Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
REGIONAL HEALTH SERVICES INC
Employer identification number
25-1403958
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) a person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the the supported organization?
................
11g(i)
(ii)
a family member of a person described in (i) above?
......................
11g(ii)
(iii)
a 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
h
Provide the following information about the supported organization(s).
(i) Name of supported organization
(ii) EIN
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))
(iv) Is the organization in col. (i) listed in your governing document?
(v) Did you notify the organization in col. (i) of your support?
(vi) Is the organization in col. (i) organized in the U.S.?
(vii) Amount of support?
Yes
No
Yes
No
Yes
No
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 2
Part II
Support Schedule for Organizations Described in IRC 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
4
Total. Add lines 1 through 3..
5
The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included
on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6
Public Support. Subtract line 5 from line 4.
Section B. Total Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
7
Amounts from line 4..
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
10
Other income. (Explain in Part IV.) Do not include gain or loss from the sale of capital assets..
11
Total support (Add lines 7 through 10).
12
Gross receipts from related activities, etc. (See instructions.)
..................
12
13
First Five Years
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here..........................................
Section C. Computation of Public Support Percentage
14
Public Support Percentage for 2010 (line 6 column (f) divided by line 11 column (f))
.........
14
15
Public Support Percentage for 2009 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2010.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
......................
b
33 1/3% support test—2009.
If the organization did not check the box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2010.
If the organization did not check a box on line 13, 16a, or 16b and line 14
is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported
organization
..................................................
b
10%-facts-and-circumstances test—2009.
If the organization did not check a box on line 13, 16a, 16b, or 17a and line
15 is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported organization
..............................................
18
Private Foundation
If the organization did not check a box on line 13, 16a, 16b, 17a or 17b, check this box and see
instructions
...................................................
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 3
Part III
Support Schedule for Organizations Described in IRC 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
10,241,352
9,779,814
13,063,501
19,171,636
84,523
52,340,826
2
Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
52,888,893
59,463,177
58,684,414
63,322,170
73,400,455
307,759,109
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
4
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5
The value of services or facilities furnished by a governmental unit to the organization without charge..
6
Total. Add lines 1 through 5.
63,130,245
69,242,991
71,747,915
82,493,806
73,484,978
360,099,935
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
9,147,615
435,665
117,349
184,193
9,884,822
b
Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c
Add lines 7a and 7b..
9,147,615
435,665
117,349
184,193
9,884,822
8
Public Support (Subtract line 7c from line 6.)
350,215,113
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
9
Amounts from line 6...
63,130,245
69,242,991
71,747,915
82,493,806
73,484,978
360,099,935
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
30,149
144,911
104,960
115,795
20,767
416,582
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c
Add lines 10a and 10b.
30,149
144,911
104,960
115,795
20,767
416,582
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
138,178
138,178
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
1,355
8,319
9,674
13
Total support (Add lines 9, 10c, 11 and 12.).
63,299,927
69,387,902
71,852,875
82,617,920
73,505,745
360,664,369
14
First Five Years
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public Support Percentage for 2010 (line 8 column (f) divided by line 13 column (f))
.........
15
97.103 %
16
Public support percentage from 2009 Schedule A, Part III, line 15
...............
16
96.820 %
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2010 (line 10c column (f) divided by line 13 column (f))
......
17
0.116 %
18
Investment income percentage from 2009 Schedule A, Part III, line 17
.............
18
0.150 %
19a
33 1/3% support tests—2010.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3% and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
..........
b
33 1/3% support tests—2009.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
....
20
Private Foundation
If the organization did not check a box on line 14, 19a or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 4
Part IV
Supplemental Information.
Supplemental Information. Complete this part to provide the explanation required by Part II, line 10; Part II, line 17a or 17b; or Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
Schedule A (Form 990 or 990-EZ) 2010
Additional Data
Software ID:
Software Version:
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
REGIONAL HEALTH SERVICES INC
Employer identification number
25-1403958
Identifier
Return Reference
Explanation
PART I SUMMARY
LINE 1 CONTINUED
REGIONAL HEALTH SERVICES, INC. (RHS) ENGAGES PHYSICIAN AND OUTPATIENT HEALTH CARE AND HEALTH EDUCATION PROGRAMS TO THE TRI-STATE REGION OF NORTHWESTERN PA. SERVICES PROVIDED BY RHS INCLUDE CONTRACT CLINICAL AND MANAGEMENT SERVICES, COMPREHENSIVE WELLNESS PROGRAMS FOR INDUSTRY AND CONSUMERS, A PRIMARY CARE PHYSICIAN NETWORK, SPECIALTY PHYSICIAN SERVICES, DIAGNOSTIC IMAGING CENTERS AND HEALTH EDUCATION PROGRAMS. IN ADDITION, REGIONAL HEALTH SERVICES, INC. MAINTAINS AN OWNERSHIP INTEREST IN AN OUTPATIENT CANCER TREATMENT FACILITY, AND OPERATES AN OUTPATIENT REHABILITATION AND OCCUPATIONAL MEDICINE FACILITY.
PART III STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS
LINE 4D - OTHER PROGRAM SERVICES
WELLNESS CENTER PROGRAMS - SERVICES INCLUDE A FITNESS CENTER, COUNSELING AND DIET PROGRAMS FOR PATIENTS WITH HEART DISEASE, AND A VARIETY OF CONSULTING/EDUCATIONAL PROGRAMS INCLUDING PRENATAL COACHING, HEALTH MANAGEMENT, AND WEIGHT MANAGEMENT. MOST CLASSES ARE FREE OR AT A REDUCED PRICE. BECAUSE OF THIS, THE SERVICE LINE OPERATES AT A SIGNIFICANT SHORTFALL. SATELLITE IMAGING CENTERS - SIX SATELLITE IMAGING LOCATIONS WHOSE SERVICES INCLUDE CT SCANS, MRI, DIAGONOSTIC XRAY, UTLTRASOUND, AND DEXASCANS. APPROXIMATELY 20,000 PROCEDURES WERE PERFORMED IN FISCAL YEAR 2011. CONTRACTED MEDICAL/CONSULTING SERVICE - RESPIRATORY THERAPY, CARDIOLOGY, WOUND CARE, OCCUPATIONAL HEALTH, PALLIATIVE CARE AND INPATIENT PSYCH SERVICES. THE TOTAL VISITS DURING FISCAL YEAR 2011 WERE APPROXIMATELY 3,700.
PART VI, GOVERANCE, MANAGEMENT AND DISCLOSURE
SECTION A, LINE 4; SECTION B, LINE 11, 12C, 15; SECTION C, LINE 19
SECTION A LINE 4 - SIGNIFICANT CHANGES TO GOVERNING DOCUMENTS ON FEBRUARY 1, 2011, UPMC, HAMOT MEDICAL CENTER ("HAMOT"), INCLUDING REGIONAL HEALTH SERVICES, INC (RHS), AND THE HAMOT HEALTH FOUNDATION ("FOUNDATION") EXECUTED AN INTEGRATION AND AFFILIATION AGREEMENT (THE "AGREEMENT") PROVIDING FOR AN AFFLIATION BETWEEN UPMC AND HAMOT. ON THE DATE OF THE AFFILIATION, THE ARTICLES OF INCORPORATION AND BYLAWS OF HAMOT WERE AMENDED SUCH THAT UPMC BECAME THE SOLE CORPORATE MEMBER OF HAMOT. AS A RESULT OF THE AFFILIATION, UPMC ACQUIRED $406,664,000 OF TOTAL ASSETS, CONSISTING PRIMARILY OF PROPERTY, PLANT AND EQUIPMENT AND INVESTMENTS, AND ASSUMED 255,631,000 OF HAMOT'S LIABILITIES CONSISTING PRIMARILY OF LONG-TERM DEBT OBLIGATIONS. SECTION B LINE 11 - PROCESS USED BY THE ORGANIZATION TO REVIEW FORM 990 A COPY OF THE FORM 990 IS POSTED TO A SECURE WEBSITE FOR ALL BOARD MEMBERS TO REVIEW. THE CFO PROVIDES FORM 990 HIGHLIGHTS TO THE AUDIT COMMITTEE OF THE BOARD, AND THE CHAIR OF THE AUDIT COMMITTEE RECEIVES AN ENTIRE COPY OF THE FORMS 990 AND 990-T. ALSO, THE COMPLIANCE OFFICER REVIEWS THE OFFICERS' COMPENSATION WITH THE COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES. THE CHAIR OF THE COMPENSATION COMMITTEE REVIEWS THE OFFICER AND KEY EXECUTIVE COMPENSATION WITH THE FULL BOARD. THE EXECUTIVE COMPENSATION AND AUDIT COMMITTEE MEMBERSHIPS CONSIST OF ONLY "INDEPENDENT" TRUSTEES AS DEFINED BY THE GOVERNANCE POLICY. LINE 12C - MONITOR AND ENFORCE COMPLIANCE WITH CONFLICT OF INTEREST POLICY BOARD MEMBERS, OFFICERS, KEY EMPLOYEES AND OTHER SENIOR EXECUTIVES ARE REQUIRED TO SUBMIT FORMAL CONFLICT OF INTEREST STATEMENTS ON AT LEAST AN ANNUAL BASIS AND WHENEVER THE PERSON FIRST BECOMES SUBJECT TO THE POLICY OR THERE HAS BEEN ANY MATERIAL CHANGE IN THE PERSON'S RESPONSES TO THE PREVIOUSLY PROVIDED STATEMENT. THE STATEMENTS ARE PROVIDED TO, REVIEWED BY AND MAINTAINED BY THE CORPORATION'S CHIEF GOVERNANCE OFFICER. CONFLICTS OF INTEREST MUST BE DISCLOSED TO THE BOARD OF DIRECTORS OR COMMITTEE CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. IN ORDER TO MONITOR CONFLICTS OF INTEREST ARISING OUT OF TRANSACTIONS THAT WOULD NOT IN THE ORDINARY COURSE BE PRESENTED TO THE BOARD OR A COMMITTEE WITH BOARD DELEGATED POWERS, THE CHIEF GOVERNANCE OFFICER REVIEWS THE CONFLICT. QUARTERLY, THE CORPORATION'S ACCOUNTS PAYABLE DEPARTMENT WILL PROVIDE A COMPREHENSIVE LIST OF ANY TRANSACTIONS WITH A MEMBER OF THE BOARD, THEIR COMPANY/ORGANIZATION OR IMMEDIATE FAMILY MEMEBER. QUARTERLY OR MORE FREQUENTLY IF CIRCUMSTANCES WARRANT, THE TRANSACTION LIST WILL BE REVIEWED BY THE GOVERANCE AND NOMINATING COMMITTEE. LINE 15 - PROCESS OF DETERMINING COMPENSATION AN INDEPENDENT NATIONAL CONSULTING FIRM IS RETAINED BY THE HAMOT BOARD OF TRUSTEES AND REPORTS DIRECTLY TO THE EXECUTIVE COMPENSATION COMMITTEE OF THE BOARD, WHICH IS COMPRISED OF "INDEPENDENT" TRUSTEES. THE BOARD MONITORS A LIST OF PERFORMANCE METRICS AND EVALUATES THE EXECUTIVE TEAM ANNUALLY BASED ON THE QUALITY OF PAITENT CARE, PATIENT SATISFACTION, FINANCIAL PERFORMANCE, AND COMMUNITY STEWARDSHIP. THE CONSULTANT'S STUDY INCLUDES: UNDERSTANDING THE TARGET COMPETITIVE MARKET THROUGH DISCUSSION WITH HAMOT EXECUTIVES AND COMPENSATION COMMITTEE, REVIEWING THE DUTIES AND RESPONSIBILITIES FOR EACH POSITION UNDER THE SCOPE OF THE STUDY, SELECTING CREDIBLE PULISHED SURVEY SOURCES, ANALYZING MARKET DATA, AND COMPARING HAMOT COMPENSATION LEVELS BY EACH COMPONENT OF THE EXECUTIVE TOTAL COMPENSATION TO THE COMPETITIVE MARKET PRACTICES. AN OFFICIAL OPINION IS RENDERED BY THE CONSULTANT IN ACCORDANCE WITH TREASURY REGULATION SECTION 53.4958-6(2) AND 53.4958-1(D)(4)(III). THEY ALSO CERTIFY THEIR INDEPENDENCE. THE STUDY IS PERFORMED ANNUALLY WITH THE MOST RECENT STUDY CONDUCTED IN 2011. THE SCOPE OF THIS STUDY IS FOR POSITIONS HELD WITH THE HAMOT HEALTH FOUNDATION, HAMOT MEDICAL CENTER, AND REGIONAL HEALTH SERVICES. THE POSITIONS UNDER THE SCOPE OF THIS STUDY ARE CEO, COO, CFO, CMO, CNO, SVP OF CORP SERVICE/CORPORATE COMPLIANCE, SVP OF BUSINESS DEVELOPMENT, VP OF OUTPATIENT SERVICES, VP OF SUPPORT SERVICES, VP OF STRATEGIC RESOURCES, VP OF PATIENT ACCOUNTING, VP OF GENERAL SERVICES, VP OF HAMOT PHYSICIAN NETWORK, VP OF PHARMACY, AND THE PRESIDENT OF REGIONAL HEALTH SERVICES. SECTION C THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST.
PART XI RECONCILIATION OF NET ASSETS
LINE 5 OTHER CHANGES IN NET ASSETS OR FUND BALANCES
ELIMINATION OF INTERCOMPANY DEBT $22,448,724
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.