2023-08-14T06:58:55-05:00 2022-09-30 010494526 Baker Newman & Noyes PO Box 507 Portland ME 04112 990 2021-10-01 814663563 GraniteOne Health GRAN 6036683545 100 McGregor Street Manchester NH 03102 Pamela J Martel Vice President & CFO 6036683545 2023-08-10 1 Pamela Martel 999009999 Connor Smart P02285543 2078792100 2023-08-10 3 AAL1 IAL1 2021 2023-04-26 12:10:37Z Alexander J Walker Esq 100 McGregor Street Manchester NH 03102 2237816 0 X www.graniteonehealth.org X 2016 NH To provide accessible, patient-centered, high quality care to our communities through exceptional collaboration and integration across the continuum of health. 11 8 0 8 0 0 0 0 8160739 2237816 0 0 0 0 8160739 2237816 0 0 0 0 0 0 0 0 0 8160739 2237816 8160739 2237816 0 0 1202880 1024266 1211656 1033042 -8776 -8776 X Our mission is to provide accessible, patient-centered, high quality care to our communities through exceptional collaboration and integration across the continuum of health. 0 1 2170790 0 2237816 GraniteOne Health operates exclusively to benefit three publicly supported 501(c)(3) New Hampshire hospitals: Catholic Medical Center in Manchester, Huggins Hospital in Wolfeboro, and Monadnock Community Hospital in Peterborough. Its principal purposes in support of these hospitals are to: - Promote cost savings, efficiencies, and quality improvements in the provision of healthcare services to the communities in which the hospitals operate. - Preserve the charitable missions of the supported hospitals and protect their ability to perform their missions by creating a regional healthcare network that will allow the hospitals collectively to address challenges in a way that is not possible for each hospital to address independently. - Integrate the management, administrative, and clinical functions of the supported hospitals in a way that will align their missions, clinical services, and economic interests. This integrated healthcare system will allow for greater coordination of care, implementation of best practices, elimination of inefficiencies, and collaborative regional planning, all of which will improve the quality and reduce the cost of care for the communities served. - Enhance the charitable missions of each of the supported hospitals by: (1) developing a clinical integration program to evaluate and modify provider practices; (2) creating a high degree of interdependence and cooperation to control costs; (3) ensuring quality of care and greater patient access to care; and (4) broadening the nature of the charitable services provided collectively to the communities served by Catholic Medical Center, Huggins Hospital, and Monadnock Community Hospital.To accomplish these goals, GraniteOne Health's role is to: oversee long-term strategic planning for the integrated system; approve budgets and enumerated decisions of each supported hospital's board; and coordinate the new integrated healthcare system by overseeing the centralization of agreed upon administrative, management, financial, technology, specialization, and compliance functions.During the period covered by this tax return, the parties of GraniteOne Health mutually agreed to work together over several months to seek the necessary regulatory approvals and wind down GraniteOne. The parties intend to continue their clinical collaborations after the withdrawal and wind down of GraniteOne. The parties anticipate completing these processes within the 2023 fiscal year. 2170790 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 11 8 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 0 0 0 NH X Pamela J Martel VP & CFO 6036683545 100 McGregor Street Manchester NH 03102 Alexander J Walker Esq Trustee/COO/CMC CEO 0.50 42.70 X 0 809150 370512 Cynthia K McGuire FACHE Trustee/MCH CEO 0.60 55.00 X 0 431184 47697 Jeremy S Roberge CPA Trustee/HH CEO 0.40 40.00 X 0 373930 8368 Andy Crews Trustee 0.50 0.00 X 0 0 0 Leslie NH MacLeod Trustee 0.60 0.00 X 0 0 0 Maria C Mongan Trustee 0.50 0.00 X 0 0 0 Marcia Ober Trustee 0.60 0.00 X 0 0 0 Rick Botnick Chair 0.40 0.30 X X 0 0 0 Joseph Graham Vice Chair 0.40 0.00 X X 0 0 0 Marie McKay CPA Treasurer 0.50 1.30 X X 0 0 0 Matthew Albuquerque Secretary 0.50 1.10 X X 0 0 0 Edward L Dudley III CFO 0.00 40.80 X 0 651499 261225 Joseph Pepe MD Former GOH CEO/CMC CEO (end 6/22) 0.00 0.00 X 0 1046725 639851 0 3312488 1327653 0 1 1 0 Winston & Strawn 35 W Wacker Drive Chicago IL 60601 Legal services 1490315 The Chartis Group 509 Forest Avenue Suite 250 Portland ME 04101 Healthcare advisory and analytics 601650 Catholic Medical Center 100 McGregor Street Manchester NH 03102 Staffing 253272 NERA Economic Consulting 1166 Avenue of the Americas 24 Flo New York NY 10036 Business consulting and analytics 180840 4 Net management fees 561000 2237816 2237816 2237816 2237816 2237816 0 0 X 1899873 1899873 39107 39107 259272 259272 296 296 11349 11349 27919 27919 2237816 2170790 67026 0 371743 208503 831137 815763 1202880 1024266 1211656 1033042 1211656 1033042 X 0 0 0 0 -8776 -8776 -8776 -8776 1202880 1024266 0 0 X 0 0 0 X X X 3 Catholic Medical Center 020315693 3 1 0 1644009 Huggins Hospital 020223332 3 1 0 269487 Monadnock Community Hospital 020222157 3 1 0 324320 3 0 2237816 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 Schedule A, Part I, Line 12g, Column vi: The amount of non-monetary support listed Schedule A, Part I, Line 12g, Column vi is an allocation of total membership fees received by GraniteOne Health from its respective supported organizations. These amounts effectively represent amounts expended or services rendered by GraniteOne Health to or for the benefit of the supported organizations in carrying out GraniteOne Health's exempt mission on behalf of its supported organizations. Schedule A, Part IV, Section B, Line 1: The power to appoint and/or remove Trustees is allocated among the three supported organizations as follows: the CEO or CEO designee of each supported hospital serves as a Trustee of the filing organization. Additionally, seven Board members are to be appointed by Catholic Medical Center and one member each by Huggins Hospital and Monadnock Community Hospital. 1 1 0 0 0 0 0 0 0 Joseph Pepe MD Former GOH CEO/CMC CEO (end 6/22) 0 566670 0 121817 0 358238 0 622599 0 17252 0 1686576 0 0 Alexander J Walker Esq Trustee/COO/CMC CEO 0 595758 0 157597 0 55795 0 300538 0 69974 0 1179662 0 0 Edward L Dudley III CFO 0 472397 0 135503 0 43599 0 207331 0 53894 0 912724 0 0 Cynthia K McGuire FACHE Trustee/MCH CEO 0 314498 0 89903 0 26783 0 21870 0 25827 0 478881 0 17500 Jeremy S Roberge CPA Trustee/HH CEO 0 325180 0 48750 0 0 0 8188 0 180 0 382298 0 0 Part I, Line 3 The CEO of GraniteOne Health is compensated by a related organization, Catholic Medical Center. That organization used a compensation committee, independent compensation consultant, Form 990 of other organizations, a compensation study/survey, and approval by the board of directors/compensation committee to determine the CEO's compensation and benefits. Part I, Lines 4a-b Schedule J, Page 1, Line 4a, severance payments: Dr. Joseph Pepe, who previously served as President and CEO of Catholic Medical Center, a related organization, retired in June, 2021. As part of his retirement, Dr. Pepe became entitled to severance compensation as per his employment agreement. Dr. Pepe received severance compensation of $338,462 during calendar year 2021, after his formal retirement in June, 2021. This severance was included in his 2021 Form W-2 wages, and is also included in the amount of compensation reported on this Schedule J, Part II, Column B(iii). Schedule J, Page 1, Line 4b, supplemental non-qualified retirement plans: Cynthia McGuire, President & CEO of Monadnock Community Hospital, participates in a 457(f) plan with Monadnock Community Hospital. After a three year vesting period, amounts previously contributed to her by Monadnock Community Hospital are reported as part of her W-2 wages. In calendar year 2021, a total of $17,500 was deposited into Ms. McGuire's 457(f) plan account, which is included in the amount reported on Schedule J, Part II, Column C for this current fiscal year Form 990 filing. Additionally, $24,803 of compensation is reported in Column B(iii), which represents the vested 2017 contribution of $17,500 and earnings of $7,303. Additionally, the following individuals take part in a section 457(f) forfeitable nonqualified deferred compensation plan within the Catholic Medical Center System. The amounts listed represent calendar year 2021 contributions for many years of service, and are included in the total deferred compensation reported on this Schedule J, Part II, Column C. Joseph Pepe: $608,099 Alexander Walker, Jr., Esq.: $288,938 Edward L. Dudley, III: $196,427 Form 990, Part III, line 3 On September 30, 2019, GraniteOne, Catholic Medical Center (CMC), the Catholic Medical Center System (the System), certain subsidiaries of the System, Huggins Hospital (HH) and Monadnock Community Hospital (MCH) entered into a Combination Agreement (the Agreement) with Dartmouth-Hitchcock Health (D-HH) to combine GraniteOne and D-HH and its members into a more fully integrated healthcare delivery system. The combining parties began the state and federal regulatory review process with the filing of a Joint Notice of Change of Control to the New Hampshire Attorney General (AG), Director of Charitable Trusts pursuant to New Hampshire RSA 7:19-b on December 30, 2019. On May 13, 2022, the New Hampshire Attorney General's office issued its report objecting to the proposed combination. On May 31, 2022, GraniteOne, the Medical Center, the System, certain subsidiaries of the System, HH, MCH and D-HH entered into an Agreement to Mutually Terminate the Combination Agreement ending the efforts to combine the healthcare systems. Upon the termination of the combination efforts with D-HH, the Medical Center, MCH, and HH each assessed their continued participation in GraniteOne and after a six-month review process, each concluded it was best to withdraw from GraniteOne. The parties mutually agreed to work together over several months to wind down GraniteOne. The parties intend to continue their clinical collaborations after the withdrawal and wind down of GraniteOne. The parties anticipate completing these processes within the 2023 fiscal year. Form 990, Part VI, Section B, line 11b Form 990 is prepared by an independent tax accounting firm (Baker Newman Noyes). Upon completion, a draft of the Form 990 is sent to the Organization, where the Executive Director of Finance and Assistant Controller perform a final in-house review prior to submission to the Board of Directors for final approval. Upon approval from Board, the Form 990 is filed with the Internal Revenue Service. Form 990, Part VI, Section B, line 12c All organization officers and directors are required to disclose any potential conflicts of interest upon joining the organization and annually thereafter. The Board Chair becomes familiar with the listed potential conflicts submitted by all officers and directors to guide his or her conduct if a conflict arises. Officers and trustees are also required to disclose any matter that comes before the Board or a committee that may give rise to a conflict of interest, whether or not it has been previously disclosed. To determine if a conflict exists, the interested person will leave the room and the remaining Board or committee members will determine if a conflict exists according to the guidelines outlined in the conflict of interest policy. In addition to disclosing all potential conflicts of interest, officers and trustees must annually submit a statement that they have received, read, and understood the conflict of interest policy and agree to be bound by its terms. Form 990, Part VI, Section B, line 15 The organization does not directly compensate any officers or key employees. All officers are compensated by related organizations, which do include reviews, approval by independent persons, comparability data, and contemporaneous substantiation as part of their compensation determination processes. Form 990, Part VI, Section C, line 19 GraniteOne Health makes its governing documents, conflict of interest policy, and financial statements available to the public upon request. Form 990, Part VI, Section B, Lines 13 and 14: GraniteOne Health does not directly employ any staff members. However, all employees who provide services to GraniteOne Health are compensated by one of the hospitals supported by the filing organization and are covered by the written whistleblower and document retention/destruction policies of their respective employer. Form 990, Part IX, line 11g Organization staffing: Program service expenses 253,272. Management and general expenses 0. Fundraising expenses 0. Total expenses 253,272. Consulting fees: Program service expenses 6,000. Management and general expenses 0. Fundraising expenses 0. Total expenses 6,000. Alliance Ambulatory Services 100 McGregor Street Manchester NH 03102 020519436 Ambulatory Surgical Center NH 501(c)(3) Line 10 CMC Healthcare System 0 Alliance Health Services 100 McGregor Street Manchester NH 03102 611508839 Practices NH 501(c)(3) Line 10 CMC Healthcare System 0 Alliance Resources 100 McGregor Street Manchester NH 03102 020398138 Real Estate NH 501(c)(3) Line 12b, II CMC Healthcare System 0 Catholic Medical Center 100 McGregor Street Manchester NH 03102 020315693 Hospital NH 501(c)(3) Line 3 GraniteOne Health 1 CMC Healthcare System 100 McGregor Street Manchester NH 03102 010568516 Management NH 501(c)(3) Line 12b, II N/A 0 CMC Physician Practice Associates 100 McGregor Street Manchester NH 03102 020460245 Practices NH 501(c)(3) Line 10 CMC Healthcare System 0 Hospital and Community Aid Association Inc PO Box 1377 Wolfeboro NH 03894 026008048 Supporting Organization NH 501(c)(3) Line 12b, II N/A 0 Huggins Hospital 240 South Main Street Wolfeboro NH 03894 020223332 Hospital NH 501(c)(3) Line 3 GraniteOne Health 1 Monadnock Community Hospital 452 Old Street Road Peterborough NH 03458 020222157 Hospital NH 501(c)(3) Line 3 GraniteOne Health 1 Monadnock Health Services 452 Old Street Road Peterborough NH 03102 020420789 Inactive NH 501(c)(3) Line 12a, I Monadnock Community Hospital 0 St Peter's Home 100 McGregor Street Manchester NH 03102 020222228 Day Care Services NH 501(c)(3) Line 10 CMC Healthcare System 0 Bedford Ambulatory Surgical Center 11 Washington Place Bedford NH 03110 020519727 Surgical Center NH N/A 0 0 Alliance Urgent Services 100 McGregor Street Manchester NH 03110 831238167 Health Care Services NH N/A 0 0 Alliance Enterprises 100 McGregor Street Manchester NH 03102 020386795 Real Estate NH N/A C 0 Doctors' Medical Association 100 McGregor Street Manchester NH 03102 020340690 Medical Office Building NH N/A C 0 Huggins Senior Housing PO Box 912 Wolfeboro NH 03894 020490445 Elderly Housing NH N/A C 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 1 0 0 0 0 Catholic Medical Center O 253272 Actual per Books Catholic Medical Center L 1644009 Actual per Books Huggins Hospital L 269487 Actual per Books Monadnock Community Hospital L 324320 Actual per Books