{"id":2891,"date":"2020-11-16T19:58:05","date_gmt":"2020-11-17T00:58:05","guid":{"rendered":"https:\/\/journals.law.harvard.edu\/jsel\/?p=2891"},"modified":"2023-07-25T11:40:56","modified_gmt":"2023-07-25T15:40:56","slug":"interview-with-bruce-tobey-head-of-omelvenys-entertainment-and-media-practice","status":"publish","type":"post","link":"https:\/\/journals.law.harvard.edu\/jsel\/2020\/11\/interview-with-bruce-tobey-head-of-omelvenys-entertainment-and-media-practice\/","title":{"rendered":"Interview with Bruce Tobey, Head of O’Melveny’s Entertainment and Media Practice"},"content":{"rendered":"

On Thursday, October 29th, 2020, JSEL sat down with a legendary practitioner in the entertainment industry \u2014 Bruce Tobey, head of the Entertainment and Media Practice at O\u2019Melveny and Myers.\u00a0<\/em><\/p>\n

Mr. Tobey is a highly regarded entertainment transactions lawyer with more than a decade of executive experience. His practice covers all aspects of production, distribution, financing, and licensing of feature film and television productions as well as digital media. He also provides strategic and operational advice to investors and companies in both traditional and new media, including ViacomCBS, Univision, and Bron Studios, and has worked in a host of roles through the industry, including as COO of CBS Films, EVP of Paramount Pictures Corporation, and GC\/VP of Broadband Sports.\u00a0<\/em><\/p>\n

We spoke to Bruce for over an hour, covering a host of topics, from his professional journey, to his predictions about the future of entertainment\u2026<\/em><\/p>\n

Q: Tell us a bit about how you got started in the entertainment industry?<\/strong><\/p>\n

\n

I went to UCLA Law School; I grew up in Los Angeles, but I do not have any family in the entertainment business, it just struck me as interesting. I decided I was going to try and get into it when I graduated.<\/p>\n

Unfortunately, there is no great, clear path into this industry (there wasn\u2019t at the time, there still is not). So I concluded the best thing I could do is get a job at a good solid firm that had entertainment and see if I could work my way over.<\/p>\n

The good part of that is that I got some very good early exposure to both corporate and bankruptcy law, which served me well later on. I was at my first firm for almost two years, when I got a call to go to a different firm that was just starting an entertainment practice. They were looking for somebody who just had a solid legal background, but didn\u2019t have to have entertainment experience. I decided to jump on it and it was probably the best career move I ever made.<\/p>\n

We were relatively small at the time, 26 lawyers. They did not have an entertainment practice, but the partners were very close personal friends with the senior executives of Columbia Pictures and 20th<\/sup> Century Fox. In the entertainment legal community at the time, there were very few firms that didn\u2019t represent both the studios and the talent. And these executives were concerned because they didn\u2019t feel comfortable with their lawyers disclosing the know-how of their company\u2019s inner workings. It\u2019s hard to tell somebody something on Monday, if he or she is going to be opposite you on Tuesday.<\/p>\n

So my partners jumped at the chance, and it turned out to be an extraordinary success for our little firm. Within a short period of time we were doing work for Fox, Columbia, Paramount Pictures, Disney, and Warner Brothers, as well as some other production companies. My own practice really evolved \u2013 I got to do everything from production work on movies, to M&A, to major licensing transactions. It was a terrific experience. I had no idea what it was going to be when I went, nor did I realize I was going to stay there for close to 15 years, and go from being a 3rd<\/sup>-year lawyer to a name partner of a 150-person law firm. The exposure I got over those years was extraordinary. I got to meet lots and lots of people at the studios, from the newest person in the legal department, to the chairman of all the studios and their parent companies. It\u2019s hard to gain that kind of soup-to-nuts understanding of what the company is, but it was terrific.<\/p>\n

Q: So, when did you decide to leave private practice? <\/strong><\/p>\n

I hadn\u2019t planned to be a lawyer my whole career. Strangely enough I got a call from somebody about an opportunity to go into the sports world. This was at the height of the dot-com frenzy. I was offered a role at a new company, a digital sports company. It was in registration to go public at the time; it was a terrific group of executives that had been the top three or four people at some of the leagues. I had a long conversation with my wife and decided to go for it. What came with it was an 80% pay cut, which wasn\u2019t ideal, but it gave me the chance to go be an executive (as well as general counsel). I\u2019d always wanted to do that, but hadn\u2019t found the right opportunity.<\/p>\n

Well, as you all know, the dot-com world went from its height to failure in a relatively short period of time. My parachute, as it were, was a call I got from the chairman of Paramount as we were preparing to shut down my dot-com, who asked me to come over and be his right-hand person. I had known him from his work at Fox and also at Columbia Pictures, and so it was somebody I was familiar with, somebody I respected, and somebody who was prepared to give me a very substantial position at Paramount.<\/p>\n

Q: That\u2019s pretty fantastic. What were you doing at Paramount? <\/strong><\/p>\n

I went over to ostensibly be, almost a COO-ish type role \u2013 not by title but by operation. I had lots of responsibility, lots of people to work with and lots of people working for me. At the time, Paramount was a more diversified company than it is right now \u2013 Paramount, in addition to being the motion picture company, was a very heavy producer of television. It was also an owner of television stations. It co-owned what was then called the \u201cUPN\u201d network, which over time morphed into the CW. We had consumer products; we had a theater chain. And my job went from being a big job to a bigger job. And, as a result, I got to see everything at the company. I was not a lawyer by title, although I\u2019d be lying to say I didn\u2019t fulfill that role from time to time, in addition to my business activities. But it was an extraordinary opportunity for me \u2013 I probably spent, on average, 2 hours a day with the chairman, working through whatever issues or problems or deals he was interested in, and learned about the business, about how it works, the economics of it, the good parts and the bad parts of the business \u2013 it was terrific.<\/p>\n

One of the other things I got to do was be one of the Paramount representatives on the MPAA board, which is basically a trade group the studios all belong to. As part of that, the chairman and I were on a committee with people like Bob Iger and Peter Chernin and Bob Daly, and it gave me some terrific exposure to those people. So, it was a great position, a great opportunity. But, jobs are jobs, and one day my CEO left the company, which changed everything. When new people come in, they like to bring in their own people, and even when they don\u2019t, things change.<\/p>\n

Q: Is that when you went to CBS? <\/strong><\/p>\n

Yes. Long story short, after a couple of years with the new management team, it just seemed like a good idea to move on. I\u2019d really fallen in love with being on the business side, didn\u2019t necessarily want to go back to law at that time, and got a very exciting call shortly thereafter by Les Moonves, who was then running CBS. Les wanted to start a motion picture company within CBS (this is now after CBS and Viacom had split). Leslie wanted to create a movie company, he wanted me to be the COO, and he wanted to build it from scratch.<\/p>\n

That is a terrific, terrific opportunity \u2013 you get to build a business that you enjoy, that you get to put your own imprint on, and when you have, at the time, a $20B company behind you, you don\u2019t really sweat the \u201ccan I pay my bills\u201d stuff, as you often do with start-ups. We got to build it from scratch, create the model, spend lots of time with the other divisions of CBS, to try and work together, and figure out how to take advantage of all the other promotional opportunities CBS assets offered our new fledgling division. Again \u2013 very terrific opportunity for me to take all the lessons that I\u2019d learned over the years, from all the studios, all the different senior management people I\u2019d been exposed to, apply my own sense of best practices, and create a company. It was \u2013 I don\u2019t want to keep using the word extraordinary, but it was an extraordinary opportunity. It was great fun; we built a really wonderful company with some terrific people. And, I\u2019m very, very thankful for having had that opportunity.<\/p>\n

Q: So how did you get back to private practice? <\/strong><\/p>\n

Well, jobs have their own life cycle. At CBS, after five years, it seemed like time to move on \u2013 the company strategy was changing within the greater CBS strategy, and it was just a different business plan that was going to shrink down the company and its scope. So it seemed like a good time to move on.<\/p>\n

I wasn\u2019t sure what I was going to do at that time. I got a call from some friends at O\u2019Melveny and Myers at the entertainment group, who said why don\u2019t you come hang out here for a while, as you figure out what you want to do. That seemed like a good idea.<\/p>\n

Q: And you\u2019ve been there ever since? <\/strong><\/p>\n

That was eight years ago. I came in with one foot in, one foot out, and to my surprise, things went a little bit differently \u2013 and better \u2013 than I thought. A couple years ago, I found myself being named one of three co-chairs of the Entertainment, Sports & Media department. I\u2019m now the sole chair of the Entertainment, Sports & Media department.<\/p>\n

Q: And what kind of work are you doing? <\/strong><\/p>\n

O\u2019Melveny has always had a very strong entertainment practice \u2013 about three years ago, we really doubled down on the sports practice, and built that up. A couple things my partners and I did there include buying the Carolina Panthers football team for David Tepper, and buying the AC Roma Soccer Team for one of our clients. So really doubling down on sports has been a lot of fun.<\/p>\n

We also continue to do lots of business for the studios and for production companies. The business, as you know, is evolving \u2013 maybe, against its will, in some respects. But that makes it a very interesting and challenging time for the industry.<\/p>\n

That also creates lots of opportunities for lawyers. I\u2019ve had a terrific time, continue to enjoy what I do. I have wonderful people that work with me, in our group. We work with the rest of the firm on an everyday basis, domestically and internationally.<\/p>\n

Q: Have you found your experience as an executive has changed your legal practice? <\/strong><\/p>\n

Absolutely. I think one of my great lessons from having been on the executive side is that I obtained a greater appreciation for what our clients want and need. As a consumer of legal services for ten years, I think you get some insights that you wouldn\u2019t necessarily get as a provider of legal services. In many respects, that\u2019s made me a better lawyer, and a better, more effective, more efficient lawyer from our client\u2019s perspective.<\/p>\n

Q: And what about the reverse? Do you feel like your legal experience helped you develop as an executive?\u00a0 <\/strong><\/p>\n

Sure. When I first started \u2013 I did a year of corporate and a year of bankruptcy. It was kind of forced upon me. But I learned a lot<\/em>. And I don\u2019t want to pretend that I became an expert in a year \u2013 you can\u2019t. But when you practice, just becoming aware of issues, knowing when you need to reach out to other subject matter experts. Sometimes that\u2019s what\u2019s really important.<\/p>\n

So, as I grew as an entertainment lawyer and businessperson, I also had that other experience \u2013 the corporate experience, which really helped. For example, a lot of what I\u2019ve done during my career is joint ventures. One was just announced yesterday: Spyglass is doing a joint venture with three other companies to do low-budget comedies. There\u2019s an entertainment component to that, but there\u2019s also a corporate component to that. So having expertise and awareness in corporate law, as well as traditional entertainment and all that comes with it, allows me to understand the totality of what we\u2019re doing. If all you know is the corporate, but you don\u2019t understand the business, you\u2019re going to be a little less effective about making sure the company is designed in a way that\u2019s going to be functional and practical for the business. But it goes the other way, too. So, the short answer is: the more you can learn, the better.<\/p>\n

Q: I can imagine in the work that you do, there are often disagreements, big personalities; are there any tools you were able to develop, specifically, to try and deal with those issues?\u00a0 <\/strong><\/p>\n

When you\u2019re on a transaction, you have two jobs: one is to advocate for your client, the other is to get the deal done for<\/em> the client.<\/p>\n

And sometimes it\u2019s hard to do both. You can fight for the sake of fighting. Or you can try and solve the problem. Entertainment law firms used to like to say, we are deal-makers, not deal-breakers. When you have an impasse, knowing the business \u2013 having the knowledge and the confidence to be able to go to your client, and say: Is that really important? Is it worth giving up this other thing? Trying to find solutions \u2013 it doesn\u2019t have to be a trade, sometimes it can be a workaround.<\/p>\n

Understanding the challenges that the other side has is also really important. Sometimes people either can\u2019t<\/em> say yes, because it\u2019s policy, or they\u2019re afraid they\u2019re going to get fired, or they have an institutional issue from their parent company. Being aware and acknowledging that the other side may have legitimate issues that they have to overcome, and trying to come up with ways to try and solve the problem for both sides \u2013 that\u2019s our job. And at some point, you can get enough experience, and a good enough reputation, where the other side will trust you, as well as your client. They know that everything that comes out of your mouth isn\u2019t advocacy, that you aren\u2019t positioning, but you\u2019re trying to help the two sides come to a deal.<\/p>\n

The nice thing about a transaction, versus litigation, is that in a transaction, you\u2019ve got two sides that theoretically have a common goal. It may have differences. But they\u2019re both trying to get to the same end. In litigation, it\u2019s largely: I win, you lose. As a transactional lawyer, having the subject matter expertise, both of the law, but also of the business, particularly if you\u2019re like me and largely living in one industry\u2026that\u2019s a recipe for success.<\/p>\n

Q: So, let\u2019s talk about the industry a little bit. Are there any parts of the industry you\u2019re interested in? Anything you\u2019re especially concerned about? <\/strong><\/p>\n

In the latter category, I would unfortunately have to place the motion picture business. The theatrical motion picture business is very, very challenged. It was going through challenges before the pandemic; the pandemic has brought it to a standstill both domestically and internationally. We\u2019re now starting to see production reopen. But the motion picture business is really, really struggling.<\/p>\n

Q: Why do you think that is? <\/strong><\/p>\n

It\u2019s competing with television, and, in particular, streaming platforms like Netflix, Disney+, Hulu, HBOMax, that we never really thought of as competition. The quality on \u2013 shorthand \u201cTV\u201d \u2013 is extraordinary these days. When I first started, actors and actresses in motion pictures wouldn\u2019t want to do TV. That\u2019s no longer the case: our greatest actors and actresses are showing up on TV shows, TV series, that are as good or better than anything you\u2019d see in the theater.<\/p>\n

Also, just think about just the dollars and cents of it all. Most of us who are subscribers to these platforms pay $5, $10, $20 per month for these services and then you forget about it \u2013 at some point it\u2019s almost like a fixed cost, and you\u2019re not aware you\u2019re paying these fees. On the other hand, if you\u2019re a family and you want to go out to the movies, you buy five tickets, buy concessions, maybe go out to dinner before: it\u2019s a $100+ evening. If you\u2019re a couple, you\u2019re going to get a babysitter, get a nice dinner: it\u2019s not an inexpensive evening. By contrast, you can stay home, order take out, and watch some great filmed entertainment on your television set, from the comfort of your own home in your pajamas.<\/p>\n

Q: And what effect do you think that will have, for the motion picture business, after the pandemic ends? <\/strong><\/p>\n

It\u2019s a struggle. What you\u2019re going to see (and I\u2019m a little concerned about it) is the blockbusters just dominating the movie business. It\u2019s going to be harder and harder to get people to leave their homes to go see high quality drama, that you can get in your living room if you wait two or three months.<\/p>\n

The only way to combat that is to make the motion picture quality and motion picture-going experience better. We\u2019ve seen lots of companies introducing stadium seating, food in your seats, to make the experience better and different. But all of that comes at a cost. We have a fantastic theater in my neighborhood that serves food \u2013 a small theater with very big screens. But tickets are over $25. And that\u2019s just admission.<\/p>\n

So, again, you solve one problem and create another.<\/p>\n

Q: What about on the TV side? The streaming side? <\/strong><\/p>\n

There\u2019s another trend I think is worth talking about. In particular, a lot of the economic arrangements made between streamers and production companies are \u201ccost plus\u201d deals. I\u2019ll just use Netflix as an example. So, Netflix will go to a production company and say \u201cI will pay a license fee to obtain your program; I will pay you 130% of your budget.\u201d The production company goes and makes it \u2013 could be a show, could be a movie \u2013 and then delivers it to the platform, and the platform will pay a license fee that pays the cost and 30%.<\/p>\n

This is a great model for a production company to protect their downside \u2013 once you get that commitment, you can\u2019t lose<\/em> money. And that\u2019s\u2026nice. That\u2019s not the norm in regular movie and television production (where you normally are taking substantial risk).<\/p>\n

But the trade-off is that you\u2019re capping your upside. As part of the rights that the platforms are getting \u2013 which are growing, if anything \u2013 it pretty much becomes your sole source of making money off of your show. There may be opportunities downstream, or after a couple of years, but that\u2019s predominantly the money you would make in the short-term.<\/p>\n

And the problem with that is, while it\u2019s great to protect your downside, if you\u2019re running a studio or production company, and you have overhead, and you have development expenses (quite a bit of what you develop doesn\u2019t turn into production, so there are lots of costs trying to create films and TV that never go anywhere), the only way to fund yourself is with big hits. The studios have made their living by having these \u201cmega-hits\u201d that make so much money, that they pay for both the overhead and development, and also provide the studio with the profit they need to grow and expand their business and company. At my time at Paramount and CBS films, we did a lot of budgeting. And as you do these budgets, you watch the costs always go up, things become more expensive to make, advertise, market, distribute \u2013 and you come to the conclusion that you\u2019re not ultimately sustainable without big hits.<\/p>\n

So, if you become dependent on this cost-plus model, how do you have that \u201chome run,\u201d that mega-hit that will fund you into the future? That remains to be seen. I don\u2019t know that anyone knows, yet. It\u2019s a little easier as the studios now cross into the streaming platform business themselves \u2013 it\u2019s easier for them to think that, if they have a big hit, it might not show up in a box office, but it may show up in increased subscriber growth at my streaming platform. So it\u2019s not so much the studios that are facing these problems as the independent production companies that are trying to figure out how they\u2019re going to make money to grow, to become a much bigger, more viable entity in the future.<\/p>\n

And that\u2019s a struggle \u2013 I don\u2019t have an answer, right now. I think everyone\u2019s trying to find an answer. I think at the moment, especially over the last few months, everyone is very \u201cdownside oriented,\u201d and are just happy to know that they can keep the lights on and keep their people employed, and are not too worried about making mounds and mounds of profit \u2013 it\u2019s more about survival, at least until the industry (and the country) returns to some sense of normal. But it\u2019s still a very concerning \u2013 to me \u2013 issue. Our business is more interesting and healthier when we have well-funded competition within the business. It\u2019s better for everybody, including the many, many people who work in the business, to have the business and the employers grow.<\/p>\n

Q: And is this the sort of thing that gets worse in the context of, say, the pandemic? <\/strong><\/p>\n

Sure. Independent production is largely financed through bank loans. A lot of times, it\u2019s a single picture or single series production loan you obtain through the bank. And what we typically have done is collateralize that loan through licensing the program that you\u2019re going to go produce to a single studio, or a number of studios, or a streaming platform. Then you take that contractual right, and you\u2019re able to finance your picture, the bank will loan against it.<\/p>\n

As part of this process, the banks often will insist that you put a \u201ccompletion bond\u201d in place \u2013 essentially an insurance policy, where a third-party will tell the bank that, if the money on the production costs are not adequate for whatever reason (something happens on the show, the producer is incurring overages), then the completion guarantor will either commit to finish funding and complete the picture (which is necessary to deliver the picture and trigger the receivable). Or they\u2019ll step in, decide it\u2019s a lost cause, and decide to pay back the bank the loan that they advanced.<\/p>\n

Part of what comes with the completion bond, is that the bank will assume most risks, but not all risks. And what happened with the pandemic is, the bond companies are saying: \u201cI will not assume the risk of pandemic: production shutdowns, actors getting sick, states closing and precluding productions, etcetera.\u201d The bond companies won\u2019t take this risk because they can\u2019t get reinsurance<\/em> to protect the risk that they\u2019re<\/em> taking.<\/p>\n

So you run into a situation where an independent, really right now, has no ability to get production funding from a bank, unless the production company is big enough, and has enough other assets that it can pledge to collateralize the loan. But the traditional single-picture studio self-collateralized production loan isn\u2019t happening right now. And that\u2019s very concerning to the industry, lots and lots of people are trying to figure out the solution. At the end of the day, whether it\u2019s the streaming platform, the production company, the bank, the bond company, the reinsurance company: somebody ultimately has to take that final risk. It may turn out, at least in the short-term, that the government, whether state or federal, is going to have to step in and do that, which is less than ideal, even if they were willing to.<\/p>\n

But that\u2019s a very, very real challenge right now for the independent filmmakers. I\u2019m confident that there will be<\/em> a solution in time, hopefully before the vaccine, I hope that\u2019s not the only way to solve this problem. But it\u2019s a very real problem, it\u2019s permeating the industry. And while production is starting to get back up to speed, if you do a deep dive, you\u2019ll see that most of that production is coming from the studios, and the networks, and the deep-pocketed people that can afford to essentially self-insure against pandemic risk.<\/p>\n

Q: Well, what about new industry actors? You\u2019ve talked about the industry consolidating, and bigger conglomerates starting to take over. What about a new player, like Quibi? They just filed Chapter 11: do you think that there\u2019s a possibility that someone like that could start to break things up? <\/strong><\/p>\n

You know, I think the problem that Quibi had \u2013 and in some respects, traditional media also has \u2013 is that you\u2019re largely competing with \u201cfree.\u201d Quibi was meant to be consumed in 3-5 minute \u201cbites,\u201d which means you\u2019re basically competing with YouTube, TikTok, and content like that that comes to you for free (plus advertising), where you can have as much of it as you want. So to me, it\u2019s really, really hard to compete with that, unless what you have is so<\/em> compelling that someone will pay for it. And the problem, I think with Quibi, is they never really had the chance to show that they had great product.<\/p>\n

When you\u2019re a new business \u2013 and I\u2019ve seen this with production companies over the years \u2013 the ones that survive tend to have a gigantic hit right out of the box. It\u2019s largely fortuitous, it doesn\u2019t mean you\u2019re smarter than anybody else. I had one client many, many years ago, that got a decent amount of funding, and made a great deal with one of the studios to distribute its films. The first movie that they made was The Sixth Sense<\/em>, which was a phenomenal hit, and the two founders of that production company probably each cleared tens of millions of dollars on their first movie. Quibi didn\u2019t have that opportunity.<\/p>\n

So, I think it\u2019s just hard to compete with that kind of content. Can it be done? Yes. Would I risk my own money? Probably not, at least right now. I would be supportive of anyone who\u2019s willing to, though. I think Jeffrey is an amazing businessperson, an amazing creative force. I\u2019m sorry to see it didn\u2019t work. I\u2019m sure there will be other people who will try.<\/p>\n

Q: Okay last question: having been in the industry so long, do you feel like you still feel like you can just enjoy watching a movie?\u00a0 <\/strong><\/p>\n

[Laughs] Yeah. In some ways, I feel like I have a greater appreciation for it. We\u2019ve all been to lots of movies that are great. We\u2019ve also been to terrible movies. I\u2019ve been fortunate enough to go to premieres of movies that turned out to be hugely successful. And premiers where you try to sneak out before the lights go on, because you really don\u2019t want to see the director. The reality is, the people \u2013 100, 200, 300 \u2013 that worked on the big success and the big flop, both worked their tails off. They both gave it everything they had. If it didn\u2019t work, it wasn\u2019t for lack of effort.<\/p>\n

So, I appreciate that. I want<\/em> to like movies, when I see them. I\u2019m probably more forgiving, in some respects \u2013 I can enjoy it. Maybe, when we have dinner after, we can kind of pick it apart. But in the moment, I completely enjoy it. If anything, my experience has made me a bigger fan.<\/p>\n

 <\/p>\n<\/div>\n

Interview by: Will Walker, Online Content Chair for Entertainment for the Harvard Journal of Sports and Entertainment Law and a second-year student at Harvard Law School (Class of 2022).<\/em><\/p>\n","protected":false},"excerpt":{"rendered":"

On Thursday, October 29th, 2020, JSEL sat down with a legendary practitioner in the entertainment industry \u2014 Bruce Tobey, head of the Entertainment and Media Practice at O\u2019Melveny and Myers.\u00a0 Mr. Tobey is a highly regarded entertainment transactions lawyer with more than a decade of executive experience. His practice covers all aspects of production, distribution, 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