Form990
Click to see attachment
Department of the Treasury
Internal Revenue Service
Return of Organization Exempt From Income Tax
Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except black lung benefit trust or private foundation)

MediumBullet The organization may have to use a copy of this return to satisfy state reporting requirements.
OMB No. 1545-0047
2012
Open to Public Inspection
A For the 2012 calendar year, or tax year beginning 01-01-2012 , 2012, and ending 12-31-2012
BCheck if applicable:
CName of organization
ASPEN MEDICAL GROUP
 
Doing Business As
 
 
Number and street (or P.O. box if mail is not delivered to street address)
PO BOX 43 MAIL ROUTE 10890
 
Room/suite
City or town, state or country, and ZIP + 4
MINNEAPOLIS, MN554400043
D Employer identification number

41-1452624
E Telephone number

G Gross receipts $ 85,747,273
F Name and address of principal officer:
GEOFFREY SYLVESTER
PO BOX 43 MAIL ROUTE 10890
MINNEAPOLIS,MN554400043
I
Tax-exempt status: ( 4 ) LeftBullet (insert no.) or
J
Website:MediumBullet
WWW.ASPENMED.ORG
H(a)
Is this a group return for
affiliates?
H(b)
Are all affiliates included?
If "No," attach a list. (see instructions)
H(c)
Group exemption number MediumBullet  
K Form of organization:
 
L Year of formation: 1983
M State of legal domicile: MN
Part I
Summary
Activities & Governance 1 Briefly describe the organization’s mission or most significant activities: THE ASPEN MEDICAL GROUP (AMG) IS A WHOLLY OWNED SUBSIDIARY OF ALLINA HEALTH SYSTEM. ALLINA HEALTH SYSTEM (ALLINA) TOGETHER WITH ITS SUBSIDIARIES IS DEDICATED TO MEETING THE LIFELONG HEALTHCARE NEEDS OF COMMUNITIES THROUGHOUT MINNESOTA AND WESTERN WISCONSIN. AMG IS A MULTI-SPECIALTY GROUP PRACTICE THAT OWNS AND OPERATES OVER 10 PHYSICIAN CLINICS EMPLOYING OVER 160 PROVIDERS WITH OVER 100,000 PATIENT VISITS ANNUALLY. AMG ALSO PROVIDES GERIATRIC SUPPORT TO OVER 35 NURSING HOMES.ALLINA AND ITS SUBSIDIARIES PROVIDE A FULL RANGE OF PRIMARY AND SPECIALTY HEALTH CARE SERVICES INCLUDING TECHNICALLY ADVANCED INPATIENT AND OUTPATIENT CARE, 24-HOUR EMERGENCY CARE, MEDICAL TRANSPORTATION, PHARMACY, LABORATORY, HOME CARE AND HOSPICE SERVICES. BECAUSE OF ITS CHARITABLE MISSION, ALLINA AND ITS SUBSIDIARIES PROVIDE THESE HEALTH CARE SERVICES AS WELL AS EDUCATIONAL AND WELLNESS PROGRAMS TO COMMUNITY MEMBERS REGARDLESS OF THEIR ABILITY TO PAY FOR SERVICES.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) ........ 3 3
4 Number of independent voting members of the governing body (Part VI, line 1b) ..... 4 0
5 Total number of individuals employed in calendar year 2011 (Part V, line 2a) ...... 5 0
6 Total number of volunteers (estimate if necessary) ............. 6 0
7a Total unrelated business revenue from Part VIII, column (C), line 12 ........ 7a 72,728
b Net unrelated business taxable income from Form 990-T, line 34 ......... 7b 916
Revenues Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 0 0
9 Program service revenue (Part VIII, line 2g) ......... 86,056,283 83,623,907
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 436,919 526,357
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 1,317,444 1,597,009
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)................... 87,810,646 85,747,273
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 0 0
14 Benefits paid to or for members (Part IX, column (A), line 4)..... 0 0
15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10) 61,545,889 61,869,043
16a Professional fundraising fees (Part IX, column (A), line 11e)..... 0 0
b Total fundraising expenses (Part IX, column (D), line 25) MediumBullet0    
17 Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e).... 37,526,509 38,480,715
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 99,072,398 100,349,758
19 Revenue less expenses. Subtract line 18 from line 12....... -11,261,752 -14,602,485
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............. 19,978,109 35,935,082
21 Total liabilities (Part X, line 26)............. 75,193,769 104,218,250
22 Net assets or fund balances. Subtract line 21 from line 20..... -55,215,660 -68,283,168
Part II
Signature Block
Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.
Sign Here
JumboBullet
Signature of officer Date
JumboBullet
Type or print name and title
Paid Preparer Use Only
Print/Type preparer's name
 
Preparer's signature
Date
PTIN
Firm's name MediumBullet

Firm's EIN MediumBullet
Firm's address MediumBullet



Phone no.
May the IRS discuss this return with the preparer shown above? (see instructions) ............
For Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 11282Y
Form 990 (2012)
Form 990 (2012)
Page 2
Part III
Statement of Program Service Accomplishments
Check if Schedule O contains a response to any question in this Part III ...............
1
Briefly describe the organization’s mission: MISSION - WE SERVE OUR COMMUNITIES BY PROVIDING EXCEPTIONAL CARE, AS WE PREVENT ILLNESS, RESTORE HEALTH AND PROVIDE COMFORT TO ALL WHO ENTRUST US WITH THEIR CARE.VISION - WE WILL:1. PUT THE PATIENT FIRST;2. MAKE A DIFFERENCE IN PEOPLE'S LIVES BY PROVIDING EXCEPTIONAL CARE AND SERVICE;3. CREATE A HEALING ENVIRONMENT WHERE PASSIONATE PEOPLE THRIVE AND EXCEL; AND4. LEAD COLLABORATIVE EFFORTS THAT SOLVE OUR COMMUNITY'S HEALTH CARE CHALLENGES.VALUES - INTEGRITY, RESPECT, TRUST, COMPASSION, STEWARDSHIP
2
Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? ......................
If “Yes,” describe these new services on Schedule O.
3
Did the organization cease conducting, or make significant changes in how it conducts, any program services? ............................
If “Yes,” describe these changes on Schedule O.
4
Describe the organization’s program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.
4a (Code:   ) (Expenses $ 76,984,386 including grants of $   ) (Revenue $ 85,679,631 )
COST OF PROVIDING MEDICAL SERVICES:ASPEN MEDICAL GROUP (AMG) IS COMMITTED TO THE COMMUNITIES IT SERVES AND REFLECTS ITS COMMITMENT BY SERVING AS A CHARITABLE HEALTH RESOURCE. TO THIS END, ALLINA HEALTH SYSTEM AND THE AMG PROVIDE AND ADVOCATE FOR HIGH-QUALITY, EFFICIENT, AFFORDABLE HEALTH CARE SERVICES AND RELATED EDUCATIONAL AND RESEARCH PROGRAMS TO IMPROVE THE HEALTH STATUS OF PATIENTS AND COMMUNITIES IT SERVES.THE AMG PROVIDES PRIMARY HEALTH CARE SERVICES, WHICH ARE NEEDED TO MEET THE HEALTH CARE NEEDS OF THE COMMUNITIES THAT IT SERVES, WITHOUT FULL REIMBURSEMENT FOR THESE SERVICES.
4b (Code:   ) (Expenses $ 6,874,841 including grants of $   ) (Revenue $   )
COST OF PARTICIPATING IN GOVERNMENT PROGRAMS:THE AMG IS COMMITTED TO SERVING ALL PERSONS IN NEED, REGARDLESS OF RACE, CREED, SEX, NATIONALITY, RELIGION, DISABILITY, AGE, OR ABILITY TO PAY. TO PROMOTE ACCESS TO CARE FOR ALL INDIVIDUALS, AMG PARTICIPATES IN THE FOLLOWING PUBLIC HEALTH CARE PROGRAMS: MEDICARE, MEDICAID, MINNESOTACARE, AND GENERAL ASSISTANCE. PAYMENTS FROM THESE PROGRAMS FREQUENTLY DO NOT COVER THE COSTS AMG INCURS TO SERVE PROGRAM BENEFICIARIES. IN 2012, AMG PROVIDED $6,874,841 IN HEALTH CARE SERVICES IN EXCESS OF THE REIMBURSEMENT RECEIVED BY PUBLIC PROGRAMS, AND TAXES AND FEES RELATED TO THESE PROGRAMS. THE FOLLOWING IS A BREAKDOWN OF COSTS RELATED TO THESE PROGRAMS, SERVICES AND ADDITIONAL TAXES AND FEES.COSTS IN EXCESS OF MEDICARE AND MEDICAID PAYMENTSAMG PROVIDES SERVICES TO PUBLIC PROGRAM ENROLLEES. SUCH PUBLIC PROGRAMS HAVE REIMBURSED AT AMOUNTS LESS THAN AMG'S COST. IN 2012, AMG EXPENDED $3,913,126 BEYOND REIMBURSEMENTS TO PROVIDE CARE FOR MEDICARE PATIENTS AND AN ADDITIONAL $1,163,524 BEYOND REIMBURSEMENTS FOR MEDICAID PATIENTS.MINNESOTACARE TAXAMG ALSO PARTICIPATES IN THE FUNDING OF MEDICAL CARE FOR THE UNINSURED THROUGH A MINNESOTACARE TAX OF 2% ON CERTAIN NET REVENUE. PATIENTS WHO ARE UNABLE TO GET INSURANCE THROUGH THEIR EMPLOYER ARE ELIGIBLE TO PARTICIPATE IN MINNESOTACARE. AMG PAID $1,352,849 FOR THE MINNESOTACARE TAX IN 2012.TAXES AND FEESAMG PAYS PROPERTY TAXES TO LOCAL AND STATE GOVERNMENTS USED IN FUNDING CIVIL AND EDUCATION SERVICES TO THE COMMUNITY. IN TOTAL, AMG PAID $445,342 IN TAXES AND FEES IN 2012.
4c (Code:   ) (Expenses $ 844,333 including grants of $   ) (Revenue $ -2,128,452 )
UNCOMPENSATED CARE:CHARITY CAREAMG DEFINES CHARITY CARE AS CARE WHICH IS PROVIDED TO PERSONS WILLING, BUT UNABLE, TO PAY. THIS INCLUDES PATIENTS WHOSE CHARGES ARE REDUCED BECAUSE OF INABILITY TO PAY, PATIENTS WHO ARE UNABLE TO PAY THE BALANCE LEFT BY ANY PAYOR (PRIVATE INSURANCE OR PUBLIC PROGRAMS), AND PATIENTS FOR WHOM UNUSUAL CIRCUMSTANCES, OR SPECIAL FINANCIAL HARDSHIP WARRANT SPECIAL CONSIDERATION. THE AMG'S DEFINITION OF CHARITY CARE DOES NOT INCLUDE BAD DEBT (CHARGES WRITTEN OFF FOR PROVIDING SERVICES TO PERSONS ABLE, BUT UNWILLING, TO PAY FOR THESE SERVICES). PROVIDING CHARITY CARE ENSURES THAT ALL MEMBERS OF THE COMMUNITY RECEIVE QUALITY PRIMARY MEDICAL CARE WHEN THEY NEED IT REGARDLESS OF THEIR ABILITY TO PAY. IN 2012 AMG PROVIDED $844,023 IN CHARITY CARE. BAD DEBTAMG PROVIDES MEDICAL CARE TO ALL IN NEED. THERE ARE TIMES WHEN PATIENT ACCOUNT BALANCES GO UNPAID, KNOWN AS BAD DEBT. THESE BAD DEBT AMOUNTS IN 2012 TOTALED $2,128,452.FOOTNOTES TO AUDITED FINANCIAL STATEMENT THAT DESCRIBE BAD DEBT EXPENSE ARE AS FOLLOWS:2Q. ADOPTION OF NEW ACCOUNTING STANDARDSON JANUARY 1, 2012, THE SYSTEM ADOPTED GUIDANCE UNDER ACCOUNTING STANDARDS UPDATE 2011-07, PRESENTATION AND DISCLOSURE OF PATIENT SERVICE REVENUE, PROVISION FOR BAD DEBTS, AND THE ALLOWANCE FOR DOUBTFUL ACCOUNTS FOR CERTAIN HEALTH CARE ENTITIES, WHICH AMENDED ASC TOPIC 954, HEALTH CARE ENTITIES. THE GUIDANCE PROVIDES GREATER TRANSPARENCY REGARDING A HEALTHCARE ENTITY'S NET PATIENT SERVICE REVENUE AND THE RELATED ALLOWANCE FOR DOUBTFUL ACCOUNTS. THE AMENDMENTS REQUIRE HEALTH CARE ENTITIES TO CHANGE THE PRESENTATION OF THE PROVISION FOR BAD DEBTS RELATED TO PATIENT SERVICE REVENUE BY RECLASSIFYING THE PROVISION FROM OPERATING EXPENSE TO A DEDUCTION FROM PATIENT SERVICE REVENUE, RETROSPECTIVELY, AND REQUIRE ENHANCED DISCLOSURES ABOUT NET PATIENT REVENUE AND THE POLICIES FOR RECOGNIZING REVENUE AND ASSESSING BAD DEBTS. THE ADOPTION OF THE AUTHORITATIVE GUIDANCE DID NOT HAVE A MATERIAL EFFECT ON THE SYSTEM'S CONSOLIDATED FINANCIAL STATEMENTS.
4d Other program services (Describe in Schedule O.)
(Expenses $   including grants of $   ) (Revenue $   )
4e Total program service expensesMediumBullet84,703,560
Form 990 (2012)
Form 990 (2012)
Page 3
Part IV
Checklist of Required Schedules
Yes
No
1
Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If “Yes,” complete Schedule A........................
1
 
No
2
Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? ...
2
 
No
3
Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If “Yes,” complete Schedule C, Part I..........
3
 
No
4
Section 501(c)(3) organizations. Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If “Yes,” complete Schedule C, Part II........
4
 
 
5
Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If “Yes,” complete Schedule C,
Part III............................
5
 
No
6
Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If “Yes,” complete Schedule D, Part IClick to see attachment........................
6
 
No
7
Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas, or historic structures? If “Yes,” complete Schedule D, Part IIClick to see attachment...
7
 
No
8
Did the organization maintain collections of works of art, historical treasures, or other similar assets? If “Yes,” complete Schedule D, Part III Click to see attachment....................
8
 
No
9
Did the organization report an amount in Part X, line 21 for escrow or custodial account liability; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If “Yes,” complete Schedule D, Part IVClick to see attachment..............
9
 
No
10
Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If “Yes,” complete Schedule D, Part VClick to see attachment......
10
 
No
11
If the organization’s answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable.
a
Did the organization report an amount for land, buildings, and equipment in Part X, line 10?
If “Yes,” complete Schedule D, Part VI.Click to see attachment...................
11a
Yes
 
b
Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VIIClick to see attachment.......
11b
 
No
c
Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VIIIClick to see attachment.......
11c
 
No
d
Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part IXClick to see attachment............
11d
 
No
e
Did the organization report an amount for other liabilities in Part X, line 25? If “Yes,” complete Schedule D, Part XClick to see attachment
11e
Yes
 
f
Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If “Yes,” complete Schedule D, Part XClick to see attachment.........................
11f
Yes
 
12a
Did the organization obtain separate, independent audited financial statements for the tax year?
If “Yes,” complete Schedule D, Parts XI and XII Click to see attachment.................
12a
 
No
b
Was the organization included in consolidated, independent audited financial statements for the tax year? If “Yes,” and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII is optional Click to see attachment
12b
Yes
 
13
Is the organization a school described in section 170(b)(1)(A)(ii)? If “Yes,” complete Schedule E....
13
 
No
14a
Did the organization maintain an office, employees, or agents outside of the United States?.....
14a
 
No
b
Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? If “Yes,” complete Schedule F, Parts I and IV.........
14b
 
No
15
Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or assistance to any organization or entity located outside the United States? If “Yes,” complete Schedule F, Parts II and IV
15
 
No
16
Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or assistance to individuals located outside the United States? If “Yes,” complete Schedule F, Parts III and IV...
16
 
No
17
Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If “Yes,” complete Schedule G, Part I (see instructions)....
17
 
No
18
Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If “Yes,” complete Schedule G, Part II............
18
 
No
19
Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If “Yes,” complete Schedule G, Part III...................
19
 
No
20a
Did the organization operate one or more hospital facilities? If “Yes,” complete Schedule H....
20a
 
No
b
If “Yes” to line 20a, did the organization attach a copy of its audited financial statements to this return?
20b
 
 
Form 990 (2012)
Form 990 (2012)
Page 4
Part IV
Checklist of Required Schedules (continued)
21
Did the organization report more than $5,000 of grants and other assistance to any government or organization in the United States on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II...
21
 
No
22
Did the organization report more than $5,000 of grants and other assistance to individuals in the United States on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III........
22
 
No
23
Did the organization answer “Yes” to Part VII, Section A, line 3, 4, or 5 about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If “Yes,” complete Schedule J....................... Click to see attachment
23
Yes
 
24a
Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer lines 24b through 24d and complete Schedule K. If “No,” go to line 25................
24a
 
No
b
Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...
24b
 
 
c
Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds?......................
24c
 
 
d
Did the organization act as an “on behalf of” issuer for bonds outstanding at any time during the year?...
24d
 
 
25a
Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If “Yes,” complete Schedule L, Part I........
25a
 
No
b
Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If “Yes,” complete Schedule L, Part I...................
25b
 
No
26
Was a loan to or by a current or former officer, director, trustee, key employee, highest compensated employee, or disqualified person outstanding as of the end of the organization’s tax year? If “Yes,” complete Schedule L,
Part II..........................
26
 
No
27
Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If “Yes,” complete Schedule L, Part III.........
27
 
No
28
Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):
a
A current or former officer, director, trustee, or key employee? If “Yes,” complete Schedule L, Part IV ..........................
28a
 
No
b
A family member of a current or former officer, director, trustee, or key employee? If “Yes,”
complete Schedule L, Part IV.....................
28b
 
No
c
An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If “Yes,” complete Schedule L, Part IV...
28c
 
No
29
Did the organization receive more than $25,000 in non-cash contributions? If “Yes,” complete Schedule M..
29
 
No
30
Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If “Yes,” complete Schedule M.............
30
 
No
31
Did the organization liquidate, terminate, or dissolve and cease operations? If “Yes,” complete Schedule N,
Part I...........................
31
 
No
32
Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If “Yes,” complete Schedule N, Part II......................
32
 
No
33
Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If “Yes,” complete Schedule R, Part I........ Click to see attachment
33
 
No
34
Was the organization related to any tax-exempt or taxable entity? If “Yes,” complete Schedule R, Part II, III, or IV, and Part V, line 1........................ Click to see attachment
34
Yes
 
35a
Did the organization have a controlled entity within the meaning of section 512(b)(13)?
35a
Yes
 
b
If ‘Yes’ to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If “Yes,” complete Schedule R, Part V, line 2... Click to see attachment
35b
 
No
36
Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If “Yes,” complete Schedule R, Part V, line 2.............
36
 
 
37
Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If “Yes,” complete Schedule R, Part VIClick to see attachment
37
 
No
38
Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11b and 19? Note. All Form 990 filers are required to complete Schedule O. ............
38
Yes
 
Form 990 (2012)
Form 990 (2012)
Page 5
Part V
Statements Regarding Other IRS Filings and Tax Compliance
Check if Schedule O contains a response to any question in this Part V ...............
Yes
No
1a
Enter the number reported in Box 3 of Form 1096 Enter -0- if not applicable ..
1a
58
b
Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable .
1b
0
c
Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................
1c
Yes
 
2a
Enter the number of employees reported on Form W-3, Transmittal of Wage and
Tax Statements, filed for the calendar year ending with or within the year covered by this return ..................
2a
0
b
If at least one is reported on line 2a, did the organization file all required federal employment tax returns?
Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file (see instructions)
2b
 
 
3a
Did the organization have unrelated business gross income of $1,000 or more during the year?...
3a
Yes
 
b
If “Yes,” has it filed a Form 990-T for this year? If “No,” provide an explanation in Schedule O.....
3b
Yes
 
4a
At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)?..........................
4a
 
No
b
If "Yes," enter the name of the foreign country: MediumBullet
See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.
5a
Was the organization a party to a prohibited tax shelter transaction at any time during the tax year?..
5a
 
No
b
Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?
5b
 
No
c
If “Yes,” to line 5a or 5b, did the organization file Form 8886-T? ............
5c
 
 
6a
Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions?...
6a
 
No
b
If “Yes,” did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible?........................
6b
 
 
7
Organizations that may receive deductible contributions under section 170(c).
a
Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor?....................
7a
 
No
b
If “Yes,” did the organization notify the donor of the value of the goods or services provided?.....
7b
 
 
c
Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282?...........................
7c
 
No
d
If “Yes,” indicate the number of Forms 8282 filed during the year ....
7d
 
e
Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?............................
7e
 
No
f
Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..
7f
 
No
g
If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required?............................
7g
 
 
h
If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C?..........................
7h
 
 
8
Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year?............
8
 
 
9
Sponsoring organizations maintaining donor advised funds.
a
Did the organization make any taxable distributions under section 4966?..........
9a
 
 
b
Did the organization make a distribution to a donor, donor advisor, or related person?.......
9b
 
 
10
Section 501(c)(7) organizations. Enter:
a
Initiation fees and capital contributions included on Part VIII, line 12 ...
10a
 
b
Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities
10b
 
11
Section 501(c)(12) organizations. Enter:
a
Gross income from members or shareholders .........
11a
 
b
Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) ..........
11b
 
12a
Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?
12a
 
 
b
If “Yes,” enter the amount of tax-exempt interest received or accrued during the year. ....................
12b
 
13
Section 501(c)(29) qualified nonprofit health insurance issuers.
a
Is the organization licensed to issue qualified health plans in more than one state?
Note. See the instructions for additional information the organization must report on Schedule O.
13a
 
 
b
Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans ....
13b
 
c
Enter the amount of reserves on hand ............
13c
 
14a
Did the organization receive any payments for indoor tanning services during the tax year?.....
14a
 
No
b
If "Yes," has it filed a Form 720 to report these payments? If “No,” provide an explanation in Schedule O..
14b
 
 
Form 990 (2012)
Form 990 (2012)
Page 6
Part VI
Governance, Management, and Disclosure For each “Yes” response to lines 2 through 7b below, and for a “No” response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.
Check if Schedule O contains a response to any question in this Part VI ...............
Section A. Governing Body and Management
Yes
No
1a
Enter the number of voting members of the governing body at the end of the tax year .....................
1a
3
If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.
b
Enter the number of voting members included in line 1a, above, who are independent ...................
1b
0
2
Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................
2
 
No
3
Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .
3
 
No
4
Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? ...........................
4
 
No
5
Did the organization become aware during the year of a significant diversion of the organization’s assets? .
5
 
No
6
Did the organization have members or stockholders? ................
6
Yes
 
7a
Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? ....................
7a
Yes
 
b
Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................
7b
Yes
 
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .........................
8a
Yes
 
b
Each committee with authority to act on behalf of the governing body? ............
8b
Yes
 
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If “Yes,” provide the names and addresses in Schedule O.......
9
 
No
Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)
Yes
No
10a
Did the organization have local chapters, branches, or affiliates? ............
10a
Yes
 
b
If “Yes,” did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes?
10b
Yes
 
11a
Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? ............................
11a
Yes
 
b
Describe in Schedule O the process, if any, used by the organization to review this Form 990. .....
12a
Did the organization have a written conflict of interest policy? If “No,” go to line 13.......
12a
Yes
 
b
Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................
12b
Yes
 
c
Did the organization regularly and consistently monitor and enforce compliance with the policy? If “Yes,” describe in Schedule O how this was done.......................
12c
Yes
 
13
Did the organization have a written whistleblower policy? ...............
13
Yes
 
14
Did the organization have a written document retention and destruction policy? .........
14
Yes
 
15
Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?
a
The organization’s CEO, Executive Director, or top management official ...........
15a
Yes
 
b
Other officers or key employees of the organization ................
15b
Yes
 
If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions).
16a
Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................
16a
Yes
 
b
If “Yes,” did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization’s exempt status with respect to such arrangements? ............
16b
Yes
 
Section C. Disclosure
17
List the States with which a copy of this Form 990 is required to be filedMediumBullet
MN
18
Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.
19
Describe in Schedule O whether (and if so, how), the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year.
20
State the name, physical address, and telephone number of the person who possesses the books and records of the organization:
MediumBulletTAX SERVICES MR 108902925 CHICAGO AVENUEMINNEAPOLISMN554071321 (612) 262-0660
Form 990 (2012)
Form 990 (2012)
Page 7
Part VII
Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors
Check if Schedule O contains a response to any question in this Part VII ...............
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees
1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

RoundBullet List all of the organization’s current key employees, if any. See instructions for definition of "key employee."
RoundBullet List the organization’s five current highest compensated employees (other than an officer, director, trustee or key employee)
who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the
organization and any related organizations.

RoundBullet List all of the organization’s former officers, key employees, or highest compensated employees who received more than $100,000
of reportable compensation from the organization and any related organizations.

RoundBullet List all of the organization’s former directors or trustees that received, in the capacity as a former director or trustee of the
organization, more than $10,000 of reportable compensation from the organization and any related organizations.

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.
Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee.
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; Officer; Key Employee; Highest compensated employee; Former;
(1) CARLOS ADAMS MD........................................................................
DIRECTOR
 40.00
.......................0.00 		X           223,963 0 43,735
(2) DANIEL FOLEY MD........................................................................
DIRECTOR
 2.00
.......................40.00 		X           0 671,073 79,092
(3) PAUL KETTLER MD........................................................................
DIRECTOR
 2.00
.......................40.00 		X           0 447,710 69,374
(4) STEVEN KIESTER MD........................................................................
DIRECTOR/CHAIRMAN
 40.00
.......................0.00 		X           410,325 0 36,954
(5) ARNOLD LONDON MD........................................................................
DIRECTOR
 40.00
.......................0.00 		X           215,348 0 37,994
(6) JOHN MAGELI MD........................................................................
DIRECTOR
 40.00
.......................0.00 		X           254,956 0 51,778
(7) MICHAEL MARSHALL........................................................................
DIRECTOR
 2.00
.......................40.00 		X           0 421,839 87,413
(8) ROBERT WIELAND MD........................................................................
DIRECTOR/EVP, AMB. SVCS.
 2.00
.......................40.00 		X           0 845,412 300,949
(9) DUNCAN GALLAGHER........................................................................
CFO
 2.00
.......................40.00 		    X       0 1,019,395 359,254
(10) GEOFFREY SYLVESTER........................................................................
PRES. APN/VP-OPS AND INTEGRATION
 40.00
.......................0.00 		    X       523,918 0 75,279
(11) BRADLEY JOHNSON MD........................................................................
CHIEF MED OFF/VP MED OPS.
 40.00
.......................0.00 		      X     428,720 0 57,580
(12) MELVIN ASHFORD MD........................................................................
PHYSICIAN
 40.00
.......................0.00 		        X   573,275 0 47,898
(13) TILOCK GHOSE MD........................................................................
PHYSICIAN
 40.00
.......................0.00 		        X   842,422 0 52,776
(14) REX HABERMAN MD........................................................................
PHYSICIAN
 40.00
.......................0.00 		        X   611,116 0 69,779
(15) JAMES HUNTER MD........................................................................
PHYSICIAN
 40.00
.......................0.00 		        X   497,833 0 61,751
(16) DERRICK WILLIAMS MD........................................................................
PHYSICIAN
 40.00
.......................0.00 		        X   534,506 0 40,798


Form 990 (2012)
Form 990 (2012)
Page 8
Part VII
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; Officer; Key Employee; Highest compensated employee; Former;


























1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)............MediumBullet 5,116,382 3,405,429 1,472,404
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organizationMediumBullet136
Yes
No
3
Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If “Yes,” complete Schedule J for such individual ..............
3
 
No
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If “Yes,” complete Schedule J for such individual...........................
4
Yes
 
5
Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If “Yes,” complete Schedule J for such person ........
5
 
No
Section B. Independent Contractors
1
Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization’s tax year.
(A)
Name and business address 		(B)
Description of services 		(C)
Compensation
DJ KRANZ CO INC725 HIGHWAY 169 NPLYMOUTHMN55441 CONSTRUCTION 6,429,909
CONSULTING RADIOLOGISTS LTD1221 NICOLLET MALL SUITE 600MINNEAPOLISMN55403 MEDICAL SERVICES 2,217,083
ST PAUL INFECTIOUS DISEASE ASSOCIATES1959 SLOAN PLACE SUITE 200ST PAULMN55117 MEDICAL SERVICES 535,454
ASPHALT CONTRACTORS INCPO BOX 1656MAPLE GROVEMN55311 CONSTRUCTION 451,062
ALL SYSTEMS INSTALLATION8300 10TH AVENUE NORTH SUITE AGOLDEN VALLEYMN55427 PROFESSIONAL SERVICES 390,059
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization MediumBullet16
Form 990 (2012)
Form 990 (2012)
Page 9
Part VIII
Statement of Revenue
Check if Schedule O contains a response to any question in this Part VIII ..............
(A)
Total revenue 		(B)
Related or
exempt
function
revenue 		(C)
Unrelated
business
revenue 		(D)
Revenue
excluded from
tax under sections
512, 513, or 514
Contributions, Gifts, Grants and Other Similar Amounts 1a Federated campaigns..1a  
b Membership dues....1b  
c Fundraising events....1c  
d Related organizations...1d  
e Government grants (contributions)1e  
f All other contributions, gifts, grants, and
similar amounts not included above1f 		 
g Noncash contributions included in lines
1a-1f:$ 		 
h Total. Add lines 1a-1f.......MediumBullet  
Program Service Revenue Business Code
2a MEDICAL SERVICES 621110 85,679,631 85,679,631    
b RETAIL OPTICAL SALES 446110 72,728   72,728  
c BAD DEBT-CHANGE IN ACCT-SEE SCH O 621110 -2,128,452 -2,128,452    
d
e
f All other program service revenue .        
g Total. Add lines 2a–2f........MediumBullet 83,623,907
Other Revenue 3 Investment income (including dividends, interest, and other similar amounts).......MediumBullet 512,613     512,613
4 Income from investment of tax-exempt bond proceeds..MediumBullet        
5 Royalties...........MediumBullet        
(i) Real (ii) Personal
6a Gross rents 6,600  
b Less: rental expenses 0  
c Rental income or (loss) 6,600  
d Net rental income or (loss).......MediumBullet 6,600     6,600
(i) Securities (ii) Other
7a Gross amount from sales of assets other than inventory   13,744
b Less: cost or other basis and sales expenses   0
c Gain or (loss)   13,744
d Net gain or (loss)..........MediumBullet 13,744     13,744
8a Gross income from fundraising events (not including
$  
of contributions reported on line 1c). See Part IV, line 18 ..
a  
b Less: direct expenses ...b  
c Net income or (loss) from fundraising events..MediumBullet      
9a Gross income from gaming activities.
See Part IV, line 19 ...
a  
b Less: direct expenses ...b  
c Net income or (loss) from gaming activities...MediumBullet        
10a Gross sales of inventory, less
returns and allowances .
a 1,581,666
b Less: cost of goods sold ..b 0
c Net income or (loss) from sales of inventory..MediumBullet 1,581,666     1,581,666
Miscellaneous Revenue Business Code
11a OTHER REVENUES 900099 8,743     8,743
b            
c            
d All other revenue ....        
e Total. Add lines 11a–11d ...... MediumBullet 8,743
12 Total revenue. See Instructions......MediumBullet 85,747,273 83,551,179 72,728 2,123,366
Form 990 (2012)
Form 990 (2012)
Page 10
Part IX
Statement of Functional Expenses
Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A).Check if Schedule O contains a response to any question in this Part IX ...............
Do not include amounts reported on lines 6b,
7b, 8b, 9b, and 10b of Part VIII. 		(A)
Total expenses 		(B)
Program service expenses 		(C)
Management and general expenses 		(D)
Fundraising expenses
1 Grants and other assistance to governments and organizations in the United States. See Part IV, line 21    
2 Grants and other assistance to individuals in the United States. See Part IV, line 22    
3 Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16    
4 Benefits paid to or for members    
5 Compensation of current officers, directors, trustees, and key employees .... 2,057,230 1,542,923 514,307  
6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....        
7 Other salaries and wages 47,307,955 45,018,456 2,289,499  
8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) .... 2,120,628 2,000,182 120,446  
9 Other employee benefits ....... 7,431,090 7,009,025 422,065  
10 Payroll taxes ........... 2,952,140 2,784,467 167,673  
11 Fees for services (non-employees):        
a Management ...... 460   460  
b Legal .........        
c Accounting ...........        
d Lobbying ...........        
e Professional fundraising services. See Part IV, line 17    
f Investment management fees ......        
g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........ 4,033,644 3,884,163 149,481  
12 Advertising and promotion .... 2,626   2,626  
13 Office expenses ....... 6,358,012 6,318,933 39,079  
14 Information technology ...... 35,733 34,983 750  
15 Royalties ..        
16 Occupancy ........... 4,812,080 4,812,080    
17 Travel ............ 235,468 226,435 9,033  
18 Payments of travel or entertainment expenses for any federal, state, or local public officials ......        
19 Conferences, conventions, and meetings .... 92,298 82,433 9,865  
20 Interest ........... 1,120,102 1,120,102    
21 Payments to affiliates .......        
22 Depreciation, depletion, and amortization ..... 2,954,534 2,954,534    
23 Insurance .............. 1,805,282 1,612,869 192,413  
24 Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a PURCHASED SERVICES 14,969,370 3,569,223 11,400,147  
b MINNESOTACARE TAX 1,352,849 1,352,849    
c MISCELLANEOUS 706,757 379,903 326,854  
d INCOME TAX - UBI 1,500   1,500  
e All other expenses        
25 Total functional expenses. Add lines 1 through 24e 100,349,758 84,703,560 15,646,198 0
26 Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here MediumBullet if following SOP 98-2 (ASC 958-720).        
Form 990 (2012)
Form 990 (2012)
Page 11
Part X Balance Sheet Check if Schedule O contains a response to any question in this Part X ...............
(A)
Beginning of year 		(B)
End of year
Assets 1 Cash—non-interest-bearing ............. 3,276 1 3,383
2 Savings and temporary cash investments .........   2  
3 Pledges and grants receivable, net ...........   3  
4 Accounts receivable, net ............. 7,788,966 4 7,127,941
5 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
Schedule L ..................
  5  
6 Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
  6  
7 Notes and loans receivable, net .............   7  
8 Inventories for sale or use .............. 157,577 8 143,003
9 Prepaid expenses and deferred charges .......... 21,800 9 21,800
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 42,429,539
b Less: accumulated depreciation ..... 10b 14,569,691 11,071,449 10c 27,859,848
11 Investments—publicly traded securities ..........   11  
12 Investments—other securities. See Part IV, line 11 ..... 346,797 12 220,460
13 Investments—program-related. See Part IV, line 11 .....   13  
14 Intangible assets ...............   14  
15 Other assets. See Part IV, line 11 ........... 588,244 15 558,647
16 Total assets. Add lines 1 through 15 (must equal line 34)...... 19,978,109 16 35,935,082
Liabilities 17 Accounts payable and accrued expenses ......... 1,904,340 17 1,861,379
18 Grants payable .................   18  
19 Deferred revenue ................   19  
20 Tax-exempt bond liabilities .............   20  
21 Escrow or custodial account liability. Complete Part IV of Schedule D..   21  
22 Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
persons. Complete Part II of Schedule L..........   22  
23 Secured mortgages and notes payable to unrelated third parties .. 57,142 23 0
24 Unsecured notes and loans payable to unrelated third parties ....   24  
25 Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D.................... 73,232,287 25 102,356,871
26 Total liabilities. Add lines 17 through 25......... 75,193,769 26 104,218,250
Net Assets or Fund Balance Organizations that follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 27 through 29, and lines 33 and 34.
27 Unrestricted net assets .............. -55,215,660 27 -68,283,168
28 Temporarily restricted net assets ...........   28  
29 Permanently restricted net assets ...........   29  
Organizations that do not follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 30 through 34.
30 Capital stock or trust principal, or current funds ........   30  
31 Paid-in or capital surplus, or land, building or equipment fund .....   31  
32 Retained earnings, endowment, accumulated income, or other funds   32  
33 Total net assets or fund balances ........... -55,215,660 33 -68,283,168
34 Total liabilities and net assets/fund balances ........ 19,978,109 34 35,935,082
Form 990 (2012)
Form 990 (2012)
Page 12
Part XI
Reconcilliation of Net Assets
Check if Schedule O contains a response to any question in this Part XI ...............
1
Total revenue (must equal Part VIII, column (A), line 12) ............
1
85,747,273
2
Total expenses (must equal Part IX, column (A), line 25) ............
2
100,349,758
3
Revenue less expenses. Subtract line 2 from line 1 ..............
3
-14,602,485
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..
4
-55,215,660
5
Net unrealized gains (losses) on investments ...............
5
 
6
Donated services and use of facilities .................
6
 
7
Investment expenses .....................
7
 
8
Prior period adjustments .....................
8
 
9
Other changes in net assets or fund balances (explain in Schedule O) ........
9
1,534,977
10
Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))
10
-68,283,168
Part XII
Financial Statements and Reporting
Check if Schedule O contains a response to any question in this Part XII ..............
Yes
No
1
Accounting method used to prepare the Form 990:  
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.
2a
Were the organization’s financial statements compiled or reviewed by an independent accountant?
2a
 
No
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both:
b
Were the organization’s financial statements audited by an independent accountant?
2b
Yes
 
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both:
c
If “Yes,” to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant?
2c
Yes
 
If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.
3a
As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133?
3a
 
No
b
If “Yes,” did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits
3b
 
 
Form 990 (2012)
Form 990, Special Condition Description:
Special Condition Description
Additional Data


Software ID:  
Software Version:  
SCHEDULE D
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Financial Statements
SchDMd Bullet Complete if the organization answered "Yes," to Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b
SchDMd Bullet Attach to Form 990. SchDMd Bullet See separate instructions.
OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
ASPEN MEDICAL GROUP
 
Employer identification number

41-1452624
Part I
Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" to Form 990, Part IV, line 6.
(a) Donor advised funds (b) Funds and other accounts
1 Total number at end of year .........    
2 Aggregate contributions to (during year) ...    
3 Aggregate grants from (during year) .....    
4 Aggregate value at end of year ........    
5
Did the organization inform all donors and donor advisors in writing that the assets held in donor advised
funds are the organization's property, subject to the organization's exclusive legal control? ............
6
Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be
used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ...................................
Part II
Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.
1
Purpose(s) of conservation easements held by the organization (check all that apply).
2
Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.
Held at the End of the Year
a Total number of conservation easements ....................... 2a  
b Total acreage restricted by conservation easements .................. 2b  
c Number of conservation easements on a certified historic structure included in (a) ..... 2c  
d Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register .................... 2d  
3
Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the tax year SchDMd Bullet  
4
Number of states where property subject to conservation easement is located SchDMd Bullet  
5
Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................
6
Staff and volunteer hours devoted to monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet  
7
Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet $  
8
Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? .......................................
9
In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" to Form 990, Part IV, line 8.
1a
If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.
b
If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:
(i)
Revenues included in Form 990, Part VIII, line 1 ........................SchDMd Bullet $  
(ii)
Assets included in Form 990, Part X ..............................SchDMd Bullet $  
2
If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 (ASC 958) relating to these items:
a
Revenues included in Form 990, Part VIII, line 1 ..........................SchDMd Bullet $  
b
Assets included in Form 990, Part X ...............................SchDMd Bullet $  
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 52283D
Schedule D (Form 990) 2012

Schedule D (Form 990) 2012
Page 2
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)
3
Using the organization’s acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply):
a
d
b
e
 
c
4
Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.
5
During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?........
Part IV
Escrow and Custodial Arrangements. Complete if the organization answered "Yes" to Form 990,
Part IV, line 9, or reported an amount on Form 990, Part X, line 21.
1a
Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................
b
If "Yes," explain the arrangement in Part XIII and complete the following table:
Amount
c Beginning balance ................................. 1c  
d Additions during the year .............................. 1d  
e Distributions during the year ............................. 1e  
f Ending balance ................................... 1f  
2a
Did the organization include an amount on Form 990, Part X, line 21? .....................
b
If “Yes,” explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ........
Part V
Endowment Funds. Complete if the organization answered "Yes" to Form 990, Part IV, line 10.
(a)Current year (b)Prior year b (c)Two years back (d)Three years back (e)Four years back
1a Beginning of year balance ....          
b Contributions ........          
c Net investment earnings, gains, and losses          
d Grants or scholarships .....          
e Other expenditures for facilities
and programs ........ 		         
f Administrative expenses ....          
g End of year balance ......          
2
Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:
a
Board designated or quasi-endowment SchDMd Bullet  
b
Permanent endowment SchDMd Bullet  
c
Temporarily restricted endowment SchDMd Bullet  
The percentages in lines 2a, 2b, and 2c should equal 100%.
3a
Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes
No
(i) unrelated organizations ........................
3a(i)
 
 
(ii) related organizations ........................
3a(ii)
 
 
b
If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? .........
3b
 
 
4
Describe in Part XIII the intended uses of the organization's endowment funds.
Part VI
Land, Buildings, and Equipment. See Form 990, Part X, line 10.
Description of property (a) Cost or other basis (investment) (b)Cost or other basis (other) (c) Accumulated depreciation (d) Book value
1a Land .................   5,778,917 5,778,917
b Buildings ................   9,774,836 2,405,755 7,369,081
c Leasehold improvements ............   8,858,318 5,792,944 3,065,374
d Equipment ................   18,017,468 6,370,992 11,646,476
e Other .................        
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......SchDMdBullet 27,859,848
Schedule D (Form 990) 2012

Schedule D (Form 990) 2012
Page 3
Part VII
Investments—Other Securities. See Form 990, Part X, line 12.
(a) Description of security or category
(including name of security)		 (b)Book value (c) Method of valuation:
Cost or end-of-year market value
(1)Financial derivatives    
(2)Closely-held equity interests    
Other








Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)Small Bullet  
Part VIII
Investments—Program Related. See Form 990, Part X, line 13.
(a) Description of investment type (b) Book value (c) Method of valuation:
Cost or end-of-year market value








Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)Small Bullet  
Part IX
Other Assets. See Form 990, Part X, line 15.
(a) Description (b) Book value








Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........Small Bullet  
Part X
Other Liabilities. See Form 990, Part X, line 25.
1.(a) Description of liability (b) Book value
Federal income taxes  
457(B) DEFERRED COMPENSATION PLAN LIABILITY 558,647
LEASE INCENTIVES 797,944
DUE TO AFFILIATES 95,912,935
ACCRUED PAYROLL EXPENSES 5,087,345





Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)Small Bullet 102,356,871
2. Fin 48 (ASC 740) Footnote. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII .....................................................
Schedule D (Form 990) 2012

Schedule D (Form 990) 2012
Page 4
Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return
1 Total revenue, gains, and other support per audited financial statements ....... 1  
2 Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a Net unrealized gains on investments .......... 2a  
b Donated services and use of facilities ......... 2b  
c Recoveries of prior year grants ........... 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d ..................... 2e  
3 Subtract line 2e from line 1..................... 3  
4 Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b . 4a  
b Other (Describe in Part XIII.) ........... 4b  
c Add lines 4a and 4b....................... 4c  
5 Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ...... 5  
Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1 Total expenses and losses per audited financial statements ........... 1  
2 Amounts included on line 1 but not on Form 990, Part IX, line 25:
a Donated services and use of facilities .......... 2a  
b Prior year adjustments .............. 2b  
c Other losses ................ 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d...................... 2e  
3 Subtract line 2e from line 1..................... 3  
4 Amounts included on Form 990, Part IX, line 25, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b .. 4a  
b Other (Describe in Part XIII.) ............ 4b  
c Add lines 4a and 4b....................... 4c  
5 Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ...... 5  
Part XIII
Supplemental Information
Complete this part to provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.
Identifier Return Reference Explanation
DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: ALLINA HEALTH SYSTEM CONSOLIDATED FIN 48 FOOTNOTE: (1) TAXES THE SYSTEM HAS BEEN DETERMINED TO QUALIFY AS A TAX EXEMPT ORGANIZATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. THE SYSTEM HAS ALSO BEEN DETERMINED TO BE EXEMPT FROM FEDERAL AND STATE INCOME TAX ON RELATED INCOME UNDER SECTION 501(A) OF THE INTERNAL REVENUE CODE AND MINNESOTA STATUTE SECTION 290.05, SUBDIVISION 2. CERTAIN OF THE SYSTEM'S SUBSIDIARIES AND AFFILIATES QUALIFY AS TAX EXEMPT ORGANIZATIONS, WHILE OTHERS ARE TAXABLE. THE SYSTEM AND ITS SUBSIDIARIES PAID TAXES OF $942 AND $1,270, IN 2012 AND 2011, RESPECTIVELY. AS OF DECEMBER 31, 2012 AND 2011, THE TAXABLE SUBSIDIARIES OF THE SYSTEM'S CONTINUING OPERATIONS HAD A GROSS DEFERRED TAX ASSET OF $78,049 AND $76,553, RESPECTIVELY, RESULTING FROM NET OPERATING LOSS CARRYFORWARDS, EMPLOYEE COMPENSATION AND BENEFITS ACCRUALS, PROVISION FOR BAD DEBTS, AND LIMITATION OF CHARITABLE CONTRIBUTIONS, OFFSET BY VALUATION ALLOWANCES OF $77,137 AND $75,746, RESPECTIVELY, AND A GROSS DEFERRED TAX LIABILITY OF $806 AND $298, RESPECTIVELY, PRIMARILY ATTRIBUTABLE TO DEPRECIATION AND A CHANGE IN ACCOUNTING METHOD OF A TAXABLE SUBSIDIARY. THE VALUATION ALLOWANCE INCREASED BY $1,391 AND $1,980 DURING 2012 AND 2011, RESPECTIVELY. AS OF DECEMBER 31, 2012, THE CONTINUING OPERATIONS OF THE SYSTEM AND ITS SUBSIDIARIES HAD NET OPERATING LOSS CARRYFORWARDS OF $155,600 FOR INCOME TAX PURPOSES, WHICH EXPIRE IN VARIOUS YEARS THROUGH 2032. INCOME TAXES ARE ACCOUNTED FOR UNDER THE ASSET AND LIABILITY METHOD. DEFERRED TAX ASSETS AND LIABILITIES ARE RECOGNIZED FOR THE FUTURE TAX CONSEQUENCES ATTRIBUTABLE TO DIFFERENCES BETWEEN THE FINANCIAL STATEMENT AND TAX RETURN METHODS OF ACCOUNTING. DEFERRED TAX ASSETS AND LIABILITIES ARE MEASURED USING THE ENACTED TAX RATES EXPECTED TO APPLY TO TAXABLE INCOME IN THE YEARS IN WHICH THOSE TEMPORARY DIFFERENCES ARE EXPECTED TO BE RECOVERED OR SETTLED. THE SYSTEM HAS ANALYZED INCOME TAX POSITIONS TAKEN FOR FILING WITH THE INTERNAL REVENUE SERVICE AND ALL STATE JURISDICTIONS WHERE IT OPERATES. THE SYSTEM BELIEVES THAT INCOME TAX FILING POSITIONS WILL BE SUSTAINED UPON EXAMINATION AND DOES NOT ANTICIPATE ANY ADJUSTMENTS THAT WOULD RESULT IN A MATERIAL ADVERSE AFFECT ON THE SYSTEM'S CONSOLIDATED FINANCIAL STATMENTS. AS OF DECEMBER 31, 2012 AND 2011, THE SYSTEM DOES NOT HAVE A LIABILITY FOR UNRECOGNIZED TAX BENEFITS. ACCORDINGLY, THE SYSTEM HAS NOT RECORDED ANY RESERVES OR RELATED ACCRUALS FOR INTEREST AND PENALTIES FOR UNCERTAIN INCOME TAX POSITIONS.
Schedule D (Form 990) 2012

Additional Data


Software ID:  
Software Version:  




Schedule J
(Form 990)
Department of the Treasury
Internal Revenue Service
Compensation Information
For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet Complete if the organization answered "Yes" to Form 990,
Part IV, question 23.
SchJMediumBullet Attach to Form 990. SchJMediumBullet See separate instructions.
OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
ASPEN MEDICAL GROUP
 
Employer identification number

41-1452624
Part I
Questions Regarding Compensation
Yes
No
1a
Check the appropiate box(es) if the organization provided any of the following to or for a person listed in Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.
b
If any of the boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain....
1b
 
 
2
Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all officers,
directors, trustees, and the CEO/Executive Director, regarding the items checked in line 1a? .......
2
 
 
3
Indicate which, if any, of the following the filing organization used to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.
4
During the year, did any person listed in Form 990, Part VII, Section A, line 1a with respect to the filing organization or a related organization:
a
Receive a severance payment or change-of-control payment? ................
4a
 
No
b
Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........
4b
Yes
 
c
Participate in, or receive payment from, an equity-based compensation arrangement? .........
4c
 
No
If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.
Only 501(c)(3) and 501(c)(4) organizations only must complete lines 5-9.
5
For persons listed in Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:
a
The organization? ...........................
5a
 
No
b
Any related organization? .........................
5b
 
No
If "Yes," to line 5a or 5b, describe in Part III.
6
For persons listed in Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:
a
The organization? ...........................
6a
Yes
 
b
Any related organization? .........................
6b
Yes
 
If "Yes," to line 6a or 6b, describe in Part III.
7
For persons listed in Form 990, Part VII, Section A, line 1a, did the organization provide any non-fixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............
7
 
No
8
Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III .............................
8
Yes
 
9
If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................
9
Yes
 
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50053T
Schedule J (Form 990) 2012

Schedule J (Form 990) 2012
Page 2
Part II
Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.
For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.
(A) Name and Title (B) Breakdown of W-2 and/or 1099-MISC compensation (C) Retirement and other deferred compensation (D) Nontaxable
benefits		 (E) Total of columns
(B)(i)-(D) 		(F) Compensation
reported as deferred
in prior Form 990
(i) Base compensation (ii) Bonus & incentive compensation (iii) Other reportable compensation
(1)CARLOS ADAMS MDDIRECTOR (i)
(ii)		 205,644
0 		6,000
0 		12,319
0 		21,702
0 		22,033
0 		267,698
0 		0
0
(2)DANIEL FOLEY MDDIRECTOR (i)
(ii)		 0
193,642 		0
119,787 		0
357,644 		0
61,692 		0
17,400 		0
750,165 		0
94,623
(3)PAUL KETTLER MDDIRECTOR (i)
(ii)		 0
301,005 		0
89,602 		0
57,103 		0
48,251 		0
21,123 		0
517,084 		0
0
(4)STEVEN KIESTER MDDIRECTOR/CHAIRMAN (i)
(ii)		 367,896
0 		0
0 		42,429
0 		34,671
0 		2,283
0 		447,279
0 		18,528
0
(5)ARNOLD LONDON MDDIRECTOR (i)
(ii)		 208,018
0 		0
0 		7,330
0 		22,795
0 		15,199
0 		253,342
0 		0
0
(6)JOHN MAGELI MDDIRECTOR (i)
(ii)		 234,723
0 		0
0 		20,233
0 		26,804
0 		24,974
0 		306,734
0 		0
0
(7)MICHAEL MARSHALLDIRECTOR (i)
(ii)		 0
357,939 		0
0 		0
63,900 		0
85,656 		0
1,757 		0
509,252 		0
0
(8)ROBERT WIELAND MDDIRECTOR/EVP, AMB. SVCS. (i)
(ii)		 0
423,367 		0
327,857 		0
94,188 		0
275,200 		0
25,749 		0
1,146,361 		0
131,642
(9)DUNCAN GALLAGHERCFO (i)
(ii)		 0
569,104 		0
261,876 		0
188,415 		0
329,168 		0
30,086 		0
1,378,649 		0
0
(10)GEOFFREY SYLVESTERPRES. APN/VP-OPS AND INTEGRATION (i)
(ii)		 321,230
0 		124,809
0 		77,879
0 		60,470
0 		14,809
0 		599,197
0 		35,912
0
(11)BRADLEY JOHNSON MDCHIEF MED OFF/VP MED OPS. (i)
(ii)		 280,540
0 		104,482
0 		43,698
0 		37,602
0 		19,978
0 		486,300
0 		13,665
0
(12)MELVIN ASHFORD MDPHYSICIAN (i)
(ii)		 379,950
0 		0
0 		193,325
0 		31,458
0 		16,440
0 		621,173
0 		81,440
0
(13)TILOCK GHOSE MDPHYSICIAN (i)
(ii)		 819,990
0 		0
0 		22,432
0 		28,653
0 		24,123
0 		895,198
0 		0
0
(14)REX HABERMAN MDPHYSICIAN (i)
(ii)		 555,098
0 		0
0 		56,018
0 		43,656
0 		26,123
0 		680,895
0 		31,603
0
(15)JAMES HUNTER MDPHYSICIAN (i)
(ii)		 487,016
0 		0
0 		10,817
0 		39,907
0 		21,844
0 		559,584
0 		0
0
(16)DERRICK WILLIAMS MDPHYSICIAN (i)
(ii)		 490,354
0 		0
0 		44,152
0 		40,798
0 		0
0 		575,304
0 		23,396
0
Schedule J (Form 990) 2012

Schedule J (Form 990) 2012
Page 3
Part III
Supplemental Information
Complete this part to provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II.
Also complete this part for any additional information.
Identifier Return Reference Explanation
  PART I, LINE 4B A RETENTION PLAN WAS CREATED IN LATE 2007 IN CONJUNCTION WITH ALLINA HEALTH SYSTEM ASSUMING CONTROL OF ASPEN MEDICAL GROUP. CERTAIN KEY EMPLOYEES AND PHYSICIANS CAN POTENTIALLY RECEIVE A TOTAL AWARD EQUAL TO 50% OF THEIR 2010 COMPENSATION. PARTICIPANTS ARE ELIGIBLE FOR INSTALLMENT PAYMENTS THROUGH 2013 IF THEY ARE EMPLOYED THROUGH DECEMBER 31 OF THE YEAR IMMEDIATELY PRECEDING PAYMENT. QUALIFIED TERMINATIONS (INVOLUNTARILY WITHOUT CAUSE, DISABILITY OR DEATH) RESULT IN IMMEDIATE VESTING OF A PAYMENT OF ALL REMAINING AMOUNTS. VOLUNTARY TERMINATION RESULTS IN FORFEITURE OF REMAINING RETENTION AMOUNTS. PART I, LINE 4B: CARLOS ADAMS, MD - $9,094; DANIEL FOLEY, MD - $171,166; PAUL KETTLER, MD - $9,217; STEVEN KIESTER, MD - $18,637; JOHN MAGELI, MD - $12,138; DUNCAN GALLAGHER - $81,896; GEOFFREY SYLVESTER - $38,892; BRADLEY JOHNSON, MD - $14,823; MELVIN ASHFORD, MD - $174,145; REX HABERMAN, MD - $34,466; DERRICK WILLIAMS, MD - $25,326.
  PART I, LINE 6 PART I, LINE 6: MANAGEMENT INCENTIVE PLAN (MIP) ALLINA PROVIDES AN ANNUAL INCENTIVE COMPENSATION OPPORTUNITY TO MOST MANAGERS, SOME HIGH-LEVEL INDIVIDUAL CONTRIBUTORS AND EXECUTIVES. UNDER THIS PLAN, THE TARGET AWARD IS EXPRESSED AS A FUNCTION OF THE PARTICIPANT'S SALARY PAID DURING THE CALENDAR YEAR AND REQUIRES AT LEAST FOUR MONTHS OF SERVICES IN AN ELIGIBLE POSITION DURING THE YEAR. ACTUAL AWARDS CAN RANGE FROM 0% TO 150% OF THE TARGET AWARD, BASED ON ALLINA PERFORMANCE OVER THE CALENDAR YEAR. PERFORMANCE MEASURES INCLUDE FINANCIAL PERFORMANCE, SERVICE QUALITY, PATIENT SATISFACTION, PATIENT SAFETY AND COMMUNITY SERVICE. NO AWARDS ARE PROVIDED UNLESS THRESHOLD FINANCIAL PERFORMANCE IS ACHIEVED. PARTICIPANTS WHO HAVE LEFT EMPLOYMENT PRIOR TO THE END OF THE YEAR AS THE RESULT OF VOLUNTARY TERMINATION OR TERMINATION FOR POOR PERFORMANCE ARE NOT ELIGIBLE FOR AN AWARD. LONG-TERM INCENTIVE PLAN ALLINA HAS A LONG-TERM INCENTIVE PLAN THAT PROVIDES A CASH AWARD OPPORTUNITY TO A SMALL NUMBER OF TOP EXECUTIVES APPROVED FOR PARTICIPATION BY THE COMPENSATION COMMITTEE OF THE BOARD. THE AWARD OPPORTUNITY IS BASED ON ALLINA PERFORMANCE DURING OVERLAPPING THREE-YEAR CYCLES. PERFORMANCE MEASURES AND TARGETS ARE DEFINED BY THE COMMITTEE FOR EACH THREE-YEAR PERIOD AND CAN VARY FROM ONE PERIOD TO ANOTHER DEPENDING ON THE COMMITTEE'S JUDGMENT OF THE MOST IMPORTANT MEASURES OF SUCCESS. AWARDS CAN RANGE FROM 0% TO 150% OF TARGET AWARDS.
  PART I, LINE 8 CERTAIN AMOUNTS REPORTED ON FORM 990, PART VII WERE PAID OR ACCRUED PURSUANT TO A CONTRACT THAT WAS SUBJECT TO THE INITIAL CONTRACT EXCEPTION DESCRIBED IN REGULATION SECTION 53.4958-4(A)(3). IN SUCH INSTANCES, THE REBUTABLE PRESUMPTION PROCEDURES DESCRIBED IN REGULATION SECTION 53.4958-6(C) WERE FOLLOWED. FROM TIME TO TIME, ASPEN MEDICAL GROUP ENTERS INTO CONTRACTUAL ARRANGEMENTS THAT MAY QUALIFY FOR THE INITIAL CONTRACT EXCEPTION BASED ON THE TERMS AND UNDERSTANDINGS OF THE CONTRACTUAL AGREEMENTS AND THE APPROVAL PROCESS USED.
SUPPLEMENTAL INFORMATION PART III ADDITIONAL COMPENSATION DISCLOSURE: PAID TIME-OFF ["PTO"] PLAN CHANGE & ACCRUED BALANCE PAYOUT IN DECEMBER 2012, ALLINA HEALTH SYSTEM AND ITS RELATED ORGANIZATIONS CHANGED THE PAID TIME-OFF PLAN FOR CERTAIN MANAGEMENT AND EXECUTIVE LEVEL EMPLOYEES. THE PTO PLAN CHANGED FROM AN ACCRUAL OF PTO HOURS SUBJECT TO A MAXIMUM YEAR TO YEAR ACCRUED BALANCE CARRYOVER TO A DISCRETIONARY TIME AWAY FROM WORK POLICY WITH NO ACCRUAL, CARRYOVER OR PAYOUT PROVISIONS. IN CONJUNCTION WITH THE PTO PLAN CHANGE, ALLINA PAID A LUMP SUM DISTRIBUTION TO EACH AFFECTED EMPLOYEE EQUAL TO THE VALUE OF THE EMPLOYEE'S ACCRUED PTO BALANCE. THE PAYOUT OF ACCRUED PTO IS REFLECTED IN SCHEDULE J, PART II, COLUMN B (III) AS OTHER REPORTABLE COMPENSATION. DEFERRED COMPENSATION PLANS TERMS AND CONDITIONS: EXECUTIVE MUTUAL FUND ACCOUNT PLAN PHYSICIAN MUTUAL FUND ACCOUNT PLAN THESE ACCOUNTS GIVE THE PARTICIPANT THE OPPORTUNITY FOR CAPITAL ACCUMULATION NOT FULLY AVAILABLE TO THEM THROUGH SOCIAL SECURITY OR THE GENERAL EMPLOYEE RETIREMENT PLANS BECAUSE OF MAXIMUMS PLACED ON COMPENSATION THAT CAN BE RECOGNIZED UNDER FEDERAL LAW FOR PURPOSES OF CONTRIBUTIONS. THEY ALSO SERVE AS AN IMPORTANT NON-COMPETE INCENTIVE TO PARTICIPANTS. PRIOR TO THE YEAR IN WHICH CONTRIBUTIONS ARE MADE, THE PARTICIPANT MUST DESIGNATE A VESTING/PAYOUT DATE CONSISTENT WITH THE CONSTRAINTS OF THE PLANS AND FEDERAL DEFERRED COMPENSATION REGULATIONS. AFTER THE CONTRIBUTIONS ARE MADE, THE PARTICIPANT HAS A ONE-TIME LIMITED OPPORTUNITY TO EXTEND THE ELECTED PAYMENT DATE FOR AT LEAST FIVE YEARS. ONCE THE VESTING/PAYOUT DATE HAS BEEN REACHED, ALLINA WILL WITHHOLD THE APPROPRIATE TAXES AND THE BALANCE WILL BE PAID TO THE PARTICIPANT ON THEIR PAYCHECK AS SOON AS ADMINISTRATIVELY FEASIBLE. IF THE PARTICIPANT TERMINATES EMPLOYMENT VOLUNTARILY BEFORE AN AMOUNT IS PAID, PAYMENT WILL BE SUBJECT TO THE PARTICIPANT'S COMPLIANCE WITH A NON-COMPETE AGREEMENT WITH ALLINA FOR TWO YEARS AFTER TERMINATION. THE PARTICIPANT MAY ELECT FROM AMONG INVESTMENT ALTERNATIVES THAT ARE SIMILAR TO THOSE AVAILABLE IN THE RETIREMENT SAVINGS PLAN. UNLIKE THE RETIREMENT SAVINGS PLAN, THE PARTICIPANT HAS THE STATUS AN UNSECURED CREDITOR OF ALLINA AND WILL NOT HAVE A PREFERRED CLAIM TO PAYMENT IN THE CASE OF THE COMPANY'S INABILITY TO PAY. HOWEVER, THE COMPANY DOES SET ASIDE ASSETS FOR ITS OBLIGATIONS BY ACTUALLY INVESTING THE PROMISED ASSETS CONSISTENT WITH PARTICIPANT ELECTIONS. ALLINA SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) THIS PLAN WAS AMENDED EFFECTIVE DECEMBER 31, 2008, SUCH THAT NO FUTURE BENEFITS ACCRUE FOR SERVICE AFTER THAT DATE. ELIGIBLE ALLINA EXECUTIVES PARTICIPATED IN A DEFINED CONTRIBUTION SERP. EMPLOYER CREDITS WERE MADE EACH YEAR TO THEIR SERP BALANCE ACCORDING TO THE FOLLOWING SCHEDULE: EXEC YRS OF SERVICE CONTRIBUTION % OF PENSIONABLE EARNINGS 0 - 5 2.75% 6 - 10 3.50% 11+ 4.75% EXECUTIVES WERE ALSO CREDITED AN AMOUNT EQUAL TO THE EXCESS AMOUNT THAT WOULD HAVE BEEN CREDITED TO THE PENSION ACCOUNT PLAN WERE IT NOT FOR THE QUALIFIED PLAN COMPENSATION LIMITS. DEPOSITS EARN THE INVESTMENT RATE OF RETURN EQUAL TO THE PENSION ACCOUNT PLAN CREDITING RATE AS DECLARED BY ALLINA. THE CURRENT RATE IS 4%. THE PARTICIPANT VESTED AFTER THREE YEARS OF EXECUTIVE SERVICE PROVIDED THAT IF THE PARTICIPANT TERMINATES EMPLOYMENT WITH ALLINA PRIOR TO AGE 65 FOR ANY REASON OTHER THAN ELIMINATION OF POSITION, THE PARTICIPANT MUST FULFILL THE TERMS OF A COVENANT NOT TO COMPETE. BENEFITS ARE PAID AS A SINGLE LUMP-SUM AMOUNT UPON AGE 65 RETIREMENT OR JOB POSITION ELIMINATION. IN THE CASE OF OTHER VOLUNTARY TERMINATIONS, PAYMENT IS DELAYED UNTIL COMPLETION OF THE TWO-YEAR NON-COMPETE PERIOD. THE SERP IS PAYABLE FROM ALLINA'S GENERAL ASSETS. IF ALLINA BECOMES INSOLVENT, THE PARTICIPANT WILL BE AN UNSECURED CREDITOR AND WILL HAVE NO PERFERRED CLAIM TO ANY ASSETS. ALLINA EXECUTIVE RETIREMENT BENEFIT RESTORATION PLAN ELIGIBLE EXECUTIVES PARTICIPATE IN A DEFERRED COMPENSATION RETIREMENT PLAN. EXECUTIVES ARE CREDITED AN AMOUNT EQUAL TO THE EXCESS AMOUNT THAT WOULD HAVE BEEN CREDITED TO THE ALLINA RETIREMENT SAVINGS PLAN WERE IT NOT FOR THE QUALIFIED PLAN COMPENSATION LIMITS. EMPLOYER CREDITS ARE MADE EACH YEAR TO THEIR ACCOUNT BALANCE ACCORDING TO THE FOLLOWING SCHEDULE AS OF THE END OF THE PLAN YEAR: PARTICIPANT YEARS OF VESTING SERVICE APPLICABLE PERCENTAGE LESS THAN 1 0% 1-5 5.0% 6-10 5.5% 11-15 6.0% 16 OR MORE 6.5% DEPOSITS EARN THE INVESTMENT RATE OF RETURN EQUAL TO THE INVESTMENT OPTIONS SELECTED BY THE PARTICIPANT WHICH ARE THE SAME OPTIONS AVAILABLE UNDER THE QUALIFIED PLAN. A PARTICIPANT WHO HAS COMPLETED AT LEAST TWO YEARS OF SERVICE BECOMES VESTED IN THE PORTION OF HIS OR HER ACCOUNT ATTRIBUTABLE TO THE ANNUAL CREDIT FOR A PARTICULAR YEAR AS OF JANUARY 15 OF THE YEAR FOLLOWING THE CALENDAR YEAR IN WHICH THE ANNUAL CREDIT IS EARNED. IN THE EVENT OF TERMINATION (OTHER THAN BECAUSE OF DEATH) PRIOR TO AGE 67, THE DISTRIBUTION DATE SHALL BE AS SOON AS ADMINISTRATIVELY POSSIBLE AFTER TERMINATION IN THE FORM OF A LUMP SUM PAYMENT. THE PLAN IS PAYABLE FROM ALLINA'S GENERAL ASSETS. IF ALLINA BECOMES INSOLVENT, THE PARTICIPANT WILL BE AN UNSECURED CREDITOR AND WILL HAVE NO PREFERRED CLAIM TO ANY ASSETS. THIS PLAN WAS EFFECTIVE JANUARY 1, 2009. ALLINA EXECUTIVE SEVERANCE PLAN ALLINA PROVIDES SALARY CONTINUATION FOR EXECUTIVES WHOSE EMPLOYMENT HAS BEEN INVOLUNTARILY TERMINATED FOR REASONS OTHER THAN CAUSE OR POOR PERFORMANCE. THE LENGTH OF THE SEVERANCE PAY PERIOD IS DEFINED BY THE PLAN AND DEPENDS ON THE LEVEL OF THE EXECUTIVE POSITION. UNDER THE PLAN THE SEVERED EXECUTIVE ALSO COULD CONTINUE CERTAIN BENEFITS FOR A LIMITED PERIOD OF TIME. IN 2009 THE PLAN WAS AMENDED TO FURTHER RESTRICT SEVERANCE BENEFITS IN THE CASE THAT THE EXECUTIVE OBTAINS OTHER EMPLOYMENT DURING THE SEVERANCE PERIOD.
Schedule J (Form 990) 2012

Additional Data


Software ID:  
Software Version:  
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.
MediumBullet Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2012
Open to Public
Inspection
Name of the organization
ASPEN MEDICAL GROUP
 
Employer identification number

41-1452624
Identifier Return Reference Explanation
  FORM 990, PART V, LINE 1A ASPEN MEDICAL GROUP DOES NOT ISSUE PAYMENTS TO INDEPENDENT CONTRACTORS BUT RATHER ALLINA HEALTH SYSTEM, THE PARENT ORGANIZATION, PROVIDES PAYMENTS TO INDEPENDENT CONTRACTORS. THE NUMBER REPORTED ON FORM 990, PART V, LINE 1A IS THE NUMBER REPORTED ON ALLINA HEALTH SYSTEM'S FORM 1096 BOX 3 RELATED TO PAYMENTS MADE ON BEHALF OF ASPEN MEDICAL GROUP.
  FORM 990, PART VI, SECTION A, LINE 6 ALLINA HEALTH SYSTEM IS THE SOLE CORPORATE MEMBER ORGANIZATION AND PARENT ORGANIZATION OF ASPEN MEDICAL GROUP. SEE SCHEDULE R FOR FURTHER DETAILS. AS THE SOLE CORPORATE MEMBER ORGANIZATION, ALLINA HEALTH SYSTEM HOLDS CERTAIN RESERVED POWERS OVER ASPEN MEDICAL GROUP. THE RESERVED POWERS ARE FULLY DESCRIBED IN ASPEN MEDICAL GROUP'S GOVERNING DOCUMENTS AND INCLUDE SUCH POWERS AS ELECTION AND APPROVAL OF DIRECTORS, FINAL APPROVAL OF AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS, APPROVAL OF STRATEGIC PLANS AND CAPITAL AND OPERATING BUDGETS, APPROVAL OF PLANS OF MERGER OR CONSOLIDATION, APPROVAL OF INCURRENCE OF DEBT OR EXPENDITURES IN EXCESS OF CERTAIN AMOUNTS, AND VARIOUS OTHER RESERVED POWERS AS DESCRIBED THEREIN.
  FORM 990, PART VI, SECTION A, LINE 7A SEE THE NARRATIVE EXPLANATION IN SCHEDULE O RELATED TO FORM 990, PART VI, SECTION A, LINE 6.
  FORM 990, PART VI, SECTION A, LINE 7B SEE THE NARRATIVE EXPLANATION IN SCHEDULE O RELATED TO FORM 990, PART VI, SECTION A, LINE 6.
  FORM 990, PART VI, SECTION B, LINE 11 THE TAX SERVICES FUNCTION OF ALLINA HEALTH SYSTEM, ASPEN MEDICAL GROUP'S SOLE CORPORATE MEMBER AND PARENT ORGANIZATION, SUBJECTED THE FORM 990 FILING TO A RIGOROUS REVIEW PROCESS BY ALLINA'S TAX MANAGER AND TAX DIRECTOR. ALLINA'S VICE PRESIDENT OF FINANCE & TREASURY ALSO PERFORMED AN EXECUTIVE REVIEW OF THE FORM 990. AFTER THE MANAGEMENT REVIEW PROCESS DESCRIBED ABOVE WAS COMPLETED, THE FINAL FORM 990, AS ULTIMATELY FILED WITH THE INTERNAL REVENUE SERVICE ["IRS"], WAS PROVIDED TO EACH VOTING MEMBER OF ASPEN MEDICAL GROUP'S BOARD OF DIRECTORS. THE ASPEN MEDICAL GROUP BOARD OF DIRECTORS REVIEWED THE FORM 990, APPROVED THE FILING, AND AUTHORIZED AND DIRECTED OFFICERS TO FILE THE FORM 990 WITH THE IRS. THE ABOVE STATED REVIEW AND APPROVAL PROCESS OCCURRED PRIOR TO FILING THE ASPEN MEDICAL GROUP FORM 990 WITH THE IRS.
  FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION HAS SEVERAL METHODS OF MONITORING AND ENFORCING COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY. FIRST, THE ORGANIZATION REGULARLY DISTRIBUTES CONFLICT OF INTEREST DISCLOSURE QUESTIONNAIRES TO ITS OFFICERS, DIRECTORS, TRUSTEES, AND KEY EMPLOYEES. THESE INDIVIDUALS ARE REQUIRED TO DISCLOSE ANNUALLY ANY INTEREST THAT COULD GIVE RISE TO CONFLICTS, INCLUDING ANY FAMILY OR BUSINESS RELATIONSHIP. SECOND, THE GENERAL COUNSEL'S OFFICE ANNUALLY DELIVERS A REPORT TO ALLINA'S BOARD OF DIRECTORS THAT INCLUDES, AMONG OTHER THINGS, THE RESULTS OF THE CONFLICT OF INTEREST QUESTIONNAIRE, AN ANALYSIS OF POTENTIAL CONFLICTS, AND GUIDANCE FOR SATISFACTORILY RESOLVING CONFLICTS. THIRD, THE ORGANIZATION UNDERTAKES MANDATORY COMPLIANCE TRAINING OF ALL ITS EMPLOYEES, WHICH INCLUDES TRAINING ON CONFLICTS OF INTEREST. FOURTH, ALL EMPLOYEES RECEIVE, AND ARE EXPECTED TO CONDUCT THEMSELVES IN ACCORDANCE WITH ALLINA'S CODE OF CONDUCT. THE CODE OF CONDUCT CONTAINS EDUCATIONAL MATERIALS AND GUIDANCE TO RESOLVE POTENTIAL CONFLICTS OF INTEREST. FIFTH, ALLINA MAINTAINS A CORPORATE INTEGRITY HOTLINE, A CONFIDENTIAL 24 HOUR EXTERNAL RESOURCE TO HELP ANSWER QUESTIONS RELATED TO ETHICAL BUSINESS CONDUCT. ALL CALLS TO THE INTEGRITY LINE ARE KEPT CONFIDENTIAL.
  FORM 990, PART VI, SECTION B, LINE 15 ASPEN MEDICAL GROUP'S COMPENSATION AND BENEFITS PROGRAMS ARE VESTED IN AND ADMINISTERED IN CONJUNCTION WITH ALLINA HEALTH SYSTEM, ASPEN MEDICAL GROUP'S SOLE MEMBER PARENT ORGANIZATION. THE COMPENSATION COMMITTEE OF THE ALLINA HEALTH SYSTEM BOARD OF DIRECTORS IS RESPONSIBLE FOR ALL COMPENSATION AND BENEFITS PROGRAM ELEMENTS FOR NON-COLLECTIVELY BARGAINED ASPEN MEDICAL GROUP AND ALLINA HEALTH SYSTEM EMPLOYEES. ALLINA HEALTH SYSTEM USES A PROCESS FOR DETERMINING COMPENSATION FOR THE ALLINA HEALTH SYSTEM CHIEF EXECUTIVE OFFICER, AND CERTAIN OTHER OFFICERS AND KEY EMPLOYEES THAT INCLUDED ALL OF THE FOLLOWING ELEMENTS: REVIEW AND APPROVAL BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS, THE MEMBERS OF WHICH ARE INDEPENDENT AND WITHOUT A CONFLICT OF INTEREST AS DEFINED IN REGULATION SECTION 53.4958-6(C)(1)(III). ENGAGEMENT OF AN INDEPENDENT COMPENSATION CONSULTANT SPECIALIZING IN EXECUTIVE COMPENSATION. USE OF DATA AS TO COMPARABLE COMPENSATION FOR SIMILARLY QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY SITUATED ORGANIZATIONS. CONTEMPORANEOUS DOCUMENTATION, SUBSTANTIATION AND RECORDKEEPING WITH RESPECT TO DELIBERATIONS AND DECISIONS REGARDING THE COMPENSATION ARRANGEMENT. THE ABOVE DESCRIBED PROCESS AND AN ASSESSMENT IS PERFORMED AT LEAST ANNUALLY FOR THE FOLLOWING ALLINA HEALTH SYSTEM POSITIONS: CHIEF EXECUTIVE OFFICER/PRESIDENT, CHIEF FINANCIAL OFFICER, CHIEF CLINICAL OFFICER, EXECUTIVE VICE PRESIDENT - ALLINA HOSPITALS, PRESIDENT - ABBOTT NORTHWESTERN HOSPITAL, PRESIDENT - UNITED HOSPITAL, PRESIDENT - MERCY HOSPITAL, PRESIDENT - UNITY HOSPITAL, EXECUTIVE VICE PRESIDENT - AMBULATORY CARE, PRESIDENT - ALLINA CLINICS, SENIOR VICE PRESIDENT - GENERAL COUNSEL, SENIOR VICE PRESIDENT - CLINICAL SERVICES LINES, SENIOR VICE PRESIDENT - CHIEF COMPLIANCE OFFICER. IN ADDITION, THE COMPENSATION COMMITTEE REVIEWS AND APPROVES ALL COMPENSATION CHANGES OF THE ALLINA HEALTH SYSTEM CHIEF EXECUTIVE OFFICER AND THE OTHER POSITIONS LISTED IN ADVANCE OF THE CHANGE.
  FORM 990, PART VI, SECTION C, LINE 19 ASPEN MEDICAL GROUP MAKES ITS FORM 990, FORM 1024, GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. TO ARRANGE AN INSPECTION OR RECEIVE A COPY, PLEASE CONTACT THE FOLLOWING: ASPEN MEDICAL GROUP TAX SERVICES MAIL ROUTE 10890 P.O. BOX 43 MINNEAPOLIS, MN 55407-0043 TELEPHONE: 612-262-0660 PHYSICAL ADDRESS: 2925 CHICAGO AVENUE MINNEAPOLIS, MN 55407-1321 THE FORM 990 AND FORM 1024 ARE ALSO AVAILABLE DIRECTLY FROM THE INTERNAL REVENUE SERVICE.
CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 9: TRANSFER FUND BALANCE OF ASPEN ASSET CORPORATION 1,534,977.
AUDITED FINANCIAL STATEMENTS FORM 990, PART IV, LINE 12A AND FORM 990, PART XII, LINE 2B ASPEN MEDICAL GROUP'S FINANCIAL STATEMENTS WERE INCLUDED AS A COMPONENT PART OF THE CONSOLIDATED FINANCIAL STATEMENTS OF ITS PARENT ORGANIZATION, ALLINA HEALTH SYSTEM. THE CONSOLIDATED ALLINA HEALTH SYSTEM FINANCIAL STATEMENTS WERE AUDITED BY THE INDEPENDENT PUBLIC ACCOUNTING FIRM KPMG, LLP. THE AUDIT WAS CONDUCTED IN ACCORDANCE WITH AUDITING STANDARDS GENERALLY ACCEPTED IN THE UNITED STATES. KPMG, LLP ISSUED AN UNQUALIFIED OPINION ON THE CONSOLIDATED FINANCIAL STATEMENTS, MEANING THE 2011 CONSOLIDATED FINANCIAL STATEMENTS OF ALLINA HEALTH SYSTEM PRESENT FAIRLY, IN ALL MATERIAL RESPECTS, THE FINANCIAL POSITION OF ALLINA HEALTH SYSTEM AS OF DECEMBER 31, 2012, AND THE RESULTS OF ITS OPERATIONS AND ITS CASH FLOWS FOR THE YEAR THEN ENDED WERE IN CONFORMITY WITH U.S. GENERALLY ACCEPTED ACCOUNTING PRINCIPLES.
OVERSIGHT OF AUDIT FORM 990, PART XII, LINE 2C THERE WAS NO CHANGE TO THE OVERSIGHT OR SELECTION PROCESS IN 2012. SEE EXPLANATION FOR PART XII, LINE 2B.
DETAILS OF BAD DEBT ACCOUNTING CHANGE FORM 990, PART VIII, LINE 2B BAD DEBT WILL BE REPORTED AS REDUCTION TO REVENUE. FOOTNOTE TO AUDITED FINANCIAL STATEMENT THAT DESCRIBES BAD DEBT EXPENSE IS AS FOLLOWS: 2Q. ADOPTION OF NEW ACCOUNTING STANDARDS ON JANUARY 1, 2012, THE SYSTEM ADOPTED GUIDANCE UNDER ACCOUNTING STANDARD UPDATE 2011-07, PRESENTATION AND DISCLOSURE OF PATIENT SERVICE REVENUE, PROVISION FOR BAD DEBTS, AND THE ALLOWANCE FOR DOUBTFUL ACCOUNTS FOR CERTAIN HEALTH CARE ENTITIES, WHICH AMENDED ASC TOPIC 954, HEALTH CARE ENTITIES. THE GUIDANCE PROVIDES GREATER TRANSPARENCY REGARDING A HEALTHCARE ENTITY'S NET PATIENT SERVICE REVENUE AND THE RELATED ALLOWANCE FOR DOUBTFUL ACCOUNTS. THE AMENDMENTS REQUIRE HEALTH CARE ENTITIES TO CHANGE THE PRESENTATION OF THE PROVISION FOR BAD DEBTS RELATED TO PATIENT SERVICE REVENUE BY RECLASSIFYING THE PROVISION FROM OPERATING EXPENSE TO A DEDUCTION FROM PATIENT SERVICE REVENUE, RETROSPECTIVELY, AND REQUIRE ENHANCED DISCLOSURES ABOUT NET PATIENT REVENUE AND THE POLICIES FOR RECOGNIZING REVENUE AND ASSESSING BAD DEBTS. THE ADOPTION OF THE AUTHORITATIVE GUIDANCE DID NOT HAVE A MATERIAL EFFECT ON THE SYSTEM'S CONSOLIDATED FINANCIAL STATEMENTS.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2012

Additional Data


Software ID:  
Software Version:  
SCHEDULE R
(Form 990)
Department of the Treasury
Internal Revenue Service
Related Organizations and Unrelated Partnerships
MediumBulletComplete if the organization answered "Yes" to Form 990, Part IV, line 33, 34, 35, 36, or 37.
MediumBulletAttach to Form 990. MediumBullet See separate instructions.

OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
ASPEN MEDICAL GROUP
 
Employer identification number

41-1452624
Part I
Identification of Disregarded Entities (Complete if the organization answered "Yes" to Form 990, Part IV, line 33.)
(a)
Name, address, and EIN (if applicable) of disregarded entity


(b)
Primary activity


 		(c)
Legal domicile (state
or foreign country)

 		(d)
Total income


 		(e)
End-of-year assets


 		(f)
Direct controlling
entity










Part II
Identification of Related Tax-Exempt Organizations (Complete if the organization answered "Yes" to Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year.)
(a)
Name, address, and EIN of related organization


(b)
Primary activity


 		(c)
Legal domicile (state
or foreign country)

 		(d)
Exempt Code section


 		(e)
Public charity status
(if section 501(c)(3))

 		(f)
Direct controlling
entity

 		(g)
Section 512(b)(13) controlled entity?
Yes No
(1) ALLINA HEALTH SYSTEM

PO BOX 43 MR 10890

MINNEAPOLIS,MN554400043
36-3261413 		HEALTHCARE SERVICES MN 501(C)(3) LINE 3 N/A
 
No
(2) ABBOTT NORTHWESTERN HOSPITAL FOUNDATION

PO BOX 43 MR 10890

MINNEAPOLIS,MN554400043
04-3643816 		SUPPORTING ORGANIZATION MN 501(C)(3) LINE 11A, I ALLINA HEALTH SYSTEM
 
 
No
(3) MERCY & UNITY HOSPITALS FOUNDATION

PO BOX 43 MR 10890

MINNEAPOLIS,MN554400043
30-0086426 		SUPPORTING ORGANIZATION MN 501(C)(3) LINE 11A, I ALLINA HEALTH SYSTEM
 
 
No
(4) PHILLIPS EYE INSTITUTE FOUNDATION

PO BOX 43 MR 10890

MINNEAPOLIS,MN554400043
41-1613017 		SUPPORTING ORGANIZATION MN 501(C)(3) LINE 11A, I ALLINA HEALTH SYSTEM
 
 
No
(5) SISTER KENNY FOUNDATION

PO BOX 43 MR 10890

MINNEAPOLIS,MN554400043
41-1952989 		SUPPORTING ORGANIZATION MN 501(C)(3) LINE 11A, I ALLINA HEALTH SYSTEM
 
 
No
(6) UNITED HOSPITAL FOUNDATION

PO BOX 43 MR 10890

MINNEAPOLIS,MN554400043
23-7420998 		SUPPORTING ORGANIZATION MN 501(C)(3) LINE 11A, I ALLINA HEALTH SYSTEM
 
 
No
(7) ASPEN ASSET CORPORATION

PO BOX 43 MR 10890

MINNEAPOLIS,MN554400043
41-1788674 		HOLDING TITLE TO PROPERTY COMPANY MN 501(C)(2)   ALLINA HEALTH SYSTEM
 
 
No
(8) CENTER FOR HEALTHCARE INNOVATION FOUNDATION

PO BOX 43 MR 10890

MINNEAPOLIS,MN554400043
26-3553868 		SUPPORTING ORGANIZATION MN 501(C)(3) LINE 11A, I ALLINA HEALTH SYSTEM
 
 
No
(9) ALLINA ASSOCIATED FOUNDATION

PO BOX 43 MR 10890

MINNEAPOLIS,MN554400043
27-4116873 		SUPPORTING ORGANIZATION MN 501(C)(3) LINE 11A, I ALLINA HEALTH SYSTEM
 
 
No
(10) ALLINA INTEGRATED MEDICAL NETWORK

PO BOX 43 MR 10890

MINNEAPOLIS,MN554400043
27-5129095 		SUPPORTING ORGANIZATION MN 501(C)(3) LINE 11A, I ALLINA HEALTH SYSTEM
 
 
No
(11) UNITED & CHILDRENS AMBULATORY SURGERY CENTER ASSOCIATION

310 NORTH SMITH AVENUE

ST PAUL,MN55102
41-1694626 		SUPPORTING ORGANIZATION MN 501(C)(3) LINE 11A, I N/A
 
No
(12) WESTHEALTH INC

PO BOX 43 MR 10890

MINNEAPOLIS,MN554400043
41-1768814 		HEALTHCARE SERVICES MN 501(C)(3) LINE 3 ALLINA HEALTH SYSTEM
 
 
No
(13) MBP FACILITY LLC

PO BOX 43 MR 10890

MINNEAPOLIS,MN554400043
45-4078371 		SUPPORTING ORGANIZATION MN 501(C)(3) LINE 11A, I N/A
 
No
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50135Y
Schedule R (Form 990) 2012
Schedule R (Form 990) 2012
Page 2
Part III
Identification of Related Organizations Taxable as a Partnership (Complete if the organization answered "Yes" to Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year.)
(a)
Name, address, and EIN of
related organization



 		(b)
Primary activity




 		(c)
Legal
domicile
(state or foreign
country)


 		(d)
Direct controlling
entity



 		(e)
Predominant income(related, unrelated, excluded from tax under sections 512-514)

(f)
Share of total income




 		(g)
Share of end-of-year
assets



 		(h)
Disproprtionate allocations?




 		(i)
Code V—UBI
amount in box 20 of
Schedule K-1
(Form 1065)
 		(j)
General or
managing
partner?



 		(k)
Percentage
ownership
Yes No Yes No
(1) APPLE VALLEY BUILDING ASSOCIATES LLC

14655 GALAXIE AVENUE SOUTH
APPLE VALLEY,MN55124
41-1677072 		RENTAL REAL ESTATE MN N/A
                  
(2) METROPOLITAN INTEGRATED CANCER CARE LLC

ONE POST STREET 35TH FLOOR
SAN FRANCISCO,CA94104
20-5068485 		RADIOLOGY DE N/A
                  
(3) SOUTHWEST SURGICAL CENTER LLC

PO BOX 43 MR 10890
MINNEAPOLIS,MN554400043
41-2013700 		SURGICAL SERVICES MN N/A
                  
(4) MAGNETO LEASING LLC

PO BOX 43 MR 10890
MINNEAPOLIS,MN554400043
20-1582501 		RENTAL EQUIPMENT MN N/A
                  
(5) WEST SUBURBAN HEALTH CAMPUS

PO BOX 43 MR 10890
MINNEAPOLIS,MN554400043
41-1730888 		RENTAL REAL ESTATE MN N/A
                  
(6) ASPEN SLEEP CENTER LLC

1010 BANDANA BOULEVARD WEST
ST PAUL,MN55108
26-1850227 		HEALTHCARE SERVICES MN ASPEN MEDICAL GROUP
  		RELATED 596,723 322,810   No     No 65.000 %
(7) GERIATRIC SERVICES OF MINNESOTA LLC

3366 OAKDALE AVE NORTH SUITE 551
ROBBINSDALE,MN55422
45-3357936 		HEALTHCARE SERVICES MN N/A
                  
(8) NORTHSTAR SLEEP CENTER LLC

920 EAST 28TH STREET SUITE 700
MINNEAPOLIS,MN55407
45-2532456 		HEALTHCARE SERVICES MN N/A
                  
(9) DISTRICT ONE CANCER CENTER LLC

200 STATE AVENUE
FARIBAULT,MN55021
45-1258847 		HEALTHCARE SERVICES MN N/A
                  
(10) CROSBY CARDIOVASCULAR SERVICES LLC

920 EAST 28TH STREET SUITE 500
MINNEAPOLIS,MN55407
41-2010368 		HEALTHCARE SERVICES MN N/A
                  
(11) MOBILE IMAGING SERVICES LLC

1221 NICOLLET MALL
MINNEAPOLIS,MN55403
41-1883212 		RADIOLOGY MN N/A
                  
Part IV
Identification of Related Organizations Taxable as a Corporation or Trust (Complete if the organization answered "Yes" to Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.)
(a)
Name, address, and EIN of
related organization
 		(b)
Primary activity
 		(c)
Legal
domicile
(state or foreign
country)
 		(d)
Direct controlling
entity
 		(e)
Type of entity
(C corp, S corp,
or trust) 		(f)
Share of total income
 		(g)
Share of end-of-year
assets
 		(h)
Percentage
ownership
 		(i)
Section 512(b)(13) controlled entity?
Yes No
(1) ALLINA SPECIALTY ASSOCIATES INC

PO BOX 43
MINNEAPOLIS,MN55440
41-1802815 		HEALTHCARE SERVICES MN N/A
 C         No
(2) HEALTHSPAN SERVICES COMPANY

PO BOX 43
MINNEAPOLIS,MN55440
41-1249999 		DEBT COLLECTION MN N/A
 C         No
(3) ALLINA CLINIC HOLDINGS LTD

PO BOX 43
MINNEAPOLIS,MN55440
26-3954371 		HOLDING COMPANY MN N/A
 C         No
(4) QUELLO CLINIC LTD

PO BOX 43
MINNEAPOLIS,MN55440
41-0874754 		HEALTHCARE SERVICES MN N/A
 C         No
(5) ALLINA HEALTH SYSTEM TRUST

PO BOX 535007
PITTSBURGH,PA15253
27-6712988 		TRUST PA N/A
 T         No
(6) ALLINA HEALTH SYSTEM DEFINED BENEFIT MASTER TRUST

500 GRANT STREET SUITE 625
PITTSBURGH,PA15258
37-6520273 		TRUST PA N/A
 T         No
(7) ALLINA HEALTH SYSTEM KEYSHARE PLAN

PO BOX 535007
PITTSBURGH,PA15253
27-6678945 		TRUST PA N/A
 T         No
(8) LIFESPAN AFFILIATES DEFERRED COMPENSATION PLAN

PO BOX 43
MINNEAPOLIS,MN55440
41-1720860 		TRUST MN N/A
 T         No
Schedule R (Form 990) 2012
Schedule R (Form 990) 2012
Page 3
Part V
Transactions With Related Organizations (Complete if the organization answered "Yes" to Form 990, Part IV, line 34, 35b, or 36.)
Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.
Yes
No
1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?
a Receipt of (i) interest (ii) annuities (iii) royalties or (iv) rent from a controlled entity . . . . . . . . . . . . . . . . . . . . . . .
1a
 
No
b Gift, grant, or capital contribution to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1b
Yes
 
c Gift, grant, or capital contribution from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1c
Yes
 
d Loans or loan guarantees to or for related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1d
 
No
e Loans or loan guarantees by related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1e
 
No
f Dividends from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1f
 
No
g Sale of assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1g
 
No
h Purchase of assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1h
 
No
i Exchange of assets with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1i
 
No
j Lease of facilities, equipment, or other assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1j
 
No
k Lease of facilities, equipment, or other assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .
1k
 
No
l Performance of services or membership or fundraising solicitations for related organization(s) . . . . . . . . . . . . . . . . . . . .
1l
Yes
 
m Performance of services or membership or fundraising solicitations by related organization(s) . . . . . . . . . . . . . . . . . . . .
1m
Yes
 
n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) . . . . . . . . . . . . . . . . . . . . .
1n
Yes
 
o Sharing of paid employees with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1o
Yes
 
p Reimbursement paid to related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1p
Yes
 
q Reimbursement paid by related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1q
Yes
 
r Other transfer of cash or property to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1r
Yes
 
s Other transfer of cash or property from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1s
Yes
 
2
If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.
(a)
Name of other organization 		(b)
Transaction
type (a-s) 		(c)
Amount involved 		(d)
Method of determining amount involved
(1) ASPEN SLEEP CENTER LLC

 C 734,500 CASH





Schedule R (Form 990) 2012
Schedule R (Form 990) 2012
Page 4
Part VI
Unrelated Organizations Taxable as a Partnership (Complete if the organization answered "Yes" to Form 990, Part IV, line 37.)
Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.
(a)
Name, address, and EIN of entity 		(b)
Primary activity 		(c)
Legal domicile
(state or foreign
country) 		(d)
Predominant income (related, unrelated, excluded from tax under section 512-514)

(e)
Are all partners
section
501(c)(3)
organizations? 		(f)
Share of total income




 		(g)
Share of
end-of-year
assets 		(h)
Disproprtionate allocations? 		(i)
Code V—UBI
amount in box 20
of Schedule K-1
(Form 1065) 		(j)
General or
managing
partner? 		(k)
Percentage
ownership
Yes No Yes No Yes No






























Schedule R (Form 990) 2012
Schedule R (Form 990) 2012
Page 5
Part VII
Supplemental Information
Complete this part to provide additional information for responses to questions on Schedule R (see instructions).
Identifier Return Reference Explanation

Additional Data


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