXCISE TAXES OR OTHER TAXES. THE TAX RETURNS FOR THE YEARS 2008 TO 2010 ARE OPEN TO EXAMINATION BY FEDERAL AND STATE AUTHORITIES. PART XI, LINE 8 - OTHER ADJUSTMENTS: CHANGE IN VALUE SWAP AGREEMENTS 877,994. CHANGE IN INTEREST IN NET ASSETS OF FOUNDATION 1,200,471. PART XII, LINE 2D - OTHER ADJUSTMENTS: CHANGE IN VALUE OF SWAP AGREEMENTS 877,994. CHANGE IN INTEREST IN NET ASSETS OF FOUNDATION 1,200,471. 0 0 0 0 0 0 0 1 0 LUANNE B FISHER 0 303116 0 0 0 0 0 0 0 39180 0 342296 0 10037 JOHN M BARNUM 0 181573 0 20000 0 0 0 0 0 13475 0 215048 0 5732 KATRINA KANE WISE 0 155769 0 5000 0 0 0 0 0 10133 0 170902 0 4816 PART I, LINE 7 BONUSES WERE PAID TO THE DIRECTOR OF MARKETING BASED ON THE NUMBER OF RESIDENT MOVE-INS AND REACHING OCCUPANCY TARGETS FOR EACH LEVEL OF CARE. SUPPLEMENTAL INFORMATION PART III ALL TOP MANAGEMENT OFFICIALS AND KEY EMPLOYEES ARE THE EMPLOYEES OF ITS PARENT ORGANIZATION. THE FOLLOWING POLICIES ARE APPLIED TO THE PARENT AND ITS AFFILIATES: THE EXECUTIVE COMMITTEE APPROVES THE ANNUAL REVIEW AND COMPENSATION OF THE CEO. THE CFO AND EXECUTIVE DIRECTORS ARE REVIEWED ANNUALLY BY THE CEO, WITH COMPARABLE SALARY SURVEYS. THE LAST COMPARABLE SALARY SURVEY WAS DONE IN 2009. THE CEO REPORTS THE ANNUAL EXECUTIVE REVIEWS TO THE EXECUTIVE COMMITTEE. PHILADELPHIA AUTHORITY FOR INDUSTRIAL DEVELOPMENT 232237287 7178182T4 2008-06-03 28135250 REFINANCE THE EXISTING BONDS, PAY FOR RENOVATIONS, AND COST OF ISSUE '08 BON 0 0 0 28135250 23064839 394759 75102 4600550 2008 1 0 1 1 0 0 0 0 0 0.00000 0.00000 0.00000 0 0 1 1 MORGAN STANLEY CAPITAL SERVICES 23.000000000000 0 0 0 0 0 FORM 990, PART VI, SECTION A, LINE 3 PUBLIC RELATIONS DESIGNATES ITS ADMINISTRATIVE/MANAGEMENT AND FUNDRAISING FUNCTIONS TO ITS PARENT AND AFFILIATED ORGANIZATIONS (BOTH ARE NOT-FOR-PROFIT CORPORATIONS) UNDER THE AFFILIATE AGREEMENT DATED JANUARY 1, 2011. IN ACCORDANCE WITH THE ANNOUNCEMENT 2001-33, THE TOTAL FEES INCURRED FOR THESE SERVICES DURING THE REPORTING YEAR WERE AS FOLLOWS: A) $2,162,242 TO ITS PARENT ORGANIZATION AND REPORTED ON FORM 990, PAGE 10, PART IX, LINE 11A, COLUMN C B) $230,000 TO ITS AFFILIATED ORGANIZATION AND REPORTED ON FORM 990, PAGE 10, PART IX, LINE 11A, COLUMN D FORM 990, PART VI, SECTION A, LINE 6 THE CORPORATION SHALL HAVE ONE MEMBER. THE SOLE MEMBER SHOULD BE LIBERTY LUTHERAN SERVICES. FORM 990, PART VI, SECTION A, LINE 7B DECISIONS SUBJECTED TO THE APPROVAL OF THE MEMBER ARE REQUIRED FOR ANY OF THE FOLLOWING ACTIONS: MERGER, DISSOLUTION, OR LIQUIDATION OF THE CORPORATION ANY AMENDMENTS TO THE ARTICLES OF INCORPORATION OR BYLAWS THE SALE, PLEDGE, LEASE, OR OTHER TRANSFER OF ASSETS OF THE CORPORATION APPROVAL OF THE CORPORATION'S ANNUAL BUDGETS ISSUANCE OF DEBT GREATER THAN $50,000 BY THE CORPORATION THE EXECUTION OF ANY CONTRACT MATERIAL CHANGES TO THE BUSINESS OF THE CORPORATION FORM 990, PART VI, SECTION B, LINE 11 NO REVIEW WAS OR WILL BE CONDUCTED BY THE GOVERNING BOARD IN ADVANCE OF FILING THE FORM 990. ALL FORM 990'S ARE MADE AVAILABLE TO THE BOARD AFTER FILING. HOWEVER, THE FINAL FORM 990 IS REVIEWED IN DETAIL FOR ACCURACY AND SIGNED BY THE CHIEF FINANCIAL OFFICER OF LIBERTY LUTHERAN SERVICES (PARENT ORGANIZATION). FORM 990, PART VI, SECTION B, LINE 12C EVERY YEAR THE CONFLICT OF INTEREST POLICY IS REVIEWED WITH THE BOARD AND SENIOR LEVEL STAFF. THEY ARE REQUIRED TO COMPLETE A CONFLICT OF INTEREST DISCLOSURE. THE CORPORATE COMPLIANCE OFFICER REVIEWS ALL POTENTIAL STAFF CONFLICTS. THE EXECUTIVE COMMITTEE OF THE BOARD REVIEWS ALL BOARD CONFLICTS. WHEN A CONFLICT OF INTEREST ARISES, THE BOARD SHALL PERMIT THE INTERESTED PERSON TO MAKE A PRESENTATION AT THE BOARD MEETING AND AFTER THE PRESENTATION, THE INTERESTED PERSON LEAVES AND THE BOARD VOTES ON AN ARRANGEMENT THAT RESULTS IN THE CONFLICT OF INTEREST. IF APPROPRIATE, A NON-INTERESTED PERSON OR COMMITTEE INVESTIGATES ALTERNATIVES TO THE PROPOSED ARRANGEMENT. AFTER EXERCISING DUE DILIGENCE, THE BOARD WILL DETERMINE IF A MORE ADVANTAGEOUS ARRANGEMENT WITH REASONABLE EFFORTS FROM A PERSON OR ENTITY WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. IF A MORE ADVANTAGEOUS ARRANGEMENT IS NOT REASONABLY ATTAINABLE UNDER CIRCUMSTANCES THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST, THE BOARD WILL DETERMINE BY MAJORITY VOTE THE ARRANGEMENT IN THE CORPORATION'S BEST INTEREST AND FOR ITS BENEFIT, AND/OR IF IT IS REASONABLE AND FAIR TO THE CORPORATION. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, FINANCIAL STATEMENTS, AND CONFLICT OF INTEREST POLICY AVAILABLE TO THE PUBLIC UPON REQUEST. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED GAINS ON INVESTMENTS: 2,137,110. CHANGE IN VALUE SWAP AGREEMENTS 877,994. CHANGE IN INTEREST IN NET ASSETS OF FOUNDATION 1,200,471. TOTAL TO FORM 990, PART XI, LINE 5: 4,215,575. FORM 990, PART XI, LINE 2C THE ORGANIZATION HAS NOT CHANGED ITS OVERSIGHT OR SELECTION PROCESS DURING THE FILING YEAR. FORM 990, SCHEDULE K, PAGE 2, PART IV, LINE 3C THERE ARE TWO SWAP AGREEMENTS. THE FIRST SWAP AGREEMENT HAS A TRADE DATE OF 12/15/2004, AN EFFECTIVE DATE OF 5/16/2006 AND A TERMINATION DATE OF 5/1/2034. THIS SUPPORTED A PRIOR 2004 BOND ISSUE. WHEN THE 2004 BONDS WERE REFINANCED IN 2008, THE SWAP AGREEMENT WAS AMENDED TO SUPPORT THE 2008 BOND ISSUE. THE SECOND SWAP HAS A TRADE DATE OF 5/15/2008, AND EFFECTIVE DATE OF 6/3/2008, AND A TERMINATION DATE OF 5/1/2038. LIBERTY LUTHERAN SERVICES (PARENT) 250 N BETHLEHEM PIKE AMBLER PA 19002 233059658 TO PROVIDE TAX EXEMPT SUBSIDIARIES WITH MANAGEMENT AND ADMINISTRATIVE SERVIC PA 501(C)(3) LINE 1 N/A 0 LIBERTY COMMUNITY SERVICES 250 N BETHLEHEM PIKE AMBLER PA 19002 203630505 TO PROVIDE VARIOUS SERVICES TO SENIORS IN THEIR HOMES PA 501(C)(3) LINE 1 LIBERTY LUTHERAN SERVICES 0 LIBERTY LUTHERAN FOUNDATION 250 N BETHLEHEM PIKE AMBLER PA 19002 232665839 TO IMPLEMENT AND ADMINISTER FUNDRAISING ACTIVITIES FOR THE OTHER AFFILIATES PA 501(C)(3) LINE 11A, I LIBERTY LUTHERAN SERVICES 0 LUTHERAN CHILDREN & FAMILY SERVICE OF EASTERN PENNSYLVANIA 250 N BETHLEHEM PIKE AMBLER PA 19002 231696007 TO PROVIDE SERVICE TO ALL AGES THROUGH A VARIETY OF PROGRAMS PA 501(C)(3) LINE 7 LIBERTY LUTHERAN SERVICES 0 MARY J DREXEL HOME 250 N BETHLEHEM PIKE AMBLER PA 19002 230536370 ASSISTED LIVING FACILITY WHOSE OPS WERE SUSPENDED DURING PLANNED RENOVATIONS PA 501(C)(3) LINE 9 LIBERTY LUTHERAN SERVICES 0 ARTMAN LUTHERAN HOME 250 N BETHLEHEM PIKE AMBLER PA 19002 231401548 CCRC PROVIDING NURSING & OTHER RELATED SERVICES TO SENIORS PA 501(C)(3) LINE 9 LIBERTY LUTHERAN SERVICES 0 LUTHERAN CONGREGATIONAL SERVICES 1923 HANOVER AVENUE ALLENTOWN PA 18109 231894019 TO PROVIDE DISASTER RESPONSE AND COMMUNITY OUTREACH PA 501(C)(3) LINE 1 LIBERTY LUTHERAN SERVICES 0 LIBERTY LUTHERAN HOUSING DEVELOPMENT CORP 250 N BETHLEHEM PIKE AMBLER PA 19002 223876595 INACTIVE PA 501(C)(3) LINE 1 LIBERTY LUTHERAN SERVICES 0 0 0 0 0 1 0 0 0 0 0 0 1 1 1 1 1 1 1