HomeMy WebLinkAboutResolution_BPW_02-03-21-02; Arts Grant; ($240,000.00); Actors Theatre of IndianaRESOLUTION NO. BPW02-03-21-02
RESOLUTION OFTHECITYOFCARMELBOARDOFPUBLICWORKSANDSAFETY
ACKNOWLEDGING ARTSGRANTPROGRAMAGREEMENT
WHEREAS, pursuant toIndianaCode36-1-4-7, theCityofCarmel, Indiana (“City”), isauthorized toenter
intocontracts; and
WHEREAS, pursuant toIndianaCode36-4-5-3, theCity’smayormayenterintocontractsonbehalfofthe
City; and
WHEREAS, pursuant tohisauthority under Indiana law, theCity’smayor, theHonorable JamesC. Brainard,
hascausedtobesignedtheArtsGrantattachedheretoasExhibitA the (“Contract”); and
WHEREAS, MayorBrainard nowwishestopresentthecontracttotheCity’sBoardofPublicWorksand
Safety forittobepubliclyacknowledged, filedintheClerk’sOffice, andmadeavailabletothepublicforreview.
NOW, THEREFORE, BEITRESOLVED bytheCityofCarmelBoardofPublicWorksandSafetyas
follows:
1. TheforegoingRecitalsareincorporated hereinbythisreference.
2. ThereceiptoftheContractisherebyacknowledged.
3. TheContractshallbepromptlyfiledintheofficeoftheClerkandthereaftermadeavailabletothepublic
forreview.
SORESOLVED this dayof , 2021.
CITYOFCARMEL, INDIANA
ByandthroughitsBoardofPublicWorksandSafety
BY:
James Brainard, Presiding Officer
Date:
MaryAnnBurke, Member
Date:
LoriS. Watson, Member
Date:
ATTEST:
SueWolfgang, Clerk
Date:
S:EBass\\\ MyDocuments\\ BPW-\Resolutions\2021\\AcknowledgeArtsGrantActorsTheatreofIndiana.\ docx1/27/20219:52AM
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2/3/2021
2/3/2021
2/3/2021
2/3/2021
2/3/2021
ARTS GRANT PROGRAM
AGREEMENT
This Grant Agreement ( herein referred to as " Agreement") entered into by and between the City
of Carmel ( the " City") and 4G? OPS 6AiP r— > q L,Je4the
Grantee"), is executed pursuant to the terms and conditions set forth herein. In consideration of
those mutual undertakings and covenants, the parties agree as follows:
That on behalf of Grantee, a not -for -profit corporation, LJ/andr_S' -, / 1. , _ yy
an authorized representative of Grantee, have applied for a City of Carmmeel
Grantor") Arts Grant, said application attached hereto and made a part hereof as
Exhibit " A."
2. Grant Agreement. The City, after review and recommendation by the Mayor.
agrees to grant $ 2 4 0 , 0 0 0 . 0 0
to the Grantee for the eligible costs
of the project ( the " Project") or services as described in Exhibits " A" and " B" of this
Agreement. The funds shall be used exclusively in accordance with the provisions
contained in this Agreement. Generally, the Grant award may not exceed one third
1/ 3) of Grantee' s combined contributed income, revenue of sales, and/ or ticket
revenue from the previous year. The City of Carmel may, however, make exceptions
for start- up organizations that have been in existence for three ( 3) years or less.
3. Design and Implementation of Project. The Grantee agrees to use any and all grant
funds in accordance with the proposal contained within this agreement and any
documents attached to this Agreement, which are incorporated by reference.
4. Warranty of non-profit status. Grantee hereby represents and warrants that it is a
not -for -profit entity with a determination letter from the Internal Revenue Service
declaring that it is exempt from Federal income tax.
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5. Payment of Grant Funds by the City. The payment of this Grant by the City to the
Grantee shall be made in accordance with the following conditions:
A. This Agreement must be fully executed and signed by both Grantee and Grantor.
B. Grantee has attached all the following information, which it represents and warrants
to be true and accurate, all which have been incorporated fully by reference:
1. An application and description of the proposed use of the grant funds ( EXHIBIT
A);
2. A budget for the calendar or fiscal year for which the grant is requested
EXHIBIT B);
3. Certified copies of incorporation as a not -for -profit corporation under state law
EXHIBIT C);
4. A not -for -profit application or determination letter from the U. S. Internal Revenue
Service identifying that it is a not -for -profit corporation that is exempt from
Federal income tax ( EXHIBIT D).
5. Any audits, reviews or compilations available describing the financial condition
of the Grantee, unaudited Balance Sheet and Income Statement, most recent
available IRS Form 990, and the attached Affidavit (EXHIBIT E);
6. A list of the Grantee' s board of directors and officers listed ( EXHIBIT F);
7. A Year End Report from the previous year if Grantee received an Arts Grant from
the City of Carmel in the previous calendar year, pursuant to paragraph 8 herein
EXHIBIT G).
C. Any other grant conditions that City requires to be met by Grantee, specifically:
6.
Grantor' s right to request audit or review. Grantee shall submit to an audit or
review by an independent Certified Public Accountant of funds at the City' s request.
and shall make all books, accounting records and other documents available at all
reasonable times during the term of this Grant Agreement, and for a period of three
3) years after final payment of funds under this Agreement, for the purpose of an
audit by the City of Carmel, the State of Indiana. or their designees. Said review- or
audit, if requested, shall be performed by a Certified Public Accountant (" CPA") who
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is neither an employee of Grantee nor a member of the Grantee' s Board of Directors,
to be provided to the City of Carmel by March 31 of the following year.
7. Quarterly financial statements. Grantee agrees to provide the City of Carmel
quarterly financial statements within 45 days after each quarter -end for Grant awards
in excess of sixty thousand dollars ($60,000).
8. Year-end review. Grantee agrees to provide the City of Carmel a year-end report
Year End Report") for each year, describing how the grant was used and the impact
of the dollars received.
9.
Funding Credit. Grantee agrees to credit the City of Carmel in the printed materials
associated with a funded program or project. The City of Carmel will supply, upon
request, Grantee with the graphics/ logos necessary for compliance.
10. Statutory Authority of Grantee. The Grantee expressly represents and warrants to
the City that it is statutorily eligible to receive these monies and it expressly agrees to
repay all monies paid to it under this Grant, should a legal determination of its
ineligibility be made by any Court of competent jurisdiction.
11. Use of Grant Funds by Grantee. The funds received by the Grantee pursuant to this
Agreement shall be used only to implement the Project or provide the services in
conformance with the Budget and for no other purpose. If it is determined by the
City that misappropriation of funds have occurred, the Grantee must return all funds
received by Grantor and individuals who misuse Grant funds may also be subject to
civil and/ or criminal liability under Indiana and Federal law.
12. Employment Eligibility Verification. The Grantee affirms under the penalties of
pedury that he/ she/ it does not knowingly employ an unauthorized alien.
The Grantee affirms under the penalties of pedury that he/ she/ it has enrolled and is
participating in the E- Verify program as defined in IC 22- 5- 1. 7. The Granted agrees
to provide documentation to the City that he/ she/ it has enrolled and is participating in
the E- Verify program.
The City may terminate for default if the Grantee fails to cure a breach of this
provision no later than thirty ( 30) days after being notified by the State.
13. Governing Law; Lawsuits. This Agreement is to be construed in accordance with
and governed by the laws of the State of Indiana, except for its conflict of laws
provisions. The parties agree that, in the event a lawsuit is filed hereunder, they
waive their right to a jury trial, agree to file any such lawsuit in an appropriate court
in Hamilton County, Indiana only, and agree that such court is the appropriate venue
for and has jurisdiction over same.
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14. Relationship of Parties. The relationship of the parties hereto shall be as provided
for in this Agreement, and neither Grantee nor any of its compensated officers,
employees, contractors, subcontractors and/ or agents are employees of City. The
Grant amount set forth herein shall be the full and maximum compensation and
monies required of City to be paid to Grantee under or pursuant to his Agreement.
15. Severability. If any term of this Agreement is invalid or unenforceable under any
statute, regulation, ordinance, executive order or other rule of law, such term shall be
deemed reformed or deleted, but only to the extent necessary to comply with same,
and the remaining provision of this Agreement shall remain in full force and effect.
16. Entire Agreement. This Agreement, together with any exhibits attached hereto or
referenced herein, constitutes the entire agreement between Grantee and City with
respect to the subject matter hereof, and supersedes all prior oral or written
representations and agreements regarding same. Notwithstanding any other term or
condition set forth herein, but subject to paragraph 15 hereof, to the extent any term
or condition contained in any exhibit attached to this Agreement or in any document
referenced herein conflicts with any term or condition contained in this Agreement,
the term or condition contained in this Agreement shall govern and prevail. This
Agreement may only be modified by written amendment executed by both parties
hereto, or their successors in interest.
IN WITNESS WHEROF, the parties hereto have made and executed this Agreement as follows:
E7C6GC/ TJd&- ' r2L_ DP
Date:
CITY OF CA tHEL " Grantor")
By: 6
James Brainard, Mayor
1/ 13/ 2001
ATTEST:
L
Date: 1/ 13/ 2021
If you have any question concerning the City of Carmel' s 2021 Arts Gram Prounem. grant writing, guidelines or application materials. contact.
Sharon Kibbe, City of Camtel, One Civic square, Carmel. IN 46032. Phone! 317- 57I _ 483, akiIII& Qcarmel in eov.
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Exhibit " A"
An Application and Description of the Proposed Use of the Grant Funds
APPLICANT:
Name of organization: or ra,D i A , g T.J c
Address: / D 3 R pie .
rry
elephone: Far: ^-,, A
Contact Person: JAMS i'
Email: 4 PG r —
APPLICATION AMOUNT: S% Ssr7
DESCRIPTION OF THE PROPOSED USE OF THE GRANT FUNDS:
Additional pages may be added to Exhibit - A-)
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EXHIBITA: PROPOSAL NARRATIVE
Actors Theatre of Indiana
November 9, 2020
OVERVIEW OF THE ORGANIZATION
Please note that programs shown in bold type are either new or modified
programs for ATI.
In 2021, Actors Theatre of Indiana will be entering its sixteenth season of presenting Broadway
musicals and stage plays, as well as Indiana theatre premieres. It will also be our tenth season of
performing in the Studio Theatre at the Center for the Performing Arts. Co- founders Don Farrell,
Judy Fitzgerald, and Cynthia Collins are professional performers, directors, and choreographers
with over 75 years of combined professional experience in Off -Broadway productions, Radio City
Music Hall, Madison Square Garden, Las Vegas, National and International Tours, Television, and
Regional Theatres. Because of their range of experience and professional connections, we are
able, if necessary, to utilize performers and directors from across the country to fill specific needs
and roles in our productions. Quite frankly, Actors Theatre of Indiana could be considered in
many ways a national theatre company.
In 2019, ATI expanded its mission by adding an educational initiative to the organization.
Unfortunately, the two individuals who we hired to lead this initiative were transferred to other
parts of the country because of job and family commitments. At the same time this was
happening, the Covid- 19 virus was spreading around the country. Because of these
developments, we were forced to place the educational initiative in a temporary hiatus mode.
We fully intend reinstitute the program as soon as life in the country gets back to normal. This
tuition -based program will be for students from 14 to 18 years of age who are contemplating
pursuing a career in theatre, both in front of the curtain as well as behind the curtain. The
students will work with our professional team from first rehearsal through opening night and be
exposed to all facets of theatre production. We received several grants from the Clay Township
Trustee in 2020 to help grow this educational initiative.
Also, in honor of our 15' season, we launched a new program entitled the " Actors Theatre of
Indiana Lab Series". This program is committed to nurturing new plays by offering playwrights
an intensive weekend of discussion and play development with a cast of professional actors and
directors in a creative laboratory environment. Because of the virus situation in the country, we
will be temporarily conducting this program in a virtual setting. Each play will have a reading and
a talk -back session with ATI audiences, staff, cast and playwright. It is our belief that to be
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considered a true theatre company in this community we need to offer playwrights an
opportunity to bring their new works to the stage.
COMMUNITY INVOLVEMENT
Members of the Carmel Chamber of Commerce
Members of the Hamilton County Convention & Visitors Bureau
Participated and performed in the 2019 Carmel Fest parade
Participates every summer in the Carmel Farmers Market
Upon request, we provide sign language interpreters for the hearing impaired
Performs annually in Carmel' s Veterans Day ceremony
Performs caroling during the Christmas holidays in the Arts & Design District as well as
the popular Christkindlmarkt
On occasion we have performed a free summer concert series at Carmel City Center
Performed our Cole Porter Revue at The Barrington' s grand opening
Presented " An Evening with Frank Sinatra" at The Bridgewater Club
In collaboration with the Autism Society of Indiana, we have provided a special " lights
up, sound down" performance of A Year with Frog & Toad
We provided free tickets to the Big Brothers/ Big Sisters organization to see A Year with
Frog & Toad
We have performed readings of A Year with Frog & Toad at libraries and schools
throughout Carmel and Central Indiana
In February of 2020 we presented, along with the Carmel Symphony Orchestra, two
staged presentations of Sweeney Todd. These concerts were performed in The
Palladium and were critically acclaimed and financially successful for both
organizations.
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EXHIBIT A
PROPOSED USE OF 2021 CARMEL ARTS GRANT FUNDING
Our focus has always been, and remains, to present professional theatrical productions that
entertain and inspire the audience. Our aggressive use of social media enables us to reach a
targeted audience at a fraction of the cost of traditional media. Our 2019/ 2020 season
subscriptions were 10% higher than they were for the 2018/ 2019 season so it is obvious that
our audiences are enjoying and supporting our professional productions.
Because of the current situation involving the Covid- 19 virus, it is unknown at this time whether
we will be presenting a full or partial season of productions in the Studio Theatre in 2020/ 2021.
We are prepared for both scenarios.
During this difficult period, we have endeavored to remain visible and relevant not only to our
patrons, but to the City of Carmel and our grantors and funders. From our Friday night
Facebook Live presentations of From Our Home to Yours, to the live Drive -In Theatre Concerts
at the Monon Square Shopping Center, we are striving to make live theatre relevant again in
Carmel. And from all the positive feedback we are receiving from our patrons, I believe we are
doing a very good job of bringing quality entertainment to Carmel. Additionally, we have
explored the Streaming technology that is available today and our plan is to make streaming a
major component of our presentations.
We recently agreed to a partnership with TBD Theatricals for a Pay -Per -View airing of Charles
Dickens classic, A Christmas Carol starring TONY Award Winner Jefferson Mays. Mr. Mays
personally plays every role in this production. ATI will be one of approximately 20 theatre
companies around the country that will be airing this production. Other than some local
marketing costs, there are no cash outlays required for us to join this partnership. The
production will be available for pay -per -viewing beginning November 28, 2020 through
January 3, 2021.
Part of the mission of TBD Theatricals is developing new works and fostering future
generations of theatre audiences. The work done at ATI is a vital component in that process,
which is why we are participating in this partnership.
We are committed to the following organizational values:
If necessary, we will continue to utilize professional talent from Indianapolis and around
the country to enhance the quality of our productions.
We will continue to invest wisely in our production values, including stage design, sound
design, and lighting design.
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Once the pandemic is over, we will strive to present four productions annually in the
Studio Theatre. Depending on the costs of the productions, at least one of these
productions will contain larger casts and popular name recognition.
Once the pandemic is over, we will strive to grow and expand the educational
component of the organization to include as many students as possible.
We will grow the ATI Lab Series to provide opportunities for as many playwrights as
possible to present their new works on the ATI stage in the Studio Theatre.
We will continue to give back to the community by performing at local events at no
charge. A few of the events are the Veterans Day Ceremony, the Lighting of the Tree at
Christmas, Holiday in the Arts District, and the Carmel International Arts Festival.
The Carmel Arts Grant enables us to proudly represent the City of Carmel as the Resident
Professional Theatre Company at The Center for the Performing Arts.
Because of previous Carmel Arts Grants, we have been able to continually upgrade our lighting,
our production equipment, and the music and sound equipment that we use for our
productions in the Studio Theatre. We purchased some of this equipment last year with
proceeds from the Carmel Arts Grant. Quite simply, these new capital expenditures were
prudent artistic additions, both fiscally and developmentally, and helped ATI to continue
offering the professional stage productions that our community so richly deserves. However,
because of the current pandemic, we have had to pivot and reimagine what a talented
company like ATI can do to survive and grow in a difficult environment while at the same time
remaining relevant and visible in the community.
Because we have no access to the Studio Theatre, we need to convert a portion of our
existing warehouse space into a virtual sound stage for online streaming performances. Here
is a listing of the equipment that we would like to purchase with a portion of the proceeds
from the 2021 Carmel Arts Grant:
SOUND EQUIPMENT
A digital " snake" to patch mic cables for musicians
Digital Mixer to mix musicians and vocals for online livestream programs
Band monitors
Main speakers
To mic the drums for performances
Request for sound equipment - $6,200
LIGHTING EQUIPMENT
Wireless ColorSource source relay receivers
Low profile LED par lights
Color dash lighting instruments
ETC ColorSource PAR
Request for lighting equipment - $ 8, 400
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Request for soft goods and rigging - $3, 500
Total Request to Turn a Portion of the ATI Warehouse into a Sound Stage - $ 18, 100
As in prior years, foundation grants, other governmental grants, individual donations, gifts of
corporate stocks, corporate sponsorships, and in -kind donations will supplement the Carmel
Arts Grant in supporting Actors Theatre of Indiana. A stock donation plan was implemented in
2018 and a Planned Giving initiative was implemented in 2019 in the hope that Actors Theatre
of Indiana will be included in the estate plans of our patrons.
Additionally, and in the spirit of full disclosure, the City of Carmel needs to be aware of the
following information:
As mentioned in Exhibit G, for as long as Actors Theatre of Indiana has been receiving
the Carmel Arts Grant, no Grant funds have ever been allocated to increasing staff size
or to increase compensation. This practice will continue through 2021. We currently
have four (4) full-time employees, each being paid an annual salary of $30,000
120, 000 annually). It has become increasingly obvious to the Board of Directors that if
we were to lose any of our four full-time employees for any reason, we would not be
able to replace any of them for $30,000, thereby putting the future of the organization
in jeopardy. Additionally, everyone should be aware that when our three Founders
are performing in an ATI production, they always forfeit their Actors Equity salary of
2, 100 per production. They do this to save money for the organization.
The Executive Director has made a request to the Board of Directors to form a
compensation committee to determine the appropriate salary levels for the staff and
to identify sources of funding that can be utilized to pay for the increased salaries.
Additionally, the Executive Director has made a request to the Board of Directors to
create a succession plan in case the Executive Director or any of the Founders would
choose to leave the organization for any reason.
2021 OPERATIONAL FUNDING REQUEST
Total revenue per ATI' s 7/ 31/ 20 financial audit $ 767, 450
Grant award percentage guideline 33. 3%
Grant Amount Requested $ 255, 000
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EXHIBIT B
ACTORS THEATRE OF INDIANA
OPERATING BUDGET FOR FISCAL YEAR ENDING JULY 31, 2021
INCOME
Earned Income
Admission/ Ticket Income 100, 000
Sponsorships 10,000
Other Income 10, 000
Contributed Income
Individual/ Corporate Contributions 50,000
Foundation Support 50,000
Fundraising/ Special Events 10,000
Government Income
Federal NEA 15, 000
State IAC 45, 000
city Carmel and HCCVB 240, 000
Total Cash Income
In -Kind Goods and Services 50,000
TOTAL INCOME 580, 000
EXPENSES
Production
Production Personnel 150,000
Production Technical 100, 000
General & Administrative
Executive Director 60, 000
Marketing/ Development Director 42, 000
Bookkeeper 15, 000
Grant Writer 15, 000
Auditing Firm 8, 000
Insurance 8, 000
Telephone and IT 15, 000
Advertising 30,000
Interest on LOC 1, 000
Studio Theatre Rent/ Occupancy 80,000
In Kind Goods and Services 50,000
TOTAL EXPENSES I I 574,000
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Mate of indialm
office Of th.. S.ecretary of State
cXHi T G
CERTIOCATE Or NCORPORATTON
of
ACTORS THEATRE OF MDUNA, L`iC.
I, TODD ROK_TA, SecTetar<j of Stara of India" hereby cer 0f that Articles of Ir_corpoTatiov
of the arove Non -Profit Domestic Corporation ha•;e been prWented to me at my office,
accompanied by the fees prescribed by lair and that the documentation presented conforms to
law a; prescribed by the provisions of the Indiana INOUrglIt Corporation Act of 1991.
iiO; ', TrIERFFORE, pri this document I c j tat Sid trz" ticn wu becomee,T: ctiye Friday,
Nfarch 13, 2005. In
Fitness WIntreoIhavecausedtobealMed
my signat' are and the seal of the St`
ta oflndima, at the Cirj of Indianapolis, 11farch
19, 2D05. TODD
ROu" TA, SECRETARY
OF STATE
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INTERNAL REVENUE SERVICE
P. 0. BOX 2508
CINCINNATI, OH 45201
JUN222005
Date:
ACTORS THEATRE OF INDIANA INC
C/ O DONALD M MEYER
BOSE MCKINNEY & EVANS LLP
135 N PENNSYLVANIA ST
INDIANAPOLIS, IN 46204
Dear Applicant:
DEPARTMENT OF THE TREASURY
Employer Identification Number:
20- 2530124
DLN:
17053140022015
Contact Person:
DOROTHY M LAWRENCE ID# 31450
Contact Telephone Number:
877) 829- 5500
Accounting Period Ending:
DECEMBER 31
Public Charity Status:
170 ( b) ( 1) ( A) ( vi)
Form 990 Required:
YES
Effective Date of Exemption:
MARCH 18, 2005
Contribution Deductibility:
YES
Advance Ruling Ending Date:.
DECEMBER 31, 2009
We are pleased to inform you that upon review of your application for tax
exempt status we have determined that you are exempt from Federal income tax
under section 501( c)( 3) of the Internal Revenue Code. Contributions to you are
deductible under section 170 of the Code. You are also qualified to receive
or tax 2522 deductible of the bequests, Code. Because devises, this transfers letter could or gifts help resolve under section any questions 2055, 2106
regarding your exempt status, you should keep it in your permanent records.
Organizations exempt under section 501( c)( 3) of the Code are further classified
as either public charities or private foundations. During your advance ruling
period, begins ending date with you shown will the effective be in treated the heading date as of a public of your the exemption letter. charity. and Your ends advance with advance ruling
period ruling
Shortly 8734, Support before Schedule the end of for your Advance advance Ruling ruling Period. period, we will send you Form
then the end notify of your you, advance in writing, ruling about period your to public return charity the You completed status. will have form. 90 days We will after
Please see enclosed Information for Exempt Organizations Under Section
organization. 501( c)( 3) for some helpful information about your responsibilities as an exempt
Letter 1045 ( DO/ CG)
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z-
ACTORS THEATRE OF INDIANA INC
power We have of sent attorney. a copy - of this letter to your representative as indicated in your
Sincerely,
L 3. d°
Lois G. Lern4r
Director, Exempt Organizations
Rulings and Agreements
Enclosures: Information for Organizations Exempt Under Section S01( c)( 3)
Letter 104S ( DO/ CG)
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STATE OF INDIANA )
SS:
COUNTY OF HAMILTON )
AFFIDAVIT
r
1, a^Aea- A- - r , Y . an authorized representative
of 4-_ S(" Grantee"), being first duly sworn upon
my oath, state that pursuant to paragraph 2 of the City of Carmel Arts Grant Program Agreement,
all income of Grantee, including a City of Carmel arts grant, if applicable, revenue of sales,
and/ or ticket revenue, etc., in calendar year ending 2019 totaled S
i ature
rinted Name
Subscribed and sworn to before me, the undersigned Notary Public, this day of
NCN/ til 1Z 2020.
eG Angela Renee Pacilio 1
Notary Public - state of Indiana Signature - otary Public
Commission Number: ow8of
AOa My Commission Expires: 11/ 23r2022'!,
Printed Name "` lll L \ L i/
Resident of _ L IV
County, Indiana
My Commission Expires:_ / r, pl0ab
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ACTORS THEATRE OF INDIANA INC.
BALANCE SHEET ( FISCAL - AUG/ SEPT)
As of September 30, 2020
TOTAL
ASSETS
Current Assets
Bank Accounts
1002 United Fidelity Bank ( 1050) 34, 855. 20
1005 Special Events Account ( 1039) 1, 000. 00
1015 Business Savings ( 1701) 4, 494. 25
1040 Petty cash 0. 00
1050 In -Kind Clearing 0. 00
Total Bank Accounts 40.349. 45
Accounts Receivable
1100 Accounts Receivable 65, 880. 00)
1105 Ticket Sales Receivable 90, 747. 14
Total 1100 Accounts Receivable 24, 867. 14
1210 Pledges receivable 0. 00
1240 Grants receivable
16, 958, 00
Total Accounts Receivable 41, 825. 14
Other Current Assets
1299 Undeposited Funds
1, 350. 00
1310 Employee & trustee receivables 0. 19)
1320 Notesiloans receivables
0. 00
1445 Prepaid Insurance
4, 051. 42
1450 Prepaid expenses 267. 59
1455 Prepaid Royalties & Prod Exp 43, 255. 14
1460 Security Deposits 7, 342. 00
1580 Investments - other 0. 00
Total Other Current Assets 56 265 96
Total Current Assets 138, 440. 55
Fixed Assets
1630 Leasehold improvements 2, 120. 90
1640 Furniture, fixtures, & equip 34,513. 81
1645 Theatrical Lighting 8, 060. 00
1655 Theatrical Sound Equipment 13, 546. 17
1745 Accum Depreciation
28,421. 83)
Total Fixed Assets 29,819.06
Other Assets
1999 Clearing Account 20. 00)
Total Other Assets 20. 00)
TOTAL ASSETS 168,239.60
Cash Basis Friday, October 23, 2020 03: 56 PM GMT- 04: 00 1/ 3
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ACTORS THEATRE OF INDIANA INC.
BALANCE SHEET ( FISCAL - AUG/ SEPT)
As of September 30, 2020
TOTAL
LIABILITIES AND EQUITY
Liabilities
Current Liabilities
Accounts Payable
2010 Accounts payable 0. 00
Total Accounts Payable $ 0. 00
Credit Cards
2055 Menards
628. 84
Total Credit Cards 628.84
Other Current Liabilities
2100 Payroll Liabilities 3, 977. 33
2105 Union Dues EE W/H 57. 39
2106 Union Initiation Fees 45. 00
2108 Deferred Payroll 0. 04)
2110 Accrued payroll 0. 00
2130 Accrued payroll taxes 0. 20
2150 Accrued expenses - other 0.00
2300 Deferred Revenue
0. 00
2305 Season Tickets 0.00
2310 Sponsorships 0. 00
2312 Underwriting 0. 00
2315 Gala Tickets
0. 00
2320 Education Programs
0. 00
2325 Special Performances 0. 00
Total 2300 Deferred Revenue 0. 00
2550 Loan payable 0. 00
2565 Agent Fees Payable
133. 95
2570 Short- term liabilities - other 0. 00
2620 Line of Credit - United Fidelity 45, 000. 00
Total Other Current Liabilities 49,213.83
Total Current Liabilities 49,842.67
Long -Term Liabilities
2770 Long- term liabilities - other 29, 000. 00
2810 Employee Payable 0. 00
2910 Private Loan
33, 000. 00
Total Long -Term Liabilities 62, 000. 00
Total Liabilities 111, 842. 67
Cash Basis Friday, October 23. 2020 03: 56 PM GMT- 04: 00 2/ 3
DocuSign Envelope ID: AEF88DE6-E12A-4394-AE83-A1C012CE171F
ACTORS THEATRE OF INDIANA INC.
BALANCE SHEET (FISCAL - AUG/SEPT)
As of September 30, 2020
TOTAL
Equity
3001 Opening Bal Equity 0. 00
3010 Unrestrict ( retained earnings) 45, 407. 11
Retained Earnings 0. 00
Net Income
10, 989. 82
Total Equity 56,396.93
TOTAL LIABILITIES AND EQUITY 168,239. 60
Cash Basis Friday, October 23, 2020 03: 56 PM GMT- 04: 00 3/ 3
DocuSign Envelope ID: AEF88DE6-E12A-4394-AE83-A1C012CE171F
ACTORS THEATRE OF INDIANA INC.
PROFIT AND LOSS - CALENDAR QUARTER 3
July - September, 2020
TOTAL
Income
4000 ATI Ticket Sales
4001 Single Ticket Sales 16, 999. 22
Total 4000 ATI Ticket Sales 16, 999. 22
4010 Indiv/ business contribution
4011 Individual Donations 13, 112. 91
4012 Corporate Donations 750. 00
Total 4010 Indiv/ business contribution 13, 862.91
4015 Sponsorships
4016 Show Sponsorships 2, 000. 00
4017 Season Sponsor 10, 000. 00
Total 4015 Sponsorships 12, 000. 00
4040 Special Events Income 4, 701. 99
4110 Donated pro services - GAAP 4, 263. 00
4150 Donated use of facilities 8, 068. 14
4210 Corporate/ business grants 2, 500. 00
4230 Foundation/ trust grants 35, 000. 00
4250 Nonprofit organization grants 1, 000. 00
4305 Program Advertising 2, 075. 00
4530 State grants 8, 799.84
5000 Earned revenues
5490 Miscellaneous revenue 596, 00
Total NO Earned revenues 596. 00
5820 Fundraising 3, 000. 00
Total Income 112, 866. 10
Cost of Goods Sold
7000 Production Salaries & related expenses
7020 Salaries & Wages 26, 459. 56
7050 Payroll Tax 122. 40
7061 Equity League Health 8. 00
Total 7000 Production Salaries & related expenses 26, 589.96
7100 Contracted Production Staff
7115 Music Dir/Accomp/ Conductor 1, 500. 00
7120 Musicians 1, 000. 00
7125 Scenic Designer/ Carpenter 500. 00
7135 Sound Designer/ Audio Engineer 500. 00
7140 Lighting Designer/ Master Electrician 500. 00
7145 Photographer 2,200. 00
Total 7100 Contracted Production Staff 6, 200. 00
Cash Basis Friday, October 23, 2020 03: 53 PM GMT- 04: 00 1/ 3
DocuSign Envelope ID: AEF88DE6-E12A-4394-AE83-A1C012CE171F
ACTORS THEATRE OF INDIANA INC.
PROFIT AND LOSS - CALENDAR QUARTER 3
July - September, 2020
TOTAL
7200 Other Production Costs
7208 Equipment Purchases 3, 628. 37
7210 Equipment Rental
328. 49
7231 Artistic Expenses
900. 00
7235 Royalties/ Scrlpts 736. 41
7245 Misc Production Costs
5, 367. 53
Total 7200 Other Production Costs 10,960. 80
Total Cost of Goods Sold 43,750. 78
GROSS PROFIT 69, 115. 34
Expenses
7300 Salaries & related expenses
7320 Salaries & Wages 8, 076. 88
7350 Payroll taxes
2, 655. 78
7351 SUI
11. 20
Total 7350 Payroll taxes
2, 666. 98
Total 7300 Salaries & related expenses 10, 743. 86
7400 Advertising & Marketing
7410 Electronic Media
840. 00
7415 Graphic Design
1, 357. 51
Total 7400 Advertising & Marketing 2, 197. 51
7500 Legal & Professional Fees
7505 Payroll Fees
813. 75
7520 Accounting fees 3, 635. 00
7540 Professional fees - other
3, 211. 25
7580 Donated pro services - GAAP 2, 163. 00
Total 7500 Legal & Professional Fees 9, 823. 00
8100 Non -personnel expenses
8110 Supplies 248. 93
8130 Telephone & Internet 2, 269. 48
8140 Postage, shipping, delivery 98. 70
8160 Equip rental & maintenance 623. 37
8170 Printing & copying 1, 095.87
8180 Books, subscriptions, reference 479. 50
Total 8100 Non -personnel expenses 4, 815.85
8200 Occupancy expenses .
8210 Rent, parking, other occupancy 14, 808. 50
8280 Donated facilities - GAAP 8, 068. 14
Total 8200 Occupancy expenses 22, 876. 64
Cash Basis Friday, October 23, 2020 03: 53 PM GMT-04: 00 213
DocuSign Envelope ID: AEF88DE6-E12A-4394-AE83-A1C012CE171F
ACTORS THEATRE OF INDIANA INC.
PROFIT AND LOSS - CALENDAR QUARTER 3
July - September, 2020
TOTAL
8300 Travel & meetings expenses
8305 Meals/ Entertainment
73. 07
Total 8300 Travel & meetings expenses
73. 07
8500 Misc expenses
8505 Credit Card Fees
2, 554. 79
8510 Interest expense
4
8515 Bank Fees
25..00
8520 Business Insurance
3, 187. 62
8540 Staff/ Board development
64. 19
8560 Outside Computer Services
2, 243. 55
8565 IT Subscriptions
2, 564. 45
Total 8560 Outside Computer Services
4, 808. 00
8570 Advertising & Marketing 10.500. 00
8590 Other expenses
1. 25
Total 8500 Miso expenses
21, 638. 37
8600 Business expenses
8610 Bad debt expense
3, 371, 00
Total 8600 Business expenses
3, 371. 00
Total Expenses
76,539. 30
NET OPERATING INCOME
6, 423, 96)
NET INCOME
Cash Basis Friday, October 23, 2020 03: 53 PM GMT- 04: 00 3/ 3
DocuSign Envelope ID: AEF88DE6-E12A-4394-AE83-A1C012CE171F
F
Form 990
Department of the Treasury
Internal Revenue Service
A For the 2018 cal
Return of Organization Exempt From Income Tax
Under section 501( c), 527, or 4947( a)( 1) of the Internal Revenue Code ( except private foundations)
Do not enter social security numbers on this form as it maybe made public.
andendina 07/ 31/ 1
B Check if applicable: G Name of organization D Employer Identification number
Address change Actors Theatre of Indiana, Inc.
Name change 2 0 - 2 5 3 012 4
Doing business as
El
Number and street ( or P. O. ,, ail isrot delivered to street address)
Room/ suite E Telephone number
Initial return 510 3rd Avenue Uo Sw, Suite D 317- 669- 1861
Final return/
City or town, state or province, country, and ZIP or foreign postal code ,
terminated
Carmel IN 46032
Amended velum G Grossrecei ts$ 780, 563
F Name and address of principal officer:
Application pending
Jim Reilly B( a) Is this a group return for subordinates? Yes X No
I Carmel 510 3rd Ave Sw, Suite D IN 46032 HM) Are IfWo,all subordinates ' attach a list.included? ( sea instructions) Yes No
I Tax- exempt status: X 501( c) 3 501( c) 4( insen noJ 4947a( 7) or 527
J Webmte: WNW. ati stacre. or
H( c) Group exemption number
K Form of aranizalion: X Co ratter Trust AssociatOn Other
L Year of formatter: 2005 M Stale Of legal domicile: IN
Part [ Summa
1 Briefly describe the organization's mission or most significant activities:
ative ...... ortun ....iti......es ... ..an.........d . ...I ...... ....... ........
g
cre Advance theatre
as art form to by proidin an vopp artists. guidance
m
0 2 Check
this
box if the organization discontinued Its operationsordisposedofmorethan25% of its0rb net assets.
N3umber of voting
members of the governing body (Part VI, line ta) 3 10 m a............................... 4 Number
independent of voting members of the governing body (Part VI, line 1b) 4 10 5 5 Total number
of individuals employed in calendar year 2018 (Part V, line 2a) 5 6 6 Total number of
volunteers ( estimate if necessary) ..6 ..............15 7a Total unrelated business
revenue from Part VIII, column (C)line , 12 7a 0 b Net unrelated business
taxable income from Form 990-Tline38.7b ....0 ..Prior ....Year ........................................ Current Year
08 Contributions and
grants (
Part VIII, line 1h) 451 031 512, 352 a 9 Program servicerevenue (
Part Vill, line2g) 328,764 260, 050 0 10 Investment income (
Part VIII, column (A)lines , 3, 4, and 7d) 3 3 3 11 Other revenue( PartVlll,
column( A)lines , 5, 6d, 8c, 9c, 10c, and lie) . 11, .....095 .......6,... 166 12 Total revenue - add lines8throu
h11 mustequal Part Vill, column A, line 12 790, .....910 ...... 778, 235 13 Grants and similar amounts
paid ( Part IX, column (A)lines , 1-3) 0 ..........14 ....Benefits ......paid ..to ....... or
for members ( Part IX, column ( A)line , 4) 0 .w ....15 ..Salaries, ..other .......................... compensation,
employee benefits ( Part IX, column (A)lines , 5-10) 465, 3861 326, 345 16a Professional fundraising fees ( Part
IX, column (A)line , e) Il 0 y a Total b fundraising
expenses Part ( IX, column (D)line , 25) 25, 966 xs'.:: fo.aa?
ACTORS THEATRE OF INDIANA EXHIBIT F
BOARD OF TRUSTEES ( as of 11/ 15/ 2020)
JOHN TERRY- PRESIDENT
CTG LAW
CARMEL, IN 46032—-
317- 902- 1113( M)
Current term expires on December 31, 2020—
iterrv@ctalaw. com
DANIEL MCFEELY - VICE PRESIDENT t
OWNER, WRITER, DAN MCFEELY COMMUNICATIONS
CARMEL, IN 46032
I
317- 847- 9266 ( M)—
Current term expires on December 31, 2022
danmcfeelvink@amaii. com
I
MELISSA VOLZ- SMITH - SECRETARY
UNITED FIDELITY BANK r
CARMEL, IN 46032 T-
317- 550- 8868 ( M) 1
Current term expires on December 31, 2022
melissa. volz- smith@unitedfidelitv. com
DILL ZANIKER I I j~ i
I
THE JEFF ZANIKER MEMORIAL FOUNDATION FOR THE ARTS
CARMEL, IN 46032
317- 258- 5455 ( M)
Current term expires on December 31, 2021
iillzaniker@hotmail. com
E. DAVIS COOTS
COOTS HENKE & WHEELER
CARMEL, IN 46032
317- 840- 9898 ( M)
Current term expires on December 31, 2020
dcoots@chwlaw. com
I
DR. JOSEPH FITZGERALD
INDIANA UNIVERSITY HEALTH
INDIANAPOLIS, IN 4 2202
317- 809- 0071( M)
Current term expires on December 31, 2020
ifitzeel@iuoui. edu
DocuSign Envelope ID: AEF88DE6-E12A-4394-AE83-A1C012CE171F
AMY PAUSZEK
FILM PRODUCER/ PHOTOGRAPHER
CARMEL, IN 46032
317- 625- 3451( M)
Current term expires on December 31, 2020 -
aepawsl@comcast. ne
CHRISTINE REPPERT
t
RETIRED FROM BRIDGESTONE AMERICAS, INC.
INDIANAPOLIS, IN-
317- 730- 1964( M)--
Current term expires on December l2 31,
christinecreppertl7@amail. com -
ATTORNEY,RILEY PARR -- - — - - R
I _
SHERIDAN, IN 46069
317- 519- 9640 ( M) —
Current term ex p Tres o n December 31, 2022
I
I '
L_EZLIE M. HEATH R-- - —
RETIRED TEACHER/ COMMUNITY VOLUNTEER —
CARMEL, IN 46032 I
317- 443- 4628 ( M)
Current term expires on December 31, 2022
KATHY GUIDER
VICE PRESIDENT, VERACITY IIR
CARMEL, IN 46032
317- 366- 2325 ( M)
Current term expires on December 31, 2022
KELLI PRADER
PROJECT MANAGER -CITY OF CARMEL
CARMEL, IN 46032
317- 748- 3920( H)
Current term expires on December 31, 2022
DocuSign Envelope ID: AEF88DE6-E12A-4394-AE83-A1C012CE171F
EXHIBIT G
ACTORS THEATRE OF INDIANA
YEAR- END REPORT
2020 ARTS GRANT FROM THE CITY OF CARMEL
In January of 2020, Actors Theatre of Indiana was awarded an arts grant from the City of Carmel
in the amount of $240,000. Listed below is a summarization of the programs that were funded
by this grant and the effect those programs had in the Carmel community.
In an increasingly difficult economic climate for arts organizations, families have many choices
as to how they spend their disposable dollars. Carmel is blessed to have a plethora of arts
organizations, as well as a high school theater department that is second to none in the
country. AT[ needs to stand above the crowd with the genius and creativity of our marketing
efforts, including the use of social media. Because of this, in May of 20181 retained the services
of Meg and Associates to handle our entire marketing effort. The results of this change in our
marketing strategy have been remarkable. The decision to retain Meg Osborne was made
possible by using the proceeds from the Carmel Arts Grant. Additionally, we expanded the role
of Meg and Associates in July of 2019 to include all fund raising and development activities for
the ATI organization. If not for the Carmel Arts Grant, our marketing and development efforts
would not be at the level that they are now.
Because of size restraints in the Studio Theatre, we are unable to present many of the larger
Broadway musical productions that the Carmel community would enjoy. Therefore, we need to
be creative in the productions that we do present. Unlike community theatres who don' t pay
their actors and because we are a professional equity company, we utilized the Carmel Arts
Grant to improve the salaries we pay to the technical people we hire for our performances.
Professional fees for sound design, lighting design, wardrobe design, and scenic design have all
been upgraded and the results can be seen in the overall quality of our productions. We also
continued our strategy of continually upgrading our lighting and sound equipment. We take
our roll as one of Carmel' s economic generators at The Center for the Performing Arts very
seriously. When the Covid- 19 virus pandemic is finally over, we will be poised to resume our
productions almost immediately.
A very large portion of the 2020 Carmel Arts Grant was used to pay down outstanding debts to
those vendors who graciously allow us every year to make minimum or no payments on our
debt until the Grant check arrives. This list of vendors would include Printing Partners and
Current Publishing, along with several other much smaller vendors. Without their generosity, I
doubt if we would have been able to survive. Additionally, to help get us financially through
last year, several board members, along with our Executive Director, made sizeable loans to the
organization. Everyone was repaid thanks to the Carmel Grant. Because the 2020 Carmel Arts
Grant of $240, 000 was used almost entirely to eliminate outstanding debt of the
organization, no money from the 2020 Grant is available to be carried forward to be used in
2021.
DocuSign Envelope ID: AEF88DE6-E12A-4394-AE83-A1C012CE171F
And finally, as I mentioned in Exhibit A, not one dollar of any Carmel Arts Grant has ever been
used to increase the compensation of the three Founders or the Executive Director. However,
you will notice in our 2020 operating budget on Exhibit B, the salary of the Executive Director is
shown at $60, 000. Obviously, there is no guarantee that this will occur. This was done in the
hope that the board of Directors will find funding sources to raise overall staff compensation to
realistic levels for the Executive Director as well as the three founders of ATI based on existing
compensation research data. A $ 30,000 annual salary, which is what all four AT[ employees are
currently being paid, is simply not realistic in today' s economic environment.
DocuSign Envelope ID: AEF88DE6-E12A-4394-AE83-A1C012CE171F
iox::`O$ s2" i5••^g'yo:: e".':: a' ga u':0. ;$.`.' 1 2 L<r' "
Sc:°,17 !
Other expenses ( Part IX,
column ( A)lines , lla-11d, 11f-24e) 351, 696 381, 979 18 Total expenses. Add lines
13- 17 (must equal Part IX, column ( A)line , 25) 817 .., .0821 ..........708, .... 324 19 Revenue less expenses. Subtract
line 18 from line 12 2 ..6 . 172 , ..69, ..911 ..... ....... .......... Nu Beginning of Current Year
End of Year 20 Total assets ( Part X,
line 16) 112, 981 14 5 7 , 7 8 am 21 Total liabilities ( Part
X, line 26) 222, 305 185, 191 22 Net assets or fund
balances. Subtract line 21 from line 20.10 ..9 .., 3 ...2 ..4 ........................... Under penalties of perjury. I
declare that I have examined this return, including accompanying schedules and statements, andtothebestofmyknowledgeandbelief, it is rue, correct. and complete. Declaration
of preparer ( other than officer) is based on all mfnrmation of which nr,n,rlr hl, 4nn...,,, .lnd_. _ SignJRRobert Signature of officer Date
HereJimReilly Executive Director
Type
or print name and
line lfype preparers name Preparer' s
signature Date Check if PTIN Paid
K. Brinkers,
CPA Robert
K.
Brinkers, CPA 01/ 17/ 20 self- employed
p00409428 Preparesname Alerdin 0 CPA Group
Firm' EIN0 s 35- 2043580 Use Only 4181 E 96th
St Ste 180 Firm' s address 0, Indiana
olis, IN 46240 Phone no, 317- 569- 4181
May the IRS discuss this
return with the preparer shown above? see ( Instructions) _ XYesNo For Paperwork Reduction Act Notice,
see the separate instructions. Form 990 (2018) D
DocuSign Envelope ID: AEF88DE6-E12A-4394-AE83-A1C012CE171F