2012-05-14T14:00:48-05:00 2011-06-30 KPMG LLP TWO CENTRAL PARK PLAZA SUITE 1501 OMAHA NE 681021626 990 2010-07-01 470757164 ALEGENT HEALTH ALEG 4023434323 12809 WEST DODGE ROAD OMAHA NE 68154 SCOTT M WOOTEN 4023434323 2012-05-14 1 LORRAINE A EGGER 4023481450 2010 2016-02-24 21:20:13Z SCOTT WOOTEN 12809 WEST DODGE ROAD OMAHA NE 68154 266531808 0 X WWW.ALEGENT.COM X 1992 NE TO PROVIDE HIGH QUALITY CARE FOR THE BODY, MIND AND SPIRIT OF EVERY PERSON. 12 10 11193 610 2091247 0 2662462 2507063 241206547 235318678 92338 119015 41122919 25003856 285084266 262948612 16241095 16156543 0 0 107465681 95804955 0 228250 228250 137484602 124049289 261191378 236239037 23892888 26709575 501799634 552745187 373360570 311117547 128439064 241627640 X FAITHFUL TO THE HEALING MINISTRY OF JESUS CHRIST, OUR MISSION IS TO PROVIDE HIGH QUALITY CARE FOR THE BODY, MIND AND SPIRIT OF EVERY PERSON. OUR COMMITMENT TO HEALING CALLS US TO:CREATE CARING AND COMPASSIONATE ENVIRONMENTS RESPECT THE DIGNITY OF EVERY PERSON CARE FOR THE RESOURCES ENTRUSTED TO US AS RESPONSIBLE STEWARDS COLLABORATE WITH OTHERS TO IMPROVE THE HEALTH OF OUR COMMUNITIES ATTEND ESPECIALLY TO THE NEEDS OF THOSE WHO ARE POOR AND DISADVANTAGED ACT WITH INTEGRITY IN ALL ENDEAVORS TO ACHIEVE THIS MISSION, WE PLEDGE TO BE CREATIVE, VISIONARY LEADERS COMMITTED TO HOLISTIC HEALTHCARE IN THE REGION. 0 0 21053934 8227930 127281525 ALEGENT HEALTH LAKESIDE HOSPITAL AND ALEGENT HEALTH MIDLANDS HOSPITAL STAFF ARE FOCUSED ON RESTORING PATIENTS' HEALTH BY USING PERSONALIZED CARE AND STATE-OF-THE-ART TECHNOLOGY. THE DIAGNOSTIC CENTER AT BOTH HOSPITALS IS EQUIPPED WITH THE LATEST DIGITAL IMAGING TECHNOLOGY. HEALTHCARE PROVIDERS HAVE MEDICAL INFORMATION AT THEIR FINGER TIPS, SO DIAGNOSIS IS QUICKER AND TREATMENT CAN BE STARTED SOONER. EACH DIAGNOSTIC CENTER OFFERS A FULL RANGE OF DIAGNOSTIC IMAGING SERVICES INCLUDING BUT NOT LIMITED TO THE FOLLOWING: MRI, CT SCANNING, PET/CT SCAN, ULTRASOUND, MAMMOGRAMS, NUCLEAR MEDICINE, CLINICAL LABORATORY, X-RAY IMAGING, PULMONARY SERVICES, OUTPATIENT LABORATORY TESTING, ANGIOGRAPHY AND RADIOGRAPHY. 10827078 3933407 60847629 ALEGENT HEALTH MIDLANDS COMMUNITY HOSPITAL AND ALEGENT HEALTH LAKESIDE HOSPITAL OFFER A WIDE RANGE OF COMPREHENSIVE CARDIOVASCULAR SERVICES IN THE REGION, USING A TEAM APPROACH TO ADDRESS THE TOTAL NEEDS OF THE CARDIOVASCULAR PATIENT. CARDIAC SERVICES INCLUDE BUT ARE NOT LIMITED TO: HI-TECH DIAGNOSIS AND INTERVENTION, CARDIAC CATHETERIZATION LAB, ECHOCARDIOGRAPHY, VASCULAR ULTRASOUND, HEART SCANS AND HEART CHECKS, ANGIOPLASTY AND DRUG-ELUTING STENTS. 6628754 2762999 42742064 THE ALEGENT HEALTH EMERGENCY DEPARTMENTS PROVIDE EXPERT TREATMENT FOR ADULTS AND CHILDREN. WHETHER IT'S A LIFE-THREATENING MEDICAL CONDITION OR HIGH FEVER, EXPERIENCED STAFF IS TRAINED AND READY TO HANDLE A WIDE RANGE OF EMERGENCY SITUATIONS. ALEGENT HEALTH IS CONSTANTLY WORKING TO FIND NEW AND BETTER WAYS TO MAKE SURE EACH PATIENT RECEIVES THE BEST, MOST EFFICIENT EMERGENCY CARE POSSIBLE. THE EMERGENCY DEPARTMENT CONSISTENTLY SCORES IN THE HIGHEST PERCENTILE FOR QUALITY OF CARE, NURSE AND DOCTOR UNDERSTANDING AND CARING, AS WELL AS THE LEAST AMOUNT OF TIME PATIENTS SPEND WAITING FOR EMERGENCY CARE. 150223242 1232207 24401932 ALEGENT HEALTH GIVES BACK TO OUR COMMUNITY THROUGH A VARIETY OF MEDICAL SERVICES AND PARTNERSHIPS. ALEGENT HEALTH QUICK CARE PROVIDES URGENT MEDICAL TREATMENTS, SCREENINGS AND ADULT IMMUNIZATIONS FOR PATIENTS 18 MONTHS AND OLDER. THROUGH OUR COLLABORATION WITH OTHER LOCAL COMMUNITY ORGANIZATIONS SUCH AS BOYS TOWN, CREIGHTON UNIVERSITY, OUR HEALTHY COMMUNITY PARTNERSHIP AND ONE WORLD COMMUNITY HEALTH CENTER, ALEGENT HEALTH IS HELPING TO IDENTIFY AND ADDRESS COMMUNITY HEALTH NEEDS. IN ADDITION, ALEGENT HEALTH ALSO PROVIDES THE FOLLOWING SERVICES: MATERNITY CARE SERVICES, MENTAL AND BEHAVIORAL HEALTH CARE, ONCOLOGY, PROCEDURE CENTER AND INPATIENT FACILITIES INCLUDING INTENSIVE CARE. 150223242 1232207 24401932 188733008 1 1 0 1 0 0 0 0 1 1 0 0 1 1 1 0 1 0 1 1 0 0 1 0 0 1 1 1 1 1 0 0 0 0 0 0 0 1 0 0 0 0 1 1 1 1 0 0 1 X 873 0 1 11193 1 1 1 0 0 0 0 0 0 0 0 0 X 12 10 1 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 1 0 X SCOTT WOOTEN SENIOR VPCFO 4023434323 12809 WEST DODGE ROAD OMAHA NE 68154 X ERIC GURLEY 4.00 X 0 0 0 JOHN HEWITT 6.00 X X 0 0 0 H KEITH SCHMODE 4.00 X 18500 0 0 LESLIE ANDERSEN 4.00 X 0 0 0 MARTIN MANCUSO MD 4.00 X 18500 0 0 MICHAEL DEFREECE 6.00 X X 0 0 0 PAUL EDGETT III 4.00 X 0 0 0 SR LILLIAN MURPHY RSM 4.00 X 0 0 0 RICHARD VIERK 4.00 X 26500 0 0 ANTHONY HATCHER DO 6.00 X X 26500 404177 31545 GUILLERMO HUERTA MD 4.00 X 0 0 0 ANTOINETTE HARDY-WALLER RN 4.00 X 17500 0 0 RICHARD HACHTEN II 12.00 X 215290 834189 278627 MARTIN HICKEY MD 12.00 X 148580 575704 205555 JOAN NEUHAUS 12.00 X 96205 372766 324164 KENNETH LAWONN 12.00 X 90984 352537 134712 SCOTT WOOTEN 12.00 X 110935 429844 136618 LARRY BROWN MD 30.00 X 190426 190425 51034 RICK MILLER MD 12.00 X 22162 85872 388614 RICHARD ROLSTON MD 12.00 X 0 0 0 SHEREE KEELY 12.00 X 36794 142561 39094 ELIZABETH LLEWELLYN 12.00 X 44618 172888 43049 PATRICIA MASEK 12.00 X 38007 147270 65673 FRANK EMSICK 12.00 X 42987 166563 47892 PAUL EBMEIER 12.00 X 69101 267751 52953 CINDY ALLOWAY 12.00 X 67157 260219 100296 KEVIN NOKELS 12.00 X 62070 240503 74473 JAYNE MCCORMICK MD 60.00 X 293885 0 5594 JANE CARMODY 12.00 X 53025 205453 376202 NANCY WALLACE 12.00 X 46423 179879 357417 KRISHAN ARIYARATHNA MD 60.00 X 344274 0 35551 MARIE KNEDLER 12.00 X 75782 293632 153276 STEPHEN BUDD MD 60.00 X 286845 0 27167 ANN SCHUMACHER 12.00 X 66656 258269 75876 DARREN SPLONSKOWSKI MD 60.00 X 292552 0 33571 AMY PROTEXTER X 51145 198172 9793 MARK KESTNER MD X 113604 440185 7402 FRED HOSLER MD X 165427 640985 7239 PATRICIA NADLE X 50790 196796 4772 MARGARET BREEN X 56226 217864 5445 THEODORE SCHWAB X 47635 184575 1258 WAYNE SENSOR X 463299 1795160 13511 ANN JONES X 0 0 0 DAVID TEW X 36928 143087 1338 MICHAEL ANDERSON X 32902 127485 0 3820214 9524811 3089711 120 1 1 0 PULMONARY MEDICINE SPECIALISTS PC 7710 MERCY RD 428 OMAHA NE 68124 PULMONARY SERVICES 2386412 CASSLING DIAGNOSTIC IMAGINGINC 13808 F STREET OMAHA NE 68137 DIAGNOSTIC IMAGING SERVICES 1735151 PRN FUNDING LLC PO BOX 643455 CINCINNATI OH 45264 CLINICAL AND TRANSLATIONAL CONSULTING 1262411 SIEMENS MEDICAL SOLUTIONS USA INC 51 VALLEY STREAM PARKWAY MALVERN PA 19355 IT SOLUTIONS & CONSULTING 1235467 HRS ERASE INC 200 NE MULBERRY STE 200 LEES SUMMIT MO 64086 ACCOUNT RECONCILIATION 1024022 71 674832 311288 221467 1299476 2507063 NET PATIENT SVC REV 561300 219438286 219182627 255659 MANAGEMENT SVCS-AFFIL. 900003 12367019 12367019 PHARMACY SALES 446110 2800046 1146627 1653419 FOOD & NUTRITION 722320 647834 647834 HEALTH EDUC PROGRAMS 611710 59037 59037 6456 6456 235318678 133496 133496 2424152 2596781 -172629 -172629 -172629 971934 986415 -14481 -14481 -14481 SYSTEM REVENUE ALLOCAT 812900 13751129 13113835 637294 OPERATING JOINT VENTUR 900003 5388629 5388629 REIMBURSED SERVICES 900099 5155547 5155547 881180 51667 829513 25176485 262948612 255273150 2091247 3077152 467386 467386 15689157 15689157 1714633 1371706 342927 74882550 59906040 14976510 6659332 5327466 1331866 3948764 3159011 789753 8599676 6879741 1719935 346222 346222 397625 397625 89467 89467 228250 228250 4507436 126453 4380983 3617194 2893755 723439 40794113 32635290 8158823 8491030 6792824 1698206 937929 750343 187586 368028 294422 73606 6107826 4886261 1221565 22520349 18016279 4504070 721562 577250 144312 TAXES & LICENSES 14449649 11559719 2889930 BAD DEBT 11479544 9933386 1546158 PURCHASED SERVICES 5993455 4794764 1198691 MISCELLANEOUS 2187781 1750225 437556 MEMBERSHIP & DUES 625861 500689 125172 414218 331374 82844 236239037 188733008 47277779 228250 5295211 18949874 10084778 6246523 22402931 18907596 6912 2756912 4999891 4712812 6580955 7699787 578853028 276130207 318789490 302722821 11181790 20505330 2567488 2588137 119890188 167655395 501799634 552745187 142411048 135214222 346516 367755 142815506 139864545 87787500 35671025 373360570 311117547 X 128439064 241627640 128439064 241627640 501799634 552745187 X 26709575 86479001 X 0 1 1 X 0 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 X 89467 106741 89467 106741 236149570 484963523 236239037 485070264 1000000 1000000 250000 250000 0 0 0 0 1000000 1000000 1000000 1000000 4000000 6000000 136554 176941 262701 106741 682937 250000 250000 250000 250000 1000000 1500000 1921624 733104 16251 397306 2273673 1552292 639081 8441 278190 1921624 2368143 -340443 -4285 471123 1552292 1.00000 0 1 1 14870095 14870095 205920501 52529016 153391485 7148432 3605300 3543132 332257602 215195701 117061901 18656398 4800190 13856208 302722821 LAND HELD FOR EXPANSION 4424266 INTERCOMPANY RECEIVABLES 160640604 CASH SURRENDER VALUE OF LIFE INSURANCE 2590525 167655395 THIRD PARTY PAYOR RESERVE 1561487 DEFERRED COMPENSATION/RETIREMENT PROGRAMS 3029706 MINIMUM PENSION LIABILITY 31079832 35671025 0 0 DESCRIPTION OF INTENDED USE OF ENDOWMENT FUNDS: PART V, LINE 4: ENDOWMENT FUNDS ARE HELD BY ALEGENT HEALTH FOUNDATION TO HELP WITH THE ORGANIZATIONAL OPERATIONS OF ALEGENT HEALTH. PART X, LINE 2 - THE ENTITIES REPORTED IN THE CONSOLIDATED AUDIT RECOGNIZE THE EFFECT OF INCOME TAX POSITIONS ONLY IF THOSE POSITIONS ARE MORE LIKELY THAN NOT OF BEING SUSTAINED. SUCH TAX POSITIONS, WHICH ARE MORE THAN 50% LIKELY OF BEING REALIZED, ARE MEASURED AT THEIR HIGHEST VALUE. CHANGES IN RECOGNITION OR MEASUREMENT ARE REFLECTED IN THE PERIOD IN WHICH THE CHANGE IN JUDGEMENT OCCURS. DURING 2011 AND 2010, MANAGEMENT DETERMINED THAT THERE ARE NO INCOME TAX POSITIONS REQUIRING RECOGNITION IN THE CONSOLIDATED FINANCIAL STATEMENTS. SUB-SAHARAN AFRICA 1 1 PROGRAM SERVICES AH HAS ONE DESIGNATED EMPLOYEE WHO IS THE LIASON FOR THE HOSPITAL LOCATED IN TANZANIA. THE EMPLOYEE ASSISTS WITH THE PROGRAMS, SERVICES AND ACTIVITIES FOR THE HOUSES FOR HEALTH AND SCHOOL OF NURSING DEPARTMENTS. 205738 1 1 0 0 1 1 205738 0 205738 0 0 0 0 0 0 X 1 PAUL J STRAWHECKER INC 4913 DODGE STREET OMAHA NE 68132 CONSULTING SERVICES 0 213399 228250 0 213399 228250 1 1 X 0 0 1 1 0 1 1 6454 5639271 5639271 0.02510 594 9916989 9007693 909296 0.00400 7048 15556260 9007693 6548567 0.02910 10668 349791 34764 315027 0.00140 334 104615 104615 0.00050 275888 114440 161448 0.00070 775 177238 76 177162 0.00080 11777 907532 149280 758252 0.00340 18825 16463792 9156973 7306819 0.03250 2805 27841 250 27591 0.00010 6 240965 240965 0.00110 5050 5050 0.00000 2811 273856 250 273606 0.00120 1 3371542 790853 30250452 47984267 -17733815 X 1 1 1 LAKESIDE AMBULATORY SURGERY CENTER LLC AMBULATORY SURGICAL CENTER 0.52000 0.48000 2 LAKESIDE ENDOSCOPY CENTER LLC AMBULATORY SURGICAL CENTER 0.51000 0.49000 3 AH-NORTHWEST IMAGING CENTER LLC DIAGNOSTIC TESTING 0.51000 0.49000 4 NEBRASKA SPINE LLC SPINE HOSPITAL 0.51000 0.49000 2 1 ALEGENT HEALTH MIDLANDS HOSPITAL

11111 S 84TH STREET PAPILLION NE 68046

X X X 2 ALEGENT HEALTH LAKESIDE HOSPITAL

16901 LAKESIDE HILLS COURT OMAHA NE 68130

X X X ALEGENT HEALTH MIDLANDS HOSPITAL 1 1 0 0 1 X X X X 1 1 X X X X X X X 1 X X 1 X X X X X X 1 X 0 0 ALEGENT HEALTH LAKESIDE HOSPITAL 2 1 0 0 1 X X X X 1 1 X X X X X X X 1 X X 1 X X X X X X 1 X 1 0 1 THE LIGHTHOUSE HEALTHCARE RESIDENCE

17600 ARBOR STREET OMAHA NE 68130

SKILLED NURSING FACILITY PART I, LINE 3C: MIDLANDS HOSPITAL IN SARPY COUNTY, NE AND LAKESIDE HOSPITAL IN DOUGLAS COUNTY, NE SERVE THE OMAHA METROPOLITAN STATISTICAL AREA (MSA)AND ARE PART OF THE ALEGENT HEALTH SYSTEM. THE AMOUNT OF FINANCIAL ASSISTANCE WRITE-OFF FOR ENTITIES OF THE ALEGENT HEALTH SYSTEM ARE BASED ON A FINANCIAL ASSISTANCE SLIDING FEE SCHEDULE UTILIZING A DERIVATIVE OF THE CURRENT US DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT (HUD) VERY LOW INCOME GUIDELINES, WHICH ARE UPDATED YEARLY.ALL EFFORTS ARE MADE TO ESTABLISH WHETHER PATIENTS ARE ELIGIBLE FOR FINANCIAL ASSISTANCE PRIOR TO SERVICE IF POSSIBLE, OTHERWISE AS SOON AS POSSIBLE FOLLOWING SERVICE. REPRESENTATIVES OF THE ALEGENT HEALTH SYSTEM HELP PATIENTS SEEK REIMBURSEMENT FROM LOCAL, STATE AND FEDERAL PROGRAMS AT NO CHARGE TO THE PATIENT. AFTER THESE EFFORTS AND RESOURCES HAVE BEEN EXHAUSTED, PATIENTS ARE ASSISTED IN THE APPLICATION PROCESS FOR FINANCIAL ASSISTANCE CONSISTENT WITH THE ALEGENT HEALTH SYSTEM'S FINANCIAL ASSISTANCE POLICY. THE APPLICATION PROCESS REQUIRES THAT THE PATIENT COMPLETE A PERSONAL FINANCIAL APPLICATION AND PROVIDE VERIFICATION DOCUMENTS. VERIFICATION INCLUDES EMPLOYMENT VERIFICATION AND OBTAINING DOCUMENTATION OF THE APPLICANT'S FINANCIAL CONDITION SUCH AS FEDERAL TAX RETURN, PAY STUB, NET WORTH AND/OR LIQUID ASSETS AND REASONABLE HOUSEHOLD OR BUSINESS EXPENSES. FINANCIAL ASSISTANCE MAY STILL BE GRANTED IN CERTAIN CIRCUMSTANCES INVOLVING A CATASTROPHIC OCCURRENCE RESULTING IN MEDICAL BILLS GROSSLY EXCEEDING THE PATIENT'S ABILITY TO PAY, AND IN THESE SITUATIONS, THE PATIENT'S RESPONSIBILITY WILL BE LIMITED TO 20% OF THE FAMILY'S GROSS ANNUAL INCOME.PART I, LINE 6A: ALEGENT HEALTH PRODUCES A PUBLIC COMMUNITY BENEFIT REPORT THAT IS MAILED TO A CORE CONSTITUENCY AND PLACED IN KEY PLACES THROUGHOUT THE ORGANIZATION. IT IS ALSO AVAILABLE ON THE COMPANY'S INTRANET SITE, AND ON ITS PUBLIC WEBSITE AT WWW.ALEGENT.COM. PART I, LINE 7: THE COSTING METHODOLOGY USED TO CALCULATE THE AMOUNTS REPORTED IN THE TABLE WERE WORKSHEETS 1 - 8 PROVIDED WITH THE SCHEDULE H INSTRUCTIONS. THE COST TO CHARGE RATIO DERIVED FROM WORKSHEET 2 WAS USED TO CALCULATE TOTAL COMMUNITY BENEFIT EXPENSE FOR CHARITY CARE AND MEDICAID. PART I, L7 COL(F): BAD DEBT OF $11,479,544 INCLUDED IN THE FUNCTIONAL EXPENSE TOTAL FROM FORM 990, PART IX, LINE 25 IS NOT INCLUDED IN THE TOTAL OPERATING EXPENSE USED TO CALCULATE THE TABLE 7 PERCENTAGES. THE DENOMINATOR USED TO CALCULATE THE COST TO CHARGE RATIO IS $224,759,493. PART II: AS A RESULT OF COMMUNITY HEALTH NEEDS ASSESSMENT CONDUCTED IN 2006 WHICH POINTED TO CHILDHOOD OBESITY AS A SERIOUS HEALTH NEEDS ISSUE ACROSS ALL OMAHA MSA COUNTIES SERVED, THE ALEGENT HEALTH SYSTEM PARTNERED WITH THE COMMUNITY TO MAKE A MULTI-YEAR COMMITMENT TO IMPACT CHILDHOOD OBESITY THROUGH COMMUNITY BASED BEST PRACTICE INTERVENTIONS. THIS INITIATIVE HAS HAD A PRIMARY FOCUS OF IMPACT IN DOUGLAS COUNTY, BUT THE FUNDING TO UNDERWRITE HAS COME FROM THE FISCAL PERFORMANCE OF ALL ALEGENT HEALTH HOSPITALS. THE COMMUNITY COALITION KNOWN AS LIVE WELL OMAHA KIDS (LWOK) IS STAFFED AND FUNDED BY ALEGENT HEALTH. AN EXECUTIVE COMMITTEE CONSISTING OF COMMUNITY LEADERS AND POLICY MAKERS HAVE DIRECTED AN ECOLOGICAL APPROACH TO IMPROVE PROGRAMS, POLICIES AND BUILD THE ENVIRONMENT TO PROMOTE PHYSICAL ACTIVITY AND HEALTHY EATING AND BUILD THE CAPACITY FOR HEALTHY CHOICES AT THE INDIVIDUAL AND ORGANIZATIONAL LEVEL. MORE THAN 200 VOLUNTEERS HAVE PARTICIPATED IN THE PLANNING AND IMPLEMENTATION OF LWOK INITIATIVES. A PORTION OF THIS INVESTMENT IN LWOK IS ALLOCATED TO MIDLANDS AND LAKESIDE HOSPITALS. THE ALEGENT HEALTH SYSTEM ALSO PROVIDES LEADERSHIP AND FUNDING TO: LIVE WELL OMAHA-A COMMUNITY COALITION ADDRESSING COMMUNITY HEALTH ISSUES THAT PRODUCES A COMMUNITY HEALTH REPORT CARD; LIVE WELL POTTAWATTAMIE COUNTY AND YMCA FOR A HEALTHY LIVING NEEDS ASSESSMENTS, THE DOMESTIC VIOLENCE COORDINATING COUNCIL AND YWCA OMAHA TO COMBAT INTIMATE PARTNER VIOLENCE, TOBACCO AND DRUG FREE COALITIONS TO ADDRESS SUBSTANCE ABUSE IN SARPY COUNTY, LOCAL CHAMBER OF COMMERCE FOR ECONOMIC DEVELOPMENT, AND LOCAL HEALTH DEPARTMENTS. PART III, LINE 4: THE AUDITED FOOTNOTES FOR ENTITIES OF THE ALEGENT HEALTH SYSTEM DO NOT CONTAIN FOOTNOTES RELATED TO BAD DEBT EXPENSE. BAD DEBT EXPENSE IS IDENTIFIED ON THE CONSOLIDATED STATEMENT OF OPERATIONS WHICH IS CONSISTENT WITH THE REPORTING PRACTICE OF OTHER HEALTH CARE ORGANIZATIONS.BAD DEBT EXPENSE (AT COST) FOR ENTITIES OF ALEGENT HEALTH ARE DETERMINED BY USING THE COST TO CHARGE RATIO FROM MEDICARE COST REPORTS PER ENTITY AND MULTIPLYING THE RATIO BY THE ACTUAL BAD DEBT CHARGES PER ENTITY.TO DETERMINE THE AMOUNT OF THE ORGANIZATION'S BAD DEBT EXPENSE (AT COST) ATTRIBUTABLE TO PATIENTS ELIGIBLE UNDER THE ORGANIZATION'S CHARITY CARE POLICY, REPRESENTATIVES OF THE ALEGENT HEALTH SYSTEM DETERMINE IF AN ACCOUNT NEEDS TO BE MOVED FROM BAD DEBT TO CHARITY WHEN A PATIENT EITHER COMES FORWARD AND COMPLETES A CHARITY APPLICATION, WHICH IS APPROVED OR IF IT IS DETERMINED THAT THE PATIENT HAS NO OTHER RESOURCES TO PAY THE ACCOUNT BALANCE. PART III, LINE 8: ALEGENT HEALTH DOES NOT CONSIDER MEDICARE SHORTFALLS TO BE COMMUNITY BENEFIT, PER THE RECOMMENDATION OF THE CATHOLIC HEALTH ASSOCIATION. THE MEDICARE CHARGES REPORTED ON LINE 5 AND 6 ARE FROM THE MEDICARE COST REPORTS WHICH USE A COST TO CHARGE RATIO. PART III, LINE 9B: ALEGENT HEALTH'S SELF PAY BILLING AND BAD DEBT POLICY HAS A CLEARLY DELINEATED PROCESS FOR COLLECTION AGENCIES TO FOLLOW, INCLUDING EXPLICIT INSTRUCTIONS THAT ENSURE THE CHARITY CARE PATIENTS WHO HAVE BEEN IDENTIFIED DO NOT GO TO COLLECTIONS. ALEGENT HEALTH MIDLANDS HOSPITAL PART V, SECTION B, LINE 11H: SIZE OF FAMILY IS ALSO USED IN THE CALCULATION. ALEGENT HEALTH LAKESIDE HOSPITAL PART V, SECTION B, LINE 11H: SIZE OF FAMILY IS ALSO USED IN THE CALCULATION. ALEGENT HEALTH MIDLANDS HOSPITAL PART V, SECTION B, LINE 13G: INFORMATION ABOUT THE FINANCIAL ASSISTANCE POLICY IS MADE AVAILABLE AT WWW.ALEGENT.COM AND THROUGH BROCHURES PROVIDED AT THE MAIN PATIENT REGISTRATION AREAS. LETTERS AND BILLING STATEMENTS SENT OUT TO PATIENTS INCLUDE A STATEMENT THAT FINANCIAL ASSISTANCE MAY BE AVAILABLE AND HOW TO OBTAIN ADDITIONAL INFORMATION. COUNSELORS OF THE ALEGENT HEALTH SYSTEM ALSO DISSEMINATE INFORMATION ON THE FINANCIAL ASSISTANCE POLICY. ALEGENT HEALTH LAKESIDE HOSPITAL PART V, SECTION B, LINE 13G: INFORMATION ABOUT THE FINANCIAL ASSISTANCE POLICY IS MADE AVAILABLE AT WWW.ALEGENT.COM AND THROUGH BROCHURES PROVIDED AT THE MAIN PATIENT REGISTRATION AREAS. LETTERS AND BILLING STATEMENTS SENT OUT TO PATIENTS INCLUDE A STATEMENT THAT FINANCIAL ASSISTANCE MAY BE AVAILABLE AND HOW TO OBTAIN ADDITIONAL INFORMATION. COUNSELORS OF THE ALEGENT HEALTH SYSTEM ALSO DISSEMINATE INFORMATION ON THE FINANCIAL ASSISTANCE POLICY. ALEGENT HEALTH LAKESIDE HOSPITAL PART V, SECTION B, LINE 20: DURING FISCAL YEAR ENDING JUNE 30, 2011, ONE PATIENT WAS CHARGED MORE THAN THE AVERAGE OF THE THREE LOWEST NEGOTIATED COMMERCIAL INSURANCE RATES AT ALEGENT HEALTH LAKESIDE HOSPITAL. THE PATIENT WAS IDENTIFIED PRIOR TO FISCAL YEAR END, AND EXCESS AMOUNT PAID OVER THE AVERAGE OF THE THREE LOWEST NEGOTIATED RATES WAS REFUNDED TO THE PATIENT. PART VI, LINE 2: THE ALEGENT HEALTH SYSTEM APPROACHES COMMUNITY NEEDS ASSESSMENT AS A CORPORATE ACTIVITY THAT DEVELOPS AND INTEGRATES COUNTY BASED HEALTH PROFILES FOR EACH OF THE COUNTIES WITHIN WHICH THE LICENSED HOSPITALS ARE LOCATED. THE PROCESS TO DEVELOP THE ASSESSMENTS IS COLLABORATIVE IN NATURE AND INVOLVES HEALTH DEPARTMENTS, EXISTING HEALTH COALITIONS, COMMUNITY MEMBERS AND HOSPITAL LEADERSHIP, AND IS SUPPORTED BY THE ALEGENT HEALTH PLANNING AND COMMUNITY BENEFIT DEPARTMENT STAFF. THE ALEGENT HEALTH PLANNING DEPARTMENT CONDUCTS MARKET ASSESSMENTS THAT IDENTIFY THE OMAHA MSA'S POPULATION AND DEMOGRAPHIC CHARACTERISTICS. ADDITIONALLY, IN COOPERATION WITH LOCAL HEALTH DEPARTMENTS AND COALITIONS, THE ALEGENT HEALTH COMMUNITY BENEFIT/HEALTHIER COMMUNITY DEPARTMENT CONDUCTS AN ANNUAL REVIEW OF THE DOCUMENTED COMMUNITY HEALTH NEEDS AND PLANS OF EACH OF THE COMMUNITIES IT SERVES. THIS ASSESSMENT PROCESS INVOLVES SUMMARIZING EXISTING DATA AND RESEARCH FROM LOCAL HEALTH DEPARTMENT REPORTS AND LOCAL COALITION REPORTS INTO A COMPREHENSIVE SUMMARY GRID INCORPORATING A MULTITUDE OF FACTORS INCLUDING- DEMOGRAPHICS, HEALTH STATUS METRICS, BEHAVIORAL RISK FACTOR SURVEILLANCE SURVEY DATA, DOCUMENTED HEALTH ISSUES, QUALITATIVE INFORMATION FROM QUALITATIVE AND COMMUNITY BASED PROCESSES AND IDENTIFICATION OF ALEGENT HEALTH'S PARTICIPATION AND SPECIFIC STRATEGIC ACTION PLANS. THE PROFILES ARE INTEGRATED INTO THE GOVERNANCE AND PLANNING FOR ALEGENT HEALTH ON TWO LEVELS- I. REPORTING TO THE COMMITTEE OF THE BOARD OF DIRECTORS CHARGED WITH HEALTH PLANNING OVERSIGHTII. INTO THE ANNUAL STRATEGIC PLANNING PROCESSES OF ALEGENT HEALTH. THIS COALITION INCLUDES THE DIRECTOR OF THE SARPY/CASS HEALTH DEPARTMENT, IN WHICH MIDLANDS HOSPITAL IS LOCATED. IN ADDITION MIDLAND'S HOSPITAL LEADERSHIP IS ACTIVELY ENGAGED WITH SARPY COUNTY SCHOOLS' LEADERSHIP IN THE ONGOING COUNTY BASED CONVERSATIONS TO IMPACT SCHOOL HEALTH EDUCATION AND PRACTICES. PARTICULAR TO DOUGLAS COUNTY, WITHIN WHICH LAKESIDE HOSPITAL RESIDES, NEEDS ASSESSMENT AND REPORTING OF THOSE NEEDS IS LED BY LIVE WELL OMAHA (LWO), A MEMBERSHIP BASED COALITION. LWO HAS BEEN IN EXISTENCE FOR 14 YEARS AND ALEGENT HEALTH WAS A FOUNDING MEMBER AND IS THE LARGEST FINANCIAL CONTRIBUTOR. THE ALEGENT HEALTH SYSTEM CONTINUES TO PROVIDE LEADERSHIP AND FUNDING FOR LWO COALITION WHICH INCLUDES HEALTHCARE PROVIDERS, PUBLIC HEALTH, SERVICE PROVIDERS, INSURERS, BUSINESSES AND ACADEMIA WHO PARTICIPATE IN A COLLABORATIVE COMMUNITY HEALTH NEEDS ASSESSMENT CONSISTING OF PRIMARY AND SECONDARY DATA AND KEY INFORMANT INTERVIEWS. THE ASSESSMENT IS SHARED WITH THE PUBLIC THROUGH A REPORT CARD, AT AN ANNUAL COMMUNITY SUMMIT AND ON A COMMUNITY WEBSITE. THE COMMUNITY HEALTH NEEDS ASSESSMENT IS USED BY THE COMMUNITY TO ASSESS HEALTH NEEDS AND IDENTIFY PARTNERSHIP OPPORTUNITIES FOR INTERVENTION. PART VI, LINE 3: THERE ARE SEVERAL FINANCIAL ASSISTANCE ACCESS POINTS THROUGHOUT A PATIENT'S CARE CYCLE. SIGNS ARE POSTED IN CLINICS AND HOSPITALS, AND THERE IS INFORMATION ON FINANCIAL ASSISTANCE POSTED AT REGISTRATION POINTS THROUGHOUT THE CLINICS AND HOSPITALS. BILLS CONTAIN FINANCIAL ASSISTANCE VERBIAGE. INFORMATION ON ALEGENT HEALTH'S FINANCIAL ASSISTANCE POLICY IS ALSO LOCATED ON WWW.ALEGENT.COM.REPRESENTATIVES OF THE ALEGENT HEALTH SYSTEM HELP PATIENTS SEEK REIMBURSEMENT FROM LOCAL, STATE AND FEDERAL PROGRAMS AT NO CHARGE TO THE PATIENT. AFTER THESE EFFORTS AND RESOURCES HAVE BEEN EXHAUSTED, PATIENTS ARE ASSISTED IN THE APPLICATION PROCESS FOR FINANCIAL ASSISTANCE CONSISTENT WITH THE ALEGENT HEALTH SYSTEM'S FINANCIAL ASSISTANCE POLICY. PART VI, LINE 4: ALEGENT HEALTH SYSTEM, WHICH INCLUDES LAKESIDE HOSPITAL AND MIDLANDS HOSPITAL, SERVES THE EIGHT-COUNTY GREATER OMAHA MSA, WITH AN ESTIMATED POPULATION OF 865,350, RANKING 60TH OUT OF 366 MSAS IN TOTAL POPULATION. THE MSA CONSISTS OF 3 IOWA AND 5 NEBRASKA COUNTIES ON BOTH SIDES OF THE MISSOURI RIVER. MORE THAN 1.2 MILLION PEOPLE LIVE WITHIN A 60-MILE RADIUS OF OMAHA. CHARACTERIZED BY STEADY GROWTH, THE MSA GREW BY 12.8 PERCENT BETWEEN 2000 AND 2010; THE 2015 PROJECTED POPULATION IS MORE THAN 900,000, A 5.5 PERCENT INCREASE. MORE THAN 36 PERCENT OF THE POPULATION IS 24 YEARS OF AGE OR YOUNGER WITH A MEDIAN AGE OF 34.9 YEARS COMPARED TO A U.S. MEDIAN AGE OF 37.1. 50.5% OF THE POPULATION IS FEMALE. RACIAL MINORITIES COMPRISE ABOUT 18 PERCENT OF GREATER OMAHA'S POPULATION, INCLUDING AN AFRICAN-AMERICAN POPULACE OF 7.9 PERCENT AND APPROXIMATELY 9.0 PERCENT HISPANIC. IN 2010 GREATER OMAHA HAD OVER 360,000 HOUSING UNITS. THE MEDIAN HOUSEHOLD INCOME IS $56,271 WHICH SURPASSES THE NATIONAL AVERAGE OF $51,517, WITH A PER CAPITA INCOME OF $27,876. GREATER OMAHA IS A WELL-EDUCATED COMMUNITY. MORE THAN 91 PERCENT OF ADULTS, AGE 25 AND OLDER, ARE HIGH SCHOOL GRADUATES AND 32.7 PERCENT HAVE A BACHELOR'S DEGREE OR HIGHER. PART VI, LINE 6: THE PRIMARY CARE PHYSICIAN CLINICS THAT ARE PART OF THE PARENT ALEGENT HEALTH SYSTEM PARTICIPATE IN MEDICAL STUDENT PRECEPTORSHIPS THAT ADVANCE THE HEALTHCARE PROVIDER EDUCATION PROCESS. THE AFFILIATED NOT-FOR-PROFIT CORPORATION HAS THE SAME FINANCIAL ASSISTANCE POLICY THAT MAKES ACCESS FOR THE POOR AS BARRIER FREE AS POSSIBLE. ALEGENT HEALTH HAS OPEN MEDICAL STAFFS AND ARE ONE OF 3 HEALTH SYSTEMS THAT FUND THE OPERATIONS OF A COALITION THAT EXISTS TO PROVIDE ACCESS FOR THE PATIENTS OF 3 AREA FQCHCS TO SPECIALTY PHYSICIAN SERVICES AND HOSPITAL BASED DIAGNOSTICS AND TREATMENT. ALEGENT HEALTH IS THE SOLE COMPREHENSIVE ACUTE MENTAL HEALTH PROVIDER IN THE OMAHA MSA AREA AND IS A JOINT VENTURE PARTNER IN A NOT-FOR-PROFIT HOSPICE INPATIENT HOSPITAL AND PROVIDES THE MANAGEMENT SUPPORT CONTRACT. ALEGENT HEALTH BUDGETS FOR AN EMERGENCY FUND AS A SUBSET OF OTHER COMMUNITY DONATIONS TO RESPOND TO CRISIS OR UNPLANNED FUNDING NEEDS OF A VITAL COMMUNITY SERVICE, WHICH WAS FIRST USED IN FY2010 WITH THE ECONOMIC DOWNTURN. ALEGENT HEALTH HAS A CURRENT COMMITMENT TO SET ASIDE UP TO 6% OF ITS EBIDA, IN A GIVEN FISCAL YEAR FOR COLLABORATIVE INITIATIVES TO IMPROVE THE HEALTH OF THE COMMUNITIES SERVED, WHICH IS THE CATALYST FUND. A PORTION OF THIS EXPENSE IS ALLOCATED TO ALEGENT HEALTH - MIDLANDS HOSPITAL AND ALEGENT HEALTH - LAKESIDE HOSPITAL. EMERGENCY DEPARTMENT - ALEGENT HEALTH HOSPITALS HAVE FULL-TIME EMERGENCY DEPARTMENTS THAT ARE OPEN TO THE PUBLIC AND PROVIDE MEDICAL SCREENING EXAMINATIONS AND STABILIZING TREATMENT WITHIN THE CAPABILITIES AND CAPACITY OF THE HOSPITALS REGARDLESS OF BUT NOT LIMITED TO THE PATIENT'S RACE, COLOR, SEX, AGE, AND/OR ABILITY TO PAY. THE HOSPITALS ARE IN COMPLIANCE WITH THE FEDERAL EMTALA REGULATIONS.MEDICAL STAFF - THE HOSPITALS MAINTAIN AN OPEN MEDICAL STAFF. ALL QUALIFIED MDS, DOS, OTHER HEALTHCARE PRACTITIONERS, AND MID-LEVEL PRACTITIONERS ARE ELIGIBLE TO APPLY FOR PRIVILEGES AT THE HOSPITALS. ALEGENT HEALTH'S POLICY ON PHYSICIAN CREDENTIALING IS THAT NO INDIVIDUAL IS TO BE DENIED MEDICAL STAFF APPOINTMENT BASED ON SEX, RACE, CREED, COLOR OR NATIONAL ORIGIN. THE STANDARDS A PHYSICIAN MUST MEET FOR APPOINTMENT RELATE TO (1) EDUCATIONAL QUALIFICATIONS AND LICENSING; (2) PROFESSIONAL COMPETENCE, (3) CHARACTER, (4) ETHICAL STANDING, AND (5) ABILITY TO RELATE TO AND WORK WITH OTHERS. APPLICATIONS ARE REVIEWED AT SEVERAL LEVELS WITHIN THE ORGANIZATION.BOARD OF DIRECTORS - ALEGENT HEALTH IS GOVERNED BY A BOARD OF DIRECTORS PRIMARILY COMPRISED OF VOLUNTEER MEMBERS OF OUR LOCAL COMMUNITY WHO ARE LEADERS IN THE FIELDS OF BUSINESS, HEALTHCARE, ACCOUNTING AND MEDICINE AND UNDERSTAND THEIR ROLE IN PROVIDING STRONG CORPORATE GOVERNANCE. PART VI, LINE 7: THE SENIOR LEADERSHIP OF THE INDIVIDUAL HOSPITALS IS ENGAGED IN THE COMMUNITY NEEDS ASSESSMENT PROCESS THAT IS CONDUCTED FROM THE CORPORATE OFFICES OF THE ALEGENT HEALTH SYSTEM (SEE PART VI-2/COMMUNITY NEEDS ASSESSMENT). THE HOSPITALS ARE INVOLVED IN SHARED BUDGET DECISION MAKING TO MEET THE PRIORITIZED COMMUNITY HEALTH NEEDS IN COLLABORATION WITH COMMUNITY PARTNERS. THE CORPORATE FUNCTION IS FUNDED FROM THE OPERATIONS OF THE INDIVIDUAL HOSPITALS TO LEVERAGE EXPERTISE AND TIME THAT IS FOCUSED ON PROMOTING HEALTH VERSUS ADDRESSING ACUTE CARE NEEDS. THE INDIVIDUAL HOSPITALS BECOME MORE INVOLVED IN SPECIFIC STRATEGIC RESPONSES THROUGH THE SERVICES THEY PROVIDE AND THEIR PARTICIPATION IN THE COALITIONS ACROSS THE ALEGENT HEALTH SERVICE AREA. PART VI, LINE 7: THE ALEGENT HEALTH SYSTEM FILES REPORTS WITH THE NEBRASKA HOSPITAL ASSOCIATION (NEBRASKA) AND IOWA HOSPITAL ASSOCIATION (IOWA). 1 AMERICAN CANCER SOCIETY 9850 NICHOLAS STREET OMAHA NE 68114 237040934 501(C)(3) 13000 GENERAL SUPPORT AMERICAN DIABETES ASSOCIATION 12838 AUGUSTA AVENUE OMAHA NE 68144 131623888 501(C)(3) 11000 GENERAL SUPPORT AMERICAN HEART ASSOCIATION 10100 J STREET OMAHA NE 68127 135613797 501(C)(3) 15000 GENERAL SUPPORT AMERICAN LUNG ASSOCIATION 14 WALL STREET NO 8C NEW YORK NY 10005 131632524 501(C)(3) 5925 GENERAL SUPPORT AMERICAN RED CROSS 2025 E STREET NW WASHINGTON DC 20006 530196605 501(C)(3) 11750 GENERAL SUPPORT CATHOLIC CHARITIES OF ARCHDIOCESE OF OMAHA 3300 N 60TH STREET OMAHA NE 68104 470376612 501(C)(3) 19500 GENERAL SUPPORT CITY OF CORNING 601 6TH STREET CORNING IA 50841 426004418 501(C)(3) 9000 GENERAL SUPPORT FRIENDS OF NAIVASHA HOSPITAL 25002 MASON STREET WATERLOO NE 68069 030564411 501(C)(3) 15000 GENERAL SUPPORT GREATER OMAHA CHAMBER FOUNDATION 1301 HARNEY STREET OMAHA NE 68102 470258610 501(C)(3) 50000 GENERAL SUPPORT LUTHERAN FAMILY SERVICES OF NE INC 124 S 24TH ST STE 230 OMAHA NE 68102 237267972 501(C)(3) 68000 GENERAL SUPPORT OMAHA SYMPHONY ASSOCIATION 1605 HOWARD OMAHA NE 68102 476039304 501(C)(3) 5900 GENERAL SUPPORT ONEWORLD COMMUNITY HEALTH CENTERS INC 4920 SOUTH 30TH STREET STE 103 OMAHA NE 68107 470548990 501(C)(3) 92631 GENERAL SUPPORT ST PETER CLAVER CRISTO RAY HIGH SCHOOL 5301 SOUTH 36TH STREET OMAHA NE 68107 300348098 501(C)(3) 10000 GENERAL SUPPORT VOICES FOR CHILDREN IN NEBRASKA 7521 MAIN STREET NO 103 OMAHA NE 68127 363528940 501(C)(3) 10000 GENERAL SUPPORT WELLNESS COUNCIL OF MIDLANDS 12565 WEST CENTER ROAD OMAHA NE 68144 470642708 501(C)(3) 11100 GENERAL SUPPORT NEBRASKA SYNOD ELCA 4980 S 118TH STREET STE D OMAHA NE 68137 363514308 501(C)(3) 20000 GENERAL SUPPORT PAPILLION RECREATION DEPARTMENT 1100 W LINCOLN ROAD PAPILLION NE 68046 476006318 501(C)(3) 10000 GENERAL SUPPORT 17 CHARITY CARE 6454 15689157 BOOK REDUCE OR WRITE OFF OF PATIENT SERVICES. PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: MOST DISBURSEMENTS IN FURTHERANCE OF THE ORGANIZATION'S EXEMPT PROGRAMS ARE MADE DIRECTLY IN THE ACTIVE CONDUCT OF THE ACTIVITIES CONSTITUTING THE EXEMPT PURPOSE OR FUNCTION OF THE ORGANIZATION. OTHERWISE, DISTRIBUTIONS IN FURTHERANCE OF THE INSTITUTION'S EXEMPT PROGRAMS ARE MADE IN ACCORDANCE WITH PROCEDURES OR SUBJECT TO CONDITIONS ESTABLISHED BY THE INSTITUTION'S GOVERNING BOARD OR MANAGEMENT DESIGNED TO ENSURE THAT RECIPIENTS OF SUCH DISBURSEMENTS FROM THE ORGANIZATION ARE ADEQUATELY INVESTIGATED AND GRANTED TO QUALIFIED RECIPIENTS. ALEGENT HEALTH ONLY DISTRIBUTES FUNDS TO OTHER 501(C)(3) ORGANIZATIONS WITH THE SAME MISSION AND PURPOSE AS THE ALEGENT HEALTH SYSTEM. THESE DISTRIBUTIONS ARE MONITORED TO ENSURE THEY ARE BEING USED AS SPECIFIED BY THE ORGANIZATION. OTHER INFORMATION: PART IV: SCHEDULE I, PART III: ALEGENT HEALTH RECOGNIZES THE RIGHT TO QUALITY HEALTHCARE REGARDLESS OF AGE, SEX, RACE, RELIGION, NATIONAL ORIGIN, OR ABILITY TO PAY. BUSINESS OFFICE STAFF HELPS PATIENTS SEEK LOCAL, STATE, AND FEDERAL REIMBURSEMENT AT NO CHARGE WHEN NO OTHER SOURCE OF PAYMENT IS AVAILABLE. FINANCIAL ASSISTANCE IS PROVIDED TO PATIENTS WITH DEMONSTRATED INABILITY TO PAY FOR MEDICALLY NECESSARY SERVICES. THESE FUNDS ARE DIRECTLY USED TO OFFSET THE PATIENTS ACCOUNTS RECEIVABLE. X 1 1 X X X X X 1 1 0 1 0 1 1 0 0 ANTHONY HATCHER DO 26500 377050 0 0 0 27127 0 14700 0 18657 26500 437534 0 0 RICHARD HACHTEN II 136384 528449 52622 203895 26284 101845 54347 210582 3084 11950 272721 1056721 0 0 MARTIN HICKEY MD 72363 280383 28653 111023 47564 184298 37864 146715 4625 17921 191069 740340 25121 97339 JOAN NEUHAUS 65683 254501 19956 77324 10566 40941 66499 257665 1000 3875 163704 634306 0 0 KENNETH LAWONN 58313 225942 21730 84199 10941 42396 24724 95797 3238 12546 118946 460880 0 0 SCOTT WOOTEN 69629 269791 26072 101023 15234 59030 24606 95340 3792 14691 139333 539875 0 0 LARRY BROWN MD 171323 171323 4379 4379 14724 14723 13866 13866 12625 12624 216917 216915 0 0 RICK MILLER MD 21340 82689 0 0 822 3183 78601 304559 1268 4914 102031 395345 0 0 SHEREE KEELY 25119 97328 6071 23521 5604 21712 5994 23227 2310 8949 45098 174737 0 0 ELIZABETH LLEWELLYN 29707 115108 7577 29359 7334 28421 7432 28798 1587 6149 53637 207835 0 0 PATRICIA MASEK 27331 105902 6399 24793 4277 16575 10662 41314 2955 11450 51624 200034 0 0 FRANK EMSICK 30973 120012 7532 29185 4482 17366 5884 22798 4160 16119 53031 205480 0 0 PAUL EBMEIER 51555 199767 11456 44387 6090 23597 6791 26311 4454 17256 80346 311318 0 0 CINDY ALLOWAY 47265 183140 10035 38885 9857 38194 17354 67244 4217 16340 88728 343803 0 0 KEVIN NOKELS 39752 154029 10429 40408 11889 46066 10497 40674 5042 19538 77609 300715 0 0 JAYNE MCCORMICK MD 267118 0 0 0 26767 0 5594 0 1349 0 300828 0 0 0 JANE CARMODY 12708 49238 39575 153339 742 2876 76815 297637 403 1563 130243 504653 0 0 NANCY WALLACE 35030 135731 5760 22319 5633 21829 71055 275322 2699 10459 120177 465660 0 0 KRISHAN ARIYARATHNA MD 317479 0 0 0 26795 0 12250 0 24280 0 380804 0 0 0 MARIE KNEDLER 57253 221842 12394 48024 6135 23766 27658 107170 4102 15895 107542 416697 0 0 STEPHEN BUDD MD 271379 0 0 0 15466 0 7350 0 21818 0 316013 0 0 0 ANN SCHUMACHER 49860 193192 9339 36183 7457 28894 11129 43123 4979 19293 82764 320685 0 0 DARREN SPLONSKOWSKI MD 277801 0 0 0 14751 0 12848 0 21702 0 327102 0 0 0 AMY PROTEXTER 0 0 0 0 51145 198172 408 1579 1601 6205 53154 205956 51145 198172 MARK KESTNER MD 1041 4035 0 0 112563 436150 165 640 1366 5293 115135 446118 111109 430515 FRED HOSLER MD 521 2018 0 0 164906 638967 0 0 1502 5821 166929 646806 162947 631373 PATRICIA NADLE 12299 47655 10250 39714 28241 109427 0 0 1121 4344 51911 201140 26156 101348 MARGARET BREEN 0 0 0 0 56226 217864 140 539 978 3788 57344 222191 56227 217864 THEODORE SCHWAB 0 0 0 0 47635 184575 258 1000 0 0 47893 185575 47636 184575 WAYNE SENSOR 347 1345 0 0 462952 1793815 0 0 2909 11274 466208 1806434 462358 1791511 DAVID TEW 0 0 0 0 36928 143087 274 1064 0 0 37202 144151 36928 143087 MICHAEL ANDERSON 0 0 0 0 32902 127485 0 0 0 0 32902 127485 32902 127485 PART I, LINE 1A AS PART OF THE EXECUTIVE COMPENSATION ARRANGEMENT, EXECUTIVES ARE PROVIDED WITH A SET SUM, APPROXIMATELY 30 - 40% OF THEIR BASE SALARY, WHICH CAN BE USED TO ELECT VARIOUS BENEFITS. SOME OF THE BENEFITS AVAILABLE FOR ELECTION INCLUDE HEALTH CLUB DUES, AUTOMOBILE ALLOWANCE, FINANCIAL PLANNING FEES AND LEGAL FEES. PAYMENT FOR THESE BENEFITS ARE EITHER MADE DIRECTLY BY ALEGENT HEALTH OR REIMBURSED TO THE EXECUTIVE AFTER THE APPROPRIATE SUBSTANTIATION FOR THE EXPENSE IS PROVIDED. THE AMOUNT PAID FOR THESE BENEFITS ARE INCLUDED IN THE EXECUTIVE'S WAGES AS TAXABLE INCOME. PART I, LINES 4A-B THE FOLLOWING REPORTABLE INDIVIDUALS RECEIVED SEVERANCE PAYMENTS AS EXECUTIVES OF ALEGENT HEALTH DURING THE 2010 CALENDAR YEAR AND THESE SEVERANCE PAYMENTS WERE INCLUDED IN THE INDIVIDUAL'S W-2 INCOME AND REPORTABLE AS COMPENSATION ON SCHEDULE J: THEODORE SCHWAB - $232,210 WAYNE SENSOR - $2,253,869 PATRICIA NADLE - $127,504 FRED HOSLER, MD - $794,319 MARGARET BREEN - $274,090 AMY PROTEXTER - $249,317 MARK KESTNER, MD - $541,623 MARTIN HICKEY, MD - $122,460 DAVID TEW - $180,015 MICHAEL ANDERSON - $160,387. SCHEDULE J, PART I, LINE 4B: THE FOLLOWING REPORTABLE INDIVIDUALS PARTICIPATED IN A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN FROM ALEGENT HEALTH (A RELATED ORGANIZATION) DURING THE 2010 CALENDAR YEAR. AMOUNTS DEFERRED FROM THE PLAN WERE INCLUDED IN COLUMN C OF THE SCHEDULE J: RICHARD HACHTEN II - $116,268 SCOTT WOOTEN - $48,613 JANE CARMODY - $3,877 NANCY WALLACE - $13,759 RICK MILLER, MD - $9,841 LARRY BROWN, MD - $12,411 KENNETH LAWONN - $39,892 JOAN NEUHAUS - $41,947 MARIE KNEDLER - $22,238 SHEREE KEELY - $10,915 ELIZABETH LLEWELLYN - $12,916 PATRICIA MASEK - $10,956 FRANK EMSICK - $11,534 PAUL EBMEIER - $20,451 ANN SCHUMACHER - $19,981 CINDY ALLOWAY - $19,449 KEVIN NOKELS - $17,965 MARTIN HICKEY, MD - $50,630. PART I, LINE 5 PHYSICIANS EMPLOYED BY ALEGENT HEALTH ARE ELIGIBLE FOR QUARTERLY PRODUCTIVITY BONUSES BASED ON INDIVIDUAL QUALITY MANAGEMENT, WHICH INCLUDE CORE MEASURES, REVENUE, PHYSICIAN REFFERAL AND ATTENDANCE AT MEETINGS. THE CORE MEASURES USED TO DETERMINE THE PHYSICIAN BONUSES ARE NATIONALLY ACCEPTED MEASURES OF PHYSICIAN PRODUCTIVITY. PART I, LINE 6 COMPENSATION FOR MEMBERS OF MANAGEMENT OF ALEGENT HEALTH AND RELATED ENTITIES IS DETERMINED AT A SYSTEM LEVEL. MEMBERS OF ALEGENT HEALTH MANAGEMENT ARE ELIGIBLE FOR AN ANNUAL INCENTIVE BONUS. INCENTIVE AWARDS ARE BASED ON FOUR INDIVIDUAL PERFORMANCE MEASURES WHICH ARE LINKED TO FOUR SYSTEM PERFORMANCE GOALS. FOR EACH MANAGER, 75% OF THE INCENTIVE AWARD WILL BE DETERMINED BY SYSTEM PERFORMANCE GOALS AND 25% DETERMINED BY INDIVIDUAL PERFORMANCE MEASURES. ONE OF THE FOUR SYSTEM PERFORMANCE GOALS IS DEPENDENT ON THE FINANCIAL RESULTS OF THE ENTIRE ALEGENT HEALTH SYSTEM FOR THE FISCAL YEAR. SUPPLEMENTAL INFORMATION PART III SCHEDULE J, PART I, LINE 3: ALEGENT HEALTH GOVERNANCE OF EXECUTIVE COMPENSATION: ACTING AS PRUDENT STEWARDS OF ITS FINANCIAL RESOURCES, THE ALEGENT HEALTH BOARD COMPENSATION COMMITTEE RECOMMENDS AND THE BOARD EXECUTIVE COMMITTEE APPROVES EXECUTIVE COMPENSATION PHILOSOPHY, POLICY AND GUIDELINES. IT DOES SO WITH THE OBJECTIVE OF ATTRACTING AND RETAINING TOP EXECUTIVE TALENT TO ENSURE ALEGENT HEALTH IS ABLE TO FULFILL ITS FAITH-BASED MISSION AND ACHIEVE ITS VISION OF BECOMING WORLD-CLASS. THE ALEGENT HEALTH COMPENSATION COMMITTEE FOLLOWS A THOROUGH AND INTENTIONAL PROCESS THAT INCLUDES CONSULTATION WITH INDEPENDENT, EXPERT COUNSEL AND CAREFULLY COMPARES COMPENSATION LEVELS TO MARKET-BASED COMPENSATION OF SIMILAR SIZED, NON-PROFIT AND FOR-PROFIT HEALTH SYSTEMS AND ALSO UTILIZES A BLEND OF NON-PROFIT AND GENERAL INDUSTRY DATA FOR EXECUTIVE ROLES WHERE THE RECRUITING MARKET IS ARGUABLY BROADER THAN THE NON-PROFIT SECTOR. TOTAL COMPENSATION INCLUDES BASE COMPENSATION, AND ALSO INCLUDES PERFORMANCE-BASED INCENTIVE COMPENSATION FOR ACHIEVING BOARD-SET GOALS FOR CLINICAL QUALITY, PATIENT SAFETY AND SATISFACTION, PHYSICIAN PERCEPTION, STRATEGIC AND FACILITY PLANNING AND FINANCIAL PERFORMANCE. IT MAY ALSO INCLUDE OTHER CASH PAYMENTS SUCH AS ONE-TIME RELOCATION COSTS, AND/OR CASH PAYMENTS FOR DEFERRED COMPENSATION. SCHEDULE J, PART II: THE ALEGENT HEALTH EXECUTIVES HAVE A PROVISION IN THEIR COMPENSATION AGREEMENT THAT PROVIDES FOR POTENTIAL SEVERANCE PAYMENTS IN THE EVENT OF TERMINATION WITHOUT CAUSE OR CHANGE OF CONTROL. THE AMOUNT OF SEVERANCE AN EXECUTIVE MAY OR MAY NOT RECEIVE IF TERMINATED ACCORDING TO THE COMPENSATION AGREEMENT IS INCLUDED AS DEFERRED COMPENSATION IN COLUMN C. GUILLERMO HUERTA MD - BOARD MEMBER PULMONARY MEDICINE SPECIALIST PC - PRESIDENT 2386412 HEALTHCARE SERVICES 0 FORM 990, PART VI, SECTION A, LINE 2 PAUL EDGETT III AND ANTOINETTE HARDY-WALLER - BUSINESS RELATIONSHIP. FORM 990, PART VI, SECTION A, LINE 6 ALEGENT HEALTH HAS TWO CORPORATE MEMBERS, IMMANUEL HEALTH SYSTEMS (IHS) AND CATHOLIC HEALTH INITIATIVES (CHI). FORM 990, PART VI, SECTION A, LINE 7A CHI AND IHS SHALL APPOINT SIX OF THE VOTING MEMBERS OF THE BOARD OF DIRECTORS, PROVIDED THAT EACH CORPORATE MEMBER SHALL RATIFY THE OTHER CORPORATE MEMBER'S APPOINTMENTS, WITH THE EXCEPTION OF THE REPRESENTATIVE OF THE CORPORATE MEMBER WHICH APPOINTMENT WILL NOT REQUIRE RATIFICATION BY THE OTHER CORPORATE MEMBER. IF A CORPORATE MEMBER DOES NOT RATIFY THE APPOINTMENT OF ONE OR MORE OF THE DIRECTORS APPOINTED BY THE OTHER CORPORATE MEMBER, THEN THE PROCESS WILL BE REPEATED UNTIL ALL OF THE DIRECTOR POSITIONS ARE FILLED. FORM 990, PART VI, SECTION A, LINE 7B THE BUSINESS AND AFFAIRS OF ALEGENT HEALTH SHALL BE MANAGED BY OR UNDER THE DIRECTION OF THE BOARD OF DIRECTORS EXCEPT THAT THE FOLLOWING ACTIONS SHALL BE EFFECTIVE ONLY IF APPROVED BY THE BOARD OF DIRECTORS AND BY BOTH CORPORATE MEMBERS: (I) ADOPTION OR AMENDMENT OF THE UNIFIED PHILOSOPHY AND MISSION OF THE CORPORATION; (II) SALE, LEASE, TRANSFER, ENCUMBRANCE OR DISPOSITION OF THE TANGIBLE PROPERTY OR INVESTMENTS HAVING A FAIR MARKET VALUE IN ANY INDIVIDUAL TRANSACTION IN EXCESS OF $3 MILLION OR SUCH GREATER AMOUNT AS MAY BE DETERMINED FROM TIME TO TIME BY CHI AND IHS; PROVIDED THAT TRANSFERS OF INVESTMENTS BETWEEN THE CORPORATION AND ANOTHER PARTICIPANT SHALL NOT REQUIRE THE APPROVAL OF CHI AND IHS; PROVIDED FURTHER THAT APPROVAL OF THE CORPORATE MEMBERS SHALL NOT BE REQUIRED FOR ANY TRANSFER OF ASSETS TO CHI BY THE CORPORATION PURSUANT TO THE TERMS OF THE ALEGENT FINANCING AGREEMENT(AFA); (III) INCURRENCE, ASSUMPTION OR GUARANTY IN ANY INDIVIDUAL TRANSACTION OF LONG-TERM INDEBTEDNESS, INCLUDING CAPITAL LEASES, OUTSTANDING FOR MORE THAN 365 DAYS, IN EXCESS OF $2 MILLION OR 2% OF THE TOTAL LONG TERM INDEBTEDNESS OF ALL PARTICIPANTS, OR SUCH GREATER AMOUNT AS MAY BE DETERMINED FROM TIME TO TIME BY CHI AND IHS; AND (IV) MERGER, DISSOLUTION, CONSOLIDATION OR SALE OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF THE CORPORATION, EXCEPT FOR A MERGER IN WHICH (I) THE CORPORATION IS THE SURVIVING ENTITY, AND (II) THE TOTAL BOOK VALUE OF THE ASSETS OF THE MERGING ENTITY DOES NOT EXCEED 2% OF THE TOTAL BOOK VALUE OF THE ASSETS OF ALL THE PARTICIPANTS, OR SUCH GREATER VALUE AS MAY BE DETERMINED FROM TIME TO TIME BY CHI AND IHS. B. THE ARTICLES OF INCORPORATION AND BYLAWS MAY BE AMENDED, RESTATED OR REPEALED, OR NEW ARTICLES OF INCORPORATION OR BYLAWS ADOPTED ONLY UPON THE APPROVAL OF THE BOARD OF DIRECTORS OF THE CORPORATION AND CHI AND IHS. C. THE ACTIONS THAT CAN BE TAKEN WITHOUT THE APPROVAL OF THE CORPORATE MEMBERS INCLUDE, WITHOUT LIMITATION: (I) TERMINATION OF THE AFA IN ACCORDANCE WITH ITS TERMS. (II) FORMATION OF THE UNIFIED ALEGENT HEALTH SYSTEM (III) PREPAYMENT OF THE FULL AMOUNTS OUTSTANDING ON NOTES TO CHI UNDER THE AFA, FOR PURPOSES OF EXERCISING THE RIGHTS OF TERMINATION OF THE AFA, OR FORMATION OF THE UNIFIED ALEGENT HEALTH SYSTEM CREDIT, AND THE TAKING OF ALL ACTIONS NECESSARY OR APPROPRIATE TO OBTAIN FUNDING OR OTHERWISE MAKE ARRANGEMENTS TO PREPAY SUCH NOTES, INCLUDING WITHOUT LIMITATION INCURRENCE OF INDEBTEDNESS NECESSARY OR APPROPRIATE TO PREPAY NOTES OUTSTANDING. FORM 990, PART VI, SECTION B, LINE 11 FOLLOWING THE PREPARATION OF THE FORM 990 BY INTERNAL TAX STAFF, THE RETURN IS REVIEWED BY THE TAX DIRECTOR, EXTERNAL TAX ADVISOR AND THE CHIEF FINANCIAL OFFICER. THE FINAL TAX RETURN IS POSTED ON THE ELECTRONIC DIRECTOR'S PORTAL TO BE REVIEWED AND PRESENTED AT THE FINANCE AND AUDIT COMMITTEE OF THE BOARD. THE CHIEF FINANCIAL OFFICER AND TAX DIRECTOR ARE PRESENT AT THE FINANCE AND AUDIT COMMITTEE MEETING TO ANSWER QUESTIONS. ADDITIONALLY, THE BOARD OF DIRECTORS ARE REFERRED TO THE ALEGENT HEALTH TAX DIRECTOR IF THEY HAVE QUESTIONS AND THE BOARD IS NOTIFIED THAT THE FINAL FORM 990, WILL BE FILED ON MAY 15, 2012. FORM 990, PART VI, SECTION B, LINE 12C WRITTEN CONFLICT OF INTEREST POLICY - ANNUAL COMPLETION OF THE DISCLOSURE STATEMENT IS REQUIRED BY THE BOARD OF DIRECTORS. STATED DISCLOSURES ARE INVESTIGATED BY THE ALEGENT HEALTH COMPLIANCE OFFICER AND REPORTED TO THE CONFLICTS OF INTEREST COMMITTEE. THE CONFLICTS OF INTEREST COMMITTEE REVIEWS THE INVESTIGATION AND MAKES RECOMMENDATIONS TO THE GOVERNANCE COMMITTEE. THE GOVERNANCE COMMITTEE MAKES THE FINAL DETERMINATION OF WHETHER OR NOT THERE IS A DISQUALIFYING EVENT AND COMMUNICATES IT TO THE BOARD OF DIRECTORS. AT ANY TIME A BOARD MEMBER OR KEY EMPLOYEE MAY DECLARE A CONFLICT OF INTEREST AND RECUSE HIS/HERSELF FROM THE DISCUSSION. THE INDIVIDUAL IS ALSO REQUIRED TO DISCLOSE ANY KNOWN OR POSSIBLE CONFLICTS OF INTEREST THAT ARISE DURING THE CALENDAR YEAR. FORM 990, PART VI, SECTION B, LINE 15 THE GOVERNING BOARD OF ALEGENT HEALTH ENGAGED THE SERVICES OF AN INDEPENDENT CONSULTING FIRM THAT HOLDS ITSELF OUT TO THE PUBLIC AS A COMPENSATION CONSULTANT THAT IS QUALIFIED TO AND REGULARLY PERFORMS EXECUTIVE AND OFFICER COMPENSATION STUDIES. THE CONSULTING FIRM CONDUCTED A REVIEW AND ANALYSIS OF THE TOTAL COMPENSATION PAID TO THE CEO AND OTHER OFFICERS AND KEY EMPLOYEES OF THE ORGANIZATION, BASED ON COMPARABLE COMPENSATION FOR SIMILARLY QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY SITUATED ORGANIZATIONS AND DETERMINED THAT THE COMPENSATION WAS REASONABLE. THE CONSULTING FIRM ISSUED AN OPINION LETTER AS TO THE REASONABLENESS OF THE TOTAL COMPENSATION PAID TO EMPLOYEES IDENTIFIED AS DISQUALIFIED PERSONS. THE OPINION LETTER SETTING FORTH THE FINDINGS WAS REVIEWED AND APPROVED BY THE COMPENSATION COMMITTEE OF THE GOVERNING BOARD. CONTEMPORANEOUS DOCUMENTATION AND RECORDKEEPING WITH RESPECT TO DELIBERATIONS AND DECISIONS REGARDING THE COMPENSATION ARRANGEMENTS WERE MAINTAINED. THIS PROCESS WAS USED FOR THE FOLLOWING EMPLOYEES: PRESIDENT AND CHIEF EXECUTIVE OFFICER SENIOR VICE PRESIDENT AND CHIEF FINANCIAL OFFICER CHIEF EXECUTIVE OFFICER ALEGENT HEALTH CLINIC SENIOR VICE PRESIDENT ALEGENT HEALTH SYSTEM CHIEF OPERATIONS OFFICER SENIOR VICE PRESIDENT STRATEGY AND TECHNOLOGY (F/K/A CIO) VICE PRESIDENT OPERATIONS (BERGAN MERCY & MERCY) VICE PRESIDENT OPERATIONS (IMMANUEL) VICE PRESIDENT OPERATIONS (LAKESIDE) VICE PRESIDENT OPERATIONS (MIDLANDS) MEDICAL DIRECTORS FORM 990, PART VI, SECTION C, LINE 19 THE CONFLICT OF INTEREST POLICY IS MADE AVAILABLE TO THE PUBLIC ON THE WEBSITE AT WWW.ALEGENT.COM. ALEGENT HEALTH DOES NOT MAKE THE FINANCIAL STATEMENTS OR GOVERNING DOCUMENTS AVAILABLE TO THE PUBLIC. HOWEVER, THE ARTICLES OF INCORPORATION ARE AVAILABLE AT WWW.SOS.STATE.NE.US. PART VII, SECTION A: EXECUTIVES OF THE ALEGENT HEALTH SYSTEM HOURS WORKED ARE SPLIT OUT BETWEEN THE FILING ORGANIZATION AND AFFILIATE ORGANIZATIONS OF THE SYSTEM. THE FOLLOWING EMPLOYEES ARE EXECUTIVES OF THE ALEGENT HEALTH SYSTEM: RICHARD HACHTEN II, SCOTT WOOTEN, KENNETH LAWONN, JOAN NEUHAUS, RICHARD ROLSTON, MD, RICK MILLER, MD, MARTIN HICKEY, MD, JANE CARMODY, MARIE KNEDLER, SHEREE KEELY, ELIZABETH LLEWELLYN, PATRICIA MASEK, FRANK EMSICK, PAUL EBMEIER, NANCY WALLACE, CINDY ALLOWAY, KEVIN NOKELS AND ANN SCHUMACHER. THEREFORE, THEIR AVERAGE NUMBER OF HOURS WORKED PER WEEK FOR THE AFFILIATE ORGANIZATIONS ARE 48. LARRY BROWN, MD IS ALSO AN EXECUTIVE OF THE ALEGENT HEALTH SYSTEM AND AVERAGE HOURS PER WEEK FOR THE AFFILIATE ORGANIZATION IS 30. ANTHONY HATCHER, MD IS AN EMPLOYED PHYSICIAN OF THE ALEGENT HEALTH SYSTEM AND HIS HOURS ARE SPLIT BETWEEN THE FILING ORGANIZATION AND AFFILIATE ORGANIZATIONS OF THE SYSTEM. AVERAGE HOURS PER WEEK FOR AFFILIATE ORGANIZATIONS ARE 54. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: PRIOR PERIOD ADJUSTMENTS TO BEGINNING NET ASSETS -3,795,000. TEMP RESTRICTED CHANGE IN UNREALIZED GAIN/LOSS 10,742. UNRESTRICTED TRANSFERS TO/FROM OTHER ALEGENT AFFILIATES 78,457,701. UNRESTRICTED OTHER 139,440. PENSION MEASUREMENT DATE TRANSITION ADJUSTMENT 11,666,118. TOTAL TO FORM 990, PART XI, LINE 5: 86,479,001. FORM 990, PART I, LINE 5 AND PART V, LINE 2A: ALEGENT HEALTH IS A COMMON PAY AGENT FOR RELATED ENTITIES WITHIN THE ALEGENT HEALTH SYSTEM. THE NUMBER OF EMPLOYEES ON FORM 990, PART I, LINE 5 AND PART V, LINE 2A REPRESENT EMPLOYEES OF ALEGENT HEALTH AND EMPLOYEES OF RELATED ENTITIES. THE PAYROLL EXPENSES OF THE RELATED ENTITIES ARE ALLOCATED BY ALEGENT HEALTH TO EACH ENTITY. FORM 990, PART V, LINE 1A: PAYMENTS TO VENDORS FOR ENTITIES THAT ARE PART OF THE ALEGENT HEALTH SYSTEM ARE MADE BY ALEGENT HEALTH. ALEGENT HEALTH FILES THE FORM 1099S AND COMPLIES WITH THE BACKUP WITHHOLDING RULES FOR REPORTABLE PAYMENTS TO VENDORS AND GAMING WINNINGS. FORM 990, PART VI, SECTION B, LINE 16: ALEGENT HEALTH HAS NOT FORMALLY ADOPTED A WRITTEN POLICY OR WRITTEN PROCEDURE REGARDING JOINT VENTURES. HOWEVER, ALEGENT HEALTH'S SYSTEM-WIDE JOINT VENTURE MODEL INCORPORATES CONTROLS OVER THE VENTURE SUFFICIENT TO ENSURE THAT (1) THE EXEMPT ORGANIZATION AT ALL TIMES RETAINS CONTROL OVER THE VENTURE SUFFICIENT TO ENSURE THAT THE PARTNERSHIP FURTHERS THE EXEMPT PURPOSE OF THE ORGANIZATION; (2) IN ANY PARTNERSHIP IN WHICH THE EXEMPT ORGANIZATION IS A PARTNER, ACHIEVEMENT OF EXEMPT PURPOSE IS PRIORITIZED OVER MAXIMIZATION OF PROFITS FOR THE PARTNERS; (3) THE PARTNERSHIP DOES NOT ENGAGE IN ANY ACTIVITIES THAT WOULD JEOPARDIZE THE EXEMPT ORGANIZATION'S EXEMPTION; (4) RETURNS OF CAPITAL, ALLOCATIONS AND DISTRIBUTIONS MUST BE MADE IN PROPORTION TO THE PARTNER'S RESPECTIVE OWNERSHIP INTERESTS; AND (5) ALL CONTRACTS ENTERED INTO BY THE PARTNERSHIP WITH THE EXEMPT ORGANIZATION MUST BE AT ARM'S LENGTH, WITH PRICES SET AT FAIR MARKET VALUE. 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