2022-08-15T07:21:13-05:00 2021-09-30 010494526 Baker Newman & Noyes 650 Elm Street Suite 302 Manchester NH 03101 990 2020-10-01 020222126 Exeter Health Resources Inc EXET 6035806751 5 Alumni Drive Exeter NH 03833 Allison J Casassa Treasurer 6035806751 2022-08-09 1 Allison Casassa 999009999 Connor Smart P02285543 6036262200 2022-08-09 2 AAL1 IAL1 2020 2022-09-23 18:48:47Z Kevin J Callahan 5 Alumni Drive Exeter NH 03833 16701753 0 X www.exeterhospital.com X 1985 NH The mission of Exeter Health Resources, Inc. is to improve the health of the community. This mission will be accomplished without compromising Exeter Health Resources, Inc.'s sustainability, principally by supporting the provision of health services and information to the community by the affiliated companies of Exeter Health Resources, Inc. 12 10 36 11 0 0 4078 4459 15299652 13457706 184319 2238180 59164 58459 15547213 15758804 11100 5000 0 0 11277748 10194283 0 0 0 4144246 3378194 15433094 13577477 114119 2181327 268056079 367054931 8295900 7555477 259760179 359499454 X The mission of Exeter Health Resources, Inc. is to improve the health of the community. This mission will be accomplished without compromising Exeter Health Resources, Inc.'s sustainability, principally by supporting the provision of health services and information to the community by the affiliated companies of Exeter Health Resources, Inc. 0 0 13198716 5000 13516165 Exeter Health Resources, Inc. is the parent company for:Exeter Hospital, Inc., a tax-exempt 100 bed acute care hospital; Rockingham Visiting Nurse Association and Hospice, Inc., a tax-exempt home health and hospice agency; Core Physicians LLC, a tax-exempt multi-specialty physician group practice; and Exeter Med Real, Inc., a tax-exempt real estate holding company. 13198716 1 0 0 1 0 0 0 0 0 1 1 1 0 0 1 1 0 1 0 0 1 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 1 0 1 15 0 1 36 1 0 0 0 0 0 0 0 0 0 0 1 0 X 12 10 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 1 0 NH X Allison J Casassa 6035806751 5 Alumni Drive Exeter NH 03833 Kevin J Callahan CEO/President/Trustee 41.00 4.00 X X 1087487 0 28402 Richard Hollister MD Ex-Officio Member 1.00 41.00 X 0 527703 38849 Ret Maj Gen Susan Desjardins Trustee 1.00 1.00 X 0 0 0 Cynthia Dominguez PhD Trustee 1.00 1.00 X 0 0 0 David Donsker MD Trustee 1.00 1.00 X 0 0 0 David Falck Esq Trustee 1.00 1.00 X 0 0 0 Charles Davis Farmer Jr Trustee 1.00 1.00 X 0 0 0 Steve Hermans Esq Trustee 1.00 1.00 X 0 0 0 Robert Hevert Trustee 1.00 1.00 X 0 0 0 Sally Ward PhD Trustee 1.00 1.00 X 0 0 0 Rob Eberle Chair 1.00 1.00 X X 0 0 0 William Schleyer Chair (end 3/2021) 1.00 1.00 X X 0 0 0 Amy Case Vice Chair 1.00 1.00 X X 0 0 0 Kevin J O'Leary CFO/Treasurer 41.00 4.00 X 728666 0 29402 Constance D Sprauer Esq Sr. VP Legal Affairs/Sec. 41.00 2.00 X 479129 0 30232 Christopher Callahan VP of Human Resources 40.00 0.00 X 393291 0 34606 Debra Cresta Chief Operating Officer 40.00 3.00 X 567700 0 16135 Neil Meehan DO Chief Physician Executive 40.00 1.00 X 706566 0 40343 Melanie Lanier Chief Medical Off.,Core Physicians 40.00 1.00 X 514831 0 31786 Mark Whitney VP of Strategic Planning 40.00 1.00 X 493605 0 43039 4971275 527703 292794 25 0 1 0 Kaufman Hall & Associates LLC 8610 Solution Center Chicago IL 606778006 Strategic Advisory Services 1728270 Locke Lord LLP 111 Huntington Avenue Boston MA 02199 Legal Fees 238468 Cambridge Associates LLC PO Box 412015 Boston MA 02241 Investment Consultant 196500 SG-2 LLC 290 E John Carpenter Freeway Irving TX 75062 Analytic Services 180250 Carbon Crew 14 Inn Street Newburyport MA 01950 Media Strategy Services 174266 7 4459 4459 Management Fees 561000 13457706 13457706 13457706 129863 129863 59424 965 58459 58459 58459 3050301 941984 2108317 2108317 2108317 15758804 13516165 0 2238180 X 5000 5000 2383318 2383318 6648727 6648727 127529 127529 662553 662553 372156 372156 317931 317931 51000 51000 9830 9830 1889940 1889940 504296 504296 60206 60206 530 530 124741 124741 16639 16639 72094 72094 329704 329704 Administrative/supplies 1283 1283 13577477 13198716 378761 0 1929810 1598705 398858 347664 61364 196499 947666 672494 390519 354069 281975 6772445 9831891 243777352 338315780 14627046 15669886 268056079 367054931 3673678 3849422 4622222 3706055 8295900 7555477 X 234625586 328271048 25134593 31228406 259760179 359499454 268056079 367054931 X 2181327 10936227 86621721 X X 0 1 X 1 0 X X 3 Exeter Hospital Inc 222674014 3 1 119684 0 Rockingham VNA and Hospice 020274905 10 0 7409 0 Core Physicians LLC 870807914 10 0 9619544 0 3 9746637 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 Schedule A, Part IV, Line 1: Although Exeter Health Resources, Inc. does not name specific supported organizations in its governing documents, its mission is "to improve the health of the community....principally accomplished without compromising the Corporation's sustainability by supporting the provision of health services and information to the community by the affiliated companies of the Corporation." Additionally, the organization's confirmation of determination letter from the IRS states, "...up to June 1, 1985, you operated the Exeter Hospital. However, as a result of the reorganization of the Exeter Hospital on June 1, 1985, new Exeter Hospital, Inc. took over the patient care activities and you became the fundraising and coordinating organization within the health care system." By virtue of these facts, and of its shared leadership with Exeter Hospital, Inc., Core Physicians, LLC, and Rockingham VNA and Hospice, Exeter Health Resources, Inc. has a continuous and historic relationship with all three of its supported organizations. 0 0 0 0 0 0 0 0 1 9830 9830 0 Part II-B, Line 1: Annual membership dues paid to the Business and Industry Association's New Hampshire Business Political Action Committee are considered lobbying expenses. 3885097 4459 780400 218000 4451966 3328346 4078 552673 3885097 3450898 4693 127245 3328346 3447331 3567 3450898 3808480 3215 364364 3447331 0.03370 0.96630 0.00000 0 0 204202 204202 89410 45414 43996 378882 345105 33777 281975 Investment in Subsidiaries 304846813 C Limited Partnerships 29577855 F Alternative Investments 3891112 F 338315780 Deferred Compensation 3664634 Other Long Term Liabilities 41421 3706055 X Part V, Line 4: The goal of the Permanent Endowment Fund is to provide a source of financial support to Exeter's patient care activities. These funds are invested in a prudent manner with regard to preserving principal while providing reasonable returns. These returns are then used for capital expenditures, other major program needs, and to generally increase the financial strength of the organization. The quasi-endowments are funds which have been donated to the organization for a purpose specified by the donor. These funds are held until used for the purpose intended by the donor. Part X, Line 2: Resources, the Hospital, RVNA&H, Core, and Matrix (dissolved 7/2021) are not-for-profit organizations as described in Section 501(c)(3) of the Internal Revenue Code (the Code), and are exempt from federal income taxes on related income pursuant to Section 501(a) of the Code. Med Real is a not-for-profit organization as described in Section 501(c)(25) of the Code and is exempt from federal income taxes on related income pursuant to Section 501(a) of the Code. Management evaluated the tax positions of these entities and has concluded that they have maintained their tax-exempt status, do not have any significant unrelated business income, and have taken no uncertain tax positions that require adjustment to the consolidated financial statements. Central America and the Caribbean - Antigua & Barbuda, Aruba, Bahamas, 0 0 Investments in funds domiciled in the region 3891112 0 0 0 0 0 0 3891112 0 3891112 0 0 1 1 1 0 Part III Accounting Method: Schedule F, Part IV, Line 3: Exeter Health Resources, Inc. did not have an ownership interest in any foreign corporation that was greater than the 10% ownership filing threshold. Accordingly, IRS Form(s) 5471 is not required to be filed. Schedule F, Part IV, Line 4: Exeter Health Resources, Inc. meets the exception for tax-exempt organizations with respect to filing Form 8621. Accordingly, Form 8621 is not required to be filed for the Organization. Schedule F, Part IV, Line 5: Exeter Health Resources, Inc. did not have an interest in any foreign partnership that was greater than the ownership filing threshold in any Category during the filing period. Accordingly, IRS Form(s) 8865 is not required to be filed. X 0 1 X X X X 0 1 0 0 0 0 0 1 0 Kevin J Callahan CEO/President/Trustee 709353 0 270500 0 107634 0 0 0 28402 0 1115889 0 0 0 Kevin J O'Leary CFO/Treasurer 454446 0 222027 0 52193 0 0 0 29402 0 758068 0 0 0 Neil Meehan DO Chief Physician Executive 429636 0 242653 0 34277 0 0 0 40343 0 746909 0 0 0 Debra Cresta Chief Operating Officer 379569 0 156960 0 31171 0 0 0 16135 0 583835 0 0 0 Richard Hollister MD Ex-Officio Member 0 357236 0 104028 0 66439 0 0 0 38849 0 566552 0 0 Melanie Lanier Chief Medical Off.,Core Physicians 344556 0 145136 0 25139 0 0 0 31786 0 546617 0 0 0 Mark Whitney VP of Strategic Planning 334204 0 148224 0 11177 0 0 0 43039 0 536644 0 0 0 Constance D Sprauer Esq Sr. VP Legal Affairs/Sec. 312960 0 137978 0 28191 0 0 0 30232 0 509361 0 0 0 Christopher Callahan VP of Human Resources 258436 0 105805 0 29050 0 0 0 34606 0 427897 0 0 0 Part I, Line 1a Tax indemnification and gross up payments were provided to Christopher Callahan, Kevin J. Callahan, Debra Cresta, Melanie Lanier, Neil Meehan, Kevin O'Leary, Constance D. Sprauer, and Mark Whitney (for acquisition of supplemental long term disability insurance). The benefit was treated as taxable income. Part I, Line 1b There was no existing policy concerning tax indemnification and gross up payments. However, in the instance of such action related to the acquisition of long term disability insurance described above, the tax indemnification and gross up payments were approved by the Exeter Health Resources, Inc. Board of Trustees Executive Committee which is comprised of disinterested persons. Part I, Line 4b The organization maintains a split dollar supplemental retirement plan for two executives (listed below with amounts) selected by the Exeter Health Resources Inc. Board of Trustees. The plan is closed to future participants. The Plan provides for annual payments of premiums for life insurance policies insuring the listed individuals. Those life insurance premiums are collaterally assigned to the corporation and any excess accumulated value in the policies (net of accumulated premium payments which are returned to the organization upon the executive attaining the age of 70 or at the death of the participant) is available to be paid to the participant once vested at age 62 and upon retirement from the organization. Note that the split-dollar arrangement is part of an employee benefit program and economically not a direct extension of credit. Furthermore, the reportable compensation of the respective employees includes the annual value of the life insurance provided. Life insurance premium payments during tax year: Kevin J. Callahan $ 310,548 Kevin J. O'Leary $ 134,827 Excess Accumulated Value: Kevin J. Callahan $ 3,842,321 Kevin J. O'Leary $ 1,593,097 Part I, Line 7 The organization provides an annual incentive compensation plan for executives selected by the Exeter Health Resources Board of Trustees. These executives include: Kevin J. Callahan, Kevin J. O'Leary, Constance D. Sprauer, Neil Meehan, Debra Cresta, Melanie Lanier, Mark Whitney, and Chris Callahan. The Board and/or its Executive Committee approves measurable achievement criteria for quality, patient satisfaction, process improvement, financial performance, services innovation and other compelling areas of strategic and operational interest. Additionally, the Board and /or its Executive Committee establishes minimum, targeted and maximum levels for incentive awards and approves all awards for participating executives. Form 990, Part VI, Section B, line 11b The Form 990 is prepared by an outside tax accountant with information provided by the organization. The Form 990 is reviewed by the organization's Treasurer and then presented to the Board of Trustees before it is filed with the IRS. Form 990, Part VI, Section B, line 12c The Board of Trustees has adopted a Conflict of Interest Policy that requires the disclosure of conflicts of interest either when the interest becomes a matter of possible action by the Board or during an annual disclosure process. Trustees, officers, and key employees, as well as all members of senior management, are part of the annual disclosure process, which is initiated by the issuance of a memorandum and accompanying questionnaire by the President and Chief Executive Officer (CEO). All disclosures are reviewed. Any trustee with a conflict of interest is required to abstain from voting and is not included in a quorum determination on the matter and any officer, key employee, or member of senior management with a conflict does not take part in making and is not present for any decision regarding the matter. The policy is monitored and enforced by both the President and CEO and the full Board. A separate organizational policy requires all employees to disclose any conflict of interest in writing upon hire. Thereafter, on an annual basis, staff within Human Resources will survey all employees and contracted staff serving in a managerial role as well as all members of any committees that make recommendations or decisions regarding the purchase of goods or services by Exeter Health Resources, Inc. as a means to ensure that any conflict of interest, conflict of commitment and/or personal interest is disclosed and appropriately managed. Employees otherwise are required to make any further written disclosure at the time a conflict arises. This policy is monitored and enforced by the Vice President of Human Resources and the Vice President of Corporate Integrity and Compliance. Any identified conflict of interest is managed by disclosure, recusal, or divestiture of the interest. Form 990, Part VI, Section B, line 15 The organization has a formal process for determining total compensation for the CEO and other listed officers that is intended to provide reasonable compensation for achieving the organization's mission to recognize individual and team performance, and to comply with the organization's obligations as a tax-exempt charitable organization. The Executive Committee of the organization's Board of Trustees conducts an annual review of the compensation of the CEO and other listed officers. In doing so, the Committee retains a qualified independent compensation consultant to conduct competitive market analysis of the market ranges of base, incentive and total cash compensation, and to provide advice concerning the reasonableness of the compensation of the CEO and other listed officers. The Committee utilizes that analysis and other appropriate information in connection with its annual review and makes recommendations to the full Board for adjustment of the CEO's compensation and the compensation for other listed officers. Information which the Committee may consider can include but is not limited to the performance of an individual and/or that individual's contributions to a team, the performance of the organization in whole and in part, the elements of total compensation and salary history, the organization's compensation targets and comparability data, including the data prepared by the independent consultant and reviewed with the Committee. The Committee incorporates a performance appraisal process in the CEO's and the listed officers' compensation review. The CEO and other listed officers are not present when the Committee discusses their respective compensation. In addition, the Committee determines if the threshold requirements for incentive awards are met, consisting of the organization's performance results for quality, operating system excellence and financial performance. The results of the Committee's deliberations are presented to the Board and include recommendations concerning salary range adjustments and incentive awards and the basis for the Committee's decisions/ recommendations. The deliberations of the Board are conducted in executive session with the independent members of the Board but do include the CEO only for that period of time in which the Board has questions concerning the performance of any listed officer other than the CEO. The Board reviews the CEO's performance and determines if the adjustments and awards recommended by the Committee for the CEO are in the organization's best interest and for its benefit. For the other listed officer positions, adjustments and incentive awards are approved upon recommendation of the CEO by the Executive Committee within Board approved parameters and ratified by the Board of Trustees. Form 990, Part VI, Section C, line 19 These documents are available upon request. Form 990, Part VI-B, Line 16b: Exeter Health Resources, Inc. owns a minority interest in Granite Healthcare Network, LLC. Although written policies were not in place as of the end of the year covered by this tax return requiring the organization to evaluate its participation in joint venture arrangements under applicable federal law to ensure that the organization's exempt status is protected, the organization performed due diligence with respect to its joint venture arrangements to safeguard the organization's exempt status. Form 990, Part IX, line 11g Consulting Fees: Program service expenses 1,451,133. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,451,133. Outside Contracted Services: Program service expenses 438,807. Management and general expenses 0. Fundraising expenses 0. Total expenses 438,807. Form 990, Part XI, line 9: Equity in Earnings of Subsidiaries 50,257,652. Pension Liability Adjustment 33,843,571. Transfer from Affiliates 2,302,293. Self-Insurance Trust Equity Adjustments 1,605,279. Increase in Beneficial Interest 48,008. Net Assets Released from Restriction -1,435,082. Form 990, Part XII, Line 2c: The organization is part of the consolidated operations of Exeter Health Resources, Inc. The Exeter Health Resources, Inc. Executive Committee is responsible for the oversight of the audit and the selection of an independent accountant. The audit process has not changed since the prior year. Exeter Hospital Inc 5 Alumni Drive Exeter NH 03833 222674014 Hospital NH 501(c)(3) Line 3 Exeter Health Resources Inc 1 Core Physicians LLC 5 Alumni Drive Exeter NH 03833 870807914 Physician Practices NH 501(c)(3) Line 10 Exeter Health Resources Inc 1 Rockingham Visiting Nurse Association and Hospice 5 Alumni Drive Exeter NH 03833 020274905 Home Care, Hospice NH 501(c)(3) Line 10 Exeter Health Resources Inc 1 Matrix Health Inc 5 Alumni Drive Exeter NH 03833 020473737 Manage Resources NH 501(c)(3) Line 12b, II Exeter Health Resources Inc 1 Exeter Med Real Inc 5 Alumni Drive Exeter NH 03833 020418718 Real Estate Holding Company NH 501(c)(25) Exeter Health Resources Inc 1 Exeter Health Resources Self-Insurance Trust 5 Alumni Drive Exeter NH 03833 200753662 Self Insurance Trust NH 501(c)(3) Line 12a, I Exeter Health Resources Inc 1 Core Health Services of MA 5 Alumni Drive Exeter NH 03833 201598042 Inactive Physician Practice MA Exeter Health Resources Inc C 1.00000 1 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 1 1 1 1 Exeter Hospital Inc J 59424 Amount per books Exeter Med Real Inc K 75258 Amount per books Exeter Hospital Inc O 5638482 Amount per books Core Physicians LLC O 3011559 Amount per books Rockingham Visiting Nurse Association and Hospice O 293968 Amount per books Exeter Health Resources Self-Insurance Trust P 2500 Amount per books Exeter Hospital Inc Q 3520684 Amount per books Core Physicians LLC Q 812462 Amount per books Rockingham Visiting Nurse Association and Hospice Q 180547 Amount per books Core Physicians LLC R 100000 Amount per books Rockingham Visiting Nurse Association and Hospice R 9450000 Amount per books Exeter Hospital Inc S 8350000 Amount per books