2014-11-13T19:14:23-06:00 2013-12-31 KPMG LLP 55 Second Street 1400 San Francisco CA 94105 990 2013-01-01 237290564 Satellite Healthcare Inc % HARITA BAJAJ SATE 6504043600 300 Santana Row Suite 300 Suite San Jose CA 95128 SUSAN DEL BENE CFO 6504043600 2014-11-12 true VALERIE J BALL P00178114 6504043600 2013 2015-11-30 17:44:51Z richard barnett 300 santana row suite 300 san jose CA 95128 205090385 false X www.satellitehealth.com X 1973 CA SINCE 1973, THE MISSION HAS BEEN TO MAKE LIFE BETTER FOR THOSE WITH KIDNEY DISEASE BY SUPPORTING RESEARCH, PROVIDING EDUCATION, AND ENSURING ACCESS TO CARE FOR THOSE EFFECTED. 7 6 1852 2693576 1610885 16415 2004 173296209 180959560 3278872 6691771 7822582 1245193 184414078 188898528 2887802 3676480 0 0 80147293 87082369 0 0 0 84950464 86738745 167985559 177497594 16428519 11400934 370454198 429877986 38154548 38314816 332299650 391563170 X SINCE 1973, THE MISSION HAS BEEN TO MAKE LIFE BETTER FOR THOSE LIVING WITH KIDNEY DISEASE BY SUPPORTING RESEARCH, PROVIDING EDUCATION, AND ENSURING ACCESS TO CARE FOR ALL PATIENTS WITH KIDNEY DISEASE. false false 137868309 179281361 Kidney Dialysis In-Center Chronic Kidney Disease ("CKD") is a public health problem in the United States that impacts approximately 26 million Americans. It is well known that hypertension and diabetes are two leading causes of kidney failure. The 2013 United States Renal Data System Report shows that of the 615,899 Americans who live with End Stage Renal Disease ("ESRD"), over 430,000 are treated by dialysis. Satellite Healthcare owns and operates 57 in-center hemodialysis facilities (Satellite Dialysis) and home dialysis training centers (WellBound) providing a variety of treatment options to our patients. In 2013, Satellite Healthcare provided over 1,065,940 dialysis treatments and services to over 5,895 patients in California, Texas, Indiana, Illinois, New Jersey, and Tennessee. Peritoneal Dialysis and Home Hemo Center: WellBound, a Satellite Healthcare company, is the first healthcare services company to specialize in the delivery and support of daily home dialysis therapies through free-standing, patient-friendly Centers of Excellence. Our unique care model is built on the premise that early-stage patient education is the first step in an effective treatment program. As such, we dedicate significant resources to reaching patients before they require dialysis. Once dialysis is required, WellBound's goal is to enable nephrologists to easily offer self-care (home) dialysis therapies to their patients. We strive to empower patients to take charge of their health and experience the clinical and quality of life benefits associated with self-care dialysis. See also Community Benefit Report below: Community Benefit Report Satellite Healthcare is committed to helping individuals with kidney disease achieve the highest quality of life through clinical services, research and innovation. This Community Benefit Report provides an overview of some programs and activities that allow Satellite Healthcare to meet and exceed our organization's heritage as a not-for-profit dialysis provider whose primary focus is the patient. Corporate Headquarters 300 Santana Row Suite 300 San Jose, CA 95128 650.404.3600 p. 800.357.8292 p. 650.404.3601 f. satellitehealth.com Our mission: Making life better for those living with kidney disease Our vision: To collaborate with our community partners in achieving clinical excellence and integrated care delivery to the kidney disease population Our values: o Innovation: I look for creative ways to achieve the best quality care for our patients. o Community: I am part of the Satellite family dedicated to CKD care. o Accountability: I take personal responsibility for the services we provide. o Respect: I treat others as i would like to be treated. o Excellence: I strive to do my absolute best in caring for our patients. OVERVIEW OF CHRONIC KIDNEY DISEASE AND THE END STAGE RENAL DISEASE COMMUNITY Chronic Kidney Disease (CKD) is a public health problem in the United States that impacts approximately 26 million Americans. It is well known that hypertension and diabetes are the two leading causes of kidney failure. Various factors have contributed to improved patient outcomes and have strengthened the End-Stage Renal Disease (ESRD) community. o High-quality dialysis services o An increase of successful kidney transplants o More effective drugs and drug therapies o The availability of more dialysis treatment options o Information gained and used by research studies o Targeted patient education efforts o Patient support groups o ESRD community advocacy The 2013 United States Renal Data System Report shows that of the 615,899 Americans who live with ESRD, about 70 percent (430,273) are treated by dialysis services. www.usrds.org/adr.htm SATELLITE HEALTHCARE Satellite Healthcare is built on a legacy spanning more than three and a half decades and is recognized for leadership in: 1. Achieving clinical excellence 2. Delivering innovative services and therapies 3. Fostering research and charitable giving Satellite Healthcare owns and operates 57 in-center hemodialysis facilities (Satellite Dialysis) and home dialysis training centers (Satellite WellBound), offering a variety of treatment options to our patients for their convenience. In 2013, Satellite Healthcare provided over 1,065,940 dialysis treatments and services to more than 5,895 patients in California, Texas, Indiana, Illinois, New Jersey and Tennessee. Our goal is to enable the chronic kidney disease community to achieve clinical excellence and improved quality of life. SATELLITE PHILANTHROPY As a not-for-profit dialysis provider, Satellite Healthcare is involved in a number of community benefit programs and activities that help us in fulfilling our mission toward our patients and the ESRD community. Satellite Healthcare is proud that our community benefit program includes activities that stretch across many areas of the ESRD community, including direct patient care, financial assistance for eligible patients, patient education and research, as well as state and federal level advocacy. Community benefit programs are an integral part of the Satellite culture. COMMUNITY BENEFIT ACTIVITIES AND PROGRAMS o KidneysDoThat.org o Satellite Financial Assistance Program o Satellite Patient Trust Fund o American Kidney Fund o Satellite Healthcare Children's Scholarship Fund o Internships o The Norman S. Coplon/Satellite Healthcare Professorship in Medicine o Satellite Research o Contract Research o Norman S. Coplon Grant Program o Optimal Start o Better LIFE Wellness and Dialysis Options Education o Satellite Advocacy o Support of the National Kidney Foundation o Young Investigator Grant with the National Kidney Foundation KIDNEYSDOTHAT.ORG As part of an ongoing effort to educate the public about kidney health, Satellite Healthcare developed KidneysDoThat.org, a website dedicated to kidney health information. This website explains, in easy-to-understand terms, what the kidneys do and why it is important to take care of them. It includes video and audio clips, photos, health tips and recipes. The site is updated periodically with seasonally relevant content. SATELLITE FINANCIAL ASSISTANCE PROGRAM Helping to meet the needs of the low-income uninsured and under insured is an important element of our commitment to the community. Satellite Healthcare's Financial Assistance Program provides the means for us to demonstrate our commitment to achieving our mission. Through an annual screening process, patients are given the opportunity to get financial assistance for all or part of their dialysis service bills. In 2013, Satellite Healthcare provided more than $2.4 million in financial assistance to our patients. SATELLITE PATIENT TRUST FUND Satellite Healthcare is aware that emergency circumstances arise for our patients that may require assistance. The Satellite Patient Trust Fund has been utilized to assist patients on a case by case basis, as needed. Donations are accepted for an individual Satellite Dialysis or WellBound Center's Patient Trust Fund. Individuals can make a tax-deductible donation to the Patient Trust Fund. Additional funding comes from donations from the National Kidney Foundation (NKF), private companies, Satellite staff, medical directors and referring physicians. The following are examples of how this program was utilized in 2013: o Purchasing of household essentials and nutritional supplements o Providing funds for more medical transportation than ever o Assistance with utility and phone bills Each Satellite Dialysis and WellBound facility has access to a Patient Trust Fund which is initially funded by Satellite Healthcare at the beginning of each year. AMERICAN KIDNEY FUND The American Kidney Fund (AKF) was founded in 1971 to help a single individual with kidney failure pay for dialysis. Today, AKF is the leading source of direct financial aid to chronic kidney disease patients across the nation. In 2013, the American Kidney Fund provided treatment-related financial assistance to more than 87,000 dialysis patients nationwide. Satellite Healthcare supports the AKF with regular annual donations to support its programs. SATELLITE HEALTHCARE CHILDREN'S SCHOLARSHIP FUND Satellite Healthcare Children's Scholarship Fund was created to assist the children of our employees achieve their goals of higher education. In 2013, Satellite Healthcare awarded 10 scholarships from this fund. Our Children's Scholarship Fund rewards and assists in the education of many of the deserving children of our talented employees. By supporting our future leaders during their educational development, we will contribute to a better future for all. In recognition of our employees we offer this benefit of $500 to ten deserving children for both the Spring and Fall terms. These scholarships are awarded for full-time undergraduate study at any accredited two- or four-year college or university. Recipients are selected based on academic record, demonstrated leadership, participation in school and 6582420 3676480 135493 Patient and Community Programs Included: Research Programs $2,905,940 Research Grants $3,676,480 See the community beenfit report in Schedule O for additional information 144450729 true false false true false false false false false false true false true false true true false true false false true true false false false false false true false true false false false true false false false false false false false false true true true true false false true 243 0 true 1852 true true true false false false false false false false false false X 7 6 false false false false false false false true true false false true true true true true false true true true false CA X HARITA BAJAJ 6504043600 300 SANTANA ROW SUITE 300 san jose CA 95128 MARK BURKE SECRETARY & CEO 40.0 0.0 X X 945340 0 36878 BRADFORD JEFFERIES CHAIRMAN 1.0 0.0 X 73500 0 0 WILLIAM J LONG DIRECTOR 1.0 0.0 X 36000 0 0 THOMAS R WILLIAMS DIRECTOR 1.0 0.0 X 31500 0 0 DANIEL HERLINGER DIRECTOR 1.0 0.0 X 36000 0 0 JOHN PANETTA DIRECTOR 1.0 0.0 X 33000 0 0 GLEN CHERTOW DIRECTOR 1.0 0.0 X 36500 0 0 SUSAN DEL BENE CFO 40.0 0.0 X 517355 0 38197 MARC C BRANSON EVP DIALYSIS 40.0 0.0 X 539362 0 38281 BRIGITTE SCHILLER MORAN Chief Medical Officer 40.0 0.0 X 599863 0 37981 ROSEMARY FOX VP DIALYSIS OPERATIONS 40.0 0.0 X 502958 0 32874 SERGEY MUZA VP OF INFORMATION TECHNOLOGY 40.0 0.0 X 345503 0 22940 Robert A Lunbeck VP OF BUSINESS DEVELOPMENT 40.0 0.0 X 459921 0 38281 MARIO I BERTUCCI VP OF HUMAN RESOURCES 40.0 0.0 X 358756 0 22835 4515558 0 268267 132 false true false PALO ALTO MEDICAL FOUNDATION 2350 W EL CAMINO REAL MOUNTAIN VIEW CA 94040 medical directors 467813 SAN MATEO DIALYSIS ASSOCIATES 1750 EL CAMINO REAL BURLINGAME CA 94041 MEDICAL DIRECTORS 373525 BARNETT MEDICAL SERVICES 30620 SAN ANTONIO ST HAYWARD CA 94544 MEDICAL SERVICE 307165 NEPHROLOGY ASSOCIATES 2301 CIRCADIAN WAY SANTA ROSA CA 95401 MEDICAL DIRECTORS 242073 KPMG LLP PO BOX 120001 DEPT 0564 DALLAS TX 753120922 ACCOUNTING SERVICES 236012 28 2004 2004 DIALYSIS/ANCILLARY 621400 169534920 169534920 CHARITY CARE 621400 -2060628 -2060628 LABORATORY SERVICES 541900 3704705 2161999 1542706 MANAGEMENT FEES 561000 9780563 9780563 180959560 29607 -37933 67540 0 0 0 0 0 22854021 16191857 6662164 6662164 6662164 0 0 0 ADMINISTRATIVE SERVICES 900099 1188803 1188803 OTHER REVENUE 900099 56390 56390 1245193 188898528 179416854 2693576 6786094 3601480 3601480 0 75000 75000 0 2361913 410875 1951038 0 58468289 47980697 10487592 2064869 1623725 441144 19210534 14127579 5082955 4976764 4228422 748342 0 881908 3604 878304 337031 45343 291688 74750 74750 0 0 7308247 4141863 3166384 0 2080865 1417315 663550 0 0 10738109 10371763 366346 2097600 1338877 758723 509902 318573 191329 42445 16406 26039 271929 271929 0 10742487 5452489 5289998 1745537 1536611 208926 MEDICAL & OTHER SUPPLIES 39931750 39537171 394579 EQUIPMENT RENTAL & MAINT 1762840 726304 1036536 LAB SERVICES 2905303 2905303 INCOME TAX 48081 206419 -158338 5259961 4384910 875051 177497594 144450729 33046865 0 20795855 9533444 16454741 17125125 0 0 26659699 30718483 150000 100000 0 0 0 0 1388229 1214129 2739917 2573235 136090136 70711685 52179636 65378451 134073910 156634597 17815335 17913000 45656507 69399690 41375045 40402162 11165324 18885670 370454198 429877986 25259671 28316692 0 0 0 0 0 0 0 0 0 0 11900009 9100009 0 0 994868 898115 38154548 38314816 X 332299650 391563170 0 0 0 0 332299650 391563170 370454198 429877986 X 11400934 17061161 30801425 X false true X true false X Part I, Line 3 Satellite Healthcare Inc.(SHI) does not meet the definition of a hospital for the purpose of Schedule H. SHI is not required to be licensed, registered, or similarly recognized by the state as a hospital, therefore a Schedule H is not required to be reported. false false false false false false false false true 74750 74750 false Line 1I Satellite Healthcare Inc. is a member of various medical associations. Line 1i represents the portion of membership dues allocable to lobbying activities. 17026114 7165686 9860428 41198823 19481260 21717563 64937816 41520306 23417510 12927383 2544433 10382950 65378451 PROGRAM-RELATED JOINT VENTURES 69399690 F 69399690 0 DEFERRED AMORTIZATION 489264 DEFERRED RENT 408851 898115 X Part XIV The Company has evaluated its current tax positions and has concluded that as of December 31, 2013 and 2012, the Company does not have any significant uncertain tax positionS for which a reserve would be necessary. true North America Grantmaking 50000 Sub-Saharan Africa Grantmaking 25000 75000 75000 North America RESEARCH 50000 CHECK Sub-Saharan Africa Kidney Care 25000 check 2 true false false true false false Schedule F, part 1, line 1 Research grantees are selected by Satellite Healthcare's Scientific Advisory Board. By November 30 of each calendar year, the principal investigator must send 1) a two page abstract summarizing the progress of the funded research, and 2) an updated list of all current and pending support, including specific aims, key personnel, direct and indirect budget costs, and other pertinent information. Continued funding will be contingent upon the Scientific Advisory Board's satisfaction regarding the progress of the funded research and lack of duplication between Satellite research funding and funding from other sources. The final payment will be contingent upon the principal investigator complying with all conditions of the award. Satellite Healthcare Inc. sponsors an Annual Symposium each year. The purpose of this symposium is to provide a forum for researchers supported by the extramural grants program to share their findings with peers and members of the Scientific Advisory Board, and receive constructive feedback, and participate in a free exchange of ideas. To this end, each grant recipient must commit to attend the Annual Symposium in its entirety and incorporate their new findings into a lecture that covers progress in their field of interest. Failure of the Principal investigator or designee to attend the Annual Symposium may result in forfeiture of continued funding. The grant to sub-saharan Africa was made to a U.S. charitable organization that is coordinating assistance for Kidney Care in Burundi. Satellite's scientific advisory board is monitoring the use of the funds in this developing program in Burundi. Schedule F, part 1, Line 3, Column F The accrual method of accounting was used to determine the amounts in column (f) true ALBANY COLLEGE OF PHARMACY AND HEALTH SERVICES 106 NEW SCOTLAND AVENUE OB115 ALBANY NY 12208 141423161 501(c)(3) 50000 RESEARCH UNIVERSITY OF CALIFORNIA SAN DIEGO 9500 GILMAN DRIVE MOO634 LA JOLLA CA 920930634 956006144 501(c)(3) 50000 RESEARCH BETH ISRAEL DEACONESS MEDICAL CENTER 185 PILGRAM ROAD FARR 8 BOSTON MA 02215 042103881 501(c)(3) 75000 RESEARCH EMORY UNIVERSITY 1639 PIERCE DRIVE WMB SUITE 338A Atlanta GA 30322 580566256 501(c)(3) 100000 RESEARCH MINNEAPOLIS MEDICAL RESEARCH FOUNDATION 914 S 8TH ST STE S-406 MINNEAPOLIS MN 55404 411677920 501(c)(3) 50000 RESEARCH UT SOUTHWESTERN MEDICAL CENTER O5323 HARRY HINGS BLVD DALLAS TX 75390 756002868 501(c)(3) 50000 RESEARCH STANFORD UNIVERSITY SCHOOL OF MEDICINE 3172 PORTER DRIVE SUITE 210 PALO ALTO CA 93404 946036493 501(c)(3) 229500 RESEARCH UNIVERSITY OF WASHINGTON 12455 COLLECTIONS DRIVE CHICAGO IL 60693 916001537 501(C)(3) 100000 RESEARCH BETH ISRAEL DEACONESS MEDICAL CENTER 330 BROOKLINE AVE CLS 742 BOSTON MA 02215 042103881 501(c)(3) 100000 RESEARCH AMERICAN KIDNEY FUND 6110 EXECUTIVE BLVD ROCKVILLE MD 20852 237124261 501(C)(3) 1777189 KIDNEY DISEASE NATIONAL KIDNEY FOUNDATION 131 STEUART ST STE 520 SAN FRANCISCO CA 94105 946130713 501(C)(3) 294035 Kidney Disease TEMPLE UNIVERSITY SCHOOL OF MEDICINE 3322 NORTH BROAD STREET SUITE 205 PHILADELPHIA PA 19140 231365971 501(C)(3) 100000 RESEARCH UNIVERSITY OF CALIFORNIA LOS ANGELES 11000 KINROSS AVENUE SUITE 211 LOS ANGELES CA 90095 956006143 501(C)(3) 100000 RESEARCH VANDERBILT UNIVERSITY DEPT AT 40303 ATLANTA GA 311920303 620476822 501(C)(3) 50000 RESEARCH MEDICAL EDUCATION INSTITUTE INC 414 DONOFRIO DRIVE SUITE 200 MADISON WI 53719 391739731 501(c)(3) 20000 Kidney Disease UNIVERSITY OF COLORADO DENVER 12700 EAST 19TH AVENUE AURORA CO 800452563 846000555 501(C)(3) 100000 RESEARCH UNIVERSITY OF TEXAS SOUTH WESTERN MEDICAL CENTER 1950 N STEMMONS FWY DALLAS TX 75207 756002868 501(C)(3) 100000 RESEARCH MASSACHUSETTS GENERAL HOSPITAL 101 HUNTINGTON AVENUE SUITE 300 BOSTON MA 02199 041564655 501(c)(3) 100000 RESEARCH MEHARRY MEDICAL COLLEGE 1005 DR DB TPDD BLVD NASHVILLE TN 37208 620488046 501(C)(3) 50000 RESEARCH BRIGHAM & WOMEN'S HOSPITAL PO BOX 3149 BOSTON MA 022413149 042312909 501(C)(3) 50000 RESEARCH INTERNATIONAL SOCIETY OF PERITONEAL DIALYSIS UNIVERSITY OF COLORADO HOSPITAL F77 12605 E 16TH AVENUE AURORA CO 80045 800361037 501(C)(3) 10000 KIDNEY DISEASE ONE ACRE FUND 1742 TATUM STREET FALCON HEIGHT MN 55113 203668110 501(C)(3) 25000 FIGHT HUNGER 22 Schedule I, part I, line 2 Research grantees are selected by Satellite Healthcare's Scientific Advisory Board. By November 30 of each calendar year, the principal investigator must send 1) a two page abstract summarizing the progress of the funded research, and 2) an updated list of all current and pending support, including specific aims, key personnel, direct and indirect budget costs, and other pertinent information. Continued funding will be contingent upon the Scientific Advisory Board's satisfaction regarding the progress of the funded research and lack of duplication between Satellite research funding and funding from other sources. The final payment will be contingent upon the principal investigator complying with all conditions of the award. Satellite Healthcare Inc. sponsors an Annual Symposium each year. The purpose of this symposium is to provide a forum for researchers supported by the extramural grants program to share their findings with peers and members of the Scientific Advisory Board, and receive constructive feedback, and participate in a free exchange of ideas. To this end, each grant recipient must commit to attend the Annual Symposium in its entirety and incorporate their new findings into a lecture that covers progress in their field of interest. Failure of the Principal investigator or designee to attend the Annual Symposium may result in forfeiture of continued funding. X X X X false false true false false false false false false MARK BURKE SECRETARY & CEO 438549 0 373052 0 133739 0 15000 0 21878 0 982218 0 0 0 MARC C BRANSON EVP DIALYSIS 267536 0 198059 0 73767 0 15000 0 23281 0 577643 0 0 0 SUSAN DEL BENE CFO 252287 0 170736 0 94332 0 15000 0 23197 0 555552 0 0 0 BRIGITTE SCHILLER MORAN Chief Medical Officer 298818 0 169869 0 131176 0 15000 0 22981 0 637844 0 0 0 ROSEMARY FOX VP DIALYSIS OPERATIONS 261757 0 151959 0 89242 0 15000 0 17874 0 535832 0 0 0 SERGEY MUZA VP OF INFORMATION TECHNOLOGY 205958 0 107209 0 32336 0 13565 0 9375 0 368443 0 0 0 Robert A Lunbeck VP OF BUSINESS DEVELOPMENT 262624 0 146234 0 51063 0 15000 0 23281 0 498202 0 0 0 MARIO I BERTUCCI VP OF HUMAN RESOURCES 167015 0 96990 0 94751 0 13571 0 9264 0 381591 0 0 0 Schedule J Question 4c The company established a Phantom Option Plan under which it awarded phantom stock units to certain members of management for performance resulting in increased value of the company. The award value of the units was determined by the performance of the company in the year prior to a vesting event. The vesting dates for units issued in 2007 are January 1, 2009, 2010, 2011, and 2012; the units vest 25% on each vesting date. In april 2009 the company elected to terminate the phantom option plan. No additional units will be issued; however the 445,370 units awarded in 2007 will continue to be paid out according to the stated vesting schedule. The value of the units that become vested will be recognized as expense upon each of the future vesting dates. Plan participants include: Susan Del Bene, Mark Burke, Marc Branson, Rosemary Fox, and Sergey Muza. The final amounts paid out from the 2012 vesting date were as follows: Mark Burke $92,953 Marc Branson $58,772 Susan Del Bene $50,664 Rosemary Fox $49,172 Sergey Muza $38,599 Ann Robar $35,003. Brigitte S Moran EMPLOYEE RELOCATION LOAN X 250000 100000 false true true 100000 PART VI, section B, line 11B The organization's accounting department worked closely with the outside accounting firm it engaged to prepare the return. The final draft of the Form 990 was reviewed by the Controller, CFO, and the audit committee. A complete copy of the return was provided to the entire voting Board before the return was filed with the Internal Revenue Service. PART VI, SECTION B, LINE 12 C The Satellite Healthcare Board of Directors is charged with monitoring proposed or ongoing transactions for conflicts of interest and addressing any potential or actual conflicts. Pursuant to the Conflicts of Interest Policy of Satellite Healthcare Inc., an annual conflict of interest disclosure statement, aimed at determining any family and business relationships and transactions or other transactions that may pose a potential conflict, is distributed to all covered persons (i.e., board members, officers and executive leadership or key employees). Covered persons are required to disclose real or potential conflicts at the time when such conflicts arise. When someone becomes a covered person and annually thereafter, each covered person is required to sign a statement affirming that he/she: (1) has received a copy of the Conflict of Interest Policy; (2) has read the Policy and understands said Policy; and (3) agrees to comply with all requirements of the Policy, including completing the conflicts of interest questionnaire. The completed questionnaires are reviewed by the Satellite Healthcare Board of Directors and any persons with actual or potential conflicts are informed via written communication. The procedures for addressing any conflict of interest includes, but is not limited to, the following: (1) the conflicting interest is fully disclosed to the Board; (2) the interested person responds to factual questions related to the substance of the transaction or arrangement being considered, after which he/she shall leave the meeting; (3) the person with the conflict of interest is excluded from the discussion and approval of such transaction; (4) alternatives to the proposed transaction are investigated, competitive bids or comparable valuations are obtained; (5) any conflicting issues during the course of a Board meeting which cannot be resolved is referred to the Governance Committee; and (6) the transaction or action must be approved by a majority of disinterested persons. PART VI, SECTION B, LINE 15 For 2013 compensation, The Board appointed a Compensation Committee, comprised solely of independent directors (none of which have a conflict of interest with respect to the compensation arrangement), to be accountable for setting reasonable compensation packages for each officer or key employee,including the CEO. The Compensation Committee developed, consistent with the organization's philosophy and principles, the annual performance goals and criteria to be used in determining merit increases and variable compensation criteria for officers and key employees. The Compensation Committee also hired a qualified independent compensation and benefits specialist (independent expert) to review, analyze and provide benchmarking data for the total compensation and benefits packages of officers and key employees. Appropriate comparability data was obtained from the independent experts, i.e., total economic benefits paid by similarly situated organizations (both taxable and tax-exempt) for similar job responsibilities. The Committee's written records include the (1) terms of the arrangement with the disqualified person (including the date the arrangement was approved); (2) a list of members present during the debate on the transaction (and how the members voted when it was approved); and (3) a description of the comparable data relied on by the Committee. Key deliberations of the Committee are also documented in minutes which are approved at the next Committee meeting. PART VI, SECTION B, LINE 16b While Satellite Healthcare, Inc. has not adopted a written policy or procedure requiring steps be taken to safeguard its tax-exempt status when entering into Joint Venture agreements, by practice, it only enters into such agreements where 1) Satellite Healthcare, Inc. is the managing partner and 2) specific language has been added to the Joint Venture agreement which states that the Joint Venture will follow Satellite Healthcare, Inc.'s charitable mission and remain in-line with those principals. An example of the typical language used is as follows: Section 1.2 Charitable Purposes. The LLC and the Center shall at all times be operated and managed in a manner that furthers the charitable and community-based healthcare purposes, mission, vision and values of Satellite. The LLC and the Center shall be operated and managed in a manner that: (a) provides access to patient care services based on medical necessity, without regard to characteristics such as a person's race, religion, creed, national origin, gender, age, sexual orientation, physical or mental disability, payor source or ability to pay; (b) establish, maintain and communicate its financial assistance policies and procedures for the Center that are consistent with Satellite's policies and procedures; (c) provides access to patient care services to individuals covered by Medicare, Medicaid/Medi-Cal and other federal and state governmental payment programs; and (d) will not, in the reasonable opinion of Satellite, on advice of Satellite's legal and/or tax counsel, cause Satellite to act other than exclusively in furtherance of its tax exempt purposes, adversely affect its exempt status under Section 501(c)(3) of the Code or cause its share of the LLC's income to be taxed as "unrelated business taxable income" within the meaning of Section 511 of the Code. Part VI, Section c, line 19 While federal tax laws do not mandate that the organization's governing documents, conflict of interest policy and financial statements be made available for public inspection, the organization makes its financial statements available upon request. PART XI, LINE 9 Current Year Reclass of negative investments $38,243,778 Minority interest in Wellbound Milpitas $ 3,242,420 Intercompany transfers $(9,180,000) Schedule K-1 additions $(1,504,773) --------------------------------------------------------------------- Total changes in net assets $30,801,425 Satellite Healthcare Central States LLC 300 Santana Row San Jose CA 95128 205475344 DIALYSIS CA 33186383 44612505 SATELLITE Wellbound LLC 300 Santana row San Jose CA 95128 364510754 DIALYSIS CA 5584073 8220605 SATELLITE Wellbound of Emeryville LLC 300 Santana Row Sam Jose CA 95128 201536908 DIALYSIS CA 8990312 3068365 Wellbound Wellbound of San Jose LLC 300 Santana Row San Jose CA 95128 800060772 DIALYSIS CA 10479862 1724859 Satellite Wellbound of Vallejo LLC 300 Santana Row San Jose CA 95128 562590049 DIALYSIS CA 2034429 781927 Wellbound WELLBOUND OF HOUSTON llc 300 Santana Row San Jose CA 95128 640949650 DIALYSIS CA 2775330 972820 Wellbound wellbound of menlo park llc 300 Santana Row San Jose CA 95128 710949657 dialysis CA 4746529 1590308 Satellite Satellite Dialysis of Glenview LLC 300 Santana Row San Jose CA 95128 237290564 DIALYSIS CA 1064965 1195811 Satellite Wellbound of Frederick 300 SANTANA ROW SAN JOSE CA 95128 263751980 DIALYSIS CA 0 0 WELLBOUND Satellite Dialysis of San Francisco LLC 300 Santana Row San Jose CA 95128 462500428 Dialysis CA 0 1169102 Satellite Satellite Healthcare of Chickasaw Garden 300 SANTANA ROW SUITE 300 SAN JOSE CA 95128 465367659 DIALYSIS CA 0 0 SATELLITE Wellbound of Memphis 300 SANTANA ROW SUITE 300 SAN JOSE CA 95128 471210894 DIALYSIS CA 0 0 SATELLITE Satellite 10100 Trinity LLC 300 Santana Row Suite 300 San Jose CA 95128 203633413 Real Estate CA SATELLITE INVESTMENT 156266 979401 false 0 true 0.50000 Satellite Dialysis Central Modesto LLC 300 Santana Row Suite 300 San Jose CA 95128 200292624 Kidney Dialysis CA SATELLITE related 566332 1382194 false 0 true 0.65000 Satellite Dialysis of Orange LLC 300 Santana Row Suite 300 San 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