DOCUMENT
DOCUMENT - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 24, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-32601 | |
Entity Registrant Name | LIVE NATION ENTERTAINMENT, INC. | |
Entity Central Index Key | 0001335258 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-3247759 | |
Entity Address, Address Line One | 9348 Civic Center Drive | |
Entity Address, City or Town | Beverly Hills | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 90210 | |
City Area Code | 310 | |
Local Phone Number | 867-7000 | |
Title of 12(b) Security | Common stock, $.01 Par Value Per Share | |
Trading Symbol | LYV | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 213,715,534 |
CONSOLIDATED BALANCE SHEETS (UN
CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 1,795,166 | $ 2,371,540 |
Accounts receivable, less allowance of $41,932 and $34,225, respectively | 1,215,465 | 829,320 |
Accounts Receivable, Allowance | 34,225 | |
Prepaid expenses | 772,196 | 597,866 |
Restricted cash | 13,628 | 6,663 |
Other current assets | 53,268 | 42,685 |
Total current assets | 3,849,723 | 3,848,074 |
Property, plant and equipment | ||
Land, buildings and improvements | 1,116,305 | 984,558 |
Computer equipment and capitalized software | 787,966 | 742,737 |
Furniture and other equipment | 362,978 | 329,607 |
Construction in progress | 163,470 | 160,028 |
Property, plant and equipment, gross | 2,430,719 | 2,216,930 |
Less accumulated depreciation | 1,382,580 | 1,270,337 |
Property, plant and equipment, net | 1,048,139 | 946,593 |
Operating lease assets | 1,145,487 | 0 |
Intangible assets | ||
Definite-lived intangible assets, net | 678,790 | 661,451 |
Indefinite-lived intangible assets | 368,756 | 368,854 |
Goodwill | 1,915,215 | 1,822,943 |
Long-term advances | 563,815 | 420,891 |
Other long-term assets | 397,208 | 428,080 |
Total assets | 9,967,133 | 8,496,886 |
Current liabilities | ||
Accounts payable, client accounts | 985,214 | 1,037,162 |
Accounts payable | 119,910 | 90,253 |
Accrued expenses | 1,511,883 | 1,245,465 |
Deferred revenue | 1,115,874 | 1,227,797 |
Current portion of long-term debt, net | 64,274 | 82,142 |
Current portion of operating lease liabilities | 122,299 | 0 |
Other current liabilities | 39,918 | 67,047 |
Total current liabilities | 3,959,372 | 3,749,866 |
Long-term debt, net | 2,694,934 | 2,732,878 |
Long-term operating lease liabilities | 1,092,538 | 0 |
Deferred income taxes | 166,305 | 137,067 |
Other long-term liabilities | 112,336 | 204,977 |
Commitments and contingent liabilities | ||
Redeemable non-controlling interests | 418,816 | 329,355 |
Stockholders' equity | ||
Common stock | 2,111 | 2,091 |
Additional paid-in capital | 2,262,461 | 2,268,209 |
Accumulated deficit | (789,387) | (1,019,223) |
Cost of shares held in treasury | (6,865) | (6,865) |
Accumulated other comprehensive loss | (181,047) | (145,231) |
Total Live Nation stockholders' equity | 1,287,273 | 1,098,981 |
Non-controlling interests | 235,559 | 243,762 |
Total equity | 1,522,832 | 1,342,743 |
Total liabilities and equity | $ 9,967,133 | $ 8,496,886 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2018 | Sep. 30, 2018 |
Current assets | ||
Accounts receivable allowance for doubtful accounts | $ 34,225 | $ 41,932 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | ||||
Revenue | $ 3,773,684 | $ 3,835,246 | $ 8,658,521 | $ 8,185,945 |
Operating expenses: | ||||
Direct operating expenses | 2,800,429 | 2,924,356 | 6,279,447 | 5,991,547 |
Selling, general and administrative expenses | 542,547 | 524,654 | 1,520,910 | 1,435,703 |
Depreciation and amortization | 126,306 | 99,606 | 329,044 | 277,262 |
Loss (gain) on disposal of operating assets | (305) | 10,318 | (553) | 10,464 |
Corporate expenses | 44,666 | 42,093 | 121,909 | 108,055 |
Operating income | 260,041 | 234,219 | 407,764 | 362,914 |
Interest expense | 36,587 | 35,993 | 109,894 | 104,196 |
Interest income | (5,863) | (2,260) | (12,229) | (6,148) |
Equity in loss (earnings) of nonconsolidated affiliates | 2,681 | (4) | (6,291) | (3,406) |
Other expense, net | 5,384 | 262 | 1,551 | 7,033 |
Income before income taxes | 221,252 | 200,228 | 314,839 | 261,239 |
Income tax expense | 27,280 | 17,031 | 59,988 | 35,714 |
Net income | 193,972 | 183,197 | 254,851 | 225,525 |
Net income attributable to noncontrolling interests | 15,047 | 10,514 | 25,015 | 17,389 |
Net income attributable to common stockholders of Live Nation | $ 178,925 | $ 172,683 | $ 229,836 | $ 208,136 |
Basic net income per common share available to common stockholders of Live Nation | $ 0.74 | $ 0.73 | $ 0.86 | $ 0.74 |
Diluted net income per common share available to common stockholders of Live Nation | $ 0.71 | $ 0.70 | $ 0.83 | $ 0.71 |
Weighted Average Number of Shares Outstanding, Diluted [Abstract] | ||||
Weighted average common shares—basic | 210,621,971 | 207,614,413 | 209,849,058 | 207,228,034 |
Weighted average common shares—diluted | 218,957,376 | 216,788,983 | 218,485,494 | 215,406,201 |
Reconciliation of net income available to common stockholders [Abstract] | ||||
Net income attributable to common stockholders of Live Nation | $ 178,925 | $ 172,683 | $ 229,836 | $ 208,136 |
Accretion of redeemable noncontrolling interests | (23,580) | (20,789) | (49,407) | (54,347) |
Net income available to common stockholders of Live Nation—basic | 155,345 | 151,894 | 180,429 | 153,789 |
Convertible debt interest, net of tax | 0 | 319 | 265 | 0 |
Net income available to common stockholders of Live Nation—diluted | $ 155,345 | $ 152,213 | $ 180,694 | $ 153,789 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 193,972 | $ 183,197 | $ 254,851 | $ 225,525 |
Other comprehensive loss, net of tax: | ||||
Foreign currency translation adjustments | (32,256) | (9,081) | (35,816) | (26,376) |
Comprehensive income | 161,716 | 174,116 | 219,035 | 199,149 |
Comprehensive income attributable to noncontrolling interests | 15,047 | 10,514 | 25,015 | 17,389 |
Comprehensive income attributable to common stockholders of Live Nation | $ 146,669 | $ 163,602 | $ 194,020 | $ 181,760 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Cost of Shares Held in Treasury [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Noncontrolling Interest [Member] | Redeemable Noncontrolling Interests [Member] |
Balances at Dec. 31, 2017 | $ 1,418,144 | $ 2,069 | $ 2,374,006 | $ (1,079,472) | $ (6,865) | $ (108,542) | $ 236,948 | |
Balances (in shares) at Dec. 31, 2017 | 206,877,037 | |||||||
Equity [Roll Forward] | ||||||||
Non-cash and stock-based compensation | 34,415 | 34,415 | ||||||
Common stock issued under stock plans, net of shares withheld for employee taxes | (8,685) | $ 4 | (8,689) | |||||
Common stock issued under stock plans, net of shares withheld for employee taxes (in shares) | 365,502 | |||||||
Exercise of stock options, net of shares withheld for option cost and employee taxes | 16,447 | $ 10 | 16,437 | |||||
Exercise of stock options, net of shares withheld for option cost and employee taxes (in shares) | 1,016,963 | |||||||
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 | ||||||
Noncontrolling Interest, Decrease from Deconsolidation | (6,684) | (6,684) | ||||||
Purchases of noncontrolling interests | (6,310) | (4,784) | (1,526) | |||||
Sales of noncontrolling interests | 430 | 1,410 | (980) | |||||
Redeemable noncontrolling interests fair value adjustments | (54,246) | (54,246) | ||||||
Contributions received | 7,501 | 7,501 | ||||||
Cash distributions | (33,481) | (33,481) | ||||||
Other | (2,546) | (107) | (2,439) | |||||
Comprehensive income (loss): | ||||||||
Net income | 220,567 | 208,136 | 12,431 | |||||
Foreign currency translation adjustments | (26,376) | (26,376) | ||||||
Balances at Sep. 30, 2018 | 1,550,929 | $ 2,083 | 2,328,425 | (871,336) | (6,865) | (134,918) | 233,540 | |
Balances (in shares) at Sep. 30, 2018 | 208,259,502 | |||||||
Balances at Dec. 31, 2017 | $ 244,727 | |||||||
Redeemable Noncontrolling Interests [Roll Forward} | ||||||||
Acquisitions | 20,911 | |||||||
Purchases of noncontrolling interests | (10,356) | |||||||
Redeemable noncontrolling interests fair value adjustments | 54,246 | |||||||
Contribution received | 1,806 | |||||||
Cash distributions | (7,870) | |||||||
Other | 28 | |||||||
Comprehensive income (loss): | ||||||||
Net income (loss) | 4,958 | |||||||
Balances at Sep. 30, 2018 | 308,450 | |||||||
Balances at Jun. 30, 2018 | 1,405,520 | $ 2,079 | 2,337,691 | (1,044,019) | (6,865) | (125,837) | 242,471 | |
Balances (in shares) at Jun. 30, 2018 | 207,869,835 | |||||||
Equity [Roll Forward] | ||||||||
Non-cash and stock-based compensation | 11,095 | 11,095 | ||||||
Common stock issued under stock plans, net of shares withheld for employee taxes | (83) | $ 0 | (83) | |||||
Common stock issued under stock plans, net of shares withheld for employee taxes (in shares) | 5,685 | |||||||
Exercise of stock options, net of shares withheld for option cost and employee taxes | 5,593 | $ 4 | 5,589 | |||||
Exercise of stock options, net of shares withheld for option cost and employee taxes (in shares) | 383,982 | |||||||
Acquisitions | (634) | (634) | ||||||
Noncontrolling Interest, Decrease from Deconsolidation | (6,684) | (6,684) | ||||||
Purchases of noncontrolling interests | (6,383) | (6,493) | 110 | |||||
Sales of noncontrolling interests | 430 | 1,410 | (980) | |||||
Redeemable noncontrolling interests fair value adjustments | (20,790) | (20,790) | 0 | |||||
Contributions received | 2,601 | 2,601 | ||||||
Cash distributions | (10,212) | (10,212) | ||||||
Other | 25 | 6 | 19 | |||||
Comprehensive income (loss): | ||||||||
Net income | 179,532 | 172,683 | 6,849 | |||||
Foreign currency translation adjustments | (9,081) | (9,081) | ||||||
Balances at Sep. 30, 2018 | 1,550,929 | $ 2,083 | 2,328,425 | (871,336) | (6,865) | (134,918) | 233,540 | |
Balances (in shares) at Sep. 30, 2018 | 208,259,502 | |||||||
Balances at Jun. 30, 2018 | 293,194 | |||||||
Redeemable Noncontrolling Interests [Roll Forward} | ||||||||
Acquisitions | (959) | |||||||
Purchases of noncontrolling interests | (10,000) | |||||||
Redeemable noncontrolling interests fair value adjustments | 20,790 | |||||||
Contribution received | 1,806 | |||||||
Cash distributions | 4 | |||||||
Other | (50) | |||||||
Comprehensive income (loss): | ||||||||
Net income (loss) | 3,665 | |||||||
Balances at Sep. 30, 2018 | 308,450 | |||||||
Balances at Dec. 31, 2018 | 1,342,743 | $ 2,091 | 2,268,209 | (1,019,223) | (6,865) | (145,231) | 243,762 | |
Balances (in shares) at Dec. 31, 2018 | 209,135,581 | |||||||
Equity [Roll Forward] | ||||||||
Non-cash and stock-based compensation | 37,022 | 37,022 | ||||||
Common stock issued under stock plans, net of shares withheld for employee taxes | (10,578) | $ 3 | (10,581) | |||||
Common stock issued under stock plans, net of shares withheld for employee taxes (in shares) | 322,314 | |||||||
Exercise of stock options, net of shares withheld for option cost and employee taxes | 13,240 | $ 9 | 13,231 | |||||
Exercise of stock options, net of shares withheld for option cost and employee taxes (in shares) | 843,833 | |||||||
Conversion of convertible debt | 28,586 | $ 8 | 28,578 | |||||
Conversion of convertible debt (in shares) | 824,328 | |||||||
Acquisitions | 30,958 | 30,958 | ||||||
Purchases of noncontrolling interests | (27,541) | (24,576) | (2,965) | |||||
Redeemable noncontrolling interests fair value adjustments | (49,407) | (49,407) | ||||||
Contributions received | 13,124 | 13,124 | ||||||
Cash distributions | (60,300) | (60,300) | ||||||
Other | (1,555) | (15) | (1,540) | |||||
Comprehensive income (loss): | ||||||||
Net income | 242,356 | 229,836 | 12,520 | |||||
Foreign currency translation adjustments | (35,816) | (35,816) | ||||||
Balances at Sep. 30, 2019 | 1,522,832 | $ 2,111 | 2,262,461 | (789,387) | (6,865) | (181,047) | 235,559 | |
Balances (in shares) at Sep. 30, 2019 | 211,126,056 | |||||||
Balances at Dec. 31, 2018 | 329,355 | 329,355 | ||||||
Redeemable Noncontrolling Interests [Roll Forward} | ||||||||
Acquisitions | 39,303 | |||||||
Purchases of noncontrolling interests | (1,459) | |||||||
Redeemable noncontrolling interests fair value adjustments | 49,407 | |||||||
Contribution received | 0 | |||||||
Cash distributions | (12,882) | |||||||
Other | 2,597 | |||||||
Comprehensive income (loss): | ||||||||
Net income (loss) | 12,495 | |||||||
Balances at Sep. 30, 2019 | 418,816 | 418,816 | ||||||
Balances at Jun. 30, 2019 | 1,407,756 | $ 2,101 | 2,296,010 | (968,312) | (6,865) | (148,791) | 233,613 | |
Balances (in shares) at Jun. 30, 2019 | 210,910,143 | |||||||
Equity [Roll Forward] | ||||||||
Non-cash and stock-based compensation | 12,030 | 12,030 | ||||||
Common stock issued under stock plans, net of shares withheld for employee taxes | (319) | $ 0 | (319) | |||||
Common stock issued under stock plans, net of shares withheld for employee taxes (in shares) | 9,457 | |||||||
Exercise of stock options, net of shares withheld for option cost and employee taxes | 3,041 | $ 2 | 3,039 | |||||
Exercise of stock options, net of shares withheld for option cost and employee taxes (in shares) | 206,456 | |||||||
Conversion of convertible debt | 0 | $ 8 | (8) | |||||
Conversion of convertible debt (in shares) | 0 | |||||||
Acquisitions | 4,790 | 4,790 | ||||||
Purchases of noncontrolling interests | (27,541) | (24,846) | (2,695) | |||||
Redeemable noncontrolling interests fair value adjustments | (23,580) | (23,580) | ||||||
Contributions received | 4,800 | 4,800 | ||||||
Cash distributions | (8,185) | (8,185) | ||||||
Other | (144) | 135 | (279) | |||||
Comprehensive income (loss): | ||||||||
Net income | 182,440 | 178,925 | 3,515 | |||||
Foreign currency translation adjustments | (32,256) | (32,256) | ||||||
Balances at Sep. 30, 2019 | 1,522,832 | $ 2,111 | $ 2,262,461 | $ (789,387) | $ (6,865) | $ (181,047) | $ 235,559 | |
Balances (in shares) at Sep. 30, 2019 | 211,126,056 | |||||||
Balances at Jun. 30, 2019 | 385,328 | |||||||
Redeemable Noncontrolling Interests [Roll Forward} | ||||||||
Acquisitions | 0 | |||||||
Purchases of noncontrolling interests | 0 | |||||||
Redeemable noncontrolling interests fair value adjustments | 23,580 | |||||||
Contribution received | 0 | |||||||
Cash distributions | (1,624) | |||||||
Other | 0 | |||||||
Comprehensive income (loss): | ||||||||
Net income (loss) | 11,532 | |||||||
Balances at Sep. 30, 2019 | $ 418,816 | $ 418,816 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 254,851 | $ 225,525 |
Reconciling items: | ||
Depreciation | 163,004 | 133,718 |
Amortization | 166,040 | 143,544 |
Amortization of non-recoupable ticketing contract advances | 54,120 | 55,893 |
Amortization of debt issuance costs and discounts, net | 16,300 | 14,765 |
Non-cash compensation expense | 36,924 | 34,315 |
Unrealized changes in fair value of contingent consideration | 7,372 | 11,609 |
Loss (gain) on disposal of operating assets | (553) | 10,464 |
Equity in earnings of nonconsolidated affiliates, net of distributions | 6,526 | 10,024 |
Provision for uncollectible accounts receivable and advances | 14,413 | 16,898 |
Other, net | (9,632) | (6,525) |
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions: | ||
Increase in accounts receivable | (392,065) | (545,872) |
Increase in prepaid expenses and other assets | (257,268) | (332,254) |
Increase in accounts payable, accrued expenses and other liabilities | 135,672 | 484,432 |
Decrease in deferred revenue | (162,782) | (960) |
Net cash provided by operating activities | 32,922 | 255,576 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Advances of notes receivable | (24,110) | (71,578) |
Collections of notes receivable | 10,142 | 29,104 |
Investments made in nonconsolidated affiliates | (34,742) | (42,580) |
Purchases of property, plant and equipment | (225,822) | (163,714) |
Cash paid for acquisitions, net of cash acquired | (108,075) | (98,288) |
Purchases of intangible assets | (22,953) | (33,175) |
Other, net | 2,203 | 1,375 |
Net cash used in investing activities | (403,357) | (378,856) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from long-term debt, net of debt issuance costs | 604 | 857,121 |
Payments on long-term debt | (30,491) | (391,096) |
Contributions from noncontrolling interests | 13,124 | 4,900 |
Distributions to noncontrolling interests | (73,182) | (41,351) |
Purchases and sales of noncontrolling interests, net | (29,005) | (152,971) |
Proceeds from exercise of stock options | 13,240 | 16,447 |
Taxes paid for net share settlement of equity awards | (10,578) | (8,685) |
Payments for deferred and contingent consideration | (23,322) | (16,239) |
Net Cash Provided by (Used in) Financing Activities, Total | (139,610) | 268,126 |
Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | (59,364) | (63,870) |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Excluding Exchange Rate Effect, Total | (569,409) | 80,976 |
Cash, cash equivalents, and restricted cash at beginning of period | 2,378,203 | 1,828,822 |
Cash, cash equivalents, and restricted cash at end of period | $ 1,808,794 | $ 1,909,798 |
BASIS OF PRESENTATION AND OTHER
BASIS OF PRESENTATION AND OTHER INFORMATION | 9 Months Ended |
Sep. 30, 2019 | |
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 our 2018 Annual Report on Form 10-K filed with the SEC on February 28, 2019, as amended by the Form 10-K/A filed with the SEC on June 28, 2019. Seasonality Due to the seasonal nature of shows at outdoor amphitheaters and festivals, which primarily occur from May through October, our Concerts and Sponsorship & Advertising segments experience higher revenue during the second and third quarters. Our 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. Our 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, 2019 and December 31, 2018 cash and cash equivalents balance is $747.4 million and $859.1 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 2019, we completed several acquisitions that were accounted for as business combinations under the acquisition method of accounting. When we make these acquisitions, we often acquire a controlling interest without buying 100% of the business. These acquisitions were not significant either on an individual basis or in the aggregate. Income Taxes Each reporting period, we evaluate the realizability of all of our deferred tax assets in each tax jurisdiction. As of September 30, 2019, we continued to maintain a full valuation allowance against our 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 2019 and 2018. Accounting Pronouncements - Recently 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 asset, and to disclose key information about leasing arrangements. The guidance should be applied on a modified retrospective basis. We adopted this standard on January 1, 2019, applying the transitional provisions of the standard to the beginning of the period of adoption and elected the package of practical expedients available under the transition guidance within the new guidance which, among other things, allowed us to carry forward the historical lease classification. We also made an accounting policy election to keep leases with an initial term of twelve months or less off the balance sheet, recognizing those lease payments in our statements of operations generally on a straight-line basis over the term of the lease. We have implemented third-party lease software, and corresponding internal controls, to account for our leases and facilitate compliance with the new guidance. The new guidance had a material impact on our balance sheet, but did not have a material impact on our statements of operations or an impact on our compliance with the debt covenant requirements under our senior secured credit facility and other debt arrangements. Upon adoption, we recognized operating lease assets and liabilities of $1.1 billion and $1.2 billion, respectively. The initial operating lease assets and liabilities were based on the present value of the remaining minimum lease payments, discounted using our secured incremental borrowing rate which varies based on geographical region and term of the underlying lease. The operating lease assets were also reduced by $85.3 million for prepaid rent, straight-line rent accruals and lease incentives. Accounting Pronouncements - Not Yet Adopted 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. We expect to adopt this guidance on January 1, 2020, and are currently assessing which implementation method we will apply and the impact that adoption will have on our financial position and results of operations. |
LONG-LIVED ASSETS
LONG-LIVED ASSETS | 9 Months Ended |
Sep. 30, 2019 | |
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, 2019: Revenue- Client / Trademarks Technology Other (1) Total (in thousands) Balance as of December 31, 2018: Gross carrying amount $ 692,963 $ 393,772 $ 123,707 $ 85,411 $ 120,163 $ 1,416,016 Accumulated amortization (391,002) (213,599) (41,808) (38,826) (69,330) (754,565) Net 301,961 180,173 81,899 46,585 50,833 661,451 Gross carrying amount: Acquisitions—current year 100,416 25,639 1,632 7,794 60,145 195,626 Acquisitions—prior year — — — — 43 43 Foreign exchange (14,694) (3,937) (845) (419) (2,160) (22,055) Other (2) (71,601) (37,748) 76 (8,530) (19,413) (137,216) Net change 14,121 (16,046) 863 (1,155) 38,615 36,398 Accumulated amortization: Amortization (75,596) (43,999) (10,097) (19,957) (16,391) (166,040) Foreign exchange 5,560 2,483 362 377 976 9,758 Other (2) 71,580 37,747 (54) 8,529 19,421 137,223 Net change 1,544 (3,769) (9,789) (11,051) 4,006 (19,059) Balance as of September 30, 2019: Gross carrying amount 707,084 377,726 124,570 84,256 158,778 1,452,414 Accumulated amortization (389,458) (217,368) (51,597) (49,877) (65,324) (773,624) Net $ 317,626 $ 160,358 $ 72,973 $ 34,379 $ 93,454 $ 678,790 ______________ (1) Other primarily includes intangible assets for non-compete, venue management and leasehold agreements. (2) Other primarily includes netdowns of fully amortized or impaired assets. Included in the current year acquisitions amounts above are definite-lived intangible assets primarily associated with the acquisitions of a festival promotion business located in Brazil that had been accounted for as an equity method investment, venue management businesses located in Belgium, the United States and Canada, festival promotion businesses located in the United States and Finland, a ticketing business located in Australia and an artist management business located in the United States. The 2019 additions to definite-lived intangible assets from acquisitions have weighted-average lives as follows: Weighted- Revenue-generating contracts 8 Client/vendor relationships 4 Trademarks and naming rights 3 Technology 2 Other 9 All categories 7 We test for possible impairment of definite-lived intangible assets whenever events or circumstances change, such as a significant reduction in operating cash flow or a change in the manner in which the asset is intended to be used, which may indicate that the carrying amount of the asset may not be recoverable. During the nine months ended September 30, 2019, we reviewed the carrying value of certain definite-lived intangible assets that management determined had an indicator that future operating cash flows may not support their carrying value, and it was determined that those assets were impaired since the estimated undiscounted operating cash flows associated with those assets were less than their carrying value. For the nine months ended September 30, 2019, we recorded impairment charges related to definite-lived intangible assets of $19.4 million as a component of depreciation and amortization. These impairment charges primarily related to intangible assets for revenue-generating contracts in the Concerts segment. See Note 4—Fair Value Measurements for further discussion of the inputs used to determine the fair value. There were no significant impairment charges recorded during the nine months ended September 30, 2018. Amortization of definite-lived intangible assets for the three months ended September 30, 2019 and 2018 was $69.3 million and $51.4 million, respectively, and for the nine months ended September 30, 2019 and 2018 was $166.0 million and $143.5 million, respectively. The following table presents our estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets that exist at September 30, 2019: (in thousands) October 1 - December 31, 2019 $ 48,212 2020 $ 164,235 2021 $ 125,521 2022 $ 97,365 2023 $ 81,030 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 our reportable segments for the nine months ended September 30, 2019: Concerts Ticketing Sponsorship Total (in thousands) Balance as of December 31, 2018: Goodwill $ 1,094,604 $ 762,953 $ 400,749 $ 2,258,306 Accumulated impairment losses (435,363) — — (435,363) Net 659,241 762,953 400,749 1,822,943 Acquisitions—current year 46,648 4,017 51,237 101,902 Acquisitions—prior year 8,827 — — 8,827 Foreign exchange (10,889) (3,458) (4,110) (18,457) Balance as of September 30, 2019: Goodwill 1,139,190 763,512 447,876 2,350,578 Accumulated impairment losses (435,363) — — (435,363) Net $ 703,827 $ 763,512 $ 447,876 $ 1,915,215 Included in the current year acquisitions amounts above are goodwill primarily associated with the acquisition of a festival promotion business located in Brazil that had been accounted for as an equity method investment and venue management businesses located in Belgium and Canada. |
LEASES LEASES
LEASES LEASES | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
LEASES | LEASES We lease office space, many of our concert venues, festival sites and certain equipment. We do not recognize an operating lease asset or liability on our consolidated balance sheets for leases with an initial term of twelve months or less, including multi-year festival site leases where the sum of the non-consecutive periods of rental time is less than twelve months. Rent expense for these short-term leases is generally recognized on a straight-line basis over the lease term. Some of our lease agreements contain annual rental escalation clauses, as well as provisions for us to pay the related utilities and maintenance. We have elected to account for the lease components (i.e., fixed payments including rent, parking and real estate taxes) and nonlease components (i.e., common-area maintenance costs) as a single lease component. Many of our lease agreements contain renewal options that can extend the lease for additional terms typically ranging from one In addition to fixed rental payments, many of our leases contain contingent rental payments based on a percentage of revenue, tickets sold or other variables, while others include periodic adjustments to rental payments based on the prevailing inflationary index or market rental rates. Contingent rent obligations are not included in the initial measurement of the right of use asset or lease liability and are recognized as rent expense in the period that the contingency is resolved. Our leases do not contain any material residual value guarantees or restrictive covenants. We measure our lease assets and liabilities using an incremental borrowing rate which varies from lease to lease depending on geographical location and length of the lease. The significant components of operating lease expense are as follows: Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 (in thousands) Operating lease cost $ 43,412 $ 139,251 Variable and short-term lease cost 48,318 96,147 Sublease income (4,040) (12,669) Net lease cost $ 87,690 $ 222,729 Supplemental cash flow information for our operating leases is as follows: Nine Months Ended September 30, 2019 (in thousands) Cash paid for amounts included in the measurement of lease liabilities $ 146,953 Lease assets obtained in exchange for lease obligations, net of terminations $ 130,011 Future maturities of our operating lease liabilities at September 30, 2019 are as follows: (in thousands) October 1 - December 31, 2019 $ 37,520 2020 184,023 2021 157,624 2022 151,277 2023 143,784 Thereafter 1,134,584 Total lease payments 1,808,812 Less: Interest 593,975 Present value of lease liabilities $ 1,214,837 The weighted average remaining lease term and weighted average discount rate for our operating leases are as follows: September 30, 2019 Weighted average remaining lease term (in years) 13.4 Weighted average discount rate 5.78 % As of September 30, 2019, we have additional operating leases that have not yet commenced with total lease payments of $298.5 million. These operating leases, which are not included on our consolidated balance sheets, have commencement dates ranging from October 2019 to May 2021 with lease terms ranging from 1 to 25 years. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Recurring Our outstanding debt held by third-party financial institutions is carried at cost, adjusted for any discounts or debt issuance costs. Our 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 our senior notes and convertible senior notes: Estimated Fair Value at September 30, 2019 December 31, 2018 Level 2 (in thousands) 4.875% Senior Notes due 2024 $ 596,517 $ 552,368 5.625% Senior Notes due 2026 $ 320,310 $ 302,097 5.375% Senior Notes due 2022 $ 253,693 $ 251,390 2.5% Convertible Senior Notes due 2023 $ 645,100 $ 561,699 2.5% Convertible Senior Notes due 2019 $ — $ 40,710 See Note 9—Subsequent Event for discussion of the October 2019 refinancing of the 5.375% senior notes. The estimated fair value of our third-party fixed-rate debt is based on quoted market prices in active markets for the same or similar debt, which are considered to be Level 2 inputs. Non-recurring The following table shows the fair value of our financial assets that have been adjusted to fair value on a non-recurring basis, which had a significant impact on our results of operations for the nine months ended September 30, 2019. Fair Value Measurements Using Description Fair Value Measurement Level 1 Level 2 Level 3 Loss (Gain) 2019 (in thousands) Definite-lived intangible assets, net $ — $ — $ — $ — $ 19,372 During the nine months ended September 30, 2019, we recorded impairment charges related to definite-lived intangible assets of $19.4 million as a component of depreciation and amortization. The impairment charges are primarily related to intangible assets for revenue-generating contracts in the Concerts segment. It was determined that these assets were impaired since the most recent estimated undiscounted future cash flows associated with these assets were less than their carrying value. These impairments were calculated using operating cash flows, which were discounted to approximate fair value. The key inputs in these calculations include future cash flow projections, including revenue profit margins, and, for the fair value computation, a discount rate. The key inputs used for these non-recurring fair value measurements are considered Level 3 inputs. |
COMMITMENTS AND CONTINGENT LIAB
COMMITMENTS AND CONTINGENT LIABILITIES | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENT LIABILITIES | COMMITMENTS AND CONTINGENT LIABILITIES Litigation Consumer Class Actions The following putative class action lawsuits were filed against Live Nation and/or Ticketmaster in the United States and Canada: Vaccaro v. Ticketmaster LLC (Northern District of Illinois, filed September 2018); Ameri v. Ticketmaster LLC (Northern District of California, 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); Gomel v. Live Nation Entertainment, Inc., et al. (Supreme Court of British Columbia, Vancouver Registry, filed October 2018); Smith v. Live Nation Entertainment, Inc., et al. (Ontario Superior Court of Justice, filed October 2018); Messing v. Ticketmaster LLC, et al. (Central District of California, filed November 2018); and Niedbalski v. Ticketmaster LLC, et al. (Central District of California, filed December 2018). In March 2019, the court granted the defendants’ motion to compel arbitration of the Dickey lawsuit and stayed the matter. The parties reached a settlement in October 2019, and the case will be dismissed with prejudice shortly. In April 2019, the court granted the defendants’ motion to compel arbitration of the Lee lawsuit and dismissed the case. Lee subsequently appealed the District Court’s ruling to the Ninth Circuit. The Gaetano lawsuit was voluntarily dismissed with prejudice by the plaintiff in April 2019. The Ameri lawsuit was dismissed in May 2019 in light of the parties’ agreement to arbitrate the matter, and the Vaccaro lawsuit was settled and dismissed in June 2019. The Messing and Niedbalski lawsuits are stayed pending the outcome of the appeal in the Lee matter. The remaining 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, we do not believe that a loss is probable of occurring at this time, and believe that the potential liability, if any, will not have a material adverse effect on our financial condition, cash flows or results of operations. Further, we do 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 us. We intend to vigorously defend these actions. |
EQUITY
EQUITY | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Equity | EQUITY Common Stock During 2019, we issued 824,328 shares of common stock to holders of our 2.5% convertible senior notes due 2019 upon conversion of $28.6 million of the outstanding principal amount of the notes. Accumulated Other Comprehensive Loss The following table presents changes in the components of AOCI, net of taxes, for the nine months ended September 30, 2019: Total (Foreign Currency Items) (in thousands) Balance at December 31, 2018 $ (145,231) Other comprehensive loss before reclassifications (35,816) Net other comprehensive loss (35,816) Balance at September 30, 2019 $ (181,047) 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 our convertible senior notes, where dilutive. The following table sets forth the computation of weighted average common shares outstanding: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Weighted average common shares—basic 210,621,971 207,614,413 209,849,058 207,228,034 Effect of dilutive securities: Stock options and restricted stock 8,335,405 8,347,718 8,249,695 8,178,167 Convertible senior notes — 826,852 386,741 — Weighted average common shares—diluted 218,957,376 216,788,983 218,485,494 215,406,201 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 2019 2018 2019 2018 Options to purchase shares of common stock 311,500 604,781 486,849 604,781 Restricted stock and deferred stock—unvested 959,089 2,483,572 959,089 2,498,072 Conversion shares related to the convertible senior notes 8,085,275 8,085,275 8,085,275 8,912,127 Number of anti-dilutive potentially issuable shares excluded from diluted common shares outstanding 9,355,864 11,173,628 9,531,213 12,014,980 |
REVENUE RECOGNITION
REVENUE RECOGNITION | 9 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | REVENUE RECOGNITION Concerts Concerts revenue, including intersegment revenue, for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 (in thousands) Total Concert Revenue $ 3,173,843 $ 3,297,257 $ 7,131,491 $ 6,716,914 Percentage of consolidated revenue 84.1 % 86.0 % 82.4 % 82.1 % Our Concerts segment generates revenue from the promotion or production of live music events and festivals in our 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, we earn revenue primarily from the sale of tickets, concessions, merchandise, parking, ticket rebates or service charges on tickets sold by Ticketmaster or third-party ticketing companies, and rental of our owned or operated venues. As an artist manager, we earn commissions on the earnings of the artists and other clients we represent, 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 our 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. Ticketing Ticketing revenue, including intersegment revenue, for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 (in thousands) Total Ticketing Revenue $ 388,458 $ 368,312 $ 1,096,865 $ 1,091,880 Percentage of consolidated revenue 10.3 % 9.6 % 12.7 % 13.3 % 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. Our 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. Our 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 our concert events or third-party clients’ concert events. Our Ticketing segment does not record the face value of the tickets sold as revenue. Ticket fee revenue is recognized when the ticket is sold for third-party clients and secondary market sales, as we have no further obligation to our client’s customers following the sale of the ticket. For our concert events, where our concert promoters control ticketing, ticket fee revenue is recognized when the event occurs because we also have 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 our concert events because the fan cannot receive the benefits of the ticket unless we also fulfill our 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 our concert events is recorded as deferred revenue. Ticketing contract advances, which can be either recoupable or non-recoupable, represent amounts paid in advance to our clients pursuant to ticketing agreements and are reflected in prepaid expenses or in long-term advances 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 client, 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 us to certain clients to secure the contract and are typically amortized over the life of the contract on a straight-line basis as a reduction to revenue. At September 30, 2019 and December 31, 2018, we had ticketing contract advances of $97.0 million and $75.5 million, respectively, recorded in prepaid expenses and $104.7 million and $78.5 million, respectively, recorded in long-term advances on the consolidated balance sheets. We amortized $19.9 million and $19.6 million for the three months ended September 30, 2019 and 2018, respectively, and $54.1 million and $55.9 million for the nine months ended September 30, 2019 and 2018, respectively, related to non-recoupable ticketing contract advances. Sponsorship & Advertising Sponsorship & Advertising revenue, including intersegment revenue, for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 (in thousands) Total Sponsorship & Advertising Revenue $ 215,247 $ 171,178 $ 441,862 $ 385,674 Percentage of consolidated revenue 5.7 % 4.5 % 5.1 % 4.7 % Our 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 our venue, concert and ticketing assets, including advertising on our 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. We also earn 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 our venues, and advertising on our 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 our 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, 2019, we had contracted sponsorship agreements with terms greater than one year that had approximately $1.0 billion of revenue related to future benefits to be provided by us. We expect to recognize approximately 8%, 31%, 23% and 38% of this revenue in the remainder of 2019, 2020, 2021 and thereafter, respectively. Deferred Revenue The majority of our 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. We had current deferred revenue of $1.2 billion and $925.2 million at December 31, 2018 and 2017, respectively. The table below summarizes the amount of deferred revenue recognized during the three and nine months ended September 30, 2019 and 2018: Three Months Ended Nine Months Ended 2019 2018 2019 2018 (in thousands) Concerts $ 260,907 $ 166,381 $ 1,093,890 $ 809,930 Ticketing 11,538 7,820 59,284 39,559 Sponsorship & Advertising 2,436 3,062 19,188 20,350 Other & Corporate 562 200 2,730 1,591 $ 275,443 $ 177,463 $ 1,175,092 $ 871,430 |
SEGMENT DATA
SEGMENT DATA | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
SEGMENT DATA | SEGMENT DATA Our reportable segments are Concerts, Ticketing and Sponsorship & Advertising. Our Concerts segment involves the promotion of live music events globally in our 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. Our Ticketing segment involves the management of our 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 our primary ticketing website, www.ticketmaster.com . Our Sponsorship & Advertising segment manages the development of strategic sponsorship programs in addition to the sale of international, national and local sponsorships and 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 our distribution network of venues, events and websites. Revenue and expenses earned and charged between segments are eliminated in consolidation. Our 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. We manage our working capital on a consolidated basis. Accordingly, segment assets are not reported to, or used by, our 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 our reportable segments for the three and nine months ended September 30, 2019 and 2018: Concerts Ticketing Sponsorship Other Corporate Eliminations Consolidated (in thousands) Three Months Ended September 30, 2019 Revenue $ 3,173,843 $ 388,458 $ 215,247 $ 791 $ — $ (4,655) $ 3,773,684 Direct operating expenses 2,636,344 127,123 41,617 — — (4,655) 2,800,429 Selling, general and administrative expenses 355,198 157,590 29,055 704 — — 542,547 Depreciation and amortization 71,247 39,562 11,332 145 4,020 — 126,306 Loss (gain) on disposal of operating assets (320) 15 — — — — (305) Corporate expenses — — — — 44,666 — 44,666 Operating income (loss) $ 111,374 $ 64,168 $ 133,243 $ (58) $ (48,686) $ — $ 260,041 Intersegment revenue $ 2,092 $ 2,563 $ — $ — $ — $ (4,655) $ — Three Months Ended September 30, 2018 Revenue $ 3,297,257 $ 368,312 $ 171,178 $ 932 $ — $ (2,433) $ 3,835,246 Direct operating expenses 2,767,949 133,050 23,191 2,599 — (2,433) 2,924,356 Selling, general and administrative expenses 343,250 151,064 25,325 5,015 — — 524,654 Depreciation and amortization 54,404 34,677 8,871 212 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 $ 49,519 $ 113,791 $ (6,894) $ (43,534) $ — $ 234,219 Intersegment revenue $ 268 $ 2,165 $ — $ — $ — $ (2,433) $ — Nine Months Ended September 30, 2019 Revenue $ 7,131,491 $ 1,096,865 $ 441,862 $ 2,372 $ — $ (14,069) $ 8,658,521 Direct operating expenses 5,853,380 359,502 80,634 — — (14,069) 6,279,447 Selling, general and administrative expenses 989,017 449,862 79,661 2,370 — — 1,520,910 Depreciation and amortization 176,827 116,465 24,780 404 10,568 — 329,044 Loss (gain) on disposal of operating assets (675) 122 — — — — (553) Corporate expenses — — — — 121,909 — 121,909 Operating income (loss) $ 112,942 $ 170,914 $ 256,787 $ (402) $ (132,477) $ — $ 407,764 Intersegment revenue $ 5,032 $ 9,037 $ — $ — $ — $ (14,069) $ — Capital expenditures $ 127,818 $ 78,414 $ 5,529 $ — $ 17,374 $ — $ 229,135 Concerts Ticketing Sponsorship Other Corporate Eliminations Consolidated (in thousands) Nine Months Ended September 30, 2018 Revenue $ 6,716,914 $ 1,091,880 $ 385,674 $ 2,886 $ — $ (11,409) $ 8,185,945 Direct operating expenses 5,554,368 377,121 68,142 3,325 — (11,409) 5,991,547 Selling, general and administrative expenses 906,360 447,997 68,534 12,812 — — 1,435,703 Depreciation and amortization 146,458 103,299 23,613 599 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 $ 163,450 $ 225,385 $ (13,850) $ (111,347) $ — $ 362,914 Intersegment revenue $ 268 $ 11,141 $ — $ — $ — $ (11,409) $ — Capital expenditures $ 88,338 $ 71,336 $ 4,241 $ 149 $ 8,839 $ — $ 172,903 |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENT | SUBSEQUENT EVENT In October 2019, we issued $950 million principal amount of 4.75% senior notes due 2027 and further amended our senior secured credit facility, including the issuance of $950 million principal amount for the term loan B facility, as set forth below. The proceeds will be used to repay the $1.1 billion principal balance outstanding on the term loans A and B under our existing senior secured credit facility, to repay the entire $250 million principal amount of our 5.375% senior notes due 2022 and to pay the related redemption premium of $3.4 million on the senior notes and estimated accrued interest and fees of $31.1 million, leaving approximately $527.2 million for general corporate purposes, including acquisitions. We expect the loss on extinguishment of debt related to this refinancing to be between $3.0 million and $5.0 million. Amended Senior Secured Credit Facility The amended senior secured credit facility provides for (i) a five seven five The interest rates per annum applicable to revolving credit facility loans and the delayed draw term loan A under the amended senior secured credit facility are, at our option, equal to either Eurodollar plus 1.75% or a base rate plus 0.75%, subject to stepdowns based on our net leverage ratio. The interest rates per annum applicable to the term loan B are, at our option, equal to either Eurodollar plus 1.75% or a base rate plus 0.75%. We are required to pay a commitment fee of 0.35% per year on the undrawn portion available under the revolving credit facility and delayed draw term loan A, subject to a stepdown based on our net leverage ratio, and variable fees on outstanding letters of credit. For the term loan A, we are required to make quarterly payments at a rate ranging from 0.625% of the original principal amount during the first three years to 1.25% during the last two years with the balance due at maturity in October 2024. For the term loan B, we are required to make quarterly payments of $2.4 million with the balance due at maturity in October 2026. We are also required to make mandatory prepayments of the loans under the amended credit agreement, subject to specified exceptions, from excess cash flow and with the proceeds of asset sales, debt issuances and specified other events. 4.75% Senior Notes The $950 million principal amount of senior notes due 2027 bear interest at 4.75%, which is payable semi-annually in cash in arrears on April 15 and October 15 of each year beginning on April 15, 2020, and will mature on October 15, 2027. We may redeem some or all of the notes, at any time prior to October 15, 2022, at a price equal to 100% of the aggregate principal amount, plus any accrued and unpaid interest to the date of redemption, plus a ‘make-whole’ premium. We may redeem up to 35% of the aggregate principal amount of the notes from the proceeds of certain equity offerings prior to October 15, 2022, at a price equal to 104.750% of the aggregate principal amount, plus accrued and unpaid interest thereon, if any, to the date of redemption. In addition, on or after October 15, 2022, we may redeem some or all of the notes at any time at redemption prices starting at 103.563% of their principal amount, plus any accrued and unpaid interest to the date of redemption. We must make an offer to redeem the notes at 101% of their aggregate principal amount, plus accrued and unpaid interest to the repurchase date, if we experience certain defined changes of control. |
BASIS OF PRESENTATION AND OTH_2
BASIS OF PRESENTATION AND OTHER INFORMATION Basis of Presentation and Other Information (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Accounting Pronouncements - Recently 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 asset, and to disclose key information about leasing arrangements. The guidance should be applied on a modified retrospective basis. We adopted this standard on January 1, 2019, applying the transitional provisions of the standard to the beginning of the period of adoption and elected the package of practical expedients available under the transition guidance within the new guidance which, among other things, allowed us to carry forward the historical lease classification. We also made an accounting policy election to keep leases with an initial term of twelve months or less off the balance sheet, recognizing those lease payments in our statements of operations generally on a straight-line basis over the term of the lease. We have implemented third-party lease software, and corresponding internal controls, to account for our leases and facilitate compliance with the new guidance. The new guidance had a material impact on our balance sheet, but did not have a material impact on our statements of operations or an impact on our compliance with the debt covenant requirements under our senior secured credit facility and other debt arrangements. Upon adoption, we recognized operating lease assets and liabilities of $1.1 billion and $1.2 billion, respectively. The initial operating lease assets and liabilities were based on the present value of the remaining minimum lease payments, discounted using our secured incremental borrowing rate which varies based on geographical region and term of the underlying lease. The operating lease assets were also reduced by $85.3 million for prepaid rent, straight-line rent accruals and lease incentives. Accounting Pronouncements - Not Yet Adopted 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. We expect to adopt this guidance on January 1, 2020, and are currently assessing which implementation method we will apply and the impact that adoption will have on our financial position and results of operations. |
LEASES Leases (Policies)
LEASES Leases (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | We lease office space, many of our concert venues, festival sites and certain equipment. We do not recognize an operating lease asset or liability on our consolidated balance sheets for leases with an initial term of twelve months or less, including multi-year festival site leases where the sum of the non-consecutive periods of rental time is less than twelve months. Rent expense for these short-term leases is generally recognized on a straight-line basis over the lease term. Some of our lease agreements contain annual rental escalation clauses, as well as provisions for us to pay the related utilities and maintenance. We have elected to account for the lease components (i.e., fixed payments including rent, parking and real estate taxes) and nonlease components (i.e., common-area maintenance costs) as a single lease component. Many of our lease agreements contain renewal options that can extend the lease for additional terms typically ranging from one In addition to fixed rental payments, many of our leases contain contingent rental payments based on a percentage of revenue, tickets sold or other variables, while others include periodic adjustments to rental payments based on the prevailing inflationary index or market rental rates. Contingent rent obligations are not included in the initial measurement of the right of use asset or lease liability and are recognized as rent expense in the period that the contingency is resolved. Our leases do not contain any material residual value guarantees or restrictive covenants. |
LONG-LIVED ASSETS Long-Lived As
LONG-LIVED ASSETS Long-Lived Assets (Tables) | 9 Months Ended | |
Sep. 30, 2019 | ||
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, 2019: Revenue- Client / Trademarks Technology Other (1) Total (in thousands) Balance as of December 31, 2018: Gross carrying amount $ 692,963 $ 393,772 $ 123,707 $ 85,411 $ 120,163 $ 1,416,016 Accumulated amortization (391,002) (213,599) (41,808) (38,826) (69,330) (754,565) Net 301,961 180,173 81,899 46,585 50,833 661,451 Gross carrying amount: Acquisitions—current year 100,416 25,639 1,632 7,794 60,145 195,626 Acquisitions—prior year — — — — 43 43 Foreign exchange (14,694) (3,937) (845) (419) (2,160) (22,055) Other (2) (71,601) (37,748) 76 (8,530) (19,413) (137,216) Net change 14,121 (16,046) 863 (1,155) 38,615 36,398 Accumulated amortization: Amortization (75,596) (43,999) (10,097) (19,957) (16,391) (166,040) Foreign exchange 5,560 2,483 362 377 976 9,758 Other (2) 71,580 37,747 (54) 8,529 19,421 137,223 Net change 1,544 (3,769) (9,789) (11,051) 4,006 (19,059) Balance as of September 30, 2019: Gross carrying amount 707,084 377,726 124,570 84,256 158,778 1,452,414 Accumulated amortization (389,458) (217,368) (51,597) (49,877) (65,324) (773,624) Net $ 317,626 $ 160,358 $ 72,973 $ 34,379 $ 93,454 $ 678,790 ______________ (1) Other primarily includes intangible assets for non-compete, venue management and leasehold agreements. (2) Other primarily includes netdowns of fully amortized or impaired assets. | [1],[2] |
Weighted Average Lives of Additions to Definite-Lived Intangible Assets | The 2019 additions to definite-lived intangible assets from acquisitions have weighted-average lives as follows: Weighted- Revenue-generating contracts 8 Client/vendor relationships 4 Trademarks and naming rights 3 Technology 2 Other 9 All categories 7 | |
Estimate of Amortization Expense for Each of the Five Succeeding Fiscal Years for Definite-Lived Intangible Assets | The following table presents our estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets that exist at September 30, 2019: (in thousands) October 1 - December 31, 2019 $ 48,212 2020 $ 164,235 2021 $ 125,521 2022 $ 97,365 2023 $ 81,030 | |
Changes in Goodwill by Segment | The following table presents the changes in the carrying amount of goodwill in each of our reportable segments for the nine months ended September 30, 2019: Concerts Ticketing Sponsorship Total (in thousands) Balance as of December 31, 2018: Goodwill $ 1,094,604 $ 762,953 $ 400,749 $ 2,258,306 Accumulated impairment losses (435,363) — — (435,363) Net 659,241 762,953 400,749 1,822,943 Acquisitions—current year 46,648 4,017 51,237 101,902 Acquisitions—prior year 8,827 — — 8,827 Foreign exchange (10,889) (3,458) (4,110) (18,457) Balance as of September 30, 2019: Goodwill 1,139,190 763,512 447,876 2,350,578 Accumulated impairment losses (435,363) — — (435,363) Net $ 703,827 $ 763,512 $ 447,876 $ 1,915,215 | |
[1] | (1) Other primarily includes intangible assets for non-compete, venue management and leasehold agreements. | |
[2] | (2) Other primarily includes netdowns of fully amortized or impaired assets. |
LEASES Leases (Tables)
LEASES Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Significant Components of Operating Lease Expense | The significant components of operating lease expense are as follows: Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 (in thousands) Operating lease cost $ 43,412 $ 139,251 Variable and short-term lease cost 48,318 96,147 Sublease income (4,040) (12,669) Net lease cost $ 87,690 $ 222,729 |
Supplemental Cash Flow Information for Operating Leases | Supplemental cash flow information for our operating leases is as follows: Nine Months Ended September 30, 2019 (in thousands) Cash paid for amounts included in the measurement of lease liabilities $ 146,953 Lease assets obtained in exchange for lease obligations, net of terminations $ 130,011 |
Future Maturities of Operating Leases | Future maturities of our operating lease liabilities at September 30, 2019 are as follows: (in thousands) October 1 - December 31, 2019 $ 37,520 2020 184,023 2021 157,624 2022 151,277 2023 143,784 Thereafter 1,134,584 Total lease payments 1,808,812 Less: Interest 593,975 Present value of lease liabilities $ 1,214,837 |
Operating Leases Weighted Average Remaining Lease Term and Discount Rate | The weighted average remaining lease term and weighted average discount rate for our operating leases are as follows: September 30, 2019 Weighted average remaining lease term (in years) 13.4 Weighted average discount rate 5.78 % |
FAIR VALUE MEASUREMENTS Fair Va
FAIR VALUE MEASUREMENTS Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Estimated Fair Values of Debt | The following table presents the estimated fair values of our senior notes and convertible senior notes: Estimated Fair Value at September 30, 2019 December 31, 2018 Level 2 (in thousands) 4.875% Senior Notes due 2024 $ 596,517 $ 552,368 5.625% Senior Notes due 2026 $ 320,310 $ 302,097 5.375% Senior Notes due 2022 $ 253,693 $ 251,390 2.5% Convertible Senior Notes due 2023 $ 645,100 $ 561,699 2.5% Convertible Senior Notes due 2019 $ — $ 40,710 |
Fair Value Measurements, Nonrecurring | The following table shows the fair value of our financial assets that have been adjusted to fair value on a non-recurring basis, which had a significant impact on our results of operations for the nine months ended September 30, 2019. Fair Value Measurements Using Description Fair Value Measurement Level 1 Level 2 Level 3 Loss (Gain) 2019 (in thousands) Definite-lived intangible assets, net $ — $ — $ — $ — $ 19,372 |
EQUITY Equity (Tables)
EQUITY Equity (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
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, 2019: Total (Foreign Currency Items) (in thousands) Balance at December 31, 2018 $ (145,231) Other comprehensive loss before reclassifications (35,816) Net other comprehensive loss (35,816) Balance at September 30, 2019 $ (181,047) |
Schedule of Weighted Average Number of Shares | The following table sets forth the computation of weighted average common shares outstanding: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Weighted average common shares—basic 210,621,971 207,614,413 209,849,058 207,228,034 Effect of dilutive securities: Stock options and restricted stock 8,335,405 8,347,718 8,249,695 8,178,167 Convertible senior notes — 826,852 386,741 — Weighted average common shares—diluted 218,957,376 216,788,983 218,485,494 215,406,201 |
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 2019 2018 2019 2018 Options to purchase shares of common stock 311,500 604,781 486,849 604,781 Restricted stock and deferred stock—unvested 959,089 2,483,572 959,089 2,498,072 Conversion shares related to the convertible senior notes 8,085,275 8,085,275 8,085,275 8,912,127 Number of anti-dilutive potentially issuable shares excluded from diluted common shares outstanding 9,355,864 11,173,628 9,531,213 12,014,980 |
REVENUE RECOGNITION Revenue Rec
REVENUE RECOGNITION Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Concerts Revenue | Concerts revenue, including intersegment revenue, for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 (in thousands) Total Concert Revenue $ 3,173,843 $ 3,297,257 $ 7,131,491 $ 6,716,914 Percentage of consolidated revenue 84.1 % 86.0 % 82.4 % 82.1 % |
Disaggregation of Ticketing Revenue | Ticketing revenue, including intersegment revenue, for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 (in thousands) Total Ticketing Revenue $ 388,458 $ 368,312 $ 1,096,865 $ 1,091,880 Percentage of consolidated revenue 10.3 % 9.6 % 12.7 % 13.3 % |
Disaggregation of Sponsorship & Advertising Revenue | Sponsorship & Advertising revenue, including intersegment revenue, for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 (in thousands) Total Sponsorship & Advertising Revenue $ 215,247 $ 171,178 $ 441,862 $ 385,674 Percentage of consolidated revenue 5.7 % 4.5 % 5.1 % 4.7 % |
Contract with Customer, Asset and Liability | The table below summarizes the amount of deferred revenue recognized during the three and nine months ended September 30, 2019 and 2018: Three Months Ended Nine Months Ended 2019 2018 2019 2018 (in thousands) Concerts $ 260,907 $ 166,381 $ 1,093,890 $ 809,930 Ticketing 11,538 7,820 59,284 39,559 Sponsorship & Advertising 2,436 3,062 19,188 20,350 Other & Corporate 562 200 2,730 1,591 $ 275,443 $ 177,463 $ 1,175,092 $ 871,430 |
SEGMENT DATA Segment Data (Tabl
SEGMENT DATA Segment Data (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Results of Operations Related to Reportable Segments of the Entity | The following table presents the results of operations for our reportable segments for the three and nine months ended September 30, 2019 and 2018: Concerts Ticketing Sponsorship Other Corporate Eliminations Consolidated (in thousands) Three Months Ended September 30, 2019 Revenue $ 3,173,843 $ 388,458 $ 215,247 $ 791 $ — $ (4,655) $ 3,773,684 Direct operating expenses 2,636,344 127,123 41,617 — — (4,655) 2,800,429 Selling, general and administrative expenses 355,198 157,590 29,055 704 — — 542,547 Depreciation and amortization 71,247 39,562 11,332 145 4,020 — 126,306 Loss (gain) on disposal of operating assets (320) 15 — — — — (305) Corporate expenses — — — — 44,666 — 44,666 Operating income (loss) $ 111,374 $ 64,168 $ 133,243 $ (58) $ (48,686) $ — $ 260,041 Intersegment revenue $ 2,092 $ 2,563 $ — $ — $ — $ (4,655) $ — Three Months Ended September 30, 2018 Revenue $ 3,297,257 $ 368,312 $ 171,178 $ 932 $ — $ (2,433) $ 3,835,246 Direct operating expenses 2,767,949 133,050 23,191 2,599 — (2,433) 2,924,356 Selling, general and administrative expenses 343,250 151,064 25,325 5,015 — — 524,654 Depreciation and amortization 54,404 34,677 8,871 212 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 $ 49,519 $ 113,791 $ (6,894) $ (43,534) $ — $ 234,219 Intersegment revenue $ 268 $ 2,165 $ — $ — $ — $ (2,433) $ — Nine Months Ended September 30, 2019 Revenue $ 7,131,491 $ 1,096,865 $ 441,862 $ 2,372 $ — $ (14,069) $ 8,658,521 Direct operating expenses 5,853,380 359,502 80,634 — — (14,069) 6,279,447 Selling, general and administrative expenses 989,017 449,862 79,661 2,370 — — 1,520,910 Depreciation and amortization 176,827 116,465 24,780 404 10,568 — 329,044 Loss (gain) on disposal of operating assets (675) 122 — — — — (553) Corporate expenses — — — — 121,909 — 121,909 Operating income (loss) $ 112,942 $ 170,914 $ 256,787 $ (402) $ (132,477) $ — $ 407,764 Intersegment revenue $ 5,032 $ 9,037 $ — $ — $ — $ (14,069) $ — Capital expenditures $ 127,818 $ 78,414 $ 5,529 $ — $ 17,374 $ — $ 229,135 Concerts Ticketing Sponsorship Other Corporate Eliminations Consolidated (in thousands) Nine Months Ended September 30, 2018 Revenue $ 6,716,914 $ 1,091,880 $ 385,674 $ 2,886 $ — $ (11,409) $ 8,185,945 Direct operating expenses 5,554,368 377,121 68,142 3,325 — (11,409) 5,991,547 Selling, general and administrative expenses 906,360 447,997 68,534 12,812 — — 1,435,703 Depreciation and amortization 146,458 103,299 23,613 599 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 $ 163,450 $ 225,385 $ (13,850) $ (111,347) $ — $ 362,914 Intersegment revenue $ 268 $ 11,141 $ — $ — $ — $ (11,409) $ — Capital expenditures $ 88,338 $ 71,336 $ 4,241 $ 149 $ 8,839 $ — $ 172,903 |
BASIS OF PRESENTATION AND OTH_3
BASIS OF PRESENTATION AND OTHER INFORMATION Basis of Presentation and Other Information (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | |||
Cash received that includes the face value of tickets sold on behalf of ticketing clients and their share of service charges. | $ 747,400,000 | $ 859,100,000 | |
Tax benefit recognized for losses incurred | $ 0 | $ 0 |
BASIS OF PRESENTATION AND OTH_4
BASIS OF PRESENTATION AND OTHER INFORMATION Impact of Adoption of Lease Accounting Standard (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease assets | $ 1,145,487 | $ 0 | |
Present value of lease liabilities | $ 1,214,837 | ||
Accounting Standards Update 2016-02 [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease assets | $ 1,100,000 | ||
Present value of lease liabilities | 1,200,000 | ||
Reduction of operating lease assets upon adoption of lease guidance | $ 85,300 |
LONG-LIVED ASSETS (Definite-liv
LONG-LIVED ASSETS (Definite-lived Intangibles) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Finite-lived Intangible Assets [Roll Forward] | ||||
Gross carrying amount | $ 1,416,016 | |||
Accumulated amortization | (754,565) | |||
Net | 661,451 | |||
Acquisitions—current year | 195,626 | |||
Acquisitions—prior year | 43 | |||
Foreign exchange | (22,055) | |||
Other (2) | (137,216) | |||
Net change | 36,398 | |||
Amortization | $ (69,300) | $ (51,400) | (166,040) | $ (143,500) |
Foreign exchange | 9,758 | |||
Other (2) | 137,223 | |||
Net change | (19,059) | |||
Gross carrying amount | 1,452,414 | 1,452,414 | ||
Accumulated amortization | (773,624) | (773,624) | ||
Net | 678,790 | 678,790 | ||
Estimate of amortization expense for each of the five succeeding fiscal years | ||||
October 1 - December 31, 2019 | 48,212 | 48,212 | ||
2020 | 164,235 | 164,235 | ||
2021 | 125,521 | 125,521 | ||
2022 | 97,365 | 97,365 | ||
2023 | 81,030 | $ 81,030 | ||
Weighted-average lives of definite-lived intangible assets | 7 years | |||
Definite-lived intangible assets, net | $ 19,372 | |||
Revenue-generating contracts [Member] | ||||
Finite-lived Intangible Assets [Roll Forward] | ||||
Gross carrying amount | 692,963 | |||
Accumulated amortization | (391,002) | |||
Net | 301,961 | |||
Acquisitions—current year | 100,416 | |||
Acquisitions—prior year | 0 | |||
Foreign exchange | (14,694) | |||
Other (2) | (71,601) | |||
Net change | 14,121 | |||
Amortization | (75,596) | |||
Foreign exchange | 5,560 | |||
Other (2) | 71,580 | |||
Net change | 1,544 | |||
Gross carrying amount | 707,084 | 707,084 | ||
Accumulated amortization | (389,458) | (389,458) | ||
Net | 317,626 | $ 317,626 | ||
Estimate of amortization expense for each of the five succeeding fiscal years | ||||
Weighted-average lives of definite-lived intangible assets | 8 years | |||
Revenue-generating contracts [Member] | Concerts [Member] | ||||
Estimate of amortization expense for each of the five succeeding fiscal years | ||||
Definite-lived intangible assets, net | $ 19,400 | |||
Client/vendor relationships [Member] | ||||
Finite-lived Intangible Assets [Roll Forward] | ||||
Gross carrying amount | 393,772 | |||
Accumulated amortization | (213,599) | |||
Net | 180,173 | |||
Acquisitions—current year | 25,639 | |||
Acquisitions—prior year | 0 | |||
Foreign exchange | (3,937) | |||
Other (2) | (37,748) | |||
Net change | (16,046) | |||
Amortization | (43,999) | |||
Foreign exchange | 2,483 | |||
Other (2) | 37,747 | |||
Net change | (3,769) | |||
Gross carrying amount | 377,726 | 377,726 | ||
Accumulated amortization | (217,368) | (217,368) | ||
Net | 160,358 | $ 160,358 | ||
Estimate of amortization expense for each of the five succeeding fiscal years | ||||
Weighted-average lives of definite-lived intangible assets | 4 years | |||
Trademarks and naming rights [Member] | ||||
Finite-lived Intangible Assets [Roll Forward] | ||||
Gross carrying amount | $ 123,707 | |||
Accumulated amortization | (41,808) | |||
Net | 81,899 | |||
Acquisitions—current year | 1,632 | |||
Acquisitions—prior year | 0 | |||
Foreign exchange | (845) | |||
Other (2) | 76 | |||
Net change | 863 | |||
Amortization | (10,097) | |||
Foreign exchange | 362 | |||
Other (2) | (54) | |||
Net change | (9,789) | |||
Gross carrying amount | 124,570 | 124,570 | ||
Accumulated amortization | (51,597) | (51,597) | ||
Net | 72,973 | $ 72,973 | ||
Estimate of amortization expense for each of the five succeeding fiscal years | ||||
Weighted-average lives of definite-lived intangible assets | 3 years | |||
Technology [Member] | ||||
Finite-lived Intangible Assets [Roll Forward] | ||||
Gross carrying amount | $ 85,411 | |||
Accumulated amortization | (38,826) | |||
Net | 46,585 | |||
Acquisitions—current year | 7,794 | |||
Acquisitions—prior year | 0 | |||
Foreign exchange | (419) | |||
Other (2) | (8,530) | |||
Net change | (1,155) | |||
Amortization | (19,957) | |||
Foreign exchange | 377 | |||
Other (2) | 8,529 | |||
Net change | (11,051) | |||
Gross carrying amount | 84,256 | 84,256 | ||
Accumulated amortization | (49,877) | (49,877) | ||
Net | 34,379 | $ 34,379 | ||
Estimate of amortization expense for each of the five succeeding fiscal years | ||||
Weighted-average lives of definite-lived intangible assets | 2 years | |||
Other intangible assets [Member] | ||||
Finite-lived Intangible Assets [Roll Forward] | ||||
Gross carrying amount | $ 120,163 | |||
Accumulated amortization | (69,330) | |||
Net | 50,833 | |||
Acquisitions—current year | 60,145 | |||
Acquisitions—prior year | 43 | |||
Foreign exchange | (2,160) | |||
Other (2) | (19,413) | |||
Net change | 38,615 | |||
Amortization | (16,391) | |||
Foreign exchange | 976 | |||
Other (2) | 19,421 | |||
Net change | 4,006 | |||
Gross carrying amount | 158,778 | 158,778 | ||
Accumulated amortization | (65,324) | (65,324) | ||
Net | $ 93,454 | $ 93,454 | ||
Estimate of amortization expense for each of the five succeeding fiscal years | ||||
Weighted-average lives of definite-lived intangible assets | 9 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, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of definite-lived intangible assets | $ 69,300 | $ 51,400 | $ 166,040 | $ 143,500 |
LONG-LIVED ASSETS (Goodwill) (D
LONG-LIVED ASSETS (Goodwill) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Changes in carrying amount of goodwill [Roll Forward] | |
Goodwill | $ 2,258,306 |
Accumulated impairment losses | (435,363) |
Net | 1,822,943 |
Acquisition—current year | 101,902 |
Acquisitions—prior year | 8,827 |
Foreign exchange | (18,457) |
Goodwill | 2,350,578 |
Accumulated impairment losses | (435,363) |
Net | 1,915,215 |
Concerts [Member] | |
Changes in carrying amount of goodwill [Roll Forward] | |
Goodwill | 1,094,604 |
Accumulated impairment losses | (435,363) |
Net | 659,241 |
Acquisitions—prior year | 8,827 |
Foreign exchange | (10,889) |
Goodwill | 1,139,190 |
Accumulated impairment losses | (435,363) |
Net | 703,827 |
Ticketing [Member] | |
Changes in carrying amount of goodwill [Roll Forward] | |
Goodwill | 762,953 |
Accumulated impairment losses | 0 |
Net | 762,953 |
Acquisition—current year | 4,017 |
Acquisitions—prior year | 0 |
Foreign exchange | (3,458) |
Goodwill | 763,512 |
Accumulated impairment losses | 0 |
Net | 763,512 |
Sponsorship and Advertising [Member] | |
Changes in carrying amount of goodwill [Roll Forward] | |
Goodwill | 400,749 |
Accumulated impairment losses | 0 |
Net | 400,749 |
Acquisition—current year | 51,237 |
Acquisitions—prior year | 0 |
Foreign exchange | (4,110) |
Goodwill | 447,876 |
Accumulated impairment losses | 0 |
Net | $ 447,876 |
LEASES Lease Narrative (Details
LEASES Lease Narrative (Details) | Sep. 30, 2019 |
Minimum [Member] | |
Lessee, Lease, Description [Line Items] | |
Renewal term range for operating leases | 1 year |
Maximum [Member] | |
Lessee, Lease, Description [Line Items] | |
Renewal term range for operating leases | 10 years |
LEASES Significant Components O
LEASES Significant Components Of Operating Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 43,412 | $ 139,251 |
Variable and short-term lease cost | 48,318 | 96,147 |
Sublease income | (4,040) | (12,669) |
Net lease cost | $ 87,690 | $ 222,729 |
LEASES Supplemental Cash Flow I
LEASES Supplemental Cash Flow Information For Operating Leases (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Leases [Abstract] | |
Cash paid for amounts included in the measurement of lease liabilities | $ 146,953 |
Lease assets obtained in exchange for lease obligations, net of terminations | $ 130,011 |
LEASES Future Maturities of Ope
LEASES Future Maturities of Operating Lease Liabilities (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Leases [Abstract] | |
October 1 - December 31, 2019 | $ 37,520 |
2020 | 184,023 |
2021 | 157,624 |
2022 | 151,277 |
2023 | 143,784 |
Thereafter | 1,134,584 |
Total lease payments | 1,808,812 |
Less: Interest | 593,975 |
Present value of lease liabilities | $ 1,214,837 |
LEASES Weighted Average Remaini
LEASES Weighted Average Remaining Lease Term and Discount Rate for Operating Leases (Details) $ in Millions | Sep. 30, 2019USD ($) |
Lessee, Lease, Description [Line Items] | |
Weighted average remaining lease term (in years) | 13 years 4 months 24 days |
Weighted average discount rate | 5.78% |
Total lease payments due under operating leases that have not yet commenced | $ 298.5 |
Minimum [Member] | |
Lessee, Lease, Description [Line Items] | |
Lease term for operating leases that have not yet commenced | 1 year |
Maximum [Member] | |
Lessee, Lease, Description [Line Items] | |
Lease term for operating leases that have not yet commenced | 25 years |
FAIR VALUE MEASUREMENTS (Fair V
FAIR VALUE MEASUREMENTS (Fair Value of Debt) (Details) - Level 2 [Member] - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
4.875% Senior Notes Due 2024 [Member] | ||
Debt Fair Value [Line Items] | ||
Estimated fair values of senior notes | $ 596,517 | $ 552,368 |
5.625% Senior Notes Due 2026 [Member] | ||
Debt Fair Value [Line Items] | ||
Estimated fair values of senior notes | 320,310 | 302,097 |
5.375% Senior Notes due 2022 [Member] | ||
Debt Fair Value [Line Items] | ||
Estimated fair values of senior notes | 253,693 | 251,390 |
2.5% Convertible Senior Notes Due 2023 [Member] | ||
Debt Fair Value [Line Items] | ||
Estimated fair values of convertible senior notes | 645,100 | 561,699 |
2.5% Convertible Senior Notes Due 2019 [Member] | ||
Debt Fair Value [Line Items] | ||
Estimated fair values of convertible senior notes | $ 0 | $ 40,710 |
Non-Recurring Fair Value (Detai
Non-Recurring Fair Value (Details) | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Impairment charge, definite-lived intangible assets | $ 19,372,000 |
Fair Value, Nonrecurring [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Definite-lived intangible assets, net | 0 |
Level 1 [Member] | Fair Value, Nonrecurring [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Definite-lived intangible assets, net | 0 |
Level 2 [Member] | Fair Value, Nonrecurring [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Definite-lived intangible assets, net | 0 |
Level 3 [Member] | Fair Value, Nonrecurring [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Definite-lived intangible assets, net | $ 0 |
EQUITY Common Stock (Details)
EQUITY Common Stock (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Debt Instrument [Line Items] | ||||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 0 | $ 28,586 | ||
Weighted average common shares—basic | 210,621,971 | 207,614,413 | 209,849,058 | 207,228,034 |
2.5% Convertible Senior Notes Due 2019 [Member] | ||||
Debt Instrument [Line Items] | ||||
Conversion of convertible debt (in shares) | 824,328 | |||
Interest rate, stated percentage | 2.50% | 2.50% | ||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 28,600 |
EQUITY (Accumulated Other Compr
EQUITY (Accumulated Other Comprehensive Loss) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Balance at December 31, 2018 | $ (145,231) |
Balance at September 30, 2019 | (181,047) |
Foreign Currency Items [Member] | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Balance at December 31, 2018 | (145,231) |
Other comprehensive loss before reclassifications | (35,816) |
Net other comprehensive loss | (35,816) |
Balance at September 30, 2019 | $ (181,047) |
EQUITY Weighted Average Common
EQUITY Weighted Average Common Shares Outstanding (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Equity [Abstract] | ||||
Weighted average common shares—basic | 210,621,971 | 207,614,413 | 209,849,058 | 207,228,034 |
Effect of dilutive securities: | ||||
Stock options and restricted stock (in shares) | 8,335,405 | 8,347,718 | 8,249,695 | 8,178,167 |
Convertible senior notes (in shares) | 0 | 826,852 | 386,741 | 0 |
Weighted average common shares—diluted | 218,957,376 | 216,788,983 | 218,485,494 | 215,406,201 |
EQUITY (Antidilutive Securities
EQUITY (Antidilutive Securities Excluded from Computation of Earnings per Share) (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Number of anti-dilutive potentially issuable shares excluded from diluted common shares outstanding | 9,355,864 | 11,173,628 | 9,531,213 | 12,014,980 |
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 | 311,500 | 604,781 | 486,849 | 604,781 |
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 | 959,089 | 2,483,572 | 959,089 | 2,498,072 |
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 | 8,085,275 | 8,085,275 | 8,912,127 |
REVENUE RECOGNITION (Concerts R
REVENUE RECOGNITION (Concerts Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 3,773,684 | $ 3,835,246 | $ 8,658,521 | $ 8,185,945 |
Operating Segments [Member] | Concerts [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 3,173,843 | $ 3,297,257 | $ 7,131,491 | $ 6,716,914 |
Percentage of Concert revenue to consolidated revenue | 84.10% | 86.00% | 82.40% | 82.10% |
Percentage of Concerts revenue from events and festivals | 95.00% |
REVENUE RECOGNITION (Ticketing
REVENUE RECOGNITION (Ticketing Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 3,773,684 | $ 3,835,246 | $ 8,658,521 | $ 8,185,945 |
Operating Segments [Member] | Ticketing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 388,458 | $ 368,312 | $ 1,096,865 | $ 1,091,880 |
Percentage of Ticketing revenue to consolidated revenue | 10.30% | 9.60% | 12.70% | 13.30% |
REVENUE RECOGNITION (Ticketin_2
REVENUE RECOGNITION (Ticketing Contract Advances) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Capitalized Contract Cost [Line Items] | |||||
Amortization of non-recoupable ticketing contract advances | $ 54,120 | $ 55,893 | |||
Ticketing [Member] | |||||
Capitalized Contract Cost [Line Items] | |||||
Amortization of non-recoupable ticketing contract advances | $ 19,900 | $ 19,600 | 54,100 | $ 55,900 | |
Prepaid Expenses [Member] | Ticketing [Member] | |||||
Capitalized Contract Cost [Line Items] | |||||
Ticketing contract advances | 97,000 | 97,000 | $ 75,500 | ||
Other Noncurrent Assets [Member] | Ticketing [Member] | |||||
Capitalized Contract Cost [Line Items] | |||||
Ticketing contract advances | $ 104,700 | $ 104,700 | $ 78,500 |
REVENUE RECOGNITION (Sponsorshi
REVENUE RECOGNITION (Sponsorship & Advertising Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 3,773,684 | $ 3,835,246 | $ 8,658,521 | $ 8,185,945 |
Operating Segments [Member] | Sponsorship and Advertising [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 215,247 | $ 171,178 | $ 441,862 | $ 385,674 |
Percentage of The Sponsorship & Advertising revenue to consolidated revenue | 5.70% | 4.50% | 5.10% | 4.70% |
REVENUE RECOGNITION (Performanc
REVENUE RECOGNITION (Performance Obligation) (Details) - Sponsorship and Advertising [Member] $ in Millions | Sep. 30, 2019USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue related to future benefits to be provided by the Company | $ 1,000 |
Percentage of revenue on contracts to be recognized during the remainder of 2019 | 8.00% |
Percentage of revenue on contracts to be recognized in 2020 | 31.00% |
Percentage of revenue on contracts to be recognized in 2021 | 23.00% |
Percentage of revenue to be recognized on contracts after 2021 | 38.00% |
REVENUE RECOGNITION (Deferred R
REVENUE RECOGNITION (Deferred Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Deferred Revenue Arrangement [Line Items] | ||||||
Current deferred revenue | $ 1,115,874 | $ 1,115,874 | $ 1,227,797 | $ 925,200 | ||
Recognition of deferred revenue | 275,443 | $ 177,463 | 1,175,092 | $ 871,430 | ||
Concerts [Member] | ||||||
Deferred Revenue Arrangement [Line Items] | ||||||
Recognition of deferred revenue | 260,907 | 166,381 | 1,093,890 | 809,930 | ||
Ticketing [Member] | ||||||
Deferred Revenue Arrangement [Line Items] | ||||||
Recognition of deferred revenue | 11,538 | 7,820 | 59,284 | 39,559 | ||
Sponsorship and Advertising [Member] | ||||||
Deferred Revenue Arrangement [Line Items] | ||||||
Recognition of deferred revenue | 2,436 | 3,062 | 19,188 | 20,350 | ||
Other and Corporate [Member] | ||||||
Deferred Revenue Arrangement [Line Items] | ||||||
Recognition of deferred revenue | $ 562 | $ 200 | $ 2,730 | $ 1,591 |
SEGMENT DATA Segment Data (Deta
SEGMENT DATA Segment Data (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 3,773,684 | $ 3,835,246 | $ 8,658,521 | $ 8,185,945 |
Direct operating expenses | 2,800,429 | 2,924,356 | 6,279,447 | 5,991,547 |
Selling, general and administrative expenses | 542,547 | 524,654 | 1,520,910 | 1,435,703 |
Depreciation and amortization | 126,306 | 99,606 | 329,044 | 277,262 |
Loss (gain) on disposal of operating assets | (305) | 10,318 | (553) | 10,464 |
Corporate expenses | 44,666 | 42,093 | 121,909 | 108,055 |
Operating income (loss | 260,041 | 234,219 | 407,764 | 362,914 |
Property, Plant and Equipment, Additions | 229,135 | 172,903 | ||
Operating Segments [Member] | Concerts [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 3,173,843 | 3,297,257 | 7,131,491 | 6,716,914 |
Direct operating expenses | 2,636,344 | 2,767,949 | 5,853,380 | 5,554,368 |
Selling, general and administrative expenses | 355,198 | 343,250 | 989,017 | 906,360 |
Depreciation and amortization | 71,247 | 54,404 | 176,827 | 146,458 |
Loss (gain) on disposal of operating assets | (320) | 10,317 | (675) | 10,452 |
Corporate expenses | 0 | 0 | 0 | 0 |
Operating income (loss | 111,374 | 121,337 | 112,942 | 99,276 |
Property, Plant and Equipment, Additions | 127,818 | 88,338 | ||
Operating Segments [Member] | Ticketing [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 388,458 | 368,312 | 1,096,865 | 1,091,880 |
Direct operating expenses | 127,123 | 133,050 | 359,502 | 377,121 |
Selling, general and administrative expenses | 157,590 | 151,064 | 449,862 | 447,997 |
Depreciation and amortization | 39,562 | 34,677 | 116,465 | 103,299 |
Loss (gain) on disposal of operating assets | 15 | 2 | 122 | 13 |
Corporate expenses | 0 | 0 | 0 | 0 |
Operating income (loss | 64,168 | 49,519 | 170,914 | 163,450 |
Property, Plant and Equipment, Additions | 78,414 | 71,336 | ||
Operating Segments [Member] | Sponsorship and Advertising [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 215,247 | 171,178 | 441,862 | 385,674 |
Direct operating expenses | 41,617 | 23,191 | 80,634 | 68,142 |
Selling, general and administrative expenses | 29,055 | 25,325 | 79,661 | 68,534 |
Depreciation and amortization | 11,332 | 8,871 | 24,780 | 23,613 |
Loss (gain) on disposal of operating assets | 0 | 0 | 0 | 0 |
Corporate expenses | 0 | 0 | 0 | 0 |
Operating income (loss | 133,243 | 113,791 | 256,787 | 225,385 |
Property, Plant and Equipment, Additions | 5,529 | 4,241 | ||
Operating Segments [Member] | Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 791 | 932 | 2,372 | 2,886 |
Direct operating expenses | 0 | 2,599 | 0 | 3,325 |
Selling, general and administrative expenses | 704 | 5,015 | 2,370 | 12,812 |
Depreciation and amortization | 145 | 212 | 404 | 599 |
Loss (gain) on disposal of operating assets | 0 | 0 | 0 | 0 |
Corporate expenses | 0 | 0 | 0 | 0 |
Operating income (loss | (58) | (6,894) | (402) | (13,850) |
Property, Plant and Equipment, Additions | 0 | 149 | ||
Operating Segments [Member] | Corporate Segment | ||||
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 | 4,020 | 1,442 | 10,568 | 3,293 |
Loss (gain) on disposal of operating assets | 0 | (1) | 0 | (1) |
Corporate expenses | 44,666 | 42,093 | 121,909 | 108,055 |
Operating income (loss | (48,686) | (43,534) | (132,477) | (111,347) |
Property, Plant and Equipment, Additions | 17,374 | 8,839 | ||
Intersegment Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | (4,655) | (2,433) | (14,069) | (11,409) |
Direct operating expenses | (4,655) | (2,433) | (14,069) | (11,409) |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0 | 0 | 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 |
Property, Plant and Equipment, Additions | 0 | 0 | ||
Intersegment Eliminations [Member] | Concerts [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 2,092 | 268 | 5,032 | 268 |
Intersegment Eliminations [Member] | Ticketing [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 2,563 | 2,165 | 9,037 | 11,141 |
Intersegment Eliminations [Member] | Sponsorship and Advertising [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Intersegment Eliminations [Member] | Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Intersegment Eliminations [Member] | Corporate Segment | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 0 | $ 0 | $ 0 | $ 0 |
SUBSEQUENT EVENT - Debt Additio
SUBSEQUENT EVENT - Debt Additions and Repayments (Details) - Subsequent Event [Member] $ in Millions | 1 Months Ended |
Oct. 31, 2019USD ($) | |
Debt Instrument [Line Items] | |
Cash available for general corporate purposes | $ 527.2 |
Minimum [Member] | |
Debt Instrument [Line Items] | |
Gain (Loss) on Extinguishment of Debt | 3 |
Maximum [Member] | |
Debt Instrument [Line Items] | |
Gain (Loss) on Extinguishment of Debt | 5 |
4.75% Senior Notes due 2027 [Member] | |
Debt Instrument [Line Items] | |
Face amount | $ 950 |
Interest rate, stated percentage | 4.75% |
Senior Secured Credit Facility Term Loan B [Member] | |
Debt Instrument [Line Items] | |
Face amount | $ 950 |
Existing Senior Secured Credit Facility [Member] | |
Debt Instrument [Line Items] | |
Extinguishment of debt | $ 1,100 |
5.375% Senior Notes due 2022 [Member] | |
Debt Instrument [Line Items] | |
Interest rate, stated percentage | 5.375% |
Extinguishment of debt | $ 250 |
Redemption premium payment | 3.4 |
5.375% Senior Notes due 2022 [Member] | Existing Senior Secured Credit Facility [Member] | |
Debt Instrument [Line Items] | |
Payment of accrued interest and fees | $ 31.1 |
SUBSEQUENT EVENT - (Amended Sen
SUBSEQUENT EVENT - (Amended Senior Secured Credit Facility) (Details) - Subsequent Event [Member] $ in Millions | 1 Months Ended |
Oct. 31, 2019USD ($) | |
Senior Secured Credit Facility Delayed Draw Term Loan A [Member] | |
Debt Instrument [Line Items] | |
Maturity period | 5 years |
Face amount | $ 400 |
Delayed draw term loan A facility is available to be drawn | 2 years |
Senior Secured Credit Facility Delayed Draw Term Loan A [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Debt instrument periodic payment of principal percentage | 0.625% |
Senior Secured Credit Facility Delayed Draw Term Loan A [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Debt instrument periodic payment of principal percentage | 1.25% |
Senior Secured Credit Facility Term Loan B [Member] | |
Debt Instrument [Line Items] | |
Maturity period | 7 years |
Face amount | $ 950 |
Debt instrument periodic payment, principal | $ 2.4 |
Senior Secured Credit Facility Term Loan B [Member] | Eurodollar [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, basis spread on variable rate | 1.75% |
Senior Secured Credit Facility Term Loan B [Member] | Base Rate [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, basis spread on variable rate | 0.75% |
Senior Secured Credit Facility Revolving Credit Facility [Member] | |
Debt Instrument [Line Items] | |
Maturity period | 5 years |
Maximum borrowing capacity under the revolving credit facility | $ 500 |
Senior Secured Credit Facility Revolving Credit Facility [Member] | Letter of Credit [Member] | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity under the revolving credit facility | 150 |
Senior Secured Credit Facility Revolving Credit Facility [Member] | Swingline Loans [Member] | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity under the revolving credit facility | 50 |
Senior Secured Credit Facility Revolving Credit Facility [Member] | Euro And British Pound Line Of Credit [Member] | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity under the revolving credit facility | 300 |
Senior Secured Credit Facility Revolving Credit Facility [Member] | Other Foreign Currency Line Of Credit [Member] | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity under the revolving credit facility | $ 100 |
Senior Secured Credit Facility Revolving Credit Facility [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Revolving credit facility, commitment fee on undrawn portion available | 0.35% |
Senior Secured Credit Facility [Member] | |
Debt Instrument [Line Items] | |
Additional borrowing capacity, senior secured leverage ratio maximum | 3.75 |
Percentage of capital stock of foreign wholly-owned subsidiaries | 65.00% |
Senior Secured Credit Facility [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Additional borrowing capacity available | $ 985 |
Senior Secured Credit Facility Revolving Credit Facility And Delayed Draw Term Loan A [Member] | Maximum [Member] | Eurodollar [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, basis spread on variable rate | 1.75% |
Senior Secured Credit Facility Revolving Credit Facility And Delayed Draw Term Loan A [Member] | Maximum [Member] | Base Rate [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, basis spread on variable rate | 0.75% |
SUBSEQUENT EVENT - 4.75% Senior
SUBSEQUENT EVENT - 4.75% Senior Notes (Details) - Subsequent Event [Member] - 4.75% Senior Notes due 2027 [Member] $ in Millions | 1 Months Ended |
Oct. 31, 2019USD ($) | |
Debt Instrument [Line Items] | |
Face amount | $ 950 |
Interest rate, stated percentage | 4.75% |
Prior to October 15, 2022 [Member] | |
Debt Instrument [Line Items] | |
Redemption price, percentage | 100.00% |
Redemption, Equity Offerings [Member] | |
Debt Instrument [Line Items] | |
Redemption price, percentage | 104.75% |
Percentage of notes which may be redeemed | 35.00% |
After October 15, 2022 [Member] | |
Debt Instrument [Line Items] | |
Redemption price, percentage | 103.563% |
Redemption, Defined Changes Of Control [Member] | |
Debt Instrument [Line Items] | |
Redemption price, percentage | 101.00% |