Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 25, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Live Nation Entertainment, Inc. | |
Entity Central Index Key | 1,335,258 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 209,545,061 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 |
CONSOLIDATED BALANCE SHEETS (UN
CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 1,900,305 | $ 1,825,322 |
Accounts receivable, less allowance of $39,996 and $32,755, respectively | 1,252,585 | 725,304 |
Prepaid expenses | 668,900 | 546,713 |
Restricted cash | 9,493 | 3,500 |
Other current assets | 49,764 | 51,903 |
Total current assets | 3,881,047 | 3,152,742 |
Property, plant and equipment | ||
Land, buildings and improvements | 969,840 | 955,937 |
Computer equipment and capitalized software | 725,842 | 610,924 |
Furniture and other equipment | 319,248 | 312,962 |
Construction in progress | 128,943 | 133,906 |
Property, plant and equipment, gross | 2,143,873 | 2,013,729 |
Less accumulated depreciation | 1,230,516 | 1,127,793 |
Property, plant and equipment, net | 913,357 | 885,936 |
Intangible assets | ||
Definite-lived intangible assets, net | 669,568 | 729,265 |
Indefinite-lived intangible assets | 368,920 | 369,023 |
Goodwill | 1,835,353 | 1,754,589 |
Other long-term assets | 843,454 | 612,708 |
Total assets | 8,511,699 | 7,504,263 |
Current liabilities | ||
Accounts payable, client accounts | 1,048,647 | 948,637 |
Accounts payable | 112,036 | 85,666 |
Accrued expenses | 1,409,170 | 1,109,246 |
Deferred revenue | 890,783 | 925,220 |
Current portion of long-term debt, net | 81,832 | 347,593 |
Other current liabilities | 66,330 | 160,638 |
Total current liabilities | 3,608,798 | 3,577,000 |
Long-term debt, net | 2,731,985 | 1,952,366 |
Deferred income taxes | 130,911 | 137,635 |
Other long-term liabilities | 180,626 | 174,391 |
Commitments and contingent liabilities | ||
Redeemable noncontrolling interests | 308,450 | 244,727 |
Stockholders’ equity | ||
Common stock | 2,083 | 2,069 |
Additional paid-in capital | 2,328,425 | 2,374,006 |
Accumulated deficit | (871,336) | (1,079,472) |
Cost of shares held in treasury | (6,865) | (6,865) |
Accumulated other comprehensive loss | (134,918) | (108,542) |
Total Live Nation stockholders’ equity | 1,317,389 | 1,181,196 |
Noncontrolling interests | 233,540 | 236,948 |
Total equity | 1,550,929 | 1,418,144 |
Total liabilities and equity | $ 8,511,699 | $ 7,504,263 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets | ||
Allowance for doubtful accounts | $ 39,996 | $ 32,755 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
Revenue | $ 3,835,246 | $ 3,440,308 | $ 8,185,945 | $ 7,366,772 |
Operating expenses: | ||||
Direct operating expenses | 2,924,356 | 2,633,940 | 5,991,547 | 5,431,672 |
Selling, general and administrative expenses | 524,654 | 475,864 | 1,435,703 | 1,293,557 |
Depreciation and amortization | 99,606 | 89,228 | 277,262 | 250,925 |
Loss (gain) on disposal of operating assets | 10,318 | 37 | 10,464 | (507) |
Corporate expenses | 42,093 | 39,892 | 108,055 | 97,711 |
Operating income | 234,219 | 201,347 | 362,914 | 293,414 |
Interest expense | 35,993 | 26,627 | 101,726 | 79,515 |
Loss on extinguishment of debt | 0 | 0 | 2,470 | 1,049 |
Interest income | (2,260) | (1,471) | (6,148) | (3,447) |
Equity in losses (earnings) of nonconsolidated affiliates | (4) | 816 | (3,406) | (2,060) |
Other expense (income), net | 262 | 920 | 7,033 | (5,388) |
Income before income taxes | 200,228 | 174,455 | 261,239 | 223,745 |
Income tax expense | 17,031 | 25,685 | 35,714 | 42,190 |
Net income | 183,197 | 148,770 | 225,525 | 181,555 |
Net income (loss) attributable to noncontrolling interests | 10,514 | 12,377 | 17,389 | (3,323) |
Net income attributable to common stockholders of Live Nation | $ 172,683 | $ 136,393 | $ 208,136 | $ 184,878 |
Basic net income per common share available to common stockholders of Live Nation | $ 0.73 | $ 0.56 | $ 0.74 | $ 0.65 |
Diluted net income per common share available to common stockholders of Live Nation | $ 0.70 | $ 0.53 | $ 0.71 | $ 0.62 |
Weighted average common shares outstanding: | ||||
Weighted average common shares—basic | 207,614,413 | 205,287,843 | 207,228,034 | 204,574,742 |
Weighted average common shares—diluted | 216,788,983 | 223,132,186 | 215,406,201 | 213,886,452 |
Reconciliation to net income available to common stockholders of Live Nation: | ||||
Net income attributable to common stockholders of Live Nation | $ 172,683 | $ 136,393 | $ 208,136 | $ 184,878 |
Accretion of redeemable noncontrolling interests | (20,789) | (21,397) | (54,347) | (52,811) |
Net income available to common stockholders of Live Nation—basic | 151,894 | 114,996 | 153,789 | 132,067 |
Convertible debt interest, net of tax | 319 | 3,336 | 0 | 0 |
Net income available to common stockholders of Live Nation—diluted | $ 152,213 | $ 118,332 | $ 153,789 | $ 132,067 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 183,197 | $ 148,770 | $ 225,525 | $ 181,555 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustments | (9,081) | 18,268 | (26,376) | 58,761 |
Other | 0 | 0 | 0 | 80 |
Comprehensive income | 174,116 | 167,038 | 199,149 | 240,396 |
Comprehensive income (loss) attributable to noncontrolling interests | 10,514 | 12,377 | 17,389 | (3,323) |
Comprehensive income attributable to common stockholders of Live Nation | $ 163,602 | $ 154,661 | $ 181,760 | $ 243,719 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 225,525 | $ 181,555 |
Reconciling items: | ||
Depreciation | 133,718 | 107,530 |
Amortization | 143,544 | 143,395 |
Amortization of non-recoupable ticketing contract advances | 55,893 | 54,892 |
Amortization of debt issuance costs and discounts, net | 14,765 | 9,836 |
Non-cash compensation expense | 34,315 | 23,921 |
Unrealized changes in fair value of contingent consideration | 11,609 | 12,198 |
Loss (gain) on disposal of operating assets | 10,464 | (507) |
Equity in earnings of nonconsolidated affiliates, net of distributions | 10,024 | 5,333 |
Provision for uncollectible receivables and advances | 16,898 | 7,226 |
Other, net | (6,525) | (6,236) |
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions: | ||
Increase in accounts receivable | (545,872) | (394,753) |
Increase in prepaid expenses and other assets | (332,254) | (279,269) |
Increase in accounts payable, accrued expenses and other liabilities | 484,432 | 536,944 |
Increase (decrease) in deferred revenue | (960) | 16,169 |
Net cash provided by operating activities | 255,576 | 418,234 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Advances of notes receivable | (71,578) | (10,943) |
Collection of notes receivable | 29,104 | 5,106 |
Investments made in nonconsolidated affiliates | (42,580) | (22,157) |
Purchases of property, plant and equipment | (163,714) | (184,499) |
Cash paid for acquisitions, net of cash acquired | (98,288) | (18,809) |
Purchases of intangible assets | (33,175) | (4,895) |
Other, net | 1,375 | 698 |
Net cash used in investing activities | (378,856) | (235,499) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from long-term debt, net of debt issuance costs | 857,121 | 59,313 |
Payments on long-term debt | (391,096) | (84,608) |
Distributions to noncontrolling interests | (41,351) | (22,877) |
Purchases and sales of noncontrolling interests, net | (152,971) | (10,730) |
Proceeds from exercise of stock options | 16,447 | 44,746 |
Payments for deferred and contingent consideration | (16,239) | (14,149) |
Other, net | (3,785) | 2,642 |
Net cash provided by (used in) financing activities | 268,126 | (25,663) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (63,870) | 118,322 |
Net increase in cash, cash equivalents and restricted cash | 80,976 | 275,394 |
Cash, cash equivalents and restricted cash at beginning of period | 1,828,822 | 1,529,575 |
Cash, cash equivalents and restricted cash at end of period | $ 1,909,798 | $ 1,804,969 |
BASIS OF PRESENTATION AND OTHER
BASIS OF PRESENTATION AND OTHER INFORMATION | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND OTHER INFORMATION | BASIS OF PRESENTATION AND OTHER INFORMATION Preparation of Interim Financial Statements The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X issued by the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, they include all normal and recurring accruals and adjustments necessary to present fairly the results of the interim periods shown. The financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s 2017 Annual Report on Form 10-K filed with the SEC on February 27, 2018 , as amended by the Form 10-K/A filed with the SEC on June 29, 2018. Seasonality Due to the seasonal nature of shows at outdoor amphitheaters and festivals, which primarily occur from May through October, the Concerts and Sponsorship & Advertising segments experience higher revenue during the second and third quarters. The Ticketing segment’s revenue is impacted by fluctuations in the availability of events for sale to the public, which vary depending upon scheduling by its clients. The Company’s seasonality also results in higher balances in cash and cash equivalents, accounts receivable, prepaid expenses, accrued expenses and deferred revenue at different times in the year. Therefore, the results to date are not necessarily indicative of the results expected for the full year. Cash, Cash Equivalents and Restricted Cash Included in the September 30, 2018 and December 31, 2017 cash and cash equivalents balance is $733.7 million and $769.4 million , respectively, of cash received that includes the face value of tickets sold on behalf of ticketing clients and their share of service charges, which amounts are to be remitted to these clients. Restricted cash primarily consists of cash held in escrow accounts to fund capital improvements of certain leased or operated venues. The cash is held in these accounts pursuant to the related lease or operating agreement. Acquisitions During the first nine months of 2018 , the Company completed several acquisitions that were accounted for as business combinations under the acquisition method of accounting. These acquisitions were not significant either on an individual basis or in the aggregate. In May 2018, the Company acquired a 50% interest in a festival promotion business located in Brazil that is accounted for under the equity method of accounting. Income Taxes Each reporting period, the Company evaluates the realizability of all of its deferred tax assets in each tax jurisdiction. As of September 30, 2018 , the Company continued to maintain a full valuation allowance against its net deferred tax assets in certain jurisdictions due to cumulative pre-tax losses. As a result of the valuation allowances, no tax benefits have been recognized for losses incurred, if any, in those tax jurisdictions for the first nine months of 2018 and 2017 . Accounting Pronouncements - Recently Adopted Revenue Recognition In May 2014, the FASB issued a comprehensive new revenue recognition standard that superseded nearly all existing revenue recognition guidance under GAAP. The new standard provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle of the guidance is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to receive in exchange for those goods or services. The FASB also issued important guidance clarifying certain guidelines of the standard including (1) reframing the indicators in the principal versus agent guidance to focus on evidence that a company is acting as a principal rather than an agent and (2) identifying performance obligations and licensing. The guidance should be applied retrospectively, either to each prior period presented in the financial statements, or only to the most current reporting period presented in the financial statements with a cumulative-effect adjustment as of the date of adoption. The Company adopted this standard on January 1, 2018, applying it retrospectively to each prior period presented in the financial statements. The Company elected to use the consideration at the date of contract completion rather than estimating variable consideration in the comparative reporting periods and also elected not to provide disclosure of the amount and expected timing of recognition for consideration allocated to the remaining performance obligations. Had the Company estimated variable consideration for the comparative periods, it believes it would have resulted in an insignificant shift of revenue recognition between quarters. The adoption of this guidance did not have an impact to operating income. For the Ticketing segment, the Company no longer presents payments to certain third parties as an expense and now reflects these payments as a reduction of revenue. The remaining revenue streams of the Company were not materially impacted by the new guidance. The table below represents the impact of the adoption to the Company’s consolidated and Ticketing segment’s results of operations for the three and nine months ended September 30, 2017 . The impact to the consolidated results of operations includes the elimination of intercompany transactions between the Company’s Concerts and Ticketing segments. Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017 As Reported Adjustment As Adjusted As Reported Adjustment As Adjusted (in thousands) Consolidated Revenue $ 3,559,418 $ (119,110 ) $ 3,440,308 $ 7,791,292 $ (424,520 ) $ 7,366,772 Direct operating expenses $ 2,732,926 $ (98,986 ) $ 2,633,940 $ 5,801,300 $ (369,628 ) $ 5,431,672 Depreciation and amortization $ 109,352 $ (20,124 ) $ 89,228 $ 305,817 $ (54,892 ) $ 250,925 Ticketing Segment Revenue $ 532,285 $ (192,012 ) $ 340,273 $ 1,510,574 $ (546,282 ) $ 964,292 Direct operating expenses $ 283,236 $ (170,499 ) $ 112,737 $ 805,964 $ (488,308 ) $ 317,656 Depreciation and amortization $ 50,318 $ (21,513 ) $ 28,805 $ 140,881 $ (57,974 ) $ 82,907 See Note 8 —Revenue Recognition for further discussion and disclosures required under this guidance. Other Pronouncements In January 2016, the FASB issued amendments for the recognition, measurement, presentation and disclosure of financial instruments. Among other things, the guidance requires equity investments that do not result in consolidation, and which are not accounted for under the equity method, to be measured at fair value with any change in fair value recognized in net income unless the investments do not have readily determinable fair values. The amendments are to be applied through a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption with the exception of equity investments without readily determinable fair values, which will be applied prospectively. The Company adopted this guidance on January 1, 2018, and the adoption did not have a material impact on its financial position or results of operations. In October 2016, the FASB issued guidance that requires companies to recognize the income tax effects of intercompany sales and transfers of assets, other than inventory, in the period in which the transfer occurs. That is a change from current guidance which requires companies to defer the income tax effects of intercompany transfers of assets until the asset has been sold to an outside party or otherwise recognized. The guidance should be applied on a modified retrospective basis. The Company adopted this guidance on January 1, 2018, and the adoption did not impact its financial position or results of operations. In November 2016, the FASB issued guidance that requires restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning and ending total amounts in the statement of cash flows. The guidance should be applied on a retrospective basis to each period presented. The Company adopted this guidance on January 1, 2018, and the adoption did not have a material impact on its statements of cash flows. In January 2017, the FASB issued guidance that changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. The guidance requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of transferred assets and activities is not a business and should be accounted for as an asset acquisition rather than a business combination. The guidance also requires a business to include at least one substantive process and narrows the definition of outputs. The guidance should be applied prospectively to any transactions occurring within the period of adoption. The Company adopted this guidance on January 1, 2018, and is applying it prospectively to acquisitions occurring on or after such date. Accounting Pronouncements - Not Yet Adopted Lease Accounting In February 2016, the FASB issued guidance that requires lessees to recognize most leases on their balance sheet as a lease liability and a right-of-use asset, and to disclose key information about leasing arrangements. The guidance is effective for annual periods beginning after December 15, 2018 and interim periods within that year, and early adoption is permitted. The guidance should be applied on a modified retrospective basis. To assess the impact of the standard, the Company has dedicated certain of its personnel to lead the implementation effort. These personnel reviewed the amended guidance and subsequent clarifications and attended multiple training sessions in order to understand the potential impact the new standard could have on the Company’s financial position and results of operations. The Company has formed a cross-functional steering committee including members from its major divisions. The Company is in the process of implementing third-party lease accounting software to record, analyze and calculate the financial statement and disclosure impacts. The Company will finalize its conclusions in 2018 and ensure that it can produce the data necessary for the required disclosures along with assessing changes to internal controls and processes that may be required to comply with the new lease accounting and disclosure requirements. The Company will adopt this standard on January 1, 2019 and is currently evaluating the impact that this guidance will have on its financial position and results of operations. Other Pronouncements In August 2018, the FASB issued guidance that aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The amortization period of these implementation costs would include periods covered under renewal options that are reasonably certain to be exercised. The expense related to the capitalized implementation costs also would be presented in the same financial statement line item as the hosting fees. The guidance is effective for annual periods beginning after December 15, 2019 and interim periods within that year, and early adoption is permitted. The guidance should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company expects to adopt this guidance on January 1, 2020, and is currently assessing which implementation method it will apply and the impact that adoption will have on its financial position and results of operations. |
LONG-LIVED ASSETS
LONG-LIVED ASSETS | 9 Months Ended |
Sep. 30, 2018 | |
LONG-LIVED ASSETS [Abstract] | |
LONG-LIVED ASSETS | LONG-LIVED ASSETS Definite-lived Intangible Assets The following table presents the changes in the gross carrying amount and accumulated amortization of definite-lived intangible assets for the nine months ended September 30, 2018 : Revenue- generating contracts Client / vendor relationships Trademarks and naming rights Technology Other (1) Total (in thousands) Balance as of December 31, 2017: Gross carrying amount $ 789,363 $ 341,449 $ 126,331 $ 63,666 $ 135,231 $ 1,456,040 Accumulated amortization (410,011 ) (186,357 ) (32,681 ) (22,745 ) (74,981 ) (726,775 ) Net 379,352 155,092 93,650 40,921 60,250 729,265 Gross carrying amount: Acquisitions—current year 6,128 49,162 — 27,551 12,902 95,743 Acquisitions—prior year 4,447 — — — 1,900 6,347 Dispositions — (11,812 ) — — (18,754 ) (30,566 ) Foreign exchange (10,165 ) (5,646 ) (1,302 ) (828 ) (2,523 ) (20,464 ) Other (2) (89,145 ) (6,160 ) — (3,156 ) (4,353 ) (102,814 ) Net change (88,735 ) 25,544 (1,302 ) 23,567 (10,828 ) (51,754 ) Accumulated amortization: Amortization (62,974 ) (38,938 ) (9,365 ) (16,886 ) (15,381 ) (143,544 ) Dispositions — 8,146 — — 13,238 21,384 Foreign exchange 5,037 3,694 363 447 1,487 11,028 Other (2) 89,376 6,178 23 3,178 4,434 103,189 Net change 31,439 (20,920 ) (8,979 ) (13,261 ) 3,778 (7,943 ) Balance as of September 30, 2018: Gross carrying amount 700,628 366,993 125,029 87,233 124,403 1,404,286 Accumulated amortization (378,572 ) (207,277 ) (41,660 ) (36,006 ) (71,203 ) (734,718 ) Net $ 322,056 $ 159,716 $ 83,369 $ 51,227 $ 53,200 $ 669,568 ______________ (1) Other includes intangible assets for non-compete, venue management and leasehold agreements. (2) Other includes netdowns of fully amortized assets. Included in the current year acquisitions amounts above are definite-lived intangible assets primarily associated with the acquisitions of controlling interests in various concert and festival promotion businesses and artist management businesses that are all located in the United States, and the acquisition of certain software assets from a business located in the United States. The 2018 additions to definite-lived intangible assets from acquisitions have weighted-average lives as follows: Weighted- Average Life (years) Revenue-generating contracts 7 Client/vendor relationships 7 Technology 3 Other 12 All categories 7 Amortization of definite-lived intangible assets for the three months ended September 30, 2018 and 2017 was $51.4 million and $53.4 million , respectively, and for the nine months ended September 30, 2018 and 2017 was $143.5 million and $143.4 million , respectively. The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets that exist at September 30, 2018 : (in thousands) October 1 - December 31, 2018 $ 58,023 2019 $ 160,194 2020 $ 128,449 2021 $ 93,013 2022 $ 75,482 As acquisitions and dispositions occur in the future and the valuations of intangible assets for recent acquisitions are completed, amortization will vary. Goodwill The following table presents the changes in the carrying amount of goodwill in each of the Company’s reportable segments for the nine months ended September 30, 2018 : Concerts Sponsorship & Advertising Ticketing Total (in thousands) Balance as of December 31, 2017: Goodwill $ 1,015,913 $ 401,753 $ 761,786 $ 2,179,452 Accumulated impairment losses (424,863 ) — — (424,863 ) Net 591,050 401,753 761,786 1,754,589 Acquisitions—current year 37,723 3,890 5,875 47,488 Acquisitions—prior year 53,578 1,693 — 55,271 Dispositions (7,053 ) — — (7,053 ) Foreign exchange (7,706 ) (4,313 ) (2,923 ) (14,942 ) Balance as of September 30, 2018: Goodwill 1,092,455 403,023 764,738 2,260,216 Accumulated impairment losses (424,863 ) — — (424,863 ) Net $ 667,592 $ 403,023 $ 764,738 $ 1,835,353 Included in the current year acquisitions amount above is goodwill associated with the acquisitions of controlling interests in various concert and festival promotion businesses and an artist management business along with the acquisition of a ticketing business that are all located in the United States. Included in the prior year acquisitions amount above is a purchase price adjustment recognized in connection with contingent consideration paid during 2018 related to an acquisition that occurred prior to the Company’s adoption of the current FASB guidance for business combinations. Under the previous guidance, which was in place at the time of this acquisition, such contingent payments were recognized when it was determinable that the applicable financial targets were met. The Company is in various stages of finalizing its acquisition accounting for recent acquisitions, which include the use of external valuation consultants, and the completion of this accounting could result in a change to the associated purchase price allocations, including goodwill and its allocation between segments. |
LONG-TERM DEBT
LONG-TERM DEBT | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT In March 2018, the Company issued $300 million principal amount of 5.625% senior notes due 2026, issued $550 million principal amount of 2.5% convertible senior notes due 2023 and amended its senior secured credit facility to reduce the applicable interest rate for the term loan B. Total gross proceeds of $850.0 million from the issuance of the notes were used to repay $246.3 million of the outstanding principal amount of the Company’s 2.5% convertible senior notes due 2019, the related repurchase premium of $90.4 million on these convertible senior notes and accrued interest and fees of $20.8 million , leaving $492.5 million in additional cash available for the redemption of the remaining outstanding principal of its 2.5% convertible senior notes due 2019 and for general corporate purposes. The Company recorded a $2.5 million loss on extinguishment of debt related to this refinancing. Long-term debt, which includes capital leases, at September 30, 2018 and December 31, 2017 , consists of the following: September 30, 2018 December 31, 2017 (in thousands) Senior Secured Credit Facility: Term loan A $ 161,500 $ 175,750 Term loan B 955,573 962,849 4.875% Senior Notes due 2024 575,000 575,000 5.625% Senior Notes due 2026 300,000 — 5.375% Senior Notes due 2022 250,000 250,000 2.5% Convertible Senior Notes due 2023 550,000 — 2.5% Convertible Senior Notes due 2019 28,674 275,000 Other long-term debt 93,398 99,393 Total principal amount 2,914,145 2,337,992 Less unamortized discounts and debt issuance costs (100,328 ) (38,033 ) Total debt, net of unamortized discounts and debt issuance costs 2,813,817 2,299,959 Less: current portion 81,832 347,593 Total long-term debt, net of unamortized discounts and debt issuance costs $ 2,731,985 $ 1,952,366 Future maturities of long-term debt at September 30, 2018 are as follows: (in thousands) October 1 - December 31, 2018 $ 51,802 2019 45,192 2020 71,091 2021 122,671 2022 819,010 Thereafter 1,804,379 Total $ 2,914,145 All long-term debt without a stated maturity date is considered current and is reflected as maturing in the earliest period shown in the table above. See Note 4 —Fair Value Measurements for discussion of the fair value measurement of the Company’s long-term debt. 5.625% Senior Notes In March 2018, the Company issued $300 million principal amount of 5.625% senior notes due 2026. Interest on the notes is payable semiannually in cash in arrears on March 15 and September 15 and the notes will mature on March 15, 2026. The Company may redeem some or all of the notes at any time prior to March 15, 2021 at a price equal to 100% of the principal amount, plus any accrued and unpaid interest to the date of redemption, plus a ‘make-whole’ premium. The Company may redeem up to 35% of the aggregate principal amount of the notes from proceeds of certain equity offerings prior to March 15, 2021, at a price equal to 105.625% of the aggregate principal amount being redeemed, plus any accrued and unpaid interest thereon to the date of redemption. In addition, on or after March 15, 2021, the Company may redeem some or all of the notes at any time at redemption prices that start at 104.219% of their principal amount, plus any accrued and unpaid interest to the date of redemption. The Company must make an offer to redeem the notes at 101% of their aggregate principal amount, plus any accrued and unpaid interest to the repurchase date, if it experiences certain defined changes of control. 2.5% Convertible Senior Notes Due 2023 In March 2018, the Company issued $550 million principal amount of 2.5% convertible senior notes due 2023. The notes pay interest semiannually in arrears on March 15 and September 15 at a rate of 2.5% per annum. The notes will mature on March 15, 2023, and may not be redeemed by the Company prior to the maturity date. The notes will be convertible, under certain circumstances, until December 15, 2022, and on or after such date without condition, at an initial conversion rate of 14.7005 shares of the Company’s common stock per $1,000 principal amount of notes, subject to adjustment, which represents a 54.4% conversion premium based on the last reported sale price for the Company’s common stock of $44.05 on March 19, 2018 prior to issuing the debt. Upon conversion, the notes may be settled in shares of common stock or, at the Company’s election, cash or a combination of cash and shares of common stock. Assuming the Company fully settled the notes in shares, the maximum number of shares that could be issued to satisfy the conversion is currently 8.1 million . If the Company experiences a fundamental change, as defined in the indenture governing the notes, the holders of the notes may require the Company to purchase for cash all or a portion of their notes, subject to specified exceptions, at a price equal to 100% of the principal amount of the notes plus any accrued and unpaid interest. The carrying amount of the equity component of the notes is $64.0 million , which is treated as a debt discount, and the principal amount of the liability component (face value of the notes) is $550 million . As of September 30, 2018 , the remaining period for the debt discount was approximately 4 years and the value of the notes, if converted and fully settled in shares, did not exceed the principal amount of the notes. As of September 30, 2018 , the effective interest rate on the liability component of the notes was 5.7% . The following table summarizes the amount of pre-tax interest cost recognized on the notes: Three Months Ended Nine Months Ended (in thousands) Interest cost recognized relating to: Contractual interest coupon $ 3,361 $ 7,257 Amortization of debt discount 2,996 5,951 Amortization of debt issuance costs 534 1,068 Total interest cost recognized on the notes $ 6,891 $ 14,276 2.5% Convertible Senior Notes Due 2019 As noted above, in 2018, the Company acquired in private repurchase transactions and subsequently retired $246.3 million of the outstanding principal amount of its 2.5% convertible senior notes due 2019 for $336.7 million plus fees and accrued interest. The fair value of the equity component of the notes prior to repurchase was calculated assuming a 4.87% non-convertible borrowing rate resulting in $92.6 million of the total repurchase price being recorded to additional paid-in capital. Beginning October 1, 2018, the remaining notes will be convertible at the election of the holder and will remain convertible through May 2019, at which time any notes that remain outstanding will mature. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The Company’s outstanding debt held by third-party financial institutions is carried at cost, adjusted for any discounts or debt issuance costs. The Company’s debt is not publicly traded and the carrying amounts typically approximate fair value for debt that accrues interest at a variable rate, which are considered to be Level 2 inputs as defined in the FASB guidance. The following table presents the estimated fair values of the Company’s senior notes and convertible senior notes: Estimated Fair Value at September 30, 2018 December 31, 2017 Level 2 (in thousands) 4.875% Senior Notes due 2024 $ 565,967 $ 592,325 5.625% Senior Notes due 2026 $ 303,408 $ — 5.375% Senior Notes due 2022 $ 254,043 $ 259,233 2.5% Convertible Senior Notes due 2023 $ 600,875 $ — 2.5% Convertible Senior Notes due 2019 $ 45,182 $ 310,635 |
COMMITMENTS AND CONTINGENT LIAB
COMMITMENTS AND CONTINGENT LIABILITIES | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENT LIABILITIES | COMMITMENTS AND CONTINGENT LIABILITIES During 2018, the Company has entered into new, or it has exercised options to extend existing, long-term operating leases for office space and venues. These new or extended non-cancelable lease agreements have added future minimum rental commitments of approximately $5.8 million for the remainder of 2018, $29.6 million for 2019, $29.7 million for 2020, $32.0 million for 2021, $33.3 million for 2022 and $325.0 million thereafter. The Company has leases that contain contingent payment requirements for which payments vary depending on revenue, tickets sold or other variables. During 2018, the Company has entered into new, or it has renewed existing, long-term non-cancelable contracts with various artists and ticketing clients. These new or renewed non-cancelable contracts have added future minimum commitments of approximately $34.1 million for the remainder of 2018, $315.3 million for 2019, $131.2 million for 2020, $209.4 million for 2021, $157.8 million for 2022 and $68.9 million thereafter. Litigation Securities Class Action Litigation In April 2018, a class action lawsuit was filed against the Company by Kathryn Poser, asserting claims for alleged violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, in statements and/or omissions pertaining to a consent decree related to its acquisition of Ticketmaster in 2010. On August 21, 2018, the plaintiff filed a Notice of Voluntary Dismissal, without prejudice, thereby ending the litigation. Consumer Class Actions The following class action lawsuits were filed against Live Nation and/or Ticketmaster LLC in the United States and Canada: Vaccaro v. Ticketmaster LLC (Northern District of Illinois, filed September 2018); Ameri v. Ticketmaster LLC (Superior Court of California, Alameda County, filed September 2018); Lee v. Ticketmaster LLC, et al. (Northern District of California, filed September 2018); Thompson-Marcial v. Ticketmaster Canada Holdings ULC (Ontario Superior Court of Justice, filed September 2018); McPhee v. Live Nation Entertainment, Inc., et al. (Superior Court of Quebec, District of Montreal, filed September 2018); Crystal Watch v. Live Nation Entertainment, Inc., et al. (Court of Queen’s Bench for Saskatchewan, by amendments filed September 2018); Gaetano v. Live Nation Entertainment Inc., et al. (Northern District of New York, filed October 2018); Dickey v. Ticketmaster, LLC, et al. (Central District of California, filed October 2018); and Gomel v. Live Nation Entertainment, Inc., et al. (Supreme Court of British Columbia, filed October 2018). These lawsuits make similar factual allegations that Live Nation and/or Ticketmaster LLC engage in conduct that is intended to encourage the resale of tickets on secondary ticket exchanges at elevated prices. Based on these allegations, each plaintiff asserts violations of different state/provincial and federal laws. Each plaintiff also seeks to represent a class of individuals who purchased tickets on a secondary ticket exchange, as defined in each plaintiff’s complaint. The complaints seek a variety of remedies, including unspecified compensatory damages, punitive damages, restitution, injunctive relief and attorneys’ fees and costs. Based on information presently known to management, the Company does not believe that a loss is probable of occurring at this time, and believes that the potential liability, if any, will not have a material adverse effect on its financial condition, cash flows or results of operations. Further, the Company does not currently believe that the claims asserted in these lawsuits have merit, and considerable uncertainty exists regarding any monetary damages that will be asserted against the Company. As a result, the Company is currently unable to estimate the possible loss or range of loss for these matters. The Company intends to vigorously defend these actions. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES In December 2017, the Tax Cuts and Jobs Act (“TCJA”) was enacted, which amends the Internal Revenue Code to reduce tax rates and modify policies, credits, and deductions for individuals and businesses. For businesses, the TCJA reduces the corporate federal tax rate from a maximum of 35% to a flat 21% rate. The rate reduction took effect on January 1, 2018. The TCJA enactment caused the Company’s United States deferred tax assets and liabilities to be revalued at December 31, 2017. The international provisions of the TCJA generally establish a territorial-style system for taxing foreign-sourced income of domestic multinational corporations, require companies to pay a one-time transition tax on earnings of certain foreign-sourced subsidiaries that were previously tax-deferred, and create new taxes on certain foreign-sourced earnings. At December 31, 2017, the Company made a reasonable estimate of the effects of the TCJA on existing deferred tax balances and the one-time transition tax. During the third quarter of 2018, the Company refined the computation of the one-time transition tax liability for foreign subsidiaries to approximately $100.0 million . The change in computed liability does not impact 2018 tax expense since it is expected that the liability will continue to be offset by fully-valued tax attribute carryforwards. The Company has not completed its analysis of the impacts of the one-time transition tax and may make further adjustments to its accounting related to TCJA during the fourth quarter of 2018. In December 2017, the SEC issued guidance for companies that have not completed the accounting for the income tax effects of the TCJA. Under this guidance, a company may report provisional amounts based on reasonable estimates where the accounting is incomplete. These amounts are subject to adjustments during a measurement period of up to one year beginning in the reporting period of the enactment date. In accordance with this guidance, the Company has determined that the impact of the TCJA on deferred taxes and the transition tax inclusion recorded on the mandatory deemed repatriation of foreign earnings were provisional amounts and reasonable estimates at December 31, 2017. The amounts recorded in 2017 and refined in 2018 remain reasonable estimates as of September 30, 2018 based on information available to date. Additional work is necessary for a more detailed analysis of our deferred tax assets and liabilities and our historical foreign earnings as well as potential correlative adjustments. Any subsequent adjustment to the amount will be recorded in the fourth quarter of 2018 when the analysis is complete, but is not anticipated to impact tax expense due to the existence of fully-valued tax attribute carryforwards. Although the TCJA generally eliminates United States federal income tax on dividends from foreign subsidiaries, it creates a new requirement that certain income, referred to as Global Intangible Low-Taxed Income (“GILTI”), earned by controlled foreign corporations must be included currently in the gross income of the entity’s United States taxpayer. In accordance with this guidance, the Company is allowed to make an accounting policy choice of either (1) treating taxes due on future United States inclusions in taxable income related to GILTI as a current-period expense when incurred or (2) factoring such amounts into the Company’s measurement of its deferred taxes. Because of the complexity of the new GILTI tax rules, the Company continues to evaluate this provision of the TCJA and has not yet determined its accounting policy. As of September 30, 2018 , because the Company is still evaluating the GILTI provisions and its analysis of future taxable income that is subject to GILTI, it has included the GILTI impact related to current-year operations only in its estimated annual effective tax rate computations and has not provided additional GILTI impact on deferred items. The GILTI taxable income inclusion does not affect the 2018 tax expense due to the existence of fully-valued tax attribute carryforwards. Beyond the inclusions required pursuant to the TCJA, no additional income taxes have been provided for any remaining undistributed foreign earnings that are considered to be permanently reinvested. |
EQUITY
EQUITY | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
EQUITY | EQUITY The following table shows the reconciliation of the carrying amount of stockholders’ equity attributable to Live Nation, equity attributable to noncontrolling interests, total equity and also redeemable noncontrolling interests for the nine months ended September 30, 2018 : Live Nation Stockholders’ Equity Noncontrolling Interests Total Equity Redeemable Noncontrolling Interests (in thousands) (in thousands) Balance at December 31, 2017 $ 1,181,196 $ 236,948 $ 1,418,144 $ 244,727 Non-cash compensation expense 34,415 — 34,415 — Common stock issued under stock plans, net of shares withheld for employee taxes (8,685 ) — (8,685 ) — Exercise of stock options 16,447 — 16,447 — Fair value of convertible debt conversion feature, net of issuance costs 62,624 — 62,624 — Repurchase of convertible debt conversion feature (92,641 ) — (92,641 ) — Acquisitions — 21,770 21,770 20,911 Divestitures — (6,684 ) (6,684 ) — Purchases of noncontrolling interests (4,784 ) (1,526 ) (6,310 ) (10,356 ) Sales of noncontrolling interests 1,410 (980 ) 430 — Redeemable noncontrolling interests fair value adjustments (54,246 ) — (54,246 ) 54,246 Contributions received — 7,501 7,501 1,806 Cash distributions — (33,481 ) (33,481 ) (7,870 ) Other (107 ) (2,439 ) (2,546 ) 28 Comprehensive income (loss): Net income 208,136 12,431 220,567 4,958 Foreign currency translation adjustments (26,376 ) — (26,376 ) — Balance at September 30, 2018 $ 1,317,389 $ 233,540 $ 1,550,929 $ 308,450 Accumulated Other Comprehensive Loss The following table presents changes in the components of AOCI, net of taxes, for the nine months ended September 30, 2018 : Total (Foreign Currency Items) (in thousands) Balance at December 31, 2017 $ (108,542 ) Other comprehensive income before reclassifications (26,376 ) Net other comprehensive income (26,376 ) Balance at September 30, 2018 $ (134,918 ) Earnings Per Share Basic net income (loss) per common share is computed by dividing the net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. The calculation of diluted net income (loss) per common share includes the effects of the assumed exercise of any outstanding stock options, the assumed vesting of shares of restricted stock and the assumed conversion of the convertible senior notes where dilutive. The following table sets forth the computation of weighted average common shares outstanding: Three Months Ended Nine Months Ended 2018 2017 2018 2017 Weighted average common shares—basic 207,614,413 205,287,843 207,228,034 204,574,742 Effect of dilutive securities: Stock options and restricted stock 8,347,718 9,914,361 8,178,167 9,311,710 Convertible senior notes 826,852 7,929,982 — — Weighted average common shares—diluted 216,788,983 223,132,186 215,406,201 213,886,452 The following table shows securities excluded from the calculation of diluted net income (loss) per common share because such securities are anti-dilutive: Three Months Ended Nine Months Ended 2018 2017 2018 2017 Options to purchase shares of common stock 604,781 8,000 604,781 810,796 Restricted and deferred stock—unvested 2,483,572 196,484 2,498,072 219,084 Conversion shares related to the convertible senior notes 8,085,275 — 8,912,127 7,929,982 Number of anti-dilutive potentially issuable shares excluded from diluted common shares outstanding 11,173,628 204,484 12,014,980 8,959,862 |
REVENUE RECOGNITION
REVENUE RECOGNITION | 9 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | REVENUE RECOGNITION Concerts Concerts revenue for the three and nine months ended September 30, 2018 and 2017 are as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in thousands) Total Concerts Revenue $ 3,297,257 $ 2,939,387 $ 6,716,914 $ 6,052,515 Percentage of consolidated revenue 86.0 % 85.4 % 82.1 % 82.2 % The Concerts segment generates revenue from the promotion or production of live music events and festivals in the Company’s owned or operated venues and in rented third-party venues, artist management commissions and the sale of merchandise for music artists at events. As a promoter and venue operator, the Company earns revenue primarily from the sale of tickets, concessions, merchandise, parking, ticket rebates or service charges on tickets sold by Ticketmaster or third-party ticketing agreements, and rental of the Company’s owned or operated venues. As an artist manager, the Company earns commissions on the earnings of the artists and other clients the Company represents, primarily derived from clients’ earnings for concert tours. Over 95% of Concerts’ revenue, whether related to promotion, venue operations, artist management or artist event merchandising, is recognized on the day of the related event. The majority of consideration for the Concerts segment is collected in advance of or on the day of the event. Consideration received in advance of the event is recorded as deferred revenue. Any consideration not collected by the day of the event is typically received within three months after the event date. Sponsorship & Advertising Sponsorship & Advertising revenue for the three and nine months ended September 30, 2018 and 2017 are as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in thousands) Total Sponsorship & Advertising Revenue $ 171,178 $ 157,981 $ 385,674 $ 346,532 Percentage of consolidated revenue 4.5 % 4.6 % 4.7 % 4.7 % The Sponsorship & Advertising segment generates revenue from sponsorship and marketing programs that provide its sponsors with strategic, international, national and local opportunities to reach customers through the Company’s venue, artist relationship and ticketing assets, including advertising on its websites. These programs can also include custom events or programs for the sponsors’ specific brands, which are typically experienced exclusively by the sponsors’ customers. Sponsorship agreements may contain multiple elements, which provide several distinct benefits to the sponsor over the term of the agreement, and can be for a single or multi-year term. The Company also earns revenue from exclusive access rights provided to sponsors in various categories such as ticket pre-sales, beverage pouring rights, venue naming rights, media campaigns, signage within the Company’s venues, and advertising on its websites. Revenue from sponsorship agreements is allocated to the multiple elements based on the relative stand-alone selling price of each separate element, which are determined using vendor-specific evidence, third-party evidence or the Company’s best estimate of the fair value. Revenue is recognized over the term of the agreement or operating season as the benefits are provided to the sponsor unless the revenue is associated with a specific event, in which case it is recognized when the event occurs. Revenue is collected in installment payments during the year, typically in advance of providing the benefit or the event. Revenue received in advance of the event or the sponsor receiving the benefit is recorded as deferred revenue. At September 30, 2018 , the Company had contracted sponsorship agreements with terms greater than one year that had approximately $751.0 million of revenue related to future benefits to be provided by the Company. The Company expects to recognize approximately 9% , 33% , 22% and 36% of this revenue in the remainder of 2018, 2019, 2020 and thereafter, respectively. Ticketing Ticketing revenue for the three and nine months ended September 30, 2018 and 2017 are as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in thousands) Total Ticketing Revenue $ 368,312 $ 340,273 $ 1,091,880 $ 964,292 Percentage of consolidated revenue 9.6 % 9.9 % 13.3 % 13.1 % Ticket fee revenue is generated from convenience and order processing fees, or service charges, charged at the time a ticket for an event is sold in either the primary or secondary markets. The Ticketing segment is primarily an agency business that sells tickets for events on behalf of its clients, which include venues, concert promoters, professional sports franchises and leagues, college sports teams, theater producers and museums. The Ticketing segment is acting as an agent on behalf of its clients and records revenue arising from convenience and order processing fees, regardless of whether these fees are related to tickets sold in the primary or secondary market, and regardless of whether these fees are associated with the Company’s concert events or third-party clients’ concert events. The Ticketing segment does not record the face value of the tickets as revenue. Ticket fee revenue is recognized when the ticket is sold for third-party clients and secondary market sales, as the Company has no further obligation to its client’s customers following the sale of the ticket. For the Company’s concert events, where its concert promoters control ticketing, ticket fee revenue is recognized when the event occurs because the Company also has the obligation to deliver the event to the fan. The delivery of the ticket to the fan is not considered a distinct performance obligation for the Company’s concert events because the fan cannot receive the benefits of the ticket unless the Company also fulfills its obligation to deliver the event. The majority of ticket fee revenue is collected within the month of the ticket sale. Revenue received from the sale of tickets in advance of the Company’s concert events is recorded as deferred revenue. Ticketing contract advances, which can be either recoupable or non-recoupable, represent amounts paid in advance to the Company’s clients pursuant to ticketing agreements and are reflected in prepaid expenses or in other long-term assets if the amount is expected to be recouped or recognized over a period of more than twelve months. Recoupable ticketing contract advances are generally recoupable against future royalties earned by the clients, based on the contract terms, over the life of the contract. Royalties are typically earned by the client when tickets are sold. Royalties paid to clients are recorded as a reduction to revenue when the tickets are sold and the corresponding service charge revenue is recognized. Non-recoupable ticketing contract advances, excluding those amounts paid to support clients’ advertising costs, are fixed additional incentives occasionally paid by the Company to certain clients to secure the contract and are normally amortized over the life of the contract on a straight-line basis as a reduction to revenue. At September 30, 2018 and December 31, 2017 , the Company had ticketing contract advances of $77.2 million and $76.0 million , respectively, in prepaid expenses and $71.2 million and $78.6 million , respectively, in other long-term assets. The Company amortized $19.6 million and $20.1 million for the three months ended September 30, 2018 and 2017 , respectively, and $55.9 million and $54.9 million for the nine months ended September 30, 2018 and 2017 , respectively, related to non-recoupable ticketing contract advances. Deferred Revenue The majority of the Company’s deferred revenue is classified as current and is shown as a separate line item on the consolidated balance sheets. Deferred revenue that is not expected to be recognized within the next twelve months is classified as long-term and reflected in other long-term liabilities on the consolidated balance sheets. The Company had current deferred revenue of $925.2 million and $805.0 million at December 31, 2017 and 2016 , respectively. The table below summarizes the amount of deferred revenue recognized during the three and nine months ended September 30, 2018 and 2017 : Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in thousands) Concerts $ 166,381 $ 163,958 $ 809,930 $ 705,675 Sponsorship & Advertising 3,062 1,307 20,350 16,466 Ticketing 7,820 3,823 39,559 28,922 Other & Corporate 200 52 1,591 743 $ 177,463 $ 169,140 $ 871,430 $ 751,806 |
SEGMENT DATA
SEGMENT DATA | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
SEGMENT DATA | SEGMENT DATA The Company’s reportable segments are Concerts, Sponsorship & Advertising and Ticketing. The Concerts segment involves the promotion of live music events globally in the Company’s owned or operated venues and in rented third-party venues, the production of music festivals, the operation and management of music venues, the creation of associated content and the provision of management and other services to artists. The Sponsorship & Advertising segment manages the development of strategic sponsorship programs in addition to the sale of international, national and local sponsorships and the placement of advertising such as signage, promotional programs, rich media offerings, including advertising associated with live streaming and music-related original content, and ads across the Company’s distribution network of venues, events and websites. The Ticketing segment involves the management of the Company’s global ticketing operations, including providing ticketing software and services to clients, and consumers with a marketplace, both online and mobile, for tickets and event information, and is responsible for the Company’s primary ticketing website, www.ticketmaster.com . Revenue and expenses earned and charged between segments are eliminated in consolidation. The Company’s capital expenditures below include accruals for amounts incurred but not yet paid for, but are not reduced by reimbursements received from outside parties such as landlords or replacements funded by insurance proceeds. The Company manages its working capital on a consolidated basis. Accordingly, segment assets are not reported to, or used by, the Company’s management to allocate resources to or assess performance of the segments, and therefore, total segment assets have not been presented. The following table presents the results of operations for the Company’s reportable segments for the three and nine months ended September 30, 2018 and 2017 : Concerts Sponsorship Ticketing Other Corporate Eliminations Consolidated (in thousands) Three Months Ended September 30, 2018 Revenue $ 3,297,257 $ 171,178 $ 368,312 $ 932 $ — $ (2,433 ) $ 3,835,246 Direct operating expenses 2,767,949 23,191 133,050 2,599 — (2,433 ) 2,924,356 Selling, general and administrative expenses 343,250 25,325 151,064 5,015 — — 524,654 Depreciation and amortization 54,404 8,871 34,677 212 1,442 — 99,606 Loss (gain) on disposal of operating assets 10,317 — 2 — (1 ) — 10,318 Corporate expenses — — — — 42,093 — 42,093 Operating income (loss) $ 121,337 $ 113,791 $ 49,519 $ (6,894 ) $ (43,534 ) $ — $ 234,219 Intersegment revenue $ 268 $ — $ 2,165 $ — $ — $ (2,433 ) $ — Three Months Ended September 30, 2017 Revenue $ 2,939,387 $ 157,981 $ 340,273 $ 6,545 $ — $ (3,878 ) $ 3,440,308 Direct operating expenses 2,497,234 23,371 112,737 4,477 — (3,879 ) 2,633,940 Selling, general and administrative expenses 305,494 21,320 144,622 4,428 — — 475,864 Depreciation and amortization 52,344 6,601 28,805 115 1,362 1 89,228 Loss (gain) on disposal of operating assets (21 ) — 58 — — — 37 Corporate expenses — — — — 39,892 — 39,892 Operating income (loss) $ 84,336 $ 106,689 $ 54,051 $ (2,475 ) $ (41,254 ) $ — $ 201,347 Intersegment revenue $ 592 $ — $ 3,286 $ — $ — $ (3,878 ) $ — Concerts Sponsorship Ticketing Other Corporate Eliminations Consolidated (in thousands) Nine Months Ended September 30, 2018 Revenue $ 6,716,914 $ 385,674 $ 1,091,880 $ 2,886 $ — $ (11,409 ) $ 8,185,945 Direct operating expenses 5,554,368 68,142 377,121 3,325 — (11,409 ) 5,991,547 Selling, general and administrative expenses 906,360 68,534 447,997 12,812 — — 1,435,703 Depreciation and amortization 146,458 23,613 103,299 599 3,293 — 277,262 Loss (gain) on disposal of operating assets 10,452 — 13 — (1 ) — 10,464 Corporate expenses — — — — 108,055 — 108,055 Operating income (loss) $ 99,276 $ 225,385 $ 163,450 $ (13,850 ) $ (111,347 ) $ — $ 362,914 Intersegment revenue $ 268 $ — $ 11,141 $ — $ — $ (11,409 ) $ — Capital expenditures $ 88,338 $ 4,241 $ 71,336 $ 149 $ 8,839 $ — $ 172,903 Nine Months Ended September 30, 2017 Revenue $ 6,052,515 $ 346,532 $ 964,292 $ 13,259 $ — $ (9,826 ) $ 7,366,772 Direct operating expenses 5,057,567 60,516 317,656 5,759 — (9,826 ) 5,431,672 Selling, general and administrative expenses 804,562 62,989 411,336 14,670 — — 1,293,557 Depreciation and amortization 144,917 19,512 82,907 327 3,262 — 250,925 Loss (gain) on disposal of operating assets (609 ) — 65 — 37 — (507 ) Corporate expenses — — — — 97,711 — 97,711 Operating income (loss) $ 46,078 $ 203,515 $ 152,328 $ (7,497 ) $ (101,010 ) $ — $ 293,414 Intersegment revenue $ 693 $ — $ 9,133 $ — $ — $ (9,826 ) $ — Capital expenditures $ 83,612 $ 4,753 $ 69,667 $ 66 $ 26,195 $ — $ 184,293 |
BASIS OF PRESENTATION AND OTH_2
BASIS OF PRESENTATION AND OTHER INFORMATION Basis of Presentation and Other Information (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Accounting Pronouncements - Recently Adopted Revenue Recognition In May 2014, the FASB issued a comprehensive new revenue recognition standard that superseded nearly all existing revenue recognition guidance under GAAP. The new standard provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle of the guidance is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to receive in exchange for those goods or services. The FASB also issued important guidance clarifying certain guidelines of the standard including (1) reframing the indicators in the principal versus agent guidance to focus on evidence that a company is acting as a principal rather than an agent and (2) identifying performance obligations and licensing. The guidance should be applied retrospectively, either to each prior period presented in the financial statements, or only to the most current reporting period presented in the financial statements with a cumulative-effect adjustment as of the date of adoption. The Company adopted this standard on January 1, 2018, applying it retrospectively to each prior period presented in the financial statements. The Company elected to use the consideration at the date of contract completion rather than estimating variable consideration in the comparative reporting periods and also elected not to provide disclosure of the amount and expected timing of recognition for consideration allocated to the remaining performance obligations. Had the Company estimated variable consideration for the comparative periods, it believes it would have resulted in an insignificant shift of revenue recognition between quarters. The adoption of this guidance did not have an impact to operating income. For the Ticketing segment, the Company no longer presents payments to certain third parties as an expense and now reflects these payments as a reduction of revenue. The remaining revenue streams of the Company were not materially impacted by the new guidance. The table below represents the impact of the adoption to the Company’s consolidated and Ticketing segment’s results of operations for the three and nine months ended September 30, 2017 . The impact to the consolidated results of operations includes the elimination of intercompany transactions between the Company’s Concerts and Ticketing segments. Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017 As Reported Adjustment As Adjusted As Reported Adjustment As Adjusted (in thousands) Consolidated Revenue $ 3,559,418 $ (119,110 ) $ 3,440,308 $ 7,791,292 $ (424,520 ) $ 7,366,772 Direct operating expenses $ 2,732,926 $ (98,986 ) $ 2,633,940 $ 5,801,300 $ (369,628 ) $ 5,431,672 Depreciation and amortization $ 109,352 $ (20,124 ) $ 89,228 $ 305,817 $ (54,892 ) $ 250,925 Ticketing Segment Revenue $ 532,285 $ (192,012 ) $ 340,273 $ 1,510,574 $ (546,282 ) $ 964,292 Direct operating expenses $ 283,236 $ (170,499 ) $ 112,737 $ 805,964 $ (488,308 ) $ 317,656 Depreciation and amortization $ 50,318 $ (21,513 ) $ 28,805 $ 140,881 $ (57,974 ) $ 82,907 See Note 8 —Revenue Recognition for further discussion and disclosures required under this guidance. Other Pronouncements In January 2016, the FASB issued amendments for the recognition, measurement, presentation and disclosure of financial instruments. Among other things, the guidance requires equity investments that do not result in consolidation, and which are not accounted for under the equity method, to be measured at fair value with any change in fair value recognized in net income unless the investments do not have readily determinable fair values. The amendments are to be applied through a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption with the exception of equity investments without readily determinable fair values, which will be applied prospectively. The Company adopted this guidance on January 1, 2018, and the adoption did not have a material impact on its financial position or results of operations. In October 2016, the FASB issued guidance that requires companies to recognize the income tax effects of intercompany sales and transfers of assets, other than inventory, in the period in which the transfer occurs. That is a change from current guidance which requires companies to defer the income tax effects of intercompany transfers of assets until the asset has been sold to an outside party or otherwise recognized. The guidance should be applied on a modified retrospective basis. The Company adopted this guidance on January 1, 2018, and the adoption did not impact its financial position or results of operations. In November 2016, the FASB issued guidance that requires restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning and ending total amounts in the statement of cash flows. The guidance should be applied on a retrospective basis to each period presented. The Company adopted this guidance on January 1, 2018, and the adoption did not have a material impact on its statements of cash flows. In January 2017, the FASB issued guidance that changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. The guidance requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of transferred assets and activities is not a business and should be accounted for as an asset acquisition rather than a business combination. The guidance also requires a business to include at least one substantive process and narrows the definition of outputs. The guidance should be applied prospectively to any transactions occurring within the period of adoption. The Company adopted this guidance on January 1, 2018, and is applying it prospectively to acquisitions occurring on or after such date. Accounting Pronouncements - Not Yet Adopted Lease Accounting In February 2016, the FASB issued guidance that requires lessees to recognize most leases on their balance sheet as a lease liability and a right-of-use asset, and to disclose key information about leasing arrangements. The guidance is effective for annual periods beginning after December 15, 2018 and interim periods within that year, and early adoption is permitted. The guidance should be applied on a modified retrospective basis. To assess the impact of the standard, the Company has dedicated certain of its personnel to lead the implementation effort. These personnel reviewed the amended guidance and subsequent clarifications and attended multiple training sessions in order to understand the potential impact the new standard could have on the Company’s financial position and results of operations. The Company has formed a cross-functional steering committee including members from its major divisions. The Company is in the process of implementing third-party lease accounting software to record, analyze and calculate the financial statement and disclosure impacts. The Company will finalize its conclusions in 2018 and ensure that it can produce the data necessary for the required disclosures along with assessing changes to internal controls and processes that may be required to comply with the new lease accounting and disclosure requirements. The Company will adopt this standard on January 1, 2019 and is currently evaluating the impact that this guidance will have on its financial position and results of operations. Other Pronouncements In August 2018, the FASB issued guidance that aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The amortization period of these implementation costs would include periods covered under renewal options that are reasonably certain to be exercised. The expense related to the capitalized implementation costs also would be presented in the same financial statement line item as the hosting fees. The guidance is effective for annual periods beginning after December 15, 2019 and interim periods within that year, and early adoption is permitted. The guidance should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company expects to adopt this guidance on January 1, 2020, and is currently assessing which implementation method it will apply and the impact that adoption will have on its financial position and results of operations. |
BASIS OF PRESENTATION AND OTH_3
BASIS OF PRESENTATION AND OTHER INFORMATION Basis of Presentation and Other Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Impact of the Adoption of Revenue Guidance on the Company's Results of Operations [Table Text Block] | The table below represents the impact of the adoption to the Company’s consolidated and Ticketing segment’s results of operations for the three and nine months ended September 30, 2017 . The impact to the consolidated results of operations includes the elimination of intercompany transactions between the Company’s Concerts and Ticketing segments. Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017 As Reported Adjustment As Adjusted As Reported Adjustment As Adjusted (in thousands) Consolidated Revenue $ 3,559,418 $ (119,110 ) $ 3,440,308 $ 7,791,292 $ (424,520 ) $ 7,366,772 Direct operating expenses $ 2,732,926 $ (98,986 ) $ 2,633,940 $ 5,801,300 $ (369,628 ) $ 5,431,672 Depreciation and amortization $ 109,352 $ (20,124 ) $ 89,228 $ 305,817 $ (54,892 ) $ 250,925 Ticketing Segment Revenue $ 532,285 $ (192,012 ) $ 340,273 $ 1,510,574 $ (546,282 ) $ 964,292 Direct operating expenses $ 283,236 $ (170,499 ) $ 112,737 $ 805,964 $ (488,308 ) $ 317,656 Depreciation and amortization $ 50,318 $ (21,513 ) $ 28,805 $ 140,881 $ (57,974 ) $ 82,907 |
LONG-LIVED ASSETS Long-Lived As
LONG-LIVED ASSETS Long-Lived Assets (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
LONG-LIVED ASSETS [Abstract] | |
Changes in Definite-Lived Intangible Assets | The following table presents the changes in the gross carrying amount and accumulated amortization of definite-lived intangible assets for the nine months ended September 30, 2018 : Revenue- generating contracts Client / vendor relationships Trademarks and naming rights Technology Other (1) Total (in thousands) Balance as of December 31, 2017: Gross carrying amount $ 789,363 $ 341,449 $ 126,331 $ 63,666 $ 135,231 $ 1,456,040 Accumulated amortization (410,011 ) (186,357 ) (32,681 ) (22,745 ) (74,981 ) (726,775 ) Net 379,352 155,092 93,650 40,921 60,250 729,265 Gross carrying amount: Acquisitions—current year 6,128 49,162 — 27,551 12,902 95,743 Acquisitions—prior year 4,447 — — — 1,900 6,347 Dispositions — (11,812 ) — — (18,754 ) (30,566 ) Foreign exchange (10,165 ) (5,646 ) (1,302 ) (828 ) (2,523 ) (20,464 ) Other (2) (89,145 ) (6,160 ) — (3,156 ) (4,353 ) (102,814 ) Net change (88,735 ) 25,544 (1,302 ) 23,567 (10,828 ) (51,754 ) Accumulated amortization: Amortization (62,974 ) (38,938 ) (9,365 ) (16,886 ) (15,381 ) (143,544 ) Dispositions — 8,146 — — 13,238 21,384 Foreign exchange 5,037 3,694 363 447 1,487 11,028 Other (2) 89,376 6,178 23 3,178 4,434 103,189 Net change 31,439 (20,920 ) (8,979 ) (13,261 ) 3,778 (7,943 ) Balance as of September 30, 2018: Gross carrying amount 700,628 366,993 125,029 87,233 124,403 1,404,286 Accumulated amortization (378,572 ) (207,277 ) (41,660 ) (36,006 ) (71,203 ) (734,718 ) Net $ 322,056 $ 159,716 $ 83,369 $ 51,227 $ 53,200 $ 669,568 ______________ (1) Other includes intangible assets for non-compete, venue management and leasehold agreements. (2) Other includes netdowns of fully amortized assets. |
Weighted Average Lives of Additions to Definite-Lived Intangible Assets | The 2018 additions to definite-lived intangible assets from acquisitions have weighted-average lives as follows: Weighted- Average Life (years) Revenue-generating contracts 7 Client/vendor relationships 7 Technology 3 Other 12 All categories 7 |
Estimate of Amortization Expense for Each of the Five Succeeding Fiscal Years for Definite-Lived Intangible Assets | The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets that exist at September 30, 2018 : (in thousands) October 1 - December 31, 2018 $ 58,023 2019 $ 160,194 2020 $ 128,449 2021 $ 93,013 2022 $ 75,482 |
Changes in Goodwill by Segment | The following table presents the changes in the carrying amount of goodwill in each of the Company’s reportable segments for the nine months ended September 30, 2018 : Concerts Sponsorship & Advertising Ticketing Total (in thousands) Balance as of December 31, 2017: Goodwill $ 1,015,913 $ 401,753 $ 761,786 $ 2,179,452 Accumulated impairment losses (424,863 ) — — (424,863 ) Net 591,050 401,753 761,786 1,754,589 Acquisitions—current year 37,723 3,890 5,875 47,488 Acquisitions—prior year 53,578 1,693 — 55,271 Dispositions (7,053 ) — — (7,053 ) Foreign exchange (7,706 ) (4,313 ) (2,923 ) (14,942 ) Balance as of September 30, 2018: Goodwill 1,092,455 403,023 764,738 2,260,216 Accumulated impairment losses (424,863 ) — — (424,863 ) Net $ 667,592 $ 403,023 $ 764,738 $ 1,835,353 |
LONG-TERM DEBT Long-Term Debt (
LONG-TERM DEBT Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Summary of long-term debt | Long-term debt, which includes capital leases, at September 30, 2018 and December 31, 2017 , consists of the following: September 30, 2018 December 31, 2017 (in thousands) Senior Secured Credit Facility: Term loan A $ 161,500 $ 175,750 Term loan B 955,573 962,849 4.875% Senior Notes due 2024 575,000 575,000 5.625% Senior Notes due 2026 300,000 — 5.375% Senior Notes due 2022 250,000 250,000 2.5% Convertible Senior Notes due 2023 550,000 — 2.5% Convertible Senior Notes due 2019 28,674 275,000 Other long-term debt 93,398 99,393 Total principal amount 2,914,145 2,337,992 Less unamortized discounts and debt issuance costs (100,328 ) (38,033 ) Total debt, net of unamortized discounts and debt issuance costs 2,813,817 2,299,959 Less: current portion 81,832 347,593 Total long-term debt, net of unamortized discounts and debt issuance costs $ 2,731,985 $ 1,952,366 |
Future maturities of long-term debt | Future maturities of long-term debt at September 30, 2018 are as follows: (in thousands) October 1 - December 31, 2018 $ 51,802 2019 45,192 2020 71,091 2021 122,671 2022 819,010 Thereafter 1,804,379 Total $ 2,914,145 |
Summary of pre tax interest cost recognized on convertible senior notes | The following table summarizes the amount of pre-tax interest cost recognized on the notes: Three Months Ended Nine Months Ended (in thousands) Interest cost recognized relating to: Contractual interest coupon $ 3,361 $ 7,257 Amortization of debt discount 2,996 5,951 Amortization of debt issuance costs 534 1,068 Total interest cost recognized on the notes $ 6,891 $ 14,276 |
FAIR VALUE MEASUREMENTS Fair Va
FAIR VALUE MEASUREMENTS Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Estimated Fair Values of Debt | The following table presents the estimated fair values of the Company’s senior notes and convertible senior notes: Estimated Fair Value at September 30, 2018 December 31, 2017 Level 2 (in thousands) 4.875% Senior Notes due 2024 $ 565,967 $ 592,325 5.625% Senior Notes due 2026 $ 303,408 $ — 5.375% Senior Notes due 2022 $ 254,043 $ 259,233 2.5% Convertible Senior Notes due 2023 $ 600,875 $ — 2.5% Convertible Senior Notes due 2019 $ 45,182 $ 310,635 |
EQUITY Equity (Tables)
EQUITY Equity (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Reconciliation of Carrying Amount of Equity and Redeemable Noncontrolling Interests | The following table shows the reconciliation of the carrying amount of stockholders’ equity attributable to Live Nation, equity attributable to noncontrolling interests, total equity and also redeemable noncontrolling interests for the nine months ended September 30, 2018 : Live Nation Stockholders’ Equity Noncontrolling Interests Total Equity Redeemable Noncontrolling Interests (in thousands) (in thousands) Balance at December 31, 2017 $ 1,181,196 $ 236,948 $ 1,418,144 $ 244,727 Non-cash compensation expense 34,415 — 34,415 — Common stock issued under stock plans, net of shares withheld for employee taxes (8,685 ) — (8,685 ) — Exercise of stock options 16,447 — 16,447 — Fair value of convertible debt conversion feature, net of issuance costs 62,624 — 62,624 — Repurchase of convertible debt conversion feature (92,641 ) — (92,641 ) — Acquisitions — 21,770 21,770 20,911 Divestitures — (6,684 ) (6,684 ) — Purchases of noncontrolling interests (4,784 ) (1,526 ) (6,310 ) (10,356 ) Sales of noncontrolling interests 1,410 (980 ) 430 — Redeemable noncontrolling interests fair value adjustments (54,246 ) — (54,246 ) 54,246 Contributions received — 7,501 7,501 1,806 Cash distributions — (33,481 ) (33,481 ) (7,870 ) Other (107 ) (2,439 ) (2,546 ) 28 Comprehensive income (loss): Net income 208,136 12,431 220,567 4,958 Foreign currency translation adjustments (26,376 ) — (26,376 ) — Balance at September 30, 2018 $ 1,317,389 $ 233,540 $ 1,550,929 $ 308,450 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table presents changes in the components of AOCI, net of taxes, for the nine months ended September 30, 2018 : Total (Foreign Currency Items) (in thousands) Balance at December 31, 2017 $ (108,542 ) Other comprehensive income before reclassifications (26,376 ) Net other comprehensive income (26,376 ) Balance at September 30, 2018 $ (134,918 ) |
Computation of Weighted Average Common Shares Outstanding | The following table sets forth the computation of weighted average common shares outstanding: Three Months Ended Nine Months Ended 2018 2017 2018 2017 Weighted average common shares—basic 207,614,413 205,287,843 207,228,034 204,574,742 Effect of dilutive securities: Stock options and restricted stock 8,347,718 9,914,361 8,178,167 9,311,710 Convertible senior notes 826,852 7,929,982 — — Weighted average common shares—diluted 216,788,983 223,132,186 215,406,201 213,886,452 |
Potentially Dilutive Securities Excluded From Diluted Net Income (Loss) Per Common Share | The following table shows securities excluded from the calculation of diluted net income (loss) per common share because such securities are anti-dilutive: Three Months Ended Nine Months Ended 2018 2017 2018 2017 Options to purchase shares of common stock 604,781 8,000 604,781 810,796 Restricted and deferred stock—unvested 2,483,572 196,484 2,498,072 219,084 Conversion shares related to the convertible senior notes 8,085,275 — 8,912,127 7,929,982 Number of anti-dilutive potentially issuable shares excluded from diluted common shares outstanding 11,173,628 204,484 12,014,980 8,959,862 |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Concerts Revenue [Table Text Block] | Concerts revenue for the three and nine months ended September 30, 2018 and 2017 are as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in thousands) Total Concerts Revenue $ 3,297,257 $ 2,939,387 $ 6,716,914 $ 6,052,515 Percentage of consolidated revenue 86.0 % 85.4 % 82.1 % 82.2 % |
Disaggregation Of Sponsorship & Advertising Revenue [Table Text Block] | Sponsorship & Advertising revenue for the three and nine months ended September 30, 2018 and 2017 are as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in thousands) Total Sponsorship & Advertising Revenue $ 171,178 $ 157,981 $ 385,674 $ 346,532 Percentage of consolidated revenue 4.5 % 4.6 % 4.7 % 4.7 % |
Disaggregation Of Ticketing Revenue [Table Text Block] | Ticketing revenue for the three and nine months ended September 30, 2018 and 2017 are as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in thousands) Total Ticketing Revenue $ 368,312 $ 340,273 $ 1,091,880 $ 964,292 Percentage of consolidated revenue 9.6 % 9.9 % 13.3 % 13.1 % |
Contract with Customer, Asset and Liability [Table Text Block] | The table below summarizes the amount of deferred revenue recognized during the three and nine months ended September 30, 2018 and 2017 : Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in thousands) Concerts $ 166,381 $ 163,958 $ 809,930 $ 705,675 Sponsorship & Advertising 3,062 1,307 20,350 16,466 Ticketing 7,820 3,823 39,559 28,922 Other & Corporate 200 52 1,591 743 $ 177,463 $ 169,140 $ 871,430 $ 751,806 |
SEGMENT DATA Segment Data (Tabl
SEGMENT DATA Segment Data (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Results of Operations Related to Reportable Segments of the Entity | The following table presents the results of operations for the Company’s reportable segments for the three and nine months ended September 30, 2018 and 2017 : Concerts Sponsorship Ticketing Other Corporate Eliminations Consolidated (in thousands) Three Months Ended September 30, 2018 Revenue $ 3,297,257 $ 171,178 $ 368,312 $ 932 $ — $ (2,433 ) $ 3,835,246 Direct operating expenses 2,767,949 23,191 133,050 2,599 — (2,433 ) 2,924,356 Selling, general and administrative expenses 343,250 25,325 151,064 5,015 — — 524,654 Depreciation and amortization 54,404 8,871 34,677 212 1,442 — 99,606 Loss (gain) on disposal of operating assets 10,317 — 2 — (1 ) — 10,318 Corporate expenses — — — — 42,093 — 42,093 Operating income (loss) $ 121,337 $ 113,791 $ 49,519 $ (6,894 ) $ (43,534 ) $ — $ 234,219 Intersegment revenue $ 268 $ — $ 2,165 $ — $ — $ (2,433 ) $ — Three Months Ended September 30, 2017 Revenue $ 2,939,387 $ 157,981 $ 340,273 $ 6,545 $ — $ (3,878 ) $ 3,440,308 Direct operating expenses 2,497,234 23,371 112,737 4,477 — (3,879 ) 2,633,940 Selling, general and administrative expenses 305,494 21,320 144,622 4,428 — — 475,864 Depreciation and amortization 52,344 6,601 28,805 115 1,362 1 89,228 Loss (gain) on disposal of operating assets (21 ) — 58 — — — 37 Corporate expenses — — — — 39,892 — 39,892 Operating income (loss) $ 84,336 $ 106,689 $ 54,051 $ (2,475 ) $ (41,254 ) $ — $ 201,347 Intersegment revenue $ 592 $ — $ 3,286 $ — $ — $ (3,878 ) $ — Concerts Sponsorship Ticketing Other Corporate Eliminations Consolidated (in thousands) Nine Months Ended September 30, 2018 Revenue $ 6,716,914 $ 385,674 $ 1,091,880 $ 2,886 $ — $ (11,409 ) $ 8,185,945 Direct operating expenses 5,554,368 68,142 377,121 3,325 — (11,409 ) 5,991,547 Selling, general and administrative expenses 906,360 68,534 447,997 12,812 — — 1,435,703 Depreciation and amortization 146,458 23,613 103,299 599 3,293 — 277,262 Loss (gain) on disposal of operating assets 10,452 — 13 — (1 ) — 10,464 Corporate expenses — — — — 108,055 — 108,055 Operating income (loss) $ 99,276 $ 225,385 $ 163,450 $ (13,850 ) $ (111,347 ) $ — $ 362,914 Intersegment revenue $ 268 $ — $ 11,141 $ — $ — $ (11,409 ) $ — Capital expenditures $ 88,338 $ 4,241 $ 71,336 $ 149 $ 8,839 $ — $ 172,903 Nine Months Ended September 30, 2017 Revenue $ 6,052,515 $ 346,532 $ 964,292 $ 13,259 $ — $ (9,826 ) $ 7,366,772 Direct operating expenses 5,057,567 60,516 317,656 5,759 — (9,826 ) 5,431,672 Selling, general and administrative expenses 804,562 62,989 411,336 14,670 — — 1,293,557 Depreciation and amortization 144,917 19,512 82,907 327 3,262 — 250,925 Loss (gain) on disposal of operating assets (609 ) — 65 — 37 — (507 ) Corporate expenses — — — — 97,711 — 97,711 Operating income (loss) $ 46,078 $ 203,515 $ 152,328 $ (7,497 ) $ (101,010 ) $ — $ 293,414 Intersegment revenue $ 693 $ — $ 9,133 $ — $ — $ (9,826 ) $ — Capital expenditures $ 83,612 $ 4,753 $ 69,667 $ 66 $ 26,195 $ — $ 184,293 |
BASIS OF PRESENTATION AND OTH_4
BASIS OF PRESENTATION AND OTHER INFORMATION Basis of Presentation and Other Information (Details) - USD ($) | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | May 31, 2018 | Dec. 31, 2017 | |
Accounting Policies [Abstract] | ||||
Cash received that includes the face value of tickets sold on behalf of ticketing clients and their share of service charges | $ 733,700,000 | $ 769,400,000 | ||
Ownership percentage acquired of equity method investment | 50.00% | |||
Tax benefit recognized for losses incurred | $ 0 | $ 0 |
BASIS OF PRESENTATION AND OTH_5
BASIS OF PRESENTATION AND OTHER INFORMATION New Revenue Recognition Guidance (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
Revenue | $ 3,835,246 | $ 3,440,308 | $ 8,185,945 | $ 7,366,772 |
Direct operating expenses | 2,924,356 | 2,633,940 | 5,991,547 | 5,431,672 |
Depreciation and amortization | 99,606 | 89,228 | 277,262 | 250,925 |
Operating Segments [Member] | Ticketing [Member] | ||||
Income Statement [Abstract] | ||||
Revenue | 368,312 | 340,273 | 1,091,880 | 964,292 |
Direct operating expenses | 133,050 | 112,737 | 377,121 | 317,656 |
Depreciation and amortization | $ 34,677 | 28,805 | $ 103,299 | 82,907 |
Accounting Standards Update 2014-09 [Member] | ||||
Income Statement [Abstract] | ||||
Revenue | (119,110) | (424,520) | ||
Direct operating expenses | (98,986) | (369,628) | ||
Depreciation and amortization | (20,124) | (54,892) | ||
Accounting Standards Update 2014-09 [Member] | Operating Segments [Member] | Ticketing [Member] | ||||
Income Statement [Abstract] | ||||
Revenue | (192,012) | (546,282) | ||
Direct operating expenses | (170,499) | (488,308) | ||
Depreciation and amortization | (21,513) | (57,974) | ||
Previously Reported [Member] | ||||
Income Statement [Abstract] | ||||
Revenue | 3,559,418 | 7,791,292 | ||
Direct operating expenses | 2,732,926 | 5,801,300 | ||
Depreciation and amortization | 109,352 | 305,817 | ||
Previously Reported [Member] | Operating Segments [Member] | Ticketing [Member] | ||||
Income Statement [Abstract] | ||||
Revenue | 532,285 | 1,510,574 | ||
Direct operating expenses | 283,236 | 805,964 | ||
Depreciation and amortization | $ 50,318 | $ 140,881 |
LONG-LIVED ASSETS (Definite-liv
LONG-LIVED ASSETS (Definite-lived Intangibles) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Finite-lived Intangibles Asset [Roll Forward] | ||||
Gross carrying amount | $ 1,456,040 | |||
Accumulated amortization | (726,775) | |||
Net | 729,265 | |||
Acquisitions—current year | 95,743 | |||
Acquisitions—prior year | 6,347 | |||
Dispositions | (30,566) | |||
Foreign exchange | (20,464) | |||
Other (2) | (102,814) | |||
Net change | (51,754) | |||
Amortization | $ (51,400) | $ (53,400) | (143,544) | $ (143,400) |
Dispositions | 21,384 | |||
Foreign exchange | 11,028 | |||
Other (2) | 103,189 | |||
Net change | (7,943) | |||
Gross carrying amount | 1,404,286 | 1,404,286 | ||
Accumulated amortization | (734,718) | (734,718) | ||
Net | 669,568 | $ 669,568 | ||
Weighted-average lives of definite-lived intangible assets | 7 years | |||
Estimate of amortization expense for each of the five succeeding fiscal years [Abstract] | ||||
October 1 - December 31, 2018 | 58,023 | $ 58,023 | ||
2,019 | 160,194 | 160,194 | ||
2,020 | 128,449 | 128,449 | ||
2,021 | 93,013 | 93,013 | ||
2,022 | 75,482 | 75,482 | ||
Revenue-generating contracts [Member] | ||||
Finite-lived Intangibles Asset [Roll Forward] | ||||
Gross carrying amount | 789,363 | |||
Accumulated amortization | (410,011) | |||
Net | 379,352 | |||
Acquisitions—current year | 6,128 | |||
Acquisitions—prior year | 4,447 | |||
Dispositions | 0 | |||
Foreign exchange | (10,165) | |||
Other (2) | (89,145) | |||
Net change | (88,735) | |||
Amortization | (62,974) | |||
Dispositions | 0 | |||
Foreign exchange | 5,037 | |||
Other (2) | 89,376 | |||
Net change | 31,439 | |||
Gross carrying amount | 700,628 | 700,628 | ||
Accumulated amortization | (378,572) | (378,572) | ||
Net | 322,056 | $ 322,056 | ||
Weighted-average lives of definite-lived intangible assets | 7 years | |||
Client/vendor relationships [Member] | ||||
Finite-lived Intangibles Asset [Roll Forward] | ||||
Gross carrying amount | $ 341,449 | |||
Accumulated amortization | (186,357) | |||
Net | 155,092 | |||
Acquisitions—current year | 49,162 | |||
Acquisitions—prior year | 0 | |||
Dispositions | (11,812) | |||
Foreign exchange | (5,646) | |||
Other (2) | (6,160) | |||
Net change | 25,544 | |||
Amortization | (38,938) | |||
Dispositions | 8,146 | |||
Foreign exchange | 3,694 | |||
Other (2) | 6,178 | |||
Net change | (20,920) | |||
Gross carrying amount | 366,993 | 366,993 | ||
Accumulated amortization | (207,277) | (207,277) | ||
Net | 159,716 | $ 159,716 | ||
Weighted-average lives of definite-lived intangible assets | 7 years | |||
Trademarks and naming rights [Member] | ||||
Finite-lived Intangibles Asset [Roll Forward] | ||||
Gross carrying amount | $ 126,331 | |||
Accumulated amortization | (32,681) | |||
Net | 93,650 | |||
Acquisitions—current year | 0 | |||
Acquisitions—prior year | 0 | |||
Dispositions | 0 | |||
Foreign exchange | (1,302) | |||
Other (2) | 0 | |||
Net change | (1,302) | |||
Amortization | (9,365) | |||
Dispositions | 0 | |||
Foreign exchange | 363 | |||
Other (2) | 23 | |||
Net change | (8,979) | |||
Gross carrying amount | 125,029 | 125,029 | ||
Accumulated amortization | (41,660) | (41,660) | ||
Net | 83,369 | 83,369 | ||
Technology [Member] | ||||
Finite-lived Intangibles Asset [Roll Forward] | ||||
Gross carrying amount | 63,666 | |||
Accumulated amortization | (22,745) | |||
Net | 40,921 | |||
Acquisitions—current year | 27,551 | |||
Acquisitions—prior year | 0 | |||
Dispositions | 0 | |||
Foreign exchange | (828) | |||
Other (2) | (3,156) | |||
Net change | 23,567 | |||
Amortization | (16,886) | |||
Dispositions | 0 | |||
Foreign exchange | 447 | |||
Other (2) | 3,178 | |||
Net change | (13,261) | |||
Gross carrying amount | 87,233 | 87,233 | ||
Accumulated amortization | (36,006) | (36,006) | ||
Net | 51,227 | $ 51,227 | ||
Weighted-average lives of definite-lived intangible assets | 3 years | |||
Other Intangible Assets [Member] | ||||
Finite-lived Intangibles Asset [Roll Forward] | ||||
Gross carrying amount | $ 135,231 | |||
Accumulated amortization | (74,981) | |||
Net | 60,250 | |||
Acquisitions—current year | 12,902 | |||
Acquisitions—prior year | 1,900 | |||
Dispositions | (18,754) | |||
Foreign exchange | (2,523) | |||
Other (2) | (4,353) | |||
Net change | (10,828) | |||
Amortization | (15,381) | |||
Dispositions | 13,238 | |||
Foreign exchange | 1,487 | |||
Other (2) | 4,434 | |||
Net change | 3,778 | |||
Gross carrying amount | 124,403 | 124,403 | ||
Accumulated amortization | (71,203) | (71,203) | ||
Net | $ 53,200 | $ 53,200 | ||
Weighted-average lives of definite-lived intangible assets | 12 years |
LONG-LIVED ASSETS (Definite-l_2
LONG-LIVED ASSETS (Definite-lived Intangibles Amortization) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of definite-lived intangible assets | $ 51,400 | $ 53,400 | $ 143,544 | $ 143,400 |
LONG-LIVED ASSETS (Goodwill) (D
LONG-LIVED ASSETS (Goodwill) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Changes in carrying amount of goodwill [Roll Forward] | |
Goodwill | $ 2,179,452 |
Accumulated impairment losses | (424,863) |
Net | 1,754,589 |
Acquisitions—current year | 47,488 |
Acquisitions—prior year | 55,271 |
Dispositions | (7,053) |
Foreign exchange | (14,942) |
Goodwill | 2,260,216 |
Accumulated impairment losses | (424,863) |
Net | 1,835,353 |
Concerts [Member] | |
Changes in carrying amount of goodwill [Roll Forward] | |
Goodwill | 1,015,913 |
Accumulated impairment losses | (424,863) |
Net | 591,050 |
Acquisitions—current year | 37,723 |
Acquisitions—prior year | 53,578 |
Dispositions | (7,053) |
Foreign exchange | (7,706) |
Goodwill | 1,092,455 |
Accumulated impairment losses | (424,863) |
Net | 667,592 |
Sponsorship & Advertising [Member] | |
Changes in carrying amount of goodwill [Roll Forward] | |
Goodwill | 401,753 |
Accumulated impairment losses | 0 |
Net | 401,753 |
Acquisitions—current year | 3,890 |
Acquisitions—prior year | 1,693 |
Dispositions | 0 |
Foreign exchange | (4,313) |
Goodwill | 403,023 |
Accumulated impairment losses | 0 |
Net | 403,023 |
Ticketing [Member] | |
Changes in carrying amount of goodwill [Roll Forward] | |
Goodwill | 761,786 |
Accumulated impairment losses | 0 |
Net | 761,786 |
Acquisitions—current year | 5,875 |
Acquisitions—prior year | 0 |
Dispositions | 0 |
Foreign exchange | (2,923) |
Goodwill | 764,738 |
Accumulated impairment losses | 0 |
Net | $ 764,738 |
LONG-TERM DEBT (Debt Additions
LONG-TERM DEBT (Debt Additions and Repayments) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Debt Instrument [Line Items] | |||||
Payment of Accrued Interest and Fees | $ 20,800 | ||||
Remaining cash available | 492,500 | ||||
Loss on extinguishment of debt | $ 0 | $ 0 | 2,470 | $ 1,049 | |
5.625% Senior Notes Due 2026 [Member] | |||||
Debt Instrument [Line Items] | |||||
Face Amount | $ 300,000 | ||||
Interest rate, stated percentage | 5.625% | ||||
2.5% Convertible Senior Notes Due 2023 [Member] | |||||
Debt Instrument [Line Items] | |||||
Face Amount | $ 550,000 | $ 550,000 | $ 550,000 | ||
Interest rate, stated percentage | 2.50% | 2.50% | 2.50% | ||
5.625% Senior Notes Due 2026 & 2.5% Convertible Senior Notes Due 2023 [Member] | |||||
Debt Instrument [Line Items] | |||||
Proceeds from Issuance of Debt | $ 850,000 | ||||
2.5% Convertible Senior Notes Due 2019 [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 2.50% | 2.50% | |||
Extinguishment of Debt, Amount | $ 246,300 | ||||
Repurchase Premium | $ 90,400 |
LONG-TERM DEBT (Schedule of Lon
LONG-TERM DEBT (Schedule of Long-Term Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Total principal amount | $ 2,914,145 | $ 2,337,992 |
Less unamortized discounts and debt issuance costs | (100,328) | (38,033) |
Total debt, net of unamortized discounts and debt issuance costs | 2,813,817 | 2,299,959 |
Less: current portion | 81,832 | 347,593 |
Total long-term debt, net of unamortized discounts and debt issuance costs | 2,731,985 | 1,952,366 |
Senior Secured Credit Facility Term loan A [Member] | ||
Debt Instrument [Line Items] | ||
Total principal amount | 161,500 | 175,750 |
Senior Secured Credit Facility Term loan B [Member] | ||
Debt Instrument [Line Items] | ||
Total principal amount | 955,573 | 962,849 |
4.875% Senior Notes Due 2024 [Member] | ||
Debt Instrument [Line Items] | ||
Total principal amount | 575,000 | 575,000 |
5.625% Senior Notes Due 2026 [Member] | ||
Debt Instrument [Line Items] | ||
Total principal amount | 300,000 | 0 |
5.375% Senior Notes due 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Total principal amount | 250,000 | 250,000 |
2.5% Convertible Senior Notes Due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Total principal amount | 550,000 | 0 |
2.5% Convertible Senior Notes Due 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Total principal amount | 28,674 | 275,000 |
Other Long Term Debt [Member] | ||
Debt Instrument [Line Items] | ||
Total principal amount | $ 93,398 | $ 99,393 |
LONG-TERM DEBT (Future Maturiti
LONG-TERM DEBT (Future Maturities of Long-Term Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Maturities of Long-term Debt [Abstract] | ||
October 1 - December 31, 2018 | $ 51,802 | |
2,019 | 45,192 | |
2,020 | 71,091 | |
2,021 | 122,671 | |
2,022 | 819,010 | |
Thereafter | 1,804,379 | |
Total | $ 2,914,145 | $ 2,337,992 |
LONG-TERM DEBT (5.625% Senior N
LONG-TERM DEBT (5.625% Senior Notes Due 2026) (Details) - 5.625% Senior Notes Due 2026 [Member] - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2018 | Mar. 31, 2018 | |
Debt Instrument [Line Items] | ||
Face Amount | $ 300 | |
Interest rate, stated percentage | 5.625% | |
Prior to March 15, 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 100.00% | |
Redemption, Equity Offering [Member] | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 105.625% | |
Percentage of notes which may be redeemed | 35.00% | |
After March 15, 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 104.219% | |
Redemption, Defined Changes of Control [Member] | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 101.00% |
LONG-TERM DEBT (2.5% Convertibl
LONG-TERM DEBT (2.5% Convertible Senior Notes Due 2023) (Details) - 2.5% Convertible Senior Notes Due 2023 [Member] $ / shares in Units, shares in Millions, $ in Millions | 9 Months Ended | |
Sep. 30, 2018USD ($)$ / sharesshares | Mar. 31, 2018USD ($) | |
Debt Instrument [Line Items] | ||
Face Amount | $ 550 | $ 550 |
Interest rate, stated percentage | 2.50% | 2.50% |
Conversion ratio | 0.0147005 | |
Conversion premium | 54.40% | |
Last reported sale price used to calculate conversion premium ($ / share) | $ / shares | $ 44.05 | |
Maximum number of shares issuable upon conversion (shares) | shares | 8.1 | |
Carrying amount of the equity component | $ 64 | |
Debt discount amortization period | 4 years | |
Effective interest rate | 5.70% | |
Redemption, Defined Changes of Control [Member] | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 100.00% |
LONG-TERM DEBT (Schedule of Deb
LONG-TERM DEBT (Schedule of Debt Interest Expense) (Details) - 2.5% Convertible Senior Notes Due 2023 [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Debt Instrument [Line Items] | ||
Contractual interest coupon | $ 3,361 | $ 7,257 |
Amortization of debt discount | 2,996 | 5,951 |
Amortization of debt issuance costs | 534 | 1,068 |
Total interest cost recognized on the notes | $ 6,891 | $ 14,276 |
LONG-TERM DEBT (2.5% Converti_2
LONG-TERM DEBT (2.5% Convertible Senior Notes Due 2019) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Debt Instrument [Line Items] | |
Amount of convertible senior notes repurchase price allocated to APIC | $ 92,641 |
2.5% Convertible Senior Notes Due 2019 [Member] | |
Debt Instrument [Line Items] | |
Extinguishment of Debt, Amount | $ 246,300 |
Interest rate, stated percentage | 2.50% |
Cost to retire outstanding principal of convertible senior notes | $ 336,700 |
Rate assumed to calculate fair value of equity component | 4.87% |
Amount of convertible senior notes repurchase price allocated to APIC | $ 92,641 |
FAIR VALUE MEASUREMENTS (Fair V
FAIR VALUE MEASUREMENTS (Fair Value of Debt) (Details) - Level 2 [Member] - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
4.875% Senior Notes Due 2024 [Member] | ||
Debt Fair Value [Line Items] | ||
Estimated fair values of senior notes | $ 565,967 | $ 592,325 |
5.625% Senior Notes Due 2026 [Member] | ||
Debt Fair Value [Line Items] | ||
Estimated fair values of senior notes | 303,408 | 0 |
5.375% Senior Notes due 2022 [Member] | ||
Debt Fair Value [Line Items] | ||
Estimated fair values of senior notes | 254,043 | 259,233 |
2.5% Convertible Senior Notes Due 2023 [Member] | ||
Debt Fair Value [Line Items] | ||
Estimated fair values of convertible senior notes | 600,875 | 0 |
2.5% Convertible Senior Notes Due 2019 [Member] | ||
Debt Fair Value [Line Items] | ||
Estimated fair values of convertible senior notes | $ 45,182 | $ 310,635 |
COMMITMENTS AND CONTINGENT LI_2
COMMITMENTS AND CONTINGENT LIABILITIES Leases and Contracts (Details) $ in Millions | Sep. 30, 2018USD ($) |
Incremental Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
Remainder of 2018 | $ 5.8 |
2,019 | 29.6 |
2,020 | 29.7 |
2,021 | 32 |
2,022 | 33.3 |
Thereafter | 325 |
Incremental Contractual Obligations, Fiscal Year Maturity [Abstract] | |
Remainder of 2018 | 34.1 |
2,019 | 315.3 |
2,020 | 131.2 |
2,021 | 209.4 |
2,022 | 157.8 |
Thereafter | $ 68.9 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | |
Jan. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |||
Federal Statutory Income Tax Rate, Percent | 21.00% | 35.00% | |
One-time transition liability for foreign subsidiaries | $ 100 |
EQUITY (Equity and Redeemable N
EQUITY (Equity and Redeemable Noncontrolling Interests) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Equity [Roll Forward] | ||||
Balance at December 31, 2017 | $ 1,418,144 | |||
Non-cash compensation expense | 34,415 | |||
Common stock issued under stock plans, net of shares withheld for employee taxes | (8,685) | |||
Exercise of stock options | 16,447 | |||
Fair value of convertible debt conversion feature, net of issuance costs | 62,624 | |||
Repurchase of convertible debt conversion feature | (92,641) | |||
Acquisitions | 21,770 | |||
Divestitures | (6,684) | |||
Purchases of noncontrolling interests | (6,310) | |||
Sales of noncontrolling interests | 430 | |||
Redeemable noncontrolling interests fair value adjustments | (54,246) | |||
Contributions received | 7,501 | |||
Cash distributions | (33,481) | |||
Other | (2,546) | |||
Comprehensive income (loss): | ||||
Net income | 220,567 | |||
Foreign currency translation adjustments | $ (9,081) | $ 18,268 | (26,376) | $ 58,761 |
Balance at September 30, 2018 | 1,550,929 | 1,550,929 | ||
Redeemable Noncontrolling Interests [Roll Forward] | ||||
Balance at December 31, 2017 | 244,727 | |||
Comprehensive income (loss): | ||||
Balance at September 30, 2018 | 308,450 | 308,450 | ||
Live Nation Entertainment, Inc. Stockholders' Equity [Member] | ||||
Equity [Roll Forward] | ||||
Balance at December 31, 2017 | 1,181,196 | |||
Non-cash compensation expense | 34,415 | |||
Common stock issued under stock plans, net of shares withheld for employee taxes | (8,685) | |||
Exercise of stock options | 16,447 | |||
Fair value of convertible debt conversion feature, net of issuance costs | 62,624 | |||
Repurchase of convertible debt conversion feature | (92,641) | |||
Acquisitions | 0 | |||
Divestitures | 0 | |||
Purchases of noncontrolling interests | (4,784) | |||
Sales of noncontrolling interests | 1,410 | |||
Redeemable noncontrolling interests fair value adjustments | (54,246) | |||
Contributions received | 0 | |||
Cash distributions | 0 | |||
Other | (107) | |||
Comprehensive income (loss): | ||||
Net income | 208,136 | |||
Foreign currency translation adjustments | (26,376) | |||
Balance at September 30, 2018 | 1,317,389 | 1,317,389 | ||
Noncontrolling Interests [Member] | ||||
Equity [Roll Forward] | ||||
Balance at December 31, 2017 | 236,948 | |||
Non-cash compensation expense | 0 | |||
Common stock issued under stock plans, net of shares withheld for employee taxes | 0 | |||
Exercise of stock options | 0 | |||
Fair value of convertible debt conversion feature, net of issuance costs | 0 | |||
Repurchase of convertible debt conversion feature | 0 | |||
Acquisitions | 21,770 | |||
Divestitures | (6,684) | |||
Purchases of noncontrolling interests | (1,526) | |||
Sales of noncontrolling interests | (980) | |||
Redeemable noncontrolling interests fair value adjustments | 0 | |||
Contributions received | 7,501 | |||
Cash distributions | (33,481) | |||
Other | (2,439) | |||
Comprehensive income (loss): | ||||
Net income | 12,431 | |||
Foreign currency translation adjustments | 0 | |||
Balance at September 30, 2018 | 233,540 | 233,540 | ||
Redeemable Noncontrolling Interests [Member] | ||||
Redeemable Noncontrolling Interests [Roll Forward] | ||||
Balance at December 31, 2017 | 244,727 | |||
Acquisitions | 20,911 | |||
Purchases of noncontrolling interests | (10,356) | |||
Redeemable noncontrolling interests fair value adjustments | 54,246 | |||
Contributions received | 1,806 | |||
Cash distributions | (7,870) | |||
Other | 28 | |||
Comprehensive income (loss): | ||||
Net income | 4,958 | |||
Balance at September 30, 2018 | $ 308,450 | $ 308,450 |
EQUITY (Accumulated Other Compr
EQUITY (Accumulated Other Comprehensive Loss) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Balance at December 31, 2017 | $ (108,542) |
Balance at September 30, 2018 | (134,918) |
Foreign Currency Items [Member] | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Balance at December 31, 2017 | (108,542) |
Other comprehensive income before reclassifications | (26,376) |
Net other comprehensive income | (26,376) |
Balance at September 30, 2018 | $ (134,918) |
EQUITY (Earnings Per Share) (De
EQUITY (Earnings Per Share) (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Reconciliation of weighted average common shares outstanding | ||||
Weighted average common shares—basic | 207,614,413 | 205,287,843 | 207,228,034 | 204,574,742 |
Effect of dilutive securities: | ||||
Stock options and restricted stock (in shares) | 8,347,718 | 9,914,361 | 8,178,167 | 9,311,710 |
Convertible senior notes (in shares) | 826,852 | 7,929,982 | 0 | 0 |
Weighted average common shares—diluted | 216,788,983 | 223,132,186 | 215,406,201 | 213,886,452 |
EQUITY (Antidilutive Securities
EQUITY (Antidilutive Securities Excluded from Computation of Earnings per Share) (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Number of anti-dilutive potentially issuable shares excluded from diluted common shares outstanding | 11,173,628 | 204,484 | 12,014,980 | 8,959,862 |
Options to purchase shares of common stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Number of anti-dilutive potentially issuable shares excluded from diluted common shares outstanding | 604,781 | 8,000 | 604,781 | 810,796 |
Restricted and deferred stock awards - unvested [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Number of anti-dilutive potentially issuable shares excluded from diluted common shares outstanding | 2,483,572 | 196,484 | 2,498,072 | 219,084 |
Conversion shares related to the convertible senior notes [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Number of anti-dilutive potentially issuable shares excluded from diluted common shares outstanding | 8,085,275 | 0 | 8,912,127 | 7,929,982 |
REVENUE RECOGNITION (Concerts R
REVENUE RECOGNITION (Concerts Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 3,835,246 | $ 3,440,308 | $ 8,185,945 | $ 7,366,772 |
Operating Segments [Member] | Concerts [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 3,297,257 | $ 2,939,387 | $ 6,716,914 | $ 6,052,515 |
Percentage of Concert revenue to consolidated revenue | 86.00% | 85.40% | 82.10% | 82.20% |
Percentage of concerts revenue from events and festivals | 95.00% |
REVENUE RECOGNITION (Sponsorshi
REVENUE RECOGNITION (Sponsorship & Advertising Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 3,835,246 | $ 3,440,308 | $ 8,185,945 | $ 7,366,772 |
Operating Segments [Member] | Sponsorship & Advertising [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 171,178 | $ 157,981 | $ 385,674 | $ 346,532 |
Percentage of Sponsorship & Advertising revenue to consolidated revenue | 4.50% | 4.60% | 4.70% | 4.70% |
REVENUE RECOGNITION (Performanc
REVENUE RECOGNITION (Performance Obligation) (Details) - Sponsorship & Advertising [Member] $ in Millions | Sep. 30, 2018USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue related to future benefits to be provided by the Company | $ 751 |
Percentage of revenue on contracts to be recognized during remainder of 2018 | 9.00% |
Percentage of revenue on contracts to be recognized in 2019 | 33.00% |
Percentage of revenue on contracts to be recognized in 2020 | 22.00% |
Percentage of revenue to be recognized on contracts after 2020 | 36.00% |
REVENUE RECOGNITION (Ticketing
REVENUE RECOGNITION (Ticketing Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 3,835,246 | $ 3,440,308 | $ 8,185,945 | $ 7,366,772 |
Operating Segments [Member] | Ticketing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 368,312 | $ 340,273 | $ 1,091,880 | $ 964,292 |
Percentage of ticketing revenue to consolidated revenue | 9.60% | 9.90% | 13.30% | 13.10% |
REVENUE RECOGNITION (Ticketin_2
REVENUE RECOGNITION (Ticketing Contract Advances) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Capitalized Contract Cost [Line Items] | |||||
Amortization of non-recoupable ticketing contract advances | $ 55,893 | $ 54,892 | |||
Ticketing [Member] | |||||
Capitalized Contract Cost [Line Items] | |||||
Amortization of non-recoupable ticketing contract advances | $ 19,600 | $ 20,100 | 55,900 | $ 54,900 | |
Prepaid Expenses [Member] | Ticketing [Member] | |||||
Capitalized Contract Cost [Line Items] | |||||
Ticketing contract advances | 77,200 | 77,200 | $ 76,000 | ||
Other Noncurrent Assets [Member] | Ticketing [Member] | |||||
Capitalized Contract Cost [Line Items] | |||||
Ticketing contract advances | $ 71,200 | $ 71,200 | $ 78,600 |
REVENUE RECOGNITION (Deferred R
REVENUE RECOGNITION (Deferred Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
Deferred Revenue Arrangement [Line Items] | ||||||
Deferred revenue | $ 890,783 | $ 890,783 | $ 925,220 | $ 805,000 | ||
Recognition of Deferred Revenue | 177,463 | $ 169,140 | 871,430 | $ 751,806 | ||
Concerts [Member] | ||||||
Deferred Revenue Arrangement [Line Items] | ||||||
Recognition of Deferred Revenue | 166,381 | 163,958 | 809,930 | 705,675 | ||
Sponsorship & Advertising [Member] | ||||||
Deferred Revenue Arrangement [Line Items] | ||||||
Recognition of Deferred Revenue | 3,062 | 1,307 | 20,350 | 16,466 | ||
Ticketing [Member] | ||||||
Deferred Revenue Arrangement [Line Items] | ||||||
Recognition of Deferred Revenue | 7,820 | 3,823 | 39,559 | 28,922 | ||
Other and Corporate [Member] | ||||||
Deferred Revenue Arrangement [Line Items] | ||||||
Recognition of Deferred Revenue | $ 200 | $ 52 | $ 1,591 | $ 743 |
SEGMENT DATA Segment Data (Deta
SEGMENT DATA Segment Data (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 3,835,246 | $ 3,440,308 | $ 8,185,945 | $ 7,366,772 |
Direct operating expenses | 2,924,356 | 2,633,940 | 5,991,547 | 5,431,672 |
Selling, general and administrative expenses | 524,654 | 475,864 | 1,435,703 | 1,293,557 |
Depreciation and amortization | 99,606 | 89,228 | 277,262 | 250,925 |
Loss (gain) on disposal of operating assets | 10,318 | 37 | 10,464 | (507) |
Corporate expenses | 42,093 | 39,892 | 108,055 | 97,711 |
Operating income (loss) | 234,219 | 201,347 | 362,914 | 293,414 |
Capital expenditures | 172,903 | 184,293 | ||
Operating Segments [Member] | Concerts [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 3,297,257 | 2,939,387 | 6,716,914 | 6,052,515 |
Direct operating expenses | 2,767,949 | 2,497,234 | 5,554,368 | 5,057,567 |
Selling, general and administrative expenses | 343,250 | 305,494 | 906,360 | 804,562 |
Depreciation and amortization | 54,404 | 52,344 | 146,458 | 144,917 |
Loss (gain) on disposal of operating assets | 10,317 | (21) | 10,452 | (609) |
Corporate expenses | 0 | 0 | 0 | 0 |
Operating income (loss) | 121,337 | 84,336 | 99,276 | 46,078 |
Capital expenditures | 88,338 | 83,612 | ||
Operating Segments [Member] | Sponsorship & Advertising [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 171,178 | 157,981 | 385,674 | 346,532 |
Direct operating expenses | 23,191 | 23,371 | 68,142 | 60,516 |
Selling, general and administrative expenses | 25,325 | 21,320 | 68,534 | 62,989 |
Depreciation and amortization | 8,871 | 6,601 | 23,613 | 19,512 |
Loss (gain) on disposal of operating assets | 0 | 0 | 0 | 0 |
Corporate expenses | 0 | 0 | 0 | 0 |
Operating income (loss) | 113,791 | 106,689 | 225,385 | 203,515 |
Capital expenditures | 4,241 | 4,753 | ||
Operating Segments [Member] | Ticketing [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 368,312 | 340,273 | 1,091,880 | 964,292 |
Direct operating expenses | 133,050 | 112,737 | 377,121 | 317,656 |
Selling, general and administrative expenses | 151,064 | 144,622 | 447,997 | 411,336 |
Depreciation and amortization | 34,677 | 28,805 | 103,299 | 82,907 |
Loss (gain) on disposal of operating assets | 2 | 58 | 13 | 65 |
Corporate expenses | 0 | 0 | 0 | 0 |
Operating income (loss) | 49,519 | 54,051 | 163,450 | 152,328 |
Capital expenditures | 71,336 | 69,667 | ||
Operating Segments [Member] | Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 932 | 6,545 | 2,886 | 13,259 |
Direct operating expenses | 2,599 | 4,477 | 3,325 | 5,759 |
Selling, general and administrative expenses | 5,015 | 4,428 | 12,812 | 14,670 |
Depreciation and amortization | 212 | 115 | 599 | 327 |
Loss (gain) on disposal of operating assets | 0 | 0 | 0 | 0 |
Corporate expenses | 0 | 0 | 0 | 0 |
Operating income (loss) | (6,894) | (2,475) | (13,850) | (7,497) |
Capital expenditures | 149 | 66 | ||
Operating Segments [Member] | Corporate [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Direct operating expenses | 0 | 0 | 0 | 0 |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Depreciation and amortization | 1,442 | 1,362 | 3,293 | 3,262 |
Loss (gain) on disposal of operating assets | (1) | 0 | (1) | 37 |
Corporate expenses | 42,093 | 39,892 | 108,055 | 97,711 |
Operating income (loss) | (43,534) | (41,254) | (111,347) | (101,010) |
Capital expenditures | 8,839 | 26,195 | ||
Intersegment Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | (2,433) | (3,878) | (11,409) | (9,826) |
Direct operating expenses | (2,433) | (3,879) | (11,409) | (9,826) |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0 | 1 | 0 | 0 |
Loss (gain) on disposal of operating assets | 0 | 0 | 0 | 0 |
Corporate expenses | 0 | 0 | 0 | 0 |
Operating income (loss) | 0 | 0 | 0 | 0 |
Capital expenditures | 0 | 0 | ||
Intersegment Eliminations [Member] | Concerts [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 268 | 592 | 268 | 693 |
Intersegment Eliminations [Member] | Sponsorship & Advertising [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Intersegment Eliminations [Member] | Ticketing [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 2,165 | 3,286 | 11,141 | 9,133 |
Intersegment Eliminations [Member] | Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Intersegment Eliminations [Member] | Corporate [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 0 | $ 0 | $ 0 | $ 0 |