2022-08-11T18:10:03-05:00 2021-09-30 861065772 Deloitte Tax LLP 695 Town Center Drive Suite 1200 Costa Mesa CA 926261924 990 2020-10-01 455195864 St Luke's Clinic Coordinated Care Ltd STLU 2087069585 190 E Bannock Boise ID 83712 Peter DiDio Vice President, Controller 2087069585 2022-08-11 1 Peter DiDio 999009999 John Sadoff Jr P00540589 7144367100 2 AAL1 IAL1 2020 2022-09-23 18:48:47Z St Luke's Health Partners Accountable Care Organization Christine L Neuhoff 190 E Bannock Boise ID 83712 296989606 0 X www.stlukesonline.org X 2012 ID Accountable Care Organization (ACO) organized to participate in the Medicare Shared Savings Program (MSSP). 12 3 0 3 0 0 0 0 331940069 296989606 0 0 0 0 331940069 296989606 324 279 0 0 0 0 0 0 0 301922585 304201621 301922909 304201900 30017160 -7212294 29919490 22684344 776852 754000 29142638 21930344 Improve the quality of healthcare delivered, and lower cost for the patients served. 0 0 302379505 279 296989606 St. Luke's Clinic Coordinated Care, Ltd. (SLCCC) is a wholly owned subsidiary of St. Luke's Health System, formed as an accountable care organization to bring doctors, hospitals, and other health care providers together to provide coordinated, high-quality care at lower costs to the population. SLCCC participates in the Next Generation ACO (NGACO) model, a Centers for Medicare and Medicaid Innovation initiative that provides tools to support better patient engagement and care management to improve health outcomes, while also furthering the goal of paying providers based on the quality rather than the quantity of care provided. There are over 600 providers and approximately 30,000 beneficiaries participating in the NGACO. 302379505 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 12 3 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 X X Peter DiDio Vice-President Controller 2087069585 190 E Bannock Boise ID 83712 Chris Roth Director 2.00 52.00 X 0 1091130 50570 Pamela Lindemoen Director, SVP COO (End 10/2020) 2.00 50.00 X X 0 916656 19741 Jeffrey S Taylor Director 2.00 50.00 X 0 785231 47998 James Souza MD Director 2.00 40.00 X 0 749482 43608 Christine Neuhoff Chair 2.00 50.00 X X 0 733152 41525 Robert Cavagnol MD Director (Start 12/2020) 2.00 40.00 X 0 516488 27134 Matthew Wolff VP Network Ops SLHP/Treasurer 40.00 0.00 X X 0 292531 45262 John Kaiser MD Director 2.00 40.00 X 0 261336 0 Aaron Brown MD Director 2.00 40.00 X 0 32244 0 Gary Fletcher Director 2.00 0.00 X 0 133271 0 Cynthia York Director 2.00 0.00 X 0 0 0 Daniel Reed Director 2.00 0.00 X 0 0 0 Robert Ohlensehlen Director 2.00 0.00 X 0 0 0 Benjamin Keith Managing Counsel/Secretary 2.00 40.00 X 0 181893 44665 David Self Former Officer 0.00 40.00 X 0 611107 26237 0 6304521 346740 0 1 1 0 Evolent Health 800 N Glebe Road Suite 500 Arlington VA 22203 Value-Based Risk 1725557 Milliman 1301 Fifth Avenue Suite 3800 Seattle WA 98101 Actuarial Services 384316 Royal Jay 6225 N Meeker Pl 250 Boise ID 83713 Risk Management 320250 Rx Savings Solutions 5440 W 110th St Overland Park KS 66211 Strategic Supply Management 245928 Franklin Plaza Associates 817 W Franklin St Boise ID 83702 Property Management 164639 6 Net Patient Revenue 900099 296989606 296989606 296989606 296989606 296989606 0 0 279 279 108113 108113 232757 230101 2656 9867 9867 103213 103213 Medical Claim Expense 299472522 299472522 SLHS Allocated Wages 2830629 1438269 1392360 Contract Services 1238800 1238328 472 Allocated SLHS Expenses 181810 181810 23910 6 23904 304201900 302379505 1822395 0 23657568 754000 6261922 21930344 29919490 22684344 776852 754000 776852 754000 X 29142638 21930344 29142638 21930344 29919490 22684344 -7212294 0 X 0 1 X 1 0 X 210231495 230518863 312879789 331940069 296989606 1382559822 210231495 230518863 312879789 331940069 296989606 1382559822 0 0 0 1382559822 210231495 230518863 312879789 331940069 296989606 1382559822 1.00000 1.00000 0.00000 0.00000 X Form 990-Schedule A,Part III St. Luke's Clinic Coordinated Care, Ltd. (SLCCC) was organized on May 1, 2012 for the purpose of operating as an Accountable Care Organization (ACO)and participating in the Medicare Shared Savings Program (MSSP). The MSSP is a program administered by the Centers for Medicare and Medicaid Services (CMS)and CMS must approve all ACO applications. Part of the application process requires that an organization seeking ACO status must first organize itself as a separate legal entity. On December 11, 2012, SLCCC received official approval from CMS and began operating as an ACO on January 1, 2013. Beginning in 2017, SLCCC moved from participating in the MSSP program to CMS's Next Generation ACO program. 0 Due from Related Organizations 21930344 21930344 X Part X, Line 2: Footnote Disclosure - Uncertain Tax Positions Under ASC 740 (Source: Consolidated Financial Statements-St. Luke's Health System) Income Taxes - The Health System is a not-for-profit corporation and is recognized as tax exempt pursuant to Section 501(c)(3) of the Internal Revenue Code of 1986, as amended. The Health System has activities that are considered unrelated business taxable income (UBTI), which are subject to excise tax. The Health System also has a taxable subsidiary, SLHP, whose operations are included in the consolidated financial statements and as such we have provided for income taxes on this activity under the Accounting Standards Codification (ASC) 740. For the Health System's taxable subsidiary and activities considered UBTI, income taxes are accounted for under the asset and liability method, which requires the recognition of Deferred Tax Assets (DTAs) and Deferred Tax Liabilities (DTLs) for the expected future tax consequences of events that have been included in the consolidated financial statements. Under this method, the Health System determines DTAs and DTLs on the basis of the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on DTAs and DTLs is recognized in results of operations in the period that includes the enactment date of the rate change. The Health System recognizes DTAs to the extent that these assets are more likely than not to be realized. In making such a determination, the Health System considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Health System determines that DTAs are realizable in the future in excess of their net recorded amount, the Health System would make an adjustment to the DTA valuation allowance, which would reduce the provision for income taxes. The Health System records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) the Health System determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more likely-than-not recognition threshold, the Health System recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. Management is not aware of any uncertain tax positions that should be recorded. 0 1 0 0 0 0 0 0 0 Chris Roth Director 0 947758 0 0 0 143372 0 21519 0 29051 0 1141700 0 0 Pamela Lindemoen Director, SVP COO (End 10/2020) 0 830828 0 50000 0 35828 0 12873 0 6868 0 936397 0 0 Jeffrey S Taylor Director 0 723661 0 0 0 61570 0 25842 0 22156 0 833229 0 0 James Souza MD Director 0 677816 0 0 0 71666 0 25842 0 17766 0 793090 0 0 Christine Neuhoff Chair 0 681172 0 0 0 51980 0 21519 0 20006 0 774677 0 0 David Self Former Officer 0 578276 0 0 0 32831 0 16463 0 9774 0 637344 0 0 Robert Cavagnol MD Director (Start 12/2020) 0 446605 0 0 0 69883 0 12873 0 14261 0 543622 0 0 Matthew Wolff VP Network Ops SLHP/Treasurer 0 253197 0 0 0 39334 0 17196 0 28066 0 337793 0 0 John Kaiser MD Director 0 261336 0 0 0 0 0 0 0 0 0 261336 0 0 Benjamin Keith Managing Counsel/Secretary 0 142479 0 0 0 39414 0 10831 0 33834 0 226558 0 0 Part I, Line 3 Compensation for the organization's CEO is determined by St. Luke's Health System, Ltd. (System), sole member of St. Luke's Clinic Coordinated Care, Ltd. The System board approves the compensation amount per the recommendation of its compensation committee, and the decision is then reviewed and ratified by the board of directors for St. Luke's Clinic Coordinated Care, Ltd. In determining compensation for the CEO, the System board utilizes the following criteria: Compensation Committee Independent compensation consultant Compensation survey or study Approval by the board or compensation committee Part I, Line 4b During CY'20, the following individuals participated in a supplemental non-qualified executive retirement plan: Jeffrey Taylor received $19,754 of benefits for service in a supplemental retirement plan. Gary Fletcher received $184,556 of benefits for prior service in a supplemental retirement plan. Part I, Line 4b: During CY'20, Jeffrey S. Taylor was a participant in the supplemental non-qualified executive retirement plan. There were no additional benefits accrued during CY'20 on behalf of the participant. Part II-Column (c) During CY'20 the following individual participated in the basic pension plan. Due to changes in actuarial assumptions this individual experienced an increase in the vested balance of the plan. Jeffrey Taylor $414,222 Form 990, Part VI, Section A, line 6 St. Luke's Health System, Ltd. is the sole member of St. Luke's Clinic Coordinated Care, Ltd. Form 990, Part VI, Section A, line 7a St. Luke's Clinic Coordinated Care, Ltd. (Corporation), after consulting with the President and CEO of St. Luke's Health System, Ltd. (Member) shall employ a competent President of the Corporation. St. Luke's Health System, Ltd., is the sole member of the Corporation. Form 990, Part VI, Section A, line 7b St. Luke's Health System, Ltd. (Member) maintains approval and implementation authority over St. Luke's Clinic Coordinated Care, Ltd. (Corporation). Approval Authority means those actions which require approval by the Corporation and the Member for the action to be valid. Actions requiring Approval Authority may be initiated by the Corporation (by action of its Board of Directors) and must be approved by both the Corporation and the Member. Actions requiring approval authority include: (a) Changes to the statements of mission, philosophy and values of the Corporation; (b) Amendment of the Articles of Incorporation of the Corporation; (c) Amendment of the Bylaws of the Corporation; (d) Appointment of members to the Corporation's Board of Directors, other than ex officio Directors; (e) Removal of an individual from the Corporation's Board of Directors if and when removal is requested by the Corporation's Board of Directors, which request may only be made if the Director is failing to meet the reasonable expectations for service on the Corporation's Board of Directors that are applicable to the Corporation (the "Approved Board Member Expectations"); (f) Approval of operating and capital budgets of the Corporation (each, an "Approved Budget"), and deviations to an Approved Budget over amounts established from time to time by the Member; (g) Approval of the strategic/tactical plans and goals and objectives (the "Approved Plans") of the Corporation; (h) Approval to voluntarily cease or substantially modifying its participation in a Medicare ACO Program as an ACO for any reason; and (i) Approval of such other matters as are expressly reserved for, or are otherwise within the power of, the Member under applicable law or the Company's Articles of Incorporation or these Bylaws. Implementation Authority means those actions which the Member may take without the approval or recommendation of the Corporation. This authority will not be utilized until there has been appropriate communication between the Member and the Corporation's Board of Directors and its Chief Executive Officer. Actions requiring implementation authority include: (a) Appointment of the auditor for the Corporation and coordination of the Corporation's annual audit; (b) Sale, lease, exchange, mortgage, pledge, creation of a security interest in or other disposition of real or personal property of the Corporation if such property has a fair market value in excess of a limit set from time to time by the Member and that is not otherwise contained in an Approved Budget; (c) Sale, merger, consolidation, change of membership, sale of all or substantially all of the assets of the Corporation; (d) The dissolution of the Corporation, (e) Incurrence of debt by the Corporation in accordance with requirements established from time to time by the Member and that is not otherwise contained in an Approved Budget; and (f) Any action necessary in order to (a) carry out the tax-exempt purpose of the Member and/or any of its tax-exempt affiliates, (b) protect or preserve the tax-exempt status of (or the bonds relating to) the Member or any of its tax-exempt affiliates, and/or (c) protect the Medicare provider status of any affiliates of Member. Form 990, Part VI, Section B, line 11b The Form 990 (Form) is reviewed by an independent public accounting firm based on audited financial statements of the St. Luke's Health System and with the assistance of the organization's finance and accounting staff. A complete copy of the Form 990 is made available to the Board of Directors prior to filing. Form 990, Part VI, Section B, line 12c The organization annually reviews the conflict of interest policy with each board member and also with new board members. Persons covered under the policy include officers, directors, senior executives, non-director members of Board committees, and others as identified by a senior executive. At all levels the board is responsible for assessing, reviewing, and resolving any conflicts of interest that have been disclosed by a covered person, or a conflict of interest disclosed by a covered person with respect to a covered person other than himself/herself. Where a conflict exists, the affected parties must recuse themselves from participating in any discussion and/or vote related to the conflict. Form 990, Part VI, Section B, line 15 Executive compensation is set by St. Luke's Boards of Directors and is reviewed annually. Compensation levels are based on an independent analysis of comparable pay packages offered at similar institutions across the country, with the goal of placing executives in the 50th percentile in aggregate of those surveyed. These surveys are usually done annually. St. Luke's Health System is committed to providing the highest quality medical care to all people regardless of their ability to pay. To keep that commitment, St. Luke's puts a great deal of time and effort into recruiting and retaining the top physicians in a variety of medical fields. Our relationships with physicians range from having privileges at the hospital to full employment. For those physicians who choose to be employed, St. Luke's must offer competitive pay and benefits. Physician compensation is based on a range of criteria and can be influenced by a number of variables including: -Community need for medical specialty -Experience -Productivity -Geography -National surveys adjusted for local conditions -Willingness to serve regardless of patients' ability to pay -Duration of relationship and contractual terms -Performance on quality metrics To ensure physician compensation and benefits remain within industry standards and legal requirements for not-for-profit institutions, St. Luke's has a Physician Arrangements policy that specifies circumstances requiring a third-party valuation and also periodically uses third-party consulting firms to review St. Luke's physician compensation arrangements. Given the growing national shortage of physicians, recruiting and retaining physicians is more critical than ever to guarantee that people seeking care at St. Luke's will continue to have access to the physicians and specialists they need regardless of their insurance status or insurance provider. Form 990, Part VI, Section C, line 19 The organization's governing documents, conflict of interest policy, and financial statements are not available to the public. Form 990 is available for public inspection on our website, which contains financial information. Form 990, Part VII, Section A Allocation of Compensation and Hours: The total hours worked and compensation reported for the following individuals represent services rendered to organizations within the St. Luke's Health System: Pam Lindemoen: St. Luke's Health System,Ltd. St. Luke's Regional Medical Center,Ltd. St. Luke's McCall,Ltd. St. Luke's Magic Valley Regional Medical Center,Ltd. St. Luke's Wood River Medical Center,Ltd. St. Luke's Clinic Coordinated Care,Ltd. St. Luke's Nampa Medical Center, Ltd. Chris Roth: St. Luke's Health System, Ltd. St. Luke's Regional Medical Center,Ltd. St. Luke's Health Foundation, Ltd. St. Luke's McCall, Ltd. St. Luke's Magic Valley Regional Medical Center, Ltd. St. Luke's Wood River Medical Center, Ltd. St. Luke's Clinic Coordinated Care, Ltd St. Luke's Nampa Medical Center, Ltd. Jeff Taylor: St. Luke's Health System, Ltd. St. Luke's Regional Medical Center, Ltd. St. Luke's McCall, Ltd. St. Luke's Magic Valley Regional Medical Center, Ltd. St. Luke's Wood River Medical Center, Ltd. St. Luke's Clinic Coordinated Care, Ltd St. Luke's Nampa Medical Center, Ltd. Christine Neuhoff: St. Luke's Health System, Ltd. St. Luke's Regional Medical Center, Ltd. St. Luke's McCall, Ltd. St. Luke's Magic Valley Regional Medical Center, Ltd. St. Luke's Wood River Medical Center, Ltd. St. Luke's Clinic Coordinated Care, Ltd. St. Luke's Nampa Medical Center, Ltd. James Souza, MD: St. Luke's Health System, Ltd. St. Luke's Clinic Coordinated Care,Ltd. John Kaiser: St. Luke's Health System, Ltd. St. Luke's Clinic Coordinated Care,Ltd. David Self: St. Luke's Health System, Ltd. St. Luke's Clinic Coordinated Care,Ltd. Gary Fletcher: St. Luke's Health System, Ltd. St. Luke's Clinic Coordinated Care,Ltd. Robert Cavagnol, MD: St. Luke's Health System, Ltd. St. Luke's Clinic Coordinated Care,Ltd. St. Luke's Nampa Medical Center, Ltd. Also, it should be noted that the hours reported for the directors (employed by St. Luke's), officers, key employees, and highest paid employees are based on a minimum 40 hour work week. However, due to the demands of their roles within the St. Luke's Health System, the hours worked by these individuals often exceed the minimum required 40 hours. Part VII Section A: St. Luke's Clinic Coordinated Care, Ltd. (SLCCC), an Accountable Care Organization (ACO), has contracted with the following participating hospitals and physician practices within the St. Lukes Health System. The following related organizations within the St. Luke's Health System have executed Participating Provider Agreements with SLCCC: St. Luke's Regional Medical Center, Ltd. St. Luke's Clinic-Treasure Valley, LLC St. Luke's Magic Valley Regional Medical Center, Ltd. St. Luke's Clinic, LLC St. Luke's Wood River Medical Center, Ltd. St. Luke's Clinic-Wood River, LLC St. Luke's McCall, Ltd. St. Luke's Clinic-McCall, LLC In addition, SLCCC has executed Participating Provider agreements with the following providers that have Exclusive Service Agreements with St. Luke's Health System: -Southern Idaho Radiology, P.A. -Valley Pathology Associates, PLLC Part VII Section A: Aaron Brown,M.D. Professional Service Agreement and Compensation Aaron Brown, M.D. is a member of the Physician Center, PC (PC), a physician practice that contracts with St. Luke's Magic Valley Regional Medical Center, Ltd. (SLMV) to provide physician services to SLMV patients. Dr. Brown works at least 40 hours per week for SLMV on behalf of PC. During CY'20, SLMV made payments to PC totaling $6,174,000. During CY'20, Dr. Brown was compensated directly by SLMV for administrative services. The amount paid for these services was $32,244 and is reported in Part VII, Section A. John Kaiser,M.D. John Kaiser, M.D. is a member of Saltzer Medical Group (SMG), a physician practice that contracts with St. Luke's Health Systems Ltd. (SLHS) to provide OBGYN coverage services to St. Luke's Nampa Medical Center, Ltd. (SLNMC) patients. During CY'20, St. Luke's made payments to Dr. Kaiser totaling $261,336, as is reported in Part VII, Section A, and to SMG totaling $453,192. St Luke's Health Foundation Ltd 190 E Bannock Boise ID 83712 810600973 Fundraising ID 501(c)(3) 7 St Luke's Health System Ltd 0 St Luke's Health System Ltd 190 E Bannock Boise ID 83712 562570681 Supporting Organization ID 501(c)(3) 12C, III-FI N/A 0 St Luke's Magic Valley Regional Medical Center Ltd 190 E Bannock Boise ID 83712 562570686 Healthcare Services ID 501(c)(3) 3 St Luke's Health System Ltd 0 St Luke's McCall Ltd 190 E Bannock Boise ID 83712 273311774 Healthcare Services ID 501(c)(3) 3 St Luke's Health System Ltd 0 St Luke's Nampa Medical Center Ltd 190 E Bannock Boise ID 83712 821162805 Healthcare Services ID 501(c)(3) 3 St Luke's Health System Ltd 0 St Luke's Regional Medical Center Ltd 190 E Bannock Boise ID 83712 820161600 Healthcare Services ID 501(c)(3) 3 St Luke's Health System Ltd 0 St Luke's Wood River Medical Center Ltd 190 E Bannock Boise ID 83712 841421665 Healthcare Services ID 501(c)(3) 3 St Luke's Health System Ltd 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0