2011-11-10T16:53:44-06:00 2010-12-31 MOSS ADAMS LLP 805 SW BROADWAY SUITE 1200 PORTLAND OR 97205 990 2010-01-01 263538104 BENEFIS HEALTH SYSTEM INC BENE 4064552563 1101 26TH STREET SOUTH GREAT FALLS MT 59405 DOUGLAS DAVENPORT 4064552563 2011-10-25 1 WENDY CAMPOS 5032421447 2010 2016-03-07 17:11:31Z DOUGLAS DAVENPORT 1101 26TH STREET SOUTH GREAT FALLS MT 59405 29703014 0 X WWW.BENEFIS.ORG X 2008 MT PARENT ENTITY OF INTEGRATED HEALTH SYSTEM. 13 9 115 5 358948 322153 0 2092861 5869941 35363378 40129 1775562 0 -21772741 5910070 17459060 26568 648475 0 0 4598461 11452480 0 0 0 2385134 15568903 7010163 27669858 -1100093 -10210798 5219299 331908648 4688727 56479603 530572 275429045 X BENEFIS HEALTH SYSTEM, INC. IS ORGANIZED TO OVERSEE, COORDINATE AND DIRECT THE ASSETS AND OPERATIONS OF BENEFIS HOSPITALS, INC., BENEFIS SPECTRUM MEDICAL, INC., BENEFIS MEDICAL GROUP, INC., BENEFIS SLETTEN HI-LINE CANCER CENTER, AND OTHER RELATED ENTITIES AS PART OF AN INTEGRATED HEALTHCARE DELIVERY SYSTEM SERVING THE RESIDENTS OF NORTH CENTRAL MONTANA. 1 0 27669858 23132186 PROVIDE MANAGEMENT AND ADMINISTRATIVE SERVICES FOR MULTIPLE RELATED HEALTH CARE ENTITIES. 27669858 1 1 0 1 0 0 0 0 1 1 1 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 1 0 1 0 0 0 0 0 0 1 1 1 0 0 1 104 0 115 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 X 13 9 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 1 1 X DALE BIMLER 4064552565 1101 26TH STREET SOUTH GREAT FALLS MT 59405 X KATHIE AVIS 40.00 X 158183 0 12506 BILL BLOEMENDAAL MD 3.00 X 0 0 0 BILL BOURRET 6.00 X X 0 0 0 JIM CUMMINGS 3.00 X 0 0 0 DOUGLAS DAVENPORT 40.00 X 392668 0 64439 WAYNE DUNN 60.00 X 612808 0 78352 CHRIS EBELING 3.00 X 0 0 0 RICK EVANS 3.00 X 0 0 0 LAURA GOLDHAHN 20.00 X 707446 0 89549 JOHN GOODNOW 60.00 X X 1894816 0 135998 MILES HAMILTON 3.00 X 0 0 0 GREG HATLEY 3.00 X 0 0 0 JUDITH HELD 5.00 X 170126 0 13366 JAMES HINDE MD 3.00 X 0 0 0 SUSAN HUMBLE 3.00 X 0 0 0 WILLIAM MCGREGOR MD 4.50 X X 0 0 0 MARY SHEEHY MOE 3.00 X 0 0 0 TERRY OLINGER 40.00 X 536058 0 66058 THERESA PREITE 10.00 X 142342 0 13080 DAVID RICHARDS 3.00 X 0 0 0 LEE ROATH 60.00 X 148417 0 13978 JERRY SPEER MD 10.00 X 154058 148109 6252 4916922 148109 493578 14 0 1 0 UNITED MATERIALS PO BOX 1690 GREAT FALLS MT 59403 CONSTRUCTION 845798 MEDICAL INFORMATION TECHNOLOGY 11 MEDITECH CIRCLE WESTWOOD MA 02090 COMPUTER SOFTWARE 679010 SLETTEN CONSTRUCTION PO BOX 2467 GREAT FALLS MT 59403 CONSTRUCTION 450314 CORPORATE TECHNOLOGY GROUP PO BOX 9409 MISSOULA MT 598079409 COMPUTER SERVICES 366571 DRINKER BIDDLE & REATH LLP ONE LOGAN SQUARE PHILADELPHIA PA 19103 LEGAL SERVICES 275885 27 2092861 2092861 MANAGEMENT FEES 541610 35363378 35354478 8900 35363378 1060413 1060413 2399742 12243954 -9844212 -9844212 56285 -9900497 715149 715149 715149 715149 OTHER INCOME 621990 413651 413651 JOINT VENTURE INCOME 621990 103630 103630 SUBSIDIARY INCOME 621990 -12445810 -12739573 293763 -11928529 17459060 23132186 358948 -8124935 648475 648475 3943592 3943592 6008452 6008452 964718 964718 535718 535718 1071800 1071800 230796 230796 62816 62816 69751 69751 1760046 1760046 1032192 1032192 787323 787323 2357586 2357586 2088127 2088127 716464 716464 2184368 2184368 3175152 3175152 OTHER EXPENSES 32482 32482 27669858 27669858 0 0 7662530 3426 9988141 42811 356762 346632412 122320523 40119 224311889 68599000 5132943 20990326 5219299 331908648 533857 20024603 629746 31655000 4800000 3525124 4688727 56479603 X 530572 266044193 2273578 7111274 530572 275429045 5219299 331908648 X -10210798 285109271 X 0 1 1 X 1 1 X X X X 0 0 0 BENEFIS HOSPITALS INC 810232122 3 1 1 1 31006602 BENEFIS MEDICAL GROUP INC 263538192 3 1 1 1 3529158 BENEFIS SPECTRUM MEDICAL INC 810431871 9 1 1 1 869686 3 35405446 SCHEDULE A, PART IV, SUPPLEMENTAL INFORMATION: PART 1, LINE 11H: THE ORGANIZATION SUPPORTS AND BENEFITS EACH OF THE DESIGNATED SUPPORTED ORGANIZATIONS BY PROVIDING STRATEGIC OVERSIGHT AND DIRECTION, AS WELL AS A RANGE OF ADMINISTRATIVE SERVICES, ON A CENTRALIZED BASIS FOR THEIR COLLECTIVE BEHALF. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 0 0 0 0 1 0 1 62816 62816 0 EXPLANATION OF OTHER LOBBYING ACTIVITIES: PART II-B, LINE 1I: THE ORGANIZATION PARTICIPATES IN THE AMERICAN HOSPITAL AND MONTANA HOSPITAL ASSOCIATIONS. A PORTION OF ASSOCIATION DUES AND STAFF SALARIES ARE RELATED TO LOBBYING FOR VARIOUS HEALTH CARE ISSUES. 9606866 313085 535100 9384851 0.00000 0.76000 0.24000 0 0 9019234 9019234 206146282 49610762 156535520 99460447 59758059 39702388 21077866 10293780 10784086 10928583 2657922 8270661 224311889 RBC INVESTMENTS 43536113 F DA DAVIDSON INVESTMENTS 22295484 F WELLS FARGO INVESTMENTS 2767403 F 68599000 OTHER RETIREMENT PLAN ASSETS 1056900 INVESTMENTS IN SUBSIDIARIES 18168228 INVESTMENTS IN JOINT VENTURES 1765198 20990326 DESCRIPTION OF INTENDED USE OF ENDOWMENT FUNDS: PART V, LINE 4: ENDOWMENT FUNDS ARE RELATED TO BENEFIS HEALTHCARE FOUNDATION. THESE ACCOUNTS WERE TRANSFERRED FROM BENEFIS HOSPITALS, INC., A RELATED EXEMPT ORGANIZATION, DURING 2010. DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: THE ORGANIZATION IS A NOT-FOR-PROFIT CORPORATION AND HAS BEEN RECOGNIZED AS TAX EXEMPT PURSUANT TO SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC). THE ORGANIZATION IS EXEMPT FROM FEDERAL INCOME TAX UNDER SECTION 501(C)(3) OF THE IRC EXCEPT TO THE EXTENT OF UNRELATED BUSINESS TAXABLE INCOME AS DEFINED UNDER IRC SECTIONS 511 THROUGH 515. EFFECTIVE JANUARY 1, 2009, THE ORGANIZATION ADOPTED ACCOUNTING FOR UNCERTAIN TAX POSITIONS. THE ACCOUNTING STANDARD PRESCRIBES A RECOGNITION THRESHOLD AND MEASUREMENT PROCESS FOR UNCERTAIN TAX POSITIONS. THE ORGANIZATION HAD NO UNCERTAIN TAX POSITIONS AS OF DECEMBER 31, 2010 OR 2009. 1 MCLAUGHLIN RESEARCH INSTITUTE 1520 23RD ST SOUTH GREAT FALLS MT 59405 810459235 501(C)(3) 200000 MEDICAL RESEARCH MSU - GREAT FALLS COT 2100 16TH AVE SOUTH GREAT FALLS MT 59405 810522790 501(C)(3) 77000 NURSING SCHOLARSHIP NORTH CENTRAL MONTANA HEALTHCARE 1101 26TH ST SOUTH GREAT FALLS MT 59405 721587972 501(C)(3) 57804 EDUCATION MSU FOUNDATION 1501 S 11TH AVE BOZEMAN MT 59717 816001649 501(C)(3) 32000 SUPPORT GREAT FALLS DEVELOPMENT AUTHORITY 300 CENTRAL AVE GREAT FALLS MT 59401 810465605 501(C)(3) 30000 SUPPORT MONTANA STATE UNIVERSITY PO BOX 172440 BOZEMAN MT 59717 816010045 501(C)(3) 15000 NURSING SCHOLARSHIP AMERICAN CANCER SOCIETY 3000 15TH AVE SOUTH GREAT FALLS MT 59405 131788491 501(C)(3) 5000 RELAY SPONSORSHIP 7 PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: DONATIONS ARE APPROVED BY APPROPRIATE MANAGEMENT IN THE SAME MANNER AS OTHER EXPENDITURES. X X 1 1 X X X X 0 1 0 0 0 0 0 1 0 KATHIE AVIS 134842 0 23341 0 0 0 6915 0 5591 0 170689 0 0 0 DOUGLAS DAVENPORT 281416 0 56870 0 54382 0 59317 0 5122 0 457107 0 51002 0 WAYNE DUNN 244162 0 12161 0 356485 0 71920 0 6432 0 691160 0 355725 0 LAURA GOLDHAHN 290506 0 86086 0 330854 0 83767 0 5782 0 796995 0 328611 0 JOHN GOODNOW 477270 0 188315 0 1229231 0 129400 0 6598 0 2030814 0 1090535 0 JUDITH HELD 125775 0 44151 0 200 0 6579 0 6787 0 183492 0 0 0 TERRY OLINGER 208438 0 61269 0 266351 0 59076 0 6982 0 602116 0 264329 0 THERESA PREITE 142342 0 0 0 0 0 7500 0 5580 0 155422 0 0 0 LEE ROATH 148417 0 0 0 0 0 7579 0 6399 0 162395 0 0 0 JERRY SPEER MD 154058 138621 0 9488 0 0 0 0 6252 0 160310 148109 0 0 PART I, LINE 1A THE HEALTH CLUB WHERE OFFICERS ARE MEMBERS IS A SUBSIDIARY OF BENEFIS HEALTH SYSTEM, INC (BHS). THE HEALTH CLUB DUES AND TRAVEL FOR COMPANIONS THAT BHS PAYS FOR ITS OFFICERS IS TREATED AS TAXABLE INCOME TO THE INDIVIDUAL ACCORDINGLY. OFFICERS AND DEPARTMENT HEADS ARE ELIGIBLE FOR HEALTH CLUB DUES AND TRAVEL FOR COMPANIONS. SUBSTANTIATION IS REQUIRED BEFORE ANY REIMBURSEMENTS ARE PAID. PART I, LINE 4B THE ORGANIZATION HISTORICALLY PERMITTED EXECUTIVES TO PARTICIPATE IN A NONQUALIFIED 457(F) RETIREMENT PLAN, WITH ANNUAL CONTRIBUTIONS BASED ON A PERCENT OF SALARY. THE ORGANIZATION'S CEO ALSO WAS ELIGIBLE FOR AN INDIVIDUAL SERP PLAN, WITH ANNUAL CONTRIBUTIONS MADE BASED ON THE CALCULATIONS OF A THIRD PARTY ACTUARY. IN 2010, THE BOARD SOUGHT THE ASSISTANCE OF AN INDEPENDENT COMPENSATION CONSULTING FIRM TO CONDUCT A COMPREHENSIVE REVIEW OF THE ORGANIZATION'S EXECUTIVE BENEFITS. BASED ON THE CONSULTANT'S RECOMMENDATIONS, THE BOARD ADOPTED A MODIFIED VESTING SCHEDULE PURSUANT TO WHICH (I) ALL PARTICIPANTS IN THE PLANS WOULD BECOME FULLY VESTED IN SUPPLEMENTAL CONTRIBUTIONS MADE PRIOR TO 2010, WITH ALL PROCEEDS DISTRIBUTED CURRENTLY, (II) A NEW VESTING SCHEDULE WOULD APPLY TO FUTURE ACCRUALS UNDER CERTAIN OF THE PLANS, AND (III) ALL FUTURE SERP ACCRUALS WOULD BE FULLY AND IMMEDIATELY VESTED. AS A RESULT OF THESE CHANGES, CERTAIN EXECUTIVES PARTICIPATING IN THE PLANS INCURRED SUBSTANTIAL ADDITIONAL TAXABLE INCOME IN 2010, AS SHOWN IN PART II, COLUMN B(III). PART I, LINE 7 THE ORGANIZATION MAINTAINS AN INCENTIVE COMPENSATION PLAN THAT INCORPORATES BOTH SHARED AND INDIVIDUAL GOALS FOR MEMBERS OF THE EXECUTIVE LEADERSHIP TEAM, AND IS SUBJECT TO A PRECONDITION THAT THE SYSTEM MUST ACHIEVE BUDGETED OPERATING PERFORMANCE. IN 2010, THE ORGANIZATION ADOPTED SHARED PERFORMANCE OBJECTIVES INCLUDING SYSTEM GROWTH AS WELL AS MEASURES TIED TO WORKFORCE, PATIENT EXPERIENCE, PATIENT SAFETY, CLINICAL QUALITY, FINANCE/OPERATIONS, AND COMMUNITY BENEFIT. THE INDIVIDUAL PERFORMANCE OBJECTIVES ADOPTED IN 2010 ARE BASED ON AN ARRAY OF QUALITY, FINANCIAL, OPERATIONAL AND STRATEGIC INITIATIVES. INCENTIVE OPPORTUNITY LEVELS ARE CALCULATED BASED ON PREDETERMINED PERCENTAGES OF EACH EXECUTIVE'S BASE SALARY, AND VARY BASED ON THE ACHIEVEMENT OF THRESHOLD, TARGET OR STRETCH LEVELS AS TO EACH PERFORMANCE OBJECTIVE. THE ORGANIZATION ALSO MAINTAINS A LONG-TERM INCENTIVE PLAN DIRECTED AT RECRUITING AND RETAINING EXECUTIVE LEADERSHIP. PAYMENTS UNDER THE LONG-TERM PLAN ARE CONDITIONED ON AN EXECUTIVE REMAINING EMPLOYED BY THE ORGANIZATION AND MAINTAINING SATISFACTORY INDIVIDUAL PERFORMANCE. IN ADDITION, THE ORGANIZATION MUST HAVE MAINTAINED SATISFACTORY OVERALL PERFORMANCE, BASED ON BOTH FINANCIAL CRITERIA AND SATISFACTION OF EMPLOYEES, PATIENTS AND PHYSICIANS. INCENTIVE OPPORTUNITIES UNDER THE LONG-TERM PLAN ARE APPROVED IN ADVANCE BY THE COMPENSATION COMMITTEE, WITH LATER PAYOUTS APPROVED BY THE COMMITTEE BASED ON ACTUAL PERFORMANCE RESULTS. SUPPLEMENTAL INFORMATION PART III PART II, COLUMN B (III) OTHER REPORTABLE COMPENSATION: THE RETIREMENT PLAN FOR THE OFFICERS OF THE ORGANIZATION WAS SIGNIFICANTLY MODIFIED IN 2010. THIS MODIFICATION NECESSITATED COMPLETE PAYOUTS OF THE BALANCES TO THE OFFICERS, PROMPTING THESE AMOUNTS TO BE TAXED TO THE RECIPIENTS AS APPROPRIATE. SUPPLEMENTAL INFORMATION PART III PART II, LINE 9 - UNTIL AUGUST 2010, DR. SPEER WAS EMPLOYED BY THE ORGANIZATION'S SUBSIDIARY, BENEFIS MEDICAL GROUP, INC. IN AUGUST 2010, DR. SPEER BECAME AN EMPLOYEE OF THE ORGANIZATION. CHRIS EBELING DIRECTOR 200000 MEDICAL RESEARCH OPERATIONAL SUPPORT PAID TO MCLAUGHLIN RESEARCH INSTITUTE ELIZABETH EBELING DAUGHTER OF DIRECTOR 54945 COMPENSATION FOR EMPLOYMENT AS A NURSE. 0 NEW PROGRAM SERVICES FORM 990, PART III, LINE 2 IN EARLY 2010, AS PART OF A ONE-TIME REORGANIZATION, THE ORGANIZATION ACQUIRED TITLE TO THE REAL ESTATE PREVIOUSLY OWNED BY ITS AFFILIATED OPERATING ENTITIES. ON A GOING-FORWARD BASIS, THE ORGANIZATION WILL OWN AND OVERSEE SUCH REAL ESTATE ASSETS FOR THE BENEFIT OF THE SYSTEM AS A WHOLE. FORM 990, PART VI, SECTION A, LINE 2 CERTAIN OF THE OFFICERS AND DIRECTORS LISTED IN PART VII ALSO HOLD OFFICER AND/OR DIRECTOR POSITIONS IN RELATION TO THE ORGANIZATION'S AFFILIATES (AS IDENTIFIED IN SCHEDULE R) AND, IN THAT REGARD, MAY BE CONSIDERED TO HAVE BUSINESS RELATIONSHIPS WITH EACH OTHER. FORM 990, PART VI, SECTION B, LINE 11 A DRAFT OF FORM 990 IS PROVIDED TO THE BOARD PRIOR TO FILING. THE DRAFT IS REVIEWED IN DETAIL WITH THE BOARD AND QUESTIONS ARE ANSWERED ON ITEMS OF INTEREST. FORM 990, PART VI, SECTION B, LINE 12C BOARD MEMBERS ANNUALLY COMPLETE A FORM TO DISCLOSE INTERESTS THAT COULD GIVE RISE TO CONFLICTS. IN ADDITION, AT THE START OF EACH BOARD MEETING, MEMBERS ARE ASKED TO INDICATE WHETHER THEY HAVE A CONFLICT OF INTEREST WITH RESPECT TO ANY ITEMS ON THE AGENDA FOR THE MEETING. CONSISTENT WITH THE ORGANIZATION'S CONFLICTS OF INTEREST POLICY, BOARD MEMBERS ARE PROHIBITED FROM PARTICIPATING ON ANY MATTERS AS TO WHICH THEY HAVE A CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION OF THE CHAIR, VICE CHAIR, CEO, CFO, SPECIAL PROJECTS COORDINATOR AND CHRO/VP OF HR WAS SET BY THEIR RESPECTIVE SUPERVISORY EXECUTIVES IN CONSULTATION WITH THE HUMAN RESOURCES DEPARTMENT AND EXECUTIVE LEADERSHIP. THE PROCESS INVOLVED REVIEW BY INDEPENDENT PERSONS WHO CONFIRMED TOTAL COMPENSATION AMOUNTS TO BE PAID WERE REASONABLE AND COMPARABLE TO AMOUNTS PAID BY SIMILARLY SITUATED ORGANIZATIONS. THE PROCESS AND DATA RELIED ON WERE THOROUGHLY AND TIMELY DOCUMENTED. THIS INCLUDES A TOTAL COMPENSATION ASSESSMENT, PROFESSIONAL OPINION ON REASONABLENESS OF COMPENSATION AND REASONABLENESS OF BENEFITS. IN 2010, THE BOARD OF DIRECTORS ESTABLISHED AN INDEPENDENT COMPENSATION COMMITTEE, WHICH IS CHARGED WITH ADMINISTERING THE ORGANIZATION'S EXECUTIVE COMPENSATION PHILOSOPHY, POLICIES AND PROGRAMS IN THE MANNER SET FORTH IN THE COMMITTEE'S WRITTEN CHARTER. THE COMMITTEE'S RESPONSIBILITIES INCLUDE (I) DETERMINING APPROPRIATE COMPENSATION FOR ALL EXECUTIVES AND OTHER DISQUALIFIED PERSONS, (II) EVALUATING AND ADOPTING EXECUTIVE COMPENSATION PLANS, POLICIES AND PROGRAMS, (III) REVIEWING AND APPROVING EXECUTIVE BENEFIT PLANS, AND (IV) VERIFYING THAT COMPENSATION IS APPROPRIATELY AND FULLY DISCLOSED AND REPORTED. THE COMMITTEE HAS ENGAGED AN INDEPENDENT COMPENSATION CONSULTING FIRM TO ASSIST IN ENSURING THAT AMOUNTS PAID TO THE ORGANIZATION'S EXECUTIVES ARE CONSISTENT WITH REASONABLE, FAIR MARKET LEVELS. THE PROCESS FOLLOWED BY THE COMMITTEE, INCLUDING THE DATA RELIED UPON AND THE COMMITTEE'S DECISIONS, WAS THOROUGHLY AND TIMELY DOCUMENTED. FORM 990, PART VI, SECTION C, LINE 19 BENEFIS HEALTH SYSTEM, INC. PROVIDES COPIES OF GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICIES, AND FINANICAL STATEMENTS TO THE PUBLIC UPON REQUEST DURING NORMAL BUSINESS HOURS. FORM 990, PART VI, SECTION A, LINE 2: CERTAIN OF THE OFFICERS AND DIRECTORS LISTED IN PART VII ALSO HOLD OFFICER AND/OR DIRECTOR POSITIONS IN RELATION TO THE ORGANIZATION'S AFFILIATES (AS IDENTIFIED IN SCHEDULE R) AND IN THAT REGARD, MAY BE CONSIDERED TO HAVE BUSINESS RELATIONSHIPS WITH EACH OTHER. AVERAGE HOURS PER WEEK DEVOTED TO RELATED ORGANIZATIONS: FORM 990, PART VII, SECTION A, COLUMN B DOUGLAS DAVENPORT - 20 HOURS LAURA GOLDHAHN - 40 HOURS GREG HATLEY - 1 HOUR TERRY OLINGER - 20 HOURS THERESA PREITE - 50 HOURS JERRY SPEER - 50 HOURS CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED GAINS ON INVESTMENTS: 3,974,844. UNREALIZED GAIN/LOSS ON SWAPS -651,685. CHANGE IN BENEFICIAL INTEREST 736,076. INTERCOMPANY TRANSFERS 280,656,607. BOOK/TAX DIFFERENCE IN SUBSIDIARY AND JOINT VENTURE INCOME 393,429. TOTAL TO FORM 990, PART XI, LINE 5: 285,109,271. FORM 990, PART XI, LINE 5: IN EARLY 2010, AS PART OF A ONE-TIME REORGANIZATION, THE ORGANIZATION ACQUIRED TITLE TO THE REAL ESTATE PREVIOUSLY OWNED BY ITS AFFILIATED OPERATING ENTITIES, RESULTING IN A SIGNIFICANT CHANGE IN THE ORGANIZATION'S NET ASSETS. ON A GOING-FORWARD BASIS, THE ORGANIZATION WILL OWN AND OVERSEE SUCH REAL ESTATE ASSETS FOR THE BENEFIT OF THE SYSTEM AS A WHOLE. 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