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‘Rust’ Producers’ Prior Film Raised Red Flags

Insiders say the never-released Dennis Quaid-Queen Latifah project 'The Tiger Rising' is emblematic of an indie film world marked by late payments, broken promises and ineffectual union intervention: “It is disgusting how you are treating the entire crew”

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In November 2019, a crew of about 100 assembled in the small town of Thomasville, Georgia, to shoot The Tiger Rising, based on Kate DiCamillo’s 2001 children’s book about a 12-year-old boy who finds a caged tiger in the woods behind the motel where he lives with his father.

With a budget of $10 million and Dennis Quaid and Queen Latifah in starring roles, the independent film undoubtedly seemed like an appealing gig. But The Tiger Rising turned into an ordeal of broken promises, overdue bills and some union members still owed benefits nearly two years after the cameras stopped rolling. According to IMDb, four of the producers or executive producers on the project — Ryan Donnell Smith, Allen Cheney, Emily Hunter Salveson and Ryan Winterstern — would later be credited on Alec Baldwin’s Rust.

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The Hollywood Reporter has obtained correspondence and documents that provide a window into the cascading problems that plagued the still-unreleased Tiger Rising — troubles that foreshadowed issues on subsequent productions involving these individuals. The material also reveals the unchecked nature of low-budget filmmaking, even when the major unions are involved. It is an area that has attracted an array of players, some of whom appear to be lured by federal and state tax credits that are offered up regardless of whether the films they make are ever distributed.

The bitterness of the experience on The Tiger Rising was encapsulated in an anonymous email sent to Smith and other key players on the project in February 2020, when the film was in postproduction. “It is absolutely disgusting how you are treating the entire Tiger Rising crew,” it read. “Not paying our vendors, not paying into our health and pension [plans]. There are a ton of crew who needed this show’s hours to keep their health insurance, and now do not have health insurance. … We will never forget this. We busted our asses to get this film done, and this is how you treat us.”

In an email to THR, producer Deborah Giarratana — whose husband, Ray, was the first-time director on The Tiger Rising — attributes those comments to “one anonymous disgruntled crew person,” adding that many on the crew said the project was “the most enjoyable film production they’ve ever worked on.” Some who worked on The Tiger Rising endorse that, with second-unit director and effects supervisor Fred Raimondi saying he had “an amazing experience” and property master Simon Holt agreeing with the sentiment, adding he never had an issue getting paid or paying vendors.

But unit production manager and line producer Kaylene Carlson says what happened during the making of The Tiger Rising so deeply troubled her that she is willing to speak out on the record. “I have to be the voice of all of the crew that got screwed,” she says. “The crew needs to know that there are people out there that are going to speak out.”

Carlson was among those who sent a reply to the anonymous email that read, “I’m sorry if you’ve been hurt by the lack of payments for your health and pension. Sadly you are not alone in this matter.” In correspondence obtained by THR, associate producer John Latenser also responded: “[Though] I had no part in the financial aspect of the film, I feel the pain of the crew. I put my reputation on the line for this film and just recently learned that several vendors that I recommended have not been paid. … This is no way to do business — film related or otherwise.”

Frustrations over the project emerged even before filming began. Emails reveal that the DGA and IATSE voiced concerns before, during and after the shoot. SAG-AFTRA issued a do-not-work order before cameras rolled because it had not yet received required paperwork. And Smith tried to cut casting director Kerry Barden’s pay before production started, according to Barden’s agent Michael Moore, though he backed down when Moore said he would to alert the Teamsters, the casting director’s union. Moore says the production never paid Barden’s union benefits.

Meanwhile, a source says, actress Katharine McPhee put in a day’s work at the start of production, but on the second day, acting on the advice of her representatives, she refused to emerge from her trailer until the producers brought her a cashier’s check. (Through her manager, McPhee said in a statement that she was “compensated more than fairly and treated with the utmost respect and professionalism.” She did not address the delivery of the cashier’s check.)

Carlson says there were other unnerving bumps along the way before filming wrapped in December 2019. Some members of the crew say they are still owed tens of thousands of dollars in unpaid benefits. Some lost health coverage as a result of uncredited hours. Yet IATSE and the other unions — all which declined to comment — have continued to engage with these producers on other projects.

Throughout the production, multiple vendors were left clamoring for payment. Miguel Barbosa, who is based in Spain, spent five months trying to collect $12,000 for sound work on the film. At one point, he emailed the production accountant: “We didn’t receive the payment yet and every effort of communication has been weird and frustrating. What should we think? Was this job a scam?” Barbosa says he finally contacted the film’s director on Instagram and was paid in November 2020.

Smith declined to be interviewed, but in a statement emailed to THR, he said: “On every one of our films, we always meet every single one of our financial obligations, and will do so — without exception — on Tiger Rising.” Smith acknowledged “some financial challenges on the picture” but added, “We are working with our union partners to resolve any outstanding issues,” which he says only involve unpaid pension and health benefits. He blamed those issues in part on a dispute with the production’s payroll company, Cast & Crew, which dropped out of the project mid-shoot, citing unpaid bills. A knowledgeable production source believes, however, that money may be owed in state and federal taxes.

Smith said as “an added layer of caution,” the production has engaged an outside accountant to take a “final, careful look at all of our books.”

***

The issues that beset The Tiger Rising appear to be all too common in the low-budget independent world. Veteran effects supervisor Rob Legato, whose credits include The Lion King and Titanic, says in his eagerness to direct, he took the helm of a couple of low-budget films, only to have bad experiences with financiers that in turn led to major problems during production. His conclusion: Some investors look to take advantage of tax breaks and state tax credits but “have no intention of making money from the movie itself” and are largely indifferent to whatever happens in the filmmaking process.

“The majority of our colleagues are in it to make a good film,” he says. “But there will always be a few outliers, who are often not members of the filmmaking community, but entrepreneur types who are in it to make a quick buck and burn through vendors and crew. Spotting the difference before signing on the dotted line is important.”

It’s unclear, though, how crewmembers would be able to do that when so often, things look normal on the surface. Producers of low-budget films usually need stars to attract financing, and they need to work with the unions if they want to lure the stars. The producers associated with The Tiger Rising and Rust cite those union affiliations when challenged about their conduct. In an email to THR, Deborah Giarratana noted that The Tiger Rising was a union production and “abided by all their rules and regulations.”

Later, Allen Cheney would issue a statement denying responsibility for the Rust tragedy, pointing out that the film was “a union-certified production, in good standing with all of the major production unions and guilds, including IATSE, the Teamsters, SAG, and DGA.” (Press reports have noted that some IATSE members walked off the Rust set citing poor and unsafe working conditions before tragedy struck.)

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Ryan Smith and Allen Cheney Jason Kempin/Getty Images

The Tiger Rising was the first production under Smith and Cheney’s Thomasville Pictures, which they founded in 2019. According to Buzzfeed, they had made an earlier attempt to form another production entity that foundered: The outlet reported that in a 2016 lawsuit, a Cheney family friend who had agreed to invest $250,000 accused the pair of embezzling $40,000. The suit was dismissed after Cheney’s father, Stephen Cheney, the chairman and CEO of Georgia’s Thomasville National Bank, intervened.

According to The Tiger Rising crewmembers, Smith was the hands-on person managing financial matters. (Cheney is said to have busied himself arranging social events, while Salveson was not present during filming and Winterstern put in only a brief appearance. Salveson and Winterstern both declined to comment for this article.) Smith wore more than one hat: He was also a partner in film-financing company Streamline Global, which he had co-founded with Salveson a couple of years before launching Thomasville Pictures.

Salveson’s previous professional endeavors included surf instruction, retail sales, assistant at a rehab center and assistant at the firm of her father, Kent, an Orange County, California-based tax attorney. But in 2017, she emerged as an advocate for the use of Section 181 of the Internal Revenue Code as an advantageous way for investors to put money into movies. That provision allows investors to write off the first $15 million they put into a film immediately, regardless of whether the film is ever released.

In a 2017 interview in Variety, Salveson called films the “byproduct” of the tax-planning strategies that Streamline offers. Those byproducts nonetheless attracted name actors, who generally put in just a few days’ work. Baldwin, for example, worked on Rust as well as Supercell, which shot in May.

In February, Kevin Bacon and Machine Gun Kelly shot One Way, another project crediting Smith, Cheney, Salveson and Winterstern. Buzzfeed has reported that there are still unpaid wages and bills on the project. The first assistant director was Dave Halls, who had the same position on Rust and has admitted handing the pistol to Baldwin without checking it properly. Variety reported that a crewmember on One Way said he had warned Smith and Cheney, among others, that Halls was “a liability.”

Even as crews on their movies faced difficult and even dangerous conditions, Smith and Cheney filled their social media with photos of a high-end lifestyle involving travel by private jet to shooting locations for their various projects. With Rust in preproduction, Smith showed off his suite at the Four Seasons Rancho Encantado in Santa Fe, New Mexico. The crew would later lament their poor accommodations after long days on the set.

***

As The Tiger Rising headed into production, Smith appeared to be working to secure a completion bond, which provides recourse if a project is not finished on time or on budget or disintegrates due to any number of potential calamities, like the illness or death of a star. Even representing that a production is in the process of getting bonded inspires confidence in other entities, such as production payroll companies. But having initiated the process, a production source says, Smith said he wouldn’t incur the expense, and The Tiger Rising, like Rust, never got a completion bond.

Independent movies often struggle with money issues, but in the absence of a bond company, Carlson says, “Everybody’s hands are kind of tied. Who’s shutting you down? Nobody wants to be that guy. In low-budget moviemaking, sometimes you have to trudge through the mud to get to the other side. The unions recognize that, and I think Ryan takes advantage.”

Kate Fortmueller, a University of Georgia assistant professor specializing in Hollywood labor, says abuses on low-budget sets are more widespread than many people realize, and the unions are often reluctant to intervene. “Historically, there’s always a bit of anxiety about there not being enough work,” she explains. “What kind of makes me sad, as somebody who’s pro-union, is that for whatever reason they don’t feel like they can take a firm stand on these types of things.”

Carlson had found the lack of a completion bond worrying, and her anxiety deepened when Cast & Crew took the rare step of dropping out in the middle of the shoot. A union-affiliated payroll company ensures that crewmembers are paid and credited for their hours on the job, which is essential for maintaining their benefits. “I’ve never been on a show that was a union production where we lost our union payroll company,” Carlson says. “They’re the employer of record. That’s where people go to file an unemployment claim. Little productions come and go quickly. You want to be sure someone is taking care of those matters when everyone’s off to their next project.” (Cast & Crew declined to comment, as did the counsel that the company retained in the matter.)

What truly unnerved Carlson was the fear that, with the loss of the payroll company, the production would lose its workers compensation coverage, which is legally required and considered essential on movie sets, which even in the best of circumstances present myriad potential hazards. Carlson says she was led to believe the problem was handled on Dec. 15, when Smith forwarded an offer of short-term coverage from the Barrow Group with a reassuring note: “We need to fill this out but coverage is binded!”

But principal Robert Barrow Jr. tells THR that the policy never took effect. “We took a deposit,” he says. “Then Ryan [Smith] went silent.” Carlson is concerned that the crew may have shot footage without coverage from Dec. 16 to the 24th, when filming was completed. Industry veteran Legato and others expressed astonishment at the idea of going without a policy for the shooting crew.

However, Smith’s representative says the production had determined such a policy was unnecessary because “the team was covered under the production’s insurance policy.” He did not respond to a request for the name of the insurer.

Without the services of Cast & Crew, the production was also on its own in terms of getting payment to the crew. On Dec. 20, 2019, about two dozen crewmembers, anxious about getting paid, gathered in the production office. “They weren’t having it,” says one production source. “Some of them are rough and they don’t care. They’re going to speak up and let you know they’re pissed off.”

It wasn’t pretty, but the accounting office managed to come up with checks. Carlson says some members of the transportation department helped keep things calm. “Not that I had security guards, but the Teamsters do have kind of a presence,” she says. “It took a long time. It was arduous at best. You’re trying to cut 90 checks. You’re trying to prioritize but you can’t. People were sitting on the stairs. We ordered pizza. Everybody’s anxiety was high. But everybody left with a check.”

Earlier that week, Cheney’s father, Stephen, had turned up briefly in the production office to help resolve the crisis. His bank delivered printed-out checks with routing numbers stamped on them — with Stephen dropping off one batch personally — as the crew waited late into the evening. Crew got separate papers to use in filing their taxes, though a knowledgeable source cautions that it is not clear that amounts listed as having been withheld were in fact paid to the state and federal governments.

“I ended the show with printed-out paychecks, like you’d print out at your desk,” says one member of the crew. Some rushed to the Thomasville bank to be sure the checks would cash. “I got, like, an echeck,” says production supervisor Libby Anderson. “It didn’t look like a normal check, but the Thomasville bank cashed it.” (According to camera assistant Lane Luper, the crew on Rust was paid with “checks that didn’t include taxes, union dues, FICA, Medicare.”)

In response to THR’s inquiries, Stephen Cheney responded in an email: “During the production of The Tiger Rising they maintained a checking account at our bank. The account was handled in a professional manner and was in good standing. As a service to our customer, the bank assisted in printing payroll checks directly from the customer’s business checking account to the payee. I was not personally involved in any payroll matters or any other financial aspect of Tiger Rising or any other movie.”

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On Instagram, Cheney documents travel on private jet between two projects, ‘One Way’ and ‘Supercell,’ which shot between ‘The Tiger Rising’ and ‘Rust.’

The production managed to deliver net wages, but the unions were far from satisfied. Even before the production had gotten underway, the DGA had issues with incomplete paperwork. But it had allowed the production to move forward. During and after filming, the guild sent repeated demands for documents ensuring its members would receive pay and benefits. In April 2020 — months after the cameras had stopped rolling — the DGA sent an email with the subject line “6th Follow-up – PAST DUE NOTICE.” It is unclear what if any benefits were paid.

IATSE also became increasingly concerned. Carlson says the IA’s Dan Mahoney checked in repeatedly to make sure union members were at least getting their bare wages, but she says without a union-affiliated payroll company, “there was nothing I could do” to ensure that the production made health and pension contributions.

In February 2020 — weeks after the crew in Thomasville had dispersed — Mahoney wrote to Smith and others on the production saying, “Not a single penny has been paid to the plans! The tax forms past-due to the crew have not been distributed as per federal law!” Citing “posturing and silence” in response to his queries, he wrote, “The IA has no option but to now pursue the remedies available to us in law and equity as this production remains in a material breach of its obligations.”

Some on the crew would end up losing their health insurance. One wrote to the producers that his insurance lapsed at the beginning of January 2020. “Now me and my family are on Cobra until this all gets resolved which is $2,088 a month. Hopefully once all of my hours have been accounted for, the paperwork can get pushed through the guild rapidly.” Smith promptly responded: “I am so very sorry to hear this! I just wanted to shoot a quick note over and let you know that we are working VERY expeditiously to get this resolved.”

Other crewmembers say they have never gotten credit for hours worked. Anderson says that left her unable to re-establish her health coverage. “It sucks,” she says. While she was fortunate enough to have other resources, she says, “I can’t imagine what it was like for people who have families and nothing to fall back on.”

The chaos continued when the film was in postproduction. One department head walked away after sending a text to Deborah Giarratana that read, “I can’t be associated with this continued negligence. It’s the very definition of insanity to continue on this project and expect a different result and I’m not insane.”

It is unclear whether IATSE is now taking steps to make the Georgia crew whole, but postproduction supervisor Phil Dawe says Local 700 in Los Angeles stepped in to address unpaid benefits for the post crew. The local was able to use a contingency fund that some low-budget productions are required to establish when the union “has reason to be concerned over the financial viability of a signatory Employer.”

Despite its financial issues, investors in The Tiger Rising appear to have benefitted from a Georgia state tax credit program to the tune of $2.5 million.

The Georgia Film Office confirmed to THR that it had reported unpaid bills on The Tiger Rising to the state revenue department and on Feb. 12, 2020, an official in the state film office emailed Smith: “In good faith we issued [a] certification letter to the project. [If] vendors have not been paid, we will not be able to keep the certification awarded in place.” Smith responded, “We will advise shortly.” It is unclear what follow-up, if any, occurred. A spokesperson for lender Bay Point Advisors confirms to THR that the firm provided financing to the production in exchange for the tax credit.

Disgusted by all she had witnessed, Carlson left The Tiger Rising production in February 2020, when the film was in postproduction. To her, the overarching question now confronting the indie film industry is, who will protect the crews on productions that may involve producers who are inexperienced and may be unscrupulous?

“When things go down and people silence themselves because of fear of retaliation or fear of lawsuits, and the unions and all these organizations that are formed to protect these individuals also seem to be hog-tied, where’s the recourse?” she asks. “Ryan [Smith] is working the system because he knows how to and he knows, who’s coming after you at the end of the day? It’s like catch me if you can. He’s gone.”