Document
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________ 
Form 10-Q
____________________________________ 
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2018
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)
____________________________________ 
Delaware
 
20-3247759
(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)
____________________________________ 
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 and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post 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 filer
x
 
Accelerated 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 October 25, 2018, there were 209,545,061 outstanding shares of the registrant’s common stock, $0.01 par value per share, including 1,676,366 shares of unvested restricted stock awards and excluding 408,024 shares held in treasury.
 

Table of Contents

LIVE NATION ENTERTAINMENT, INC.
INDEX TO FORM 10-Q

 
 
Page
PART I—FINANCIAL INFORMATION
 
 
 
 
 
 
PART II—OTHER INFORMATION
 

Table of Contents

LIVE NATION ENTERTAINMENT, INC.
GLOSSARY OF KEY TERMS 
    
AOCI
Accumulated other comprehensive income (loss)
AOI
Adjusted operating income (loss)
Company
Live Nation Entertainment, Inc. and subsidiaries
FASB
Financial Accounting Standards Board
GAAP
United States Generally Accepted Accounting Principles
Live Nation
Live Nation Entertainment, Inc. and subsidiaries
SEC
United States Securities and Exchange Commission
Ticketmaster
The ticketing business of the Company

1
Table of Contents

PART I—FINANCIAL INFORMATION
Item 1. Financial Statements
LIVE NATION ENTERTAINMENT, INC.
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
 
September 30,
2018
 
December 31,
2017
 
(in thousands)
ASSETS
 
 
 
Current assets
 
 
 
Cash and cash equivalents
$
1,900,305

 
$
1,825,322

Accounts receivable, less allowance of $39,996 and $32,755, respectively
1,252,585

 
725,304

Prepaid expenses
668,900

 
546,713

Restricted cash
9,493

 
3,500

Other current assets
49,764

 
51,903

Total current assets
3,881,047

 
3,152,742

Property, plant and equipment
 
 
 
Land, buildings and improvements
969,840

 
955,937

Computer equipment and capitalized software
725,842

 
610,924

Furniture and other equipment
319,248

 
312,962

Construction in progress
128,943

 
133,906

 
2,143,873

 
2,013,729

Less accumulated depreciation
1,230,516

 
1,127,793

 
913,357

 
885,936

Intangible assets
 
 
 
Definite-lived intangible assets, net
669,568

 
729,265

Indefinite-lived intangible assets
368,920

 
369,023

Goodwill
1,835,353

 
1,754,589

Other long-term assets
843,454

 
612,708

Total assets
$
8,511,699

 
$
7,504,263

LIABILITIES AND EQUITY
 
 
 
Current liabilities
 
 
 
Accounts payable, client accounts
$
1,048,647

 
$
948,637

Accounts payable
112,036

 
85,666

Accrued expenses
1,409,170

 
1,109,246

Deferred revenue
890,783

 
925,220

Current portion of long-term debt, net
81,832

 
347,593

Other current liabilities
66,330

 
160,638

Total current liabilities
3,608,798

 
3,577,000

Long-term debt, net
2,731,985

 
1,952,366

Deferred income taxes
130,911

 
137,635

Other long-term liabilities
180,626

 
174,391

Commitments and contingent liabilities


 


Redeemable noncontrolling interests
308,450

 
244,727

Stockholders’ equity
 
 
 
Common stock
2,083

 
2,069

Additional paid-in capital
2,328,425

 
2,374,006

Accumulated deficit
(871,336
)
 
(1,079,472
)
Cost of shares held in treasury
(6,865
)
 
(6,865
)
Accumulated other comprehensive loss
(134,918
)
 
(108,542
)
Total Live Nation stockholders’ equity
1,317,389

 
1,181,196

Noncontrolling interests
233,540

 
236,948

Total equity
1,550,929

 
1,418,144

Total liabilities and equity
$
8,511,699

 
$
7,504,263


See Notes to Consolidated Financial Statements
2
Table of Contents

LIVE NATION ENTERTAINMENT, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
 
Three Months Ended 
 September 30,
 
Nine Months Ended 
 September 30,
 
2018
 
2017
 
2018
 
2017
 
 
 
(as adjusted)
 
 
 
(as adjusted)
 
(in thousands except share and per share data)
Revenue
$
3,835,246

 
$
3,440,308

 
$
8,185,945

 
$
7,366,772

Operating expenses:
 
 
 
 
 
 
 
Direct operating expenses
2,924,356

 
2,633,940

 
5,991,547

 
5,431,672

Selling, general and administrative expenses
524,654

 
475,864

 
1,435,703

 
1,293,557

Depreciation and amortization
99,606

 
89,228

 
277,262

 
250,925

Loss (gain) on disposal of operating assets
10,318

 
37

 
10,464

 
(507
)
Corporate expenses
42,093

 
39,892

 
108,055

 
97,711

Operating income
234,219

 
201,347

 
362,914

 
293,414

Interest expense
35,993

 
26,627

 
101,726

 
79,515

Loss on extinguishment of debt
—

 
—

 
2,470

 
1,049

Interest income
(2,260
)
 
(1,471
)
 
(6,148
)
 
(3,447
)
Equity in losses (earnings) of nonconsolidated affiliates
(4
)
 
816

 
(3,406
)
 
(2,060
)
Other expense (income), net
262

 
920

 
7,033

 
(5,388
)
Income before income taxes
200,228

 
174,455

 
261,239

 
223,745

Income tax expense
17,031

 
25,685

 
35,714

 
42,190

Net income
183,197

 
148,770

 
225,525

 
181,555

Net income (loss) attributable to noncontrolling interests
10,514

 
12,377

 
17,389

 
(3,323
)
Net income attributable to common stockholders of Live Nation
$
172,683

 
$
136,393

 
$
208,136

 
$
184,878

 
 
 
 
 
 
 
 
Basic net income per common share available to common stockholders of Live Nation
$
0.73

 
$
0.56

 
$
0.74

 
$
0.65

Diluted net income per common share available to common stockholders of Live Nation
$
0.70

 
$
0.53

 
$
0.71

 
$
0.62

 
 
 
 
 
 
 
 
Weighted average common shares outstanding:
 
 
 
 
 
 
 
Basic
207,614,413

 
205,287,843

 
207,228,034

 
204,574,742

Diluted
216,788,983

 
223,132,186

 
215,406,201

 
213,886,452

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliation to net income available to common stockholders of Live Nation:
 
 
 
 
Net income attributable to common stockholders of Live Nation
$
172,683

 
$
136,393

 
$
208,136

 
$
184,878

Accretion of redeemable noncontrolling interests
(20,789
)
 
(21,397
)
 
(54,347
)
 
(52,811
)
Net income available to common stockholders of Live Nation—basic
151,894

 
114,996

 
153,789

 
132,067

Convertible debt interest, net of tax
319

 
3,336

 
—

 
—

Net income available to common stockholders of Live Nation—diluted
$
152,213

 
$
118,332

 
$
153,789

 
$
132,067

 
 
 
 
 
 
 
 

See Notes to Consolidated Financial Statements
3
Table of Contents

LIVE NATION ENTERTAINMENT, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(UNAUDITED)

 
Three Months Ended 
 September 30,
 
Nine Months Ended 
 September 30,
 
2018
 
2017
 
2018
 
2017
 
(in thousands)
Net income
$
183,197

 
$
148,770

 
$
225,525

 
$
181,555

Other comprehensive income (loss), net of tax:
 
 
 
 
 
 
 
Foreign currency translation adjustments
(9,081
)
 
18,268

 
(26,376
)
 
58,761

Other
—

 
—

 
—

 
80

Comprehensive income
174,116

 
167,038

 
199,149

 
240,396

Comprehensive income (loss) attributable to noncontrolling interests
10,514

 
12,377

 
17,389

 
(3,323
)
Comprehensive income attributable to common stockholders of Live Nation
$
163,602

 
$
154,661

 
$
181,760

 
$
243,719


See Notes to Consolidated Financial Statements
4
Table of Contents

LIVE NATION ENTERTAINMENT, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
 
Nine Months Ended 
 September 30,
 
2018
 
2017
 
 
 
(as adjusted)
 
(in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES
 
 
 
Net income
$
225,525

 
$
181,555

Reconciling items:
 
 
 
Depreciation
133,718

 
107,530

Amortization
143,544

 
143,395

Amortization of non-recoupable ticketing contract advances
55,893

 
54,892

Amortization of debt issuance costs and discounts, net
14,765

 
9,836

Non-cash compensation expense
34,315

 
23,921

Unrealized changes in fair value of contingent consideration
11,609

 
12,198

Loss (gain) on disposal of operating assets
10,464

 
(507
)
Equity in earnings of nonconsolidated affiliates, net of distributions
10,024

 
5,333

Provision for uncollectible receivables and advances
16,898

 
7,226

Other, net
(6,525
)
 
(6,236
)
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:
 
 
 
Increase in accounts receivable
(545,872
)
 
(394,753
)
Increase in prepaid expenses and other assets
(332,254
)
 
(279,269
)
Increase in accounts payable, accrued expenses and other liabilities
484,432

 
536,944

Increase (decrease) in deferred revenue
(960
)
 
16,169

Net cash provided by operating activities
255,576

 
418,234

CASH FLOWS FROM INVESTING ACTIVITIES
 
 
 
Advances of notes receivable
(71,578
)
 
(10,943
)
Collection of notes receivable
29,104

 
5,106

Investments made in nonconsolidated affiliates
(42,580
)
 
(22,157
)
Purchases of property, plant and equipment
(163,714
)
 
(184,499
)
Cash paid for acquisitions, net of cash acquired
(98,288
)
 
(18,809
)
Purchases of intangible assets
(33,175
)
 
(4,895
)
Other, net
1,375

 
698

Net cash used in investing activities
(378,856
)
 
(235,499
)
CASH FLOWS FROM FINANCING ACTIVITIES
 
 
 
Proceeds from long-term debt, net of debt issuance costs
857,121

 
59,313

Payments on long-term debt
(391,096
)
 
(84,608
)
Distributions to noncontrolling interests
(41,351
)
 
(22,877
)
Purchases and sales of noncontrolling interests, net
(152,971
)
 
(10,730
)
Proceeds from exercise of stock options
16,447

 
44,746

Payments for deferred and contingent consideration
(16,239
)
 
(14,149
)
Other, net
(3,785
)
 
2,642

Net cash provided by (used in) financing activities
268,126

 
(25,663
)
Effect of exchange rate changes on cash, cash equivalents and restricted cash
(63,870
)
 
118,322

Net increase in cash, cash equivalents and restricted cash
80,976

 
275,394

Cash, cash equivalents and restricted cash at beginning of period
1,828,822

 
1,529,575

Cash, cash equivalents and restricted cash at end of period
$
1,909,798

 
$
1,804,969


See Notes to Consolidated Financial Statements
5
Table of Contents

LIVE NATION ENTERTAINMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

NOTE 1—BASIS OF PRESENTATION AND OTHER INFORMATION
Preparation of Interim Financial Statements
The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X issued by the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, they include all normal and recurring accruals and adjustments necessary to present fairly the results of the interim periods shown.
The financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s 2017 Annual Report on Form 10-K filed with the SEC on February 27, 2018, as amended by the Form 10-K/A filed with the SEC on June 29, 2018.
Seasonality
Due to the seasonal nature of shows at outdoor amphitheaters and festivals, which primarily occur from May through October, the Concerts and Sponsorship & Advertising segments experience higher revenue during the second and third quarters. The Ticketing segment’s revenue is impacted by fluctuations in the availability of events for sale to the public, which vary depending upon scheduling by its clients. The Company’s seasonality also results in higher balances in cash and cash equivalents, accounts receivable, prepaid expenses, accrued expenses and deferred revenue at different times in the year. Therefore, the results to date are not necessarily indicative of the results expected for the full year.
Cash, Cash Equivalents and Restricted Cash
Included in the September 30, 2018 and December 31, 2017 cash and cash equivalents balance is $733.7 million and $769.4 million, respectively, of cash received that includes the face value of tickets sold on behalf of ticketing clients and their share of service charges, which amounts are to be remitted to these clients.
Restricted cash primarily consists of cash held in escrow accounts to fund capital improvements of certain leased or operated venues. The cash is held in these accounts pursuant to the related lease or operating agreement.
Acquisitions
During the first nine months of 2018, the Company completed several acquisitions that were accounted for as business combinations under the acquisition method of accounting. These acquisitions were not significant either on an individual basis or in the aggregate.
In May 2018, the Company acquired a 50% interest in a festival promotion business located in Brazil that is accounted for under the equity method of accounting.
Income Taxes
Each reporting period, the Company evaluates the realizability of all of its deferred tax assets in each tax jurisdiction. As of September 30, 2018, the Company continued to maintain a full valuation allowance against its net deferred tax assets in certain jurisdictions due to cumulative pre-tax losses. As a result of the valuation allowances, no tax benefits have been recognized for losses incurred, if any, in those tax jurisdictions for the first nine months of 2018 and 2017.
Accounting Pronouncements - Recently Adopted
Revenue Recognition
In May 2014, the FASB issued a comprehensive new revenue recognition standard that superseded nearly all existing revenue recognition guidance under GAAP. The new standard provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle of the guidance is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to receive in exchange for those goods or services. The FASB also issued 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 an agent and (2) identifying performance obligations and licensing. The guidance should be applied retrospectively, either to each prior period presented in the financial statements, or only to the most current reporting period presented in the financial statements with a cumulative-effect adjustment as of the date of adoption. The Company adopted this standard on January 1, 2018, applying it retrospectively to each prior period presented in the

6
Table of Contents

financial statements. The Company elected to use the consideration at the date of contract completion rather than estimating variable consideration in the comparative reporting periods and also elected not to provide disclosure of the amount and expected timing of recognition for consideration allocated to the remaining performance obligations. Had the Company estimated variable consideration for the comparative periods, it believes it would have resulted in an insignificant shift of revenue recognition between quarters. The adoption of this guidance did not have an impact to operating income.
For the Ticketing segment, the Company no longer presents payments to certain third parties as an expense and now reflects these payments as a reduction of revenue. The remaining revenue streams of the Company were not materially impacted by the new guidance. The table below represents the impact of the adoption to the Company’s consolidated and Ticketing segment’s results of operations for the three and nine months ended September 30, 2017. The impact to the consolidated results of operations includes the elimination of intercompany transactions between the Company’s Concerts and Ticketing segments.
 
Three Months Ended September 30, 2017
 
Nine Months Ended September 30, 2017
 
As Reported
 
Adjustment
 
As Adjusted
 
As Reported
 
Adjustment
 
As Adjusted
 
(in thousands)
Consolidated
 
 
 
 
 
 
 
 
 
 
 
    Revenue
$
3,559,418

 
$
(119,110
)
 
$
3,440,308

 
$
7,791,292

 
$
(424,520
)
 
$
7,366,772

    Direct operating expenses
$
2,732,926

 
$
(98,986
)
 
$
2,633,940

 
$
5,801,300

 
$
(369,628
)
 
$
5,431,672

    Depreciation and amortization
$
109,352

 
$
(20,124
)
 
$
89,228

 
$
305,817

 
$
(54,892
)
 
$
250,925

Ticketing Segment
 
 
 
 
 
 
 
 
 
 
 
    Revenue
$
532,285

 
$
(192,012
)
 
$
340,273

 
$
1,510,574

 
$
(546,282
)
 
$
964,292

    Direct operating expenses
$
283,236

 
$
(170,499
)
 
$
112,737

 
$
805,964

 
$
(488,308
)
 
$
317,656

    Depreciation and amortization
$
50,318

 
$
(21,513
)
 
$
28,805

 
$
140,881

 
$
(57,974
)
 
$
82,907

See Note 8—Revenue Recognition for further discussion and disclosures required under this guidance.
Other Pronouncements
In January 2016, the FASB issued amendments for the recognition, measurement, presentation and disclosure of financial instruments. Among other things, the guidance requires equity investments that do not result in consolidation, and which are not accounted for under the equity method, to be measured at fair value with any change in fair value recognized in net income unless the investments do not have readily determinable fair values. The amendments are to be applied through a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption with the exception of equity investments without readily determinable fair values, which will be applied prospectively. The Company adopted this guidance on January 1, 2018, and the adoption did not have a material impact on its financial position or results of operations.
In October 2016, the FASB issued guidance that requires companies to recognize the income tax effects of intercompany sales and transfers of assets, other than inventory, in the period in which the transfer occurs. That is a change from current guidance which requires companies to defer the income tax effects of intercompany transfers of assets until the asset has been sold to an outside party or otherwise recognized. The guidance should be applied on a modified retrospective basis. The Company adopted this guidance on January 1, 2018, and the adoption did not impact its financial position or results of operations.
In November 2016, the FASB issued guidance that requires restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning and ending total amounts in the statement of cash flows. The guidance should be applied on a retrospective basis to each period presented. The Company adopted this guidance on January 1, 2018, and the adoption did not have a material impact on its statements of cash flows.
In January 2017, the FASB issued guidance that changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. The guidance requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of transferred assets and activities is not a business and should be accounted for as an asset acquisition rather than a business combination. The guidance also requires a business to include at least one substantive process and narrows the definition of outputs. The guidance should be applied prospectively to any transactions occurring within the period of adoption. The Company adopted this guidance on January 1, 2018, and is applying it prospectively to acquisitions occurring on or after such date.


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Accounting Pronouncements - Not Yet Adopted
Lease Accounting
In February 2016, the FASB issued guidance that requires lessees to recognize most leases on their balance sheet as a lease liability and a right-of-use asset, and to disclose key information about leasing arrangements. The guidance is effective for annual periods beginning after December 15, 2018 and interim periods within that year, and early adoption is permitted. The guidance should be applied on a modified retrospective basis.
To assess the impact of the standard, the Company has dedicated certain of its personnel to lead the implementation effort. These personnel reviewed 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 financial position and results of operations. The Company has formed a cross-functional steering committee including members from its major divisions. The Company is in the process of implementing third-party lease accounting software to record, analyze and calculate the financial statement and disclosure impacts.
The Company will finalize its conclusions in 2018 and ensure that it can produce the data necessary for the required disclosures along with assessing changes to internal controls and processes that may be required to comply with the new lease accounting and disclosure requirements. The Company will adopt this standard on January 1, 2019 and is currently evaluating the impact that this guidance will have on its financial position and results of operations.
Other Pronouncements
In August 2018, the FASB issued guidance that aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The amortization period of these implementation costs would include periods covered under renewal options that are reasonably certain to be exercised. The expense related to the capitalized implementation costs also would be presented in the same financial statement line item as the hosting fees. The guidance is effective for annual periods beginning after December 15, 2019 and interim periods within that year, and early adoption is permitted. The guidance should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company expects to adopt this guidance on January 1, 2020, and is currently assessing which implementation method it will apply and the impact that adoption will have on its financial position and results of operations.

8
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NOTE 2—LONG-LIVED ASSETS
Definite-lived Intangible Assets
The following table presents the changes in the gross carrying amount and accumulated amortization of definite-lived intangible assets for the nine months ended September 30, 2018:
 
Revenue-
generating
contracts
 
Client /
vendor
relationships
 
Trademarks
and
naming
rights
 
Technology
 
Other (1)
 
Total
 
(in thousands)
Balance as of December 31, 2017:
 
 
 
 
 
 
 
 
Gross carrying amount
$
789,363

 
$
341,449

 
$
126,331

 
$
63,666

 
$
135,231

 
$
1,456,040

Accumulated amortization
(410,011
)
 
(186,357
)
 
(32,681
)
 
(22,745
)
 
(74,981
)
 
(726,775
)
Net
379,352

 
155,092

 
93,650

 
40,921

 
60,250

 
729,265

Gross carrying amount:
 
 
 
 
 
 
 
 
 
 
Acquisitions—current year
6,128

 
49,162

 
—

 
27,551

 
12,902

 
95,743

Acquisitions—prior year
4,447

 
—

 
—

 
—

 
1,900

 
6,347

Dispositions
—

 
(11,812
)
 
—

 
—

 
(18,754
)
 
(30,566
)
Foreign exchange
(10,165
)
 
(5,646
)
 
(1,302
)
 
(828
)
 
(2,523
)
 
(20,464
)
Other (2)
(89,145
)
 
(6,160
)
 
—

 
(3,156
)
 
(4,353
)
 
(102,814
)
Net change
(88,735
)
 
25,544

 
(1,302
)
 
23,567

 
(10,828
)
 
(51,754
)
Accumulated amortization:
 
 
 
 
 
 
 
 
 
 
Amortization
(62,974
)
 
(38,938
)
 
(9,365
)
 
(16,886
)
 
(15,381
)
 
(143,544
)
Dispositions
—

 
8,146

 
—

 
—

 
13,238

 
21,384

Foreign exchange
5,037

 
3,694

 
363

 
447

 
1,487

 
11,028

Other (2)
89,376

 
6,178

 
23

 
3,178

 
4,434

 
103,189

Net change
31,439

 
(20,920
)
 
(8,979
)
 
(13,261
)
 
3,778

 
(7,943
)
Balance as of September 30, 2018:
 
 
 
 
 
 
 
 
Gross carrying amount
700,628

 
366,993

 
125,029

 
87,233

 
124,403

 
1,404,286

Accumulated amortization
(378,572
)
 
(207,277
)
 
(41,660
)
 
(36,006
)
 
(71,203
)
 
(734,718
)
Net
$
322,056

 
$
159,716

 
$
83,369

 
$
51,227

 
$
53,200

 
$
669,568

______________
(1) Other includes intangible assets for non-compete, venue management and leasehold agreements.      
(2) Other includes netdowns of fully amortized assets.
Included in the current year acquisitions amounts above are definite-lived intangible assets primarily associated with the acquisitions of controlling interests in various concert and festival promotion businesses and artist management businesses that are all located in the United States, and the acquisition of certain software assets from a business located in the United States.
The 2018 additions to definite-lived intangible assets from acquisitions have weighted-average lives as follows:
 
Weighted-
Average
Life (years)
Revenue-generating contracts
7
Client/vendor relationships
7
Technology
3
Other
12
All categories
7
Amortization of definite-lived intangible assets for the three months ended September 30, 2018 and 2017 was $51.4 million and $53.4 million, respectively, and for the nine months ended September 30, 2018 and 2017 was $143.5 million and $143.4 million, respectively.

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The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets that exist at September 30, 2018:
 
 
(in thousands)
October 1 - December 31, 2018
$
58,023

2019
$
160,194

2020
$
128,449

2021
$
93,013

2022
$
75,482

As acquisitions and dispositions occur in the future and the valuations of intangible assets for recent acquisitions are completed, amortization will vary.
Goodwill
The following table presents the changes in the carrying amount of goodwill in each of the Company’s reportable segments for the nine months ended September 30, 2018:
 
Concerts
 
Sponsorship
& Advertising
 
Ticketing
 
Total
 
(in thousands)
Balance as of December 31, 2017:
 
 
 
 
 
 
 
Goodwill
$
1,015,913

 
$
401,753

 
$
761,786

 
$
2,179,452

Accumulated impairment losses
(424,863
)
 
—

 
—

 
(424,863
)
                 Net
591,050

 
401,753

 
761,786

 
1,754,589

Acquisitions—current year
37,723

 
3,890

 
5,875

 
47,488

Acquisitions—prior year
53,578

 
1,693

 
—

 
55,271

Dispositions
(7,053
)
 
—

 
—

 
(7,053
)
Foreign exchange
(7,706
)
 
(4,313
)
 
(2,923
)
 
(14,942
)
Balance as of September 30, 2018:
 
 
 
 
 
 
 
Goodwill
1,092,455

 
403,023

 
764,738

 
2,260,216

Accumulated impairment losses
(424,863
)
 
—

 
—

 
(424,863
)
                 Net
$
667,592

 
$
403,023

 
$
764,738

 
$
1,835,353

Included in the current year acquisitions amount above is goodwill associated with the acquisitions of controlling interests in various concert and festival promotion businesses and an artist management business along with the acquisition of a ticketing business that are all located in the United States.
Included in the prior year acquisitions amount above is a purchase price adjustment recognized in connection with contingent consideration paid during 2018 related to an acquisition that occurred prior to the Company’s adoption of the current FASB guidance for business combinations. Under the previous guidance, which was in place at the time of this acquisition, such contingent payments were recognized when it was determinable that the applicable financial targets were met.
The Company is in various stages of finalizing its acquisition accounting for recent acquisitions, which include the use of external valuation consultants, and the completion of this accounting could result in a change to the associated purchase price allocations, including goodwill and its allocation between segments.

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NOTE 3—LONG-TERM DEBT
In March 2018, the Company issued $300 million principal amount of 5.625% senior notes due 2026, issued $550 million principal amount of 2.5% convertible senior notes due 2023 and amended its senior secured credit facility to reduce the applicable interest rate for the term loan B. Total gross proceeds of $850.0 million from the issuance of the notes were used to repay $246.3 million of the outstanding principal amount of the Company’s 2.5% convertible senior notes due 2019, the related repurchase premium of $90.4 million on these convertible senior notes and accrued interest and fees of $20.8 million, leaving $492.5 million in additional cash available for the redemption of the remaining outstanding principal of its 2.5% convertible senior notes due 2019 and for general corporate purposes. The Company recorded a $2.5 million loss on extinguishment of debt related to this refinancing.
Long-term debt, which includes capital leases, at September 30, 2018 and December 31, 2017, consists of the following:
 
September 30, 2018
 
December 31, 2017
 
(in thousands)
Senior Secured Credit Facility:
 
 
 
  Term loan A
$
161,500

 
$
175,750

  Term loan B
955,573

 
962,849

4.875% Senior Notes due 2024
575,000

 
575,000

5.625% Senior Notes due 2026
300,000

 
—

5.375% Senior Notes due 2022
250,000

 
250,000

2.5% Convertible Senior Notes due 2023
550,000

 
—

2.5% Convertible Senior Notes due 2019
28,674

 
275,000

Other long-term debt
93,398

 
99,393

Total principal amount
2,914,145

 
2,337,992

Less unamortized discounts and debt issuance costs
(100,328
)
 
(38,033
)
Total debt, net of unamortized discounts and debt issuance costs
2,813,817

 
2,299,959

Less: current portion
81,832

 
347,593

Total long-term debt, net of unamortized discounts and debt issuance costs
$
2,731,985

 
$
1,952,366

Future maturities of long-term debt at September 30, 2018 are as follows:
 
(in thousands)
October 1 - December 31, 2018
$
51,802

2019
45,192

2020
71,091

2021
122,671

2022
819,010

Thereafter
1,804,379

Total
$
2,914,145

All long-term debt without a stated maturity date is considered current and is reflected as maturing in the earliest period shown in the table above. See Note 4—Fair Value Measurements for discussion of the fair value measurement of the Company’s long-term debt.
5.625% Senior Notes
In March 2018, the Company issued $300 million principal amount of 5.625% senior notes due 2026. Interest on the notes is payable semiannually in cash in arrears on March 15 and September 15 and the notes will mature on March 15, 2026. The Company may redeem some or all of the notes at any time prior to March 15, 2021 at a price equal to 100% of the principal amount, plus any accrued and unpaid interest to the date of redemption, plus a ‘make-whole’ premium. The Company may redeem up to 35% of the aggregate principal amount of the notes from proceeds of certain equity offerings prior to March 15, 2021, at a price equal to 105.625% of the aggregate principal amount being redeemed, plus any accrued and unpaid interest thereon to the date of redemption. In addition, on or after March 15, 2021, the Company may redeem some or all of the notes at any time at redemption prices that start at 104.219% of their principal amount, plus any accrued and unpaid interest to the date

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of redemption. The Company must make an offer to redeem the notes at 101% of their aggregate principal amount, plus any accrued and unpaid interest to the repurchase date, if it experiences certain defined changes of control.
2.5% Convertible Senior Notes Due 2023
In March 2018, the Company issued $550 million principal amount of 2.5% convertible senior notes due 2023. The notes pay interest semiannually in arrears on March 15 and September 15 at a rate of 2.5% per annum. The notes will mature on March 15, 2023, and may not be redeemed by the Company prior to the maturity date. The notes will be convertible, under certain circumstances, until December 15, 2022, and on or after such date without condition, at an initial conversion rate of 14.7005 shares of the Company’s common stock per $1,000 principal amount of notes, subject to adjustment, which represents a 54.4% conversion premium based on the last reported sale price for the Company’s common stock of $44.05 on March 19, 2018 prior to issuing the debt. Upon conversion, the notes may be settled in shares of common stock or, at the Company’s election, cash or a combination of cash and shares of common stock. Assuming the Company fully settled the notes in shares, the maximum number of shares that could be issued to satisfy the conversion is currently 8.1 million.
If the Company experiences a fundamental change, as defined in the indenture governing the notes, the holders of the notes may require the Company to purchase for cash all or a portion of their notes, subject to specified exceptions, at a price equal to 100% of the principal amount of the notes plus any accrued and unpaid interest.
The carrying amount of the equity component of the notes is $64.0 million, which is treated as a debt discount, and the principal amount of the liability component (face value of the notes) is $550 million. As of September 30, 2018, the remaining period for the debt discount was approximately 4 years and the value of the notes, if converted and fully settled in shares, did not exceed the principal amount of the notes. As of September 30, 2018, the effective interest rate on the liability component of the notes was 5.7%. The following table summarizes the amount of pre-tax interest cost recognized on the notes:
 
Three Months Ended 
 September 30, 2018
 
Nine Months Ended 
 September 30, 2018
 
(in thousands)
Interest cost recognized relating to:
 
 
 
  Contractual interest coupon
$
3,361

 
$
7,257

  Amortization of debt discount
2,996

 
5,951

  Amortization of debt issuance costs
534

 
1,068

Total interest cost recognized on the notes
$
6,891

 
$
14,276

2.5% Convertible Senior Notes Due 2019
As noted above, in 2018, the Company acquired in private repurchase transactions and subsequently retired $246.3 million of the outstanding principal amount of its 2.5% convertible senior notes due 2019 for $336.7 million plus fees and accrued interest. The fair value of the equity component of the notes prior to repurchase was calculated assuming a 4.87% non-convertible borrowing rate resulting in $92.6 million of the total repurchase price being recorded to additional paid-in capital. Beginning October 1, 2018, the remaining notes will be convertible at the election of the holder and will remain convertible through May 2019, at which time any notes that remain outstanding will mature.
NOTE 4—FAIR VALUE MEASUREMENTS
The Company’s outstanding debt held by third-party financial institutions is carried at cost, adjusted for any discounts or debt issuance costs. The Company’s debt is not publicly traded and the carrying amounts typically approximate fair value for debt that accrues interest at a variable rate, which are considered to be Level 2 inputs as defined in the FASB guidance.

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The following table presents the estimated fair values of the Company’s senior notes and convertible senior notes:


Estimated Fair Value at
 
September 30, 2018
 
December 31, 2017
 
Level 2
 
(in thousands)
4.875% Senior Notes due 2024
$
565,967

 
$
592,325

5.625% Senior Notes due 2026
$
303,408

 
$
—

5.375% Senior Notes due 2022
$
254,043

 
$
259,233

2.5% Convertible Senior Notes due 2023
$
600,875

 
$
—

2.5% Convertible Senior Notes due 2019
$
45,182

 
$
310,635

NOTE 5—COMMITMENTS AND CONTINGENT LIABILITIES
During 2018, the Company has entered into new, or it has exercised options to extend existing, long-term operating leases for office space and venues. These new or extended non-cancelable lease agreements have added future minimum rental commitments of approximately $5.8 million for the remainder of 2018, $29.6 million for 2019, $29.7 million for 2020, $32.0 million for 2021, $33.3 million for 2022 and $325.0 million thereafter. The Company has leases that contain contingent payment requirements for which payments vary depending on revenue, tickets sold or other variables.
During 2018, the Company has entered into new, or it has renewed existing, long-term non-cancelable contracts with various artists and ticketing clients. These new or renewed non-cancelable contracts have added future minimum commitments of approximately $34.1 million for the remainder of 2018, $315.3 million for 2019, $131.2 million for 2020, $209.4 million for 2021, $157.8 million for 2022 and $68.9 million thereafter.
Litigation
Securities Class Action Litigation
In April 2018, a class action lawsuit was filed against the Company by Kathryn Poser, asserting claims for alleged violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, in statements and/or omissions pertaining to a consent decree related to its acquisition of Ticketmaster in 2010. On August 21, 2018, the plaintiff filed a Notice of Voluntary Dismissal, without prejudice, thereby ending the litigation.
Consumer Class Actions
The following class action lawsuits were filed against Live Nation and/or Ticketmaster LLC in the United States and Canada: Vaccaro v. Ticketmaster LLC (Northern District of Illinois, filed September 2018); Ameri v. Ticketmaster LLC (Superior Court of California, Alameda County, filed September 2018); Lee v. Ticketmaster LLC, et al. (Northern District of California, filed September 2018); Thompson-Marcial v. Ticketmaster Canada Holdings ULC (Ontario Superior Court of Justice, filed September 2018); McPhee v. Live Nation Entertainment, Inc., et al. (Superior Court of Quebec, District of Montreal, filed September 2018); Crystal Watch v. Live Nation Entertainment, Inc., et al. (Court of Queen’s Bench for Saskatchewan, by amendments filed September 2018); Gaetano v. Live Nation Entertainment Inc., et al. (Northern District of New York, filed October 2018); Dickey v. Ticketmaster, LLC, et al. (Central District of California, filed October 2018); and Gomel v. Live Nation Entertainment, Inc., et al. (Supreme Court of British Columbia, filed October 2018).  These lawsuits make similar factual allegations that Live Nation and/or Ticketmaster LLC engage in conduct that is intended to encourage the resale of tickets on secondary ticket exchanges at elevated prices. Based on these allegations, each plaintiff asserts violations of different state/provincial and federal laws. Each plaintiff also seeks to represent a class of individuals who purchased tickets on a secondary ticket exchange, as defined in each plaintiff’s complaint. The complaints seek a variety of remedies, including unspecified compensatory damages, punitive damages, restitution, injunctive relief and attorneys’ fees and costs. Based on information presently known to management, the Company does not believe that a loss is probable of occurring at this time, and believes that the potential liability, if any, will not have a material adverse effect on its financial condition, cash flows or results of operations. Further, the Company does not currently believe that the claims asserted in these lawsuits have merit, and considerable uncertainty exists regarding any monetary damages that will be asserted against the Company. As a result, the Company is currently unable to estimate the possible loss or range of loss for these matters. The Company intends to vigorously defend these actions.

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NOTE 6—INCOME TAXES
In December 2017, the Tax Cuts and Jobs Act (“TCJA”) was enacted, which amends the Internal Revenue Code to reduce tax rates and modify policies, credits, and deductions for individuals and businesses. For businesses, the TCJA reduces the corporate federal tax rate from a maximum of 35% to a flat 21% rate. The rate reduction took effect on January 1, 2018. The TCJA enactment caused the Company’s United States deferred tax assets and liabilities to be revalued at December 31, 2017. The international provisions of the TCJA generally establish a territorial-style system for taxing foreign-sourced income of domestic multinational corporations, require companies to pay a one-time transition tax on earnings of certain foreign-sourced subsidiaries that were previously tax-deferred, and create new taxes on certain foreign-sourced earnings. At December 31, 2017, the Company made a reasonable estimate of the effects of the TCJA on existing deferred tax balances and the one-time transition tax. During the third quarter of 2018, the Company refined the computation of the one-time transition tax liability for foreign subsidiaries to approximately $100.0 million. The change in computed liability does not impact 2018 tax expense since it is expected that the liability will continue to be offset by fully-valued tax attribute carryforwards. The Company has not completed its analysis of the impacts of the one-time transition tax and may make further adjustments to its accounting related to TCJA during the fourth quarter of 2018.
In December 2017, the SEC issued guidance for companies that have not completed the accounting for the income tax effects of the TCJA. Under this guidance, a company may report provisional amounts based on reasonable estimates where the accounting is incomplete. These amounts are subject to adjustments during a measurement period of up to one year beginning in the reporting period of the enactment date. In accordance with this guidance, the Company has determined that the impact of the TCJA on deferred taxes and the transition tax inclusion recorded on the mandatory deemed repatriation of foreign earnings were provisional amounts and reasonable estimates at December 31, 2017. The amounts recorded in 2017 and refined in 2018 remain reasonable estimates as of September 30, 2018 based on information available to date. Additional work is necessary for a more detailed analysis of our deferred tax assets and liabilities and our historical foreign earnings as well as potential correlative adjustments. Any subsequent adjustment to the amount will be recorded in the fourth quarter of 2018 when the analysis is complete, but is not anticipated to impact tax expense due to the existence of fully-valued tax attribute carryforwards.
Although the TCJA generally eliminates United States federal income tax on dividends from foreign subsidiaries, it creates a new requirement that certain income, referred to as Global Intangible Low-Taxed Income (“GILTI”), earned by controlled foreign corporations must be included currently in the gross income of the entity’s United States taxpayer. In accordance with this guidance, the Company is allowed to make an accounting policy choice of either (1) treating taxes due on future United States inclusions in taxable income related to GILTI as a current-period expense when incurred or (2) factoring such amounts into the Company’s measurement of its deferred taxes. Because of the complexity of the new GILTI tax rules, the Company continues to evaluate this provision of the TCJA and has not yet determined its accounting policy. As of September 30, 2018, because the Company is still evaluating the GILTI provisions and its analysis of future taxable income that is subject to GILTI, it has included the GILTI impact related to current-year operations only in its estimated annual effective tax rate computations and has not provided additional GILTI impact on deferred items. The GILTI taxable income inclusion does not affect the 2018 tax expense due to the existence of fully-valued tax attribute carryforwards.
Beyond the inclusions required pursuant to the TCJA, no additional income taxes have been provided for any remaining undistributed foreign earnings that are considered to be permanently reinvested.

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NOTE 7—EQUITY
The following table shows the reconciliation of the carrying amount of stockholders’ equity attributable to Live Nation, equity attributable to noncontrolling interests, total equity and also redeemable noncontrolling interests for the nine months ended September 30, 2018:
 
Live Nation
Stockholders’ Equity
 
Noncontrolling
Interests
 
Total
Equity
 
Redeemable
Noncontrolling
Interests
 
(in thousands)
 
(in thousands)
Balance at December 31, 2017
$
1,181,196

 
$
236,948

 
$
1,418,144

 
$
244,727

Non-cash compensation expense
34,415

 
—

 
34,415

 
—

Common stock issued under stock plans, net of shares withheld for employee taxes
(8,685
)
 
—

 
(8,685
)
 
—

Exercise of stock options
16,447

 
—

 
16,447

 
—

Fair value of convertible debt conversion feature, net of issuance costs
62,624

 
—

 
62,624

 
—

Repurchase of convertible debt conversion feature
(92,641
)
 
—

 
(92,641
)
 
—

Acquisitions
—

 
21,770

 
21,770

 
20,911

Divestitures
—

 
(6,684
)
 
(6,684
)
 
—

Purchases of noncontrolling interests
(4,784
)
 
(1,526
)
 
(6,310
)
 
(10,356
)
Sales of noncontrolling interests
1,410

 
(980
)
 
430

 
—

Redeemable noncontrolling interests fair value adjustments
(54,246
)
 
—

 
(54,246
)
 
54,246

Contributions received
—

 
7,501

 
7,501

 
1,806

Cash distributions
—

 
(33,481
)
 
(33,481
)
 
(7,870
)
Other
(107
)
 
(2,439
)
 
(2,546
)
 
28

Comprehensive income (loss):
 
 
 
 

 
 
Net income
208,136

 
12,431

 
220,567

 
4,958

Foreign currency translation adjustments
(26,376
)
 
—

 
(26,376
)
 
—

Balance at September 30, 2018
$
1,317,389

 
$
233,540

 
$
1,550,929

 
$
308,450

Accumulated Other Comprehensive Loss
The following table presents changes in the components of AOCI, net of taxes, for the nine months ended September 30, 2018:
 
Total (Foreign Currency Items)
 
(in thousands)
Balance at December 31, 2017
$
(108,542
)
Other comprehensive income before reclassifications
(26,376
)
Net other comprehensive income
(26,376
)
Balance at September 30, 2018
$
(134,918
)
Earnings Per Share
Basic net income (loss) per common share is computed by dividing the net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. The calculation of diluted net income (loss) per common share includes the effects of the assumed exercise of any outstanding stock options, the assumed vesting of shares of restricted stock and the assumed conversion of the convertible senior notes where dilutive.

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The following table sets forth the computation of weighted average common shares outstanding:
 
Three Months Ended 
 September 30,
 
Nine Months Ended 
 September 30,
 
2018
 
2017
 
2018
 
2017
Weighted average common shares—basic
207,614,413

 
205,287,843

 
207,228,034

 
204,574,742

Effect of dilutive securities:
 
 
 
 
 
 
 
     Stock options and restricted stock
8,347,718

 
9,914,361

 
8,178,167

 
9,311,710

     Convertible senior notes
826,852

 
7,929,982

 
—

 
—

Weighted average common shares—diluted
216,788,983

 
223,132,186

 
215,406,201

 
213,886,452

The following table shows securities excluded from the calculation of diluted net income (loss) per common share because such securities are anti-dilutive:
 
Three Months Ended 
 September 30,
 
Nine Months Ended 
 September 30,
 
2018
 
2017
 
2018
 
2017
Options to purchase shares of common stock
604,781

 
8,000

 
604,781

 
810,796

Restricted and deferred stock—unvested
2,483,572

 
196,484

 
2,498,072

 
219,084

Conversion shares related to the convertible senior notes
8,085,275

 
—

 
8,912,127

 
7,929,982

Number of anti-dilutive potentially issuable shares excluded from diluted common shares outstanding
11,173,628

 
204,484

 
12,014,980

 
8,959,862

NOTE 8—REVENUE RECOGNITION
Concerts
Concerts revenue for the three and nine months ended September 30, 2018 and 2017 are as follows:
 
Three Months Ended 
 September 30,
 
Nine Months Ended 
 September 30,
 
2018
 
2017
 
2018
 
2017
 
(in thousands)
Total Concerts Revenue
$
3,297,257

 
$
2,939,387

 
$
6,716,914

 
$
6,052,515

Percentage of consolidated revenue
86.0
%
 
85.4
%
 
82.1
%
 
82.2
%
The Concerts segment generates revenue from the promotion or production of live music events and festivals in the Company’s owned or operated venues and in rented third-party venues, artist management commissions and the sale of merchandise for music artists at events. As a promoter and venue operator, the Company earns revenue primarily from the sale of tickets, concessions, merchandise, parking, ticket rebates or service charges on tickets sold by Ticketmaster or third-party ticketing agreements, and rental of the Company’s owned or operated venues. As an artist manager, the Company earns commissions on the earnings of the artists and other clients the Company represents, primarily derived from clients’ earnings for concert tours. Over 95% of Concerts’ revenue, whether related to promotion, venue operations, artist management or artist event merchandising, is recognized on the day of the related event. The majority of consideration for the Concerts segment is collected in advance of or on the day of the event. Consideration received in advance of the event is recorded as deferred revenue. Any consideration not collected by the day of the event is typically received within three months after the event date.

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Sponsorship & Advertising
Sponsorship & Advertising revenue for the three and nine months ended September 30, 2018 and 2017 are as follows:
 
Three Months Ended 
 September 30,
 
Nine Months Ended 
 September 30,
 
2018
 
2017
 
2018
 
2017
 
(in thousands)
Total Sponsorship & Advertising Revenue
$
171,178

 
$
157,981

 
$
385,674

 
$
346,532

Percentage of consolidated revenue
4.5
%
 
4.6
%
 
4.7
%
 
4.7
%
The Sponsorship & Advertising segment generates revenue from sponsorship and marketing programs that provide its sponsors with strategic, international, national and local opportunities to reach customers through the Company’s venue, artist relationship and ticketing assets, including advertising on its websites. These programs can also include custom events or programs for the sponsors’ specific brands, which are typically experienced exclusively by the sponsors’ customers.  Sponsorship agreements may contain multiple elements, which provide several distinct benefits to the sponsor over the term of the agreement, and can be for a single or multi-year term. The Company also earns revenue from exclusive access rights provided to sponsors in various categories such as ticket pre-sales, beverage pouring rights, venue naming rights, media campaigns, signage within the Company’s venues, and advertising on its websites. Revenue from sponsorship agreements is allocated to the multiple elements based on the relative stand-alone selling price of each separate element, which are determined using vendor-specific evidence, third-party evidence or the Company’s best estimate of the fair value. Revenue is recognized over the term of the agreement or operating season as the benefits are provided to the sponsor unless the revenue is associated with a specific event, in which case it is recognized when the event occurs. Revenue is collected in installment payments during the year, typically in advance of providing the benefit or the event. Revenue received in advance of the event or the sponsor receiving the benefit is recorded as deferred revenue.
At September 30, 2018, the Company had contracted sponsorship agreements with terms greater than one year that had approximately $751.0 million of revenue related to future benefits to be provided by the Company. The Company expects to recognize approximately 9%, 33%, 22% and 36% of this revenue in the remainder of 2018, 2019, 2020 and thereafter, respectively.
Ticketing
Ticketing revenue for the three and nine months ended September 30, 2018 and 2017 are as follows:
 
Three Months Ended 
 September 30,
 
Nine Months Ended 
 September 30,
 
2018
 
2017
 
2018
 
2017
 
(in thousands)
Total Ticketing Revenue
$
368,312

 
$
340,273

 
$
1,091,880

 
$
964,292

Percentage of consolidated revenue
9.6
%
 
9.9
%
 
13.3
%
 
13.1
%
Ticket fee revenue is generated from convenience and order processing fees, or service charges, charged at the time a ticket for an event is sold in either the primary or secondary markets. The Ticketing segment is primarily an agency business that sells tickets for events on behalf of its clients, which include venues, concert promoters, professional sports franchises and leagues, college sports teams, theater producers and museums. The Ticketing segment is acting as an agent on behalf of its clients and records revenue arising from convenience and order processing fees, regardless of whether these fees are related to tickets sold in the primary or secondary market, and regardless of whether these fees are associated with the Company’s concert events or third-party clients’ concert events. The Ticketing segment does not record the face value of the tickets as revenue. Ticket fee revenue is recognized when the ticket is sold for third-party clients and secondary market sales, as the Company has no further obligation to its client’s customers following the sale of the ticket. For the Company’s concert events, where its concert promoters control ticketing, ticket fee revenue is recognized when the event occurs because the Company also has the obligation to deliver the event to the fan. The delivery of the ticket to the fan is not considered a distinct performance obligation for the Company’s concert events because the fan cannot receive the benefits of the ticket unless the Company also fulfills its obligation to deliver the event. The majority of ticket fee revenue is collected within the month of the ticket sale. Revenue received from the sale of tickets in advance of the Company’s concert events is recorded as deferred revenue.
Ticketing contract advances, which can be either recoupable or non-recoupable, represent amounts paid in advance to the Company’s clients pursuant to ticketing agreements and are reflected in prepaid expenses or in other long-term assets if the amount is expected to be recouped or recognized over a period of more than twelve months. Recoupable ticketing contract advances are generally recoupable against future royalties earned by the clients, based on the contract terms, over the life of the

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contract. Royalties are typically earned by the client when tickets are sold. Royalties paid to clients are recorded as a reduction to revenue when the tickets are sold and the corresponding service charge revenue is recognized. Non-recoupable ticketing contract advances, excluding those amounts paid to support clients’ advertising costs, are fixed additional incentives occasionally paid by the Company to certain clients to secure the contract and are normally amortized over the life of the contract on a straight-line basis as a reduction to revenue. At September 30, 2018 and December 31, 2017, the Company had ticketing contract advances of $77.2 million and $76.0 million, respectively, in prepaid expenses and $71.2 million and $78.6 million, respectively, in other long-term assets. The Company amortized $19.6 million and $20.1 million for the three months ended September 30, 2018 and 2017, respectively, and $55.9 million and $54.9 million for the nine months ended September 30, 2018 and 2017, respectively, related to non-recoupable ticketing contract advances.
Deferred Revenue
The majority of the Company’s deferred revenue is classified as current and is shown as a separate line item on the consolidated balance sheets. Deferred revenue that is not expected to be recognized within the next twelve months is classified as long-term and reflected in other long-term liabilities on the consolidated balance sheets. The Company had current deferred revenue of $925.2 million and $805.0 million at December 31, 2017 and 2016, respectively. The table below summarizes the amount of deferred revenue recognized during the three and nine months ended September 30, 2018 and 2017:
 
Three Months Ended 
 September 30,
 
Nine Months Ended 
 September 30,
 
2018
 
2017
 
2018
 
2017
 
(in thousands)
Concerts
$
166,381

 
$
163,958

 
$
809,930

 
$
705,675

Sponsorship & Advertising
3,062

 
1,307

 
20,350

 
16,466

Ticketing
7,820

 
3,823

 
39,559

 
28,922

Other & Corporate
200

 
52

 
1,591

 
743

 
$
177,463

 
$
169,140

 
$
871,430

 
$
751,806

NOTE 9—SEGMENT DATA
The Company’s reportable segments are Concerts, Sponsorship & Advertising and Ticketing. The Concerts segment involves the promotion of live music events globally in the Company’s owned or operated venues and in rented third-party venues, the production of music festivals, the operation and management of music venues, the creation of associated content and the provision of management and other services to artists. The Sponsorship & Advertising segment manages the development of strategic sponsorship programs in addition to the sale of international, national and local sponsorships and the placement of advertising such as signage, promotional programs, rich media offerings, including advertising associated with live streaming and music-related original content, and ads across the Company’s distribution network of venues, events and websites. The Ticketing segment involves the management of the Company’s global ticketing operations, including providing ticketing software and services to clients, and consumers with a marketplace, both online and mobile, for tickets and event information, and is responsible for the Company’s primary ticketing website, www.ticketmaster.com.
Revenue and expenses earned and charged between segments are eliminated in consolidation. The Company’s capital expenditures below include accruals for amounts incurred but not yet paid for, but are not reduced by reimbursements received from outside parties such as landlords or replacements funded by insurance proceeds.
The Company manages its working capital on a consolidated basis. Accordingly, segment assets are not reported to, or used by, the Company’s management to allocate resources to or assess performance of the segments, and therefore, total segment assets have not been presented.

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The following table presents the results of operations for the Company’s reportable segments for the three and nine months ended September 30, 2018 and 2017:
 
Concerts
 
Sponsorship
& Advertising
 
Ticketing
 
Other
 
Corporate
 
Eliminations
 
Consolidated
 
(in thousands)
Three Months Ended September 30, 2018
 
 
 
 
 
 
 
Revenue
$
3,297,257

 
$
171,178

 
$
368,312

 
$
932

 
$
—

 
$
(2,433
)
 
$
3,835,246

Direct operating expenses
2,767,949

 
23,191

 
133,050

 
2,599

 
—

 
(2,433
)
 
2,924,356

Selling, general and administrative expenses
343,250

 
25,325

 
151,064

 
5,015

 
—

 
—

 
524,654

Depreciation and amortization
54,404

 
8,871

 
34,677

 
212

 
1,442

 
—

 
99,606

Loss (gain) on disposal of operating assets
10,317

 
—

 
2

 
—

 
(1
)
 
—

 
10,318

Corporate expenses
—

 
—

 
—

 
—

 
42,093

 
—

 
42,093

Operating income (loss)
$
121,337

 
$
113,791

 
$
49,519

 
$
(6,894
)
 
$
(43,534
)
 
$
—

 
$
234,219

Intersegment revenue
$
268

 
$
—

 
$
2,165

 
$
—

 
$
—

 
$
(2,433
)
 
$
—

Three Months Ended September 30, 2017
 
 
 
 
 
 
 
Revenue
$
2,939,387

 
$
157,981

 
$
340,273

 
$
6,545

 
$
—

 
$
(3,878
)
 
$
3,440,308

Direct operating expenses
2,497,234

 
23,371

 
112,737

 
4,477

 
—

 
(3,879
)
 
2,633,940

Selling, general and administrative expenses
305,494

 
21,320

 
144,622

 
4,428

 
—

 
—

 
475,864

Depreciation and amortization
52,344

 
6,601

 
28,805

 
115

 
1,362

 
1

 
89,228

Loss (gain) on disposal of operating assets
(21
)
 
—

 
58

 
—

 
—

 
—

 
37

Corporate expenses
—

 
—

 
—

 
—

 
39,892

 
—

 
39,892

Operating income (loss)
$
84,336

 
$
106,689

 
$
54,051

 
$
(2,475
)
 
$
(41,254
)
 
$
—

 
$
201,347

Intersegment revenue
$
592

 
$
—

 
$
3,286

 
$
—

 
$
—

 
$
(3,878
)
 
$
—

 
 
 
 
 
 
 
 
 
 
 
 
 
 

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Concerts
 
Sponsorship
& Advertising
 
Ticketing
 
Other
 
Corporate
 
Eliminations
 
Consolidated
 
(in thousands)
Nine Months Ended September 30, 2018
 
 
 
 
 
 
 
 
Revenue
$
6,716,914

 
$
385,674

 
$
1,091,880

 
$
2,886

 
$
—

 
$
(11,409
)
 
$
8,185,945

Direct operating expenses
5,554,368

 
68,142

 
377,121

 
3,325

 
—

 
(11,409
)
 
5,991,547

Selling, general and administrative expenses
906,360

 
68,534

 
447,997

 
12,812

 
—

 
—

 
1,435,703

Depreciation and amortization
146,458

 
23,613

 
103,299

 
599

 
3,293

 
—

 
277,262

Loss (gain) on disposal of operating assets
10,452

 
—

 
13

 
—

 
(1
)
 
—

 
10,464

Corporate expenses
—

 
—

 
—

 
—

 
108,055

 
—

 
108,055

Operating income (loss)
$
99,276

 
$
225,385

 
$
163,450

 
$
(13,850
)
 
$
(111,347
)
 
$
—

 
$
362,914

Intersegment revenue
$
268

 
$
—

 
$
11,141

 
$
—

 
$
—

 
$
(11,409
)
 
$
—

Capital expenditures
$
88,338

 
$
4,241

 
$
71,336

 
$
149

 
$
8,839

 
$
—

 
$
172,903

Nine Months Ended September 30, 2017
 
 
 
 
 
 
 
 
Revenue
$
6,052,515

 
$
346,532

 
$
964,292

 
$
13,259

 
$
—

 
$
(9,826
)
 
$
7,366,772

Direct operating expenses
5,057,567

 
60,516

 
317,656

 
5,759

 
—

 
(9,826
)
 
5,431,672

Selling, general and administrative expenses
804,562

 
62,989

 
411,336

 
14,670

 
—

 
—

 
1,293,557

Depreciation and amortization
144,917

 
19,512

 
82,907

 
327

 
3,262

 
—

 
250,925

Loss (gain) on disposal of operating assets
(609
)
 
—

 
65

 
—

 
37

 
—

 
(507
)
Corporate expenses
—

 
—

 
—

 
—

 
97,711

 
—

 
97,711

Operating income (loss)
$
46,078

 
$
203,515

 
$
152,328

 
$
(7,497
)
 
$
(101,010
)
 
$
—

 
$
293,414

Intersegment revenue
$
693

 
$
—

 
$
9,133

 
$
—

 
$
—

 
$
(9,826
)
 
$
—

Capital expenditures
$
83,612

 
$
4,753

 
$
69,667

 
$
66

 
$
26,195

 
$
—

 
$
184,293


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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
“Live Nation” (which may be referred to as the “Company,” “we,” “us” or “our”) means Live Nation Entertainment, Inc. and its subsidiaries, or one of our segments or subsidiaries, as the context requires. You should read the following discussion of our financial condition and results of operations together with the unaudited consolidated financial statements and notes to the financial statements included elsewhere in this quarterly report.
Special Note About Forward-Looking Statements
Certain statements contained in this quarterly report (or otherwise made by us or on our behalf from time to time in other reports, filings with the SEC, news releases, conferences, internet postings or otherwise) that are not statements of historical fact constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended, notwithstanding that such statements are not specifically identified. Forward-looking statements include, but are not limited to, statements about our financial position, business strategy, competitive position, potential growth opportunities, potential operating performance improvements, the effects of competition, the effects of future legislation or regulations and plans and objectives of our management for future operations. We have based our forward-looking statements on our beliefs and assumptions considering the information available to us at the time the statements are made. Use of the words “may,” “should,” “continue,” “plan,” “potential,” “anticipate,” “believe,” “estimate,” “expect,” “intend,” “outlook,” “could,” “target,” “project,” “seek,” “predict,” or variations of such words and similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements.
Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties that could cause actual results to differ materially from those in such statements. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to, those set forth below under Part II Item 1A.—Risk Factors, in Part I Item IA.—Risk Factors of our 2017 Annual Report on Form 10-K, as well as other factors described herein or in our annual, quarterly and other reports we file with the SEC (collectively, “cautionary statements”). Based upon changing conditions, should any one or more of these risks or uncertainties materialize, or should any underlying assumptions prove incorrect, actual results may vary materially from those described in any forward-looking statements. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the applicable cautionary statements. We do not intend to update these forward-looking statements, except as required by applicable law.
Executive Overview
In the third quarter of 2018, our total revenue increased by $395 million, or 11%, on a reported basis as compared to last year, or $422 million, a 12% increase, without the impact of changes in foreign exchange rates. The revenue increase was largely driven by growth in our Concerts segment from an increase in the number of events and fans attending these events, which also drove our highest quarterly concert attendance ever. All three of our segments reported revenue growth in the quarter which improved our operating income by 16% as compared to the third quarter of 2017.
For the first nine months of 2018, our total revenue grew $819 million, or 11%, on a reported basis as compared to last year, or $757 million, a 10% increase, without the impact of changes in foreign exchange rates. Our three segments each delivered strong revenue increases in the first nine months of the year, underscoring the continued success of our strategic initiatives and the underlying health of the live event and ticketing businesses. As the leading global live event and ticketing company, we believe that we are well-positioned to provide the best service to artists, teams, fans and venues and therefore drive growth across all our businesses, and that by leveraging our leadership position in the entertainment industry to reach fans through the live concert experience, we will sell more tickets and grow our sponsorship revenue.
Our Concerts segment revenue for the quarter increased by $358 million, or 12%, on a reported basis as compared to last year, or $380 million, a 13% increase, without the impact of changes in foreign exchange rates. This increase was largely due to increased amphitheater show count and attendance in North America and growth in arena activity globally. Our amphitheater onsite initiatives increased our ancillary spend per fan year-over-year by 12% through optimizing our points of sale, pricing and product mix. Global festival attendance was also up in the third quarter with successful events including Lollapalooza in Chicago, Music Midtown in Atlanta, both Reading and Leeds in the United Kingdom, and Rock Werchter in Belgium. Overall, attendance at our shows increased by 12% in the third quarter of 2018 as compared to last year. Our Concerts segment operating results for the quarter exceeded last year and this was again largely driven by the high volume of arena and amphitheater activity as well as our revenue growth initiatives.
For the first nine months of 2018, our Concerts segment was the largest contributor to our overall revenue growth, with an increase of $664 million, or 11%, on a reported basis as compared to last year, or $613 million, a 10% increase, without the impact of changes in foreign exchange rates. As in the third quarter, this higher revenue was largely due to an increase in amphitheater activity in North America and the number of arena shows in both North America and Europe. For the first nine months of the year, our attendance has grown by over 5 million fans, an 8% increase compared to the first nine months of 2017.

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Concerts operating income for the first nine months of the year also improved due to the higher amphitheater and arena activity as well as our ticket pricing and onsite initiatives. We will continue to look for expansion opportunities, both domestically and internationally, as well as ways to market our events more effectively, in order to further expand our fan base and geographic reach and to sell more tickets and advertising.
Our Sponsorship & Advertising segment revenue for the quarter was up $13 million, or 8%, on a reported basis as compared to last year, or $14 million, a 9% increase, without the impact of changes in foreign exchange rates. Higher revenue resulted from new clients, increased festival sponsorships and growth in our North America online business, which also improved our operating income.
For the first nine months of 2018, Sponsorship & Advertising revenue was up $39 million, or 11%, on a reported basis as compared to last year, or $36 million, a 10% increase, without the impact of changes in foreign exchange rates. Through the end of the third quarter, we have seen an increase in the number of our strategic sponsors and the revenue for these partners has also grown by double digits. This year, we have continued to introduce new venue products such as social moments installations and viewing decks and we have also grown revenue in certain sales categories including financial services, travel and entertainment and information technology, broadening our client base and opportunities for growth. We believe that our extensive onsite and online reach, global venue distribution network, artist relationships and ticketing operations are key to securing long-term sponsorship agreements with major brands, and we plan to expand these assets while extending further into new markets internationally.
Our Ticketing segment revenue for the third quarter increased by $28 million, or 8%, on a reported basis as compared to last year, or $32 million, a 9% increase, without the impact of changes in foreign exchange rates. Our fee-bearing ticket sales were up 7% in the quarter with strong growth coming from North America concert ticket sales.
For the first nine months of 2018, Ticketing revenue was up $128 million, or 13%, on a reported basis as compared to last year, or $121 million, a 13% increase, without the impact of changes in foreign exchange rates. We have sold 155 million fee-bearing tickets worldwide for the first nine months, a 5% increase over last year. We continue to see strong growth in our mobile ticket sales with mobile now representing 41% of our total ticket sales. More fans have installed the Ticketmaster app, bringing us to over 50 million fans worldwide, creating additional marketing opportunities for our company and driving conversion from search to purchase. We will continue to implement new features to drive further expansion of mobile ticket transactions and invest in initiatives aimed at improving the ticket search, purchase and transfer process which we expect will attract more ticket buyers and enhance the overall fan and venue client experience.
We are 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 for our Ticketmaster clients, grow our sponsorship and online revenue, and drive scale and scope efficiencies and effectiveness.
Our History
We were incorporated in Delaware on August 2, 2005 in preparation for the contribution and transfer by Clear Channel Communications, Inc. of substantially all of its entertainment assets and liabilities to us. We completed the separation on December 21, 2005, and became a publicly traded company on the New York Stock Exchange trading under the symbol “LYV.”
On January 25, 2010, we merged with Ticketmaster Entertainment LLC and it became a wholly-owned subsidiary of Live Nation. Effective with the merger, Live Nation, Inc. changed its name to Live Nation Entertainment, Inc.
Segment Overview
Our reportable segments are Concerts, Sponsorship & Advertising and Ticketing.
Concerts
Our Concerts segment principally involves the global promotion of live music events in our owned or operated venues and in rented third-party venues, the operation and management of music venues, the production of music festivals across the world, the creation of associated content and the provision of management and other services to artists. While our Concerts segment operates year-round, we experience higher revenue during the second and third quarters due to the seasonal nature of shows at our outdoor amphitheaters and festivals, which primarily occur from May through October. Revenue and related costs for events are generally deferred and recognized when the event occurs. All advertising costs incurred during the year for shows in future years are expensed at the end of the year.
Concerts direct operating expenses include artist fees, event production costs, show-related marketing and advertising expenses, along with other costs.
To judge the health of our Concerts segment, we primarily monitor the number of confirmed events and fan attendance in our network of owned or operated and third-party venues, talent fees, average paid attendance, market ticket pricing, advance

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ticket sales and the number of major artist clients under management. In addition, at our owned or operated venues and festivals, we monitor ancillary revenue per fan and premium ticket sales. For business that is conducted in foreign markets, we also compare the operating results from our foreign operations to prior periods without the impact of changes in foreign exchange rates.
Sponsorship & Advertising
Our Sponsorship & Advertising segment employs a sales force that creates and maintains relationships with sponsors through a combination of strategic, international, national and local opportunities that allow businesses to reach customers through our concerts, venue, relationship and ticketing assets, including advertising on our websites. We drive increased advertising scale to further monetize our concerts platform through rich media offerings including advertising associated with live streaming and music-related original content. We work with our corporate clients to help create marketing programs that support their business goals and connect their brands directly with fans and artists. We also develop, book and produce custom events or programs for our clients’ specific brands which are typically experienced exclusively by the clients’ consumers. These custom events can involve live music events with talent and media, using both online and traditional outlets. 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.
Direct operating expenses include fulfillment costs related to our sponsorship programs, along with other costs.
To judge the health of our Sponsorship & Advertising segment, we primarily review the revenue generated through sponsorship arrangements and online advertising, and the percentage of expected revenue under contract. For business that is conducted in foreign markets, we also compare the operating results from our foreign operations to prior periods without the impact of changes in foreign exchange rates.
Ticketing
Our Ticketing segment is primarily an agency business that sells tickets for events on behalf of its clients and retains a portion of the service charges as our fee. Gross transaction value (“GTV”) represents the total amount of the transaction related to a ticket sale and includes the face value of the ticket as well as the service charge. Service charges are generally based on a percentage of the face value or a fixed fee. We sell tickets through websites, mobile apps, ticket outlets and telephone call centers. Our ticketing sales are impacted by fluctuations in the availability of events for sale to the public, which may vary depending upon scheduling by our clients. We also offer ticket resale services, sometimes referred to as secondary ticketing, principally through our integrated inventory platform, league/team platforms and other platforms internationally. Our Ticketing segment manages our online activities including enhancements to our ticketing websites and product offerings. Through our websites, we sell tickets to our own events as well as tickets for our clients and provide event information. Revenue related to ticketing service charges is recognized when the ticket is sold for our outside clients. For our own events, where our concert promoters control ticketing, revenue is deferred and recognized as the event occurs.
Ticketing direct operating expenses include call center costs and credit card fees, along with other costs.
To judge the health of our Ticketing segment, we primarily review GTV and the number of tickets sold through our ticketing operations, the number of clients renewed or added and the average royalty rate paid to clients who use our ticketing services. In addition, we review the number of visits to our websites, cost of customer acquisition, the purchase conversion rate, the overall number of customers in our database, the number and percentage of tickets sold via mobile and the number of app installs. For business that is conducted in foreign markets, we also compare the operating results from our foreign operations to prior periods without the impact of changes in foreign exchange rates.

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Key Operating Metrics

 
Three Months Ended 
 September 30,
 
Nine Months Ended 
 September 30,
 
2018
 
2017
 
2018
 
2017
 
(in thousands except estimated events)
Concerts (1)
 
 
 
 
 
 
 
Events:
 
 
 
 
 
 
 
North America
5,922

 
5,267

 
17,041

 
14,197

International
1,808

 
1,491

 
6,950

 
6,242

Total estimated events
7,730

 
6,758

 
23,991

 
20,439

Fans:
 
 
 
 
 
 
 
North America
24,184

 
21,570

 
47,090

 
42,670

International
9,127

 
8,142

 
23,719

 
22,719

Total estimated fans
33,311

 
29,712

 
70,809

 
65,389

Ticketing (2)
 
 
 
 
 
 
 
Fee-bearing tickets
53,458

 
50,093

 
154,627

 
147,200

Non-fee-bearing tickets
59,112

 
60,814

 
174,132

 
179,565

Total estimated tickets
112,570

 
110,907

 
328,759

 
326,765

 _________

(1) 
Events generally represent a single performance by an artist. Fans generally represent the number of people who attend an event. Festivals are counted as one event in the quarter in which the festival begins, but the number of fans is based on the days the fans were present at the festival and thus can be reported across multiple quarters. Events and fan attendance metrics are estimated each quarter.
(2) 
The fee-bearing tickets estimated above include primary and secondary tickets that are sold using our Ticketmaster systems or that we issue through affiliates. This metric includes primary tickets sold during the period regardless of event timing, except for our own events where our concert promoters control ticketing and which are reported as the events occur. The non-fee-bearing tickets estimated above include primary tickets sold using our Ticketmaster systems, through season seat packages and our venue clients’ box offices, along with tickets sold on our ‘do it yourself’ platform.

24
Table of Contents

Non-GAAP Measures
Reconciliation of Adjusted Operating Income (Loss)
AOI is a non-GAAP financial measure that we define as operating income (loss) before certain stock-based compensation expense, loss (gain) on disposal of operating assets, depreciation and amortization (including goodwill impairment), amortization of non-recoupable ticketing contract advances and acquisition expenses (including transaction costs, changes in the fair value of acquisition-related contingent consideration obligations, and acquisition-related severance and compensation). We use AOI to evaluate the performance of our operating segments. We believe that information about AOI assists investors by allowing them to evaluate changes in the operating results of our portfolio of businesses separate from non-operational factors that affect net income (loss), thus providing insights into both operations and the other factors that affect reported results. AOI is not calculated or presented in accordance with GAAP. A limitation of the use of AOI as a performance measure is that it does not reflect the periodic costs of certain amortizing assets used in generating revenue in our business. Accordingly, AOI should be considered in addition to, and not as a substitute for, operating income (loss), net income (loss), and other measures of financial performance reported in accordance with GAAP. Furthermore, this measure may vary among other companies; thus, AOI as presented herein may not be comparable to similarly titled measures of other companies.

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Table of Contents

The following table sets forth the reconciliation of AOI to operating income (loss):
 
Operating
income
(loss)
 
Stock-
based
compensation
expense
 
Loss (gain)
on disposal of
operating
assets
 
Depreciation
and
amortization
 
Amortization of non-recoupable ticketing contract advances
 
Acquisition
expenses
 
AOI
 
(in thousands)
Three Months Ended September 30, 2018
 
 
 
 
 
 
 
 
 
 
Concerts
$
121,337

 
$
3,166

 
$
10,317

 
$
54,404

 
$
—

 
$
11,100

 
$
200,324

Sponsorship & Advertising
113,791

 
472

 
—

 
8,871

 
—

 
—

 
123,134

Ticketing
49,519

 
1,261

 
2

 
34,677

 
20,793

 
265

 
106,517

Other and Eliminations
(6,894
)
 
—

 
—

 
212

 
(1,184
)
 
—

 
(7,866
)
Corporate
(43,534
)
 
6,470

 
(1
)