The Members of the Rush University Medical Center Obligated Group are as follows:
Rush University Medical Center (RUMC)
Owns and operates an academic medical center located in Chicago, Illinois. Major operations include Rush University Hospital (RUH), Rush Oak Park Hospital (ROPH), Rush University and Rush University Medical Group (RUMG), a faculty practice plan. The hospital operations of RUMC, including ROPH, are licensed by the State of Illinois to operate 1,027 beds, of which 807 are staffed.
Rush-Copley Medical Center, Inc. (Rush-Copley or RCMC)
Serves as the parent holding company for the Copley Members listed below. RCMC supports the other Copley Members by providing administrative, management and related services.
Copley Memorial Hospital, Inc. (Copley or CMH)
Owns and operates an acute care hospital located approximately 35 miles west of RUMC in Aurora, Illinois, known as Rush-Copley Medical Center. Copley is licensed by the State of Illinois to operate 210 beds, of which 210 are staffed.
Rush-Copley Foundation (Copley Foundation)
Solicits contributions to support health care activities in Copley's service area, including, but not limited to, those of Copley.
Copley Ventures, Inc. (Copley Ventures)
Holds title to property for rental purposes and holds ownership of the Rush-Copley Healthplex, a health and fitness center.
Rush-Copley Medical Group NFP (Medical Group)
Owns, operates, controls and otherwise coordinates the activities of physician practice health and medical services and provides certain physician billing and administrative services.
Former Obligated Group Member
Prior to January 1, 2009, Skokie Hospital, formerly known as Rush North Shore Medical Center (RNS), was a Member of the Obligated Group. Effective January 1, 2009, RNS merged into NorthShore University HealthSystem, formerly known as Evanston Northwestern Healthcare Corporation, and on December 31, 2008, RNS withdrew from the Obligated Group. In connection with the withdrawal of RNS from the Obligated Group, all debt outstanding under the Master Trust Indenture for which RNS was the primary obligor was defeased or redeemed. All information describing the financial condition of the Obligated Group prior to December 31, 2008 includes RNS unless noted.
RUMC maintains control over the Obligated Group through its ability to appoint certain board Members and through certain powers granted to it directly or indirectly as described below. RUMC entered into an affiliation agreement with RCMC and Copley in 1987, pursuant to which Rush/Copley Health Care System, Inc. (Rush/Copley HCS) was created. Rush/Copley HCS is the sole corporate Member of RCMC and has certain reserve powers with respect to RCMC, but Rush/Copley HCS is not a Member of the Obligated Group. RUMC appoints a majority of the Members of Rush/Copley HCS's Board of Directors and has certain additional powers as described below. Rush/Copley HCS ratifies RCMC's Board election.
RUMC, through its power to appoint a majority of the Board of Directors of Rush/Copley HCS, can exercise control over the other Members of the Obligated Group. RUMC's ability to exercise control over the Obligated Group is further enhanced by various powers found in the Affiliation Agreements and the Amended and Restated Obligated Issuer Participation Agreement among the Members of the Obligated Group and include the following:
- RUMC must approve an individual Member's merger into, or consolidation with, one of more corporations which are not Members of the Obligated Group, or to allow one or more of such corporations to merge into or sell or convey all or substantially all of their Property to any Person who is not a Member of the Obligated Group;
- RUMC must approve an individual Member's incurrence of additional indebtedness;
- RUMC must approve an individual Member's sale, lease or disposition of property in excess of 8% of property over a twelve month period or 15% of property over a thirty-six month period; and
- RUMC must approve liens on property of any Member of the Obligated Group which are intended to come within and use all or a portion of the amount permitted under the Master Indenture.
Rush/Copley HCS has the following reserve powers over the Copley Members:
- Ratification of the annual strategic plans;
- Ratification, prior to incurrence, of indebtedness not in the ordinary course of business or with a term of greater than 12 months;
- Ratification, prior to execution of, all transfers of assets not in the ordinary course of business;
- Ratification of the external auditor and review of the annual audit; and
- Ratification of changes to corporate Bylaws.
The Copley Affiliation Agreement also permits Rush/Copley HCS to appoint Members of its board to be Members of the RCMC and Copley Boards in the event one or more events of "financial exigency" occurs with respect to RCMC or Copley. The events of financial exigency include matters relating to insolvency or bankruptcy of RCMC or Copley, default under certain long-term mortgage and certain other indebtedness and inability to meet certain debt service coverage requirements. This provision is designed to give RUMC more direct control over the governance of RCMC and Copley should any of these events occur.
View a document showing the governance structure.
The purpose of this section of the Rush University Medical Center (“RUMC”) website is to provide bondholders, analysts, broker-dealers, and potential investors with general information about the RUMC Obligated Group ("Rush") and its various bond issues. The information is provided for quick reference only. It is NOT a summary or compilation of all information relevant to any particular bond issue. It does not purport to include every item that may be of interest, nor does it purport to present full and fair disclosure with respect to any of Rush’s outstanding bond issues within the meaning of applicable securities laws. Investment decisions should be made only after full review of any relevant offering document and other matters in connection with a particular bond issue.
Information on this site is not an offer to sell securities or the solicitation of an offer to buy securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The information, estimates, and expressions of opinion herein are subject to change without notice, and the posting of information on this website does not imply that there has been no change in such information or the affairs of Rush since the date of posting such information. RUMC disclaims any responsibility or liability for damages caused by viruses contained within the electronic files at the Internet site.
Certain statements included or incorporated by reference in this section constitute “forward-looking statements.” Such statements are generally identifiable by the terminology used such as “plan”, “expect”, “estimate”, “budget” or other similar words. THE ACHIEVEMENT OF CERTAIN RESULTS OR OTHER EXPECTATIONS CONTAINED IN SUCH FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS WHICH MAY CAUSE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS DESCRIBED TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. The Obligated Group does not plan to issue any updates or revisions to those forward-looking statements if or when the expectations, or events, conditions or circumstances on which such statements are based occur.
View financials and bond ratings information.
The Corporate Finance Office at Rush University Medical Center maintains the bondholder information on this website.
For more information, contact us:
Patricia Steeves O'Neil
Vice President; Chief Investment Officer & Treasurer
Rush University Medical Center
1700 W. Van Buren St., Suite 265
Chicago, Ill. 60612
Phone: (312) 942-5647
Fax: (312) 942-5729
Matt Aumick, CPA
Director of External Reporting
Rush University Medical Center
1700 W. Van Buren St., Suite 268
Chicago, IL 60612
Phone: (312) 942-7033
Fax: (312) 942-5729