Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions.
OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
PROVIDENT RESOURCES GROUP INC
Employer identification number
58-2492101
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions.
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II, or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) A person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the supported organization?
................
11g(i)
(ii)
A family member of a person described in (i) above?
......................
11g(ii)
(iii)
A 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
h
Provide the following information about the supported organization(s).
(i) Name of supported organization
(ii) EIN
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))
(iv) Is the organization in col. (i) listed in your governing document?
(v) Did you notify the organization in col. (i) of your support?
(vi) Is the organization in col. (i) organized in the U.S.?
(vii) Amount of monetary support
Yes
No
Yes
No
Yes
No
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 2
Part II
Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
4
Total. Add lines 1 through 3
5
The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included
on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6
Public support. Subtract line 5 from line 4.
Section B. Total Support
Calendar year
(or fiscal year beginning in)
(a) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(f) Total
7
Amounts from line 4..
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
10
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
11
Total support (Add lines 7 through 10).
12
Gross receipts from related activities, etc. (see instructions)
..................
12
13
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here........................................
Section C. Computation of Public Support Percentage
14
Public support percentage for 2012 (line 6, column (f) divided by line 11, column (f))
.........
14
15
Public support percentage for 2011 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2012.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
.......................
b
33 1/3% support test—2011.
If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2012.
If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization
.....................................................
b
10%-facts-and-circumstances test—2011.
If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization
................................................
18
Private foundation.
If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions
.....................................................
Schedule A (Form 990 or 990-EZ) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 3
Part III
Support Schedule for Organizations Described in Section 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
32,715
4,347,353
4,380,068
2
Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
36,603,216
43,165,229
48,482,210
51,392,807
64,803,570
244,447,032
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
0
4
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
0
5
The value of services or facilities furnished by a governmental unit to the organization without charge..
0
6
Total. Add lines 1 through 5.
36,635,931
43,165,229
48,482,210
51,392,807
69,150,923
248,827,100
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
0
0
0
0
0
0
b
Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
0
0
0
0
0
0
c
Add lines 7a and 7b..
0
0
0
0
0
0
8
Public support (Subtract line 7c from line 6.)
248,827,100
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(f) Total
9
Amounts from line 6...
36,635,931
43,165,229
48,482,210
51,392,807
69,150,923
248,827,100
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
493,490
938,449
1,006,641
143,966
217,078
2,799,624
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
17,755
48,763
106,527
173,045
c
Add lines 10a and 10b.
493,490
938,449
1,024,396
192,729
323,605
2,972,669
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
0
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
..
557,823
1,708,104
4,264,027
5,839,168
8,138,302
20,507,424
13
Total support. (Add lines 9, 10c, 11, and 12.)..
37,687,244
45,811,782
53,770,633
57,424,704
77,612,830
272,307,193
14
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public support percentage for 2012 (line 8, column (f) divided by line 13, column (f))
.........
15
91.380 %
16
Public support percentage from 2011 Schedule A, Part III, line 15
...............
16
93.050 %
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2012 (line 10c, column (f) divided by line 13, column (f))
......
17
1.090 %
18
Investment income percentage from 2011 Schedule A, Part III, line 17
.............
18
1.230 %
19a
33 1/3% support tests—2012.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
........
b
33 1/3% support tests—2011.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
.....
20
Private foundation.
If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 4
Part IV
Supplemental Information.
Complete this part to provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
OTHER INCOME, SCHEDULE A, PART III, LINE 12, DESCRIPTION - OTHER INCOME, COLUMN A - 557823, COLUMN B - 1708104, COLUMN C - 4264027, COLUMN D - 5839168, COLUMN E - 8138302, COLUMN F - 20507424;,
Schedule A (Form 990 or 990-EZ) 2012
Additional Data
Software ID:
12000266
Software Version:
v2012.1.0
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
PROVIDENT RESOURCES GROUP INC
Employer identification number
58-2492101
Identifier
Return Reference
Explanation
MISSION STATEMENT
FORM 990, PART III, LINE 1
OPERATION, MANAGEMENT, AND DISPOSITION OF SKILLED NURSING FACILITIES, ASSISTED LIVING FACILITIES, INDEPENDENT LIVING FACILITIES, REHABILITATIVE CARE FACILITIES, AND OTHER TYPES OF SENIOR LIVING FACILITIES. -SERVE TO PROMOTE AND ADVANCE THE PHYSICAL HEALTH, EMOTIONAL HEALTH, MENTAL HEALTH AND SOCIAL WELL-BEING OF THE INDIVIDUALS, FAMILIES, AND COMMUNITIES SERVED BY THE ORGANIZATION, WHICH MAY BE ACCOMPLISHED BY THE DEVELOPMENT, CONSTRUCTION, ACQUISITION, OWNERSHIP, MANAGEMENT, MAINTENANCE, OPERATION, AND DISPOSITION OF GENERAL AND ACUTE CARE, HOSPITAL FACILITIES, MEDICAL CLINICS, MENTAL HEALTH FACILITIES, REHABILITATIVE CARE FACILITIES, PEDIATRIC FACILITIES, MEDICAL RESEARCH AND DIAGNOSTIC FACILITIES, MEDICAL TRAINING AND EDUCATIONAL FACILITIES, AND OTHER TYPES OF INPATIENT RELATED SERVICES, PROGRAMS, AND ACTIVITIES THAT MAY BE PURSUED. -SERVE TO RELIEVE THE POOR AND DISTRESSED, COMBAT COMMUNITY DETERIORATION, ELIMINATE DISCRIMINATION AND PREJUDICE, AND LESSEN NEIGHBORHOOD TENSIONS BY PROVIDING SAFE, DECENT, AND SANITARY HOUSING TO PERSONS OF LOW AND VERY LOW INCOME. (CONTINUED FROM PART III) -SERVE TO LESSEN THE BURDEN OF GOVERNMENT, WHICH CHARITABLE PURPOSE MAY BE ACCOMPLISHED THROUGH VARIOUS MEANS, INCLUDING, WITHOUT LIMITATION, THE DEVELOPMENT, CONSTRUCTION, ACQUISITION, OWNERSHIP, MANAGEMENT, MAINTENANCE, OPERATION AND DISPOSITION OF PUBLIC FACILITIES, PUBLIC BUILDINGS, PUBLIC WORKS, AND INFRASTRUCTURE OF VARIOUS TYPES. -SERVE TO PROMOTE AND ADVANCE EDUCATION THROUGH VARIOUS MEANS INCLUDING THE DEVELOPMENT, CONSTRUCTION, ACQUISITION, OWNERSHIP, MANAGEMENT, MAINTENANCE, OPERATION, AND DISPOSITION OF FACILITIES OF VARIOUS TYPES INCLUDING EDUCATIONAL, RESEARCH, AND STUDENT-HOUSING FACILITIES AND THROUGH THE PROVISION OF DEVELOPMENT, ENRICHMENT, COUNSELING, TUTORING, AND OTHER ACTIVITIES, SERVICES, AND PROGRAMS.
Delegate broad authority to a committee
Form 990, Part VI, Section A, Line 1a
BOARD-DELEGATED POWER COMMITTEES OF DIRECTORS; EXECUTIVE COMMITTEE: PURSUANT TO SECTION 14-3-825 OF THE ACT, THE BOARD OF DIRECTORS, BY RESOLUTION PASSED BY A MAJORITY OF THE DIRECTORS THEN IN OFFICE, MAY DESIGNATE ONE OR MORE OTHER COMMITTEES TO HAVE TO THE EXTENT PROVIDED IN SUCH RESOLUTION. THE BOARD OF DIRECTORS MAY DESIGNATE AND EXERCISE THE BOARD OF DIRECTOR'S AUTHORITY UNDER SECTION 14-3-801 OF THE ACT ("BOARD-DELEGATED POWERS") SUCH COMMITTEES AS IT DETERMINES NECESSARY OR APPROPRIATE FOR THE CONDUCT OF THE CORPORATION'S AFFAIRS, EACH SUCH COMMITTEE TO CONSIST OF SUCH DIRECTORS OF THE CORPORATION AND SUCH OTHER PERSONS (WHO FORMERLY WERE MEMBERS OF THE BOARD OF DIRECTORS) AS ARE APPOINTED BY THE BOARD WHO SHALL SERVE AT THE PLEASURE OF THE BOARD OF DIRECTORS. EXCEPT TO THE EXTENT THAT SUCH GRANT OF POWERS IS LIMITED BY SECTION 14-3-825 OF THE ACT, TO THE EXTENT PROVIDED IN THE RESOLUTION, ANY SUCH COMMITTEE WITH BOARD-DELEGATED POWERS WILL HAVE AND MAY EXERCISE ALL THE AUTHORITY OF THE BOARD OF DIRECTORS GRANTED TO IT BY RESOLUTION OF THE BOARD OF DIRECTORS. SUCH COMMITTEE OR COMMITTEES WILL HAVE SUCH NAME OR NAMES AS MAY BE DETERMINED FROM TIME TO TIME BY RESOLUTION ADOPTED BY THE BOARD OF DIRECTORS. EACH COMMITTEE SHALL ELECT A CHAIRMAN FROM AMONG THE MEMBERS OF SUCH COMMITTEE. EACH COMMITTEE SHALL ALSO KEEP REGULAR MINUTES OF ITS PROCEEDINGS AND REPORT THE SAME TO THE BOARD OF DIRECTORS WHEN REQUIRED. THE BOARD OF DIRECTORS MAY, BY RESOLUTION PASSED BY A MAJORITY OF THE DIRECTORS THEN IN OFFICE, AT ANY TIME CHANGE THE MEMBERS OF; FILL VACANCIES IN; LIMIT, EXPAND OR ALTER THE AUTHORITY OF; AND DISCHARGE ANY COMMITTEE OF SAID BOARD OF DIRECTORS. THE BOARD OF DIRECTORS MAY, BUT SHALL NOT BE REQUIRED TO, CREATE AN EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS. IF CREATED, THE EXECUTIVE COMMITTEE SHALL BE CREATED PURSUANT TO THIS SECTION 7.1 AND SHALL, IN THE INTERIM BETWEEN MEETINGS OF THE BOARD OF DIRECTORS, HAVE AND EXERCISE SUCH POWER AND AUTHORITY OF THE BOARD OF DIRECTORS UNDER SECTION 14-3-801 IN THE MANAGEMENT OF THE AFFAIRS OF THE CORPORATION AS ARE DELEGATED BY THE BOARD OF DIRECTORS AS LIMITED BY THE ACT.
STEVE E HICKS AND DONOVAN HICKS - FAMILY RELATIONSHIP
Delegation of management duties
Form 990, Part VI, Section A, Line 3
PROVIDENT RESOURCES GROUP, INC.'S AFFORDABLE HOUSING PROPERTIES ARE MANAGED BY A RELATED COMPANY, PROVIDENT RESOURCES MANAGEMENT, LLC (PRM). PRM CONTRACTS WITH AN UNAFFILIATED MANAGEMENT AGENT TO OVERSEE THE ON-SITE STAFF AND MANAGE THE OPERATIONS OF THE PROPERTIES. THE MANAGEMENT FEES ARE 4 - 5% OF THE GROSS RECEIPTS OF THE PROPERTIES. THE MANAGEMENT AGREEMENTS ARE ON A MONTH TO MONTH BASIS UNTIL TERMINATED BY EITHER PARTY WITH 30 DAYS' WRITTEN NOTICE. PROVIDENT RESOURCES GROUP, INC.'S EDUCATION PROPERTIES ARE MANAGED BY UNAFFILIATED MANAGEMENT COMPANIES. MANAGEMENT COMPANIES ARE RESPONSIBLE FOR PLANNING AND EXECUTING BUDGETS OR FINANCIAL OPERATIONS.
Review of form 990 by governing body
Form 990, Part VI, Section B, Line 11b
THE FINAL DRAFT OF THE FORM 990 WAS REVIEWED IN DETAIL BY MANAGEMENT. THE FINAL DRAFT WAS THEN PRESENTED TO AUDIT COMMITTEE (COMPRISED OF NON MANAGEMENT BOARD MEMBERS) FOR REVIEW, DISCUSSION AND APPROVAL. FOLLOWING THE APPROVAL BY THE COMMITTEE, EACH VOTING MEMBER OF THE GOVERNING BODY RECEIVED A COPY OF THE FORM 990 BEFORE IT WAS FILED WITH THE IRS.
Conflict of interest policy
Form 990, Part VI, Section B, Line 12c
ALL MEMBERS OF SENIOR MANAGEMENT, BOARD OF DIRECTORS, AND BOARD COMMITTEES SIGN ANNUALLY CONFLICT OF INTEREST STATEMENTS. ALL STATEMENTS ARE COLLECTED AND REVIEWED BY DONOVAN HICKS, GENERAL COUNSEL. UNDER HIS DIRECTION, ELECTRONIC AND PAPER COPIES OF ALL COI FORMS ARE MAINTAINED. IF A MATTER CONCERNING A POTENTIAL CONFLICT ARISES AT A COMMITTEE OR BOARD MEETING, THE CONFLICT IS EVALUATED WITHOUT THE POTENTIALLY CONFLICTED MEMBER AND A DETERMINATION IS MADE BY THE COMMITTEE OR GOVERNING BOARD ABOUT WHETHER THE PERSON SHOULD BE RESTRICTED FROM DISCUSSION AND VOTE.
Process used to establish compensation of top management official
Form 990, Part VI, Section B, Line 15a
THE HUMAN RESOURCES DEPARTMENT DOES A MARKET REVIEW OF COMPENSATION FOR ALL OFFICERS. THAT ANALYSIS IS COMPARED TO HISTORICAL COMPENSATION AND EVALUATED RELATIVE TO THE PERCENTILE FOR THE INDUSTRY AND SIZE. COMBINED WITH PERFORMANCE EVALUATIONS, THE ANALYSIS IS PRESENTED TO THE COMPENSATION COMMITTEE COMPRISED OF MEMBERS OF THE GOVERNING BOARD FOR THEIR REVIEW, DELIBERATION, AND DECISION ABOUT WHERE TO SET COMPENSATION FOR THE OFFICERS. THIS PROCESS WAS USED FOR THE COMPENSATION OF THE PRESIDENT, CHAIRMAN & CEO, THE EXECUTIVE VP & CFO, AND THE GENERAL COUNSEL. MINUTES ARE MAINTAINED TO DOCUMENT THE DELIBERATIONS AND ACTIONS OF THE COMMITTEE. IN 2012, THE COMPENSATION COMMITTEE MET, AND APPROVED A SALARY INCREASE FOR THE CEO, EFFECTIVE JULY 1, 2012. ALSO, BONUSES WERE APPROVED FOR THE CEO, CFO AND GENERAL COUNSEL. THE COMMITTEE REVIEWED A 2010 MARKET BASED COMPENSATION STUDY PREPARED BY REZNICK STUDY TO ENSURE THAT SALARIES WERE STILL IN LINE WITH MARKET COMPENSATION.
Process used to establish compensation of other officers/key employees
Form 990, Part VI, Section B, Line 15b
SEE NARRATIVE ABOVE FOR PART VI, LINE 15A
PARTICIPATION IN A JOINT VENTURE
FORM 990, PART VI, LINE 16A
PROVIDENT RESOURCES GROUP OWNS 100% OF MUNICIPAL CORRECTIONS FINANCE HOLDING, LLC, WHICH OWNED 1% AND WAS THE GENERAL PARTNER OF MUNICIPAL CORRECTIONS FINANCE, LP. THE OTHER PARTNER WAS A FOR-PROFIT CORPORATION THAT OWNED GREATER THAN 50% OF MUNICIPAL CORRECTIONS FINANCE, LP. THE INTEREST IN MUNICIPAL CORRECTIONS FINANCE, LP WAS SOLD ON AUGUST 31, 2012.
Governing documents, conflict of interest policy and financial statements available to the public
Form 990, Part VI, Section C, Line 19
THE ORGANIZATION'S FINANCIAL STATEMENTS, CONFLICT OF INTEREST POLICY, AND GOVERNING DOCUMENTS ARE AVAILABLE UPON WRITTEN REQUEST.
Other changes in net assets or fund balances
Form 990 , Part XI, Line 9
UNREALIZED LOSS ON SWAP AGREEMENT - -940169;
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.