SAT. UPDATE: THE BACKSTORY ON ICM'S $70M PURCHASE OF BRODER (THR, VAR, TMZ, DEF, DHD)

By Tom Tapp

***SATURDAY UPDATE AT BOTTOM***

ICM has bought boutique agency Broder Webb Chervin Silbermann for a reputed $70 million.

Deal dramatically ups ICM's rep in the TV lit biz, as according to Variety, "BWCS reps a who's who of showrunners and exec producers, including 'Grey's Anatomy' creator Shonda Rhimes, 'Frasier' alum Chris Lloyd, 'Scrubs' exec producer Bill Lawrence, 'Buffy the Vampire Slayer' alum Marti Noxon, and Cathy Yuspa and Josh Goldsmith, who scored two new series pickups this fall ('Big Day' and ''Til Death')."

The Hollywood Reporter calls the match "strategically perfect," even while noting that ICM co-president Nancy Josephson will leave the company, making room for new blood. Jeff Berg will remain chairman and CEO of ICM, with BWCS founder Robert Broder becoming vice chairman. THR says BWCS' 27 agents will move to ICM's new Century City offices early next year.

The Hollywood Reporter is valuing the deal between $70 and $80 million, while Variety notes "some in the agency biz say it could have been considerably less."

Other pieces of the deal include BWCS managing partner Chris Silbermann becoming co-head of worldwide television at ICM with BWCS partner Ted Chervin. Variety says Silbermann will also become co-president of ICM, sharing the title with Ed Limato.

Beyond Josephson's departure, it's unclear what the acquisition will mean for ICM's existing structure. That includes vet Bob Levinson, who remains with the company for now but will no longer serve as head of worldwide TV.

How the move affects ICM's feature film standing also remains to be seen. BWCS brings with it a handful of feature film lit agents that handle such writer/director talent as Billy Ray, Niki Caro and Randi Mayem Singer. ICM will likely try to help the BWCS TV roster step up to feature film opportunities.

The exit of Josephson is somewhat surprising, but it is believed that her exit was made easier. Josephson, who steered the "Friends" package, was one of the longtime stockholders who were able to cash in their shares once Berg brought in that outside money, meant to free up shares for the next generation of agency leaders.

THR:

Berg stressed that his interest in pursuing a deal was equally driven by the strength of BWCS' client roster as by the depth of its management team. Robert Broder, who co-founded his namesake agency in 1978, ranks high among the most respected talent representatives in the industry. Silbermann and Chervin are known as strategic thinkers who have built strong rosters by nurturing the careers of promising young writers and directors.

"We would not have done this deal unless Bob and Chris and their key colleagues came along as part of the management and leadership team," Berg said. "They were a critical part of this agreement."

TMZ's Claude Brodesser says that leadership has been unique in the industry.

Broder was always a Hollywood anomaly: Unlike talent shops that employ talent agents like "Entourage's" Ari Gold, Broder eschewed representing actors, instead focusing its efforts on signing writer/directors and producers in TV and film. Despite being unable to "package" projects for studios and networks (pairing actors with writers and directors in one big, fat commission-able bundle), Broder has thrived.

But times are changing. Silberman tells THR the deal was in part sealed because deals are getting tougher to make with studios.

"What we've seen in the last decade or so in the business is a shift away from a situation where creative talent had leverage to more corporate leverage" exerted by network and studio conglomerates, Silbermann said. "The bet here is that by working hard and being entrepreneurial on behalf of our clients, we can shift some of that back..The goal is not to get big for bigness' sake. It's a very specific strategy built around specific assets and a shared management philosophy."

SATURDAY UPDATE: Deadline Hollywood Daily's Nikki Finke has filed a lengthy behind-the-scenes explanation of the merger. According to Finke, the deal has been in the works "for ten years," and at one time involved the idea of two mergers (the other with Endeavor) as well as a code name ("Project Beta").

Finke:

But first Berg had to pin down his war chest before his talks with Broder (left) could proceed further. Once the $100 mil was clinched, the negotiations with Silbermann (left) accelerated over four months. The deal-in-the-works was code-named "Project Beta" and extreme security measures were taken to prevent leaks. Most of the sessions were held in a private dining room of a still secret location. The negotiators were never in each others' offices. And even the phone traffic was run outside the agencies through lawyers and bankers. One thing was clear from the outset: this wasn't going to be a cheap deal. And the Broder agency wasn't sure it wanted to give up its independence and become part of a large organization's culture and anatomy. But both sides eventually recognized the urgency to put the companies together. "It's not so much an acquisition, but a response to a consolidating market," I'm told. "But this story is about growth, not about consolidation."

The final negotiations over operational issues took place between Berg and Silbermann by the Duck Pond during the mid-July Camp Allen investment confab in Sun Valley, Idaho. It happened that host Allen & Co. was brokering the deal, and managing director Tom Kuhn was using the conference to helped Berg and Silbermann nail down finalities. In fact, the three men were sitting by the Duck Pond having lunch one day during the conference when CAA president Richard Lovett spied the trio from the other side. "Uh-oh, we're going to blow our cover," worried Silbermann. "Let's invite him over to join us," Berg suggested. So Lovett wound up being the fourth for lunch, and never knew the deal was taking place. More suspicious was William Morris CEO Jim Wiatt, who saw the talking heads throughout the confab and thought something might be up. He began calling Silbermann over the past two weeks, asking to get together.

But it was too late. The deal was done yesterday, with all parties signing the papers at the offices of the law firm Irell & Manella in Century City. That's where the new ICM agency will transfer into 100,000 square feet -- 25,000 more than ICM presently occupies.

FRIDAY UPDATE: Defamer has published "unconfirmed" rumors that agents in ICM's TV department have been axed. Their "layoff roll call" includes Scott Arnovitz, Nancy Etz, Tanya Lopez, Patty Detroit, Steve Simons, Babbette Perry, Stacey Lubliner, Jill Gillett, and Dan Norton. The site's rumor mill also reports the hatchet is falling via email. "A classy, warm touch," says Defamer. Nikki Finke is confirming the rumor.

SAT. UPDATE: THE BACKSTORY ON ICM'S $70M PURCHASE OF BRODER (THR, VAR, TMZ, DEF, DHD)

By Tom Tapp

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