TWO RIVER THEATRE COMPANY, INC. FINANCIAL STATEMENTS June 30, 2025
TWO RIVER THEATRE COMPANY, INC. TABLE OF CONTENTS JUNE 30, 2025 _____________________________________________________________________________ Page Number Independent Auditors’ Report ................................................................................................... 1 Financial Statements Statements of Financial Position ............................................................................................. 4 Statements of Activities ........................................................................................................... 5 Statements of Functional Expenses........................................................................................ 6 Statements of Cash Flows ...................................................................................................... 7 Notes to Financial Statements ................................................................................................ 8 Independent Auditors’ Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance With Government Auditing Standards ................. 23
INDEPENDENT AUDITORS’ REPORT To the Board of Trustees of Two River Theatre Company, Inc. Report on the Audit of the Financial Statements Opinion We have audited the financial statements of Two River Theatre Company, Inc. (the "Organization"), which comprise the statement of financial position as of June 30, 2025, and the related statements of activities, functional expenses and cash flows for the year then ended, and the related notes to the financial statements. In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Organization as of June 30, 2025, and the changes in its net assets and its cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America. Basis for Opinion We conducted our audit in accordance with auditing standards generally accepted in the United States of America (“GAAS”) and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of the Organization and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Responsibilities of Management for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Organization's ability to continue as a going concern for one year after the date that the financial statements are available to be issued.
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INDEPENDENT AUDITORS’ REPORT (CONTINUED) Auditors' Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS and Government Auditing Standards will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements. In performing an audit in accordance with GAAS and Government Auditing Standards, we:
Exercise professional judgment and maintain professional skepticism throughout the audit.
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Organization's internal control. Accordingly, no such opinion is expressed.
Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements.
Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the Organization's ability to continue as a going concern for a reasonable period of time.
We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated February 4, 2026, on our consideration of the Organization’s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements, and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Organization’s internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Organization’s internal control over financial reporting and compliance.
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INDEPENDENT AUDITORS’ REPORT (CONTINUED) Report on Summarized Comparative Information We have previously audited the Organization’s 2024 financial statements, and we expressed an unmodified opinion on those audited financial statements in our report dated January 16, 2025. In our opinion, the summarized comparative information presented herein as of and for the year ended June 30, 2024 is consistent, in all material respects, with the audited financial statements from which it has been derived.
Mercadien, P.C. Certified Public Accountants February 4, 2026
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TWO RIVER THEATRE COMPANY, INC. STATEMENTS OF FINANCIAL POSITION June 30, 2025 (With Comparative Totals for June 30, 2024) ___________________________________________________________________________________ 2025 With Donor Restrictions
Without Donor Restrictions ASSETS Current Assets Cash and cash equivalents Investments Accounts receivable Unconditional promises to give Prepaid expenses Security deposits and bonds Total Current Assets Unconditional promises to give, net of current Property and equipment, net Right-of-use asset - operating lease Total Assets LIABILITIES AND NET ASSETS Current Liabilities Accounts payable and accrued expenses Salary, payroll taxes and union benefits payable Deferred subscription and ticket revenue Lease liability - operating lease Total Current Liabilities Noncurrent Liabilities Lease liability - operating lease, net of current portion Total Liabilities Net Assets Without donor restrictions Property and equipment, net Board-designated Undesignated With donor restrictions Total Net Assets Total Liabilities and Net Assets
$
$
$
$
534,208 3,106,544 493,333 16,115 96,519 69,158 4,315,877 28,921,034 135,592 33,372,503
$
343,220 167,795 406,783 81,801 999,599
$
$
2024* Total
98,669,968 925,000 99,594,968 1,200,000 100,794,968
$
-
$
$
Total
534,208 101,776,512 493,333 941,115 96,519 69,158 103,910,845 1,200,000 28,921,034 135,592 134,167,471
$
702,068 92,574,150 150,604 810,950 226,767 92,195 94,556,734 1,900,000 29,994,274 213,531 $ 126,664,539
343,220 167,795 406,783 81,801 999,599
$
361,009 140,775 271,285 76,440 849,509
55,591 1,055,190
-
55,591 1,055,190
137,392 986,901
28,921,034 3,324,748 71,531 32,317,313 33,372,503
100,794,968 100,794,968 100,794,968
28,921,034 3,324,748 71,531 100,794,968 133,112,281 134,167,471
29,994,274 3,180,545 92,502,819 125,677,638 $ 126,664,539
$
$
*Reclassified See notes to financial statements.
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TWO RIVER THEATRE COMPANY, INC. STATEMENT OF ACTIVITIES Year Ended June 30, 2025 (With Comparative Totals for the Year Ended June 30, 2024) ___________________________________________________________________________________ 2025 With Donor Restrictions
Without Donor Restrictions Operating activities Public support and other revenue Public support Fundraising benefits Less: direct costs of fundraising benefits
Other revenue Ticket sales Cast recording income Rental income Service charges Concession income Program advertising Education income Insurance reimbursement Other income Total public support and other revenue
568,878 93,002 118,541 64,289 48,091 17,202 19,991 22,821 85,356 7,871,062
(575,000)
568,878 93,002 118,541 64,289 48,091 17,202 19,991 22,821 85,356 7,296,062
659,764 124,495 75,334 50,994 16,860 16,375 109,080 8,713,206
5,717,662 370,473 6,088,135
-
5,717,662 370,473 6,088,135
5,499,060 344,423 5,843,483
887,971 918,808 1,806,779 7,894,914
-
887,971 918,808 1,806,779 7,894,914
582,570 989,537 1,572,107 7,415,590
268,055 (1,101,709) (833,654)
12,471,000 (3,603,851) 8,867,149
12,739,055 (3,603,851) (1,101,709) 8,033,495
10 10,321,877 (3,418,383) (1,109,310) 5,794,194
(857,506)
8,292,149
7,434,643
7,091,810
33,174,819 33,174,819
92,502,819 92,502,819
125,677,638 125,677,638
117,813,611 772,217 118,585,828
$ 32,317,313
$ 100,794,968
$ 133,112,281
$ 125,677,638
Changes in net assets Net assets, beginning of year Prior period adjustment - Note P Net assets, beginning of year Net assets, end of year
250,000 (825,000) (575,000)
$
407,803 (182,220) 225,583 1,018,800 508,950 594,960 298,379 3,603,851 7,368 6,257,891
Total
Foundations Individuals Government Corporations Endowment policy appropriation Contributions of non-financial assets Net assets released from restrictions Total public support
Non-operating activities Capital contributions Investment return, net Endowment policy appropriation Depreciation Total non-operating activities
$
Total
407,803 (182,220) 225,583 1,018,800 508,950 594,960 48,379 3,603,851 7,368 825,000 6,832,891
Expenses Program services Theatrical productions Education and other Total program services Supporting services Management and general Fundraising Total supporting services Total expenses
$
2024*
$
576,230 (177,120) 399,110 264,906 2,518,846 236,060 817,999 3,418,383 5,000 7,660,304
*Reclassified See notes to financial statements.
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TWO RIVER THEATRE COMPANY, INC. STATEMENT OF FUNCTIONAL EXPENSES Year Ended June 30, 2025 (With Comparative Totals for the Year Ended June 30, 2024) __________________________________________________________________________________________________________________
Salaries Benefits, taxes and payroll expenses Artistic fees Royalties Professional services Advertising and marketing Physical production Apartment rentals and housing Travel and meals Theatre expense Office expense and supplies Insurance Maintenance Indirect event expenses Special assessment taxes Telephone and internet Postage, printing and reproduction Utilities Dues and memberships Miscellaneous Bad debt expense Grant expense Total expenses
Theatrical Productions $ 2,603,997 511,287 565,825 77,172 215,799 114,216 355,763 394,542 95,281 23,714 54,194 133,516 255,541 3,407 10,899 21,887 9,089 219,445 28,174 21,990 1,924 5,717,662
Less: Expenses included with revenues on the statement of activities Direct cost of fundraising benefits Total functional expenses
Education and Other $ 163,511 38,475 67,686 17,669 8,420 8,380 1,330 10,512 229 6,011 16,865 17,430 2,765 1,148 8,558 397 1,087 370,473
$
5,717,662
$
$
370,473
2024*
2025 Supporting Services
Program Services
Total 2,767,508 549,762 633,511 77,172 233,468 122,636 364,143 395,872 105,793 23,943 60,205 150,381 272,971 3,407 10,899 24,652 10,237 228,003 28,571 23,077 1,924 6,088,135
Management and General $ 256,208 297,625 89,788 16,028 7,856 34,239 51,907 37,009 38,250 18,491 6,067 2,519 14,034 16,666 1,104 180 887,971
$
6,088,135
Fundraising $ 436,793 77,279 22,000 64,371 7,539 12,365 338 9,798 517 10,545 46,847 48,418 89,009 7,680 1,047 16,415 7,660 11,597 3,090 45,500 918,808
$
887,971
$
$
918,808
Total 693,001 374,904 22,000 154,159 23,567 20,221 338 44,037 517 62,452 83,856 86,668 107,500 13,747 3,566 30,449 24,326 12,701 3,270 45,500 1,806,779
Cost of Direct Benefits to Donors $ 7,435 113,000 2,518 10,086 13,096 9,817 6,212 17,914 2,142 182,220
$
1,806,779
Total Expenses $ 3,467,944 924,666 768,511 77,172 390,145 156,289 397,460 396,210 159,647 24,460 128,869 234,237 359,639 128,821 10,899 38,399 15,945 258,452 52,897 35,778 5,194 45,500 8,077,134
(182,220) $
-
Total Expenses $ 3,650,474 782,725 234,241 80,562 926,187 147,350 345,260 400,530 108,365 52,447 44,006 252,206 163,002 69,190 39,019 16,858 220,673 54,182 4,351 1,082 7,592,710
(182,220) $
7,894,914
(177,120) $
7,415,590
*Reclassified
See notes to financial statements.
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TWO RIVER THEATRE COMPANY, INC. STATEMENT OF CASH FLOWS Year Ended June 30, 2025 (With Comparative Totals for the Year Ended June 30, 2024) ___________________________________________________________________________________ 2025 Cash Flows from Operating Activities Changes in net assets Adjustments to reconcile change in net assets to net cash from operating activities: Depreciation Bad debts Amortization of right-of-use asset - operating lease Unrealized gain on investments Realized gain on investments Donation of securities Change in assets and liabilities Accounts receivable Unconditional promises to give Prepaid expenses and other current assets Security deposits and bonds Accounts payable and accrued expenses Salary, payroll taxes and union benefits payable Deferred subscription and ticket revenue Lease liability - operating lease Net cash from operating activities
$
2024*
7,434,643
$
7,091,810
1,101,709 5,194 77,940 (9,567,949) (888,455) 178,312
1,109,310 1,082 27,364 (8,907,706) (1,214,832) -
(347,923) 569,835 130,248 23,037 (17,789) 27,020 135,498 (76,440) (1,215,120)
(128,349) (1,290,650) (40,138) (243) 29,207 3,699 (10,150) (27,064) (3,356,660)
Cash Flows from Investing Activities Purchases of property and equipment Purchases of investments Proceeds from sale of investments and donated securities Net cash used in investing activities
(28,469) (8,724,017) 8,318,899 (433,587)
(96,287) (9,589,994) 11,668,311 1,982,030
Net change in cash Cash and cash equivalents, beginning of year Cash and cash equivalents, end of year
$
(1,648,707) 2,182,915 534,208
$
(1,374,630) 2,076,698 702,068
$
-
$
240,896
$
178,312
$
-
Noncash financing activities Right-of-use assets obtained in exchange for operating lease liabilities Supplemental Disclosure of Cash Flow Information Donation of securities
*Reclassified
See notes to financial statements.
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TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ A. NATURE OF ORGANIZATION Two River Theatre Company, Inc. (the "Organization") is a not-for-profit corporation located in Red Bank, New Jersey. Founded in 1993, the Organization's mission is to create great American theater by developing and producing new works and world masterpieces that most richly direct our gaze to the life of the human spirit. We cultivate an audience that cherishes the intimate joy of theater, enriched when shared by a community of others. B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The financial statements of the Organization have been prepared on the accrual basis of accounting and conform to the accounting principles generally accepted in the United States of America ("U.S. GAAP"). Net assets and revenues and gains and losses are classified based on the existence or absence of donor-imposed restrictions. The Organization is required to report information regarding its financial position and activities according to two classes of net assets:
Net assets without donor restrictions - net assets not subject to donor-imposed stipulations, and therefore are expendable for operating purposes. Net assets without donor restrictions include both board designated and undesignated funds.
Net assets with donor restrictions - net assets subject to donor-imposed stipulations that will be met by actions of the Organization and/or by the passage of time. Net assets with donor restrictions include donor-restricted endowment funds requiring investment of a gift in perpetuity or for a specified term as well as the investment return thereon until the returns are appropriated for expenditure.
Use of Estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures. Significant estimates used in the preparation of these financial statements include fair value of investments, functional allocation of expenses and depreciation. Actual results could differ from those estimates. Cash and Cash Equivalents For the purposes of the statements of cash flows, cash and cash equivalents include time deposits, certificates of deposit, and all highly liquid debt instruments with original maturities of ninety days or less. Accounts Receivable and Unconditional Promises to Give The Organization considers all accounts receivable and unconditional promises to give to be fully collectible; accordingly, no allowance for credit losses is required. If amounts become uncollectible, they will be charged to the change in net assets when that determination is made.
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TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Investments The Organization's investments consist primarily of investments in fixed income, hedge funds, common stocks, certificates of deposits, and private equity investment funds. Investments in equity securities with readily determinable values and all investments in debt securities are measured at fair value in the statements of financial position or published net asset values for alternative investments with characteristics similar to a mutual fund. Other alternative investments (nontraditional, not readily marketable vehicles), such as certain limited partnerships, hedge funds and private equity funds are reported at net asset value, as a practical expedient for estimated fair value, as provided by the investment managers of the respective funds. The Organization's portfolio is managed according to the investment guidelines established by the Endowment Committee of the Board. The investment portfolio is allocated approximately 32.7% equities, 47.4% private investments, 13.6% hedge funds and 6.3% fixed income, money market funds, and certificates of deposit. The equity investments are further diversified into domestic, international and emerging markets. Investment return, net includes realized and unrealized gains and losses on investments and interest and dividends net of investment fees and is included in assets without donor restrictions unless the income or loss is restricted by donor or law. Investment income and gains restricted by a donor are reported as increases in net assets without donor restrictions if the restrictions are met (either by passage of time or by use) in the reporting period in which the income and gains are recognized. Property and Equipment Property and equipment acquired are recorded at cost. It is the Organization's policy to capitalize expenditures for projects in excess of $4,000. Lesser amounts are expensed. Donations of property and equipment are recorded as contributions at their estimated fair value. Such donations are reported as contributions without donor restrictions unless the donor has restricted the donated asset to a specific purpose. Assets donated with explicit restrictions regarding their use and contributions of cash that must be used to acquire property and equipment are reported as restricted contributions. Absent donor stipulations regarding how long those donated assets must be maintained, the Organization reports expiration of donor restrictions when the donated or acquired assets are placed in service. The Organization reclassifies net assets with donor restrictions to net assets without donor restrictions at that time. Building and improvements, equipment and furniture and fixtures are being depreciated over the useful life of the related asset using the straight-line method once the property and equipment are placed into service. Leases The Organization has multiple lease agreements for various residential apartments expiring through April 2027. The Organization determines if an arrangement is a lease at inception. Operating leases (with the exception of leases with a term of twelve months or less) are recorded as operating lease right-of-use assets and obligations under operating lease liabilities in the statements of financial position. Leases with a term of twelve months or less are considered short-term leases and are accounted for as an expense in the statements of activities as rental payments are incurred. 9
TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Leases (Continued) Operating lease assets represent the Organization’s right to use an underlying asset for the lease term and lease liabilities represent its obligation to make payments arising from the lease. Operating lease assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. The Organization uses the rate implicit in the lease agreement to determine the present value of payments when readily determinable. When the lease does not provide an implicit rate, the Organization uses a risk-free rate based on the term of the lease at the commencement date in determining the present value of lease payments. The Organization’s lease terms may include options to extend if the option is considered reasonably certain to be exercised. Operating lease expense for lease payments is recognized on a straight-line basis over the lease term. Public Support and Revenue Recognition Contributions and Promises to Give Grants and contributions are recognized when cash is received or when the donor makes a promise to give to the Organization that is, in substance, unconditional. Conditional promises to give, that is, those with a measurable performance or other barrier and a right of return or release, are not recognized until the conditions on which they depend have been substantially met. Grants and contributions that are restricted by the donor are reported as increases in net assets without donor restrictions if the restrictions expire in the fiscal year in which the contributions and grants are recognized. All other donor-restricted grants and contributions are reported as increases in net assets with donor restrictions. When a restriction expires, donor restricted net assets are reclassified to net assets without donor restrictions. The Organization uses the allowance method to determine uncollectible promises receivable. The allowance is based on prior years' experience and management's analysis of specific promises made. There was no allowance as of June 30, 2025. Revenue from Contracts with Customers The Organization accounts for ticket sales as exchange transactions in the statements of activities. Revenue from contracts with customers is treated as revenue without donor restrictions. Funds received in advance from customers for services that have not been performed which are contract liabilities are shown as deferred revenue in the statements of financial position. In determining the appropriate amount of revenue to be recognized as it fulfills its obligations under its agreements, the Organization performs the following steps (i) identify contracts with customers; (ii) identify performance obligations; (iii) determine the transaction price; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Organization satisfies each performance obligation.
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TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Public Support and Revenue Recognition (Continued) The following summarizes the Organization's performance obligations: Ticket Sales Ticket sales income represents the sums actually paid for an individual ticket of admission or a series of individual tickets to a production of the Organization. Tickets are non-refundable at the time of receipt unless a performance is cancelled. The Organization estimates the number of cancellations and records a reserve if deemed material. The Organization allows for exchanges under certain circumstances for tickets of equal or lesser value. The total yearly adjustment for exchanged tickets is immaterial to the Organization. Tickets purchased in advance are recorded as contract liabilities by the Organization. Advanced ticket sales are recorded as revenue when the performance related to the ticket sale is complete. Ticket sales revenue is recognized at a specific point in time, which is when the performance related to the ticket is complete. Other Exchange Transactions Education income, royalty income, sponsorship income, program advertising, and service charge and facility income are recognized at a point in time when the performance takes place or when the fees relate. Concession income and cast recording income are recognized at the point in time the sale takes place. The timing of revenue recognition, billings and cash collections results in trade and other receivables and contract liabilities on the statements of financial position. Contract liabilities are $406,783 and $271,285 as of June 30, 2025 and 2024, respectively. The full amount of contract liabilities outstanding at June 30, 2024 was recognized as revenue during the year ended June 30, 2025. Fundraising Benefits Fundraising benefit revenue comprises an exchange element, based on the benefits received, and a contribution element for the difference and is treated as revenue without donor restrictions. The Organization does not have any significant financing components as payment is received at or shortly after the point of sale. The contribution portion is recognized as a conditional contribution when received and reported as a refundable advance on the statements of financial position and is recognized as revenue when the condition is met, which is when the event takes place. For the exchange portion, funds received in advance of the event date are recorded as contract liabilities in the statements of financial position. Revenue from the exchange portion is recognized at a point in time, at the date of the event held. Donated Services The Organization received donated professional services in support of its programs and operations. Donated services are recorded at fair value. Other Revenues Other revenues are obtained from rental income, miscellaneous and investment income. These revenues are used to offset program, management, and general and fundraising expenses. Revenue from these sources is recognized when earned. Certain investment income has been classified as with donor restrictions based on donor stipulations.
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TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Production Costs Production costs are capitalized at cost and are amortized over the estimated life of the theatrical production. Since all productions closed by June 30, all production costs have been expensed within the fiscal year. Advertising Costs Advertising costs are charged to operations at the time the advertising occurs, except for direct response marketing and other expenses incurred related to the subsequent season's performances that are deferred and recognized in the season when the related revenue is recognized. Advertising expense was $156,289 and $147,350 for the years ended June 30, 2025 and 2024, respectively, in the statements of functional expenses. Income Taxes The Organization is exempt from income taxes under Section 501(c)(3) of the Internal Revenue Code and applicable state law. Income generated by activities that would be considered unrelated to the Organization's mission would be subject to tax, which, if incurred, would be recognized as a current expense. The Organization is obligated for unrelated business income tax on net income from program advertising. As of June 30, 2025 and 2024, the Organization has approximately $54,000 and $25,000, respectively, in net operating losses carried forward. The losses carried forward have been fully reserved for since management is unable to determine the actual utilization of these losses. U.S. GAAP requires management to evaluate tax positions taken by the Organization and recognize a tax liability if the Organization has taken an uncertain position that more likely than not would not be sustained upon examination by taxing authorities. Management evaluated the Organization’s tax positions and concluded that the Organization had taken no uncertain tax positions that require adjustment to the financial statements to comply with the provisions of this guidance. The Organization did not record any interest or penalties on uncertain tax positions in the accompanying statements of financial position as of June 30, 2025 and 2024, or in the accompanying statements of activities for the years then ended. If the Organization were to incur any income tax liability in the future, interest on any income tax liability would be reported as interest expense and penalties on any income tax liability would be reported as income taxes. Reclassifications Certain prior year amounts have been reclassified to conform to the current year’s presentation.
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TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Functional Allocation of Expenses The cost of providing the various programs and supporting services has been summarized on a functional basis in the statements of activities and detailed within the statements of functional expenses. Costs have been allocated among the programs and supporting services based on analysis of personnel time and utilization of related activities. Management and general expenses also include those expenses that are not directly identifiable with any specific function but provide for the overall support and direction of the Organization. The expenses that are allocated include utilities, real estate taxes, telephone and internet, maintenance and depreciation, which are allocated on a square foot basis, as well as salaries, employee benefits, payroll taxes, office expense and insurance, which are allocated on the basis of estimates of time and effort. C. FINANCIAL ASSETS AND LIQUIDITY RESOURCES As of June 30, 2025 and 2024, financial assets and liquidity resources available within one year for general expenditures, such as operating expenses, scheduled principal payments on debt, and capital construction costs not financed with debt, were as follows: 2025 Financial assets Cash and cash equivalents Investments Accounts receivable Unconditional promises to give Liquidity resources Minimum endowment policy distribution (Note H) Board-designated net assets Total financial assets and liquidity resources available within one year
2024
$
534,208 3,106,544 493,333 16,115 4,150,200 2,600,000 (3,324,748)
$
702,068 2,339,533 150,604 10,950 3,634,953 2,600,000 (3,180,545)
$
3,425,452
$
3,054,408
The Organization's cash flows have seasonal variations due to subscriptions series renewals, single tickets sales, and the timing of grant and/or other contributed revenues. To manage liquidity, the Organization sells subscriptions at the beginning of the season to have cash on hand to pay for operating expenditures. In addition, the Organization has pledge campaigns to fund operations and other projects. The Organization's endowment funds consist of donor-restricted endowments. As described in Note H, the Organization's endowment agreement provides for an annual distribution for operating purposes. Although the Organization does not intend to spend from board-designated net assets, funds could be made available, if necessary, through a board resolution. D. FAIR VALUE MEASUREMENTS The Organization has provided fair value disclosure information for relevant assets in these financial statements. For applicable assets, the Organization values such assets using quoted market prices in active markets for identical assets to the extent possible (Level 1). To the extent that such market prices are not available, the Organization values such assets using observable measurement criteria, including quoted market prices of similar assets in active and inactive markets and other corroborated factors (Level 2). In the event that quoted market prices in active markets and other observable measurement criteria are not available, the Organization develops measurement criteria based on the best information available (Level 3). There were no changes in the investment leveling methodology for the years ended June 30, 2025 and 2024. In addition, there were no transfers between investment leveling classifications during the years ended June 30, 2025 and 2024. 13
TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ D. FAIR VALUE MEASUREMENTS (CONTINUED) Following is a description of the valuation methodologies used for assets measured at fair value. There have been no changes in the methodologies used at June 30, 2025 and 2024. Money market funds – Money market funds consist of cash on deposit and highly liquid debt instruments with original maturities of ninety days or less. The fair value of money market funds is the amount held in the account at the measurement date. Common stocks (equities) - valued at the closing price reported on the active market on which the individual securities are traded. Certificates of Deposit - valued using pricing models maximizing the use of observable inputs for similar securities. This includes basing the value on yields currently available on comparable securities of issuers with similar credit ratings. Fixed income - includes mutual funds that are valued at the daily closing price as reported by the fund. Mutual funds are open-end mutual funds that are registered with the U.S. Securities and Exchange Commission. These funds are required to publish their daily net asset value and to transact at that price. The mutual funds are deemed to be actively traded. Hedge funds - alternative investments (other than traditional long-only purchases of stocks or bonds) for the purposes of diversifying the market exposure of the investment portfolios, reducing volatility and/or enhancing the overall return. Alternative investments include a global equity limited partnership investing (long and/or short) primarily focused in software, industrial, healthcare, real estate and financial services sectors in global markets. These alternative investments are classified within Level 3 of the fair value hierarchy because they trade infrequently and therefore have little or no price transparency. Certain of the Organization's investments in private investment companies are measured using net asset value ("NAV") per share as a practical expedient and are therefore not categorized within the fair value hierarchy. Investments in private investment companies are valued, as a practical expedient, utilizing the net asset valuations provided by the underlying private investment companies, without adjustment, when the net asset valuations of the investments are calculated in a manner consistent with GAAP for investment companies. The Organization applies the practical expedient to its investments in private investment companies on an investment-by-investment basis. Investments consist of the following as of June 30, 2025 and 2024:
Hedge funds Common stock CL A Money market funds Fixed income Certificates of deposit Common stock CL B Investments measured at net asset value 1
Total $ 13,852,976 9,069,687 1,278,394 4,922,531 250,078 394,443 29,768,109 72,008,403 $ 101,776,512
2025 Level 2
Level 1 $
9,069,687 1,278,394 4,922,531 394,443 $ 15,665,055
$
$
250,078 250,078
Level 3 $ 13,852,976 $ 13,852,976
Cost 9,553,959 6,852,516 1,278,394 4,892,461 244,000 394,443 23,215,773 49,397,916 $ 72,613,689 $
14
TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ D. FAIR VALUE MEASUREMENTS (CONTINUED)
Hedge funds Common stock CL A Fixed income Certificates of deposit Common stock CL B Investments measured at net asset value 1
Total $ 11,593,677 10,336,293 4,865,227 245,155 330,322 27,370,674 63,722,629 $ 91,093,303
2024 Level 2
Level 1 $
10,336,293 4,865,227 330,322 $ 15,531,842
$
$
245,155 245,155
Level 3 $11,593,677 $ 11,593,677
Cost $9,599,999 8,308,068 4,916,245 240,000 330,322 23,394,634 45,031,508 $ 68,426,142
(1) In accordance with subtopic 820-10, certain investments that were measured at NAV per
share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts in this table are intended to permit reconciliation of the fair value hierarchy to the line items presented in the statements of financial position. The following table lists investments measured using the practical expedient by class and investment strategy as well as the unfunded commitments, redemption frequency and notice period for investments in entities that calculate fair value using NAV per share or its equivalent:
Strategies Global equity funds Emerging markets Hedge funds Private equity
Number of Funds 5 1 7 40
June 30, 2025 $ 17,418,365 6,344,789 13,852,976 48,245,249 $ 85,861,379
June 30, 2024 $ 14,897,842 5,108,377 11,593,677 43,716,410 $ 75,316,306
Unfunded Commitments June 30, 2025 $ 8,656,015 $ 8,656,015
Unfunded Commitments June 30, 2024 $ 9,358,188 $ 9,358,188
Redemption Frequency Daily-Triennially Rolling 5-year lock Monthly-Quarterly Illiquid
Redemption Notice Period 1-60 days Not applicable 60-90 days Not applicable
a) Global equity funds and equities are actively managed funds that invest in stocks and other securities issued by companies in domestic and foreign markets. Investments are held within a commingled trust or limited partnership structure. b) Emerging market funds include a commingled fund that invests in a diversified portfolio of equity securities of companies incorporated in emerging markets. All assets in this class may be redeemed on a daily basis.
c) Hedge funds are actively managed funds and fund-of-funds employing a variety of strategies, including not limited to multi-strategy, absolute return, long/short arbitrage, event-driven, distressed debt and credit. Hedge funds have the ability to invest long and short, shift from a net long position to a net short position, apply leverage, invest in derivatives and invest in the debt or equity of public and private companies in domestic and foreign markets. d) Private equity funds are actively managed funds and fund-of-funds that invest in private and public companies through a variety of strategies including, but not limited to early and latestage venture capital, leveraged buy-outs, distressed assets, special situations and credit strategies. These investments are generally not redeemable from the fund manager. Instead, distributions are received through the liquidation of the underlying assets of the fund.
15
TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ D. FAIR VALUE MEASUREMENTS (CONTINUED) Investment return, net consists of the following for the years ended June 30, 2025 and 2024:
$
Unrealized gain on investments Realized gain on sale of investments Interest and dividend income Investment return, net Less: Investment income without donor restrictions Endowment investment return, net
2025 9,567,949 888,455 2,282,651 12,739,055
$
268,055 $ 12,471,000
$
2024 8,907,706 1,214,832 199,339 10,321,877 449,762 9,872,115
E. UNCONDITIONAL PROMISES TO GIVE Unconditional promises to give that are expected to be collected within one year are recorded at net realizable value and unconditional promises to give that are expected to be collected in more than one year are initially recorded at fair value. When estimating fair value of unconditional promises to give, the relationship with donors, the donor's past history of making timely payments, and the donor's overall creditworthiness are considered and incorporated into a fair value measurement computed using present value techniques. The interest element resulting from amortization of the discount for the time value of money, computed using the effective interest rate method, is reported as public support. Unconditional promises to give consist of the following at June 30, 2025 and 2024:
Without donor restrictions With donor restrictions Total unconditional promises to give
Without donor restrictions With donor restrictions Total unconditional promises to give
Less Than One Year $ 16,115 925,000 $ 941,115
Less Than One Year $ 10,950 800,000 $ 810,950
2025 One to Five Years $ $
1,200,000 1,200,000
$ $
2024 One to Five Years $ $
1,900,000 1,900,000
$ $
Total 16,115 2,125,000 2,141,115
Total 10,950 2,700,000 2,710,950
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TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ F. PROPERTY AND EQUIPMENT Property and equipment consists of the following at June 30, 2025 and 2024: Land Building and improvements Equipment Furniture and fixtures
Life/Years n/a 39 5-10 5
2025 3,701,950 38,371,070 799,651 650,555 43,523,226 (14,602,192) 28,921,034 $ 28,921,034 $
Less: accumulated depreciation and amortization Construction in progress
n/a
2024 3,701,950 38,303,832 732,182 650,555 43,388,519 (13,500,482) 29,888,037 106,237 $ 29,994,274 $
Depreciation expense was $1,101,709 and $1,109,310 for the years ended June 30, 2025 and 2024, respectively. G. NET ASSETS Board-Designated Net Assets Board-designated net assets consist of the Organization's cumulative net assets without donor restrictions. Transfers from this fund can only occur through Board approval. The Organization's investment policy provides that these funds can be used for cash flow purposes up to a total amount outstanding of $200,000 for a period not to exceed 45 days with no time limit for repayment. The approval of the finance or executive committee is required for any funds borrowed that exceed these limits. During the year ended June 30, 2025, there was an increase in board-designated net assets totaling $144,203. During the year ended June 30, 2024, there was a decrease in board-designated net assets totaling $276,681. Board-designated net assets were $3,324,748 and $3,180,545 as of June 30, 2025 and 2024, respectively. Net Assets With Donor Restrictions Net assets are restricted for the following purposes as of June 30, 2025 and 2024: Excess investment income Future programs Subject to the passage of time: For the years ending after June 30, 2025 and 2024, respectively Donor-designated endowment Total net assets with donor restrictions
2025 35,947,181 218,792
2024 $ 27,080,032 218,792
2,125,000 38,290,973 62,503,995 $ 100,794,968
2,700,000 29,998,824 62,503,995 $ 92,502,819
$
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TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ H. ENDOWMENT POLICY Under the endowment agreement established with a donor (the "Endowment"), the investment income from the Endowment fund shall be expended for the operational, programmatic, management, capital and general expenses of the Organization at the discretion of the Board of Trustees, Endowment Committee and the terms of the endowment agreement. Pursuant to the terms of the agreement, in managing and investing the Endowment, the Endowment Committee shall consider the following factors: general economic conditions; possible effect of inflation or deflation; expected tax consequences, if any, of investment decisions or strategies; the role that each investment or course of action plays within the overall investment portfolio of the Endowment; the expected total return from income and from the appreciation of assets; other resources of the Organization and the needs to make distributions and preserve capital. The Board of Trustees of the Organization has interpreted the Uniform Prudent Management of Institutional Funds Act ("UPMIFA") as requiring the preservation of fair value of the original gift as of the gift date of the donor-restricted endowment funds, absent explicit donor stipulations to the contrary. As a result, the Organization classifies as net assets with donor restrictions (a) the original value of gifts donated to the permanent endowment, (b) the original value of subsequent gifts to the permanent endowment, and (c) accumulations and decrements to the permanent endowment made in accordance with the direction of the applicable donor gift instrument. The remaining portion of the donor-restricted endowment fund is classified as net assets with donor restrictions until those amounts are appropriated for expenditure by the Organization in a manner consistent with the standard of prudence prescribed by UPMIFA. In accordance with UPMIFA, the Organization considers the following facts in making a determination to appropriate or accumulate donor-restricted endowment funds: a. b. c. d. e. f. g.
The duration and preservation of the fund; The purposes of the Organization and the donor-restricted endowment fund; General economic conditions; The possible effect of inflation and deflation; The expected total return from income and the appreciation of investments; Other resources of the Organization; and The investment policy of the Organization.
Return Objectives and Risk Parameters The Organization has adopted an investment policy for endowment assets with the primary goal of maintaining the original value of the endowment principal, while providing funding to programs supported by its endowment. Under this policy, the endowment assets are invested in a manner that is intended to produce income and preserve principal while assuming a very low level of investment risk. Strategies Employed for Achieving Objectives To satisfy its return objectives, the Organization relies on a total return strategy in which investment returns are achieved through both capital appreciation (realized and unrealized) and current yield (interest and dividends). The Organization targets a diversified asset allocation that places a greater emphasis on equity-based investments to achieve its long-term return objectives within prudent risk constraints.
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TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ H. ENDOWMENT POLICY (CONTINUED) Spending Policy The Endowment provides for the Organization to distribute for operating purposes $2,600,000 (with cost of living increases allowed each year) in each of the first five years; in the sixth through tenth years, annual distributions shall be the greater of $2,600,000 or 4.16% of the fair market value of the investments. In the eleventh year and succeeding years, distribution shall be 4.16% of the fair market value of the investments. During the years ended June 30, 2025 and 2024, $3,603,851 and $3,418,383, respectively, (4.16% of Fair Market Value of the Endowment) were distributed for operating purposes. Funds with Deficiencies From time to time, the fair value of the endowment assets may fall below the funds’ original value. There were no endowment funds less than their original donated amounts at June 30, 2025 and 2024. Changes in endowment assets are as follows for the year ended June 30, 2025 and 2024: Endowment net assets, beginning of year Endowment policy appropriation Endowment investment return, net Endowment net assets, end of year Amount required to be maintained in perpetuity Accumulated investment gains
I.
2025 $ 89,584,027 (3,603,851) 12,471,000 $ 98,451,176
2024 $ 83,130,295 (3,418,383) 9,872,115 $ 89,584,027
$ 62,503,995 35,947,181 $ 98,451,176
$ 62,503,995 27,080,032 $ 89,584,027
CONCENTRATION OF CREDIT RISK The Organization's financial instruments that are exposed to concentrations of credit risk consist primarily of its cash, cash equivalents, investments, accounts receivable and contributions receivable. The Organization has significant cash balances at financial institutions which throughout the year regularly exceed the federally insured limit of $250,000. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Organization's financial condition, results of operations, and cash flows. Investment securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements. The Organization holds a certificate and savings account as part of an obligation to post a bond under a collective bargaining agreement with Actors' Equity Association. The certificate and savings account totaled $29,405 and $53,677 at June 30, 2025 and 2024, respectively. The bond due at June 30, 2025 and 2024, was $26,452 and $33,500, respectively, which is reflected within security deposits and bonds in the statements of financial position. 100% of the Organization's unconditional promises were from four and three donors, respectively, at June 30, 2025 and 2024.
19
TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ J. COMMITMENTS AND CONTINGENCIES a) Government supported programs are subject to audit by the granting agency. b) The Organization contributes to two multi-employer pension plans under collective bargaining
agreements covering union-represented employees, entirely in the entertainment industry. The vast majority of employers participating in these multi-employer plans are primarily engaged in the entertainment industry. These plans generally provide retirement benefits to vested participants based on their service to contributing employers, of which the Organization is one. In general, these plans are managed by a Board of Trustees with the unions appointing certain trustees and contributing employers of the plan appointing certain members. The Organization does not participate in any plan where it considers its contributions to be individually significant to the overall plan. Based on information available to the Organization, the vast majority of the multi-employer plans to which it contributes are adequately funded under the applicable provisions of the Pension Protection Act enacted in 2006 ("PPA"). One fund is in either "critical" or "endangered" status as those terms are defined in the PPA. The PPA requires all underfunded pension plans to improve their funding ratios within prescribed intervals based on their level of underfunding. The risks of participating in a multi-employer plan are different from a single-employer plan in the following aspects: The assets contributed to the multi-employer plan by one employer may be used to provide benefits to employees of other participating employers. If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers. If the Organization chooses to stop participating in the multi-employer plan, it may be required to pay the plan an amount based on the underfunded status of the plan, referred to as a withdrawal liability. Until the plan trustees develop the funding improvement plans or rehabilitation plans as required by the PPA, we are unable to determine the amount of assessments the Organization may be subject to, if any. Under applicable law upon its ceasing to make contributions to, or other "withdrawal" from an underfunded multi-employer pension plan, the affected funds could seek contributions from the Organization for the Organization's proportionate share of the plan's unfunded vested liabilities. The Organization believes that under such circumstances, if a fund were to seek to assess such contribution obligation upon the Organization's alleged "withdrawal", the Organization would have significant defenses against such assessment under applicable law. The Organization cannot determine at this time the impact that any alleged withdrawal from the affected plans may have on its financial position, results of operations or cash flows. Approximately 17% and 9% of the Organization's employees are participants in multi-employer plans as of June 30, 2025 and 2024, respectively. Pension and welfare expense for multiemployer plans was $530,363 and $395,306 for the years ended June 30, 2025 and 2024, respectively.
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TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ J. COMMITMENTS AND CONTINGENCIES (CONTINUED) c) The Organization has entered into various contracts with playwrights in order to develop,
produce and present plays on the stage in the presence of an audience. The Organization is obligated to pay royalties to authors and/or composers for productions that they have produced. If a play produced by the Organization generates royalties to the author and/or composer, then the Organization will generally be entitled to a certain percentage of the net proceeds received by the author and/or composer. d) The Organization has committed to invest additional funds of up to $8,656,015 and $9,358,188
in private equity funds as of June 30, 2025 and 2024, respectively. e) From time to time, the Organization is subject to litigation that arises in the ordinary course of
conducting activities. In management's opinion, the resolution of litigation matters, if any, would not have a material effect on the financial position of the Organization at June 30, 2025. K. EMPLOYEE BENEFIT PLANS The Organization has a 403(b) salary deferral plan covering substantially all employees. Under the plan, the Organization may make a contribution to the employee plan on a discretionary basis. For the years ended June 30, 2025 and 2024, the Organization made contributions based on a percentage of salaries for qualified employees of $56,313 and $50,740, respectively. L. DONATED SERVICES AND MATERIALS The Organization received contributed nonfinancial assets comprised of materials during the years ended June 30, 2025 and 2024, in support of its programs and operations, which are recognized in the statements of activities and included: Non-Financial Contributions Category Contribution
Type of Contributions Food
Valuation Market value of goods as provided by vendor
$
2025 7,368
$
2024 5,000
M. LINE OF CREDIT The Organization has a line of credit in the amount of $1,000,000 from a financial institution. Interest payments on the line are due monthly at a rate equal to the Wall Street Journal prime rate plus 5.00%. No amounts were outstanding on the line of credit at June 30, 2025 and 2024. The line of credit expires May 2026. N. OPERATING LEASES The Organization has multiple lease agreements for various residential apartments located in Red Bank, New Jersey to be used for actors. The leases expire through April 2027.
21
TWO RIVER THEATRE COMPANY, INC. NOTES TO FINANCIAL STATEMENTS ___________________________________________________________________________________ N. OPERATING LEASES (CONTINUED) As of June 30, 2025, the maturities of the Organization’s lease liabilities for the operating leases were as follows: Years ending June 30, 2026 2027 Total minimum payments Less: present value discount Total lease liabilities
$
$
86,040 56,370 142,410 (5,018) 137,392
The weighted average remaining lease term and weighted average discount rate were as follows as of June 30, 2025: 2025
Weighted average remaining lease term (in years) Operating leases Weighted average discount rate Operating leases
2024 1.66
2.65
4.54%
4.53%
O. SUBSEQUENT EVENTS The Organization has evaluated subsequent events through February 4, 2026, the date the financial statements were available to be issued. Management has determined that there are no subsequent events that require adjustment to or disclosure in the financial statements. P. PRIOR PERIOD ADJUSTMENT Net assets as of July 1, 2023, were adjusted by $750,000 to correct for an understatement of revenue from one foundation and $22,217 to correct for an overstatement of health insurance expense. The table below sets forth a summary of the restatements made to the net assets of as July 1, 2023:
Net assets, beginning of year - as previously stated Overstatement of 2023 health insurance expense Understatement of Foundation contribution revenue Net assets, beginning of year restated
Without Donor Restrictions
With Donor Restrictions
Total
$ 34,464,524
$ 83,349,087
$ 117,813,611
22,217
-
22,217
-
750,000
750,000
$ 34,486,741
$ 84,099,087
$ 118,585,828
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INDEPENDENT AUDITORS’ REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS To the Board of Trustees Two River Theatre Company, Inc. We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of Two River Theatre Company, Inc. (the "Organization"), which comprise the statement of financial position as of June 30, 2025, and the related statements of activities, functional expenses and cash flows for the year then ended, and the related notes to the financial statements, and have issued our report thereon dated February 4, 2026. Report on Internal Control Over Financial Reporting In planning and performing our audit of the financial statements, we considered the Organization’s internal control over financial reporting (internal control) as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Organization’s internal control. Accordingly, we do not express an opinion on the effectiveness of the Organization’s internal control. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the entity's financial statements will not be prevented, or detected and corrected, on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses or significant deficiencies may exist that were not identified.
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INDEPENDENT AUDITORS’ REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS (CONTINUED) Report on Compliance and Other Matters As part of obtaining reasonable assurance about whether the Organization’s financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements, noncompliance with which could have a direct and material effect on the financial statements. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Purpose of This Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the entity's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the entity's internal control and compliance. Accordingly, this communication is not suitable for any other purpose.
Mercadien, P.C. Certified Public Accountants February 4, 2026
24