At the core of any successful film finance practice are veteran lawyers skilled in the film industry and capable of efficiently and creatively handling a client’s needs. Bingham represents both the financial institutions that provide financing to independent film producers and many of the producers who seek such financing.
Film financing can be extremely risky business for lenders that lack effective counsel. This is why the leading secured lenders in the independent film industry rely on Bingham for effective and time-sensitive representation at a fair price. We pride ourselves on handling all aspects of film finance from the initial commitment to resolution of disputes through mediation, arbitration or the courts. We protect our clients’ rights by staying current with industry trends and complying with applicable state, federal and international laws.
We also help financial institutions bring Wall Street to Hollywood. With talented professionals embedded in the California and national business landscapes, our lawyers’ industry knowledge in the financing context is sophisticated and far-reaching. We advise both lenders and producers in all aspects of entertainment finance, including complex multisource financing and credit facilities for slate financings. We have extensive experience in independent film finance, including international tax mitigation structures, distribution, intellectual property, accounting and multiple creditor relationships. Our cross-border capabilities include sale and leaseback know-how and multijurisdictional co-production financing. Success in this area has required our lawyers to master the international demands of each and every transaction.
When representing film producers, we understand that extreme care and attention to detail must be employed when arranging capital for a film. When raising funds and structuring debt, small mistakes can result in production delays, fines and inefficient use of the producers’ limited resources. Bingham’s team has established long-standing and extensive relationships with key players in the independent film marketplace, including financial institutions, producers, bond companies and sales agents. Working in both litigation and transactions, our lawyers have represented clients throughout the United States and across the globe.
Our Capabilities
We represent financial institutions and producers in all aspects of motion picture and television lending, including:
- Structuring of single picture production financing, slate film credit facilities, P&A financing and film library loans
- Chain of title analysis
- Preparation and negotiation of various loan and security-related agreements and documents
- Review and analysis of foreign and domestic license agreements
- Preparation and negotiation of notices of assignments with foreign distributors and studio interparty agreements with domestic distributors
- Negotiation of collection account management agreements
- Negotiation and review of completion bond documentation
- Negotiation of entertainment guild subordination/intercreditor agreements
- Preparation and negotiation of film laboratory control agreements and access letters
- Preparation of foreign tax intermediary security documents and analysis of related distribution documents
- Preparation and negotiation of intercreditor and subordination agreements
- Analysis and negotiation of letters of credit securing film distribution contracts and credit facility
- Preparation and negotiation of non-disturbance agreements
- Preparation of various pledge and guaranty agreements
- Analysis of production, essential element and E&O insurance-related documentation
- Conduct film production and corporate due diligence
- Analysis of sales agency agreements and production agreements, and preparation and negotiation of related agreements thereto, including sales agent interparty agreements and producer security documents
- Sponsorship and endorsement deals
- Trademark and copyright prosecution and protection
We are also skilled at completion bonds in connection with international tax incentive film financing for co-production arrangements and sale-leaseback transactions.
Litigation
Bingham’s entertainment practice features a full range of litigation services, including state and federal trial and appellate work, arbitration and mediation. Our group provides advice and advocacy in connection with various issues affecting the industry, including enforcement of secured rights, profit participation disputes, tax concerns, copyright and trademark infringement, guild issues, delivery disputes, right of publicity, foreclosures, and employment and labor matters.
We advise clients on litigation matters involving foreign and domestic film distributors, sales agents, bond companies, producers and other interested entities. By teaming with our clients, we devise solutions that add value to and strengthen the foundations of their productions.
Representative Matters
Bank of America
- Represented Bank of America N.A., Canada Branch, as administrative agent for the syndicated working capital credit facilities for Alliance Film Holdings Inc., a Canadian-based distributor of film and television programs, including the various CSI series
- Represented Royal Bank of Canada and Bank of America as United States counsel for the syndicated acquisition and working capital credit facilities for Cookie Jar Entertainment Company’s acquisition of DIC Entertainment Co.
- Represented Bank of America N.A. as agent for the syndicated working capital credit facilities for Village Roadshow and Concord Music Company
Comerica Bank
- Represented Comerica Bank, as collateral agent, in the documentation of a $130 million credit facility for the financing of a slate of motion pictures produced by prolific Hollywood production company, Nu Image Inc.
- Represented Comerica Bank in the documentation of an individual film production loan for “Milk” under an existing credit facility for a slate of motion pictures produced by Groundswell Pictures II LLC. The story involves California’s first openly gay elected official, Harvey Milk, a San Francisco supervisor who was assassinated, along with Mayor George Moscone, by fellow supervisor Dan White. The film stars Sean Penn, James Franco, Josh Brolin and Emile Hirsch, and is directed by Gus Van Sant.
- Represented Comerica Bank in the documentation of a film production loan for Richard Kelly’s “The Box.” The budgeted $30 million film revolves around a small wooden box that arrives on the doorstep of a married couple played by Cameron Diaz and James Marsden, who open it and become instantly wealthy.
- Represented Comerica Bank in the documentation of a film production loan for “District 9,” a motion picture produced by Peter Jackson and QED International LLC. This complex structured, cross-border transaction involved counsel from the United States, the British Virgin Islands, Canada and New Zealand.
- Represented Comerica Bank in the documentation of a film production loan for “The Invention of Lying,” a comedy set in a world where no one has ever lied, until a writer seizes the opportunity for personal gain. This movie was written and directed by Ricky Gervais and stars Jason Bateman, Jonah Hill, Tina Fey and Christopher Guest.
- Represented Comerica Bank in the documentation of an individual film production loan for the movie “All Good Things” under an existing credit facility for a slate of motion pictures produced by Groundswell Pictures II LLC. This drama revolves around a detective who begins to unravel a missing-persons case that looks to spell doom — and quite possibly death — for the heir to a New York real estate dynasty. The film stars Ryan Gosling, Frank Langhella and Kirsten Dunst and is directed by Andrew Jarecki, Oscar-nominated director of Capturing the Friedmans.
- Represented Comerica Bank in the documentation of an individual film production loan for “Appaloosa” under an existing credit facility for a slate of motion pictures produced by Groundswell Pictures II LLC. This film, directed by Ed Harris, revolves around two friends hired to police a small town that is suffering under the rule of a rancher find their job complicated by the arrival of a young widow. It stars Viggo Mortensen, Jeremy Irons and Renée Zellweger.
- Represented Comerica Bank in the documentation for the motion picture “Shorts” by director Robert Rodriguez. This film revolves around a group of young outcasts who are swept into an unexpected adventure when they find a mysterious box in their neighborhood.
City National Bank N.A.
- Represented City National Bank N.A. in the documentation of a film production loan for Michael Moore’s documentary “Capitalism: A Love Story”
CIT Lending Services Corporation
- Represented CIT Lending Services Corporation, as administrative agent, in the documentation of a credit facility for the financing of a slate of motion pictures produced by GreeneStreet Films
Union Bank of California
- Represented Union Bank of California in the documentation of a film production loan for “Alpha & Omega.” This is slated to be an animated family comedy starring Christina Ricci and Hayden Panettiere set for release in 2010 and directed by Ben Gluck.
MGM Lenders Steering Committee
- Represented the steering committee for the senior secured lenders with respect to the $3.7 billion revolving and term credit facilities for Metro-Goldwyn-Mayer Inc.