2018-11-09T10:36:20-06:00 2018-06-30 410746749 CLIFTONLARSONALLEN LLP 610 W GERMANTOWN PIKE STE 400 PLYMOUTH MEETING PA 19462 990 2017-07-01 020400703 THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE RIVE 6037784700 5 WHITE OAK DRIVE EXETER NH 03833 KEVIN P GOYETTE CFO OF TRWG 6037724700 2018-11-08 1 SETH BRODY CPA P01586423 2156433900 67.137.57.251 2018-11-08 19:44:04 ES P 78C7C00D50616E2D554BFF091F9AC1ABF794A7F9 49D45E06031322FC5F433B8196F1C5D2180A31DD 2017 2019-02-21 02:37:17Z DEB RIDDELL 5 WHITE OAK DRIVE EXETER NH 03833 65785804 0 X WWW.RIVERWOODSRC.ORG X 1983 NH TO ESTABLISH, OWN, AND MAINTAIN CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES FOR THE ELDERLY 15 13 769 312 0 0 389335 610846 34957150 35367006 1945069 3886540 317049 289316 37608603 40153708 181110 182066 0 0 19913220 20388459 0 0 0 18742699 18989780 38837029 39560305 -1228426 593403 183878951 187009492 253438642 253634790 -69559691 -66625298 X TO ESTABLISH, OWN, AND MAINTAIN CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES WHICH PROVIDE HOUSING, HEALTH CARE SERVICES, FOOD SERVICES, SECURITY, AND OTHER ANCILLARY SERVICES TO ELDERLY PERSONS. 0 0 30871636 182066 35367006 THE RIVERWOODS COMPANY AT EXETER NEW HAMPHSHIRE (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 ELDERLY PERSONS. ON JUNE 30, 2018 THE COMMUNITY HOUSED APPROXIMATELY 487 RESIDENTS IN INDEPENDENT APARTMENTS AND 121 RESIDENTS IN THE HEALTH CARE CENTERS. OVER THE COURSE OF THE YEAR THE HEALTH CARE CENTERS SERVED APPROXIMATELY 202 RESIDENTS ON A PERMANENT, TEMPORARY, OR PER DIEM BASIS AT A SUBSTANTIALLY DISCOUNTED RATE. THE "CONTRACTUAL ALLOWANCE" (I.E. WRITE-OFF) RELATED TO CARE PROVIDED FOR LIFECARE RESIDENTS WAS IN EXCESS OF $13,600,000.00 FOR THE FISCAL YEAR ENDED JUNE 30, 2018 (FY18). THIS IS AN AVERAGE DISCOUNT OF 75% VERSUS THE STANDARD MONTHLY PRIVATE PAY RATE IN AREA NURSING HOMES AND ASSISTED LIVING FACILITIES. RIVERWOODS ALSO PROVIDED BENEVOLENCE ASSISTANCE FOR ITS RESIDENTS WHO, THROUGH NO FAULT OF THEIR OWN, HAVE EXHAUSTED THEIR FINANCIAL RESOURCES. FOR FY18, RIVERWOODS PROVIDED FINANCIAL ASSISTANCE TO A TOTAL OF FOUR RESIDENTS IN THE AMOUNT OF $136,866. 30871636 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 1 166 0 769 1 0 0 0 0 0 0 0 0 0 0 X 15 13 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 NH X SUSANNE ANZALONE 6036583007 5 WHITE OAK DRIVE EXETER NH 03833 DAVE BROWNELL TRUSTEE 1.00 X 0 0 0 DENISE BURKE TRUSTEE 1.00 X 0 0 0 SARAH DONNELLY RESIDENT TRUSTEE 1.00 X 0 0 0 JACK DUNN RESIDENT TRUSTEE 1.00 X 0 0 0 ROSS GITTELL TRUSTEE 1.00 X 0 0 0 ERIC ROBB TRUSTEE 1.00 X 0 0 0 NATE TENNANT TRUSTEE 1.00 X 0 0 0 HOWIE ULFELDER RESIDENT TRUSTEE 1.00 X 0 0 0 JUSTINE VOGEL RWE EX-OFFICIO/TRWG CEO 10.00 30.00 X 0 338021 44681 BRIAN F WALSH TRUSTEE 1.00 X 0 0 0 TAMMY MICHAUD CLERK 1.00 X X 0 0 0 DIANNE MERCIER TREASURER 1.00 2.00 X X 0 0 0 CATHY TROWER VICE-CHAIR 1.00 X X 0 0 0 BRUCE MAST CHAIR 1.00 X X 0 0 0 DEB RIDDELL EXECUTIVE DIRECTOR/EX-OFFICIO 40.00 X X 173375 0 384 PATTY PRUE TRUSTEE - LEFT JUN 2018 1.00 1.00 X 0 0 0 SUZY ANZALONE DIRECTOR OF FINANCE 40.00 X 114043 0 41117 CYNTHIA MARTIN VP OF HEALTHCARE 40.00 X 171899 0 14776 CHARLES KELSEY VP OF RESIDENT LIFE - LEFT JUN 2018 40.00 X 166834 0 1603 MARY FLANAGAN NURSE PRACTITIONER 40.00 X 150264 0 39884 DAWN BARKER VP OF HR 20.00 20.00 X 82851 82851 41988 MARY RULISON SALES COUNSELOR 40.00 X 162148 0 17927 1021414 420872 202360 11 0 1 0 SULLIVAN CONSTRUCTION 258 SOUTH RIVER ROAD BEDFORD NH 03110 CONTRACTOR 2442627 THE RIVERWOODS GROUP 5 WHITE OAK DRIVE EXETER NH 03833 MANAGEMENT SERVICES 1136004 ECKHARDT & JOHNSON LLC 6 EASTPOINT DRIVE HOOKSETT NH 03106 CONTRACTOR 1019865 MORRIS PIGEON 273 LITTLEWORTH ROAD MADBURY NH 03823 GENERAL CONTRACTOR 831145 SELECT REHABILITATION INC PO BOX 809056 CHICAGO IL 60680 THERAPY SERVICES 427346 14 610846 610846 RESIDENT SERVICE FEES 623000 24803549 24803549 HEALTH CENTER FEES 623000 7358989 7358989 EARNED ENTRANCE FEES 623000 3204468 3204468 35367006 2062957 2062957 27423707 31972 25620904 11192 1802803 20780 1823583 1823583 ANCILLARY RESIDENT SERVICES 812900 289316 289316 289316 40153708 35367006 0 4175856 182066 182066 396463 114118 282345 16193472 13447470 2746002 200103 163688 36415 2417974 1966516 451458 1180447 944358 236089 1072008 1072008 28973 28973 46025 46025 268967 268967 938041 716366 221675 191872 163325 28547 1237762 883858 353904 290902 14287 276615 3447910 2921550 526360 61376 14911 46465 17715 17715 1690154 1436631 253523 6270962 5251294 1019668 389571 331280 58291 RAW FOOD 1340107 1165893 174214 REPAIRS AND MAINTENANCE 556007 465871 90136 OTHER EMPLOYEE EXPENSES 451221 215228 235993 RESIDENT ACTIVITIES 180488 179507 981 509719 293419 216300 39560305 30871636 8688669 0 6512426 4864398 4192136 1036142 1067394 789372 12100000 233736 218382 698311 851368 179713284 81689800 99437018 98023484 67129246 63106294 2123703 2484981 6020052 183878951 187009492 2158338 2601398 192635136 194802198 57945549 56520000 699619 -288806 253438642 253634790 X -70469826 -67706404 364443 469902 545692 611204 -69559691 -66625298 183878951 187009492 X 593403 1351727 989263 X 0 1 X 1 0 X 171221 464922 365876 389335 610846 2002200 32578147 32895776 33425870 34957150 35367006 169223949 48553 317049 289316 654918 32749368 33409251 33791746 35663534 36267168 171881067 198020 198020 0 198020 198020 171683047 1571498 1772925 1756542 1634222 2062957 8798144 1571498 1772925 1756542 1634222 2062957 8798144 34320866 35182176 35548288 37297756 38330125 180679211 0.95020 0.95140 0.04870 0.04630 X 544928 6673 52167 4891 598877 470106 15341 63762 4281 544928 459683 11510 3261 4348 470106 446274 5975 12204 4770 459683 351051 38115 61354 4246 446274 0.00000 1.00000 0.00000 0 0 6691079 6691079 162310170 74379948 87930222 10712035 7309852 3402183 98023484 TAX-EXEMPT BOND DEFERRED FINANCING COSTS -288806 -288806 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: RIVERWOODS IS A NOT-FOR-PROFIT CORPORATION AS DESCRIBED IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND IS EXEMPT FROM FEDERAL INCOME TAXES ON RELATED INCOME PURSUANT TO SECTION 501(A) OF THE CODE. 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 COMPANY'S FINANCIAL STATEMENTS. 1 SCHOLARSHIPS 14 45200 MONTHLY FEE BENEVOLENCE ASSISTANCE 4 136866 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 BENEVOLENT FUND TRACKER IS PROVIDED TO THE BOARD FINANCE COMMITTEE. X X X X X 0 0 0 0 0 0 0 0 0 JUSTINE VOGEL RWE EX-OFFICIO/TRWG CEO 0 320043 0 0 0 17978 0 8494 0 36187 0 382702 0 0 DEB RIDDELL EXECUTIVE DIRECTOR/EX-OFFICIO 168375 0 5000 0 0 0 0 0 384 0 173759 0 0 0 SUZY ANZALONE DIRECTOR OF FINANCE 114043 0 0 0 0 0 3759 0 37358 0 155160 0 0 0 CYNTHIA MARTIN VP OF HEALTHCARE 161899 0 10000 0 0 0 2829 0 11947 0 186675 0 0 0 CHARLES KELSEY VP OF RESIDENT LIFE - LEFT JUN 2018 155180 0 10000 0 1654 0 827 0 776 0 168437 0 0 0 MARY FLANAGAN NURSE PRACTITIONER 150264 0 0 0 0 0 4761 0 35123 0 190148 0 0 0 DAWN BARKER VP OF HR 77851 77851 5000 5000 0 0 3000 3000 17994 17994 103845 103845 0 0 MARY RULISON SALES COUNSELOR 61708 0 100440 0 0 0 4152 0 13775 0 180075 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 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. A NHHEFA 020279866 2012-09-28 65605000 TO FINANCE AND REFINANCE RIVERWOODS' EXISTING CONTINUING CARE RETIREMENT CO. 0 0 0 A 9085000 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 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: RIVERWOODS AT EXETER (RWE) WAS FOUNDED IN 1983 AS A NON-PROFIT, CHARITABLE ORGANIZATION, BY A GRASSROOTS GROUP OF SEACOAST RESIDENTS WHOSE MISSION WAS TO CREATE A CREATIVE AND SECURE CONTINUING CARE COMMUNITY THAT ENHANCED THE FREEDOM OF SENIOR LIVING WHILE EASING THE CHALLENGES OF AGING. GIFTS OF TIME, TALENT AND TREASURE: THE WOMEN AND MEN WHO FOUNDED RWE ALL HAD LONG HISTORIES OF COMMUNITY SERVICE, IN ADDITION TO THEIR PROFESSIONAL AND FAMILY LIVES. THEY UNDERSTOOD THE PRINCIPLES OF SERVICE TO OTHERS, AND WOVE THAT INTO OUR FOUNDING COMMITMENTS "TO BE A RESPONSIBLE COMMUNITY THAT PARTICIPATES IN THE LIFE OF THE LARGER COMMUNITY AROUND IT". PARTNERSHIP WITH SEACOAST FAMILY PROMISE: FROM THE FIRST YEAR RWE OPENED, THE COMMUNITY HAS HELD A MAJOR FUND-RAISER FOR ANOTHER LOCAL NON-PROFIT, AND THAT TRADITION HAS CONTINUED AND GROWN IN MAGNITUDE, AS OUR COMMUNITY HAS GROWN, FOR THE PAST 24 YEARS. WHILE RWE SUPPORTS MANY CAUSES IN VARIOUS WAYS THROUGHOUT THE YEAR, WE ORGANIZE AND HOST A MAJOR ONE-NIGHT FUND-RAISER FOR A LOCAL NON-PROFIT EVERY TWO YEARS. THE RESIDENTS SELECT THE NON-PROFIT FROM AMONG DOZENS OF APPLICANTS. THE PARTNERSHIPS ALWAYS INCLUDE MORE THAN SIMPLY A ONE NIGHT EVENT. IN FACT, THE MAJOR FUNDRAISER IS A GRAND FINALE OF SORTS OF THE TWO-YEAR CHARITABLE PARTNERSHIP. IN FY18 OUR MAJOR CHARITABLE PARTNER WAS SEACOAST FAMILY PROMISE (SFP). SFP WAS SELECTED FROM A POOL OF 22 LOCAL CHARITIES WHO SUBMITTED APPLICATIONS. FOUNDED IN 2003, SFP HELPS FAMILIES EXPERIENCING HOMELESSNESS FIND STABLE HOUSING AND LASTING SELF-SUFFICIENCY. RWE WORKS WITH 1,300 COMMUNITY VOLUNTEERS ANNUALLY, INCLUDING FAITH COMMUNITIES OF ALL DENOMINATIONS, BUSINESSES AND COMMUNITY ORGANIZATIONS. MORE THAN 87 PERCENT OF THE FAMILIES WHO HAVE GONE THROUGH SFP'S PROGRAM HAVE SECURED PERMANENT HOUSING AND HAVE REMAINED STABLE SINCE SFP FOUNDING 15 YEARS AGO. THE STAFF AT RWE HAS BEEN TEAMING UP WITH SFP FOR SEVERAL VOLUNTEER PROJECTS LEADING UP TO THE MAJOR FUNDRAISING GALA IN OCT. 2018. THIS INCLUDES HELPING SFP WITH VARIOUS MAILINGS, TEAMING UP TO CREATE A HOLIDAY PARADE FLOAT AND DONATING THE USE OF SEVERAL VEHICLES AND DRIVERS TO HELP SFP DURING A FUNDRAISER WHICH REQUIRED THE CAREFUL TRANSPORTATION OF ELABORATE BIRDHOUSES TO BE DISPLAYED AT VARIOUS LOCATIONS THROUGHOUT THE SEACOAST NH REGION, AND LATER AUCTIONED-OFF TO RAISE MONEY AND AWARENESS FOR SFP AND THE FAMILIES IT SERVES. THE PARTNERSHIP WILL CULMINATE IN A MAJOR FUNDRAISING GALA EVENT IN OCTOBER 2018 AT RWE. THE 2018 RWE GALA IS PART OF A MORE THAN TWO DECADE LONG TRADITION OF GIVING BACK TO THE GREATER COMMUNITY, WHICH HAS MEANT MORE THAN $600,000 FOR LOCAL CHARITIES FROM A TOTAL OF TEN GALAS. BOTH RWE AND SFP FEEL THE VALUE OF THIS PARTNERSHIP WILL BE SHOWN NOT ONLY IN DOLLARS, BUT IN THE STRENGTH IT BRINGS TO THE GREATER COMMUNITY. TIME: RWE RESIDENTS CONTRIBUTE HUNDREDS OF HOURS EACH YEAR TO NUMEROUS LOCAL, REGIONAL AND NATIONAL NON-PROFIT ORGANIZATIONS. OUR VOLUNTEER TIME HAPPENS BOTH INDIVIDUALLY AND IN GROUP SETTINGS FOR CIVIC MINDED RESIDENTS AND STAFF ALIKE. OUR RESIDENTS RUN AN OUTREACH COMMITTEE, WHICH WORKS AS THE CONNECTION POINT FOR NEW RESIDENTS WHO ARE LOOKING FOR VOLUNTEER OPPORTUNITIES, AS WELL AS LOCAL ORGANIZATIONS WHO ARE LOOKING FOR VOLUNTEERS. SOME OF THE MOST POPULAR CAUSES FOR RESIDENTS INCLUDE HELPING ORGANIZATIONS FOCUSED ON ISSUES OF FAMILY, HUNGER, HOMELESSNESS, HEALTH, EDUCATION, VETERANS AND ANIMAL WELL-BEING. SPECIFIC ORGANIZATIONS TO WHICH RESIDENTS VOLUNTEER THEIR TIME INCLUDE SAINT VINCENT DE PAUL FOOD PANTRY, GIRL SCOUTS OF AMERICA, SFP, GREAT BAY STEWARDS (AN ORGANIZATION WITH THE MISSION TO PROTECT AND PRESERVE THE VITALITY OF THE GREAT BAY ESTUARINE SYSTEM THROUGH EDUCATION, LAND PROTECTION, RESEARCH AND CARE OF THE NEARBY GREAT BAY), ROCKINGHAM NUTRITION MEALS ON WHEELS, THE PEASE GREETERS (A GROUP WELCOMING DEPLOYED VETERANS WHEN THEY LAND BACK HOME IN NH), AND THE IMEC PROGRAM, WHICH COLLECTS MEDICAL EQUIPMENT AND SUPPLIES FOR HOSPITALS IN THE THIRD WORLD. RWE IS PROUD OF THE CONTINUED PARTNERSHIP WITH OUR PREVIOUS BIENNIAL GALA RECIPIENT SOCIETY OF ST VINCENT DE PAUL EXETER NH (SVDP). WITH MORE THAN 100 VOLUNTEERS, SVDP HELPS LOCAL FAMILIES AND ORGANIZATIONS IN A VARIETY OF WAYS INCLUDING PROVIDING FOOD AND OTHER SUPPORT TO PEOPLE IN THE EXETER AREA. IN FY18, RWE RESIDENTS AND STAFF SPENT TIME VOLUNTEERING AT THE SVDP FOOD PANTRY, ORGANIZED A FOOD DRIVE, AND WERE ABLE TO DONATE MULTIPLE BOXES OF FOOD ITEMS AS WELL AS CASH AND GROCERY GIFT CARDS TO BE USED BY SVDP. THROUGHOUT FY18, RWE ALSO COLLECTED EGG CARTONS, BOXES AND PLASTIC BAGS FOR USE AT THE SVDP FOOD PANTRY. IN SPRING OF 2018, RWE ALSO PARTNERED WITH SVDP IN THEIR MONTHLY BBQ FOR SENIORS IN THE GREATER EXETER COMMUNITY. TEAMS FROM VARIOUS DEPARTMENTS AT RWE VOLUNTEERED EACH MONTH TO COOK, SERVE, AND DELIVER THE FOOD ALONGSIDE THE VOLUNTEER TEAM FROM SVDP. THE STAFF AT RWE PROVIDES TIME AND EFFORT TO SUPPORT A NUMBER OF COMMUNITY PROGRAMS. OUR EMPLOYEES PARTICIPATE ON MANY LOCAL NOT-FOR-PROFIT BOARDS, AND SPEND MANY VOLUNTEER HOURS IN THE COMMUNITY. STAFF DONATES THEIR TIME TO MANY WORTHY PROJECTS, INCLUDING THE NEW HAMPSHIRE PUBLIC TELEVISION AUCTION AND SEACOAST UNITED WAY'S DAY OF CARING. RWE ALSO ENCOURAGES EMPLOYEES TO VOLUNTEER DURING WORK HOURS FOR SPECIAL NON-PROFIT PROJECTS. ONE EXAMPLE OF THIS IN FY18 WAS THE UNITED WAY DAY OF CARING, WHERE RWE STAFF AND RESIDENT VOLUNTEERS ONCE AGAIN SPENT THE DAY HELPING THE TEAM AT ROCKINGHAM MEALS ON WHEELS. TALENT: MANY OF OUR RESIDENTS TEACH AND MENTOR OTHERS IN THE COMMUNITY. IN DECEMBER OF 2017, RWE DONATED RESIDENT DECORATED TREES TO THE FESTIVAL OF TREES; A FUNDRAISER ORGANIZED BY THE EXETER AREA CHAMBER OF COMMERCE. THE TREES WERE AUCTIONED OFF WITH PROCEEDS BENEFITTING THE EXETER CHAMBER CHILDREN'S FUND. MAIN STREET SCHOOL, THE LOCAL ELEMENTARY SCHOOL, HAS WELCOMED RWE RESIDENTS AS TUTORS AND CLASSROOM AIDES FOR MANY YEARS. WE HAVE A LONG HISTORY OF WORKING WITH CLASSROOM TEACHERS, AND MANY RESIDENT VOLUNTEERS ARE REGULARS AT STORY HOUR. THERE HAVE EVEN BEEN A FEW INSTANCES WHEN THOSE CHILDREN GROW UP, ATTEND HIGH SCHOOL, AND THEN APPLY TO WORK AS RWE DINING STAFF, FURTHER CEMENTING THE CONNECTIONS BETWEEN RESIDENTS AND LOCAL FAMILIES. RWE HAS FORMED A GREAT PARTNERSHIP WITH GREAT BAY KIDS CO. STUDENTS FROM GREAT BAY KIDS COME TO RWE TWICE A MONTH DURING THE SCHOOL YEAR AND READ WITH RESIDENT READING BUDDIES. THIS OPPORTUNITY ALLOWS STUDENTS AND RESIDENTS THE CHANCE TO INTERACT WITH EACH OTHER. THE READING BUDDY HELPS THE STUDENTS (RANGING FROM AGE SEVEN TO TWELVE) IMPROVE THEIR READING SKILLS. GREAT BAY KIDS HAS BEEN VISITING OUR HEALTH CARE RESIDENTS FOR YEARS, BUT THIS NEW READING PROGRAM STATED AT THE BEGINNING OF 2017 AND CONTINUES TO THIS DAY. RWE RESIDENTS ALSO DONATED HAND-KNIT ITEMS TO OPERATION BLESSING IN PORTSMOUTH, NH, A LOCAL NON-PROFIT HELPING BABIES IN NEED. THESE ITEMS INCLUDE: 122 HATS, 9 HOODS, 19 BLANKETS, 16 PAIRS OF SOCKS, 4 PAIRS OF MITTENS, 6 SCARVES, 1 SWEATER. THE FOLLOWING IS A LIST OF JUST SOME OF THE ORGANIZATIONS WHERE RWE RESIDENTS VOLUNTEERED THEIR TIME AND TALENTS IN FY18: -ANNIE'S ANGLES -ATHENAEUM, PORTSMOUTH, NH -CASA -EAST KINGSTON LIBRARY -EXETER HISTORICAL SOCIETY -EXETER HOSPITAL -EXETER LIBRARY TRUSTEE -EXETER LIONS CLUB -GIRL SCOUTS OF AMERICA -GREAT BAY STEWARDS -HIGH PEAKS EDUCATIONAL FOUNDATION -IMEC -LEAGUE OF WOMEN VOTERS -LIBERTY HOUSE-MANCHESTER -LINUS PROJECT -MAIN STREET SCHOOL, EXETER, NH -MASSACHUSETTS COMMUNITY LAND TRUST -MEALS ON WHEELS -NATIONAL AUDUBON SOCIETY -NEW ENGLAND HOSTA SOCIETY -NEW HAMPSHIRE ASSOCIATION FOR THE BLIND -NEW HAMPSHIRE HISTORICAL SOCIETY -NH HORTICULTURAL SOCIETY -NHSPCA -OPERATION BLESSING-PORTSMOUTH -PEASE GREETERS (GREETING TROOPS RETURNING FROM DUTY) -SEACOAST HOSPICE -SEACOAST SCIENCE CENTER -SELT -STRAWBERY BANKE MUSEUM -THE MUSIC HALL, PORTSMOUTH, NH -TOWER HILL BOTANIC GARDEN -UNH COASTAL PROGRAM -WOMENADE OF GREATER SQUAMSCOTT FORM 990, PART III, LINE 4A CONTINUED: COMMUNITY PROGRAMS: THIS PAST YEAR, RWE PROVIDED A NUMBER OF FREE EDUCATIONAL PROGRAMS FOR THE PUBLIC, ON TOPICS INCLUDING HEALTH, WELLNESS, FITNESS AND FINANCES. IN AN EFFORT TO BRIDGE THE MULTIGENERATIONAL DIVIDE, SUPPORT YOUTH VOLUNTEERS AND LEARN ABOUT THE MANY POWERFUL USES OF NEW COMMUNICATION TOOLS, RWE ONCE AGAIN WELCOMED THE GROUP FRIENDS FOREVER, A 501(C)(3) ORGANIZATION WHICH ALLOWS PEOPLE OF ALL AGES AND BACKGROUNDS TO PARTICIPATE FIRST-HAND IN THE INTERNATIONAL PEACE PROCESS. IN FY18 FRIENDS FOREVER STUDENTS, RWE STAFF MEMBERS AND RESIDENTS TOOK PART IN EXERCISE ACTIVITIES, GARDENING, DISCUSSION GROUPS AND OTHER CRAFT PROJECTS INCLUDING A POTTERY WORKSHOP TAUGHT BY A RWE RESIDENT. SHARING OUR KNOWLEDGE: PART OF THE RWE MISSION IS NOT ONLY TO SHARE AN ENHANCED QUALITY OF LIFE WITH AS MANY SENIORS AS POSSIBLE, BUT TO ALSO TEACH OTHERS HOW THEY CAN DO THE SAME. RWE EMPLOYEES REGULARLY SHARE THEIR KNOWLEDGE BY INVITING STUDENTS INTO THE RWE COMMUNITY WHO CAN LEARN FROM THE VAST KNOWLEDGE AND EXPERIENCE OF THE RWE STAFF. IN FY18, RWE SOCIAL WORKERS AND THE ACTIVITIES TEAM ACCEPTED AN INTERN FROM THE UNIVERSITY OF NEW HAMPSHIRE. THE INTERN SPENT A TOTAL OF 128 HOURS AT RWE WORKING AND LEARNING SIDE-BY-SIDE SERVING RESIDENTS WITH THE SKILLED GUIDANCE OF OUR PASSIONATE AND TALENTED TEAM OF PROFESSIONALS FROM BOTH THE LIFE ENGAGEMENT TEAM AND SOCIAL SERVICES TEAM AT RWE. IN FY18, THE RWE HEALTH CARE TEAM ALSO HOSTED THREE COLLEGE NURSING STUDENTS FROM ST. JOSEPH'S COLLEGE, GEORGE WASHINGTON UNIVERSITY AND SIMMONS COLLEGE OVER THE COURSE OF 672 CLINICAL HOURS FOR THE STUDENTS' CLINICAL PRACTICUM. THE HUMAN RESOURCES TEAM AT RWE HOSTED TWO COLLEGE INTERNS IN FY18 FOR A TOTAL OF 1000 HOURS. THE INTERNS WERE EXPOSED TO RECRUITMENT, BENEFITS, PAYROLL AND EMPLOYEE RELATIONS MATTERS HANDLED BY THE HUMAN RESOURCES DEPARTMENT. IN FY18, THE RWE HEATH CARE TEAM PROVIDED VIRTUAL DEMENTIA TRAINING TO DOZENS OF STUDENTS AND STAFF MEMBERS FROM SEACOAST SCHOOL OF TECHNOLOGY OVER THE COURSE OF 29 TRAINING SESSIONS TOTALING 40 HOURS. RWE ALSO PROVIDED LUNCH AS PART OF THE TRAININGS. A KEY OBJECTIVE OF RWE 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 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 HAVE BEEN ASKED TO SPEAK AT NATIONAL AND REGIONAL INDUSTRY CONFERENCES, ON A NUMBER OF DIVERSE TOPICS WITHIN THE INDUSTRY INCLUDING SOCIAL ACCOUNTABILITY, STRATEGIC ACTION, MANAGING GROWTH, AND PROFESSIONAL DEVELOPMENT. THE COLLABORATIVE RELATIONSHIPS DEVELOPED CONTINUE THROUGHOUT THE YEAR IN ONE-ON-ONE CONVERSATIONS AND LARGER GROUP DISCUSSIONS. THAT SPIRIT OF COLLABORATION POSITIONS ALL OF US IN THE NON-PROFIT SENIOR LIVING INDUSTRY TO BEST SERVE THE EVER-GROWING GROUP OF OLDER ADULTS. TREASURE: RWE IS A STRONG COMMUNITY PARTNER AND IN ADDITION TO RESIDENT AND STAFF TIME SPENT VOLUNTEERING, RWE HAS ALSO HELPED A NUMBER OF COMMUNITY-WIDE EVENTS AND ORGANIZATIONS WITH FINANCIAL SUPPORT. THE RWE OUTREACH COMMITTEE ORGANIZED A CAMPUS-WIDE FOOD AND TOY DRIVE TO SUPPORT THE EXETER FIREFIGHTER'S HOLIDAY DRIVE, AS WELL A SCHOOL SUPPLY DRIVE FOR LOCAL CHILDREN AND A BABY CLOTHING DRIVE FOR THE STORK PROJECT, AN INITIATIVE THAT PROVIDES WELCOME BUNDLES THAT ARE GIVEN TO LOW INCOME NEW MOMS IN NEW HAMPSHIRE. RWE ALSO PROVIDES SPACE AND EVENT LOGISTICS FOR THE RED CROSS BLOOD DRIVES ON A REGULAR BASIS. IN FY18, RWE HOSTED TWO BLOOD DRIVES FOR THE RED CROSS PROVIDING SPACE, REFRESHMENTS AND HOMEMADE COOKIES FROM THE RWE DINING TEAM FOR THOSE WHO DONATED BLOOD. IN TERMS OF PHYSICAL ITEMS, RWE FY18 DONATION TO HABITAT FOR HUMANITY INCLUDED 16 DINING CHAIRS AND TWO PODIUMS. THREE HEALTHCARE/HOSPITAL BEDS, VALUED AT $1,050, WERE ALSO DONATED TO IMEC AMERICA, A NONPROFIT THAT PROVIDES EQUIPMENT SOLUTIONS FOR HEALTH SYSTEMS STRENGTHENING, HEALTH CARE FACILITIES, FAMILY FARMS, AND TVET/EDUCATION PROJECTS IN LOW-RESOURCE COUNTRIES. 30 LARGE BAGS OF CLOTHING WERE DONATED TO GOODWILL INDUSTRIES OF NORTHERN NEW ENGLAND. A REFRIGERATOR WAS DONATED TO THE NONPROFIT GROUP, FRIENDS FOREVER. RWE ALSO DONATED A 2005 FORD ALLSTAR SHUTTLE BUS TO THE NONPROFIT KARS4KIDS ORGANIZATION IN FY18. ORGANIZATIONS AND CHARITABLE CAMPAIGNS RECEIVING SUPPORT FROM RWE INCLUDE: -AMERICAN INDEPENDENCE MUSEUM -ARTS IN REACH -CONNOR'S CLIMB FOUNDATION -END 68 HOURS OF HUNGER -EXETER HISTORICAL SOCIETY -EXETER HOSPITAL'S KITES AGAINST CANCER -EXETER, DOVER, PORTSMOUTH AND MANCHESTER CHAMBERS OF COMMERCE -FESTIVAL OF TREES 2017, EXETER -GOODWIN HOUSE FOUNDATION -GREATER MANCHESTER CHAMBER OF COMMERCE -HIGH HOPES FOUNDATION OF NEW HAMPSHIRE -JOURNEY SONG CHARITABLE TRUST -KARS4KIDS -KURN HATTIN HOMES FOR CHILDREN -LEADERSHIP SEACOAST PROGRAM -LEADING AGE DISASTER RELIEF -LEADING AGE MAINE AND NEW HAMPSHIRE -MOUNT WASHINGTON OBSERVATORY -NEW HAMPSHIRE CHILDREN'S TRUST -NEW HAMPSHIRE FOOD BANK -NH LONG TERM CARE FOUNDATION -NEW HAMPSHIRE PUBLIC TELEVSION (NHBPS) -NEW HAMPSHIRE WOMEN'S FOUNDATION -OLLI (OSHER LIFELONG LEARNING INSTITUTE) AT GRANITE STATE COLLEGE -PALACE THEATRE -PONTINE THEATRE -PORTSMOUTH PRO MUSICA -PRESCOTT PARK ARTS FESTIVAL -ROCKINGHAM CHORAL SOCIETY -SEACOAST CHIEF FIRE OFFICIALS MUTUAL AID DISTRICT -SEACOAST FAMILY PROMISE -SEACOAST OUTRIGHT -SEACOAST REPERTORY THEATER -SEACOAST WIND ENSEMBLE -ST. ANDREW'S BY THE SEA MUSIC, MUSIC BY THE SEA 2018 -YMCA, SOUTHERN NEW HAMPSHIRE DISTRICT -SOCIETY ST. VINCENT DE PAUL EXETER -THE EXETER CHAMBER "FESTIVAL OF TREES" CHRISTMAS AUCTION -THE EXETER CHAMBER OF COMMERCE ANNUAL DINNER -THE EXETER CHAMBER OF COMMERCE GOLF TOURNAMENT -THE EXETER PARENT TEACHER ORGANIZATION'S ANNUAL "GET FIT IN MAY" RACE -THE GREAT BAY STEWARDS -THE MUSIC HALL, PORTSMOUTH, NH -VETERANS OF FOREIGN WARS (VFW), EXETER, NH POST #2181 -VICTORIA'S VICTORY FOUNDATION -WOMENADE OF GREATER SQUAMSCOTT IN ADDITION TO SPONSORSHIPS, RWE HAS PROVIDED SMALL HONORARIUMS/DONATIONS TO A NUMBER OF GROUPS WHO HAVE PROVIDED SPEAKERS FOR OUR ON-CAMPUS EDUCATION PROGRAMS, INCLUDING: -ACTIVITIES DIRECTOR'S NETWORK (MEPAP TRAINING) -AMERICAN FRIENDS SERVICE COMMITTEE -AMERICAN INDEPENDENCE MUSEUM -BEDROCK GARDENS -BIRCHTREE CENTER -CASA OF NEW HAMPSHIRE -CHRIST CHURCH BUILDING FUND -CONCORD COMMUNITY MUSIC SCHOOL -CONSERVATION LAW SOCIETY -EDUCATION AND HOPE -EXETER HIGH SCHOOL -EXETER HISTORICAL SOCIETY -FRIENDS FOREVER, INC. -GULF OF MAINE RESEARCH INSTITUTE -INSTITUTE FOR THE STUDY OF EARTH, OCEAN AND SCIENCE, UNIVERSITY OF NEW HAMPSHIRE -MOUNT WASHINGTON OBSERVATORY -MURRAY IRISH DANCE -NEW HAMPSHIRE ACADEMY FOR PERFORMING ARTS -PRESBYTERIAN DISASTER ASSISTANCE -THE WAYSMEET CENTER OF CAMPUS MINISTRY AT UNH -TOWN OF NOTTINGHAM THEATRE PROGRAM -UNIVERSITY OF NEW HAMPSHIRE DEPARTMENT OF POLITICAL SCIENCE -UNH DEPARTMENT OF SOCIOLOGY BEST GRADUATE PAPER -WALTHAM HOME FOR LITTLE WANDERERS -WOMENADE OF GREATER SQUAMSCOTT RWE ALSO PROVIDES MEETING AND FUNCTION SPACE FREE OF CHARGE FOR SEVERAL LOCAL CIVIC AND RELIGIOUS GROUPS ON A REGULAR BASIS, INCLUDING: -AMERICAN RED CROSS BLOOD DRIVE -CHRIST CHURCH -DAUGHTERS OF THE AMERICAN REVOLUTION -EXETER FIRE DEPARTMENT -EXETER WOMEN'S CLUB -KURN HATTIN HOME FOR CHILDREN -NEW HAMPSHIRE PUBLIC TELEVISION (NHPBS) -NEW HAMPSHIRE SOCIETY OF PREVENTION OF CRUELTY TO ANIMALS (NHSPCA) -PHILANTHROPIC EDUCATIONAL ORGANIZATION (PEO) -RICHIE MCFARLAND CHILDREN'S CENTER -TOASTMASTER'S INTERNATIONAL -WOMENADE OF GREATER SQUAMSCOTT THROUGHOUT FY18, RWE PROVIDED SPACE AND LIGHT REFRESHMENTS TO TEN STUDENTS TAKING PART IN 108 HOURS OF MODULAR EDUCATION PROGRAM FOR ACTIVITY PROFESSIONALS - (MEPAP) TRAINING PROVIDED BY ACTIVITIES DIRECTOR'S NETWORK. THE MEPAP TRAINING PROVIDES THE SENIOR LIVING ACTIVITY PROFESSIONAL WITH A STRONG BASE OF KNOWLEDGE, AS WELL AS THE NECESSARY SKILLS AND TECHNIQUES TO PROVIDE THERAPEUTIC ACTIVITY SERVICES TO CLIENTS AND RESIDENTS IN A LONG TERM CARE SETTING. FORM 990, PART III, LINE 4A CONTINUED: RWE ALSO PROVIDES TRANSPORTATION TO RESIDENTS VOLUNTEERING IN THE COMMUNITY. FOR EXAMPLE, RWE SHUTTLES ARE USED TO TRANSPORT RESIDENTS WHO VOLUNTEER AS TROOP GREETERS AT THE LOCAL AIRPORT, THOSE WHO VOLUNTEER AT THE NEW HAMPSHIRE PUBLIC TELEVISION AUCTION AND RWE RESIDENTS AND STAFF WHO VOLUNTEER FOR UNITED WAY'S DAY OF CARING. ANNUAL RWE SCHOLARSHIPS: EDUCATION IS A VALUE THAT IS HIGHLY PRIZED BY RWE RESIDENTS, WHO ESTABLISHED SCHOLARSHIP FUNDS FOR STAFF AND THEIR FAMILIES. SINCE 2007, WHEN THE FIRST SCHOLARSHIPS WERE ESTABLISHED, 80 SCHOLARSHIPS HAVE BEEN DISTRIBUTED, WORTH MORE THAN $196,000 TOWARD GOALS OF HIGHER EDUCATION. FY18 WAS THE LARGEST YEAR TO DATE, AS $43,000 WAS AWARDED TO 12 RECIPIENTS FOR OUR 12TH ANNUAL STUDENT SCHOLARSHIP AWARDS. BOUTIQUE SCHOLARSHIPS WERE AWARDED TO HIGH SCHOOL STUDENTS WHO ARE ON THEIR WAY TO COLLEGE. MEMORIAL SCHOLARSHIPS WERE PRESENTED TO RWE LICENSED NURSING ASSISTANTS PURSUING THEIR REGISTERED NURSING DEGREES. THE ARCHIBALD AND ALMA MAE PEABODY SCHOLARSHIP TO ASSIST WITH COLLEGE EDUCATION WAS PRESENTED TO CHILDREN OF RWE EMPLOYEES. RWE ALSO ESTABLISHED A PARTNERSHIP WITH GREAT BAY COMMUNITY COLLEGE TO HELP NURSING STUDENTS THROUGH A COMBINATION OF SCHOLARSHIPS AND HANDS-ON LEARNING. IN FY18, RWE RESIDENTS CREATED A SCHOLARSHIP PROGRAM FOR FIRST-YEAR NURSING STUDENTS AT GREAT BAY COMMUNITY COLLEGE. IN FY18, RWE AWARDED $8,000 IN SCHOLARSHIP DOLLARS TO FOUR NURSING STUDENTS AS PART OF THIS NEW INITIATIVE. BUSINESS MANAGEMENT PROGRAM FOR STAFF: ALTHOUGH RWE HAS CREATED OUR OWN HOST OF PROFESSIONAL DEVELOPMENT AND LEARNING PROGRAMS FOR EMPLOYEES, THE RIVERWOODS BUSINESS MANAGEMENT PROGRAM (RWBMP) HITS UPON A RADICAL IDEA; CREATING A RWE VERSION OF A BUSINESS SCHOOL GEARED TOWARD NEW FRONT-LINE LEADERS, DEVELOPED AND TAUGHT BY RWE RESIDENTS. THE PROGRAM ACCOMPLISHES TWO CRITICAL OBJECTIVES; PROVIDING STAFF WITH REAL WORLD TOOLS THAT WILL HELP THEM GROW PROFESSIONALLY, AS WELL AS PROVIDING RESIDENTS WITH A MEANINGFUL WAY TO GIVE BACK; ENGAGING RESIDENTS AND STAFF FROM DIFFERENT CAMPUSES WITH VARYING AREAS OF RESPONSIBILITY. IN FY18 20 STAFF MEMBERS BENEFITTED FROM RWBMP. THERE WERE 19 RESIDENT FACULTY MEMBERS WHO TAUGHT 26 SESSIONS TOTALING 52 HOURS. C.A.R.E. PROGRAM FOR EMPLOYEES IN NEED: C.A.R.E. STANDS FOR CARING, AIDING, RESPONDING TO EMPLOYEE'S NEEDS. DEVELOPED BY AN EMPLOYEE AS PART OF HER PROJECT FOR THE RWBMP, THE INNOVATIVE CARE PROGRAM IS A FUND CREATED TO ASSIST RWE EMPLOYEES EXPERIENCING AN EMERGENCY THAT HAS CAUSED A TEMPORARY FINANCIAL HARDSHIP. THE CARE PROGRAM IS FUNDED BY EMPLOYEE DONATIONS AND MATCHING CONTRIBUTIONS FROM RWE. IN FY18, $27,000 WAS RAISED FOR THE FUND WITH $5,900 GIVEN TO 14 EMPLOYEES IN NEED. RWE BENEVOLENCE PROGRAM: 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. RETAIL SUPPORT: IT IS IMPOSSIBLE TO MEASURE THE IMPACT OF THE COMMUNITY ON THE OVERALL BENEFIT OF EXETER'S ACTIVE INDEPENDENT BUSINESSES. THE RWE CONCIERGE SERVICE OFFERS THREE DAYS EACH WEEK OF FREE TRANSPORTATION TO LOCAL GROCERY STORES, DOCTOR'S OFFICES, HAIRDRESSERS AND TO THE ACTIVE DOWNTOWN DISTRICT. RWE RESIDENTS ESPECIALLY CONTRIBUTE TO THE LOCAL ECONOMY, AS DO OUR EMPLOYEES. IN FY18 RWE ORGANIZED AND HOSTED THE FIFTH ANNUAL EXETER HOLIDAY FAIR. THE WELL ATTENDED EVENT FEATURED SEVERAL DOZEN AREA BUSINESSES. EACH BUSINESS HAD A BOOTH SHOWCASING THEIR GOODS AND/OR SERVICES FOR RESIDENTS AND EMPLOYEES. FORM 990, PART VI, SECTION A, LINE 1 THE CURRENT RESIDENT BOARD REPRESENTATIVES ARE VOTING MEMBERS OF THE BOARD OF TRUSTEES. THE EXECUTIVE DIRECTOR OF RWE WILL SERVE ON THE BOARD OF TRUSTEES (THE BOARD) AS EX-OFFICIO WITH FULL VOTING RIGHTS. THE BOARD MAY VOTE TO EXCLUDE THE EXECUTIVE DIRECTOR OF RWE FROM ITS MEETINGS IF DISCUSSING PERSONNEL MATTERS RELATING TO THE EXECUTIVE DIRECTOR AND/OR THE COMPENSATION OF THE EXECUTIVE DIRECTOR. THE EXECUTIVE COMMITTEE WILL CONSIST OF THE OFFICERS OF THE BOARD, CURRENTLY THE CHAIR, VICE-CHAIR, TREASURER, CLERK AND EXECUTIVE DIRECTOR, AND WILL EXERCISE THE FULL AUTHORITY OF THE BOARD BETWEEN MEETINGS OF THE BOARD. THE EXECUTIVE COMMITTEE WILL BE RESPONSIBLE TO THE BOARD AND WILL REPORT ITS ACTIONS AT EACH MEETING OF THE BOARD. THE EXECUTIVE COMMITTEE SHALL ALSO SERVE AS THE COMPENSATION COMMITTEE OF THE BOARD. 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 RIVERWOODS EXETER. 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 $1,136,004 FOR ALL SERVICES RENDERED DURING THE TAX YEAR. COMPENSATION FROM TRWG 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. 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 BOARD OF TRWG IS REQUIRED TO APPROVE/ELECT ALL TRUSTEES OF RWE. FORM 990, PART VI, SECTION A, LINE 7B EACH OF THE FOLLOWING ACTIONS BY RWE'S BOARD MUST BE APPROVED BY TRWG BEFORE IT BECOMES EFFECTIVE: (A) REMOVAL OF A MEMBER OF THE RWE'S BOARD; (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 OF, AND ANY APPROVAL OF A MATERIAL DEVIATION FROM, 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 $500,000; (E) ANY SINGLE INCURRENCE, OR CUMULATIVE INCURRENCES IN ANY TWELVE (12) MONTH PERIOD, OF INDEBTEDNESS BY RWE IN EXCESS OF $2.5 MILLION; (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 OF RWE; (G) 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; (H) THE PARTICIPATION BY RWE OR ANY SUBSIDIARY OF RWE IN A KEY STRATEGIC RELATIONSHIP; (I) APPOINTMENT, EVALUATION, AND COMPENSATION OR TERMINATION OF THE EXECUTIVE DIRECTOR OF RWE; (J) ELIMINATION OR ADDITION OF ANY MATERIAL HEALTH CARE SERVICE OR PROGRAM BY RWE OR ANY SUBSIDIARY OF RWE; (K) THE AMENDMENT OF THE ARTICLES OF AGREEMENT, BYLAWS OR OTHER GOVERNING DOCUMENTS OF RWE WHERE SUCH PROPOSED AMENDMENT WOULD (I) IMPACT THE POWERS RESERVED TO TRWG IN THESE BYLAWS, (II) REASONABLY BE EXPECTED 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. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM. RWE HAS AUTHORIZED REVIEW AND FILING OF THE FORM 990 TO THE TRWG AUDIT COMMITTEE. DRAFT COPIES WERE DISTRIBUTED AND REVIEWED BY THE AUDIT COMMITTEE PRIOR TO FILING AT THE MEETING WHICH WAS HELD ON NOVEMBER 1, 2018. AFTER REVIEW BY TRWG'S AUDIT COMMITTEE, A FULL COPY OF THE FINAL FORM 990 WILL BE PROVIDED TO RWE'S BOARD VIA A LINK TO A SECURE WEBSITE AND THE RWE'S BOARD WILL BE NOTIFIED THAT IT IS AVAILABLE FOR REVIEW PRIOR TO 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 15 FORM 990, PART VI, SECTION B, LINE 15A: THE EXECUTIVE DIRECTOR'S SALARY IS REVIEWED AND APPROVED ANNUALLY BY THE EXECUTIVE COMMITTEE. 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. THE CEO OF TRWG ALSO CONTRACTS WITH AN INDEPENDENT CONTRACTOR WHO HELPS FACILITATE THE GATHERING OF SALARY INFORMATION AND SHARES THAT INFORMATION WITH THE RWE EXECUTIVE COMMITTEE. CONSIDERATION IS GIVEN TO THE FOLLOWING IN 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 THE CEO OF TRWG AND APPROVED BY THE EXECUTIVE COMMITTEE DURING 2018. FORM 990, PART VI, SECTION B, LINE 15B: TOP MANAGEMENT POSITIONS, INCLUDING THE DIRECTOR OF FINANCE, ARE OVERSEEN BY THE EXECUTIVE DIRECTOR, BUT FINAL REVIEW AND APPROVAL IS CONDUCTED BY THE BOARD. THIS PROCESS IS DOCUMENTED IN THE BOARD MINUTES. ALL EXECUTIVE POSITIONS WERE REVIEWED BY AN INDEPENDENT CONSULTANT IN 2018. IN ADDITION, SALARY SURVEYS, FORM 990'S OF OTHER ENTITIES AND INTERNAL EQUITY WERE ALL CONSIDERED. SALARY RANGES FOR ALL POSITIONS WERE DEVELOPED USING SIMILAR DATA AS OUTLINED ABOVE FOR THE EXECUTIVE DIRECTOR. THE INFORMATION IS USED BY THE EXECUTIVE DIRECTOR IN THE DEVELOPMENT OF SALARY RANGES. DURING THE BUDGETING PROCESS, THE BOARD APPROVES THE COMPENSATION BUDGET WHICH LISTS EACH OFFICER AND KEY EMPLOYEE SEPARATELY. THE DIRECTOR OF FINANCE'S COMPENSATION WAS MOST RECENTLY REVIEWED DURING 2018. FORM 990, PART VI, SECTION C, LINE 19 RWE MAKES IT GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART XI, LINE 9: CHANGE IN FAIR VALUE OF INTEREST RATE SWAP AGREEMENT 990,987. CHANGE IN FAIR VALUE OF CHARITABLE GIFT ANNUITY -1,724. 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 CONTINUING CARE RETIREMENT COMMUNITY IN THE DEVELOPMENT STAGES 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 1 0 0 0 0 0 0 0 0 1 1 1 1 1 0 0