Indian River County Hospital District

Special Meeting Minutes: October 3, 2018

Special Meeting
Indian River County Hospital District
Hospital District Conference Room
October 3, 2018
12:00 PM

TRUSTEES: Marybeth Cunningham Allen Jones
Dr. Michael Weiss Karen Deigl
Tracey Zudans Barbara Bodnar
Ann Marie McCrystal

STAFF: Ann Marie Suriano Jennifer Frederick
Kate Voss Jennifer Peshke, Esq.

OTHER ATTENDEES: William Boyles, Esq. Paul Quinn, Esq.
Barry Sagraves Colleen Wixon
Chuck Cunningham Ginger King
Angela Dickens Lundy Fields
William Kelley

Convene Meeting – Marybeth Cunningham, Chairwoman

Mrs. Cunningham convened the meeting and asked that all attendees introduce themselves. She stated that this is a significant day for the Hospital District and the residents of the community. She asked for public comment to start the meeting, and there was none at this time.

Presentation of Analysis and Final Opinion Concerning Valuation- Stout Risius Ross, LCC & Review of Intangible Benefits- William Boyles, Esq

Mr. Rob Haupman of Stout, provided the Trustee with a review of the updated Financial Opinion and Fairness Valuation. Additionally, Mr. Bill Boyles, Esq. reviewed the list of intangible benefits of the transaction and its effect on the community with the Trustees. Both documents will be placed on the Districts website for the public to review.

Trustee Discussion-

Mrs. Cunningham asked for Trustee comment concerning the Cleveland Clinic transaction documents. Mrs. Zudans discussed her concerns with the agreements which included language stating that Cleveland Clinic may discontinue a line of service if the service was offered within 25 miles of the hospital, along with their commitment to invest $250 million which she felt could have been more. Additionally, she does not support the District funding indigent care at the hospital over the next three years. Dr. Weiss echoed Mrs. Zudans concerns and stated that he has concerns that the hospital will transition away from a full-service hospital which he believes is imperative to have in this community.

Mrs. McCrystal shared her thoughts on the process and stated that as a long time Vero Beach resident, she fully supports this partnership and believes it will be an asset to the community. She encouraged the Trustees to support this partnership and unanimously vote to approve it. In doing that, it will show the community that the board is a united front and supportive of the process.

Mr. Jones addressed the group and stated that the terms of the transaction do have some flaws however, the main reason he chose Cleveland Clinic as the best partner was due to its top-rated medical care and consistent record of the same, year over year. Additionally, their proposed charity care policy is more robust than the current District policy, which will help support an estimated additional 4,000 residents who are between 150%-250% of the poverty level. He further stated that he believes the attorneys and consultants who represented the District thought this process obtained the best deal possible and always had the community’s best interests in mind.

Ms. Deigl thanked Mrs. Cunningham for her efforts and the many hours she spent guiding the Trustees and instructing them through this process. She supports the partnership and believes it will be a positive addition to the community.

Mrs. Bodnar stated that having been a medical professional for 37 years in Vero Beach she has her concerns with the transaction but feels that many of these things are speculative and she is putting her faith in Cleveland and believes they will do what is best for our community.

Mrs. Cunningham stated that this process was conduced in good faith and done as a public process. She believes this is a great deal and that both boards should be proud of the work they have done to get to this point.

Trustee Action-

Mr. Jones made a motion to approve Resolution 2018-05 which was seconded by Ms. Deigl. Mrs. Cunningham asked for public comment and there was none. The motion carried unanimously.

Public Comment-

Dr. William Kelley, taxpayer publicly thanked Mrs. Cunningham and Dr. Hockmeyer for their leadership in this process. He has worked with the Cleveland Clinic organization for many years and spoke to their high-quality patient care.

Mr. Boyles stated that moving forward in this process, the Chair of the District board will need to sign the Member Substitution Agreement. Further, the attorneys are working to complete the fundamental transactional agreements, which will be signed at a later date. Additionally, there will be a regulatory period in which the parties will meet with the Attorney General and work through the process of transferring the hospital’s licenses. They have a proposed closing date of January 1, 2019.

Adjourn- The meeting was adjourned at 1:30 PM



William P Cooney MD is an orthopedic surgeon (retired) who has been a resident of Vero Beach since 2004. He practiced orthopedic surgery at Indian River Medical Center from 2006-2015 within the orthopedic practice of Prosports. He served on the IRMC Foundation for four years. Prior to this, he was a Professor of Orthopedics at Mayo Clinic in Rochester Minnesota, Chair of the Division of Hand Surgery and Vice president of the Department of Orthopedic Surgery. He served as the Vice Chairman of the Mayo Clinic Development Department. He has been President of the American Society for Surgery of the Hand, Orthopedic Research and Education Foundation, Consultant at Shrine Hospital systems. He was editor in chief of the Journal of Orthopedic Surgery and co-editor of the Journal of Hand Surgery. He held grants in hand and wrist surgery sponsored by National Institute of Health (NIH) and Stryker Orthopedics and has over 250 publications in the field of orthopedic surgery, hand, wrist and elbow surgery and microsurgery- free tissue transfers. Within Indian River County, he has served as Chairman of the Board and President of the Hope for Families Homeless Center, Board of the Indian River Hospital Foundation, We Care and Whole Family Health Center medical practices.

Term:  1/23-12/24

Origination: Elected (2 OC)

Occupation: Retired Surgeon



Kerry Bartlett,  of Vero Beach, has more than 30 years experience in philanthropy, including as vice president of the VNA & Hospice Foundation; VNA chief advancement officer from 2001-2007; and executive director of the Indian River Community Foundation from 2008-2014. Kerry is the founder of The Bartlett Company, which focuses on nonprofit and philanthropic consulting. She also is a managing director for Carter, a Vero Beach company that specializes in advancing philanthropy worldwide. Kerry has spent more than 25 years in the nonprofit sector as a fund development professional and has particular expertise in annual funds, major gifts, endowment campaigns and legacy giving. Kerry is also known for creating and implementing effective donor-centered stewardship programs that build, maintain and strengthen nonprofits’ relationships.

Term:  3/21-12/22   |   1/23-12/26

Origination: Appointed by Governor Ron DeSantis
Elected NOC

Occupation: Philanthropic Consultant/Managing Director



Karen has been President and CEO of Senior Resource Association, where she successfully advocates for older adults and their families, since 2006. In that role, she helps provide activities, education and services benefiting older and disabled adults in Indian River County. In addition, Karen provides oversight of the community mass transit system for residents and visitors of the county. As CEO, Karen is responsible for a $7 million operational annual budget and managing more than 100 employees. She ensures that fiscally sound and responsible solutions are created to provide healthcare and a better quality of life for all Indian River County residents. Karen earned a BS in Health Administration from Florida Atlantic University and an MHA from the University of Florida. She was elected to the Indian River County Hospital District Board of Trustees in 2016, and joined the Board in January 2017.

Term:  1/17-12/20   |   1/21-12/24

Origination: Elected 1 OC | Elected NOC

Occupation: President/CEO



Paul Westcott has been a Board Certified Workers' Compensation Attorney since 1999. In addition, Paul has earned his certification from the Florida Supreme Court as a Circuit Civil and Family Law Mediator. Receiving his Bachelor of Arts degree in both Economics and Political Science at Florida Southern College, he continued his education at Stetson University College of Law. He graduated from Stetson in 1988, having been a published member of the Stetson Law Review. Paul has been a member of the Florida Bar since 1988.  He began his practice in a combined civil litigation and transactional practice before serving as an Assistant State Attorney.  He began his career in Workers' Compensation with Rissman, Weisberg, Barrett, Hurt, Donahue & McClain P.A., where he handled Workers' Compensation cases at the trial and appellate levels.  In 1997, Paul opened the Ft. Pierce office of Hurley, Rogner, Miller, Cox, Waranch & Westcott P.A. handling workers' compensation cases at all levels throughout central and south Florida, while managing the operations of that office.  During his nearly 25 year career in Workers' Compensation, he lectured on a wide range of industry topics.

1/23-12/26   |   1/21-12/24

Origination: Elected 1 OC 

Occupation: Attorney & Mediator



Barbara has practiced physical therapy, specializing in orthopedics and sports medicine, in her hometown of Vero Beach since 1981. She was an integral part of the sports medicine team at Vero Beach High School for 35 years. Barbara completed the reserve police academy training, and served with the Vero Beach Police Department from 1982-1989. Her volunteer involvement in the community includes serving on the City of Vero Beach Recreation Committee, Arthritis Association of Indian River County, and the Senior Good Life Games. She and her husband, Michael, enjoy spending their free time traveling in their RV and training their Labradors, Gunner and Chase, in K-9 performance events, including agility and dock jumping. Barbara is a lifelong resident of Indian River County, and received her degree in physical therapy from Chattanooga State College. Barbara was elected to the Indian River County Hospital District Board of Trustees in 2016, and joined the Board in January 2017.

Term:  1/17-12/20   |   1/21-12/24

Origination: Elected 1 OC | Elected 1 OC

Occupation: Physical Therapist



Born and raised in Illinois, Michael was a Theatre and Speech Instructor at Lincoln College when he moved to Indian River County in 1984. He was the Director of Education for the Riverside Theatre for a decade, helping to build the Riverside Children’s Theatre and directing many productions. Michael is well known in the community for his 25 years of service at the United Way of Indian River County, 16 of those years as the CEO. He is very proud of his work with dozens of nonprofit agencies and his commitment to creating and strengthening community collaboratives. Michael was also an Adjunct Faculty member at Barry University for 20 years. He has served on many boards and committees over the years, including: Children’s Services Advisory Committee Needs Assessment, Chair of the Emergency Food and Shelter Program for many years, and he was a founding member of the Mental Health Collaborative, the Senior Collaborative of IRC and the IRC Executive Roundtable. As a Hospital District Trustee he is committed to serving all the citizens of our county. In particular, he hopes to see enhanced availability and affordability for behavioral/mental health for all in need.


Term: 1/23- 12/26

Origination: Elected 1 OC

Occupation: Retired CEO United Way



Marybeth’s professional career encompasses 34 years of working for GM/Delphi in a variety of positions. Starting out as a traffic claims clerk, she worked her way through the organization, with roles in Purchasing, Engineering, and Quality and Reliability. She retired in 2009 as the executive director of Global Operations for the Packard Electric Division of Delphi. In this position, she was responsible for 94 plants in 33 countries. Marybeth has served on the board of directors for numerous non-profits, including Northeast Ohio Adoption Agency; United Way of Warren Ohio, where she served as chairman of the annual campaign for two years; Up with People; Head, Heart and Hands of Indian River Club; Indian River Community Foundation, and the Indian River Mental Health Collaborative. She earned her B.A. in Political Science from Albion College. Marybeth was elected to the Indian River County Hospital District Board of Trustees in 2014, and joined the Board in January 2015. She currently serves as Chair.


Term:  1/15-12/18   |   1/19-12/22   |   1/23- 12/24

Origination: Elected 1 OC | Elected  NOC | Elected NOC

Occupation: Retired Executive GM