By Steve Moran

Setting The Stage

For nearly two decades, Keith Myers ran MorseLife Health System in West Palm Beach, growing it from a modest nursing home operation worth about $31 million into a $300 million senior care system, one of the largest Jewish-affiliated organizations of its kind in the country.

That track record is real and an important part of this story. This matters with respect to understanding both how much trust the board placed in him and why so many people assumed at first there had to be a defensible explanation for what came next.

In January 2025, an anonymous letter raised questions about executive pay at MorseLife. What it uncovered, once local reporters started digging, was a management agreement between MorseLife and a private company called Amplifii Management, owned by Myers and MorseLife’s CFO, Randy Wolan. Over four years, MorseLife paid Amplifii roughly $36 million. In 2023 alone, the figure topped $10 million.

The fee was calculated at 5 percent of what the agreement calls “adjusted gross revenue.” On its face, that is not an unusual number for a senior living third-party management contract, and MorseLife’s own outside counsel agreed with that read. Board and compensation committee minutes show attorneys from Holland & Knight told the committee that 5 percent of gross revenue is a typical fee, specifically when the management company is running all of an organization’s operations.

That is the load-bearing assumption behind this entire arrangement. Every justification anyone has offered, then or since, rests on Amplifii actually being that kind of company.

Now We Have the Contract

For months, the actual Amplifii Management Agreement wasn’t part of the public record, only board minutes describing it. That’s changed. Amplifii has since filed its own breach-of-contract suit against MorseLife, and the agreement itself, along with a lengthy attached schedule of duties, is now an exhibit in that case.

It is genuinely detailed. It lists general accounting, accounts payable, HR and recruitment, and an extensive fundraising function: cultivating major donors, staffing capital campaigns, identifying new donor bases, running a legacy giving program, attending community events on the organization’s behalf. It goes on for pages.

So the contract is real, and it’s not thin. What it still doesn’t tell you, and what nobody has told me despite my asking directly, is how many people actually did this work. A contract that lists duties tells you what someone promised. It doesn’t tell you who performed it, or whether it was substantially the same two executives doing the jobs they already held, just relabeled.

In a typical management company arrangement, the fee also covers a company’s overhead: an accounting and HR infrastructure separate from the client’s own staff, recruiting and training systems, compliance functions, purchasing leverage, and a bench of people beyond the names on the contract. Amplifii has a registered office in Boca Raton, which is more formal than a shell. But nobody I’ve spoken with, including Myers’s own attorney, can tell me how many employees Amplifii had. That’s not a small gap. It may be the whole question.

This Matters a Lot

That distinction should have mattered enormously to anyone reviewing the deal, because comparing it to a typical third-party management fee is comparing two very different things and slapping the same label on both. 

Like comparing a real Rolex timepiece with one you can get for $35 at a flea market. The paperwork can look similar. What’s actually inside it is the whole ballgame.

There is one more detail that should bother every donor who ever wrote MorseLife a check. For years, the fee calculation included charitable contributions, not just program revenue. Every time someone gave MorseLife a gift meant to support care for older adults, a slice of that gift became income for Amplifii.

Also based on MorseLife’s own tax filings, Myers doesn’t appear to have taken any direct salary from the organization at all. This wasn’t a percentage on top of a salary. For Myers especially, Amplifii wasn’t a bonus layered onto his pay; it was his pay, run through a company he owned.

Here Is Where I Think the Board Deserves More Fire, and Where the Story Gets a lot More Complicated

Board members approved the Amplifii arrangement in 2018. What has since come out in court filings is that the board did more diligence on it than the early reporting suggested.

In March 2024, the compensation committee brought in outside tax attorneys from Holland & Knight and pushed them on real questions: is a 5 percent fee typical, are management company arrangements common in healthcare, does the fee calculation expose board members personally? 

In December 2024, they commissioned an independent fair-market compensation and reasonableness assessment from PYA, a healthcare compensation consulting firm, which concluded the fee was fair and commercially reasonable. 

And in April 2024, months before any of this became public, the board negotiated Amplifii down from its own proposed fee structure and removed donations entirely from the calculation. 

This was not a board that never asked a question.

But here’s what still bothers me. Every one of those reviews, the lawyers, the compensation consultant, the board’s own satisfaction, rested on one unverified premise: that Amplifii was actually running MorseLife’s total operations, the way a real third-party operator would. 

The board’s own minutes describe being told exactly that. Nothing in what’s public shows anyone independently testing whether it was true, staff count, org chart, anything beyond a services list and Myers and Wolan’s own account of what they were doing.

That’s not Governance 101 anymore; that’s a subtler failure. It’s the difference between skipping your homework and doing your homework based on an answer key someone handed you. If Amplifii’s actual staffing was thin, the lawyers’ entire opinion and the consultant’s entire reasonableness finding were built on a fact pattern that wasn’t real, and it’s fair to ask why nobody on that committee, across two years and multiple meetings, asked to see it demonstrated rather than described.

I’ll also say, because it needs saying: it’s not hard to imagine a version of this where someone on that board understood exactly how thin the “total operations” claim was and signed off anyway, for reasons that had nothing to do with governance. I have no evidence of that, and I’m not accusing anyone of it. But it’s the kind of question a room full of smart, connected people should have been asking itself before the fourth reaffirmation, not after a newspaper found the number.

Part 2 gets into the earlier controversy that first put MorseLife’s name in the news, the 2020 vaccine rollout. 

Part 3 covers what’s happened since, including a conversation I had directly with Keith Myers’s attorney, and a detail buried in Amplifii’s own new lawsuit that complicates the board’s “we were satisfied” story even further.