2021-11-10T16:06:30-06:00 2021-06-30 410746749 CLIFTONLARSONALLEN LLP 610 W GERMANTOWN PIKE SUITE 400 PLYMOUTH MEETING PA 19462 990 2020-07-01 020400703 THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE RIVE 6036581786 5 WHITE OAK DRIVE EXETER NH 03833 KEVIN GOYETTE TRWG CFO 6037724700 2021-11-10 1 KEVIN GOYETTE 999009999 SETH BRODY P01586423 2156433900 2021-11-03 2 AAL1 IAL1 2020 2022-09-23 18:48:47Z DEB RIDDELL 5 WHITE OAK DRIVE EXETER NH 03833 59048123 0 X WWW.RIVERWOODSRC.ORG X 1983 NH TO ESTABLISH, OWN, AND MAINTAIN CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES FOR THE ELDERLY 19 18 628 211 0 0 997388 2256014 36835079 35430319 6218582 3471017 189362 442607 44240411 41599957 300626 298723 0 0 22624036 20897466 0 0 0 21350323 22928115 44274985 44124304 -34574 -2524347 186307257 198833454 257552010 262266100 -71244753 -63432646 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 34541183 298723 35430319 THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE (RWE) HAS ONE PRIMARY PROGRAM SERVICE, TO ESTABLISH, OWN AND MAINTAIN A CONTINUING CARE RETIREMENT COMMUNITY WHICH PROVIDES HOUSING, HEALTH CARE SERVICES, FOOD SERVICES, SECURITY AND OTHER ANCILLARY SERVICES TO ELDERY PERSONS. ON JUNE 30, 2021 THE COMMUNITY HOUSED APPROXIMATELY 486 RESIDENTS IN INDEPENDENT APARTMENTS AND 100 RESIDENTS IN THE HEALTH CARE CENTERS. OVER THE COURSE OF THE YEAR THE HEALTH CARE CENTERS SERVED APPROXIMATELY 225 RESIDENTS ON A PERMANENT, TEMPORARY, OR PER DIEM BASIS AT A SUBSTANTIALLY DISCOUNTED RATE. THE "CONTRACTUAL ALLOWANCE" (I.E. WRITE-OFF) RELATED TO THE CARE PROVIDED FOR LIFECARE RESIDENTS WAS IN EXCESS OF $12,700,000 FOR THE FISCAL YEAR ENDED JUNE 30, 2021 (FY21). CONTINUED ON SCHEDULE O. THIS IS AN AVERAGE DISCOUNT OF 75% VERSUS THE STANDARD MONTHLY PRIVATE PAY RATE IN AREA NURSING HOMES AND ASSISTED LIVING FACILITIES. RWE ALSO PROVIDED BENEVOLENCE ASSISTANCE FOR ITS RESIDENTS WHO, THROUGH NO FAULT OF THEIR OWN, HAVE EXHAUSTED THEIR FINANCIAL RESOURCES. FOR FY21, RWE PROVIDED FINANCIAL ASSISTANCE TO A TOTAL OF FIVE RESIDENTS IN THE AMOUNT OF $235,200.COVID-19 HAD A SIGNIFICANT IMPACT ON BUSINESS OPERATIONS IN FY21. RWE RECEIVED $1,744,716 OF GRANT MONEY WHICH HELPED OFFSET THE INCREMENTAL COST INCURRED DUE TO THE PANDEMIC. 34541183 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 1 104 0 628 1 0 0 0 0 0 0 0 0 0 0 0 0 X 19 18 0 1 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 0 0 NH X SHELLY CRAIG TRWG DIRECTOR OF FINA 6036583007 5 WHITE OAK DRIVE EXETER NH 03833 JUSTINE VOGEL EX-OFFICIO TRUSTEE/TRWG CEO 0.50 39.50 X 0 412246 9532 CATHY TROWER CHAIR 0.50 1.50 X X 0 0 0 DAVE BROWNELL VICE-CHAIR 0.50 1.50 X X 0 0 0 DENISE BURKE TREASURER 0.50 1.50 X X 0 0 0 PATTY PRUE CLERK 0.50 1.50 X X 0 0 0 DEBORAH KARMOZYN RWD RESIDENT TRUSTEE 0.50 1.50 X 0 0 0 SUE LAJOIE RWM RESIDENT TRUSTEE 0.50 1.50 X 0 0 0 SARAH DONNELLY RWE RESIDENT TRUSTEE 0.50 1.50 X 0 0 0 BILL STAFFORD RWE RESIDENT TRUSTEE 0.50 1.50 X 0 0 0 HOWIE ULFELDER RWE AT LARGE TRUSTEE 0.50 1.50 X 0 0 0 DAN CHARTRAND TRUSTEE 0.50 1.50 X 0 0 0 SUSAN DESJARDINS TRUSTEE 0.50 1.50 X 0 0 0 MICHAEL DUPUIS TRUSTEE 0.50 1.50 X 0 0 0 MIKE HICKEY TRUSTEE 0.50 1.50 X 0 0 0 STEVE MCPHERSON TRUSTEE 0.50 2.00 X 0 0 0 JOHN PROCHILO TRUSTEE 0.50 2.00 X 0 0 0 TIM RILEY TRUSTEE 0.50 1.50 X 0 0 0 REBECCA SMITH TRUSTEE 0.50 1.50 X 0 0 0 SUSAN WOODS TRUSTEE 0.50 1.50 X 0 0 0 DEB RIDDELL EXECUTIVE DIRECTOR 40.00 0.00 X 243497 0 14291 MARY FLANAGAN NURSE PRACTITIONER 40.00 0.00 X 162864 0 19013 PETER KENDRIGAN DIRECTOR OF FACILITIES-LEFT MAY 2021 40.00 0.00 X 142653 0 17928 KATHRYN BOLDUC DIRECTOR HEALTH SRVCS - LEFT IN 2020 40.00 0.00 X 155992 0 779 KATHLEEN KING DIRECTOR OF CULINARY OPERATIONS 40.00 0.00 X 146564 0 10028 MARY RULISON SR. LIVING COUNSELOR - LEFT IN 2020 40.00 0.00 X 133946 0 9013 985516 412246 80584 16 0 1 0 THE RIVERWOODS GROUP 5 WHITE OAK DRIVE EXETER NH 03833 MANAGEMENT AND IT SERVICES 2163997 MORRIS PIGEON 273 LITTLEWORTH ROAD MADBURY NH 03823 CONTRACTOR 1207976 SELECT REHABILITATION PO BOX 71985 CHICAGO IL 60694 THERAPY SERVICES 611671 MESSINA'S FLOORING 7 INDUSTRIAL WAY UNIT 4 SALEM NH 03079 CONTRACTOR 387208 KRAFTON PLUMBING & HEATING 51 BATCHELDER ROAD RAYMOND NH 03077 CONTRACTOR 285470 11 1744716 511298 18342 2256014 RESIDENT SERVICE FEES 623000 26065746 26065746 HEALTH CENTER FEES 623000 6542755 6542755 EARNED ENTRANCE FEES 623000 2821818 2821818 35430319 2572919 2572919 62500 0 62500 62500 62500 18346264 17437640 10526 908624 -10526 898098 898098 LEGAL SETTLEMENTS 900099 326960 326960 ANCILLARY RESIDENT SERVICES 812900 53147 53147 380107 41599957 35430319 0 3913624 298723 298723 257788 128894 128894 16747278 14742207 2005071 223017 180138 42879 2424940 1942516 482424 1244443 995554 248889 1216700 1216700 445082 445082 45740 45740 334311 334311 1406431 541933 864498 251267 207704 43563 913488 739142 174346 986491 141580 844911 4292818 3634233 658585 5211 4252 959 1514887 1322695 192192 6773523 5631313 1142210 489778 416420 73358 RAW FOOD 1552836 1350968 201868 COVID RESPONSE EXPENSES 1454521 1454521 REPAIRS AND MAINTENANCE 755141 553320 201821 OTHER EMPLOYEE EXPENSES 417993 218942 199051 71897 36128 35769 44124304 34541183 9583121 0 8307172 23430503 770977 831643 973416 869118 8066667 216971 222966 856737 1161155 202888994 101018654 101793708 101870340 62094195 70215028 3227414 232701 186307257 198833454 2879825 3651501 21469613 21999157 52725000 50690000 180477572 185925442 257552010 262266100 X -72577124 -64912854 1332371 1480208 -71244753 -63432646 186307257 198833454 X -2524347 9935453 -208566 609567 X 0 1 X 1 0 X 389335 610846 506887 997388 2256014 4760470 34957150 35367006 35872160 36835079 35430319 178461714 317049 289316 533409 189362 53147 1382283 35663534 36267168 36912456 38021829 37739480 184604467 198020 292288 300724 791032 0 198020 292288 300724 791032 183813435 1634222 2062957 3045550 3382143 2635419 12760291 1634222 2062957 3045550 3382143 2635419 12760291 326960 326960 37297756 38330125 39958006 41403972 40701859 197691718 0.92980 0.93570 0.06450 0.06170 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: LEGAL SETTLEMENTS - 2020 AMOUNT: $ 326,960. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 676637 9376 204098 6380 883731 653429 3373 25319 5484 676637 598877 20350 39351 5149 653429 544928 6673 52167 4891 598877 470106 15341 63762 4281 544928 0.00000 1.00000 0.00000 0 0 6691079 6691079 176406191 91021789 85384402 13102073 9996865 3105208 6689651 6689651 101870340 TAX-EXEMPT BOND DEFERRED FINANCING COSTS -121871 OBLIGATION UNDER INTEREST RATE SWAP AGREEMENT, NET 751820 FUTURE RESIDENTS' DEPOSITS 16765200 REFUNDABLE ENTRANCE FEE LIABILITY 168034860 DUE TO RELATED PARTY 495433 185925442 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 18 59000 MONTHLY FEE BENEVOLENCE ASSISTANCE 5 235214 C.A.R.E. PROGRAM 6 4509 PART I, LINE 2: WHEN SCHOLARSHIPS ARE AWARDED, THE CHECKS ARE MADE PAYABLE DIRECTLY 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. LIKEWISE, THE C.A.R.E. PROGRAM CHECKS ARE MADE PAYABLE DIRECTLY TO THE VENDOR FOR WHICH THE ASSISTANCE WAS AWARDED. NO PAYMENT IS MADE DIRECTLY TO THE GRANTEE. 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 BENEVOLENT 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 EX-OFFICIO TRUSTEE/TRWG CEO 0 378644 0 0 0 33602 0 7032 0 2500 0 421778 0 0 DEB RIDDELL EXECUTIVE DIRECTOR 225025 0 800 0 17672 0 5747 0 8544 0 257788 0 0 0 MARY FLANAGAN NURSE PRACTITIONER 137337 0 2800 0 22727 0 5360 0 13653 0 181877 0 0 0 PETER KENDRIGAN DIRECTOR OF FACILITIES-LEFT MAY 2021 133812 0 2800 0 6041 0 0 0 17928 0 160581 0 0 0 KATHRYN BOLDUC DIRECTOR HEALTH SRVCS - LEFT IN 2020 128173 0 2400 0 25419 0 779 0 0 0 156771 0 0 0 KATHLEEN KING DIRECTOR OF CULINARY OPERATIONS 140812 0 2400 0 3352 0 3674 0 6354 0 156592 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. 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 2020 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: DEB RIDDELL, EXECUTIVE DIRECTOR - $800 MARY FLANAGAN, NURSE PRACTITIONER - $2,800 PETER KENDRIGAN, DIRECTOR OF FACILITIES - $2,800 KATHRYN BOLDUC, DIRECTOR OF HEALTH SRVCS - $2,400 KATHLEEN KING, DIRECTOR OF CULINARY OPERATIONS - $2,400 MARY RULISON, SR. LIVING COUNSELOR - $70,496 A NHHEFA 020279866 2012-09-28 65605000 FINANCE/REFINANCE RIVERWOODS' EXISTING CONTINUING CARE RETIREMENT COMMUNITY 0 0 0 A 14915000 65605000 452066 65152934 2012 1 0 1 1 A 0 0 0 0 0 0 1 A 0 0 0 1 1 1 DEUTSCHE BANK MORGAN STANLEY TD 10.910000000000 0 0 0 0 1 A 1 DATE REBATE COMPUTATION PERFORMED ISSUER NAME: NHHEFA DATE THE REBATE COMPUTATION WAS PERFORMED: 09/30/2017 FORM 990, PART III, LINE 4A CONTINUED: RWE WAS FOUNDED IN 1983 AS A NON-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. A COMMITMENT TO THE LOCAL COMMUNITY: 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 WITH OUR TIME, KNOWLEDGE, AND THROUGH SPONSORED FINANCIAL PARTNERSHIPS. MANY OF THE OUTREACH AND FUNDRAISING PROJECTS WE HAVE ENJOYED OVER THE LAST 25 YEARS COULD NOT TAKE PLACE, ONCE AGAIN, IN FY 2021 DUE TO SAFETY CONCERNS AMID THE PANDEMIC SUCH AS OUR BI-ANNUAL FUNDRAISING GALA, THE RIVERWOODS BUSINESS MANAGEMENT AND FINANCE EDUCATIONAL PROGRAMS FOR STAFF, AND MOST OF OUR ON-CAMPUS INTERNSHIP OPPORTUNITIES. YET THE COMMITMENT AND DEDICATION OF THE RWE STAFF AND RESIDENTS TO THE LOCAL COMMUNITY REMAINS UNDIMINISHED. IN FY21, BOTH STAFF AND RESIDENTS FOUND NEW AND CREATIVE WAYS TO GIVE BACK, SERVE OTHERS, AND SUPPORT THE LOCAL COMMUNITY. VOLUNTEERING OUR TIME: OUR EMPLOYEES VOLUNTEER FOR MANY LOCAL NOT-FOR-PROFIT BOARDS AND SPEND MANY VOLUNTEER HOURS IN THE COMMUNITY. STAFF DONATE THEIR TIME TO MANY WORTHY PROJECTS, INCLUDING BUT NOT LIMITED TO: -BEAVER LAKE IMPROVEMENT ASSOCIATION -COMMUNITY EMERGENCY RESPONSE TEAM (CERT) DERRY -DURHAM EVANGELICAL CHURCH -END 68 HOURS OF HUNGER -GREAT BAY STEWARDS -GREATER DERRY TRACK CLUB -SEACOAST SCIENCE CENTER -SOUTH CENTRAL NH MEDICAL RESERVE CORP -STAFFORD COUNTY JAIL -ST. VINCENT DE PAUL, EXETER RWE ENCOURAGES EMPLOYEES TO VOLUNTEER DURING WORK HOURS FOR SPECIAL NON-PROFIT PROJECTS. PHILLIPS EXETER ACADEMY STUDENT SERVICE ORGANIZATION PHONE PAL PROGRAM: BEGINNING AT THE END OF MARCH AND CONTINUING THROUGH EARLY MAY, A DOZEN RWE RESIDENTS FROM ALL THREE CAMPUSES AND FROM ALL THREE LEVELS OF LIVING PARTICIPATED IN A PROGRAM ORGANIZED BY PHILLIPS EXETER STUDENTS COINED "PHONE PALS." THE PURPOSE OF THIS INTERGENERATIONAL PROGRAM WAS TO BE MUTUALLY BENEFICIAL FOR RESIDENTS AND STUDENTS ALIKE IN CREATING CONNECTION AND FOSTERING FRIENDLY CONVERSATION BETWEEN THE GENERATIONS AS SOCIAL DISTANCING AND ISOLATION CONTINUED TO IMPACT DAILY LIFE. THOUGH LIFE FOR RESIDENTS AT RWE HAD BEGUN TO SHIFT IN WAYS THAT ALLOWED FOR MORE SOCIAL INTERACTION, THE PROGRAM WAS STILL ENJOYABLE FOR RESIDENTS, MANY OF WHOM HAVE A PERSONAL CONNECTION TO THE ACADEMY. AS THE STUDENT ADVISOR STATED, THIS PROGRAM WAS EXTREMELY HELPFUL FOR STUDENT PARTICIPANTS MANY WHO ARE MORE COMFORTABLE COMMUNICATING THROUGH SOCIAL MEDIA OR TEXTING TO DEVELOP CONFIDENCE WITH SPEAKING ON THE PHONE, ESPECIALLY WITH PEOPLE FROM A DIFFERENT AGE GROUP. -TOTAL NUMBER OF RESIDENT PARTICIPANTS: 12 -TOTAL WEEKS: 7 -TIME PER WEEK PER RESIDENT: 30 MINUTES -TOTAL TIME: 42 HOURS SHARING OUR KNOWLEDGE: PART OF THE RWE MISSION IS NOT ONLY TO SHARE AN ENHANCED QUALITY OF LIFE WITH AS MANY OLDER ADULTS AS POSSIBLE, BUT ALSO TO TEACH OTHERS HOW THEY CAN DO THE SAME. 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 IN A VARIETY OF COURSEWORK, FROM MARKETING TO FINANCE TO SOCIAL WORK AND HEALTH CARE. INTERNSHIPS: SINCE RWE 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 BELIEVE WE CAN ELEVATE OUR OWN STANDARDS AT RWE WHILE ALSO PARTICIPATING IN THE ADVANCEMENT OF THE SENIOR LIVING INDUSTRY AS A WHOLE. WE HAVE ACCOMPLISHED THIS THROUGH CLOSE INDUSTRY INVOLVEMENT OF OUR SENIOR MANAGEMENT, PARTICIPATION IN TRADE SHOW ACTIVITIES, AND CONTRIBUTING TIMELY AND INFORMATIVE ARTICLES TO INFLUENCING PUBLICATIONS. OUR MANAGEMENT TEAM, RESIDENTS AND STAFF ARE FREQUENTLY ASKED TO SPEAK AT NATIONAL AND REGIONAL INDUSTRY CONFERENCES, ON A NUMBER OF TOPICS WITHIN THE INDUSTRY INCLUDING SOCIAL ACCOUNTABILITY, STRATEGIC ACTION, MANAGING GROWTH, AND PROFESSIONAL DEVELOPMENT. IN FY21, BOTH CEO, JUSTINE VOGEL, AND VICE PRESIDENT OF MARKETING, CATHLEEN TOOMEY, SPOKE VIRTUALLY FOR VARIOUS ORGANIZATIONS. OUR NURSE PRACTITIONERS SHARED BOTH TIME AND PROFESSIONAL SKILLS TO SUPPORT THE EDUCATIONAL JOURNEY OF NURSES THROUGH 240 HOURS TO LIBERTY UNIVERSITY SERVING AS A PRECEPTOR OF THE DOCTORATE OF NURSING PROGRAM, AND 180 HOURS TO THE MASSACHUSETTS COLLEGE OF PHARMACY AND HEALTH SCIENCES. ADDITIONAL INTERNSHIPS AND TRAINING IN FY21 INCLUDED: -MARKETING INTERNSHIP - 400 HOURS -HUMAN RESOURCES INTERNSHIP - 16 HOURS SENIORITY AUTHORITY PODCAST: ALONG WITH THE REST OF THE WORLD, THE PANDEMIC HAS FORCED US TO THINK OF NEW WAYS FOR COMMUNICATING AND SHARING INFORMATION ABOUT AGING. IN APRIL OF 2021, RWE LAUNCHED A PODCAST CALLED SENIORITY AUTHORITY. SPONSORED ENTIRELY BY RWE, WITH THE PURPOSE OF PROVIDING INFORMATION AND ADVICE AS IT RELATES TO ALL ASPECTS OF AGING, FROM FITNESS TO FINANCE, HEALTH, NUTRITION, SCIENCE AND MORE, SENIORITY AUTHORITY LAUNCHES TWO EPISODES A MONTH FEATURING INTERVIEWS WITH AGING EXPERTS AND OUTSIDE-THE-BOX THINKERS. FINANCIAL SUPPORT: COMMUNITY SPONSORSHIPS: 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. WHILE MANY PROGRAMS WOULD NORMALLY BE ON OUR LIST OF SPONSORSHIPS, DUE TO THE PANDEMIC, THESE PROGRAMS WERE POSTPONED OR CANCELLED. RWE CONTINUES TO PROVIDE SUPPORT WHEREVER POSSIBLE DESPITE OUR CURRENT SITUATION. ORGANIZATIONS AND CHARITABLE CAMPAIGNS WHO RECEIVED SUPPORT FROM RWE IN FY21 INCLUDE: -ARTS IN REACH AIR -CONNOR'S CLIMB -EXETER RUN CLUB -EXETER CHARITABLE FOUNDATION -EXETER HISTORICAL SOCIETY -KREMPELS CENTER -NH LETTER CARRIERS ASSOCIATION -OLLI OSHER LIFELONG LEARNING INSTITUTE -PORTSMOUTH PRO MUSICA -ROCKINGHAM CHORAL SOCIETY -ROCKINGHAM VNA & HOSPICE -SEACOAST AREA CROP HUNGER WALK -SEACOAST EAT LOCAL -SEACOAST FAMILY PROMISE -SEACOAST OUTRIGHT - PORTSMOUTH PRIDE -ST. ANDREW'S -WALK TO END ALZHEIMER'S -WOMEN BUILDING COMMUNITY LUNCHEON -WOMENADE OF GREATER SQUAMSCOTT RWE HAS PROVIDED SMALL HONORARIUMS/DONATIONS TO A NUMBER OF GROUPS WHO HAVE PROVIDED SPEAKERS FOR OUR ON-CAMPUS EDUCATION PROGRAMS, INCLUDING: -AUDUBON OF NH -ARTS IN REACH -ELEPHANT HAVEN, BOTSWANA -EXETER HISTORICAL SOCIETY -FREEDOM CAFE -MUSEUM OF THE PEACE CORPS EXPERIENCE -MURRAY IRISH DANCE -PLIMOTH PAWTUXET MUSEUM JFK FOUNDATION -SPELLMAN MUSEUM OF STAMPS -TRUMAN PRESIDENTIAL LIBRARY -USSVI THRESHER MUSEUM -WOODROW WILSON PRESIDENTIAL LIBRARY DUE TO THE PANDEMIC, RWE WAS FORCED TO TEMPORARILY SUSPEND OUR PRACTICE OF PROVIDING MEETING AND FUNCTIONING SPACE FREE OF CHARGE FOR LOCAL CIVIC AND RELIGIOUS GROUPS. ANNUAL RWE SCHOLARSHIPS: JUNE 30, 2021 MARKED THE 15TH ANNIVERSARY OF THE RWE SCHOLARSHIP PROGRAM. WE HAVE GIVEN OUT OVER $300,000 IN AWARDS AND HAVE GRANTED 129 SCHOLARSHIPS SINCE 2007. IN FY21, $59,000 WAS AWARDED TO 18 RECIPIENTS. -GREAT BAY COMMUNITY COLLEGE: 5 RECIPIENTS - $2,000 EA. 2 RECIPIENTS - $2,000 EA. (RESIDENT DONATIONS) -PEABODY SCHOLARSHIP: 3 RECIPIENTS - $5,000 EA. -RIVERWOODS EXETER SCHOLARSHIP: 5 RECIPIENTS - $3,000 EA. -MEMORIAL SCHOLARSHIP: 3 RECIPIENTS - $5,000 EA. C.A.R.E. PROGRAM FOR EMPLOYEES IN NEED: C.A.R.E. STANDS FOR CARING, AIDING, AND RESPONDING TO EMPLOYEE'S FINANCIAL NEEDS. IN JULY OF 2016, A GROUP OF RWE EMPLOYEES CREATED THE C.A.R.E. FUND, DESIGNED TO ASSIST EMPLOYEES OF RWE WHO DEMONSTRATE A FINANCIAL EMERGENCY BEYOND THEIR CONTROL AND PROVIDE THEM WITH LIMITED ASSISTANCE. IN FY 2021, SIX GRANTS WERE AWARDED TOTALING $4,509. RWE BENEVOLENCE FUND: 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 RWE BENEVOLENT FUND, RATHER THAN PLACING FINANCIAL BURDEN ON SENIOR ASSISTANCE PROGRAMS OUTSIDE THE RWE COMMUNITY. FORM 990, PART III, LINE 4A CONTINUED: RETAIL SUPPORT: RWE CONTINUED TO SUPPORT LOCAL SMALL BUSINESS OWNERS WHENEVER AND WHEREVER POSSIBLE DURING THESE UNPRECEDENTED TIMES. OUR ON-CAMPUS COUNTRY STORES WERE STOCKED WITH STAPLES AND A SELECTION OF GOODS ALL PURCHASED AT A LOCAL GROCERY STORE. OTHER BUSINESSES BROUGHT FOOD TRUCKS OR PROVIDED "TAKE OUT" MEALS FOR RESIDENTS. SOME OF THESE LOCAL BUSINESSES INCLUDE, BUT ARE NOT LIMITED TO: -ACADEMY PIZZA -ANI'S BAGELS -APPLECREST ORCHARDS -CHERRY BOMB COOKIE CO. -FRONT ROW PIZZA -HANNAFORD GROCERY STORES -HEAVENLY DONUTS -LAS OLAS -LEXIE'S BURGERS -LINDY'S GENERAL STORE -MARKET BASKET -MEMORIES ICE CREAM -ON THE VINE -NH STATE LIQUOR AND WINE OUTLET RWE TRAIL SYSTEM AND ARBORETUM: THE RWE LANDSCAPING TEAM, WITH THE HELP OF THE RESIDENT TRAILS COMMITTEE, MAINTAINS OVER FOUR MILES OF WALKING AND HIKING TRAILS THAT CIRCUMNAVIGATE OUR THREE 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 15 YEARS AGO WHEN A SMALL GROUP OF RESIDENTS BEGAN PLANTING A WIDE VARIETY OF TREES. TODAY IT INCLUDES AT LEAST 226 SPECIES OF TREES AND HAS ACHIEVED LEVEL I ARBORETUM ACCREDITATION FROM ARBNET, A CONSORTIUM OF ARBORETA AND TREE-FOCUSED PUBLIC GARDENS THROUGHOUT THE WORLD. IT IS ON THE WAY TO REACHING LEVEL II ACCREDITATION. IN FY21, IN ADDITION TO THE REQUIRED ONGOING MAINTENANCE OF THE TRAIL SYSTEM, OVER 20 DIFFERENT NATIVE SPECIES OF TREES HAVE BEEN LABELED ON THE TRAILS, AND MANY NEW BRIDGES WERE CONSTRUCTED BY THE TRAILS COMMITTEE MEMBERS. THEY HAVE FOUND GREAT PURPOSE AND JOY CREATING SAFE PASSAGE OVER ROUGH TERRAIN FOR BOTH RESIDENTS AND FAMILIES IN OUR LOCAL NEIGHBORHOOD. PHYSICAL DONATIONS: AS THEY DO EVERY YEAR, THE RWE OUTREACH COMMITTEE ORGANIZED A CAMPUS-WIDE TOY DRIVE TO SUPPORT THE EXETER FIREFIGHTER'S HOLIDAY DRIVE, AND A FOOD DRIVE FOR ST. VINCENT DE PAUL. GINGERBREAD HOUSE KITS WERE DONATED TO SEACOAST FAMILY PROMISE JUST BEFORE CHRISTMAS. TWELVE DINING CHAIRS FROM THE RIDGE CAMPUS WERE DONATED TO THE STAFFORD COUNTY HALFWAY HOUSE. CLASSROOM SUPPLIES WERE DONATED TO LINCOLN STREET SCHOOL IN EXETER INCLUDING MARKERS, JOURNALS, CARDS, STICKERS, AND LETTER-WRITING MATERIALS. FORM 990, PART VI, SECTION A, LINE 1 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 $1,216,700, ADMINISTRATIVE FEE OF $600,310, AND IT FEES OF $506,900 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 (E) 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 4 THE BYLAWS AND ARTICLES OF CORPORATION WERE UPDATED BY THE ORGANIZATION, THE SIGNIFICANT CHANGES ARE AS FOLLOWS: -PREVIOUSLY, RWE AND RELATED ENTITIES ("SYSTEM PARTICIPANTS") HAD THEIR OWN STAND ALONE BOARD OF TRUSTEES. EFFECTIVE MARCH 1, 2021, A SINGLE UNIFED BOARD WILL SERVE AS THE GOVERNING BOARD FOR ALL SYSTEM PARTICIPANTS IN ACCORDANCE WITH THE PLAN OF REORGANIZATION. THE BOARD OF TRUSTEES WILL GOVERN EACH SYSTEM PARTICIPANT SEPARATELY. -THE BOARD OF TRUSTEES WILL CONSIST OF NO MORE THAN TWENTY (20), BUT NO LESS THAN FIVE (5) INDIVIDUALS. THE BOARD OF TRUSTEES WILL ALSO CONSIST OF AT LEAST FOUR (4) RESIDENT TRUSTEES FROM EITHER RWE OR FROM THE OTHER SYSTEM PARTICIPANTS. TRWG WILL ACT IN GOOD FAITH TO ELECT THE CANDIDATES. PREVIOUSLY, RWE'S BOARD WOULD CONSIST OF NO MORE THAN TWENTY (20), BUT NO LESS THAN FIVE (5) PERSONS, OF WHICH AT LEAST FIVE (5) WHOM ARE NOT RELATED, AND THREE (3) RESIDENT TRUSTEES. 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 IS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM. 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 REVIEWED AND APPROVED BY TRWG CEO, FOLLOWING INPUT FROM THE ORGANIZATION'S GOVERNING BOARD. THIS PROCESS IS DOCUMENTED IN THE EXECUTIVE COMMITTEE MINUTES. PAY RANGES FOR SIMILAR POSITIONS ARE ANALYZED ANNUALLY AND COMPARED TO WAGE INFORMATION OBTAINED THROUGH SALARY SURVEYS AND OTHER LABOR MARKET RESOURCES WITH SIMILAR CONDITIONS. TRWG CEO ALSO CONTRACTS WITH AN INDEPENDENT CONTRACTOR WHO HELPS FACILITATE THE GATHERING OF SALARY INFORMATION AND SHARES THAT INFORMATION WITH TRWG EXECUTIVE COMMITTEE. CONSIDERATION IS GIVEN TO THE FOLLOWING DEVELOPING PAY RANGES: -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 RWE THE EXECUTIVE DIRECTOR'S COMPENSATION WAS MOST RECENTLY PROPOSED BY TRWG CEO AND APPROVED BY THE BOARD DURING 2020. 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 642,047. CHANGE IN CHARITABLE GIFT ANNUITY LIABILITY -32,480. 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 5 WHITE OAK DRIVE EXETER NH 03833 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 1 1 1 0 0