2021-08-12T08:43:51-05:00 2020-09-30 010494526 BAKER NEWMAN & NOYES LLC 650 ELM STREET SUITE 302 MANCHESTER NH 03101 990 2019-10-01 020222126 Exeter Health Resources Inc EXET 6035806695 5 Alumni Drive Exeter NH 03833 Kevin J O'Leary Treasurer 6035806695 2021-08-05 1 Timothy R Hepburn P00182393 8002447444 2021-07-30 2019 2022-09-23 18:48:47Z Kevin J Callahan 5 Alumni Drive Exeter NH 03833 19165633 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. 11 9 35 11 0 0 4693 4078 15085094 15299652 3533609 184319 59424 59164 18682820 15547213 31180 11100 0 0 10602804 11277748 0 0 0 4729999 4144246 15363983 15433094 3318837 114119 279880994 268056079 7394129 8295900 272486865 259760179 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 13459153 11100 15358816 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. 13459153 1 0 0 1 0 0 0 0 0 1 1 1 0 1 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 1 19 0 1 35 1 0 0 0 0 0 0 0 0 0 0 0 0 X 11 9 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 1 0 NH X Kevin J O'Leary 6035806695 5 Alumni Drive Exeter NH 03833 Kevin J O'Leary CFO/Treasurer 40.00 5.00 X 1665025 0 28511 Kevin J Callahan CEO/President/Trustee 40.00 5.00 X X 1192824 0 28511 Neil Meehan DO Chief Physician Executive 40.00 1.00 X 630893 0 43614 Debra Cresta President, Core Physicians 40.00 1.30 X 555152 0 36639 Richard Hollister MD Ex-Officio Member 1.00 41.00 X 0 510225 34772 Melanie Lanier DO Chief Medical Off.,Core Physicians 40.00 1.00 X 503424 0 41436 Susan Burns-Tisdale Sr. VP Clinical Oper. (ended 3/20) 40.00 1.30 X 478286 0 37586 Mark Whitney VP Strategic Plan./Comm. R 40.00 0.30 X 435151 0 43120 Constance D Sprauer Esq Sr. VP Legal Affairs/Sec. 40.00 3.00 X 433746 0 36760 William Schleyer Chair 1.00 1.00 X X 0 0 0 Rob Eberle Vice Chair 1.00 1.00 X X 0 0 0 Amy Case Trustee 1.00 1.00 X 0 0 0 Ret Maj Gen Susan Desjardins Trustee 1.00 1.00 X 0 0 0 Cynthia Dominguez Trustee (as of 4/20) 1.00 1.00 X 0 0 0 David Donsker MD Trustee 1.00 1.00 X 0 0 0 David Falck Trustee (as of 4/20) 1.00 1.00 X 0 0 0 Suzanne Foster Trustee (ended 3/20) 1.00 1.00 X 0 0 0 Ross Gittell PhD Trustee (ended 3/20) 1.00 1.00 X 0 0 0 Steve Hermans Esq Trustee 1.00 1.00 X 0 0 0 Sally Ward Trustee 1.00 1.00 X 0 0 0 5894501 510225 330949 24 0 1 0 Locke Lord LLP 111 Huntington Avenue Boston MA 02199 Legal Fees 1821576 Carbon Crew 14 Inn Street Newburyport MA 01950 Media Strategy Services 338270 SG-2 LLC 290 East John Carpenter Freeway Irving TX 75062 Analytic Services 175000 Cambridge Associates LLC PO Box 412015 Boston MA 02241 Investment Consultant 172875 Exeter Hospital 5 Alumni Drive Exeter NH 03833 Support Services 147749 5 4078 4078 Management Fees 561000 15299652 15299652 15299652 38182 38182 59424 260 59164 59164 59164 3764297 3618160 146137 146137 146137 15547213 15358816 0 184319 11100 11100 3461777 3461777 6264593 6264593 416673 416673 744267 744267 390438 390438 1912611 1912611 51500 51500 9830 9830 927220 927220 651287 651287 42530 42530 530 530 123416 123416 15575 15575 88289 88289 270109 270109 Administrative/supplies 28486 28486 Miscellaneous 22863 22863 15433094 13459153 1973941 0 929842 1929810 420590 398858 237615 196499 796321 442252 442358 354069 8644770 6772445 253109091 243777352 16096728 14627046 279880994 268056079 2941058 3673678 4453071 4622222 7394129 8295900 X 251298572 234625586 21188293 25134593 272486865 259760179 279880994 268056079 X 114119 2030917 -14871722 X X 0 1 X 1 0 X X 3 Exeter Hospital Inc 222674014 3 1 193074 0 Rockingham VNA and Hospice 020274905 10 0 34234 0 Core Physicians LLC 870807914 10 0 19835078 0 3 20062386 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 Part IV, Section A, 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. 3328346 4078 552673 3885097 3450898 4693 127245 3328346 3447331 3567 3450898 3808480 3215 364364 3447331 3807463 3633 2616 3808480 0.03750 0.96250 0 0 204202 204202 153230 103350 49880 438889 338902 99987 354069 Investment in Subsidiaries 215500786 C Limited Partnerships 24798088 F Alternative Investments 3478478 F 243777352 Life Insurance 10800517 Investment-NH Imaging 1000 Investment-Deferred Comp 3107773 Due from Affiliates 717756 14627046 Accrued Pension Liability 1450721 Deferred Compensation 3107773 Other Longterm Liability 63728 4622222 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 (inactive) 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 3478478 0 0 0 0 0 0 3478478 0 3478478 0 0 1 0 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 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. 1 Strawberry Banke Museum PO Box 300 Portsmouth NH 03802 020260158 501(c)(3) 6500 Support museum's mission to promote understanding of the lives of individuals and the value of community through encounters with the history and ongoing preservation of a New England Seaport Neighborhood 1 Part I, Line 2: The Grant program supports programming and events in Rockingham County. Proposals from a wide variety of organizations are considered. Preference is given to programs that fit within the priorities outlined in Exeter Hospital's Community Health Needs Assessment. The 2020-2022 Priority Areas are: Access to Health Care, Substance Use Disorder, Access to Mental Health Service, Transportation, Affordable Housing/Homelessness and Elder Care and Support Services. In addition, we have historically identified several community partners that further our mission of providing quality medical services to the entire community, regardless of income. Applicants must be recognized as tax-exempt under Section 501(c)(3) of the Internal Revenue Code. Organizations are eligible to apply for one grant per calendar year, but may also apply for sponsorship support. If an organization has received funding in the previous year or has an active grant, a grant report must be submitted to be considered for additional funding. Approval process and authorization 1. Small grants and sponsorships up to $5,000 with annual commitments are approved by the VP of Strategy, Community Relations and Advancement. 2. Large grants, up to $40,000 per year and for up to three years require, in addition, the approval of the Chief Executive Officer or Chief Financial Officer in their absence. Exeter Hospital charitable contribution funding may not be used for: funding for individuals or families, individual fundraising initiatives, religious organizations and church programs or events, public schools or political, labor, or fraternal organizations, political candidates, civic clubs, municipal, county, or state government. Each year a subcommittee of Exeter Health Resources, Inc.'s (parent company) Board of Trustees is charged with overseeing our Community Benefits program and our community needs assessment and reviews a detailed report on the previous year's grants/ contributions/sponsorships and approves the current year's plan for community support and recommends an allocation to support the coming year's grant program to the full Board for approval as part of the budget. That subcommittee and the larger Exeter Health Resources, Inc.'s (parent company) Board of Trustees are regularly updated on our community support initiatives. The Grant program was suspended in the spring of 2020 due to the economic impact of responding to COVID-19. In December 2020 the Grant program was suspended for the remainder of the 2021 Fiscal Year. Information about the Community Needs Assessment or the annual Grant program can be found on the www.exeterhospital.com webpage. X 0 1 X X X X 0 1 0 0 0 0 0 1 0 Kevin J O'Leary CFO/Treasurer 438060 0 192640 0 1034325 0 8400 0 20111 0 1693536 0 748000 0 Kevin J Callahan CEO/President/Trustee 675611 0 435000 0 82213 0 8400 0 20111 0 1221335 0 0 0 Neil Meehan DO Chief Physician Executive 410858 0 205052 0 14983 0 16800 0 26814 0 674507 0 0 0 Debra Cresta President, Core Physicians 369672 0 171185 0 14295 0 16800 0 19839 0 591791 0 0 0 Richard Hollister MD Ex-Officio Member 0 342519 0 103817 0 63889 0 8400 0 26372 0 544997 0 0 Melanie Lanier DO Chief Medical Off.,Core Physicians 336280 0 159112 0 8032 0 16800 0 24636 0 544860 0 0 0 Susan Burns-Tisdale Sr. VP Clinical Oper. (ended 3/20) 297398 0 158615 0 22273 0 16800 0 20786 0 515872 0 0 0 Mark Whitney VP Strategic Plan./Comm. R 292752 0 133045 0 9354 0 16800 0 26320 0 478271 0 0 0 Constance D Sprauer Esq Sr. VP Legal Affairs/Sec. 303989 0 120199 0 9558 0 16800 0 19960 0 470506 0 0 0 Part I, Line 1a Tax indemnification and gross up payments were provided to Kevin J. Callahan, Kevin J. O'Leary, Constance D. Sprauer, Susan Burns-Tisdale, Debra Cresta, Neil Meehan DO, Melanie Lanier DO, 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 $ 313,421 Kevin J. O'Leary $ 136,191 Excess Accumulated Value: Kevin J. Callahan $ 3,506,002 Kevin J. O'Leary $ 1,448,487 Certain of the listed employees participate in a nonqualified deferred compensation plan as described in Internal Revenue Code Section 457(f) sponsored by Exeter Health Resources, Inc. In the calendar year ended December 31, 2019 the contribution to the plan for the vested benefit of Kevin J. O'Leary was $68,000. The contribution is intended to provide a forfeitable supplemental retirement benefit. Participants in the 457(f) plan do not vest until age 62 when it is payable to the participant. During the calendar year ended December 31, 2019, Kevin O'Leary reached the age of 62 and received $1,002,727 payment from the 457(f) plan, which includes $748,000 of contributions reported on Form 990, Part VII-A and Schedule J, Part II, Column (C) in prior years. Part I, Line 7 The organization provides an annual incentive compensation plan for executives selected by the Exeter Health Resources, Inc. Board of Trustees. These executives include: Kevin J. Callahan, Kevin J. O'Leary, Constance D. Sprauer, Susan Burns-Tisdale, Debra Cresta, Neil Meehan DO, Melanie Lanier DO and Mark Whitney. 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: Until December 31, 2019, Exeter Health Resources, Inc. owned a minority interest in Granite Healthcare Network, LLC. Although written policies were not in place during the filing period requiring the organization to evaluate its participation in joint venture arrangements under applicable federal law to ensure that the organization's exempt status was protected, the organization performed due diligence with respect to its single joint venture arrangement to safeguard the organization's exempt status until it divested in the partnership at the end of calendar year 2019. Form 990, Part XI, line 9: Equity in Earnings of Subsidiaries -10,378,993. Pension Liability Adjustment -4,738,368. Increase in Beneficial Interest 17,570. Net Assets Released from Restriction -418,941. Self-Insurance Trust Equity Adjustments -147,375. Transfer from Affiliates 794,385. 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 1 1 0 0 0 0 0 0 1 1 0 0 0 1 1 1 1 1 Exeter Hospital Inc B 193074 Cash Exeter Hospital Inc C 578733 Cash Exeter Hospital Inc J 59424 Cash Exeter Med Real Inc K 81219 Cash Exeter Hospital Inc O 5816885 Cash Core Physicians LLC O 3433426 Cash Rockingham Visiting Nurse Association and Hospice O 305878 Cash Exeter Hospital Inc Q 4479901 Cash Core Physicians LLC Q 1033823 Cash Rockingham Visiting Nurse Association and Hospice Q 229739 Cash Exeter Med Real Inc R 12425000 Cash Core Physicians LLC R 19800000 Cash Exeter Hospital Inc S 26300000 Cash