2024-11-11T09:36:10-06:00 2024-06-30 410746749 CLIFTONLARSONALLEN LLP 4 BATTERYMARCH PARK SUITE 100 QUINCY MA 02169 990 2023-07-01 020400703 THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE RIVE 6036581786 5 WHITE OAK DRIVE EXETER NH 03833 KEVIN GOYETTE CFO 6037724700 2024-11-08 1 0 KATARZYNA O PADZIK P02268641 7819821001 2024-11-08 2023 2024-10-15 13:58:12Z RIVERWOODS EXETER JULIE CLARK 5 WHITE OAK DRIVE EXETER NH 03833 56362339 0 X WWW.RIVERWOODSRC.ORG X 1983 NH TO ESTABLISH, OWN, AND MAINTAIN CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES FOR THE ELDERLY 13 12 689 262 0 0 400253 570580 40868641 44676586 2320782 3327887 1993030 52645 45582706 48627698 201255 230149 0 0 21441738 24329577 0 0 0 29116984 29154454 50759977 53714180 -5177271 -5086482 195729835 199457460 280417283 283608882 -84687448 -84151422 X TO ESTABLISH, OWN, AND MAINTAIN CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES (CCRC) WHICH PROVIDE HOUSING, HEALTH CARE SERVICES, FOOD SERVICES, SECURITY, AND OTHER ANCILLARY SERVICES TO ELDERLY PERSONS. 0 0 42945214 230149 44676586 THE RIVERWOODS COMPANY AT EXETER NH (RWE) HAS ONE PRIMARY PROGRAM SERVICE, TO ESTABLISH, MANAGE, AND MAINTAIN A CONTINUING CARE RETIREMENT COMMUNITY (CCRC) WHICH PROVIDES HOUSING, HEALTH CARE SERVICES, FOOD SERVICES, SECURITY, AND OTHER ANCILLARY SERVICES TO OLDER ADULTS OVER AGE 62. ON JUNE 30, 2024, THE COMMUNITY HOUSED APPROXIMATELY 498 RESIDENTS IN INDEPENDENT APARTMENTS AND 107 RESIDENTS IN HEALTH CARE CENTERS. OVER THE COURSE OF THE YEAR THE HEALTH CARE CENTERS SERVED APPROXIMATELY 188 RESIDENTS ON A PERMANENT, TEMPORARY OR PER DIEM BASIS AT A SUBSTANTIALLY DISCOUNTED RATE. THE "CONTRACTUAL ALLOWANCE" (I.E. WRITE-OFF) RELATED TO THE LEVEL OF CARE PROVIDED FOR LIFECARE CONTRACT RESIDENTS WAS $14,139,557 FOR FY24. CONTINUED ON SCHEDULE O. AS A NOT-FOR-PROFIT CCRC, RWE HAS A BENEVOLENCE FUND TO HELP RESIDENTS WHO HAVE OUTLIVED THEIR ASSETS OR HAVE FOUND THEMSELVES UNABLE TO MAKE THEIR FINANCIAL COMMITMENT, THROUGH NO FAULT OF THEIR OWN. IF NEEDED, A RESIDENT CAN TURN TO THE RIVERWOODS BENEVOLENCE FUND, RATHER THAN PLACING FINANCIAL BURDEN ON SENIOR ASSISTANCE PROGRAMS OUTSIDE THE RIVERWOODS COMMUNITY. IN FY24, RWE PROVIDED FINANCIAL ASSISTANCE TO A TOTAL OF THREE RESIDENTS IN THE AMOUNT OF $156,649.RWE WAS FOUNDED IN 1983 AS A NOT-FOR-PROFIT CHARITABLE ORGANIZATION, BY A GRASSROOTS GROUP OF SEACOAST AREA RESIDENTS WHOSE MISSION WAS TO CREATE AN ACTIVE AND ENGAGING CONTINUING CARE COMMUNITY THAT ENHANCED THE FREEDOM OF SENIOR LIVING WHILE EASING THE CHALLENGES OF AGING. WOVEN INTO THE FABRIC OF OUR FOUNDING PRINCIPLES IS A COMMITMENT TO THE LOCAL COMMUNITY: "TO BE A RESPONSIBLE COMMUNITY THAT PARTICIPATES IN THE LIFE OF THE LARGER COMMUNITY AROUND IT." WE CONSIDER OURSELVES NEIGHBORS OF THE LOCAL COMMUNITY, AND WE ARE DEDICATED TO SERVING THE NEW HAMPSHIRE SEACOAST AREA BOTH WITH OUR TIME, KNOWLEDGE, AND THROUGH OUR RESOURCES. IN FY24, BOTH STAFF AND RESIDENTS FOUND MANY WAYS TO GIVE BACK, SERVE OTHERS, AND SUPPORT THE LOCAL COMMUNITY BY VOLUNTEERING THEIR TIME ON LOCAL NOT-FOR-PROFIT BOARDS, VOLUNTEERING HOURS IN THEIR COMMUNITY, COLLECTING PHYSICAL DONATIONS FOR TOY AND FOOD DRIVES AND MAKING KNITTED ITEMS TO DONATE TO LOCAL ORGANIZATIONS. RWE ENCOURAGES EMPLOYEES TO VOLUNTEER DURING WORK HOURS FOR SPECIAL NOT-FOR-PROFIT PROJECTS. PART OF OUR MISSION IS NOT ONLY TO HELP IMPROVE THE EXPERIENCE OF AGING FOR AS MANY ADULTS AS POSSIBLE, BUT ALSO TO SHARE THAT KNOWLEDGE WITH OTHERS, ESPECIALLY THE YOUNGER GENERATION. EMPLOYEES REGULARLY SHARE THEIR KNOWLEDGE BY INVITING STUDENTS INTO THE RWE COMMUNITY WHO CAN LEARN FROM THE VAST KNOWLEDGE AND EXPERIENCE OF THE STAFF. OVER THE YEARS WE HAVE HOSTED STUDENTS FROM A VARIETY OF SCHOOLS AND PROVIDED INTERNSHIPS IN A VARIETY OF COURSEWORK, FROM MARKETING TO FINANCE TO SOCIAL WORK AND HEALTH CARE. SINCE RIVERWOODS OPENED ITS DOORS IN 1994, A KEY OBJECTIVE HAS NOT ONLY BEEN TO SHARE OUR EXPERIENCES WITH OTHERS, BUT TO LEARN FROM OTHERS IN THE INDUSTRY AT THE SAME TIME. IN THIS WAY WE CONTINUE TO INNOVATE, TO REMAIN AT THE FOREFRONT OF NEW TRENDS IN OUR INDUSTRY, AND TO RESPOND TO CHANGING CONSUMER PREFERENCES, WHILE ALSO ADVANCING THE SENIOR LIVING INDUSTRY AS A WHOLE. OUR LEADERS REGULARLY ATTEND INDUSTRY SEMINARS, PARTICIPATE IN STUDY GROUPS, AND PRESENT ON NATIONAL AND INTERNALTIONAL PANELS WITHIN OUR INDUSTRY, AS WELL AS DRAFT ARTICLES FOR LEADING PUBLICATIONS. RWE IS A STRONG COMMUNITY PARTNER AND IN ADDITION TO RESIDENT AND STAFF TIME SPENT VOLUNTEERING, RWE HAS HELPED A NUMBER OF COMMUNITY-WIDE EVENTS AND ORGANIZATIONS WITH FINANCIAL SUPPORT. RWE HAS ALSO PROVIDED SMALL HONORARIUMS/DONATIONS TO A NUMBER OF GROUPS WHO HAVE PROVIDED SPEAKERS FOR OUR ON-CAMPUS EDUCATION PROGRAMS.EDUCATION IS A VALUE HIGHLY PRIZED BY RWE RESIDENTS. EIGHTEEN YEARS AGO, RESIDENTS ESTABLISHED SCHOLARSHIP FUNDS FOR STAFF AND THEIR FAMILIES. SINCE THEN, 187 SCHOLARSHIPS HAVE BEEN DISTRIBUTED, WORTH MORE THAN $497,500 TOWARD GOALS OF HIGHER EDUCATION. IN FY24, $73,500 WAS AWARDED TO 17 RECIPIENTS.IN JULY OF 2016, A GROUP OF RWE EMPLOYEES CREATED THE C.A.R.E. (CARING, AIDING AND RESPONDING TO EMPLOYEES) FUND TO ASSIST EMPLOYEES OF RWE WHO DEMONSTRATE A FINANCIAL EMERGENCY BEYOND THEIR CONTROL AND PROVIDE THEM WITH LIMITED ASSISTANCE. THIS FUND CONTINUES TO BE AVAILABLE TO EMPLOYEES WHO DEMONSTRATE A NEED FOR LIMITED EMERGENCY FINANCIAL ASSISTANCE.RIVERWOODS IS LOCATED IN A BEAUTIFUL RURAL AREA. THE RIVERWOODS LANDSCAPING TEAM, WITH THE HELP OF THE RESIDENT TRAILS COMMITTEE, MAINTAINS OVER FOUR MILES OF WALKING AND HIKING TRAILS THAT CIRCUMNAVIGATE OUR THREE RWE CAMPUSES. THESE TRAILS ARE ENJOYED BY RWE RESIDENTS AND STAFF ON A DAILY BASIS BUT ARE ALSO OPEN AND WIDELY USED BY THE LOCAL EXETER AREA COMMUNITY. THE TRAIL SYSTEM ALSO PROVIDES ACCESS TO A LARGE PORTION OF THE 165-ACRE RWE ARBORETUM. THIS PROJECT STARTED 17 YEARS AGO WHEN A SMALL GROUP OF RESIDENTS BEGAN PLANING A WIDE VARIETY OF TREES. TODAY IT INCLUDES AT LEAST 298 SPECIES OF TREES AND HAS ACHIEVED LEVEL I ARBORETUM ACCREDIATION FROM ARBNET, A CONSORTIUM OF ARBORETA AND TREE-FOCUSED PUBLIC GARDENS THROUGHOUT THE WORLD. 42945214 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 218 0 689 1 0 0 0 0 0 0 0 0 0 0 0 0 X 13 12 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 0 0 NH X SHELLY CRAIG SENIOR DIRECTOR OF FI 6036583007 5 WHITE OAK DRIVE EXETER NH 03833 JUSTINE VOGEL CEO 0.80 39.20 X 0 504915 40317 KIMBERLY GASKELL VP OF OPERATIONS 15.00 25.00 X 0 260341 16588 LINDA MCCARTHY SR. DIRECTOR OF HEALTH SERVICES 40.00 0.00 X 182797 0 33593 TRACY JEFFERS ASSOCIATE EXECUTIVE DIRECTOR 40.00 0.00 X 157500 0 4676 LISA CLARK SALES MANAGER 40.00 0.00 X 150523 0 23982 JULIE CLARK EXECUTIVE DIRECTOR 40.00 0.00 X 149532 0 1375 CRYSTAL HAYES DIRECTOR OF CULINARY OPERATIONS 40.00 0.00 X 141130 0 7220 PATRICIA CROTHERS NURSE PRACTITIONER 40.00 0.00 X 131143 0 24013 SUSAN DESJARDINS CHAIR 0.50 1.50 X X 0 0 0 REBECCA SMITH VICE CHAIR 0.50 1.50 X X 0 0 0 MIKE HICKEY TREASURER 0.50 1.50 X X 0 0 0 DEBORAH KARMOZYN CLERK AND RESIDENT TRUSTEE 0.50 1.50 X X 0 0 0 DAN CHARTRAND TRUSTEE 0.50 1.50 X 0 0 0 KIRSTEN CORAZZINI TRUSTEE 0.50 1.50 X 0 0 0 TOM DONOVAN TRUSTEE 0.50 1.50 X 0 0 0 DEBBY MILLER TRUSTEE (AS OF JANUARY 2024) 0.50 1.50 X 0 0 0 PATRICK PARISI TRUSTEE 0.50 1.50 X 0 0 0 WALTER BURGIN RESIDENT TRUSTEE 0.50 1.50 X 0 0 0 RALPH RAGUCCI RESIDENT TRUSTEE 0.50 1.50 X 0 0 0 BILL STAFFORD RESIDENT TRUSTEE 0.50 1.50 X 0 0 0 DAVID BROWNELL CHAIR (LEFT JUNE 18, 2024) 0.50 1.50 X 0 0 0 MIKE ROWAN TRUSTEE (LEFT APRIL 2024) 0.50 1.50 X 0 0 0 JOHN PROCHILO TRUSTEE (LEFT JUNE 18, 2024) 0.50 1.50 X 0 0 0 JASON SMITH TRUSTEE (LEFT JUNE 18, 2024) 0.50 1.50 X 0 0 0 TIM RILEY TRUSTEE (LEFT AUGUST 2023) 0.50 1.50 X 0 0 0 SUSAN WOODS TRUSTEE (LEFT JUNE 18, 2024) 0.50 1.50 X 0 0 0 912625 765256 151764 23 0 1 0 THE RIVERWOODS GROUP 5 WHITE OAK DRIVE EXETER NH 03833 MANAGEMENT, FINANCE, ADMIN & IT SERVICES 3683284 MORRIS PIGEON 273 LITTLEWORTH RD MADBURY NH 03823 CONSTRUCTION SERVICES 1240391 KRAFTON PLUMBING AND HEATING 51 BACHELDER DRIVE RAYMOND NH 03077 PLUMBING SERVICES 316965 SELECT REHABILITATION LLC PO BOX 71985 CHICAGO IL 60694 PHYSICAL THERAPY 191613 GDC NEW HAMPSHIRE LLC 225 E JOHN CARPENTER FREEWAY STE 70 IRVING TX 75062 CAPITAL PROJECT PLANNING AND MANAGEMENT 132083 6 570580 570580 RESIDENT SERVICE FEES 623000 32457709 32457709 HEALTH CENTER FEES 623000 8327850 8327850 EARNED ENTRANCE FEES 623000 3589622 3589622 ANCILLARY RESIDENT SERVICES 623000 301405 301405 44676586 2207914 2207914 52501 0 52501 52501 52501 8854614 7734641 1119973 1119973 1119973 144 144 144 48627698 44676586 0 3380532 230149 230149 208750 208750 20099712 17292346 2807366 227390 181912 45478 2286781 1830525 456256 1506944 1205555 301389 1487632 1487632 94833 94833 84817 84817 404933 404933 5058842 3341705 1717137 239907 115755 124152 624761 533794 90967 815451 281521 533930 4122108 3503807 618301 55001 8250 46751 2006184 1708622 297562 9164910 7060321 2104589 844098 717634 126464 FOOD & DIETARY SUPPLIES 2309838 2009559 300279 REPAIRS AND MAINTENANCE 928054 629497 298557 RESIDENT EXPENSES 612312 591645 20667 OTHER EMPLOYEE EXPENSES 249205 167903 81302 51568 47082 4486 53714180 42945214 10768966 0 1129 8678544 6006870 1756756 1397252 463749 361581 287756 824526 237724503 125320082 110688422 112404421 72862284 77726514 991195 736296 195729835 199457460 4545520 3098994 25705568 27376146 46265000 43798802 25600 110187 203875595 209224753 280417283 283608882 X -86116241 -85627239 1428793 1475817 -84687448 -84151422 195729835 199457460 X -5086482 5976115 -353607 X 0 1 X 1 0 X 997388 2256014 1106700 400253 570580 5330935 36835079 35430319 38169361 40868641 44676586 195979986 189362 53147 282278 785731 1310518 38021829 37739480 39558339 42054625 45247166 202621439 292288 300724 413998 340613 369520 1717143 0 292288 300724 413998 340613 369520 1717143 200904296 3382143 2635419 1874742 2376466 2260415 12529185 3382143 2635419 1874742 2376466 2260415 12529185 326960 402903 1147299 144 1877306 41403972 40701859 41835984 45578390 47507725 217027930 0.92570 0.92100 0.05770 0.06360 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: LEGAL SETTLEMENTS - 2020 AMOUNT: $ 326,960. FLOOD INSURANCE PROCEEDS - 2021 AMOUNT: $ 402,903. 2022 AMOUNT: $ 118,528. PROPERTY TAX ABATEMENT - 2022 AMOUNT: $ 928,712. BENEVOLENT FUND REPAYMENT - 2022 AMOUNT: $ 100,059. OTHER INCOME - 2023 AMOUNT: $ 144. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 868633 4989 134639 7239 1001022 776295 3591 95357 6610 868633 883731 2598 -102775 7259 776295 676637 9376 204098 6380 883731 653429 3373 25319 5484 676637 0.60580 0.39420 0.00000 0 0 7504302 7504302 208497904 112202003 96295901 16336838 13118079 3218759 5385459 5385459 112404421 REFUNDABLE ENTRANCE FEE LIABILITY 181964694 WAIT LIST DEPOSITS 24920806 DUE TO RELATED ORGANIZATIONS 2339253 209224753 X PART V, LINE 4: THE ENDOWMENT FUND WAS ESTABLISHED IN 2006 TO PROVIDE LONG-TERM ASSET GROWTH, DUE TO THE CONSTRAINT THAT ONLY INVESTMENT EARNINGS CAN BE UTILIZED. IT SHOULD BE ABLE TO PROVIDE FUTURE LIQUIDITY FOR ONE-TIME BUDGET SHORTFALLS AND NON-RECURRING EXPENSES WHEN NEEDED. PART X, LINE 2: THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE IS A NOT-FOR-PROFIT CORPORATION AS DESCRIBED IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) AND IS EXEMPT FROM FEDERAL INCOME TAXES ON RELATED INCOME PURSUANT TO SECTION 501(A) OF THE IRC. THE ORGANIZATION FOLLOWS THE PROVISIONS OF THE INCOME TAX ACCOUNTING STANDARDS REGARDING THE RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. THE APPLICATION OF THESE PROVISIONS HAS NO IMPACT ON THE ORGANIZATION'S FINANCIAL STATEMENTS. 1 SCHOLARSHIPS 17 73500 MONTHLY FEE BENEVOLENCE ASSISTANCE 3 156649 PART I, LINE 2: RWE HAS TWO SCHOLARSHIP FUNDS WHICH WERE INITIALLY ESTABLISHED BY RESIDENTS AND THE FAMILY OF A DECEASED RESIDENT. THE SPENCER SCHOLARSHIP FUND ASSISTS EMPLOYEES WHO ARE PURSUING A CAREER IN NURSING AND THE PEABODY SCHOLARSHIP FUND PROVIDES FUNDS FOR CHILDREN OF RWE EMPLOYEES WHO WISH TO PURSUE A POST HIGH SCHOOL EDUCATION. EACH OF THESE FUNDS IS SEPARATELY ACCOUNTED FOR AS A RESTRICTED FUND, AND THE ANNUAL DISBURSEMENTS FOR SCHOLARSHIPS IS LIMITED TO 5% OF THE ACCOUNTS' MARKET VALUE AS OF A CERTAIN DATE. THE RESIDENT CHARITABLE FUNDS COMMITTEE HAS ESTABLISHED AN ADDITIONAL SCHOLARSHIP PROGRAM USING FUNDS FROM RWE UNRESTRICTED GIFT FUND. THE SCHOLARSHIPS ARE FOR FIRST-YEAR NURSING STUDENTS AT A LOCAL COMMUNITY COLLEGE. THE DISBURSEMENTS ARE LIMITED TO 1% OF THE VALUE OF THIS FUND AS OF A CERTAIN DATE. WHEN SCHOLARSHIPS ARE AWARDED, THE CHECKS ARE MADE PAYABLE TO THE COLLEGE OR UNIVERSITY FOR THE BENEFIT OF THE STUDENT. THE CHECKS ARE MAILED DIRECTLY BY RWE TO THE INSTITUTION WHICH ENSURES THE FUNDS ARE BEING USED FOR THEIR INTENDED PURPOSE. BENEVOLENCE ASSISTANCE IS PROVIDED EACH MONTH TO RESIDENTS CURRENTLY RECEIVING BENEVOLENCE BENEFITS VIA A CREDIT ON THEIR MONTHLY BILLING STATEMENT. PRIOR TO MOVING MONIES FROM THE BENEVOLENT FUND TO THE OPERATING ACCOUNT, A DETAILED LIST OF FINANCIAL ASSISTANCE AMOUNTS IS PROVIDED TO THE CFO OF TRWG FOR REVIEW AND SIGN OFF. ON AT LEAST AN ANNUAL BASIS, A BENEVOLENCE FUND TRACKER IS PROVIDED TO THE BOARD FINANCE COMMITTEE. X X X X X 0 0 0 0 0 0 0 1 0 JUSTINE VOGEL CEO 0 420038 0 71994 0 12883 0 11644 0 28673 0 545232 0 0 KIMBERLY GASKELL VP OF OPERATIONS 0 219849 0 35050 0 5442 0 6314 0 10274 0 276929 0 0 LINDA MCCARTHY SR. DIRECTOR OF HEALTH SERVICES 151596 0 16250 0 14951 0 4920 0 28673 0 216390 0 0 0 TRACY JEFFERS ASSOCIATE EXECUTIVE DIRECTOR 141676 0 11250 0 4574 0 4676 0 0 0 162176 0 0 0 LISA CLARK SALES MANAGER 115682 0 34841 0 0 0 4301 0 19681 0 174505 0 0 0 JULIE CLARK EXECUTIVE DIRECTOR 142746 0 6786 0 0 0 0 0 1375 0 150907 0 0 0 PATRICIA CROTHERS NURSE PRACTITIONER 125805 0 1250 0 4088 0 4099 0 19914 0 155156 0 0 0 PART I, LINE 3 ALL RELATED PARTY COMPENSATION DISCLOSED ON SCHEDULE J, PART II IS COMPENSATION PAID BY THE RIVERWOODS GROUP (TRWG), A RELATED IRC SECTION 501(C)(3) SUPPORTING ORGANIZATION. TRWG USES THE FOLLOWING TO EVALUATE COMPENSATION: A COMPENSATION COMMITTEE, AN INDEPENDENT COMPENSATION CONSULTANT, FORM 990S OF OTHER LIKE ORGANIZATIONS, A COMPENSATION SURVEY/STUDY AND APPROVAL BY THE TRWG BOARD/COMPENSATION COMMITTEE. THE INDEPENDENT COMPENSATION CONSULTANT REVIEWS THE CEO COMPENSATION PACKAGE FOR REASONABLENESS UNDER THE INTERMEDIATE SANCTIONS RULE (IRS SECTION 4598). PART I, LINE 7 ANY BONUS PAYMENT IS UP TO THE DISCRETION OF THE EMPLOYEE'S SENIOR LEADER. ANY BONUSES PAID TO SENIOR LEADERSHIP ARE ALSO SUBJECT TO REVIEW BY THE EXECUTIVE DIRECTOR AND/OR TRWG CEO. THE BONUS DETERMINATION IS BASED ON AN ANALYSIS OF THE EMPLOYEE'S PERFORMANCE DURING THE YEAR AND IS SUBJECT TO THE BUDGETARY CONSTRAINTS OF THE ORGANIZATION. THE BONUS PAID WAS INCLUDED IN 2023 W-2 COMPENSATION, AND AS SUCH IS REPORTED ON FORM 990, PART VII, COLUMN D AND SCHEDULE J, PART II, COLUMN B(II) AS FOLLOWS: LISA CLARK, SALES MANAGER - $34,841 LINDA MCCARTHY, SR. DIRECTOR OF HEALTH SERVICES - $16,250 TRACY JEFFERS, ASSOCIATE EXECUTIVE DIRECTOR - $11,550 JULIE CLARK, EXECUTIVE DIRECTOR - $6,786 CRYSTAL HAYES, DIRECTOR OF CULINARY OPERATIONS - $5,250 A NEW HAMPSHIRE HEALTH & EDUCATION FACILITIES AUTHORITY 020279866 2012-09-28 65605000 FINANCE/REFINANCE RIVERWOODS' EXISTING CONTINUING CARE RETIREMENT COMMUNITY 0 0 0 A 21770000 65605000 452066 65152934 2012 1 0 1 1 A 0 0 0 0 0 0 1 A 0 0 0 1 1 1 TD BANK 0.750000000000 0 0 0 0 1 A 1 DATE REBATE COMPUTATION PERFORMED ISSUER NAME: NEW HAMPSHIRE HEALTH & EDUCATION FACILITIES AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 09/28/2022 FORM 990, PART VI, SECTION A, LINE 1A THE EXECUTIVE COMMITTEE WILL BE COMPOSED OF THE OFFICERS OF THE BOARD AND WILL EXERCISE THE FULL AUTHORITY OF THE BOARD OF TRUSTEES BETWEEN MEETINGS AND WILL REPORT ITS ACTIONS AT EACH MEETING. MEMBERS OF THE BOARD OF TRUSTEES WILL NOT RECEIVE COMPENSATION FOR THEIR SERVICES AS TRUSTEES; HOWEVER, A MEMBER OF THE BOARD OF TRUSTEES MAY RECEIVE REIMBURSEMENT OF DIRECT OUT-OF-POCKET EXPENSES FOR EFFORTS MADE ON BEHALF OF RWE. FORM 990, PART VI, SECTION A, LINE 3 THE RIVERWOODS GROUP (TRWG), A RELATED PARTY, PROVIDES OVERSITE TO THE OVERALL FRAMEWORK OF RWE. TRWG PRIMARILY PROVIDES ADMINISTRATIVE SERVICES TO RWE WHICH DO NOT INVOLVE ANY SIGNIFICANT MANAGERIAL DECISION MAKING, BUT TRWG DOES HAVE ULTIMATE AUTHORITY AND RESPONSIBILITY FOR RWE'S BUDGET. RWE PAID TRWG A MANAGEMENT FEE OF $1,487,632, ADMINISTRATIVE FEE OF $1,413,840 AND IT FEES OF $1,256,268 FOR ALL SERVICES RENDERED DURING THE TAX YEAR. COMPENSATION PAID TO OFFICERS AND/OR KEY EMPLOYEES OF RWE BY TRWG IS NOT CONSIDERED TO BE A COMPONENT OF THE MANAGEMENT FEE. ANY COMPENSATION PAID BY TRWG IS AS AN EMPLOYEE OF TRWG; AS REQUIRED THIS COMPENSATION IS DISCLOSED ON FORM 990, PART VII, COLUMN (B) AND (F) AS WELL AS ON SCHEDULE J, PART II AS COMPENSATION FROM A RELATED ORGANIZATION; NO COMPENSATION IS DEEMED TO HAVE BEEN PAID BY RWE TO THESE INDIVIDUALS. FORM 990, PART VI, SECTION A, LINE 6 TRWG, AN IRC SECTION 501(C)(3) SUPPORTING ORGANIZATION, IS THE SOLE MEMBER OF RWE. FORM 990, PART VI, SECTION A, LINE 7A THE MEMBER HAS THE AUTHORITY TO ELECT ALL BOARD TRUSTEES FROM THE NOMINATIONS PRESENTED TO THE MEMBER BY THE BOARD. FORM 990, PART VI, SECTION A, LINE 7B THE FOLLOWING ACTIONS BY THE BOARD OF TRUSTEES MUST BE APPROVED BY THE MEMBER BEFORE IT BECOMES EFFECTIVE: (A) REMOVAL OF A MEMBER OF THE BOARD TRUSTEES; (B) FINAL ADOPTION OF, AND ANY APPROVAL OF A MATERIAL DEVIATION FROM, THE ANNUAL AND ANY REVISED OPERATING AND CAPITAL BUDGETS OF RWE; (C) FINAL ADOPTION, AND ANY APPROVAL OF A MATERIAL MODIFICATION, OF RWE'S STRATEGIC PLAN; (D) TRANSFER TO ANY PERSON OR ORGANIZATION, WITH OR WITHOUT CONSIDERATION, DURING ANY TWELVE (12) MONTH PERIOD OF TANGIBLE, INTANGIBLE OR MIXED ASSETS WITH A VALUE IN EXCESS OF $100,000; (E) ANY SINGLE INCURRENCE, OR CUMULATIVE INCURRENCES IN ANY TWELVE (12) MONTH PERIOD, OF INDEBTEDNESS BY RWE IN EXCESS OF $100,000; (F) SALE, LEASE, OR EXCHANGE OF ANY MATERIAL PORTION OF THE ASSETS OF, OR THE STATUTORY MERGER, CONSOLIDATION, CORPORATE DIVISION, DISSOLUTION, OR LIQUIDATION OF, RWE OR ANY SUBSIDIARY; (G) ACQUISITION BY RWE OF SUBSTANTIALLY ALL OF THE ASSETS OF ANOTHER ENTITY; (H) APPOINTMENT OF A FIRM OF INDEPENDENT PUBLIC ACCOUNTANTS TO CONDUCT AN INDEPENDENT AUDIT OF RWE'S FINANCIAL STATEMENTS OR A SPECIAL PROJECT WHICH MATERIALLY IMPACTS ASSETS, REVENUES, OR OPERATIONS; (I) THE PARTICIPATION BY RWE OR ANY SUBSIDIARY IN A KEY STRATEGIC RELATIONSHIP ENTERED INTO WITH AN ORGANIZATION THAT IS NOT A "PARTICIPANT ORGANIZATION", AS SUCH TERMS IS DEFINED IN THE MEMBER'S BYLAWS; (J) APPOINTMENT, EVALUATION, AND COMPENSATION OR TERMINATION OF THE EXECUTIVE DIRECTOR OF RWE; (K) ELIMINATION OR ADDITION BY RWE OR ANY SUBSIDIARY OF ANY LINE OF BUSINESS OR SERVICE OR PROGRAM WITH ACTUAL OR PROJECTED REVENUES IN EXCESS OF ONE PERCENT (1%) OF THE TOTAL BUDGETED REVENUE; (L) THE AMENDEMENT OF THE ARTICLES OF AGREEMENT, BYLAWS, OR OTHER GOVERNING DOCUMENTS OF RWE WHERE SUCH PROPSED AMENDMENT WOULD (I) IMPACT THE POWERS RESERVED TO THE MEMBER IN THESE BYLAWS, (II) REASONABLY EXPECT TO HAVE ANY MATERIAL STRATEGIC, COMPETITIVE, OR FINANCIAL IMPACT ON ONE OR MORE PARTICIPANT ORGANIZATIONS OR ON THE SYSTEM AS A WHOLE, OR (III) IMPACT THE OBLIGATIONS OF RWE UNDER ANY AGREEMENT BETWEEN OR AMONG THE PARTICIPANT ORGANIZATIONS; (M) THE EXERCISE OF RWE'S RESERVED POWERS OVER ITS SUBSIDIARIES. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 WAS PREPARED BY TAX ADVISORS OF A NATIONAL ACCOUNTING FIRM WITH INFORMATION PROVIDED BY MANAGEMENT. RWE HAS DELEGATED THE REVIEW OF THE FORM 990 TO TRWG'S AUDIT COMMITTEE. AFTER REVIEW BY TRWG'S AUDIT COMMITTEE, A FULL COPY OF THE FINAL FORM 990 IS POSTED TO THE BOARD PORTAL, PROVIDING THE ORGANIZATION'S BOARD THE OPPORTUNITY TO REVIEW THE FINAL DRAFT BEFORE FILING. FORM 990, PART VI, SECTION B, LINE 12C AN ANNUAL CONFLICT OF INTEREST QUESTIONNAIRE IS SENT TO ALL TRUSTEES, OFFICERS, AND KEY EMPLOYEES. THE QUESTIONNAIRE IS PREPARED AND AFFIRMATIVE ANSWERS ARE REVIEWED BY RWE'S LEGAL COUNSEL. NO TRUSTEE SHALL PARTICIPATE AS A MEMBER OF THE BOARD IN ANY DECISION AFFECTING THAT TRUSTEE'S PERSONAL FINANCIAL WELFARE OR THE FINANCIAL WELFARE OF ANY OTHER PERSON, ORGANIZATION, OR INSTITUTION WITH WHICH THAT TRUSTEE IS AFFILIATED AS AN OWNER, EMPLOYEE, BOARD MEMBER, OR STOCKHOLDER. THIS SHALL NOT PRECLUDE A TRUSTEE FROM VOTING ON MATTERS AFFECTING THE OPERATION OF RWE FOR THE SOLE REASON THAT A FAMILY MEMBER IS A RESIDENT OF THE FACILITY. IN THE EVENT A TRUSTEE HAS SUCH A CONFLICT IN A MATTER WHICH IS BEING EXPOUNDED, DELIBERATED, AND/OR VOTED UPON BY THE BOARD, SAID TRUSTEE SHALL ABSENT HIMSELF/HERSELF FROM THE BOARD, AND IF THE BOARD MEETING IS NOT OPEN TO THE PUBLIC AT LARGE, SHALL ABSENT HIMSELF/HERSELF FROM THE MEETING ROOM FOR THE TIME PERIOD DURING WHICH THE TOPIC IS UNDER DELIBERATION AND VOTE. FORM 990, PART VI, SECTION B, LINE 15A THE EXECUTIVE DIRECTOR'S SALARY IS SET ANNUALLY BASED ON A COLLABORATIVE DECISION MADE INVOLVING THE CEO, VP OF OPERATIONS, AND VP OF HUMAN RESOURCES AFTER REVIEWING THE RESULTS OF A SALARY MARKET ANALYSIS CONDUCTED BY A THIRD-PARTY COMPENSATION CONSULTING COMPANY. CONSIDERATION IS GIVEN TO THE FOLLOWING DURING THIS PROCESS: -PREVAILING RATES FOR SIMILAR WORK IN OTHER SIMILAR INSTITUTIONS -NATIONAL, REGIONAL, AND LOCAL SALARY PATTERNS -APPLICABLE LEGAL REQUIREMENTS -STANDARDS ESTABLISHED BY PROFESSIONAL ORGANIZATIONS -THE FINANCIAL STATUS OF RIVERWOODS THE EXECUTIVE DIRECTOR'S SALARY WAS MOST RECENTLY SET IN FY24 FOLLOWING THIS PROCESS. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART XI, LINE 9: CHANGE IN FAIR VALUE OF INTEREST RATE SWAP AGREEMENTS -352,303. CHANGE IN CHARITABLE GIFT ANNUITY LIABILITY -1,304. THE RIVERWOODS GROUP 5 WHITE OAK DRIVE EXETER NH 03833 451450956 FURTHER THE MISSIONS OF THE RIVERWOODS GROUP MEMBERS NH 501(C)(3) LINE 12A, I N/A 0 RIVERWOODS DURHAM 14 STONE QUARRY DRIVE DURHAM NH 03824 820719418 ESTABLISH, OWN AND MAINTAIN A CONTINUING CARE RETIREMENT COMMUNITY NH 501(C)(3) LINE 10 THE RIVERWOODS GROUP 0 BIRCH HILL TERRACE 200 ALLIANCE WAY MANCHESTER NH 03102 223015416 ESTABLISH, OWN AND MAINTAIN A CONTINUING CARE RETIREMENT COMMUNITY NH 501(C)(3) LINE 10 THE RIVERWOODS GROUP 0 WOMEN'S AID DBA PEARL MANOR 200 ALLIANCE WAY MANCHESTER NH 03102 020222249 PROVIDE SUPPORT FOR BIRCH HILL TERRACE NH 501(C)(3) PF BIRCH HILL TERRACE 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 1 1 0 0