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Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

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Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)1. Financial Statements.

The following consolidated financial statements are included in Item 8:

Consolidated Balance Sheets as of December 31, 2016 and 201550
Consolidated Statements of Operations for the Years Ended December 31, 2016, 2015 and 201451
Consolidated Statements of Comprehensive Loss for the Years Ended December 31, 2016, 2015 and 201452
Consolidated Statements of Changes in Equity for the Years Ended December 31, 2016, 2015 and 201453
Consolidated Statements of Cash Flows for the Years Ended December 31, 2016, 2015 and 201454
Notes to Consolidated Financial Statements55

(a)2. Financial Statement Schedule.

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

Schedule II Valuation and Qualifying Accounts

All other schedules for which provision is made in the applicable accounting regulation of the SEC are not required under the related instructions or are inapplicable, and therefore have been omitted.

(a)3. Exhibits.

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

(c) Separate financial statements of subsidiaries not consolidated and fifty percent or less owned persons.

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, 2016 and 2015. We expect to file those financial statements by amendment to our Annual Report on Form10-K/A on or before June 30, 2017.

LIVE NATION ENTERTAINMENT, INC.

SCHEDULE II

VALUATION AND QUALIFYING ACCOUNTS

Allowance for Doubtful Accounts

DescriptionBalance at Beginning of PeriodCharges of Costs, Expenses and OtherWrite-off of Accounts ReceivableOtherBalance at End of Period
(in thousands)
Year ended December 31, 2014$19,850$3,684$(4,763)$(1,282)(1)$17,489
Year ended December 31, 2015$17,489$19,525$(18,703)$(1,143)(1)$17,168
Year ended December 31, 2016$17,168$16,699$(3,927)$(306)(1)$29,634

(1) Foreign currency adjustments and acquisitions.

LIVE NATION ENTERTAINMENT, INC.

SCHEDULE II

VALUATION AND QUALIFYING ACCOUNTS

Deferred Tax Asset Valuation Allowance

DescriptionBalance at Beginning of PeriodCharges of Costs, Expenses and OtherDeletionsOther (1)Balance at End of Period
(in thousands)
Year ended December 31, 2014$580,594$(6,168)$—$18,879$593,305
Year ended December 31, 2015$593,305$7,116$—$57,683$658,104
Year ended December 31, 2016$658,104$11,820$—$11,642$681,566

(1) During 2016, 2015 and 2014, the valuation allowance was adjusted for acquisitions, divestitures and foreign currency adjustments.

EXHIBIT INDEX

Incorporated by Reference
Exhibit No.Exhibit DescriptionFormFile No.Exhibit No.Filing DateFiled ByFiled Herewith
3.1Amended and Restated Certificate of Incorporation of Live Nation Entertainment, Inc., as amended.10-K001-326013.12/25/2010Live Nation
3.2Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Live Nation Entertainment, Inc.8-K001-326013.16/7/2013Live Nation
3.3Fifth Amended and Restated Bylaws of Live Nation Entertainment, Inc.8-K001-326013.26/7/2013Live Nation
4.1Amended and Restated Rights Agreement, dated as of December 18, 2015, between Live Nation Entertainment, Inc. and Computershare Inc.8-K001-326014.112/24/2015Live Nation
4.2Form of Certificate of Designations of Series A Junior Participating Preferred Stock.8-K001-326014.212/23/2005Live Nation
4.3Form of Right Certificate.8-K001-326014.1 (Annex B)12/23/2005Live Nation
10.1Stockholder Agreement, dated February 10, 2009, among Live Nation, Inc., Liberty Media Corporation, Liberty USA Holdings, LLC and Ticketmaster Entertainment, Inc.8-K001-3260110.22/13/2009Live Nation
10.2Registration Rights Agreement, dated January 25, 2010, among Live Nation, Inc., Liberty Media Corporation and Liberty Media Holdings USA, LLC.8-K001-3260110.11/29/2010Live Nation
10.3Tax Matters Agreement, dated December 21, 2005, among CCE Spinco, Inc., CCE Holdco #2, Inc. and Clear Channel Communications, Inc.8-K001-3260110.212/23/2005Live Nation
10.4Tax Sharing Agreement, dated August 20, 2008, among IAC/InterActiveCorp, HSN, Inc., Interval Leisure Group, Inc., Ticketmaster and Tree.com, Inc.8-K001-3406410.28/25/2008Ticketmaster
10.5Form of Indemnification Agreement.10-K001-3260110.232/25/2010Live Nation
10.6 §Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015.8-K001-3260110.26/11/2015Live Nation
10.7 §Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan.S-8333-16450710.11/26/2010Live Nation
10.8 §Amendment No. 1 to the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan.10-Q001-3260110.111/4/2010Live Nation
10.9 §Live Nation Entertainment, Inc. 2006 Annual Incentive Plan, as amended and restated as of March 19, 2015.8-K001-3260110.16/11/2015Live Nation
Incorporated by Reference
Exhibit No.Exhibit DescriptionFormFile No.Exhibit No.Filing DateFiled ByFiled Herewith
10.10 §Form Stock Option Agreement for the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015.10-K001-3260110.122/25/2016Live Nation
10.11 §Form Restricted Stock Agreement for the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015.10-K001-3260110.132/25/2016Live Nation
10.12 §Form Stock Option Agreement for the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan.10-K001-3260110.142/25/2016Live Nation
10.13 §Form Restricted Stock Agreement for the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan.10-K001-3260110.152/25/2016Live Nation
10.14 §Amended and Restated Live Nation, Inc. Stock Bonus Plan.8-K001-3260110.11/25/2010Live Nation
10.15 §Employment Agreement, dated October 21, 2009, among Live Nation, Inc., Live Nation Worldwide, Inc. and Michael Rapino.8-K001-3260110.110/22/2009Live Nation
10.16 §First Amendment to Employment Agreement, dated December 27, 2012 by and between Live Nation Entertainment, Inc. and Michael Rapino.10-K001-3260110.292/26/2013Live Nation
10.17 §Employment Agreement, effective January 1, 2014, between Live Nation Entertainment, Inc. and Joe Berchtold.10-K001-3260110.242/24/2014Live Nation
10.18 §Employment Agreement, effective January 1, 2014, between Live Nation Entertainment, Inc. and Michael Rowles.10-K001-3260110.172/24/2014Live Nation
10.19 §Employment Agreement, effective January 1, 2014, between Live Nation Entertainment, Inc. and Kathy Willard.10-K001-3260110.192/24/2014Live Nation
10.20 §Employment Agreement, effective December 17, 2007, between Live Nation Worldwide, Inc. and Brian Capo.10-Q001-3260110.48/7/2008Live Nation
10.21 §First Amendment to Employment Agreement, effective December 31, 2008, between Live Nation Worldwide, Inc. and Brian Capo.10-K001-3260110.303/5/2009Live Nation
10.22 §Second Amendment to Employment Agreement, effective October 22, 2009, between Live Nation Worldwide, Inc. and Brian Capo.10-K001-3260110.552/25/2010Live Nation
Incorporated by Reference
Exhibit No.Exhibit DescriptionFormFile No.Exhibit No.Filing DateFiled ByFiled Herewith
10.23Credit 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-Q001-3260110.48/5/2010Live Nation
10.24Amendment 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-Q001-3260110.28/7/2012Live Nation
10.25Amendment 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-Q001-3260110.25/6/2014Live Nation
10.26Amendment 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
10.27Incremental 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-Q001-3260110.211/5/2012Live Nation
10.28Indenture, 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-Q001-3260110.111/5/2012Live Nation
Incorporated by Reference
Exhibit No.Exhibit DescriptionFormFile No.Exhibit No.Filing DateFiled ByFiled Herewith
10.29First 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-Q001-3260110.311/5/2012Live Nation
10.30Second 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-K001-3260110.18/16/2013Live Nation
10.31Third Supplemental Indenture, dated as of February 6, 2014 among Live Nation Entertainment, Inc., BigChampagne, LLC, the Existing Guarantors Party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.15/6/2014Live Nation
10.32Fourth Supplemental Indenture, dated as of May 27, 2014, among Live Nation Entertainment, Inc., Reigndeer Entertainment Corp., the Existing Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.37/31/2014Live Nation
10.33Fifth Supplemental Indenture, dated as of August 27, 2014, among Live Nation Entertainment, Inc., Ticketstoday, LLC, the Existing Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.210/30/2014Live Nation
10.34Sixth Supplemental Indenture, dated as of October 31, 2014, among Live Nation Entertainment, Inc., EXMO Inc., Artist Nation Management, Inc., Guyo Entertainment, Inc., the Existing Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-K001-3260110.32/26/2014Live Nation
10.35Seventh Supplemental Indenture, dated as of March 27, 2015 among Live Nation Entertainment, Inc., Country Nation, LLC, the existing Guarantors Party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.24/30/2015Live Nation
10.36Eight Supplemental Indenture, dated as of August 13, 2015, among Live Nation Entertainment, Inc., the guarantors listed in Appendix I thereto, FG Acquisition Co, LLC, Front Gate Holdings, LLC, and Front Gate Ticketing Solutions, LLC and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.210/29/2015Live Nation
Incorporated by Reference
Exhibit No.Exhibit DescriptionFormFile No.Exhibit No.Filing DateFiled ByFiled Herewith
10.37Indenture, dated as of May 23, 2014, among Live Nation Entertainment, Inc., the Guarantors and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.17/31/2014Live Nation
10.38First Supplemental Indenture, dated as of August 27, 2014, among Live Nation Entertainment, Inc., Ticketstoday, LLC, the Existing Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.110/30/2014Live Nation
10.39Second Supplemental Indenture, dated as of October 31, 2014, among Live Nation Entertainment, Inc., EXMO, Inc., Artist Nation Management, Inc., Guyo Entertainment, Inc., the Existing Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-K001-3260110.332/26/2014Live Nation
10.40Third Supplemental Indenture, dated as of March 27, 2015 among Live Nation Entertainment, Inc., Country Nation, LLC, the Existing Guarantors Party thereto and The Bank of New York Mellon Trust Company N.A., as trustee.10-Q001-3260110.14/30/2015Live Nation
10.41Fourth Supplemental Indenture, dated as of August 13, 2015, among Live Nation Entertainment, Inc., the guarantors listed in Appendix I thereto, FG Acquisition Co, LLC, Front Gate Holdings, LLC and Front Gate Ticketing Solutions, LLC and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.210/29/2015Live Nation
10.42Fifth 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
10.43Indenture, dated as of May 23, 2014, between Live Nation Entertainment, Inc., and HSBC Bank USA, National Association, as trustee.10-Q001-3260110.27/31/2014Live Nation
10.44Indenture, 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
12.1Computation of Ratio of Earnings to Fixed Charges.X
14.1Code of Business Conduct and Ethics.X
21.1Subsidiaries of the Company.X
23.1Consent of Ernst & Young LLP.X
24.1Power of Attorney (see signature page).X
Incorporated by Reference
Exhibit No.Exhibit DescriptionFormFile No.Exhibit No.Filing DateFiled ByFiled Herewith
31.1Certification of Chief Executive Officer.X
31.2Certification of Chief Financial Officer.X
32.1Section 1350 Certification of Chief Executive Officer.X
32.2Section 1350 Certification of Chief Financial Officer.X
101.INSXBRL Instance Document.X
101.SCHXBRL Taxonomy Schema Document.X
101.CALXBRL Taxonomy Calculation Linkbase Document.X
101.DEFXBRL Taxonomy Definition Linkbase Document.X
101.LABXBRL Taxonomy Label Linkbase Document.X
101.PREXBRL Taxonomy Presentation Linkbase Document.X
§Management contract or compensatory plan or arrangement.

The Company has not filed long-term debt instruments of its subsidiaries where the total amount under such instruments is less than ten percent of the total assets of the Company and its subsidiaries on a consolidated basis. However, the Company will furnish a copy of such instruments to the Commission upon request.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 23, 2017.

LIVE NATION ENTERTAINMENT, INC.
By:/s/ Michael Rapino
Michael Rapino
President and Chief Executive Officer

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints, jointly and severally, Michael Rapino and Kathy Willard, and each of them, as his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

NameTitleDate
/s/ Michael Rapino Michael RapinoPresident and Chief Executive Officer and DirectorFebruary 23, 2017
/s/ Kathy Willard Kathy WillardChief Financial OfficerFebruary 23, 2017
/s/ Brian Capo Brian CapoChief Accounting OfficerFebruary 23, 2017
/s/ Mark Carleton Mark CarletonDirectorFebruary 23, 2017
/s/ Jonathan Dolgen Jonathan DolgenDirectorFebruary 23, 2017
/s/ Ariel Emanuel Ariel EmanuelDirectorFebruary 23, 2017
/s/ Robert Ted Enloe, III Robert Ted Enloe, IIIDirectorFebruary 23, 2017
/s/ Jeffrey T. Hinson Jeffrey T. HinsonDirectorFebruary 23, 2017
/s/ Jimmy Iovine Jimmy IovineDirectorFebruary 23, 2017
/s/ Margaret L. Johnson Margaret L. JohnsonDirectorFebruary 23, 2017
/s/ James S. Kahan James S. KahanDirectorFebruary 23, 2017
/s/ Gregory B. Maffei Gregory B. MaffeiDirectorFebruary 23, 2017
/s/ Randall T. Mays Randall T. MaysDirectorFebruary 23, 2017
/s/ Mark S. Shapiro Mark S. ShapiroDirectorFebruary 23, 2017

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