Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions. Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
NORTHERN ARIZONA HEALTHCARE CORPORATION
Employer identification number
74-2410946
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions.
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II, or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) A person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the supported organization?
................
11g(i)
(ii)
A family member of a person described in (i) above?
......................
11g(ii)
(iii)
A 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
h
Provide the following information about the supported organization(s).
(i) Name of supported organization
(ii) EIN
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))
(iv) Is the organization in col. (i) listed in your governing document?
(v) Did you notify the organization in col. (i) of your support?
(vi) Is the organization in col. (i) organized in the U.S.?
(vii) Amount of monetary support
Yes
No
Yes
No
Yes
No
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 2
Part II
Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
4
Total. Add lines 1 through 3
5
The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included
on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6
Public support. Subtract line 5 from line 4.
Section B. Total Support
Calendar year
(or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
7
Amounts from line 4..
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
10
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
11
Total support (Add lines 7 through 10).
12
Gross receipts from related activities, etc. (see instructions)
..................
12
13
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.................................................
Section C. Computation of Public Support Percentage
14
Public support percentage for 2013 (line 6, column (f) divided by line 11, column (f))
.........
14
15
Public support percentage for 2012 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2013.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
.......................
b
33 1/3% support test—2012.
If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2013.
If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization
.....................................................
b
10%-facts-and-circumstances test—2012.
If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization
................................................
18
Private foundation.
If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions
.....................................................
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 3
Part III
Support Schedule for Organizations Described in Section 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
16,308
22,353
372,786
566,892
238,172
1,216,511
2
Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
7,172,249
6,438,135
5,861,961
5,362,483
4,885,120
29,719,948
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
0
4
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
0
5
The value of services or facilities furnished by a governmental unit to the organization without charge..
0
6
Total. Add lines 1 through 5.
7,188,557
6,460,488
6,234,747
5,929,375
5,123,292
30,936,459
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
0
b
Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
1,086,588
787,860
553,547
431,203
349,465
3,208,663
c
Add lines 7a and 7b..
1,086,588
787,860
553,547
431,203
349,465
3,208,663
8
Public support (Subtract line 7c from line 6.)
27,727,796
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
9
Amounts from line 6...
7,188,557
6,460,488
6,234,747
5,929,375
5,123,292
30,936,459
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
192,130
143,396
1,720
3,237
75
340,558
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
0
c
Add lines 10a and 10b.
192,130
143,396
1,720
3,237
75
340,558
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
0
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
..
174,826
1,276,519
117,812
80,572
251,466
1,901,195
13
Total support. (Add lines 9, 10c, 11, and 12.)..
7,555,513
7,880,403
6,354,279
6,013,184
5,374,833
33,178,212
14
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public support percentage for 2013 (line 8, column (f) divided by line 13, column (f))
.........
15
83.572 %
16
Public support percentage from 2012 Schedule A, Part III, line 15
...............
16
82.308 %
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2013 (line 10c, column (f) divided by line 13, column (f))
......
17
1.027 %
18
Investment income percentage from 2012 Schedule A, Part III, line 17
.............
18
1.143 %
19a
33 1/3% support tests—2013.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
........
b
33 1/3% support tests—2012.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
.....
20
Private foundation.
If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 4
Part IV
Supplemental Information.
Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
Schedule A (Form 990 or 990-EZ) 2013
Additional Data
Software ID:
Software Version:
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
NORTHERN ARIZONA HEALTHCARE CORPORATION
Employer identification number
74-2410946
Return Reference
Explanation
FORM 990, PART III, LINE 2
On June 24, 2014, NAH filed articles of organization with the Arizona Corporation Commission to form PathfinderHealth, LLC as the sole equity member. The purpose of the entity is to operate as a regional, clinically integrated care delivery system that empowers providers to enhance health while improving quality, efficiency and the patient experience. The purpose will be accomplished by the entity leveraging the structure of and functioning as an Accountable Care Organization. As of June 30, 2014, there were no contractual arrangements entered into and the operating agreement for the new entity was effective August 6, 2014. FORM 990, PART III, LINE 4 DESCRIPTION OF PROGRAM SERVICE ACCOMPLISHMENTS NORTHERN ARIZONA HEALTHCARE (NAH) IS THE PARENT CORPORATION OF FLAGSTAFF MEDICAL CENTER AND VERDE VALLEY MEDICAL CENTER. NAH IS DEDICATED TO IMPROVING THE HEALTH OF THE PEOPLE AND COMMUNITIES WE SERVE IN NORTHERN AND CENTRAL ARIZONA. NAH IS THE LARGEST HEALTHCARE ORGANIZATION IN NORTHERN ARIZONA SERVING ALMOST ONE HALF OF THE STATE. THE HEALTHCARE PROVIDER EMPLOYS MORE THAN 3,700 HEALTHCARE PROFESSIONALS AND, THROUGH ITS AFFILIATES, SERVICES A POPULATION OF MORE THAN 300,000 PEOPLE IN THE SERVICE AREA. NAH IS DEDICATED TO PROVIDING THE HIGHEST QUALITY, MOST COST EFFECTIVE HEALTH CARE DELIVERY SYSTEM TO THE VISITORS AND RESIDENTS OF NORTHERN AND CENTRAL ARIZONA. NAH ENCOURAGES PATIENTS TO BE PART OF THEIR OWN TREATMENT THROUGH EDUCATION AND WELLNESS PROGRAMS. PHYSICIANS, EMPLOYEES AND VOLUNTEERS ALL WORK FOR A COMMON GOAL, AND THE COMMUNITY BENEFITS FROM ORGANIZATIONAL OUTREACH THAT CONTRIBUTES TO RICHER AND HEALTHIER LIVING. NORTHERN ARIZONA HEALTHCARE'S VISION AND VALUES ----------------------------------------------- VISION - NAH, IN PARTNERSHIP WITH OUR COLLEAGUES AND PHYSICIANS, WILL BE THE HIGHEST QUALITY, COST-EFFECTIVE, PREFERRED HEALTHCARE DELIVERY SYSTEM IN NORTHERN AND CENTRAL ARIZONA. WE WILL EXCEED THE EXPECTATIONS OF THOSE WE SERVE BY: - DEVELOPING QUALITY HEALTHCARE SERVICES USING ADVANCED TECHNOLOGY TO IMPROVE THE HEALTH STATUS AND TO MEET THE GROWING NEEDS OF THE COMMUNITIES WE SERVE. - FOSTERING AN ORGANIZATIONAL CULTURE THAT ACTS AS A MAGNET FOR RECRUITING AND RETAINING HIGHLY QUALIFIED COLLEAGUES AND PHYSICIANS. - ENSURING EXCEPTIONAL VALUE FOR OUR PATIENTS AND FINANCIAL STRENGTH FOR OUR INSTITUTIONS. - DEVELOPING STRATEGIC ALLIANCES AND PARTNERSHIPS WITH PROVIDERS AND ORGANIZATIONS TO ENSURE COMPREHENSIVE SERVICES FOR OUR PATIENTS. - VALUES - WE ARE COMMITTED TO MEETING THE NEEDS AND EXCEEDING THE EXPECTATIONS OF OUR PATIENTS. WE WILL CREATE AN ORGANIZATIONAL CULTURE WHERE COLLEAGUES FEEL VALUED AND TAKE A SENSE OF PRIDE IN THEIR WORK. - QUALITY - WE CONTINUOUSLY STRIVE TO ACHIEVE EXCELLENCE AT ALL LEVELS IN THE ORGANIZATION. - SAFETY - WE ARE COMMITTED TO MAINTAINING A SAFE ENVIRONMENT FOR OUR PATIENTS, VISITORS AND COLLEAGUES. - LEADERSHIP - WE PROMOTE LEADERSHIP AS AN ATTITUDE, NOT A POSITION, PUTTING VALUE ON BOTH PEOPLE AND THE WORK THEY DO. - TEAMWORK - WE ARE COLLEAGUES WORKING TOGETHER, SHARING KNOWLEDGE, TALENTS, AND SKILLS TO ACHIEVE COMMON GOALS. NORTHERN ARIZONA HEALTHCARE PARTNERSHIPS ---------------------------------------- LITTLE COLORADO MEDICAL CENTER (WINSLOW MEMORIAL HOSPITAL) - NORTHERN ARIZONA HEALTHCARE HAS A MANAGEMENT AGREEMENT IN PLACE WITH LITTLE COLORADO MEDICAL CENTER (LCMC), A 25-BED CRITICAL ACCESS TAX-EXEMPT HOSPITAL IN WINSLOW, ARIZONA. THE LCMC BOARD OF DIRECTORS RETAINS ULTIMATE RESPONSIBILITY FOR THE OPERATIONS AND ACTIVITIES OF THE HOSPITAL. NAH AND LCMC MAINTAIN A RELATIONSHIP TO ENHANCE LCMC'S SERVICE TO THE COMMUNITY. THE PEAKS - THE PEAKS IS A SENIOR LIVING, LEARNING AND WELLNESS COMMUNITY THAT IS PART OF AN INTERGENERATIONAL CAMPUS IN FLAGSTAFF, ARIZONA. THROUGH THE INTERGENERATIONAL LEARNING, MENTORING AND VOLUNTEER OPPORTUNITIES, THE PEAKS OFFERS AN UNPARALLELED SENIOR RETIREMENT LIFESTYLE. NORTHERN ARIZONA HOMECARE - NORTHERN ARIZONA HOMECARE, A DIVISION OF NAH, PROVIDES QUALITY, PROFESSIONAL HEALTHCARE IN THE COMFORT OF THE PATIENT'S HOME. NORTHERN ARIZONA HOSPICE - HOSPICE, A DIVISION OF NAH, IS FOR PATIENTS WHO HAVE A TERMINAL ILLNESS AND HAVE DECIDED TO SHIFT THE FOCUS OF CARE FROM CURE TO COMFORT. HOSPICE CARE EMPHASIZES THE QUALITY OF REMAINING LIFE AND ALLOWS THE PATIENT TO REMAIN AT HOME IN FAMILIAR SURROUNDINGS WHILE RECEIVING EXPERT HEALTHCARE.
FORM 990, PART V, LINE 2A; PART VII, SECTION A, AND PART IX
FLAGSTAFF MEDICAL CENTER (FMC) AND VERDE VALLEY MEDICAL CENTER (VVMC) ARE RELATED ORGANIZATIONS OF NORTHERN ARIZONA HEALTHCARE CORPORATION (NAH). NEITHER FMC NOR VVMC HAVE EMPLOYEES; RATHER, EACH SHARES THE COST OF PERSONNEL, SERVICES, AND EXPENSES WITH NAH. FORM 990, PART VI, LINE 1 THE BOARD OF DIRECTORS DELEGATES AUTHORITY TO AN EXECUTIVE COMMITTEE. THE MEMBERS OF THE EXECUTIVE COMMITTEE INCLUDE THE BOARD OFFICERS, THE PRESIDENT, AND ANY OTHER PARTY THE BOARD OF DIRECTOR APPOINTS. THE EXECUTIVE COMMITTEE POSSESSES AND MAY EXERCISE THE POWERS OF THE BOARD OF DIRECTORS IN BETWEEN MEETINGS. THE EXECUTIVE COMMITTEE REVIEWS THE PERFORMANCE AND COMPENSATION OF THE CEO EACH YEAR. THE BOARD DOES NOT POSSESS THE AUTHORITY TO REMOVE ANY DIRECTOR, FIX DIRECTOR COMPENSATION, EXERCISE ANY RESERVED POWER WHICH REQUIRES SUBSIDIARY BOARD APPROVAL, OR ANY EXERCISE ANY AUTHORITY PROHIBITED BY LAW. FORM 990, PART VI, LINE 11B REVIEW OF THE FORM 990 BY THE ORGANIZATION'S GOVERNING BODY THE FORM 990 IS PREPARED BY AN ACCOUNTING FIRM BASED ON DATA GATHERED BY THE CONTROLLER AND THE ORGANIZATION'S FINANCIAL OPERATIONS GROUP. THE CFO REVIEWS THE DRAFT FORM 990 AND PROVIDES ADDITIONAL COMMENTS. THE FINAL DRAFT VERSION OF THE FORM 990 IS PROVIDED TO THE BOARD OF DIRECTORS PRIOR TO THE MAY 15 DUE DATE. ANY ADDITIONAL COMMENTS SUGGESTED BY THE GOVERNING BODY ARE THEN INCORPORATED INTO THE FINAL VERSION OF THE FORM 990 TO BE FILED WITH THE IRS BY THE FINAL DUE DATE. IF ANY SUGGESTED CHANGES ARE MATERIAL OR SIGNIFICANT, AN ADDITIONAL DRAFT IS DISTRIBUTED TO THE GOVERNING BODY PRIOR TO FILING.
FORM 990, PART VI, LINE 12C
DESCRIPTION OF PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS OF INTEREST THE ORGANIZATION REGULARLY MONITORS AND ENFORCES COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY (BOARD POLICY 6.1). THIS IS ACCOMPLISHED BY A NUMBER OF MECHANISMS. FIRST THE CONFLICT OF INTEREST QUESTIONNAIRE IS REVIEWED BY THE GOVERNANCE COMMITTEE OF THE BOARD. AS PART OF THE QUESTIONNAIRE, SELF-DISCLOSURE IS REQUIRED BY BOARD MEMBERS. IN ADDITION, INDIVIDUAL DISCLOSURE BY BOARD MEMBERS OCCURS AT BOARD MEETINGS WHEN NECESSARY (I.E. A BOARD MEMBER WILL EXCLUDE HIMSELF FROM VOTING ON AN ISSUE IN WHICH HE MAY HAVE A CONFLICT OF INTEREST).
FORM 990, PART VI, LINES 15A AND 15B
DESCRIPTION OF COMPENSATION PROCESS THE PROCESS FOR DETERMINING COMPENSATION OF THE ORGANIZATION'S CEO AND OTHER OFFICERS INCLUDES THE PREPARATION OF COMPARABLE DATA BY TOWERS WATSON, AN INDEPENDENT CONSULTING FIRM. IN ADDITION, THIS INFORMATION IS REVIEWED BY THE GOVERNANCE COMMITTEE OF THE BOARD AND DOCUMENTED IN BOARD MINUTES. THE MOST RECENT REVIEW WAS PERFORMED IN SEPTEMBER 2014.
FORM 990, PART VI, LINE 19
AVAILABILITY OF CERTAIN DOCUMENTS TO THE GENERAL PUBLIC THE ORGANIZATION'S FINANCIAL STATEMENTS ARE AVAILABLE THROUGH THE ARIZONA DEPARTMENT OF HEALTH SERVICES. IN ADDITION, THEY ARE AVAILABLE THROUGH THE ELECTRONIC MUNICIPAL MARKET ACCESS (EMMA) AS PART OF THE ORGANIZATION'S CONTINUING DISCLOSURE DOCUMENTS THAT ARE REQUIRED BY ITS PUBLIC DEBT REQUIREMENTS. THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS OR ITS CONFLICT OF INTEREST POLICY AVAILABLE TO THE PUBLIC.
FORM 990, PART VII, SECTION A
THE ORGANIZATION PAID $21,000 TO THE COKER GROUP HOLDINGS, LLC ("COKER") FOR THE SERVICES OF INTERIM CFO RICHARD LANGOSCH, WHO IS AN EMPLOYEE OF COKER.
FORM 990, PART IX, LINE 11G
OTHER FEES FOR SERVICES CONSULTING $3,759,185 PURCHASE SERVICE $2,985,664 CONTRACT LABOR $347,220 MANAGEMENT DEVELOPMENT $134,469 PROFESSIONAL FEES $73,411 CLEANING $49,599 OTHER PROFESSIONAL FEES $21,600 EXTERNAL LAB SERVICE $640 ------------- TOTAL: $7,371,788
FORM 990, PART XI, LINE 9
OTHER CHANGES IN NET ASSETS/FUND BALANCES DECREASE IN UNFUNDED PENSION LIABILITY $416,000 NET ASSET TRANSFERS FROM (TO) AFFILIATE $8,723,000 ROUNDING $2,160 ------------- TOTAL: $9,141,160
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.