|
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
20-3247759
|
(State of Incorporation)
|
|
(I.R.S. Employer Identification No.)
|
|
|
|
Page
|
PART I—FINANCIAL INFORMATION
|
|
|
|
||
|
||
|
||
|
||
|
||
PART II—OTHER INFORMATION
|
|
|
AOCI
|
Accumulated other comprehensive income (loss)
|
AOI
|
Adjusted operating income (loss)
|
Company
|
Live Nation Entertainment, Inc. and subsidiaries
|
FASB
|
Financial Accounting Standards Board
|
GAAP
|
United States Generally Accepted Accounting Principles
|
Live Nation
|
Live Nation Entertainment, Inc. and subsidiaries
|
SEC
|
United States Securities and Exchange Commission
|
Ticketmaster
|
The ticketing business of the Company
|
|
March 31,
2017 |
|
December 31,
2016 |
||||
|
(in thousands)
|
||||||
ASSETS
|
|
|
|
||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
2,227,555
|
|
|
$
|
1,526,591
|
|
Accounts receivable, less allowance of $28,492 and $29,634, respectively
|
584,638
|
|
|
568,936
|
|
||
Prepaid expenses
|
739,793
|
|
|
528,250
|
|
||
Other current assets
|
49,463
|
|
|
49,774
|
|
||
Total current assets
|
3,601,449
|
|
|
2,673,551
|
|
||
Property, plant and equipment
|
|
|
|
||||
Land, buildings and improvements
|
858,667
|
|
|
838,545
|
|
||
Computer equipment and capitalized software
|
543,459
|
|
|
524,571
|
|
||
Furniture and other equipment
|
275,204
|
|
|
256,765
|
|
||
Construction in progress
|
124,284
|
|
|
125,430
|
|
||
|
1,801,614
|
|
|
1,745,311
|
|
||
Less accumulated depreciation
|
1,019,448
|
|
|
993,775
|
|
||
|
782,166
|
|
|
751,536
|
|
||
Intangible assets
|
|
|
|
||||
Definite-lived intangible assets, net
|
820,727
|
|
|
812,031
|
|
||
Indefinite-lived intangible assets
|
368,798
|
|
|
368,766
|
|
||
Goodwill
|
1,724,113
|
|
|
1,747,088
|
|
||
Other long-term assets
|
526,264
|
|
|
411,294
|
|
||
Total assets
|
$
|
7,823,517
|
|
|
$
|
6,764,266
|
|
LIABILITIES AND EQUITY
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Accounts payable, client accounts
|
$
|
856,158
|
|
|
$
|
726,475
|
|
Accounts payable
|
68,263
|
|
|
55,030
|
|
||
Accrued expenses
|
707,811
|
|
|
781,494
|
|
||
Deferred revenue
|
1,796,015
|
|
|
804,973
|
|
||
Current portion of long-term debt, net
|
59,943
|
|
|
53,317
|
|
||
Other current liabilities
|
51,141
|
|
|
39,055
|
|
||
Total current liabilities
|
3,539,331
|
|
|
2,460,344
|
|
||
Long-term debt, net
|
2,258,820
|
|
|
2,259,736
|
|
||
Deferred income taxes
|
203,206
|
|
|
197,811
|
|
||
Other long-term liabilities
|
143,277
|
|
|
149,791
|
|
||
Commitments and contingent liabilities
|
|
|
|
|
|
||
Redeemable noncontrolling interests
|
338,316
|
|
|
347,068
|
|
||
Stockholders’ equity
|
|
|
|
||||
Common stock
|
2,047
|
|
|
2,034
|
|
||
Additional paid-in capital
|
2,393,242
|
|
|
2,381,011
|
|
||
Accumulated deficit
|
(1,106,450
|
)
|
|
(1,073,457
|
)
|
||
Cost of shares held in treasury
|
(6,865
|
)
|
|
(6,865
|
)
|
||
Accumulated other comprehensive loss
|
(165,231
|
)
|
|
(176,707
|
)
|
||
Total Live Nation stockholders’ equity
|
1,116,743
|
|
|
1,126,016
|
|
||
Noncontrolling interests
|
223,824
|
|
|
223,500
|
|
||
Total equity
|
1,340,567
|
|
|
1,349,516
|
|
||
Total liabilities and equity
|
$
|
7,823,517
|
|
|
$
|
6,764,266
|
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
|
(in thousands except share and per share data)
|
||||||
Revenue
|
$
|
1,413,181
|
|
|
$
|
1,207,716
|
|
Operating expenses:
|
|
|
|
||||
Direct operating expenses
|
925,500
|
|
|
784,203
|
|
||
Selling, general and administrative expenses
|
383,308
|
|
|
337,214
|
|
||
Depreciation and amortization
|
100,595
|
|
|
94,955
|
|
||
Loss (gain) on disposal of operating assets
|
(659
|
)
|
|
25
|
|
||
Corporate expenses
|
25,803
|
|
|
24,609
|
|
||
Operating loss
|
(21,366
|
)
|
|
(33,290
|
)
|
||
Interest expense
|
26,010
|
|
|
25,432
|
|
||
Interest income
|
(945
|
)
|
|
(556
|
)
|
||
Equity in earnings of nonconsolidated affiliates
|
(2,340
|
)
|
|
(592
|
)
|
||
Other income, net
|
(2,842
|
)
|
|
(8,547
|
)
|
||
Loss before income taxes
|
(41,249
|
)
|
|
(49,027
|
)
|
||
Income tax expense
|
6,521
|
|
|
6,927
|
|
||
Net loss
|
(47,770
|
)
|
|
(55,954
|
)
|
||
Net loss attributable to noncontrolling interests
|
(14,777
|
)
|
|
(11,436
|
)
|
||
Net loss attributable to common stockholders of Live Nation
|
$
|
(32,993
|
)
|
|
$
|
(44,518
|
)
|
|
|
|
|
||||
Basic and diluted net loss per common share available to common stockholders of Live Nation
|
$
|
(0.22
|
)
|
|
$
|
(0.29
|
)
|
|
|
|
|
||||
Weighted average common shares outstanding:
|
|
|
|
||||
Basic and diluted
|
203,730,897
|
|
|
201,696,142
|
|
||
|
|
|
|
||||
|
|
|
|
||||
Reconciliation to net loss available to common stockholders of Live Nation:
|
|
|
|
||||
Net loss attributable to common stockholders of Live Nation
|
$
|
(32,993
|
)
|
|
$
|
(44,518
|
)
|
Accretion of redeemable noncontrolling interests
|
(12,577
|
)
|
|
(13,336
|
)
|
||
Basic and diluted net loss available to common stockholders of Live Nation
|
$
|
(45,570
|
)
|
|
$
|
(57,854
|
)
|
|
|
|
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
|
(in thousands)
|
||||||
Net loss
|
$
|
(47,770
|
)
|
|
$
|
(55,954
|
)
|
Other comprehensive income (loss), net of tax:
|
|
|
|
||||
Foreign currency translation adjustments
|
11,396
|
|
|
(1,248
|
)
|
||
Other
|
80
|
|
|
—
|
|
||
Comprehensive loss
|
(36,294
|
)
|
|
(57,202
|
)
|
||
Comprehensive loss attributable to noncontrolling interests
|
(14,777
|
)
|
|
(11,436
|
)
|
||
Comprehensive loss attributable to common stockholders of Live Nation
|
$
|
(21,517
|
)
|
|
$
|
(45,766
|
)
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
|
(in thousands)
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
||||
Net loss
|
$
|
(47,770
|
)
|
|
$
|
(55,954
|
)
|
Reconciling items:
|
|
|
|
||||
Depreciation
|
35,912
|
|
|
33,069
|
|
||
Amortization
|
64,683
|
|
|
61,886
|
|
||
Deferred income tax expense (benefit)
|
(1,203
|
)
|
|
(1,698
|
)
|
||
Amortization of debt issuance costs, discounts and premium, net
|
3,121
|
|
|
2,591
|
|
||
Non-cash compensation expense
|
7,936
|
|
|
8,923
|
|
||
Other, net
|
492
|
|
|
4,621
|
|
||
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:
|
|
|
|
||||
Increase in accounts receivable
|
(6,558
|
)
|
|
(16,878
|
)
|
||
Increase in prepaid expenses and other assets
|
(312,483
|
)
|
|
(305,294
|
)
|
||
Increase in accounts payable, accrued expenses and other liabilities
|
56,600
|
|
|
79,094
|
|
||
Increase in deferred revenue
|
959,971
|
|
|
707,038
|
|
||
Net cash provided by operating activities
|
760,701
|
|
|
517,398
|
|
||
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
||||
Investments made in nonconsolidated affiliates
|
(10,608
|
)
|
|
(5,165
|
)
|
||
Purchases of property, plant and equipment
|
(58,881
|
)
|
|
(30,681
|
)
|
||
Cash paid for acquisitions, net of cash acquired
|
(4,700
|
)
|
|
(43,378
|
)
|
||
Other, net
|
(838
|
)
|
|
(6,520
|
)
|
||
Net cash used in investing activities
|
(75,027
|
)
|
|
(85,744
|
)
|
||
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
||||
Payments on long-term debt
|
(11,775
|
)
|
|
(9,764
|
)
|
||
Distributions to noncontrolling interests
|
(12,227
|
)
|
|
(15,462
|
)
|
||
Proceeds from exercise of stock options
|
21,628
|
|
|
679
|
|
||
Payments for deferred and contingent consideration
|
(1,074
|
)
|
|
(15,678
|
)
|
||
Other, net
|
(1,618
|
)
|
|
(13,064
|
)
|
||
Net cash used in financing activities
|
(5,066
|
)
|
|
(53,289
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents
|
20,356
|
|
|
17,791
|
|
||
Net increase in cash and cash equivalents
|
700,964
|
|
|
396,156
|
|
||
Cash and cash equivalents at beginning of period
|
1,526,591
|
|
|
1,303,125
|
|
||
Cash and cash equivalents at end of period
|
$
|
2,227,555
|
|
|
$
|
1,699,281
|
|
|
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, 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
|
|
||||||||
Gross carrying amount:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Acquisitions— current year
|
—
|
|
|
11,856
|
|
|
—
|
|
|
—
|
|
|
41
|
|
|
—
|
|
|
—
|
|
|
11,897
|
|
||||||||
Acquisitions— prior year
|
4,703
|
|
|
—
|
|
|
30,789
|
|
|
—
|
|
|
527
|
|
|
—
|
|
|
—
|
|
|
36,019
|
|
||||||||
Foreign exchange
|
4,468
|
|
|
2,974
|
|
|
360
|
|
|
298
|
|
|
260
|
|
|
343
|
|
|
12
|
|
|
8,715
|
|
||||||||
Other
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(41
|
)
|
|
—
|
|
|
(250
|
)
|
|
(291
|
)
|
||||||||
Net change
|
9,171
|
|
|
14,830
|
|
|
31,149
|
|
|
298
|
|
|
787
|
|
|
343
|
|
|
(238
|
)
|
|
56,340
|
|
||||||||
Accumulated amortization:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Amortization
|
(19,622
|
)
|
|
(14,565
|
)
|
|
(3,230
|
)
|
|
(3,336
|
)
|
|
(2,514
|
)
|
|
(1,146
|
)
|
|
(207
|
)
|
|
(44,620
|
)
|
||||||||
Foreign exchange
|
(1,344
|
)
|
|
(1,565
|
)
|
|
(61
|
)
|
|
(115
|
)
|
|
(64
|
)
|
|
(165
|
)
|
|
(1
|
)
|
|
(3,315
|
)
|
||||||||
Other
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
41
|
|
|
—
|
|
|
250
|
|
|
291
|
|
||||||||
Net change
|
(20,966
|
)
|
|
(16,130
|
)
|
|
(3,291
|
)
|
|
(3,451
|
)
|
|
(2,537
|
)
|
|
(1,311
|
)
|
|
42
|
|
|
(47,644
|
)
|
||||||||
Balance as of March 31, 2017:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
Gross carrying amount
|
769,569
|
|
|
416,839
|
|
|
125,487
|
|
|
66,290
|
|
|
53,865
|
|
|
54,344
|
|
|
3,776
|
|
|
1,490,170
|
|
||||||||
Accumulated amortization
|
(337,766
|
)
|
|
(229,915
|
)
|
|
(27,015
|
)
|
|
(25,550
|
)
|
|
(16,174
|
)
|
|
(30,975
|
)
|
|
(2,048
|
)
|
|
(669,443
|
)
|
||||||||
Net
|
$
|
431,803
|
|
|
$
|
186,924
|
|
|
$
|
98,472
|
|
|
$
|
40,740
|
|
|
$
|
37,691
|
|
|
$
|
23,369
|
|
|
$
|
1,728
|
|
|
$
|
820,727
|
|
|
Weighted-
Average
Life (years)
|
Client/vendor relationships
|
4
|
Technology
|
1
|
All categories
|
4
|
|
Concerts
|
|
Sponsorship
& Advertising
|
|
Ticketing
|
|
Total
|
||||||||
|
(in thousands)
|
||||||||||||||
Balance as of December 31, 2016:
|
|
|
|
|
|
|
|
||||||||
Goodwill
|
$
|
1,017,020
|
|
|
$
|
395,826
|
|
|
$
|
739,105
|
|
|
$
|
2,151,951
|
|
Accumulated impairment losses
|
(404,863
|
)
|
|
—
|
|
|
—
|
|
|
(404,863
|
)
|
||||
Net
|
612,157
|
|
|
395,826
|
|
|
739,105
|
|
|
1,747,088
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Acquisitions—current year
|
5,430
|
|
|
—
|
|
|
3,318
|
|
|
8,748
|
|
||||
Acquisitions—prior year
|
(29,195
|
)
|
|
(8,976
|
)
|
|
882
|
|
|
(37,289
|
)
|
||||
Foreign exchange
|
2,875
|
|
|
1,538
|
|
|
1,153
|
|
|
5,566
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Balance as of March 31, 2017:
|
|
|
|
|
|
|
|
||||||||
Goodwill
|
996,130
|
|
|
388,388
|
|
|
744,458
|
|
|
2,128,976
|
|
||||
Accumulated impairment losses
|
(404,863
|
)
|
|
—
|
|
|
—
|
|
|
(404,863
|
)
|
||||
Net
|
$
|
591,267
|
|
|
$
|
388,388
|
|
|
$
|
744,458
|
|
|
$
|
1,724,113
|
|
|
Fair Value Measurements at March 31, 2017
|
|
Fair Value Measurements at December 31, 2016
|
||||
|
Level 1
|
|
Level 1
|
||||
|
(in thousands)
|
||||||
Assets:
|
|
|
|
||||
Cash equivalents
|
$
|
295,313
|
|
|
$
|
55,081
|
|
|
Live Nation
Stockholders’ Equity
|
|
Noncontrolling
Interests
|
|
Total
Equity
|
|
Redeemable
Noncontrolling
Interests
|
||||||||
|
(in thousands)
|
|
(in thousands)
|
||||||||||||
Balance at December 31, 2016
|
$
|
1,126,016
|
|
|
$
|
223,500
|
|
|
$
|
1,349,516
|
|
|
$
|
347,068
|
|
Non-cash compensation expense
|
7,936
|
|
|
—
|
|
|
7,936
|
|
|
—
|
|
||||
Common stock issued under stock plans, net of shares withheld for employee taxes
|
(4,731
|
)
|
|
—
|
|
|
(4,731
|
)
|
|
—
|
|
||||
Exercise of stock options
|
21,628
|
|
|
—
|
|
|
21,628
|
|
|
—
|
|
||||
Acquisitions
|
—
|
|
|
167
|
|
|
167
|
|
|
(1,986
|
)
|
||||
Purchases of noncontrolling interests
|
(12
|
)
|
|
|
|
|
(12
|
)
|
|
(86
|
)
|
||||
Redeemable noncontrolling interests fair value adjustments
|
(12,577
|
)
|
|
—
|
|
|
(12,577
|
)
|
|
12,577
|
|
||||
Contributions received
|
—
|
|
|
7,281
|
|
|
7,281
|
|
|
—
|
|
||||
Cash distributions
|
—
|
|
|
(2,812
|
)
|
|
(2,812
|
)
|
|
(9,415
|
)
|
||||
Other
|
—
|
|
|
1,311
|
|
|
1,311
|
|
|
(688
|
)
|
||||
Comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Net loss
|
(32,993
|
)
|
|
(5,623
|
)
|
|
(38,616
|
)
|
|
(9,154
|
)
|
||||
Foreign currency translation adjustments
|
11,396
|
|
|
—
|
|
|
11,396
|
|
|
|
|
||||
Other
|
80
|
|
|
—
|
|
|
80
|
|
|
—
|
|
||||
Balance at March 31, 2017
|
$
|
1,116,743
|
|
|
$
|
223,824
|
|
|
$
|
1,340,567
|
|
|
$
|
338,316
|
|
|
Foreign Currency Items
|
|
Other
|
|
Total
|
||||||
|
(in thousands)
|
||||||||||
Balance at December 31, 2016
|
$
|
(176,246
|
)
|
|
$
|
(461
|
)
|
|
$
|
(176,707
|
)
|
Other comprehensive income before reclassifications
|
11,396
|
|
|
80
|
|
|
11,476
|
|
|||
Net other comprehensive income
|
11,396
|
|
|
80
|
|
|
11,476
|
|
|||
Balance at March 31, 2017
|
$
|
(164,850
|
)
|
|
$
|
(381
|
)
|
|
$
|
(165,231
|
)
|
|
Three Months Ended
March 31, |
||||
|
2017
|
|
2016
|
||
|
(in thousands)
|
||||
Options to purchase shares of common stock
|
16,030
|
|
|
17,322
|
|
Restricted stock awards—unvested
|
1,172
|
|
|
1,086
|
|
Conversion shares related to the convertible senior notes
|
7,930
|
|
|
7,930
|
|
Number of anti-dilutive potentially issuable shares excluded from diluted common shares outstanding
|
25,132
|
|
|
26,338
|
|
|
Three Months Ended
March 31, |
||||
|
2017
|
|
2016
|
||
|
(in thousands except estimated events)
|
||||
Concerts
(1)
|
|
|
|
||
Estimated events:
|
|
|
|
||
North America
|
3,744
|
|
|
3,448
|
|
International
|
2,207
|
|
|
2,397
|
|
Total estimated events
|
5,951
|
|
|
5,845
|
|
Estimated fans:
|
|
|
|
||
North America
|
5,775
|
|
|
4,841
|
|
International
|
5,095
|
|
|
4,079
|
|
Total estimated fans
|
10,870
|
|
|
8,920
|
|
Ticketing
(2)
|
|
|
|
||
Number of fee-bearing tickets sold
|
49,602
|
|
|
44,523
|
|
Number of non-fee-bearing tickets sold
|
78,435
|
|
|
76,482
|
|
Total tickets sold
|
128,037
|
|
|
121,005
|
|
(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 period regardless of event timing, except for our own events where our concert promoters control ticketing and 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.
|
|
Operating
income (loss) |
|
Stock-
based
compensation
expense
|
|
Loss (gain)
on disposal of
operating
assets
|
|
Depreciation
and
amortization
|
|
Acquisition
expenses
|
|
AOI
|
||||||||||||
|
(in thousands)
|
||||||||||||||||||||||
Three Months Ended March 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Concerts
|
$
|
(75,807
|
)
|
|
$
|
2,773
|
|
|
$
|
(683
|
)
|
|
$
|
46,442
|
|
|
$
|
5,142
|
|
|
$
|
(22,133
|
)
|
Sponsorship & Advertising
|
26,446
|
|
|
339
|
|
|
—
|
|
|
6,510
|
|
|
—
|
|
|
33,295
|
|
||||||
Ticketing
|
54,531
|
|
|
880
|
|
|
—
|
|
|
47,339
|
|
|
365
|
|
|
103,115
|
|
||||||
Other and Eliminations
|
226
|
|
|
—
|
|
|
—
|
|
|
(631
|
)
|
|
—
|
|
|
(405
|
)
|
||||||
Corporate
|
(26,762
|
)
|
|
3,944
|
|
|
24
|
|
|
935
|
|
|
5
|
|
|
(21,854
|
)
|
||||||
Total
|
$
|
(21,366
|
)
|
|
$
|
7,936
|
|
|
$
|
(659
|
)
|
|
$
|
100,595
|
|
|
$
|
5,512
|
|
|
$
|
92,018
|
|
Three Months Ended March 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Concerts
|
$
|
(66,575
|
)
|
|
$
|
3,063
|
|
|
$
|
(34
|
)
|
|
$
|
43,927
|
|
|
$
|
2,640
|
|
|
$
|
(16,979
|
)
|
Sponsorship & Advertising
|
25,347
|
|
|
387
|
|
|
—
|
|
|
4,906
|
|
|
—
|
|
|
30,640
|
|
||||||
Ticketing
|
35,310
|
|
|
964
|
|
|
—
|
|
|
45,749
|
|
|
29
|
|
|
82,052
|
|
||||||
Other and Eliminations
|
(1,782
|
)
|
|
—
|
|
|
—
|
|
|
(549
|
)
|
|
—
|
|
|
(2,331
|
)
|
||||||
Corporate
|
(25,590
|
)
|
|
4,509
|
|
|
59
|
|
|
922
|
|
|
103
|
|
|
(19,997
|
)
|
||||||
Total
|
$
|
(33,290
|
)
|
|
$
|
8,923
|
|
|
$
|
25
|
|
|
$
|
94,955
|
|
|
$
|
2,772
|
|
|
$
|
73,385
|
|
|
Three Months Ended
March 31, |
|
%
Change |
||||||
|
2017
|
|
2016
|
|
|
||||
|
(in thousands)
|
|
|
||||||
Revenue
|
$
|
863,277
|
|
|
$
|
754,892
|
|
|
14%
|
Direct operating expenses
|
664,745
|
|
|
575,094
|
|
|
16%
|
||
Selling, general and administrative expenses
|
228,580
|
|
|
202,480
|
|
|
13%
|
||
Depreciation and amortization
|
46,442
|
|
|
43,927
|
|
|
6%
|
||
Gain on disposal of operating assets
|
(683
|
)
|
|
(34
|
)
|
|
*
|
||
Operating loss
|
$
|
(75,807
|
)
|
|
$
|
(66,575
|
)
|
|
(14)%
|
Operating margin
|
(8.8
|
)%
|
|
(8.8
|
)%
|
|
|
||
AOI**
|
$
|
(22,133
|
)
|
|
$
|
(16,979
|
)
|
|
(30)%
|
AOI margin**
|
(2.6
|
)%
|
|
(2.2
|
)%
|
|
|
*
|
Percentages are not meaningful.
|
**
|
See “—Non-GAAP Measures” above for definition and reconciliation of AOI and AOI margin.
|
|
Three Months Ended
March 31, |
|
%
Change |
||||||
|
2017
|
|
2016
|
|
|
||||
|
(in thousands)
|
|
|
||||||
Revenue
|
$
|
63,988
|
|
|
$
|
57,636
|
|
|
11%
|
Direct operating expenses
|
11,574
|
|
|
13,514
|
|
|
(14)%
|
||
Selling, general and administrative expenses
|
19,458
|
|
|
13,869
|
|
|
40%
|
||
Depreciation and amortization
|
6,510
|
|
|
4,906
|
|
|
33%
|
||
Operating income
|
$
|
26,446
|
|
|
$
|
25,347
|
|
|
4%
|
Operating margin
|
41.3
|
%
|
|
44.0
|
%
|
|
|
||
AOI**
|
$
|
33,295
|
|
|
$
|
30,640
|
|
|
9%
|
AOI margin**
|
52.0
|
%
|
|
53.2
|
%
|
|
|
**
|
See “—Non-GAAP Measures” above for definition and reconciliation of AOI and AOI margin.
|
|
Three Months Ended
March 31, |
|
%
Change |
||||||
|
2017
|
|
2016
|
|
|
||||
|
(in thousands)
|
|
|
||||||
Revenue
|
$
|
493,710
|
|
|
$
|
405,786
|
|
|
22%
|
Direct operating expenses
|
261,803
|
|
|
206,465
|
|
|
27%
|
||
Selling, general and administrative expenses
|
130,037
|
|
|
118,262
|
|
|
10%
|
||
Depreciation and amortization
|
47,339
|
|
|
45,749
|
|
|
3%
|
||
Operating income
|
$
|
54,531
|
|
|
$
|
35,310
|
|
|
54%
|
Operating margin
|
11.0
|
%
|
|
8.7
|
%
|
|
|
||
AOI**
|
$
|
103,115
|
|
|
$
|
82,052
|
|
|
26%
|
AOI margin**
|
20.9
|
%
|
|
20.2
|
%
|
|
|
**
|
See “—Non-GAAP Measures” above for definition and reconciliation of AOI and AOI margin.
|
|
Three Months Ended March 31,
|
|
%
Change |
||||||||||||||||
|
2017
|
|
2016
|
|
|||||||||||||||
|
As Reported
|
|
Currency Impacts
|
|
At Constant Currency**
|
|
As Reported
|
|
As Reported
|
|
At Constant Currency**
|
||||||||
|
(in thousands)
|
|
|
|
|
||||||||||||||
Revenue
|
$
|
1,413,181
|
|
|
$
|
20,294
|
|
|
$
|
1,433,475
|
|
|
$
|
1,207,716
|
|
|
17%
|
|
19%
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Direct operating expenses
|
925,500
|
|
|
13,618
|
|
|
939,118
|
|
|
784,203
|
|
|
18%
|
|
20%
|
||||
Selling, general and administrative expenses
|
383,308
|
|
|
7,304
|
|
|
390,612
|
|
|
337,214
|
|
|
14%
|
|
16%
|
||||
Depreciation and amortization
|
100,595
|
|
|
1,761
|
|
|
102,356
|
|
|
94,955
|
|
|
6%
|
|
8%
|
||||
Loss (gain) on disposal of operating assets
|
(659
|
)
|
|
—
|
|
|
(659
|
)
|
|
25
|
|
|
*
|
|
*
|
||||
Corporate expenses
|
25,803
|
|
|
19
|
|
|
25,822
|
|
|
24,609
|
|
|
5%
|
|
5%
|
||||
Operating loss
|
(21,366
|
)
|
|
$
|
(2,408
|
)
|
|
$
|
(23,774
|
)
|
|
(33,290
|
)
|
|
36%
|
|
29%
|
||
Operating margin
|
(1.5
|
)%
|
|
|
|
(1.7
|
)%
|
|
(2.8
|
)%
|
|
|
|
|
|||||
Interest expense
|
26,010
|
|
|
|
|
|
|
25,432
|
|
|
|
|
|
||||||
Interest income
|
(945
|
)
|
|
|
|
|
|
(556
|
)
|
|
|
|
|
||||||
Equity in earnings of nonconsolidated affiliates
|
(2,340
|
)
|
|
|
|
|
|
(592
|
)
|
|
|
|
|
||||||
Other income, net
|
(2,842
|
)
|
|
|
|
|
|
(8,547
|
)
|
|
|
|
|
||||||
Loss before income taxes
|
(41,249
|
)
|
|
|
|
|
|
(49,027
|
)
|
|
|
|
|
||||||
Income tax expense
|
6,521
|
|
|
|
|
|
|
6,927
|
|
|
|
|
|
||||||
Net loss
|
(47,770
|
)
|
|
|
|
|
|
(55,954
|
)
|
|
|
|
|
||||||
Net loss attributable to noncontrolling interests
|
(14,777
|
)
|
|
|
|
|
|
(11,436
|
)
|
|
|
|
|
||||||
Net loss attributable to common stockholders of Live Nation
|
$
|
(32,993
|
)
|
|
|
|
|
|
$
|
(44,518
|
)
|
|
|
|
|
|
Three Months Ended
March 31, |
|
%
Change |
||||||
|
2017
|
|
2016
|
|
|||||
|
(in thousands)
|
|
|
||||||
Depreciation
|
$
|
35,912
|
|
|
$
|
33,069
|
|
|
9%
|
Amortization of intangibles
|
44,620
|
|
|
39,737
|
|
|
12%
|
||
Amortization of nonrecoupable ticketing contract advances ***
|
20,063
|
|
|
21,439
|
|
|
(6)%
|
||
Amortization of other assets
|
—
|
|
|
710
|
|
|
*
|
||
|
$
|
100,595
|
|
|
$
|
94,955
|
|
|
6%
|
*
|
Percentages are not meaningful.
|
**
|
See “—Non-GAAP Measures” above for definition of constant currency.
|
***
|
In accounting for the merger between Live Nation and Ticketmaster Entertainment LLC 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 $0.3 million higher for each of the quarters ended March 31, 2017 and 2016.
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
(1)
|
||||
|
(in thousands)
|
||||||
Maintenance capital expenditures
|
$
|
24,481
|
|
|
$
|
13,398
|
|
Revenue generating capital expenditures
|
32,678
|
|
|
11,128
|
|
||
Total capital expenditures
|
$
|
57,159
|
|
|
$
|
24,526
|
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
|
(in thousands)
|
||||||
Cash provided by (used in):
|
|
|
|
||||
Operating activities
|
$
|
760,701
|
|
|
$
|
517,398
|
|
Investing activities
|
$
|
(75,027
|
)
|
|
$
|
(85,744
|
)
|
Financing activities
|
$
|
(5,066
|
)
|
|
$
|
(53,289
|
)
|
Three months ended March 31,
|
|
Year Ended December 31,
|
||||||||
2017
|
|
2016
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
*
|
|
*
|
|
1.38
|
|
1.03
|
|
*
|
|
*
|
*
|
For the three months ended
March 31,
2017
and
2016
, fixed charges exceeded earnings before income taxes and fixed charges by
$43.6 million
and
$49.6 million
, respectively. For the years ended December 31,
2014
and
2013
, fixed charges exceeded earnings before income taxes and fixed charges by $104.0 million and $6.0 million, respectively.
|
LIVE NATION ENTERTAINMENT, INC.
|
|
|
|
By:
|
/s/ Brian Capo
|
|
Brian Capo
|
|
Chief Accounting Officer (Duly Authorized Officer)
|
|
|
Exhibit Description
|
|
Incorporated by Reference
|
Filed
Here
with
|
|||||||
Exhibit
No.
|
|
Form
|
|
File No.
|
|
Exhibit No.
|
|
Filing Date
|
|
|||
10.1
|
|
First Supplemental Indenture, dated as of April 7, 2017, among Live Nation Entertainment, Inc., the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
|
|
|
|
|
|
|
|
|
X
|
10.2
|
|
Sixth Supplemental Indenture, dated as of April 7, 2017, among Live Nation Entertainment, Inc., the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.
|
|
|
|
|
|
|
|
|
|
X
|
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
|
Title:
|
Executive Vice President, Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer, Treasurer, and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President and Chief Accounting Officer
|
Title:
|
Chief Financial Officer, Chief Accounting Officer and Assistant Secretary
|
Title:
|
Chief Executive Officer, Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer, Treasurer, and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Title:
|
Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President and Chief Accounting Officer
|
Title:
|
Chief Financial Officer, Chief Accounting Officer and Assistant Secretary
|
Title:
|
Chief Executive Officer, Chief Financial Officer and Assistant Secretary
|
Title:
|
Executive Vice President, Chief Financial Officer and Assistant Secretary
|
Title:
|
President, Chief Financial Officer and Assistant Secretary
|
Date: May 4, 2017
|
|
|
|
By:
|
/s/ Michael Rapino
|
|
Michael Rapino
|
|
President and Chief Executive Officer
|
Date: May 4, 2017
|
|
|
|
By:
|
/s/ Kathy Willard
|
|
Kathy Willard
|
|
Chief Financial Officer
|
Date: May 4, 2017
|
|
|
|
By:
|
/s/ Michael Rapino
|
|
Michael Rapino
|
|
President and Chief Executive Officer
|
Date: May 4, 2017
|
|
|
|
By:
|
/s/ Kathy Willard
|
|
Kathy Willard
|
|
Chief Financial Officer
|