2025-11-07T12:08:43-06:00 2025-06-30 410746749 CLIFTONLARSONALLEN LLP TWO INTERNATIONAL PLACE 22ND FLOOR BOSTON MA 02110 990 2024-07-01 020400703 THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE RIVE 6036581786 7 RIVERWOODS DRIVE EXETER NH 03833 KEVIN GOYETTE CFO 6037724700 2025-11-06 1 0 KATARZYNA O PADZIK P02268641 7819821001 2025-11-06 2024 2025-03-06 01:10:19Z X RIVERWOODS EXETER JULIE CLARK 7 RIVERWOODS DRIVE EXETER NH 03833 79510468 0 X WWW.RIVERWOODSRC.ORG X 1983 NH TO ESTABLISH, OWN, AND MAINTAIN CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES FOR THE ELDERLY 17 16 671 256 0 0 570580 6233681 44676586 45360778 3327887 4664311 52645 86909 48627698 56345679 230149 321008 0 0 24329577 25047158 0 0 0 29154454 28744445 53714180 54112611 -5086482 2233068 199457460 217805115 283608882 296397069 -84151422 -78591954 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 42195309 321008 45360778 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, 2025, THE COMMUNITY HOUSED APPROXIMATELY 506 RESIDENTS IN INDEPENDENT APARTMENTS AND 107 RESIDENTS IN HEALTH CARE CENTERS. OVER THE COURSE OF THE YEAR THE HEALTH CARE CENTERS SERVED APPROXIMATELY 168 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 $14,256,993 FOR FY25. 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 FY25, RWE DID NOT HAVE RESIDENTS REQUIRING THIS ASSISTANCE.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 FY25, 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, 204 SCHOLARSHIPS HAVE BEEN DISTRIBUTED, WORTH MORE THAN $592,500 TOWARD GOALS OF HIGHER EDUCATION. IN FY25, $95,000 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. 42195309 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 1 0 0 0 1 180 0 1 671 1 0 0 0 0 0 0 0 0 0 0 0 0 X 17 16 1 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 121 TECHNOLOGY DRIVE SUITE A105 DURHAM NH 03824 JUSTINE VOGEL CEO 0.50 39.50 X 0 518164 30473 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 MICHAEL 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 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 GARY RICHARDSON AT LARGE TRUSTEE (JOINED SEPT. 2024) 0.50 1.50 X 0 0 0 MARIA MONGAN TRUSTEE (JOINED JUNE 2025) 0.50 1.50 X 0 0 0 STEVE RENO TRUSTEE (JOINED JUNE 2025) 0.50 1.50 X 0 0 0 HEATHER WHITFIELD TRUSTEE (JOINED JUNE 2025) 0.50 1.50 X 0 0 0 KIMBERLY GASKELL VP OF OPERATIONS 10.00 30.00 X 0 287089 10239 JULIE CLARK EXECUTIVE DIRECTOR 40.00 0.00 X 227602 0 6183 EMILY STEWART NURSE PRACTITIONER 40.00 0.00 X 182120 0 5421 TRACY JEFFERS ASSOCIATE EXECUTIVE DIRECTOR 40.00 0.00 X 176281 0 5229 LISA CLARK SALES MANAGER 40.00 0.00 X 153570 0 23827 CHRISTOPHER TOWLE DIRECTOR OF FACILITIES 40.00 0.00 X 144247 0 3158 KATHLEEN LAFAVE DIRECTOR OF COMMUNITY LIFE 40.00 0.00 X 142242 0 7986 1026062 805253 92516 32 0 1 0 THE RIVERWOODS GROUP 121 TECHNOLOGY DRIVE SUITE A105 DURHAM NH 03824 MANAGEMENT, FINANCE, ADMIN & IT SERVICES 4007684 MORRIS PIGEON 273 LITTLEWORTH RD MADBURY NH 03823 CONSTRUCTION SERVICES 1540551 PHILLIP J ENTERPRISES 7 INDUSTRIAL WAY 4 SALEM NH 03079 FLOORING 703019 SELECT REHABILITATION PO BOX 71985 CHICAGO IL 60694 PHYSICAL THERAPY 524639 SULLIVAN CONSTRUCTION 258 SOUTH RIVER ROAD BEDFORD NH 03110 CONSTRUCTION SERVICES 405208 23 5433963 799718 6233681 RESIDENT SERVICE FEES 623000 33741851 33741851 HEALTH CENTER FEES 623000 7926784 7926784 EARNED ENTRANCE FEES 623000 3522896 3522896 ANCILLARY RESIDENT SERVICES 623000 169247 169247 45360778 2372739 2372739 48199 0 48199 48199 48199 25456361 23160852 3937 2295509 -3937 2291572 2291572 38710 38710 38710 56345679 45360778 0 4751220 321008 321008 226696 113348 113348 20697698 18417539 2280159 251272 202297 48975 2340227 1872182 468045 1531265 1225012 306253 693721 693721 61711 61711 90187 90187 469108 469108 5302207 2571611 2730596 180916 159517 21399 716912 614647 102265 788664 255051 533613 3615941 3059658 556283 49950 49950 2107015 1566029 540986 9441107 7337743 2103364 895941 761817 134124 FOOD & DIETARY SUPPLIES 2485021 2161968 323053 REPAIRS AND MAINTENANCE 839394 721527 117867 RESIDENT EXPENSES 564937 552412 12525 OTHER EMPLOYEE EXPENSES 263154 163366 99788 178559 118577 59982 54112611 42195309 11917302 0 6006870 13997500 5433963 1397252 975056 361581 279344 824526 565362 246981281 134711577 112404421 112269704 77726514 83880030 736296 404156 199457460 217805115 3098994 5070874 27376146 29467250 43798802 42464248 110187 119473 209224753 219275224 283608882 296397069 X -85627239 -80433113 1475817 1841159 -84151422 -78591954 199457460 217805115 X 2233068 5052021 -1725621 X X 0 1 X 1 0 X 2256014 1106700 400253 570580 6233681 10567228 35430319 38169361 40868641 44676586 45360778 204505685 53147 282278 785731 1121156 37739480 39558339 42054625 45247166 51594459 216194069 300724 413998 340613 369520 505782 1930637 0 300724 413998 340613 369520 505782 1930637 214263432 2635419 1874742 2376466 2260415 2420938 11567980 2635419 1874742 2376466 2260415 2420938 11567980 326960 402903 1147299 144 38710 1916016 40701859 41835984 45578390 47507725 54054107 229678065 0.93290 0.92570 0.05040 0.05770 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. 2024 AMOUNT: $ 38,710. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1001022 243833 143548 9295 1379108 868633 4989 134639 7239 1001022 776295 3591 95357 6610 868633 883731 2598 -102775 7259 776295 676637 9376 204098 6380 883731 0.53710 0.46290 0.00000 0 0 7504302 7504302 216641851 120614980 96026871 16263862 12718831 3545031 6571266 1377766 5193500 112269704 REFUNDABLE ENTRANCE FEE LIABILITY 184720851 WAIT LIST DEPOSITS 30260920 DUE TO RELATED ORGANIZATIONS 4293453 219275224 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 95000 MONTHLY FEE BENEVOLENCE ASSISTANCE 3 226008 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 433755 0 52881 0 31528 0 12801 0 17672 0 548637 0 0 KIMBERLY GASKELL VP OF OPERATIONS 0 222945 0 22972 0 41172 0 6940 0 3299 0 297328 0 0 JULIE CLARK EXECUTIVE DIRECTOR 193403 0 21347 0 12852 0 3518 0 2665 0 233785 0 0 0 EMILY STEWART NURSE PRACTITIONER 152782 0 13129 0 16209 0 5421 0 0 0 187541 0 0 0 TRACY JEFFERS ASSOCIATE EXECUTIVE DIRECTOR 153132 0 6646 0 16503 0 5229 0 0 0 181510 0 0 0 LISA CLARK SALES MANAGER 121320 0 32250 0 0 0 4069 0 19758 0 177397 0 0 0 KATHLEEN LAFAVE DIRECTOR OF COMMUNITY LIFE 114957 0 7243 0 20042 0 4198 0 3788 0 150228 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 2024 W-2 COMPENSATION, AND AS SUCH IS REPORTED ON THE FORM 990, PART VII, COLUMNS D AND E, AND SCHEDULE J, PART II, COLUMN B(II) AS FOLLOWS: JUSTINE VOGEL, CEO - $52,881 KIMBERLY GASKELL, VP OF OPERATIONS - $22,972 JULIE CLARK, EXECUTIVE DIRECTOR - $21,347 EMILY STEWART, NURSE PRACTITIONER - $13,129 TRACY JEFFERS, ASSOCIATE EXECUTIVE DIRECTOR - $6,646 LISA CLARK, SALES MANAGER - $32,250 KATHLEEN LAFAVE, DIRECTOR OF COMMUNITY LIFE - $7,243 CHRISTOPHER TOWLE, DIRECTOR OF FACILITIES - $6,661 A NEW HAMPSHIRE HEALTH & EDUCATION FACILITIES AUTHORITY 020279866 2012-09-28 65605000 FINANCE/REFINANCE RIVERWOODS' EXISTING CONTINUING CARE RETIREMENT COMMUNITY 1 0 0 B NEW HAMPSHIRE HEALTH & EDUCATION FACILITIES AUTHORITY 020279866 64461XKZ7 2024-12-17 39680000 REFUND SERIES 2012 TAX EXEMPT BONDS 0 0 0 A 25925000 39680000 65605000 452066 65152934 2012 1 0 1 1 B 43247513 567809 42679704 2024 1 0 1 1 A 0 0 0 0 0 0 1 B 0 0 0 0 0 0 1 A 0 0 0 1 1 1 TD BANK 0 1 0 0 1 B 0 0 1 0 0 0 0 0 1 A 1 B 1 DATE REBATE COMPUTATION PERFORMED ISSUER NAME: NEW HAMPSHIRE HEALTH & EDUCATION FACILITIES AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 12/17/2024 SCHEDULE K, PART II, LINE 3, COLUMN B: THE SERIES 2024 BONDS WERE ISSUED AT A PREMIUM OF $3,547,513 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 2 OFFICER KIMBERLY GASKELL, VP OF OPERATIONS HAS A BUSINESS RELATIONSHIP WITH DIRECTOR JUSTINE VOGEL, CEO BECAUSE THEY ARE EMPLOYED BY A RELATED ORGANIZATION OF WHICH THE OFFICER AND DIRECTOR ALSO SERVE. 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 $693,721, ADMINISTRATIVE FEE OF $2,105,049 AND IT FEES OF $1,208,914 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 FY25 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 THE FAIR VALUE OF INTEREST RATE SWAP AGREEMENTS -272,859. CHANGE IN CHARITABLE GIFT ANNUITY LIABILITY 70,788. SYSTEM DEVELOPMENT FEE -1,523,550. THE RIVERWOODS GROUP 121 TECHNOLOGY DRIVE SUITE A105 DURHAM NH 03824 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 1 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 1 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 1 0 0 0 1 1 0 0 0 0 0 0 0 1 1 1 1 1 1 0