Q&A: Group Health Joining Kaiser Permanente

Transcription

1 Q&A: Group Health Joining Kaiser Permanente Select the topic you d like to see questions and answers about: General Overview page 1 Acquisition Details page 2 Information for Voting Members...page 3 Member Details...page 5 Background on the Decision...page 6 More About Kaiser Permanente.... page 7 General Overview 1. What is happening between Group Health and Kaiser Permanente? Group Health Cooperative has signed an agreement to be acquired by Kaiser Foundation Health Plan of Washington. It s important to know that nothing is changing right away. The approval process may take up to a year or more to complete. The process requires approval by Group Health Cooperative s voting members, as well as regulatory review and approval. 2. Why are you doing this if Group Health is doing so well? Group Health exists to provide the best care, the best coverage, and the best experience and do it in the most affordable way possible. Our Board of Trustees and executive leadership have carefully considered the best path forward to continue to be a competitive choice for the market while also continuing to deliver exceptional health care to our members. We signed this acquisition agreement because we believe it will allow us the best opportunity to continue to serve our existing and future members, our mission, and our community long into the future. Our members need and deserve better billing systems, improved access to care, upgraded equipment and clinics, and a chance to keep drug and premium costs down. Our teams need these things as well the resources to do what we do best, and support, retain, and attract great talent. Q&A page 1 return to start updated 1/29/16

2 In examining our alternatives, joining with Kaiser Permanente presents the best way to preserve our values, approach to care, and our care teams, all while addressing the serious challenges we face as a regional health care organization. 3. What can you tell me about Kaiser Permanente? Think of Kaiser Permanente as Group Health on a much bigger scale. Kaiser Permanente is recognized as one of America s leading health care providers and not-for-profit health plans. Founded in 1945, Kaiser Permanente serves approximately 10 million members in eight states. Kaiser Permanente s care for members and patients is focused on their total health, and guided by personal physicians, specialists, and care teams. Staff are supported by technology and tools to promote health, prevent disease, manage chronic illness, and deliver state-of-the-art care. Kaiser Permanente s health plans are among the best in the nation according to the National Committee for Quality Assurance. Many of Kaiser Permanente s health plans rate highest in both Medicare and Commercial in the areas they serve. We have shared values and a long relationship as trusted partners caring for patients as they traveled across areas where either organization operates, training leaders, and using our joint purchasing power to help keep drug costs lower for all of our members. Acquisition Details 4. What happens to proceeds from the acquisition? The proceeds from this acquisition $1.8 billion will be used to establish the Group Health Community Foundation, a new not-for-profit community foundation focused on improving health for all by listening and responding directly to the needs of Washington s families and communities. This is an unprecedented opportunity to create an even greater legacy for the vision of Group Health s founders and all of us who have cherished and served this mission through the years. The foundation will be completely independent from Kaiser Permanente. The foundation won t be funded until the close of this transaction which could be a year or more. 5. How does this change affect Group Health Physicians (GHP)? The GHP board independently evaluated options and unanimously supports the acquisition recommended by the Group Health Board of Trustees. GHP will continue as an independent medical group, owned by its physicians and other clinicians, and will continue to work exclusively to deliver and arrange care for our members and other patients. GHP has entered into its own agreements with Kaiser Permanente that will take effect upon closing of the Group Health transaction. Recognizing that we are in an extremely competitive employment environment for doctors, these agreements support GHP and its individual physicians and other clinicians to maintain our robust medical group to keep and attract the best clinicians and support continued great care. Beginning at closing and continuing over four years, GHP will receive retention payments so that our patients can keep seeing their doctors. Q&A page 2 return to start updated 1/29/16

3 6. What will happen to the current Group Health Foundation (GHF)? The current GHF will remain a separate entity, as it is today, but will be affiliated with the new Group Health Community Foundation. The current Foundation will continue to honor its commitments to donors and improve health by funding patient care enhancements, innovation, and initiatives across the community to prevent disease. In a transaction of this kind between nonprofit charitable organizations, and in keeping with Group Health s articles and bylaws, the proceeds are committed to continue the founding purposes of Group Health in the form of a new, nonprofit community foundation, with the goal of improving community health. The new Group Health Community Foundation will be completely independent from Kaiser Permanente. Its priorities will be informed by communities, individuals, research, and data. As this foundation is not funded until closing, specific strategies are not yet developed. Its work could include funding local public health initiatives and clinics, advocacy to drive bold policy options for health, spreading research and best practices to improve health, or building health from the ground up through education, nutrition, healthy environments, and social services. Honoring the vision of our founders, this philanthropic organization will carry the Group Health name, and work with communities to tackle long-term challenges to improve health for all. 7. What happens to Group Health Research Institute (GHRI)? GHRI will join Kaiser Permanente s large and widely respected research network and benefit from the additional data that is inherent in being part of a larger organization. 8. Will Group Health keep its name? The acquisition may take up to a year or more to complete, and for the near-term, nothing is changing. Through this process, we ll be sharing specifics as they become available. Information for Voting Members 9. What is the process for moving this decision forward? A Special Meeting for voting members will be held Jan. 30, 2016, followed by a mail-in voting period through March 9. The votes will be announced at a continuation of the Special Meeting that is scheduled for March 12. A regulatory review and approval process will then follow. 10. Who can vote? Group Health members who were registered to vote at least 60 days prior to the Jan. 30 Special Meeting. Bylaws established over a decade ago require members to register at least 60 days before a Special Meeting is held to be eligible to vote. Eligible enrollees can still sign up to become voting members. While they may not vote in the upcoming special meeting and related ballot process, any member may attend the Jan. 30 meeting, though space is limited. Any member registered before Jan. 15 can attend the special meeting and participate in the Q&A. Q&A page 3 return to start updated 1/29/16

4 11. Why is there a requirement for members to register to vote 60 days prior to a Special Meeting? This timeframe was designed by our founders and upheld by members to ensure that those voting on a given issue were already most deeply engaged in the organization. Our founders were not supportive of one issue voters or special interest groups who had not already made the commitment to take part in the cooperative process. Over the years, Group Health members have eliminated barriers to becoming voting members, waiving fees and reducing the special-meeting eligibility from 120 days to 60 days. Group Health has always encouraged and invited members to be registered to vote on important issues facing the organization. This is communicated upon initial enrollment, via periodical publications and digital newsletters to our enrolled membership, and online. 12. Why is voting on this acquisition restricted to Group Health voting members? Over the years, Group Health has attempted to encourage more members to register to vote, communicating this opportunity when they first enrolled with Group Health and became members, via periodical publications and digital newsletters sent to our enrolled membership, and via our website. Over 27,000 members have become voting members. Group Health s bylaws provide that members are eligible to vote on a given issue if they have registered at least 60 days in advance of the election. This timeframe which was reduced from 120 days just under a decade ago was designed by our founders to ensure that those voting on a given issue were already most deeply engaged in the organization as voting members. Specific to the Kaiser Permanente announcement, the timing to bring voting membership together to consider this decision was determined based on the need to offer information that would enable members to make an informed decision, and ensure the duration did not unduly contribute to uncertainty for the staff, individuals, and businesses served by Group Health as to the organization s future. Knowing that the review and approval processes would be lengthy, the Board decided to move ahead with all due speed to announce its decision immediately and make arrangements to schedule the member meeting as quickly as was reasonably possible. We appreciate and value the feedback and voice of each of our members, and are unwavering in our commitment to sustain the intention of our founders to ensure that decisions of such significance would be made by those members who had taken an active role in the governance process. 13. If the voting members do not approve the Board s recommendation, what happens? Approval by the voting membership is required to complete the transaction. If voting members vote no, they are not protecting what we have today. Group Health enrollment has declined in the last several years, and we are deeply concerned by this trend. To reverse it, we need to do more than what we have done in the last few years to make our prices more affordable and continue that into the future. The likelihood of having to increase premiums to help fund needed infrastructure updates would put additional pressure on existing enrollees, who may choose instead to leave. Q&A page 4 return to start updated 1/29/16

5 We can t do these things as a small regional health system without joining with another organization. Kaiser Permanente will invest $1 billion to sustain, improve, and extend care and services over 10 years following close of the acquisition. 14. What will happen if this isn t approved? Our first priority will be to ensure that our members get the best care and service possible. That s our priority today, and it won t change. However, at our current size and scale and given our dramatically fast-changing industry, it s getting harder and harder to do everything our patients need to do like tackle rising drug costs and expensive upgrades to information technology, investing in clinics and equipment. We need to do these things to be more appealing and grow. These things will be difficult to do without joining another organization. As one of this country s premier nonprofit health care organizations, Kaiser Permanente is the right organization to join to ensure that our members get great care in the future while preserving the local care relationships and other aspects of Group Health that our staff and members value. Member Details 15. Will access to doctors and other providers at Group Health Medical Centers be affected? Our patients will still get the best care available from our outstanding physicians and compassionate teams. We ll continue to provide care at our 25 medical centers. Once the acquisition is complete, patients will also benefit from upgraded clinics and better technology that allows easier access to care and information. 16. What will happen to Group Health s relationships with providers and facilities (Swedish, etc.)? Our contracts with providers and facilities like Swedish and Overlake in effect at closing will be honored. Kaiser Permanente sees these relationships as critical to support your care and intends to build on these relationships. Kaiser Permanente has no plans to build hospitals in the new Washington region. 17. Will enrollees be able to go to Kaiser Permanente facilities around the country? Yes, enrollees will be able to access great care at Kaiser Permanente seamlessly across its eight regions. They operate in the states of Hawaii, California, Oregon, Colorado, Georgia, Maryland, and Virginia, and in southwest Washington and the District of Columbia. The new Washington Region will be Kaiser Permanente s eighth region. 18. Will members still have access to reproductive services and end-of-life care? Kaiser Permanente supports women s reproductive options and is committed to ensuring women have access to the full spectrum of women s health services, including compliance with all federal and state laws and regulations for elective pregnancy termination care and birth control services for fullyinsured plans. Kaiser Permanente is also committed to supporting the physical, emotional and spiritual health of each patient at the end of life. Kaiser Permanente Northwest has more than 500,000 members in Oregon and Washington, and both states have Death with Dignity laws. Participation by each of our Q&A page 5 return to start updated 1/29/16

6 physicians and pharmacists is voluntary. We ensure that every patient who is seeking care related to Death with Dignity gets the care they are seeking, and if their primary care provider has chosen not to participate, we can provide access to another physician or pharmacist who is taking part in those forms of care. 19. What will happen to rates? As we grow through Kaiser Permanente we can spread our costs across more people and keep premiums down. 20. Will coverage and benefits stay the same? Nothing will change immediately. You can expect the same coverage and benefits through your plan year. Our 2016 plan offerings to the Individual & Family, Small Group, and Medicare markets are affordable and offer a wide array of services. We will continue to work with our large group clients to design plans that meet their needs and those of their employees. Group Health plans will be in the market in When the acquisition is complete, you ll also be able to choose from new health plans tailored for you and your family s life situation. Like Group Health, Kaiser Permanente s health plans are ranked among the best in the nation. Background on the Decision 21. Group Health s mission is one of the things that make it an attractive choice. Why should people continue to choose Group Health? Kaiser Permanente shares our commitment to the integrated care and coverage model and our charitable missions. We have a long history of working together both in health plans and physician groups. By joining with Kaiser Permanente, Group Health continues to fulfill its mission by providing access to quality care to its members, and serving its community through charitable giving and a level of care to which both our organizations are committed. 22. Why is it necessary for a successful regional system to be absorbed by a national organization? Group Health was created to find a better way to care for people, and we ve never stopped looking for better ways to serve our members. As we have done since Group Health was founded in 1947, we must continue to ask the hard questions of ourselves, and be bold in our decisions to serve that mission. We will still operate locally and we will still deliver care locally. We re linking a strong regional system to greater resources and capital that will expand our capacity to care for and attract more people in Washington state. 23. Will this make Group Health just another health system? We are unique, shaped by our people and mission over 70 years. That won t change. In fact, Kaiser Permanente will invest in our approaches to care and we ll continue to be locally managed. People are what make great health care organizations what they are, and Kaiser Permanente has committed to growing this organization so that we can invest in and retain our great people. Q&A page 6 return to start updated 1/29/16

7 24. Were members involved in this decision? Yes, the 11 Trustees who made this decision are all members. In addition to being members themselves, Trustees consider feedback from our members in everything they do. Their fiduciary duty is to steward the mission of Group Health above all else. The Trustees set their evaluation criteria using member input from ongoing communications and governance activities where members share what they value about Group Health. 25. Why didn t you disclose the process earlier? As is typical in transactions like this, we agreed to confidentiality with the parties we were considering. We made sure you heard from us as soon as the decision was made. Whenever a major transaction is announced, a period of uncertainty follows. We owe it to our patients, employees, and community to keep that period of uncertainty as brief as possible. We used an extremely thorough process and considered a diverse range of organizations that were very interested in working with Group Health. We believe Kaiser Permanente is an excellent fit for our organization. More about Kaiser Permanente 26. Didn t Group Health and Kaiser Permanente try this back in the 1990s? How is this different? Health care today is a lot different than it was in the 1990s and so is what we re doing today. What we tried in 1997 wasn t an acquisition; we tried sharing resources within a complex holding company system, but there were no new investments committed by Kaiser Permanente, and ultimately, the system didn t achieve our goals of making it easier to get great care and coverage at a reasonable price, so the holding company was dissolved. Now, both Group Health and Kaiser Permanente are stronger organizations. This acquisition will bring significant new value for Group Health enrollees and patients through investments in care, opportunities to retain great staff and clinicians, and opportunities to grow enrollment, which in turn helps us keep prices down, and access to national plans. 27. What will happen to Group Health s consumer participation? While members no longer will be able to vote on governance issues, as in all of its regions, Kaiser Permanente will establish a Regional Consumer Advisory Committee. The Committee will be comprised of members, meeting four times per year to participate in matters of policy and operation and to promote the effective use of health care services in the organization. Initial selection of this group will come from an open application to the new Regional Board. Subsequently, the Consumer Advisory Committee will have a nominating committee and process. There will be geographic representation from across the new Washington region as well as representation from members enrolled through a variety of Washington region plans including employer group plans, individual and family/state exchange products, Medicaid, and Medicare. Members will have three-year terms, limited to serving for two terms. Q&A page 7 return to start updated 1/29/16

8 Each advisory council meeting is attended by the Regional President and the Executive Medical Director. Key topics include updates on new capital, new products, new technology, and other material changes to the program. Members are frequently asked to comment on communication materials and new technology to obtain the member perspective. Kaiser Permanente will continue the Senior Caucus, to engage and represent the perspectives of seniors in the region. 28. How will regional leadership and a regional board work? The new Washington Region will be Kaiser Permanente s eighth region. Other regions operate in the states of Hawaii, California, Oregon, Colorado, Georgia, Maryland, and Virginia, and in southwest Washington and the District of Columbia. As in those areas, Kaiser Permanente will set up a local board for this new region. A Washington Region president will be named as well as a regional board of five to eleven directors. At least one-third of the directors will be enrollees with no vested interest in the operations of the organization. Q&A page 8 return to start updated 1/29/16