2024-11-14T08:53:05-06:00 2023-12-31 990 2023-01-01 311224064 UVMC NURSING CARE INC UVMC 9374499942 110 N MAIN ST 200 DAYTON OH 45402 J MICHAEL SIMS SYSTEM VP & CORP. CONTROLLER 9374499942 2024-11-14 0 2023 2024-10-15 13:58:12Z KEVIN HARLAN 3130 N COUNTY ROAD 25A TROY OH 45373 39390161 0 X WWW.PREMIERHEALTH.COM X 1987 OH SEE PART III, LINE 1 3 3 0 5 0 0 0 0 23183422 24806859 173546 -339634 1196083 1226918 24553051 25694143 0 0 0 0 0 0 0 0 0 23885066 24884339 23885066 24884339 667985 809804 27421957 29514195 11756507 12044921 15665450 17469274 X WE CARE. WE TEACH. WE INNOVATE. WE SERVE. 0 0 21688748 23344775 THE PRIMARY EXEMPT PURPOSE OF UVMC NURSING CARE, INC. (UVMCN) IS TO PROVIDE SKILLED NURSING AND REHABILITATIVE SERVICES IN A LONG-TERM HEALTHCARE SETTING TO INDIVIDUALS IN THE COMMUNITY SERVED BY UPPER VALLEY MEDICAL CENTER, A RELATED TAX-EXEMPT HOSPITAL. AS A PART OF THE UVMC HEALTH SYSTEM, UVMCN IS COMMITTED TO PRESERVING LONG-TERM ACCESS TO QUALITY HEALTH CARE SERVICES FOR MIAMI COUNTY AND THE SURROUNDING AREA. THIS ORGANIZATION WAS FORMED IN 1987 TO ASSURE ACCESS TO APPROPRIATE CARE AT AN ACCEPTABLE COST FOR PATIENTS IN A MANAGED CARE ENVIRONMENT. IN JUNE OF 1989, IT WAS GRANTED TAX EXEMPT STATUS.KOESTER PAVILION IS A 150-BED NURSING HOME PROVIDING LONG-TERM CARE FOR SKILLED AND INTERMEDIATE CARE PATIENTS AS WELL AS FREEDOM COURT, A SPECIALIZED ALZHEIMER'S UNIT.SPRINGMEADE HEALTH CENTER IS A 99-BED NURSING HOME OFFERING A RECUPERATIVE, REHABILITATIVE HEALTH CENTER AND CONVALESCENT AND EXTENDED CARE SERVICES INCLUDING FREEDOM COURT, A DEDICATED ALZHEIMER'S UNIT. BOTH NURSING HOMES CARE FOR MEDICAID, MEDICARE, INSURANCE AND PRIVATE PAY PATIENTS.PATIENT DAYS FOR 2023 WERE:KOESTER PAVILION 40,057SPRINGMEADE 34,756 TOTAL 74,813THE MAJORITY OF THE EXPENDITURES FOR UVMC NURSING CARE, INC. RELATES TO THE COSTS OF THE PROFESSIONAL AND NURSING SERVICES NEEDED TO SERVE THOSE ENTRUSTED TO OUR CARE. 1610817 1462084 SPRINGMEADE RESIDENCE, LOCATED ON THE SAME CAMPUS AS THE HEALTH CENTER, OFFERS TWO- AND THREE-BEDROOM RETIREMENT LIVING COACH HOMES. SPRINGMEADE COACH HOMES ARE SITUATED TO OFFER A VIEW OF THE NATURAL BEAUTY AND VISUAL AMENITIES WHICH SURROUND THE AREA. SERVICES ARE DESIGNED TO ENHANCE THE LIVES OF THE RESIDENTS BY PROVIDING:1) ALL PROPERTY TAXES AND INSURANCE ON THE STRUCTURES2) YEAR-ROUND INTERIOR AND EXTERIOR MAINTENANCE AND GROUNDS KEEPING3) SPRINGMEADE SPONSORED SPECIAL EVENTS AND SOCIAL FUNCTIONS4) ELECTRONIC CONTACT SYSTEM THAT PROVIDES NOTIFICATION FOR RAPID RESPONSE TO HEALTH EMERGENCIES. 23299565 1 0 0 0 0 0 0 0 1 0 1 0 0 0 1 1 0 1 0 0 1 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 0 1 X 55 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 3 3 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 X J MICHAEL SIMS 9374999942 110 N MAIN ST SUITE 200 DAYTON OH 45402 STEVEN STALEY BOARD CHAIR 0.50 1.00 X X 0 0 0 LISA SHOCKLEY BOARD VICE-CHAIR 0.50 1.00 X 0 0 0 NICOLE ERNST TRUSTEE 0.50 1.00 X 0 0 0 BENJAMIN A WATSON ESQ BOARD SECRETARY (FROM MAY TO SEPT) 0.50 39.50 X 0 166904 14504 DIANNE RUHENKAMP BOARD TREASURER 0.50 39.50 X 0 147459 30539 ELIZABETH D WILFONG BOARD SECRETARY (FROM OCT) 0.50 39.50 X 0 93483 361 ANDREA L FLAUTE BOARD SECRETARY (TO FEB) 0.50 39.50 X 0 28257 7424 GEOFFREY P WALKER FORMER OFFICER 0.00 40.00 X 0 940274 50389 KEVIN W HARLAN FORMER TRUSTEE & OFFICER 0.00 40.00 X 0 607513 42343 0 1983890 145560 0 1 1 0 CONCEPT REHAB INC 7150 GRANITE CIR TOLEDO OH 43617 THERAPY SERVICES 2662879 ADCARE HEALTH SYSTEMS INC 454 SATELLITE BLVD NW 100 SUWANEE GA 30024 MANAGEMENT SERVICES 2214192 TREASURER STATE OF OHIO MEDICAID OHIO DEPARTMENT OF MEDICAID L-3669 COLUMBUS OH 432603669 HEALTHCARE SERVICES 1242630 REMEDI SENIOR CARE PO BOX 75744 BALTIMORE MD 21275 SENIOR CARE 722912 INTELY CARE INC PO BOX 787317 PHILADELPHIA PA 191787317 SENIOR CARE 657381 17 NET PATIENT REVENUE (NURSING HOME 624100 23344775 23344775 RETIREMENT COMMUNITY FEES 531390 1462084 1462084 24806859 392269 392269 12964115 13696018 -731903 -731903 -731903 OTHER FEES 900099 1217419 1217419 BEAUTY SHOP 900099 8640 8640 859 859 1226918 25694143 24806859 0 887284 X 1041093 945833 95260 63623 57801 5822 4386689 4386689 57864 57864 221926 201620 20306 767487 697262 70225 8044 7308 736 200 200 914622 830934 83688 29388 26699 2689 PURCHASED PERSONNEL 14181196 12883617 1297579 OPERATING SUPPLIES 1825740 1825740 BED OCCUPANCY TAX 1271035 1271035 DUES & SUBSCRIPTIONS 22877 22877 92555 84086 8469 24884339 23299565 1584774 0 7250 7250 1735029 3529103 4354235 4361713 122923 86220 30167618 21526547 9009669 8641071 12226463 12879505 -33612 9333 27421957 29514195 1833502 2250097 2794357 2871657 96018 150803 7032630 6772364 11756507 12044921 X 15665450 17469274 15665450 17469274 27421957 29514195 809804 994020 0 X 0 1 X 1 0 X 5974 2126 8100 24031490 18993383 21970563 23183422 24806859 112985717 24031490 18999357 21972689 23183422 24806859 112993817 0 0 0 112993817 206957 288793 210613 173546 392269 1272178 206957 288793 210613 173546 392269 1272178 219036 2568045 624962 1196083 1226918 5835044 24457483 21856195 22808264 24553051 26426046 120101039 0.94080 0.95110 0.01060 0.00590 X 0 1 X 641407 641407 22588735 16236776 6351959 6892680 5289771 1602909 44796 44796 8641071 REFUNDABLE FEES 6734427 AFFILIATES PAYABLE 37937 6772364 X PART IV, LINE 2B: THE LONG-TERM CARE FACILITIES ARE MANAGED BY AN OUTSIDE COMPANY. THE ESCROW LIABILITY ON FORM 990, PART X, LINE 21 REPRESENTS FUNDS HELD BY EACH NURSING HOME FOR USE BY THE RESIDENTS AND "GOOD FAITH" DEPOSITS ON PURCHASES OF COTTAGES. MEDICAID RESIDENTS ARE ABLE TO KEEP A PORTION OF THEIR BENEFITS AND ARE RESPONSIBLE FOR PERSONAL CARE ITEMS SUCH AS HAIR CARE, TOILETRIES, DINING OUT, ETC. THE NURSING HOME HOLDS THE FUNDS FOR THE RESIDENTS, AND THE RESIDENTS ARE ABLE TO ACCESS THEIR FUNDS WHEN THEY ARE NEEDED. DEPOSITS ON THE PURCHASES OF COTTAGES ARE GENERALLY REFUNDABLE UNDER THE TERMS OF THE RESIDENCY AGREEMENT BETWEEN THE BUYER AND UVMC NURSING CARE, INC. (UVMCN). PART X, LINE 2: THE FOLLOWING FOOTNOTE IS FROM THE 2023 CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR PREMIER HEALTH (PHP) AND AFFILIATES. PHP IS THE SOLE MEMBER OF UPPER VALLEY MEDICAL CENTER NURSING CARE (UVMCN). PHP HAS BEEN DETERMINED BY THE INTERNAL REVENUE SERVICE TO BE A TAX-EXEMPT NON-PROFIT CORPORATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. AS A TAX-EXEMPT ORGANIZATION, ITS INCOME IS EXEMPT FROM FEDERAL INCOME TAX EXCEPT TO THE EXTENT OF ANY UNRELATED BUSINESS ACTIVITIES. PHP CONSOLIDATES CERTAIN SUBSIDIARIES WHICH ARE FOR-PROFIT CORPORATIONS SUBJECT TO FEDERAL INCOME TAXES. THESE ARE: * PREMIER HEALTH HOLDING COMPANY (PHHC) (WHOLLY OWNED SUBSIDIARY OF PHP) * MVHE, INC., (AND ITS WHOLLY OWNED SUBSIDARY EXTENDED CARE), SAMARITAN FAMILY CARE, INC., PREMIER HEALTH SPECIALISTS, INC. AND PREMIER HEALTH URGENT CARE, INC. (WHOLLY OWNED SUBSIDIARIES OF PHHC) MANAGEMENT ANNUALLY REVIEWS THE TAX POSITIONS AND HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS. EUROPE (INCLUDING ICELAND & GREENLAND) - ALBANIA, ANDORRA, AUSTRIA, BELGIUM 0 0 INVESTMENTS 196652 NORTH AMERICA - CANADA AND MEXICO, BUT NOT THE UNITED STATES 0 0 INVESTMENTS 433404 EAST ASIA AND THE PACIFIC 0 0 INVESTMENTS 252930 0 0 0 0 0 0 882986 0 882986 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 GEOFFREY P WALKER FORMER OFFICER 0 490418 0 88423 0 361433 0 19285 0 31104 0 990663 0 0 KEVIN W HARLAN FORMER TRUSTEE & OFFICER 0 500254 0 77008 0 30251 0 30980 0 11363 0 649856 0 0 BENJAMIN A WATSON ESQ BOARD SECRETARY (FROM MAY TO SEPT) 0 145490 0 21105 0 309 0 6147 0 8357 0 181408 0 0 DIANNE RUHENKAMP BOARD TREASURER 0 130474 0 15837 0 1148 0 10085 0 20454 0 177998 0 0 PART I, LINE 4B: DUE TO RESTRICTIONS IMPOSED BY THE INTERNAL REVENUE CODE, CERTAIN PERSONS ARE LIMITED IN THE AMOUNT OF BENEFIT THAT CAN BE EARNED UNDER A QUALIFIED RETIREMENT PLAN. LIKE MANY EMPLOYERS, UVMC NURSING CARE (UVMCN) AND ITS AFFILIATED ORGANIZATIONS COMPENSATE FOR THIS LIMITATION AND SUPPLEMENT THE AFFECTED EXECUTIVES' QUALIFIED PENSION THROUGH CERTAIN NONQUALIFIED PLANS. UVMCN SUPPLEMENTS THE AFFECTED EXECUTIVES THROUGH A PENSION RESTORATION PLAN AND A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP). THE BENEFITS UNDER THESE SUPPLEMENTAL NONQUALIFIED PLANS ARE SUBJECT TO MULTI-YEAR VESTING AND A PARTICIPANT CAN FORFEIT BENEFITS EARNED IF VESTING REQUIREMENTS ARE NOT SATISFIED. UNDER THE TERMS OF THE SUPPLEMENTAL PLANS, AND BECAUSE OF TAX RULES PERTAINING TO TAXATION OF THE EARNED BENEFITS UPON VESTING, CERTAIN INDIVIDUALS RECEIVED A PAYOUT OF THE CUMULATIVE VESTED BENEFITS UNDER THEIR SUPPLEMENTAL PLAN DURING 2023. THE INDIVIDUALS LISTED BELOW HAVE MET THE MULTI-YEAR VESTING REQUIREMENT UNDER THE PENSION RESTORATION PLAN AND RECEIVED THE ASSOCIATED PAYMENT IN 2023: GEOFFREY WALKER $353,909. THE FOLLOWING SERP AMOUNTS WERE DEFERRED ON THE PARTICIPANTS' BEHALF DURING THE YEAR AND WILL BE HELD UNTIL THE INCREMENTAL AMOUNTS ARE VESTED: KEVIN HARLAN $19,935. BASED ON THE GUIDANCE PROVIDED IN THE INSTRUCTIONS TO THE FORM 990, ANY PAYMENTS TO THE PARTICIPANTS RELATED TO THESE PLANS THAT WERE MADE WITHIN 2-1/2 MONTHS AFTER THE END OF THE ORGANIZATION'S TAX YEAR ARE NOT TREATED AS DEFERRED COMPENSATION FOR PURPOSES OF SCHEDULE J. SUCH AMOUNTS ARE PROPERLY REPORTED AS COMPENSATION FOR FORM 990 PURPOSES WHEN INCLUDED IN THE PARTICIPANTS' FORM W-2 WAGES. PART V, QUESTION 2A: UVMCN DOES NOT HAVE DIRECT EMPLOYEES. ADCARE HEALTH SYSTEMS, INC. PROVIDES ALL NURSING, ADMINISTRATIVE, AND FINANCIAL SERVICES TO PERFORM THE DAY-TO-DAY OPERATION OF THE NURSING HOMES. ALLOCATED PERSONNEL EXPENSES ARE REPORTED ON PART IX, LINE 24A OF FORM 990. FORM 990, PART VI, SECTION A, LINE 3 ADCARE HEALTH SYSTEMS, INC., UNDER THE DIRECTION OF THE EXECUTIVE MANAGEMENT TEAM OF UVMC, PROVIDES ALL ADMINISTRATIVE, NURSING, AND FINANCIAL SERVICES TO PERFORM THE DAY-TO-DAY OPERATIONS OF THE NURSING HOMES. FORM 990, PART VI, SECTION A, LINE 6 UVMCN HAS ONE CORPORATE MEMBER: PREMIER, AN OHIO NON-PROFIT CORPORATION. FORM 990, PART VI, SECTION A, LINE 7A PREMIER HAS THE SOLE AUTHORITY TO ELECT THE BOARD OF TRUSTEES FOR UVMCN. PREMIER AS THE OPERATOR OF UVMCN DEVELOPS AND OVERSEES THE IMPLEMENTATION OF THE STRATEGIC PLAN FOR UVMCN, WHICH INCLUDES (BUT IS NOT LIMITED TO) SUCH MATTERS AS LOCATION OF CLINICAL AND ADMINISTRATIVE SERVICES AND THE CONSOLIDATION OF SUCH SERVICES. UVMCN SHALL COMPLY WITH AND IMPLEMENT THIS PLAN AND SHALL NOT TAKE ANY ACTION THAT MATERIALLY DEPARTS FROM THIS PLAN WITHOUT PREMIER'S APPROVAL. UVMCN SHALL IMPLEMENT THE CAPITAL AND OPERATING BUDGET SO APPROVED AND/OR REVISED FOR IT BY PREMIER. UVMCN SHALL IMPLEMENT ANY BUSINESS PLAN APPROVED BY PREMIER. UVMCN MUST HAVE APPROVAL FROM PREMIER TO BORROW IN ANY FISCAL YEAR, GUARANTEE IN ANY YEAR, OR INCUR ANY LIEN OR OTHER ENCUMBRANCE ON ANY PROPERTY IN AN AMOUNT EQUAL TO OR GREATER THAN $1,000,000. UVMCN MUST SEEK PREMIER'S APPROVAL FOR ANY ACQUISITIONS, SALE OR TRANSFER OF ANY MATERIAL ASSET USED IN UVMCN'S ACTIVITIES. FORM 990, PART VI, SECTION A, LINE 7B SEE EXPLANATION FOR FORM 990, PART VI, SECTION A, LINE 7A. FORM 990, PART VI, SECTION B, LINE 11B THIS 990 FILING AND ATTACHED SCHEDULES (THE RETURN) ARE PREPARED BY A STAFF MEMBER IN THE TAX DEPARTMENT OF PREMIER, WITH WHICH UVMCN IS AFFILIATED. THE RETURN IS REVIEWED BY THE MANAGER AND DIRECTOR OF TAX COMPLIANCE OF PREMIER. AFTER ALL CHANGES FROM THE ABOVE PERSONS ARE MADE, THE RETURN IS REVIEWED BY THE VICE PRESIDENT/CONTROLLER OF PREMIER. A FINAL VERSION OF THE RETURN IS PROVIDED TO THE BOARD OF TRUSTEES FOR REVIEW. AT A BOARD OF TRUSTEES MEETING, THE VICE PRESIDENT/CONTROLLER OF PREMIER (OR DESIGNEE) SHARES DETAILED INFORMATION ON COMPENSATION AND OTHER KEY AREAS, AS WELL AS ADDRESSES ANY OTHER QUESTIONS FROM THE BOARD OF TRUSTEES, PENDING THEIR REVIEW. THE 990 FILING IS ALSO SHARED WITH THE AUDIT COMMITTEE OF PREMIER. FORM 990, PART VI, SECTION B, LINE 12C PREMIER, WITH WHICH UVMCN IS AN AFFILIATE, REQUIRES ALL BOARD MEMBERS, BOARD COMMITTEE MEMBERS, MEDICAL DIRECTORS, SUPPLY CHAIN DIVISION MEMBERS, AUTHORIZED SIGNERS, DIRECTORS, EXECUTIVES, MEDICAL EXECUTIVE COMMITTEE MEMBERS, MEDICAL DEPARTMENT AND SECTION CHAIRS, PHYSICIAN PARTNERSHIP COMMITTEE MEMBERS, PHYSICIAN GUIDANCE GROUP MEMBERS, AND ALL EMPLOYED PHYSICIANS TO ANNUALLY REVIEW THE PREMIER COMPREHENSIVE CONFLICT OF INTEREST STATEMENT, AN EXPLANATORY MEMORANDUM, THE ANTITRUST COMPLIANCE POLICY, AND COMPLETE AN INDIVIDUAL QUESTIONNAIRE DISCLOSING ANY POTENTIAL CONFLICTS AS DEFINED IN THE CONFLICT OF INTEREST POLICY. THIS IS ACCOMPLISHED EITHER BY WAY OF AN ELECTRONIC COMMUNICATION SENT OUT DIRECTLY BY THE CORPORATE COMPLIANCE DEPARTMENT OR BY WAY OF A MEMO SENT OUT FROM THE CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER OF PREMIER. IT ALSO INCLUDES AN EXPLANATORY MEMORANDUM OF SPECIFIC ACTIVITIES THAT MIGHT GIVE CAUSE TO A CONFLICT AND AN INDIVIDUAL QUESTIONNAIRE TO DISCLOSE ALL SUCH ACTIVITIES. THIS QUESTIONNAIRE MUST BE COMPLETED AND SIGNED BY THE INDIVIDUAL. THIS CORRESPONDENCE INCLUDES A COPY OF THE ANTITRUST COMPLIANCE POLICY THAT MUST BE SIGNED BY THE INDIVIDUAL. ALL OF THESE DOCUMENTS ARE SENT TO THE CORPORATE COMPLIANCE DEPARTMENT. THE CORPORATE COMPLIANCE DEPARTMENT ENSURES ALL FORMS ARE RETURNED AND RETAINS THE DOCUMENTS FOR FIVE YEARS. IN ADDITION, AT EACH MEETING OF THE BOARD OR ANY BOARD COMMITTEE, FOLLOWING APPROVAL OF THE PREVIOUS MEETING'S MINUTES, THE BOARD OR COMMITTEE CHAIR SHALL REQUEST ANY BOARD MEMBER WHO PERCEIVES A POTENTIAL CONFLICT OF INTEREST ON ANY OF THE MEETING'S AGENDA ITEMS TO DISCLOSE THE POTENTIAL CONFLICT. ADDITIONALLY, AT ANY BOARD OR BOARD COMMITTEE MEETING WHERE THE SUBJECT OF CONFLICT OF INTEREST IS DISCUSSED, THE MINUTES SHALL CONTAIN THE NAME OF THE PARTY DISCUSSING A POTENTIAL CONFLICT OF INTEREST, THE NATURE OF THE POTENTIAL CONFLICT OF INTEREST AND WHETHER A CONFLICT OF INTEREST WAS FOUND TO EXIST. IF A CONFLICT OF INTEREST IS DETERMINED BY THE BOARD TO EXIST, THE MEMBER WILL BE EXCUSED FROM PARTICIPATING IN ANY DISCUSSION OR VOTING ON THE PARTICULAR AGENDA ITEM. THE CHIEF COMPLIANCE AND ENTERPRISE RISK OFFICER REPORTS THE RESULTS OF THE PREMIER CONFLICT OF INTEREST QUESTIONNAIRES NO LESS THAN ANNUALLY TO THE BOARD OF TRUSTEES BY WAY OF THE COMPLIANCE AND AUDIT COMMITTEE. THIS REVIEW IS DOCUMENTED IN THE MINUTES OF THE MEETING. PERIODICALLY, THE INTERNAL AUDIT DEPARTMENT WILL REVIEW A SAMPLE OF COMPLETED CONFLICT OF INTEREST QUESTIONNAIRES AND REPORT THE RESULTS TO THE COMPLIANCE AND AUDIT COMMITTEE. THE ANNUAL CONFLICT OF INTEREST QUESTIONNAIRES ARE INDIVIDUALLY SUMMARIZED IN A DOCUMENT AND SENT ELECTRONICALLY TO THE FINANCE DEPARTMENT FOR ANY NECESSARY DISCLOSURES REQUIRED ON THE 990 FILING. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC WHEN REQUIRED BY LAW OR FOR ACCREDITATION PURPOSES. THE CONFLICT OF INTEREST POLICY IS AVAILABLE UPON REQUEST. FORM 990, PART IX, LINE 11G CONTRACTED SERVICES: PROGRAM SERVICE EXPENSES 4,322,006. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 4,322,006. MEDICAL DIRECTOR: PROGRAM SERVICE EXPENSES 52,688. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 52,688. BANK FEES: PROGRAM SERVICE EXPENSES 11,995. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 11,995. 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