2024-08-12T11:24:46-05:00 2023-09-30 010494526 Baker Newman & Noyes PO Box 507 Portland ME 04112 990 2022-10-01 222515981 H-C Management Services Inc H-CM 4135342567 20 Hospital Drive Holyoke MA 010406604 Dean Vitarisi Treasurer & CFO 4135342567 2024-08-08 1 0 Connor Smart P02285543 2078792100 2024-08-08 2022 2024-08-08 14:25:15Z Spiridon E Hatiras 20 Hospital Drive Holyoke MA 010406604 4867099 0 X N/A X 1984 MA To acquire, hold, manage, maintain, develop, and/or dispose of real property on behalf of affiliated tax-exempt organizations. X 6 3 0 3 0 0 0 0 190000 25027 18 17 0 4842055 190018 4867099 0 0 0 0 0 0 0 0 0 900954 202283 900954 202283 -710936 4664816 16288308 61116 17077470 0 -789162 61116 X To acquire, hold, manage, maintain, develop, and/or dispose of real property on behalf of affiliated tax-exempt organizations. 0 1 202283 0 25027 H-C Management Services, Inc. (HCM) owned and operated an emergency department medical office building for the benefit of its supported organizations. The building qualified for the New Market Tax Credit (NMTC) during construction due to its potential for creating new jobs and meeting the healthcare needs of the community. It included an emergency room, ancillary departments, and medical office space. During the period covered by this tax return, Holyoke Medical Center, a related, supported organization, forgave all existing debt on the office building, cancelled the lease between the Medical Center and HCM, and assumed ownership of the building from HCM. 202283 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 6 3 0 0 0 0 1 1 1 1 0 0 0 1 1 1 1 1 1 0 0 0 MA X Dean Vitarisi 4135342567 20 Hospital Drive Holyoke MA 010406604 Carl Cameron Director 0.50 42.50 X 0 470369 47179 Carl Eger Director 0.50 0.00 X 0 0 0 Dr Robert Fishman Director 0.50 0.00 X 0 0 0 Jeff Hayden Chair 0.50 1.50 X X 0 0 0 Spiridon E Hatiras President & CEO, Clerk 2.50 47.00 X X 0 907453 73368 Dean Vitarisi Treasurer & CFO 2.50 45.50 X X 0 338192 25084 0 1716014 145631 0 0 1 0 0 Affiliate Rent Income 531120 25027 25027 25027 17 17 Gain on Debt Extinguishment 525990 4842055 4842055 4842055 4867099 25027 0 4842072 56473 56473 145810 145810 202283 202283 0 0 72804 61116 16156 0 16199348 16288308 61116 17077470 0 17077470 0 X -789162 61116 -789162 61116 16288308 61116 X 4664816 -3814538 X X 0 1 X 1 1 1 X X 5 Holyoke Medical Center Inc 222520073 3 1 3814538 202283 Valley Health Systems Inc 042103583 7 1 0 0 Western Mass Physician Assoc 043202198 3 0 0 0 River Valley Counseling Center 042174657 10 0 0 0 Holyoke Visiting Nurse Assoc 042104310 10 0 0 0 5 3814538 202283 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 Schedule A, Part I, Line 12g, Column v & Column vi: The Organization was formed to promote the health, charitable, and educational purposes of Valley Health Systems, Inc. and Holyoke Medical Center, Inc. by acquiring, holding, managing, maintaining, developing, or disposing of real property; and engaging in such other activities as may be appropriate and are consistent with the laws of Massachusetts and Section 501(c)(3) of the Internal Revenue Code. During the current fiscal year, the organization continued to operate an emergency department medical office building for the benefit of the Holyoke Medical Center, Inc. and its affiliates until December 2022, at which point full control and ownership of the property was transferred to the Medical Center (see this Form 990, Schedule O, disclosure for Part III, Line 2, and this Form 990, Schedule N for additional information). As all expenses incurred by H-C Management Services as reported on this Form 990, Part IX, relate to the management and provision of this building to its supported organization, H-C Management Services has disclosed such expenses on this Schedule A, Part I, Line 12(vi), as non-monetary support. Additionally, during the current fiscal year, the organization also made equity transfers of $3,814,538 to its supported organization, the Holyoke Medical Center. The majority of these transfers were funded by the gain on debt extinguishment recognized by H-C Management Services pursuant to the transfer and disposal of the medical office building from Management Services to the Medical Center. Schedule A, Part IV, Section A, Line 1: Several organizations are being listed on Schedule A, Part I, Line 12(g) as being supported organizations that are not currently listed in H-C Management, Inc.'s (HCM) organizational documents. They are being listed as supported organizations as they are wholly-owned organizations at Valley Health Systems, Inc. which is listed in HCM's organizational documents. Furthermore, it is part of HCM's true nature and exempt purpose to support any organization affiliated within the Valley Health Systems, Inc. System that is tax-exempt under 501(c)(3) of the Internal Revenue Code and is a designated public charity 509(a)(1) or 509(a)(2). Though not specifically listed in its governing documents at the time of this filing, each organization listed in Schedule A, Part I, Line 12(g) is part of a designated class of supported organizations by virtue of their affiliation with Valley Health Systems, Inc. as wholly owned subsidiaries. Schedule A, Part IV, Section B, Line 1: For the current fiscal year end, control of H-C Management Services, Inc. and its supported organizations were vested in the same persons that control by virtue of multiple shared board members and the same executive leadership. Furthermore, Valley Health Systems, Inc. (VHS) serves as the sole corporate member of the Organization and Holyoke Medical Center. Pursuant to the Organization's bylaws VHS elects the board members of the governing body of H-C Management Services, Inc. VHS also has the power to remove any member of the governing body, with or without cause, at any time by giving written notice to such governing member. 0 X 4867099 0 4867099 0 4867099 202283 0 202283 0 202283 Part X, Line 2: The Organization and the member organizations are exempt from income taxes under Section 501(c)(3) of the Internal Revenue Code. Tax-exempt organizations could be required to record an obligation for income taxes as the result of a tax position they have historically taken on various tax exposure items including unrelated business income or tax status. Under guidance issued by the Financial Accounting Standards Board (FASB), assets and liabilities are established for uncertain tax positions taken or positions expected to be taken in income tax returns when such positions are judged to not meet the "more-likely-than-not" threshold, based upon the technical merits of the position. Estimated interest and penalties, if applicable, related to uncertain tax positions are included as a component of income tax expense. The Organization has evaluated the position taken on its filed tax returns. The Organization has concluded no uncertain income tax positions exist at September 30, 2023. The Organization's tax years from 2021 through 2023 are open and subject to examination. 0 1 0 0 0 0 0 0 0 Spiridon E Hatiras President & CEO, Clerk 0 907453 0 0 0 0 0 51770 0 21598 0 980821 0 0 Carl Cameron Director 0 470369 0 0 0 0 0 29019 0 18160 0 517548 0 0 Dean Vitarisi Treasurer & CFO 0 338192 0 0 0 0 0 0 0 25084 0 363276 0 0 Part I, Line 3 The compensation for the Organization's CEO was established by a related organization, Valley Health Systems, Inc. That organization established the CEO's compensation by using a compensation committee and a compensation study. The compensation was also approved by the System's compensation committee. Part I, Line 4b Holyoke Medical Center adopted a 457(f) non-qualified deferred compensation plan that became effective as of July 1, 2017. The Plan allows for eligible individuals and employees of the Medical Center to receive benefits under the Plan until the attainment of age 65. Non-elective contributions made for a Plan participant are tracked and will vest separately based on anniversaries of participants' employment. Each contribution will be 0% vested until the participant reaches the end of their second year of employment after each contribution. Each contribution will become 100% vested as of the last day of the 2nd year of a participant's employment, if the participant is still employed on that date. Only eligible employees are participants in the plan, and the plan does not allow for employee elective deferrals or employer matches. For the 2022 Tax Year, the following listed individuals received 457(f) contributions under the plan: Spiros Hatiras, $48,870; and Carl Cameron, $28,000. Emergency room building, including ancillary departments and medical office space. 2022-12-31 16053538 Net Book Value 222520073 Holyoke Medical Center Inc 575 Beech Street Holyoke MA 01040 501(c)(3) Related party debt and notes payable 2022-12-31 17480000 Net Book Value 222520073 Holyoke Medical Center Inc 575 Beech Street Holyoke MA 01040 501(c)(3) Equity transfer to affiliate 2022-12-31 3814538 Net Book Value 222520073 Holyoke Medical Center Inc 575 Beech Street Holyoke MA 01040 501(c)(3) 0 0 0 0 Part II, Line 2e: Person(s) Involved: Carl Cameron, Director; Jeff Hayden, Chair; Siridon E. Hatiras, President & CEO; Dean Vitarisi, Treasurer & CFO Part II, Line 2e: Explanation of Involvement: H-C Management Services is related to and a supporting organization of the Holyoke Medical Center, a 501(c)(3) tax-exempt hospital, as well as other organizations included within the Valley Health System. A number of individuals who serve on the board of H-C Management Services are also board members of these related organizations. Furthermore, Carl Cameron, Siridon E. Hatiras, and Dean Vitarisi are employed by and receive compensation from Valley Health Systems, Inc. Each of these individuals served on the boards of or were employees of these related organizations prior to H-C Management Services' disposal of assets that occurred during this tax year, and continued to serve these respective related organizations in the same capacity after the disposal and transfer transactions were completed. Additionally, to the extent that these individuals received compensation from the related organizations during this reporting period, all such compensation was paid pursuant to services rendered to the applicable organization in the individuals' capacities as employees of the System and not as a result of this transaction. Form 990, Schedule N, Part II In 2016, the Holyoke Medical Center (the "Medical Center") and its affiliate, H-C Management Services ("HCM") participated in a New Market Tax Credit ("NMTC") program to fund the construction of a new building which includes an emergency room, ancillary departments, and medical office space. NMTC programs were established as part of the Community Renewal Tax Relief Act of 2000. The goal of NMTC programs is to spur revitalization efforts of low-income and impoverished communities across the United States and its Territories by providing tax credit incentives to investors in certified community development entities (CDEs). NMTC financing allows organizations such as the Medical Center to receive low-interest loans or investment capital from CDEs, primarily financial institutions, which will allow their investors to receive tax credits. As a result of participation in the NMTC program HCM leased land from the Medical Center and constructed the new emergency room building, then entering into an operating lease agreement with the Medical Center for the use of the property. Under the terms and conditions of the financing agreements between the Medical Center, HCM, and the various investment funds and credit institutions, the Medical Center was allowed to forgive all of the debt due from HCM, as the Medical Center would still hold the full obligation of the remaining bonds. In December 2022, one of the Investors in the property development project exercised a put option with the Medical Center and sold its ownership in the underlying property and associated funds back to the Medical Center. The Medical Center subsequently bought out the CDEs and became the 100% owner of the property's connected investment funds and CDEs. The Medical Center then dissolved the investment funds and the CDEs and cancelled the related loans. Additionally, the operating lease between the Medical Center and HCM was cancelled, and the emergency room building was transferred fully over to the Medical Center.As a result of these transactions, effective December 2022 HCM no longer maintains the property on the Medical Center's behalf and the related lease has been canceled. Form 990, Part III, line 3 In 2016, the Holyoke Medical Center (the "Medical Center") and its affiliate, H-C Management Services ("HCM") participated in a New Market Tax Credit ("NMTC") program to fund the construction of a new building which includes an emergency room, ancillary departments, and medical office space. NMTC programs were established as part of the Community Renewal Tax Relief Act of 2000. The goal of NMTC programs is to spur revitalization efforts of low-income and impoverished communities across the United States and its Territories by providing tax credit incentives to investors in certified community development entities (CDEs). NMTC financing allows organizations such as the Medical Center to receive low-interest loans or investment capital from CDEs, primarily financial institutions, which will allow their investors to receive tax credits. As a result of participation in the NMTC program HCM leased land from the Medical Center and constructed the new emergency room building, then entering into an operating lease agreement with the Medical Center for the use of the property. Under the terms and conditions of the financing agreements between the Medical Center, HCM, and the various investment funds and credit institutions, the Medical Center was allowed to forgive all of the debt due from HCM, as the Medical Center would still hold the full obligation of the remaining bonds. In December 2022, one of the Investors in the property development project exercised a put option with the Medical Center and sold its ownership in the underlying property and associated funds back to the Medical Center. The Medical Center subsequently bought out the CDEs and became the 100% owner of the property's connected investment funds and CDEs. The Medical Center then dissolved the investment funds and the CDEs and cancelled the related loans. Additionally, the operating lease between the Medical Center and HCM was cancelled, and the emergency room building was transferred fully over to the Medical Center. As a result of these transactions, effective December 2022 HCM no longer maintains the property on the Medical Center's behalf and the related lease has been canceled. Form 990, Part VI, Section A, line 6 Valley Health Systems, Inc. is the sole member of H-C Management Services, Inc. Form 990, Part VI, Section A, line 7a Valley Health Systems, Inc. elects the board members of the governing body of H-C Management Services, Inc. Valley Health Systems, Inc. also has the power to remove any member of the governing body, with or without cause, at any time by giving written notice to such governing body member. Form 990, Part VI, Section A, line 7b Significant decisions of the governing body of H-C Management Services, Inc. are subject to the approval of Valley Health Systems, Inc. as specified in the Organization's bylaws. Form 990, Part VI, Section A, line 8b There are no committees with the authority to act on behalf of the governing body of the Organization. Form 990, Part VI, Section B, line 11b A copy of H-C Management Services Inc.'s Form 990 was provided to each voting member of the governing body prior to its filing with the Internal Revenue Service. The Form 990 was prepared with the assistance of an independent public accounting firm and thoroughly reviewed by the Senior Vice President of Finance and CFO and key financial staff of the Hospital prior to distributing it to the governing body for review. Form 990, Part VI, Section B, line 12c The conflict of interest policy of H-C Management Services, Inc. (HCM) is monitored and enforced as part of the Valley Health Systems, Inc. System and is reviewed annually by the System's conflict of interest committee. HCM board members and officers complete and sign a conflict of interest questionnaire annually. All signed questionnaires are then submitted to HCM and to Valley Health Systems, Inc. (parent) for review and monitoring. Form 990, Part VI, Section B, line 15 The compensation committee of the Valley Health System, Inc. utilizes a market compensation survey to recommend to the Board the approval of its determination of the appropriate compensation of the Chief Executive Officer. During that process, the Committee also reviews the compensation levels of other senior management and key employees of the System. These individuals are not members of the compensation committee and do not participate in this process. The CEO, as a member of the Board of VHS, does not participate in the approval process of that officer's compensation. Form 990, Part VI, Section C, line 19 The governing documents, conflict of interest policy, and financial statements of Valley Health Systems and Affiliates, which includes supplemental information of the filing entity, are available to the public upon request at the Organization's administrative office at 575 Beech Street, Holyoke, MA. Form 990, Part XI, line 9: Transfers to affiliates -3,814,538. Form 990, Part XII, Line 2c: The audit process has not changed from the prior year. Community Health Foundation of Western Massachusetts Inc 575 Beech Street Holyoke MA 01040 222568962 Raise & Invest Funds for Affiliates MA 501(c)(3) Line 7 Valley Health Systems Inc 0 Holyoke Medical Center Inc 575 Beech Street Holyoke MA 01040 222520073 Hospital MA 501(c)(3) Line 3 Valley Health Systems Inc 0 Holyoke Visiting Nurse Association Inc 575 Beech Street Holyoke MA 01040 042104310 Home Healthcare MA 501(c)(3) Line 10 Valley Health Systems Inc 0 MassWest Services Inc 575 Beech Street Holyoke MA 01040 222515964 Healthcare MA 501(c)(3) Line 12b, II Valley Health Systems Inc 0 River Valley Counseling Center Inc 187 High Street Holyoke MA 01040 042174657 Outpatient Mental Health MA 501(c)(3) Line 10 Valley Health Systems Inc 0 Valley Health Systems Inc 20 Hospital Drive Holyoke MA 01040 042103583 Healthcare MA 501(c)(3) Line 7 N/A 0 Western Mass Physician Associates Inc 15 Hospital Drive Holyoke MA 01040 043202198 Medical Care Services MA 501(c)(3) Line 3 MassWest Services Inc 0 William Skinner TUA-Holyoke Hospital Trust PO Box 1802 Providence RI 029011802 046035855 Grantmaking MA 4797(a)(1) PF Valley Health Systems Inc 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 1 1