2015-05-15T08:18:33-05:00 2014-06-30 KPMG LLP 191 West Nationwide Blvd Ste 500 Columbus OH 432152568 990 2013-07-01 363196550 Health Bridge Corporation % David Tomlinson HEAL 8157885800 385 Millennium Drive Suite Crystal Lake IL 60012 DAVID TOMLINSON EVP, CIO, CFO 6142492300 2015-05-12 true Mollie P Longhouse P00294881 6142492300 2013 2016-03-07 17:11:31Z Michael S Eesley 385 Millennium Drive Crystal Lake IL 60012 12202070 false X www.centegra.org X 1982 IL Assist individuals of the community achieve a greater qualify of life through health and fitness in a customer focused environment. 3 1 350 7 32318 8040 0 0 9286380 9685176 1241 1 2187705 2346243 11475326 12031420 49245 61571 0 0 4310184 4369443 0 0 0 6918463 7079079 11277892 11510093 197434 521327 24335111 27686008 19441686 22271256 4893425 5414752 X The primary mission of Health Bridge Corporation is to assist individuals of the community in the achievement of a greater quality of life through health and fitness in a professional, customer-focused and state of the art environment. Health Bridge Corporation is an instrument and wholly owned subsidiary of Centegra Health System. It exists as a community benefit to improve the community's overall health status. Its presence in McHenry County will enhance Centegra Health System's image and diversify its services. false false 9636104 61571 11860333 The primary mission of Health Bridge Corporation is to assist individuals of the community in the achievement of a greater quality of life through health and fitness in a professional, customer-focused and state of the art environment. Health Bridge Corporation is an instrument and wholly owned subsidiary of Centegra Health System. HBC exists as a community benefit to improve the communitys overall health status. Its presence in McHenry County enhances Centegra Health System's image and diversifies its services. The organization provides wellness and fitness services to, and makes wellness and fitness facilities available to, a significant and broad segment of the community served by Centegra Health System and its tax-exempt affiliates, including Northern Illinois Medical Center-(NIMC) and Memorial Medical Center - Woodstock-(Memorial). NIMC and Memorial are both tax-exempt hospitals that provide acute care services to the Chicago northwest suburban metropolitan area. The organization believes that its dues and rate structure permits a significant or broad segment of the community to utilize the organizations programs and facilities. The organization also offers charitable memberships based on evidence of hardship and need, consistent with the financial assistance policy applicable to all organizations within Centegra Health System. The organization also offers a variety of educational programs for free or at low fees to help defray costs, which is waived for those participants who are unable to pay. There were 147 charitable memberships provided during fiscal year 2014. The organization promotes the health of the community served by Centegra Health System and its tax-exempt affiliates through patient rehabilitation programs, including sports medicine, aquatics, outpatient physical and occupational therapy programs, industrial injury prevention and rehabilitation programs, specialized exercise programs and health screenings for various injuries, diseases and disorders. These programs are offered directly by the organization or indirectly through NIMC, which leases space at the organizations facility in Crystal Lake, Illinois. The organization also offers a variety of bridge memberships for rehabilitation, bariatric and cancer patients who receive care through Centegra Health System and its affiliated physicians. Bridge memberships are free 60-day memberships that allow rehabilitation, bariatric and cancer patients the opportunity to bridge the gap between therapy and or treatment and lifestyle modification. A total of 900 60-day bridge memberships were provided during the current fiscal year. The organization provides health education for the community served by Centegra Health System and its tax-exempt affiliates through programs designed to promote community wellness and to educate the community on the benefits of total health wellness. Community lectures are offered to the public and several of these lectures and programs are offered without charge. The organization participates in various health fairs and community affairs in order to promote health and awareness in the community. The operations and programs of the organization are integrated into and are an important component of the community benefits provided by Centegra Health System and its tax-exempt affiliates. Several of the community healthcare priorities set forth in the Centegra community benefits plan are furthered directly by the organization. These priorities include access to health care, accident prevention and treatment, cancer prevention, detection, treatment and support, heart disease screenings, immunization clinics, lung cancer, respiratory disease, tobacco use cessation, weight and obesity education, support and activities, physical activity-lectures, screenings, activities, fairs and workshops; and community development and support. Health Bridge services include, but are not limited to- Health Fitness facility, tennis courts, indoor and outdoor pools, instructors, and fitness classes Back to Work Program for Industrial Injury Prevention and Rehabilitation Sports Medicine clinic Physical Rehabilitation Occupational Health Community Educational Programs Support Programs Rehabilitation and Sports Medicine Clinic at Health Bridge Fitness Center provides sports medicine, aquatics, outpatient physical and occupational therapy programs. The Back to Work Program, an industrial injury prevention and rehabilitation program, provides physical therapy, ergonomic consultation and back safety programs. This program also uses the aquatic pool located at the Rehabilitation and Sports Medicine Clinic. Health Bridge Corporation, as part of Centegra Health System, believes in total care that embraces the physical, psychological, spiritual, social and economic needs of the public served. In order to provide this care, Health Bridge supports a variety of services and educational programs. The organization sponsors many programs. In sponsoring programs, Health Bridge provides facilities as well as employees who act as facilitators for the group. In hosting programs, Health Bridge provides space free of charge or at a reduced or nominal fee to the group. SCREENINGS Health Bridge held free screenings for: Diabetes Movement and Posture-screenings where participants are assessed and screened on posture, balance, bio-mechanics and then were educated on possible causes for deficiencies. Sports Injuries: Sports Injury screenings allow participants to meet with a Physical Therapist to have their injuries analyzed and then receive information on how to improve the injury. Health Bridge also offers reduced fee lipid screenings. EXERCISE PROGRAMS In addition to providing the facilities, equipment and professional staff, Health Bridge offers specialized exercise programs which help participants get moving and stay active for a healthier lifestyle. These include- Arthritis Water Exercise Program focuses on progressive improvement in strength, endurance and range of motion. Multiple Sclerosis Water Exercise helps to improve muscle strength, balance and coordination Low Back Water Exercise classes were offered to improve flexibility, strength and endurance Senior Exercise classes were offered to improve flexibility, strength and endurance Yoga, Meditation and Tai Chi classes are offered to help reduce stress and increase flexibility A Health Bridge certified fitness professional guided and educated persons on how to develop a safe and effective fitness plan. Seniors in Motion and Fit over Fifty are exercise classes designed for the senior population and are available to the community. The Pre- & Post-Natal exercise class is a land and water exercise program designed to meet the special needs of mothers and mothers-to-be. There are a variety of Swim Lessons provided to the community- There are adult swim programs including, Masters Swim Workout, Adult Beginner Swim Lesson, and Adult Swim Stroke Improvement. These programs offer assistance on the basics of swimming up to training with a coach. There were 22 participants in adult swim lessons during this fiscal year. Children's Group Swim Lessons and Private Swim Lessons are offered and are Red Cross Certified. During this fiscal year, there were 4,837 participants in group lessons and 9,278 participants in private lessons. Free swim evaluations were held for the community. OFF-SITE PROGRAMS Health Bridge provided massages twice a month at Sage Cancer Center. Health Bridge participates in various health fairs and various community fairs in order to promote health and awareness in the community. Health Bridge staff was able to have direct contact with the community to answer fitness questions and offer ways to increase activity. Health Bridge also offers assistance with corporate health fairs. COMMUNITY OUTREACH Health Bridge held a 5K Run-Walk for the Centegra Health System Foundation. There were 288 participants. During the planning and implementation of this event Health Bridge used approximately 100 manager hours for the 5K race at an average rate of $20 per hour. Health Bridge staff participated in the holiday bell ringing for the Salvation Army in order to collect donations for needy families. They also participated in the Toyland toy drive for the Salvation Army by organizing donated toys for needy families. Health Bridge provided free flu shots to members and associates of Centegra Health System. Child care staff had a card-making activity for the children being looked after. The cards were for U.S. Troops. Gift certificates for Health Bridge services were donated to other organizations for fundraising purposes with an associated cost of $7,885. Food drives were held at Health Bridge to collect items for the Crystal Lake Food Pantry. CHBFC held a Community Day weekends where the fitness center including the tennis courts, were open to the community free of charge. 9636104 true false false false false false false false false true false false true true true false true false false false false false false false false false false true true false false false false false false false false false false false false true true false false false true 0 0 true 350 true true true false false false false false false false false false X 3 1 false false false false true true false true true false false false true true true true true true true false IL X David Tomlinson 8157885800 385 Millennium Drive Crystal Lake IL 60012 Angela McAuley Director 1.0 1.0 X D Michael Splitt Director 1.0 1.0 X Kathy Powell Director 1.0 2.0 X Pat Morehead Chairperson 2.0 2.0 X Terrence Bugno Director 1.0 3.0 X William Cox Director 1.0 2.0 X David Tomlinson SVP/CIO/CFO 1.0 39.0 X 0 427445 58158 Jason Sciarro President & COO 1.0 39.0 X 890680 95331 Michael S Eesley CEO 1.0 39.0 X 1553325 141386 Robert Green EVP & CFO 1.0 39.0 X 433995 18017 Matthias Carlen Vice President 30.0 10.0 X 186008 36096 Robert Rosenberger SVP & CFO 1.0 1.0 X 0 403689 28385 0 3895142 377373 0 true true false Sodexo Inc Affiliates PO Box 352 Buffalo NY 14240 Housekeeping 280159 Gilcor Construction Corp 121 Harrison Street Barrington IL 60010 Construction 117868 Aspen Lawn Landscaping Inc 13310 Pleasant Valley Road Woodstock IL 60098 Landscaping 108173 3 0 Membership Dues 713940 9186911 9186911 Rent-Affiliate Exempt Org 532000 342996 342996 Other Rev-Aff Exempt Org 900099 155269 155269 9685176 1 1 0 0 11390 14410 -3020 0 -3020 -1976 -1044 0 11055 5227 5828 5828 0 284997 151013 133984 133984 Departmental Revenue 713940 1887100 1887100 Net Enrollment Fees 713940 122825 122825 Child Care Revenue 900099 165232 165232 34294 34294 2209451 12031420 11860333 32318 138769 0 61571 61571 0 0 130334 130334 0 3648182 3236039 412143 5425 5425 251929 121810 130119 333573 286873 46700 0 0 0 0 0 0 446255 393287 52968 365909 365909 658673 473882 184791 27065 27065 0 4346856 3979390 367466 11039 7273 3766 0 14543 7215 7328 90538 90538 0 667588 647458 20130 87183 87183 Credit Card Fees 184967 184967 Management Fee-Affiliate 52200 52200 Provision-Uncollectible Accts 48841 48841 Miscellaneous Expense 13458 4996 8462 63964 50401 13563 11510093 9636104 1873989 0 155757 98920 3578 3578 0 0 906844 909009 0 0 0 0 0 0 0 9569 41495 10709 18549820 9251486 9549346 9298334 0 0 0 0 0 0 0 0 13678091 17355889 24335111 27686008 1556140 1511806 0 0 765286 747939 4227530 3764732 0 0 0 0 1888520 1699946 0 0 11004210 14546833 19441686 22271256 X 4893425 5414752 0 0 0 0 4893425 5414752 24335111 27686008 521327 X false true X true false X 0 0 0 0 0 0 5241741 8303829 8739187 9286380 9685176 41256313 92655 127975 179998 166520 299216 866364 0 0 5334396 8431804 8919185 9452900 9984392 42122677 0 239512 183195 182950 188445 211240 1005342 239512 183195 182950 188445 211240 1005342 41117335 5837 4504 1365 6641 4002 22349 2205 25397 18407 46009 5837 4504 3570 32038 22409 68358 0 928845 1850122 2164273 1971359 2007180 8921779 6269078 10286430 11087028 11456297 12013981 51112814 0.80444 0.79900 0.00134 0.00180 X 693700 693700 13768569 7087429 6681140 2708565 1090176 1618389 1378986 1073881 305105 9298334 DEFERRED FINANCING COSTS 75183 DUE FROM AFFILIATED ORGS 17280706 17355889 0 DUE TO AFFILIATED ORGS 14546833 14546833 X FIN 48 (ASC 740) footnote Schedule D, Part X, Line 2 ASC Topic 740, Income Taxes, addresses the determination of how tax benefits claimed or expected to be claimed on a tax return should be recorded in the consolidated financial statements. Under ASC Topic 740, the Health System must recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. ASC Topic 740 also provides guidance on derecognition, classification, interest and penalties on income taxes, and accounting in interim periods and requires increased disclosures. As of June 30, 2014 and 2013, the Health System does not have a liability for unrecognized tax benefits. true Bridge Memberships 900 14532 Book For patients at risk Charitable Memberships 147 0 47039 Book For persons in need Org procedures for monitoring grants to individuals Schedule I, Part I, Line 2 Health Bridge charitable memberships are approved by the CHBFC Charitable Board Members on a quarterly basis. These memberships are reviewed every six months and persons must re-apply for them after one year for a maximum term of two years. A monthly review is also completed to check the status of the memberships. Bridge memberships are a two month membership and must be prescribed by a Centegra physician or Centegra clinician. X X X X X true true false false false false false false false Robert Rosenberger SVP & CFO 0 403689 0 0 0 0 0 0 0 28385 0 432074 0 0 David Tomlinson SVP/CIO/CFO 0 375965 0 45503 0 5977 0 25871 0 32287 0 485603 0 0 Jason Sciarro President & COO 784519 105132 1029 0 63191 0 32140 0 986011 0 0 Michael S Eesley CEO 1103127 449064 1134 0 123402 0 17984 0 1694711 0 0 Robert Green EVP & CFO 393909 40086 0 0 0 18017 0 452012 0 0 Matthias Carlen Vice President 165960 20048 0 11076 0 25020 0 222104 0 0 Severance Schedule J, Part I, Line 4a The following persons received severance from a related organization: Robert Rosenberger $403,689 Supplemental nonqualified retirement plan Schedule J, Part I, Line 4c The following persons listed below participated in a supplemental nonqualified retirement plan: Michael Eesley $420,534 Jason Sciarro $57,353 David Tomlinson $20,053 Mattias Carlen $11,076 Member Form 990, Part VI, Line 6 Centegra Health System is the sole member of Health Bridge Corporation. Elect or appoint governing body Form 990, Part VI, Line 7a The powers and duties of the Centegra Health System members in fulfilling the purposes and objectives of the Corporation shall include, but not be limited to, the taking of action with respect to the following matters: The election of governors and the filling of vacancies on the Board of Governors, which shall be in accordance with the procedures set forth in the Bylaws. The Nominating Committee shall select one candidate for each position on the Board having a term to be voted upon for the office of governor at the next annual meeting of members. The Nominating Committee shall consider and approve a list of candidates and submit such list to the Board of Governors not less than 10 days prior to the date of the last meeting of the Board of Governors prior to the date on which notice of the annual meeting of members is to be sent, and the candidates set forth on such list shall be subject to approval by the Board of Governors. The names of the candidates so selected by the Nominating Committee and approved by the Board of Governors shall be included in the notice of the annual meeting of the members of the Corporation and shall be presented to the members of the Corporation at the annual meeting. The voting members of the Corporation may nominate candidates for positions on the Board of Governors. Nominations by such members may be effected by means of written nomination signed by not less than 20 voting members in good standing, accompanied by a written statement of such nominee indicating a willingness to serve as a governor of the Corporation if elected. Any such nomination must be received by the Nominating Committee of the Corporation not less than 60 days prior to the annual meeting of members in order to be considered at such annual meeting. All elections shall be by secret ballot if there are more nominees than vacancies to be filled on the Board. All voting members present in person or by proxy at a meeting at which an election occurs shall be entitled to vote for governors. To be valid a ballot must not have more votes than there are vacancies. If there are more nominees than vacancies to be filled on the Board, those nominees who receive the most votes shall be elected to the Board of Governors. Members shall not be entitled to cumulate their votes in the election of governors. FORM 990 REVIEW PROCESS Form 990, Part VI, Line 11b THE REVIEW PROCESS FOR THE 990 INCLUDES COMPILATION BY INTERNAL STAFF, DETAILED REVIEW BY AN OUTSIDE AUDITOR, BOND COUNSEL AND THE CONTROLLER AND CHIEF FINANCIAL OFFICER, PRIOR TO SUBMISSION TO THE IRS. THE TAX RETURN WILL BE MADE AVAILABLE FOR THE BOARD TO REVIEW AFTER SUBMISSION TO THE IRS. Conflict of interest Form 990, Part VI, Line 12c 1. In connection with any actual or possible conflicts of interest, an interested person or other person subject to this policy must disclose the existence and nature of his or her financial interest in writing to the President of Centegra or the Chief Corporate Responsibility Officer or designee, who shall provide such written disclosure to the Governors Affairs Committee of Centegra, which consider all conflicts of interest issues and, if appropriate, to the directors and members of committees with board-delegated powers considering the proposed transaction or arrangement. 2. When a conflict of interest is disclosed at meeting of the board or committee thereof, after disclosure of the financial interest, the interested person shall leave the board or committee meeting while the financial interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists. The interested person's leaving such meeting shall not affect whether a quorum exists at such meeting. 3. Procedures for Addressing the Transaction or Arrangement From Which the Conflict Arose. The chairperson of the board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. After exercising due diligence, the board or committee shall determine whether Centegra can obtain a more advantageous transaction or arrangement with reasonable efforts from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonably attainable under circumstances that would not give rise to a conflict of interest, the board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in Centegra's best interest and for its own benefit and whether the transaction is fair and reasonable to Centegra and shall make its decision as to whether to enter into the transaction or arrangement in conformity with such determination. 4. Violations of the Conflicts of Interest Policy: If the administration, the board, or a committee has a reasonable cause to believe that a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. If, after hearing the response of the member and making such further investigation as may be warranted in the circumstances, the board or committee determines that the member has, in fact, failed to disclose an actual or possible conflict of interest, it shall refer the matter to the Governors Affairs Committee for consideration, which shall subsequently recommend appropriate disciplinary and corrective action to such board or committee. 5. The minutes of the board and all committees with board-delegated powers shall contain the names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest, the nature of the financial interest, any action taken to determine whether a conflict of interest was present, and the board's or committee's decision as to whether a conflict of interest, in fact, existed. The names of the persons who were present for discussions and votes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection therewith. 6. A voting member of any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from Centegra for services is precluded from voting on matters pertaining to that member's compensation, Physicians who receive compensation, directly or indirectly, from Centegra, whether as employees or independent contractors, are precluded from membership on any committee whose jurisdiction includes compensation matters and in which such physician may have a direct or indirect interest. 7. Each director, principal officer, and member of a committee with board-delegated powers shall annually sign a statement which affirms that such person has received a copy of the conflicts of interest policy; has read and understands the policy; has agreed to comply with the policy; and understands that Centegra is a charitable organization and that in order to maintain its federal tax exemption, it must engage primarily in activities which accomplish one or more of its tax exempt purposes. 8. To ensure that Centegra operates in a manner consistent with its charitable purposes and that it does not engage in activities that could jeopardize its status as an organization exempt from federal income tax, periodic reviews shall be conducted by the Governors Affairs Committee of Centegra. The periodic reviews shall, at a minimum, include the following subjects: Whether acquisition of physician practices and other provider services result in inurement or impermissible private benefit. Whether partnership and joint venture arrangements and arrangements with management service organizations and physician hospital organizations and physician hospital organizations conform to written policies, are properly recorded, reflect reasonable payment for goods and services, further Centegra's charitable purposes and do not result in inurement or impermissible private benefit. Whether agreements to provide healthcare and agreements with other healthcare providers, employees, and third party payors further Centegra's charitable purposes and do not result in inurement or impermissible private benefit. Whether business transactions on behalf of Centegra or an entity controlled by it are the result of arms-length dealing and are no less advantageous than competitively available goods and services of like grade and quality. 9.In conducting the periodic reviews provided for in Article VII, Centegra may, but need not, use outside advisors. If outside experts are used, their use shall not relieve the board of its responsibility for ensuring that periodic reviews are conducted. Compensation determination Form 990, Part VI, Line 15b The Board of Directors of Centegra Health System, through the Compensation Committee comprised of independent members free of conflict, reviewed executive compensation levels and other features of the compensation plan in accordance with the organization's approved compensation philosophy and strategy. The Committee is comprised of members of the Board of Directors, who are independent of Centegra management, have no personal interest in the compensation arrangements, are not related to, or under the control of any individual whose compensation arrangement is being reviewed and have no material business relationship with Centegra. The C-Suite's compensation is determined by the Compensation Committee in relation to comparable peers based on 990 market data. Compensation for other members of the executive staff is recommended by the CEO, reviewed by the Committee, and evaluated against market data. The Compensation Committee approves all compensation decisions in advance of their implementation and documents its determinations and discussions. Its decisions and deliberations are thoroughly documented and meeting minutes are kept and distributed to the Committee members (for historical reference). The Compensation Committee uses a number of external resources and comparisons, and their review includes total compensation (cash compensation, plus benefits provided by Centegra) in relation to organizational performance and prevailing industry practices of comparably-sized organizations. They have engaged the services of a compensation consulting firm (Sullivan Cotter) specializing in the not-for-profit sector that has worked with Centegra and reports directly to the Compensation Committee. Reasonalbeness letters and documentation are provided to the organization after each review. OTHER ORGANIZATION DOCUMENTS PUBLICLY AVAILABLE Form 990, Part VI, Line 19 ALL DOCUMENTS ARE AVAILABLE UPON REQUEST Centegra Insurance Services Ltd PO Box 1051 Grand Cayman CJ KY1-1102 363196559 Malprctce Ins CJ 0 0 Centegra HS Centegra Health Bridge Fitness Ctr LLC 385 Millennium Drive Crystal Lake IL 60012 261277524 Fitness Ctr DE 5450083 1729788 Hlth Bridge Centegra Primary Care LLC 385 Millennium Drive Crystal Lake IL 60012 364085398 Phys Practice DE 0 0 Centegra HS Centegra Clinical Laboratories LLC 385 Millennium Drive Crystal Lake IL 60012 364706465 lab/path svc DE 0 0 Centegra HS Centegra Health & Wellness Network LLC 385 Millennium Drive Crystal Lake IL 60012 364740459 cnt mng org DE 0 0 Centegra HS Centegra Health System 385 Millennium Drive Crystal Lake IL 60012 363196559 Health System IL 501(c)(3) 11c NA false Northern Illinois Medical Center 4201 Medical Center Drive McHenry IL 60050 362338884 Hospital IL 501(c)(3) 3 Centegra HS false Memorial Medical Center 3701 Doty Road Woodstock IL 60098 362179764 Hospital IL 501(c)(3) 3 Centegra HS false Centegra Health System Foundation 385 Millennium Drive Crystal Lake IL 60012 363723610 Fundraising IL 501(c)(3) 11a Centegra HS false NIMED Corporation 385 Millennium Drive Crystal Lake IL 60012 363119911 Property mgmt IL 501(c)(3) 11c Centegra HS false Oak Creek Lodge 385 Millennium Drive Crystal Lake IL 60012 363591359 Hospital IL 501(c)(3) 3 Centegra HS false Centegra Hospital Huntley 10400 Haligus Road Huntley IL 60142 453449737 Hospital IL 501(c)(3) 3 Centegra HS false Centegra Management Services Inc 385 Millennium Drive Crystal Lake IL 60012 364028114 Management IL Centegra HS C Corp 0 0 false false false false false false false false false false false true false false false false false false false false