Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


Form 10-Q


☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2024

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-32601


LIVE NATION ENTERTAINMENT, INC.

(Exact name of registrant as specified in its charter)


Delaware20-3247759
(State of Incorporation)(I.R.S. Employer Identification No.)

9348 Civic Center Drive

Beverly Hills, CA 90210

(Address of principal executive offices, including zip code)

(310) 867-7000

(Registrant’s telephone number, including area code)


Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, $.01 Par Value Per ShareLYVNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes ¨ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated FilerxAccelerated Filer¨
Non-accelerated Filer¨Smaller Reporting Company☐
Emerging Growth Company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes x No

On April 25, 2024, there were 231,442,568 outstanding shares of the registrant’s common stock, $0.01 par value per share, including 1,698,794 shares of unvested restricted stock awards and excluding 408,024 shares held in treasury.

LIVE NATION ENTERTAINMENT, INC.

INDEX TO FORM 10-Q

Page
PART I—FINANCIAL INFORMATION
Item 1.Financial Statements2
Consolidated Balance Sheets as of March 31, 2024 (Unaudited) and December 31, 20232
Consolidated Statements of Operations (Unaudited) for the three months ended March 31, 2024 and 20233
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) for the three months ended March 31, 2024 and 20234
Consolidated Statements of Changes in Equity (Unaudited) for the three months ended March 31, 2024 and 20235
Consolidated Statements of Cash Flows (Unaudited) for the three months ended March 31, 2024 and 20237
Notes to Consolidated Financial Statements (Unaudited)8
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations19
Item 3.Quantitative and Qualitative Disclosures About Market Risk34
Item 4.Controls and Procedures34
PART II—OTHER INFORMATION
Item 1.Legal Proceedings35
Item 1A.Risk Factors35
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds35
Item 3.Defaults Upon Senior Securities35
Item 5.Other Information35
Item 6.Exhibits36
GLOSSARY OF KEY TERMS
AOCIAccumulated other comprehensive income (loss)
AOIAdjusted operating income (loss)
APFAncillary revenue per fan
CompanyLive Nation Entertainment, Inc. and subsidiaries
FASBFinancial Accounting Standards Board
GAAPUnited States Generally Accepted Accounting Principles
GTVGross transaction value
LIBORLondon Inter-Bank Offered Rate
Live NationLive Nation Entertainment, Inc. and subsidiaries
SECUnited States Securities and Exchange Commission
SOFRSecured Overnight Financing Rate
TicketmasterOur ticketing business
VIEVariable interest entities

Table of Contents

PART I—FINANCIAL INFORMATION

Next: Item 1. Financial Statements