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. Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
AMERICAN EAGLE LIFECARE CORPORATION
Employer identification number
01-0706736
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) 2013
Schedule A (Form 990 or 990-EZ) 2013
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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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 2013 (line 6, column (f) divided by line 11, column (f))
.........
14
15
Public support percentage for 2012 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2013.
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—2012.
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—2013.
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—2012.
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) 2013
Schedule A (Form 990 or 990-EZ) 2013
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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
10,649
10,140
6,124
7,035
1,752
35,700
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......
34,188,450
50,638,367
56,585,641
56,758,029
55,826,944
253,997,431
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
26,343
99,736
181,374
222,001
66,950
596,404
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.
34,225,442
50,748,243
56,773,139
56,987,065
55,895,646
254,629,535
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.)
254,629,535
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
9
Amounts from line 6...
34,225,442
50,748,243
56,773,139
56,987,065
55,895,646
254,629,535
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
67,454
90,410
60,184
60,363
61,543
339,954
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
0
c
Add lines 10a and 10b.
67,454
90,410
60,184
60,363
61,543
339,954
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.)
..
18,616
16,813
8,944
3,133
2,932
50,438
13
Total support. (Add lines 9, 10c, 11, and 12.)..
34,311,512
50,855,466
56,842,267
57,050,561
55,960,121
255,019,927
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 2013 (line 8, column (f) divided by line 13, column (f))
.........
15
99.840 %
16
Public support percentage from 2012 Schedule A, Part III, line 15
...............
16
99.820 %
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2013 (line 10c, column (f) divided by line 13, column (f))
......
17
0.130 %
18
Investment income percentage from 2012 Schedule A, Part III, line 17
.............
18
0.150 %
19a
33 1/3% support tests—2013.
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—2012.
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) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 4
Part IV
Supplemental Information.
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
Schedule A (Form 990 or 990-EZ) 2013
Additional Data
Software ID:
13000248
Software Version:
2013v3.1
-
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.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
AMERICAN EAGLE LIFECARE CORPORATION
Employer identification number
01-0706736
Return Reference
Explanation
FORM 990, PART V, LINE 1A, ANNUAL SUMMARY AND TRANSMITTAL OF U.S. INFORMATION RETURNS
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 (6); AMERICAN EAGLE NURSING HOME COMPANY OF COLBY, LLC (6); AMERICAN EAGLE NURSING HOME COMPANY OF MADISON, LLC (12); AMERICAN EAGLE NURSING HOME COMPANY OF EAU CLAIRE, LLC (16); AMERICAN EAGLE GROUP - WISCONSIN (3); AMERICAN EAGLE HOME PLACE, LLC (6); AMERICAN EAGLE SANDERS GLEN, LLC (7); AMERICAN EAGLE MORNING BREEZE, LLC (20); LEXINGTON HEALTHCARE, LLC (16); AMERICAN EAGLE LIFECARE CORPORATION (7).
FORM 990, PART V, LINE 2A, TRANSMITTAL OF WAGE AND TAX STATEMENTS
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 (130); AMERICAN EAGLE NURSING HOME COMPANY OF COLBY, LLC (153); AMERICAN EAGLE NURSING HOME COMPANY OF MADISON, LLC (145); AMERICAN EAGLE NURSING HOME COMPANY OF EAU CLAIRE, LLC (364); AMERICAN EAGLE HOME PLACE, LLC (3); AMERICAN EAGLE SANDERS GLEN, LLC (73); AMERICAN EAGLE MORNING BREEZE, LLC (111); LEXINGTON HEALTHCARE, LLC (189); AMERICAN EAGLE LIFECARE CORPORATION (4).
Form 990, Part VI, Sec A, Line 1a, Delegate broad authority to a committee
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.
Form 990, Part VI, Sec A, Line 2, Family/business relationships amongst interested persons
F. SCOTT KELLMAN & BENJAMIN KELLMAN - FAMILY RELATIONSHIP
Form 990, Part VI, Sec A, Line 3, Delegation of management duties
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.
Form 990, Part VI, Sec B, Line 11b, Review of form 990 by governing body
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.
Form 990, Part VI, Sec B, Line 12c, Conflict of interest policy
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.
Form 990, Part VI, Sec B, Line 15a, Process to establish compensation of top management official
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 2013. 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, AND IN 2013 TO USE IN DETERMINING THE AMOUNT OF COMPENSATION FOR 2008 THROUGH 2013. THIS INFORMATION WAS DOCUMENTED IN THE BOARD MEETING MINUTES IN 2008, 2010 AND 2013 WHEN THE COMPENSATION STUDIES WERE REVIEWED.
Form 990, Part VI, Sec B, Line 15b, Process to establish compensation of other employees
AMERICAN EAGLE LIFECARE'S HOME OFFICE HAS ONE KEY EMPLOYEE OTHER THAN ITS CEO. THIS EMPLOYEE, ELAN RUGGILL SERVES AS A SENIOR VICE-PRESIDENT. IN THIS CAPACITY HE ANALYSES FINANCIAL STATEMENTS, SUPERVISES AMERICAN EAGLE'S MANAGERS, AND ANALYSES AND PROCESSES NEW INVESTMENTS. HE IS ALSO RESPONSIBLE FOR OUR WEB SITES AND OVERSEEING THE CAPITAL REPAIRS AT OUR FACILITIES. MR. RUGGILL'S COMPENSATION WAS ESTABLISHED AFTER CONSIDERATION OF SEVERAL FACTORS INCLUDING THE FOLLOWING. *COMPENSATION PROVIDED TO EMPLOYEES WITH COMPARABLE LEVELS OF RESPONSIBILITY AT ENTERPRISES SIMILAR IN SIZE AND MISSION TO AMERICAN EAGLE AS REPORTED IN GUIDESTAR COMPENSATION STUDIES AND REPORTS. *DISCUSSIONS WITH EXECUTIVES FROM FOR PROFIT ENTITIES IN THE SENIOR LIVING SECTOR WHO EMPLOY INDIVIDUALS WITH SIMILAR SKILLS AND RESPONSIBILITIES TO MR. RUGGILL. *DISCUSSIONS WITH MR. RUGGILL REGARDING EMPLOYMENT OFFERS HE HAD WITH OTHER COMPANIES. *CONSIDERATION BY THE CEO OF APPROPRIATE COMPENSATION FOR INDIVIDUALS AT MR. RUGGILL'S LEVEL DERIVED FROM THE CEO'S EXPERIENCE AS THE COO, CHIEF INVESTMENT OFFICER, AND CEO OF PUBLIC COMPANIES INVOLVED IN THE SENIOR HOUSING SPACE. DISCUSSIONS BY THE BOARD'S COMPENSATION COMMITTEE OCCURRED REGARDING THE ABOVE FACTORS AND MR. RUGGILL'S ULTIMATE COMPENSATION, THOUGH THE COMPENSATION COMMITTEE CLEARLY DELEGATED THE ULTIMATE DECISION REGARDING MR. RUGGILL'S COMPENSATION TO THE CEO.
Form 990, Part VI, Sec C, Line 19, Required documents available to the public
THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST.
FORM 990, PART VII, SECTION A, 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
Form 990, Part IX, Line 11g, Other Expenses
CONTRACTED STAFF (NURSING, PHARMACIST, PSYCHOLOGIST, MEDICAL DIRECTOR - TOTAL EXPENSE: 7877108, PROGRAM SERVICE EXPENSE: 7465632, MANAGEMENT AND GENERAL EXPENSES: 411476, FUNDRAISING EXPENSES: ;
FORM 990, PART XII, LINE 2B, AUDITED/COMPILED FINANCIAL STATEMENTS
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)
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.