2015-11-13T14:46:33-06:00 2014-12-31 135665207 KPMG LLP 4200 WELLS FARGO CENTER 90 S 7TH STREET MINNEAPOLIS MN 55402 990 2014-01-01 363465840 PARK NICOLLET HEALTH SERVICES PARK 9529933108 6500 EXCELSIOR BOULEVARD ST LOUIS PARK MN 55426 CATHERINE LENAGH CFO 9529933108 2015-11-13 1 ANN LAMOUREUX P00691316 6123055000 2014 2016-03-07 17:11:31Z CATHERINE LENAGH 6500 EXCELSIOR BLVD ST LOUIS PARK MN 55426 94642732 0 X WWW.PARKNICOLLET.COM X 1986 MN TO IMPROVE HEALTH AND WELL-BEING IN PARTNERSHIP WITH OUR MEMBERS, PATIENTS AND COMMUNITY 19 15 9508 0 14963 -2979 0 212 93779238 94579879 -1028 7529 23583 22372 93801793 94609992 0 43925 0 0 14786933 14806324 0 0 0 75061688 77460383 89848621 92310632 3953172 2299360 123234379 158432454 123194564 156143957 39815 2288497 X OUR MISSION IS TO IMPROVE HEALTH AND WELL-BEING IN PARTNERSHIP WITH OUR MEMBERS, PATIENTS AND COMMUNITY. 0 0 17307426 18456356 PARK NICOLLET HEALTH SERVICES, IN ADDITION TO BEING A SUBSIDIARY OF HEALTHPARTNERS, IS THE PARENT IN A SYSTEM OF RELATED HEALTHCARE ORGANIZATIONS INCLUDING, PARK NICOLLET METHODIST HOSPITAL, PARK NICOLLET CLINIC, PARK NICOLLET HEALTH CARE PRODUCTS, PARK NICOLLET INSTITUTE, AND TRIA ORTHOPAEDIC CENTER. PARK NICOLLET HEALTH SERVICES IS EMPLOYING AND SOURCING SENIOR LEADERS TO ITS SUBSIDARIES. 62828290 43925 76147467 TRIA ORTHOPAEDIC CENTER IS A LIMITED LIABILITY COMPANY THAT IS FULLY OWNED BY PARK NICOLLET HEALTH SERVICES, A NONPROFIT INTEGRATED CARE DELIVERY SYSTEM. TRIA ORTHOPAEDIC CENTER IS A LEADER IN ORTHOPAEDIC TREATMENT, PROVIDING COMPREHENSIVE CARE FROM DIAGNOSIS, TO TREATMENT, TO REHABILITATION, EVEN SURGERY AT ONE CONVENIENT LOCATION IN BLOOMINGTON, MINNESOTA. TRIA ORTHOPAEDIC CENTER HAS OVER 40 HIGHLY-TRAINED ORTHOPAEDIC DOCTORS WITH A VARIETY OF SUB-SPECIALTIES SUCH AS SPORTS MEDICINE, ACUTE INJURY, SHOULDER, KNEE, SPINE, HAND AND WRIST, FOOT AND ANKLE, HIP AND FRACTURES. FOR IMMEDIATE ORTHOPAEDIC NEEDS, TRIA OFFERS WALK-IN CARE SEVEN DAYS A WEEK THROUGH THE ACUTE INJURY CLINIC, WITH NO APPOINTMENT NEEDED. TRIA'S SPORTS MEDICINE SPECIALISTS HAVE SERVED AS OFFICIAL TEAM PHYSICIANS FOR MINNESOTA'S PRO SPORTS TEAMS FOR OVER 25 YEARS. TRIA ORTHOPAEDIC CENTER'S MISSION IS TO PROVIDE OUR PATIENTS AND COMMUNITY WITH EXCEPTIONAL ORTHOPAEDIC CARE AND SERVICES SUPPORTED BY INNOVATIVE EDUCATION AND RESEARCH. OUR VISION IS TO BECOME THE NATIONAL LEADER IN PROVIDING MUSCULOSKELETAL CARE, DRIVING INNOVATION IN IMPROVING HEALTH CARE.CORE VALUESPATIENTS:OUR PATIENTS COME FIRSTPEOPLE:OUR PEOPLE ARE OUR GREATEST ASSETORTHOPAEDICS:ORTHOPAEDICS IS OUR FOCUSRESEARCH:RESEARCH IS FUNDAMENTAL TO IMPROVING PATIENT CAREEDUCATION:EDUCATION ENHANCES OUR PROFESSION AND PATIENT CAREGROWTH:SUSTAINABLE GROWTH CREATES VALUECOMMUNITY:WE WILL BE A GOOD NEIGHBOR IN OUR COMMUNITYCOMMUNITY SERVICES SUMMARYANNUALLY, TRIA TRAINS THREE SPORTS MEDICINE FELLOWS. APPROXIMATELY 90 MEDICAL SCHOOL STUDENTS, AND RESIDENTS ROTATE THROUGH TRIA EACH YEAR.TRIA CONTINUES TO LEAD THE WAY IN OUTCOMES MEASUREMENT. PATIENT COMPLETE EXTENSIVE PRE AND POST SURVEYS TO ASSESS FUNCTIONAL OUTCOMES ON EIGHT DIFFERENT PROCEDURE TYPES. SOME OF TRIA'S PATIENT REGISTRIES ARE NOW AMONGST THE MOST EXTENSIVE IN THE INDUSTRY. EVERY TUESDAY MORNING TRIA PROVIDES PROFESSIONAL EDUCATION SESSIONS FOR APPROXIMATELY 950 ATTENDEES, INCLUDING OUR STAFF, FELLOWS, CLINICAL STAFF IN THE AREA, NUMEROUS STUDENTS, AND RESIDENTS TRIA'S ANNUAL ORTHOPAEDIC & SPORTS MEDICINE CONFERENCE DREW OVER 205 PROFESSIONALS.THE TRIA INSTITUTE PROVIDES SEVERAL SESSIONS OF A "DAY IN THE LIFE OF AN ORTHOPAEDIC PROVIDER PROGRAM." THIS EDUCATIONAL PROGRAM IS FOR STUDENTS IN OUR COMMUNITY THAT WOULD LIKE TO LEARN MORE ABOUT THE HEALTHCARE PROFESSION, SPECIFICALLY ORTHOPAEDICS, AND INCLUDES THE SHADOWING OF TRIA CLINICIANS. THERE WERE 222 ATTENDEES IN THESE SESSIONS. OVER 125 FREE HIGH SCHOOL PHYSICALS WERE PROVIDED FOR AREA HIGH SCHOOL ATHLETES PRIOR TO THE FALL SEASON. ADDITIONAL PHYSICALS WERE SUBSIDIZED FOR THE STUDENT ATHLETES AT DAKOTA COUNTY TECHNICAL COLLEGE AND HOCKEY PLAYERS FOR THE MINNESOTA MAGICIANS JUNIOR HOCKEY TEAM.TRIA PROVIDED MEDICAL COVERAGE FOR NUMEROUS MAJOR SPORTING EVENTS IN THE COMMUNITY IN THE PAST YEAR INCLUDING THE U.S. POND HOCKEY CHAMPIONSHIPS AT LAKE NOKOMIS IN JANUARY AND THE NORTH STAR BICYCLE FESTIVAL IN ST. PAUL, MINNEAPOLIS, CANNON FALLS, MENOMONIE, WI AND STILLWATER IN JUNE AND THE MN SENIOR GAMES IN THE TWIN CITIES IN JULY.TRIA EMPLOYEES RAISE MONEY FOR THOSE IN NEED THROUGH THE JEANS FOR A CAUSE PROGRAM. EMPLOYEES WHO CONTRIBUTE $5 ARE ALLOWED TO WEAR JEANS ON FRIDAYS. THE WEARING OF JEANS FOR THE CAUSE BUTTONS SIGNIFIES THE FUND RAISING ASPECT OF THE PROGRAM TO PATIENTS. OVER $5000 WAS RAISED FOR COMMUNITY CHARITIES THROUGHOUT THE YEAR.TRIA TEAM MEMBERS PARTICIPATE IN VOLUNTEER ACTIVITIES INCLUDING PACKING FOOD FOR THE SECOND HARVEST FOOD SHELF. THEY ALSO ARE INVOLVED IN BOTH THE TOY AND SCHOOL SUPPLY DRIVES FOR VOLUNTEERS ENLISTED TO ASSIST PEOPLE (VEAP) WHICH IS A BLOOMINGTON-BASED NON-PROFIT ORGANIZATION SUPPORTING LOW INCOME RESIDENTS IN SURROUNDING COMMUNITIES.TRIA PROVIDED FREE SCREENING AND EDUCATIONAL SUPPORT FOR HUNDREDS OF PEOPLE AT THE PREP 45 DAY EVENT AT THE MINNESOTA STATE FAIR.TRIA'S PHYSICIANS AND PROFESSIONAL STAFF, INCLUDING PHYSICAL THERAPISTS AND HAND THERAPISTS, FREQUENTLY SPEAK TO COMMUNITY GROUPS. THIS PAST YEAR 15 SUCH SESSIONS WERE PROVIDED. 80135716 1 0 0 1 0 0 0 0 0 1 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 1 118 0 1 9508 1 1 1 0 0 0 0 0 0 0 0 0 0 X 19 15 0 0 0 0 1 1 1 1 1 0 1 1 1 1 1 1 1 1 1 1 0 MN X X CATHERINE LENAGH 9529933108 6500 EXCELSIOR BOULEVARD ST LOUIS PARK MN 55426 X PARK NICOLLET GROUP RETURN -SEE SCH DIRECTORS 30.00 X 0 2992358 391931 PARK NICOLLET GROUP RETURN -SEE SCH OFFICERS 55.00 X 9840740 3339820 1787168 PARK NICOLLET GROUP RETURN -SEE SCH HIGHEST COMPENSATED EMPLOY 1.00 55.00 X 0 4658656 309566 PARK NICOLLET GROUP RETURN -SEE SCH FORMER 0.00 0.00 X 0 608274 16074 9840740 11599108 2504739 26 1 1 0 0 212 212 PATIENT SERVICES 621400 76144187 76144187 SERVICES TO AFFILIATES EXEMPT ORG 561000 14627480 14627480 PREMIER PURCHASING 900099 3808212 3828876 -20664 94579879 5779 5779 16205 32740 -16535 -16535 -16535 1750 0 1750 1750 1750 MISCELLANEOUS SERVICES 541900 38907 3280 35627 38907 94609992 94603823 14963 -9006 X 43925 43925 9840740 9840740 1852227 1852227 654718 654718 1667572 137662 1529910 791067 791067 43914 43914 54044458 43439943 10604515 771357 4390 766967 997652 688296 309356 475022 355973 119049 5362152 3891038 1471114 12497 3411 9086 52669 2071 50598 3156774 2921913 234861 543466 12664 530802 MEDICAL SUPPLIES AND EQ 8071662 8056938 14724 BAD DEBT 1927755 1927755 MN CARE TAX 1338483 1338483 IND EXP ALL - SHARED EX 0 17307426 -17307426 662522 3828 658694 92310632 80135716 12174916 0 2446785 2706582 72938150 108537720 10986590 9575066 457258 510890 1291836 697673 64033033 37464438 27092489 26568595 5239411 7712231 2781860 2123697 123234379 158432454 89826433 97153446 33368131 58990511 123194564 156143957 X 39815 2288497 39815 2288497 123234379 158432454 X 2299360 3364 -54042 X 0 1 X 1 0 X 212 212 23467780 90025611 94357206 93739106 94603823 396193526 23467780 90025611 94357206 93739106 94604035 396193738 0 0 0 396193738 1090362 32337 39587 59118 23734 1245138 1090362 32337 39587 59118 23734 1245138 24558142 90057948 94396793 93798224 94627769 397438876 0.99690 0.00310 X X 143687 143687 92354334 1242992633 92354334 1243136320 1000000 1000000 250000 250000 0 0 0 0 1000000 1000000 1000000 1000000 4000000 6000000 191800 210630 51106 143687 597223 250000 250000 250000 250000 1000000 1500000 PART II-B, LINE 1: PARK NICOLLET HEALTH SERVICES INCURS LOBBYING EXPENSES ON BEHALF OF PARK NICOLLET METHODIST HOSPITAL, PARK NICOLLET INSTITUTE, PARK NICOLLET HEALTH CARE PRODUCTS AND PARK NICOLLET CLINIC. OTHER EXEMPT EXPENSES RELATE TO THE MANAGEMENT EXPENSES INCURRED BY PARK NICOLLET HEALTH SERVICES ON BEHALF OF EACH ENTITY. 68853 36358 105211 76400 30953 38500 68853 52482 23918 76400 40627 11855 52482 145133 15494 120000 40627 1.00000 0 1 1 1917864 1917864 21134 21134 0 39574698 18698813 20875885 22519337 18744491 3774846 26568595 DUE TO AND FROM RELATED PARTIES 40700964 CONTINGENT MALPRACTICE LIABILITY 16538712 POST RETIREMENT OBLIGATION 1750835 58990511 X PART V, LINE 4: THE TERM ENDOWMENT FUNDS FOR USE WITHIN PARK NICOLLET HEALTH SERVICES ARE FOR THE CARING FOR COLLEAGUES PROGRAM. PART X, LINE 2: HPIC, HPSI, HPA, HPAI, HPCMC, PNE, AND DSI, (THE TAXABLE GROUP) ARE SUBJECT TO FEDERAL AND STATE INCOME TAXES. DEFERRED INCOME TAX ASSETS AND LIABILITIES ARE RECOGNIZED FOR THE DIFFERENCES BETWEEN THE FINANCIAL AND INCOME TAX REPORTING BASIS OF ASSETS AND LIABILITIES BASED ON ENACTED TAX RATES AND LAWS. THE DEFERRED INCOME TAX PROVISION OR BENEFIT GENERALLY REFLECTS THE NET CHANGE IN DEFERRED INCOME TAX ASSETS AND LIABILITIES DURING THE YEAR. THE CURRENT INCOME TAX PROVISION REFLECTS THE TAX CONSEQUENCES OF REVENUES AND EXPENSES CURRENTLY TAXABLE OR DEDUCTIBLE ON VARIOUS INCOME TAX RETURNS FOR THE YEAR REPORTED. PARK NICOLLET HEALTH SERVICES' ACCOUNTING POLICY PROVIDES THAT A TAX BENEFIT FROM AN UNCERTAIN TAX POSITION MAY BE RECOGNIZED WHEN IT IS MORE LIKELY THAN NOT THAT THE POSITION WILL BE SUSTAINED UPON EXAMINATION, INCLUDING RESOLUTIONS OF ANY RELATED APPEALS OR LITIGATION PROCESSES, BASED ON THE TECHNICAL MERITS. TRIA ORTHOPAEDIC CENTER RESEARCH RECORDED NO LIABILITIES AT DECEMBER 31, 2014 OR 2013 FOR UNRECOGNIZED TAX BENEFITS. 1 REGIONS HOSPITAL FOUNDATION 640 JACKSON STREET ST PAUL MN 55101 411888902 501C3 10000 HOSPITAL PROGRAM SUPPORT ST FRANCIS REGIONAL MEDICAL CENTER 1455 ST FRANCIS AVE SHAKOPEE MN 55379 410907986 501C3 25000 SAINTS HEALTHCARE PROGRAM SUPPORT. 2 0 PART I LINE 2 OCCASIONALLY PARK NICOLLET HEALTH SERVICES GRANTS MONIES TO OTHER TAX-EXEMPT ORGANIZATIONS CONDUCTING PROGRAMS AND/OR RESEARCH THAT WILL ULTIMATELY BENEFIT THOSE SERVED BY PARK NICOLLET HEALTH SERVICES AND AFFILIATES. X X X X X 1 1 0 0 0 0 0 1 0 PARK NICOLLET GROUP RETURN -SEE SCH DIRECTORS 0 2525347 0 220747 0 246264 0 255013 0 136918 0 3384289 0 32856 PARK NICOLLET GROUP RETURN -SEE SCH OFFICERS 6321250 2242273 1312086 726044 2207404 371503 1102467 601704 684701 181115 11627908 4122639 685406 307287 PARK NICOLLET GROUP RETURN -SEE SCH HIGHEST COMPENSATED EMPLOY 0 4068345 0 135967 0 454344 0 121680 0 187886 0 4968222 0 0 PARK NICOLLET GROUP RETURN -SEE SCH FORMER 0 19276 0 79648 0 509350 0 0 0 16074 0 624348 0 54582 PART I, LINE 3 THE PARK NICOLLET HEALTH SERVICES' BOARD OF DIRECTORS IS RESPONSIBLE FOR ESTABLISHING THE COMPENSATION OF THE ORGANIZATION'S CEO AND EXECUTIVE DIRECTORS. PART I, LINES 4A-B THE AMOUNT OF SEVERANCE COMPENSATION AND BENEFITS PROVIDED TO EACH OF THE INDIVIDUAL ON SEVERANCE DURING 2014 IS AS FOLLOWS: SHEILA MCMILLAN $454,846 MICHAEL KAUPA $1,060,000 JULIE FLASCHENRIEM $115,455 SCHEDULE J, PART I, LINE 4B: SENIOR LEADERS OF PARK NICOLLET HEALTH SERVICES AND AFFILIATES ARE GIVEN THE OPPORTUNITY TO PARTICIPATE IN THE CAPITAL ACCUMULATION ACCOUNT PLAN. THE CAPITAL ACCUMULATION ACCOUNT PLAN (CAA PLAN) PARTICIPATION IS LIMITED TO SENIOR LEADERS AND ALL THE VICE PRESIDENTS. EACH PARTICIPANT RECEIVES AN ANNUAL ALLOWANCE EQUAL TO THE SUM OF (I) A STATED PERCENT OF SALARY, (II) VOLUNTARY SALARY DEFERRALS. THE ALLOWANCE IS CREDITED TO A BOOKKEEPING ACCOUNT. EARNINGS ARE CREDITED TO THE ACCOUNT BASED ON THE PERFORMANCE OF SIMULATED INVESTMENTS. BENEFITS VEST UPON THE EARLIEST OF REMAINING EMPLOYED TO AN ELECTIVE VESTING DATE (TWO YEARS TO AGE 68), INVOLUNTARY TERMINATION WITHOUT CAUSE, DISABILITY, DEATH, OR NOT COMPETING FOR 24 MONTHS FOLLOWING VOLUNTARY OR FOR-CAUSE TERMINATION. BENEFITS ARE PAID IN A SINGLE LUMP SUM UPON VESTING. PARTICIPANTS ARE GENERAL CREDITORS OF THE EMPLOYER FOR THE PAYMENT OF THE BENEFITS. THE FOLLOWING PARTICIPANTS RECEIVED PAYOUTS FROM A RELATED ORGANIZATION, PARK NICOLLET HEALTH SERVICES, RELATED TO CAA PLAN: CONNELLY STEVEN, MD $ 64,180 FLASCHENRIEM JULIE $ 40,059 FRAZIER LAURA $ 19,894 GAPSTUR ROXANNA $ 29,405 HOMANS DAVID, MD $ 44,108 KAUPA MICHAEL $ 184,640 LENAGH CATHERINE $ 17,553 LONG BRETT $ 18,453 MCMILLAN SHEILA $ 54,582 MISA JOHN, MD $ 50,613 SPIEGLE DUANE $ 22,330 WEGLEITNER THEODORE $ 31,366 KLUGHERZ, KATE $ 15,972 GETCHELL, CHRISTA $ 13,728 TARVESTAD, KATHERINE $ 42,271 TOHER, CYNTHIA, MD $ 80,888 SCHOENHERR, MELISSA $ 9,977 OFFICERS AND DIRECTORS EMPLOYED BY HEALTHPARTNERS, INC HAVE DEFERRED COMPENSATION IN COLUMN C OF SCHEDULE J, PART II WHICH INCLUDE AMOUNTS FROM A NONQUALIFIED 457(F) PLAN, THE FOLLOWING PARTICIPANTS RECEIVED PAYOUTS: DAVID ABELSON, MD $ 135,325 BABETTE APLAND $ 8,716 NANCE MCCLURE $ 125,058 BRIAN RANK, MD $ 32,856 BARBARA TRETHEWAY $ 38,188 PART I, LINE 7 SCHEDULE J, PART I, LINE 7: ALL PHYSICIANS, EMPLOYED BY AND SEEING PATIENTS FOR PARK NICOLLET HEALTH SERVICES AND AFFILIATES, ARE ELIGIBLE FOR A 3% ACCESS INCENTIVE PAYOUT BASED ON THEIR DEPARTMENT REACHING CERTAIN GOALS INCLUDING ACCESS FOR PATIENTS AND QUALITY INITIATIVES. IN THEIR ROLES AS EXECUTIVES EMPLOYED BY PARK NICOLLET HEALTH SERVICES, THE EXECUTIVES ARE ELIGIBLE FOR INCENTIVE PAYOUTS. THE INCENTIVE AWARD WILL BE 30% FOR THE CFO, COO, CMO AND 25% FOR ALL OTHER EXECUTIVES WITH AN OPPORTUNITY FOR INCENTIVE CREDIT ABOVE THE TARGET LEVEL. THE ULTIMATE PAYOUT INCLUDES A REDUCTION/INCREASE MULTIPLIER DEPENDING ON WHETHER THE CONSOLIDATED PARK NICOLLET HEALTH SERVICES ORGANIZATION REACHED THAT YEAR'S OPERATING MARGIN GOAL AS SET BY THE BOARD OF DIRECTORS. EACH PARTICIPANT WILL BE RESPONSIBLE FOR TWO FINANCIAL GOALS, AND NOT LESS THAN THREE AND NOT MORE THAN FIVE INDIVIDUAL STRATEGIC OBJECTIVES. IN THEIR ROLES AS MANAGEMENT EMPLOYED BY PARK NICOLLET HEALTH SERVICES, CERTAIN MANAGERS ARE ELIGIBLE FOR INCENTIVE PAYOUTS. THE INCENTIVE AWARD WILL BE 15% OF THEIR ANNUAL BASE PAY COMPENSATION WITH AN OPPORTUNITY FOR INCENTIVE CREDIT ABOVE THE TARGET LEVEL. THE ULTIMATE PAYOUT INCLUDES A REDUCTION/INCREASE MULTIPLIER DEPENDING ON WHETHER THE CONSOLIDATED PARK NICOLLET HEALTH SERVICES ORGANIZATION REACHED THAT YEAR'S OPERATING MARGIN GOAL AS SET BY THE BOARD OF DIRECTORS. INCENTIVE PAYMENTS ARE A FUNCTION OF BOTH INDIVIDUAL AND ORGANIZATIONAL PERFORMANCE. THE PARTICIPANT MUST BE ASSIGNED AT LEAST THREE, AND NOT MORE THAN FOUR FOCUSED INCENTIVE OBJECTIVE, ONE OF WHICH MUST BE FINANCIAL IN NATURE. A CITY OF ST LOUIS PARK 416005519 791748EE2 2008-08-14 223727818 REFINANCE SERIES 2003 A BONDS ISSUED 11/13/2003 0 0 0 B CITY OF ST LOUIS PARK 416005519 791748EG7 2009-12-31 182727701 REFINANCE SERIES 2008A AND 2008B BONDS ISSUED 08/14/2008 0 0 0 A 53900000 223727818 31034356 1580827 6863730 194800000 2008 1 0 1 1 B 182727701 24178444 1861956 18543816 144049159 2009 1 0 1 1 A 0 1 1 1 1 1 0.00000 0.00000 0.00000 0 0 1 B 0 1 1 1 1 1 0.00000 0.00000 0.00000 0 0 1 A 0 1 0 0 0 0 0 0 1 B 0 1 0 0 0 0 0 0 1 A 1 B 1 SCHEDULE K PURSUANT TO A LOAN AGREEMENT WITH THE CITY OF ST. LOUIS PARK, MINNESOTA, PARK NICOLLET HEALTH SERVICES IS NAMED AS A MEMBER OF THE "OBLIGATED GROUP" ALONG WITH PARK NICOLLET METHODIST HOSPITAL, PARK NICOLLET CLINIC, PNMC HOLDINGS, PARK NICOLLET INSTITUTE, AND PARK NICOLLET HEALTH CARE PRODUCTS. EACH MEMBER OF THE OBLIGATED GROUP IS AN OBLIGOR UNDER THE LOAN AGREEMENT. PARK NICOLLET HEALTH SERVICES DID NOT USE BOND FUNDS; THEREFORE THERE ARE NO BONDS ON THE BALANCE SHEET. PART I COLUMN C LINE A: THE CUSIP ON FORM 8038 IS 791740EE2 WHICH IS INCORRECT, THE CORRECT VALUE IS 791748EE2 WHICH IS SHOWN HERE. PART II LINE 4 THE AMOUNT IN COLUMN A CONSISTS OF $20,691,070 IN A DEBT SERVICE RESERVE FUND PLUS $10,343,285 IN A DEBT SERICE FUND. THE AMOUNT SHOWN IN COLUMN B CONSISTS OF $18,791,780 IN A DEBT SERVICE RESERVE FUND PLUS $5,386,664 IN A DEBT SERICE FUND. SCHEDULE K, PART II, LINE 13 PARK NICOLLET HEALTH SERVICES DETERMINED THE YEAR OF SUBSTANTIAL COMPLETION FOR EACH ISSUE AS FOLLOWS: THE PURPOSE OF THE ISSUES IN COLUMN A WAS TO REFUND PRIOR ISSUES FOR WHICH THE ORIGINAL CAPITAL PROJECT WAS COMPLETE PRIOR TO REFUNDING. THEREFORE THE YEAR OF SUBSTANTIAL COMPLETION IS THE YEAR OF ISSUANCE. THE PURPOSE OF THE BOND ISSUE IN COLUMN B WAS TO REFUND THE 2008 A AND B BOND ISSUE SINCE THE RELATED CAPITAL PROJECT OF THE 2008 B ISSUE WAS NOT YET COMPLETE AS OF 12/31/2008 THE YEAR OF SUBSTANTIAL COMPLETION WAS 2009. FORM 990, PART VI, SECTION A, LINE 6 HEALTHPARTNERS, INC IS THE SOLE MEMBER OF PARK NICOLLET HEALTH SERVICES. FORM 990, PART VI, SECTION A, LINE 7A THE PERSONS WHO SERVE AS THE BOARD OF DIRECTORS OF HEALTHPARTNERS, INC. ALSO SERVE AS THE BOARD OF DIRECTORS OF PNHS. HEALTHPARTNERS, INC. IS A MINNESOTA LICENSED HEALTH MAINTENANCE ORGANIZATION. THE BOARD OF HEALTHPARTNERS, INC. IS COMPRISED OF A MAJORITY OF DIRECTORS WHO ARE ELECTED BY HMO MEMBERS (PERSONS HOLDING HMO CONTRACTS), AND A MINORITY OF DIRECTORS WHO ARE EITHER HEALTH CARE PROFESSIONALS APPOINTED BY THE BOARD OR WHO ARE SERVING EX OFFICIO. FORM 990, PART VI, SECTION A, LINE 7B PNHS' BYLAWS WERE FURTHER AMENDED TO ESTABLISH THAT THE PERSONS SERVING AS THE BOARD OF DIRECTORS OF THE SOLE MEMBER, ALSO SERVE AS THE BOARD OF DIRECTORS OF PNHS. IN THE EVENT THAT THE PNHS BOARD OF DIRECTORS WERE EVER COMPOSED OF PERSONS WHO ARE NOT ALSO CONTEMPORANEOUSLY SERVING AS THE DIRECTORS OF THE SOLE MEMBER, THEN THE SOLE MEMBER WOULD EXERCISE CUSTOMARY RESERVE POWERS WITH RESPECT TO THE PNHS BOARD OF DIRECTORS (E.G. APPROVAL OF BUDGETS, APPROVAL OF MERGER, APPROVAL OF APPOINTMENT OF THE CHIEF EXECUTIVE OFFICER, APPROVAL OF DISSOLUTION, ETC.). NO ADDITIONAL SIGNIFICANT CHANGES WERE MADE TO PNHS' ARTICLES AND BYLAWS OTHER THAN THOSE NECESSARY TO GIVE EFFECT TO THE RELATIONSHIP OF PNHS TO HEALTHPARTNERS, INC. DESCRIBED ABOVE. FORM 990, PART VI, SECTION B, LINE 11 PARK NICOLLET HEALTH SERVICES PREPARES THE FORM 990 WITHIN THE FINANCE DEPARTMENT WITH ASSISTANCE FROM INDIVIDUALS IN HUMAN RESOURCES, MARKETING, AND OPERATIONS. UPON COMPLETION OF GATHERING THE NECESSARY INFORMATION FOR THE RETURN, THE FORM WAS COMPILED AND DRAFTS WERE REVIEWED BY THE ASSISTANT CONTROLLER - ACCOUNTING OPERATIONS, VICE PRESIDENT OF FINANCE, CHIEF FINANCIAL OFFICER, THE LAW DEPARTMENT, THE AUDIT AND COMPLIANCE COMMITTEE AND PARK NICOLLET'S ACCOUNTING FIRM. AFTER ALL REVIEWS WERE COMPLETE; THE FORM 990 WAS GIVEN TO EACH MEMBER OF THE BOARD OF DIRECTORS PRIOR TO FILING THE RETURN. FORM 990, PART VI, SECTION B, LINE 12C AT PARK NICOLLET HEALTH SERVICES ALL KEY EMPLOYEES, DIRECTORS, AND OFFICERS ARE REQUIRED TO FILL OUT A CONFLICT OF INTEREST DISCLOSURE STATEMENT EACH YEAR; HOWEVER THE OBLIGATION TO REPORT POTENTIAL CONFLICTS IS ONGOING. PARK NICOLLET HEALTH SERVICES BOARD MONITORS POTENTIAL CONFLICTS OF INTEREST ON THE PART OF BOARD MEMBERS, OFFICERS AND KEY EMPLOYEES PURSUANT TO ITS CONFLICT OF INTEREST POLICY. UNDER THE POLICY, ALL BOARD MEMBERS AND OFFICERS ANNUALLY ARE PROVIDED A COPY OF THE POLICY AND REQUIRED TO COMPLETE A QUESTIONNAIRE INDENTIFYING ANY POTENTIAL CONFLICTS OF INTEREST. THE GENERAL COUNCEL REVIEWS THE COMPLETED QUESTIONNAIRES AND PROVIDES A REPORT TO THE GOVERNANCE COMMITTEE OF THE BOARD. THE REPORT IDENTIFIES ANY SIGNIFICANT POTENTIAL CONFLICTS DISCLOSED IN THE COMPLETED QUESTIONNAIRES. A WRITTEN REPORT IS PROVIDED TO THE CHAIR AND CHIEF EXECUTIVE OFFICER (CEO). BOARD AGENDAS AND EXECUTIVE DECISIONS ARE MONITORED IN RELATION TO THIS POLICY. FORM 990, PART VI, SECTION B, LINE 15 THE PARK NICOLLET HEALTH SERVICES' BOARD OF DIRECTORS IS RESPONSIBLE FOR THE IMPLEMENTATION AND OVERSIGHT OF EXECUTIVE COMPENSATION AND BENEFIT PLANS. PARK NICOLLET USES AN OUTSIDE CONSULTANT TO PROVIDE A YEARLY MARKET BASED INDEX OF SALARY ADJUSTMENTS FOR EXECUTIVES IN SIMILAR LEADERSHIP POSITIONS. THE BOARD OF DIRECTORS REVIEWS THE SALARY RANGES AND RECOMMENDS SALARY INCREASES FOR EACH EXECUTIVE, INCLUDING THE CEO, BASED UPON THE BOARD OF DIRECTORS' EVALUATION OF JOB PERFORMANCE AND EXPERIENCE LEVEL OF THE INDIVIDUAL WITHIN THE ORGANIZATION. THE AVERAGE SALARY INCREASES FOR ALL PARK NICOLLET EXECUTIVES CANNOT EXCEED THE AVERAGE MARKET SALARY INCREASE REPORTED FOR EXECUTIVES BY THE CONSULTANT. THE COMPENSATION COMMITTEE THEN REVIEWS AND APPROVES COMPENSATION ADJUSTMENTS BASED ON THE INFORMATION PROVIDED BY THE OUTSIDE CONSULTANTS AND THE BOARD OF DIRECTORS' RECOMMENDATIONS. FOR CERTAIN PHYSICIANS, THE MAJORITY OF PAY DISCLOSED IS FOR HIS/HER WORK AS A PHYSICIAN FOR PARK NICOLLET INSTITUTE OR PARK NICOLLET CLINIC. A SMALL STIPEND IS ADDED FOR SERVING ON THE BOARD OF DIRECTORS. THE FOLLOWING IS A DESCRIPTION OF HOW PAY FOR PHYSICIANS' PATIENT CARE WORK IS DETERMINED. THE PARK NICOLLET HEALTH SERVICES' BOARD OF DIRECTORS IS RESPONSIBLE FOR THE IMPLEMENTATION AND OVERSIGHT OF THE PHYSICIAN COMPENSATION AND BENEFIT PLANS. THE BOARD OF DIRECTORS DELEGATES THE DAY-TO-DAY ADMINISTRATION OF THE PHYSICIAN COMPENSATION PLAN TO THE CEO. THE CHIEF MEDICAL OFFICER, WHO REPORTS DIRECTLY TO THE CEO, ADMINISTERS THE COMPENSATION PROGRAM. A COMPENSATION AND BENEFITS COMMITTEE SERVES IN AN ADVISORY CAPACITY TO THE CMO IN ORDER TO ADMINISTER PHYSICIAN COMPENSATION WITHIN THE BUDGET TO ENSURE FAIRNESS AND ALIGNMENT WITH PARK NICOLLET HEALTH SERVICES' GOALS. THE RESPONSIBILITIES OF THE CMO: RECOMMENDING COMPENSATION POLICIES AND PLAN DESIGNS FOR PHYSICIANS TO THE CEO AND BOARD OF DIRECTORS; OVERSEEING COMPENSATION PLAN OPERATION AND PAYMENTS TO CLINICAL DEPARTMENTS; EVALUATING COMPENSATION PLAN FOR PERFORMANCE ON A PERIODIC BASIS; SERVING AS FINAL APPEAL PROCESS FOR ISSUES UNRESOLVED BY INDIVIDUALS, DEPARTMENT CHAIRS AND CHIEFS OF SERVICES. ANNUALLY, INFORMATION ON EACH PHYSICIAN'S PAY AND PRODUCTIVITY IS GRAPHED AGAINST THE SURVEY RESULTS FOR THE SAME YEAR. THIS INFORMATION IS PRESENTED TO THE COMPENSATION COMMITTEE OF THE PARK NICOLLET HEALTH SERVICES BOARD OF DIRECTORS FOR REVIEW. PARK NICOLLET HEALTH SERVICES' PHYSICIAN PAY PROGRAM IS DESIGNED TO ENSURE MARKET BASED PAY FOR MARKET BASED PRODUCTIVITY STANDARDS. THE MARKET IS DETERMINED BY THE AMERICAN MEDICAL GROUP ASSOCIATION (AMGA) NATIONAL PHYSICIAN COMPENSATION SURVEY DATA, WHICH PROVIDES MARKET DATA FOR BOTH COMPENSATION AND PRODUCTIVITY. WHEN APPROPRIATE, THE CMO MAY RECOMMEND ADJUSTMENTS TO THESE GUIDELINES WITH EVIDENCE OF LOCAL MARKET DATA. FORM 990, PART VI, SECTION C, LINE 19 PARK NICOLLET HEALTH SERVICES GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE GENERAL PUBLIC UPON REQUEST. PARK NICOLLET HEALTH SERVICES MAILS ITS CONSOLIDATED AUDITED FINANCIAL STATEMENTS TO FINANCIAL INSTITUTIONS, GOVERNMENTAL INSTITUTIONS, BOARD MEMBERS, MEDIA REPRESENTATIVES, VENDORS, AND THE MINNESTOA HOSPITAL ASSOCIATIONS(MHA) PARK NICOLLET HEALTH SERVICES DISCLOSES QUARTERLY FINANCIAL STATEMENTS TO BONDHOLDERS AND MHA. THE ANNUAL AUDITED AND QUARTERLY FINANCIAL STATEMENTS ARE ALSO POSTED AT EMMA.MSRB.ORG. THE FORMS 990 ARE AVAILABLE UPON REQUEST OR FROM THE STATE OF MINNESOTA OR AT GUIDESTAR.ORG. FORM 990 PURSUANT TO TREASURY REG SECTION 1.6033-2(D)(5), PARK NICOLLET HEALTH SERVICES HAS ELECTED TO REPORT INFORMATION ABOUT CONTRIBUTIONS, GIFTS & GRANTS, COMPENSATION, AND OTHER INFORMATION ABOUT OFFICERS, DIRECTORS, TRUSTEES, KEY EMPLOYEES, FORMER EMPLOYEES, CERTAIN OTHER HIGHLY PAID EMPLOYEES, CERTAIN PROFESSIONAL CONTRACTORS AND CERTAIN OTHER CONTRACTORS ON A CONSOLIDATED BASIS FOR ALL MEMBERS OF THE GROUP, INCLUDING THE PARENT ORGANIZAITON, ON THE GROUP RETURN OF PARK NICOLLET GROUP RETURN (EIN 45-5023260). FORM 990, PART IX, LINE 11G EMPLOYEES OF AFFILIATES: PROGRAM SERVICE EXPENSES 32,379,653. MANAGEMENT AND GENERAL EXPENSES 3,359,160. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 35,738,813. MANAGEMENT CONSULTANTS: PROGRAM SERVICE EXPENSES 660. MANAGEMENT AND GENERAL EXPENSES 2,383,189. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 2,383,849. OTHER PURCHASED SERVICES: PROGRAM SERVICE EXPENSES 11,059,630. MANAGEMENT AND GENERAL EXPENSES 4,862,166. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 15,921,796. FORM 990, PART XI, LINE 9: POST RETIREMENT OBLIGATION -54,042. DEFERRED COMPENSATION TRUST 6500 EXCELSIOR BLVD ST LOUIS PARK MN 55426 411809020 INVESTMENTS MN 1618268 PARK NICOLLET HEALTH SERVICES TRIA ORTHOPEDIC CENTER LLC 8100 NORTHLAND DRIVE BLOOMINGTON MN 55431 200034003 HEALTH CARE MN PARK NICOLLET HEALTH SERVICES HEALTHPARTNERS EAST SIDE HOLDING LLC 8170 33RD AVENUE SOUTH PO BOX 1309 MINNEAPOLIS MN 554401309 201282428 REAL ESTATE HOLDING COMPANY DE N/A HEALTHPARTNERS PROPERTY DEVELOPMENT COMPANY LLC 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 455122853 PROPERTY DEVELOPMENT MN N/A PARK NICOLLET METHODIST HOSPITAL 6500 EXCELSIOR BLVD ST LOUIS PARK MN 55426 410132080 HEALTH CARE MN 501(C)(3) 170(B)(1) (A)(III) PARK NICOLLET HEALTH SERVICES 1 PARK NICOLLET FOUNDATION 6500 EXCELSIOR BLVD ST LOUIS PARK MN 55426 237346465 GRANTS TO SERVE THE COMMUNITY MN 501(C)(3) 170(B)(1) (A)(VI) PARK NICOLLET HEALTH SERVICES 1 PARK NICOLLET CLINIC 3800 PARK NICOLLET BLVD ST LOUIS PARK MN 55416 410834920 HEALTH CARE MN 501(C)(3) 170(B)(1) (A)(III) PARK NICOLLET HEALTH SERVICES 1 PARK NICOLLET INSTITUTE 3800 PARK NICOLLET BLVD ST LOUIS PARK MN 55416 410961862 HEALTH CARE RESEARCH MN 501(C)(3) 170(B)(1) (A)(III) PARK NICOLLET HEALTH SERVICES 1 PARK NICOLLET HEALTH CARE PRODUCTS 3800 PARK NICOLLET BLVD ST LOUIS PARK MN 55416 010638901 HEALTH CARE PRODUCTS MN 501(C)(3) 509(A)(3) TYPE II PARK NICOLLET HEALTH SERVICES 1 PNMC HOLDINGS 3800 PARK NICOLLET BLVD ST LOUIS PARK MN 55416 101741792 HEALTH CARE REAL ESTATE MN 501(C)(3) 509(A)(3) TYPE II PARK NICOLLET HEALTH SERVICES 1 TRIA ORTHOPEADIC CENTER RESEARCH INSTITUTE 8100 NOIRTHLAND DRIVE BLOOMINGTON MN 55431 200033919 HEALTH CARE RESEARCH AND EDUCATION MN 501(C)(3) 509(A)(3) TYPE I PARK NICOLLET HEALTH SERVICES 1 HEALTHPARTNERS INC 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 411693838 HYBRID STAFF MODEL/NETWORK MODEL HEALTH MAINTENANCE ORGANIZATION MN 501(C)(4) N/A 1 HPI - 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RAMSEY 1 WESTFIELDS HOSPITAL INC 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 390808442 HOSPITAL WI 501(C)(3) 170(B)(1) (A)(III) RH-WISCONSIN 1 WESTFIELDS HOSPITAL FOUNDATION INC 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 391770913 PROVIDE HOSPITAL PROGRAM FINANCIAL SUPPORT WI 501(C)(3) 509(A)(3) TYPE I WESTFIELDS HOSPITAL INC 1 RAMSEY INTEGRATED HEALTH SERVICES 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 411503090 IN-HOME PATIENT CARE MN 501(C)(3) 509(A)(2) HPI - RAMSEY 1 AMERY REGIONAL MEDICAL CENTER INC - 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 390908320 HOSPITAL WI 501(C)(3) 170(B)(1) (A)(III) RH-WISCONSIN 1 AMERY REGIONAL MEDICAL CENTER FOUNDATION 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 391726539 PROVIDE HOSPITAL PROGRAM FINANCIAL SUPPORT MN 501(C)(3) 170(B)(1) (A)(VI) AMERY REGIONAL MEDICAL CENTER INC 1 METHODIST BRAIN LAB LEASING LLC 6500 EXCELSIOR BLVD ST LOUIS PARK MN 55426 208725994 HEALTH CARE MN PARK NICOLLET METHODIST HOSPITAL 0 0 PARK NICOLLET ENTERPRISES 6500 EXCELSIOR BLVD ST LOUIS PARK MN 55426 411656735 REAL ESTATE FOR RELATED ORGANICATION MN PARK NICOLLET HEATLH SERVICES C -56888 15311093 1.00000 0 HEALTHPARTNERS ADMINISTRATORS INC 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 411629390 THIRD PARTY ADMINISTRATOR MN HEALTHPARTNERS INC C 0 HEALTHPARTNERS ASSOCIATES INC 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 522365151 MEDICAL CLINIC STAFFING AND ASSET MANAGEMENT MN HEALTHPARTNERS ADMINISTRATORS INC C 0 HEALTHPARTNERS SERVICES INC 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 411683568 MEDICAL CLINIC STAFFING AND ASSET MANAGEMENT MN HEALTHPARTNERS ADMINISTRATORS INC C 0 HEALTHPARTNERS INSURANCE COMPANY 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 411683523 MEDICAL AND DENTAL INSURANCE MN HEALTHPARTNERS ADMINISTRATORS INC C 0 DENTAL SPECIALITIES INC 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 451297583 PROFESSIONAL DENTAL SERVICES MN HEALTHPARTNERS ADMINISTRATORS INC C 0 HEALTHPARTNERS CENTRAL MINNESOTA CLINICSINC 8170 33RD AVE S PO BOX 1309 MPLS MN 554401309 411236798 MEDICAL CLINIC STAFFING MN HEALTHPARTNERS ADMINISTRATORS INC C 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 1 1 1 1 PARK NICOLLET HEALTH CARE PRODUCTS S 45273041 COST PARK NICOLLET HEALTH CARE PRODUCTS L 865081 COST PARK NICOLLET HEALTH CARE PRODUCTS Q 109401024 COST PARK NICOLLET ENTERPRISES Q 4632790 COST PARK NICOLLET METHODIST HOSPITAL Q 543422811 COST PARK NICOLLET METHODIST HOSPITAL K 263062 COST PARK NICOLLET METHODIST HOSPITAL L 5367597 COST PARK NICOLLET METHODIST HOSPITAL S 480034593 COST PARK NICOLLET INSTITUTE Q 11216638 COST PARK NICOLLET INSTITUTE L 207532 COST PARK NICOLLET INSTITUTE S 11358255 COST PARK NICOLLET CLINIC Q 503673695 COST PARK NICOLLET CLINIC L 7662590 COST PARK NICOLLET CLINIC S 678239268 COST PARK NICOLLET CLINIC K 256047 COST PNMC HOLDINGS Q 2902352 COST PARK NICOLLET METHODIST HOSPITAL (TRIA) P 542498 COST PARK NICOLLET METHODIST HOSPITAL (TRIA) M 2095200 COST PARK NICOLLET HEALTH CARE PRODUCTS (TRIA) P 1397627 COST PARK NICOLLET CLINIC (TRIA) P 12740631 COST PARK NICOLLET CLINIC (TRIA) M 58196 COST PARK NICOLLET CLINIC (TRIA) R 68085 COST PARK NICOLLET ENTERPRISESTRIA) P 2577801 COST PARK NICOLLET ENTERPRISESTRIA) K 2090554 COST TRIA ORTHOPAEDIC CENTER RESEARCH INSTITUTE (TRIA) J 211734 COST PARK NICOLLET HEALTH SERVICES 6500 EXCELSIOR BOULVARD ST LOUIS PARK MN 55426 363465840 X 0 0 0 92310632 92310632 1000000 250000 0 0 0 PARK NICOLLET METHODIST HOSPITAL 6500 EXCELSIOR BOULVARD ST LOUIS PARK MN 55426 410132080 0 91501 91501 399477723 399569224 1000000 250000 0 0 0 PARK NICOLLET CLINIC 3800 PARK NICOLLET BLVD ST LOUIS PARK MN 55416 410834920 0 51947 51947 748752918 748804865 1000000 250000 0 0 0 PARK NICOLLET HEALTH CARE PRODUCTS 3800 PARK NICOLLET BLVD ST LOUIS PARK MN 55416 010638901 0 239 239 79329056 79329295 1000000 250000 0 0 0 PARK NICOLLET INSTITUTE 3800 PARK NICOLLET BLVD ST LOUIS PARK MN 55416 410961862 0 0 0 15462936 15462936 923147 230787 0 0 0 PNMC HOLDINGS 3800 PARK NICOLLET BLVD ST LOUIS PARK MN 55416 411741792 0 0 0 0 0 0 0 0 0 0