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Page 1 of 6April 2, 2013

By Alex Ben BlockRelativity Media has closed a $115 million, five-year revolving line of credit that it expects to expand to $300 million within one year, according to CEO Ryan Kavanaugh.

That money includes $50 million being put up by OneWest Bank, $50 mil-lion from Barclays Bank and $15 million from City National Bank. OneWest and Barclays are the co-lead arrangers and syndi-cation agents that will raise the additional debt.

“The real reason to do this now is there is so much debt available in the mar-ket and it’s so cheap,” says Kavanaugh.

Some of the money might be used to pay down a por-tion of about $100 million

in debt that was part of $350 million that Relativ-ity set in place nearly a year ago, around the time that Ron Burkle became a major investor, along with Colbeck Capital. The other $250 million is mezzanine debt put up by Kavanaugh, Burkle and other investors,

all equity holders in the company.

Before Burkle came in and bought out much of the equity previously held by Elliott Associates, a New York hedge fund that still holds a minority position in Relativity, it was unclear if the company even had a future. Since then, Rel-ativity has been stabilized and, according to Kavana-ugh, last year had earnings of $140 million on $650 mil-lion in revenue.

Kavanaugh expects the company’s theatrical box office to rise to about $1 bil-lion this year, which with revenue from other divi-sions such as music, sports, reality TV and licensing should push up revenue even more.

Relativity Secures $115M Revolving Line of Credit

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Inside:crudup, yelchin, Gomez sailinG to rudderlessPAge 2

WalKinG dead devours rivalsPAge 3

judGe striKes ‘used’ d-musicPAge 4

local fare tops china b.o. in ’13PAge 5

hKiff revieW: Golden GatePAge 6

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CEO Ryan Kavanaugh is looking at acquiring movie and TV libraries.

MOVIE nEwsPage 2 of 6April 2, 2013

“Companies go through highs and lows in this busi-ness,” Kavanaugh tells The Hollywood Reporter. “The Burkle and Colbeck trans-actions were a permanent restructuring for the com-pany and set us on a new foundation. We’ve been building on that founda-tion since. It’s certainly placed us in a position of positive momentum and definitely growth, rather than where we came from before, which was a lot more defensive.”

Kavanaugh says OneW-est and Barclays already have four or five other banks doing diligence on joining the debt deal. He said that the banks do face a challenge in understand-ing that Relativity operates on a somewhat different business model than most other studios.

Barclays, says Kava-naugh, did six months of intensive due diligence, which included meeting with key people in the com-pany, before committing to the debt. Barclays also has come on now as Rel-ativity’s investment bank and adviser on everything from finance to possible acquisitions.

Kavanaugh is eyeing the acquisition of movie, TV and music libraries as a way to use the additional cash. “We’re looking for sustainable, long-term, low-volatility, cash-gen-erating assets,” he says. “Obviously, movies are unpredictable. Some do well, some don’t. More and more we look to how we

can create this predictable, sustainable model.

“Part of why Barclays spent so much time doing due diligence is that they recognized we are doing things differently and they wanted to understand the long-term viability of the model,” he adds. “Our business model looks for singles and doubles and once in a while a triple, and looks to mitigate risk, as opposed to looking for the next major franchise.”

Kavanaugh says that in the past year, Movie 43 didn’t perform as hoped but was still a single and “we didn’t lose money on it,” he explains. 21 and Over was a nice single, he says, and Safe Haven was “a nice triple for us.”

“We don’t ever look at our movie slate and say, ‘Oh, there are one or two that will do over $100 mil-lion,” adds Kavanaugh. “That’s what traditional studios do. It’s not our model. We want to make a little money on most, if not all, our movies.”

Other revenue comes from the growing reality TV division, which includes the breakout MTV show Catfish, based on a docu-mentary feature Relativity distributed.

On Monday, Relativ-ity also launched Coin, a YouTube digital channel all about being a business entrepreneur. YouTube pays Relativity to produce the programming, which can range from the serious to the funny, and YouTube owns the content in part-nership with Relativity.

Crudup, YElChIn,GOMEz, FIshburnEJOIn ruddErlEssBy Rebecca FordA diverse mix of actors has joined Unified Pictures’ music drama Rudderless.

Billy Crudup, Anton Yelchin, Selena Gomez and Laurence Fishburne have signed on to star alongside Felicity Huffman and Wil-

liam H. Macy in the film, which is Macy’s directorial debut.

The film, about the power of a par-ent’s love, fol-lows a grieving father in a downward spi-ral who stum-bles across a box of his deceased son’s original music. He forms a band, hoping to find peace in the wake of his loss.

The screen-play was adapted by Casey Twenter and Jeff Rob-ison from the original story

they wrote with Macy. The film is being produced by Keith Kjarval through his Unified Pictures produc-tion/finance banner. Brad Greiner, through his Amber-dale production banner, also is producing alongside Kjar-val and Unified.

Principal photography will begin in Oklahoma in April. Radiant Interna-tional is handling foreign sales.

Crudup, whose cred-its include Almost Famous and Watchmen, is repped by CAA and Brillstein Enter-tainment Partners. Yelchin, who will appear in Star Trek Into Darkness as Pavel Chekov, is repped by CAA and Todd Shemarya Art-ists. Gomez, who recently made a splash in the raun-chy indie Spring Breakers, is repped by CAA and LH7 Management. Fishburne, who will appear in Man of Steel, is repped by Para-digm and Landmark Artists Management.

COrbEt prEpsdIrECtInG dEbutBy Jordan ZakarinBrady Corbet is taking his career to the next level.

The 24-year-old, who broke in with a role in 2003’s Thirteen and has featured in indie hits Martha Marcy May Marlene and Melano-cholia, tells The Hollywood Reporter he will direct his first feature film. The movie, a period piece set in France, is based on his script.

Producing the film alongside Corbet are the veteran French producer Antoine de Clermont-Ton-nerre and Chris Coen (Funny Games, Wristcut-ters: A Love Story), the latter of whom financed Corbet’s short Protect You+ Me. The new film is in the casting stage, with several roles still to be filled.

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tElEVIsIOn nEwsPage 3 of 6April 2, 2013

By Lesley GoldbergAMC’s The Walking Dead remains unstoppable.

Sunday’s deadly season-three finale shattered the zombie drama’s own rat-ings record yet again, scor-ing 12.4 million total viewers in its initial 9 p.m. broadcast and 8.1 million in the adver-tiser-coveted adults 18-49 demographic. The num-bers represent series bests in total viewers and the demo.

The ratings for the finale — which (spoiler alert) was the end of the line for series regular Laurie Holden (Andrea) — mark a dras-tic improvement compared with Walking Dead’s second-season finale in March 2012. That episode, which marked the deaths of recurring char-acters Jimmy and Patricia, scored 9 million total view-ers and 6 million in adults 18-49 and 5.3 in 25-54, the latter a then-record.

The final episode over-seen by departing show-runner Glen Mazzara also bested February’s season three midseason premiere, which scored 12.3 million total viewers and 6.7 million in 25-54 — both bests at the time.

The numbers for the series based on Robert Kirk-man’s comics become more impressive when factoring in heavy competition from HBO’s season-three pre-miere of Game of Thrones and the finale of History’s

miniseries The Bible — as well as typically decreased viewership levels on Easter Sunday.

For its part, Game of Thrones also notched a series high, with Sunday’s season kickoff drawing 4.4 million total viewers in its initial 9 p.m. broadcast. The Bible pulled an average 11.7 mil-lion viewers over the course of the two-hour broad-cast, up 14 percent week-over-week. In the targeted age group, The Bible finale pulled 4.6 million adults 25-54, even compared with the previous high set by the premiere episode; it also drew 3.8 million adults 18-49. Those totals are up 18 percent and 12 percent week-over-week, respec-tively. Among total view-ers, History noted that The Bible (12.33 million) barely edged Walking Dead (12.29

million) in the 9 p.m. hour. “Two words: Grate-

ful. Dead,” AMC president Charlie Collier said. “It’s a joy that we get to work with such tremendous talent to make The Walking Dead and Talking Dead come to life for audiences that continue to engage and grow.”

Sunday’s finale also ranked as the No. 1 program for the night across cable and broadcast television among adults 18-49, with its live wrap-up show The Talking Dead topping Game of Thrones in total viewers afterward. The 9 p.m. broad-cast of Walking Dead was up 38 percent year-over-year versus the season-two finale and up 26 percent in 18-49. Among adults 25-54, Sunday’s conclusion drew 7 million total viewers, up 31 percent year-over-year and another series best. Season to date, Walking Dead ranks as the No. 1 show on TV — broadcast or cable — among 18-49, averaging 5.6 million viewers.

walkInG dEad ’s GOVErnOr baCk FOr sEasOn FOurBy Lesley GoldbergThe governor will return on AMC’s The Walking Dead.

David Morrissey will be back when the zom-bie drama comes back for a fourth season in the fall.

The British actor initially signed on for a one-season role to play the famed vil-lain from the comics cre-ated by Robert Kirkman on which the TV series is

based. When his casting was announced in February 2012, AMC noted the actor would “appear in The Walk-ing Dead season three.”

During Sunday’s third season finale, with Rick (Andrew Lincoln) and the Governor headed for war, the ruthless leader of Wood-bury brutally gunned down the bulk of his army and hit the road with two dedicated soldiers. It left the door open for the confrontation to continue when the series returns for its likely Octo-ber bow.

sCIOrra tappEd FOr CsI GuEst GIGBy Lesley GoldbergAnnabella Sciorra has been tapped to play the spouse of Capt. Jim Brass’ (Paul Guil-foyle) on CBS’ CSI: Crime Scene Investigation.

Sciorra, repped by APA, Authentic Talent and Lit-erary Management, , will guest star as Nancy in a case that hits close to home for the Brass family. She’ll first appear in the season finale and return for the 14th-season premiere.

During the finale, titled “Skin in the Game,” the team will look at the dis-appearance of Ellie Brass (Teal Redmann), who was last seen in CSI’s sixth season. The episode will explore Brasses’ troubled marriage and the couple’s infidelities.

Tangie Ambrose also will return to play Miss Kitty, who was last seen in Marg Helgenberger’s final episode in January 2012.

Walking Dead’s Easter Feast

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AMC’s The Walking Dead is TV’s most-watched show this season.

lEGal nEwsPage 4 of 6April 2, 2013

By Eriq GardnerIn October 2011, a company called ReDigi launched with a bold idea: If the “first sale” doctrine in copyright law permits the reselling of acquired copyrighted mate-rial, why not an online mar-ket for “used” digital music?

On Monday, a federal judge in New York provided an answer why not — and in a first-of-its-kind decla-ration ruled expressly that “the first-sale defense is lim-ited to material items, like records, that the copyright owner put into the stream of commerce.”

ReDigi’s system allowed song files to be stored in a cloud. The company assured that it had technical mea-sures in place to delete those files from a user’s hard drive after the files were resold.

The company believed that the lawsuit that fol-lowed was one of “first impression” insofar as the plaintiff — Capitol Records — might wish to have it declared that the first-sale doctrine didn’t apply to digi-tal goods. Supporting ReDi-gi’s side was Google, which unsuccessfully attempted to file an amicus brief. Other tech companies also had a stake; Amazon, for instance, has gained a patent on a market for “used” digital music and movie files.

The record industry wasn’t seeking a big declara-tion. In its own papers, the plaintiff only said that let-ting users buy and sell pre-viously purchased tracks on iTunes amounted to a “clearinghouse for copyright infringement.”

Nevertheless, on Mon-day, U.S. District Judge Richard Sullivan swung for the fences; unfortunately for ReDigi and those hop-ing for a vibrant e-market of used song files, the judge wound up completely reject-ing the company’s position. He did so not only by turn-ing to the law of copyright but also the law of physics, declaring the “impossibility” of what ReDigi was touting. “The first-sale defense,” he wrote, “does not cover this any more than it covered the sale of cassette recordings of vinyl in a bygone era.”

In getting there, the judge first addresses a copyright owner’s reproduction rights, which Sullivan said is “the exclusive right to embody, and to prevent others from embodying, the copyrighted work (or sound recording) in a new material object (or phonorecord).”

Sullivan continued by pointing to P2P infringe-ment cases and the fact that courts have differentiated between the copyrighted

work and the material object. “Accordingly, when a user downloads a dig-ital music file or ‘digital sequence’ to his ‘hard disk,’ the file is ‘reproduce[d]’ on a new phonorecord within the meaning of the Copy-right Act.

“This understanding is, of course, confirmed by the laws of physics,” he wrote. “It is simply impossible that the same ‘material object’ can be transferred over the Internet. … Because the reproduction right is nec-essarily implicated when a copyrighted work is embod-ied in a new material object, and because digital music files must be embodied in a new material object follow-ing their transfer over the Internet, the Court deter-mines that the embodiment of a digital music file on a new hard disk is a reproduc-tion within the meaning of the Copyright Act.”

In short, the judge isn’t buying the idea that ReDi-gi’s users are transferring the same files.

Or, as the judge put it: “ReDigi stresses that it ‘migrates’ a file from a user’s computer to its Cloud Locker, so that the same

file is transferred to the ReDigi server and no copy-ing occurs. However, even if that were the case, the fact that a file has moved from one material object — the user’s computer — to another — the ReDigi server — means that a reproduc-tion has occurred. Simi-larly, when a ReDigi user downloads a new purchase from the ReDigi website to her computer, yet another reproduction is created. It is beside the point that the original phonorecord no lon-ger exists. It matters only that a new phonorecord has been created.”

Sullivan said that, absent any affirmative defenses, the sale of digital music on ReDigi violates Capitol’s exclusive rights of reproduc-tion and distribution.

The judge first ruled out any finding that it’s “fair use” to upload and down-load from a cloud locker for purely commercial reasons.

Getting to the big first-sale doctrine, Sullivan rejected it for a similar rea-son as described before: Moving stuff from digital site to another necessitates reproduction. ReDigi can’t get around that.

Court Erases Idea of Selling ‘Used’ D-Tunes

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IntErnatIOnal nEwsPage 5 of 6April 2, 2013

By Clarence TsuiHONg KONg — Three months into 2013, the gloomy predictions for Chi-na’s local film industry that haunted 2012 seemingly have dissipated, with fig-ures showing homegrown productions earning twice the amount of imports dur-ing the first quarter of the year.

According to aggregates of weekly earnings fig-ures released by the state-backed China Film News blog and the much-visited authoritative Dianyingpiao-fangba (Chinese Film Box Office) portal, total box-office takings from January to March stand at $830.6 million (5.15 billion yuan), representing a year-over-year increase of 38 percent.

Earnings of Chinese films took up about 69 per-cent of the takings, with the total of $569.3 million doubling the total revenue generated by local films during the same period in 2012. It’s a figure bolstered by strong performances from Stephen Chow Sing-chi’s Journey to the West: Conquering the Demons, which has made $200 mil-lion, and Wong Kar-wai’s The Grandmaster, the sec-ond-highest-grossing new release with $46.3 million.

The boom also was due

to the stamina of Decem-ber releases such as Lost in Thailand and CZ12, which have added $42.3 mil-lion and $55.5 million to their respective tallies in 2013. The former remains the highest-grossing local release ever in China, with $203.2 million, ahead of the still-running Journey by just $24.2 million.

Riding on the buzz cre-ated by Lost in Thailand and the festive goodwill shown by local audiences on homegrown films, Chi-nese-language comedies have enjoyed remarkable runs as 2013 rolled in. Join-ing Say Yes ($32.3 million in February) is Finding Mr. Right, a Seattle-set roman-tic comedy that has gen-erated $38.9 million since its March 21 release, and

The Chef, The Actor and The Scoundrel, which already has racked up $12.3 million since its March 29 bow.

Such strong perfor-mances have put interna-tional films into the shade, as Hollywood products fared poorly this quar-ter with takings of just $261.3 million — a drop of 23 percent compared with the same period last year as tentpole releases have failed to spring to life. The highest-grossing import, Skyfall, only took $60.8 million, followed by $50.8 million for The Hobbit: An Unexpected Journey.

Third on the import rankings is A Good Day to Die Hard ($31.6 million and still in release), followed by Cloud Atlas (a surprisingly competent $27.4 million) and Resident Evil 5: Retri-bution ($17.3 million and counting).

While Skyfall and The Hobbit could be seen as having a slow rollout in China, some Hollywood hits petered out with lack-luster results: Jack Reacher, for example, took just $16.2 million, with Les Miserables failing to capitalize on its Oscars exposure with just $11 million. Jack the Giant Slayer continued its miser-able run in China: The film took in only $6.8 million during its first seven days in release, eclipsed by the strong run of Oz: The Great and Powerful, which now stands as the ninth-highest-grossing import of in the first quarter at more than $9 million since its March 29 release.

With April’s Hollywood

imports hardly in the blockbuster league — Django Unchained is the one release with better pros-pects of making a killing in China — good news for the U.S. studios likely won’t arrive until May with Iron Man 3, which is set par-tially in Beijing and stars local A-listers Wang Xueqi and Fan Bingbing.

In Hong Kong, where earnings are counted inde-pendently from the rest of China, Bruce Willis reigned supreme at the box office. A Good Day to Die Hard topped the city’s box office for the first quarter, raking in $3.7 million (HK$28.6 million), according to the Hong Kong Motion Pic-tures Industry Association. Journey to the West follows closely, with a $3.6 mil-lion take in director Chow’s hometown — arguably a measly sum compared with the film’s Chinese box-office gross. The Grandmaster came third, grossing $2.7 million. The still-running Oz the Great and Powerful is the only March release that shows promise, with a $2 million take since its March 7 opening.

Overall box office for the three months ending March 28 totaled $43.4 mil-lion, a 1.9 percent drop from the same period last year, when total takings were $44.2 million. The dif-ference might be attributed to the $4.5 million take of January 2012 release of Journey 2: The Mysteri-ous Island, whereas none of the 2013 releases so far has broken the $3.9 million mark.

Local Pics Rule Chinese B.O.

So Far in 2013

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The Grandmaster is the second-biggest movie in China this year.

FEstIVal rEVIEwPage 6 of 6April 2, 2013

GOldEn GatE sIlVEr lIGhtBy Elizabeth KerrHelen Mirren took Sam Mendes to task during the Empire Awards last week for not citing any female creative team mem-bers during his accep-tance speech. But it might be that he simply couldn’t find any, if professor and documentarian S. Louisa Wei’s intensely personal Golden Gate Silver Light is accurate. The first-person chronicle of Wei’s search for information on the pio-neering Chinese-Ameri-can woman director Esther Eng is rudimentary and often pedestrian in execu-tion, but the subject mat-ter, which crosses borders and connects industries, is eye-opening and com-pelling enough to overlook any flaws.

Wei’s feature doc is clearly a labor of love -- she also edited, produced, wrote, shot and narrated -- and the workload often shows. The voice-over (dif-ficult under dramatic cir-cumstances) is academic and frequently stilted, the subtitles are riddled with inconsistencies and spell-ing errors, and Wei is given to hyperbole (there are many “masters” and “leg-ends” referred to in the film). The HDV photogra-phy is functional and effi-cient and nothing more, and the film is heavy on stock footage and archi-val photos (though that is likely beyond Wei’s con-trol). Despite the technical

and cinematic shortcom-ings, festivals should pro-vide Golden Gate Silver Light a healthy life on the strength of its subject, and the film could find a place on specialty cable and even in academic circles.

Wei begins her search for details on Eng’s life in the city of her birth, San Fran-cisco, and follows her foot-steps to Hollywood, then Hong Kong and finally back to the United States where she died, in New York, in 1970. Along the way Wei tracks down the bystander who found Eng’s personal journals and pho-tos in a dumpster (which he donated to the Hong Kong Film Archive) and as many surviving family and co-workers -- many former Cantonese opera stars flee-ing the war in the 1930s -- as she could to paint a rough sketch of the uncon-ventional woman. The conversations with Eng’s now-elderly peers com-plement the material sup-plied by periodicals and Hollywood biographers and film critics (including Hollywood Reporter critic Todd McCarthy). The fact that Wei found two with

a semblance of knowl-edge of Eng speaks to just how unjustly she’s been disregarded.

One of Golden Gate’s strengths is its seamless ability to weave history, Sino-U.S. relations and social standards together to allow for inference and context. When the Chinese Exclusion Act kept Eng from pursuing her chosen career, she left for Hong Kong, where the same indi-vidualist streak made her a local celebrity, which stemmed as much from the success of the five films she made there to the exotic lesbianism no one seemed to care about. When she returned to the United States, she was a success-ful filmmaker -- who cast Bruce Lee as an infant girl in one of her last films, Golden Gate Girl (1941).

At a time when too many films drag on too long, Golden Gate Silver Light could have used a bit more time to flesh out some of its peripheral themes that nonetheless related to Eng’s work. Eng’s expe-rience with such indus-try giants as James Wong Howe and Paul Ivano gets

short shrift. A brief exam-ination of the portrayal of Chinese, and Asian, women onscreen -- fil-tered largely through the plight of 1920s and ’30s star Anna May Wong -- in Hollywood’s early days is dropped before it can be explored further. Wei also takes the time to incorpo-rate the presence, or lack thereof, of other women on the filmmaking landscape even before Eng’s first film, 1936’s Heartaches, and the years just after World War II, and in doing so makes a subtle yet simultane-ously loud statement on the dearth of women in the industry, which continues to this day.

Eng’s life and work is as stirring as it is mysteri-ous, but without the films themselves to draw from, the picture is incomplete. It doesn’t make it any less engaging, and it makes you hope Wei keeps digging.

Venue: Hong Kong International Film FestivalSales: Blue Queen Cultural CommunicationsProduction company: Blue Queen Cultural CommunicationsDirector-screenwriter-director of dhotography-editor S. Louisa WeiProducers: Law Kar, S. Louisa WeiMusic Robert Ellis-Geiger, Tran Manh TuanNo rating, 105 minutes

MOrE hOnG kOnG FIlM rEVIEws

For more reviews from the Hong Kong Interna-tional Film Festival, go to THR.com.

Esther Eng, center