2013-11-13T10:04:37-06:00 2012-12-31 ERNST & YOUNG US LLP 55 IVAN ALLEN JR BLVD SUITE 1000 ATLANTA GA 30308 990 2012-01-01 592796965 BayCare Health System Inc % TOMMY INZINA EVP/COO/CFO BAYC 7275191200 2985 Drew Street Suite Clearwater FL 33759 TOMMY INZINA 2013-11-06 4048748300 2012 2016-02-24 21:20:13Z X Tommy Inzina 2985 DREW STREET Clearwater FL 33759 803968951 false X www.baycare.org X 1987 FL BayCare Health System will improve the health of all we serve through community-owned health care services that set the standard for high-quality, compassionate care. 21 17 2683 20 3249922 2464817 304683 196899 190495547 190071023 8725670 9021966 7584992 7985963 207110892 207275851 2602788 2613255 0 0 121486245 128428124 0 0 0 75699548 67978050 199788581 199019429 7322311 8256422 1020443835 2389987222 926896752 2289622982 93547083 100364240 X BAYCARE HEALTH SYSTEM WILL IMPROVE THE HEALTH OF ALL WE SERVE THROUGH COMMUNITY-OWNED HEALTH CARE SERVICES THAT SET THE STANDARD FOR HIGH-QUALITY, COMPASSIONATE CARE. false false 167338270 2613255 198015206 BayCare Health System, Inc. is the administrator of a regional healthcare system in the Tampa Bay Area. The system is comprised of a network of 10 not-for-profit hospitals, outpatient facilities and services such as imaging, lab, behavioral health and home health care. See Schedule O for additional information. 167338270 true true false true false false false false false false true true false false true false false true false false true false false false false false false true false true true true false false false false false false false false true false false false false true true true true false false true 404 0 true 2683 true true true true CJ false false false false false false false false false X 21 17 true false false false true true true true true false false true true true true true true true true true true X TOMMY INZINA EVPCOOCFO 7278208004 2985 DREW STREET Clearwater FL 33759 STEPHEN MASON 45.0 6.0 X X 4003357 0 49907 MAHESH AMIN 1.0 3.0 X MARY ARGHITTU 1.0 4.0 X ED ARMSTRONG 1.0 3.0 X ALAN BOMSTEIN 1.0 3.0 X JOHN BORRECA 1.0 3.0 X GEORGE CANTONIS 1.0 X V RAYMOND FERRARA 1.0 X CATHERINE KARL 1.0 X ROBERT MCGIVNEY 1.0 3.0 X LARRY MORGAN 1.0 3.0 X X MICHELLE ROBINSON 1.0 X BRUCE RODWELL 1.0 3.0 X GLADYS SHARKEY 1.0 4.0 X WILLIAM TAPP 1.0 X X WILLIAM WEST 1.0 3.0 X X MICHAEL WILLIAMSON 1.0 X THOMAS WHIDDON 1.0 3.0 X MICHAEL MIKURAK 1.0 1.0 X ERIC OBECK 1.0 3.0 X ROLLY ROLLYSON 1.0 X TOMMY INZINA 45.0 1.0 X 2267204 0 81485 TIM THOMPSON 45.0 X 528494 0 93711 CHRISTOPHER JENKINS 45.0 X 268927 0 47706 WILLIAM ZIPPRER 45.0 X 178950 0 27464 DENTON CROCKETT JR 45.0 X 692177 0 78860 DIANE KAZMIERSKI 45.0 X 535778 0 91013 CRAIG BRETHAUER 45.0 X 518976 0 77471 BRUCE FLAREAU 45.0 X 711861 0 100965 VICTOR HRUSZCZYK 45.0 X 410385 0 36290 CYNTHIA DAVIS 0.0 X 397783 0 19463 10513892 0 704335 153 true true false CERNER PO BOX 412702 KANSAS CITY MO 64141 Software maintenance 14101169 SIEMENS MEDICAL SOLUTIONS USA PO BOX 120001 DEPT 0733 DALLAS TX 75312 Software maintenance 2684648 MICROSOFT CORP PO BOX 847543 DALLAS TX 75284 vergence software 1850525 PAYLOGIX LLC 1025 Old Country Rd Ste 310 WESTBURY NY 11590 Billing services 1754705 CARE RIDE LLC 4625 East Bay Dr Ste 105 CLEARWATER FL 33764 Transportation Svcs 1743301 78 77908 118991 196899 MANAGEMENT FEES 561000 180637796 180637796 BCHS INSURANCE 561000 3995543 508423 3487120 BILLING/COLLECTION FEES 561000 3365602 3365602 PREMIER PURCHASING PARTNERS 561000 2072082 2045493 26589 190071023 5419536 -452051 5871587 0 0 0 0 0 600288530 7000 596686785 6315 3601745 685 3602430 3602430 0 0 0 SUPPLY CHAIN FEES 561000 7409323 7409323 OTHER REVENUE 446199 576640 388376 188264 7985963 207275851 194355013 3249922 9474017 2613255 2613255 0 0 0 7547205 7547205 0 99487279 97215875 2271404 4794720 4590745 203975 9150533 8761255 389278 7448387 7075816 372571 0 1182900 1182900 915196 915196 505156 505156 0 833782 833782 3485264 2761364 723900 2412911 2412411 500 12172551 12172551 36106972 36101127 5845 0 7358235 4540015 2818220 1528583 1528583 0 0 3131 3131 0 828190 707294 120896 90622 90622 MISCELLANEOUS EXPENSES 554113 50382 503731 BAD DEBT EXPENSE 444 444 199019429 167338270 31681159 0 X 16245201 56289992 0 0 0 0 0 0 0 0 0 0 11164859 12776745 10414777 9613672 13999687 15439831 305313612 185947300 111136878 119366312 63336071 1014501473 54118855 1132785802 11980351 11910740 8692632 6584570 719354524 10718085 1020443835 2389987222 99680298 105226155 0 0 423914 266645 740420811 922111864 0 0 0 0 1862171 1619748 0 0 84509558 1260398570 926896752 2289622982 X 93547083 100364240 0 0 0 0 93547083 100364240 1020443835 2389987222 X 8256422 17849096 -19288361 X false true X true true true X X X X false false false MORTON PLANT HOSPITAL ASSOCIATION INC 590624462 03 true 45244758 ST ANTHONY'S HOSPITAL INC 592043026 03 true 12714646 ST JOSEPH'S HOSPITAL INC 590774199 03 true 62110280 SOUTH FLORIDA BAPTIST HOSPITAL INC 590594631 03 true 6823706 BAYCARE HOME CARE INC 593582520 03 false 6542898 TRUSTEES OF MEASE HOSPITAL INC 590855412 03 true 25386120 JOHN KNOX VILLAGE OF TAMPA BAY INC 591377711 04 false 62299 MORTON PLANT MEASE HEALTH SERVICES INC 592600684 03 false 3461020 BAYCARE BEHAVIORAL HEALTH INC 591371752 03 false 1583938 BEHAVIORAL HEALTH MANAGEMENT SERVICES INC 593279573 03 false 0 MORTON PLANT MEASE PRIMARY CARE INC 593140335 04 false 4938 ST ANTHONY'S PROFESSIONAL BUILDINGS AND SERVICES INC 592018848 09 false 817902 12 164752505 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED true true false true 500 false false true 465565 false true 39091 505156 false Part II B 1i Dues were paid to the Florida Hospital Association, Greater Brandon Chamber of Commerce, and the Florida Institute of Certified Public Accountants. These associations use a portion of their respective dues to conduct lobbying activities. 35778269 35778269 12385473 8544290 3841183 242586956 177050321 65516635 14582914 352689 14230225 119366312 HARBORVEST FUND 57817684 C MREP 4300020 C PARK STREET 1837515 C OAKTREE CAPITAL MGMT 99577297 F LSV EMERGING MARKETS 93914193 F MONDRIAN INT'L SMALL CAP 90949174 F BLACKSTONE 122806098 F CLARION LION 48834501 F SCHRODER 24202372 F FRANKLIN TEMPLETON 101992592 F NTGI S&P 500 211795207 F NTGI BOND FUND 274759149 F 1132785802 0 FMV SWAPS 59391204 SERP LIABILITY 14984808 DEFERRED COMPENSATION PLAN 9664226 DEFERRED COMPENSATION PLAN CP 60605 MULTI YEAR LEASE ARRANGEMENTS 725843 ABANDONED PROPERTY 623620 DEPOSITS 200 DUE TO AFFILIATES 1174948064 1260398570 33003306 17849096 17849096 15154210 192121641 192121641 207275851 5199941 5199941 193819488 193819488 199019429 Schedule D Supplemental Information Schedule D, Part X, Line 1: Due to Affiliates During 2012 investments held on the books of the BayCare hospitals were transferred to BayCare Health System, Inc. and are shown on BayCare Health System, Inc.'s books as Due to Affiliates. This created an increase in Investements and Due to Affiliates. Schedule D, Part XI, Line 4b Revenues netted with expenses $191,819,490 Tax revenue not on books $302,151 Schedule D, Part XII, Line 4b Revenues netted with expenses $191,819,490 Grants in net assets $2,000,000 Other ($2) Total $193,819,488 Total $193,819,488 Central America and the Caribbean Program Services Insurance 24750000 Central America and the Caribbean Investments 225447000 East Asia and the Pacific Investments 50127000 Europe (Including Iceland and Greenland) Investments 169373000 Europe (Including Iceland and Greenland) Investments 400000 Middle East and North Africa Investments 945000 North America Investments 11621000 Russia and the Newly Independent States Investments 3522000 South America Investments 10430000 South Asia Investments 780000 Sub-Saharan Africa Investments 305000 497700000 497700000 true false true true true false Schedule F, Part 1 Question 3 The $400,000 separate line item for Europe represents investment related expenses paid in that region. Schedule F, Part IV - Foreign Filings LINE 4 AND 5 BAYCARE WAS A SHAREHOLDER OF A PASSIVE FOREIGN INVESTMENT COMPANY OR A QUALIFIED ELECTING FUND. BAYCARE ALSO HAD AN OWNERSHIP INTEREST IN A FOREIGN PARTNERSHIP DURING THE TAX YEAR. PER THE INSTRUCTIONS FOR FORMS 8621 AND 8865, BAYCARE DID NOT MEET THE FILING THRESHOLD FOR EITHER FORM. true American Heart Association 11207 Blue Heron Blvd North Saint Petersburg FL 33716 135613797 501(c)(3) 35000 Heart walk and Heart Ball donation Catholic Health East 3805 W Chester Pk Ste 100 NWTN SQ PA 19073 232929748 501(c)(3) 2000000 Net Asset Transfer Bless The Children 411 Cleveland St 195 Clearwater FL 33755 541650281 501(c)(3) 463085 Estimation Medical Supplies Support Medical Mission to Haiti Copperhead Charities 36750 US 19 North Palm Harbor FL 34684 592319162 501(c)(3) 25000 Golf Sponsorship Florida Gulf Coast Center for Fishing Fndn PO Box 7909 Seminole FL 33775 452347758 501(c)(3) 10000 Sponsorship of Pinellas County Centennial Celebration Tampa Bay Partnership for Regional Economic Dvlpmt 4300 W Cypress St Ste 700 Tampa FL 33607 593414776 501(C)(3) 25000 Sponsor of Front Row Tampa Bay Global Health Ministry 3805 West Chester Pike Ste 100 Newtown Square PA 19073 233068656 501(c)(3) 30000 Annual support for Global Health Minsitry medical mission teams to Jamaica, Guatemala, Peru and Haiti 7 Form 990, Schedule I Description of Organization's Procedures for Monitoring the Use of Grants BayCare Health System contributes to organizations that are in alignment with our mission. We strive to ensure that contributions are made to organizations that improve the health and well-being of the communities we serve. Typically, members of management are involved with these organizations and monitor the benefits our local community receives from these contributions. X X X X X true true false false false false false false false DENTON CROCKETT JR 438346 0 162793 0 91038 0 55188 0 23672 0 771037 0 0 0 STEPHEN MASON 1091361 0 662350 0 2249646 0 24789 0 25118 0 4053264 0 583588 0 TOMMY INZINA 676969 0 306806 0 1283429 0 49823 0 31662 0 2348689 0 89197 0 DIANE KAZMIERSKI 344362 0 124099 0 67317 0 62127 0 28886 0 626791 0 0 0 TIM THOMPSON 372904 0 144785 0 10805 0 70982 0 22729 0 622205 0 0 0 CRAIG BRETHAUER 337840 0 114794 0 66342 0 62579 0 14892 0 596447 0 0 0 BRUCE FLAREAU 447790 0 204915 0 59156 0 69758 0 31207 0 812826 0 0 0 CYNTHIA DAVIS 19952 0 0 0 377831 0 14910 0 4553 0 417246 0 117135 0 CHRISTOPHER JENKINS 190359 0 63656 0 14912 0 39201 0 8505 0 316633 0 0 0 VICTOR HRUSZCZYK 239352 0 76629 0 94404 0 12131 0 24159 0 446675 0 18629 0 WILLIAM ZIPPRER 163084 0 15333 0 533 0 6900 0 20564 0 206414 0 0 0 Supplemental Compensation Information Part I, Line 4a Cynthia Davis - received a severance payment in the amount of $254,238 during 2012. Part I, Line 4b Craig Brethauer - Participated in a supplemental nonqualified deferred compensation plan. He had $55,139 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. His earnings on the plan in 2012 were $17,224. This amount is included in Part II (C) Retirement and other deferred compensation. The plan made cash distribution of $20,098 in 2012. Denton Crockett, Jr - Participated in a supplemental nonqualified deferred compensation plan. He had $74,663 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. His earnings on the plan in 2012 were $12,788. This amount is included in Part II (C) Retirement and other deferred compensation. The plan made cash distribution of $27,215 in 2012. Cynthia Davis - Participated in a supplemental nonqualified deferred compensation plan. She became 100% vested in 2012. She had $122,992 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. Her earnings on the plan in 2012 were $5,857. This amount is included in Part II (C) Retirement and other deferred compensation. The plan made cash distribution of $44,831 in 2012. Bruce Flareau - Participated in a supplemental nonqualified deferred compensation plan. He had $28,261 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. He had $44,968 of nonvested benefits accrue during 2012 and his earnings on the plan in 2012 were 12,012. These amounts are included in Part II (C) Retirement and other deferred compensation. The plan made cash distribution of $10,301 in 2012. Victor Hruszczyk - Participated in a supplemental nonqualified deferred compensation plan. He had $71,111 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. His earnings on the plan in 2012 were $11,871. This amount is included in Part II (C) Retirement and other deferred compensation. The plan made cash distribution of $25,920 in 2012. Tommy Inzina - Participated in a supplemental nonqualified deferred compensation plan. He had $1,268,909 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. The plan made cash distribution of $462,517 in 2012. Christopher Jenkins - Participated in a supplemental nonqualified deferred compensation plan. He had $0 in benefits vest in 2012. He had $27,248 of nonvested benefits accrue during 2012 and his earnings on the plan in 2012 were $670. These amounts are included in Part II (C) Retirement and other deferred compensation. Diane Kazmierski - Participated in a supplemental nonqualified deferred compensation plan. She had $59,388 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. Her earnings on the plan in 2012 were $18,034. This amount is included in Part II (C) Retirement and other deferred compensation. The plan made cash distribution of $21,647 in 2012. Stephen Mason - Participated in a supplemental nonqualified deferred compensation plan. He became 100% vested in his benefits in 2012. He had $2,212,111 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. The plan made cash distribution of $806,314 in 2012. Tim Thompson - Participated in a supplemental nonqualified deferred compensation plan. He had $0 in benefits vest in 2012. He had $55,624 of nonvested benefits accrue during 2012 and his earnings on the plan in 2012 were $2,098. These amounts are included in Part II (C) Retirement and other deferred compensation. A PINELLAS COUNTY HEALTH FACILITIES AUTHORITY FL 592384219 72316MEY1 2009-04-09 200000000 SERIES 2009A: REFUND BONDS false false false B PINELLAS COUNTY HEALTH FACILITIES AUTHORITY FL 592384219 72316MDV8 2003-11-18 84263694 SERIES 2003A-1: REFUND BONDS false false false C PINELLAS COUNTY HEALTH FACILITIES AUTHORITY FL 592384219 72316MEG0 2003-11-18 35950000 SERIES 2003A-2: REFUND BONDS false false false A 0 0 200000000 0 0 0 1755850 375000 0 0 197869150 0 2010 true false B 59575000 0 84264127 0 0 0 756451 1482000 0 0 82025677 0 1996 true false C 0 0 35950195 0 0 0 334150 976000 0 0 34640045 0 1996 true false A false true true true true true 0.00000 0.00000 0.00000 true false 0.00000 false true B 0 C 0 A false true true true true GOLDMAN SACHS BANK 28.6 false false false 0 false true B false false false false 0 false 0 false true C false false true false 0 false 0 false true A true B true C true PART VI SUPPLEMENTAL INFORMATION Schedule K - Part I (f) - DESCRIPTION OF PURPOSE SERIES 2012AB: PRINCIPAL PURPOSE OF REFUNDING ALL OF THE OUTSTANDING PINELLAS COUNTY HEALTH FACILITIES AUTHORITY HEALTH SYSTEM REVENUE BONDS, BAYCARE HEALTH SYSTEM ISSUE, SERIES 2000 BONDS, ISSUED FEBRUARY 1, 2001 AND REFUNDING ALL OF THE OUTSTANDING PINELLAS COUNTY HEALTH FACILITIES AUTHORITY HEALTH SYSTEM REVENUE BONDS, BAYCARE HEALTH SYSTEM ISSUE, SERIES 2006B, ISSUED APRIL 26, 2006. THERE WAS ALSO APPROX $24M NEW MONEY WHOSE PRINCIPAL PURPOSE IS FOR CAPITAL EXPENDITURES RELATING TO BUILDINGS AND STRUCTURES SERIES 2012CDE: PRINCIPAL PURPOSE IS FOR CAPITAL EXPENDITURES RELATING TO BUILDINGS AND STRUCTURES SERIES 2010: PRINCIPAL PURPOSE OF CURRENTLY REFUNDING ALL CALLABLE SERIES OF THE OUTSTANDING CITY OF TAMPA, FL HEALTH SYSTEM REVENUE BONDS, CATHOLIC HEALTH EAST ISSUE SERIES 1998A-1 ISSUED JANUARY 1, 1998 SERIES 2009A: PRINCIPAL PURPOSE OF CURRENTLY REFUNDING ALL OF THE OUTSTANDING PINELLAS COUNTY HEALTH FACILITIES AUTHORITY HEALTH SYSTEM REVENUE BONDS, BAYCARE HEALTH SYSTEM ISSUE, SERIES 2006A ISSUED APRIL 26, 2006 SERIES 2003A-1: PRINCIPAL PURPOSE OF CURRENTLY REFUNDING ALL OF THE OUTSTANDING (I) CITY OF DUNEDIN HOSPITAL REVENUE REFUNDING BONDS, SERIES 1993 (MEASE HEALTH CARE) ISSUED 04/07/1993 AND (II) PINELLAS COUNTY HEALTH FACILITIES AUTHORITY HOSPITAL REVENUE BONDS, SERIES 1993 (MORTON PLANT HEALTH SYSTEM PROJECT) ISSUED 08/24/1993 SERIES 2003A-2: PRINCIPAL PURPOSE OF CURRENTLY REFUNDING ALL OF THE OUTSTANDING (I) CITY OF DUNEDIN HOSPITAL REVENUE REFUNDING BONDS, SERIES 1993 (MEASE HEALTH CARE) ISSUED 04/07/1993 AND (II) PINELLAS COUNTY HEALTH FACILITIES AUTHORITY HOSPITAL REVENUE BONDS, SERIES 1993 (MORTON PLANT HEALTH SYSTEM PROJECT) ISSUED 08/24/1993. EACH OF THE FOLLOWING ENTITIES WITHIN THE BAYCARE HEALTH SYSTEM BENEFITED FROM ONE OR MORE OF THE LISTED BOND ISSUES: BAYCARE HEALTH SYSTEM, INC. MORTON PLANT HOSPITAL ASSOCIATION, INC. MORTON PLANT MEASE HEALTH CARE, INC. SOUTH FLORIDA BAPTIST HOSPITAL, INC. ST. ANTHONY'S HOSPITAL, INC. ST. JOSEPH'S HOSPITAL, INC. TRUSTEES OF MEASE HOSPITAL, INC. Schedule K, Part II, Line 3: TOTAL PROCEEDS REPORTED PROCEEDS OF THE ISSUES INCLUDE INVESTMENT EARNINGS AS FOLLOWS: SERIES 2012CDE: $47,228 SERIES 2010: $6 SERIES 2003A-1: $433 2003A-2: $195 Schedule K, Part II, Line 11, COLUMN (B): OTHER SPENT PROCEEDS SERIES 2009A INCLUDED A PAYMENT TO TERMINATE SWAPS ASSOCIATED WITH THE REFUNDED ISSUE 2006A Schedule K, Part II, Line 17: FINAL ALLOCATION THE ORGANIZATION DOES MAINTAIN ADEQUATE BOOKS AND RECORDS TO SUPPORT THE ALLOCATION OF PROCEEDS, HOWEVER A FINAL ALLOCATION HAS NOT BEEN MADE FOR SERIES 2012AB OR SERIES 2012CDE, AND IS NOT REQUIRED FOR REFUNDING ISSUES (SERIES 2010, 2009A, 2003A-1, AND 2003A-2). Schedule K, Part III, Line 3A and 3C: PBU PROPERTY BAYCARE, WITH ASSISTANCE OF LEGAL COUNSEL, CONTINUES TO MONITOR AND REVIEW ALL MANAGMENT CONTRACTS, OPERATING AGREEMENTS, AND RESEARCH AGREEMENTS FOR COMPLIANCE WITH THE SAFE HARBOR PROVISIONS OF REV. PROC. 97-13. Schedule K, Part III, Lines 4-6: PBU PERCENTAGES THE ORGANIZATION HAS USED A COMBINATION OF BOND FUNDS AND EQUITY TO CONSTRUCT, EXPAND, AND/OR RENOVATE HOSPITAL FACILITIES. CONSISTENT WITH THE INSTRUCTIONS, THE COSTS RELATED TO ISSUANCE AND CREDIT ENHANCEMENTS ARE NOT CONSIDERED IN THESE CALCULATIONS. Schedule K, Part IV, Line 2C: REBATE COMPUTATION SERIES 2003A-1 AND 2003A-2 REBATE WAS COMPUTED BY BOND COUNSEL IN 2008. SERIES 2009A WAS COMPUTED BY BOND COUNSEL IN 2010. SERIES 2010 WAS COMPUTED BY BOND COUNSEL IN 2012. A CITY OF TAMPA FL 591101138 87515EBB9 2012-05-03 277512591 SERIES 2012AB: REFUND BONDS/NEW PR false false false B CITY OF TAMPA FL 591101138 000000000 2012-05-24 177215000 SERIES 2012CDE: NEW PROJECTS false false false C CITY OF TAMPA FL 591101138 87515EAV6 2010-05-20 210212673 SERIES 2010: REFUND BONDS false false false A 0 0 277512591 0 0 0 1924576 0 0 23953005 251635010 0 true false false B 0 0 177262228 0 0 0 417938 0 0 135087917 0 41672902 false false false C 26285000 0 210212680 0 0 0 2195048 0 0 0 208017632 0 1998 true false A false true true true true true 0.00000 0.00000 0.00000 true false false true B false true true true true true 0.00000 0.00000 0.00000 true false false true C 0 A false false true true MORGAN STANLEY CAPIT 26.6 false false false 0 false true B false false true false 0 false 0 false true C false true true false false 0 false 0 false true A true B true C true Verizon Florida Inc See Part V 2395198 Telephone Fees false Creative Mailbox Designs See Part V 109185 Printing Services false Relationship between interested person and the organization Schedule L Part V Michelle Robinson is a director of the filing organization as well as an officer of Verizon Florida, Inc. Larry Morgan is a director of the filing organization as well as an officer of Creative Mailbox Designs. Part III & Part VI Part III, Program Services BayCare Health System, Inc. ("BayCare") is the administrator of a regional healthcare system encompassing hospitals and other health care facilities listed on Schedule R of this Form 990. As its mission, BayCare has adopted the following goals in administering the regional healthcare system: A. To reduce unnecessary duplication of services, technology, facilities and other capital expenditures by coordinating the delivery of health care services on a cost-effective basis; B. To establish a community-focused comprehensive delivery system to respond to the changing health care environment and to meet future health care needs of the population served; C. To expand access to health care to those individuals in underserved areas or who are otherwise unable to obtain adequate health care due to an inability to pay and to participate in activities designed to promote the health of such individuals; D. To reduce the cost of delivering health care services while enhancing the general quality of and access to health care furnished; E. To provide broad access to quality health care at the least possible cost; F. To construct, own, acquire, lease, manage, operate, provide and maintain hospitals, other health care facilities, nursing homes, congregate living facilities, clinics, infirmaries and other establishments and programs providing health care, surgery, treatment and services to all areas of the community, the sick, the aged, the disabled and infirm; G. To provide counseling, patient education, self care and home health care services for the sick, aged, disabled and infirm; H. To carry on any educational activities related to rendering care to the sick, injured and aged, or to the promotion of health, that in the opinion of the Board of Trustees may be justified by the facilities, personnel, funds and other requirements that are, or can be, made available; I. To promote and carry on scientific research related to the care of the sick and injured; J. To participate in joint or coordinated planning, service, development, and management operations and endeavors, experimental or otherwise, with other health care providers in order to lower costs and increase quality and accessibility of necessary health care services, and to engage in other operations, services or functions in health care and health care planning; K. To enter into arrangements with managed care organizations and other third party payors on behalf of members of the regional healthcare system to ensure the provision of high quality, cost-effective health care services to patients; L. To enable the members of the regional healthcare system to compete more effectively; M. To provide a means by which physicians may participate together with the members of the regional healthcare system in a lawful integrated delivery network providing broad geographic coverage of physicians, hospitals and other health care services that benefit the community as well as third-party payors; N. To construct, own, acquire, lease, manage, operate, provide and maintain any facilities, programs, goods and services (management or otherwise), and related activities, in furtherance of health care or health education, either directly or indirectly; O. To solicit, receive and manage state, federal, local and private grants, gifts, donations, devises and bequests, and to provide grants, loans, scholarships and donations, in furtherance of the aforementioned charitable projects and purposes, and to advance the quality and availability of health care services; AND P. To promote, support and enhance the mission, identity and purposes of each member of the regional healthcare system while accomplishing the foregoing purposes. Part VI, Line 2 - Description of Business Relationship Stephen Mason and Tommy Inzina are officers of the Organization, as well as Board members of a taxable entity, which is an affiliate of the filing Organization. Part VI, Line 6 - Description of Classes of Members or Stockholders The Corporate Members of the organization are Morton Plant Mease Health Care, Inc., Catholic Health East, and South Florida Baptist Hospital, Inc. Part VI, Line 7a - Description of Classes of Persons and the Nature of Their Rights The Board of Trustees is appointed by the Corporate Members as follows: Morton Plant Mease Health Care, Inc. appoints nine members, Catholic Health East appoints nine members, and South Florida Baptist Hospital, Inc. appoints two members. Each Corporate Member shall be entitled to one vote on any matter submitted to the Corporate Members for approval. The CEO serves ex-officio with vote. Part VI Part VI, Line 7b - Descr Classes of Persons, Decisions Requiring Appr & Type of Voting Rights There are reserved powers for the Corporate Members included in the Bylaws. See attached excerpt from Bylaws. Section 2. Corporate Member Reserved Rights. The business and affairs of the Corporation shall be managed by or under the direction of the Board of Trustees of the Corporation except as follows: A. Corporate Member Reserved Rights Relative to the Corporation. The Corporate Members shall have the right to approve the actions of the Board of Trustees of the Corporation with regard to the following: 1. Fundamental change in the philosophy, mission statement or purposes of the Corporation. 2. Changes in the Articles of Incorporation of the Corporation or in these Amended and Restated Bylaws. 3. Approval of amendments to the Joint Operating Agreement (JOA) pursuant to and in accordance with the terms and conditions of the J0A. 4. Approval of the merger, consolidation, dissolution, sale or other transfer of substantially all assets of the Corporation, or other change in corporate form, causing a fundamental reorganization. 5. Approval of additional Corporate Members of the Corporation (and any corresponding changes in the Percentage Interests of the Corporate Members pursuant to and in accordance with the JOA). 6. Approval of the establishment of a common obligated group to consolidate the Indebtedness of the Participants. B. Corporate Member Reserved Rights Relative to Respective Participants. Each Corporate Member (or, in the case of South Florida, its corporate Members) will have the right to approve the actions of the Board of Trustees of the Corporation with respect to the following matters, as applicable: 1. With respect to a Corporate Member's Hospital Participant(s): (a) Approval of the closure of a hospital facility of a Hospital Participant. (b) Change in the name of the hospital facility of the Hospital Participant. (c) Approval of substantive changes in the Articles of Incorporation and Bylaws of the Hospital Participant (provided that prior notice of any change in the Articles of Incorporation or Bylaws of a CHE Entity shall be provided to CHE and, if such change, as a result of CHE being a Catholic entity, must be approved by the Corporate members of CHE, such change, regardless of whether it is substantive as a matter of civil law, shall be subject to the approval of CHE). 2. With respect to all CHE Entities: (a) Approval by CHE of any sale, long term lease, mortgage, encumbrance, or disposition of property of any of the CHE Entities constituting an "alienation" under principles of canon law. (b) Approval by CHE of matters relating to the implementation of and compliance with the Ethical and Religious Directives for Catholic Health Care Services, as the same may be revised from time to time, subject to and in accordance with the JOA. (c) Approval of substantive changes in the Articles of Incorporation and Bylaws of the Participant (provided that prior notice of any change in the Articles of Incorporation or Bylaws of a CHE Entity shall be provided to CHE and, if such change, as a result of CHE being a Catholic entity, must be approved by the corporate members of CHE, such change, regardless of whether it is substantive as a matter of civil law, shall be subject to the approval of CHE). 3. With respect of all Participants: (a) Approval of the philosophy, mission statement and purposes of the participant; provided that such philosophy, mission statement and purposes shall at all times be consistent with the philosophy, mission statement and purposes of the Corporation and the operations of the JOA. (b) Approval of the merger, consolidation, dissolution, sale or other transfer of substantially all assets of the Participant, or other change in corporate form, causing a fundamental reorganization of the Participant. The approvals set forth in this subparagraph (b) shall not be deemed in any way to diminish the rights of the Corporation with regard to the governance and management of the Non-Hospital Participants as described in the JOA. (c) Subject to Article 111, Section 2.8.2 (a), with regard to any assets of a Participant no longer required in the operation of the JOA, approval of any sale or other disposition of any assets not in the ordinary course which have a value in excess of $5 million, and with regard to all other assets of a Participant used in the operation of the JOA, approval of any sale or other disposition of such assets not in the ordinary course (but the foregoing is not intended to limit any transfer of the location of the assets from one Participant to another in connection with a reconfiguration of services duly authorized hereunder, including under Article IV, Section 2 (iv) below, if required). Part VI, Line 11b - Describe the Process used by Management &/or Governing Body to Review 990 The Form 990 is prepared by the organization and reviewed by the CFO, as well as the organization's paid preparer. A final copy of the Form 990 was reviewed by the Finance Committee. Prior to filing with the IRS, a final copy of the Form 990 will be made available to the entire Board via a web portal. Part VI, Line 12c - Description of Process to Monitor Transactions for Conflicts of Interest BayCare Health System, Inc. has two separate conflict of interest procedures; one that relates to Board members and another that relates to non-board member employees. Both groups are required on an annual basis to complete, sign and file an annual disclosure statement detailing existing or potential conflicts of interests. For Board members, the review of conflicts or potential conflicts occurs at the Board or committee level. After disclosure of the Board Member's or Committee Member's actual or potential conflict, the following procedures for addressing the conflict of interest will be adhered to by each Board and all Committees with Board delegated powers, without exception: 1. The interested Director or Committee member shall leave the Board or Committee meeting while the conflict of interest issue is discussed. 2. The remaining Board or Committee Members shall decide if a conflict of interest exists. 3. If a conflict of interest is deemed to exist: a. The Chairperson of the Board or Committee shall, if appropriate, appoint a disinterested individual or committee to investigate the proposed transaction or arrangement. b. The Board or Committee shall determine whether the BayCare entity can obtain a more advantageous transaction or arrangement with reasonable efforts from an individual or entity that would not give rise to a conflict of interest. c. If a more advantageous transaction or arrangement is not reasonably available, the Board or Committee shall determine whether the transaction or arrangement is in the BayCare entity's best interest, and whether the transaction is fair and reasonable to BayCare. An interested Director or Committee Member shall not vote, participate in, influence or attempt to influence any determination or proceedings. The Director or Committee Member may, however, respond to questions posed by the Board or Committee regarding the contract or transaction. Any such contract or transaction must be authorized by a vote of at least two-thirds (2/3) of the Directors or Committee Members entitled to vote at a meeting at which a quorum was present. Any interested Director or Committee Member may not be counted in determining the existence of a quorum. For employees, the review of conflicts of interest or potential conflicts goes to the Conflict of Interest Determination Committee. This committee consists of BayCare Chief Compliance Officer, the Corporate Responsibility Officers, and the BayCare Vice President of Team Resources. This committee shall determine if an actual conflict exists and any action required to address the conflict of interest situation. Part VI Part VI, Lines 15a & 15b - Process used for Compensation Review and Approval The organization uses an independent compensation committee, appointed by the Board of Directors. The Compensation Committee's purpose is to provide oversight for the organization's executive compensation program, review and approve compensation and benefits for all "disqualified persons" subject to the Intermediate Sanctions regulations issued under Section 4958 of the Internal Revenue Code (including the Chief Executive Officer, Chief Operating Officer & CFO, other system and entity executives, and other disqualified persons as defined in the Intermediate Sanctions regulations (i.e., voting members of the governing body, family members, former officers)), and establish the compensation philosophy for all other executives. This committee engages nationally recognized compensation consultants to assist them in review of executive compensation. The compensation consultants provide a review of each vice president and above in the system to determine if that employee's compensation is reasonable when compared against market standards. The data reviewed comes from compensation studies that include comparable compensation for similarly qualified persons in functionally comparable positions at similarly situated organizations. The organization keeps contemporaneous minutes of the compensation committees meetings and decisions. External consultants review compensation every other year, the last review occurring in 2011, but the compensation committee regularly monitors compensation and all other procedures are followed annually. Part VI, Line 16b - Procedure to evaluate Joint Venture Arrangements The organization has a joint venture committee of subject matter experts who review potential arrangements with taxable joint ventures. Included in its review are a review for compliance with relevant tax laws and a review of whether the joint venture furthers the organization's exempt purpose. Part VI, Line 19 - How and If the Governing Documents, Conflict of Interest Policy and Financial Statements are Made Available to the Public The organization's financial statements are available through EMMA for bond investors. Governing documents and policies are not available for public inspection. Part XI, Line 9 - Other changes in net assets Net assets transfered per JOA agreement ($25,023,000) Capital distribution ($547,730) Contributed capital $6,282,369 Total ($19,288,361) Part X, Lines 11 and 12 - Investments During 2012 investments held on the books of the BayCare hospitals were transferred to BayCare Health System, Inc. and are shown on BayCare Health System, Inc.'s books as Due to Affiliates. This created an increase in Investements and Due to Affiliates. BayCare Ambulatory Services LLC 8452 118th Ave North Largo FL 33773 331205788 health srvcs FL 360369 825287 BayCare BayCare Integrated Service Center LLC 8731 Florida Mining Blvd Tampa FL 33634 453559404 procure/distr FL 3329247 10925658 BayCare BayCare Properties LLC 8452 118th Ave North Largo FL 33773 263201926 Real estate FL 0 2170907 BayCare Baycare Laboratories LLC 8452 118th Avenue North Largo FL 33773 274598855 HEALTH SRVCS FL 8750 796488 BayCare BayCare Physician Partners LLC 16255 Bay Vista Drive Clearwater FL 33760 452908908 CIN FL 0 20933 BayCare BayCare Health Solutions LLC 16255 Bay Vista Drive Clearwater FL 33760 461358555 Inactive FL 0 0 BayCare BayCare Behavioral Health Inc 7809 Massachusetts Ave New Port Richey FL 34653 591371752 health srvcs FL 501(C)(3) 7 BayCare true South Florida Baptist Hospital Inc 301 N Alexander Street Plant City FL 33563 590594631 health srvcs FL 501(C)(3) 3 na false St Anthony's Hospital Inc 1200 Seventh Ave North St Petersburg FL 33705 592043026 health srvcs FL 501(C)(3) 3 na false St Joseph's Hospital Inc 3001 W Dr Martin Luther King Jr B Tampa FL 33607 590774199 health srvcs FL 501(C)(3) 3 na false BayCare Emergency Assist Program Inc 16255 Bay Vista Drive Clearwater FL 33760 592697770 emerg assist FL 501(C)(3) 9 BayCare true Trustees of Mease Hospital Inc 601 Main Street Dunedin FL 34698 590855412 health srvcs FL 501(C)(3) 3 MPMHC false BayCare Home Care Inc 8452 118th Ave North Largo FL 33773 593582520 home hlth srv FL 501(C)(3) 9 BayCare true Behavioral Health Management Srvcs Inc 900 Carillon Pkwy Suite 406 St Petersburg FL 33716 593279573 health srvcs FL 501(C)(3) 9 BCBH true John Knox Village of Tampa Bay Inc 4100 Fletcher Ave Tampa FL 33613 581377711 retire cmmnty FL 501(C)(3) 9 SJHCC false Morton Plant Hospital Association Inc 300 Pinellas Street Clearwater FL 33756 590624462 health srvcs FL 501(C)(3) 3 MPMHC false Morton Plant Mease Health Services Inc 8452 118th Ave N Largo FL 33773 592600684 health srvcs FL 501(C)(3) 9 MPMHC false Morton Plant Mease Primary Care Inc 300 S Park Place Blvd Ste 170 Clearwater FL 33759 593140335 health srvcs FL 501(C)(3) 9 MPMHC false BayCare Purchasing Partners LLC 8731 Florida Mining Blvd Tampa FL 33634 640950837 Group purch o FL BayCare Related 217653 149221 false 8250 0.06729 Care Ride LLC 4625 East Bay Drive Suite 105 Clearwater FL 33764 593565490 transport srv FL NA BayCare Employee Health Clinics LLC 8452 118th Avenue Largo FL 33773 461533183 Health Services FL NA BayCare Surgery Centers LLC 8452 118th Avenue North Largo FL 33773 460591430 Surgery Centers FL NA Bay Vista Claims Service Inc 16255 Bay Vista Dr Clearwater FL 33760 743168200 claims admin FL BayCare C corp 0 362380 1.00000 true BCHS Insurance Inc 720 W Bay Rd Buckng Sqr Grand Cayman CJ KY1-1102 000000000 Insurance cap CJ BayCare C corp 5343099 196782144 1.00000 true false false true false true false false false true false true true false false true false false true true BayCare Home Care Inc c 6282369 FMV BCHS Insurance Inc c 77908 FMV Baycare Behavioral Health l 1584297 FMV BayCare Home Care Inc l 7283617 FMV BayCare Home Care Inc o 273912 FMV Behavioral Health Management Services Inc r 6332302 FMV BCHS Insurance Inc r 24749545 FMV Baycare Behavioral Health s 6306764 FMV BayCare Home Care Inc s 775691 FMV