2014-08-13T09:12:51-05:00 2013-12-31 990 2013-01-01 208295948 UCare Health Inc UCAR 6126766500 500 Stinson Blvd NE Minneapolis MN 554132615 Beth Monsrud SVP & CFO/Treasurer 6126763217 2014-08-13 2013 2015-11-30 17:44:51Z Nancy Feldman 500 Stinson Blvd NE Minneapolis MN 554132615 59050137 0 X www.ucare.org X 2006 WI To provide comprehensive health services and care management services to our members. 15 7 0 0 0 0 0 0 66467175 59047228 2507 2909 0 0 66469682 59050137 0 0 0 0 434890 486878 0 0 0 66661417 63907583 67096307 64394461 -626625 -5344324 26882332 19943947 25326662 23732602 1555670 -3788655 X UCare Health Inc. will improve the health of our members through innovative services and partnerships across communities. 0 0 63862839 0 59047228 UCare Health Inc. (formerly UCare Wisconsin) is a non-profit service insurance corporation providing access to comprehensive health services and to care management programs designed to improve the health of our enrolled members. UCare Health Inc. is committed to serving individuals in public health care programs; its sole program activity is to provide Medicare Advantage coordinated care plan services to seniors. As of December 2013, it was serving over 7,104 Medicare beneficiaries. UCare Health Inc. is a wholly owned subsidiary of UCare Minnesota, a tax-exempt organization serving Medicaid and Medicare recipients in Minnesota. This activity is intended to further the organization's mission to improve the health of our members through innovative services and partnerships across communities. In 2013, UCare's quality monitoring and program initiatives demonstrated many significant activities and outcomes. The highlights are outlined below. Results for UCare's health improvement efforts from members were demonstrated in 2013 by the following measures: UCare Health's plans scored 4.0 stars out of 5 in the CMS Medicare Performance Assessment report for its Medicare plans for overall health plan quality. In the CMS Medicare Consumer Assessment of Healthcare Providers and Systems (CAHPS) survey, UCare performed significantly higher than the national average on the following measures: rating of all health care, rating of personal doctor, rating of specialist, rating of health plan, getting needed care, getting care quickly, how well doctors communicate, coordination of care, and getting information from the plan about coverage cost. UCare also performed significantly higher than the national average on the Health Outcomes Survey (HOS) for improving or maintaining mental health. Statistically significant (p< 0.05) clinical improvements for our members were identified in the following Healthcare Effectiveness Data and Information Set ("HEDIS") measurements for Medicare: care of older adults, cholesterol management and managing high risk medications in the elderly. In addition to quality improvement, UCare supports member health programs, community activities and collaborations. Health education programs are integral to the products offered to members. Examples include a fitness benefit and fitness membership to a network of fitness centers called UCan! and SilverSneakers Fitness program. Members also have access to flu shot clinics, smoking cessation programs and mammogram reward programs. Community activities and events are also integral to toward improving health of our community. Examples include participating in the Institute for Clinical Systems Improvement, Coalition of WI Aging Group Convention, as well as Vital Aging Conference, CWAG Convention, St. Croix, Falls Senior Center Wannigan Days, Summer Health and Wellness EXPO, Alzheimer's Memory Walk, and Veterans Day VFW events. 63862839 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 1 824 0 0 0 0 0 0 0 0 X 15 7 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 X X Greg Marshall 6126766500 500 Stinson Blvd NE Minneapolis MN 554132615 Macaran Baird MD Board Chair 0.20 40.00 X X 0 284263 52020 James Van Vooren MD Vice Chair 0.20 40.00 X X 0 179277 48740 Patricia Adam MD Director 0.20 40.00 X 0 191011 46863 William Brombach Director 0.20 X 0 1910 0 Kimberly Carter Director 0.20 X 0 2275 0 Catherine Godlewski Director 0.10 40.00 X 0 173443 40768 John Gross Director 0.10 X 0 710 0 P Jay Kiedrowski Director 0.10 X 0 3000 0 Teresa McCarthy MD Director 0.10 40.00 X 0 176246 48890 Bert McKasy Director 0.10 X 0 3200 0 James Miller Director 0.10 X 0 2675 0 Peter Mitsch Director 0.10 40.00 X 0 204473 50830 William Roberts MD Director 0.10 40.00 X 0 200758 48199 Sharon Shonka Director 0.10 X 0 1600 0 Michael Wootten MD Director 0.10 40.00 X 0 215960 50592 Nancy Feldman President & Chief Executive Officer 0.10 40.00 X 0 894694 120054 Mark Traynor Secretary/SVP & General Counsel 0.10 40.00 X 0 342548 52553 Beth Monsrud Treasurer/SVP & CFO 0.10 40.00 X 0 428424 65431 Edith Dorsey SVP Operations 0.10 40.00 X 0 13742 19210 Russel Kuzel MD SVP & Chief Medical Officer 0.10 40.00 X 0 463859 63435 Thomas Mahowald SVP & Strategy & Product Development 0.10 40.00 X 0 297732 58291 Hilary Marden-Resnik SVP & Chief Administrative Officer 0.10 40.00 X 0 335217 42072 Ghitann Worcester SVP Public Affairs & Development 0.10 40.00 X 0 356620 52883 Laurie Heyer Former SVP Operations 0.10 40.00 X 0 192992 46845 Mary Jeanne Schneeman Former Director 0.10 X 0 1820 0 0 4968449 907676 0 1 1 0 UCare Minnesota 500 Stinson Blvd NE Minneapolis MN 55413 Management Services 373183 1 Medicare Payments 524114 51836569 51836569 Medicare Member Premiu 524114 7210659 7210659 59047228 2909 2909 59050137 59047228 0 2909 X 404252 404252 15510 15510 40201 39056 1145 26915 26904 11 373183 251093 122090 649 649 45093 25819 19274 62246665 62005928 240737 791956 791956 96618 67724 28894 31290 31290 25163 16830 8333 81063 81063 66180 66180 78065 78065 9289 6250 3039 Taxes & Assessments 24864 24864 Bad Debt Expense 19785 19785 Licenses, Fees & Prof A 17715 13196 4519 Other Misc 5 3 2 64394461 63862839 531622 0 -642481 -218648 27042992 19777181 399404 369217 39120 22923 24521 16197 57896 0 26882332 19943947 11310457 9469200 263558 240174 13752647 14023228 25326662 23732602 X 1555670 -3788655 1555670 -3788655 26882332 19943947 -5344324 0 X 0 1 X 1 0 3589 1711 1878 35531 21212 14319 16197 Surplus Note Payable to UCare Minnesota 13000000 Intercompany Payable to UCare Minnesota 1023228 14023228 X Part X, Line 2: UCare has elected to adopt guidance in the income tax standard regarding the recognition and measurement of uncertain tax positions. UCare follows the accounting standard for contingencies for evaluating uncertain tax positions. The adoption of this standard has no effect on UCare's Financial Statements. UCare's tax returns are subject to review and examination by federal, state and local authorities. The tax returns for the years 2009 to 2012 are open to review and examinations. Part X Other Liabilites Total capital and surplus includes two surplus notes payable to UCare Minnesota of $3,000,000 issued on February 21, 2007 and $10,000,000 issued on April 1,2012 in exchange for cash. The surplus note accrues interest annually on December 31 of each year at the 1 Year LIBOR Rate of interest as published in The Wall Street Journal on the first day of business of each January thereafter. Interest rates were 0.58% and 0.84% at December 31, 2013 and 2012, respectively. Payment of principal and interest are subject to certain restrictions regarding the overall level of surplus of UCare Health, Inc. and subject to the prior written approval of the Commissioner of Insurance. Payment of interest and principal are subordinate to the claims of all policyholders and of all contract creditors and all other obligations of UCare Health, Inc. 0 0 0 0 0 0 0 0 0 Macaran Baird MD Board Chair 0 282578 0 0 0 1685 0 31500 0 20520 0 336283 0 0 James Van Vooren MD Vice Chair 0 175576 0 0 0 3701 0 25090 0 23650 0 228017 0 0 Patricia Adam MD Director 0 189087 0 0 0 1924 0 24555 0 22308 0 237874 0 0 Catherine Godlewski Director 0 171748 0 0 0 1695 0 23780 0 16988 0 214211 0 0 Teresa McCarthy MD Director 0 173948 0 0 0 2298 0 22100 0 26790 0 225136 0 0 Peter Mitsch Director 0 201128 0 0 0 3345 0 27508 0 23322 0 255303 0 0 William Roberts MD Director 0 198418 0 0 0 2340 0 27430 0 20769 0 248957 0 0 Michael Wootten MD Director 0 214192 0 0 0 1768 0 27105 0 23487 0 266552 0 0 Nancy Feldman President & Chief Executive Officer 0 622153 0 186904 0 85637 0 10200 0 109854 0 1014748 0 0 Mark Traynor Secretary/SVP & General Counsel 0 249492 0 61768 0 31288 0 9887 0 42666 0 395101 0 0 Beth Monsrud Treasurer/SVP & CFO 0 316338 0 76170 0 35916 0 7650 0 57781 0 493855 0 0 Edith Dorsey SVP Operations 0 13742 0 0 0 0 0 0 0 19210 0 32952 0 0 Russel Kuzel MD SVP & Chief Medical Officer 0 334508 0 84830 0 44521 0 9002 0 54433 0 527294 0 0 Thomas Mahowald SVP & Strategy & Product Development 0 238252 0 59480 0 0 0 9882 0 48409 0 356023 0 0 Hilary Marden-Resnik SVP & Chief Administrative Officer 0 245188 0 61622 0 28407 0 8620 0 33452 0 377289 0 0 Ghitann Worcester SVP Public Affairs & Development 0 262030 0 64727 0 29863 0 10200 0 42683 0 409503 0 0 Laurie Heyer Former SVP Operations 0 105089 0 59340 0 28563 0 6577 0 40268 0 239837 0 0 Mary Jeanne Schneeman Former Director 0 0 0 0 0 1820 0 0 0 0 0 1820 0 0 Supplemental Information The compensation for the President and CEO is determined by UCare Minnesota, the sole member. The following methods are used by UCare Minnesota when determining the President and CEO's compensation: (1) compensation committee; (2) independent compensation consultant; (3) Form 990 of other organizations; (4) written employment contract; (5) compensation survey or study; and (6) approval by the board or compensation committee. Form 990, Part VI, Section A, line 3 UCare Health, Inc. has an administrative service agreement with UCare Minnesota to provide overall management and administration of UCare Health, Inc.'s business. UCare Health Inc.'s business, including but not limited to, administrative management, financial management, provider contracting services, marketing services and public affairs services and other tasks as may be necessary to carry out any policies related to UCare Health, Inc.'s business. UCare Health, Inc. reimburses UCare Minnesota for all costs and expenses directly and indirectly incurred and associated with the business and operation of UCare Health, Inc. Form 990, Part VI, Section A, line 6 The corporation's sole member is UCare Minnesota, a Minnesota nonprofit corporation organized to operate as a health maintenance organization under Minnesota Statutes, Chapter 62D and exempt from taxation under section 501(c)(3) of the Internal Revenue Service Code. UCare Minnesota as the corporate member has all powers and voting rights afforded by law to voting members of service insurance corporations under Wisconsin Statutes, Chapter 613 and applicable sections of Wisconsin Statutes. Form 990, Part VI, Section A, line 7a The board of directors shall consist of 15 directors. The directors shall be elected automatically by virtue of their election to the UCare Minnesota board of directors, unless a different director is elected by UCare Minnesota as corporate member acting through its board of directors. Such different directors need not be resident of Wisconsin, and may or may not be enrollees receiving coverage or services from the Corporation although at least 40% of the directors shall be enrollees of the Corporation or UCare Minnesota. Form 990, Part VI, Section A, line 7b In addition to the powers set forth in Wisconsin law for members, UCare Minnesota has reserved to itself the following powers concerning the governance of the corporation, which shall be expressed through the UCare Minnesota board of directors: (a) The approval of any plans of merger or consolidation by the corporation with any foreign or domestic corporation, voluntary dissolution of the corporation, or any sale, lease or transfer of all or substantially all of the Corporation's assets; (b) the approval of the grant of a security interest in all or substantially all of the Corporation's assets or the guarantee of any indebtedness before such security interest of guarantee becomes legally binding; and (c) The amendment of the articles of incorporation or bylaws. Form 990, Part VI, Section B, line 11 The Form 990 is prepared by the controller and reviewed by an independent accounting firm. UCare provides a copy and reviews the detail of the completed 990 Form with the Board's Finance and Audit Committee. UCare also provides a copy of the completed 990 Form to all members of the Board of Directors via email, and the Board's on-line portal prior to the Finance and Audit Committee's report to the Board. Upon approval by the Board of Directors, the 990 Form is filed with the Internal Revenue Service. Form 990, Part VI, Section B, line 12c UCare requires completion of an annual questionnaire by its board members, officers and senior executives, which is designed to surface potential conflicts of interest. In addition, UCare's policy requires disclosure to the Board Chair and/or CEO of a potential conflict involving a director, officer or management staff when a particular transaction arises. If the Board or a designated Board Committee determines that a potential conflict exists related to a transaction requiring action by the board, the policy calls for the board member with the potential conflict to abstain from voting and for a majority of the disinterested directors to find that the transaction is fair and reasonable to the corporation, and that the organization could not reasonably find a more advantageous transaction from another entity without a potential conflict. In practice, UCare seeks to manage certain business matters so that they are not subject to action by the board or senior executives where a potential conflict exists. For example, the board includes members who are enrolled in UCare's health plans, and the benefit designs and premium amounts of such plans are not brought before the board for action. The policy also requires disclosure of potential conflicts to the board or designated committee even for transactions not requiring board action. Form 990, Part VI, Section C, line 18 UCare Health, Inc.'s Form 990 is available on www.guidestar.org as well as made available upon request. Form 990, Part VI, Section C, line 19 UCare will provide governing documents and Conflict of Interest Policy upon request. Form 990, Part IX, line 11g Medical Costs: Program service expenses 59,796,652. Management and general expenses 0. Fundraising expenses 0. Total expenses 59,796,652. Purchased Services: Program service expenses 551,766. Management and general expenses 167,691. Fundraising expenses 0. Total expenses 719,457. Mayo Service Fees: Program service expenses 48,755. Management and general expenses 23,706. Fundraising expenses 0. Total expenses 72,461. Broker Commissions: Program service expenses 583,734. Management and general expenses 0. Fundraising expenses 0. Total expenses 583,734. Temporary/Contract Services: Program service expenses 54,856. Management and general expenses 0. Fundraising expenses 0. Total expenses 54,856. Disease Mangagment: Program service expenses 2,888. Management and general expenses 0. Fundraising expenses 0. Total expenses 2,888. Outsourced Services: Program service expenses 967,277. Management and general expenses 49,340. Fundraising expenses 0. Total expenses 1,016,617. UCare Minnesota 500 Stinson Blvd NE Minneapolis MN 554132615 363573805 Not for Profit Health Maintenance Organization MN 501(c)(3) Line 9 N/A 0 U of MN Med SchoolDept of Family Practice 516 Delaware St SE Box 381 Minneapolis MN 55455 416007513 Medical Education MN 115 Univsrsity of Minnesota 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 1 0 0