Cleveland Clinic Health System Obligated Group - FMSbonds.com
Cleveland Clinic Health System Obligated Group - FMSbonds.com Cleveland Clinic Health System Obligated Group - FMSbonds.com
Dempsey L.L.P.; Associate, Squire, Sanders & Dempsey L.L.P., 1978-1987. Professional Affiliations:Ohio State Bar Association; American Bar Association; Cleveland Bar Association; American MedicalGroup Association, Attorneys Council, President 2005-2006; American Health Lawyers Association;American Society of Corporate Secretaries; Association of Corporate Counsel; Greater ClevelandInternational Lawyers Group; Greater Cleveland General Counsel, Association, Director; AmericanArbitration Association, Commercial Advisory Council; United States Council for International Business;Canada-United States Law Institute; BIAC Task Force on Health Care Policy; Law-Medicine Center –Case Western Reserve University, Advisory Committee. Certification: Member of the Ohio Bar; Districtof Columbia (inactive). Education: J.D. (Magna Cum Laude), Georgetown University Law Center, 1978,Law and Policy in International Business; B.A. (Summa Cum Laude), Economics and Political Science,University of Toledo, 1975. Community: The Diversity Center of Northeast Ohio, Trustee; LeadershipCleveland; Boy Scouts of America, N.E. Ohio, Trustee.A. THE CLEVELAND CLINICPART II.THE OBLIGATED GROUPThe Cleveland Clinic was incorporated in 1921 as an Ohio nonprofit corporation. It is a Tax-ExemptOrganization. In accordance with the fundamental aim of the founders (better care for the sick; investigation of theirproblems; and further education of those who serve), the founders planned a multi-disciplinary medical practice, anew concept at that time, and allocated separate portions of the Cleveland Clinic’s resources to research, educationand medical care. To this day, the Cleveland Clinic consists of three functional areas: clinical care (the “Clinic”),hospital care (the “Hospital”) and medical research and education.The ClinicIn January 2008, the Clinic’s historic division-based system of professional departments within the Clinicwas restructured to create patient-oriented Institutes, which are structured on the basis of organ system, diseasesystem, co-location and leadership. The 28 Institutes are: Anesthesiology, Cleveland Clinic Lorain, Cole Eye,Dermatology and Plastic Surgery, Digestive Disease, Education, Emergency Services, Endocrinology andMetabolism, Glickman Urological and Kidney, Head and Neck, Heart and Vascular, Imaging, Lerner Research,Medicine, Neurological, Nursing, Obstetrics/Gynecology, Orthopaedic and Rheumatology, Pathology andLaboratory Medicine, Pediatrics, Pharmacy, Quality and Patient Safety, Regional Operations, Rehabilitation,Respiratory, Surgery, Taussig Cancer and Wellness. The reorganization into Institutes facilitates a multidisciplinaryapproach, and is designed to reduce duplication and enhance convenience, exchange of knowledge, researchcollaboration, and educational collaboration.Clinical Services. The Clinic provides a full range of outpatient care and physician services andcoordinates access of primary care patients to specialty care available at the Cleveland Clinic’s main campushospital facilities and the Ohio Regional Hospitals. That range of services and greater accessibility to world-classcare, if needed, have enabled the Cleveland Clinic to maintain strong rates of growth in outpatient volumes at itsmain campus, Family Health Centers and other regional Clinic facilities. Outpatient visits totaled 3,233,482 in2007, an increase of 162,723 visits (5.3%) over 2006, and an increase of 342,336 visits (11.8%) over 2005.Regional Medical Practice. The Cleveland Clinic operates 16 Family Health Centers throughoutnortheast Ohio, two of which are dedicated specifically to rehabilitation of sports-related injuries, one located inWilloughby Hills, Ohio and the other in the Jewish Community Center in Beachwood, Ohio. Each Family HealthCenter provides primary care and certain specialty services. A broad range of outpatient diagnostic, clinical,surgical and therapeutic services are provided. See the map entitled “Cleveland Clinic Health System – NortheastOhio Service Area and Facilities” in “Part I. THE CLEVELAND CLINIC HEALTH SYSTEM - B.ESTABLISHMENT AND GROWTH OF THE CLEVELAND CLINIC HEALTH SYSTEM” for the Family HealthCenter locations.A-12
In addition to the broad range of outpatient services available at the 16 Family Health Centers, certainoncology services, such as radiation therapy, are provided at a variety of other locations. Two examples of such aspecialized community facility are the Cancer Care Centers in Parma and Independence, southern suburbs ofCleveland. The Cleveland Clinic also provides on-site, part-time staffing of small offices by regional medicalpractice physicians at certain nursing homes.Outpatient visits to Family Health Centers and the Cancer Care Centers totaled 1,310,749 in 2007, anincrease of 49,572 visits (3.9%) over 2006, and an increase of 135,067 visits (11.5%) over 2005.The Cleveland Clinic and its Affiliates plan to establish additional, strategically located outpatient facilitiesto meet the needs of patients, to address the demands of the changing managed care environment and to improveaccess to services.The HospitalThe Cleveland Clinic operates an acute care hospital on its main campus with approximately 1,084available beds. Patients admitted to the Hospital are attended by members of the Professional Staff in all but limitedinstances. In 2007, approximately 82% of the Hospital’s inpatient activity was from Ohio residents, including 46%from residents of Cuyahoga County, the county in which the Cleveland Clinic’s main campus and most of its Ohiofacilities are located. The Cleveland Clinic’s expert, innovative and specialized services draw patients fromthroughout the United States and many parts of the world. In 2007, non-U.S. residents accounted for approximatelyone percent of the Hospital’s discharges.Research and EducationThe Cleveland Clinic is committed to research and education to fulfill part of its fundamental mission, andto maintain its position at the forefront of scientific and medical advances. The Cleveland Clinic’s research andeducation activities include conducting basic research activities through the Lerner Research Institute (“LRI”),clinical research activities through clinical departments and LRI, and medical education through the ClevelandClinic Educational Foundation, an Ohio nonprofit corporation and a Tax-Exempt Organization (the “EducationalFoundation”).The Lerner Research Institute. The LRI, located on the Cleveland Clinic’s main campus, is home to theCleveland Clinic’s basic research departments. The LRI has nearly 200 faculty-level scientists, organized indepartments for research in the areas of biomedical engineering, cancer biology, cell biology, genomic medicine,quantitative health sciences, stem cell biology and regenerative medicine, pathobiology, molecular genetics andvirology, molecular cardiology, immunology, ophthalmology and neurosciences. Altogether, nearly 1,500 scientistsand support personnel work at the LRI. The LRI is a growing institution and the number of investigators has risenevery year. The LRI is committed to academic excellence, and a majority of LRI faculty also has appointments atone or more of CWRU, Cleveland State University and Kent State University. Approximately 175 graduatestudents are currently conducting their thesis research at the LRI. The LRI is committed to training the nextgeneration of biomedical researchers. The LRI has 270 Postdoctoral Research Fellows. The LRI also offers its ownMolecular Medicine PhD program. Researchers are active participants in the College of Medicine.Clinical Research. In addition to basic pre-clinical research, the Cleveland Clinic conducts many clinicaltrials of new pharmaceutical agents and medical devices. Under the direction of the Vice-Chairman of Research –LRI, the goals are to ensure institutional policies and procedures that will support responsible conduct of clinicalresearch; develop and manage a centralized infrastructure for clinical research; provide support and education forclinical investigators; and facilitate development of translational research. The Vice-Chairman of Research – LRIworks closely with the Staff of the Education Institute and the Educational Foundation to provide educationalprograms related to clinical research. LRI promotes and coordinates translational research programs and, withclinical departments throughout the Cleveland Clinic, supports and facilitates patient-based research programs.The Cleveland Clinic funds the annual cost of research from external sources, such as federal grants andcontracts and contributions restricted for research, and internal sources such as contributions, endowment earningsand revenue from operations.A-13
- Page 33 and 34: fiscal year’s budget that are in
- Page 35 and 36: Federal Regulatory and Contractual
- Page 37 and 38: Stark-type statutes have fewer exce
- Page 39 and 40: party or for any services rendered
- Page 41 and 42: typically in a position to refer pa
- Page 43 and 44: OhioOhio Certificate of Need Progra
- Page 45 and 46: performance demonstration programs
- Page 47 and 48: manifest injustice would otherwise
- Page 49 and 50: and properties owned or operated by
- Page 51 and 52: plan of reorganization, with one ex
- Page 53 and 54: percentage may be composed wholly o
- Page 55 and 56: The Internal Revenue Service Form 9
- Page 57 and 58: Charity Care, Underinsured and Unin
- Page 59 and 60: • Proposals to eliminate the tax-
- Page 61 and 62: acting in the capacity of underwrit
- Page 63 and 64: Frederick R. Nance, Regional Managi
- Page 65 and 66: FINANCIAL POSITION — D. BALANCE S
- Page 67 and 68: The CommissionBecause the Series 20
- Page 69 and 70: APPENDIX ACLEVELAND CLINIC HEALTH S
- Page 71 and 72: TABLE OF CONTENTSPageINTRODUCTION .
- Page 73 and 74: This Appendix to the Offering Circu
- Page 75 and 76: A. ORIGINS AND FUNDAMENTAL MISSIONT
- Page 77 and 78: C. GOVERNANCE OF THE CLEVELAND CLIN
- Page 79 and 80: Voting Members of theBoard of Trust
- Page 81 and 82: Voting Members of theBoard of Trust
- Page 83: Principal Operating Officers. The d
- Page 87 and 88: The main campus also includes a com
- Page 89 and 90: GovernanceThe Cleveland Clinic is t
- Page 91 and 92: E. UTILIZATIONThe following tables
- Page 93 and 94: Statistical Information. The follow
- Page 95 and 96: I. COLLABORATIVE PROGRAMSIn additio
- Page 97 and 98: Clinic’s charity care policy, see
- Page 99 and 100: statements filed with Digital Assur
- Page 101 and 102: CLEVELAND CLINIC HEALTH SYSTEMConso
- Page 103 and 104: OBLIGATED GROUPConsolidated Stateme
- Page 105 and 106: PART IV.MANAGEMENT’S DISCUSSION A
- Page 107 and 108: increase in minor equipment purchas
- Page 109 and 110: The following table sets forth the
- Page 111 and 112: pension plans’ funded status in t
- Page 113 and 114: of funding to the pension plan offs
- Page 115 and 116: portfolio. Offsetting the decrease
- Page 117 and 118: • Clinic Care, Inc. (“Clinic Ca
- Page 119 and 120: APPENDIX BCERTAIN FINANCIAL STATEME
- Page 121 and 122: A UDITED C ONSOLIDATED F INANCIAL S
- Page 123 and 124: • Ernst & Young LLPSuite 1300925
- Page 125 and 126: Liabilities and net assetsCurrent l
- Page 127 and 128: Changes in Net AssetsNet AssetsTemp
- Page 129 and 130: Cleveland Clinic Health SystemNotes
- Page 131 and 132: Cleveland Clinic Health SystemNotes
- Page 133 and 134: Cleveland Clinic Health SystemNotes
Dempsey L.L.P.; Associate, Squire, Sanders & Dempsey L.L.P., 1978-1987. Professional Affiliations:Ohio State Bar Association; American Bar Association; <strong>Cleveland</strong> Bar Association; American Medical<strong>Group</strong> Association, Attorneys Council, President 2005-2006; American <strong>Health</strong> Lawyers Association;American Society of Corporate Secretaries; Association of Corporate Counsel; Greater <strong>Cleveland</strong>International Lawyers <strong>Group</strong>; Greater <strong>Cleveland</strong> General Counsel, Association, Director; AmericanArbitration Association, Commercial Advisory Council; United States Council for International Business;Canada-United States Law Institute; BIAC Task Force on <strong>Health</strong> Care Policy; Law-Medicine Center –Case Western Reserve University, Advisory Committee. Certification: Member of the Ohio Bar; Districtof Columbia (inactive). Education: J.D. (Magna Cum Laude), Georgetown University Law Center, 1978,Law and Policy in International Business; B.A. (Summa Cum Laude), Economics and Political Science,University of Toledo, 1975. Community: The Diversity Center of Northeast Ohio, Trustee; Leadership<strong>Cleveland</strong>; Boy Scouts of America, N.E. Ohio, Trustee.A. THE CLEVELAND CLINICPART II.THE OBLIGATED GROUPThe <strong>Cleveland</strong> <strong>Clinic</strong> was incorporated in 1921 as an Ohio nonprofit corporation. It is a Tax-ExemptOrganization. In accordance with the fundamental aim of the founders (better care for the sick; investigation of theirproblems; and further education of those who serve), the founders planned a multi-disciplinary medical practice, anew concept at that time, and allocated separate portions of the <strong>Cleveland</strong> <strong>Clinic</strong>’s resources to research, educationand medical care. To this day, the <strong>Cleveland</strong> <strong>Clinic</strong> consists of three functional areas: clinical care (the “<strong>Clinic</strong>”),hospital care (the “Hospital”) and medical research and education.The <strong>Clinic</strong>In January 2008, the <strong>Clinic</strong>’s historic division-based system of professional departments within the <strong>Clinic</strong>was restructured to create patient-oriented Institutes, which are structured on the basis of organ system, diseasesystem, co-location and leadership. The 28 Institutes are: Anesthesiology, <strong>Cleveland</strong> <strong>Clinic</strong> Lorain, Cole Eye,Dermatology and Plastic Surgery, Digestive Disease, Education, Emergency Services, Endocrinology andMetabolism, Glickman Urological and Kidney, Head and Neck, Heart and Vascular, Imaging, Lerner Research,Medicine, Neurological, Nursing, Obstetrics/Gynecology, Orthopaedic and Rheumatology, Pathology andLaboratory Medicine, Pediatrics, Pharmacy, Quality and Patient Safety, Regional Operations, Rehabilitation,Respiratory, Surgery, Taussig Cancer and Wellness. The reorganization into Institutes facilitates a multidisciplinaryapproach, and is designed to reduce duplication and enhance convenience, exchange of knowledge, researchcollaboration, and educational collaboration.<strong>Clinic</strong>al Services. The <strong>Clinic</strong> provides a full range of outpatient care and physician services andcoordinates access of primary care patients to specialty care available at the <strong>Cleveland</strong> <strong>Clinic</strong>’s main campushospital facilities and the Ohio Regional Hospitals. That range of services and greater accessibility to world-classcare, if needed, have enabled the <strong>Cleveland</strong> <strong>Clinic</strong> to maintain strong rates of growth in outpatient volumes at itsmain campus, Family <strong>Health</strong> Centers and other regional <strong>Clinic</strong> facilities. Outpatient visits totaled 3,233,482 in2007, an increase of 162,723 visits (5.3%) over 2006, and an increase of 342,336 visits (11.8%) over 2005.Regional Medical Practice. The <strong>Cleveland</strong> <strong>Clinic</strong> operates 16 Family <strong>Health</strong> Centers throughoutnortheast Ohio, two of which are dedicated specifically to rehabilitation of sports-related injuries, one located inWilloughby Hills, Ohio and the other in the Jewish Community Center in Beachwood, Ohio. Each Family <strong>Health</strong>Center provides primary care and certain specialty services. A broad range of outpatient diagnostic, clinical,surgical and therapeutic services are provided. See the map entitled “<strong>Cleveland</strong> <strong>Clinic</strong> <strong>Health</strong> <strong>System</strong> – NortheastOhio Service Area and Facilities” in “Part I. THE CLEVELAND CLINIC HEALTH SYSTEM - B.ESTABLISHMENT AND GROWTH OF THE CLEVELAND CLINIC HEALTH SYSTEM” for the Family <strong>Health</strong>Center locations.A-12