2019-05-22T15:35:51-05:00 2018-06-30 592170012 Adventist Health System Sunbelt Health 900 Hope Way Altamonte Springs FL 32714 990 2017-07-01 841335382 Centura Health Corporation CENT 3032906500 9100 E Mineral Circle Centennial CO 80112 Dan Enderson Treasurer/CFO 3032906500 2019-05-22 1 Lynn Addiscott P02150268 4073572317 204.139.85.141 2019-05-22 14:17:53 ED P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 1CF6776BA0A2965D553CEF3953E0B36AE7F0CCCB 2017 2019-02-21 02:37:17Z Peter Banko 9100 E Mineral Circle Centennial CO 80112 424798414 0 X www.centura.org X 1996 CO Centura Health Corporation, a faith-based organization, invests in charity care, community programs and sponsorships designed to nurture the health of the people in the communities it serves. 9 7 2839 7 6989802 -6156298 1010573 437589 415881881 422536488 2810436 1609253 0 83644 419702890 424666974 75374 34920 0 0 202444704 216233508 0 0 0 220649351 211963467 423169429 428231895 -3466539 -3564921 456791488 493518128 213320198 245146537 243471290 248371591 X We extend the healing ministry of Christ by caring for those who are ill and by nurturing the health of the people in our communities. 0 0 382174930 34920 415546686 Through a Joint Operating Agreement between Catholic Health Initiatives and Adventist Health System Sunbelt Healthcare Corp (Adventist Health System), Centura Health Corporation (CHC) provides management services to 17 acute hospital campuses, along with numerous physician practices and clinics. CHC also provides management services to home care, residential, assisted living, long-term and hospice services. CHC was created to establish an integrated health delivery system across Colorado and western Kansas. The facilities operated by CHC are primarily sponsored by Adventist Health System and Catholic Health Initiatives, both of which are religious, nonprofit health systems. In addition to many other functions, CHC has created a common information technology platform that allows greater efficiencies and sharing of information across CHC facilities. This results in an improvement in health care delivery regardless of whether the patient is in a rural or urban area served by Centura facilities. CHC provides direct benefit to the community through various initiatives. From access for the uninsured, to community classes and education, Centura Health Corporation works diligently to coordinate and facilitate the community benefit activities of its facilities and entities. We are passionately responding to the ongoing needs of struggling families to build strong and healthy communities. Some examples of the services we provide include the following: our Ask-a-Nurse Call Center, a free community service for all Coloradoans with a direct link to experienced nurses providing hands-on care, including class scheduling and symptom checker; our two health SETs (Service, Empowerment, Transformation) in Colorado Springs and Denver working to increase access to services for the uninsured and underinsured; and our pastoral nurse program helping to meet the needs of our community's homeless. Through a multitude of education programs, preventive care and safety initiatives, health advocacy, counseling and support groups, the facilities and entities that form the Centura Health Corporation family are more committed than ever before to making our world a better place. The cost savings realized by this coordinated community benefit model enables Centura facilities and entities to dedicate additional resources to provide high-quality health care and community outreach services to the most vulnerable members of society. 382174930 1 1 0 0 0 0 0 0 0 0 1 1 0 1 1 0 0 0 0 0 0 1 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 2014 0 1 2839 1 1 1 0 0 0 0 0 0 0 0 0 X 9 7 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 1 0 X David Solomon 3036738249 9100 E Mineral Circle Centennial CO 80112 X Webb Patricia Chairman 1.00 0.00 X 0 0 0 Haffner PhD Randall L Vice Chairman 1.00 5.00 X 59044 0 0 Houmann Lars D Board Member 1.00 1.00 X 0 0 0 Melfi Mitch Vice Chairman 1.00 0.00 X 0 0 0 O'Rourke Terry MD Board Member 1.00 0.00 X 0 0 0 Rathbun Paul C Board Member 1.00 0.00 X 0 0 0 Seifert Lewis Board Member (end 02/18) 1.00 5.00 X 0 0 0 Soler Eddie Board Member (beg 02/18) 1.00 5.00 X 0 0 0 Swindle CPA Dean Board Member 1.00 0.00 X 0 0 0 Campbell Gary Board Member/CEO (end 07/17) 45.00 5.00 X X 2388100 0 30400 Banko Peter Board Member/CEO (beg 09/17) 45.00 5.00 X X 1611259 0 188968 Enderson Dan Treasurer/CFO/SVP 45.00 5.00 X 955154 0 193574 Sabin Margaret Group CEO Penrose St. Fran 5.00 45.00 X 1168406 0 218902 Dean Morre CEO - Porter Adventist Hospital 5.00 45.00 X 945450 0 183003 Ellner Scott CEO - Physician Group 5.00 45.00 X 814773 0 153871 Selna Mark SVP Care Integration 45.00 5.00 X 756303 0 84534 Spenst Brett CEO - Littleton Adventist Hospital 5.00 45.00 X 573313 0 112106 Ordelheide Kris SVP Legal Svcs - Former Officer 50.00 0.00 X 699843 0 132276 Nicholson Pam SVP Strategic Integration - Former Key Ee 50.00 0.00 X 592794 0 112438 Cox Angela VP Revenue Management - Former Key Ee 50.00 0.00 X 292479 0 43019 Moore Dana SVP Information Services - Former Key Ee 50.00 0.00 X 492597 0 79957 11349515 0 1533048 323 1 1 0 TRIAGE CONSULTING GROUP 221 MAIN STREET STE 1100 SAN FRANCISCO CA 94105 HOSPITAL REIMBURSEMENT SERVICES 2770506 CONIFER REVENUE CYCLE SOLUTIONS PO BOX 655025 DALLAS TX 75265 MEDICAL RECORDS & BILLING SERVICES 2724398 KUTAK ROCK LLP PO BOX 30057 OMAHA NE 68103 LEGAL SERVICES 1279718 PRICEWATERHOUSE COOPERS LLP PO BOX 7247 PHILADELPHIA PA 19170 ASSURANCE CONSULTING 315005 JJP RECRUITING LLC PO BOX 1708 WATKINSVILLE GA 30677 RECRUITING 311338 22 7402 430187 437589 Management Fees 541610 336163318 334350275 1813043 Laboratory Services 621500 77580335 77580335 CIN Revenue 900099 5176759 5176759 Provider Incentive Fees 900099 2134046 2134046 Medical Staff Credentialing 900099 775845 775845 706185 706185 422536488 1729837 1729837 94500 10856 83644 83644 83644 120584 -120584 -120584 -120584 424666974 415546686 6989802 1692897 X 24920 24920 10000 10000 5367454 5367454 172632319 158487108 14145211 8389902 7487556 902346 15809164 14477395 1331769 14034669 12525220 1509449 2159906 2159906 95250 95250 42979895 33790869 9189026 4668961 4668961 7811524 4198347 3613177 50596480 50492339 104141 4205906 4205906 2879469 1583708 1295761 1446431 1128216 318215 1906914 1906914 50735742 50735742 622911 348 622563 Medical Supplies 18329329 18329329 Purchased Services 17592030 17576276 15754 Repairs & Maintenance 4137512 4137512 UBI Taxes 5000 5000 1790207 1077225 712982 428231895 382174930 46056965 0 1001 70462791 111124309 388937 422473 431178 2562186 3718760 4129700 20178229 22965794 677831887 447706731 250645233 230125156 71908329 71859746 39057030 50328764 456791488 493518128 145502659 174781609 242464 37989778 37989778 29827761 32132686 213320198 245146537 X 243471290 248371591 243471290 248371591 456791488 493518128 X -3564921 -1534778 10000000 X 0 0 0 X X 2 Catholic Health Initiatives Colorado 840405257 3 1 0 0 Portercare Adventist Health System 840438224 3 1 0 0 2 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 5702514 5702514 40000506 8098355 31902151 579844150 439608376 140235774 52284717 52284717 230125156 CHI OIP Investments - Master Trust 67865181 F CHI OIP Money Market 3994565 F 71859746 Due from Related Parties/Affiliates 47781580 Cash Surrender Value 1472370 Other Receivables 1074814 50328764 Capital Lease 14130066 Other Liabilities 9225461 Due to Related Parties/Affiliates 6667 Payable to Third Parties 4354596 Credit Balances in A/R 4252979 Accrued Interest Payable 162917 32132686 0 0 0 0 0 0 0 0 0 Sub-Saharan Africa Medical Supplies/Equipment 10000 Electronic Funds Book 1 0 0 0 0 0 0 0 1 COLORADO PHYSICIAN HEALTH PROGRAM 899 LOGAN STE 410 DENVER CO 80203 742425019 501(c)(3) 10700 General Support MULLEN HIGH SCHOOL FOUNDATION 3601 S LOWELL BLVD DENVER CO 80236 453844774 501(c)(3) 10000 General Support 2 0 Part I, Line 2: Grants are generally made only to the supported hospital organizations and/or their supporting Foundation organizations that are exempt from federal income tax under IRC Section 501(c)(3), or to other local charitable community organizations. Accordingly, the filing organization has not established specific procedures for monitoring the use of grant funds in the United States as the filing organization does not have a grant making program that would necessitate such procedures. X X X 1 1 X X X X X 1 1 0 0 0 0 0 0 0 Campbell Gary Board Member/CEO (end 07/17) 955973 0 1075982 0 356145 0 9450 0 20950 0 2418500 0 0 0 Banko Peter Board Member/CEO (beg 09/17) 918985 0 638444 0 53830 0 156936 0 32032 0 1800227 0 0 0 Enderson Dan Treasurer/CFO/SVP 588895 0 354008 0 12251 0 156890 0 36684 0 1148728 0 0 0 Sabin Margaret Group CEO Penrose St. Fran 644510 0 509859 0 14037 0 172290 0 46612 0 1387308 0 0 0 Dean Morre CEO - Porter Adventist Hospital 586308 0 348882 0 10260 0 151911 0 31092 0 1128453 0 0 0 Ellner Scott CEO - Physician Group 528012 0 277411 0 9350 0 126793 0 27078 0 968644 0 0 0 Selna Mark SVP Care Integration 149333 0 105876 0 501094 0 59346 0 25188 0 840837 0 0 0 Spenst Brett CEO - Littleton Adventist Hospital 398688 0 160274 0 14351 0 91284 0 20822 0 685419 0 0 0 Ordelheide Kris SVP Legal Svcs - Former Officer 458269 0 228628 0 12946 0 103339 0 28937 0 832119 0 0 0 Nicholson Pam SVP Strategic Integration - Former K 385927 0 196281 0 10586 0 83224 0 29214 0 705232 0 0 0 Cox Angela VP Revenue Management - Former Key E 230482 0 61095 0 902 0 3811 0 39208 0 335498 0 0 0 Moore Dana SVP Information Services - Former Ke 249821 0 233110 0 9666 0 58649 0 21308 0 572554 0 0 0 Part I, Line 1a Travel for companions: Centura Health Corporation (CHC) provides reimbursement for spousal travel when certain of its executives attend conferences sponsored by Adventist Health System Sunbelt Healthcare Corporation (AHSSHC). AHSSHC is the tax-exempt top-tier parent of Portercare Adventist Health Systesm (PAHS). PAHS is one of the two members of the filing organizaiton. All spousal travel costs reimbursed to the executive are considered taxable compensation to the executive. Discretionary spending account: A cash discretionary spending account was provided in the current year to eligible executives in the form of a car allowance of $750 per month to help offset business travel expense. Other discretionary spending accounts may be provided in connection with attendance at conferences but typically do not exceed $300 per participant. Taxable travel and other spending accounts are considered taxable compensation to the executive. Housing allowance or residence for personal use: CHC has a Corporate Executive Policy that addresses assistance to executives who have been relocated by the company during the year. Relocation assistance is administered per CHC policy by an external relocation company. Any taxable reimbursements made to executives in connection with relocation assistance are treated as wages to the executive and are subject to all payroll withholding and reporting requirements. Part I, Lines 4a-b Part I, Line 4a: During the year ending December 31, 2017, Mark Selna received severance payments in the amount of $373,853. Pursuant to the CHC Corporate Executive Policy governing executive severance, severance agreements for executives operating at the Vice President level and above are entered into upon eligibility to facilitate the transition to subsequent employment following an involuntary separation from employment with CHC. Part I, Line 4b: Senior executives on the filing organization's management team that hold the position of Senior Vice-President or Hospital CEO are eligible to participate in the CHC EXECU-FLEX Benefit Plan (the Plan). In recognition of the contribution that each executive makes to the success of CHC, CHC provides for participation in the Plan to the eligible executives. The purpose of the Plan is to offer an opportunity to elect from among a variety of supplemental benefits to individually tailor a benefits program appropriate to each executive's needs. The executive is provided with a Flex allowance equivalent to 10% of base salary to purchase selected benefits and to contribute into a deferred non-qualified supplemental executive retirement plan. The Plan provides for a five-year cliff-vesting schedule with respect to amounts accumulated in the executive's deferred compensation account. CHC contributes into these deferred compensation accounts semi-annually and amounts are subject to a substantial risk of forfeiture with active participation required at time of vesting. In addition, CHC provides a Pension Restoration Benefit (PRB) to restore qualified plan contributions lost on income in excess of the current federal maximum allowable compensation to a qualified plan. The PRB provides contributions by restoring the amount that would have been contributed to the executive's retirement savings plan for compensation in excess of the legislative limits. Benefit amounts are added to the participant's flex allowance each year based on their total compensation from the prior year. During the calendar year 2017, the following individuals participated in and received the following amounts from the supplemental non-qualified deferred compensation plans: CY Employer CY Employer CY SERP CY PRB SERP Contr. PRB Contr. Distribution Distrib. Gary Campbell 184,032 157,032 184,032 157,032 Peter Banko 101,197 46,289 Daniel Enderson 87,220 60,220 Margaret Sabin 94,920 67,920 Mark Selna 35,683 22,183 124,019 Morre Dean 85,444 58,444 Scott Ellner 72,800 44,543 Brett Spenst 54,417 27,417 Kris Ordelheide 60,124 34,428 Pam Nicholson 48,821 26,003 Dana Moore 29,804 19,395 Form 990, Part VI, Section A, line 6 The filing organization has two members. The members of the filing organization are Portercare Adventist Health System (PAHS), a Florida corporation and Catholic Health Initiatives Colorado (CHIC), a Colorado corporation. Both PAHS and CHIC are not-for-profit corporations that are exempt from federal income tax under Internal Revenue Code (IRC) Section 501(c)(3). There are no other classes of membership in the filing organization. Form 990, Part VI, Section A, line 7a The Board of Trustees (the Board) of the filing organization are appointed by its members, Portercare Adventist Health System (PAHS) and Catholic Health Initiatives Colorado (CHIC). PAHS is entitled to appoint up to seven Trustees to the Board and CHIC is entitiled to appoint up to seven Trustees to the Board. The number of Trustees appointed by PAHS must equal the number of Trustees appointed by CHIC at all times. Form 990, Part VI, Section A, line 7b Portercare Adventist Health System (PAHS) and Catholic Health Initiatives Colorado (CHIC), as the sole members of Centura Health Corporation (the Corporation), have certain reserved powers as set forth in the Bylaws of the filing organization. These reserved powers include the following: (a) to sell, transfer or otherwise dispose of any real estate owned by the Corporation or any Managed Facility with a fair market value in excess of three million dollars ($3,000,000); (b) to sell, transfer or otherwise dispose, (collectively the "transfer") other than in the ordinary course of business, of any other asset by the Corporation or a Managed Facility with a fair market value (individually or collectively) at the time of such transfer in excess of three million dollars ($3,000,000); (c) to enter into any promissory note or debt instrument or guaranty any indebtedness by or on behalf of the Corporation or a Managed Facility in excess of two hundred fifty thousand dollars ($250,000) or to perform under any capital lease with future payments in excess of two hundred fifty thousand dollars ($250,000); (d) to alter, amend, restate or repeal the Articles of Incorporation, Bylaws or Mission Statement of the Corporation or a Managed Facility; action on these matters may also be initiated by one or both of the members; (e) to approve the admission of a new sponsor or other affiliation by a health care system or facility with the Corporation or a Managed Facility; (f) to approve a plan of merger, dissolution, consolidation or corporate reorganization involving the Corporation or a Managed Facility; (g) to waive, settle or compromise any legal proceeding, suit, claim or action (collecting a "claim") against or brought by or on behalf of the Corporation or a Managed Facility if the uninsured portion of the amount in controversy is in excess of two million dollars ($2,000,000); provided, however, the approval of the members shall be required to contest, settle or compromise any claim brought by or on behalf of the federal or state government relating to matters within the scope of the corporate compliance plan of a Managed Facility, regardless of the amount in controversy or the existence of insurance coverage; (h) to acquire any real estate, personal property, membership, ownership or investment interest for the Corporation or a Managed Facility or make any capital expenditure other than pursuant to an annual budget, or substitutions for capital expenditures within a capital budget, which exceed individually, or in the aggregate five million dollars ($5,000,000) in any fiscal year. Form 990, Part VI, Section B, line 11b The filing organization's current year Form 990 was reviewed by the CEO and by the CFO prior to its filing with the IRS. The review conducted by the CEO and the CFO did not include the review of any supporting workpapers that were used in preparation of the current year Form 990, but did include a review of the entire Form 990 and all supporting schedules. Form 990, Part VI, Section B, line 12c The Conflict of Interest Policy of the filing organization applies to members of its Board of Trustees (the Board) and its principal officers and key employees (to be known as Interested Persons). Consistent with the filing organization's integrity standards, it is policy that each Board of Trustee member, or any corporate officer or key employee of the filing organization act at all times in a manner that is consistent with the filing organization's mission and values-based service to the community and exercise care that he or she does not have any personal interest which might conflict with or appear to conflict with the interest of the filing organization or which might influence their judgment or actions in performing their duties. In connection with an actual or possible transaction or arrangement involving the filing organization, any board member, corporate officer, or key employee who has a direct or indirect financial interest must disclose and be given the opportunity to share all material facts with the Board considering the proposed transaction or arrangement. Board members, corporate officers, and key employees are also required to disclose any possible conflicts on an annual basis through a Conflict of Interest Questionnaire. Procedure for disclosing and reviewing transaction or arrangement potential conflicts of interest: 1) Board members, corporate officers, and key employees that have a financial interest in any actual or possible transaction involving the filing organization are required to disclose the financial interest. 2) In order to determine if a conflict of interest exists, the individual who is considered to have a financial interest may make a presentation to the Board or Board committee. After such presentation, the individual shall leave the meeting for discussion and a vote on the issue. 3) After exercising due diligence, the Board or Board committee shall determine whether the filing organization can obtain a more advantageous transaction with reasonable efforts from another person or entity. If a more advantageous transaction is not reasonably attainable, the Board or Board committee shall determine by a majority vote of the disinterested members whether the transaction is in the filing organization's best interest and is fair. Procedure for disclosing and reviewing other conflicts of interest: 1) Board members, corporate officers, and key employees shall also disclose in advance to the filing organization's leaders any non-transactional actions or relationships that have the potential to create a conflict of interest. 2) The Board or Board committee shall carefully review and scrutinize any potential conflict of interest. By a majority vote of the disinterested members, the Board shall take whatever action is deemed appropriate with respect to the Board member, corporate officer, or key employee under the circumstances, including possible corrective action, in order to best protect the interests of the filing organization. 3) On an annual basis, Board members, corporate officers, and key employees will also be sent an email requesting they complete the Board member and corporate officer Conflict of Interest Questionnaire by the specified due date in the email. 4) The corporate responsibility department shall notify the chairperson of the Board of any potential conflicts and the chairperson, or designee, shall perform further investigation as he or she deems appropriate. Record of proceedings: The minutes of the Board and Board committee shall contain the names of persons who disclosed or otherwise were found to have a financial interest and the nature of the financial interest; and the names of persons who were present for discussions and votes relating to any financial interest, the content of the discussion, including any alternatives, and a record of the Board or Board committee decision. Violations of the conflicts of interest policy: If the Board or Board committee has reasonable cause to believe that an individual has failed to disclose either an actual or potential conflict of interest, or all material facts surrounding an actual or possible conflict, the individual will be given a chance to explain. After hearing the response, the Board will conduct such additional investigation as appropriate. If the board determines that the individual has in fact failed to disclose as required by the Conflict of Interest Policy, the Board shall take appropriate disciplinary or corrective action. Form 990, Part VI, Section B, line 15 Question 15 a&b: External consultants are engaged to provide market-based compensation studies to make recommendations to the filing organization's Compensation Committee regarding the compensation of the filing organization's CEO and CFO. The Compensation Committee is appointed by the Board of Trustees. The Board of Trustees may remove at any time, with or without cause, any member of the Compensation Committee; provided the filing organization's members, Portercare Adventist Health System (PAHS) and Catholic Health Initiatives Colorado (CHIC), shall have exclusive authority to appoint or remove, with or without cause, any member it or they appoint to the Compensation Committee. The consultant's recommendations are presented to and deliberated by the Compensation Committee. The Compensation Committee relies upon all available comparable compensation data in finalizing its decision concerning compensation for its senior executive positions. The Compensation Committee deliberations and decisions are documented appropriately. The filing organization's Human Resources department performs an annual analysis of the market to determine compensation ranges for the remainder of the filing organization's Executives which are reviewed and approved by the filing organization's senior leadership. Form 990, Part VI, Section C, line 19 The filing organization's organizing and governing documents are available on the Colorado Secretary of State website. The filing organization does not generally make its Conflict of Interest Policy or financial statements available to the public. Form 990, Part VI, Line 16B, Joint Venture Policy Centura Health Corporation has not formally adopted a written policy or written procedure regarding joint ventures. Practices are in place that require the filing organization to perform an analysis and evaluation of its participation in every joint venture in which the filing organization will have an ownership interest. The internal review and analysis ensures that the filing organization will not become a participant in any joint ventures that could potentially threaten the tax-exempt status of the filing organization. Part VII, Section A For the highest paid employees: Margaret Sabin, Morre Dean, Scott Ellner, and Brett Spenst, who devote who devote less than full-time to the filing organization (based upon the average number of hours per week shown in column (B) on page 7 of the return) the compensation amounts shown in columns (D) and (F) on page 7 were provided in conjunction with that person's responsibilities and roles in serving in an executive leadership position for the members of the filing organization. These individuals devote approximately 50 hours per week in conjunction with serving in their respective executive leadership position for healthcare facilities owned by its members. Form 990, Part IX, line 11g Payments to Hlthcare Professionals: Program service expenses 4,251,138. Management and general expenses 0. Fundraising expenses 0. Total expenses 4,251,138. Professional Fees: Program service expenses 18,159,539. Management and general expenses 0. Fundraising expenses 0. Total expenses 18,159,539. Purchased Medical Services: Program service expenses 6,606,750. Management and general expenses 0. Fundraising expenses 0. Total expenses 6,606,750. Environmental Services: Program service expenses 214,277. Management and general expenses 0. Fundraising expenses 0. Total expenses 214,277. Recruiting: Program service expenses 1,074,808. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,074,808. Lab Courier Fees: Program service expenses 3,484,357. Management and general expenses 0. Fundraising expenses 0. Total expenses 3,484,357. Management Fees: Program service expenses 0. Management and general expenses 1,435,258. Fundraising expenses 0. Total expenses 1,435,258. Billing and Collection Services: Program service expenses 0. Management and general expenses 7,753,768. Fundraising expenses 0. Total expenses 7,753,768. Form 990, Part XI, line 9: Contributions from Tax-Exempt Related Supported Organizations 10,000,000. Colorado Accountable Care LLC 9100 E Mineral Circle Centennial CO 80112 900858536 Inactive CO 0 0 Centura Health Corporation FullWell LLC 9100 E Mineral Circle Centennial CO 80112 474758120 Population Health Management DE 1073072 2176759 Centura Health Corporation Catholic Health Initiatives Colorado (630 YE) 9100 East Mineral Circle Centennial CO 80112 840405257 Operation of Hospital & Related Services CO 501(c)(3) Line 3 Catholic Health Initiatives 0 Portercare Adventist Health System (630 YE) 9100 East Mineral Circle Centennial CO 80112 840438224 Operation of Hospital & Related Services CO 501(c)(3) Line 3 Adventist Hlth System Sunbelt Hlthcare Corp 0 0 0 1 0 0 0 0 0 0 1 0 1 0 0 1 1 1 1 1 Late filed return due to CCH Software outage