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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Live Nation Entertainment Inc | NYSE:LYV | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
6.94 | 7.86% | 95.21 | 97.04 | 92.30 | 92.30 | 5,775,970 | 01:00:00 |
|
x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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20-3247759
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(State of Incorporation)
|
|
(I.R.S. Employer Identification No.)
|
Title of Each Class
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Name of Each Exchange on which Registered
|
Common Stock, $.01 Par Value per Share;
Preferred Stock Purchase Rights
|
New York Stock Exchange
|
Large accelerated filer
|
x
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Accelerated filer
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¨
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Non-accelerated filer
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¨
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(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Page
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PART I
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|
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ITEM 1.
|
||
ITEM 1A.
|
||
ITEM 1B.
|
||
ITEM 2.
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||
ITEM 3.
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||
PART II
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ITEM 5.
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ITEM 6.
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ITEM 7.
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ITEM 7A.
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ITEM 8.
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ITEM 9.
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ITEM 9A.
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ITEM 9B.
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PART III
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ITEM 10.
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ITEM 11.
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ITEM 12.
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ITEM 13.
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ITEM 14.
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PART IV
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ITEM 15.
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AOCI
|
Accumulated other comprehensive income (loss)
|
AOI
|
Adjusted operating income (loss)
|
Clear Channel
|
Clear Channel Communications, Inc.
|
Company
|
Live Nation Entertainment, Inc. and subsidiaries
|
FASB
|
Financial Accounting Standards Board
|
GAAP
|
United States Generally Accepted Accounting Principles
|
Liberty Media
|
Liberty Media Corporation
|
Live Nation
|
Live Nation Entertainment, Inc. and subsidiaries
|
SEC
|
United States Securities and Exchange Commission
|
VIE
|
Variable interest entity
|
Ticketmaster
|
For periods prior to May 6, 2010, Ticketmaster means Ticketmaster Entertainment LLC and its predecessor companies (including without limitation Ticketmaster Entertainment, Inc.); for periods on and after May 6, 2010, Ticketmaster means the ticketing business of the Company
|
•
|
Expand our Concert Platform
. We will deliver more shows, grow our fan base and increase our ticket sales by continuing to build our portfolio of festivals globally, expanding our business into select additional top global music markets, and further building our presence in existing markets. Through our strong partnership with artist managers, we believe we can continue to further expand our concert base by delivering strong and consistent services to our artist managers and their clients.
|
•
|
Grow our Revenue per Show.
We will grow our revenue per show across our venues through more effective ticket pricing, broader ticketing distribution and more targeted promotional marketing. We will also grow our onsite fan monetization through improved onsite products and services.
|
•
|
Sell More Tickets and Invest in Product Improvements
. We are focused on selling tickets through a wide set of sales channels, including mobile and online, and leveraging our fan database. We will enhance our API features to reach a broader audience. We will continue to invest in our ticketing platforms and develop innovative products to build fan traffic to our sales channels and drive increased ticket sales.
|
•
|
Grow Secondary Ticket Volume
.
We will grow the volume of secondary tickets sold through a trusted environment for fan ticket exchanges. Globally, we will expand the availability of secondary tickets, allowing our fans to have a dependable, secure destination for secondary ticket acquisition for all events.
|
•
|
Grow Sponsorship and Advertising Partnerships
. We will continue to drive growth in our sponsorship relationships and capture a larger share of the global music sponsorship market. We will focus on expanding existing partnerships and developing new corporate sponsor partners to provide them with targeted strategic programs, leveraging our 70 million plus fans attending our shows each year.
|
•
|
Fans
. During
2016
, we connected
over
550 million
fans to their favorite live event. Our database of fans and their interests provides us with the means to efficiently market our shows to them.
|
•
|
Artists
. We have extensive relationships with artists ranging from those just beginning their careers to established superstars. In
2016
, we promoted shows or tours for
over 3,200 artists
globally. In addition, through our artist management companies, we manage
more than 500 artists
.
|
•
|
Online Services and Ticketing
. We own and operate various branded websites, both in the United States and abroad, which are customized to reflect services offered in each jurisdiction. Our primary online websites,
www.livenation.com
and
www.ticketmaster.com
, together with our other branded ticketing websites, are designed to promote ticket sales for live events. We also have both Live Nation and Ticketmaster mobile apps that our fans can use to access event information and buy tickets.
|
•
|
Distribution Network
. We believe that our global distribution network of promoters, venues and festivals provides us with a strong position in the live concert industry. We believe we have one of the largest global networks of live entertainment businesses in the world, with offices in 34 countries worldwide. In addition, we own, operate, have exclusive booking rights for, or have an equity interest in
196
venues located across
11
countries as of the end of
2016
, making us, we believe, the second largest operator of music venues in the world. We also believe that we are one of the largest music festival producers in the world with 85 festivals globally. In addition, we believe that our global ticketing distribution network, which includes one of the largest ecommerce sites and apps with over 31 million downloads, and
more than 12,000
clients worldwide, makes us the largest ticketing network in the world.
|
•
|
Sponsors
. We employ a sales force of over 300 people that worked with approximately 900 sponsors during
2016
, through a combination of strategic partnerships, local venue-related deals and national agreements, both in North America and internationally. Our sponsors include some of the most well-recognized national and global brands including Citibank, American Express, O
2
, Anheuser-Busch, Pepsi and AT&T (each of these brands is a registered trademark of the sponsor).
|
•
|
Employees
. At
December 31, 2016
, we employed
approximately 8,300 full-time employees
.
|
•
|
Stadiums
—Stadiums are multi-purpose facilities, often housing local sports teams. Stadiums typically have 30,000 or more seats. Although they are the largest venues available for live music, they are not specifically designed for live music.
|
•
|
Amphitheaters
—Amphitheaters are generally outdoor venues with between 5,000 and 30,000 seats that are used primarily in the summer season. We believe they are popular because they are designed specifically for concert events, with premium seat packages and better lines of sight and acoustics.
|
•
|
Arenas
—Arenas are indoor venues that are used as multi-purpose facilities, often housing local sports teams. Arenas typically have between 5,000 and 20,000 seats. Because they are indoors, they are able to offer amenities that other similar-sized outdoor venues cannot, such as luxury suites and premium club memberships. As a result, we believe they are popular for higher-priced concerts aimed at audiences willing to pay for these amenities.
|
•
|
Theaters
—Theaters are indoor venues that are built primarily for music events, but may include theatrical performances. These venues typically have a capacity of between 1,000 and 6,500. Theaters represent less risk to concert promoters because they have lower fixed costs associated with hosting a concert and may provide a more appropriately-sized venue for developing artists and more artists in general. Because these venues have a smaller capacity than an amphitheater, they do not offer as much economic upside on a per show basis.
|
•
|
Clubs
—Clubs are indoor venues that are built primarily for music events, but may also include comedy clubs. These venues typically have a capacity of less than 1,000 and often without full fixed seating. Because of their small size, they do not offer as much economic upside, but they also represent less risk to a concert promoter because they have lower fixed costs associated with hosting a concert and also may provide a more appropriately-sized venue for developing artists. Clubs can also be used year-round.
|
•
|
House of Blues
—House of Blues venues are our branded indoor venues that can offer customers an integrated live music and dining experience. The live music halls are specially designed to provide optimum acoustics and typically can accommodate between 1,000 to 2,000 guests. A full-service restaurant and bar is often located adjacent to the live music hall. We believe that the quality of the food, service and unique atmosphere in our restaurants attracts customers
|
•
|
Festival Sites
—Festival sites are outdoor locations used primarily in the summer season to stage large single-day or multi-day concert events featuring several artists on multiple stages. Depending on the location, festival site capacities can range from 10,000 to over 100,000 per day. We believe they are popular because of the value provided to the fan by packaging several artists together for an event. While festival sites only host a few events each year, they can provide higher operating income because we are able to generate income from many different services provided at the event.
|
Venue Type
|
|
Capacity
|
|
Owned
|
|
Leased
|
|
Operated
|
|
Exclusive
Booking Rights |
|
Equity
Interest |
|
Total
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Stadium
|
|
More than 30,000
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Amphitheater
|
|
5,000 - 30,000
|
|
8
|
|
|
28
|
|
|
7
|
|
|
11
|
|
|
—
|
|
|
54
|
|
Arena
|
|
5,000 - 20,000
|
|
1
|
|
|
4
|
|
|
2
|
|
|
2
|
|
|
1
|
|
|
10
|
|
Theater
|
|
1,000 - 6,500
|
|
7
|
|
|
31
|
|
|
9
|
|
|
15
|
|
|
2
|
|
|
64
|
|
Club
|
|
Less than 1,000
|
|
3
|
|
|
15
|
|
|
1
|
|
|
15
|
|
|
1
|
|
|
35
|
|
House of Blues
|
|
1,000 - 2,000
|
|
2
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10
|
|
Festival Site *
|
|
Varies
|
|
5
|
|
|
—
|
|
|
—
|
|
|
17
|
|
|
—
|
|
|
22
|
|
Total venues in operation
|
|
26
|
|
|
86
|
|
|
19
|
|
|
61
|
|
|
4
|
|
|
196
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Venues currently under construction
|
|
—
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
||
Venues not currently in operation
|
|
2
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total venues in operation by location:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
North America
|
|
|
|
17
|
|
|
66
|
|
|
15
|
|
|
49
|
|
|
3
|
|
|
150
|
|
International
|
|
|
|
9
|
|
|
20
|
|
|
4
|
|
|
12
|
|
|
1
|
|
|
46
|
|
•
|
the quality of service delivered to our artists, fans, ticketing clients and corporate sponsors;
|
•
|
our track record in promoting and producing live music events and tours both domestically and internationally;
|
•
|
artist relationships;
|
•
|
our global footprint;
|
•
|
ticketing software and services;
|
•
|
our ecommerce site and associated database;
|
•
|
distribution platform (venues);
|
•
|
the scope and effectiveness in our expertise of advertising and sponsorship programs; and
|
•
|
our financial stability.
|
•
|
construction, renovation and operation of our venues;
|
•
|
licensing, permitting and zoning, including noise ordinances;
|
•
|
human health, safety and sanitation requirements;
|
•
|
the service of food and alcoholic beverages;
|
•
|
working conditions, labor, minimum wage and hour, citizenship and employment laws;
|
•
|
compliance with the Americans with Disabilities Act of 1990 (“ADA”) and the United Kingdom’s Disability Discrimination Act of 1995 (“DDA”);
|
•
|
historic landmark rules;
|
•
|
compliance with United States Foreign Corrupt Practices Act, the United Kingdom Bribery Act 2010 and similar regulations in other countries;
|
•
|
hazardous and non-hazardous waste and other environmental protection laws;
|
•
|
sales and other taxes and withholding of taxes;
|
•
|
privacy laws and protection of personally identifiable information;
|
•
|
marketing activities via the telephone and online; and
|
•
|
primary ticketing and ticket resale services.
|
|
|
|
|
|
Name
|
|
Age
|
|
Position
|
|
|
|
|
|
Michael Rapino
|
|
51
|
|
President, Chief Executive Officer and Director
|
Ron Bension
|
|
62
|
|
President–HOB Entertainment
|
Joe Berchtold
|
|
52
|
|
Chief Operating Officer
|
Mark Campana
|
|
59
|
|
Co-President–North America Concerts
|
Brian Capo
|
|
50
|
|
Chief Accounting Officer
|
Arthur Fogel
|
|
63
|
|
Chairman–Global Music and President–Global Touring
|
John Hopmans
|
|
58
|
|
Executive Vice President–Mergers and Acquisitions and Strategic Finance
|
John Reid
|
|
55
|
|
President–Live Nation Europe Concerts
|
Alan Ridgeway
|
|
50
|
|
President–International and Emerging Markets
|
Bob Roux
|
|
59
|
|
Co-President–North America Concerts
|
Michael Rowles
|
|
51
|
|
General Counsel and Secretary
|
Jared Smith
|
|
39
|
|
President–Ticketmaster North America
|
Russell Wallach
|
|
51
|
|
President–Sponsorships
|
Kathy Willard
|
|
50
|
|
Chief Financial Officer
|
Mark Yovich
|
|
42
|
|
President–Ticketmaster International
|
Jordan Zachary
|
|
34
|
|
Chief Strategy Officer
|
David Zedeck
|
|
52
|
|
President–Global Talent and Artist Development
|
•
|
an increased level of competition for advertising dollars, which may lead to lower sponsorships as we attempt to retain advertisers or which may cause us to lose advertisers to our competitors offering better programs that we are unable or unwilling to match;
|
•
|
unfavorable fluctuations in operating costs, including increased guarantees to artists, which we may be unwilling or unable to pass through to our customers via ticket prices;
|
•
|
inability to fund the significant up-front cash requirements associated with our touring and ticketing businesses due to insufficient cash on hand or capacity under our senior secured credit facility, which could result in the loss of key tours to competitors or the inability to secure and retain ticketing clients;
|
•
|
competitors’ offerings that may include more favorable terms than we do in order to obtain agreements for new venues or ticketing arrangements or to obtain events for the venues they operate;
|
•
|
technological changes and innovations that we are unable to adopt or are late in adopting that offer more attractive entertainment alternatives than we or other live entertainment providers currently offer, which may lead to a reduction in attendance at live events, a loss of ticket sales or lower ticket fees; and
|
•
|
other entertainment options available to our audiences that we do not offer.
|
•
|
political instability, adverse changes in diplomatic relations and unfavorable economic and business conditions in the markets in which we currently have international operations or into which we may expand, particularly in the case of emerging markets;
|
•
|
more restrictive or otherwise unfavorable government regulation of the live entertainment and ticketing industries, which could result in increased compliance costs and/or otherwise restrict the manner in which we provide services and the amount of related fees charged for such services;
|
•
|
limitations on the enforcement of intellectual property rights;
|
•
|
limitations on the ability of foreign subsidiaries to repatriate profits or otherwise remit earnings;
|
•
|
adverse tax consequences due both to the complexity of operating across multiple tax regimes as well as changes in, or new interpretations of, international tax treaties and structures;
|
•
|
expropriations of property and risks of renegotiation or modification of existing agreements with governmental authorities;
|
•
|
diminished ability to legally enforce our contractual rights in foreign countries;
|
•
|
limitations on technology infrastructure, which could limit our ability to migrate international operations to a common ticketing system;
|
•
|
variability in venue security standards and accepted practices;
|
•
|
lower levels of internet usage, credit card usage and consumer spending in comparison to those in the United States; and
|
•
|
difficulties in managing operations and adapting to consumer desires due to distance, language and cultural differences, including issues associated with (i) business practices and customs that are common in certain foreign countries but might be prohibited by United States law and our internal policies and procedures, and (ii) management and operational systems and infrastructures, including internal financial control and reporting systems and functions, staffing and managing of foreign operations, which we might not be able to do effectively or cost-efficiently.
|
•
|
construction, renovation and operation of our venues;
|
•
|
licensing, permitting and zoning, including noise ordinances;
|
•
|
human health, safety and sanitation requirements;
|
•
|
the service of food and alcoholic beverages;
|
•
|
working conditions, labor, minimum wage and hour, citizenship and employment laws;
|
•
|
compliance with the ADA and the DDA;
|
•
|
historic landmark rules;
|
•
|
compliance with the United States Foreign Corrupt Practices Act, the United Kingdom Bribery Act 2010 and similar regulations in other countries, as more particularly described above under the risk factor related to our international operations;
|
•
|
hazardous and non-hazardous waste and other environmental protection laws;
|
•
|
sales and other taxes and withholding of taxes;
|
•
|
privacy laws and protection of personally identifiable information;
|
•
|
marketing activities via the telephone and online; and
|
•
|
primary ticketing and ticket resale services.
|
•
|
using a significant portion of our available cash;
|
•
|
issuing equity securities, which would dilute current stockholders’ percentage ownership;
|
•
|
incurring substantial debt;
|
•
|
incurring or assuming contingent liabilities, known or unknown;
|
•
|
incurring amortization expenses related to intangibles; and
|
•
|
incurring large accounting write-offs or impairments.
|
•
|
integrating the operations, financial reporting, technologies and personnel of acquired companies, including establishing and maintaining a system of internal controls appropriate for a public company environment;
|
•
|
managing geographically dispersed operations;
|
•
|
the diversion of management’s attention from other business concerns;
|
•
|
the inherent risks in entering markets or lines of business in which we have either limited or no direct experience; and
|
•
|
the potential loss of key employees, customers and strategic partners of acquired companies.
|
•
|
construction of live music venues may result in cost overruns, delays or unanticipated expenses;
|
•
|
desirable sites for live music venues may be unavailable or costly; and
|
•
|
the attractiveness of our venue locations may deteriorate over time.
|
Fiscal Quarter Ended
|
|
Operating
income (loss)
|
||
|
|
(in thousands)
|
||
|
|
|
||
March 31, 2015
|
|
$
|
(23,935
|
)
|
June 30, 2015
|
|
$
|
42,245
|
|
September 30, 2015
|
|
$
|
153,510
|
|
December 31, 2015
|
|
$
|
(40,448
|
)
|
March 31, 2016
|
|
$
|
(33,290
|
)
|
June 30, 2016
|
|
$
|
74,159
|
|
September 30, 2016
|
|
$
|
191,286
|
|
December 31, 2016
|
|
$
|
(37,215
|
)
|
•
|
incur additional debt;
|
•
|
pay dividends and make distributions;
|
•
|
make certain investments;
|
•
|
repurchase our stock and prepay certain indebtedness;
|
•
|
create liens;
|
•
|
enter into transactions with affiliates;
|
•
|
modify the nature of our business;
|
•
|
enter into sale-leaseback transactions;
|
•
|
transfer and sell material assets; and
|
•
|
merge or consolidate.
|
•
|
making it more difficult for us to satisfy our obligations;
|
•
|
increasing our vulnerability to adverse economic, regulatory and industry conditions;
|
•
|
limiting our ability to obtain additional financing for future working capital, capital expenditures, acquisitions and other purposes;
|
•
|
requiring us to dedicate a substantial portion of our cash flow from operations to fund payments on our debt, thereby reducing funds available for operations and other purposes;
|
•
|
limiting our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate;
|
•
|
making us more vulnerable to increases in interest rates; and
|
•
|
placing us at a competitive disadvantage compared to our competitors that have less debt.
|
ITEM 1B.
|
UNRESOLVED STAFF COMMENTS
|
|
Year Ended December 31,
|
||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
|
(in thousands except per share data)
|
||||||||||||||||||
Results of Operations Data
(1)
:
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenue
|
$
|
8,354,934
|
|
|
$
|
7,245,731
|
|
|
$
|
6,866,964
|
|
|
$
|
6,478,547
|
|
|
$
|
5,819,047
|
|
Operating income (loss)
(2)
|
$
|
194,940
|
|
|
131,372
|
|
|
$
|
7,164
|
|
|
$
|
139,660
|
|
|
$
|
(21,639
|
)
|
|
Income (loss) before income taxes
(2)
|
$
|
48,326
|
|
|
$
|
6,353
|
|
|
$
|
(99,820
|
)
|
|
$
|
(5,137
|
)
|
|
$
|
(132,161
|
)
|
Net income (loss) attributable to common stockholders of Live Nation
(3)
|
$
|
2,942
|
|
|
$
|
(32,508
|
)
|
|
$
|
(90,807
|
)
|
|
$
|
(43,378
|
)
|
|
$
|
(163,227
|
)
|
Basic and diluted net loss per common share available to common stockholders of Live Nation
(4)
|
$
|
(0.23
|
)
|
|
$
|
(0.33
|
)
|
|
$
|
(0.49
|
)
|
|
$
|
(0.23
|
)
|
|
$
|
(0.88
|
)
|
Cash dividends per share
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
As of December 31,
|
||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
|
(in thousands)
|
||||||||||||||||||
Balance Sheet Data
(1)
:
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
|
$
|
6,764,266
|
|
|
$
|
6,156,241
|
|
|
$
|
5,968,361
|
|
|
$
|
5,668,360
|
|
|
$
|
5,274,474
|
|
Long-term debt, net (including current maturities)
|
$
|
2,313,053
|
|
|
$
|
2,045,014
|
|
|
$
|
2,043,400
|
|
|
$
|
1,793,726
|
|
|
$
|
1,723,673
|
|
(1)
|
Acquisitions and dispositions along with changes in foreign exchange rates can significantly impact the comparability of the historical consolidated financial data reflected in this schedule of Selected Financial Data.
|
(2)
|
The year ended December 31, 2014 includes $135.0 million of goodwill impairments recorded in conjunction with our annual impairment tests.
|
(3)
|
The year ended December 31, 2014 includes $97.4 million of goodwill impairments, net of the noncontrolling interests share of the impairments, recorded in conjunction with our annual impairment tests.
|
(4)
|
The year ended December 31, 2014 includes a loss of $0.48 per common share from the impact of the goodwill impairments.
|
|
Year Ended December 31,
|
|||||||
|
2016
|
|
2015
|
|
2014
|
|||
|
(in thousands except estimated events)
|
|||||||
Concerts
(1)
|
|
|
|
|
|
|||
Estimated events:
|
|
|
|
|
|
|||
North America
|
17,554
|
|
|
16,846
|
|
|
15,941
|
|
International
|
8,708
|
|
|
8,665
|
|
|
6,853
|
|
Total estimated events
|
26,262
|
|
|
25,511
|
|
|
22,794
|
|
Estimated fans:
|
|
|
|
|
|
|||
North America
|
48,813
|
|
|
43,739
|
|
|
40,069
|
|
International
|
22,330
|
|
|
19,703
|
|
|
18,486
|
|
Total estimated fans
|
71,143
|
|
|
63,442
|
|
|
58,555
|
|
Ticketing
(2)
|
|
|
|
|
|
|||
Number of fee-bearing tickets sold
|
185,543
|
|
|
173,871
|
|
|
163,184
|
|
Number of non-fee-bearing tickets sold
|
298,157
|
|
|
298,549
|
|
|
300,030
|
|
Total tickets sold
|
483,700
|
|
|
472,420
|
|
|
463,214
|
|
(1)
|
Events generally represent a single performance by an artist. Fans generally represent the number of people who attend an event. Festivals are counted as one event in the quarter in which the festival begins, but the number of fans is based on the days the fans were present at the festival and thus can be reported across multiple quarters. Events and fan attendance metrics are estimated each quarter.
|
(2)
|
The number of fee-bearing tickets sold includes primary and secondary tickets that are sold using our Ticketmaster systems or that we issue through affiliates. This metric includes primary tickets sold during the year regardless of event timing except for our own events where our concert promoters control ticketing which are reported as the events occur. The non-fee-bearing tickets sold reported above includes primary tickets sold using our Ticketmaster systems, through season seat packages and our venue clients’ box offices, along with tickets sold on our ‘do it yourself’ platform.
|
|
AOI
|
|
Non-cash
and stock-
based
compensation
expense
|
|
Loss (gain)
on disposal of
operating
assets
|
|
Depreciation
and
amortization
|
|
Goodwill impairment
|
|
Acquisition
expenses
|
|
Operating
income
(loss)
|
||||||||||||||
|
|
|
(in thousands)
|
|
|
|
|
|
|
||||||||||||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Concerts
|
$
|
138,865
|
|
|
$
|
6,708
|
|
|
$
|
(81
|
)
|
|
$
|
137,605
|
|
|
$
|
—
|
|
|
$
|
6,765
|
|
|
$
|
(12,132
|
)
|
Sponsorship & Advertising
|
247,606
|
|
|
1,295
|
|
|
—
|
|
|
18,206
|
|
|
—
|
|
|
—
|
|
|
228,105
|
|
|||||||
Ticketing
|
365,278
|
|
|
3,699
|
|
|
68
|
|
|
185,925
|
|
|
—
|
|
|
1,095
|
|
|
174,491
|
|
|||||||
Artist Nation
|
10,273
|
|
|
3,751
|
|
|
20
|
|
|
57,110
|
|
|
—
|
|
|
550
|
|
|
(51,158
|
)
|
|||||||
Other and Eliminations
|
(13,862
|
)
|
|
234
|
|
|
—
|
|
|
372
|
|
|
—
|
|
|
207
|
|
|
(14,675
|
)
|
|||||||
Corporate
|
(108,020
|
)
|
|
17,036
|
|
|
117
|
|
|
4,433
|
|
|
—
|
|
|
85
|
|
|
(129,691
|
)
|
|||||||
Total
|
$
|
640,140
|
|
|
$
|
32,723
|
|
|
$
|
124
|
|
|
$
|
403,651
|
|
|
$
|
—
|
|
|
$
|
8,702
|
|
|
$
|
194,940
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Concerts
|
$
|
61,583
|
|
|
$
|
7,028
|
|
|
$
|
430
|
|
|
$
|
146,795
|
|
|
$
|
—
|
|
|
$
|
12,635
|
|
|
$
|
(105,305
|
)
|
Sponsorship & Advertising
|
229,859
|
|
|
1,574
|
|
|
—
|
|
|
9,932
|
|
|
—
|
|
|
—
|
|
|
218,353
|
|
|||||||
Ticketing
|
346,463
|
|
|
2,860
|
|
|
26
|
|
|
184,129
|
|
|
—
|
|
|
1,219
|
|
|
158,229
|
|
|||||||
Artist Nation
|
33,162
|
|
|
4,918
|
|
|
215
|
|
|
54,980
|
|
|
—
|
|
|
1,232
|
|
|
(28,183
|
)
|
|||||||
Other and Eliminations
|
(2,198
|
)
|
|
—
|
|
|
—
|
|
|
(2,085
|
)
|
|
—
|
|
|
—
|
|
|
(113
|
)
|
|||||||
Corporate
|
(90,813
|
)
|
|
16,981
|
|
|
174
|
|
|
3,490
|
|
|
—
|
|
|
151
|
|
|
(111,609
|
)
|
|||||||
Total
|
$
|
578,056
|
|
|
$
|
33,361
|
|
|
$
|
845
|
|
|
$
|
397,241
|
|
|
$
|
—
|
|
|
$
|
15,237
|
|
|
$
|
131,372
|
|
2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Concerts
|
$
|
50,547
|
|
|
$
|
6,685
|
|
|
$
|
(2,954
|
)
|
|
$
|
115,088
|
|
|
$
|
117,013
|
|
|
$
|
5,171
|
|
|
$
|
(190,456
|
)
|
Sponsorship & Advertising
|
213,410
|
|
|
1,396
|
|
|
—
|
|
|
4,281
|
|
|
—
|
|
|
—
|
|
|
207,733
|
|
|||||||
Ticketing
|
326,121
|
|
|
4,129
|
|
|
(1,583
|
)
|
|
204,901
|
|
|
—
|
|
|
1,381
|
|
|
117,293
|
|
|||||||
Artist Nation
|
48,063
|
|
|
8,994
|
|
|
34
|
|
|
43,343
|
|
|
17,948
|
|
|
566
|
|
|
(22,822
|
)
|
|||||||
Other and Eliminations
|
(102
|
)
|
|
—
|
|
|
(29
|
)
|
|
(2,062
|
)
|
|
—
|
|
|
38
|
|
|
1,951
|
|
|||||||
Corporate
|
(83,175
|
)
|
|
17,825
|
|
|
38
|
|
|
2,592
|
|
|
—
|
|
|
2,905
|
|
|
(106,535
|
)
|
|||||||
Total
|
$
|
554,864
|
|
|
$
|
39,029
|
|
|
$
|
(4,494
|
)
|
|
$
|
368,143
|
|
|
$
|
134,961
|
|
|
$
|
10,061
|
|
|
$
|
7,164
|
|
|
Year Ended December 31,
|
|
% Change
2016 vs 2015 |
|
% Change
2015 vs 2014 |
||||||||||
|
2016
|
|
2015
|
|
2014
|
|
|
||||||||
|
(in thousands)
|
|
|
|
|
||||||||||
Revenue
|
$
|
5,874,089
|
|
|
$
|
4,964,991
|
|
|
$
|
4,726,877
|
|
|
18%
|
|
5%
|
Direct operating expenses
|
4,981,816
|
|
|
4,220,963
|
|
|
4,016,540
|
|
|
18%
|
|
5%
|
|||
Selling, general and administrative expenses
|
766,881
|
|
|
702,108
|
|
|
671,646
|
|
|
9%
|
|
5%
|
|||
Depreciation and amortization
|
137,605
|
|
|
146,795
|
|
|
115,088
|
|
|
(6)%
|
|
28%
|
|||
Goodwill impairment
|
—
|
|
|
—
|
|
|
117,013
|
|
|
*
|
|
*
|
|||
Loss (gain) on disposal of operating assets
|
(81
|
)
|
|
430
|
|
|
(2,954
|
)
|
|
*
|
|
*
|
|||
Operating loss
|
$
|
(12,132
|
)
|
|
$
|
(105,305
|
)
|
|
$
|
(190,456
|
)
|
|
88%
|
|
45%
|
Operating margin
|
(0.2
|
)%
|
|
(2.1
|
)%
|
|
(4.0
|
)%
|
|
|
|
|
|||
AOI **
|
$
|
138,865
|
|
|
$
|
61,583
|
|
|
$
|
50,547
|
|
|
*
|
|
22%
|
AOI margin
|
2.4
|
%
|
|
1.2
|
%
|
|
1.1
|
%
|
|
|
|
|
*
|
Percentages are not meaningful.
|
**
|
AOI is defined and reconciled to operating income (loss) above.
|
|
Year Ended December 31,
|
|
% Change
2016 vs 2015 |
|
% Change
2015 vs 2014 |
||||||||||
|
2016
|
|
2015
|
|
2014
|
|
|
||||||||
|
(in thousands)
|
|
|
|
|
||||||||||
Revenue
|
$
|
377,618
|
|
|
$
|
333,726
|
|
|
$
|
300,279
|
|
|
13%
|
|
11%
|
Direct operating expenses
|
60,218
|
|
|
47,760
|
|
|
37,973
|
|
|
26%
|
|
26%
|
|||
Selling, general and administrative expenses
|
71,089
|
|
|
57,681
|
|
|
50,292
|
|
|
23%
|
|
15%
|
|||
Depreciation and amortization
|
18,206
|
|
|
9,932
|
|
|
4,281
|
|
|
83%
|
|
*
|
|||
Operating income
|
$
|
228,105
|
|
|
$
|
218,353
|
|
|
$
|
207,733
|
|
|
4%
|
|
5%
|
Operating margin
|
60.4
|
%
|
|
65.4
|
%
|
|
69.2
|
%
|
|
|
|
|
|||
AOI **
|
$
|
247,606
|
|
|
$
|
229,859
|
|
|
$
|
213,410
|
|
|
8%
|
|
8%
|
AOI margin
|
65.6
|
%
|
|
68.9
|
%
|
|
71.1
|
%
|
|
|
|
|
*
|
Percentages are not meaningful.
|
**
|
AOI is defined and reconciled to operating income (loss) above.
|
|
Year Ended December 31,
|
|
% Change
2016 vs 2015 |
|
% Change
2015 vs 2014 |
||||||||||
|
2016
|
|
2015
|
|
2014
|
|
|
||||||||
|
(in thousands)
|
|
|
|
|
||||||||||
Revenue
|
$
|
1,827,930
|
|
|
$
|
1,639,564
|
|
|
$
|
1,557,254
|
|
|
11%
|
|
5%
|
Direct operating expenses
|
956,956
|
|
|
808,697
|
|
|
763,280
|
|
|
18%
|
|
6%
|
|||
Selling, general and administrative expenses
|
510,490
|
|
|
488,483
|
|
|
473,363
|
|
|
5%
|
|
3%
|
|||
Depreciation and amortization
|
185,925
|
|
|
184,129
|
|
|
204,901
|
|
|
1%
|
|
(10)%
|
|||
Loss (gain) on disposal of operating assets
|
68
|
|
|
26
|
|
|
(1,583
|
)
|
|
*
|
|
*
|
|||
Operating income
|
$
|
174,491
|
|
|
$
|
158,229
|
|
|
$
|
117,293
|
|
|
10%
|
|
35%
|
Operating margin
|
9.5
|
%
|
|
9.7
|
%
|
|
7.5
|
%
|
|
|
|
|
|||
AOI **
|
$
|
365,278
|
|
|
$
|
346,463
|
|
|
$
|
326,121
|
|
|
5%
|
|
6%
|
AOI margin
|
20.0
|
%
|
|
21.1
|
%
|
|
20.9
|
%
|
|
|
|
|
*
|
Percentages are not meaningful.
|
**
|
AOI is defined and reconciled to operating income (loss) above.
|
|
Year Ended December 31,
|
|
% Change
2016 vs 2015 |
|
% Change
2015 vs 2014 |
||||||||||
|
2016
|
|
2015
|
|
2014
|
|
|
||||||||
|
(in thousands)
|
|
|
|
|
||||||||||
Revenue
|
$
|
421,706
|
|
|
$
|
434,201
|
|
|
$
|
389,437
|
|
|
(3)%
|
|
11%
|
Direct operating expenses
|
232,555
|
|
|
245,781
|
|
|
212,302
|
|
|
(5)%
|
|
16%
|
|||
Selling, general and administrative expenses
|
183,179
|
|
|
161,408
|
|
|
138,632
|
|
|
13%
|
|
16%
|
|||
Depreciation and amortization
|
57,110
|
|
|
54,980
|
|
|
43,343
|
|
|
4%
|
|
27%
|
|||
Goodwill impairment
|
—
|
|
|
—
|
|
|
17,948
|
|
|
*
|
|
*
|
|||
Loss on disposal of operating assets
|
20
|
|
|
215
|
|
|
34
|
|
|
*
|
|
*
|
|||
Operating loss
|
$
|
(51,158
|
)
|
|
$
|
(28,183
|
)
|
|
$
|
(22,822
|
)
|
|
(82)%
|
|
(23)%
|
Operating margin
|
(12.1
|
)%
|
|
(6.5
|
)%
|
|
(5.9
|
)%
|
|
|
|
|
|||
AOI **
|
$
|
10,273
|
|
|
$
|
33,162
|
|
|
$
|
48,063
|
|
|
(69)%
|
|
(31)%
|
AOI margin
|
2.4
|
%
|
|
7.6
|
%
|
|
12.3
|
%
|
|
|
|
|
*
|
Percentages are not meaningful.
|
**
|
AOI is defined and reconciled to operating income (loss) above.
|
|
Year Ended December 31,
|
|
% Change
2016 vs 2015 |
|
% Change
2015 vs 2014 |
|||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
|
|||||||||||||||||||
|
As Reported
|
|
Currency Impacts
|
|
Constant Currency**
|
|
As Reported
|
|
As Reported
|
|
As Reported
|
|
Constant Currency
|
|
As Reported
|
|||||||||||
|
(in thousands)
|
|
|
|
|
|
|
|||||||||||||||||||
Revenue
|
$
|
8,354,934
|
|
|
$
|
123,062
|
|
|
$
|
8,477,996
|
|
|
$
|
7,245,731
|
|
|
$
|
6,866,964
|
|
|
15%
|
|
17%
|
|
6%
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Direct operating expenses
|
6,082,708
|
|
|
91,359
|
|
|
6,174,067
|
|
|
5,196,473
|
|
|
4,919,969
|
|
|
17%
|
|
19%
|
|
6%
|
||||||
Selling, general and administrative expenses
|
1,548,450
|
|
|
26,054
|
|
|
1,574,504
|
|
|
1,411,855
|
|
|
1,337,316
|
|
|
10%
|
|
12%
|
|
6%
|
||||||
Depreciation and amortization
|
403,651
|
|
|
7,249
|
|
|
410,900
|
|
|
397,241
|
|
|
368,143
|
|
|
2%
|
|
3%
|
|
8%
|
||||||
Goodwill impairment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
134,961
|
|
|
*
|
|
*
|
|
*
|
||||||
Loss (gain) on disposal of operating assets
|
124
|
|
|
469
|
|
|
593
|
|
|
845
|
|
|
(4,494
|
)
|
|
*
|
|
*
|
|
*
|
||||||
Corporate expenses
|
125,061
|
|
|
17
|
|
|
125,078
|
|
|
107,945
|
|
|
103,905
|
|
|
16%
|
|
16%
|
|
4%
|
||||||
Operating income
|
194,940
|
|
|
$
|
(2,086
|
)
|
|
$
|
192,854
|
|
|
131,372
|
|
|
7,164
|
|
|
48%
|
|
47
|
%
|
|
*
|
|||
Operating margin
|
2.3
|
%
|
|
|
|
2.3
|
%
|
|
1.8
|
%
|
|
0.1
|
%
|
|
|
|
|
|
|
|||||||
Interest expense
|
106,506
|
|
|
|
|
|
|
|
102,881
|
|
|
106,312
|
|
|
|
|
|
|
|
|||||||
Loss on extinguishment of debt
|
14,049
|
|
|
|
|
|
|
—
|
|
|
188
|
|
|
|
|
|
|
|
||||||||
Interest income
|
(2,573
|
)
|
|
|
|
|
|
(3,528
|
)
|
|
(3,606
|
)
|
|
|
|
|
|
|
||||||||
Equity in losses (earnings) of nonconsolidated affiliates
|
17,802
|
|
|
|
|
|
|
(1,502
|
)
|
|
(4,166
|
)
|
|
|
|
|
|
|
||||||||
Other expense, net
|
10,830
|
|
|
|
|
|
|
27,168
|
|
|
8,256
|
|
|
|
|
|
|
|
||||||||
Income (loss) before income taxes
|
48,326
|
|
|
|
|
|
|
6,353
|
|
|
(99,820
|
)
|
|
|
|
|
|
|
||||||||
Income tax expense
|
28,029
|
|
|
|
|
|
|
22,122
|
|
|
4,630
|
|
|
|
|
|
|
|
||||||||
Net income (loss)
|
20,297
|
|
|
|
|
|
|
(15,769
|
)
|
|
(104,450
|
)
|
|
|
|
|
|
|
||||||||
Net income (loss) attributable to noncontrolling interests
|
17,355
|
|
|
|
|
|
|
16,739
|
|
|
(13,643
|
)
|
|
|
|
|
|
|
||||||||
Net income (loss) attributable to common stockholders of Live Nation
|
$
|
2,942
|
|
|
|
|
|
|
$
|
(32,508
|
)
|
|
$
|
(90,807
|
)
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
% Change 2016 vs 2015
|
|
% Change 2015 vs 2014
|
||||||||||||
|
|
2016
|
|
2015
|
|
2014
|
|
|
||||||||||
|
|
(in thousands)
|
|
|
|
|
||||||||||||
Depreciation
|
|
$
|
139,288
|
|
|
$
|
134,148
|
|
|
$
|
127,168
|
|
|
4
|
%
|
|
5
|
%
|
Amortization of intangibles
|
|
178,130
|
|
|
173,959
|
|
|
154,661
|
|
|
2
|
%
|
|
12
|
%
|
|||
Amortization of nonrecoupable ticketing contract advances ***
|
|
85,067
|
|
|
86,550
|
|
|
79,357
|
|
|
(2
|
)%
|
|
9
|
%
|
|||
Amortization of other assets
|
|
1,166
|
|
|
2,584
|
|
|
1,001
|
|
|
(55
|
)%
|
|
*
|
|
|||
Impairment of indefinite-lived intangible assets
|
|
—
|
|
|
—
|
|
|
5,956
|
|
|
*
|
|
|
*
|
|
|||
Depreciation and amortization
|
|
$
|
403,651
|
|
|
$
|
397,241
|
|
|
$
|
368,143
|
|
|
|
|
|
*
|
Percentages are not meaningful.
|
**
|
See “—Non-GAAP Measures” above for definition of constant currency.
|
***
|
In accounting for the merger between Live Nation and Ticketmaster in January 2010, the nonrecoupable ticketing contract advances that existed at the date of the merger were written off in acquisition accounting in accordance with GAAP. Had we continued amortizing the net book value of these nonrecoupable ticketing contract advances, the amortization above would have been $1.3 million, $1.7 million and $7.5 million higher for the years ended December 31, 2016, 2015 and 2014, respectively.
|
|
Year Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
(in thousands)
|
||||||||||
Maintenance capital expenditures
|
$
|
92,125
|
|
|
$
|
79,008
|
|
|
$
|
60,320
|
|
Revenue generating capital expenditures
|
94,702
|
|
|
65,726
|
|
|
73,476
|
|
|||
Total capital expenditures
|
$
|
186,827
|
|
|
$
|
144,734
|
|
|
$
|
133,796
|
|
|
Year Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
(in thousands)
|
||||||||||
Cash provided by (used in):
|
|
|
|
|
|
||||||
Operating activities
|
$
|
597,490
|
|
|
$
|
307,854
|
|
|
$
|
292,166
|
|
Investing activities
|
$
|
(426,477
|
)
|
|
$
|
(290,985
|
)
|
|
$
|
(392,158
|
)
|
Financing activities
|
$
|
99,212
|
|
|
$
|
(44,121
|
)
|
|
$
|
225,971
|
|
Year Ended December 31,
|
||||||||
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
1.38
|
|
1.03
|
|
*
|
|
*
|
|
*
|
*
|
For the years ended December 31,
2014
,
2013
and
2012
, fixed charges exceeded earnings from continuing operations before income taxes and fixed charges by $104.0 million, $6.0 million and $142.1 million, respectively.
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
|
(in thousands, except share data)
|
||||||
ASSETS
|
|
||||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,526,591
|
|
|
$
|
1,303,125
|
|
Accounts receivable, less allowance of $29,634 and $17,168 in 2016 and 2015, respectively
|
568,936
|
|
|
452,600
|
|
||
Prepaid expenses
|
528,250
|
|
|
496,226
|
|
||
Other current assets
|
49,774
|
|
|
36,364
|
|
||
Total current assets
|
2,673,551
|
|
|
2,288,315
|
|
||
Property, plant and equipment
|
|
|
|
||||
Land, buildings and improvements
|
838,545
|
|
|
840,032
|
|
||
Computer equipment and capitalized software
|
524,571
|
|
|
505,233
|
|
||
Furniture and other equipment
|
256,765
|
|
|
233,271
|
|
||
Construction in progress
|
125,430
|
|
|
47,684
|
|
||
|
1,745,311
|
|
|
1,626,220
|
|
||
Less accumulated depreciation
|
993,775
|
|
|
894,938
|
|
||
|
751,536
|
|
|
731,282
|
|
||
Intangible assets
|
|
|
|
||||
Definite-lived intangible assets, net
|
812,031
|
|
|
777,763
|
|
||
Indefinite-lived intangible assets
|
368,766
|
|
|
369,317
|
|
||
Goodwill
|
1,747,088
|
|
|
1,604,315
|
|
||
Other long-term assets
|
411,294
|
|
|
385,249
|
|
||
Total assets
|
$
|
6,764,266
|
|
|
$
|
6,156,241
|
|
LIABILITIES AND EQUITY
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Accounts payable, client accounts
|
$
|
726,475
|
|
|
$
|
662,941
|
|
Accounts payable
|
55,030
|
|
|
58,607
|
|
||
Accrued expenses
|
781,494
|
|
|
686,664
|
|
||
Deferred revenue
|
804,973
|
|
|
618,640
|
|
||
Current portion of long-term debt, net
|
53,317
|
|
|
42,352
|
|
||
Other current liabilities
|
39,055
|
|
|
32,002
|
|
||
Total current liabilities
|
2,460,344
|
|
|
2,101,206
|
|
||
Long-term debt, net
|
2,259,736
|
|
|
2,002,662
|
|
||
Long-term deferred income taxes
|
197,811
|
|
|
199,472
|
|
||
Other long-term liabilities
|
149,791
|
|
|
142,267
|
|
||
Commitments and contingent liabilities
|
|
|
|
|
|
||
Redeemable noncontrolling interests
|
347,068
|
|
|
263,715
|
|
||
Stockholders’ equity
|
|
|
|
||||
Preferred stock—Series A Junior Participating, $.01 par value; 20,000,000 shares authorized; no shares issued and outstanding
|
—
|
|
|
—
|
|
||
Preferred stock, $.01 par value; 30,000,000 shares authorized; no shares issued and outstanding
|
—
|
|
|
—
|
|
||
Common stock, $.01 par value; 450,000,000 shares authorized; 204,475,849 and 202,891,231 shares issued and 204,067,825 and 202,483,207 shares outstanding in 2016 and 2015, respectively
|
2,034
|
|
|
2,020
|
|
||
Additional paid-in capital
|
2,381,011
|
|
|
2,428,566
|
|
||
Accumulated deficit
|
(1,073,457
|
)
|
|
(1,075,111
|
)
|
||
Cost of shares held in treasury (408,024 shares)
|
(6,865
|
)
|
|
(6,865
|
)
|
||
Accumulated other comprehensive loss
|
(176,707
|
)
|
|
(111,657
|
)
|
||
Total Live Nation stockholders’ equity
|
1,126,016
|
|
|
1,236,953
|
|
||
Noncontrolling interests
|
223,500
|
|
|
209,966
|
|
||
Total equity
|
1,349,516
|
|
|
1,446,919
|
|
||
Total liabilities and equity
|
$
|
6,764,266
|
|
|
$
|
6,156,241
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
|
(in thousands except share and per share data)
|
|||||||||||
Revenue
|
|
$
|
8,354,934
|
|
|
$
|
7,245,731
|
|
|
$
|
6,866,964
|
|
Operating expenses:
|
|
|
|
|
|
|
||||||
Direct operating expenses
|
|
6,082,708
|
|
|
5,196,473
|
|
|
4,919,969
|
|
|||
Selling, general and administrative expenses
|
|
1,548,450
|
|
|
1,411,855
|
|
|
1,337,316
|
|
|||
Depreciation and amortization
|
|
403,651
|
|
|
397,241
|
|
|
368,143
|
|
|||
Goodwill impairment
|
|
—
|
|
|
—
|
|
|
134,961
|
|
|||
Loss (gain) on disposal of operating assets
|
|
124
|
|
|
845
|
|
|
(4,494
|
)
|
|||
Corporate expenses
|
|
125,061
|
|
|
107,945
|
|
|
103,905
|
|
|||
Operating income
|
|
194,940
|
|
|
131,372
|
|
|
7,164
|
|
|||
Interest expense
|
|
106,506
|
|
|
102,881
|
|
|
106,312
|
|
|||
Loss on extinguishment of debt
|
|
14,049
|
|
|
—
|
|
|
188
|
|
|||
Interest income
|
|
(2,573
|
)
|
|
(3,528
|
)
|
|
(3,606
|
)
|
|||
Equity in losses (earnings) of nonconsolidated affiliates
|
|
17,802
|
|
|
(1,502
|
)
|
|
(4,166
|
)
|
|||
Other expense, net
|
|
10,830
|
|
|
27,168
|
|
|
8,256
|
|
|||
Income (loss) before income taxes
|
|
48,326
|
|
|
6,353
|
|
|
(99,820
|
)
|
|||
Income tax expense
|
|
28,029
|
|
|
22,122
|
|
|
4,630
|
|
|||
Net income (loss)
|
|
20,297
|
|
|
(15,769
|
)
|
|
(104,450
|
)
|
|||
Net income (loss) attributable to noncontrolling interests
|
|
17,355
|
|
|
16,739
|
|
|
(13,643
|
)
|
|||
Net income (loss) attributable to common stockholders of Live Nation
|
|
$
|
2,942
|
|
|
$
|
(32,508
|
)
|
|
$
|
(90,807
|
)
|
|
|
|
|
|
|
|
||||||
Basic and diluted net loss per common share available to common stockholders of Live Nation
|
|
$
|
(0.23
|
)
|
|
$
|
(0.33
|
)
|
|
$
|
(0.49
|
)
|
|
|
|
|
|
|
|
||||||
Weighted average common shares outstanding:
|
|
|
|
|
|
|
||||||
Basic and diluted
|
|
202,076,243
|
|
|
200,973,485
|
|
|
198,874,019
|
|
|||
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
||||||
Reconciliation to net loss available to common stockholders of Live Nation:
|
|
|
|
|
|
|
|
|
||||
Net income (loss) attributable to common stockholders of Live Nation
|
|
$
|
2,942
|
|
|
$
|
(32,508
|
)
|
|
$
|
(90,807
|
)
|
Accretion of redeemable noncontrolling interests
|
|
(49,952
|
)
|
|
(33,179
|
)
|
|
(5,660
|
)
|
|||
Basic and diluted net loss available to common stockholders of Live Nation
|
|
$
|
(47,010
|
)
|
|
$
|
(65,687
|
)
|
|
$
|
(96,467
|
)
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
|
|
(in thousands)
|
||||||||||
Net income (loss)
|
|
$
|
20,297
|
|
|
$
|
(15,769
|
)
|
|
$
|
(104,450
|
)
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
|
(64,947
|
)
|
|
(41,895
|
)
|
|
(67,724
|
)
|
|||
Other
|
|
(103
|
)
|
|
248
|
|
|
84
|
|
|||
Comprehensive loss
|
|
(44,753
|
)
|
|
(57,416
|
)
|
|
(172,090
|
)
|
|||
Comprehensive income (loss) attributable to noncontrolling interests
|
|
17,355
|
|
|
16,739
|
|
|
(13,643
|
)
|
|||
Comprehensive loss attributable to common stockholders of Live Nation
|
|
$
|
(62,108
|
)
|
|
$
|
(74,155
|
)
|
|
$
|
(158,447
|
)
|
|
|
Live Nation Stockholders’ Equity
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
|
|
Common
Shares Issued |
|
Common
Stock |
|
Additional
Paid-In Capital |
|
Accumulated
Deficit |
|
Cost of
Shares Held in Treasury |
|
Accumulated
Other Comprehensive Income (Loss) |
|
Noncontrolling
Interests
|
|
Total
Equity
|
|
Redeemable
Noncontrolling
Interests
|
|||||||||||||||||
|
(in thousands, except share data)
|
|
(in thousands)
|
||||||||||||||||||||||||||||||||
Balances at December 31, 2013
|
|
197,764,109
|
|
|
$
|
1,978
|
|
|
$
|
2,368,281
|
|
|
$
|
(951,796
|
)
|
|
$
|
(6,865
|
)
|
|
$
|
(2,370
|
)
|
|
$
|
180,578
|
|
|
$
|
1,589,806
|
|
|
$
|
61,041
|
|
Non-cash and stock-based compensation
|
|
—
|
|
|
—
|
|
|
39,029
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
39,029
|
|
|
—
|
|
||||||||
Common stock issued under stock plans, net of shares withheld for employee taxes
|
|
897,973
|
|
|
9
|
|
|
(14,902
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14,893
|
)
|
|
—
|
|
||||||||
Exercise of stock options
|
|
1,769,194
|
|
|
17
|
|
|
21,780
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21,797
|
|
|
—
|
|
||||||||
Fair value of convertible debt conversion feature, net of issuance costs
|
|
—
|
|
|
—
|
|
|
21,444
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21,444
|
|
|
—
|
|
||||||||
Acquisitions
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
37,484
|
|
|
37,484
|
|
|
108,104
|
|
||||||||
Purchases of noncontrolling interests
|
|
—
|
|
|
—
|
|
|
(3,796
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
310
|
|
|
(3,486
|
)
|
|
(5,017
|
)
|
||||||||
Sales of noncontrolling interests
|
|
—
|
|
|
—
|
|
|
(11,748
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(159
|
)
|
|
(11,907
|
)
|
|
19,246
|
|
||||||||
Redeemable noncontrolling interests fair value adjustments
|
|
—
|
|
|
—
|
|
|
(5,660
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,660
|
)
|
|
5,660
|
|
||||||||
Noncontrolling interests contributions
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
106
|
|
|
106
|
|
|
—
|
|
||||||||
Cash distributions
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(30,520
|
)
|
|
(30,520
|
)
|
|
(1,993
|
)
|
||||||||
Other
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,449
|
)
|
|
(5,449
|
)
|
|
—
|
|
||||||||
Comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Net income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(90,807
|
)
|
|
—
|
|
|
—
|
|
|
4,543
|
|
|
(86,264
|
)
|
|
(18,186
|
)
|
||||||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(67,724
|
)
|
|
—
|
|
|
(67,724
|
)
|
|
—
|
|
||||||||
Other
|
|
|
|
|
|
|
|
|
|
|
|
84
|
|
|
|
|
84
|
|
|
|
|||||||||||||||
Balances at December 31, 2014
|
|
200,431,276
|
|
|
2,004
|
|
|
2,414,428
|
|
|
(1,042,603
|
)
|
|
(6,865
|
)
|
|
(70,010
|
)
|
|
186,893
|
|
|
1,483,847
|
|
|
168,855
|
|
||||||||
Non-cash and stock-based compensation
|
|
—
|
|
|
—
|
|
|
33,361
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
33,361
|
|
|
—
|
|
||||||||
Common stock issued under stock plans, net of shares withheld for employee taxes
|
|
460,418
|
|
|
5
|
|
|
(7,657
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,652
|
)
|
|
—
|
|
||||||||
Exercise of stock options
|
|
1,138,891
|
|
|
11
|
|
|
16,269
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,280
|
|
|
—
|
|
||||||||
Acquisitions
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30,627
|
|
|
30,627
|
|
|
83,263
|
|
||||||||
Purchases of noncontrolling interests
|
|
—
|
|
|
—
|
|
|
(6,555
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,585
|
)
|
|
(10,140
|
)
|
|
—
|
|
||||||||
Sales of noncontrolling interests
|
|
—
|
|
|
—
|
|
|
11,899
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
720
|
|
|
12,619
|
|
|
(9,652
|
)
|
||||||||
Redeemable noncontrolling interests fair value adjustments
|
|
—
|
|
|
—
|
|
|
(33,179
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(33,179
|
)
|
|
33,179
|
|
||||||||
Noncontrolling interests contributions
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
255
|
|
|
255
|
|
|
—
|
|
||||||||
Cash distributions
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(24,693
|
)
|
|
(24,693
|
)
|
|
(5,953
|
)
|
||||||||
Other
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,182
|
)
|
|
(5,182
|
)
|
|
2,215
|
|
||||||||
Comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Net income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(32,508
|
)
|
|
—
|
|
|
—
|
|
|
24,931
|
|
|
(7,577
|
)
|
|
(8,192
|
)
|
||||||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(41,895
|
)
|
|
—
|
|
|
(41,895
|
)
|
|
—
|
|
||||||||
Other
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
248
|
|
|
—
|
|
|
248
|
|
|
—
|
|
||||||||
Balances at December 31, 2015
|
|
202,030,585
|
|
|
2,020
|
|
|
2,428,566
|
|
|
(1,075,111
|
)
|
|
(6,865
|
)
|
|
(111,657
|
)
|
|
209,966
|
|
|
1,446,919
|
|
|
263,715
|
|
||||||||
Non-cash and stock-based compensation
|
|
—
|
|
|
—
|
|
|
34,011
|
|
|
(1,288
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32,723
|
|
|
—
|
|
||||||||
Common stock issued under stock plans, net of shares withheld for employee taxes
|
|
302,545
|
|
|
3
|
|
|
(4,110
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,107
|
)
|
|
—
|
|
||||||||
Exercise of stock options
|
|
1,062,936
|
|
|
11
|
|
|
20,288
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,299
|
|
|
—
|
|
||||||||
Acquisitions
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
40,697
|
|
|
40,697
|
|
|
72,560
|
|
||||||||
Divestitures
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,856
|
)
|
|
(1,856
|
)
|
|
—
|
|
||||||||
Purchases of noncontrolling interests
|
|
—
|
|
|
—
|
|
|
(49,111
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14,049
|
)
|
|
(63,160
|
)
|
|
(12,674
|
)
|
||||||||
Sales of noncontrolling interests
|
|
—
|
|
|
—
|
|
|
1,424
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
427
|
|
|
1,851
|
|
|
—
|
|
||||||||
Redeemable noncontrolling interests fair value adjustments
|
|
—
|
|
|
—
|
|
|
(49,952
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(49,952
|
)
|
|
49,952
|
|
||||||||
Cash distributions
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(34,285
|
)
|
|
(34,285
|
)
|
|
(20,846
|
)
|
||||||||
Other
|
|
—
|
|
|
—
|
|
|
(105
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(399
|
)
|
|
(504
|
)
|
|
5
|
|
||||||||
Comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Net income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,942
|
|
|
—
|
|
|
—
|
|
|
22,999
|
|
|
25,941
|
|
|
(5,644
|
)
|
||||||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(64,947
|
)
|
|
—
|
|
|
(64,947
|
)
|
|
—
|
|
||||||||
Other
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(103
|
)
|
|
—
|
|
|
(103
|
)
|
|
—
|
|
||||||||
Balances at December 31, 2016
|
|
203,396,066
|
|
|
$
|
2,034
|
|
|
$
|
2,381,011
|
|
|
$
|
(1,073,457
|
)
|
|
$
|
(6,865
|
)
|
|
$
|
(176,707
|
)
|
|
$
|
223,500
|
|
|
$
|
1,349,516
|
|
|
$
|
347,068
|
|
|
Year Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
|
|
(as adjusted)
|
||||||||
|
(in thousands)
|
||||||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
|
||||||
Net income (loss)
|
$
|
20,297
|
|
|
$
|
(15,769
|
)
|
|
$
|
(104,450
|
)
|
Reconciling items:
|
|
|
|
|
|
||||||
Depreciation
|
139,288
|
|
|
134,148
|
|
|
127,168
|
|
|||
Amortization
|
264,363
|
|
|
263,093
|
|
|
240,975
|
|
|||
Goodwill impairment
|
—
|
|
|
—
|
|
|
134,961
|
|
|||
Deferred income tax benefit
|
(7,891
|
)
|
|
(9,611
|
)
|
|
(17,664
|
)
|
|||
Amortization of debt issuance costs, discounts and premium, net
|
12,594
|
|
|
10,885
|
|
|
16,038
|
|
|||
Provision for uncollectible accounts receivable and advances
|
21,681
|
|
|
19,505
|
|
|
6,540
|
|
|||
Loss on extinguishment of debt
|
14,049
|
|
|
—
|
|
|
188
|
|
|||
Non-cash compensation expense
|
32,723
|
|
|
33,361
|
|
|
39,029
|
|
|||
Equity in losses (earnings) of nonconsolidated affiliates, net of distributions
|
27,498
|
|
|
9,436
|
|
|
3,698
|
|
|||
Gain on consolidation of nonconsolidated affiliates
|
(501
|
)
|
|
(8,685
|
)
|
|
(16,356
|
)
|
|||
Other, net
|
(8,801
|
)
|
|
5,170
|
|
|
(11,313
|
)
|
|||
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:
|
|
|
|
|
|
||||||
Increase in accounts receivable
|
(146,128
|
)
|
|
(67,235
|
)
|
|
(14,356
|
)
|
|||
Increase in prepaid expenses and other assets
|
(129,748
|
)
|
|
(122,872
|
)
|
|
(231,560
|
)
|
|||
Increase in accounts payable, accrued expenses and other liabilities
|
193,775
|
|
|
3,480
|
|
|
45,538
|
|
|||
Increase in deferred revenue
|
164,291
|
|
|
52,948
|
|
|
73,730
|
|
|||
Net cash provided by operating activities
|
597,490
|
|
|
307,854
|
|
|
292,166
|
|
|||
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
|
|
||||||
Advances of notes receivable
|
(17,227
|
)
|
|
(28,288
|
)
|
|
(34,395
|
)
|
|||
Investments made in nonconsolidated affiliates
|
(28,922
|
)
|
|
(21,998
|
)
|
|
(19,600
|
)
|
|||
Purchases of property, plant and equipment
|
(173,827
|
)
|
|
(142,491
|
)
|
|
(139,587
|
)
|
|||
Cash paid for acquisitions, net of cash acquired
|
(211,624
|
)
|
|
(89,780
|
)
|
|
(210,243
|
)
|
|||
Purchases of intangible assets
|
(6,234
|
)
|
|
(12,267
|
)
|
|
(3,350
|
)
|
|||
Other, net
|
11,357
|
|
|
3,839
|
|
|
15,017
|
|
|||
Net cash used in investing activities
|
(426,477
|
)
|
|
(290,985
|
)
|
|
(392,158
|
)
|
|||
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
||||||
Proceeds from long-term debt, net of debt issuance costs
|
844,451
|
|
|
57,276
|
|
|
515,385
|
|
|||
Payments on long-term debt including extinguishment costs
|
(606,831
|
)
|
|
(63,569
|
)
|
|
(253,773
|
)
|
|||
Distributions to noncontrolling interests
|
(55,131
|
)
|
|
(30,645
|
)
|
|
(32,513
|
)
|
|||
Purchases and sales of noncontrolling interests, net
|
(69,106
|
)
|
|
(9,752
|
)
|
|
(4,391
|
)
|
|||
Proceeds from exercise of stock options
|
20,299
|
|
|
16,280
|
|
|
21,797
|
|
|||
Payments for deferred and contingent consideration
|
(20,451
|
)
|
|
(6,770
|
)
|
|
(5,722
|
)
|
|||
Other, net
|
(14,019
|
)
|
|
(6,941
|
)
|
|
(14,812
|
)
|
|||
Net cash provided by (used in) financing activities
|
99,212
|
|
|
(44,121
|
)
|
|
225,971
|
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
(46,759
|
)
|
|
(51,652
|
)
|
|
(43,134
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
223,466
|
|
|
(78,904
|
)
|
|
82,845
|
|
|||
Cash and cash equivalents at beginning of period
|
1,303,125
|
|
|
1,382,029
|
|
|
1,299,184
|
|
|||
Cash and cash equivalents at end of period
|
$
|
1,526,591
|
|
|
$
|
1,303,125
|
|
|
$
|
1,382,029
|
|
|
|
|
|
|
|
||||||
SUPPLEMENTAL DISCLOSURE
|
|
|
|
|
|
||||||
Cash paid during the year for:
|
|
|
|
|
|
||||||
Interest, net of interest income
|
$
|
96,678
|
|
|
$
|
92,620
|
|
|
$
|
89,343
|
|
Income taxes, net of refunds
|
$
|
30,312
|
|
|
$
|
44,287
|
|
|
$
|
41,471
|
|
|
Revenue-
generating
contracts
|
|
Client /
vendor
relationships
|
|
Trademarks
and naming rights |
|
Non-compete
agreements
|
|
Technology
|
|
Venue
management
and
leaseholds
|
|
Other
|
|
Total
|
||||||||||||||||
|
(in thousands)
|
||||||||||||||||||||||||||||||
Balance as of December 31, 2014:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
Gross carrying amount
|
$
|
635,127
|
|
|
$
|
355,992
|
|
|
$
|
24,266
|
|
|
$
|
123,552
|
|
|
$
|
15,330
|
|
|
$
|
83,322
|
|
|
$
|
3,581
|
|
|
$
|
1,241,170
|
|
Accumulated amortization
|
(272,071
|
)
|
|
(123,195
|
)
|
|
(8,701
|
)
|
|
(98,512
|
)
|
|
(4,246
|
)
|
|
(50,490
|
)
|
|
(1,242
|
)
|
|
(558,457
|
)
|
||||||||
Net
|
363,056
|
|
|
232,797
|
|
|
15,565
|
|
|
25,040
|
|
|
11,084
|
|
|
32,832
|
|
|
2,339
|
|
|
682,713
|
|
||||||||
Gross carrying amount:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Acquisitions—current year
|
119,482
|
|
|
39,113
|
|
|
62,953
|
|
|
5,110
|
|
|
16,230
|
|
|
10,574
|
|
|
17
|
|
|
253,479
|
|
||||||||
Acquisitions—prior year
|
(8,366
|
)
|
|
(4,694
|
)
|
|
—
|
|
|
49,851
|
|
|
11
|
|
|
—
|
|
|
—
|
|
|
36,802
|
|
||||||||
Foreign exchange
|
(15,332
|
)
|
|
(8,474
|
)
|
|
(664
|
)
|
|
(2,159
|
)
|
|
(1,306
|
)
|
|
(3,784
|
)
|
|
—
|
|
|
(31,719
|
)
|
||||||||
Other
(1)
|
(30,116
|
)
|
|
(2,655
|
)
|
|
1
|
|
|
—
|
|
|
—
|
|
|
(24,061
|
)
|
|
—
|
|
|
(56,831
|
)
|
||||||||
Net change
|
65,668
|
|
|
23,290
|
|
|
62,290
|
|
|
52,802
|
|
|
14,935
|
|
|
(17,271
|
)
|
|
17
|
|
|
201,731
|
|
||||||||
Accumulated amortization:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Amortization
|
(78,281
|
)
|
|
(51,116
|
)
|
|
(6,218
|
)
|
|
(22,869
|
)
|
|
(4,402
|
)
|
|
(10,684
|
)
|
|
(389
|
)
|
|
(173,959
|
)
|
||||||||
Foreign exchange
|
6,494
|
|
|
2,036
|
|
|
340
|
|
|
62
|
|
|
46
|
|
|
1,468
|
|
|
—
|
|
|
10,446
|
|
||||||||
Other
(1)
|
30,115
|
|
|
2,655
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
24,061
|
|
|
—
|
|
|
56,832
|
|
||||||||
Net change
|
(41,672
|
)
|
|
(46,425
|
)
|
|
(5,877
|
)
|
|
(22,807
|
)
|
|
(4,356
|
)
|
|
14,845
|
|
|
(389
|
)
|
|
(106,681
|
)
|
||||||||
Balance as of December 31, 2015:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
Gross carrying amount
|
700,795
|
|
|
379,282
|
|
|
86,556
|
|
|
176,354
|
|
|
30,265
|
|
|
66,051
|
|
|
3,598
|
|
|
1,442,901
|
|
||||||||
Accumulated amortization
|
(313,743
|
)
|
|
(169,620
|
)
|
|
(14,578
|
)
|
|
(121,319
|
)
|
|
(8,602
|
)
|
|
(35,645
|
)
|
|
(1,631
|
)
|
|
(665,138
|
)
|
||||||||
Net
|
387,052
|
|
|
209,662
|
|
|
71,978
|
|
|
55,035
|
|
|
21,663
|
|
|
30,406
|
|
|
1,967
|
|
|
777,763
|
|
||||||||
Gross carrying amount:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Acquisitions—current year
|
136,029
|
|
|
42,861
|
|
|
5,100
|
|
|
9,550
|
|
|
24,804
|
|
|
1,449
|
|
|
412
|
|
|
220,205
|
|
||||||||
Acquisitions—prior year
|
11,404
|
|
|
782
|
|
|
3,618
|
|
|
1,500
|
|
|
—
|
|
|
1,174
|
|
|
—
|
|
|
18,478
|
|
||||||||
Dispositions
|
—
|
|
|
(2,299
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,225
|
)
|
|
—
|
|
|
(3,524
|
)
|
||||||||
Foreign exchange
|
(25,360
|
)
|
|
(4,528
|
)
|
|
(930
|
)
|
|
(4,260
|
)
|
|
(1,364
|
)
|
|
(3,848
|
)
|
|
(2
|
)
|
|
(40,292
|
)
|
||||||||
Other
(1)
|
(62,470
|
)
|
|
(14,089
|
)
|
|
(6
|
)
|
|
(117,152
|
)
|
|
(627
|
)
|
|
(9,600
|
)
|
|
6
|
|
|
(203,938
|
)
|
||||||||
Net change
|
59,603
|
|
|
22,727
|
|
|
7,782
|
|
|
(110,362
|
)
|
|
22,813
|
|
|
(12,050
|
)
|
|
416
|
|
|
(9,071
|
)
|
||||||||
Accumulated amortization:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Amortization
|
(76,484
|
)
|
|
(60,815
|
)
|
|
(9,623
|
)
|
|
(19,195
|
)
|
|
(6,153
|
)
|
|
(5,406
|
)
|
|
(454
|
)
|
|
(178,130
|
)
|
||||||||
Dispositions
|
—
|
|
|
599
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22
|
|
|
—
|
|
|
621
|
|
||||||||
Foreign exchange
|
10,555
|
|
|
1,962
|
|
|
477
|
|
|
1,188
|
|
|
491
|
|
|
1,765
|
|
|
(27
|
)
|
|
16,411
|
|
||||||||
Other
(1)
|
62,872
|
|
|
14,089
|
|
|
—
|
|
|
117,227
|
|
|
627
|
|
|
9,600
|
|
|
22
|
|
|
204,437
|
|
||||||||
Net change
|
(3,057
|
)
|
|
(44,165
|
)
|
|
(9,146
|
)
|
|
99,220
|
|
|
(5,035
|
)
|
|
5,981
|
|
|
(459
|
)
|
|
43,339
|
|
||||||||
Balance as of December 31, 2016:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
Gross carrying amount
|
760,398
|
|
|
402,009
|
|
|
94,338
|
|
|
65,992
|
|
|
53,078
|
|
|
54,001
|
|
|
4,014
|
|
|
1,433,830
|
|
||||||||
Accumulated amortization
|
(316,800
|
)
|
|
(213,785
|
)
|
|
(23,724
|
)
|
|
(22,099
|
)
|
|
(13,637
|
)
|
|
(29,664
|
)
|
|
(2,090
|
)
|
|
(621,799
|
)
|
||||||||
Net
|
$
|
443,598
|
|
|
$
|
188,224
|
|
|
$
|
70,614
|
|
|
$
|
43,893
|
|
|
$
|
39,441
|
|
|
$
|
24,337
|
|
|
$
|
1,924
|
|
|
$
|
812,031
|
|
(1)
|
Other includes netdowns of fully amortized or impaired assets.
|
|
Weighted-
Average
Life (years)
|
||
|
2016
|
|
2015
|
|
|
|
|
Revenue-generating contracts
|
8
|
|
8
|
Client/vendor relationships
|
6
|
|
6
|
Trademarks and naming rights
|
10
|
|
10
|
Non-compete agreements
|
5
|
|
5
|
Technology
|
5
|
|
6
|
Venue management and leaseholds
|
5
|
|
8
|
All categories
|
7
|
|
8
|
|
(in thousands)
|
||
2017
|
$
|
177,921
|
|
2018
|
$
|
155,754
|
|
2019
|
$
|
131,077
|
|
2020
|
$
|
111,003
|
|
2021
|
$
|
77,837
|
|
|
Concerts
|
|
Sponsorship
& Advertising
|
|
Ticketing
|
|
Artist
Nation
|
|
Total
|
||||||||||
|
(in thousands)
|
||||||||||||||||||
Balance as of December 31, 2014:
|
|
|
|
|
|
|
|
|
|
||||||||||
Goodwill
|
$
|
577,891
|
|
|
$
|
302,865
|
|
|
$
|
657,631
|
|
|
$
|
345,513
|
|
|
$
|
1,883,900
|
|
Accumulated impairment losses
|
(386,915
|
)
|
|
—
|
|
|
—
|
|
|
(17,948
|
)
|
|
(404,863
|
)
|
|||||
Net
|
190,976
|
|
|
302,865
|
|
|
657,631
|
|
|
327,565
|
|
|
1,479,037
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Acquisitions—current year
|
57,792
|
|
|
43,248
|
|
|
77,951
|
|
|
15,051
|
|
|
194,042
|
|
|||||
Acquisitions—prior year
|
(28,472
|
)
|
|
(3,274
|
)
|
|
10,341
|
|
|
(17,968
|
)
|
|
(39,373
|
)
|
|||||
Foreign exchange
|
(4,440
|
)
|
|
(10,758
|
)
|
|
(12,098
|
)
|
|
(2,095
|
)
|
|
(29,391
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance as of December 31, 2015:
|
|
|
|
|
|
|
|
|
|
||||||||||
Goodwill
|
602,771
|
|
|
332,081
|
|
|
733,825
|
|
|
340,501
|
|
|
2,009,178
|
|
|||||
Accumulated impairment losses
|
(386,915
|
)
|
|
—
|
|
|
—
|
|
|
(17,948
|
)
|
|
(404,863
|
)
|
|||||
Net
|
215,856
|
|
|
332,081
|
|
|
733,825
|
|
|
322,553
|
|
|
1,604,315
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Acquisitions—current year
|
98,936
|
|
|
45,376
|
|
|
8,671
|
|
|
25,016
|
|
|
177,999
|
|
|||||
Acquisitions—prior year
|
(18,906
|
)
|
|
18,302
|
|
|
(108
|
)
|
|
449
|
|
|
(263
|
)
|
|||||
Dispositions
|
—
|
|
|
—
|
|
|
—
|
|
|
(323
|
)
|
|
(323
|
)
|
|||||
Foreign exchange
|
(29,143
|
)
|
|
67
|
|
|
(3,283
|
)
|
|
(2,281
|
)
|
|
(34,640
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance as of December 31, 2016:
|
|
|
|
|
|
|
|
|
|||||||||||
Goodwill
|
653,658
|
|
|
395,826
|
|
|
739,105
|
|
|
363,362
|
|
|
2,151,951
|
|
|||||
Accumulated impairment losses
|
(386,915
|
)
|
|
—
|
|
|
—
|
|
|
(17,948
|
)
|
|
(404,863
|
)
|
|||||
Net
|
$
|
266,743
|
|
|
$
|
395,826
|
|
|
$
|
739,105
|
|
|
$
|
345,414
|
|
|
$
|
1,747,088
|
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
|
|
(in thousands)
|
||||||
Current assets
|
|
$
|
45,432
|
|
|
$
|
63,455
|
|
Noncurrent assets
|
|
$
|
2,908
|
|
|
$
|
4,474
|
|
Current liabilities
|
|
$
|
28,510
|
|
|
$
|
38,319
|
|
Noncontrolling interests
|
|
$
|
355
|
|
|
$
|
403
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
|
|
(in thousands)
|
||||||||||
Revenue
|
|
$
|
47,757
|
|
|
$
|
51,629
|
|
|
$
|
43,490
|
|
Operating income
|
|
$
|
10,750
|
|
|
$
|
18,062
|
|
|
$
|
19,903
|
|
Net income
|
|
$
|
4,729
|
|
|
$
|
11,100
|
|
|
$
|
14,452
|
|
Net income attributable to the common stockholders of the equity investees
|
|
$
|
4,747
|
|
|
$
|
11,019
|
|
|
$
|
14,311
|
|
|
|
|
|
|
December 31,
|
||||||
|
|
|
|
|
2016
|
|
2015
|
||||
|
|
|
|
|
(in thousands)
|
||||||
Senior Secured Credit Facility:
|
|
|
|
|
|||||||
|
Term loan A
|
|
$
|
187,625
|
|
|
$
|
93,438
|
|
||
|
Term loan B
|
|
972,563
|
|
|
928,625
|
|
||||
4.875% Senior Notes due 2024
|
|
575,000
|
|
|
—
|
|
|||||
5.375% Senior Notes due 2022
|
|
250,000
|
|
|
250,000
|
|
|||||
2.5% Convertible Senior Notes due 2019
|
|
275,000
|
|
|
275,000
|
|
|||||
7% Senior Notes due 2020
|
|
—
|
|
|
425,000
|
|
|||||
Other long-term debt
|
|
104,397
|
|
|
108,350
|
|
|||||
Total principal amount
|
|
2,364,585
|
|
|
2,080,413
|
|
|||||
Less unamortized discounts and debt issuance costs
|
|
(51,532
|
)
|
|
(41,399
|
)
|
|||||
Plus unamortized premium
|
|
—
|
|
|
6,000
|
|
|||||
Total long-term debt net of unamortized discounts, premium and debt issuance costs
|
|
2,313,053
|
|
|
2,045,014
|
|
|||||
Less: current portion
|
|
53,317
|
|
|
42,352
|
|
|||||
|
|
|
|
|
|
|
|
||||
Total long-term debt, net
|
|
$
|
2,259,736
|
|
|
$
|
2,002,662
|
|
|
Year Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
(in thousands)
|
||||||||||
Interest cost recognized relating to:
|
|
|
|
|
|
||||||
Contractual interest coupon
|
$
|
6,875
|
|
|
$
|
6,856
|
|
|
$
|
8,701
|
|
Amortization of debt discount
|
4,833
|
|
|
4,599
|
|
|
10,165
|
|
|||
Amortization of debt issuance costs
|
1,358
|
|
|
1,355
|
|
|
1,175
|
|
|||
Total interest cost recognized on the notes
|
$
|
13,066
|
|
|
$
|
12,810
|
|
|
$
|
20,041
|
|
|
Fair Value Measurements
at December 31, 2016 |
|
Fair Value Measurements
at December 31, 2015 |
||||||||||||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||||||||||
|
|
|
(in thousands)
|
|
|
|
|
|
(in thousands)
|
|
|
||||||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Cash equivalents
|
$
|
55,081
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
55,081
|
|
|
$
|
30,102
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
30,102
|
|
Forward currency contracts
|
—
|
|
|
2,957
|
|
|
—
|
|
|
2,957
|
|
|
—
|
|
|
979
|
|
|
—
|
|
|
979
|
|
||||||||
Total
|
$
|
55,081
|
|
|
$
|
2,957
|
|
|
$
|
—
|
|
|
$
|
58,038
|
|
|
$
|
30,102
|
|
|
$
|
979
|
|
|
$
|
—
|
|
|
$
|
31,081
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Interest rate cap
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1
|
|
|
$
|
1
|
|
Forward currency contracts
|
—
|
|
|
363
|
|
|
—
|
|
|
363
|
|
|
—
|
|
|
680
|
|
|
—
|
|
|
680
|
|
||||||||
Put option
|
—
|
|
|
—
|
|
|
5,147
|
|
|
5,147
|
|
|
—
|
|
|
—
|
|
|
7,258
|
|
|
7,258
|
|
||||||||
Contingent consideration
|
—
|
|
|
—
|
|
|
44,195
|
|
|
44,195
|
|
|
—
|
|
|
—
|
|
|
19,877
|
|
|
19,877
|
|
||||||||
Total
|
$
|
—
|
|
|
$
|
363
|
|
|
$
|
49,342
|
|
|
$
|
49,705
|
|
|
$
|
—
|
|
|
$
|
680
|
|
|
$
|
27,136
|
|
|
$
|
27,816
|
|
|
|
Fair Value
|
|
Fair Value Measurements Using
|
|
Loss
|
||||||||||||||
Description
|
|
Measurement
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
(Gain)
|
||||||||||
|
|
(in thousands)
|
||||||||||||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment in nonconsolidated affiliates
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
16,455
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
2015
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investments in nonconsolidated affiliates
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(9,124
|
)
|
|
Non-cancelable
Operating Leases
|
|
Non-cancelable
Contracts
|
|
Capital
Expenditures
|
||||||
|
(in thousands)
|
||||||||||
2017
|
$
|
163,058
|
|
|
$
|
740,202
|
|
|
$
|
34,179
|
|
2018
|
155,992
|
|
|
146,409
|
|
|
1,811
|
|
|||
2019
|
146,382
|
|
|
116,236
|
|
|
789
|
|
|||
2020
|
132,253
|
|
|
30,791
|
|
|
685
|
|
|||
2021
|
102,918
|
|
|
6,619
|
|
|
1,084
|
|
|||
Thereafter
|
1,324,119
|
|
|
9,636
|
|
|
24,076
|
|
|||
Total
|
$
|
2,024,722
|
|
|
$
|
1,049,893
|
|
|
$
|
62,624
|
|
|
Year Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
(in thousands)
|
||||||||||
Related-party revenue
|
$
|
123,117
|
|
|
$
|
109,720
|
|
|
$
|
3,393
|
|
Related-party expenses
|
$
|
8,751
|
|
|
$
|
8,470
|
|
|
$
|
471
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
|
|
(in thousands)
|
||||||||||
Current:
|
|
|
|
|
|
|
||||||
Federal
|
|
$
|
564
|
|
|
$
|
543
|
|
|
$
|
17
|
|
Foreign
|
|
29,902
|
|
|
23,811
|
|
|
12,727
|
|
|||
State
|
|
5,454
|
|
|
7,379
|
|
|
9,550
|
|
|||
Total current
|
|
35,920
|
|
|
31,733
|
|
|
22,294
|
|
|||
Deferred:
|
|
|
|
|
|
|
||||||
Federal
|
|
5,113
|
|
|
(355
|
)
|
|
(10,827
|
)
|
|||
Foreign
|
|
(11,703
|
)
|
|
(8,278
|
)
|
|
(4,249
|
)
|
|||
State
|
|
(1,301
|
)
|
|
(978
|
)
|
|
(2,588
|
)
|
|||
Total deferred
|
|
(7,891
|
)
|
|
(9,611
|
)
|
|
(17,664
|
)
|
|||
Income tax expense
|
|
$
|
28,029
|
|
|
$
|
22,122
|
|
|
$
|
4,630
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
|
|
(in thousands)
|
||||||
Deferred tax liabilities:
|
|
|
|
|
||||
Intangible assets
|
|
$
|
189,131
|
|
|
$
|
209,316
|
|
Prepaid expenses
|
|
8,770
|
|
|
6,429
|
|
||
Long-term debt
|
|
3,835
|
|
|
5,644
|
|
||
Other
|
|
6,077
|
|
|
20,759
|
|
||
Total deferred tax liabilities
|
|
207,813
|
|
|
242,148
|
|
||
Deferred tax assets:
|
|
|
|
|
||||
Accrued expenses
|
|
45,839
|
|
|
41,113
|
|
||
Net operating loss carryforwards
|
|
563,461
|
|
|
578,805
|
|
||
Foreign tax credit carryforwards
|
|
59,977
|
|
|
56,282
|
|
||
Equity compensation
|
|
32,452
|
|
|
26,432
|
|
||
Other
|
|
—
|
|
|
1,949
|
|
||
Total gross deferred tax assets
|
|
701,729
|
|
|
704,581
|
|
||
Valuation allowance
|
|
681,566
|
|
|
658,104
|
|
||
Total deferred tax assets
|
|
20,163
|
|
|
46,477
|
|
||
Net deferred tax liabilities
|
|
$
|
(187,650
|
)
|
|
$
|
(195,671
|
)
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
|
|
(in thousands)
|
||||||||||
Income tax expense (benefit) at United States statutory rates
|
|
$
|
16,914
|
|
|
$
|
2,223
|
|
|
$
|
(34,937
|
)
|
State income taxes, net of federal tax benefits
|
|
3,264
|
|
|
3,959
|
|
|
7,548
|
|
|||
Differences between foreign and United States statutory rates
|
|
(11,116
|
)
|
|
(5,356
|
)
|
|
(10,735
|
)
|
|||
Non-United States income inclusions and exclusions
|
|
(1,678
|
)
|
|
1,206
|
|
|
(284
|
)
|
|||
United States income inclusions and exclusions
|
|
(1,317
|
)
|
|
2,095
|
|
|
(1,396
|
)
|
|||
Nondeductible items
|
|
3,210
|
|
|
4,736
|
|
|
55,469
|
|
|||
Tax contingencies
|
|
2,390
|
|
|
2,063
|
|
|
950
|
|
|||
Tax expense from acquired goodwill
|
|
5,936
|
|
|
4,483
|
|
|
1,299
|
|
|||
Tax return to accrual
|
|
(1,071
|
)
|
|
(551
|
)
|
|
(7,013
|
)
|
|||
Change in valuation allowance
|
|
11,820
|
|
|
7,116
|
|
|
(7,467
|
)
|
|||
Other, net
|
|
(323
|
)
|
|
148
|
|
|
1,196
|
|
|||
|
|
$
|
28,029
|
|
|
$
|
22,122
|
|
|
$
|
4,630
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
|
|
(in thousands)
|
||||||||||
Balance at January 1
|
|
$
|
14,022
|
|
|
$
|
12,619
|
|
|
$
|
12,860
|
|
Additions:
|
|
|
|
|
|
|
||||||
Increase for current year positions
|
|
—
|
|
|
1,606
|
|
|
306
|
|
|||
Increase for prior year positions
|
|
1,978
|
|
|
274
|
|
|
1,089
|
|
|||
Decrease for prior year positions
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|||
Interest and penalties for prior years
|
|
546
|
|
|
525
|
|
|
511
|
|
|||
Reductions:
|
|
|
|
|
|
|
||||||
Expiration of applicable statute of limitations
|
|
—
|
|
|
—
|
|
|
(236
|
)
|
|||
Settlements for prior year positions
|
|
(1,188
|
)
|
|
(852
|
)
|
|
(1,225
|
)
|
|||
Foreign exchange
|
|
(238
|
)
|
|
(150
|
)
|
|
(686
|
)
|
|||
Balance at December 31
|
|
$
|
15,117
|
|
|
$
|
14,022
|
|
|
$
|
12,619
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
(in thousands)
|
||||||||||
Net income (loss) attributable to common stockholders of Live Nation
|
$
|
2,942
|
|
|
$
|
(32,508
|
)
|
|
$
|
(90,807
|
)
|
Transfers of noncontrolling interest:
|
|
|
|
|
|
||||||
Changes in Live Nation’s additional paid-in capital for purchases of noncontrolling interests, net of transaction costs
|
(49,111
|
)
|
|
(6,555
|
)
|
|
(3,796
|
)
|
|||
Changes in Live Nation’s additional paid-in capital for sales of noncontrolling interests, net of transaction costs
|
1,424
|
|
|
11,899
|
|
|
(11,748
|
)
|
|||
Net transfers of noncontrolling interest
|
(47,687
|
)
|
|
5,344
|
|
|
(15,544
|
)
|
|||
Change from net income (loss) attributable to common stockholders of Live Nation and net transfers of noncontrolling interests
|
$
|
(44,745
|
)
|
|
$
|
(27,164
|
)
|
|
$
|
(106,351
|
)
|
|
|
Gains and Losses on Cash Flow Hedges
|
|
Defined Benefit Pension Items
|
|
Foreign Currency Items
|
|
Total
|
||||||||
|
|
(in thousands)
|
||||||||||||||
Balance at December 31, 2013
|
|
$
|
(79
|
)
|
|
$
|
(611
|
)
|
|
$
|
(1,680
|
)
|
|
$
|
(2,370
|
)
|
Other comprehensive income before reclassifications
|
|
(6
|
)
|
|
30
|
|
|
(67,724
|
)
|
|
(67,700
|
)
|
||||
Amount reclassified from AOCI
|
|
60
|
|
|
—
|
|
|
—
|
|
|
60
|
|
||||
Net other comprehensive income
|
|
54
|
|
|
30
|
|
|
(67,724
|
)
|
|
(67,640
|
)
|
||||
Balance at December 31, 2014
|
|
(25
|
)
|
|
(581
|
)
|
|
(69,404
|
)
|
|
(70,010
|
)
|
||||
Other comprehensive income (loss) before reclassifications
|
|
—
|
|
|
223
|
|
|
(41,895
|
)
|
|
(41,672
|
)
|
||||
Amount reclassified from AOCI
|
|
25
|
|
|
—
|
|
|
—
|
|
|
25
|
|
||||
Net other comprehensive income (loss)
|
|
25
|
|
|
223
|
|
|
(41,895
|
)
|
|
(41,647
|
)
|
||||
Balance at December 31, 2015
|
|
—
|
|
|
(358
|
)
|
|
(111,299
|
)
|
|
(111,657
|
)
|
||||
Other comprehensive income (loss) before reclassifications
|
|
—
|
|
|
(103
|
)
|
|
(64,947
|
)
|
|
(65,050
|
)
|
||||
Amount reclassified from AOCI
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Net other comprehensive income (loss)
|
|
—
|
|
|
(103
|
)
|
|
(64,947
|
)
|
|
(65,050
|
)
|
||||
Balance at December 31, 2016
|
|
$
|
—
|
|
|
$
|
(461
|
)
|
|
$
|
(176,246
|
)
|
|
$
|
(176,707
|
)
|
|
|
Year Ended December 31,
|
|||||||
|
|
2016
|
|
2015
|
|
2014
|
|||
|
(in thousands)
|
||||||||
Options to purchase shares of common stock
|
|
16,283
|
|
|
16,309
|
|
|
16,999
|
|
Restricted stock awards—unvested
|
|
1,080
|
|
|
861
|
|
|
1,171
|
|
Conversion shares related to convertible senior notes
|
|
7,930
|
|
|
7,930
|
|
|
7,930
|
|
Number of anti-dilutive potentially issuable shares excluded from diluted common shares outstanding
|
|
25,293
|
|
|
25,100
|
|
|
26,100
|
|
|
Year Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
(in thousands)
|
||||||||||
Selling, general and administrative expenses
|
$
|
15,687
|
|
|
$
|
16,380
|
|
|
$
|
21,204
|
|
Corporate expenses
|
17,036
|
|
|
16,981
|
|
|
17,825
|
|
|||
Total
|
$
|
32,723
|
|
|
$
|
33,361
|
|
|
$
|
39,029
|
|
|
Year Ended December 31,
|
|||||||
|
2016
|
|
2015
|
|
2014
|
|||
Risk-free interest rate
|
1.24% - 1.49%
|
|
|
1.47% - 1.75%
|
|
|
1.67% - 2.00%
|
|
Dividend yield
|
0.0
|
%
|
|
0.0
|
%
|
|
0.0
|
%
|
Volatility factors
|
29.42% - 36.11%
|
|
|
34.18% - 43.36%
|
|
|
42.41% - 47.00%
|
|
Weighted average expected life (in years)
|
5.76
|
|
|
5.94
|
|
|
6.06
|
|
|
Year Ended December 31,
|
|||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|||||||||||||||
|
Options
|
|
Price
|
|
Options
|
|
Price
|
|
Options
|
|
Price
|
|||||||||
|
(in thousands, except per share data)
|
|||||||||||||||||||
Outstanding January 1
|
16,309
|
|
|
$
|
13.54
|
|
|
16,999
|
|
|
$
|
13.78
|
|
|
16,628
|
|
|
$
|
12.68
|
|
Granted
|
1,103
|
|
|
19.53
|
|
|
1,667
|
|
|
25.32
|
|
|
2,345
|
|
|
21.03
|
|
|||
Exercised
|
(1,063
|
)
|
|
19.10
|
|
|
(1,098
|
)
|
|
14.50
|
|
|
(1,769
|
)
|
|
12.32
|
|
|||
Forfeited or expired
|
(66
|
)
|
|
22.39
|
|
|
(1,259
|
)
|
|
31.58
|
|
|
(205
|
)
|
|
19.58
|
|
|||
Outstanding December 31
|
16,283
|
|
|
$
|
13.55
|
|
|
16,309
|
|
|
$
|
13.54
|
|
|
16,999
|
|
|
$
|
13.78
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Exercisable December 31
|
12,628
|
|
|
$
|
12.01
|
|
|
11,177
|
|
|
$
|
11.54
|
|
|
10,669
|
|
|
$
|
13.68
|
|
Weighted average fair value per option granted
|
|
|
$
|
6.98
|
|
|
|
|
$
|
9.93
|
|
|
|
|
|
$
|
9.82
|
|
Range of
Exercise
Prices
|
|
Outstanding
as of
12/31/16
|
|
Weighted
Average
Remaining
Contractual
Life
|
|
Weighted
Average
Exercise
Price
|
|
Exercisable
as of
12/31/16
|
|
Weighted
Average
Remaining
Contractual
Life
|
|
Weighted
Average
Exercise
Price
|
||||||
|
|
(in thousands)
|
|
(in years)
|
|
|
|
(in thousands)
|
|
(in years)
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
$2.75 - $4.99
|
|
2,228
|
|
|
2.2
|
|
$
|
2.84
|
|
|
2,228
|
|
|
2.2
|
|
$
|
2.84
|
|
$5.00 - $9.99
|
|
4,757
|
|
|
5.8
|
|
$
|
8.81
|
|
|
3,917
|
|
|
5.7
|
|
$
|
8.82
|
|
$10.00 - $14.99
|
|
3,108
|
|
|
4.1
|
|
$
|
11.40
|
|
|
3,108
|
|
|
4.1
|
|
$
|
11.40
|
|
$15.00 - $19.99
|
|
1,582
|
|
|
7.0
|
|
$
|
19.05
|
|
|
466
|
|
|
2.3
|
|
$
|
18.38
|
|
$20.00 - $24.99
|
|
3,030
|
|
|
5.4
|
|
$
|
22.03
|
|
|
2,267
|
|
|
4.8
|
|
$
|
22.29
|
|
$25.00 - $29.99
|
|
1,578
|
|
|
8.1
|
|
$
|
25.37
|
|
|
642
|
|
|
8.1
|
|
$
|
25.34
|
|
|
Restricted Stock
|
|||||
|
Awards
|
|
Price
|
|||
|
(in thousands, except per share data)
|
|||||
Unvested at December 31, 2013
|
2,210
|
|
|
$
|
10.68
|
|
Granted
|
752
|
|
|
21.64
|
|
|
Forfeited
|
(237
|
)
|
|
12.64
|
|
|
Vested
|
(1,554
|
)
|
|
11.50
|
|
|
Unvested at December 31, 2014
|
1,171
|
|
|
$
|
16.18
|
|
Granted
|
456
|
|
|
26.11
|
|
|
Forfeited
|
(6
|
)
|
|
10.02
|
|
|
Vested
|
(760
|
)
|
|
14.74
|
|
|
Unvested at December 31, 2015
|
861
|
|
|
$
|
22.67
|
|
Granted
|
751
|
|
|
20.65
|
|
|
Forfeited
|
(50
|
)
|
|
21.63
|
|
|
Vested
|
(482
|
)
|
|
21.73
|
|
|
Unvested at December 31, 2016
|
1,080
|
|
|
$
|
21.67
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
|
(in thousands)
|
||||||
The following details the components of “Other current assets”:
|
|
|
|
||||
Cash held in escrow
|
$
|
2,983
|
|
|
$
|
1,736
|
|
Inventory
|
15,114
|
|
|
14,388
|
|
||
Other
|
31,677
|
|
|
20,240
|
|
||
Total other current assets
|
$
|
49,774
|
|
|
$
|
36,364
|
|
|
|
|
|
||||
The following details the components of “Other long-term assets”:
|
|
|
|
|
|
||
Long-term advances
|
$
|
208,977
|
|
|
$
|
192,311
|
|
Investments in nonconsolidated affiliates
|
82,032
|
|
|
81,811
|
|
||
Other
|
120,285
|
|
|
111,127
|
|
||
Total other long-term assets
|
$
|
411,294
|
|
|
$
|
385,249
|
|
|
|
|
|
||||
The following details the components of “Accrued expenses”:
|
|
|
|
|
|
||
Accrued compensation and benefits
|
$
|
192,167
|
|
|
$
|
157,013
|
|
Accrued event expenses
|
192,599
|
|
|
170,613
|
|
||
Accrued insurance
|
65,941
|
|
|
56,279
|
|
||
Accrued legal
|
22,904
|
|
|
47,740
|
|
||
Collections on behalf of others
|
31,233
|
|
|
32,140
|
|
||
Other
|
276,650
|
|
|
222,879
|
|
||
Total accrued expenses
|
$
|
781,494
|
|
|
$
|
686,664
|
|
|
|
|
|
||||
The following details the components of “Other current liabilities”:
|
|
|
|
|
|
||
Contingent and deferred purchase consideration
|
$
|
23,301
|
|
|
$
|
16,413
|
|
Other
|
15,754
|
|
|
15,589
|
|
||
Total other current liabilities
|
$
|
39,055
|
|
|
$
|
32,002
|
|
|
|
|
|
|
|
||
The following details the components of “Other long-term liabilities”:
|
|
|
|
|
|
||
Accrued rent
|
$
|
61,282
|
|
|
$
|
57,041
|
|
Deferred revenue
|
5,506
|
|
|
6,128
|
|
||
Contingent and deferred purchase consideration
|
46,228
|
|
|
44,395
|
|
||
Other
|
36,775
|
|
|
34,703
|
|
||
Total other long-term liabilities
|
$
|
149,791
|
|
|
$
|
142,267
|
|
|
Concerts
|
|
Sponsorship
& Advertising |
|
Ticketing
|
|
Artist Nation
|
|
Other
|
|
Corporate
|
|
Eliminations
|
|
Consolidated
|
||||||||||||||||
|
|
|
|
|
|
|
(in thousands)
|
|
|
|
|
|
|
||||||||||||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
Revenue
|
$
|
5,874,089
|
|
|
$
|
377,618
|
|
|
$
|
1,827,930
|
|
|
$
|
421,706
|
|
|
$
|
7,978
|
|
|
$
|
—
|
|
|
$
|
(154,387
|
)
|
|
$
|
8,354,934
|
|
Direct operating expenses
|
4,981,816
|
|
|
60,218
|
|
|
956,956
|
|
|
232,555
|
|
|
2,902
|
|
|
—
|
|
|
(151,739
|
)
|
|
6,082,708
|
|
||||||||
Selling, general and administrative expenses
|
766,881
|
|
|
71,089
|
|
|
510,490
|
|
|
183,179
|
|
|
16,811
|
|
|
—
|
|
|
—
|
|
|
1,548,450
|
|
||||||||
Depreciation and amortization
|
137,605
|
|
|
18,206
|
|
|
185,925
|
|
|
57,110
|
|
|
2,940
|
|
|
4,433
|
|
|
(2,568
|
)
|
|
403,651
|
|
||||||||
Loss (gain) on disposal of operating assets
|
(81
|
)
|
|
—
|
|
|
68
|
|
|
20
|
|
|
—
|
|
|
117
|
|
|
—
|
|
|
124
|
|
||||||||
Corporate expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
125,141
|
|
|
(80
|
)
|
|
125,061
|
|
||||||||
Operating income (loss)
|
$
|
(12,132
|
)
|
|
$
|
228,105
|
|
|
$
|
174,491
|
|
|
$
|
(51,158
|
)
|
|
$
|
(14,675
|
)
|
|
$
|
(129,691
|
)
|
|
$
|
—
|
|
|
$
|
194,940
|
|
Intersegment revenue
|
$
|
142,240
|
|
|
$
|
—
|
|
|
$
|
1,150
|
|
|
$
|
10,997
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(154,387
|
)
|
|
$
|
—
|
|
Capital expenditures
|
$
|
85,958
|
|
|
$
|
2,161
|
|
|
$
|
91,285
|
|
|
$
|
1,348
|
|
|
$
|
1,028
|
|
|
$
|
7,824
|
|
|
$
|
—
|
|
|
$
|
189,604
|
|
|
Concerts
|
|
Sponsorship
& Advertising |
|
Ticketing
|
|
Artist Nation
|
|
Other
|
|
Corporate
|
|
Eliminations
|
|
Consolidated
|
||||||||||||||||
|
|
|
|
|
|
|
(in thousands)
|
|
|
|
|
|
|
||||||||||||||||||
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
Revenue
|
$
|
4,964,991
|
|
|
$
|
333,726
|
|
|
$
|
1,639,564
|
|
|
$
|
434,201
|
|
|
$
|
3,176
|
|
|
$
|
—
|
|
|
$
|
(129,927
|
)
|
|
$
|
7,245,731
|
|
Direct operating expenses
|
4,220,963
|
|
|
47,760
|
|
|
808,697
|
|
|
245,781
|
|
|
1,068
|
|
|
—
|
|
|
(127,796
|
)
|
|
5,196,473
|
|
||||||||
Selling, general and administrative expenses
|
702,108
|
|
|
57,681
|
|
|
488,483
|
|
|
161,408
|
|
|
2,175
|
|
|
—
|
|
|
—
|
|
|
1,411,855
|
|
||||||||
Depreciation and amortization
|
146,795
|
|
|
9,932
|
|
|
184,129
|
|
|
54,980
|
|
|
46
|
|
|
3,490
|
|
|
(2,131
|
)
|
|
397,241
|
|
||||||||
Loss on disposal of operating assets
|
430
|
|
|
—
|
|
|
26
|
|
|
215
|
|
|
—
|
|
|
174
|
|
|
—
|
|
|
845
|
|
||||||||
Corporate expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
107,945
|
|
|
—
|
|
|
107,945
|
|
||||||||
Operating income (loss)
|
$
|
(105,305
|
)
|
|
$
|
218,353
|
|
|
$
|
158,229
|
|
|
$
|
(28,183
|
)
|
|
$
|
(113
|
)
|
|
$
|
(111,609
|
)
|
|
$
|
—
|
|
|
$
|
131,372
|
|
Intersegment revenue
|
$
|
113,391
|
|
|
$
|
—
|
|
|
$
|
1,150
|
|
|
$
|
15,386
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(129,927
|
)
|
|
$
|
—
|
|
Capital expenditures
|
$
|
40,053
|
|
|
$
|
4,836
|
|
|
$
|
93,323
|
|
|
$
|
1,924
|
|
|
$
|
—
|
|
|
$
|
5,011
|
|
|
$
|
—
|
|
|
$
|
145,147
|
|
2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Revenue
|
$
|
4,726,877
|
|
|
$
|
300,279
|
|
|
$
|
1,557,254
|
|
|
$
|
389,437
|
|
|
$
|
3,171
|
|
|
$
|
—
|
|
|
$
|
(110,054
|
)
|
|
$
|
6,866,964
|
|
Direct operating expenses
|
4,016,540
|
|
|
37,973
|
|
|
763,280
|
|
|
212,302
|
|
|
(2,174
|
)
|
|
—
|
|
|
(107,952
|
)
|
|
4,919,969
|
|
||||||||
Selling, general and administrative expenses
|
671,646
|
|
|
50,292
|
|
|
473,363
|
|
|
138,632
|
|
|
3,383
|
|
|
—
|
|
|
—
|
|
|
1,337,316
|
|
||||||||
Depreciation and amortization
|
115,088
|
|
|
4,281
|
|
|
204,901
|
|
|
43,343
|
|
|
40
|
|
|
2,592
|
|
|
(2,102
|
)
|
|
368,143
|
|
||||||||
Goodwill impairment
|
117,013
|
|
|
—
|
|
|
—
|
|
|
17,948
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
134,961
|
|
||||||||
Loss (gain) on disposal of operating assets
|
(2,954
|
)
|
|
—
|
|
|
(1,583
|
)
|
|
34
|
|
|
(29
|
)
|
|
38
|
|
|
—
|
|
|
(4,494
|
)
|
||||||||
Corporate expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
103,905
|
|
|
—
|
|
|
103,905
|
|
||||||||
Operating income (loss)
|
$
|
(190,456
|
)
|
|
$
|
207,733
|
|
|
$
|
117,293
|
|
|
$
|
(22,822
|
)
|
|
$
|
1,951
|
|
|
$
|
(106,535
|
)
|
|
$
|
—
|
|
|
$
|
7,164
|
|
Intersegment revenue
|
$
|
97,642
|
|
|
$
|
—
|
|
|
$
|
1,150
|
|
|
$
|
11,262
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(110,054
|
)
|
|
$
|
—
|
|
Capital expenditures
|
$
|
35,006
|
|
|
$
|
1,834
|
|
|
$
|
89,990
|
|
|
$
|
1,892
|
|
|
$
|
6
|
|
|
$
|
9,490
|
|
|
$
|
—
|
|
|
$
|
138,218
|
|
|
|
United Kingdom Operations
|
|
Other Foreign Operations
|
|
Total Foreign Operations
|
|
Total Domestic Operations
|
|
Consolidated Total
|
||||||||||
|
|
(in thousands)
|
||||||||||||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenue
|
|
$
|
683,457
|
|
|
$
|
1,882,590
|
|
|
$
|
2,566,047
|
|
|
$
|
5,788,887
|
|
|
$
|
8,354,934
|
|
Long-lived assets
|
|
$
|
69,380
|
|
|
$
|
104,780
|
|
|
$
|
174,160
|
|
|
$
|
577,376
|
|
|
$
|
751,536
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
2015
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenue
|
|
$
|
672,802
|
|
|
$
|
1,534,629
|
|
|
$
|
2,207,431
|
|
|
$
|
5,038,300
|
|
|
$
|
7,245,731
|
|
Long-lived assets
|
|
$
|
74,517
|
|
|
$
|
126,194
|
|
|
$
|
200,711
|
|
|
$
|
530,571
|
|
|
$
|
731,282
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
2014
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenue
|
|
$
|
772,445
|
|
|
$
|
1,591,643
|
|
|
$
|
2,364,088
|
|
|
$
|
4,502,876
|
|
|
$
|
6,866,964
|
|
Long-lived assets
|
|
$
|
71,269
|
|
|
$
|
105,937
|
|
|
$
|
177,206
|
|
|
$
|
518,131
|
|
|
$
|
695,337
|
|
|
|
March 31,
|
|
June 30,
|
|
September 30,
|
|
December 31,
|
||||||||||||||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||||||||||
|
|
(in thousands)
|
||||||||||||||||||||||||||||||
Revenue
|
|
$
|
1,207,716
|
|
|
$
|
1,120,312
|
|
|
$
|
2,179,258
|
|
|
$
|
1,765,777
|
|
|
$
|
3,170,416
|
|
|
$
|
2,622,917
|
|
|
$
|
1,797,544
|
|
|
$
|
1,736,725
|
|
Operating income (loss)
|
|
$
|
(33,290
|
)
|
|
$
|
(23,935
|
)
|
|
$
|
74,159
|
|
|
$
|
42,245
|
|
|
$
|
191,286
|
|
|
$
|
153,510
|
|
|
$
|
(37,215
|
)
|
|
$
|
(40,448
|
)
|
Net income (loss)
|
|
$
|
(55,954
|
)
|
|
$
|
(66,526
|
)
|
|
$
|
36,461
|
|
|
$
|
20,212
|
|
|
$
|
132,761
|
|
|
$
|
104,382
|
|
|
$
|
(92,971
|
)
|
|
$
|
(73,837
|
)
|
Net income (loss) attributable to common stockholders of Live Nation
|
|
$
|
(44,518
|
)
|
|
$
|
(58,279
|
)
|
|
$
|
37,741
|
|
|
$
|
15,056
|
|
|
$
|
111,079
|
|
|
$
|
89,049
|
|
|
$
|
(101,360
|
)
|
|
$
|
(78,334
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Basic net income (loss) per common share available to common stockholders of Live Nation
|
|
$
|
(0.29
|
)
|
|
$
|
(0.31
|
)
|
|
$
|
0.13
|
|
|
$
|
0.06
|
|
|
$
|
0.51
|
|
|
$
|
0.39
|
|
|
$
|
(0.58
|
)
|
|
$
|
(0.47
|
)
|
Diluted net income (loss) per common share available to common stockholders of Live Nation
|
|
$
|
(0.29
|
)
|
|
$
|
(0.31
|
)
|
|
$
|
0.13
|
|
|
$
|
0.06
|
|
|
$
|
0.49
|
|
|
$
|
0.38
|
|
|
$
|
(0.58
|
)
|
|
$
|
(0.47
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
ITEM 11.
|
EXECUTIVE COMPENSATION
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
ITEM 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
ITEM 14.
|
PRINCIPAL ACCOUNTING FEES AND SERVICES
|
|
|
|
|
|
|
|
|
|
|
Description
|
|
Balance at Beginning of Period
|
|
Charges of Costs, Expenses and Other
|
|
Write-off of Accounts Receivable
|
|
Other
|
|
Balance at End of Period
|
||||||||||
|
|
(in thousands)
|
||||||||||||||||||
Year ended December 31, 2014
|
|
$
|
19,850
|
|
|
$
|
3,684
|
|
|
$
|
(4,763
|
)
|
|
$
|
(1,282
|
)
|
(1)
|
$
|
17,489
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Year ended December 31, 2015
|
|
$
|
17,489
|
|
|
$
|
19,525
|
|
|
$
|
(18,703
|
)
|
|
$
|
(1,143
|
)
|
(1)
|
$
|
17,168
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Year ended December 31, 2016
|
|
$
|
17,168
|
|
|
$
|
16,699
|
|
|
$
|
(3,927
|
)
|
|
$
|
(306
|
)
|
(1)
|
$
|
29,634
|
|
Description
|
|
|
Balance at Beginning of Period
|
|
Charges of Costs, Expenses and Other
|
|
Deletions
|
|
Other
(1)
|
|
Balance at End of Period
|
||||||||||
|
|
|
(in thousands)
|
||||||||||||||||||
Year ended December 31, 2014
|
|
|
$
|
580,594
|
|
|
$
|
(6,168
|
)
|
|
$
|
—
|
|
|
$
|
18,879
|
|
|
$
|
593,305
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Year ended December 31, 2015
|
|
|
$
|
593,305
|
|
|
$
|
7,116
|
|
|
$
|
—
|
|
|
$
|
57,683
|
|
|
$
|
658,104
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Year ended December 31, 2016
|
|
|
$
|
658,104
|
|
|
$
|
11,820
|
|
|
$
|
—
|
|
|
$
|
11,642
|
|
|
$
|
681,566
|
|
|
|
Incorporated by Reference
|
|
||||
Exhibit
No. |
Exhibit Description
|
Form
|
File No.
|
Exhibit
No. |
Filing Date
|
Filed By
|
Filed
Herewith |
3.1
|
Amended and Restated Certificate of Incorporation of Live Nation Entertainment, Inc., as amended.
|
10-K
|
001-32601
|
3.1
|
2/25/2010
|
Live Nation
|
|
3.2
|
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Live Nation Entertainment, Inc.
|
8-K
|
001-32601
|
3.1
|
6/7/2013
|
Live Nation
|
|
3.3
|
Fifth Amended and Restated Bylaws of Live Nation Entertainment, Inc.
|
8-K
|
001-32601
|
3.2
|
6/7/2013
|
Live Nation
|
|
4.1
|
Amended and Restated Rights Agreement, dated as of December 18, 2015, between Live Nation Entertainment, Inc. and Computershare Inc.
|
8-K
|
001-32601
|
4.1
|
12/24/2015
|
Live Nation
|
|
4.2
|
Form of Certificate of Designations of Series A Junior Participating Preferred Stock.
|
8-K
|
001-32601
|
4.2
|
12/23/2005
|
Live Nation
|
|
4.3
|
Form of Right Certificate.
|
8-K
|
001-32601
|
4.1 (Annex B)
|
12/23/2005
|
Live Nation
|
|
10.1
|
Stockholder Agreement, dated February 10, 2009, among Live Nation, Inc., Liberty Media Corporation, Liberty USA Holdings, LLC and Ticketmaster Entertainment, Inc.
|
8-K
|
001-32601
|
10.2
|
2/13/2009
|
Live Nation
|
|
10.2
|
Registration Rights Agreement, dated January 25, 2010, among Live Nation, Inc., Liberty Media Corporation and Liberty Media Holdings USA, LLC.
|
8-K
|
001-32601
|
10.1
|
1/29/2010
|
Live Nation
|
|
10.3
|
Tax Matters Agreement, dated December 21, 2005, among CCE Spinco, Inc., CCE Holdco #2, Inc. and Clear Channel Communications, Inc.
|
8-K
|
001-32601
|
10.2
|
12/23/2005
|
Live Nation
|
|
10.4
|
Tax Sharing Agreement, dated August 20, 2008, among IAC/InterActiveCorp, HSN, Inc., Interval Leisure Group, Inc., Ticketmaster and Tree.com, Inc.
|
8-K
|
001-34064
|
10.2
|
8/25/2008
|
Ticketmaster
|
|
10.5
|
Form of Indemnification Agreement.
|
10-K
|
001-32601
|
10.23
|
2/25/2010
|
Live Nation
|
|
10.6 §
|
Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015.
|
8-K
|
001-32601
|
10.2
|
6/11/2015
|
Live Nation
|
|
10.7 §
|
Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan.
|
S-8
|
333-164507
|
10.1
|
1/26/2010
|
Live Nation
|
|
10.8 §
|
Amendment No. 1 to the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan.
|
10-Q
|
001-32601
|
10.1
|
11/4/2010
|
Live Nation
|
|
10.9 §
|
Live Nation Entertainment, Inc. 2006 Annual Incentive Plan, as amended and restated as of March 19, 2015.
|
8-K
|
001-32601
|
10.1
|
6/11/2015
|
Live Nation
|
|
|
|
Incorporated by Reference
|
|
||||
Exhibit
No. |
Exhibit Description
|
Form
|
File No.
|
Exhibit
No. |
Filing Date
|
Filed By
|
Filed
Herewith |
10.10 §
|
Form Stock Option Agreement for the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015.
|
10-K
|
001-32601
|
10.12
|
2/25/2016
|
Live Nation
|
|
10.11 §
|
Form Restricted Stock Agreement for the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015.
|
10-K
|
001-32601
|
10.13
|
2/25/2016
|
Live Nation
|
|
10.12 §
|
Form Stock Option Agreement for the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan.
|
10-K
|
001-32601
|
10.14
|
2/25/2016
|
Live Nation
|
|
10.13 §
|
Form Restricted Stock Agreement for the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan.
|
10-K
|
001-32601
|
10.15
|
2/25/2016
|
Live Nation
|
|
10.14 §
|
Amended and Restated Live Nation, Inc. Stock Bonus Plan.
|
8-K
|
001-32601
|
10.1
|
1/25/2010
|
Live Nation
|
|
10.15 §
|
Employment Agreement, dated October 21, 2009, among Live Nation, Inc., Live Nation Worldwide, Inc. and Michael Rapino.
|
8-K
|
001-32601
|
10.1
|
10/22/2009
|
Live Nation
|
|
10.16 §
|
First Amendment to Employment Agreement, dated December 27, 2012 by and between Live Nation Entertainment, Inc. and Michael Rapino.
|
10-K
|
001-32601
|
10.29
|
2/26/2013
|
Live Nation
|
|
10.17 §
|
Employment Agreement, effective January 1, 2014, between Live Nation Entertainment, Inc. and Joe Berchtold.
|
10-K
|
001-32601
|
10.24
|
2/24/2014
|
Live Nation
|
|
10.18 §
|
Employment Agreement, effective January 1, 2014, between Live Nation Entertainment, Inc. and Michael Rowles.
|
10-K
|
001-32601
|
10.17
|
2/24/2014
|
Live Nation
|
|
10.19 §
|
Employment Agreement, effective January 1, 2014, between Live Nation Entertainment, Inc. and Kathy Willard.
|
10-K
|
001-32601
|
10.19
|
2/24/2014
|
Live Nation
|
|
10.20 §
|
Employment Agreement, effective December 17, 2007, between Live Nation Worldwide, Inc. and Brian Capo.
|
10-Q
|
001-32601
|
10.4
|
8/7/2008
|
Live Nation
|
|
10.21 §
|
First Amendment to Employment Agreement, effective December 31, 2008, between Live Nation Worldwide, Inc. and Brian Capo.
|
10-K
|
001-32601
|
10.30
|
3/5/2009
|
Live Nation
|
|
10.22 §
|
Second Amendment to Employment Agreement, effective October 22, 2009, between Live Nation Worldwide, Inc. and Brian Capo.
|
10-K
|
001-32601
|
10.55
|
2/25/2010
|
Live Nation
|
|
|
|
Incorporated by Reference
|
|
||||
Exhibit
No. |
Exhibit Description
|
Form
|
File No.
|
Exhibit
No. |
Filing Date
|
Filed By
|
Filed
Herewith |
10.23
|
Credit Agreement entered into as of May 6, 2010, among Live Nation Entertainment, Inc., the Foreign Borrowers party thereto, the Guarantors identified therein, the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian Agent and J.P. Morgan Europe Limited, as London Agent.
|
10-Q
|
001-32601
|
10.4
|
8/5/2010
|
Live Nation
|
|
10.24
|
Amendment No. 1, to the Credit Agreement, dated as of June 29, 2012, entered into by and among Live Nation Entertainment, Inc., the relevant Credit Parties identified therein, the Lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders.
|
10-Q
|
001-32601
|
10.2
|
8/7/2012
|
Live Nation
|
|
10.25
|
Amendment No. 2 to the Credit Agreement, dated as of August 16, 2013, entered into by and among Live Nation Entertainment, Inc., the Guarantors identified therein, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the Lenders, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian agent and J.P. Morgan Europe Limited, as London agent.
|
10-Q
|
001-32601
|
10.2
|
5/6/2014
|
Live Nation
|
|
10.26
|
Amendment No. 3 to the Credit Agreement, dated as of October 31, 2016, entered into by and among Live Nation Entertainment, Inc., the Guarantors identified therein, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian agent, J.P. Morgan Europe Limited, as London agent and the lenders from time to time party thereto.
|
|
|
|
|
|
X
|
10.27
|
Incremental Term Loan Joinder Agreement No. 1, dated August 20, 2012, by and among Live Nation Entertainment, Inc., JPMorganChase Bank, N.A., as administrative agent, each Incremental Term Loan Lender defined therein and the relevant Credit Parties identified therein.
|
10-Q
|
001-32601
|
10.2
|
11/5/2012
|
Live Nation
|
|
10.28
|
Indenture, dated August 20, 2012, by and among Live Nation Entertainment, Inc., the Guarantors defined therein, and the Bank of New York Mellon Trust Company, N.A., as trustee.
|
10-Q
|
001-32601
|
10.1
|
11/5/2012
|
Live Nation
|
|
|
|
Incorporated by Reference
|
|
||||
Exhibit
No. |
Exhibit Description
|
Form
|
File No.
|
Exhibit
No. |
Filing Date
|
Filed By
|
Filed
Herewith |
10.29
|
First Supplemental Indenture, entered into as of October 4, 2012, among Live Nation Entertainment, Inc., the Guarantors listed in Appendix I attached thereto, Live Nation UshTours (USA), LLC, and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
10-Q
|
001-32601
|
10.3
|
11/5/2012
|
Live Nation
|
|
10.30
|
Second Supplemental Indenture, entered into as of August 13, 2013, among Live Nation Entertainment, Inc., the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
8-K
|
001-32601
|
10.1
|
8/16/2013
|
Live Nation
|
|
10.31
|
Third Supplemental Indenture, dated as of February 6, 2014 among Live Nation Entertainment, Inc., BigChampagne, LLC, the Existing Guarantors Party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
10-Q
|
001-32601
|
10.1
|
5/6/2014
|
Live Nation
|
|
10.32
|
Fourth Supplemental Indenture, dated as of May 27, 2014, among Live Nation Entertainment, Inc., Reigndeer Entertainment Corp., the Existing Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
10-Q
|
001-32601
|
10.3
|
7/31/2014
|
Live Nation
|
|
10.33
|
Fifth Supplemental Indenture, dated as of August 27, 2014, among Live Nation Entertainment, Inc., Ticketstoday, LLC, the Existing Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
10-Q
|
001-32601
|
10.2
|
10/30/2014
|
Live Nation
|
|
10.34
|
Sixth Supplemental Indenture, dated as of October 31, 2014, among Live Nation Entertainment, Inc., EXMO Inc., Artist Nation Management, Inc., Guyo Entertainment, Inc., the Existing Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
10-K
|
001-32601
|
10.3
|
2/26/2014
|
Live Nation
|
|
10.35
|
Seventh Supplemental Indenture, dated as of March 27, 2015 among Live Nation Entertainment, Inc., Country Nation, LLC, the existing Guarantors Party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
10-Q
|
001-32601
|
10.2
|
4/30/2015
|
Live Nation
|
|
10.36
|
Eight Supplemental Indenture, dated as of August 13, 2015, among Live Nation Entertainment, Inc., the guarantors listed in Appendix I thereto, FG Acquisition Co, LLC, Front Gate Holdings, LLC, and Front Gate Ticketing Solutions, LLC and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
10-Q
|
001-32601
|
10.2
|
10/29/2015
|
Live Nation
|
|
|
|
Incorporated by Reference
|
|
||||
Exhibit
No. |
Exhibit Description
|
Form
|
File No.
|
Exhibit
No. |
Filing Date
|
Filed By
|
Filed
Herewith |
10.37
|
Indenture, dated as of May 23, 2014, among Live Nation Entertainment, Inc., the Guarantors and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
10-Q
|
001-32601
|
10.1
|
7/31/2014
|
Live Nation
|
|
10.38
|
First Supplemental Indenture, dated as of August 27, 2014, among Live Nation Entertainment, Inc., Ticketstoday, LLC, the Existing Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
10-Q
|
001-32601
|
10.1
|
10/30/2014
|
Live Nation
|
|
10.39
|
Second Supplemental Indenture, dated as of October 31, 2014, among Live Nation Entertainment, Inc., EXMO, Inc., Artist Nation Management, Inc., Guyo Entertainment, Inc., the Existing Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
10-K
|
001-32601
|
10.33
|
2/26/2014
|
Live Nation
|
|
10.40
|
Third Supplemental Indenture, dated as of March 27, 2015 among Live Nation Entertainment, Inc., Country Nation, LLC, the Existing Guarantors Party thereto and The Bank of New York Mellon Trust Company N.A., as trustee.
|
10-Q
|
001-32601
|
10.1
|
4/30/2015
|
Live Nation
|
|
10.41
|
Fourth Supplemental Indenture, dated as of August 13, 2015, among Live Nation Entertainment, Inc., the guarantors listed in Appendix I thereto, FG Acquisition Co, LLC, Front Gate Holdings, LLC and Front Gate Ticketing Solutions, LLC and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
10-Q
|
001-32601
|
10.2
|
10/29/2015
|
Live Nation
|
|
10.42
|
Fifth Supplemental Indenture, dated as of October 31, 2016 among Live Nation Entertainment, Inc., the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
|
|
|
|
|
X
|
10.43
|
Indenture, dated as of May 23, 2014, between Live Nation Entertainment, Inc., and HSBC Bank USA, National Association, as trustee.
|
10-Q
|
001-32601
|
10.2
|
7/31/2014
|
Live Nation
|
|
10.44
|
Indenture, dated as of October 31, 2016, by and among Live Nation Entertainment, Inc. the Guarantors defined therein and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
|
|
|
|
|
X
|
12.1
|
Computation of Ratio of Earnings to Fixed Charges.
|
|
|
|
|
|
X
|
14.1
|
Code of Business Conduct and Ethics.
|
|
|
|
|
|
X
|
21.1
|
Subsidiaries of the Company.
|
|
|
|
|
|
X
|
23.1
|
Consent of Ernst & Young LLP.
|
|
|
|
|
|
X
|
24.1
|
Power of Attorney (see signature page).
|
|
|
|
|
|
X
|
|
|
Incorporated by Reference
|
|
||||
Exhibit
No. |
Exhibit Description
|
Form
|
File No.
|
Exhibit
No. |
Filing Date
|
Filed By
|
Filed
Herewith |
31.1
|
Certification of Chief Executive Officer.
|
|
|
|
|
|
X
|
31.2
|
Certification of Chief Financial Officer.
|
|
|
|
|
|
X
|
32.1
|
Section 1350 Certification of Chief Executive Officer.
|
|
|
|
|
|
X
|
32.2
|
Section 1350 Certification of Chief Financial Officer.
|
|
|
|
|
|
X
|
101.INS
|
XBRL Instance Document.
|
|
|
|
|
|
X
|
101.SCH
|
XBRL Taxonomy Schema Document.
|
|
|
|
|
|
X
|
101.CAL
|
XBRL Taxonomy Calculation Linkbase Document.
|
|
|
|
|
|
X
|
101.DEF
|
XBRL Taxonomy Definition Linkbase Document.
|
|
|
|
|
|
X
|
101.LAB
|
XBRL Taxonomy Label Linkbase Document.
|
|
|
|
|
|
X
|
101.PRE
|
XBRL Taxonomy Presentation Linkbase Document.
|
|
|
|
|
|
X
|
§
|
Management contract or compensatory plan or arrangement.
|
LIVE NATION ENTERTAINMENT, INC.
|
|
|
|
By:
|
/s/ Michael Rapino
|
|
Michael Rapino
|
|
President and Chief Executive Officer
|
|
|
|
|
|
Name
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ Michael Rapino
Michael Rapino
|
|
President and Chief Executive Officer
and Director
|
|
February 23, 2017
|
|
|
|
|
|
/s/ Kathy Willard
Kathy Willard
|
|
Chief Financial Officer
|
|
February 23, 2017
|
|
|
|
|
|
/s/ Brian Capo
Brian Capo
|
|
Chief Accounting Officer
|
|
February 23, 2017
|
|
|
|
|
|
/s/ Mark Carleton
Mark Carleton
|
|
Director
|
|
February 23, 2017
|
|
|
|
|
|
/s/ Jonathan Dolgen
Jonathan Dolgen
|
|
Director
|
|
February 23, 2017
|
|
|
|
|
|
/s/ Ariel Emanuel
Ariel Emanuel
|
|
Director
|
|
February 23, 2017
|
|
|
|
|
|
/s/ Robert Ted Enloe, III
Robert Ted Enloe, III
|
|
Director
|
|
February 23, 2017
|
|
|
|
|
|
/s/ Jeffrey T. Hinson
Jeffrey T. Hinson
|
|
Director
|
|
February 23, 2017
|
|
|
|
|
|
/s/ Jimmy Iovine
Jimmy Iovine
|
|
Director
|
|
February 23, 2017
|
|
|
|
|
|
/s/ Margaret L. Johnson
Margaret L. Johnson
|
|
Director
|
|
February 23, 2017
|
|
|
|
|
|
/s/ James S. Kahan
James S. Kahan
|
|
Director
|
|
February 23, 2017
|
/s/ Gregory B. Maffei
Gregory B. Maffei
|
|
Director
|
|
February 23, 2017
|
|
|
|
|
|
/s/ Randall T. Mays
Randall T. Mays
|
|
Director
|
|
February 23, 2017
|
|
|
|
|
|
/s/ Mark S. Shapiro
Mark S. Shapiro
|
|
Director
|
|
February 23, 2017
|
1 Year Live Nation Entertainment Chart |
1 Month Live Nation Entertainment Chart |
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