Return of Organization Exempt from Income

efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493319068903 Return of Organization Exempt From Income Tax OMB No 1545-0047 Form 990 Under section 501 (c), 527, or 4947( a)(1) of the Internal Revenue Code ( except black lung benefit trust or private foundation) 2012 Department of the Treasury Internal Revenue Service 1-The organization may have to use a copy of this return to satisfy state reporting requirements A For the 2012 calendar year, or tax year beginning 04-01-2012 , 2012, and ending 03-31-2013 C Name of organization B Check if applicable D Employer identification number UNITE HERE HEALTH F Address change 23-7385560 Doing Business As F Name change 1 Initial return Number and street (or P 0 box if mail is not delivered to street address) Room/suite E Telephone number 711 NORTH COMMONS DRIVE Terminated (630)236-5100 (- Amended return City or town, state or country, and ZIP + 4 AURORA, IL 60504 1 Application pending G Gross receipts $ 1,141,142,789 F Name and address of principal officer H(a) Is this a group return for MATTHEW WALKER affiliates? (-Yes No 711 NORTH COMMONS DRIVE AURORA IL 60504 H(b) Are all affiliates included?1 Yes(- No If "No," attach a list (see instructions) I Tax-exempt status F_ 501(c)(3) F 501(c) ( 9 I (insert no ) (- 4947(a)(1) or F_ 527 H(c) Group exemption number 0- J Website: 1- N /A K Form of organization 1- Corporation F Trust F_ Association (- Other 0- L Year of formation 1974 M State of legal domicile IL Summary 1 Briefly describe the organization's mission or most significant activities SEE SCHEDULE O FOR ORGANIZATION'S MISSION STATEMENT w 2 Check this box Of- if the organization discontinued its operations or disposed of more than 25% of its net assets 3 Number of voting members of the governing body (Part VI, line 1a) . 3 32 4 Number of independent voting members of the governing body (Part VI, line 1b) . 4 32 5 Total number of individuals employed in calendar year 2012 (Part V, line 2a) . 5 352 6 Total number of volunteers (estimate if necessary) 6 0 7aTotal unrelated business revenue from Part VIII, column (C), line 12 . 7a 0 b Net unrelated business taxable income from Form 990-T, line 34 . 7b 0 Prior Year Current Year 8 Contributions and grants (Part VIII, line 1h) 0 0 9 Program service revenue (Part V I I I , l i n e 2g) . 681,228,989 784,743,631 N 10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) . 14,408,450 14,732,276 11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 917,830 750,879 12 Total revenue-add lines 8 through 11 (must equal Part VIII, column (A), line 12) . 696,555,269 800,226,786 13 Grants and similar amounts paid (Part IX, column (A), lines 1-3 ) . 0 0 14 Benefits paid to orfor members (Part IX, column (A), line 4) . 644,683,637 763,815,844 15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5-10) 25,752,017 32,224,933 16a Professional fundraising fees (Part IX, column (A), line 11e) 0 0 b Total fundraising expenses (Part IX, column (D), line 25) 0-0 LLJ 17 Other expenses (Part IX, column (A), lines h1a-11d, 11f-24e) . 30,417,986 32,293,833 18 Total expenses Add lines 13-17 (must equal Part IX, column (A), line 25) 700,853,640 828,334,610 19 Revenue less expenses Subtract line 18 from line 12 . -4,298,371 -28,107,824 Beginning of Current End of Year Year 20 Total assets (Part X, line 16) . 486,829,931 492,995,171 M %TS 21 Total liabilities (Part X, line 26) . 125,408,824 151,335,923 ZLL 22 Net assets or fund balances Subtract line 21 from line 20 361,421,107 341,659,248 lijaW Signature Block Under penalties of perjury, I declare that I have examined this return, includin my knowledge and belief, it is true, correct, and complete Declaration of preps preparer has any knowledge Signature of officer Sign Here MATTHEW WALKER CEO Type or print name and title Print/Type preparer's name Preparers signature THOMAS I CAPLICE Paid Firm's name 0- MACNELL ACCOUNTING & CONSULTING LLP Pre pare r Use Only Firm's address -9436 SPRINGFIELD AVENUE EVANSTON, IL 60203 May the IRS discuss this return with the preparer shown above? (see instructs For Paperwork Reduction Act Notice, see the separate instructions. Form 990 ( 2012) Page 2 Statement of Program Service Accomplishments Check if Schedule 0 contains a response to any question in this Part III .(- 1 Briefly describe the organization 's mission TO PROVIDE HEALTH BENEFITS THAT OFFER HIGH QUALITY, AFFORDABLE HEALTH CARE TO OUR PARTICIPANTS AT BETTER VALUE WITH BETTER SERVICE THAN IS OTHERWISE AVAILABLE IN THE MARKET WE BELIEVE OUR SUCCESS DEPENDS ON INNOVATION AND ON ENGAGING OUR PARTICIPANTS 2 Did the organization undertake any significant program services during the year which were not listed on the prior Form 990 or 990-EZ7 . fl Yes F No If"Yes,"describe these new services on Schedule 0 3 Did the organization cease conducting , or make significant changes in how it conducts, any program services? . F Yes F7 No If"Yes,"describe these changes on Schedule 0 4 Describe the organization 's program service accomplishments for each of its three largest program services , as measured by expenses Section 501(c)(3) and 501( c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue , if any, for each program service reported 4a (Code ) ( Expenses $ including grants of $ ) (Revenue $ 766,545,277 AMOUNTS PAID BY CONTRIBUTING EMPLOYERS ON BEHALF OF MEMBERS AS CONSIDERATION FOR PROVIDING GOODS AND SERVICES OF FACILITIES TO FURTHER THE PURPOSE CONSTITUTING THE BASIS FOR THE EXEMPTION OF THE ORGANIZATION 4b (Code ) (Expenses $ including grants of $ ) (Revenue $ 17,103,603 AMOUNTS PAID BY CONTRIBUTING MEMBERS AS CONSIDERATION FOR PROVIDING GOODS AND SERVICES OF FACILITIES TO FURTHER THE PURPOSE CONSTITUTING THE BASIS FOR THE EXEMPTION OF THE ORGANIZATION 4c (Code ) ( Expenses $ including grants of $ ) (Revenue $ 1,094,751 AMOUNTS RECEIVED FROM AFFILIATED EXEMPT ORGANIZATION FOR SHARED ADMINISTRATIVE EXPENSES TO ASSIST IN CARRYING OUT ITS EXEMPT PURPOSE 4d Other program services ( Describe in Schedule 0 ) (Expenses $ including grants of $ ) (Revenue $ 4e Total program service expenses 1- Form 990 (2012) Form 990 (2012) Page 3 Checklist of Required Schedules Yes No 1 Is the organization described in section 501(c)(3) or4947(a)(1) (other than a private foundation)? If "Yes," No complete Schedule A . 1 2 Is the organization required to complete Schedule B, Schedule of Contributors (see instructions) ? . 2 No 3 Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to No candidates for public office? If "Yes,"complete Schedule C, Part I . 3 4 Section 501 ( c)(3) organizations . Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If "Yes,"complete Schedule C, Part II . 4 5 Is the organization a section 501 (c)(4), 501 (c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If "Yes," complete Schedule C, N o Part III . 5 6 Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes,"complete N o Schedule D, Part I . 6 7 Did the organization receive or hold a conservation easement, including easements to preserve open space, No the environment, historic land areas, or historic structures? If "Yes,"complete Schedule D, Part IIS . 7 8 Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes," N o complete Schedule D, Part III . 8 9 Did the organization report an amount in Part X, line 21 for escrow or custodial account liability, serve as a custodian for amounts not listed in Part X, or provide credit counseling, debt management, credit repair, or debt No negotiation services? If "Yes,"complete Schedule D, Part IVf . 9 10 Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, 10 No permanent endowments, or quasi-endowments? If "Yes,"complete Schedule D, Part V . 11 If the organization's answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable a Did the organization report an amount for land, buildings, and equipment in Part X, line 10? Yes If "Yes,"complete Schedule D, Part VI. lla b Did the organization report an amount for investments-other securities in Part X, line 12 that is 5% or more of No its total assets reported in Part X, line 16? If "Yes, "complete Schedule D, Part VIIS . llb c Did the organization report an amount for investments-program related in Part X, line 13 that is 5% or more of Yes its total assets reported in Part X, line 16? If "Yes, "complete Schedule D, Part VIII . llc d Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets No reported i n Part X, l i n e 16? If "Yes," complete Schedule D, Part IX' .

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