LONG-LIVED ASSETS | LONG-LIVED ASSETS Property, Plant and Equipment, Net Property, plant and equipment, net includes expenditures for the construction of new venues, major renovations to existing buildings or buildings that are being added to our venue network, the development of new ticketing tools and technology enhancements along with the renewal and improvement of existing venues and technology systems, web development and administrative offices. Property, plant and equipment, net, consisted of the following: December 31, 2019 2018 (in thousands) Land, buildings and improvements $ 1,181,876 $ 984,558 Computer equipment and capitalized software 800,990 742,737 Furniture and other equipment 380,174 329,607 Construction in progress 176,275 160,028 2,539,315 2,216,930 Less accumulated depreciation 1,421,383 1,270,337 $ 1,117,932 $ 946,593 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 years ended December 31, 2019 and 2018: Revenue- Client / Trademarks Venue management & Leaseholds Technology Other (1) Total (in thousands) Balance as of December 31, 2017: Gross carrying amount $ 789,363 $ 341,449 $ 126,331 $ 63,135 $ 63,666 $ 72,096 $ 1,456,040 Accumulated amortization (410,011) (186,357) (32,681) (35,953) (22,745) (39,028) (726,775) Net 379,352 155,092 93,650 27,182 40,921 33,068 729,265 Gross carrying amount: Acquisitions—current year 6,128 84,146 2,067 15,402 30,029 — 137,772 Acquisitions—prior year 4,447 — — 1,900 — — 6,347 Dispositions — (11,812) — — — (18,754) (30,566) Foreign exchange (14,426) (7,378) (1,756) (1,989) (1,626) (1,220) (28,395) Other (2) (92,549) (12,633) (2,935) (8,400) (6,658) (2,007) (125,182) Net change (96,400) 52,323 (2,624) 6,913 21,745 (21,981) (40,024) Accumulated amortization: Amortization (81,291) (52,879) (12,633) (7,185) (23,727) (12,938) (190,653) Dispositions — 8,146 — — — 13,238 21,384 Foreign exchange 7,526 4,813 536 1,235 973 744 15,827 Other (2) 92,774 12,678 2,970 8,396 6,673 2,161 125,652 Net change 19,009 (27,242) (9,127) 2,446 (16,081) 3,205 (27,790) Balance as of December 31, 2018: Gross carrying amount 692,963 393,772 123,707 70,048 85,411 50,115 1,416,016 Accumulated amortization (391,002) (213,599) (41,808) (33,507) (38,826) (35,823) (754,565) Net 301,961 180,173 81,899 36,541 46,585 14,292 661,451 Gross carrying amount: Acquisitions—current year 94,464 209,398 29,061 80,643 13,839 8,075 435,480 Acquisitions—prior year — — — 43 — — 43 Foreign exchange (4,713) 90 91 896 356 (208) (3,488) Other (2) (82,157) (75,770) 76 (2,044) (12,268) (32,763) (204,926) Net change 7,594 133,718 29,228 79,538 1,927 (24,896) 227,109 Accumulated amortization: Amortization (94,439) (65,059) (14,513) (10,683) (27,512) (11,326) (223,532) Foreign exchange 1,331 (473) (96) (553) (152) 122 179 Other (2) 82,088 75,770 1 2,044 12,270 32,761 204,934 Net change (11,020) 10,238 (14,608) (9,192) (15,394) 21,557 (18,419) Balance as of December 31, 2019: Gross carrying amount 700,557 527,490 152,935 149,586 87,338 25,219 1,643,125 Accumulated amortization (402,022) (203,361) (56,416) (42,699) (54,220) (14,266) (772,984) Net $ 298,535 $ 324,129 $ 96,519 $ 106,887 $ 33,118 $ 10,953 $ 870,141 ___________________ (1) Other primarily includes intangible assets for non-compete agreements. (2) Other primarily includes netdowns of fully amortized or impaired assets. Included in the current year acquisitions amount above for 2019 are definite-lived intangible assets primarily associated with the acquisitions of concert promotion businesses located in Canada and Chile, venue management businesses located in the United States and Belgium and a festival promotion business located in Brazil that had been accounted for as an equity investment. Included in the current year acquisitions amount above for 2018 are definite-lived intangible assets primarily associated with the acquisitions of various concert and festival promotion business and artist management businesses that are all located in the United States, and the acquisition of certain software assets from a business located in the United States. The 2019 and 2018 additions to definite-lived intangible assets from acquisitions have weighted-average lives as follows: Weighted- 2019 2018 (in years) Revenue-generating contracts 8 7 Client/vendor relationships 9 7 Trademarks and naming rights 8 3 Technology 2 3 Venue management and leaseholds 10 12 Other 5 — All categories 8 7 During all years presented, we reviewed the carrying value of certain definite-lived intangible assets that management determined would not be renewed or that had an indicator that future operating cash flows may not support their carrying value. It was determined that certain assets were impaired since the estimated undiscounted future cash flows associated with those assets were less than their carrying value. For the year ended December 31, 2019, we recorded impairment charges of $26.8 million as a component of depreciation and amortization primarily related to intangible assets for revenue-generating contracts in the Concerts and Sponsorship & Advertising segments. See Note 6—Fair Value Measurements for further discussion of the inputs used to determine the fair values. There were no significant impairment charges recorded in 2018 and 2017. Amortization of definite-lived intangible assets for the years ended December 31, 2019, 2018 and 2017 was $223.5 million, $190.7 million and $202.6 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 December 31, 2019: (in thousands) 2020 $ 219,927 2021 $ 153,233 2022 $ 122,808 2023 $ 103,253 2024 $ 85,218 As acquisitions and dispositions occur in the future and the valuations of intangible assets for recent acquisitions are completed, amortization expense may vary. Indefinite-lived Intangibles We have indefinite-lived intangible assets which consist of trade names. These indefinite-lived intangible assets had a carrying value of $369.0 million and $368.9 million as of December 31, 2019 and 2018, respectively. Goodwill We currently have seven reporting units with goodwill balances: International Concerts, North America Concerts, Artist Management and Artist Services (non-management) within the Concerts segment; Sponsorship & Advertising; and International Ticketing and North America Ticketing within the Ticketing segment. We review goodwill for impairment annually, as of October 1, using a two-step process: a qualitative review and a quantitative analysis. In 2019, as part of our annual test for impairment of goodwill, five reporting units were assessed under the initial qualitative evaluation and did not require a quantitative analysis. These reporting units account for approximately 85% of our goodwill at December 31, 2019. Considerations included (a) excess of fair values over carrying values in the most recent quantitative analysis performed, (b) market multiples, (c) discount rates, (d) financial results and (e) sensitivity analyses. Finally, for two reporting units that account for approximately 15% of our goodwill at December 31, 2019, the qualitative analysis was inconclusive due to varied factors such as lower than expected financial results in the current year, mixed changes in market multiples, and a decrease in discount rate. As such, quantitative analysis was performed for these reporting units. We performed the quantitative analysis using a combination of a discounted cash flows methodology, which uses both market-based and internal assumptions, and a market multiple methodology, which uses primarily market-based assumptions applied to our projections of future cash flows. No impairment charges were recorded in 2019 as a result of our annual test. Based upon the results of the annual tests for 2018 and 2017, we recorded impairment charges of $10.5 million and $20.0 million, respectively, related to our Artist Services (non-management) reporting unit. See Note 6—Fair Value Measurements for discussion of the impairment calculation. The following table presents the changes in the carrying amount of goodwill in each of our reportable segments for the years ended December 31, 2019 and 2018: Concerts Ticketing Sponsorship Total (in thousands) Balance as of December 31, 2017: Goodwill $ 1,015,913 $ 761,786 $ 401,753 $ 2,179,452 Accumulated impairment losses (424,863) — — (424,863) Net 591,050 761,786 401,753 1,754,589 Acquisitions—current year 42,841 5,875 3,902 52,618 Acquisitions—prior year 53,541 — 1,697 55,238 Dispositions (7,053) — — (7,053) Impairment (10,500) — — (10,500) Foreign exchange (10,638) (4,708) (6,603) (21,949) 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 121,355 4,017 38,421 163,793 Acquisitions—prior year 8,428 — — 8,428 Foreign exchange 1,670 (707) 2,371 3,334 Balance as of December 31, 2019: Goodwill 1,226,057 766,263 441,541 2,433,861 Accumulated impairment losses (435,363) — — (435,363) Net $ 790,694 $ 766,263 $ 441,541 $ 1,998,498 Included in the current year acquisitions amount above for 2019 is goodwill associated with the acquisitions of a concert promotion business located in Canada, venue management businesses located in Belgium and the United States and a festival promotion business located in Brazil that had been accounted for as an equity method investment. Included in the current year acquisitions amount above for 2018 is goodwill associated with the acquisitions of various concert and festival promotion businesses and various artist management businesses that are all located in the United States. Included in the prior year acquisitions amount above for 2018 is a purchase price adjustment recognized in connection with contingent consideration paid during 2018 related to an acquisition that occurred prior to our adoption of the current FASB guidance for business combinations. Under the previous guidance, which was in place at the time of this acquisition, such contingent payments were recognized when it was determinable that the applicable financial targets were met. We are in various stages of finalizing our acquisition accounting for recent acquisitions, which include the use of external valuation consultants, and the completion of this accounting could result in a change to the associated purchase price allocations, including goodwill and the allocation between segments. Investments in Nonconsolidated Affiliates We have investments in various affiliates which are not consolidated and are accounted for under the equity method of accounting. We record our investments in these entities in the balance sheet as investments in nonconsolidated affiliates reported as part of other long-term assets. Our interests in these operations are recorded in the statements of operations as equity in losses (earnings) of nonconsolidated affiliates. For the year ended December 31, 2019, certain of our investments are considered significant on an aggregate basis. Summarized balance sheet and income statement information for these entities is as follows (at 100%): December 31, 2019 2018 (in thousands) Current assets $ 40,937 $ 71,685 Noncurrent assets $ 6,845 $ 4,074 Current liabilities $ 35,662 $ 42,470 Noncontrolling interests $ 1,624 $ 1,095 Year Ended December 31, 2019 2018 2017 (in thousands) Revenue $ 54,173 $ 56,857 $ 56,078 Operating income $ 30,262 $ 34,841 $ 29,684 Net income $ 23,969 $ 28,554 $ 24,116 Net income attributable to the common stockholders of the equity investees $ 23,440 $ 27,935 $ 23,995 |