JOHN MUIR HEALTH AND SUBSIDIARIES Consolidated Financial Statements December 31, 2015 and 2014 (With Independent Auditors’ Report Thereon) JOHN MUIR HEALTH AND SUBSIDIARIES Table of Contents Page(s) Independent Auditors’ Report 1–2 Consolidated Financial Statements: Balance Sheets 3–4 Statements of Operations and Changes in Net Assets 5–6 Statements of Cash Flows Notes to Consolidated Financial Statements 7 8–36 Additional Consolidating Schedules Consolidating Schedule – Balance Sheet Information 37–38 Consolidating Schedule – Operations and Changes in Net Assets Information 39–41 KPMG LLP Suite 1400 55 Second Street San Francisco, CA 94105 Independent Auditors’ Report The Board of Directors John Muir Health and Subsidiaries: We have audited the accompanying consolidated financial statements of John Muir Health and its subsidiaries, which comprise the consolidated balance sheets as of December 31, 2015 and 2014, and the related consolidated statements of operations and changes in net assets, and cash flows for the years then ended, and the related notes to the consolidated financial statements. Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with U.S. generally accepted accounting principles; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of John Muir Health and its subsidiaries as of December 31, 2015 and 2014, and the results of their operations and their cash flows for the years then ended, in accordance with U.S. generally accepted accounting principles. KPMG LLP is a Delaware limited liability partnership, the U.S. member firm of KPMG International Cooperative (“KPMG International”), a Swiss entity. Other Matters Our audits were conducted for the purpose of forming an opinion on the consolidated financial statements as a whole. The additional consolidating schedules listed in the table of contents are presented for purposes of additional analysis and are not a required part of the consolidated financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the consolidated financial statements. The information has been subjected to the auditing procedures applied in the audit of the consolidated financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the consolidated financial statements or to the consolidated financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the information is fairly stated in all material respects in relation to the consolidated financial statements as a whole. San Francisco, California April 29, 2016 2 JOHN MUIR HEALTH AND SUBSIDIARIES Consolidated Balance Sheets December 31, 2015 and 2014 (In thousands) Assets 2015 Current assets: Cash and cash equivalents Receivables for patient services – less allowance for uncollectible accounts of $47,486 and $51,989 for 2015 and 2014, respectively Receivables from government agencies Other receivables Supply inventories Assets limited as to use Prepaid expenses and deposits $ Total current assets Assets limited as to use: Board-designated assets For workers’ compensation benefits Investments related to restricted net assets Pledges receivable Total assets limited as to use – net of current portion Property and equipment – net Other assets: Real estate held for future use – at cost Intangible assets and deferred financing costs – net Ownership interests in health-related ventures Other Total other assets Total assets $ 3 2014 114,348 67,493 217,076 — 34,798 8,016 2,353 21,457 243,799 8,482 44,849 8,064 6,569 25,873 398,048 405,129 1,038,210 — 21,544 4,369 976,542 34,953 18,810 3,081 1,064,123 1,033,386 1,014,860 1,028,075 5,903 4,758 127,821 26,778 5,903 5,516 126,659 28,882 165,260 166,960 2,642,291 2,633,550 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Consolidated Balance Sheets December 31, 2015 and 2014 (In thousands) Liabilities and Net Assets Current liabilities: Current maturities of long-term debt Current maturities of financing obligation Accounts payable Payables to government agencies Accrued liabilities: Payroll and payroll taxes Vacation and other compensation Employee medical benefit claims and workers’ compensation benefits Interest Other $ Total current liabilities Long-term debt – less current maturities Other long-term liabilities: Workers’ compensation benefits Professional and general liability Pension benefits Postretirement medical benefits Financing obligation – less current maturities Asset retirement obligations Other Total other long-term liabilities Total liabilities Net assets: Unrestricted Temporarily restricted Permanently restricted Total net assets – attributable to John Muir Health Unrestricted – attributable to noncontrolling interest Total net assets Total liabilities and net assets $ See accompanying notes to consolidated financial statements. 4 2015 2014 11,446 800 103,530 857 27,548 725 123,215 14,116 38,305 36,712 40,988 35,009 15,680 6,703 15,929 16,328 6,916 8,974 229,962 273,819 577,842 588,216 59,473 6,581 99,638 56,395 42,249 15,397 26,423 60,288 7,324 71,132 53,552 43,279 14,949 28,118 306,156 278,642 1,113,960 1,140,677 1,500,319 17,887 8,026 1,468,918 15,445 6,446 1,526,232 1,490,809 2,099 2,064 1,528,331 1,492,873 2,642,291 2,633,550 JOHN MUIR HEALTH AND SUBSIDIARIES Consolidated Statements of Operations and Changes in Net Assets Years ended December 31, 2015 and 2014 (In thousands) 2015 Operating revenue: Net patient service revenue (net of contractual allowances and discounts) Provision for uncollectible accounts $ 2014 1,457,083 (47,693) 1,314,432 (44,764) 1,409,390 1,269,668 104,151 45,301 106,947 47,207 8,845 66,760 1,567,687 1,490,582 603,397 156,650 140,226 156,866 234,782 5,520 33,253 82,148 21,421 58,123 562,286 163,405 116,936 140,765 248,462 6,669 29,638 75,416 22,723 56,596 1,492,386 1,422,896 Excess of revenue over expenses 75,301 67,686 Less excess of revenue over expenses – attributable to noncontrolling interest 1,120 798 74,181 66,888 Net patient service revenue less provision for uncollectible accounts Premium revenue Other operating revenue Net investment income – including realized gains and losses on investments Total operating revenue Operating expenses: Salaries and wages Employee benefits Medical fees Supplies Purchased services Insurance Utilities and rent Depreciation and amortization Interest – net Other Total operating expenses Excess of revenue over expenses – attributable to John Muir Health 5 $ (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Consolidated Statements of Operations and Changes in Net Assets Years ended December 31, 2015 and 2014 (In thousands) Unrestricted Net assets – December 31, 2013 $ Excess of revenue over expenses Change in unamortized loss and prior service costs related to pension and postretirement benefit plans Net change in unrealized gains and losses on investments Restricted contributions and investment income Loss from discontinued operations – Muir Lab Distributions Net assets released from restrictions: To other operating revenue for operating expenditures For the purchase of property and equipment Other Increase in net assets Net assets – December 31, 2014 Excess of revenue over expenses Change in unamortized loss and prior service costs related to pension and postretirement benefit plans Net change in unrealized gains and losses on investments Restricted contributions and investment income Distributions Net assets released from restrictions: To other operating revenue for operating expenditures For the purchase of property and equipment Other Increase in net assets Net assets – December 31, 2015 $ John Muir Health Temporarily Permanently restricted restricted Total Noncontrolling interest unrestricted Total 1,463,678 13,673 4,768 1,482,119 1,574 1,483,693 66,888 — — 66,888 798 67,686 (41,318) — — (41,318) — (41,318) (20,850) 177 — (20,673) — (20,673) — 6,537 1,678 8,215 — 8,215 (3,982) — — — — — (3,982) — — (308) (3,982) (308) — (834) — (834) — (834) 4,108 394 (4,108) — — — — 394 — — — 394 5,240 1,772 1,678 8,690 490 9,180 1,468,918 15,445 6,446 1,490,809 2,064 1,492,873 74,181 — — 74,181 1,120 75,301 (25,185) — — (25,185) — (25,185) (23,175) (691) — (23,866) — (23,866) — — 10,053 — 1,580 — 11,633 — — (1,085) 11,633 (1,085) — (3,016) — (3,016) — (3,016) 3,886 1,694 (3,886) (18) — — — 1,676 — — — 1,676 31,401 2,442 1,580 35,423 35 35,458 1,500,319 17,887 8,026 1,526,232 2,099 1,528,331 See accompanying notes to consolidated financial statements. 6 JOHN MUIR HEALTH AND SUBSIDIARIES Consolidated Statements of Cash Flows Years ended December 31, 2015 and 2014 (In thousands) 2015 Cash flows from operating activities: Increase in net assets Adjustments to reconcile increase in net assets to net cash provided by operating activities: Realized and net change in unrealized gains and losses on investments Restricted contributions and investment income received Change in unamortized net loss and prior service costs related to pension and postretirement benefit plans Provision for uncollectible accounts Loss on disposal of property and equipment Depreciation and amortization Equity in earnings of health-related ventures Amortization of premium on bond issuances – net Changes in assets and liabilities: Receivables for patient services Other receivables and other assets Supply inventories, prepaid expenses, and deposits Accounts payable Receivables from and payables to government agencies Accrued liabilities Other liabilities $ Net cash provided by operating activities Cash flows from investing activities: Purchases of investments Proceeds from sales of investments Purchases of property and equipment including construction in progress Proceeds from sales of property and equipment Investment in health-related ventures Distributions from health-related ventures Net cash used in investing activities Cash flows from financing activities: Proceeds from issuance of long-term debt Repayment of long-term debt Proceeds received from restricted contributions and restricted investment income Additions to intangibles and deferred financing costs Payment of principal portion related to financing obligation Proceeds from tenant improvement allowance related to the financing obligation Net cash used in financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents – beginning of year 2014 35,458 9,180 26,191 (11,633) (33,165) (8,215) 25,185 47,693 46 82,148 (2,399) (205) 41,318 44,764 89 75,416 (9,803) (122) (20,970) 12,212 4,464 (18,430) (4,777) 5,114 2,681 (67,412) (19,794) (8,265) 33,290 1,469 (1,649) 1,387 182,778 58,488 (376,606) 325,182 (68,857) 74 (3,250) 4,487 (288,578) 232,586 (90,001) 21 (10,833) — (118,970) (156,805) 214 (27,488) 11,633 (587) (725) — 17 (15,222) 8,215 (390) (651) 2,791 (16,953) (5,240) 46,855 (103,557) 67,493 171,050 Cash and cash equivalents – end of year $ 114,348 67,493 Supplemental disclosure of cash flow information – interest paid – net of capitalized interest $ 21,640 23,089 Supplemental disclosures of noncash investing activities: Decrease in accrued purchases of property and equipment Acquisition property and equipment through capital lease $ (1,255) 1,003 (7,005) — See accompanying notes to consolidated financial statements. 7 JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 (1) Organization John Muir Health and subsidiaries (the Health System) is a healthcare delivery system in Contra Costa County, California. The Health System includes John Muir Health (the Corporation), various California nonprofit public benefit corporations for which the Corporation is the sole corporate sponsor and certain joint ventures in which the Corporation participates. The Corporation is a California nonprofit public benefit corporation, exempt from federal and state income taxes. The Corporation includes the following activities: John Muir Medical Center – Walnut Creek and Concord Campuses – John Muir Medical Center – Walnut Creek (JMMC – Walnut Creek) is a 554 licensed-bed general acute care facility located in Walnut Creek, California. John Muir Medical Center – Concord (JMMC – Concord) is a 245 licensed-bed general acute care facility located in Concord, California. JMMC – Walnut Creek and JMMC – Concord provide a comprehensive array of inpatient and outpatient healthcare services. The Corporation constitutes an Obligated Group used to access capital markets. The Obligated Group is liable for the long-term debt outstanding under the Obligated Group’s Master Trust Indenture. The Corporation is the sole corporate member of several California nonprofit public benefit corporations and participates in joint ventures, all of which provide certain types of healthcare services. The following is a brief description of Corporation’s subsidiaries and other activities through which it provides healthcare services outside the Obligated Group: John Muir Physician Network – The John Muir Physician Network (the Physician Network) is a nonprofit public benefit corporation that provides healthcare, charitable, research, and educational services to its community. The Physician Network coordinates and integrates the provision of hospital, physician, and ancillary healthcare services to enrollees of certain health maintenance organizations (HMOs). The Physician Network has entered into long-term contracts with a primary care medical group (the Group) and a physician independent practice association (IPA) to provide physician services. Costs incurred under these long-term contracts are included in medical fees for the Group and purchased services for the IPA in the consolidated statements of operations and changes in net assets. The Group’s physicians provide primary care services at the clinics and urgent care centers owned by the Physician Network and certain hospitalist services at both JMMC – Walnut Creek and JMMC – Concord. The fee-for-service revenue of these practices is reflected as revenue of the Physician Network under the terms of the professional services agreement between the Physician Network and the Group and is included in net patient revenue in the accompanying consolidated statements of operations and changes in net assets. The current professional services agreement between the Physician Network and the Group continues through 2026. Certain primary care and specialty services for managed care enrollees are provided by the IPA. The Physician Network provides management services to the IPA. Revenue for providing these management services is reported as other operating revenue in the consolidated statements of operations and changes in net assets. The current agreement between the Physician Network and the IPA continues until June 30, 2017. 8 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 John Muir Behavioral Health – The Corporation is the sole corporate member of John Muir Behavioral Health (the Behavioral Health Center), which is a nonprofit public benefit corporation that owns and operates a freestanding acute care psychiatric facility and residential care facility. Other Activities – The Corporation is the sole corporate member of John Muir Health Foundation (the Foundation), which raises funds and otherwise supports programs and activities of the Corporation. The Corporation is also the sole corporate member of the Community Health Fund (CHF). CHF receives a minimum of $1 million annually from the Corporation that is used to make grants to local agencies to further the health of the community. The Corporation holds, directly or indirectly, an ownership interest in a number of partnerships and limited liability companies that provide outpatient surgery, imaging, and occupational health services as either a majority or minority owner. The Corporation holds a 49% ownership interest in San Ramon Regional Medical Center, which provides a comprehensive array of inpatient and outpatient healthcare services and is further disclosed in note 7. At December 31, 2015, approximately 19% of John Muir Health’s total labor force was covered under collective bargaining agreements. Of those collective bargaining agreements in effect on December 31, 2015, agreements covering approximately 8% of John Muir Health’s workforce were scheduled to expire within one year. (2) Summary of Significant Accounting Policies (a) Consolidation The accompanying consolidated financial statements include the accounts of the Health System. All significant intercompany transactions and balances have been eliminated in consolidation. (b) Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Key estimates include contractual allowances, allowances for uncollectible accounts, workers’ compensation benefits and professional liabilities, pension and postretirement benefit liabilities, and estimated third-party payor settlements. Actual results could differ materially from those estimates. (c) Cash and Cash Equivalents Cash and cash equivalents consist primarily of cash, time deposits, certificates of deposit, and government securities that when acquired had original or remaining maturities of three months or less. Financial instruments that potentially subject the Health System to concentrations of credit risk include cash, investments, and marketable securities. Generally, the Health System places its cash in banks that are federally insured in limited amounts. However, in the normal course of business, balances may exceed the Federal Deposit Insurance Corporation’s insurance. The balances in excess of insurance 9 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 limits at December 31, 2015 and 2014, including cash and cash equivalents classified within assets limited as to use and board-designated assets, were $134,588,000 and $89,918,000, respectively. (d) Receivables for Patient Services The Health System has agreements with third-party payors that provide for payments at amounts different from each hospital’s established rates. Patient accounts receivable are reported at the net realizable amount from patients, third-party payors, and others for services rendered. The Health System provides care to patients even though they may lack adequate insurance or may participate in programs with negotiated or regulated amounts. Accounts receivable are reduced by allowances for contractually obligated deductions and for uncollectible accounts. Allowances are calculated based on recent historical trends for every payor-source category. Management regularly reviews data about these major payor sources of revenue in evaluating the sufficiency of the allowance for uncollectible accounts. The difference between the standard rates and the amounts actually collected on patient accounts is charged off against these contractual allowances and allowances for uncollectible accounts. The allowance for uncollectible accounts decreased due to a decrease in self pay patients as a result of the Affordable Care Act. (e) Supply Inventories Supply inventories are stated at the lower of cost, determined on the first-in, first-out basis, or market value. (f) Assets Limited as to Use The Health System’s board of directors has a policy of funding depreciation, to the extent that funds are available, to be used for future replacement of property and equipment. These assets, along with assets set aside for payment of certain employee benefits, restricted donations, and restricted contribution receivable are classified as assets limited as to use. Assets designated by the board of directors remain discretionary and may subsequently be used for other purposes. Amounts required to meet current liabilities of the Health System have been recorded as current assets in the accompanying consolidated balance sheets at December 31, 2015 and 2014. (g) Investments Investments in equity securities with readily determinable fair values and all investments in debt securities, designated as available for sale, are measured at fair value and classified as assets limited as to use. Investment income or loss (including realized gains and losses on investments, interest, and dividends) is included in excess of revenue over expenses unless the income or loss is restricted by donor or law. Unrealized gains and losses on investments in marketable equity and debt securities are excluded from excess of revenue over expenses, but are included in the determination of changes in net assets. 10 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 The Health System periodically evaluates investments in equity and debt securities to determine whether declines in fair value below amortized cost are other-than-temporary. New information and the passage of time can change those judgments. The Health System revises impairment judgments when new information becomes known. If any of these investments experience a decline in value that is determined to be other-than-temporary, based on analysis of relevant factors, the Health System records a realized loss in net investment income for unrestricted assets and in the appropriate net asset category for restricted assets in the consolidated statements of operations and changes in net assets. The Health System also invests in alternative investments through limited partnerships. Alternative investments comprise commingled funds, hedge funds, and private equity funds. The Health System receives a proportionate share of investment gains and losses of the partnerships. These alternative investment vehicles invest in domestic and foreign fixed-income and equity securities; venture capital; leveraged buyout; mezzanine debt; and distressed debt. The Health System accounts for its ownership interests in these alternative investments under the equity method, under which the value is based on the net asset value (NAV). NAV approximates fair value and is determined using investment valuation provided by the external managers and fund managers or the general managers. Realized and unrealized gains and losses on alternative investments are included in the excess of revenue over expenses. (h) Property and Equipment – Net Property and equipment acquisitions are recorded at cost, if purchased, and at fair market value at the date of donation, if donated. Depreciation is provided over the estimated useful life of each class of depreciable asset and is calculated using the straight-line method. The range of estimated useful lives by classification is as follows: Land improvements Buildings and building improvements Equipment Software 2–25 years 5–40 years 3–25 years 3–10 years Property and equipment under capital leases is amortized using the straight-line method over the shorter period of the lease term or the estimated useful life of the asset. The Health System reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. An impairment loss is recognized when the sum of the undiscounted future net cash flows expected to result from the use of the asset and its eventual disposal is less than its carrying amount. In addition to consideration of impairment due to events or changes in circumstances described above, management regularly evaluates the remaining useful lives of its long-lived assets. If estimates are revised, the carrying value of affected assets is depreciated or amortized over the remaining lives. No impairment losses have been identified as a result of these reviews for the years ended December 31, 2015 and 2014. 11 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 (i) Capitalized Interest Interest expense incurred during construction of long-lived assets is capitalized as a component of the cost of acquiring those assets. Interest components include the following (in thousands): 2015 Total interest expense Capitalized interest expense Interest expense – net (j) 2014 $ 21,801 (380) 22,723 — $ 21,421 22,723 Fair Value of Financial Instruments The carrying amounts reported in the consolidated balance sheets for cash and cash equivalents, receivables for patient services, accounts payable, accrued liabilities, amounts receivable from and payable to governmental agencies, and asset retirement obligations approximate fair value. (k) Temporarily and Permanently Restricted Net Assets Temporarily restricted net assets are those whose use by the Health System has been limited by donors to a specific time period and/or purpose. Permanently restricted net assets have been restricted by donors to be maintained by the Health System in perpetuity. Temporarily restricted net assets as of December 31, 2015 and 2014 are composed primarily of the value of charitable trusts for which the Foundation has been named remainder man, and other contributions restricted by donor stipulation for equipment acquisitions and programs. Permanently restricted net assets as of December 31, 2015 and 2014 are composed of endowments. (l) Ownership Interest in Other Entities When the ownership interest in other entities is more than 50% or the Health System has the ability to control the investee, the activities are consolidated and the portion of the excess of revenue over expenses attributable to a noncontrolling interest is recorded as a separate component within the consolidated statements of operations and changes in net assets. When the Health System has the ability to exercise significant influence over operating and financing policies of the investee, or when ownership interest is at least 20% but no more than 50%, it is accounted for under the equity method. The proportionate share of equity in net income of these unconsolidated affiliates is reported in other operating revenue in the consolidated statements of operations and changes in net assets. Activities, other than alternative investments, with less than 20% ownership are carried at cost. (m) Medical Benefits The Health System is self-insured for its employee medical benefits. An actuarially determined liability for payment of incurred and unpaid claims is included in accrued liabilities – employee medical benefit claims and workers’ compensation benefits. 12 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 (n) Workers’ Compensation John Muir Health is designated by the State of California as a self-insured workers’ compensation employer. An excess workers’ compensation insurance policy has been maintained with a self-insured retention of $1,000,000 since September 2013 with other retention levels in earlier years. The excess workers’ compensation insurance provides statutory limits and a $2,000,000 limit for employer liability above the applicable self-insured retention. As of December 31, 2015 and 2014, $5,320,000 and $5,484,000, respectively, has been accrued and is classified as a component of accrued liabilities – employee medical benefit claims and workers’ compensation. As of December 31, 2015 and 2014, $59,473,000 and $60,288,000, respectively, has been accrued and is classified as other long-term liabilities – workers’ compensation benefits. As of December 31, 2015 and 2014, related to the gross workers’ compensation liability balances noted above the Health System has recorded insurance recoverables of $16,265,000 and $19,186,000, respectively, which are classified as components of other assets. (o) Professional Liability and General Liability John Muir Health maintains coverage for professional liability and general liability exposures. This coverage is provided under one contract with the coverage for professional liability written on a claims-made basis and general liability written on an occurrence basis. John Muir Health was responsible for a maximum deductible of $5,000 indemnity payment per claim until July 1, 2008, $25,000 indemnity and expense per claim thereafter, and any legal liability in excess of the $40,000,000 coverage contract limits through June 2013 and in excess of the $50,000,000 coverage contract limits effective July 2013. The claims-made coverage contract requires claims to occur and be reported within the applicable retroactive and contract period dates. If the claims-made coverage contract is not renewed or replaced with equivalent coverage or insurance, claims that occur during its term and are reported after it has termed will become self-insured losses. As of December 31, 2015 and 2014, actuarial estimates of self-insured losses of $6,273,000 and $7,014,000, respectively, for current and prior insurance policies and coverage contracts have been accrued, in addition to a deductible of $308,000 and $310,000, respectively, and are classified as components of other long-term liabilities – professional and general liability. As of December 31, 2015 and 2014, related to the gross professional and general liability balance noted above the Health System has recorded insurance recoverables of $2,193,000 and $2,368,000, respectively, which are classified as components of other assets. 13 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 (p) Net Patient Service Revenue The composition of consolidated net patient service revenue by major payor group is as follows: 2015 Contracted rate payors Medicare Medi-Cal Commercial insurance, self-pay, and other payors Total 2014 57% 27 10 6 54% 29 6 11 100% 100% The Health System has agreements with third-party payors that provide for payment to the Health System using various methodologies. Payment arrangements include prospectively determined rates per discharge, per diem payments, discounted charges, and reimbursed costs. Net patient service revenue is reported at the estimated net realizable amounts from patients, third-party payors, and others for services rendered, including estimated settlements under agreements with third-party payors. Settlements with third-party payors are accrued on an estimated basis in the period-related services are rendered and adjusted in future periods as additional information is derived and final settlements are determined. Laws and regulations governing Medicare and Medicaid programs are extremely complex and subject to interpretation. As a result, there is at least a possibility that recorded estimates associated with the programs will change. For Medicare beneficiaries, JMMC – Walnut Creek and JMMC – Concord are paid a stipulated amount per discharge for each inpatient relative to their principal diagnosis. The Behavioral Health Center is paid for inpatient services on a blend of a stipulated amount per discharge for each inpatient relative to their principal diagnosis and a cost-based formula. Payments for all outpatient services are based on a stipulated amount per service. For Medi-Cal beneficiaries, JMMC – Walnut Creek and JMMC – Concord are paid based on the California Medical Assistance Corporation per diem. Outpatient services are paid based on a fee schedule. Contracted services are paid on a percentage of charge, per diem, or per discharge basis. For uninsured patients that do not qualify for charity care, the Health System recognizes revenue on the basis of its standard rates for services provided (or on the basis of discounted rates, if negotiated or provided by policy). On the basis of historical experience, a significant portion of the Health System’s uninsured patients will be unable or unwilling to pay for the services provided. Thus, the Health System records a significant provision for uncollectible accounts related to uninsured patients in the period the services are provided after consideration of the self-pay discount. Cost reports filed under the Medicare and Medi-Cal programs are subject to audit. The estimated amounts due to or from the Medicare and Medi-Cal programs are reviewed and adjusted periodically based on all relevant information as it becomes available. Differences between final settlements and 14 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 amounts accrued in previous years are reported as adjustments to the current year’s net revenue. In 2015 and 2014, net patient service revenue includes $11,271,000 and $13,096,000, respectively, related to the prior years’ cost reports. (q) Premium Revenue The Health System has capitated agreements with various managed care plans to provide physician services to both Commercial and Medicare risk enrollees. Under these agreements, the Health System receives monthly premiums based on the number of enrollees. Premium revenue is recognized in the month the enrollees are entitled to service. In 2015, two HMOs accounted for 39% and 20% of premium revenue. In 2014, two HMOs accounted for 34% and 23% of premium revenue. (r) Charity Care and Community Service Healthcare services are provided free of charge or at reduced rates to individuals who meet certain financial criteria. Because the Health System does not pursue collection of amounts determined to qualify as charity care, they are not reported as revenue. In order to qualify for this program, the individual is required to provide certain information to the organization; or the organization, using publicly available data, determines that an individual qualifies. To the extent that this information is not provided, the deduction is reflected as a component of the provision for uncollectible accounts. In 2015 and 2014, the cost of these services was $8,907,000 and $18,618,000, respectively, calculated using the cost-to-charge method. (s) Contributions Cash and other assets received from donations are reported at fair value at the date of their receipt. These donations are reported as either temporarily or permanently restricted net assets if they are received with donor stipulations that limit the use of the donated assets. When a donor restriction expires, that is, when a stipulated time restriction ends or the purpose restriction is accomplished, temporarily restricted net assets are reclassified as unrestricted net assets and reported in the consolidated statements of operations and change in net assets as net assets released from restrictions. Unconditional promises to give that are expected to be collected within one year are recorded at net realizable value. Unconditional promises to give that are expected to be collected in future years are recorded at the present value of their estimated future cash flows. The discounts on those amounts are computed using risk-free interest rates applicable to the years in which the payments are received. Amortization of the discounts is included as a component of temporarily restricted net assets if the promises to give have donor-imposed restrictions that have not yet been met or other operating revenue for unrestricted promises to give. Conditional promises to give are not recorded until the conditions are substantially met. (t) Income Taxes The Health System is a nonprofit public benefit corporation and has been recognized as exempt from federal income taxation pursuant to Section 501(c)(3) of the Internal Revenue Code as an organization described in Section 501(a)(1) of the Internal Revenue Code. However, the Health System is subject to income taxes on any net income that is derived from a trade or business and not in furtherance of the purposes for which it was granted exemption. No income tax provision has been recorded as the 15 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 net income, if any, from any unrelated trade or business, in the opinion of management, is not material to the financial statements taken as a whole. The Health System recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured using the largest amount that exceeds a 50% probability of being realized. Changes in recognition or measurement are reflected in the period in which the change in estimate occurs. (u) Excess of Revenue over Expenses The consolidated statements of operations and changes in net assets include excess of revenue over expenses. Changes in unrestricted net assets, which are excluded from excess of revenue over expenses, consistent with industry practice, include the change in unamortized loss and prior service costs related to pension and postretirement benefit plans, change in unrealized gains and losses on investments, restricted contributions and the investment income (loss), contributions of long-lived assets (including assets acquired using contributions, which by donor restriction were to be used for the purposes of acquiring such assets), and gain or loss from discontinued operations. Within the consolidated financial statements, management considers the excess of revenue over expenses to be the Health System’s performance indicator. (v) Reclassifications Certain reclassifications have been made in these financial statements to conform 2014 information to the 2015 presentation. (w) Recently Issued Accounting Standards During 2013, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2013-06, Not-for-Profit Entities (Topic 958) Services Received from Personnel of an Affiliate (a consensus of the FASB Emerging Issues Task Force). This guidance was adopted by the Health System in 2015, and the addition of this accounting standard did not have a significant effect on the consolidated financial statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). The ASU will replace most existing revenue recognition guidance in U.S. generally accepted accounting principles when it becomes effective. The new standard is effective for the Health System on January 1, 2018, as amended by ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606). Early application is permitted but not earlier than the original effective date of January 1, 2017. The standard permits the use of either the retrospective or cumulative effect transition method. Management is evaluating the effect that the standard will have on its financial statements and related disclosures. In April 2015, the FASB issued ASU No. 2015-03, Interest – Imputation of Interest (Subtopic 835-30). The amendments in this update require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The new standard is effective for the Health System on January 1, 2016. Early application is permitted. The standard requires the application of the retrospective transition 16 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 method. Management has evaluated this accounting standard and it is not expected to have a significant effect on the consolidated financial statements and related disclosures. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments – Overall (Subtopic 825-10). The standard requires entities to measure equity investments that are not accounted for under the equity method or do not result in consolidation to be recorded at fair value and recognize any changes in fair value to net income. Investments that qualify for a practicability exception would not require a change in accounting. The disclosure of fair value of investments held at amortized cost will no longer be required. The new standard is effective for the Health System on January 1, 2019. Early application is permitted but not earlier than January 1, 2018. The standard requires the use of the cumulative effect transition method, except for equity securities without readily determinable fair values, for which the standard requires the application of the prospective transition method. The impact of adoption will result in the change in fair value of available for sale equity securities being reflected in net income and a reduction in the fair value disclosures for certain securities carried at amortized cost. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), aimed at making leasing activities more transparent and comparable. The new standard requires substantially all leases, including operating leases, be recognized by lessees on their balance sheet as a right-of-use asset and corresponding lease liability. ASU No. 2016-02 is effective for annual periods beginning after December 15, 2018, and early adoption permitted. Management is evaluating the effect that the standard will have on its financial statements and related disclosures. (3) Assets Limited as to Use The composition of assets limited as to use as of December 31, 2015 and 2014 is as follows (in thousands): Cash and cash equivalents Government debt securities Equity securities Mutual funds Commingled funds Hedge funds Private equity Pledges receivable Interest receivable $ Total Current portion necessary to meet current obligations Total $ 17 2015 2014 25,494 — 339,904 386,620 146,600 100,151 62,647 4,369 691 27,502 33,963 340,398 326,637 159,496 94,511 53,682 3,081 685 1,066,476 1,039,955 (2,353) (6,569) 1,064,123 1,033,386 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 Net investment income for the years ended December 31, 2015 and 2014 comprises the following (in thousands): 2015 Interest income Dividends Net realized gains on sales of securities and other-than-temporary impairment Changes in fair value of alternative investments $ Total Less management fees Net investment income $ 2014 267 15,782 109 16,642 4,811 (7,136) 52,235 1,603 13,724 70,589 (4,879) (3,829) 8,845 66,760 The Health System held a total of 494 securities as of December 31, 2015. The Health System held 159 investments in a continuous loss position of less than one year with a fair market value of $263,216,000 and an unrealized loss position of $20,085,000 as of December 31, 2015. The Health System held five investments in a continuous loss position of more than one year with a fair market value of $132,604,000 and unrealized loss position of $27,433,000 as of December 31, 2015. The fair value of these investments has declined due to a number of reasons, including changes in interest rate, changes in economic conditions, and changes in market outlook, among others. The Health System recognized an other-than-temporary impairment loss of $42,707,000 in net investment income in 2015 related to 160 of its securities, which the Health System continued to hold as of December 31, 2015. The Health System has the intent and ability to hold the other securities in a continuous loss position until their values recover and believes the remaining unrealized losses to be temporary. The Health System held a total of 557 securities as of December 31, 2014. The Health System held 98 investments in a continuous loss position of less than one year with a fair market value of $169,110,000 and an unrealized loss position of $12,287,000 as of December 31, 2014. The Health System held one investment in a continuous loss position of more than one year with a fair market value of $7,427,000 and unrealized loss position of $3,530,000 as of December 31, 2014. The fair value of these investments has declined due to a number of reasons, including changes in interest rate, changes in economic conditions, and changes in market outlook, among others. The Health System recognized an other-than-temporary loss of $7,525,000 in net investment income in 2014 related to 95 of its securities, which the Health System continued to hold as of December 31, 2014. As of December 31, 2014, the Health System had the intent and ability to hold the other securities in a continuous loss position until their values recover and believed the remaining unrealized losses to be temporary. 18 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 (4) Fair Value of Financial Assets Assets recorded at fair value in the consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Investments measured and reported at fair value are classified in one of the following categories: Level 1 – Observable inputs such as quoted prices in active markets for identical assets or liabilities Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; these include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability Level 3 – Pricing inputs are generally unobservable for the asset or liability; these inputs reflect the reporting entity’s own assumptions about the assumptions that market participants would use in pricing the asset or liability In certain instances, fair value is estimated using quoted market prices obtained from external pricing services. In obtaining such data from the pricing services, the Health System has evaluated the methodologies used to develop the estimates of fair value in order to assess whether such valuations are representative of fair value. For alternative investments such as commingled funds, hedge funds, and private equity, the Heath System’s equity method accounting is based primarily on NAV as reported by the investment manager. The following is a description of the valuation methodologies and inputs used to measure fair value for major categories of investments. (a) Fixed Income Debt securities are generally valued using quoted prices of securities with similar characteristics. Fixed-income securities are generally classified in Level 2 of the fair value hierarchy. (b) Equity Securities Equities (including common and preferred shares, domestic listed and foreign listed, and mutual funds) are generally valued at the closing price reported on the major market on which the individual securities are traded at the measurement date. As all equity securities held by the Health System are publicly traded in active markets, the securities are classified within Level 1 of the fair value hierarchy. (c) Commingled Funds Commingled funds are accounted for under the equity method. These funds are generally classified within Level 2 of the fair value hierarchy. 19 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 (d) Hedge and Private Equity Funds The valuation of limited partnership interests in hedge and private equity funds may require significant management judgment. The NAV reported by the asset manager is adjusted when management determines that NAV is not representative of fair value. In making such an assessment, a variety of factors are reviewed by management, including, but not limited to, the timeliness of NAV as reported by the asset manager and changes in general economic and market conditions subsequent to the last NAV reported by the asset manager. Depending on availability of observable inputs, these investment funds are classified within either Level 2 or Level 3 of the fair value hierarchy. The following tables summarize fair value measurement by level at December 31, 2015 and 2014 for financial assets measured at fair value on a recurring basis and certain assets accounted for under the equity method (in thousands): Level 1 Assets: Cash and cash equivalents — — 139,842 72,653 61,397 62,136 91,095 3,479 16,368 20,486 — — — — — — — — — — — — — — 72,653 61,397 62,136 91,095 3,479 16,368 20,486 12,290 — — 12,290 339,904 — — 339,904 $ 386,620 — — — — 146,600 49,980 — — — 50,171 62,647 386,620 146,600 100,151 62,647 $ 866,366 196,580 112,818 1,175,764 Subtotal – equity securities Total Total 139,842 $ Equity securities: Information technology Healthcare Financial Consumer Energy Materials Industrials Telecommunications and utilities Mutual funds Commingled funds Hedge funds Private equity Fair values as of December 31, 2015 Level 2 Level 3 20 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 Level 1 Assets: Cash and cash equivalents Government debt securities $ Equity securities: Information technology Healthcare Financial Consumer Energy Materials Industrials Telecommunications and utilities Subtotal – equity securities Mutual funds Commingled funds Hedge funds Private equity Total $ Fair values as of December 31, 2014 Level 2 Level 3 Total 94,995 — — 33,963 — — 94,995 33,963 72,541 46,834 54,777 83,193 18,933 10,362 34,229 — — — — — — — — — — — — — — 72,541 46,834 54,777 83,193 18,933 10,362 34,229 19,529 — — 19,529 340,398 — — 340,398 326,637 — — — — 159,496 57,093 — — — 37,418 53,682 326,637 159,496 94,511 53,682 762,030 250,552 91,100 1,103,682 The following table presents a reconciliation of the beginning and ending balances of fair value measurements using significant unobservable inputs (Level 3) (in thousands): 2015 Balance at beginning of year Total net realized gains included in net investment income Total gains attributable to the change in unrealized gains or losses relating to assets still held at year end Purchases and settlements: Purchases Settlements $ Balance at end of year $ 2014 91,100 4,409 69,611 2,707 667 4,126 27,178 (10,536) 22,026 (7,370) 112,818 91,100 During the years ended December 31, 2015 and 2014, there were no significant transfers between assets with quoted prices in active markets for identical assets (Level 1) and assets with observable inputs other than quoted prices in active markets (Level 2). 21 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 The Health System’s alternative investments are accounted for under the equity method, whereby their value is based on NAV per share or its equivalent. The attributes relating to the nature and risk of such financial assets as of December 31, 2015 are as follows (in thousands): Fair value Level 2: Commingled funds (a) Multistrategy hedge funds (b) $ Total Level 2 Level 3: Multistrategy hedge funds (b) Private equity – buyout (c) Private equity – distressed debt (c) Private equity – fund of funds (c) Private equity – real estate (c) Total Level 3 Total $ Unfunded commitments 146,600 49,980 — — 196,580 — 50,171 16,413 1,141 35,615 9,478 — 10,145 498 18,431 3,828 112,818 32,902 309,398 32,902 (a) This class includes investments in commingled funds that invest primarily in U.S. companies experiencing significant corporate change. This class is redeemable monthly with a notice period of 10 days. (b) This class includes investments in hedge funds that pursue diversification of both domestic and foreign fixed-income and equity securities through multiple investment strategies. The primary objective for these funds is to maximize returns while limiting volatility by allocating capital to external portfolio managers for expertise in one or more investment strategies, which may include, but are not limited to long/short equity, credit driven, event driven, relative value, and global asset allocation. A redemption limitation has been imposed for investments representing approximately 6% of the value of this class and no redemptions are currently permitted (these funds have lock ups available for redemption in November 2016). The remaining 94% of the value of this class is available for redemption monthly, quarterly, or annually with notice periods of 30–90 days. (c) This class includes private equity funds that specialize in providing capital to a variety of investment groups, including but not limited to venture capital, leveraged buyout, mezzanine debt, and distressed debt. There is no provision for redemptions during the life of these funds. 22 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 (5) Concentration of Credit Risk The Health System grants credit without collateral to its patients, most of whom are local residents and are covered by governmental healthcare financing programs or insured under third-party payor agreements. The mix of receivables from patients and third-party payors as of December 31, 2015 and 2014 is as follows: 2015 Contracted rate payors Medicare Commercial insurance, self-pay, and other payors Medi-Cal Total (6) 2014 60% 26 8 6 58% 26 9 7 100% 100% Property and Equipment – Net Property and equipment as of December 31, 2015 and 2014 consist of the following amounts (in thousands): Land Land improvements Buildings and building improvements Equipment $ Total Accumulated depreciation Subtotal Construction in progress Property and equipment – net $ 2015 2014 41,738 75,472 936,882 697,819 41,738 75,472 916,032 646,528 1,751,911 1,679,770 (759,232) (682,351) 992,679 997,419 22,181 30,656 1,014,860 1,028,075 Depreciation expense of $81,700,000 and $75,122,000 for the years ended December 31, 2015 and 2014, respectively, has been recorded in depreciation and amortization expense in the accompanying consolidated statements of operations and changes in net assets. (7) Ownership Interests in Health-Related Ventures The Corporation has four ownership interests, as further described below, that are accounted for under the equity method and are classified in the accompanying balance sheet as ownership interests in health-related ventures: The Corporation and Tenet Healthcare Corporation (Tenet) participate in a joint venture to operate San Ramon Regional Medical Center (SRRMC) whereby the Corporation holds a 49% interest in SRRMC. 23 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 The Corporation and Tenet participate in a joint venture to develop and expand physician and outpatient services in the Tri-Valley area and nearby communities in Northern California (the Network Joint Venture). The Corporation’s ownership interest in the Network Joint Venture is 49%. The Corporation has committed to fund $20,000,000 for capital projects and operations relating to the Network Joint Venture over a five-year period through 2018. As of December 31, 2015, the Corporation’s unfunded commitment was $8,946,000. The Corporation and the University of California, on behalf of its San Francisco Campus (UCSF Medical Center), entered into a Limited Liability Company Agreement in March 2015 to work collaboratively to expand and integrate healthcare services in support of a Bay Area wide delivery network for health plans and employers (Bay Health). The Corporation and UCSF equally participate in the ownership and operation of Bay Health with individual membership interests of 50%. The Corporation has committed to fund $5,000,000 for capital projects and operations relating to Bay Health. As of December 31, 2015, the Corporation’s unfunded commitment was $4,000,000. On January 29, 2016, the Corporation invested an additional $4,000,000 in this entity. The Corporation and UCSF Medical Center have invested in a collaborative effort to form a regional healthcare network known as Bay Area Accountable Care Network (Bay Area Network). Establishing a Bay Area wide network will provide patients from throughout the Bay Area and Northern California with a competitively priced option to access, close to where they live or work, many of the most trusted and respected hospitals, health systems, and physician organizations. As of December 31, 2015, Bay Area Network is authorized to issue 10,000,000 common shares, of which 900,000 for total consideration of $4,500,000 are issued and outstanding, with the Corporation and UCSF having equal individual membership interests of 50%. The Corporation has committed to fund $15,000,000 for capital projects and operations relating to the Bay Area Network. As of December 31, 2015, the Corporation’s unfunded commitment was $12,750,000. On January 29, 2016, the Corporation invested an additional $1,500,000 in this entity. The following table summarizes the financial position and results of operations for significant health-related ventures discussed above as of and for the years ended December 31, 2015 and 2014: SRRMC Total assets Total liabilities Total members’ equity Total revenue, net Excess of revenue over expenses Investment at December 31 recorded in ownership interests in health-related ventures Earnings recorded in other operating revenue $ 2015 2014 147,879 20,923 126,956 158,971 20,135 139,036 20,232 118,804 155,460 21,044 121,732 116,269 9,866 10,467 For the remaining health-related ventures discussed above, the Corporation’s aggregate investment balances recorded in ownership interests in health-related ventures as of December 31, 2015 and 2014 are $6,089,000 24 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 and $10,390,000, respectively, and aggregate losses recorded in other operating revenue for the years ended December 31, 2015 and 2014 are $7,467,000 and $664,000, respectively. (8) Long-Term Debt Long-term debt as of December 31, 2015 and 2014 is summarized below (in thousands): 2015 Series 2005A California Statewide Communities Development Authority Refunding Revenue Bonds – net of unamortized premium of $165 Series 2006A California Statewide Communities Development Authority Revenue Bonds – net of unamortized premium of $1,795, payable from 2017 through 2036, with fixed interest rates ranging from 4.625% to 5.0% Series 2008A California Statewide Communities Development Authority Variable Rate Revenue Bonds, payable from 2026 through 2036, with interest at variable rates that ranged from 0.01% to 0.12% during 2015 Series 2008C California Statewide Communities Development Authority Variable Rate Revenue Bonds, payable in 2027 with interest at variable rates that ranged from 0.01% to 0.13% during 2015 Series 2009A California Statewide Communities Development Authority Revenue Bonds – net of unamortized discount of $1,127, payable through 2039, with fixed interest rates ranging from 3.375% to 5.125% Series 2012A and 2012B Tax-exempt California Statewide Communities Development Authority fixed rate bonds in private placement with JP Morgan Chase, payable through 2022 and from 2026 through 2036, respectively, with fixed interest rates of 2.01% and 2.02%, respectively Series 2013 Term Loan payable in amounts through 2023 with a fixed interest rate of 2.90% Other $ Total Current maturities Total $ 2014 — 16,550 201,795 201,923 50,600 50,600 44,500 44,500 92,438 94,525 78,175 82,050 117,941 3,839 120,690 4,926 589,288 615,764 (11,446) (27,548) 577,842 588,216 The bonds may be redeemable (some requiring a redemption premium) prior to the stated maturities. During 2015, the Health System fully redeemed, at par, the outstanding Series 2005A Series bonds. The Series 2008A and Series 2008C bond indentures allow bondholders to tender bonds to the Health System. The Health System maintains letters of credit to provide interim financing to the Health System if an event occurs that requires a liquidity draw. 25 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 The letter of credit supporting the Series 2008A bonds expires in July 2016. Amortization on outstanding draws under the letter of credit commences on the earlier of 367 days after the advance is made or the termination date of the letter of credit. Equal quarterly installments, along with accrued interest, are then due through two years after the advance, or when a substitute letter of credit or other liquidity facility is put in place, or if the bonds are converted. Additionally, amounts become due in the event of default. The 2008A bonds are classified as long-term because the terms of the Health System’s bond indenture would require draws under the letters of credit prior to its expiration if it is not renewed prior to July 2016. The letter of credit supporting the Series 2008C Bonds expires in July 2017. Amortization on outstanding draws under the letter of credit commences on the earlier of 367 days after the advance is made or the termination date of the letter of credit. Letter of credit draws are to be repaid in eight quarterly installments beginning 367 days after the credit draw. Additionally, amounts become due in the event of default. Scheduled principal repayments, including sinking fund requirements, on long-term debt are as follows (in thousands): 2016 2017 2018 2019 2020 Thereafter $ Total payments 11,446 14,210 13,938 14,099 12,874 522,053 588,620 Less original issue discount Plus original issue premium (1,127) 1,795 Total principal payable $ 589,288 Assuming a liquidity draw, scheduled principal repayments under letters of credit supporting the Series 2008A and Series 2008C bonds, as of December 31, 2015 are as follows: $6,325,000 in 2017, $30,863,000 in 2018, $41,225,000 in 2019, and $16,687,000 in 2020. The bonds are secured by the operating revenue of the Obligated Group members under the Master Trust Indenture of the Obligated Group. The Master Trust Indenture of the Obligated Group includes, among other things limitations on additional indebtedness, liens on property, restrictions on the disposition or transfer of assets, and the maintenance of certain cash balances, historical debt service coverage ratio, and other financial ratios. Management believes that the Health System is in compliance with the financial covenants contained in the Master Trust Indenture as of December 31, 2015. The Health System maintains a $50,000,000 line of credit with a bank that expires on May 27, 2016. There were no borrowings under the line of credit in 2015 and 2014. 26 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 (9) Retirement Plans Certain employees of the Health System are covered by a noncontributory defined-benefit pension plan. This plan covers substantially all eligible employees except those whose retirement benefits are provided under union sponsored plans. Benefits are based on years of service and the employee’s compensation. Contributions to the plans are based on actuarially determined amounts sufficient to meet the benefits to be paid to plan participants. In addition to providing retirement benefits, the Health System provides healthcare benefits for certain retired employees. Eligible employees who have 10 years of service and retire at age 55 or older qualify for these benefits. Contributions to the plans are based on actuarially determined amounts sufficient to meet the benefits to be paid to plan participants. The following table summarizes plan activities for the years ended December 31, 2015 and 2014 and the funded status recognized as a noncurrent liability in the consolidated balance sheets (in thousands): 2015 Pension benefits Change in benefit obligation: Benefit obligation – beginning of year Service cost Interest cost Amendments Actuarial loss (gain) Settlements Benefits and administrative expense paid $ Benefit obligation – end of year Change in plan assets: Fair value of plan assets – beginning of year Actual return on plan assets Employer contribution Settlements Benefits and administrative expense paid Fair value of plan assets – end of year Funded status Pension benefits Post retirement benefits 465,239 31,123 18,538 833 (6,241) — 53,552 2,403 2,058 — 1,208 — 434,305 26,872 19,966 843 39,926 (51,192) 47,039 2,094 2,146 — 4,873 — (35,105) (2,826) (5,481) (2,600) 474,387 56,395 465,239 53,552 394,107 (7,453) 23,200 — — — 2,826 — 398,019 19,761 33,000 (51,192) — — 2,600 — (35,105) (2,826) (5,481) (2,600) 374,749 $ 2014 Post retirement benefits (99,638) 27 — (56,395) 394,107 (71,132) — (53,552) (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 The accumulated benefit obligation for the defined-benefit pension plan was $457,901,000 and $448,245,000 as of December 31, 2015 and 2014, respectively. The following tables present the net loss and prior service costs recognized in unrestricted net assets for the Health System’s defined-benefit pension plan and postretirement benefit plan (in thousands): December 31, 2015 Post Pension retirement benefits benefits Net loss Prior service costs $ 106,764 4,056 8,141 672 December 31, 2014 Post Pension retirement benefits benefits Net loss Prior service costs $ 82,311 4,025 7,054 1,058 The following table presents the estimated net loss and estimated prior service costs of the Health System’s significant retirement-related benefit plans that will be amortized from unrestricted net assets into net periodic costs (income) and recorded in the consolidated statements of operations and changes in net assets in 2016 (in thousands): Pension benefits Net loss Prior service costs $ 28 5,617 818 Post retirement benefits 180 386 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 Weighted average assumptions used to determine net periodic benefit costs and benefit obligations as of and for the years ended December 31, 2015 and 2014 are as follows: 2015 Pension benefits Weighted average assumptions used to determine net periodic benefit costs for the year ended December 31: Discount rate Expected return of plan assets Rate of compensation increase Weighted average assumptions used to determine benefit obligations as of December 31: Discount rate Rate of compensation increase 2014 Post retirement benefits Post retirement benefits Pension benefits 4.10% 6.75 3.00 3.95% — — 4.90% 6.75 3.00 4.70% — — 4.45% 3.00 4.30% — 4.10% 3.00 3.95% — Postretirement medical benefits were measured assuming a 7.25% annual rate of increase in the per capita cost of covered healthcare benefits for the years ended December 31, 2015 and 2014. The rate was assumed to decrease each year to 4.75% for 2025 and remain at that level thereafter. The amounts recognized in the net periodic benefit costs included the following (in thousands): Pension benefits Components of net periodic benefit costs: Service cost Interest cost Expected return on plan assets Amortization of prior service cost Recognized net actuarial loss $ Net periodic benefit costs Settlements Total benefit cost $ 2015 Postretirement benefits Pension benefits 2014 Postretirement benefits 31,123 18,538 (26,404) 2,403 2,058 — 26,872 19,966 (26,292) 2,094 2,146 — 803 3,163 386 120 1,248 146 385 — 27,223 4,967 21,940 4,625 — — 9,074 — 27,223 4,967 31,014 4,625 29 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 One factor in determining pension expense is the assumption for the expected long-term rate of return on plan assets. Various factors are considered in the development of this assumption, including past market performance, the relationship between fixed maturity securities and equity securities, interest rates, and the asset allocation. For postretirement medical benefits, at December 31, 2015, the impact of a +1% and -1% change in assumed healthcare cost trend rates on the total service and interest cost components is $460,000 and $(383,000), respectively. Plan assets for the defined-benefit pension plan are allocated across a diversified mix of fixed maturity securities and equity securities in various sectors and levels of capitalization to maximize the long-term return for a prudent level of risk. As of the measurement date, the targeted and actual asset allocation by asset category is as follows: Target allocation Equity securities: Domestic equities International equities Fixed maturity securities Real estate Other Total Actual allocation 2015 2014 35% 17 27 3 18 36% 23 23 — 18 37% 23 22 — 18 100% 100% 100% The long-term rate of return is the product of the expected returns of the various assets classes at the target allocation noted above. The expected returns of the asset classes are based on historical experience with a margin for future expectations. 30 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 The fair values of the Health System’s pension plan assets at December 31, 2015 and 2014 by asset class are as follows (see note 4 for description of level classifications) (in thousands): 2015 Level 1 Cash and cash equivalents $ Equity securities: Information technology Healthcare Financial Consumer Energy Materials Industrials Telecommunications and utilities Subtotal – equity securities Mutual funds Commingled funds Hedge funds Private equity Total $ Level 2 Level 3 Total 5,759 — — 5,759 20,921 14,790 20,529 46,287 1,158 5,601 7,789 7,870 — — — — — — — — — — — — — — — — 20,921 14,790 20,529 46,287 1,158 5,601 7,789 7,870 124,945 — — 124,945 138,430 — — — — 39,933 33,254 — — — 15,085 17,343 138,430 39,933 48,339 17,343 269,134 73,187 32,428 374,749 2014 Level 1 Cash and cash equivalents $ Equity securities: Information technology Healthcare Financial Consumer Energy Materials Industrials Telecommunications and utilities Subtotal – equity securities Mutual funds Commingled funds Hedge funds Private equity Total $ Level 2 Level 3 Total 4,747 — — 4,747 26,787 11,396 17,645 46,219 7,579 4,015 14,275 7,952 — — — — — — — — — — — — — — — — 26,787 11,396 17,645 46,219 7,579 4,015 14,275 7,952 135,868 — — 135,868 140,349 — — — — 48,139 38,210 — — — 11,296 15,498 140,349 48,139 49,506 15,498 280,964 86,349 26,794 394,107 31 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 The following tables present a reconciliation of the beginning and ending balances of fair value measurements using significant unobservable inputs (Level 3) (in thousands): 2015 Hedge funds Private equity Total Balance at beginning of year Actual return on plan assets Purchases, sales, and settlements (net) $ 15,498 290 1,555 11,296 (236) 4,025 26,794 54 5,580 Balance at end of year $ 17,343 15,085 32,428 2014 Hedge funds Private equity Total Balance at beginning of year Actual return on plan assets Purchases, sales, and settlements (net) $ 11,384 1,156 2,958 9,402 1,894 — 20,786 3,050 2,958 Balance at end of year $ 15,498 11,296 26,794 The Health System’s policy is to recognize transfers into and transfers out of Level 3 as of the end of the year. During the years ended December 31, 2015 and 2014, there were no significant transfers to or from assets with significant unobservable inputs (Level 3). The funding strategy is to fund an amount at least equal to the minimum required funding as required by the Employee Retirement Income Security Act of 1974 with consideration of factors such as the minimum pensions liability requirement. Discretionary contributions may also be made. For the years ended December 31, 2015 and 2014, contributions totaling $23,200,000 and $33,000,000, respectively, were made to the pension plan. For the years ended December 31, 2015 and 2014, contributions totaling $2,826,000 and $2,600,000, respectively, were made to the postretirement benefits plan. The estimated future payments for pension benefits and postretirement benefits are as follows (in thousands): Pension benefits 2016 2017 2018 2019 2020 2021–2025 Total 32 Post retirement benefits $ 28,612 31,202 33,900 36,323 39,506 219,567 3,124 3,540 3,667 3,838 3,999 21,819 $ 389,110 39,987 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 In addition to the pension benefits discussed above, certain other retirement benefits exist. These amounts are included in the pension liability in the consolidated balance sheets as of December 31, 2015 and 2014. The Health System also makes contributions to the union pension plans of two employee groups at JMMC – Concord, which are defined-benefit pension multiemployer plans. The Health System’s participation in these plans for the year ended December 31, 2015 is outlined in the table below. The most recent Pension Protection Act zone status is based on information that the Health System received from the plan and is certified by each plan’s actuary. Among other factors, plans in the red zone are generally less than 65% funded, and plans in the green zone are at least 80% funded. The “FIP/RP Status Pending/Implemented” column indicates plans for which a financial improvement plan (FIP) or a rehabilitation plan (RP) is either pending or has been implemented. The last column lists the expiration dates of the collective bargaining agreements to which the plans are subject. There have been no significant changes that affect the comparability of 2015 and 2014 contributions and the Health System has not provided more than 5% of the total contributions for these plans: Pension fund S.E.I.U. National Industry IUOE Stationary Engineers Local 39 EIN/ pension plan number Pension protection act zone status As of January 1 2015 2014 FIP/RP status pending/ implemented Contributions (in thousands) 2016 (expected) 2015 2014 52-6148540/001 Red Red Implemented Not available 94-6118939/001 Green Green No Not available $ Surcharge imposed (during 2015) Collective bargaining agreement expiration date 2,760 1,886 Yes 4/15/2017 342 338 No 12/31/2017 The risk of participating in a multiemployer plan is different from single-employer plans in the following aspects: (a) assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers; (b) if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers; and (c) if the Health System chooses to stop participating in the multiemployer plan, the Health System may be required to pay the plan an amount based on the underfunded status of the plan, referred to as a withdrawal liability. A tax deferred annuity plan and defined-contribution retirement plan are also offered to certain employees. Employer contributions to these plans included in employee benefits expense during 2015 and 2014 were approximately $9,608,000 and $8,998,000, respectively. (10) Financing Obligation The Health System leases space in an office building which is used for medical and administrative offices. The Health System arranged for significant construction activities to prepare the building for its intended use. Based on relevant accounting guidance, the Health System is considered the accounting owner of the office building. Because this transaction does not qualify for sale-leaseback accounting, it is treated as a financing transaction. Accordingly, a financing obligation of $43,049,000 and $44,004,000 is recorded as of December 31, 2015 and 2014, respectively. The financing obligation associated with this transaction will not result in cash payments in excess of amounts paid under the related lease payments. 33 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 Future payments related to this financing obligation are as follows (in thousands): 2016 2017 2018 2019 2020 Thereafter Total payments $ 2,312 2,369 2,437 2,501 2,565 26,103 $ 38,287 (11) Lease Commitments The Health System leases certain office space and equipment under noncancelable operating leases expiring at various dates through 2038. In addition, the Health System subleases certain office space to subtenants under noncancelable operating leases expiring at various dates through 2022. Total rent expense, net of sublease income, was approximately $14,526,000 and $14,396,000 for the years ended December 31, 2015 and 2014, respectively. Net future minimum lease payments under operating leases as of December 31, 2015 are as follows (in thousands): Operating subleasing income Operating leases 2016 2017 2018 2019 2020 Thereafter Total Net operating lease payments $ 14,417 13,708 13,388 12,128 11,083 39,765 1,972 1,091 963 522 403 1,553 12,445 12,617 12,425 11,606 10,680 38,212 $ 104,489 6,504 97,985 (12) Functional Expenses Expenses related to providing general healthcare services to residents within the Health System’s geographic location are as follows (in thousands): 2015 2014 Healthcare services and programs General and administrative Fund-raising $ 1,367,235 124,643 508 1,291,567 130,883 446 Total $ 1,492,386 1,422,896 34 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 (13) Contingencies (a) Litigation The Health System is a defendant in various actions arising from its healthcare service and related activities. Management assesses the probable outcome of unresolved litigation and records contingent liabilities reflecting estimated liability exposure. (b) Laws and Regulations The healthcare industry is subject to numerous laws and regulations of federal, state, and local governments. These laws and regulations include, but are not necessarily limited to, matters such as licensure, accreditation, government healthcare program participation requirements, payments for patient services, and Medicare and Medicaid fraud and abuse. Violations of these laws and regulations could result in expulsion from government healthcare programs together with the imposition of significant fines and penalties, as well as significant repayments for patient services previously billed. Management believes that the Health System is in material compliance with fraud and abuse and other applicable government laws and regulations. Compliance with such laws and regulations can be subject to future government review and interpretation as well as regulatory actions unknown or unasserted at this time. The Health System periodically receives notices from governmental agencies, such as the Department of Justice or Office of Inspector General of the U.S. Department of Health and Human Services, requesting information regarding billing, payment, or other reimbursement matters. The healthcare industry in general is experiencing an increase in these activities as the federal government increases enforcement resources and institutes new programs designed to identify areas of potential reimbursement irregularities. Based on the information received to date from the government, the Health System does not presently have information indicating that these investigations or their resolution will have a material adverse effect on the Health System. Nevertheless, investigations of this type and scope could lead to civil and/or criminal charges and material penalties or settlements. Consequently, there can be no assurance that the resolution of these matters will not adversely affect the financial condition or operations of the Health System. (14) Provider Fee Program In September 2011, the State of California enacted legislation that provides supplemental Medi-Cal payments to certain hospitals, which is funded by a quality assurance fee paid by participating hospitals and matching federal funds (the Provider Fee Program). In October 2013, the Governor of California signed legislation extending a Provider Fee Program from January 2014 through December 2016 (with a framework to renew the program for at least three additional years beyond 2016). In December 2014, Centers for Medicare and Medicaid Services approved the fee-for-service portion of the program for the 2014–2016 period. 35 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2015 and 2014 Under the 2014–2016 Provider Fee Program, quality assurance fees assessed to and recorded by JMMC – Walnut Creek and JMMC – Concord were $39,262,000 and $34,386,000 for the for the years ended December 31, 2015 and 2014, respectively. Such amounts are reported as other operating expenses in the consolidated statements of operations and changes in net assets. The total quality assurance fees recorded in accounts payable in the consolidated balance sheets as of December 31, 2015 and 2014 were $10,165,000 and $34,386,000, respectively. Under the 2014–2016 Provider Fee Program, supplemental payments recognized by JMMC – Walnut Creek and JMMC – Concord were $22,944,000 and $20,147,000 for the years ended December 31, 2015 and 2014, respectively. Such amounts are reported as net patient service revenue in the consolidated statements of operations and changes in net assets. The total supplemental payments recorded in other receivables in the consolidated balance sheets as of December 31, 2015 and 2014 were $10,165,000 and $20,147,000, respectively. In conjunction with the Provider Fee Program, the California Hospital Association (CHA) created a private program, the California Health Foundation and Trust (CHFT), to pool and redistribute funds from hospitals subject to the Provider Fee Program. During 2015 and 2014, JMMC – Walnut Creek and JMMC – Concord recognized net patient service revenue of $16,317,000 and $15,035,000, respectively, related to amounts received from this program. The related amounts recorded in other receivables in the consolidated balance sheets as of December 31, 2015 and 2014 were $3,863,000 and $14,689,000, respectively. (15) Subsequent Events The Health System has evaluated subsequent events from the balance sheet date through April 29, 2016, which is the date that the consolidated financial statements were available to be issued, and concluded there were no other events or transactions during this period, other than those described in these notes, that required recognition or disclosure in these consolidated financial statements. 36 JOHN MUIR HEALTH AND SUBSIDIARIES Consolidating Schedule – Balance Sheet Information December 31, 2015 (In thousands) Obligated Group Assets Current assets: Cash and cash equivalents Receivables for patient services – less allowance for uncollectible accounts of $47,486 Receivables from affiliates Other receivables Supply inventories Assets limited as to use Prepaid expenses and deposits $ Total current assets Assets limited as to use: Board-designated assets Investments related to restricted net assets Pledges receivable Total assets limited as to use – net of current portion John Muir Physician Network John Muir Behavioral Health Community Health Fund John Muir Health Foundation Other HealthRelated Ventures Eliminations Consolidated 89,574 7,513 407 104 8,856 7,894 — 114,348 200,312 5,511 31,912 7,066 2,353 18,083 7,447 918 1,197 — — 2,658 4,557 — 8 71 — 192 — 1,001 — — — — — — 1,259 — — — 5,293 — 168 879 — 524 (533) (7,430) 254 — — — 217,076 — 34,798 8,016 2,353 21,457 354,811 19,733 5,235 1,105 10,115 14,758 (7,709) 398,048 1,038,210 1,148 — — — — — — — — — — — 20,396 4,369 — — — — — — 1,038,210 21,544 4,369 1,039,358 — — — 24,765 — — 1,064,123 Property and equipment – net 911,835 97,313 1,218 — — 4,494 — 1,014,860 Other assets: Real estate held for future use – at cost Intangible assets and deferred financing costs – net Ownership interests in health-related venture Other 5,903 4,758 127,821 38,544 — — — 1,519 — — — — — — — — — — — — — 2,913 — 5 — (2,913) — (13,290) 5,903 4,758 127,821 26,778 Total other assets Total assets $ 177,026 1,519 — — — 2,918 (16,203) 165,260 2,483,030 118,565 6,453 1,105 34,880 22,170 (23,912) 2,642,291 37 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Consolidating Schedule – Balance Sheet Information December 31, 2015 (In thousands) Obligated Group Liabilities and Net Assets Current liabilities: Current maturities of long-term debt Current maturities of financing obligation Accounts payable Accounts payable to affiliates Payables to government agencies Accrued liabilities: Payroll and payroll taxes Vacation and other compensation Employee medical benefit claims and workers’ compensation benefits Interest Other $ Total current liabilities Long-term debt – less current maturities Other long-term liabilities: Workers’ compensation benefits Professional and general liability Pension benefits Postretirement medical benefits Financing obligation – less current maturities Asset retirement obligations Other Total other long-term liabilities Total liabilities Net assets: Unrestricted Temporarily restricted Permanently restricted Total net assets – attributable to Health System Unrestricted – attributable to noncontrolling interest Total net assets Total liabilities and net assets $ John Muir Physician Network John Muir Behavioral Health Community Health Fund John Muir Health Foundation Other HealthRelated Ventures Eliminations Consolidated 11,382 — 91,233 3,043 931 — 800 10,029 — — — — 1,161 — (74) — — — — — — — 46 4,386 — 64 — 1,110 — — — — (49) (7,429) — 11,446 800 103,530 — 857 34,744 34,146 1,653 1,659 920 907 — — — — 988 — — — 38,305 36,712 14,674 6,703 9,766 706 — 3,472 300 — 253 — — — — — — — — 2,669 — — (231) 15,680 6,703 15,929 206,622 18,319 3,467 — 4,432 4,831 (7,709) 229,962 577,708 — — — — 134 — 577,842 59,473 6,581 99,638 56,395 — 15,397 22,243 — — — — 42,249 — 2,459 — — — — — — — — — — — — — — — — — — — — — — — — — — — 1,721 — — — — — — — 59,473 6,581 99,638 56,395 42,249 15,397 26,423 259,727 44,708 — — — 1,721 — 306,156 1,044,057 63,027 3,467 — 4,432 6,686 (7,709) 1,113,960 1,437,650 1,323 — 55,538 — — 2,986 — — 1,105 — — 5,858 16,564 8,026 15,484 — — (18,302) — — 1,500,319 17,887 8,026 1,438,973 55,538 2,986 1,105 30,448 15,484 (18,302) 1,526,232 — — — — — — 2,099 2,099 1,438,973 55,538 2,986 1,105 30,448 15,484 (16,203) 1,528,331 2,483,030 118,565 6,453 1,105 34,880 22,170 (23,912) 2,642,291 See accompanying independent auditors’ report. 38 JOHN MUIR HEALTH AND SUBSIDIARIES Consolidating Schedule – Operations and Changes in Net Assets Information Year ended December 31, 2015 (In thousands) Obligated Group Operating revenue: Net patient service revenue (net of contractual allowances and discounts) Provision for uncollectible accounts $ Net patient service revenue less provision for uncollectible accounts Premium revenue Other operating revenue Net investment income – including realized gains and losses on investment Total operating revenue Operating expenses: Salaries and wages Employee benefits Medical fees Supplies Purchased services Insurance Utilities and rent Depreciation and amortization Interest – net Health System assessment Other Total operating expenses Excess (deficit) of revenue over expenses Less excess of revenue over expenses – attributable to noncontrolling interest Excess (deficit) of revenue over expense – attributable to Health System $ 1,290,751 (44,900) John Muir Physician Network John Muir Behavioral Health 88,375 (1,761) 36,369 (1,032) 1,245,851 86,614 35,337 4,443 36,441 96,783 70,128 — 291 Community Health Fund — — John Muir Health Foundation Other HealthRelated Ventures Eliminations Consolidated — — 41,705 — (117) — 1,457,083 (47,693) — — 41,705 (117) 1,409,390 — 1,463 — 1,066 2,925 22 — (64,110) 104,151 45,301 8,797 — — — 48 — — 8,845 1,295,532 253,525 35,628 1,463 1,114 44,652 (64,227) 1,567,687 538,535 139,073 59,835 140,355 145,509 5,216 25,544 74,854 20,103 (22,964) 62,288 37,250 11,161 84,495 9,063 105,886 — 7,864 6,116 1,309 18,471 368 19,183 5,582 1,927 1,384 2,449 — 1,553 134 — 4,493 242 182 51 — 5 90 — 5 — — — 1,097 1,925 631 — 162 634 — 8 — — — 1,013 6,322 1,198 258 5,897 14,570 304 3,182 1,044 9 — 3,332 — (1,046) (6,289) — (34,356) — (4,903) — — — (10,217) 603,397 156,650 140,226 156,866 234,782 5,520 33,253 82,148 21,421 — 58,123 1,188,348 281,983 36,947 1,430 4,373 36,116 (56,811) 1,492,386 107,184 (28,458) (1,319) 33 (3,259) 8,536 (7,416) 75,301 — — — — — — 1,120 1,120 107,184 (28,458) (1,319) 33 (3,259) 8,536 (8,536) 74,181 39 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Consolidating Schedule – Operations and Changes in Net Assets Information Year ended December 31, 2015 (In thousands) Obligated Group Temporarily Unrestricted restricted Excess (deficit) of revenue over expenses Change in unamortized loss and prior service costs related to pension and postretirement benefit plans Net change in unrealized gains and losses on investments Restricted contributions and investment income Capital transactions among affiliates Distributions Net assets released from restrictions: To other operating revenue for operating expenditures For the purchase of property, plant, and equipment Other $ Increase in net assets Net assets – December 31, 2014 Net assets – December 31, 2015 $ John Muir Physician Network unrestricted John Muir Behavioral Health unrestricted Community Health Fund unrestricted John Muir Health Foundation Temporarily Permanently Unrestricted restricted restricted 107,184 — (28,458) (1,319) 33 (3,259) — — (25,185) — — — — — — — (23,175) — (41,392) — — 425 — — — — 37,140 — — — (201) — — — — — — — 4,453 — (691) 9,628 — — — 1,580 — — — 3,886 2,589 (71) (825) (18) — — — — — — — — — — — (225) (2,945) (3,061) — — — — 23,907 (489) 8,682 (1,520) 33 969 2,931 1,580 1,413,743 1,812 46,856 4,506 1,072 4,889 13,633 6,446 1,437,650 1,323 55,538 2,986 1,105 5,858 16,564 8,026 40 (Continued) JOHN MUIR HEALTH AND SUBSIDIARIES Consolidating Schedule – Operations and Changes in Net Assets Information Year ended December 31, 2015 (In thousands) Other Health-related ventures unrestricted Excess (deficit) of revenue over expenses Change in unamortized loss and prior service costs related to pension and postretirement benefit plans Net change in unrealized gains and losses on investments Restricted contributions and investment income Adjustment to net assets from affiliation Distributions Net assets released from restrictions: To other operating revenue for operating expenditures For the purchase of property, plant, and equipment Other $ Increase in net assets Net assets – December 31, 2014 Net assets – December 31, 2015 $ Consolidated Health Noncontrolling system interest Eliminations unrestricted Unrestricted Health system Temporarily restricted Permanently restricted Noncontrolling interest unrestricted Total 8,536 (8,536) 1,120 74,181 — — 1,120 75,301 — — — (25,185) — — — (25,185) — — — — — — — — — — — (1,085) (23,175) — — — (691) 10,053 — — — 1,580 — — — — — (1,085) (23,866) 11,633 — (1,085) — — (8,237) — — 7,567 — — — — 3,886 1,694 (3,016) (3,886) (18) — — — — — — (3,016) — 1,676 299 (969) 35 31,401 2,442 1,580 35 35,458 15,185 (17,333) 2,064 1,468,918 15,445 6,446 2,064 1,492,873 15,484 (18,302) 2,099 1,500,319 17,887 8,026 2,099 1,528,331 See accompanying independent auditors’ report. 41
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