2016-05-09T16:08:56-05:00 2015-06-30 550486667 ARNETT CARBIS TOOTHMAN LLP 5700 CORPORATE DRIVE STE 650 PITTSBURGH PA 15237 990 2014-07-01 232801799 1889 - CHS FOUNDATION INC FKA CONEMAUGH HEALTH SYSTEM INC 1889 8145320100 4 VALLEY PIKE JOHNSTOWN PA 15905 SUSAN MANN PRESIDENT 8145320100 2016-04-26 1 JEFFREY J PETRELL CPA P00138808 4126356270 2016-04-20 2014 2016-08-17 19:52:53Z SUSAN MANN 4 VALLEY PIKE JOHNSTOWN PA 15905 3712828 0 X WWW.CONEMAUGH.ORG X 1994 PA TO SUPPORT INNOVATIVE PROGRAMS AND INITIATIVES THAT IMRPOVE AND TRANSFORM THE OVERALL HEALTH OF OUR REGION. 18 13 0 13 0 0 0 0 8785989 2374764 327 -3178101 -9111 1120708 8777205 317371 162360 500000 0 0 6687087 1287142 0 0 0 4475373 6780373 11324820 8567515 -2547615 -8250144 3191856 153375496 4410696 32710700 -1218840 120664796 X TO SUPPORT INNOVATIVE PROGRAMS AND INITIATIVES THAT IMRPOVE AND TRANSFORM THE OVERALL HEALTH AND WELLNESS OF OUR REGION. 0 1 7540305 500000 3495472 TO SUPPORT THE MISSION OF THE 1889 FOUNDATION, INC. WHICH IS TO SUPPORT INNOVATIVE PROGRAMS AND INITIATIVES THAT IMPROVE AND TRANSFORM THE OVERALL HEALTH AND WELLNESS OF OUR REGION. 7540305 1 0 0 0 0 0 0 0 0 0 1 1 0 1 1 0 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 18 13 0 0 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 PA X WENDY REITNAUER 8145320100 4 VALLEY PIKE JOHNSTOWN PA 15905 X JAMES HARGREAVES CHAIRMAN 1.00 2.00 X X 0 0 0 JAMES CASCIO VICE CHAIRMAN 1.00 2.00 X X 0 0 0 EDWARD DEPASQUALE TREASURER, CHIEF FINANCIAL OFFICER 22.00 28.00 X X 490618 0 25537 AMANDA ARTIM SECRETARY 1.00 2.00 X X 0 0 0 NANCY ABRAHAMS TRUSTEE 1.00 2.00 X 0 22513 7998 MICHAEL BARLETTA TRUSTEE 1.00 2.00 X 0 0 0 KRISTIN BRANT MD TRUSTEE 1.00 2.00 X 0 0 0 KIM CRAIG TRUSTEE 1.00 2.00 X 0 0 0 BRUCE DUKE III MD TRUSTEE 1.00 2.00 X 0 0 0 NATE KAUFMAN TRUSTEE 1.00 2.00 X 0 0 0 KEVIN KROSKIE TRUSTEE 1.00 2.00 X 0 0 0 BRIAN LIEB DO TRUSTEE 1.00 2.00 X 0 215933 27988 FRANK QUITONI TRUSTEE 1.00 2.00 X 0 0 0 DONALD RATCHFORD MD TRUSTEE 1.00 2.00 X 0 183764 14364 MICHAEL SMITH TRUSTEE 1.00 2.00 X 0 0 0 ROWLAND H TIBBOTT JR TRUSTEE 1.00 2.00 X 0 0 0 RONALD VICKROY TRUSTEE 1.00 2.00 X 0 0 0 SCOTT BECKER TRUSTEE, CHIEF EXECUTIVE O 50.00 20.00 X X 1123165 0 26622 WILLIAM CARNEY MD CHIEF MEDICAL OFFICER (EFF 20.00 42.00 X 0 552271 40476 JOSEPH DADO CHIEF INFORMATION OFFICER 12.00 38.50 X 432379 0 13595 JOHN MORYKEN VP BUSINESS DEVELOP & GOVT 26.00 24.00 X 332964 0 24959 BRENT MALLEK CHIEF HUMAN RESOURCES OFFI 8.00 38.00 X 227871 0 8730 WENDY REITNAUER DIRECTOR OF FINANCE 20.00 20.00 X 0 44862 9924 SUSAN MANN PRESIDENT/CEO 16.00 24.00 X 0 95328 6175 2606997 1114671 206368 5 0 1 0 BUCHANAN INGERSOLL ROONEY PC 301 GRANT STREET PITTSBURGH PA 15219 LEGAL SERVICES 1887075 BKD LLP P O BOX 1178 LOUISVILLE KY 40201 ACCOUNTING SERVICES 333743 JUNIPER ADVISORY LLC 191 NORTH WACKER DRIVE SUITE 900 CHICAGO IL 60606 CONSULTANT 189809 JARRARD PHILLIPS CATE & HANCOCK INC 150 NORTH WACKER SUITE 2925 CHICAGO IL 60606 COMMUNICATIONS/PUBLIC AFFAIRS 119733 4 NET PATIENT SERVICE REVENUE LEGAC 900099 2374764 2374764 2374764 217356 217356 3395457 -3395457 -3395457 -3395457 CORPORATE ASSESSMENT 900099 751875 751875 OTHER INCOME 900099 360783 360783 FUNDED DEPRECIATION REVENUE 900099 8050 8050 1120708 317371 3495472 0 -3178101 X 500000 500000 456565 388080 68485 830577 705990 124587 438819 438819 657072 657072 123568 123568 5350649 4548051 802598 53440 45424 8016 6567 5582 985 18616 15824 2792 15878 13496 2382 PURCHASED SERVICES 68785 58467 10318 DUES & SUBSCRIPTIONS 27754 23591 4163 MAINTENANCE 19225 16341 2884 8567515 7540305 1027210 0 0 15269844 59544 0 166757 4141 1206000 13699777 171714 0 191762 89156 12601 102606 90081217 1575240 34217911 3191856 153375496 3472297 860469 938399 31850231 4410696 32710700 X -1218840 120664796 -1218840 120664796 3191856 153375496 X -8250144 1246548 -3000 128890232 X X 0 1 X 1 0 X X 1 1889 FOUNDATION INC 251719695 7 1 500000 0 1 500000 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 37132 37132 154630 89156 65474 102606 SECURITIES AND INVESTMENTS 90081217 C 90081217 INVESTMENT IN RRG 1073694 MMC MALPRACTICE RECOVERABLE 1874738 LIFEPOINT WARRANTS 11661958 PENSION ESCROW FUNDS 14192760 DEFERRED COMP - CSV MMC 1499653 MMC FUNDED DEPRECIATION CASH 1539424 RRG DEDUCTIBLE FUND MMC 2038453 INVESTMENT IN UPMC JV CANCER CENTER 1882826 LAURELWOOD SALE OF INTEREST REC 802806 INVESTMENT IN CANCER CENTER JV 811367 DUE FROM 3RD PARTY PAYORS -3159768 34217911 DUE TO 1889 FOUNDATION 73922 DEFERRED COMPENSATION 1499653 ASSET RETIREMENT OBLIGATION 483551 ACCRUED PENSION/RETIREMENT BENEFITS 11361308 ACCRUED MALPRACTICE INSURANCE LIABILITY 9631797 SELF REPORTING LIABILITY 8800000 31850231 1 1889 FOUNDATION INC 4 VALLEY PIKE JOHNSTOWN PA 15905 251719695 3 500000 TO SUPPORT THE FOUNDATION'S MISSION 1 PART I, LINE 2: 1889 - CHS FOUNDATION, INC.'S MANAGEMENT ANALYZES REQUESTS FOR CHARITABLE GRANTS ON AN ONGOING BASIS IN SUPPORT OF THE PURPOSES AND ACTIVITIES OF ITS RELATED ENTITY, 1889 FOUNDATION. THE 1889 - CHS FOUNDATION, INC. MAINTAINS RECORDS TO SUBSTANTIATE THE PURPOSE AND AMOUNT OF ASSISTANCE PROVIDED FOR THOSE REQUESTS. 1 X X X X 0 0 0 0 0 1 1 0 0 EDWARD DEPASQUALE TREASURER, CHIEF FINANCIAL OFFICER 251385 0 180126 0 59107 0 18139 0 7398 0 516155 0 0 0 BRIAN LIEB DO TRUSTEE 0 179230 0 785 0 35918 0 15968 0 12020 0 243921 0 0 DONALD RATCHFORD MD TRUSTEE 0 130626 0 10000 0 43138 0 11604 0 2760 0 198128 0 0 SCOTT BECKER TRUSTEE, CHIEF EXECUTIVE O 442436 0 564894 0 115835 0 11995 0 14627 0 1149787 0 0 0 WILLIAM CARNEY MD CHIEF MEDICAL OFFICER (EFF 0 260305 0 179032 0 112934 0 28840 0 11636 0 592747 0 0 JOSEPH DADO CHIEF INFORMATION OFFICER 195749 0 154059 0 82571 0 12134 0 1461 0 445974 0 0 0 JOHN MORYKEN VP BUSINESS DEVELOP & GOVT 158401 0 102169 0 72394 0 15984 0 8975 0 357923 0 0 0 BRENT MALLEK CHIEF HUMAN RESOURCES OFFI 154851 0 54454 0 18566 0 0 0 8730 0 236601 0 0 0 PART I, LINE 6 SCOTT BECKER, EDWARD DEPASQUALE, AND JOSEPH DADO RECEIVED A BONUS FROM THE 1889 - CHS FOUNDATION. EXECUTIVE BONUSES ARE CALCULATED AS A PERCENTAGE OF BASE SALARY. THE PERCENTAGE IS CONTINGENT ON VARIOUS FINANCIAL AND NON-FINANCIAL INCENTIVE CRITERIA, GOVERNED BY THE EXECUTIVE COMPENSATION COMMITTEE OF THE BOARD OF 1889 - CHS FOUNDATION. WILLIAM CARNEY, MD AND DONALD RATCHFORD, MD RECEIVED A BONUS FROM CONEMAUGH HEALTH INITIATIVES, A RELATED ORGANIZATION. PHYSICIAN BONUSES ARE CALCULATED ON A CASH BASIS; TAKING TOTAL CASH COLLECTIONS LESS ALL OFFICE OPERATING, PHYSICIAN AND OVERHEAD EXPENSES. ANY REMAINING AMOUNT IS DISTRIBUTED TO THE PHYSICIAN BASED ON A CONTRACTUAL PERCENTAGE, A PRACTICE REINVESTMENT CONTRIBUTION AND/OR A CAP. TOTAL PHYSICIAN COMPENSATION IS REVIEWED ANNUALLY FOR REASONABLENESS USING INDUSTRY STANDARDS AND APPLICABLE IRS GUIDELINES. FORM 990, PART III, LINE 3 THE 1889-CHS FOUNDATION WAS FORMERLY KNOWN AS THE CONEMAUGH HEALTH SYSTEM. THE CONEMAUGH HEALTH SYSTEM INCLUDED THREE HOSPITALS AND THE CONEMAUGH HEALTH FOUNDATION. ON AUGUST 31, 2014, THE THREE HOSPITALS WERE SOLD TO DUKE LIFEPOINT. THE CONEMAUGH HEALTH SYSTEM AND CONEMAUGH FOUNDATION TRANSFORMED FROM ORGANIZATIONS THAT SUPPORTED THE HOSPITALS TO ORGANIZATIONS THAT SUPPORT INNOVATIVE PROGRAMS AND INITIATIVES THAT IMPROVE AND TRANSFORM THE OVERALL HEALTH OF THE REGION. FORM 990, PART VI, SECTION A, LINE 4 1889 - CHS FOUNDATION, INC.'S SOLE MEMBER IS NOW 1889 FOUNDATION, INC. THE 1889 FOUNDATION HAS THE POWER TO APPROVE OR DISAPPROVE THE ELECTION OF OR REMOVAL OF MEMBERS OF THE GOVERNING BODY. FORM 990, PART VI, SECTION A, LINE 6 1889 FOUNDATION, INC. IS THE SOLE MEMBER OF 1889 - CHS FOUNDATION, INC. FORM 990, PART VI, SECTION A, LINE 7A THE SOLE MEMBER OF 1889 -CHS FOUNDATION, INC., 1889 FOUNDATION, INC., HAS THE POWER TO APPROVE OR DISAPPROVE THE ELECTION OF OR REMOVAL OF MEMBERS OF THE GOVERNING BODY. FORM 990, PART VI, SECTION A, LINE 7B ALL DECISIONS OF THE GOVERNING BODY OF 1889 - CHS FOUNDATION, INC. ARE SUBJECT TO APPROVAL BY ITS SOLE MEMBER, 1889 FOUNDATION, INC. THE FOLLOWING POWERS SHALL BE RESERVED EXCLUSIVELY TO THE SOLE MEMBER: (A) TO APPROVE OR DISAPPROVE ANY AMENDMENTS TO THE SUBSIDIARY CORPORATION'S ARTICLES OF INCORPORATION AND BYLAWS BEFORE THEY BECOME EFFECTIVE; (B) THE POWER TO DIRECT THE AMENDMENT OF THE SUBSIDIARY CORPORATION'S BYLAWS AND/OR ARTICLES OF INCORPORATION, PROVIDED SUCH ACTION IS APPROVED BY AT LEAST TWO-THIRDS (2/3) OF THE SITTING DIRECTORS OF THE CORPORATION AFTER AT LEAST FIFTEEN (15) DAYS PRIOR WRITTEN NOTICE TO THE MEMBER, SETTING FORTH THE TIME, DATE AND PLACE OF THE MEETING, THAT SUCH ACTION WILL BE CONSIDERED AT THE NEXT MEETING OF THE CORPORATION'S BOARD. (C) TO APPROVE OR DISAPPROVE THE ELECTION OR REMOVAL OF MEMBERS OF THE BOARD OF DIRECTORS OF THE CORPORATION AND THE BOARD OF DIRECTORS OF ANY SUBSIDIARY; (D) TO APPROVE OR DISAPPROVE ALL OPERATING AND CAPITAL BUDGETS; (E) TO APPROVE OR DISAPPROVE THE ADOPTION OF OR THE AMENDMENT OF ANY SUBSIDIARY CORPORATION'S MISSION STATEMENT; (F) TO APPROVE OR DISAPPROVE DEBT OF THE SUBSIDIARY CORPORATION NOT ALREADY IN AN APPROVED BUDGET; (G) TO APPROVE THE PURCHASE, SALE, LEASE, OR MORTGAGE OF REAL PROPERTY BY THE SUBSIDIARY CORPORATION; (H) TO APPROVE THE DISTRIBUTION, DISBURSEMENT, LOAN, OR DONATION OF FUNDS OR ASSETS OF THE SUBSIDIARY CORPORATION; (I) TO APPROVE OR DISAPPROVE THE SUBSIDIARY CORPORATION'S STRATEGIC PLANNING PROCESS AND PLAN, AS WELL AS AMENDMENTS THERETO, INCLUDING BUT NOT LIMITED TO THE SUBSIDIARY CORPORATION'S PROGRAMMING DECISIONS; (J) TO APPROVE OR DISAPPROVE ANY MERGER, CONSOLIDATION, DIVISION, LIQUIDATION, DISSOLUTION OR WINDING UP, OR SALE OF ALL OR SUBSTANTIALLY ALL THE ASSETS OF THE SUBSIDIARY CORPORATION; AND (K) TO APPROVE GIFTS AND GRANTS OVER $5,000 PER YEAR. FORM 990, PART VI, SECTION B, LINE 11 1889 - CHS FOUNDATION, INC. HAS A CPA FIRM PREPARE ITS FORM 990. THE RETURN IS COMPLETED IN DRAFT FORM AND REVIEWED BY MANANGEMENT OF THE ORGANIZATION. THE FORM 990 IS THEN PROVIDED TO THE BOARD OF DIRECTORS FOR REVIEW BEFORE IT IS FILED. FORM 990, PART VI, SECTION B, LINE 12C 1889 - CHS FOUNDATION, INC. ANNUALLY REQUIRES ITS BOARD MEMBERS, OFFICERS AND KEY EMPLOYEES TO FILL OUT A CONFLICT OF INTEREST FORM. DURING BOARD MEETINGS, IF AN INTERESTED PARTY HAS A CONFLICT, HE OR SHE RECUSES THEMSELVES FROM VOTING. FORM 990, PART VI, SECTION B, LINE 15 1889 - CHS FOUNDATION, INC.'S BOARD OF DIRECTORS ANNUALLY REVIEWS AND APPROVES THE COMPENSATION OF THEIR ORGANIZATION'S TOP MANAGEMENT. FORM 990, PART VI, SECTION C, LINE 18 1889 - CHS FOUNDATION, INC. MAKES ITS FORM 990 AND FORM 1023 AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART VI, SECTION C, LINE 19 AT THIS TIME, 1889 - CHS FOUNDATION, INC. DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICTS OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE GENERAL PUBLIC. PART VII THE 1889-CHS FOUNDATION WAS FORMERLY KNOWN AS THE CONEMAUGH HEALTH SYSTEM. THE CONEMAUGH HEALTH SYSTEM INCLUDED THREE HOSPITALS AND THE CONEMAUGH HEALTH FOUNDATION. ON AUGUST 31, 2014, THE THREE HOSPITALS WERE SOLD TO DUKE LIFEPOINT. THE CONEMAUGH HEALTH SYSTEM AND CONEMAUGH FOUNDATION TRANSFORMED FROM ORGANIZATIONS THAT SUPPORTED THE HOSPITALS TO ORGANIZATIONS THAT SUPPORT INNOVATIVE PROGRAMS AND INITIATIVES THAT IMPROVE AND TRANSFORM THE OVERALL HEALTH OF THE REGION. A MAJORITY OF THE OFFICERS LISTED ON PART VII ARE NO LONGER OFFICERS OF THE 1889-CHS FOUNDATION AND 1889 FOUNDATION (FORMERLY KNOWN AS CONEMAUGH HEALTH FOUNDATION). FORM 990, PART IX, LINE 11G MISC FEES: PROGRAM SERVICE EXPENSES 41,681. MANAGEMENT AND GENERAL EXPENSES 7,356. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 49,037. CONSULTING FEES: PROGRAM SERVICE EXPENSES 4,506,370. MANAGEMENT AND GENERAL EXPENSES 795,242. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 5,301,612. FORM 990, PART XI, LINE 9: TRANSFER FROM RELATED PARTY 128,890,232. FORM 990, PART XII, LINE 2C: THE ORGANIZATION HAS AN FINANCE COMMITTEE THAT IS RESPONSIBLE FOR OVERSEEING THE AUDIT OF THE FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT. THIS PROCESS HAS NOT CHANGED FROM PRIOR YEAR. CONEMAUGH VALLEY MEMORIAL HOSPITAL DBA MEMORIAL MEDICAL CTR 4 VALLEY PIKE JOHNSTOWN PA 15905 250965307 HEALTHCARE SERVICES PA 501C(3) 3 1889 - CHS FOUNDATION INC 1 MINERS HOSPITAL DBA MINERS MEDICAL CENTER 4 VALLEY PIKE JOHNSTOWN PA 15905 250977902 HEALTHCARE SERVICES PA 501C(3) 3 1889 - CHS FOUNDATION INC 1 MEYERSDALE COMMUNITY HOSPITAL DBA MEYERSDALE MEDICAL CENTER 4 VALLEY PIKE JOHNSTOWN PA 15905 251002946 HEALTHCARE SERVICES PA 501C(3) 3 1889 - CHS FOUNDATION INC 1 1889 FOUNDATION INC 4 VALLEY PIKE JOHNSTOWN PA 15905 251719695 TO SUPPORT THE HEALTHCARE NEEDS OF THE COMMUNITY PA 501C(3) 7 N/A 0 LAUREL HIGHLANDS ADVANCED IMAGING 1450 SCALP AVENUE JOHNSTOWN PA 15904 251864587 DIAGNOSTIC SERVICES PA CONEMAUGH VALLEY MEMORIAL HOSPITAL RELATED 0 0 GREATER JOHNSTOWN TECH PARK 4 VALLEY PIKE JOHNSTOWN PA 15905 260389121 OPERATES MULTI-TENANT COMMERCE OFFICE PARK PA CONEMAUGH ENTERPRISES INC UNRELATED 0 0 CONEMAUGH HEALTH INITIATIVES INC DBA CONEMAUGH PHYSICIAN GP 4 VALLEY PIKE JOHNSTOWN PA 15905 251658283 PHYSICIAN SERVICES PA 1889 - CHS FOUNDATION INC C -5986276 1.00000 1 CONEMAUGH ENTERPRISES INC 4 VALLEY PIKE JOHNSTOWN PA 15905 202998473 ECONOMIC DEVELOPMENT PA CONEMAUGH VALLEY MEMORIAL HOSPITAL C 0 1086 REAL ESTATE 4 VALLEY PIKE JOHNSTOWN PA 15905 251489704 REAL ESTATE PA CONEMAUGH HEALTH INITIATIVES C 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0