2018-11-15T11:35:58-06:00 2017-12-31 381357951 PLANTE & MORAN PLLC 27400 NORTHWESTERN HIGHWAY SOUTHFIELD MI 48034 990 2017-01-01 351931354 MDWISE INC MDWI 3178227100 1200 MADISON AVENUE NO 400 INDIANAPOLIS IN 46225 BRUCE HAYES CHIEF EXECUTIVE OFFICER 3178227100 2018-11-14 1 DAVID LOWENTHAL P00378651 2483522500 2018-11-14 67.59.56.33 2018-11-14 14:40:11 ES P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 F1BA1E382483F4D73F6F89D501C7D1457FEC777A 2017 2018-06-14 16:35:46Z BRUCE HAYES 1200 MADISON AVENUE NO 400 INDIANAPOLIS IN 46225 1488207378 0 X WWW.MDWISE.ORG X 1994 IN MDWISE IS A NOT-FOR-PROFIT HEALTH MAINTENANCE ORGANIZATION CONTRACTING WITH HEALTHCARE PROVIDERS TO PROVIDE SERVICES TO ITS MEMBERS FOR THREE STATE PROGRAMS: HOOSIER HEALTHWISE, HEALTHY INDIANA PLAN & HOOSIER CARE CONNECT (HCC). 8 8 533 11 0 0 0 0 1435604329 1469963663 1269619 2543516 12166987 6699764 1449040935 1479206943 117949 77850 0 0 20598252 31527675 0 0 0 1398834450 1434517781 1419550651 1466123306 29490284 13083637 310489675 397683911 206949312 281059911 103540363 116624000 X MDWISE IS A NOT-FOR-PROFIT HEALTH MAINTENANCE ORGANIZATION CONTRACTING WITH HEALTHCARE PROVIDERS TO PROVIDE HEALTHCARE SERVICES TO ITS INDIANA MEMBERS FOR THREE STATE PROGRAMS: HOOSIER HEALTHWISE, HEALTHY INDIANA PLAN AND HOOSIER CARE CONNECT (HCC). MDWISE ACCOMPLISHED ITS CORE VALUES THROUGH A FIVE-FOLD MISSION:1. DELIVERING CONSISTENT, HIGH QUALITY CARE.2. FOCUSING ON FAMILIES AND COMMUNITY IN A CULTURALLY COMPETENT WAY.3. SHAPING HEALTH POLICY AND PROMOTING INNOVATION IN MEDICAID MANAGED CARE.4. ENSURING FINANCIAL VIABILITY THROUGH EFFICIENT AND COST EFFECTIVE OPERATIONS.5. INVOLVING PROVIDERS IN KEY DECISION MAKING AND NURTURING LOCAL GOVERNANCE OF THE MDWISE PRODUCT. 0 1 1456648642 77850 1476663427 BEGINNING JANUARY 1, 2011, MDWISE WAS GRANTED A FOUR-YEAR CONTRACT WITH THE STATE OF INDIANA (THE "STATE"), THROUGH THE FAMILY AND SOCIAL SERVICE ADMINISTRATION ("FSSA") AND OFFICE OF MEDICAID POLICY AND PLANNING ("OMPP"), TO ARRANGE FOR AND ADMINISTER TWO RISK-BASED MANAGED CARE PROGRAMS ("HOOSIER HEALTHWISE AND "HEALTHY INDIANA PLAN") FOR CERTAIN INDIANA MEDICAID ENROLLEES. MDWISE CONTRACTS WITH VARIOUS DELIVERY NETWORKS INCLUDING THE AFFILIATED MDWISE MEDICAID NETWORK ("EXCEL"). EXCEL AND THE OTHER DELIVERY NETWORKS ACCEPT THE MEDICAL SERVICE RISK FOR ENROLLEES WHO CHOOSE A PRIMARY CARE PROVIDER AFTER SELECTING THE MDWISE NETWORK. THERE WERE APPROXIMATELY 224,000 AND 233,000 MEMBERS ENROLLED IN THE HOOSIER HEALTHWISE PRODUCT AT DECEMBER 31, 2017 AND 2016, RESPECTIVELY. THERE WERE APPROXIMATELY 117,000 AND 151,000 MEMBERS ENROLLED IN THE HEALTHY INDIANA PRODUCT AT DECEMBER 31, 2017 AND 2016, RESPECTIVELY. THE INCREASE IN MEMBERS IS RELATED TO THE EXPANSION OF THE PROGRAM BY THE STATE. ON JANUARY 1, 2017, THE CONTRACT WITH THE STATE OF INDIANA WAS RENEWED AND IS NOW SCHEDULED TO EXPIRE ON DECEMBER 31, 2022. THE COMPANY WAS GRANTED A FOUR-YEAR CONTRACT IN JANUARY 2014 TO PARTICIPATE IN CARE SELECT BEGINNING FEBRUARY 1, 2014 AND WAS TO EXPIRE JANUARY 31, 2018. DURING 2014, THE STATE RELEASED A REQUEST FOR PROPOSAL TO REPLACE THE NEWLY GRANTED FOUR-YEAR CONTRACT WITH RISK-BASED MANAGED CARE SERVICES IN THE FORM OF A NEW PROGRAM CALLED HOOSIER CARE CONNECT ("HCC"). THE COMPANY WAS SELECTED TO BEGIN CONTRACT NEGOTIATIONS ON THE REPLACEMENT PROGRAM ON NOVEMBER 26, 2014. AS A PART OF THIS TRANSITION, THE HCC PROGRAM BEGAN APRIL 1, 2015 WHILE THE CARE SELECT CONTRACT WAS PHRASED OUT DURING 2015. THE NEW HCC AGREEEMENT WILL BE EFFECTIVE FOR A 4 YEAR PERIOD ENDING MARCH 30, 2019. AT THE DISCRETION OF THE STATE, THERE MAY BE TWO 1-YEAR RENEWALS. IN NO EVENT, SHALL THE TERM EXCEED A TOTAL OF SIX YEARS. THE COMPANY'S CONTRACT WITH THE STATE WAS TERMINATED ON MARCH 31, 2017. THE COMPANY COLLABORATED WITH THE STATE TO TRANSITIONS THOSE MEMBERS TO ALTERNATE MANAGED HEALTH PLANS. THE COMPANY WAS RESPONSIBLE FOR APPROXIMATELY 0 TO 39,000 MEMBERS AT DECEMBER 31, 2017 AND 2016, RESPECTIVELY. 1456648642 0 0 0 1 0 0 0 0 0 1 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 1 226 0 1 533 1 0 0 0 0 0 0 0 0 X 8 8 1 0 0 0 1 1 1 1 1 0 0 0 1 1 1 1 1 1 1 0 IN X MARK IVORY 3178227467 1200 MADISON AVENUE SUITE 400 INDIANAPOLIS IN 46225 JAMES T PARKER PRESIDENT & CEO 1.00 1.00 X X 0 0 0 CHRISTOPHER SCOTT WEAVER MD DIRECTOR 1.00 1.00 X 0 0 0 RYAN CHRISTOPHER KITCHELL DIRECTOR 1.00 1.00 X 0 0 0 TAVONNA SHENISE HARRIS ASKEW DIRECTOR 1.00 1.00 X 0 0 0 JOAN VICTORIA CASTOR DIRECTOR 1.00 1.00 X 0 0 0 JENNIFER MARIE ALVEY DIRECTOR 1.00 1.00 X 0 0 0 DANIEL EDWARD SELLERS DIRECTOR 1.00 1.00 X 0 0 0 JOHN FRANCIS FITZGERALD MD DIRECTOR (PARTIAL YEAR) 1.00 1.00 X 0 0 0 MARK ALLAN LANTZY DIRECTOR 1.00 1.00 X 0 0 0 PATRICIA ANN HEBENSTREIT SECRETARY (SR VP GENERAL COUNSEL) 40.00 1.00 X 298748 0 22644 JEREMY TYSON SULLIVAN MD SR VP CHIEF MEDICAL OFFICER 40.00 1.00 X 312365 0 12448 MICHAEL VICTOR CUTRONI CFO (PARTIAL YEAR) 40.00 0.00 X 159941 0 8071 ROBERT WILLIAM KOMULA CFO (PARTIAL YEAR) 40.00 1.00 X 0 0 0 CESAR DAVID MARTINEZ PRESIDENT & CEO (PARTIAL YEAR) 40.00 1.00 X 67802 0 6102 LINDSEY LUX SR VP OF HR & OPERATIONS 40.00 0.00 X 314647 0 19116 BRIAN ARROWOOD SR VP CHIEF INFORMATION OFFICER 40.00 0.00 X 258584 0 21542 GARY PHILLIPS VP OF INFORMATION SERVICES 40.00 0.00 X 228629 0 31816 CHRISTOPHER CALLAHAN VP OF PHARMACY AND MED ECON 40.00 0.00 X 199047 0 28544 BARBARA WILDER VP QUALITY IMPROVEMENT 40.00 0.00 X 183714 0 14662 ROBERT ARMBRUSTER VP OF BUSINESS INTELLIGENCE 40.00 0.00 X 172427 0 14492 ERIC ESSLEY VP ASSISTANT GENERAL COUNSEL 40.00 0.00 X 159202 0 18409 MARC BAKER VP OF PROVIDER RELATIONS 40.00 0.00 X 149803 0 12877 JASON THACKER SR DIRECTOR OF DELIVERY SERVICES 40.00 0.00 X 153546 0 13068 BRIAN MUSIAL DIRECTOR OF PHARMACY ANALYTICS 40.00 0.00 X 138640 0 25334 WENDI POWELL DIRECTOR CLINICAL PHARMACY 40.00 0.00 X 169135 0 17138 MARK IVORY CONTROLLER 40.00 0.00 X 135024 0 17474 3101254 0 283737 30 0 1 0 MEDIMPACT 10181 SCRIPPS GATEWAY COURT SAN DIEGO CA 92131 PHARMACY SERVICES 369127997 DST 13804 COLLECTION CENTER DRIVE CHICAGO IL 60693 TECHNOLOGY SERVICES 10330638 RIDE RIGHT 16 HAWK RIDGE DRIVE LAKE ST LOUIS MO 63367 TRANSPORTATION 6478190 HEALTHEDGE PO BOX 347589 PITTSBURGH PA 152514816 TECHNOLOGY SERVICES 3437231 BUCHER AND CHRISTIAN CONSULTING PO BOX 71495 CHICAGO IL 606941495 CONSULTING 2879191 24 HOOSIER CARE CONNECT C 900000 1387102977 1387102977 HOOSIER HEALTHWISE PRE 900000 82860686 82860686 1469963663 2643951 2643951 8900000 9000435 -100435 -100435 -100435 NET, TRANSPORTATION 900000 6699764 6699764 6699764 1479206943 1476663427 0 2543516 77850 77850 2509303 2132908 376395 21907775 18621608 3286167 1356729 1153220 203509 4121260 3503071 618189 1632608 1387717 244891 196909 167373 29536 805397 684587 120810 41000 34850 6150 180208 153177 27031 16864350 14334697 2529653 6882461 5850092 1032369 1463103 1243638 219465 5983856 5086278 897578 1984199 1686569 297630 236561 201077 35484 138975 118129 20846 2237211 1901629 335582 534944 454702 80242 DELIVERY SYSTEM PAYMENT 1395481569 1395481569 CLAIMS PROCESSING ADMIN 9230486 7845913 1384573 TRANSPORTATION 6699764 6699764 REINSURANCE 699696 699696 -15142908 -12871472 -2271436 1466123306 1456648642 9474664 0 114028588 129612152 128459446 200776612 23270 18330 1762102 788942 15019028 9653350 7452313 5365678 55347841 57967307 3416115 3154890 310489675 397683911 206949312 281059911 206949312 281059911 X 103540363 116624000 103540363 116624000 310489675 397683911 13083637 0 X X 0 1 X 1 0 1 0 0 1492950 880929 612021 13526078 8772421 4753657 5365678 X 1345783000 0 1345783000 133423943 133423943 1479206943 1332699363 0 1332699363 133423943 133423943 1466123306 PART X, LINE 2: THE COMPANY IS TAX EXEMPT UNDER SECTION 501(C)(4) OF THE INTERNAL REVENUE CODE. ACCORDINGLY, THE FINANCIAL STATEMENTS INCLUDE NO PROVISION OR LIABILITY FOR FEDERAL OR STATE INCOME TAXES. A TAX POSITION IS RECOGNIZED AS A BENEFIT ONLY IF IT IS "MORE LIKELY THAN NOT" THAT THE TAX POSITION WOULD BE SUSTAINED IN A TAX EXAMINATION, WITH A TAX EXAMINATION BEING PRESUMED TO OCCUR. THE AMOUNT RECOGNIZED IS THE LARGEST AMOUNT OF TAX BENEFIT THAT IS GREATER THAN 50% LIKELY OF BEING REALIZED ON EXAMINATION. FOR TAX POSITIONS NOT MEETING THE "MORE LIKELY THAN NOT" TEST, NO TAX BENEFIT IS RECORDED. THE COMPANY DOES NOT EXPECT THE TOTAL AMOUNT OF UNRECOGNIZED TAX BENEFITS TO SIGNIFICANTLY CHANGE IN THE NEXT 12 MONTHS. THE COMPANY RECOGNIZES INTEREST AND/OR PENALTIES RELATED TO INCOME TAX MATTERS IN GENERAL ADMINISTRATIVE EXPENSES. THE COMPANY DID NOT HAVE ANY AMOUNTS ACCRUED FOR INTEREST OR PENALTIES AT DECEMBER 31, 2017 AND 2016. PART XI, LINE 4B - OTHER ADJUSTMENTS: RECLASS OF EXP NET WITH REV - DISCONTINUED OPERATIONS 133,423,943. PART XII, LINE 4B - OTHER ADJUSTMENTS: RECLASS OF EXP NET WITH REV - DISCONTINUED OPERATIONS 133,423,943. 1 MINORITY HEALTH COALITION OF MARION COUNTY 1100 W 42ND STREET INDIANAPOLIS IN 46205 351938965 GOVERNMENT 15000 N/A N/A GENERAL SUPPORT INDIANA STATE DEPARTMENT OF HEALTH 2 NORTH MERIDAN ST SUITE 6-C INDIANAPOLIS IN 46204 356000158 GOVERNMENT 7000 N/A N/A GENERAL SUPPORT 2 0 PART I, LINE 2: MDWISE HAS A CORPORATE GIVING COMMITTEE THAT REQUESTS CERTAIN INFORMATION FROM EACH GRANTEE ORGANIZATION IN ORDER TO EVALUATE AND MEASURE IMPACT TO SEE HOW MEMBERS OF MDWISE BENEFIT FROM THE GRANTEE ORGANIZATION. MDWISE DOES NOT HAVE A FORMAL PROCEDURE TO FOLLOW-UP WITH THE GRANTEE ORGANIZATIONS AFTER FUNDS ARE AWARDED BUT USES INFORMAL COMMUNICATIONS TO UNDERSTAND HOW CONTRIBUTIONS ARE USED. X X 1 0 0 0 0 0 0 1 0 PATRICIA ANN HEBENSTREIT SECRETARY (SR VP GENERAL COUNSEL) 298748 0 0 0 0 0 14094 0 8550 0 321392 0 0 0 JEREMY TYSON SULLIVAN MD SR VP CHIEF MEDICAL OFFICER 312365 0 0 0 0 0 9813 0 2635 0 324813 0 0 0 MICHAEL VICTOR CUTRONI CFO (PARTIAL YEAR) 159941 0 0 0 0 0 3855 0 4216 0 168012 0 0 0 LINDSEY LUX SR VP OF HR & OPERATIONS 314647 0 0 0 0 0 15487 0 3629 0 333763 0 0 0 BRIAN ARROWOOD SR VP CHIEF INFORMATION OFFICER 258584 0 0 0 0 0 8775 0 12767 0 280126 0 0 0 GARY PHILLIPS VP OF INFORMATION SERVICES 228629 0 0 0 0 0 16271 0 15545 0 260445 0 0 0 CHRISTOPHER CALLAHAN VP OF PHARMACY AND MED ECON 199047 0 0 0 0 0 14361 0 14183 0 227591 0 0 0 BARBARA WILDER VP QUALITY IMPROVEMENT 183714 0 0 0 0 0 12157 0 2505 0 198376 0 0 0 ROBERT ARMBRUSTER VP OF BUSINESS INTELLIGENCE 172427 0 0 0 0 0 11819 0 2673 0 186919 0 0 0 ERIC ESSLEY VP ASSISTANT GENERAL COUNSEL 159202 0 0 0 0 0 10855 0 7554 0 177611 0 0 0 MARC BAKER VP OF PROVIDER RELATIONS 149803 0 0 0 0 0 10281 0 2596 0 162680 0 0 0 JASON THACKER SR DIRECTOR OF DELIVERY SERVICES 153546 0 0 0 0 0 10535 0 2533 0 166614 0 0 0 BRIAN MUSIAL DIRECTOR OF PHARMACY ANALYTICS 138640 0 0 0 0 0 10368 0 14966 0 163974 0 0 0 WENDI POWELL DIRECTOR CLINICAL PHARMACY 169135 0 0 0 0 0 11696 0 5442 0 186273 0 0 0 MARK IVORY CONTROLLER 135024 0 0 0 0 0 5058 0 12416 0 152498 0 0 0 PART I, LINE 4A MICHAEL CUTRONI RECEIVED SEVERANCE PAYMENTS TOTALING $166,154 DURING THE TAX YEAR. PAYMENTS ARE MADE IN BIWEEKLY INSTALLMENTS OVER A 16 WEEK PERIOD PER THE AGREEMENT SIGNED BY THE PARTIES ON 3/17/17. PART I, LINE 7 INTERESTED PERSONS RECEIVE DISCRETIONARY BONUSES BASED ON OVERALL PERFORMANCE OF THE INDIVIDUALS. FORM 990, PART III, LINE 3 IN MARCH 2017, THE COMPANY ELECTED TO DISCONTINUE THE OPERATIONS OF THE HCC PROGRAM, A SIGNIFICANT LINE OF BUSINESS. THE DISCONTINUATION OF OPERATIONS WAS BROUGHT ABOUT BY A DISCREPANCY WITH THE CAPITATED RATES AND CLAIM EXPERIENCE OF THE COMPANY'S DELIVERY SYSTEMS. THE COMPANY TERMINATED THEIR CONTRACT WITH THE STATE EFFECTIVE MARCH 31, 2017. THE COMPANY COLLABORATED WITH THE STATE TO TRANSITION THOSE MEMBERS TO ALTERNATE MANAGED HEALTH PLANS. FORM 990, PART VI, SECTION A, LINE 1 THE ARTICLES OF INCORPORATION ALLOWS FOR THE CREATION OF THE EXECUTIVE COMMITTEE COMPOSED OF ONE OR MORE MEMBERS OF THE BOARD OF DIRECTORS WHICH, TO THE EXTENT PROVIDED IN THE BYLAWS OR SUCH RESOLUTION AND CONSISTENT WITH APPLICABLE LAW, SHALL HAVE AND EXERCISE ALL OF THE AUTHORITY OF THE BOARD OF DIRECTORS IN THE MANAGEMENT OF THE CORPORATION'S AFFAIRS DURING INTERVALS BETWEEN THE MEETINGS OF THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 2 DAN SELLERS AND JOHN FITZGERALD HAVE A BUSINESS RELATIONSHIP FORM 990, PART VI, SECTION A, LINE 6 THE MEMBERS OF MDWISE, INC. ARE IU HEALTH AND HEALTH AND HOSPITAL CORPORATION OF MARION COUNTY. EACH MEMBER HAS THE RIGHT TO ELECT 5 INDIVIDUALS TO THE GOVERNING BODY. FORM 990, PART VI, SECTION A, LINE 7A THE MEMBERS EACH HAVE THE RIGHT TO APPOINT 5 INDIVIDUALS TO THE GOVERNING BODY. FORM 990, PART VI, SECTION A, LINE 7B THE FOLLOWING CORPORATE ACTIONS REQUIRE APPROVAL BY THE MEMBERS: A. TO AMEND, ALTER, CHANGE OR REPEAL THE ARTICLES OF INCORPORATION B. TO AMEND, ALTER, CHANGE OR REPEAL THE BYLAWS C. TO MERGE OR CONSOLIDATE THE CORPORATION WITH ANOTHER ENTITY OR ENTITIES D. TO SELL, LEASE, OR EXCHANGE MORE THAN 50% OF THE PROPERTY OR ASSETS OF THE CORPORATION, WHETHER OR NOT SUCH SALE, LEASE, OR EXCHANGE OCCURS IN THE REGULAR COURSE OF BUSINESS E. TO APPOINT AND ELECT THE DIRECTORS OF THE CORPORATION AND THE CHAIRMAN OF THE CORPORATION'S BOARD OF DIRECTORS F. TO ELECT EACH OFFICER OF THE CORPORATION, TO CHANGE THE TITLE, DUTIES, SALARY OR OTHER COMPENSATION OF ANY SUCH OFFICER, AND (WITH CONSIDERATION OF ANY RECOMMENDATION OF THE BOARD OF DIRECTORS) TO REMOVE ANY SUCH OFFICER G. UPON THE CONSIDERATION OF ANY RECOMMENDATION OF THE BOARD OF DIRECTORS, TO APPROVE OR AMEND THE CORPORATION'S ANNUAL BUDGET AND THE MAKING AND TIMING OF GRANTS ON BEHALF OF THE CORPORATION H. TO INCUR ANY CORPORATE INDEBTEDNESS IN EXCESS OF $100,000, OR TO ENTER INTO ANY BUSINESS TRANSACTION OR FINANCIAL COMMITMENT IN EXCESS OF $100,000 I. TO APPROVE ANY CONFLICT-OF-INTEREST BUSINESS TRANSACTION J. TO DISSOLVE THE CORPORATION FORM 990, PART VI, SECTION B, LINE 11B THE CFO REVIEWED A FINAL DRAFT OF THE FORM 990 PRIOR TO FILING WITH THE IRS. A FINAL COPY OF THE FORM 990 WAS SENT TO EVERY MEMBER OF THE GOVERNING BODY AFTER IT WAS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C MDWISE REQUIRES THAT ALL BOARD MEMBERS, OFFICERS, AND KEY EMPLOYEES SIGN A CONFLICT OF INTEREST DISCLOSURE STATEMENT ANNUALLY. THE COMPLIANCE OFFICER OF THE ORGANIZATION REVIEWS EACH COMPLETED STATEMENT AND IS PRESENT AT BOARD MEETINGS TO ENFORCE COMPLIANCE WITH THE CONFLICT OF INTEREST POLICY. IF AN ISSUE WITH A POTENTIAL CONFLICT IS BROUGHT TO THE TABLE AT A BOARD MEETING, THE PERSON WITH THE POTENTIAL CONFLICT ABSTAINS FROM VOTING ON THE ISSUES. FORM 990, PART VI, SECTION B, LINE 15 THE EXECUTIVE COMMITTEE OF THE BOARD MEETS IN JUNE OF EACH YEAR TO CONDUCT A PERFORMANCE REVIEW OF THE CEO AND TO REVIEW COMPENSATION. THE EXECUTIVE COMMITTEE USES COMPENSATION SURVEYS TO DETERMINE APPROPRIATE COMPENSATION FOR THE CEO. THE COMPENSATION SETTING PROCESS AND THE DETERMINATION IS DOCUMENTED IN THE COMMITTEE MINUTES. THIS PROCESS WAS LAST UNDERTAKEN IN 2017. THE HUMAN RESOURCES DEPARTMENT DETERMINES THE COMPENSATION OF THE OTHER OFFICERS AND KEY EMPLOYEES OF THE ORGANIZATION. THE DEPARTMENT USES COMPENSATION SURVEYS IN ITS REVIEW PROCESS. THE DECISIONS ARE DOCUMENTED IN EACH INDIVIDUALS' EMPLOYMENT FILES. THIS PROCESS WAS LAST UNDERTAKEN IN 2017. FORM 990, PART VI, SECTION C, LINE 19 THESE DOCUMENTS ARE MADE AVAILABLE UPON REQUEST. PART XII, LINE 2C: THERE HAS BEEN NO CHANGE IN PROCESS FROM PRIOR YEAR. MDWISE MEDICAID NETWORK INC 1200 MADISON AVENUE INDIANAPOLIS IN 46225 473192307 HEALTHCARE IN 501(C)4 N/A N/A 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 1 1 0