FEARLESS HEART Film Prospectus Prepared by Producers Marlene Mendoza Gilt Entertainment, LLC http://pro.imdb.com/company/co0307975/ Rob Walker Canyon Pictures, LLC http://pro.imdb.com/name/nm0908148/ FEARLESS HEART Business Plan I. Executive Summary II. Market Overview a. The Major Studios b. The Independents c. Movie-Going Public III. Marketing a. Publicity & Advertising b. Suggested Distribution Plan IV. Crew & Cast a. Producers and Director b. Cast V. Project Status Timeline VI. Financial Considerations a. Summary b. Budget (Top Sheet) c. Initial Funds & Fees d. Fiscal Control e. Investor’s Protection f. Overall Share of Profits I. EXECUTIVE SUMMARY “FEARLESS HEART” is an independent film project that has the potential for significant return on investment. Synopsis: Logline: Fearless Heart is filled with charming, believable characters and is a reminder of the dark days of the Great Depression in America while celebrating the courage and strength of the human spirit in times of adversity and hardship. Heartwarming bravery and determination under the most adverse conditions offer hope, entertainment and encouragement to the reader. Synopsis: Robert, Ellen and Stephen Blair are a small family living in the slums of New York City during the Great Depression in 1930. Robert works on the docks as a day worker, praying each morning that there will be a few dollars to bring home to his family. Robert frequently notices a black limousine as he walks to and from the docks and is curious about its presence in his downtrodden neighborhood. Robert returns to work after Christmas and learns the company has closed their office at that location. He returns home to break the news to his family and embark on a quest to find more work. As he leaves the building, the black limousine he has seen on previous occasion stops in front of him. Molly Fulton and her chauffeur Walter Monroe exit the limo. Molly offers Robert a job on her estate making $3 a day. He eagerly accepts this generous offer, in shock that this opportunity literally fell into his lap. Walter picks Robert up each morning and brings him home each night but Robert is concerned that the estate is more than an hour out of the city and this long commute concerns him regarding the generosity of transportation being provided him to and from the estate each day. A snowstorm strands Walter in the Blair apartment and he reports back to Molly regarding the living conditions of the family. Molly is a generous and kind employer and is deeply concerned regarding their hardships. She offers Ellen a position as house manager for Fulton Manor and requests that the family move into the manor. They accept her offer. The small family settles in quickly and Molly thrives with their presence. She and Stephen develop a fast friendship and when he contracts pneumonia shortly after arriving at the manor, he makes a slow but certain recovery thanks to excellent medical care provided by Molly’s physician and a local woman with the reputation of a healer. On a trip to the village near the manor after Stephen recovers, Dooble Howell, a young man with a disability, is hired to help on the estate so that Robert can work in the Fulton Engine Company owned by Molly. In the spring, Ellen discovers that she’s pregnant and Patty Darby is hired to help with the cleaning and cooking at the home. Dooble and Pattie fall in love and are married in the manor at Thanksgiving. The day after Christmas, Ellen gives birth to a little girl and at Stephen’s suggestion she is named Molly Elizabeth, after Molly Fulton. In February, Molly suffers a minor heart attack and Robert learns that she is his biological mother. She was forced by her father to give Robert up for adoption when Robert’s father was killed in a riverboat accident before he and Molly were married. Molly had been searching for Robert since his birth in a home for unwed mothers. Robert is shocked but understands what happened when his mother explains to him after her return from the hospital. He also understands her acceptance of his family and her love of the children. He is able to visit his father’s grave and have closure regarding his personal history. Molly adopts Robert so that the whole family can have the Fulton name as they are rightly entitled. This action socio-drama film has wide appeal to audiences that can relate to today’s economic environment. The script sets up a visually charged atmosphere, and the characters have engaging roles, that combined with well-developed marketing, and distribution revenue strategies give this production the foundation it needs to achieve both critical acclaim and financial success. The primary source of financing for motion pictures comes from the major studios. The studio’s costs for producing and marketing films have grown tremendously over the past few years, with an average cost north of $90 million in 2006. The studios are criticized, however, for lack of originality in their choice of films, often focusing more on “star power” than on elements that are of primary interest to audiences, such as plot. They also often times neglect the public interest in edgier subject matter. A successful independent film will generally include a strong focus on plot and push the envelope with material that satisfies the millions of movie goers that are neglected by their boring choices given on Friday nights at the studio driven Cineplex around the world. Although independent films tend to be risky in nature, a long history of independent film successes achieving extremely attractive returns on investment continues to stimulate the interest of the investment community. It has also stimulated a large change in the studio world when it comes to picking up or buying these independent gems they just won’t make. They are afraid to take chances in production but are quick to buy up quality independents that come to the market, especially when “star power” is involved. Primary, secondary, and tertiary target audiences have been identified, along with the corresponding market approaches. The bankable elements of the film include its named cast, true historical value, stylistic vision, passionate director of and the fact that it was written by the little boy who lived the story. This will reach a large age range of the targeted public, and a solid, easy identifiable plot for audiences worldwide. Moreover, in addition to proactively working toward securing a favorable agreement with a traditional distributor, an alternative, proven distribution strategy has been developed that ensures U.S. theatrical distribution. Given the challenges associated with securing distribution, this alternative strategy greatly reduces the risk involved in investing in this production. In addition to anticipated revenues from domestic and foreign theatrical, television, cable, and video/DVD distribution, a variety of ancillary revenue streams are in development. These streams include revenues from a soundtrack, product placement, and a ‘making-of’ that has the potential for a series for additional television revenue. Ancillary revenues will be pursued both online and off as part of a larger marketing strategy as the film nears theatrical release. “FEARLESS HEART” production team is comprised of a number of creative and business professionals with significant motion picture experience. All potential contributors to the project will be screened for their ability to deliver services in a timely and cost effective manner. Under a California Limited Liability Corporation, a total of $5,282,330. U.S. is being sought for purposes of this production. This amount covers the actual production costs of the film, limited marketing and publicity, and the initial phase of an alternative distribution strategy. BUDGET SUMMARY *The numbers are approximations and the budget can be brought down if need be, but as of now these are the numbers to make the highest quality movie with the best talent possible. The costs also include P&A. II. MARKET OVERVIEW a. The Major Studios The primary source of motion picture financing in the United States comes from the major studios. The studios have tremendous power in terms of financing, distribution, and access to star talent. There are six major studios known as the "Big 6". Sony Pictures Paramount Pictures (Viacom - which bought Dream Works in February 2006) Universal Studios (NBC Universal Studios) Buena Vista (The Walt Disney Company) Warner Brothers (Time Warner) 20th Century Fox (News Corporation) These major studios comprise over 90% of total domestic box offices grosses, but Independent films have proven they can now compete with them in the market. The additional bonus to that is they are looking to acquire these independent films to buy or license to sell and market as their own. Either way, the independent is being sold and making money. INDUSTRY STATISTICS 03’ 04’ 05’ 06’ U.S. Box Office (Billions) 9.49 9.54 8.99 9.49 Worldwide Box Office (Billions) 20.39 25.19 23.27 25.82 U.S. Admissions (Billions) 1.57 1.54 1.40 1.45 Admissions per Capita 5.4 5.2 4.7 4.8 Number of New Film Released U.S. 459 474 535 599 2006 Admission / Attendance Comparison (Millions) Movies 1,448.5 Theme Parks 341.0 Sports 136.9 Source: MPAA.ORG (2006) BOX OFFICE After a dip in 2005, the U.S. box office climbed up 5.5% to reach $9.49 billion 2006. Global box office reached an all-time high with $25.82 billion in 2006, compared to $25.27 billion in 2005, an 11% increase. ADMISSIONS U.S. theater admissions grew 3.3% to 1.45 billion tickets, ending a 3 - year downward trend. In 2006, the average price of a movie ticket in the U.S. rose to $6.55, a 2.2% increase over 2005. SCREENS The number of theatrical screens is leveling off after reaching their peak in 2000 (37,396). In 2002, the number of screens decreased by 4% to 35,280. While theater screens declined, the number of digital screens increased. The FUTURE OF EXHIBITION, digital screens, increased to 124 in 2002. This is a 933% increase from 1999. ECONOMICS Consistent with 2005, PG and PG-13 films accounted for 85% of top 20 films. The total number of films released continued to increase in 2006 with 607 films released. This is an 11% increase over 2005's 549 films. The average cost to make and market a major studio film was $100.3 million in 2006. This includes $65.8 million in negative costs and $34.5 in marketing costs. Prices for ‘studio economics’ include production costs, studio overhead, and capitalized interest. Due to changes in financial reporting regulations, abandoned project costs are no longer allowed to be included in studio overhead, and are no longer a part of total negative costs. These costs are now reported losses and in theory come out of the company’s profits and cannot be represented in this industry standard model. b. The Independents In its broadest sense, the term ‘independent’ refers to any feature production that is not made by one of the major studios. However, more accurately, an independent filmmaker is one who has an idea for a film (or obtains the rights to an existing literary property), raises the funds with which to make the film, maintains substantial creative control throughout the making of the film, and ultimately arranges for marketing and distribution. Independent films not only differ from the major motion picture in terms of process, but also in budget size, with budgets for independents typically running in the low millions or hundreds of thousands of dollars. The only overhead they foster is during and part of the life of production of a film and a minimal period during distribution when necessary. This is where millions of dollars are saved. Generally, once an independent film is completed, theatrical distribution is sought via traditional channels. For the independent filmmaker, this usually involves submitting the film to prominent film festivals like Sundance and film markets such as Cannes where distributors have the opportunity to view and possibly “pick up” the films. In some cases, the independent filmmaker will distribute direct to theaters and also direct to the video market. Given the hurdles in securing funds to produce independent films, as well as the challenges in locking down distribution once the film is made, independent films tend to be risky in nature. However, there is a long history of ‘indie’ successes that continues to stimulate the interest of the investment community. Most recently success can be found within the ‘Iron Man’ Franchise. Despite its large budget, the monies were independently raised. Independent films have returned in U.S. theatrical profits alone anywhere from 14 to 4000 times their cost, in some cases only within a few months of their release dates. c. Movie-Going Public With the motion picture industry releasing an average of three major films per week, the competition for audience share is fierce. Attracting more people to theaters requires a thorough understanding of the consumer’s decisionmaking process. Research conducted in the summer of 2006 found that people went to the movies in the theater more frequently over the prior 12 months than in 2005. Likewise, the proportion of people who never go to the movies dropped in 2006. African-Americans have the highest admissions per moviegoer with 9.0 movie per year. According to a recent survey conducted by the Artist Rights Foundation in Los Angeles, 92% of people interviewed, regard watching films as their # 1 pastime. MOVIE-GOER SURVEY: Monthly Activity % of Population Go to Theater at Least 1 x 82% Go to Theater at Least 3 x 30% Go to Theater at Least 5 x 8% Rent Video/DVD at Least 1 x 87% Rent Video/DVD at Least 3 x 65% Rent Video/DVD at Least 5 x 49% Source: Artist Rights Foundation Survey Fifty-six percent of the filmgoers who see a movie at least once per month usually go to the theater in the first week of a movie’s run. In addition, 94% of moviegoers head to the theater with a specific film in mind. The study also found that almost half of all moviegoers are influenced to see a movie by a positive review, compared with only 29% who said a negative review persuaded them to skip a movie. According to an Arbitron Survey, while studios continue to pay huge salaries to A-list actors, star power ranks relatively low among factors that attract viewers to the megaplex – with topic or plot being more important (Variety). The AMC movie theater chain has conducted private studies that also conclude that going to the movies is still America’s #1 pastime. Their reasoning being that seeing a movie is still the cheapest, most enjoyable, accessible form of entertainment for people outside of their homes. III. MARKETING a. Publicity & Advertising Generally speaking, the marketing aspects of a film are in the hands of the distributor, given that the distributor pays for the marketing campaign and, thus, have final say. Therefore, in selecting a distribution partner, all efforts will be made to ensure that the distributor clearly understands the film and the strategies necessary to reach its target audience. Major motion pictures tend to spend an exorbitant amount of money on marketing efforts during the first two weeks of a film’s release that independents generally do not have available in their coffers. Percentage allocations are typically as follows: MOTION PICTURE STUDIO ADVERTISING ALLOCATION Newspaper 13.5% Network 23 % Spot TV 17.6% Trailers 4.5% Internet 0.9% Other media 21.4% * Other non-media 19.1% * *Other Media includes: *Other Non-Media Includes: Cable TV/Network TV Ads Production/Creative Services Network Radio Exhibitor Services Sport Radio Promotion & Publicity Magazines Market Research Billboards Posters/Box Cover Art Source: MPAA Subsidiary companies of the major studios include companies such as Sony Pictures Classics, Fox Searchlight, New Line Cinema, and Weinstein And Company (formally Miramax). These companies, which have less money to spend, tend to allocate their resources differently than the studios, more likeminded with independent filmmakers. MOTION PICTURE SUBSIDIARY ADVERTISING ALLOCATION Newspaper 22% Network 25.7% Spot TV 5.6% Trailers 6.1% Internet 0.9% Other Media 21.1% Other Non-Media 18.6% Source: MPAA Independent films will tend to deviate from the allocation detailed above given the high cost of some of these media such as spot TV. The focus will often be more on lower cost advertising such as the Internet, radio blurbs, and regional versus national advertising. Savvy independent filmmakers understand there are existing media resources available that reach millions of audience members simply through creating a ‘buzz’ at relatively low to no costs. People want to be ‘in the know,’ especially when it is entertainment related. Advertising is synonymous with marketing in the mind of a good independent filmmaker. The press is our ally and best friend when starting the ‘buzz.’ b. Suggested Distribution Plan In cases where a distribution agreement is secured prior to completion of the film, it is more than not financially unfavorable for investors. Whereas completed projects generally give independent filmmakers more leverage in negotiating a more favorable distribution deal. The most common method used by independent filmmakers for securing distribution is via screenings at the major film festivals such as Cannes, Toronto, Berlin, Sundance, Austin, etc. Given the market forces at play, the producers of “FEARLESS HEART” are pursuing a variety of strategies as releases to the distribution of this film: A. Proactively initiate preliminary discussions with major distributors prior to final completion of the film to generate interest. Actively enter negotiations upon completion of the film. B. Submit the film to major film markets and festivals such as Cannes, Toronto, Berlin, Sundance, Austin, etc. Note: This film is perfect for the Berlin Film Festival, which is generally in February. Note: If we get production underway by next May, we will be able to make this prestigious event. C. Send distribution representatives to the major markets. D. Film premiere in Los Angeles, California for “Academy Award” eligibility. As producers with industry leading experience on numerous studio and independent films, relationships, resources, and highly successful distribution deals, we are confident that this picture will get made on budget, on time, and widely distributed to the delight of investors and ourselves. We are extremely interested in developing a lasting relationship with investors for additional future film projects with star talent involved. IV. CREW & CAST a. Producers – Writer – Director Rob Walker – Director/Producer http://pro.imdb.com/name/nm0908148/ Director and Producer of over 40 feature films for the BBC in the UK. Rob Walker was nominated for the prestigious BAFTA award for Best Miniseries “Die Kinder” starring Miranda Richardson & Frederic Forrest. Best Drama Series for Blind Justice (1983). Mr. Walker directed John Hannah, Fred Ward, Peter Stormare and Famke Janssen in the 2000 Heist Drama “Circus” and He wrote “Beyond Bedlam” with Elizabeth Hurley. Rob Walker teamed with Rick Walters at Streetwise Productions to manage and produce their vision for successful film productions and has now teamed up with Matt Walker at Angel Motion Pictures Ltd forming Walker’s Entertainment in L.A. Marlene Mendoza – Producer http://pro.imdb.com/company/co0307975/ Marlene is President of Gilt Entertainment Corp. and has many years of hands on experience in the film industry with a background in business management and consulting on financing of motion pictures. Masters in Management (Leadership) 2012 Summa Cum Laude (top 5%) Bachelors in Management (Marketing) Talent Management and Independent Film and Business Consultant – over 20 year’s Motion picture development – Marketing - Leadership for team building worldwide. Product development – Studied various stages of business development, marketing research, potential markets, pricing strategies and consumer behavior. Her specialty is film finance and putting the right film teams together. She has run several businesses. Giorgio Serafini – Producer/Director http://pro.imdb.com/name/nm0784805/ Giorgio Serafini was born in Brussels, Belgium, from Italian parents. At the age of nine, Giorgio co-directed two short shot in Super 8. The Museum of Cinema of Brussels has been his real teacher. Giorgio wrote and directed, "The Nickelodeon Type" as he was completing his studies in Political Science and International Relations at the Université Libre de Belgique. Meanwhile, Giorgio read and fell in love with a book by Gaetano Tumiati, "Prigionieri nel Texas". It depicts the true story of Italian Prisoners of War in a camp located in Texas during WWII. In December, 1989, then developed the Italian POW's. Giorgio and producer, Nicole Labouverie, then a documentary on the topic: "The Walls of Sand". That same year Giorgio and his friend, Kalindi Dighe, decided to co-direct an English speaking film titled "The Junkyard Angel". While filming, Giorgio met actress, France Demoulin. He married her in June, 1991. In December, 1991, Giorgio and France moved back to Rome to finally start production on "Blu Notte". In 1994, producer, Massimo Civilotti, sent Giorgio to Los Angeles to close the coproducing deal for "Loveblind". The deal was closed with Willy Baer's company, Capella. He worked on a promo film for Attorney General, Alexander Haigh. Then directing the feature movie "The Garbage Man" starring Frank Stallone. Finally in summer, 2000, the long awaited project about Italian POWs in Texas was given the green-light. When Italian TV-mogul, Guido De Angelis saw a screening of "Texas 46" and asked Giorgio to direct a project for Italian production company Titanus. That's how Giorgio became involved with directing the three seasons of the television series "Orgoglio" (Pride) for Italy's first channel, RAI1. Giorgio Serafini is presently living in Los Angeles as an award winning Italian/American director. Amongst his previous features are “Game Of Death” with Wesley Snipes distributed by Sony and “The Healer” with Joel Courtney (Super 8), Isabelles Fuhrman (Hunger Games), James LeGros (Point Break), Trace Adkins and Peter Bogdanovich (currently in postproduction) Giorgio uses his film production experience and talented producing and directing abilities to give special insight into the project, and his firsthand knowledge details of the material due to his experience with “Johnny’s Gone” will insure “FEARLESS HEART” is a success. b. Cast Attempts will be made to secure one of the following individuals for the lead male and female role with a “pay or play” offer based on actor availability. The money for these offers must be put into an escrow account for producer’s view from investors upon signing of any producer agreements. In addition, prior to attempting to secure actors, holding fees for producers, director, and writer will also be required at initial signing. TARGETED CAST: Lead role of * Cameos will be considered for the remaining cast V. PROJECT STATUS An overview of the status of the production is as follows: STATUS OVERVIEW • / Finalized Screenplay • / Completed Budget • / Completed Business Plan • / Seeking Private Investment for Production A project timeline detailing the major components of final development, preproduction, production, and post-production is as follows: TIMELINE DEVELOPMENT COMPLETE Producer and Director Contracts Signed Initial Required Funds Deposited Lead Male Secured PREPRODUCTION (12 Weeks) Finalize Budget Final Crew Assembly Hire Key Personnel Hire Additional Cast Finalize Storyboards Lock Locations (on books at Universal) Conference with Post Facilities Contract Post Facilities Rehearsal of Actor PRODUCTION (12 Weeks) Production Shoot Film Processing & Post Begins Editing Begins Scoring Begins POST (16 -20 weeks) Overlap as post begins in production Editorial Film Finish Negotiations start to secure distribution (Sony interested) VI. FINANCIAL CONSIDERATIONS A. Summary This budget is based on the logistics involved in the production of “Latin Quarter.” As final contracts with personnel, vendors, service providers, etc. are secured, some enhancements may be made, however, for purposes of a general use of funds this budget is representative of all expectations. “FEARLESS HEART” BUDGET SUMMARY Total Above the line: $3,300,000. Total Below the line: $ 972,830. Total: $5,282,330. BUDGET SUMMARY Above the Line Costs $2,915,000.00 Below the Line Costs $1,837,000.00 Total Above & Below $4,752,000.00 Other Costs $676,988.00 B. Budget Under a Limited Liability Corporation, “FEARLESS HEART” will require a total investment of $5,282,330.00 U.S. including fringes and taxes. 10-12 weeks of shooting with 6 day work weeks. “FEARLESS HEART” BUDGET SUMMARY Under a Limited Liability Corporation, FEARLESS HEART will require a total investment of $5,282,330.00 U.S. including fringes and taxes. FEARLESS HEART Budget Top Sheet 2012 Based on 12 - 6-day weeks of shooting ABOVE THE LINE 1100 1400 1500 1600 1700 Story & Other Rights Producers Unit Directors Unit Talent & Casting A-T-L Travel/Living $100,000 $900,000 $200,000 $1,500,000 $600,000 ABOVE THE LINE TOTAL $3,300,000 BELOW THE LINE PRODUCTION 2100 2200 2500 2600 2700 2800 2900 3000 3200 3300 3400 3500 3600 3900 4000 Production Staff Art Direction Property Department Camera Operations Electric Operations Grip Operations Production Sound Special Visual Effects Set Operations Wardrobe Department Makeup & Hair Department Location Department Transportation Department Production Office Production Film & Lab $110,000 $55,000 $60,000 $120,000 $60,980 $27,900 $15,450 $120,000 $18,000 $200,000 $20,600 $103,400 $19,500 $10,000 $32,000 BELOW THE LINE PRODUCTION TOTAL: $972,830 BELOW THE LINE POST PRODUCTION 5100 5200 5300 5400 Editing Post Production Sound Music Post Production Film/Lab $122,500 $40,000 $50,000 $37,000 BELOW THE LINE POST PRODUCTION TOTAL $249,500 BELOW THE LINE OTHER CHARGES 6300 6400 Publicity Miscellaneous $500,000 $50,000 BELOW THE LINE OTHER CHARGES TOTAL $550,000 BELOW THE LINE CONTINGENCIES 7000 8000 FEARLESS HEART 2012 Indirect Costs Finance Costs $210,000 $0 BELOW THE LINE CONTINGENCIES TOTAL $210,000 TOTAL PROJECT COST: $5,282,330 C. Initial Funds & Fees Upon signing of producer agreement for FEARLESS HEART initial funds must be secured and paid for fees equal to 5% of the total producer’s fee, 5% of the director fee, and 5% of writer’s fee. In addition, an escrow account must be secured for10% of each of the two leads for one male and one female role. Attempts to secure the lead actors cannot be made until funds are available for professional and industry standard practice of “pay or play deals.” In the event, the investor(s) cannot produce the difference of these fees to complete the production budget in a time frame as agreed upon, the fees paid to producers, director, writer and actors, will be forfeited. Producers do not expect to begin pre-production until all funds have been secured. Seed funds in the amount of $200,000.00 US secured. Producer Fees – approx. 5% = $125,000 Director Fee – 5% = $15,000 Writer Fee – 5% = $10,000 Lead Male Actor – 10% = $300,000 Lead Female Actor – 10% = $300,000 TOTAL INTIAL FUNDS & FEES $750,000 D. Fiscal Control During a production, a production accountant who has been approved by the investors will handle the daily expenditures and along with producers will supply the investors with weekly reports. E. Investor’s Protection This production will be set up as FEARLESS HEART PRODUCTIONS”, a Limited Liability Corporation. To ensure the protection of the investment, when securing a production staff for this project (accountant, production manager, etc.), only individuals with a track record of success in managing and completing projects on time and on budget will be considered. The Investment has good potential for tax credits the first year. F. Overall Share of Profits Profits will be shared based on a 90/10 split, with 90% of the profits going directly to investors until 125% of their original investment has been recouped, after which distribution of income will follow a 50/50 split. Profits will be shared on distributable income: the monies received after contractual payments to entities such as distributors have been made. Closing thoughts: The producers are very passionate about this film and have high expectations for its release considering the obvious demands from the movie going public and the talent involved. All efforts will be made by the producers of “FEARLESS HEART” to secure an attractive return on investment.