Monday, January 26, 2009

Film Finance Consulting For U.S. Corporations, CPA's, Family Offices, Producers, Film Makers, Tax Attorneys Using Section 181, Reg. D PPM, Co-prods

Yes, its true. As much as I have been playing Jack Bauer and James Bond in the mysterious world of structured film finance for myself, I do from time take on certain and select engagements from clients that need some professional guidance in structuring film finance deals.

These can be U.S. corporations who have historically invested in New Markets Tax Credits but know that the realities of getting deals done using debt finance on real estate development in blighted areas may be a bit challenging vs. Section 181 structures where the co-equity and debt is usually not recourse (pre-sales finance).

Or the tax attorneys and CPA's that represent them.

Or the high net worth investors and family offices that want something, anything, that is not a hedge fund, real estate deal, but can offer a 60-100% return prior to revenues.

Or the U.S. filmmaker or producer who just left their long term posts as V.P. of capital markets at some big Wall Street firm or Palo Alto Venture Capital firm, have seen "Slumdog Millionare" and now want to follow in their footsteps and/or have A-list actors and directors attached and are a little worried that their holy grail film finance agents either could not do anything for them, or gave up on material after submitting it to 5 studios and 3 media funds left.

For the latter, especially with newbie filmmakers or those looking to make their second or even fifth film, some of what I may say may be a brute wake up call to reality but its better you hear it from me than a Federal judge, and would rather have a professional looking deal than convincing your investors to buy a bridge or hoping your agent who reps 1800 clients and needs financing on 200 scripts wins the lotto with yours.

In all seriousness, I made a list of what I will do and what I won't do and what I am looking for in terms of "pre-qualifying" who I will take on and who I'd rather not up the anti-oxidant intake because of the stress. So here goes.

What I will NOT do:

1. Cold call investors you found in some telemarketing list and try to sell them your deal.

2. Call my investor partners and have them invest in your movie (unless I arrange foreign co-production finance)

3. Call my A-list talent contacts and their representatives, distributors, co-production sources, without a firm agreement in place and without me liking your script.

4. Taking on a new engagement knowing full well the script/material is God awful and the chances of any kind of success is limited to what you pay me in fees.

5. Blatantly lying (including white lying) and providing false information in any business plan or PPM I structure that overstates who your advisory board or other team is, comparing your indie film pro-formas with studio produced ones, making any statement of fact that I know will show up in a subpoena and discovery, and overall, anything that I feel may have an ounce of ethical or karmic repercussions on the deal.

6. If you insist on being the writer, producer, director, and star.

7. If you tell me a star is "interested" if I get you the financing.

8. If you tell me a star is "interested" but you won't put me on the phone with them or their managers or attorneys to confirm it, even after we signed NDA's.

9. If you tell me a star is "interested" but then spend more than 10 seconds explaining to me who the star is because if I never heard of them, your pre-sale buyer in Abu Dhabi or Ufa won't either.

10. If you tell me a star is "interested" and he is either a rap star, a musical star, a Broadway star, a third co-star in a tv series or any tv series for that matter (Jack Bauer not included), an 80's star, or a Female lead (unless its one of 5-10 women in the world that are bankable)

What I will do:

1. Write Or Rewrite Your Business Plan, Realistic proformas, strategy, and give you my opinion on whether the script works, needs work, or you need to find a new line of work.

2. Advice on how combining Section 181 and tradeable tax credits can give you, your company, and/or your investors a 60-100% Return On Investment BEFORE profits while reducing Federal/State Tax Liabilities on a state by state basis that is scalable depending on where the need is.

Especially for state corporations that desperately would rather roll over their Federal tax liability to pay for Detroit's CEO's to take private jets everywhere vs. something that creates jobs and stimulates the economy as is the case with Section 181/"American Jobs Creations Act".

3. Prepare a Regulation D, Rule 504, 505, or 506 Private Placement Memorandum. Yes I know you can pay attorneys $25,000-$100,000 to do the same thing I can do for a fraction of the price plus all the bonuses you get.

4. Educate any of your interested investors on how this works and help you close your deals. (10 years in commercial real estate gave me that "closing" edge)

5. Introduce you and your projects (assuming I liked material and we have deal in place) to actors, directors, agents, managers, attorneys (yes you will still need them to make offers to actors, validate that you are real, arrange Section 181 paperwork post-production, and be a Hollywood political ally), casting directors, foreign sales agents, distributors, gap finance and supergap finance options, and, international co-production and co-equity if you decide on shooting your film in the U.K., Ireland, Canada, Germany, Australia, Spain, South Africa, Romania, Puerto Rico, Fiji, or some other place and you need me to arrange the financing that will cover 40-60% of your budget.

6. If you, your company, or your investors have zero needs for Section 181 incentives, structure the transaction where 100% of the capital will be protected and returned exclusive of profits.

7. Take an Executive Producer Credit and Fee

So, if you fall into one of these categories and have a budget allocated for yours truly's services (and no I will not barter for sex, tickets to the Circus, a '98 BMW, or an American style barbecue rib catering party for 20 of my friends), please email me to yuri@noci.com or call 310-651-0799.

And yes, its true. I have been offered some of the weirdest payment options, some I can't even publicly list because my grand kids may find this blog in 50 years.

Be real, be professional, and be a closer.