HEALTH POLICY COMMISSION
NOTICE OF MATERIAL CHANGE FORM
Health Policy Commission
50 Milk Street
8
th
Floor
Boston, MA 02109
GENERAL INSTRUCTIONS
The attached form should be used by a Provider or Provider Organization to provide a Notice of Material
Change (“Notice”) to the Health Policy Commission (“Commission”), as required under M.G.L. c. 6D, § 13
and 958 CMR 7.00, Notices of Material Change and Cost and Market Impact Reviews. To complete the
Notice, it is necessary to read and comply with 958 CMR 7.00, a copy of which may be obtained on the
Commission’s website at www.mass.gov/hpc. Capitalized terms in this Notice are defined in 958 CMR
7.02. Additional sub-regulatory guidance may be available on the Commission’s website (e.g., Technical
Bulletins, FAQs). For
further assistance, please contact the Health Policy Commission at HPC-
Notice@state.ma.us. This form is subject to statutory and regulatory changes that may take place from time
to time.
REQUIREMENT TO FILE
This Notice must be submitted by any Provider or Provider Organization with $25 million or more in Net
Patient Service Revenue in the preceding fiscal year that is proposing a Material Change, as defined in 958
CMR 7.02. Notice must be filed with the Commission not fewer than 60 days before the consummation or
closing of the transaction (i.e., the proposed effective date of the proposed Material Change).
SUBMISSION OF NOTICE
One electronic copy of the Notice, in a portable document form (pdf), should be submitted to the following:
Health Policy Commission HPC-Notice@state.ma.us;
Office of the Attorney General HCD-6D-NOTICE@state.ma.us;
Center for Health Information and Analysis CHIA-Legal@state.ma.us
PRELIMINARY REVIEW AND NOTICE OF COST AND MARKET IMPACT REVIEW
If the Commission considers the Notice to be incomplete, or if the Commission requires clarification of any
information to make its determination, the Commission may, within 30 days of receipt of the Notice, notify
the Provider or Provider Organization of the information or clarification necessary to complete the Notice.
The Commission will inform each notifying Provider or Provider Organization of any determination to
initiate a Cost and Market Impact Review within 30 days of its receipt of a completed Notice and all
required information, or by a later date as may be set by mutual agreement of the Provider or Provider
Organization and the Commission.
CONFIDENTIALITY
Information on this Notice form itself shall be a public record and will be posted on the Commission’s website.
Pursuant to 958 CMR 7.09, the Commission shall keep confidential all nonpublic information and documents
obtained in connection with a Notice of Material Change and shall not disclose the information or documents
to any person without the consent of the Provider or Payer that produced the information or documents,
except in a Preliminary Report or Final Report of a Cost and Market Impact Review if the Commission
believes
that such disclosure should be made in the public interest after taking into account any privacy,
trade secret or
anti-competitive considerations. The confidential information and documents shall not be
public records and shall be exempt from disclosure under M.G.L. c. 4, § 7 cl. 26 or M.G.L. c. 66, § 10.
NOTICE OF MATERIAL CHANGE
DATE OF NOTICE:
1.
Name:
2.
Federal TAX ID #
MA DPH Facility ID #
NPI #
3.
Business Address 1:
4.
Business Address 2:
5.
City:
State:
Zip Code:
6.
Business Website:
7.
Contact First Name:
Contact Last Name:
8.
Title:
9.
Contact Phone:
Extension:
10.
Contact Email:
DESCRIPTION OF ORGANIZATION
11.
Briefly describe your organization.
TYPE OF MATERIAL CHANGE
12.
Check the box that most accurately describes the proposed Material Change involving a Provider or Provider Organization:
A Merger or affiliation with, or Acquisition of or by, a Carrier;
A Merger with or Acquisition of or by a Hospital or a hospital system;
Any other Acquisition, Merger, or affiliation (such as a Corporate Affiliation, Contracting Affiliation, or employment of
Health Care Professionals) of, by, or with another Provider, Providers (such as multiple Health Care Professionals from
the same Provider or Provider Organization), or Provider Organization that would result in an increase in annual Net
Patient Service Revenue of the Provider or Provider Organization of ten million dollars or more, or in the Provider or
Provider Organization having a near-majority of market share in a given service or region;
Any Clinical Affiliation between two or more Providers or Provider Organizations that each had annual Net Patient
Service Revenue of $25 million or more in the preceding fiscal year; provided that this shall not include a Clinical
Affiliation solely for the purpose of collaborating on clinical trials or graduate medical education programs; and
Any formation of a partnership, joint venture, accountable care organization, parent corporation, management
services
organization, or other organization created for administering contracts with Carriers or third-party
administrators or
current or future contracting on behalf of one or more Providers or Provider Organizations.
13.
What is the proposed effective date of
th
e proposed Material Change?
04-3426253
n/a
n/a
January 1, 2016
BIDCO is an Accountable Care Organization (ACO) and clinically integrated payor contracting
organization, created to align Member hospital and physician efforts to improve patient care and
care management and share risk under reimbursement contracts. As of September, 2015 BIDCO's
members include approximately 2,400 physicians and 7 hospitals. BIDCO has two corporate
Members: BIDCO Physician LLC (the members of which are physician groups) and BIDCO
Hospital LLC (the members of which are hospitals). BIDCO is governed by a 14 person Board of
Managers, with equal representation from both Members and a co-Chair from each Member.
10/02/2015
Beth Israel Deaconess Physician Organization, LLC d/b/a Beth Israel Deaconess Care Organization (BIDCO)
One University Avenue
North Entrance
Westwood
MA
02090
www.bidco.org
Deb
Schoenthaler
Chief Operating Officer
617-754-1007
dschoent@bidmc.harvard.edu
MATERIAL CHANGE NARRATIVE
14.
Briefly describe the nature and objectives of the proposed Material Change, including whether any changes in Health Care
Services are anticipated in connection with the proposed Material Change:
15.
Briefly describe the anticipated impact of the proposed Material Change, including but not limited to any anticipated
impact on reimbursement rates, care referral patterns, access to needed services, and/or quality of care:
DEVELOPMENT OF THE MATERIAL CHANGE
16.
Describe any other Material Changes you anticipate making in the next 12 months:
17.
Indicate the date and nature of any applications, forms, notices or other materials you have submitted regarding the
proposed Material Change to any other state or federal agency:
New England Baptist Clinical Integration Organization, LLC (NEBCIO), consisting of New England Baptist Hospital
(NEBH), an orthopedic care hospital, and its participating physicians, intends to join BIDCO as of January 1, 2016, for
the purpose of aligning risk among NEBCIO’s participating hospital and physician providers and BIDCO’s participating
hospital and physician providers, and implementing shared orthopedic and musculoskeletal care management
programs across the BIDCO network. NEBCIO is recognized in the market as a value leader in orthopedic services
and will assist BIDCO to enhance the scope of delivery of such services in the BIDCO network. NEBCIO participating
physicians and NEBH will join certain BIDCO payor contracts on January 1, 2016 and other contracts as they come up
for renewal thereafter. Once NEBH and NEBCIO physicians are participating in a BIDCO risk contract, BIDCO will
integrate NEBH and NEBCIO physicians’ clinical care data into its data warehouse, where the information will be
utilized to improve patient care quality and efficiency, and where NEBH and NEBCIO physicians will also receive
reports and analytics to help meet these goals. Through regular meetings with NEBCIO leadership and with feedback
from clinicians at the local level, care management programs and best practices for orthopedic care will be integrated
across the BIDCO network, with the goal of continuous quality improvement, increased patient satisfaction, and
improved coordination of care and service delivery.
Including NEBH and NEBCIO physicians in the BIDCO provider network will bring about many beneficial
opportunities for care improvement and efficiency in the provision of patient care, both for NEBCIO
providers and for the current providers in the BIDCO network. Each organization brings its unique
experience and success in the management of patients, with NEBCIO providers contributing its expertise
and experience with the development of bundled payment programs for surgical episodes of care within
orthopedics and implementation of quality based care management programs. Synergy across the BIDCO
network will allow for continuous improvement in the management of medical cost trends, allowing payors
to maintain lower premium increases for the benefit of health care consumers. In addition, shared clinical
information through EHRs will promote better management of patient health, both in terms of cost and
quality of care provided and patient satisfaction that will accompany more coordinated care. Infrastructure
is more easily coordinated and distributed when providers are working together using similar processes,
accessing uniform systems, and following coordinated care pathways and protocols.
BIDCO is continuously evaluating the composition of its membership, and making determinations
about potential affiliations. At this time, BIDCO does not anticipate making any other material
changes within the next twelve months.
None.
SUPPLEMENTAL MATERIALS
18.
Submit the following materials, if applicable, under separate cover to HPC-Notice@state.ma.us.
The Health Policy Commission shall keep confidential all nonpublic information, as requested by the parties,
in
accordance with M.G.L. c. 6D, § 13(c), as amended by 2013 Mass. Acts, c. 38, § 20 (July 12, 2013).
a.
Copies of all current agreement(s) (with accompanying appendices and exhibits) governing the proposed
Material Change (e.g., definitive agreements, affiliation agreements);
b.
A current organizational chart of your organization
c.
Any analytic support for your responses to Questions 14 and 15 above.
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