Attach to Form 990 or Form 990-EZ.
Go to
www.irs.gov/Form990 for instructions and the latest information.
| (i) Name of supported organization | (ii) EIN | (iii) Type of organization (described on lines 1- 10 above (see instructions)) | (iv) Is the organization listed in your governing document? | (v) Amount of monetary support (see instructions) | (vi) Amount of other support (see instructions) | |
|---|---|---|---|---|---|---|
| Yes | No | |||||
| (A)
Holyoke Medical Center Inc |
222520073 | 3 | Yes | 3,814,538 | 202,283 | |
| (B)
Valley Health Systems Inc |
042103583 | 7 | Yes | 0 | 0 | |
| (C)
Western Mass Physician Assoc |
043202198 | 3 | No | 0 | 0 | |
| (D)
River Valley Counseling Center |
042174657 | 10 | No | 0 | 0 | |
| (E)
Holyoke Visiting Nurse Assoc |
042104310 | 10 | No | 0 | 0 | |
|
Total 5
|
3,814,538 | 202,283 | ||||
Calendar year
(or fiscal year beginning in)
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(a) 2018 | (b) 2019 | (c) 2020 | (d) 2021 | (e) 2022 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") .. | ||||||
| 2 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.... | ||||||
| 3 | The value of services or facilities furnished by a governmental unit to the organization without charge.. | ||||||
| 4 | Total. Add lines 1 through 3 | ||||||
| 5 | The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f) .. | ||||||
| 6 | Public support. Subtract line 5 from line 4. | ||||||
Calendar year
(or fiscal year beginning in)
![]() |
(a) 2018 | (b) 2019 | (c) 2020 | (d) 2021 | (e) 2022 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 7 | Amounts from line 4.. | ||||||
| 8 | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources... | ||||||
| 9 | Net income from unrelated business activities, whether or not the business is regularly carried on.. | ||||||
| 10 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.).. | ||||||
| 11 | Total support. Add lines 7 through 10 | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2018 | (b) 2019 | (c) 2020 | (d) 2021 | (e) 2022 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | ||||||
| 2 | Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose | ||||||
| 3 | Gross receipts from activities that are not an unrelated trade or business under section 513 ..... | ||||||
| 4 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf... | ||||||
| 5 | The value of services or facilities furnished by a governmental unit to the organization without charge | ||||||
| 6 | Total. Add lines 1 through 5 | ||||||
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons | ||||||
| b | Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year. | ||||||
| c | Add lines 7a and 7b.. | ||||||
| 8 | Public support. (Subtract line 7c from line 6.) | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2018 | (b) 2019 | (c) 2020 | (d) 2021 | (e) 2022 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | ||||||
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | ||||||
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | ||||||
| c | Add lines 10a and 10b. | ||||||
| 11 | Net income from unrelated business activities not included on line 10b, whether or not the business is regularly carried on. | ||||||
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) .. | ||||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | ||||||
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Net short-term capital gain | 1 | ||||
| 2 | Recoveries of prior-year distributions | 2 | ||||
| 3 | Other gross income (see instructions) | 3 | ||||
| 4 | Add lines 1 through 3 | 4 | ||||
| 5 | Depreciation and depletion | 5 | ||||
| 6 | Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) | 6 | ||||
| 7 | Other expenses (see instructions) | 7 | ||||
| 8 | Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) | 8 | ||||
| Section B - Minimum Asset Amount | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): | 1 | ||||
| a | Average monthly value of securities | 1a | ||||
| b | Average monthly cash balances | 1b | ||||
| c | Fair market value of other non-exempt-use assets | 1c | ||||
| d | Total (add lines 1a, 1b, and 1c) | 1d | ||||
| e |
Discount claimed for blockage or other factors (explain in detail in Part VI): |
|||||
| 2 | Acquisition indebtedness applicable to non-exempt use assets | 2 | ||||
| 3 | Subtract line 2 from line 1d | 3 | ||||
| 4 | Cash deemed held for exempt use. Enter 0.015 of line 3 (for greater amount, see instructions). | 4 | ||||
| 5 | Net value of non-exempt-use assets (subtract line 4 from line 3) | 5 | ||||
| 6 | Multiply line 5 by 0.035 | 6 | ||||
| 7 | Recoveries of prior-year distributions | 7 | ||||
| 8 | Minimum Asset Amount (add line 7 to line 6) | 8 | ||||
| Section C - Distributable Amount | Current Year | |||||
| 1 | Adjusted net income for prior year (from Section A, line 8, Column A) | 1 | ||||
| 2 | Enter 85% of line 1 | 2 | ||||
| 3 | Minimum asset amount for prior year (from Section B, line 8, Column A) | 3 | ||||
| 4 | Enter greater of line 2 or line 3 | 4 | ||||
| 5 | Income tax imposed in prior year | 5 | ||||
| 6 | Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) | 6 | ||||
| Section D - Distributions | Current Year | |
|---|---|---|
| 1 Amounts paid to supported organizations to accomplish exempt purposes | 1 | |
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
2 | |
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | 3 | |
| 4 Amounts paid to acquire exempt-use assets | 4 | |
| 5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI) | 5 | |
| 6 Other distributions (describe in Part VI). See instructions | 6 | |
| 7Total annual distributions. Add lines 1 through 6. | 7 | |
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
8 | |
| 9 Distributable amount for 2022 from Section C, line 6 | 9 | |
| 10 Line 8 amount divided by Line 9 amount | 10 | |
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2022 |
(iii) Distributable Amount for 2022 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2022 from Section C, line 6 | ||||
|
2
Underdistributions, if any, for years prior to 2022 (reasonable cause required-- explain in Part VI).
See instructions. |
||||
| 3 Excess distributions carryover, if any, to 2022: | ||||
| a From 2017....... | ||||
| b From 2018....... | ||||
| c From 2019....... | ||||
| d From 2020....... | ||||
| e From 2021....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2022 distributable amount | ||||
|
i
Carryover from 2017 not applied (see instructions) |
||||
| j Remainder. Subtract lines 3g, 3h, and 3i from line 3f. | ||||
| 4Distributions for 2022 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2022 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from line 4. | ||||
|
5
Remaining underdistributions for years prior to 2022, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions. |
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|
6
Remaining underdistributions for 2022. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions. |
||||
|
7 Excess distributions carryover to 2023. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a Excess from 2018..... | ||||
| b Excess from 2019..... | ||||
| c Excess from 2020..... | ||||
| d Excess from 2021..... | ||||
| e Excess from 2022..... | ||||
| Facts And Circumstances Test |
|---|
| Return Reference | Explanation |
|---|---|
| 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. |
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Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| 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. |
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