Live Nation Entertainment (LYV) 10-K risk factor changes: FY2016 vs FY2015

Although we have entered into long-term agreements with many of those individuals described above to protect our interests in those relationships, we can give no assurance that all or any of these key employees or managers will remain with us or will retain their associations with key business contacts, including [removed: musical] [added: music] artists.

We also expect that revenue from primary ticketing services, which consist primarily of per ticket convenience charges and per order [removed: “order processing”] [added: service] fees, will continue to comprise the substantial majority of our Ticketing segment revenue.

Our competitors compete with us for key employees who have relationships with popular music artists and who have a history of being able to book such artists for concerts and [removed: tours.]

Additionally, we face significant and increasing challenges from companies that sell self-ticketing systems and from clients who choose to self-ticket, through the integration of such systems into their existing operations or the acquisition of primary ticket services providers or by increasing sales through venue box offices and [removed: season,] [added: season and] subscription [removed: or group] sales.

In the secondary ticket sales market, we have restrictions on our business that are not faced by our competitors, which restrictions include those that are self-imposed, imposed as a result of agreements entered into with the [removed: FTC] [added: Federal Trade Commission (“FTC”)] and the Attorneys General of several individual states, and statutory.

| • | technological changes and innovations that we are unable to adopt or are late in adopting that offer more attractive entertainment alternatives than we or other live entertainment providers currently offer, which may lead to a reduction in attendance at live events, a loss of ticket sales or [removed: to] lower ticket fees; and |

The success of our ticketing [added: business and other] operations depends, in part, on the integrity of our systems and [removed: infrastructures.][added: infrastructures, as well as affiliate and third-party computer systems, wifi and other communication systems.]

System [removed: interruption,] [added: interruption and] the lack of integration and redundancy in these systems and infrastructures may have an adverse impact on our business, financial condition and results of operations.

System interruption and the lack of integration and redundancy in [removed: our] [added: the] information systems and [removed: infrastructures] [added: infrastructures, both] of our [added: own] ticketing [removed: operations] [added: systems and other computer systems and of affiliate and third-party software, wifi and other communications systems service providers on which we rely,] may adversely affect our ability to operate websites, process and fulfill transactions, respond to customer inquiries and generally maintain cost-efficient operations.

[removed: The] [added: In addition, the] loss of some or all of [removed: such] [added: certain key] personnel could require us to expend additional resources to continue to maintain [removed: such] [added: our] software and systems and could subject us to [removed: frequent] systems interruptions.

Data loss or other breaches of our network security could materially harm our business and results of operations, and the processing, storage, use and disclosure of personal data could give rise to liabilities [added: and additional costs] as a result of governmental regulation, [added: litigation and] conflicting legal requirements [removed: or differing views of] [added: relating to] personal privacy rights.

[removed: Any penetration] [added: Penetration] of [added: our] network [removed: security] or other misappropriation or misuse of personal [removed: consumer] information and data, including credit card information, could cause interruptions in our operations and subject us to increased costs, [removed: litigation] [added: litigation, inquiries] and [added: actions from governmental authorities, and financial and] other liabilities.

Security breaches could also significantly damage our reputation with consumers, ticketing clients and other third [removed: parties] [added: parties,] and impose significant costs related to remediation efforts, such as credit or identity theft [removed: monitoring or repair costs for impacted customers.][added: monitoring.]

Although we have developed systems and processes that are designed to protect customer information and prevent [added: data loss and other security breaches, such measures cannot provide absolute security or certainty.]

It is possible that advances in computer [added: and hacker] capabilities, new [removed: discoveries, undetected fraud,] [added: variants of malware, the development of new penetration methods and tools,] inadvertent violations of company policies or procedures or other developments could result in a compromise of information or a breach of the technology and security processes that are used to protect [removed: consumer transaction data.][added: customer information.]

We have expended significant capital and other resources to protect against and remedy [removed: any] such potential security breaches and their consequences, including the establishment of a dedicated cybersecurity organization within our larger technology environment, and will [removed: be required to] continue to do so in the future.

In addition to the above concerns related to network and data security, the sharing, use, disclosure and protection of personally identifiable information and other user data are governed by [added: existing and evolving] federal, state and international laws.

It is possible that government or industry regulation in these markets will require us to deviate from our standard [removed: deployment mechanism(s),] [added: processes,] which will increase operational cost and risk.

Our failure or the failure of the various third-party vendors and service providers with which we do business to comply with applicable privacy policies or federal, state or [removed: similar] international laws and regulations or any compromise of security that results in the unauthorized release of personally identifiable information or other user data could damage our reputation, discourage potential users from trying our products and services and/or result in fines and/or proceedings by governmental agencies and/or consumers, one or all of which could adversely affect our business, financial condition and results of operations.

[removed: In addition, in an effort to make international operations in one or more given] jurisdictions profitable over the long term, significant additional investments that are not profitable over the short term could be required over a prolonged period.

We maintain policies prohibiting such business practices and have in place global anti-corruption compliance [added: and training] programs designed to ensure compliance with these laws and regulations.

[added: In addition, the promulgation of new laws, rules and regulations could restrict or] unfavorably impact our business, which could decrease demand for services, reduce revenue, increase costs and/or subject us to additional liabilities.

[removed: For example, some legislatures have proposed laws in the past that would impose potential liability on us] and other promoters and producers of live music events for entertainment taxes and for incidents that occur at our events, particularly relating to drugs and alcohol.

Additionally, governmental actions such as the [removed: recent] [added: current] sanctions by the U.S. Department of the Treasury’s Office of Foreign Assets Control and European regulators on certain Russian individuals and entities could restrict or limit our business activities in certain areas or subject us to sanction for noncompliance, even if inadvertent.

For the year ended December 31, [removed: 2015,] [added: 2016,] our international operations accounted for approximately [removed: 30%] [added: 31%] of our revenue.

We experienced foreign exchange rate operating [added: income of $2.1 million for the year ended December 31, 2016, and foreign exchange rate operating] losses of $24.5 [removed: million, $6.2] million and [removed: $0.4] [added: $6.2] million for the years ended [removed: 2015, 2014] [added: December 31, 2015] and [removed: 2013,] [added: 2014,] respectively, which [removed: had a negative impact on] [added: impacted] our operating income.

See Item [removed: 7A—Quantitative] [added: 7A.—Quantitative] and Qualitative Disclosures about Market Risk.

Unfavorable rulings in our legal [removed: proceedings, including those described in Note 6—Commitments and Contingent Liabilities to our consolidated financial statements,] [added: proceedings] may have a negative impact on us that may be greater or smaller depending on the nature of the rulings.

A [removed: significant] portion of our growth has been attributable to acquisitions.

[removed: actions in foreign locations and periodic elevated terrorism alerts have raised numerous challenging operating factors, including] public concerns regarding air travel, military actions and additional national or local catastrophic incidents, causing a nationwide disruption of commercial and leisure activities.

Typically, we experience our lowest financial performance in the first and fourth quarters of the calendar year as our outdoor venues are primarily used, and our [added: festivals primarily occur, during May through October.]

In addition, the timing of tours of top grossing acts can impact [removed: comparability of quarterly results year over year and potentially annual results.]

We regard our intellectual property rights, including patents, service marks, trademarks and domain names, copyrights, trade secrets and similar intellectual property [added: (as applicable)] as critical to our success.

Our failure to protect our intellectual property rights [removed: successfully] [added: in a meaningful manner] or challenges to related contractual rights could result in erosion of brand names and [removed: limit our ability to control marketing on or through the internet using our various domain names or otherwise, which] could adversely affect our business, financial condition and results of operations.

[removed: Some of our businesses] [added: We also] have been granted patents and/or have patent applications pending with the United States Patent and Trademark Office and/or various foreign patent authorities for various proprietary technologies and other inventions.

[removed: Accordingly, any] [added: Any] patent application filed may not result in a patent being [removed: issued] [added: issued,] or existing or future patents may not be adjudicated valid by a court or be afforded adequate protection against competitors with similar technology.

From time to time, we are subject to legal proceedings and claims in the ordinary course of business, including claims of alleged infringement of the [removed: trademarks, copyrights, patents and other] intellectual property rights of third parties.

[removed: In addition,] [added: Therefore,] litigation may be necessary in the future to enforce our intellectual property rights, protect trade secrets or determine the validity and scope of proprietary rights claimed by others.

We currently secure insurance programs to address our various risks with terms, conditions and costs that are appropriate for [removed: Live Nation’s] [added: our] business.

At December 31, [removed: 2015,] [added: 2016,] we had property and equipment with a net book value of [removed: $731.3] [added: $751.5] million.

tours.

Such interruptions could occur by virtue of natural disaster, malicious actions such as hacking or acts of terrorism or war, or human error.

We process, store, use and disclose certain personal information about our customers.

More specifically, the European Union General Data Protection Regulation (“GDPR”) will become effective for European Union (“E.U.”) member states beginning in May 2018.

This comprehensive legislation will harmonize data protection regulations across E.U. member states, while placing many restrictions and burdens on data controllers and

processors located both within and outside of the E.U. whose activities involve the personal information of residents of the E.U. Among other requirements applicable to data controllers, the GDPR contains provisions related to accountability obligations to implement, document and demonstrate data protection compliance, the appointment of a Data Protection Officer, consent/withdrawal of consent by data subjects, transparency of information provided to data subjects, data breach notifications to data subjects, and international transfers of data, while providing for fines that can be up to the higher of 4% of a company’s worldwide total revenue or €20 million.

We have committed significant capital and personnel resources to ensure that we are in compliance with the GDPR by the time it becomes effective; however, there can be no assurances that we will be successful in these efforts, or that violations will not occur, particularly given the complexity of both the GDPR and our business, as well as the uncertainties that accompany new, comprehensive legislation.

| • | variability in venue security standards and accepted practices; |

In addition, in an effort to make international operations in one or more given

In addition, given our substantial operations in the United Kingdom (the “U.K.”) and the E.U., we face risks and uncertainties due to the recent referendum and approval by voters in the U.K. of an exit from the E.U., commonly referred to as “Brexit.” These risks and uncertainties include potential deterioration in the macroeconomic environment that could lead to less demand for concerts and other live entertainment in the U.K. and the E.U., potential legal and regulatory changes that could, among other things, impact the ease of movement between the U.K. and the E.U. for artists and touring personnel, and exchange rate risks such as the ten percent drop in the U.K. pound sterling against the U.S. dollar that occurred the day after the Brexit referendum, which resulted in higher artist fees in pound sterling terms (see the risk factor captioned “Exchange rates may cause fluctuations in our results of operations that are not related to our operations” below for more discussion of the impact of currency fluctuations on our business).

While the full parameters and implications of Brexit are currently unknown, these and other factors, if realized, could adversely affect our business, financial condition and results of operations.

For example, some legislatures have proposed laws in the past that would impose potential liability on us

The terrorism and security incidents in the past, military actions in foreign locations and periodic elevated terrorism alerts have raised numerous challenging operating factors, including

In the event of actual or threatened terrorism events, some artists may refuse to travel or book tours, which could adversely affect our business.

comparability of quarterly results year over year and potentially annual results.

| March 31, 2016 | | $ | (33,290 | ) |

| June 30, 2016 | | $ | 74,159 | |

| September 30, 2016 | | $ | 191,286 | |

| December 31, 2016 | | $ | (37,215 | ) |

event and could negatively impact the attendance at the event, as well as concession and merchandise sales.

| | |

| --- | --- |

The success of our ticketing operations depends, in part, on our ability to maintain the integrity of our systems and infrastructures, including websites, information technology systems, call centers and distribution and fulfillment facilities.

We may experience occasional system interruptions that make some or all systems or data unavailable or prevent our businesses from efficiently providing services or fulfilling orders.

We lack documentation regarding certain components of our key ticketing software and systems operations and rely on certain key technology personnel to maintain such software and systems.

We also rely on affiliate and third-party computer systems, broadband and other communications systems and service providers in connection with the provision of services, as well as to facilitate, process and fulfill transactions.

Any interruptions, outages or delays in their systems, infrastructures, or businesses, or deterioration in the performance of these systems and infrastructures, could impair our ability to provide services, fulfill orders and/or process transactions.

Fire, flood, power loss, telecommunications failure, hurricanes, tornadoes, earthquakes, acts of war or terrorism, other acts of God and similar events or disruptions may damage or interrupt computer, broadband or other communications systems and infrastructures at any time.

Any of these events could cause system interruption, delays and loss of critical data, and could prevent us from providing services, fulfilling orders and/or processing transactions.

Due to the internet-based nature of a significant portion of our ticketing and other businesses, we process, store, use and disclose large amounts of data, including personal information, for our customers.

Network security issues could lead to claims against us for others’ misuse of personal information, such as for credit card fraud or identity theft, which could result in litigation and financial liabilities, as well as administrative action from governmental authorities.

data loss and other security breaches, such measures cannot provide absolute security or certainty.

Recently, large retailers and website operators have been the victims of targeted security breaches resulting in the disclosure and/or misappropriation of large amounts of customer data, including credit card information.

Specifically, personally identifiable information is increasingly subject to legislation and regulations in numerous jurisdictions around the world, the intent of which is to protect the privacy of personal information that is collected, processed and transmitted in or from the governing jurisdiction.

We may also become exposed to potential liabilities as a result of differing views on the privacy of the consumer and other user data collected by us.

In addition, the promulgation of new laws, rules and regulations could restrict or

The terrorism and security incidents in the past, military

Following recent and past terrorism events, including those that directly targeted music venues, some artists refused to travel or book tours, which adversely affected our business.

festivals primarily occur, during May through October.

| March 31, 2014 | | $ | (12,308 | ) |

| June 30, 2014 | | $ | 55,686 | |

| September 30, 2014 | | $ | 150,604 | |

| December 31, 2014 | | $ | (186,818 | ) |

We have generally registered and continue to apply to register, or secure by contract when appropriate, our trademarks and service marks as they are developed and used, and reserve and register domain names as we deem appropriate.

We consider the protection of our trademarks to be important for purposes of brand maintenance and reputation.

While we vigorously protect our trademarks, service marks and domain names, effective trademark protection may not be available or may not be sought in every country in which we operate, and contractual disputes may affect the use of marks governed by private contract.

Similarly, not every variation of a domain name may be available or be registered, even if available.

We

consider applying for patents or for other appropriate statutory protection when we develop valuable new or improved proprietary technologies or identify inventions, and will continue to consider the appropriateness of filing for patents to protect future proprietary technologies and inventions as circumstances may warrant.

The status of any patent involves complex legal and factual questions, and the breadth of claims allowed is uncertain.

In addition, third parties may create new products or methods that achieve similar results without infringing upon patents that we own.

Patent litigation tends to be particularly protracted and expensive.

potential acquirers to negotiate with the board of directors, these provisions apply even if the offer may be considered beneficial by some stockholders.

[removed: All of our] [added: Our Concerts, Sponsorship & Advertising and Ticketing] segments [added: all] reported revenue growth for the [removed: fifth] [added: sixth] consecutive year as a result of both our highest level of attendance at our concerts and record ticket sales in our ticketing business.

Our [removed: overall] [added: Ticketing segment] revenue [removed: in 2015] [added: for the year] increased by [removed: $378.8] [added: $188.4] million on a reported basis as compared to last year, or [removed: $738.3] [added: $212.0] million, [removed: an 11%] [added: a 13%] increase, without the impact of changes in foreign exchange rates.

[added: The increase was largely driven] by growth in our Concerts segment [removed: due to] [added: with] an increase in the number of [removed: events] [added: events, fans,] and [removed: fans.][added: the revenue we are generating onsite at the events.]

Ticketing increased as well, with [added: strong] growth in [removed: concerts and sporting] [added: concert] event [removed: ticket] sales [removed: globally] [added: both in the United States and our international markets] as well as the continued expansion of our resale business.

Additionally, Sponsorship & Advertising again delivered strong growth over [removed: 2014] [added: 2015] due to [removed: higher sales for our festivals as well as] [added: a number of] new [removed: partnerships in Australia] [added: strategic multi-year deals] and [removed: Asia.][added: continued growth of our festival sales.]

Our Concerts segment was the largest contributor to our overall revenue growth, with an increase of [removed: $238.1] [added: $909.1] million on a reported basis as compared to last year, or [removed: $498.7 million, an 11%] [added: $1.0 billion, a 20%] increase, without the impact of changes in foreign exchange rates.

[removed: Over 15] [added: Nearly 17] million fans attended our amphitheater shows throughout the [removed: year which is] [added: year,] a record for Live [removed: Nation where Kid Rock,] [added: Nation, with Florida Georgia Line, Dave Matthews Band and] Luke Bryan [removed: and 5 Seconds of Summer played] [added: all playing] to sold out audiences over the summer.

Our [removed: Ticketing] [added: Sponsorship & Advertising] segment revenue for the year [removed: increased by $82.3] [added: was up $43.9] million on a reported basis as compared to last year, or [removed: $156.3] [added: $50.7] million, a [removed: 10%] [added: 15%] increase, without the impact of changes in foreign exchange rates.

This increase was largely due to a [removed: 4%] [added: 7%] growth in primary ticket sales globally, [added: largely] driven by increased sales for concert [removed: and sporting events.][added: events in North America as well as Europe.]

As we continued to improve our platform and provide consumers with a broader range of secure ticketing options, visits to our websites increased by [removed: 10%] [added: 9%] in [removed: 2015] [added: 2016] with [removed: nearly 60%] [added: 63%] of these visits occurring on mobile devices.

Our resale business also grew during the year in North America, Europe and Australia, with gross transaction value, or GTV, improving by [removed: 32%] [added: 24%] on a reported basis year-over-year.

As a result, we expect to [added: continue to] attract more ticket buyers and enhance the overall fan and venue client experience.

Our Artist Nation segment revenue for the year [removed: increased] [added: decreased] by [removed: $44.8] [added: $12.5] million on a reported basis as compared to last year, or [removed: $51.4] [added: $7.6] million, a [removed: 13% increase,] [added: 2% decrease,] without the impact of changes in foreign exchange [removed: rates] [added: rates, largely] driven by [removed: higher management commissions and sports-related revenue.][added: the timing of event activity.]

Higher revenue resulted from new [removed: clients, increased festival sponsorships, and expansion of our business in Australia] [added: clients] and [removed: Asia, all of which also] increased [removed: our operating income.][added: festival sponsorships.]

Operating income for the year improved by [removed: 5%] [added: 4%] on a reported basis which was driven by higher revenue, partially offset by the impact of changes in foreign exchange rates.

We believe that our extensive [removed: on-site] [added: onsite] and online reach, global venue distribution network, artist relationships, ticketing operations and live entertainment content are the key to securing long-term sponsorship agreements with major brands, and we plan to expand these assets while extending further into new markets internationally.

We continue to be optimistic about the long-term potential of our company and are focused on the key elements of our business model: expand our concert platform, sell more tickets and invest in product improvements, grow resale ticket [removed: volume, grow] [added: volume and expand] sponsorship and advertising [removed: and drive artist management through our other core businesses.][added: results.]

Our reportable segments are Concerts, [removed: Ticketing, Artist Nation and] Sponsorship & [removed: Advertising.][added: Advertising, Ticketing and Artist Nation.]

In addition, at our owned or operated [removed: venues,] [added: venues and festivals,] we monitor ancillary revenue per fan and premium ticket sales.

Our Ticketing segment is primarily an agency business that sells tickets for events on behalf of our clients and retains a [added: portion of the] service charge for these services.

In addition, we review the number of visits to our websites, the overall number of customers in our database, the number [added: and percentage] of tickets sold via mobile, the number of app installs and gross transaction value and fees related to secondary ticket sales.

We drive increased advertising scale to further monetize our concerts platform through rich media offerings including advertising associated with live streaming and music-related [removed: original] content.

[added: We typically] experience higher revenue in the second and third quarters, as a large portion of sponsorships are associated with shows at our outdoor amphitheaters and festivals which primarily occur from May through October.

| | Year Ended December 31, | | | | | | | | | | | | % Change [removed: 2015] [added: 2016] vs [removed: 2014] [added: 2015] | | % Change [removed: 2014] [added: 2015] vs [removed: 2013] [added: 2014] |

| [removed: | 2015] [added: 2016] | | [added: 2015] | | 2014 | | [removed: | |] 2013 | | [removed: | | | |] [added: 2012] |

| | (in thousands) | | | | | | | | | | | | | | | [added: | | | | | | | | | | |]

| Operating expenses: | | | | | | | | | | | | | | | | [added: | | | | | | | | | | |]

| Direct operating expenses | [added: 6,082,708 | | | | 91,359 | | | | 6,174,067 | | | |] 5,196,473 | | | | 4,919,969 | | | | [removed: 4,680,507 |] [added: 17%] | | [added: 19%] | [removed: 6%] | | [removed: 5%] [added: 6%] |

| Depreciation and amortization | [removed: 397,241] | [added: $] | [added: 403,651] | | [removed: 368,143] | [added: $] | [added: 397,241] | | [removed: 368,923] | [added: $] | [added: 368,143] | | [removed: 8%] | | [removed: —%] | [added: | | |]

| Goodwill impairment | — | | | | [removed: 134,961] [added: —] | | | | — | | | | [added: — | | | | 134,961 | | | |] * | | * | [added: | | * |]

| Loss (gain) on disposal of operating assets | [removed: 845] [added: 124] | | | | [removed: (4,494] [added: 469] | | [removed: )] | | [removed: (38,259] [added: 593] | | [added: | | 845 | | | | (4,494 | |] ) | | * | | * | [added: | | * |]

| Operating margin | [removed: 1.8] [added: 2.3] | | % | | [removed: 0.1] | | [added: | | 2.3 | |] % | | [removed: 2.2] [added: 1.8] | | % | | [added: 0.1] | | [added: %] | [added: | | | | | | |]

| Interest expense | [added: 106,506 | | | | | | | | | | | |] 102,881 | | | | 106,312 | | | | [removed: 111,659] | | | | | | [removed: |]

| Loss on extinguishment of debt | [added: 14,049 | | | | | | | | | | | |] — | | | | 188 | | | | [removed: 36,269] | | | | | | [removed: |]

| Interest income | [removed: (3,528] [added: (2,573] | | ) | | [removed: (3,606] | | [added: | | | | | | (3,528 | |] ) | | [removed: (5,071] [added: (3,606] | | ) | | | | | [added: | | |]

| Equity in [removed: earnings] [added: losses (earnings)] of nonconsolidated affiliates | [added: 17,802 | | | | | | | | | | | |] (1,502 | | ) | | (4,166 | | ) | | [removed: (856] | | [removed: )] | | | | [removed: |]

| Other expense, net | [added: 10,830 | | | | | | | | | | | |] 27,168 | | | | 8,256 | | | | [removed: 2,796] | | | | | | [removed: |]

| Income (loss) before income taxes | [added: 48,326 | | | | | | | | | | | |] 6,353 | | | | (99,820 | | ) | | [removed: (5,137] | | [removed: )] | | | | [removed: |]

| Income tax expense | [added: 28,029 | | | | | | | | | | | |] 22,122 | | | | 4,630 | | | | [removed: 30,878] | | | | | | [removed: |]

| Net [removed: loss] [added: income (loss)] | [added: 20,297 | | | | | | | | | | | |] (15,769 | | ) | | (104,450 | | ) | | [removed: (36,015] | | [removed: )] | | | | [removed: |]

Live Nation had another exceptional year in 2016, a year of market and product expansion while achieving new levels in our key financial and operational metrics.

Our total revenue for the year was $8.4 billion, making this our eleventh consecutive year of revenue growth, so once again, Live Nation delivered its highest revenue ever this year.

Our overall revenue in 2016 increased by $1.1 billion on a reported basis as compared to last year, or $1.2

billion, a 17% increase, without the impact of changes in foreign exchange rates.

This higher revenue was partially due to additional stadium and arena shows both in the United States and internationally, including tours by Beyoncé, Rihanna, Coldplay and Guns N’ Roses.

We continued to expand our global festival portfolio in 2016, adding brands like Governors Ball to our leading roster and growing total festival attendance by 15%.

The results of our amphitheater onsite business accelerated in 2016 with the introduction of higher-end beer and wine options, premium brand-name food kiosks and restaurants, and “Grab and Go” options.

These programs helped grow our ancillary revenue per fan by over 9% in 2016.

In our international business, our new promotions business in Germany had an outstanding first year, adding three quarters of a million new fans.

We also launched 20 festival apps in Europe and saw our festival attendance grow by 18% year-over-year internationally.

Our operating income for the year improved over 2015 largely due to the impact of these business improvements and strategic initiatives mentioned above.

In 2016, we extended agreements with several major clients for multi-year deals that utilize our venue, media and ticketing assets, providing our clients with a unique opportunity to advertise their brands and reward their customers with the rich diversity of live music.

We believe this was driven in part by our focus on introducing new amphitheater and festival products as well as adding new sales categories.

On the mobile front, 27% of our total tickets were sold via mobile and tablet devices compared to 21% in 2015.

Our total mobile ticket sales increased by 36% year-over-year driven, at least in part, by several major improvements we made to our apps and mobile web experience in the year.

In 2016, we continued to invest and innovate our ticketing portfolio, opening our platform to new distribution partners and providing clients with new tools.

Artist Nation’s operating results were lower than 2015, again driven by lower event activity.

| | (in thousands except estimated events) | | | | | | | |

| North America | 17,554 | | | 16,846 | | | 15,941 | |

| Total estimated events | 26,262 | | | 25,511 | | | 22,794 | |

| North America | 48,813 | | | 43,739 | | | 40,069 | |

| International | 22,330 | | | 19,703 | | | 18,486 | |

| Total estimated fans | 71,143 | | | 63,442 | | | 58,555 | |

| Number of fee-bearing tickets sold | 185,543 | | | 173,871 | | | 163,184 | |

| Number of non-fee-bearing tickets sold | 298,157 | | | 298,549 | | | 300,030 | |

| Total tickets sold | 483,700 | | | 472,420 | | | 463,214 | |

Non-GAAP Measures

| 2016 | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Concerts | $ | 138,865 | | | $ | 6,708 | | | $ | (81 | ) | | $ | 137,605 | | | $ | — | | | $ | 6,765 | | | $ | (12,132 | ) |

| Sponsorship & Advertising | 247,606 | | | | 1,295 | | | | — | | | | 18,206 | | | | — | | | | — | | | | 228,105 | | |

| Ticketing | 365,278 | | | | 3,699 | | | | 68 | | | | 185,925 | | | | — | | | | 1,095 | | | | 174,491 | | |

| Artist Nation | 10,273 | | | | 3,751 | | | | 20 | | | | 57,110 | | | | — | | | | 550 | | | | (51,158 | | ) |

| Other and Eliminations | (13,862 | | ) | | 234 | | | | — | | | | 372 | | | | — | | | | 207 | | | | (14,675 | | ) |

| Corporate | (108,020 | | ) | | 17,036 | | | | 117 | | | | 4,433 | | | | — | | | | 85 | | | | (129,691 | | ) |

| Total | $ | 640,140 | | | $ | 32,723 | | | $ | 124 | | | $ | 403,651 | | | $ | — | | | $ | 8,702 | | | $ | 194,940 | |

Constant Currency

Constant currency is a non-GAAP financial measure.

We calculate currency impacts as the difference between current period activity translated using the current period’s currency exchange rates and the comparable prior period’s currency exchange rates.

We present constant currency information to provide a framework for assessing how our underlying businesses performed excluding the effect of foreign currency rate fluctuations.

Segment Operating Results

2015 is Live Nation’s 10th anniversary since becoming a publicly-traded company and the year included many exciting milestones.

Our total revenue for the year was $7.2 billion, a record level for the company.

While all our segments contributed to this success, the increase was largely driven

Higher artist management commissions and sports-related revenue in Artist Nation led to an increase in overall revenue for that segment as well.

The higher revenue was partially due to additional arena shows globally and an overall increase in attendance at arena shows this year.

Some of the artists driving this increase included U2, Madonna, Maroon 5 and Ariana Grande.

In addition, the ongoing expansion of our festival portfolio in North America drove growth in attendance for festival events with such well-known brands as Lollapalooza and Bonnaroo joining our roster.

We continue to see great success in our European festivals such as Rock Werchter and Reading, as well as electronic events including Electric Daisy Carnival and Creamfields.

Our efforts to enhance our amphitheater onsite business got off to a great start in 2015 with our new food and beverage and point of sale partners offering more selections and a faster transaction process.

In our international business, we saw growth in our new Asian markets - Thailand, Taiwan and Indonesia - while large tours by the popular Korean act Bigbang as well as Fleetwood Mac in Australia grew ticket revenue in our Pan-Asian business.

This growth more than offset a decline in stadium activity in both North America and Europe which is a function of the mix of artists touring in the year.

Our operating income for the year improved over 2014 largely due to the impact of the goodwill impairment in 2014 which was partially offset by higher depreciation and amortization in 2015.

Mobile continues to be an area of focus and innovation for us and in 2015, 21% of our total tickets were sold via mobile and tablet devices and our total mobile ticket sales increased by 20% year-over-year.

Artist Nation’s operating results were flat to 2014 as the impact of the goodwill impairment in 2014 was largely offset by higher investment in new business lines in 2015 as well as higher amortization associated with recent acquisitions.

Our Sponsorship & Advertising segment revenue for the year was up $33.4 million on a reported basis as compared to last year, or $51.6 million, a 17% increase, without the impact of changes in foreign exchange rates.

Our growth has been driven by the expansion of our festival footprint and engaging new sponsor clients with both our existing events and new brands added to our festival family.

Our Artist Nation segment also creates and sells merchandise for music artists at live performances, to retailers and directly to consumers via the internet.

We typically

| | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Revenue | $ | 7,245,731 | | | $ | 6,866,964 | | | $ | 6,478,547 | | | 6% | | 6% |

| Selling, general and administrative expenses | 1,397,908 | | | | 1,330,160 | | | | 1,226,892 | | | | 5% | | 8% |

| Corporate expenses | 107,794 | | | | 101,000 | | | | 94,385 | | | | 7% | | 7% |

| Acquisition transaction expenses | 14,098 | | | | 10,061 | | | | 6,439 | | | | * | | * |

| Operating income | 131,372 | | | | 7,164 | | | | 139,660 | | | | * | | (95)% |

_________

| North America | 16,854 | | | 15,948 | | | 15,580 | |

| Total estimated events | 25,519 | | | 22,801 | | | 22,850 | |

| North America | 43,753,000 | | | 40,092,000 | | | 37,954,000 | |

| International | 19,704,000 | | | 18,485,000 | | | 21,527,000 | |

| Total estimated fans | 63,457,000 | | | 58,577,000 | | | 59,481,000 | |

| Number of tickets sold (in thousands) (2) | 160,476 | | | 153,744 | | | 148,852 | |

The overall increase in revenue was primarily due to increases in our Concerts, Ticketing, Artist Nation and Sponsorship & Advertising segments of $238.1 million, $82.3 million, $44.8 million and $33.4 million, respectively.

Excluding the decrease of approximately $359.5 million related to the impact of changes in foreign exchange rates, revenue increased $738.3 million, or 11%.

The overall increase in revenue was primarily due to increases in our Concerts and Ticketing segments of $209.7 million and $149.4 million, respectively.

Excluding the decrease of approximately $0.1 million related to the impact of changes in foreign exchange rates, revenue increased $388.5 million, or 6%.

More detailed explanations of these changes along with the impact of changes in foreign exchange rates, if significant, are included in the applicable segment discussions below.

The overall increase in direct operating expenses was primarily due to increases in our Concerts, Ticketing and Artist Nation segments of $204.4 million, $45.4 million and $33.5 million, respectively.

Excluding the decrease of approximately $264.7 million related to the impact of changes in foreign exchange rates, direct operating expenses increased $541.2 million, or 11%.

The overall increase in direct operating expenses was primarily due to increases in our Concerts and Ticketing segments of $186.5 million and $91.1 million, respectively.

[added: Required information is within Item 7.—] Management’s Discussion and Analysis of Financial Condition and Results of Operations—Market Risk.

Required information is within Item 7.

We believe that we are the largest live entertainment company in the world, connecting [removed: nearly 530] [added: over 550] million fans across all of our [added: concerts and ticketing] platforms in approximately [removed: 37] [added: 40] countries in [removed: 2015.][added: 2016.]

We believe we are the largest producer of live music concerts in the world, based on total fans that attend Live Nation events as compared to events of other promoters, connecting more than [removed: 63] [added: 71] million fans to [removed: over 25,500] [added: nearly 26,300] events for [removed: nearly 3,300] [added: over 3,200] artists in [removed: 2015.][added: 2016.]

Live Nation owns, operates, has exclusive booking rights for or has an equity interest in [removed: 167] [added: 196] venues, including House of Blues ® music venues and prestigious locations such as The Fillmore in San Francisco, the Hollywood Palladium, the Ziggo Dome in Amsterdam and 3Arena in Ireland.

Ticketmaster provides ticket sales, ticket resale services and marketing and distribution globally through www.ticketmaster.com and www.livenation.com and our other websites, numerous retail outlets and call centers and [added: we] sold over [removed: 465] [added: 480] million tickets in [removed: 2015] [added: 2016] through our systems.

Ticketmaster serves more than [removed: 12,500] [added: 12,000] clients worldwide across multiple event categories, providing ticketing services for leading arenas, stadiums, professional sports franchises and leagues, college sports teams, performing arts venues, museums and theaters.

Our artist management companies manage [removed: musical] [added: music] artists and acts across all music genres.

As of December 31, [removed: 2015,] [added: 2016,] we had over [removed: 100] [added: 140] managers providing services to more than [removed: 350] [added: 500] artists.

Our strategy is to [removed: leverage] [added: grow] our leadership position in live [removed: entertainment and our relationships with fans, venues, artists and advertisers] [added: entertainment,] to sell more tickets and [removed: grow] [added: increase] our revenue, earnings and cash flow.

We [removed: pay] [added: serve] artists, venues and teams to secure content and tickets; we invest in technology to build innovative products which advance our ticketing, advertising and mobile platforms; and we are paid by [removed: sponsors and] advertisers that want to connect their brands with our passionate fan base.

Our core businesses surrounding the promotion of live events include ticketing, [removed: sponsorship] and [removed: advertising,] [added: sponsorship] and [removed: artist management.][added: advertising.]

| • | Expand our Concert Platform. We will [added: deliver more shows,] grow our fan base and increase our ticket sales by continuing to build our portfolio of festivals globally, expanding our business into select additional top global music markets, and further building our presence in existing markets. [removed: We will also grow] [added: Through] our [removed: onsite fan monetization through improved onsite products] [added: strong partnership with artist managers, we believe we can continue to further expand our concert base by delivering strong] and [removed: services.] [added: consistent services to our artist managers and their clients.] |

| • | Sell More Tickets and Invest in Product Improvements. We are focused on selling tickets through a wide set of sales channels, including mobile and online, and leveraging our [removed: extensive] fan [removed: database] [added: database. We will enhance our API features] to [removed: better] reach [removed: consumers.] [added: a broader audience.] We will continue to invest in our ticketing platforms and develop innovative products to build fan traffic to our sales channels and drive increased ticket sales. |

| • | Grow Secondary Ticket Volume. We will [removed: continue to] grow the volume of secondary tickets sold [removed: in partnership with content owners] through a trusted environment for fan ticket exchanges. Globally, we will expand the availability of secondary tickets, allowing our fans to have a dependable, secure destination for [added: secondary] ticket acquisition for all events. |

| • | Grow Sponsorship and [removed: Advertising. Our goal is to] [added: Advertising Partnerships. We will] continue to drive growth in [removed: this area] [added: our sponsorship relationships] and capture a larger share of the [added: global] music sponsorship market. We will focus on expanding existing partnerships and developing new [removed: relationships with] corporate [removed: sponsors] [added: sponsor partners] to provide them with targeted strategic [removed: programs through] [added: programs, leveraging] our [removed: unique relationship with] [added: 70 million plus] fans [removed: and artists, our network of venues and] [added: attending] our [removed: extensive ticketing operations and online and mobile presence.] [added: shows each year.] |

We believe we have [removed: a] unique [removed: portfolio of assets] [added: resources] that [removed: is] [added: are] unmatched in the live entertainment industry.

| • | Fans. During [removed: 2015,] [added: 2016,] we connected [removed: nearly 530] [added: over 550] million fans to their favorite live event. Our database of fans and their interests provides us with the means to efficiently market our shows to [removed: them as well as to offer other music-related products and services. This fan database is an invaluable asset that we are able to use to provide unique services to our artists and corporate clients.] [added: them.] |

| • | Artists. We have extensive relationships with artists ranging from those just beginning their careers to established superstars. In [removed: 2015,] [added: 2016,] we promoted shows or tours for [removed: nearly 3,300] [added: over 3,200] artists globally. In addition, through our artist management companies, we manage more than [removed: 350] [added: 500] artists. [removed: We believe our artist relationships are a competitive advantage and will help us pursue our strategy to develop additional ancillary revenue streams around the ticket purchase, the live event and the artists themselves.] |

| • | Online Services and Ticketing. We own and operate various branded websites, both in the United States and abroad, which are customized to reflect services offered in each jurisdiction. Our primary online websites, www.livenation.com and www.ticketmaster.com, together with our other branded ticketing websites, are designed to promote ticket sales for live [removed: events and to disseminate event and related merchandise information online. Fans can access www.livenation.com and www.ticketmaster.com and our other websites directly, from affiliated websites and through numerous direct links from online advertising and event profiles hosted by approved third-party websites.] [added: events.] We also have both Live Nation and Ticketmaster mobile apps that our fans can use to access event information and buy tickets. |

| • | Distribution Network. We believe that our global distribution network of promoters, venues and festivals provides us with a strong position in the live concert industry. We believe we have one of the largest global networks of live entertainment businesses in the world, with offices in [removed: 32] [added: 34] countries worldwide. In addition, we own, operate, have exclusive booking rights for, or have an equity interest in [removed: 167] [added: 196] venues located across [removed: seven] [added: 11] countries as of the end of [removed: 2015,] [added: 2016,] making us, we believe, the second largest operator of music venues in the world. We also believe that we are one of the largest music festival producers in the world with [removed: 74] [added: 85] festivals globally. In addition, we believe that our global ticketing distribution network, [removed: with] [added: which includes] one of the largest ecommerce sites [removed: on the internet, approximately 6,700 sales outlets] and [removed: 17 call centers serving] [added: apps with over 31 million downloads, and] more than [removed: 12,500] [added: 12,000] clients worldwide, makes us the largest ticketing network in the world. |

| • | Sponsors. We employ a sales force of over 300 people that worked with approximately 900 sponsors during [removed: 2015,] [added: 2016,] through a combination of [added: strategic partnerships,] local venue-related deals and national [removed: deals,] [added: agreements,] both in North America and internationally. Our [added: sponsors include some of the most well-recognized national and global brands including Citibank, American Express, O2, Anheuser-Busch, Pepsi and AT&T (each of these brands is a registered trademark of the sponsor).] |

We completed [removed: the Separation] [added: this separation] on December 21, 2005, and became a publicly traded company on the New York Stock Exchange trading under the symbol “LYV.”

We operate in [removed: five] [added: these] main industries within the live entertainment [removed: business;] [added: business:] live music [removed: events,] [added: events and associated] venue operations, [removed: ticketing services, artist management and services, and] sponsorship and advertising [removed: sales.][added: sales, ticketing services and artist management.]

Booking agents then contact promoters, who will contract with them or with [removed: artists,] [added: artists directly,] to arrange events.

The ticketing company does not set ticket prices or seating charts for events as this information is given to [removed: them] [added: it] by the venue and/or promoter in charge of the event.

Ticketing resale services refers to the sale of tickets by [removed: a] [added: the] holder who originally purchased the tickets from a venue, promoter or other entity, or a ticketing services provider selling on behalf of a venue, promoter or other entity.

The sponsorship and advertising industry within the live entertainment business involves the sale of international, national, regional and local advertising [removed: campaigns] and promotional programs to a variety of companies to advertise or promote their [removed: brand] [added: brand, product] or [removed: product.][added: service.]

[removed: The advertising campaigns] [added: These sponsorships] typically include venue naming rights, [removed: on-site] [added: onsite] venue signage, online advertisements and exclusive partner rights in various categories such as [added: credit card,] beverage, hotel and [removed: telecommunications.][added: telecommunications, and may include event pre-sales and onsite product activation.]

In addition, online channels offering live streaming and music-related [removed: original] content provide opportunities for advertisers to connect their brands directly with fans and artists.

Our reportable segments are Concerts, [removed: Ticketing, Artist Nation and] Sponsorship & [removed: Advertising.][added: Advertising, Ticketing and Artist Nation.]

During [removed: 2015,] [added: 2016,] our Concerts business generated [removed: approximately $5.0] [added: $5.9] billion, or [removed: 68.5%,] [added: 70.3%,] of our total revenue.

Our Ticketing segment is primarily an agency business that sells tickets for events on behalf of our clients and retains a fee, or “service [removed: charge”,] [added: charge,”] for these services.

During the year ended December 31, [removed: 2015,] [added: 2016,] we sold [removed: 69%, 21%, 7%] [added: 65%, 27%, 6%] and [removed: 3%] [added: 2%] of primary tickets through these channels, respectively.

Our Ticketing segment also manages our online activities including enhancements to our websites and [removed: bundled] product offerings.

During [removed: 2015,] [added: 2016,] our Ticketing business generated [removed: approximately $1.6] [added: $1.8] billion, or [removed: 22.6%,] [added: 21.9%,] of our total revenue, which excludes the face value of tickets sold.

Through all of our ticketing services, we sold [removed: 160] [added: 186] million tickets in [removed: 2015] [added: 2016] on which we were paid fees for our services.

In addition, approximately [removed: 297] [added: 298] million tickets in total were sold using our Ticketmaster systems, [added: primarily] through season seat packages and our venue clients’ box offices, for which we do not receive a fee.

Where we have exclusive contracts, clients may not utilize, authorize or promote the services of [added: third-party ticketing companies or technologies while under contract with us.]

While we generally have the right to sell a substantial portion of our clients’ tickets, venue and promoter clients often sell and distribute [removed: group] [added: box office] sales and season tickets in-house.

As a result, we do not sell all of our clients’ tickets and the amount of tickets that we sell varies from client to client and from event to event, and varies as to any [removed: single] [added: given] client from year to year.

[removed: We remit] [added: The ticket reseller receives] the ticket resale price [removed: to the ticket resellers] less a predetermined [added: seller] service [removed: fee to the seller.][added: fee.]

| • | Grow our Revenue per Show. We will grow our revenue per show across our venues through more effective ticket pricing, broader ticketing distribution and more targeted promotional marketing. We will also grow our onsite fan monetization through improved onsite products and services. |

Our Strengths

| • | Employees. At December 31, 2016, we employed approximately 8,300 full-time employees. |

We promoted nearly 26,300 live music events in 2016, including artists such as Beyoncé, Coldplay, Guns N’ Roses, Bruce Springsteen & the E Street Band, Drake and Adele and through festivals such as Austin City Limits,

Lollapolooza, Electric Daisy Carnival, V Festival, Rock Werchter and Reading.

to these venues independently from an entertainment event and generates a significant amount of repeat business from local customers.

__________

* Exclusive booking rights for festival sites includes multi-year agreements providing us the right to use public or private land for a defined period of time leading up to and continuing after the festival.

We may enter into multiple agreements for a single festival site or use the same site for multiple festivals.

We have aggregated the agreements for each festival site and reported them as one festival site.

| • | Drive Artist Management through our Other Core Businesses. We believe that effective artist management provides further connections to our concert platform, supporting its growth. By delivering strong and consistent services to our artist managers and their clients, we believe we can continue to build our market share in both artist management and concert promotion. |

Our Assets

sponsors include some of the most well-recognized national and global brands including Citi, American Express, Carlsberg, O2, Anheuser-Busch, Hilton and Pepsi (each of these brands is a registered trademark of the sponsor).

| • | Employees. At December 31, 2015, we employed approximately 7,700 full-time employees who are dedicated to providing first-class service to our artists, fans, ticketing clients, advertisers and corporate sponsors. Many of our employees have decades of experience in promoting and producing live concerts, ticketing operations, sales and marketing, artist management and venue management. |

Booking agents generally receive fixed or percentage fees from artists for their services.

Artist services creates and sells merchandise for music artists at live performances, to retailers and directly to consumers via the internet, and also connects artists to corporate clients for events, and generally are paid a percentage of the artist’s earnings.

These

promotional programs may include event pre-sales and on-site product activation.

We promoted over 25,500 live music events in 2015, including artists such as U2, Fleetwood Mac, AC/DC, One Direction, Maroon 5 and Luke Bryan and through festivals such as Electric Daisy Carnival, Rock Werchter, Austin City Limits, Lollapolooza and Bonnaroo.

third-party ticketing companies or technologies while under contract with us.

In addition to enabling premium primary ticket sales, certain services allow consumers to resell and purchase tickets online or via mobile devices for certain events for our venue clients who elect to participate in the service.

Sellers and buyers each pay a fee that has been negotiated with the relevant client, a portion of which may be shared with the client.

because theaters can be used year-round, unlike most amphitheaters, they can generate annual profits similar to those of an amphitheater.

Theaters represent less risk to concert promoters because they have lower fixed costs associated with hosting a concert and may provide a more appropriately-sized venue for developing artists and more artists in general.

In the artist services business, we compete with companies typically only involved in one or a few of the services we provide.

Some of these competitors include Bravado, Artist Arena and Global Merchandising Services.

Prior to that, Mr. Campana served as President of our Midwest Region in North America Concerts.

Prior to that, Mr. Roux served as President of our Southwest Region in North America Concerts.

None.

Information regarding our legal proceedings can be found in Part II—Financial Information—Item 8.

Financial Statements and Supplementary Data—Note 6—Commitments and Contingent Liabilities.

For the fiscal year ended December 31, [removed: 2015,][added: 2016,]

On June 30, [removed: 2015,] [added: 2016,] the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of the Common Stock beneficially held by non-affiliates of the registrant was approximately [removed: $4.0] [added: $3.1] billion.

On February [removed: 19, 2016,] [added: 16, 2017,] there were [removed: 202,459,646] [added: 204,764,010] outstanding shares of the registrant’s common stock, $0.01 par value per share, including [removed: 753,646] [added: 948,686] shares of unvested restricted stock awards and excluding 408,024 shares held in treasury.

Portions of our Definitive Proxy Statement for the [removed: 2016] [added: 2017] Annual Meeting of Stockholders, expected to be filed within 120 days of our fiscal year end, are incorporated by reference into Part III.

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| ITEM 13. | [CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR [removed: INDEPENDENCE](#s63886A4305BF1E338C92581BBFB56130)] [added: INDEPENDENCE](#s0FC3C1DCADE506DCF16F768124F3C69D)] | [removed: [98](#s63886A4305BF1E338C92581BBFB56130)] [added: [92](#s0FC3C1DCADE506DCF16F768124F3C69D)] |

| ITEM 14. | [PRINCIPAL ACCOUNTING FEES AND [removed: SERVICES](#s097F176008A50291F3D0581BBFE78B03)] [added: SERVICES](#s5CC51129A8B07E688B59768126E910B5)] | [removed: [98](#s097F176008A50291F3D0581BBFE78B03)] [added: [92](#s5CC51129A8B07E688B59768126E910B5)] |

| ITEM 15. | [EXHIBITS, FINANCIAL STATEMENT [removed: SCHEDULES](#sB13A555B324FC154CAD1581BC008C05F)] [added: SCHEDULES](#s368C43113F8D67181EFB768128E68A97)] | [removed: [99](#sB13A555B324FC154CAD1581BC008C05F)] [added: [93](#s368C43113F8D67181EFB768128E68A97)] |

| Ticketmaster | For periods prior to May 6, 2010, Ticketmaster means Ticketmaster Entertainment LLC and its predecessor companies (including without limitation Ticketmaster Entertainment, Inc.); for periods on and after May 6, 2010, Ticketmaster means the [removed: Ticketmaster] ticketing business of the Company |

10-K 1 lyv-20161231x10k.htm 10-K

10-K 1 lyv-20151231x10k.htm 10-K

| ADA | Americans with Disabilities Act of 1990 |

| DDA | United Kingdom’s Disability Discrimination Act of 1995 |

| FTC | Federal Trade Commission |

| Separation | The contribution and transfer by Clear Channel of substantially all of its entertainment assets and liabilities to Live Nation |

As of December 31, [removed: 2015,] [added: 2016,] we own, operate or lease [removed: 93] [added: 98] entertainment venues and [removed: 130] [added: 136] other facilities, including office leases, throughout North America and [removed: 36] [added: 33] entertainment venues and [removed: 90] [added: 107] other facilities internationally.

These leases can typically be for terms of [removed: 3] [added: three] to [removed: 5] [added: five] years for our office leases and 10 to 20 years for our venue leases, and many include renewal options.

There were [removed: 3,984] [added: 3,817] stockholders of record as of February [removed: 19, 2016.][added: 16, 2017.]

[removed: Since the Separation] [added: From inception] and through December 31, [removed: 2015,] [added: 2016,] we have not declared or paid any dividends.

| 2016 | | | | | | | | |

| First Quarter | | $ | 24.27 | | | $ | 18.77 | |

| Second Quarter | | $ | 24.84 | | | $ | 21.00 | |

| Third Quarter | | $ | 28.10 | | | $ | 23.01 | |

| Fourth Quarter | | $ | 29.04 | | | $ | 26.41 | |

| 2014 | | | | | | | | |

| First Quarter | | $ | 24.80 | | | $ | 19.75 | |

| Second Quarter | | $ | 24.71 | | | $ | 19.61 | |

| Third Quarter | | $ | 25.28 | | | $ | 20.82 | |

| Fourth Quarter | | $ | 27.42 | | | $ | 21.14 | |

The Selected Financial Data should be read in conjunction with Item [removed: 7—Management’s] [added: 7.—Management’s] Discussion and Analysis of Financial Condition and Results of Operations.

| | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | | | [removed: 2012] [added: 2013] | | | | [removed: 2011] [added: 2012] | | |

| Revenue | $ | [removed: 7,245,731] [added: 8,354,934] | | | $ | [removed: 6,866,964] [added: 7,245,731] | | | $ | [removed: 6,478,547] [added: 6,866,964] | | | $ | [removed: 5,819,047] [added: 6,478,547] | | | $ | [removed: 5,383,998] [added: 5,819,047] | |

| Operating income (loss) (2) | $ | [added: 194,940 | | |] 131,372 | | | [added: |] $ | 7,164 | | | $ | 139,660 | | | $ | (21,639 | ) | [removed: | $ | 18,337 | |]

| Income (loss) before income taxes (2) | $ | [removed: 6,353] [added: 48,326] | | | $ | [removed: (99,820] [added: 6,353] | [removed: )] | | $ | [removed: (5,137] [added: (99,820] | ) | | $ | [removed: (132,161] [added: (5,137] | ) | | $ | [removed: (96,627] [added: (132,161] | ) |

| Net [removed: loss] [added: income (loss)] attributable to common stockholders of Live Nation (3) | $ | [removed: (32,508] [added: 2,942] | [removed: )] | | $ | [removed: (90,807] [added: (32,508] | ) | | $ | [removed: (43,378] [added: (90,807] | ) | | $ | [removed: (163,227] [added: (43,378] | ) | | $ | [removed: (83,016] [added: (163,227] | ) |

| Basic and diluted [added: net] loss per common share available to common stockholders of Live Nation (4) | $ | [removed: (0.33] [added: (0.23] | ) | | $ | [removed: (0.49] [added: (0.33] | ) | | $ | [removed: (0.23] [added: (0.49] | ) | | $ | [removed: (0.88] [added: (0.23] | ) | | $ | [removed: (0.46] [added: (0.88] | ) |

| Total assets | $ | [removed: 6,156,241] [added: 6,764,266] | | | $ | [removed: 5,968,361] [added: 6,156,241] | | | $ | [removed: 5,668,360] [added: 5,968,361] | | | $ | [removed: 5,274,474] [added: 5,668,360] | | | $ | [removed: 5,050,812] [added: 5,274,474] | |

| Long-term debt, net (including current maturities) | $ | [removed: 2,045,014] [added: 2,313,053] | | | $ | [removed: 2,043,400] [added: 2,045,014] | | | $ | [removed: 1,793,726] [added: 2,043,400] | | | $ | [removed: 1,723,673] [added: 1,793,726] | | | $ | [removed: 1,678,729] [added: 1,723,673] | |

| | 2016 | | | | 2015 | | | | 2014 | | | | 2013 | | | | 2012 | | |

We have audited the accompanying consolidated balance sheets of Live Nation Entertainment, Inc. as of December 31, [removed: 2015] [added: 2016] and [removed: 2014,] [added: 2015,] and the related consolidated statements of operations, comprehensive loss, changes in equity and cash flows for each of the three years in the period ended December 31, [removed: 2015.][added: 2016.]

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Live Nation Entertainment, Inc. at December 31, [removed: 2015] [added: 2016] and [removed: 2014,] [added: 2015,] and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2015,] [added: 2016,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Live Nation Entertainment, Inc.’s internal control over financial reporting as of December 31, [removed: 2015,] [added: 2016,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February [removed: 25, 2016] [added: 23, 2017] expressed an unqualified opinion thereon.

| | [added: | 2016 | | | |] 2015 | | | | 2014 | | |

| | | | | | (as adjusted) | | | [added: | | | |]

| [removed: ASSETS] | (in thousands, except share data) | | | | | | |

| Cash and cash equivalents [removed: | $] [added: at beginning of period] | 1,303,125 | | | [removed: $] | 1,382,029 | | [added: | | 1,299,184 | | |]

| Accounts receivable, less allowance of [removed: $17,168] [added: $29,634] and [removed: $17,489] [added: $17,168] in [removed: 2015] [added: 2016] and [removed: 2014,] [added: 2015,] respectively | [removed: 452,600] [added: 568,936] | | | | [removed: 419,301] [added: 452,600] | | |

| Prepaid expenses | [removed: 496,226] [added: 528,250] | | | | [removed: 440,272] [added: 496,226] | | |

| Other current assets | [removed: 36,364] [added: 49,774] | | | | [removed: 26,089] [added: 36,364] | | |

| Total current assets | [removed: 2,288,315] [added: 2,673,551] | | | | [removed: 2,267,691] [added: 2,288,315] | | |

| Land, buildings and improvements | [removed: 840,032] [added: 838,545] | | | | [removed: 808,116] [added: 840,032] | | |

| Computer equipment and capitalized software | [removed: 505,233] [added: 524,571] | | | | [removed: 454,925] [added: 505,233] | | |

| Furniture and other equipment | [removed: 233,271] [added: 256,765] | | | | [removed: 209,624] [added: 233,271] | | |

| Construction in progress | [removed: 47,684] [added: 125,430] | | | | [removed: 78,111] [added: 47,684] | | |

| Less accumulated depreciation | [removed: 894,938] [added: 993,775] | | | | [removed: 855,439] [added: 894,938] | | |

| Definite-lived intangible assets, net | [removed: 777,763] [added: 812,031] | | | | [removed: 682,713] [added: 777,763] | | |

| Indefinite-lived intangible assets | [removed: 369,317] [added: 368,766] | | | | [removed: 369,480] [added: 369,317] | | |

| Goodwill | [removed: 1,604,315] [added: 1,747,088] | | | | [removed: 1,479,037] [added: 1,604,315] | | |

| Other long-term assets | [removed: 385,249] [added: 411,294] | | | | [removed: 474,103] [added: 385,249] | | |

| Total assets | $ | [removed: 6,156,241] [added: 6,764,266] | | | $ | [removed: 5,968,361] [added: 6,156,241] | |

| Accounts payable, client accounts | $ | [removed: 662,941] [added: 726,475] | | | $ | [removed: 658,108] [added: 662,941] | |

| Accounts payable | [removed: 58,607] [added: 55,030] | | | | [removed: 74,151] [added: 58,607] | | |

| Accrued expenses | [removed: 686,664] [added: 781,494] | | | | [removed: 675,880] [added: 686,664] | | |

| Deferred revenue | [removed: 618,640] [added: 804,973] | | | | [removed: 543,122] [added: 618,640] | | |

| Current portion of long-term debt, net | [removed: 42,352] [added: 53,317] | | | | [removed: 47,443] [added: 42,352] | | |

| Other current liabilities | [removed: 32,002] [added: 39,055] | | | | [removed: 12,035] [added: 32,002] | | |

| Total current liabilities | [removed: 2,101,206] [added: 2,460,344] | | | | [removed: 2,010,739] [added: 2,101,206] | | |

| Long-term debt, net | [removed: 2,002,662] [added: 2,259,736] | | | | [removed: 1,995,957] [added: 2,002,662] | | |

| Long-term deferred income taxes | [removed: 199,472] [added: 197,811] | | | | [removed: 196,759] [added: 199,472] | | |

| Other long-term liabilities | [removed: 142,267] [added: 149,791] | | | | [removed: 112,204] [added: 142,267] | | |

| Redeemable noncontrolling interests | [removed: 263,715] [added: 347,068] | | | | [removed: 168,855] [added: 263,715] | | |

| Common stock, $.01 par value; 450,000,000 shares authorized; [removed: 202,891,231] [added: 204,475,849] and [removed: 201,601,859] [added: 202,891,231] shares issued and [removed: 202,483,207] [added: 204,067,825] and [removed: 201,193,835] [added: 202,483,207] shares outstanding in [removed: 2015] [added: 2016] and [removed: 2014,] [added: 2015,] respectively | [removed: 2,020] [added: 2,034] | | | | [removed: 2,004] [added: 2,020] | | |

| Additional paid-in capital | [removed: 2,428,566] [added: 2,381,011] | | | | [removed: 2,414,428] [added: 2,428,566] | | |

| Accumulated deficit | [removed: (1,075,111] [added: (1,073,457] | | ) | | [removed: (1,042,603] [added: (1,075,111] | | ) |

| Accumulated other comprehensive loss | [removed: (111,657] [added: (176,707] | | ) | | [removed: (70,010] [added: (111,657] | | ) |

| Total Live Nation stockholders’ equity | [removed: 1,236,953] [added: 1,126,016] | | | | [removed: 1,296,954] [added: 1,236,953] | | |

| Noncontrolling interests | [removed: 209,966] [added: 223,500] | | | | [removed: 186,893] [added: 209,966] | | |

| Total equity | [removed: 1,446,919] [added: 1,349,516] | | | | [removed: 1,483,847] [added: 1,446,919] | | |

| Total liabilities and equity | $ | [removed: 6,156,241] [added: 6,764,266] | | | $ | [removed: 5,968,361] [added: 6,156,241] | |

February 23, 2017

| | 2016 | | | | 2015 | | |

| ASSETS | | | | | | | |

| Cash and cash equivalents | $ | 1,526,591 | | | $ | 1,303,125 | |

| | 1,745,311 | | | | 1,626,220 | | |

| | 751,536 | | | | 731,282 | | |

| Selling, general and administrative expenses | | 1,548,450 | | | | 1,411,855 | | | | 1,337,316 | | |

| Corporate expenses | | 125,061 | | | | 107,945 | | | | 103,905 | | |

| Other | | (103 | | ) | | 248 | | | | 84 | | |

| Other | | — | | | — | | | | — | | | | — | | | | — | | | | 248 | | | | — | | | | 248 | | | | — | | |

| Exercise of stock options | | 1,062,936 | | | 11 | | | | 20,288 | | | | — | | | | — | | | | — | | | | — | | | | 20,299 | | | | — | | |

| Acquisitions | | — | | | — | | | | — | | | | — | | | | — | | | | — | | | | 40,697 | | | | 40,697 | | | | 72,560 | | |

| Divestitures | | — | | | — | | | | — | | | | — | | | | — | | | | — | | | | (1,856 | | ) | | (1,856 | | ) | | — | | |

| Purchases of noncontrolling interests | | — | | | — | | | | (49,111 | | ) | | — | | | | — | | | | — | | | | (14,049 | | ) | | (63,160 | | ) | | (12,674 | | ) |

| Cash distributions | | — | | | — | | | | — | | | | — | | | | — | | | | — | | | | (34,285 | | ) | | (34,285 | | ) | | (20,846 | | ) |

| Other | | — | | | — | | | | (105 | | ) | | — | | | | — | | | | — | | | | (399 | | ) | | (504 | | ) | | 5 | | |

| Net income (loss) | | — | | | — | | | | — | | | | 2,942 | | | | — | | | | — | | | | 22,999 | | | | 25,941 | | | | (5,644 | | ) |

| Other | | — | | | — | | | | — | | | | — | | | | — | | | | (103 | | ) | | — | | | | (103 | | ) | | — | | |

| Balances at December 31, 2016 | | 203,396,066 | | | $ | 2,034 | | | $ | 2,381,011 | | | $ | (1,073,457 | ) | | $ | (6,865 | ) | | $ | (176,707 | ) | | $ | 223,500 | | | $ | 1,349,516 | | | $ | 347,068 | |

| Other, net | (8,801 | | ) | | 5,170 | | | | (11,313 | | ) |

| Increase in prepaid expenses and other assets | (129,748 | | ) | | (122,872 | | ) | | (231,560 | | ) |

| Net cash provided by operating activities | 597,490 | | | | 307,854 | | | | 292,166 | | |

| Advances of notes receivable | (17,227 | | ) | | (28,288 | | ) | | (34,395 | | ) |

| Purchases of intangible assets | (6,234 | | ) | | (12,267 | | ) | | (3,350 | | ) |

| Other, net | 11,357 | | | | 3,839 | | | | 15,017 | | |

| Other, net | (14,019 | | ) | | (6,941 | | ) | | (14,812 | | ) |

Stock-based compensation expense is adjusted for forfeitures as they occur.

Beginning in 2017, the Company will use a weighted-average expected life based on historical experience calculated with the assistance of outside consultants.

These performance awards are amortized to expense on a graded basis over the vesting period to the extent that it is probable that the performance criteria will be met.

In connection with the modified retrospective application of new accounting guidance for employee share-based payment transactions as discussed below, for the years ended December 31, 2015 and 2014, the Company has reclassified $7.7 million and $14.9 million, respectively, of payments for employee taxes, where shares were withheld upon the vesting or exercise of equity awards in order to satisfy the withholding obligation, from operating activities to financing activities within the consolidated statements of cash flows.

In March 2016, the FASB issued guidance that simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies, as well as classification in the statement of cash flows.

The Company adopted this guidance effective January 1, 2016 using a modified retrospective transition method with a cumulative-effect adjustment to retained earnings for the changes to the accounting for forfeitures and excess tax benefits or deficiencies.

Upon adoption of this guidance, the Company no longer estimates forfeitures in advance and now recognizes forfeitures as they occur and has reflected a cumulative effect adjustment to accumulated deficit in the consolidated balance sheets of $1.3 million.

The FASB continues to issue important guidance clarifying certain guidelines of the standard including (1) reframing the indicators in the principal versus agent guidance to focus on evidence that a company is acting as a principal rather than agent and (2) identifying performance obligations and licensing.

To assess the impact of the standard, the Company is dedicating certain of its personnel to lead the implementation effort and supplementing them with additional external resources.

These personnel read the amended guidance and subsequent clarifications and attended multiple training sessions in order to understand the potential impact the new standard could have on the Company’s revenue streams.

Surveys were sent to and completed by divisional finance managers in order to obtain a more detailed understanding of the contracts within each division and follow-up meetings with these divisions were then conducted.

Based on the results of these surveys and meetings, the Company judgmentally selected a sample of contracts based on size and complexity and ensuring all major revenue streams were represented.

The Company has completed its preliminary review of all the selected contracts and is in the process of compiling and summarizing the results for additional review and analysis.

Based on the work to date, the Company believes it has identified all material contract types and costs that may be impacted by this amended guidance.

February 25, 2016

| | 1,626,220 | | | | 1,550,776 | | |

| | 731,282 | | | | 695,337 | | |

| Selling, general and administrative expenses | | 1,397,908 | | | | 1,330,160 | | | | 1,226,892 | | |

| Corporate expenses | | 107,794 | | | | 101,000 | | | | 94,385 | | |

| Acquisition transaction expenses | | 14,098 | | | | 10,061 | | | | 6,439 | | |

| Unrealized gain (loss) on cash flow hedges | | — | | | | (6 | | ) | | 20 | | |

| Realized loss on cash flow hedges | | 25 | | | | 60 | | | | 496 | | |

| Change in funded status of defined benefit pension plan | | 223 | | | | 30 | | | | — | | |

| Balances at December 31, 2012 | | 187,651,341 | | | $ | 1,877 | | | $ | 2,272,882 | | | $ | (908,418 | ) | | $ | — | | | $ | (10,923 | ) | | $ | 153,156 | | | $ | 1,508,574 | | | $ | 42,100 | |

| Exercise of stock options | | 8,718,128 | | | 87 | | | | 85,023 | | | | — | | | | — | | | | — | | | | — | | | | 85,110 | | | | — | | |

| Exercise of warrants | | 500,000 | | | 5 | | | | 6,860 | | | | — | | | | (6,865 | | ) | | — | | | | — | | | | — | | | | | | |

| Acquisitions | | — | | | — | | | | — | | | | — | | | | — | | | | — | | | | 61,217 | | | | 61,217 | | | | 29,756 | | |

| Purchases of noncontrolling interests | | — | | | — | | | | (17,732 | | ) | | — | | | | — | | | | — | | | | (32,168 | | ) | | (49,900 | | ) | | — | | |

| Noncontrolling interests contributions | | — | | | — | | | | — | | | | — | | | | — | | | | — | | | | 363 | | | | 363 | | | | — | | |

| Cash distributions | | — | | | — | | | | — | | | | — | | | | — | | | | — | | | | (17,248 | | ) | | (17,248 | | ) | | (136 | | ) |

| Exercise of put option | | — | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | (2,000 | | ) |

| Other | | — | | | — | | | | (10 | | ) | | — | | | | — | | | | — | | | | (1,019 | | ) | | (1,029 | | ) | | 65 | | |

| Net income (loss) | | — | | | — | | | | — | | | | (43,378 | | ) | | — | | | | — | | | | 16,676 | | | | (26,702 | | ) | | (9,313 | | ) |

| Unrealized gain on cash flow hedges | | — | | | — | | | | — | | | | — | | | | — | | | | 20 | | | | — | | | | 20 | | | | — | | |

| Realized loss on cash flow hedges | | — | | | — | | | | — | | | | — | | | | — | | | | 496 | | | | — | | | | 496 | | | | — | | |

| Unrealized loss on cash flow hedges | | — | | | — | | | | — | | | | — | | | | — | | | | (6 | | ) | | — | | | | (6 | | ) | | — | | |

| Realized loss on cash flow hedges | | — | | | — | | | | — | | | | — | | | | — | | | | 60 | | | | — | | | | 60 | | | | — | | |

| Change in funded status of defined benefit pension plan | | — | | | — | | | | — | | | | — | | | | — | | | | 30 | | | | — | | | | 30 | | | | — | | |

| Realized loss on cash flow hedges | | — | | | — | | | | — | | | | — | | | | — | | | | 25 | | | | — | | | | 25 | | | | — | | |

| Change in funded status of defined benefit pension plan | | — | | | — | | | | — | | | | — | | | | — | | | | 223 | | | | — | | | | 223 | | | | — | | |

| | | | | | | | | | | | |

| Other, net | 4,325 | | | | (6,819 | | ) | | (1,505 | | ) |

| Increase in prepaid expenses | (16,283 | | ) | | (167,805 | | ) | | (19,929 | | ) |

| Increase in other assets | (106,589 | | ) | | (63,755 | | ) | | (91,237 | | ) |

| Net cash provided by operating activities | 300,202 | | | | 277,273 | | | | 431,361 | | |

| Advances and collections of notes receivable, net | (24,380 | | ) | | (25,627 | | ) | | (1,193 | | ) |

| Proceeds from disposal of operating assets, net of cash divested | 837 | | | | 7,045 | | | | 82,618 | | |

| Other, net | (3,173 | | ) | | (4,146 | | ) | | (944 | | ) |

| Contributions from noncontrolling interests | 711 | | | | 81 | | | | 363 | | |

| Cash and cash equivalents at beginning of period | 1,382,029 | | | | 1,299,184 | | | | 1,001,055 | | |

The Company accounts for income taxes using the liability method in accordance with the FASB guidance for income taxes.

Judgment is required in estimating the amount of stock-based awards expected to be forfeited prior to vesting.

If actual forfeitures differ from these estimates, non-cash compensation expense could vary.

Acquisition Transaction Expenses

Based on their evaluation as of December 31, [removed: 2015,] [added: 2016,] our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) are effective to ensure that (1) the information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and (2) the information we are required to disclose in such reports is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Based on its evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2015.][added: 2016.]

We have audited Live Nation Entertainment, Inc.’s internal control over financial reporting as of December 31, [removed: 2015,] [added: 2016,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Live Nation Entertainment, Inc. maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2015,] [added: 2016,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of Live Nation Entertainment, Inc. as of December 31, [removed: 2015] [added: 2016] and [removed: 2014,] [added: 2015,] and the related consolidated statements of operations, comprehensive loss, changes in equity, and cash flows for each of the three years in the period ended December 31, [removed: 2015] [added: 2016] and our report dated February [removed: 25, 2016] [added: 23, 2017] expressed an unqualified opinion thereon.

February 23, 2017

February 25, 2016

None.

On February 23, 2016, the compensation committee of the board of directors of the Company amended and restated the form stock option agreement and the form restricted stock award agreement (the “Form Award Agreements”) under the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan (the “Ticketmaster Plan”).

The amendments to the Form Award Agreements provide that awards made under the Ticketmaster Plan will be treated the same as awards under the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015, upon the occurrence of certain events, specifically, that awards under the Ticketmaster Plan will accelerate and vest upon a change of control of the Company, will accelerate and vest and remain exercisable for one year upon the death of the plan participant, and will continue to vest and be exercisable for a period of five years upon the disability or retirement of the plan participant.

The foregoing summary is qualified in its entirety by the complete text of the Form Award Agreements, which are attached as Exhibits 10.14 and 10.15 to this Annual Report on Form 10-K and incorporated herein by reference.

| [Consolidated Balance Sheets as of December 31, [removed: 2015] [added: 2016] and [removed: 2014](#s1BB39283802380551752581BA07B129C)] [added: 2015](#sD4D2A680C86E004987B5767FE866E7AC)] | [removed: [54](#s1BB39283802380551752581BA07B129C)] [added: [50](#sD4D2A680C86E004987B5767FE866E7AC)] |

| [Consolidated Statements of Operations for the Years Ended December 31, [removed: 2015, 2014] [added: 2016, 2015] and [removed: 2013](#s2B1E74364ED09AC44B57581BA1DBE4E3)] [added: 2014](#s7C3962FECDB30068C761767FE8BFE34F)] | [removed: [55](#s2B1E74364ED09AC44B57581BA1DBE4E3)] [added: [51](#s7C3962FECDB30068C761767FE8BFE34F)] |

| [Consolidated Statements of Comprehensive Loss for the Years Ended December 31, [removed: 2015, 2014] [added: 2016, 2015] and [removed: 2013](#s77D108167F7B80871496581BA09207CA)] [added: 2014](#s7A545F2B31EBAE78E1A2767FE9010ED7)] | [removed: [56](#s77D108167F7B80871496581BA09207CA)] [added: [52](#s7A545F2B31EBAE78E1A2767FE9010ED7)] |

| [Consolidated Statements of Changes in Equity for the Years Ended December 31, [removed: 2015, 2014] [added: 2016, 2015] and [removed: 2013](#s9BEA607F0F6071D59D9F581BA0FF2AF7)] [added: 2014](#sF1C2356B0DA7ECFF0BE1767FE910A19F)] | [removed: [57](#s9BEA607F0F6071D59D9F581BA0FF2AF7)] [added: [53](#sF1C2356B0DA7ECFF0BE1767FE910A19F)] |

| [Consolidated Statements of Cash Flows for the Years Ended December 31, [removed: 2015, 2014] [added: 2016, 2015] and [removed: 2013](#sD01C6542E64BC796D5B8581BA050BF4F)] [added: 2014](#s0501FD6394934CA1C74D767FE9A76C1E)] | [removed: [58](#sD01C6542E64BC796D5B8581BA050BF4F)] [added: [54](#s0501FD6394934CA1C74D767FE9A76C1E)] |

| [Notes to Consolidated Financial [removed: Statements](#s949EEFF38CDFD99B9C59581BBBACFAE7)] [added: Statements](#sFD5C176039E655CB5C747680F155AFAF)] | [removed: [59](#s949EEFF38CDFD99B9C59581BBBACFAE7)] [added: [55](#sFD5C176039E655CB5C747680F155AFAF)] |

The following financial statement schedule for the years ended December 31, [removed: 2015, 2014] [added: 2016, 2015] and [removed: 2013] [added: 2014] is filed as part of this report and should be read in conjunction with the consolidated financial statements.

The information in the Exhibit Index of the Annual Report on Form 10-K is incorporated into this Item [removed: 15(a)3] [added: 15.(a)3] by reference.

Under Rule 3-09 of Regulation S-X, we are required to file separate audited financial statements of Venta de Boletos por Computadora S.A. de C.V., for the years ended December 31, [removed: 2015] [added: 2016] and [removed: 2014.][added: 2015.]

We expect to file those financial statements by amendment to our Annual Report on Form10-K/A on or before June 30, [removed: 2016.][added: 2017.]

(1) During [removed: 2015, 2014,] [added: 2016, 2015] and [removed: 2013,] [added: 2014,] the valuation allowance was adjusted for acquisitions, divestitures and foreign currency adjustments.

| [removed: 10.2] [added: 10.1] | Stockholder Agreement, dated February 10, 2009, among Live Nation, Inc., Liberty Media Corporation, Liberty USA Holdings, LLC and Ticketmaster Entertainment, Inc. | 8-K | 001-32601 | 10.2 | 2/13/2009 | Live Nation | |

| [removed: 10.4] [added: 10.2] | Registration Rights Agreement, dated January 25, 2010, among Live Nation, Inc., Liberty Media Corporation and Liberty Media Holdings USA, LLC. | 8-K | 001-32601 | 10.1 | 1/29/2010 | Live Nation | |

| [removed: 10.5] [added: 10.3] | Tax Matters Agreement, dated December 21, 2005, among CCE Spinco, Inc., CCE Holdco #2, Inc. and Clear Channel Communications, Inc. | 8-K | 001-32601 | 10.2 | 12/23/2005 | Live Nation | |

| [removed: 10.6] [added: 10.4] | Tax Sharing Agreement, dated August 20, 2008, among IAC/InterActiveCorp, HSN, Inc., Interval Leisure Group, Inc., Ticketmaster and Tree.com, Inc. | 8-K | 001-34064 | 10.2 | 8/25/2008 | Ticketmaster | |

| [removed: 10.7] [added: 10.5] | Form of Indemnification Agreement. | 10-K | 001-32601 | 10.23 | 2/25/2010 | Live Nation | |

| [removed: 10.8] [added: 10.6] § | Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015. | 8-K | 001-32601 | 10.2 | 6/11/2015 | Live Nation | |

| [removed: 10.9] [added: 10.7] § | Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan. | S-8 | 333-164507 | 10.1 | 1/26/2010 | Live Nation | |

| [removed: 10.10] [added: 10.8] § | Amendment No. 1 to the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan. | 10-Q | 001-32601 | 10.1 | 11/4/2010 | Live Nation | |

| [removed: 10.11] [added: 10.9] § | Live Nation Entertainment, Inc. 2006 Annual Incentive Plan, as amended and restated as of March 19, 2015. | 8-K | 001-32601 | 10.1 | 6/11/2015 | Live Nation | |

| [removed: 10.12] [added: 10.10] § | Form Stock Option Agreement for the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015. | [added: 10-K] | [added: 001-32601] | [added: 10.12] | [added: 2/25/2016] | [added: Live Nation] | [removed: X] |

| [removed: 10.13] [added: 10.11] § | Form Restricted Stock Agreement for the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015. | [added: 10-K] | [added: 001-32601] | [added: 10.13] | [added: 2/25/2016] | [added: Live Nation] | [removed: X] |

| [removed: 10.14] [added: 10.12] § | Form Stock Option Agreement for the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan. | [added: 10-K] | [added: 001-32601] | [added: 10.14] | [added: 2/25/2016] | [added: Live Nation] | [removed: X] |

| [removed: 10.15] [added: 10.13] § | Form Restricted Stock Agreement for the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan. | [added: 10-K] | [added: 001-32601] | [added: 10.15] | [added: 2/25/2016] | [added: Live Nation] | [removed: X] |

| [removed: 10.16] [added: 10.14] § | Amended and Restated Live Nation, Inc. Stock Bonus Plan. | 8-K | 001-32601 | 10.1 | 1/25/2010 | Live Nation | |

| [removed: 10.17] [added: 10.15] § | Employment Agreement, dated October 21, 2009, among Live Nation, Inc., Live Nation Worldwide, Inc. and Michael Rapino. | 8-K | 001-32601 | 10.1 | 10/22/2009 | Live Nation | |

| [removed: 10.18] [added: 10.16] § | First Amendment to Employment Agreement, dated December 27, 2012 by and between Live Nation Entertainment, Inc. and Michael Rapino. | 10-K | 001-32601 | 10.29 | 2/26/2013 | Live Nation | |

| [removed: 10.19] [added: 10.18] § | Employment Agreement, effective January 1, 2014, between Live Nation Entertainment, Inc. and Michael Rowles. | 10-K | 001-32601 | 10.17 | 2/24/2014 | Live Nation | |

| [removed: 10.20] [added: 10.19] § | Employment Agreement, effective January 1, 2014, between Live Nation Entertainment, Inc. and Kathy Willard. | 10-K | 001-32601 | 10.19 | 2/24/2014 | Live Nation | |

| [removed: 10.21] [added: 10.20] § | Employment Agreement, effective December 17, 2007, between Live Nation Worldwide, Inc. and Brian Capo. | 10-Q | 001-32601 | 10.4 | 8/7/2008 | Live Nation | |

| [removed: 10.22] [added: 10.21] § | First Amendment to Employment Agreement, effective December 31, 2008, between Live Nation Worldwide, Inc. and Brian Capo. | 10-K | 001-32601 | 10.30 | 3/5/2009 | Live Nation | |

| [removed: 10.23] [added: 10.22] § | Second Amendment to Employment Agreement, effective [removed: December 17, 2007,] [added: October 22, 2009,] between Live Nation Worldwide, Inc. and Brian Capo. | 10-K | 001-32601 | 10.55 | 2/25/2010 | Live Nation | |

| [removed: 10.24] [added: 10.17] § | Employment Agreement, effective January 1, 2014, between Live Nation Entertainment, Inc. and Joe Berchtold. | 10-K | 001-32601 | 10.24 | 2/24/2014 | Live Nation | |

| [removed: 10.25] [added: 10.23] | Credit Agreement entered into as of May 6, 2010, among Live Nation Entertainment, Inc., the Foreign Borrowers party thereto, the Guarantors identified therein, the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian Agent and J.P. Morgan Europe Limited, as London Agent. | 10-Q | 001-32601 | 10.4 | 8/5/2010 | Live Nation | |

| [removed: 10.26] [added: 10.24] | Amendment No. 1, to the Credit Agreement, dated as of June 29, 2012, entered into by and among Live Nation Entertainment, Inc., the relevant Credit Parties identified therein, the Lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders. | 10-Q | 001-32601 | 10.2 | 8/7/2012 | Live Nation | |

| [removed: 10.27] [added: 10.25] | Amendment No. 2 to the Credit Agreement, dated as of August 16, 2013, entered into by and among Live Nation Entertainment, Inc., the Guarantors identified therein, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the Lenders, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian agent and J.P. Morgan Europe Limited, as London agent. | 10-Q | 001-32601 | 10.2 | 5/6/2014 | Live Nation | |

| [removed: 10.28] [added: 10.27] | Incremental Term Loan Joinder Agreement No. 1, dated August 20, 2012, by and among Live Nation Entertainment, Inc., JPMorganChase Bank, N.A., as administrative agent, each Incremental Term Loan Lender defined therein and the relevant Credit Parties identified therein. | 10-Q | 001-32601 | 10.2 | 11/5/2012 | Live Nation | |

| [removed: 10.29] [added: 10.28] | Indenture, dated August 20, 2012, by and among Live Nation Entertainment, Inc., the Guarantors defined therein, and the Bank of New York Mellon Trust Company, N.A., as trustee. | 10-Q | 001-32601 | 10.1 | 11/5/2012 | Live Nation | |

| [removed: 10.30] [added: 10.29] | First Supplemental Indenture, entered into as of October 4, 2012, among Live Nation Entertainment, Inc., the Guarantors listed in Appendix I attached thereto, Live Nation UshTours (USA), LLC, and The Bank of New York Mellon Trust Company, N.A., as trustee. | 10-Q | 001-32601 | 10.3 | 11/5/2012 | Live Nation | |

| [removed: 10.31] [added: 10.30] | Second Supplemental Indenture, entered into as of August 13, 2013, among Live Nation Entertainment, Inc., the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. | 8-K | 001-32601 | 10.1 | 8/16/2013 | Live Nation | |

| Year ended December 31, 2016 | | $ | 17,168 | | | $ | 16,699 | | | $ | (3,927 | ) | | $ | (306 | ) | (1) | $ | 29,634 | |

| Year ended December 31, 2016 | | | $ | 658,104 | | | $ | 11,820 | | | $ | — | | | $ | 11,642 | | | $ | 681,566 | |

| 10.26 | Amendment No. 3 to the Credit Agreement, dated as of October 31, 2016, entered into by and among Live Nation Entertainment, Inc., the Guarantors identified therein, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian agent, J.P. Morgan Europe Limited, as London agent and the lenders from time to time party thereto. | | | | | | X |

| 10.42 | Fifth Supplemental Indenture, dated as of October 31, 2016 among Live Nation Entertainment, Inc., the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. | | | | | | X |

| 10.44 | Indenture, dated as of October 31, 2016, by and among Live Nation Entertainment, Inc. the Guarantors defined therein and The Bank of New York Mellon Trust Company, N.A., as trustee. | | | | | | X |

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| | | Incorporated by Reference | | | | | |

| Exhibit No. | Exhibit Description | Form | File No. | Exhibit No. | Filing Date | Filed By | Filed Herewith |

| Year ended December 31, 2013 | | $ | 19,794 | | | $ | 5,875 | | | $ | (6,423 | ) | | $ | 604 | | (1) | $ | 19,850 | |

| Year ended December 31, 2013 | | | $ | 536,471 | | | $ | 15,912 | | | $ | (6,088 | ) | | $ | 34,299 | | | $ | 580,594 | |

| 10.1 | Lockup and Registration Rights Agreement, dated May 26, 2006, among Live Nation, Inc., SAMCO Investments Ltd., Concert Productions International Inc., CPI Entertainment Rights, Inc. and the other parties set forth therein. | 8-K | 001-32601 | 4.1 | 6/2/2006 | Live Nation | |

| 10.3 | Note, dated January 24, 2010, among Ticketmaster Entertainment, Inc., Azoff Family Trust of 1997 and Irving Azoff. | 10-K | 001-32601 | 10.17 | 2/25/2010 | Live Nation | |