Felder's "Heaven and Hell" Discussion Thread

[UndertheWire]

This is my attempt to make sense of the legal position, mostly based on Felder's book but also some of his interviews. It's a bit long and dull, but I thought I might as well share.

Disclaimer: I'm not a lawyer and I'm outside the US but I've tried to apply some common sense and a fairly basic understanding of corporate law. It may all be wrong.

In 1980, the Eagles were owned by Eagles Ltd, a corporation with Frey, Henley and Felder as equal shareholders. Walsh and Schmit were not shareholders. All five, whether shareholders or not received an equal share of profits from performance and merchandise. Royalties from publishing came outside of this. Between them, Frey and Henley owned two thirds of the shares and therefore had a controlling interest. Of course, if Felder had been able to form an alliance with Henley, that would have changed.

In 1994, Eagles Ltd still had three shareholders. However, the proposal was to set up a new corporation for the HFO tour and record deal. All five would become shareholders but this time the shareholding would not be equal. Between them, Henley and Frey would own four sevenths of this new corporation – again, a controlling interest but just to make sure, their shares would be the only ones with voting rights. Walsh and Schmit would become shareholders for the first time and would be equal to Felder but not Frey or Henley. Note that if they'd all been given equal shares, Frey and Henley would no longer have had a controlling interest. Eagles Ltd was not dissolved and was still owned equally by Frey, Henley and Felder. Profit from earlier activities should still have gone through Eagles Ltd. Profit on the HFO tour would be distributed through the new company in proportion to the shareholdings.

When Felder was “fired” in 2001, he was offered a small amount of money for his shareholding in Eagles Ltd ($3,000?). My guess is this was based on a valuation of the tangible assets of Eagles Ltd – cash in the bank, office equipment etc – but took no account of the intangibles, the most valuable being the Eagles name (brand). The brand is used to promote records, videos, concerts and on merchandise and has potential to be used to promote a wider variety of products. How do you place a value on a name? I’m guessing that Felder’s move to dissolve Eagles Ltd was an attempt to force a valuation of all the assets.

Felder’s lawsuits had at least three components – 1) his dismissal and whether it was legal 2) the operation of the new companies (alleged sweetheart deals etc) 3) compensation for his share in Eagles Ltd. I’m only interested in the latter because there isn't much to go on for the first two. There was an undisclosed settlement in 2006/2007.

Eagles Ltd has assets that include archival material prior to 1994 and it’s been said that the release of such materials was part of the settlement deal.

Felder has hinted that he is still an owner of Eagles Ltd and makes money when the Eagle tour. My guess is that Eagles Ltd licenses the brand for new recordings, tours and for merchandise and Felder receives his share of these license fees.

I don’t think any of this affects publishing. When the Eagles play Hotel California and Those Shoes, Felder receives income from his publishing. In theory, Henley and Frey also receive publishing income when Felder plays their songs (in practice, this only happens if he has one of the top 200 US tours according to Pollstar so this is probably the first year that they’ll get anything).

[webvan]

Going by memory this looks like a good summary. I'm not sure Eagles Ltd still exists though, at least with Felder inside, didn't he say in his book that he sued to have it dissolved and get his rightful share by forcing a valuation as you specify.

I think one of the problems Felder had with the 2001 arrangement is that the new corporation got to use the name without paying any (or of substance) royalties to Eagles Ltd.

[Freypower]

I don't see how Felder can make any money from the Eagles now except through songwriting royalties. How can he get licence fees for something in which he hasn't been involved? I thought the new recordings were made by Eagles Recording Company.

[MaryCalifornia]

My guess is that Eagles Ltd licenses the brand for new recordings, tours and for merchandise and Felder receives his share of these license fees.

Very nice, UTW. Well, I am a lawyer, and like everyone else I don't know the terms of the settlement, but I can't imagine that Don and Glenn would agree to your above guess. No way they license the name and brand "Eagles" to themselves and Felder gets a cut. They would not have allowed him to be a licensor of the Eagles property in perpetuity. This is where the big fat cash payout would come in - to get him out, for good.

Agree that he gets money when the radio and streaming services play songs he wrote, when the Eagles play them in concert, and I'm wondering if maybe they had to cut him in for a fraction of future merchandise sales - that I could see. Maybe they also have to pay him when they use his image in promotional materials? Even though he doesn't own the photo, this is something I would ask for if I were him.

Edit: I thought of a couple more revenue-generating things I would have asked for if I were him: 1) his cut of any re-issue of albums he appeared on; and, 2) his cut of any published video from shows he appears in, like the Washington DC show bonus in HOTE.

[UndertheWire]

MC, thanks for your insight. As Felder hinted that he still received money from Eagles tours, I was trying to think of a way that could happen. Merchandise seems possible, especially when it uses a design from his years with the band (eg Hotel California t-shirts).

I assumed that Felder, Leadon and Meisner would all benefit from re-issuing of old material to which they contributed.

I've seen it mentioned that part of the settlement was that the Eagles would release archived material, so I think you are right in that Felder will receive a share of that.

[Funk 50]

With hindsight, it looks like part of the legal agreement was that Don can't use the Eagles name to promote his solo career but he can, sure as hell, use the term, Hotel California.

He may have supplied the music but the title is a gift from the "gods"

I can't see Felder getting money, beyond royalties for Hotel California and Those Shoes, from current Eagles tours, unless his name and/or image appear on the merchandise.

[MaryCalifornia]

I count six (6) photos of him in the 2013 HOTE Tour program.

Interesting that he can't say "Former Eagles guitarist and songwriter Don Felder."?? I mean, media outlets say that about him, but he can't bill himself as such? So complicated.

And, I bought one of the neon Hotel California t-shirts. He probably got, like, 2 cents from it!! I don't have a problem with that

[webvan]

Pretty silly indeed on the other hand it's kinda sad to see "ex-blabla" slapped on to posters or repeated ad-nauseam...especially for guys who used to be the "leader" of their bands, like Roger Waters or Roger Hodgson.

"As Felder hinted that he still received money from Eagles tours" - where did he hint at that? By not replying to that question on HS?

[UndertheWire]

"As Felder hinted that he still received money from Eagles tours" - where did he hint at that? By not replying to that question on HS?

Good challenge. It's more a case of Felder agreeing with a statement made by his interviewer. The problem is that he gives a lot of interviews and most of the content is the same which makes it hard to remember where (I think) I heard it as well as a chore to listen to them all again. If I find anything, I'll let you know.

[john29302]

i can imagine the sum of money that hen n glen would have given same response as felder. seems like a lot of people dont realize if its their money its a little different than when its not theirs. how in the world did these guys ever decide to be coorperate operating entities first and band members second? its hard to not let the left hand know what the right is doing. firing a key contributor to your own success is pure narcisism. i cant imagine eagles without hotel california. azoff sed no one wanted a refund after felder got the boot but way before that felder anteed up n azoff got rich off the sucker. just seems like coorperate bs shoulda been left outta the music n fingers coulda had what was agreed n all coulda showed up n tried but hen n glen sed no. seems like glen coulda been more flexible. glen attaches himself to things then figures how neccesary others are. no one knows or will ever find out if felder as 33% partner woulda been been more lucrative for these these folks. i say another dose of felders mexican reggae n viola the vampires woulda been fed nicely but no glen had to can him. its impossible to prophesie life without the twist the tale took.